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HomeMy WebLinkAboutMay 1, 2007`~,yiPOxnG ~ F CITY OF ARCADIA CITY COUNCIUREDEVELOPMENT AGENCY REGULAR MEETING ~0°^~~Y^"`~e~' TUESDAY, MAY 1, 2007 AGENDA 6:00 p.m. 00 Location: City Council Chamber, 240 W. Huntington Drive CALL TO ORDER ROLL CALL OF CITY COUNCIL/REDEVELOPMENT AGENCY MEMBERS: Mickey Segal, Mayor/Agency Chair Robert Harbicht, Mayor Pro Tem/Agency Vice Chair Peter Amundson, Council/Agency Member Roger Chandler, Council/Agency Member John Wuo, Council/Agency Member CLOSED SESSION/STUDY SESSION PUBLIC COMMENTS (5 minutes per person) Any person wishing to address the City Council/Redevelopment Agency during the Public Comments period is asked to complete a"Public Comments" card available in the Council Chamber Lobby. The completed form should be submitted to the City Clerk/Agency Secretary prior to the start of the Closed Session/Study Session. In order to conduct a timely meeting, there will be a five (5) minute time limit per person. All comments are to be directed to the City Council/Redevelopment Agency and we ask that proper decorum be practiced during the meeting. State law prohibits the City Council/Redevelopment Agency from discussing topics or issues unless they appear on the posted Agenda. CLOSED SESSION a. Pursuant to Government Code Section 54957.6 to confer with labor negotiators. Citv Neaotiators: William W. Floyd and Tracey Hause. Emplovee Oraanizations: Arcadia Public Employees Association, Arcadia City Employees, Arcadia Police Officers' Association, Arcadia Firefighters' Association and unrepresented employees: Department Heads, Division Managers, Supervisors, and Part-time employees. 7:00 p.m., City Council Chamber RECONVENE CITY COUNCIUREDEVELOPMENT AGENCY MEETING TO OPEN SESSION INVOCATION Reverend Don Earp, Amazing Grace Congregational Church PLEDGE OF ALLEGIANCE ROLL CALL OF CITY COUNCIUREDEVELOPMENT AGENCY MEMBERS: Amundson, Chandler, Harbicht, Wuo and Segal REPORT FROM CITY ATTORNEY/AGENCY COUNSEL ON STUDY SESSIONlCLOSED SESSION ITEMS SUPPLEMENTAL INFORMATION FROM CITY MANAGER/EXECUTIVE DIRECTOR . REGARDING AGENDA ITEMS MOTION TO READ ALL ORDINANCES AND RESOLUTIONS BY TITLE ONLY AND WAIVE THE READING IN FULL PUBLIC HEARING All interested persons are invited to appear at the Public Hearing and to provide evidence or testimony concerning the proposed items of consideration. You are hereby advised that should you desire to legally challenge any action taken by the City Council with respect to any Public Hearing item on this agenda, you may be limited to raising only those issues and objections which you or someone else raised at or prior to the time of the Public Hearing. CITY COUNCIL ITEMS: a. PUBLIC COMMENTS (5 minutes per person) Any person wishing to address the City Council/Redevelopment Agency during the Public Comments period is asked to complete a"Public Comments" card available in the Council Chamber Lobby. The completed form should be submitted to the City Clerk/Agency Secretary prior to the start of the 7:00 p.m. Open Session. In order to conduct a timely meeting, there will be a five (5) minute time limit per person. All comments are to be directed to the City Council/Redevelopment Agency and we ask that proper decorum be practiced during the meeting. State law prohibits the City Council/Redevelopment Agency from discussing topics or issues unless they appear on the posted Agenda. REPORTS FROM MAYOR, CITY COUNCIL AND CITY CLERK 2. CONSENT CALENDAR All matters listed under the Consent Calendar are considered to be routine and all will be enacted by one roll call vote. There will be no separate discussion of these items unless members of the City Council/Redevelopment Agency request specific items be removed from the Consent Calendar for separate action. REDEVELOPMENT AGENCY ITEMS: a. REGULAR MEETING MINUTES OF APRIL 3. 2007. ADJOURNED REGULAR MINUTES OF APRIL 17. 2007. Recommended Action: Approve Minutes Recommended Action: Adopt b. FOR AGENCY AUDIT SERVICES IN THE AMOUNT OF $8.615.00. Recommended Action: Approve CITY COUNCIL ITEMS: c. d. e. Recommended Action: Approve RESOLUTION NO. 6568 REVISING THE C1TY'S EMPLOYER-EMPLOYEE RELATIONS RESOLUTION. Recommended Action: Adopt 9• h. 3. ClTY MANAGER a. AT&T'S ENCROACHMENT PERMIT PROCESS OF CABLE TELEVISION. Recommended Action: Receive and File b. ARCHITECTURAL DESIGN REVIEW NO. ADR 2005-26 EXPANSION OF WESTFIELD SANTA ANITA MALL - PHASE 1 B Recommended Action: Approve the Addendum to the EIR; approve ADR 05-26 subject to the conditions set forth in the staff report or as amended by the City Council, and adopt the following Resolutions: MINUTES OF APRIL 17. 2007. Recommended Action: Approve Minutes Recommended Action: Approve Recommended Action: Adopt Recommended Action: Adopt ` 328 800. Recommended Action: Approve . - J/11v1n nivl IM Irnn Recommended Action: c. ADOPTION OF CITY COUNCIL ORDINANCES RELATING TO "THE SHOPS AT SANTA ANITA". ADJOURNMENT The City Council/Redevelopment Agency will adjourn this meeting to May 15, 2007, 6:00 p.m. in the City Council Chamber Conference Room located at 240 W. Huntington Drive, Arcadia. _. PURSUANT TO THE AMERICANS WITH DISABILITIES ACT, PERSONS WITH A DISABILITY WHO REQUIRE A DISABILITY-RELATED MODIFICATION OR ACCOMODATION IN ORDER TO. PARTICIPATE IN A MEETING, INCLUDING AUXILIARY AIDS OR SERVICES, MAY REQUEST SUCH MODIFICATION OR ACCOMODATION FROM THE CITY CLERk AT (626) 574-5455. NOTIFICATION 48 HOURS PRIOR TO THE MEETING WILL ENABLE THE CITY TO MAKE REASONABLE ARRANGEMENTS TO ASSURE ACCESSIBILITY TO THE MEETING, AN ITA. Recommended Action: Adopt PARK. Recommended Action: Adopt SANTA ANITA PARK. Recommended Action: Adopt SEQ. Recommended Action: Adopt r CITY COUNCIL/REDEVELOPMENT AGENCY REGULAR MEETING ANNOTATED AGENDA MAY 1, 2007 CLOSED SESSION a. Pursuant to Government Code Section 54957.6 to confer with labor negotiators. Citv Neqotiators: William W. Floyd and Tracey Hause. Emplovee Oraanizations: Arcadia Public Employees Association, Arcadia City Employees, Arcadia Police Officers' Association, Arcadia Firefighters' Association and unrepresented employees: Department Heads, Division Managers, and Part-time employees. PUBLIC HEARING a. CONCERNING THE UNIFORM SWIMMING POOL. SPA AND HOT TUB CODE. 2. CONSENT CALENDAR REDEVELOPMENT AGENCYITEMS: NO REPORTABLE ACTION WAS TAKEN ADOPTED 5-0 REGULAR MEETING MINUTES OF ~PRIL 3, 2007, ADJOURNED APPROVED REGULAR MEETING MINUTES OF APRIL 11, 2007, CONTINUED 5-0 ADJOURNED REGULAR MEETING MINUTES OF APRIL 17, 2007 AND REGULAR MEETING MINUTES OF APRIL 17, 2007. AUTHORIZE THE EXECUTIVE DIRECTOR TO ENTER INTO A APPROVED PROFESSIONAL SERVICES AGREEMENT WITH CAPORICCI & 5-Q LARSON FOR AGENCY AUDIT SERVICES IN THE AMOUNT OF $8,615.00. CITY COUNCIL ITEMS: c. REGULAR MEETING MINUTES OF APRIL 3, 2007, ADJOURNED APPROVED REGULAR MEETING MINUTES OF APRIL 11, 2007, CONTINUED 5-0 ADJOURNED REGULAR MEETING MINUTES OF APRIL 17, 2007 AND REGULAR MEETING MINUTES OF APRIL 17, 2007. d. AUTHORIZE THE CITY MANAGER TO ENTER INTO A PROFESSIONAL APPROVED SERVICES AGREEMENT WITH CAPORICCI & LARSON FOR CITY 5- 0 AUDIT SERVICES IN THE AMOUNT OF $38,085.00. e. AUTHORIZE THE CITY MANAGER TO ENTER INTO A THREE APPROVED (3) YEAR PROFESSIONAL SERVICES AGREEMENT WITH KNIGHT 5- 0 COMMUNICATIONS. f. . RESOLUTION NO. 6568 REVISING THE CITY'S EMPLOYER- ADOPTED EMPLOYEE RELATIONS RESOLUTION. 5- 0 g. RESOLUTION N0. 6569 APPROVING SUBMITTAL OF THE FY 06-07 ADOPTED TRANSPORTATION DEVELOPMENT ACT-ARTICLE 4 CLAIM FORM 5-0 TO RECEIVE CAPITAL AND OPERATING FUNDS FOR ARCADIA 7RANSIT, h. RESOLUTION NO. 6570 ADOPTING AMENDMENT NO. 2 TO THE METRO GOLD LINE PHASE II JOINT POWERS AUTHORITY AGREEMENT ADMITTING THE CITY OF ONTARIO AS AN AUTHORIZED MEMBER OF THE METRO GOLD LINE PHASE II ADOPTED 5-0 CONSTRUCTION AUTHORITY. 3. APPROPRIATE AN ADDITIONAL $163,000 IN TRANSPORTATION IMPACT FEE FUNDS AND $90,000 IN CAPITAL OUTLAY FOR THE SUNSET BOULEVARD WIQENING PROJECT AND AUTHORIZE THE CITY MANAGER TO ENTER INTO A CONTRACT WITH NOBEST INC. IN THE AMOUNT OF $328,800. CITY MANAGER a. AT&T'S ENCROACHMENT PERMIT PROCESS OF CABLE TELEVISION. b. RESOLUTION NO. 6561 APPROVING THE EIR ADDENDUM TO ENVIRONMENTAL IMPACT REPORT AND ADOPTING THE STATEMENT OF ENVIRONMENTAL EFFECTS AND FINDINGS BASED UPON THE EIR ADDENDUM FOR ARCHITECTURAL DESIGN REVIEW ADR 2005-026 ON PHASE 1B OF THE EXPANSION OF WESTFIELD SHOPPINGTOWN - SANTA ANITA. APPROVED 5-0 RECEIVEQ AND FILED 5-0 ADOPTED 5-0 RESOLUTION NO. 6562 APPROVING ARCHITECTURAL DESIGN ADOPTED REVIEW ADR 2005-026 FOR THE EXPANSION OF THE WESTFIELD 5-0 SHOPPINGTOWN - SANTA ANITA (PHASE 1B) AT 400 SOUTH AS AMENDED BALDWIN AVENUE. c. ORDINANCE NO. 2226 ADOPTING "THE SHOPS AT SANTA ANITA ADOPTED PARK SPECIFIC PLAN" AND THE SPECIFIC LAND USE 5-0 REGULATIONS CONTAINED THEREIN WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK. ORDINANCE NO. 2227 MAKING CERTAIN AMENDMENTS TO THE ADOPTED TEXT OF THE ARCADIA ZONING CODE TO ADD A"COMMERCIAL- 5-0 ENTERTAINMENT" ZONE AND REGULATIONS THERETO; AND AMENDING THE ZONING DESIGNATION OF CERTAIN PROPERTY WITHIN THE CITY FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK. ORDINANCE NO. 2228 APPROVING A DEVELOPMENT AGREEMENT ADOPTED BETWEEN THE CITY OF ARCADIA AND SANTA ANITA 5-0 ASSOCIATES, LLC, PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864 ET SEQ. 49:0064 CITY COUNCIL/REDEVELOPMENT AGENCY REGULAR MEETING MINUTES TUESDAY, MAY 1, 2007 A Closed Session of the City Council was held in the Council Chamber Conference Room, Arcadia City Hall, 240 W. Huntington Drive, Arcadia, California. CALL TO ORDER Mayor Segal called the meeting to order at 6:00 p.m. ROLL CALL OF CITY COUNCIUREDEVELOPMENT AGENCY MEMBERS: PRESENT: Council/Agency Member Amundson, Chandler, Harbicht, Wuo and Segal ABSENT: None CLOSED SESSION PUBLIC COMMENTS (5 minutes per person) None CLOSED SESSION a. Pursuant to Government Code Section 54957.6 to confer with labor negotiators. City Negotiators: William W. Floyd and Tracey Hause. Emplovee Orqanizations: Arcadia Public Employees Association, Arcadia City Employees, Arcadia Police O~cers' Association, Arcadia Firefighters' Association and unrepresented employees: Department Heads, Division Managers, Supervisors, and Part-time employees. RECONVENE CITY COUNCIL/REDEVELOPMENT AGENCY MEETING TO OPEN SESSION Mayor Segal convened the Open Session meeting at 7:00 p.m. in the Council Chamber. CALL TO ORDER Mayor Segal called the meeting to order at 7:00 p.m. INVOCATION Reverend Daniel Earp, Amazing Grace Congregational Church PLEDGE OF ALLEGIANCE Mayor Roger Chandler ROLL CALL OF CITY COUNCIUREDEVELOPMENT AGENCY MEMBERS: PRESENT: Amundson, Chandler, Harbicht, Wuo and Segal ABSENT: None 05-01-2007 49:0065 REPORT FROM CITY ATTORNEY/AGENCY COUNSEL ON CLOSED SESSION ITEM City Attomey Steve Deitsch announced that the City Council meet in a Closed Session to discuss the one (1) item listed on the posted agenda regarding labor negotiations. No reportable action was taken. SUPPLEMENTAL INFORMATION FROM CITY MANAGER/EXECUTIVE DIRECTOR REGARDING AGENDA ITEMS None MOTION TO READ ALL ORDINANCES AND RESOLUTIONS BY TITLE ONLY AND WAIVE THE READING IN FULL A motion was made by Council/Agency Member Amundson, seconded by Council/Agency Member Chandler and carried on roll call vote to read all ordinances and resolutions by title only and waive the reading in full. 1. PUBLIC HEARING a. Jason Kruckeberg, Community Development Administrator presented the staff report regarding a proposed Municipal Code amendment which changes provisions of the Uniform Swimming Pool, Spa and Hot Tub Code. He noted that this amendment will separately define private and public swimming pools and also, the proposed change will codify the administrative procedure staff has been currently following. Mr. Kruckeberg further noted that this amendment will also clarify the barrier requirements on private swimming pools. A motion to close the public hearing was made by CouncillAgency Member Chandler, seconded by Council/Agency Member Harbicht and seeing no fuRher objection, the Mayor closed the public hearing. A motion was made by Council/Agency Member Chandler, seconded by Council/Agency Member Harbicht and carried on roll call vote to adopt Ordinance No. 2229 amending Article VIII, Chapter 5, Part 4, Section 8540.4 of the Arcadia Municipal Code, concerning the Uniform Swimming Pool, Spa and Hot Tub Code. AYES: Council Member Chandler, Harbicht, Amundson, Wuo, and Segal NOES: None PUBLIC COMMENTS Vicky Stiles, President Baldwin Stocker PTA appeared and spoke regarding activities at Baldwin Stocker Elementary SchooL John Dickham appeared and spoke regarding The Shops at Santa Anita. 05-01-2007 Recommended Action: Adopt 49:0066 REPORTS FROM MAYOR, CITY COUNCIL AND CITY CLERK Council Member Amundson commented on an article in the newspaper regarding gambling; he announced that Thursday is National Day of Prayer and the Arcadia lnterfaith Action Group will have a prayer service at the Lutheran Church of the Cross on Duarte Road at 6:30 p.m. and everyone is invited. He spoke on the subject of eminent domain and also announced the deadline dates for receiving ballots on the upcoming election. Council Member Chandler commented on a couple of letters he received regarding The Shops at Santa Anita from o~cials of Renton, Washington; and commented on a potential referendum regarding The Shops at Santa Anita. Council Member Harbicht reminded everyone of the Fire Fighters Annual Pancake Breakfast on Saturday at the Fire Station at Huntington and Baidwin. Council Member Wuo commented on the safety of car burglaries; he wished all mothers a Happy Mother's Day and also encouraged all residents to come out and vote on May 8t" and urged residents to vote No on Measure A and Yes on Measure B. James Barrows, City Clerk commented on his recent trip to Florida with the Arcadia High School Orchestra and Choral Groups where they performed in the Heritage Festival and brought home a total of 16 awards in different categories. Mayor Segal announced his appointments of City Council liaisons to the various City commissions and local agencies for fiscal year 2007-2008 as follows: Arcadia Beautiful Commission Chandler Historical Museum Commission Harbicht Human Resources Commission Wuo Library Board of Trustees Wuo Planning Commission Amundson Recreation Commission Harbicht Senior Citizens' Commission Chandler Chamber of Commerce Harbicht, alternate - Segal Foothill Private Industry Council Segal, alternate - Harbicht Foothill Transit Chandler, alternate - Segal Gold Line JPA Chandler, alternate - Segal Independent Cities Assn. Wuo; alternate - Segal L.A. County Division of the League of California Cities Segal, alternate - Harbicht League City Selection Committee Segal, alternate - Harbicht San Gabriel Council of Govt.'s Harbicht, alternate - Segal San Gabriel Valley Mosquito and Vector Control District Chandler Sanitation District Chandler, alternate - Harbicht South California Association of Governments Segal, alternate - Harbichtl Youth Services Coordinating Council Wuo, alternate - Segal LAC MTA - San Gabriel Valley Chandler In response to the question by Mayor Segal regarding the $5 miliion dollar challenge by Mr. Caruso, Mr. Wong of Westfield responded that various actions are being considered. 05-01-2007 49:0067 Mr. Segal commented on Measure A and the impacts to the City if passed; he explained eminent domain issues and private property rights; and urged citizens to vote No on Measure A and Yes on Measure B. 2. CONSENT CALENDAR REDEVELOPMENT AGENCY ITEMS: a. b. Recommended Action: Approve CITY COUNCIL ITEMS: c. d. e. Recommended Action: Approve f Recommended Action: Adopt 9• Recommended Action: Adopt h. 4 05-01-2007 MINUTES OF APRIL 17. 2007. Recommended Action: Approve Minutes MINUTES OF APRIL 17. 2007. Recommended Action: Approve Minutes Recommended Action: Approve METRO GOLD LINE PHASE II CONSTRUCTION AUTHORITY. Recommended Action: Adopt 49:0068 A motion was made by Council/Agency Member Harbicht, seconded by Council/Agency Member Wuo, and carried on roll call vote to approve items 1a through 1i on the City CounciUAgency Consent Calendars. AYES: Council/Agency Members Harbicht, Wuo, Amundson, Chandler and Segal NOES: None 3. CITY MQNAGER a. AT&T'S ENCROACHMENT PERMIT PROCESS OF CABLE TELEVISION. Recommended Action: Receive and File Tracey Hause, Administrative Services Director provided the staff report regarding changes in technology and in state and federal legislation related to cabte, video and teiecommunication services. Phil Wray, City Engineer discussed AT&T's "Project Lightspeed", cabinet locations, the permit application process and environmental impacts under CEQA. Rich Roach, AT&T representative gave a brief presentation on the project and distributed brochures to the City Council. Mr. Kelly commented on AT&T's project, including the appearance of the cabinets, and recommends that this report is to receive and file only. A motion was made by Council/Agency Member Chandler, seconded by Council/Agency Member Harbicht, and carried on roll call vote to receive and file. AYES: Council Member Amundson, Chandler, Harbicht, Amundson, Wuo and Segal NOES: None b. VYCJIrICLLIJ/11V1/1l'~IV11/'11VInLL-rI1nJ~ ~u Recommendeii"Action: Approve the Addendum'to'the EIR; approve ADR 05-26 subject to the conditions set forth in the staff report or as amended by the City Council, and adopt the following Resolutions: 5 05-01-2007 328 500. Recommended Action: Approve ANITA. Recommended Action: Adopt 49:0069 Don Penman, Assistant City ManagerlDevelopment Services Director provided a summary of the Westfield Santa Anita Mall Phase 1 B expansion and the EIR addendum. Jason Kruckeberg, Community Development Administrator provided a summary of the project and an analysis on the parking supply demand during construction. Phil Wray provided an analysis and summary of the pick-up/drop-off area and the neighborhood traffic intrusion bond. Pat Gibson, Tra~c Engineer with Fehr & Peers/Kaku Associates for Westfeld spoke regarding traffic issues. Mr. Wong, President of Wes~eld USA provided an overview of the project and stated that in all likelihood the Robinsons-May space will remain empty; that they do not anticipate it will be filled prior to the completion of Phase 1 B. A motion was made by Council/Agency Member Wuo, seconded by Council/Agency Amundson that Westfield staff the drop off area following the opening of Phase 1b through January 15, 2008 and at the conclusion of the staffing period, applicant shall have an additional 90 days to manage the drop-off area as they want and then work with City staff to determine if additional modifications or added staffing is needed. AYES: Council Member Wuo, Amundson, Chandler and Segal NOES: Council Member Harbicht A motion was made by Council/Agency Member Chandler, seconded by Council/Agency Member Wuo, and carried on roll call vote to adopt Resolution No. 6561 approving the EIR Addendum to the Environmental Impact Report and adopting the statement of environmental effects and findings based upon the EIR addendum for Architectural Design Review ADR 2005- 026 on Phase 1 B of the expansion of Wes~eld Shoppingtown - Santa Anita. AYES: Council Member Chandler, Wuo, Amundson, Harbicht and Segat NOES: None A motion was made by Council/Agency Member Chandler, seconded by Council/Agency Member Wuo, and carried on roll call vote to adopt Resolution No. 6562 approving Architectural Design Review ADR 2005-026 for the expansion of the Westfield Shoppingtown - Santa Anita (Phase 1 B) at 400 South Baldwin Avenue, as amended (to include a Condition #33). AYES: Council Member Chandler, Wuo, Amundson, Harbicht and Segal NOES: None ( 05-01-20~7 Recommended Action: Adopt 49:0070 c. ADOPTION OF CITY COUNCIL ORDINANCES RELATING TO "THE SHOPS AT SANTA ANITA". A motion was made by Council/Agency Member Harbicht, seconded by Council/Agency Member Chandler, and carried on roll call vote to adopt Ordinance No. 2226 adopting "The Shops at Santa Anita Park Specific Ptan" and the Specific Land Use Regulations contained therein with respect to the Shops at Santa Anita Park. AYES: Council Member Harbicht, Chandler, Amundson, Wuo and Segal NOES: None A motion was made by Council/Agency Member Harbicht, seconded by Council/Agency Member Chandler, and carried on roll call vote to adopt Ordinance No. 2227 making certain amendments to the text of the Arcadia Zoning Code to add a"Commercial-Entertainment" Zone and Regulations thereto; and amending the zort+ng designation of certain property within the City from "S-1" and "R-1" to "SP S-1", SP R-1" and "SP CE" with respect to the Shops at Santa Anita Park. AYES: Council Member Harbicht, Chandler, Amundson, Wuo and Segal NOES: None A motion was made by Council/Agency Member Harbicht, seconded by Council/Agency Member Chandler, and carried on toll call vote to adopt Ordinance No. 2228 approving a Development Agreement between the C+ty of Arcadia and Santa Anita Associates, LLC, pursuant to California Government Code Section 65864 et seq. AYES: Council Member Harbicht, Chandler, Amundson, Wuo and Segal NOES: None ~ 05-01-2007 Recommended Action: Adopt SANTA ANITA PARK. Recommended Action: Adopt Recommended Action: Adopt 49:0071 ADJOURNMENT The meeting adjourned at 9:05 p.m. The City Council Redevelopment Agency adjourned this meeting to May 15, 2007 at 6:00 p.m. in the City Council Chamber Conference Room. James H. Barrotivs, City Clerk / 5~ ~ b~~r,, ,~ By: Lisa Mussenden Chief Deputy City Clerk 05-01-2007 ,j ;.`" ~4 OFFa RC~9,. 1 , ~ ~ ~,...~,o. .,~5':, \ /. May 1, 2007 STAFF REPORT Development Services Department FROM: Don Penman, Assistant City Manager/Development Services Director~ Prepared By: Jason Kruckeberg, Community Development Administrator 5~C TO: Mayor and City Council SUBJECT: Ordinance No. 2229 amendinp Article VIII. Chapter 5, Part 4, Section 8540.4 of the Arcadia Municipal Code, concerninp the Uniform Swimminq Pool, Saa and Hot Tub Code. Recommendation: Adopt SUMMARY The proposed ordinance amends the provisions of the Uniform Swimming Pool, Spa and Hot Tub Code. The proposed amendment will separately define "private" swimming pools and "public" swimming pools. This change in the Code will codify the administrative procedure staff has been following which is that these regulations apply to private swimming pools only. Commercial or public swimming pools are regulated by the Los Angeles County Health Department. Additionally, the change will clarify that the barrier requirements imposed on private swimming pools do not apply to water features incorporated into commercial projects for purely aesthetic purposes. BACKGROUND The City of Arcadia amended its swimming pool, spa and hot tub regulations in 2002 by deleting the reference to regulations contained in Chapter 31B, Division II of the 2001 California Building Code, which regulates the barrier requirements for private swimming pools, and in its place adopting the Uniform Swimming Pool, Spa and Hot Tub Code, 2000 edition, with certain amendments. In adopting the Uniform Code, the Arcadia City Council also adopted a"Declaration of Need" in AMC Section 8510 that states ". .. that there is an unusually large number of privately owned swimming pools, spas, and hot tubs within the City, and the maintenance of private swimming pools without adequate supervision or precautionary Ordinance No. 2229 May 1, 2007 - Page 2 measures constitutes a severe hazard to the safety of the inhabitants of the City ..." The City then amended the definition of "swimming pool" in the Uniform Code to read as follows: Swimming Pool - Any constructed or prefabricated structure that contains water eighteen (18) inches or more in depth. This includes in-ground, aboveground, on-ground swimming pools, ho4 tubs, spas or any open container or artificial body of water permanently or temporarily constructed or maintained upon any property, whether designed, intended or used exclusively or principally for swimming or not. AMC § 8540.4 The City Council's amended swimming pool regulations were not intended to regulate any swimming pools other than private swimming pools. The City Council did not amend the definitions of "private swimming pool" or "public swimming pool" as used in the Uniform Code. In addition, Section 8540.1 of the AMC, in specifying requirements for safety barriers, included an exception for "public pools" which were instead required to comply with Chapter 31 B, Division I of the California Building Code. To further clarify, on October 1, 2006, the City's Development Services Department issued an interpretation of the City's amended swimming pool regulations that reads as fol lows: Due to fhe unusually large number of private swimming pools, spas, hot fubs, ponds, and water features (hereinafter referred to as swimming pools) located within the City, Section 8130.32 was added to the Arcadia Municipal Code (AMC) deleting Chapter 318, Division ll of the 2009 California Building Code (CBC), which regulates the barrier requirements for private swimming pools, and Section 8540.6 was added to the AMC, which created stricter barrier requirements for private swimming pools. The intent of delefing CBC Chapter 318, Division 11 and adopting AMC Section 8540.6 was to enhance public safety by increasing the code's barrier requirements for private swimming pools locafed on properties developed with not more than one (1) single family dwelling. The AMC does not regulate public swimming pools or wafer features on commercia! properfy. Public swimming pools, as defined by the CBC, therefore, shall comply with CBC Chapter 318, Division ! and the lead enforcement agency shal! be the Los Angeles County Nealth Department as specified in the Matrix Adoption Tables located in the CBC. DISCUSSION The proposed Ordinance amends the provisions of the Uniform Swimming Pool, Spa and Hot Tub Code, as that Code has been adopted and amended by the City of Arcadia. The amendment of the Uniform Code was not intended to regulate public swimming pools or other types of water features. While the interpretation issued on ~ ~ Ordinance No. 2229 May 1, 2007 - Page 3 October 1, 2006 was written to clarify this intent, Staff believes that Ordinance No. 2229 is recommended (although arguably not necessary) to codify existing practice and clearly provide the regulations for various types of pools. The proposed amendment will separately define "private" swimming poois from "public" swimming pools. The result will be that barriers will continue to be required for safety purposes on private property and these requirements will not apply to water features that are incorporated into commercial projects for purely aesthetic purposes. This result will maintain public safety and eliminate unnecessary regulation. CEQA The Ordinance is exempt from any further environmental review pursuant to State CEQA Guidelines section 15378(a). There is no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. It can be seen with certainty that there is no possibiliry that this Ordinance may have a significant effect on the environment. Therefore, the adoption of this Ordinance is not a"projecY' within the meaning of CEQA. FISCAL IMPACT None. RECOMMENDATION It is recommended that the City Council adopt Ordinance No. 2229 amending Article VIII, Chapter 5, Part 4, Section 8540.4 of the Arcadia Municipal Code, concerning the Uniform Swimming Pool, Spa and Hot Tub Code. Approved: ~ William R. Kelly, City Manager Attachment: Ordinance No. 2229 ORDINANCE NO. 2229 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, AMENDING ARTICLE VIII, CHAPTER 5, PART 4, SECTION 8540.4 OF THE ARCADIA MUNICIPAL CODE, CONCERNING THE UNIFORM SWIMMING POOL, SPA AND HOT TUB CODE THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES ORDAIN AS FOLLOWS: SECTION L Article VIII, Chapter 5, Part 4 of the Arcadia Municipal Code is hereby amended by revising Section 8540.4 to read as follows: "The definition of a Swimming Pool in Section 202 of Chapter 2 of said Uniform Swimming Pool, Spa and Hot Tub Code is amended to read as follows: Swimming Pool - A swimming pool may be either: (a) a private swimming pool, or (b) a public swimming pool. (a) A private swimming pool shall mean any constructed or prefabricated structure that contains water eighteen (18) inches or more in depth, used in connection with a single-family residence and available to only the resident(s) of such residence or their private guests, whether designed, intended or used exclusively or principally for swimming or not. This includes any in-ground, aboveground, or on-ground swimning pools, hot tubs, spas or any open container or artificial body of water permanently or temporarily constructed or maintained upon any property, used in connection with a single-family residence and available to only the resident(s) of such residence or their private guests, whether designed, intended or used exclusively or principally for swimming or not. (b) A public swimming pool shall include any constructed or prefabricated structure that contains water eighteen (18) inches or more in depth, other than a private swimming pool, that is used exclusively or principally for swimming ." -1- ~-~~ SECTION 2: The City, as the lead agency under CEQA, determines that this Ordinance is exempt from any further environmental review pursuant to State CEQA Guidelines section 15378(a). There is no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. It can be seen with certainty that there is no possibilitythat this Ordinance may have a significant effect on the environment. Therefore, the adoption of this Ordin~ce is not a"projecY' within the meaning of CEQA. Therefore, City staff is hereby directed to file a notice of exemption within three (3) business days following the adoption of this Ordin~-ce. SECTION 3. The City Clerk shall certify the adoption of this Ordin~ce and shall cause a copy of the same to be published in the official newspaper of the City of Arcadia within fifteen (15) days after its adoption. Passed, approved and adopted this day of , 2007. Mayor of the City of Arcadia ATTEST: City Clerk of the City of Arcadia APPROVED AS TO FORM: ~~-~,, ~• E~-~ti ,~s.~,~ Stephen P. Deitsch City Attorney -2- ORDINANCE NO. 2229 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, AMENDING ARTICLE VIII, CHAPTER 5, PART 4, SECTION 8540.4 OF THE ARCADIA MLTNICIPAL CODE, CONCERNING THE UNIFORM SWIMMING POOL, SPA AND HOT TUB CODE THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES ORDAIN AS FOLLOWS: SECTION I. Article VIII, Chapter 5, Part 4 of the ~lrcadia Municipal Code is hereby amended by revising Section 8540.4 to read as follows: "The definition of a Swimming Pool in Section 202 of Chapter 2 of said Uniform Swimming Pool, Spa and Hot Tub Code is amended to read as follows: Swimming Pool - A swimming pool may be either: (a) a private swimming pool, or (b) a public swimming pool. (a) A private swimming pool shall mean any constructed or prefabricated struchu-e that contains water eighteen (18) inches or more in depth, used in connection with a single-family residence and available to only the resident(s) of such residence or their private guests, whether designed, intended or used exclusively or principally for swimming or not. This includes any in-ground, aboveground, or on-ground swimning pools, hot tubs, spas or any open container or artificial body of water permanently or temporarily constructed or maintained upon any property, used in connection with a single-family residence and available to only the resident(s) of such residence or their private guests, whether designed, intended or used exclusively or principally for swimming or not. (b) A public swimming pool shall include any constructed or prefabricated structure that contains water eighteen (18) inches or more in depth, other than a private swimming pool, that is used exclusively or principally for swimming ." -1- SECTION 2: The City, as the lead agency under CEQA, deternunes that this Ordinance is exempt from any further environmental review pursuant to State CEQA Guidelines section 15378(a). There is no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. It can be seen with certainty that there is no possibilitythat this Ordinance may have a significant effect on the environment. Therefore, the adoption of this Ordin~ce is not a"project" within the meaning of CEQA. Therefore, City staff is hereby directed to file a notice of exemption within three (3) business days following the adoption of this Ordin~ce. SECTION 3. The City Clerk shall certify the adoption of this Ordin~ce and shall cause a copy of the same to be published in the official newspaper of the City of Arcadia within fifteen (15) days after its adoption. Passed, approved and adopted this lst day of M,~, , 2007. ISI I~ICKEY SEGAL Mayor of the City of Arcadia ATTEST: ~ ~ ~- ~a B 9 ~ ~. P„1J City Clerk of the City of Arcadia APPROVED AS TO FORM: ~~fi~, ~• ~~-~,ti ,~e,~.~ Stephen P. Deitsch City Attomey -2- 2229 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Ordinance No. 2229 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a regular meeting of said Council held on the lst day of May, 2007 and that said Ordinance was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None ~ ~A~ES H. ~ARR~~~ City Clerk of the City of Arcadia - 3 - 2229 ,.,. 1'.1ti:\DF.\:IST:UZNh:1FS ,~ `~";;°,';!; RIBUNE .~ ~VHITTIERDAIlYNE1V'S 1210 N. AZUSA CANYON ROAD, WEST COVINA, CA. ttECEavE~ CITY OF ARCADIA 240 W. HUNTINGTON DRIVE ARCADIA, CA 91006 . - _ .~ ._ _"_~~~ _ ~ ~ ~ _ ~-' ~ ~_~ ~ ~.. ~ ~ ~ ~ ~ ~ ~_~_~'~'~'~'~'~.~ ~ ~ ~.~ ~__.~ ~ _ ~._ ~.' _._ Ad No. START STOP DESC 192647 04/09/07 04/16/07 PUB HRG NOTICE APR 1 E 2001 CITY OF qRCA01A Ni 1 ~ 4L~~~n. _._________~__~__ CHARGE $ 627.36 , ~ ~ : NOTICE OF PUBLIC NEARING ~ , - ~ ' ~ ~ ~~ BEFORE THE ~ . ~ -___-.~~ ~ ~ . ~ ARCADIA.CITY COUNCIL . . . ~ . ` ~ "-~""~~"~ ~APPLICATIONS: ~~.~ .~` AN ORDINANCE OF THE CITY COUNCIL OF THE CITY , ~ . ~. ,~~ OF, ARCADIA.AMENDING ARTICLE VIII, CHAPTER 5, i ~ ~~ - PART~4, SECTION 8540:4 OF THE ARCADIA MUNICIPAL PRINCIPAL CLERK (S812) i~.~' . 1- cooe,, coNCertNiNC THE ~ UNIFORM SWIMMING , ~ ~ . .. , : POOL~SPAAND'HOT.TUBCODE . . . ~ ~ , ~ . ~ CORE MEDIA GROUP, INC. Arcadia Weekly/Monrovia Weekly Sierra Madre Weekly/Pasadena Independent 34 E. Huntington Drive Arcadia, CA 91006 (626) 294-1090 NOTICE OF PUBLIC HFARING ` ` This s ace i: BEFORET"E ' g Stamp oniy) ~ P ~. ARCADIACITYCOUNGIL""- ,;. ..~., _ . PROOF OF PUBLICATION (2015.5 C.C.P.) APR ` ~ ' c:rv os~ a.~c I STATE OF CALIFORNIA, COUNTY OF LOS ANGELES, 1 am a citizen of the United States and a resident of the County aforesaid; I am over the age of eighteen years, and net a party to or interested in the above-entitled matter. I am the principai clerk of the printer of the Arcadia Weekly, a newspaper of general circulation which has been adjudged as a newspaper of general circulation by the Superior Court of the County of Los Angeles, State of Califomia on the date of October 3, 1997, Case Number '~S004333; that the notice, of which the ~nnexed is a printed copy (set in type not smaller than nonpareil), has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the foliowing dates, to-3wit: ~1--nr~~ ~ , ~ ~ I declare under penalty of perjury that the foregoing is true and correct. yau.witti acce3sioAhe meeting JASON KRUCKEBERG- - -'.' ~~ ~ COMMUNITV-0EVELOPMENT A6.. - I ~~MINISTRA70R.,' - . 'Date Publislied Aprii 9 ~ 2007• . ~ antlApril.16„2007^ ^^^,. .. - ~ :In compnanw w~~ ~ •~_•... ~-..^. _ . _. D~sa6ihlies AdC rf you naed'speual ~, assistance lo participate in ciry meet- - ~~ mgs please conlact Btlhe Tone Se-;} ~morAdmimstraUveAssistant;at(626) ~f ~. 574-5423 at least threa {3) wo~mg . f Dated at Arcadia, Los Angeles County, Cali~omia, . =CORE MEDIA GROUP, INC. Arcadia Weekly/Monrovia Weekly Sierra Madre Weekly/Pasadena Independent 34 E. Huntington Drive Arcadia, CA 91006 (626)294-1090 PROOF OF PUBLICATIOf~EC~a~ ~zo~s.5c.c.P.) APR 20 STATE OF CALIFORNIA, c~rvo~ COUNTY OF LOS ANGELES, 'T~ f_ artt a citizen of She United States and a resident of the County aforesaid; I am over the age of eighteen years, and net a party to or interested in the above-entitled matter. I am the principal clerk of the printer of the Arcadia Weekly, a newspaper of general circulation which has been adjudged as a newspaper of general circulation by the Superior Court of the County of Los Angeles, State of California on the date of October 3, 1997, Case Number GS004333; that the notice, of which the annexed is a printed copy (set in type not smaller than nonpareil), has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the foliowing dates, to-3wit: -~RY' 1 ~~ ~ ~ ~ 1 declare under penalty of perjury that the foregoing is true and correct. &~ NOTICE OF PUBGC HEARING",~'t`ti ~ •BEFORESHEM..~!~ ~ _~' `~ ,~'FI~If1 Stam O(1~ (This spa pRCA~IACITYCOUNCIL ! 9 P Y) ' .APPLICATIONSr~~~ AN'ORD1-~ ~~ NANCEOFTHECI7YCOUNGLOF, ;. THECITVOFARCADIAAMENDIN6 ~ ~ ~ ARTICLEVIIIpCHAFTER'S;PAR'T4,•4 `~ SECTION 8540AbFTHEARCADIA~ ~ ~ ~."'MUNICIPAL~CODE{-CONCERNING'~ 'THE.UNIFORM'SWIMMINGPOOL; 3 `SPAAND HC~T~TUB CODE~,. ~~ ` ~ :~ ~I `The proposed'~ordmance~amenAS y . 4 the:prowsions of.tha Umform Swim ¢ ~ ming Pool,.5pa.antl,HOt Tub Code,; 7- es that Code hasbeen adopted.antl ~ amendeObyMeCityofArcaCw:.7he j pmposed ordinarke is declaralory of `, ~- , ezis6ng law. The,proposed emend i~ ment will saparately deflne `private •~. P~oOfof~'aasmancPUmo~s =- ',: ~ ;: =~APPLICANT T~~'ilv fAmad'a-.-T_._-. .. _ ~:.. _ ~ 1 ENVIRONMENTAL No6m of Fx- i~ emp4on, CEOA~Gultlalines aectlon . ; . _~*75378(e) ',-' ° 1~ ~ •DOCUMENT.~... ~ ~ ~ , y f i ~ DATEANDHOUR ; i~ OF MEARING -- ~ TuesOey May ¢ ..1,2IX17etT00.P.m _~° , , ~ rf ,,,o..,......__..,_._..._;-_ . .pu~lic inspection: ~ Persons wisFing to;~ ~ comment on the proposed epplication -~~. anNorCEQAdxumentmaydosoat .I ~Uie pu6lic hearing or in writing t0 the, ~'. `Community~DevelopmenPOivision'; 8 priorlotheMay1;2007meeling. Foc )~ fuAher';informalion ,regarding lhese ' z ' proposals,,. please contact'Jason ~ Kmckebe~g, Camm~~ity Oevelap-.- :mentAtlminis[rafor in lhe Community `DevelopmenLDivision-atj(626)"574- ~=-~:~ >5442;"240 ~Wesf Huritington OFive, .,,~ Arcadia, Moriday lhrough Thursday ~' ~: belween the hours ofi7 3Q a.m and - *~530=pm:.afWjFJidaybeM+een730 ~ a.m. and'4i30 p.m.'Ciry Hall is closed- ~ on alternate Fridays ~'..r ~ ~, You are~hereby advised'thatshoultl t -~ ~~ you: desire m legally challenge any~:! . ~ adion taken by the Ciry~Council with ~'~ " respect to lhis ilam you may:6e lim-; ~` ~ ited to raising~.onry those issue'sand- ~ '~o6jections-which"~,you oc:someone~ i ~~ else~raised'at or.prior to the time W t ~. the Public Hearing.. ` , ~ In to 574-5423.at least [h2e, (3) working. ~ 'daysbeforelhemeetingoFtimewhen .~ special services are needed. This no- ,? tiFlcation wilf help Ciry slaff in~malting~ :( reasonable arrangements tb~provida ; k you:with access to lhe meeling. ~~': ,:. ~i i JASON~~KRUCKEeERG ~ ~~~ - ~~-j ~COMMUNIN,DEVELOPMENTAD-;, ~ MINIS7RATOR ' ~ ; j ... ; ., ~... .. k ..DatePUblished: ~:` :AP.ril,9.'20U7 :~~. ' and'April i 6; 2007., " . -. ~ ~Date,Mailed:Apri19.2007-.~~~'~- .. ~ Dated at Arcadia, Los Angeles County, Cali~omia, c~~ ~, ~ ^ ~ STAFF REPORT Arcadia Redevelopment Agency DATE: May 1, 2007 TO: Chairperson and Agency Board FROM: Tracey L. Hause, Treasur~ SUBJECT: Professional Services Agreement - Aqencv Audit Services Recommendation: Authorize the Executive Director to enter into a Professional Services Agreement in the amount of $8,615.00 with Caporicci & Larson for Agency audit services SUMMARY In keeping with the recommendation of the Citizens Financial Advisory Committee, staff solicited proposals for independent auditor services for the fiscal ~ year ending June 30, 2005, with the option to renew for four (4) subsequent fiscal years. Caporicci & Larson has satisfactorily completed the audit for two fiscal years ending June 30, 2005 and June 30, 2006. As a result, staff is recommending the Executive Director exercise the option to renew the professional services agreement with Caporicci & Larson for Agency audit ° services ending June 30, 2007. BACKGROUND The City Charter requires an annual audit of the Agency's financial statements by an independent certified public accountant (CPA). In 1999, the Citizens Financial Advisory Committee found that the audit process was adequate and appropriate, though they did recommend that a request for proposal process be initiated since the Agency had not changed auditing firms for several years. In October 1999, staff solicited proposals from qualified certified public accountant firms to audit the Agency's financial statements for the fiscal year ending June 30, 2000 through June 30, 2004. Since the Agency had utilized Conrad and Associates for five years, staff felt it prudent to once again solicit proposals from qualified certified public accountant firms to audit the Agency's financial statements for the fiscal year ending June 30, 2005. DISCUSSION In June 2005, after an extensive evaluation process, staff recommended that the Agency Board approve a Professional Services Agreement to Caporicci & Larson for auditing services for the fiscal year ending June 30, 2005. Staff further recommended this Agreement include four (4) one-year contract extensions, pending Agency Board approval. This is a typical provision in audit service agreements, which provides for some continuity for a period of time, but it is not open-ended and allows the Agency to not extend the agreement, should the Agency want to make a change. Caporicci & Larson has satisfactorily completed the audits for June 30, 2005 and June 30, 2006. As a result, staff is recommending the Executive Director exercise the option to renew the professional services agreement for one year with Caporicci & Larson for Agency audit services ending June 30, 2007. The cost proposed for audit services is $8,615.00. There has been no increase in audit fees from last year. FISCAL IMPACT Sufficient funds are budgeted in the proposed 2007/08 Budget. RECOMMENDATION Authorize the Executive Director to enter into a Professional Services Agreement with Caporicci & Larson for Agency audit services for the fiscal year ending June 30, 2007. Approved by: ~~''~ William R. Kelly, Executive Director TLH ~ ~ \ _ . .~ DATE: May 1, 2007 STAFF REPORT Administrative Services Department TO: Mayor and City Council FROM: Tracey L. Hause, Administrative Services DirectD~ SUBJECT: Professional Services Aqreement - Citv Audit Services Recommendation: Authorize the City Manager to enter into a Professional Services AgreemenY in the amount of $38,085.00 with Caporicci & Larson for City audit services SUMMARY In keeping with the recommendation of the Citizens Financial Advisory Committee, staff has solicited proposals for independent auditor services for the fiscal year ending June 30, 2005, with the option to renew for four (4) subsequent fiscal years. Caporicci & Larson has satisfactorily completed the audit for fiscal years ending June 30, 2005 and June 30, 2006. As a result, staff is recommending the City Manager exercise the option to renew the professional services agreement with Caporicci & Larson for City audit services ending June 30, 20~7. BACKGROUND The City Charter requires an annual audit of the City's financial statements by an independent certified public accountant (CPA). In 1999, the Citizens Financial Advisory Committee found that the audit process was adequate and appropriate, though they did recommend that a request for proposal process be initiated since the City had not changed auditing firms for several years. In October 1999, staff solicited proposals from qualified certified public accountant firms to audit the City's financial statements for the fiscal year ending June 30, 2000 through June 30, 2004. Since the City had utilized Conrad and Associates for five (5) years, staff felt it prudent to once again solicit proposals from qualified certified public accountant firms to audit the City's financial statements for the fiscal year ending June 30, 2005. DISUCSSION In June 2005, after an extensive evaluation process, staff recommended that the City Council approve a Professional Services Agreement to Caporicci & Larson for auditing services for the fiscal years ending June 30, 2005. Staff further recommended this Agreement include four (4) one-year contract entensions, pending City Council approval annually. This is a typical provision in audit service agreements, which provides for some continuity for a period of time, but it is not open-ended and allows the City to not extend the agreement, should the City want to make a change. Caporicci & Larson has satisfactorily completed the audits for June 30, 2005 and June 30, 2006. As a result, staff is recommending the City Manager exercise the option to renew the professional services agreement with Caporicci & Larson for City audit services ending June 30, 2007. The cost proposed for audit services is $38,085.00. There has been no increase in audit fees from last year. FISCAL IMPACT Sufficient funds are budgeted in the proposed 2006/07 Budget RECOMMENDATION Authorize the City Manager to enter into a Professional Services Agreement with Caporicci & Larson for City audit services for the fiscal year ending June 30, 2007. Approved by: ~'J°~+ William R. Kelly, City Manager TLH 2 ~. , ~ , Administrative Services Department DATE: May 1, 2007 TO: Mayor and City Council FROM: Tracey L. Hause, Administrative Services Direct~ SUBJECT: Information Svstems Manaqement Recommendation: Authorize the City Manager to enter into a three (3) year Professional Services Agreement with Knight Communications SUMMARY In August 2000, the Administrative Services Department eliminated in-house information systems management and outsourced this service to Knight Communications. The current contract expires June 30, 2007. Staff is recommending the City Council authorize the City Manager to enter into a three (3) year professional services agreement with Knight Communications for information systems management. DISCUSSION In order to provide efficient and effective information systems management to all City departments, including the Police Department, it was necessary to contract for these services. Knight Communications has provided a qualified Systems Coordinator to administer the functions of this division. With the assistance of other technical support staff, who are employed by Knight Communications, the following functions have been provided and will continue to be provided on an on-going basis as proposed: Protection of the information systems infrastructure and availability of technical solutions for the City on a continued basis. Working closely with third party hardware/software vendors in the resolution of problems associated with their hardware and software. Mayor and City Council May 1, 2007 Page 2 Evaluation and recommendation regarding software/hardware purchases, identification of costs and recommendations for supplies and services as needed. • Working closely with select Ciry staff identifying and establishing long-term goals and objectives The level of service propo~ed is on-site during regular. business hours year round. Additionally, all personnel for Knight Communications are on call 24 hours a day and remote dial-in support services are also available 24 hours if needed. Knight Communications has performed satisfactorily and staff is recommending the contract period be for three (3) years with optional one-year extensions. It is also recommended that an annual adjustment for inflation, be driven by the April-to-April CPI, be incorporated into the three (3) year Agreement. Current contract fees are approximately $370,000. Staff anticipates a 2% - 3°/a for the 2007-08 FY. FISCAL IMPACT Sufficient funds are available in the proposed Administrative Services and Police Department budgets for fiscal year 2007-08. RECOMMENDATION It is recommended that the City Council authorize the City Manager to enter into a three (3) professional services agreement information systems management with Knight Communications. Approved: - '~g~ William R. Kelly, City Manager TLH ~ ~ ~~ l ~ ~ STAFF REPORT Administrative Services Department DATE: May 1, 2007 TO: Mayor and City Council FROM: Tracey L. Hause, Administrative Services Directo~ ~yl~ / Michael A: Casalou, Human Resources Administra '/~~~_~ SUBJECT: Resolution No. 6568 revisinq the Citv's Emplover-Emplovee Relations Resolution Recommendation: Adopt SUMMARY It is recommended the City Council adopt Resolution No. 6568 approving revisions to the City's Employer-Employee Relations Resolution. BACKGROUND In June 2001, the City adopted Resolution No. 6235, which established rules and regulations relating to employer-employee relations. The purpose of these rules and regulations are to provide procedures for the administration of employer-employee relations between the City and its employees and employee organizations representing City employees. DISCUSSION The City is currently reviewing and revising many of its policies and procedures relating to employees including the Administrative Policy Manual, Personnel Rules and Regulations and the City's Fringe Benefit Resolution. A recent review of the current Employer-Employee Relations Resolution has identified several areas that need to be clarified, as well as accounting for labor laws that have changed since adoption of the current resolution. Staff is therefore recommending the City Council adopt Resolution No. 6568 approving revisions to Resolution No. 6235, the City's Employer-Employee Relations Resolution. Mayor and City Council May 1, 2007 Page 2 of 3 The following changes to Resolution No. 6235 are being proposed: • Modify language in Section 2 that does not directly relate to Employer- Employee Relations. The proposed change modifies the language to more accurately reflect the types of employment disputes that can be resolved under this resolution. ^ In Section 3(i) the word "sole" has been inserted between the words "as the" and "employee organization". The recognition calls for a single recognized organization per unit. ^ Section 3(j) is being replaced with the following "IMPASSE: When representatives of the City and the Exclusively Recognized Employee Organization have reached a point in the meet and confer process where differences on matters to be included in a Memorandum of Understanding remain so substantial and prolonged that further meeting and conferring would be futile." The current definition of impasse is broad enough to encompass meet and confer issues that arise outside of the bargaining table context. Staff is proposing that the City not be bound by impasse procedure for every meet and confer issue that comes up in the ordinary course of City business. • Between Sections 3(j) and (k), the sentence defining "DAYS" should have its own heading. This is just cleaning up a typographical error. ^ Section 3(I) should be replaced with the following: PROOF OF EMPLOYEE SUPPORT: (1) an authorization card recently signed and dated by an employee; (2) an authorization petition or petitions recently signed and dated by each employee whose name appears thereon; or (3) a union membership card recently signed and dated by an employee. If there is a conflict between multiple forms of proof submitted by the petitioner, the Employee Relations Officer shall look to the form of proof last signed by an employee. The words "recently signed" shall mean within one-hundred twenty days prior to the filing of the petition (This is Section 3 (m) as proposed). ^ Section 4 is proposed to be eliminated. The rights in this section exist independently in the Meyers-Miles Brown Act and can be enforced either by PERS (non-law enforcement) and the courts (law enforcement). The Employer-Employee Relations Resolution does not provide a mechanism to enforce these rights. Mayor and City Council May 1, 2007 Page 3 of 3 ^ It is recommended Sections 7& 10 (Sections 6& 9 as proposed) be revised in light of Godernment Code Section 3507.1(c), an amendment to the Meyers-Miles Brown Act which postdates the adoption of the City's Employer-Employee Relations Resolution No. 6235. Section 3507.1(c) provides that recognition "shall" be granted to an employee organization based on a signed petition, authorization cards, or union membership cards showing a majority of employees in an appropriate bargaining unit desire to be represented by the organization. This amendment to the Meyers-Miles Brown Act, which essentially requires recognition, based upon a"card check" leads to substantial revisions to Sections 7-10 (e.g., the complete elimination of Section 9). • In Section 11 (e), the following wording is being proposed to be added to the end of the first full paragraph (e) ("Notwithstanding the foregoing. ..") "Management employees shall not be represented by the same employee organization (or its affiliate organization), as empioyees whom the management employees supervised." This prevents the conflicts of interest that may arise when managers belong to the same employee organization as their subordinates. These changes are being recommended to reflect changes in State law and to more clearly communicate the City's policies with regard to employee relations. FISCAL IMPACT This action has no fiscal impact. RECOMMENDATION It is recommended the City Council adopt Resolution No: 6568, approving revisions to the City's Employer-Employee Relations Resolution. APPROVED: ~~---- J William R. Kelly, City Manager RESOLUTION NO. 6568 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, AMENDING RESOLUTION NO. 6235 ESTABLISHING RULES AND REGULATIONS RELATING TO EMPLOYER-EMPLOYEE RELATIONS WHEREAS, the Meyers-Milias-Brown Act (California Government Code Sections 3500 et sea.) was enacted for the purpose of promoting improved employer- employee relations between public employers and their employees by establishing uniform and orderly methods of communication between employees and the public agencies by which they are employed; and WHEREAS, Govemment Code Section 3507 empowers a municipal corporation to adopt reasonable rules and regulations for the administration of employee relations; and WHEREAS, the City Council of the City of Arcadia adopted Resolution No. 6235 to adopt such reasonable rules and regulations as authorized by law. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS: SECTION 1. Section 2 of Resolution No. 6235 is hereby amended to read in its entirety as follows: 1 2. Puroose Of Rules And Regulations to read as follows: "The purpose of these rules and regulations is to provide orderly procedures for the administration of employer-employee relations beriveen the City and its employees and employee organizations representing City employees and to establish procedures for the resolution of disputes regarding matters within the scope of representation that have reached impasse as defined in this Resolution. Employee organizations currently aclrnowledged by the City as the exclusively recognized employee organization in an established appropriate unit as of the date of the adoprion of this Resolution shall continue to be a recognized unit." SECTION 2. Subsection (i) of Section 3 of Resolution No. 6235 is hereby amended to read in its enrirety as follows: "(i). EXCLUSNELY RECOGNIZED EMPLOYEE ORGAI~IIZATION: "an employee organization which has been formally aclrnowledged by the City as the sole employee organization that represents a majority of the employees in an appropriate representation unit pursuant to the provisions of this Resolution. Only the Exclusively Recognized Employee Organizarion in an appropriate unit may meet and confer with the City on matters within the scope of representation." SECTION 3. Subsection (j) of Section 3 of Resolution No. 6235 is hereby amended in its entirety to read as follows: 2 "(j). IMPASSE: When representatives of the City and the Exclusively Recognized Employee Organization have reached a point in the meet and confer process where differences on matters to be included in a Memorandum of Understanding remain so substantial and prolonged that further meeting and conferring would be futile." SECTION 4. Subsection (k) of Section 3 of Resolution No. 6235 is hereby amended by adding a new subsection 3(k) to read in its entirety as follows: "(k). DAYS: means "calendar days" unless otherwise stated." SECTION 5. Subsections (j) and (k) of Section 3 of Resolution No. 6235 are hereby renumbered as (1) and (m) respectively. SECTION 6. Subsection (m) of Section 3 of Resolurion No. 6235 is hereby amended to read as follows: "(1) an authorization card recently signed and dated by an employee; (2) an authorization peririon or petirions recently signed and dated by each employee whose name appears thereon; or (3) a union membership card recently signed and dated by an employee. If there is a conflict between mulripie forms of proof submitted by fhe petirioner, the Employee Relations Officer shall look to the form of proof last signed by an employee. The words "recently signed" shall mean within one-hundred twenty days prior to the filing of a petition." 3 SECTION 7. Section 4 of Resolution No. 6235 is hereby deleted in its entirety and the following sections shall be renumbered accordingly. SECTION 8. Subsecrion (j) of Section 6 of Resolution No. 6235 is hereby amended in its enrirety as follows: "A statement that the employee organization has in its possession proof of employee support as herein defined to establish that a majority of the employees in the unit claimed to be appropriate have designated the employee organization to represent them in their employment relations with the City." SECTION 9. Section 9 of Resolution No. 6235 is hereby amended in its entirety to read as follows: "SECTION 9. Actions and Petitions. If a Recognition Perition and proof of support have been filed in accordance with Section 6, and no challenging petitions have been filed in accordance with Section 8, the Employee Relarions Officer and petitioning employee organization shall select a neutral third party, who shall review the proof of support to verify that a majority of the employees in an appropriate unit desire to be represented by the petirioning empioyee organization. In the event that the parties cannot agree upon a third party, the State Mediation and Conciliarion Service shall serve in that capacity. If the neutral third party verifies the majority status of the petitioning employee organization, the Employee Relations Officer shall formally acknowledge that 4 organization as the Exclusively Recognized Employee Organization for the designated unit. This formal recognition shall be granted without conducting an election. If more than one petition has been filed in accordance with Sections 6 and 8, the parties shall select a neutral third party to conduct a secret ballot election. In the event that the parties cannot agree upon a third party, the State Mediation and Conciliation Service shall conduct the election. The neutral third party shall list the eligible petirioning employee organizations on the ballot, along with the choice of self- representation. Employees may vote in the election if they were employed in regular permanent positions in the designated unit during the pay period immediately prior to one in which the election in conducted. Any disputes regarding the eligibility of voters or the conduct of the elecrion shall be resolved by the neutral third party, after the parties have been given a reasonable opportunity to state their positions orally or in writing. If the neutral third party determines that one of the petitioning employee organizations received a majority of the valid votes cast, the Employee Relations Officer shall formally acknowledge this organization as the Exclusively Recognized Employee Organization for the designated unit. In an election involving three or more petitioning employee organizations, if no organization receives a majority of the valid votes cast, a run-off election shall be conducted between the top two vote-getters. The rules goveming an initial election are applicable to a run-off election. 5 Pursuant to this Resolution, there shall be no more than one election affecting the same unit, including a run-off election if necessary, conducted in a twelve-month period. The costs of conducring elections, if any, shall be bome in equal shares by the City and each employee organization appearing on the ballot." SECTION 10. Subsection (e) of Section 10 of Resolurion No. 6235 is hereby amended in its enrirety to read as follows: "(e) Effect on the classification structure and impact on employer-employee Relations of dividing single or related classifications among two or more units. Notwithstanding the foregoing provisions of this Section, management and confidenrial employees shall not be included in any unit with non-management or non-confidential employees, and shall be restricted from representing any employee organization which represents other employees in the City on matters within the scope of representation. Supervisory employees may only be included in a unit consisting solely of supervisory employees. Professional employees may be represented in a separate unit. Management employees shall not be represented by the same employee organization (or its affiliate organization), as employees whom the management employees supervise. The Employee Relations Officer shall, after norice to and consultation with affected employee organizations, allocate new classifications or positions, delete eliminated classifications or positions, and retain, reallocate or delete modified classifications or posirions from units in accordance with the provisions of this Section." SECTION 11. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this of , 2007. Mayor of the City of Arcadia ATTEST: City Clerk of the City of Arcadia APPROVED AS TO FORM: c~ 4". ~~~f^~ Stephen P. Deitsch City Attorney 7 RESOLUTION NO. 6568 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIF012NIA, AMENDING RESOLUTION NO. 6235 ESTABLISHING RULES AND REGULATIONS RELATING TO EMPLOYER-EMPLOYEE RELATIONS WHEREAS, the Meyers-Milias-Brown Act (California Government Code Sections 3500 et se4.) was enacted for the purpose of promoting improved employer- employee relations between public employers and their employees by establishing uniform and orderly methods of communication between employees and the public agencies by which they are employed; and WHEREAS, Government Code Section 3507 empowers a municipal corporation to adopt reasonable rules and regulations for the administration of employee relations; and WHEREAS, the City Council of the City of Arcadia adopted Resolution No. 6235 to adopt such reasonable rules and regulations as authorized by law. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS: SECTION 1. Section 2 of Resolution No. 6235 is hereby amended to read in its entirety as follows: 1 2. Purpose Of Rules And Regulations to read as follows: "The purpose of these rules and regulations is to provide orderly procedures for the administration of employer-employee relations between the City and its employees and employee organizations representing City employees and to establish procedures for the resolurion of disputes regarding matters within the scope of representation that have reached impasse as defined in this Resolution. Employee organizations currently aclrnowledged by the City as the exclusively recognized employee organization in an established appropriate unit as of the date of the adoption of this Resolution shall continue to be a recognized unit." SECTION 2. Subsection (i) of Section 3 of Resolution No. 6235 is hereby amended to read in its enrirety as follows: "(i). EXCLUSIVELY RECOGNIZED EMPLOYEE ORGANIZATION: "an employee organization which has been formally aclmowledged by the City as the sole employee organization that represents a majority of the employees in an appropriate representafion unit pursuant to the provisions of this Resolution. Only the Exclusively Recognized Employee Organization in an appropriate unit may meet and confer with the City on matters within the scope of representation." SECTION 3. Subsecrion (j) of Section 3 of Resolution No. 6235 is hereby amended in its entirety to read as follows: 2 6568 "(j). IMPASSE: When representatives of the City and the Exclusively Recognized Employee Organization have reached a point in the meet and confer process where differences on matters to be included in a Memarandum of Understanding remain so substantial and prolonged that further meeting and conferring would be futile." SECTION 4. Subsecrion (k) of Section 3 of Resolution No. 6235 is hereby amended by adding a new subsection 3(k) to read in its entirety as follows: "(k). DAYS: means "calendar days" unless otherwise stated." SECTION 5. Subsections (j) and (k) of Section 3 of Resolution No. 6235 are hereby renumbered as (1) and (m) respectively. SECTION 6. Subsection (m) of Section 3 of Resolution No. 6235 is hereby amended to read as follows: "(1) an authorization card recently signed and dated by an employee; (2) an authorization petition or petitions recently signed and dated by each employee whose name appears thereon; or (3) a union membership card recently signed and dated by an employee. If there is a conflict between multiple forms of proof submitted by the petitioner, the Employee Relations Officer shall look to the form of proof last signed by an employee. The words "recently signed" shall mean within one-hundred twenty days prior to the filing of a petition." 3 6568 SECTION 7. Section 4 of Resolution No. 6235 is hereby deleted in its entirety and the following sections shall be renumbered accordingly. SECTION 8. Subsection (j) of Secrion 6 of Resolution No. 6235 is hereby amended in its entirety as follows: "A statement that the employee organization has in its possession proof of employee support as herein defined to establish that a majority of the employees in the unit claimed to be appropriate have designated the empioyee organization to represent them in their employment relations with the City." SECTION 9. Section 9 of Resolution No. 6235 is hereby amended in its entirety to read as follows: "SECTION 9. Acrions and Petitions. If a Recognition Petition and proof of support have been filed in accordance with Section 6, and no challenging petirions have been filed in accordance with Section 8, the Employee Relarions Officer and petitioning employee organization shall select a neutral third party, who shall review the proof of support to verify that a majority of the employees in an appropriate unit desire to be represented by the petitioning employee organization. In the event that the parties cannot agree upon a third party, the State Mediation and Conciliation Service shall serve in that capacity. If the neutral third party verifies the majority status of the petitioning employee organization, the Employee Relations Officer shall formally aclmowledge that 4 6568 organization as the Exclusively Recognized Employee Organization for the designated unit. 1'his formal recognition shall be granted without conducting an election. If more than one petition has been filed in accordance with Sections 6 and 8, the parties sha11 select a neutral third party to conduct a secret baliot election. In the event that the parties cannot agree upon a third party, the State Mediarion and Conciliation Service shall conduct the election. The neutral third party sha111ist the eligible petirioning employee organizations on the ballot, along with the choice of self- representation. Employees may vote in the election if they were employed in regular permanent posirions in the designated unit during the pay period immediately prior to one in which the elecrion in conducted. Any disputes regarding the eligibility of voters or the conduct of the election shall be resolved by the neutral third party, after the parties have been given a reasonable opportunity to state their positions orally or in writing. If the neutral third party deternunes that one of the petitioning employee organizarions received a majority of the valid votes cast, the Employee Relations Officer shall formally aclrnowledge this organization as the Exclusively Recognized Employee Organization for the designated unit. In an election involving three or more petirioning employee organizations, if no organization receives a majority of the valid votes cast, a run-off elecrion shall be conducted between the top two vote-getters. The rules governing an inirial election are applicable to a run-off election. 5 6568 Pursuant to this Resolution, there shall be no more than one election affecting the same unit, including a run-off election if necessary, conducted in a twelve-month period. The costs of conducting elections, if any, shall be borne in equal shares by the City and each employee organization appearing on the ballot." SECTION 10. Subsection (e) of Section 10 of Resolution No. 6235 is hereby amended in its enrirety to read as follows: "(e) Effect on the classification structure and impact on employer-employee Relations of dividing single or related classifications among two or more units. Notwithstanding the foregoing provisions of this Section, management and confidential employees shall not be included in any unit with non-management or non-confidential employees, and shall be restricted from representing any employee organizarion which represents other employees in the City on matters within the scope of representation. Supervisory employees may only be included in a unit consisting solely of supervisory employees. Professional employees may be represented in a separate unit. Management employees shall not be represented by the same employee organization (or its affiliate organization), as employees whom the management employees supervise. The Employee Relations Officer shall, after notice to and consultation with affected employee organizations, allocate new classificarions or positions, delete 6 6568 eliminated classifications or positions, and retain, reallocate ar delete modified classifications or posirions from units in accordance with the provisions of this Section." SECTION 11, The City Clerk shall certify to the adoprion of this Resolution. Passed, approved and adopted this lst of ~y , 2007. ~SS~ MIICKEY S~~,~~. Mayor of the City of Arcadia ATTEST: l~ JA9~~S Ho ~3~A: ~ City Cterk of the City of Arcadia APPROVED AS TO FORM: c' ~°-'.~"' 4". ~ Stephen P. Deitsch City Attorney 7 6568 STATE OF CALIFORMA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Resolution No. 6568 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a continued adjourned regular meeting of said Council heid on the lst day of May, 2007 and that said Resolution was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None ISI MICKEY SEGAL City Clerk of the City of Arcadia g 6568 , .~ °~ ~' `~°°RA~R•yg9-~°°' STAFF REPORT Development Services Department DATE: May 1, 2007 TO Mayor and Ciry Council ~ FROM: Don Penman, Assistant City Manager/Development Services Director Martha Eros, Transportation Services Officer SUBJECT: Resolution No. 6569 approvinq submittal of the Transqortation Development Act claim form to receive funds for the operation of Arcadia Transit for Fiscal Year 2006-2007 Recommendation: Approve SUMMARY Attached for the City Council's review and approval is Resolution No. 6569 authorizing the City Manager to submit a claim form for Transportation Development Act (TDA) Article 4 funds for fiscal year 2006-2007. The claim form has been prepared by staff and will be submitted to the Los Angeles County Metropolitan Transportation Authority (MTA/Metro) and the Southern California Association of Governments (SCAG) for processing. The City will receive $393,453 in FY06-07 to operate Arcadia Transit. BACKGROUND The California State legislature adopted the Transportation Development Act-Article 4 (SB325) in 1971 to generate revenue from retail sales taxes and gasoline/diesel sales taxes for public transportation projects. The funds are allocated by SCAG via the Local Transportation Fund (LTF) and ~the State Transit Assistance (STA) programs based on area population and transit fare revenue generated by an agency's local transit system. The MTAlMetro serves as the reg onai planning agent for Los Angeles County, and administers and processes the fur~ds+to each participating municipal transit operator. DISCUSSION Local Transportation Fund (LTF) revenue is derived from one-fourth of one percent (0.0025) of the 8.25% retail sales tax collected statewide for transportation planning and mass transit activity. The California State Board of Equalization returns the quarter cent [u;~ f~'n, gr,a.I'!' ;r.'.n~-o~ _ _ 'i to each County according to the amount of taxes collected in its jurisdiction. Eligible uses include public transit, program administration, transportation planning, pedestrian and bicycle facilities, special group transportation service, and rail passenger service. In FY06-07, the City of Arcadia will receive $351,133 in LTF funds to operate Arcadia Transit. The State Transit Assistance (STA) fund was approved in 1980 as a secondary source of revenue for SB325 dedicated to public transit operation and capital expenditures. STA revenue is generated from the statewide sales tax on gasoline and diesel fuels, and is appropriated by the California State Controller O~ce to the regional Transportation Planning Agencies (i.e., the MTA/Metro) for formula allocation. The formula is calculated using 50% population count and 50% operator revenues for the prior fiscal year. The City will reserve $42,320 in FY06-07 STA funds for capital use. FISCAL IMPACT The City of Arcadia will receive a combined totai of $393,453 in TDA-Article 4 funds to operate Arcadia Transit. This amount represents approximately 21% of the Arcadia Transit FY07 operating budget. RECOMMENDATION Adopt Resolution No. 6569 authorizing the City Manager to submit the Transportation Development Act-Article 4 claim form to the Los Angeles County Metropolitan Transportation Authority in the amount of $393,453 to receive funds for Arcadia Transit for fiscal year 2006-2007. Approved:~ William R. Kelly, City Manager Attachments 1. Resolution No. 6569, TDA-Article 4 2. FY07 Transportation Development Act, LTF-Article 4 Claim Form 3. FY07 State Transit Assistance Fund Claim Form '; a~ ~ n:~a ~~~•o~ sr:~rr ~,s.oi~n- - ,,, RESOLUTION NO. 6569 A RESOLUTION OF THE CITY COUNCIL OF TI~ CITY OF ARCADIA, CALIFORNIA, APPROViNG THE SUBMITTAL OF THE TRANSPORTATION DEVELOPMENT ACT CLAIM FORM TO RECEIVE FUNDS FOR TI-~E OPERATIONS OF ARCADIA TRANSIT FOR FISCAL YEAR 2006-2007 WHEREAS, the Transportation Development Act of 1971 ("Act") (Chapter 1400, Stafutes 1971 (SB 325), and amendments thereto) makes certain funds available for public transportation systems; and WHEREAS, the Arcadia City Council has adopted a budget for Arcadia Transit for the 2006-2007 Fiscal Year evidencing the need for financial assistance; and WHEREAS, Southern California Association of Governments ("SCAG") has been charged in the Act with the responsibility for the general administration of local transportation funds through the Act. NOW, 'TI~REFORE, TI-iE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS: SECTION 1. The City Council appoints the City Manager or his/her designee to execute and file a claim with SCAG for local transportation fiznds in an amount to be determined by SCAG based on preliminary estimates of funds available, and to take any and all necessary further actions and execute any and all necessary documents in order to receive such funds. SECTION 2. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this day of May 2007. Mayor of the City of Arcadia ATTEST: Gity Clerk APPROVED AS TO FORM: ~~ !', ~ Sfephen P. Deitsch, City Attorney CLAIM FORM TDA CLAIM FORM LTF PUBLIC TRANSPORTATION - ARTICLE 4 CLAIMANT: CITY OF ARCADIA - ARCADIA TRANSIT CONTACT PERSON: MARTHA EROS TELEPHONE: 626-574-5435 DATE: Mav i, 2007 FISCALYEAR: 2005-2006 COUNTY STAFF: Los Anpeles PAYMENT RECIPIENT: ADDRESS: ATTENTION: PURPOSE Article 4 PUC 99260(a) CITY OF ARCADIA 240 WEST HUNTINGTON DRIVE P.O. BOX 6~021 ARCADIA, CA 91066-6021 DON PENMAN ASSISTANT CITY MANAGER/DEVELOPMEN7 SERVICES DIRECTOR REQUESTED PAYMENT AND RESERVES 1. Payment from FY Allocation 2. Amount placed in Capital Reserve from current year allocation (Complete ~ Table 2) 3. Total FY 2005 funding mark (1 +2) Authorized Signature: (Claimant's Chief Administrator or Finance O~cer) WILLIAM R. KELLY, CITY MANAGER (Print name and title) AMOUNT $ 351,133 $ 0 $ 351,133 CONDlTION OF APPROVAL: Approval of this claim and payment by the County Auditor to this cipimanf are subject to funds being available and to the provisions that such monies will be used only in accordance with the terms and conditions set forth by this claim. CLAIM FORM STATE TRAN5IT ASSISTANCE FUND Pursuant to Sections 6730-6735 of the California Administrative Code CLAIMANT: CITY OFAR~ADIA- ARCADIA TRANSIT CONTACT PERSON: MARTHA EROS TELEPHONE: 626-574-5435 DATE: Mav l, 2007 FISCAL YEAR: 2005-2006 COUN7Y LTF: Los Angeles ADDRESS: 240 WEST HUNTINGTON DRIVE P.O. BOX 60021 ARCADIA, CA 9106lr6021 ATTENTION: DON FENMAN ASSISTANT CITY MANAGER/DEVELOPMENT SERVICES DIRECTOR PURPOSE REQUESTED PAYMENT AND RESERVES AMOUNT () CAC, Section 6730 (a) 1. Payment from Unallocated -Operations $ 0 ( ) CAC, Section 6730 (b) ( j CAC, Section 6730 ~c) 2. Amount placed in Capital Reserve from current year allocation (Complete Table 2) $ 42,320 ( ) CAC, Section 6731 (a) O CAC, Section 6731 (b) 3. Total FY 2005 Fund Mark ( i& 2) $ 42,320 ~ ~ cac, Section 6731 (c) Avthorized Signature: (ClaimanYs Chief Administrator or Finance Officer) WILLIAM R. KELLY, CITY MANAGER (Print name and title) CONDITION OF APPROVAL: Approval of this claim and payment by the County Auditor to this claimant are subject to monies being available and to the provisions that such monies will be used only in accordance with the terms and conditions set forfh by this claim and SCAG Allocation Instructions. i RESOLUTION NO. 6569 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, APPROVING THE SUBMITTAL OF THE TRANSPORTATION DEVELOPMENT ACT CLAIM FORM TO RECEIVE FUNDS FOR THE OPERATIONS OF ARCADIA TRANSIT FOR FISCAL YEAR 2006-2007 WHEREAS, the Transportation Development Act of 1971 ("Act") (Chapter 1400, Statutes 1971 (SB 325), and amendments thereto) makes certain funds available for public transportation systems; and WHEREAS, the Arcadia City Council has adopted a budget for Arcadia Transit for the 2006-2007 Fiscal Year evidencing the need for financial assistance; and WHEREAS, Southern California Association of Govemments ("SCAG") has been charged in the Act with the responsibility for the general administration of local transportation funds through the Act. NOW, THEREFORE, THE CITY COUNCIL OF TT~ CITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS: SECTION 1. The City Council appoints the City Manager or his/her designee to execute and file a claim with SCAG for local transportation funds in an amount to be determined by SCAG based on preliminary estimates of funds ~ available, and to take any and all necessary further actions and execute any and all necessary documents in order to receive such funds. SECTION 2. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this lst day of May 2007. IS/ MICKEY SEGAL Mayor of the City of Arcadia ATTEST: I5J J~ ~ H. ~AR S City Clerk APPROVED AS TO FORM: ~lG~,~ ~, ~ Stephen P. Deitsch, City Attorney 2 6569 ~ ',~~i STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Resolution No. 6569 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a continued adjourned regular meeting of said Council held on the lst day of May, 2007 and that said Resolution was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None i5/ JA~S H. B~tRf~IS City Clerk of the City of Arcadia 3 6569 ~ , 1\ ~ a ~"°°RP~a~T~n-~°a STAFF REPORT Development Services Depariment Date: May 1, 2007 To: Mayor and City Council From: Don Penman, Assistant City ManagedDevelopment Services Directo~ By: Martha Eros, Transportation Services Office(~/~ ~~ u Subject: Resolution No. 6570 adopting Amendment No. 2 to the Metro Gold Line Phase II Joint Powers Authority agreement, admitting the City of Ontario as an authorized member of the Metro Gold Line Phase II Construction Authority. Recommendation: Adopt SUMMARY Amendment No. 2 to the Metro Gold Line Phase II Joint Powers Authority agreement will allow the City of Ontario to join the JPA as an active voting member of the Metro Gold Line Foothill Extension JPA Board. BACKGROUND The Arcadia City Council adopted the Gold Line Phase fl Joint Powers Authority (JPA) agreement in June 2003, followed by Amendment No. 1 in March 2004 whereby the San Gabriel Valley Council of Governments (COG) transferred its representation on the Metro Gold Line Governing Board to the San Bernardino Associated Governments (SANBAG). The goal and intent of the JPA is to create a partnership between the existing Metro Gold Line Construction Authority (Authority) Board and the Phase II cities, and to grant each city active oversight and participation in the decision making process on matters impacting their jurisdiction. In May 2006, the City of Ontario, in conjunction with SANBAG, expressed interest in extending the Metro Gold Line to a terminus at the Ontario International Airport (as opposed to the City of Montclair), and initiated efforts with the Authority to join the JPA. On December 5, 2006, the Ontario City Council unanimously voted to join the Metro Gold Line Phase II Joint Powers Authority pending approval by the existing Phase II entities. The current JPA member cities must now gain individual City Council approval to ratify the new membership of the JPA. DISCUSSION In a letter dated May 23, 2006, the City of Ontario officially expressed interest in becoming a member of the Metro Gold Line Phase II Joint Powers Authority Board. The City of Ontario has endorsed the Metro Gold Line Foothill Extension from Pasadena to Montclair, and is proactively pursuing connecting the light rail line directly to Ontario International Airport. The City of Ontario recognizes the opportunities and benefits of a possible further extension of the Metro Gold Line to Ontario International Airport and wishes to be a partner in the planning process. On September 14, 2006, the JPA Board voted (by majority vote per Section 26.c of the JPA Agreement) to invite the City of Ontario as a member of the JPA and be added to the list of "Eligible Public Entity". The JPA Board approved an amendment to the JPA Agreement. The JPA Technical Advisory Committee, a subcommittee represented by Phase II City Managers, supports an Amendment to the JPA to accept the City of Ontario as a voting member to the JPA. On December 5, 2006, the City Council of Ontario unanimously voted to enter into an agreement with the Metro Gold Line Foothill Extension Construction Authority. Each individual JPA member city must now approve and ratify the new membership of the JPA. As stated in Section 31-Amendments of the JPA Agreement, "all Phase II legislative bodies must unanimous(y approve any/all amendments to the adopted text or content of the J PA". The same terms and conditions of the existing JPA Agreement will be applied to the City of Ontario. The effective date of Ontario's membership in the JPA shall be the first date on which each of the current members of the Authority and Ontario's shall have approved and signed Amendment No. 2. ENVIRONMENTAL IMPACT The Final Environmental Impact Report/Stud and is currently under review by the FTA. A when the FTA approves the project. y(EIR/S) was completed in August 2005 formal Record of Decision will be issued FISCAL IMPACT The City of Ontario will assume the same fiscal responsibility as the initial Phase II cities, paying annual membership dues of $32,000 to the Gold Line Phase II Construction Authority. RECOMMENDATION Resolution No. 6570 adopting Amendment No. 2 to the Metro Gold Line Phase II Joint Powers Authority agreement, admitting the City of Ontario as an authorized member of the Metro Gold Line Phase II Construction Authority. Approved by: _-u'~~ William R. Kelly, City Manager Attachment: 1. Resolution No. 6570, Phase {I Gold Line JPA Amendment No. 2 2. Gold Line Phase II Joint Powers Authority, Joint Exercise of Powers Agreement, Amendment Two RESOLUTION NO. 6570 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, ADOPTING AMENDMENT TWO TO THE GOLD LINE PHASE II CONSTRUCTION AUTHORITY JOINT POWERS AGREEMENT, ADDING THE CITY OF ONTARIO AS AN AUTHORIZED MEMBER OF THE GOLD LINE PHASE II CONSTRUCTION AUTHORITY WHEREAS, the Blue Line Construction Authority ("BLCA") was formed in 1998 in accordance with Public Utilities Section 132400, et seq. for the purpose of planning, designing and constructing the Los Angeles - Pasadena Metro Blue Line light rail project extending from Union Station in the City of Los Angeles to the City of Claremont; and WHEREAS, the Los Angeles - Pasadena Metro Blue Line was renamed the Metro Gold Line by the Los Angeles County Metropolitan Transportation Authority in November 2001; and WHEREAS, the cities of Arcadia, Monrovia, Duarte, Irwindale, Azusa, Glendora, San Dimas, La Verne, Pomona, Ciaremont and Pasadena (collectively lmown as the "Phase II Cities"), the San Bernardino Associated Governments ("SANBAG") and the BLCA are engaged in planning efforts for light rail extension between Pasadena and Montclair (Gold Line Phase II); and WHEREAS, the Gold Line Phase II Construction Authority Joint Powers Agreement ("JPA Agreement") was approved and executed by the City of Arcadia on June 17, 2003; and WHEREAS, the JPA Agreement was adopted by each Phase II City and SANBAG, and the Gold Line Phase II Construction Authority ("Authority") was formed effective September 15, 2003, pursuant to Section 6503.5 et seq. of the Government Code, to represent the interests of Phase II Cities; and WHEREAS, the City of Ontario ("Ontario") submitted a request to join the Authority as a voting member, and has agreed to pay annual dues and assume all financial and advisory responsibilities; and WHEREAS, Ontario has agreed to abide by all rules and regulations stipulated in the JPA Agreement; and WHEREAS, the Governing Board of Authority has affirmatively voted to accept the request of Ontario to join the Authority; and WHEREAS, a unanimous affirmative vote is required by the legislative body of each member of the Authority to approve any and all amendment to the JPA Agreement. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS: SECTION 1. The City Council hereby approves Amendment Two to .the Gold Line Phase II Construction Authority Joint Powers Agreement, a copy of which is on file with the Office of the City Clerk, adding the City of Ontario as an authorized Member of the Gold Line Phase II Construction Authority. SECTION 2. The City Council authorizes and directs the City Manager or his/her designee to take any and all necessary acrions to execute Amendment Two on behaif of the City of Arcadia. SECTION 3. The City Clerk shall certify to the adoprion of this Resolution. Passed, approved and adopted this day of May 2007. Mayor of the City of Arcadia ATTEST: City Clerk of the City of Arcadia APPROVED AS TO FORM: ~' ~~~ ~ Stephen P. Deitsch City Attorney AMENDMENT TWO JOINT EXERCISE OF POWERS AGREEMENT Gold Line Phase II Joint Powers Authority This Amendment Two to the Joint Exercise of Powers Agreement for the Gold Line Phase II Joint Powers Authority ("Amendment Two") is approved and executed by the current members of the Gold Line Phase II Joint Construction Authority, a Joint Powers Authority ("Authority") as set forth in Exhibit 1-B, attached hereto, and each of which must approve and execute this Amendment Two in order for the Amendment Two to be effective. This Amendment Two is also approved and executed by the City of Ontario ("Ontario"), which approval and execution shall allow Ontario to become a member of the Authority should all of the current members listed in Exhibit 1-B so approve this Amendment Two. WITNESSETH: The Parties hereto agree as follows: Section 1. Recitals. This Amendment Two is made and entered into with respect to the following facts: a. The Authority was formed pursuant to Section 6500 et seq. of the Govemment Code to enable its member cities and agencies to participate as fully as is necessary and appropriate in the planning, funding, design and construction of the Gold Line Phase II light rail project ("the Gold Line Phase II"); and b. Ontario has asked to join the Authority in order to work cooperatively with the Authority and its member cities and agencies to complete the Gold Line Phase II including a possible extension to the City of Ontario; and c. Ontario has agreed to pay dues and assume other required financial responsibilities as a condition of its membership in the Authority. Section 2. Initial Dues. The Initial Dues in the amount of Thiriy-One Thousand Four Hundred Forty-Five Dollars ($31,455.00) for Ontario shall be due and payable thirty-days (30) after the effective date of its membership in the JPA. Section 3. Terms Remain in Effect. All terms of the Joint Exercise of Powers Agreement for the Gold Line Phase II Construction Authority, A Joint Powers Authority ("AgreemenY') that are not deleted or amended by this Amendment Two remain fully in effect and the execution of this Amendment Two by each of the parties hereto signifies approval and acceptance of the Agreement as modified by this Amendment Two. Section 4. Suspension of Section 29c. Section 29c (Annual Dues) of the Agreement is hereby suspended and not in force until such time as this suspension of Section 29c is ternunated by a three-fourths majority vote of the members of the 7PA. Section 4. Effective Dates. The Effective date of this Amendment Two shall be the first date on which each of the current members of the JPA, as listed in Exhibit 1-B, shall have approved and signed this Amendment Two. The effective date of Ontario's membership in the JPA shall be the first date on which each of the cunent members of the Authority and Ontario shall have approved and signed this Amendment Two. Section 4. Counter.,parts. T'his Amendment Two may be executed in several counterparts, and all counterparts so executed shall constitute one Amendment Two, binding on all the parties hereto, notwithstanding that all of the parties are not signatory to the original or same counterpart. The current members of the JPA have caused this Amendment Two to be executed, on their behalf, respectively, as follows: City of Arcadia City of La Verne By: Roger Chandler, Councilman Dated By: Jon Blickenstaff, Mayor City of Azusa City of Monrovia By: Diane Chagnon, Mayor City of Claremont Dated Dated By: Rob Hammond, Mayor Date City of Pomona By: Peter Yao, Mayor City of Duarte By: John Fasana, Councilman City of Glendora By: Doug Tessitor, Mayor City of Irwindale By: Julian Miranda, Mayor ATTEST Dated By: George Hunter, Councilman Date San Bemardino Associated Govemments Dated By: Paul Eaton, Board Member Date City of San Dimas Dated By: Denis Bertone, Councilman Date City of South Pasadena Dated By: Odom Stamps, Councilman Date liy. ~,iui~ Lvwc~ ~.icin ~i ~uc ~~cuu The authorized representative of the City of Ontario has caused this Amendment Two to be executed on the City of Ontarids behalf, respectively, as follows: City of Ontario ATTEST By: Paul Leon, Mayor Dated By: Mary E. Wirtes, Clerk D Exhibit 1-B Current Members of the Gold Line Phase II Joint Powers Authority Arcadia Azusa Claremont Duarte Glendora Irwindale La Verne Monrovia Ontario Pomona San Bernardino Associated Governments (SANBag) San Dimas South Pasadena JOINT EXERCISE OF POWERS AGREEMENT Gold Line Phase II Joint Powers Authority This Amendment Two to the Joint Exercise of Powers Agreement for the Gold Line Phase II Joint Powers Authority ("Amendment Two") is approved and executed by the current members of the Gold Line Phase II Joint Construction Authority, a Joint Powers Authority ("Authority") as set forth in Exhibit 1-B, attached hereto, and each of which must approve and execute this Amendment Two in order for the Amendment Two to be effecrive. This Amendment Two is also approved and executed by the City of Ontario ("Ontario"), which approval and execution shall allow Ontario to become a member of the Authority should all of the current members listed in Exhibit 1-B so approve this Amendment Two. WITNESSETH: The Parties hereto agree as follows: Section 1. Recitals. This Amendment Two is made and entered into with respect to the following facts: a. The Authority was formed pursuant to Section 6500 et seq. of the Government Code to enable its member cities and agencies to participate as fully as is necessary and appropriate in the planning, funding, design and construction of the Gold Line Phase II light rail project ("the Gold Line Phase II"); and b. Ontario has asked to join the Authority in order to work cooperatively with the Authority and its member cities and agencies to complete the Gold Line Phase II including a possible extension to the City of Ontario; and c. Ontario has agreed to pay dues and assume other required financial responsibilities as a condition of its membership in the Authority. Section 2. Initial Dues. The Initial Dues in the amount of Thirty-One Thousand Four Hundred Forty-Five Dollars ($31,455.00} for Ontario shall be due and payable thirty-days (30) after the effective date of its membership in the JPA. City of Arcadia City of La Verne By: Roger Chandler, Councilman Dated By: Jon Bliclcenstaff, Mayor Dated City of Azusa City of Monrovia By: Diane Chagnon, Mayor Dated By: Rob Hammond, Mayor Date City of Claremont City of Pomona By: Peter Yao, Mayor Dated By: George Hunter, Gouncilman Date City of Daarte San Bemardino Associated Governm ents By: John Fasana, Councilman Dated By: Paul Eaton, Board Member Date City of Gtendora City of San Dimas By: Doug Tessitor, Mayor Dated By: Denis Bertone, Councilman Date City of Irwindale City of South Pasadena By: Julian Miranda, Mayor Dated By: Odom Stamps, Councilman Date ATTEST By: Chris Lowe, Clerk of the Board The authorized representative of the City of Ontario has caused this Amendment Two to be executed on the City of Ontarids behalf, respectively, as follows: City of Ontario By: Paul Leon, Mayor ATTEST Dated By: Mary E. Wirtes, Clerk D Exhibit 1-B Current Members of the Gold Line Phase II Joint Powers Authority Arcadia Azusa Claremont Duarte Glendora Irwindale La Verne Monrovia Ontario Pomona San Bemardino Associated Governments (SANBag) San Dimas South Pasadena RESOLUTION NO. 6570 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFOI2NIA, ADOPTING AIVIENDMENT TWO TO THE GOLD LINE PHASE II CONSTRUCTION AUTHORITY JOINT POWERS AGREEMENT, ADDING THE CITY OF ONTARIO AS AN AUTHORIZED MEMBER OF THE GOLD LINE PHASE II CONSTRUCTION AUTHORITY WHEREAS, the Blue Line Construction Authority (`BLCA") was formed in 1948 in accordance with Public Utilities Section 132400, et seq. for the purpose of planning, designing and constructing the Los Angeles - Pasadena Metro Blue Line light rail project extending from Union Station in the City of Los Angeles to the City of Claremont; and WHEREAS, the Los Angeles - Pasadena Metro Blue Line was renamed the Metro Gold Line by the Los Angeles County Metropolitan Transportation Authority in November 2001; and WHEREAS, the cities of Arcadia, Monrovia, Duarte, Irwindale, Azusa, Glendora, San Dimas, La Verne, Pomona, Claremont and Pasadena (collectively lrnown as the "Phase II Cities"), the San Bernardino Associated Governments ("SANBAG") and the BLCA are engaged in planning efforts for light rail extension between Pasadena and Montclair (Gold Line Phase II); and WHEREAS, the Gold Line Phase II Construction Authority Joint Powers Agreement ("JPA AgreemenY') was approved and executed by the City of Arcadia on June 17, 2Q03; and WHEREAS, the JPA Agreement was adopted by each Phase II City and SANBAG, and the Gold Line Phase II Construction Authority ("Authority") was formed effective September 15, 2003, pursuant to Section b503.5 et seq. of the Government Code, to represent the interests of Phase II Ciries; and WHEREAS, the City of Ontario ("Ontario") submitted a request to join the Authority as a voting member, and has agreed to pay annual dues and assume all financial and advisory responsibilities; and WHEREAS, Ontario has agreed to abide by all rules and regulations stipulated in the JPA Agreement; and WHEREAS, the Goveming Board of Authority has affirmatively voted to accept the request of Ontario to join the Authority; and WHEREAS, a unanimous affirmative vote is required by the legislative body of each member of the Authority to approve any and all amendment to the JPA Agreement. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS: 2 6570 SECTION 1. The Ciry Council hereby approves Amendment Two to the Gold Line Phase II Construction Authority Joint Powers Agreement, a copy of which is on file with the Office of the City Clerk, adding the City of Ontario as an authorized Member of the Gold Line Phase II Construction Authority. SECTION 2. The City Council authorizes and directs the City Manager or his/her designee to take any and all necessary actions to execute Amendment Two on behalf of the City of Arcadia. SECTION 3. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this lsaiay of May 2007. IS/ M9CKEY SEGAL Mayor of the City of Arcadia ATTEST: l~l J/~M~S H. B~-RR~S City Clerk of the City of Arcadia APPROVED AS TO FORM: ~1r~t,,,, i `. ~~~'~lt~-r~C, Stephen P. Deitsch City Attorney 3 6570 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Resolution No. 6570 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a continued adjourned regular meeting of said Council held on the lst day of May, 2007 and that said Resolution was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None ISl MICKEY SEGAL City Clerk of the City of Arcadia 4 6570 AMENDMENT TWO JOINT EXERCISE OF POR'~RS AGREEMENT Gold Line Phase II Joint Powers Authority This Amendment Two to the Joint Exercise of Powers Agreement for the Gold Line Phase II 7oint Powers Authority ("Amendment Two") is approved and executed by the current members of the Gold Line Phase II Joint Consiruction Authority, a Joint Powers Authority ("Authority") as set forth in Exhibit 1-B, attached hereto, and each of which must approve and execute this Amendment Two in order for the Amendment Two to be effective. This Amendment Two is also approved and executed by the City of Ontario ("Ontario"), which approval and execution shall allow Ontario to become a member of the Authority should all of the current members listed in Exhibit 1-B so approve this Amendment Two. WITNESSETH: The Parties hereto agree as follows: Section 1, Recitals. This Amendment Two is made and entered into with respect to tYie following facts: a. The Authority was formed pursuant to Section 6500 et seq. of the Government Code to enable its member cities and agencies to participate as fully as is necessary and appropriate in the planning, funding, design and construction of the Gold Line Phase II light rail project ("the Gold Line Phase II"); and b. Ontario has asked to join the Authority in order to work cooperatively with the Authority and its member cities and agencies to complete the Gold Line Phase II including a possible extension to the City of Ontario; and Ontario has agreed to pay dues and assume other required financial responsibilities as a condition of its membership in the Authority. Section 2. Initial Dues. The Initial Dues in the amount of Thirty-One Thousand Four Hundred Forty-Five Dollars ($31,455.00) for Ontario shall be due and payable thirty-days (30) after the effecrive date of its membership in the JPA. Section 3. Terms Remain in Effect. All terms of the Joint Exercise of Powers Agreement for the Gold Line Phase II Construction Authority, A Joint Powers Authority ("Agreement") thaf are not deleted or amended by this Amendment Two remain fully in effect and the execution of this Amendment Two by each of the parties hereto signifies approval and acceptance of the Agreement as modified by this Amendment Two. Section 4. Suspension of Section 29c. Section 29c (Annual Dues) of the Agreement is hereby suspended and not in force until such time as this suspension of Section 29c is temunated by a three-fourths majority vote of the members of the JPA. Secrion 4. Effective Dates. The Effective date of this Amendment Two shall be the first date on which each of the current members of the JPA, as listed in Exhibit 1-B, shall have approved and signed this Amendment Two. The effective date of Ontario's membership in the JPA shall be the first date on which each of the current members of the Authority and Ontario shall have approved and signed this Amendment Two. Section 4. Counterparts. This Amendment Two may be executed in several counterparts, and all counterparts so executed shall constitute one Amendment Two, binding on all the parties hereto, notwithstanding that all of the parties are not signatory to the original or same counterpart. The current members of the JPA have caused this Amendment Two to be executed on their behalf, respectively, as follows: City of Arcadia City of La Verne By: Roger Chandler, Councilman Dated By: Jon Blickenstaff, Mayor Dated City of Azusa City of Monrovia By: Diane Chagnon, Mayar Dated By: Rob Hammond, Mayor Date City of Claremont City of Pomona By: Peter Yaq Mayor Dated By: George Hunter, Councilman Date City of Duarte San Bemardino Associated Governments By: John Fasana, Councilman Dated By: Paul Eaton, Board Member Date City of Glendora City of San Dimas By: Doug Tessitor, Mayor Dated By: Denis Bertone, Councilman Date City of Irwindale City of South Pasadena By: Julian Miranda, Mayor Dated By: Odom Stamps, Councilman Date ATTEST By: Chris Lowe, Clerk of the Board The authorized representative of the City of Ontario has caused this Amendment Two to be executed on the City of Ontario's behalf, respectively, as follows: City of Ontario ATTEST By: Paul Leon, Mayor Dated By: Mary E. Wirtes, Clerk D Exhibit 1-B Current Members of the Gold Line Phase II Joint Powers Authority Arcadia Azusa Claremont Duarte Glendora Irwindale La Verne Monrovia Ontario Pomona San Bernardino Associated Governments (SANBag) San Dimas South Pasadena "~r. O-' nKC ~ ~ .~y,- ~ VTt.IFOR,V~q+QO ~~ 9 ~ 1 o~~`In'f3 ~CNoFe4 STAFF REPORT Development Services Department DATE: May 1, 2007 TO: Mayor and City Council FROM: Don Penman, Assistant City M nager/Development Services Director~ Philip A. Wray, City EngineerC~~ Prepared by: Tim Kelleher, Senior Engineering Assistant SUBJECT: Additional Aporooriation and Award Contract - Sunset Boulevard Widenin Proiect Recommendation: That the City Council appropriates an additional $163,OQ~ in Transportation Impact Fee Funds and $90,000 in Capital Outlay Funds to the project and authorize the City Manager to enter into a contract with Nobest, Inc. in the amount of $328,800 for the Sunset Boulevard Widening Project SUMMARY The City intends to widen Sunset Boulevard at its intersection with Huntington Drive to add protected left turn phases for the north/south movements on Sunset Boulevard. This project ranked as the top candidate for improvements from the recently completed Transportation Master Plan and Impact Fee Program. The project was budgeted in the fiscal year 2006/07 Capital Improvement Program. The original scope of the project has expanded for various reasons requiring additional funds. The project was advertised in March and bids were opened on April 10, 2007. Nobest, fnc. submitted the successful low bid in the amount of $328,800. Staff is recommending that City Council award a contract to the low bidder, Nobest, Inc. in the amount of $328,800 and appropriate an additional $163,000 in Transportation Impact Fee Funds and $90,000 in Capital Outlay Funds to cover the added costs. BACKGROUND In 2005, the Transportation Master Plan identified the Sunset Boulevard and Huntington Drive intersection as deficient and ranked as the top candidate for improvements. Subsequently, Council approved a project to improve the intersection in the Fiscal Year 2006/07 Capital Improvement Program with funding primarily from the Transportation Impact Fee program. The scope of the project was initially to construct a protected left turn for the north/south movemsnt on Sunset Boulevard, which involved widening Sunset Boulevard, replacing the traffic signal mast arms, and striping. There is also a contribution Staff Report Additional Appropriation and Award Contract - Sunset Boulevard Widening Project May 1, 2007 Page 2 from the developer of the property on the northeast corner for parkway and sidewalk improvements. A budget of $172,000 consisting of $19,000 Proposition C funds, $22,000 developer contribution and $139,000 in Transportation Impact Fees was approved in the Capital Improvement Program. DISCUSSION As staff began detailed plan design, several new design issues became apparent. The Los Angeles County Department of Public Works became interested in this project because of their involvement in the Huntington Drive traffic signals and requested that the left turn pockets for the easUwest movement on Huntington Drive be extended, increasing storage volume for future demand. The County has pledged $90,000 to assist with the project. The County is currently processing the request for funding and expects to transfer the funds to the City in May. There were a number of issues that expanded the projecYs scope; the major change occurred relative to the traffic signals. It became apparent that rather than just replacing mast arms on existing poles, the project must include the replacement of the entire poles and footings to accommodate the new signal mast heads. Also, the entire intersection would require all new wiring. There are several other minor issues that changed the scope of the project as well. Initially, the plan was to relocate a catch basin at the northeast corner of Sunset Boulevard and Huntington Drive. As it turns out there were interfering utilities (sewer and water) that require a deeper catch basin with a lateral to the center of Sunset Boulevard. Sunset Boulevard, north and south of Huntington Drive were recently repaved. Trench lines, match lines and sandblasting of existing striping will be apparent as a result of the new construction. 51urry seal was added to the project to cover up the scars of the new construction. Notices inviting bids were published in the adjudicated paper and bid packages were distributed to sixteen (16) area contractors. The following five (5) bids were received: Bidders Amount Nobest, Inc. $328,800 Gentry Brothers, Inc. $352,415 Sully Miller Contracting $379,761 Excel Paving $386,595 E C Construction $409,555 ~~:, Staff has reviewed the bid documents for content, and has investigated the contractor's background and recent projects for competency. Staff is satisfied with the bid prices and has determined that Nobest, Inc. can satisfactorily perform the required work. ~ _,~; ~ . $taff Report Additional Appropriation May 1, 2007 Page 3 and Award Contract - Sunset Boulevard Widening Project Based on the low bid, staff has revised the project estimate to $425,000. The following is a breakdown of the associated costs: Plans and Specifications $ 11,700 Permit (LACDPW) Fee $ 1,500 Construction Contract $328,800 Construction Contingency (10%) $ 33,000 Inspection (estimated) $ 30,000 Materials Testing (estimated) $ 15,000 Construction Engineering (estimated) 5 000 TOTAL $425,000 Based on the total estimated cost to of $425,000, an additional appropriation of $163,000 from the Transportation Impact Fee Fund and $90,000 from the Capital Outlay Fund, to be reimbursed by the County, is recommended. The following is a summary of the proposed changes to the budget: FY 2006/07 PROPOSED FUND BUDGET BUDGET Proposition C $ 11,000 $ 11,000 Transportation Impact Fee $ 139,000 $ 302,000 Developer Contribution $ 22,000 $ 22,000 County Contribution $ 00 $ 90.000 TOTAL $ 772,000 $ 425,000 COST TO CITY AFTER COUNTY CONTRIBUTION $ 335,000 Staff requests that the City Council authorize the City Manager to enter into a contract with Nobest, Inc. and appropriate an additional funding for the project. ENVIRONMENTAL IMPACT The project is categorically exempt per Section 15301 class 1(d) from the requirements of California Environmental Quality Act (CEQA). FISCAL IMPACT Funds in the amount of $172,000 were previously approved for this project in the Capital Improvement Program for Fiscal Year 2006/07; $11,000 was obligated from Proposition C funds; $22,000 from the contributing developer and $139,000 from the Transportation Impact Fee Fund. Considering the scope changes, the original appropriation is insufficient and staff is requesting an additional $163,000 from the Transportation Impact Fee Fund and $90,000 from the Capital Outlay Fund be appropriated. There is sufficient funding in both , ,/ Staff Report ~. ~ Additional Appropriation and Award Contract - Sunset Boulevard Widening Project May 1, 2007 Page 4 funds to cover the total additional appropriation of $253,000. The County will ultimately reimburse the $90,000 appropriation from the Capital Outlay Fund. RECOMMENDATION That the City Council appropriates an additional $163,000 in Transportation Impact Fee Funds and $90,000 in Capital Outlay Funds to the project and authorize the City Manager to enter into a contract with Nobest, Inc. in the amount of $328,800 for the Sunset Boulevard Widening Project Approved By: ~~ William R. Kelly, City Manager DP:PAW:TOK:pa Attachment: Project Description . ~ ~ .. ~, -. i Z ~ ~ll I z ( :: m i ~: :. ~ ~ ~ ~ ~ ~ m m c Z m ~ m z m~ o ~ y ~ cZi~ ~ m D ~ r ~ 2 -~i z S Z vRT~~ ~R m m D~ Z Z p~ _ X W ~ T W W ~ ~ W ~ T ~ T Z W ~ ~ ~ ~ ~ m O z ~ C iv ti ~ ~ ~ ~ ~ ~ Z ~ Z r ~ W O ~ r D z ~° c~i~ Z m m ~ ~ a' W ~ ~ ~ ~ m "n .~ = ~' o° A ° W ~ - Q HUNTINGTON DRIVE (WB) - - - - - - - I ~ ::r r s r .~ ~-.=3~ .~! '' :z ~~~ w ~+ - - . . , i ...~ , , . e _ a~ . ,,...,:..-. ___ == ==-L_ __ ___ __ _- __ ~ HUNTINGTON DRIVE (EB) , ~ N ~ ~ ~ C ~ Z C_ ~ c (n m ~ m ~ m c~ ~ ~ ~ ~ ~ o ~ o ~ Z ~ ~ ° m - ~ r ~ Z r ^ ` / ~ NOR7H G~ < ~7 ~ 0 ~ ~~~ O ~ ~ Z ~ ~ _ ~ 'j t f~ e lu[erpn~IN •u{u~11.1~0~ • \ ~ STAFF REPORT Administrative Services Department DATE: May 1, 2007 TO: Mayor and City Council FROM: Don Penman, Assistant City Manager/Develo ment Services Director ~ Tracey L. Hause, Administrative Services Direct SUBJECT: AT&T encroachment aermit process of cable television Recommendation Action: Receive and File SUMMARY Due to continuing changes in technology and in state and federal legislation related to cable, video and telecommunications services, the City received 35 encroachment permit applications from AT&T requesting to place pedestals and fiber in the City's rights-of-way for video services associated with AT&T's "Project Lightspeed." An update of that project is provided. BACKGROUND Cable legislation has taken a huge turn in the last few months. In order to promote video service competition in California, the State Legislature passed AB 2987 effective January 1, 2007. A local agency no longer has jurisdiction over franchise agreements for video service providers; the authority now is with the Public Utility Commission (PUC). The Legislature directed the Commission to issue state franchises in order to ensure: 1) A fair and level playing field for all market competitors that do not give an advantage or disadvantage to one service provider or technology over another. 2) Widespread access to the most technologically advanced cable and video services is promoted to all California communities in a nondiscriminatory manner. 1 3) Local government revenues and their control of public rights-of-way remain protected. 4) Market participants comply with all applicable consumer protection laws. 5) Investment in broadband infrastructure is increased. 6) Access to and maintenance of the public, education and government (PEG) channels continues. 7) Existing authority of the PUC is maintained as established in state and federal statutes. However, local entities retain. sole authority to regulate franchise fee provisions, PEG channel requirements, Emergency Alert System requirements, and environmental review with respect to network construction and installation and maintenance in public rights-of-way. The City may also diligently review landscaping and screening pians, require maintenance plans and graffiti removal, ensure ADA compliance and avoid vehicular or pedestrian sightline problems. DISCUSSION Because of changes in legislation, cable, video and telecommunications it is anticipated the permitting and other related activities from a variety of telecommunication companies will increase. In fact, in November 2006 the City received 35 encroachment permit applications from AT&T requesting to place pedestals and fiber in the City's rights-of-way regarding video services associated with AT&T's "Project Lightspeed." They have also verbally indicated to City staff that they will be submitting 18-21 more permit applications within the next few months. Staff has been working closely with AT&T with regard to their permit applications. The issues that need to be addressed include the City's role to serve as the lead agency for review of any environmental impacts under California Environmental Quality Act (CEQA), potential permit conditions and permit and inspection fees. As soon as the requests for encroachment permits are complete, the Public Works Services staff will verify all information provided in the plans and project descriptions, as weli any information not showing regarding utilities, known easements, moratoriums or conditions that may affect the work. Staff will also visit the field locations and verify all conditions of the plan, take photographs of the site and document any site conditions that might interfere with the equipment installation. Staff will work with AT&T so that the equipment will be placed at property lines, at least visible locations and so as not to interfere with pedestrian and Americans with Disabilities Act requirements. It is recognized that landscaping and parkway improvements along with other conditions may need to 2 mitigated. Staff will work closely with AT&T on any concerns before permits are issued. Staff will also require that adjacent property owners at each location are notified in advance and are aware of the work going on. Every effort will be made to address property owner concern within the parameters of AT&T design and the City's permit conditions. In addition, before AT&T begins construction, the City will work with the Contractor that will be completing the construction of the pedestals on AT&T's behalf, ensuring licensing and insurance requirements are met. Through pre- constructions meetings with AT&T and the Public Works' staff, traffic control plans and the City's other projects, (street construction and paving projects) will be coordinated with AT&T's construction plans and schedules. Because of the changes in legislation brought forward by AB 2987, the City Council no longer has jurisdiction over the franchising agreements. Also the approvals required for construction of new infrastructure are addressed strictly through the permitting process, handled exclusively by staff. However, staff feels it is imperative to keep the City Council and residents updated on the new legislation and construction plans of video service providers. FISCAL IMPACT There is no immediate fiscal impact to the City. All staff costs related to the : permit issuance process will be recovered in the permit-processing fee. In the future, however, the City will see some revenue through the assessment of < franchise fees. An estimate of the potential revenue is not available at this time. RECOMMENDATION It is recommended the City Council: Receive and file this report. Approved: ~ William R. Kelly, City Manager ~ '~ • _,y ~ rnN AuR+~~S.~~Y) °~~~~~~Y~~~°~` STAFF REPORT Development Services Department May 1, 2007 TO: Mayor and City Council FROM: Don Penman, Assistant City Manager/Development Services Dir.~ By: Jason Kruckeberg, Community Development Ad inistrator Sr-K Corkran Nicholson, Planning Services Manager ~ SUBJECT: Continued item: Architectural Desiqn Review No. 05-026 for the expansion of the Westfield Santa Anita Mall (Phase 1b) and the associated Addendum to the Certified Environmental Impact Report Recommendation: Approve SUMMARY On April 3, 2007, a public hearing for the consideration of the subject design review and associated EIR Addendum was held before the City Council. At this hearing, after closing the public participation portion of the hearing, the City Council deliberated upon several issues involving parking supply and demand during construction, the proposed pick-up/drop-off area, and the Neighborhood Traffic Intrusion Bond amount. The City Council continued this item to ailow the applicant sufficient time to prepare responses to these issues. The staff report will focus on those items only; the staff recommendation and conditions of approval remain in the staff report dated April 3, 2007 (attached). ANALYSIS The following summarizes the applicanYs responses to the above-mentioned issues. PARKING SUPPLY AND DEMAND The attached memorandum dated April 19, 2007, from traffic consultant Pat Gibson of Fehr & Peers/Kaku Associates, explains the phases of the construction program for the proposed Phase 1b expansion, and focuses on the impacts of the construction upon the parking supply and demand at the mall. In keeping with the applicanYs tentative construction schedule, the proposed site improvements would occur over an 18-month period. It is anticipated that if the project is approved the construction would start in June 2007. Two analyses are provided: an analysis based on Code requirements and an analysis based on parking demand. As noted in the memorandum, the mall site currently provides 5,927 on-site parking spaces of which a maximum 780 parking spaces would become temporarily unavailable due to the proposed construction activity. As a result, approximately 5,147 spaces would be available during the peak of the construction activity (i.e., between November .. _.~ 2007 and April 2008). The analysis of the mall's parking supply indicates that if the former Robinsons-May store location (164,997 sq. ft.) remains unoccupied during the Phase 1b construction period the mall site would meet the City's applicable parking requirements through all phases of construction. Despite this, Westfield has analyzed the parking supply based on the worst case scenario. Therefore, Westfield would have to obtain up to approximately 260 off-site parking spaces during weekdays and weekends through the construction period from July 2007 to April 2008 if the former Robinsons-May store location was open during this time period, which is unlikely to occur. Although the availability of spaces is meeting current demand, there are issues with the location of spaces on-site. A further analysis compares the parking demand on a weekday and weekend for each month of the year to the parking supply that would be available during construction. The City code assumes that the parking demand is constant on a day-to-day basis throughout the year, which is obviously not the case for the mall use. This additional analysis indicates that if the former Robinsons-May store location is open during the construction, the mall will have enough on-site parking to accommodate the peak demand during the weekday and weekend conditions throughout the year with the exception being in the month of December. In the month of December 2007, the mall would need to secure 458 off-site spaces during the weekdays and 1,149 off-site spaces during the weekends. If the former Robinsons-May store location remains unoccupied the mall would accommodate the on-site parking demand except on the weekends in December. Westfield has indicated that they have secured sufficient off-site parking from the Emmanuel Church at 23 West Foothill Boulevard, Arcadia (160 spaces on weekdays only); Arcadia Congregational Church at 2607 South Santa Anita Avenue, Arcadia (100 spaces on weekdays only); the Metro Gold Line parking garage at Sierra Madre Villa and I-210 (300 spaces on weekends only); and the neighboring Santa Anita Racetrack parking lots (1,200 spaces for December 2007). Letters are attached verifying these agreements other than Santa Anita. Westfield is counting spaces within an unpaved area at the Emmanuel Church site that cannot be included as suitable parking. Nevertheless, the remaining amount of secured off-site parking would be sufficient under the condition that the former Robinsons-May store location remains unoccupied until the completion of the Phase 1b expansion, and that WestField will provide a shuttle service to transport persons from the off-site locations to the mall. PICK-UP/DROP-OFF AREA The second memorandum received from the Westfield traffic consultant, dated April 19, 2007 (copy attached) analyzes the functional design of the proposed pick-up/drop-off area at the west end of the Baldwin southerly entry road, as shown on the Phase 1 b site plan. Two other Wes~eld centers with similar facilities (i.e., the Westfield Century City Mall and The Promenade Woodland Hills Mall) were selected for comparison purposes to test the adequacy of the proposed design with regard to parking times and queuing. Based on the analysis of the two similar mall facilities, the proposed design for the Phase 1 b expansion pick-up/drop-off area would accommodate the projected vehicle demand rates without any backups into the circulation road or into the Baldwin entrance. ADR 05-026 Page 2 -, .; -. NEIGHBORHOOD TRAFFIC INTRUSION BOND Although not anticipated to be needed, based on the traffic study the Neighborhood Traffic Intrusion Bond is intended to provide security to cover the cost of traffic control improvements as necessary on neighborhood streets determined to be impacted by Mali expansion traffic. Recent traffic counts have been taken on surrounding residential neighborhood streets with potential for pass-through traffic as a benchmark for future evaluation. Neighborhood traffic intrusion investigations will take place on a complaint basis. As the City receives complaints regarding increased pass-through traffic, staff will investigate the source and determine potential measures to control the traffic. If the cause is reasonably determined to be wholly or in part from the mall expansion, the bond will be drawn from to implement the appropriate measures. Traffic control measures will only be implemented with majority approval of the neighborhood street residents. Examples of improvements might include re-striping, turn restrictions, narrowing street widths, and additional signage. Westfield has agreed to increase the bond amount or other security as approved by the City Attorney to $50,000 to cover any costs. Any traffic control measures would be reviewed and approved by the City Traffic Advisory Committee (TAC). The conditions of approval in the attached April 3, 2007 staff report and Resolution No. 6562 have been revised to reflect the above-mentioned $50,000 bond amount. CONCLUSION Based on the information provided by the applicant, staff recommends approval of the project as reflected in the April 3, 2007 staff report. AI~ conditions of approval remain recommended as reflected in Resolution No. 6562. The parking supply and demand study, pick-up/drop-off analysis; and increase in the neighborhood traffic improvement bond are incorporated into the project materials and will be enforced through plan check and operation. Approved By: ,~r+w-~d% 1~r„~...n„J 6K William R. Kelly, City Manager Attachments: 1. Memorandums from Pat Gibson, dated April 19, 2007 and associated graphics 2. April 3, 2007 City Council staff report, including Resolutions Nos. 6561 and 6562 ADR 05-026 Page 3 ~~ . ;; , ~ FF~-iu & PF~Rs CU1LN/~SS~IATES MEMORANDUM TO: Don Penman, City of Arcadia Phil Wray, City of Arcadia FROM: Pat Gibson DATE: April 24, 2007 SUBJECT: Parking Supply and Demand During Phase 1b Construction Westfield Santa Anita INTRODUCTION Ref: 1831 This memo summarizes the construction program for the proposed Westfield Santa Anita Promenade project (Phase 1b), focusing on the impacts of construction on parking supply and demand patterns in the shopping center. The Promenade project will add 100,800 square feet (sf) of gross leasable area (GLA) to the existing 1,137,451 sf shopping center.' As shown in Figure 1, the project would be located in the southwest portion of the existing shopping center site, essentially being constructed on the two surface parking lots south of Nordstrom and west of Macy's. Figure 1 also shows the location of the staging areas for construction. The current shopping center has 5,927 on-site parking spaces. A maximum of approximately 424 spaces would 6e temporarily unavailable in the two parking areas during construction. In addition, the construction staging area for the project would be located in an existing surface parking area located along Baldwin Avenue. An additional 356 parking spaces would be unavailable for at least a part of the construction schedule for the staging area. The details of the parking supply available during each construction phase are discussed below. ' This memo tests the parking demand of the center both with and without the full occupancy of the Robinsons-May department during the construction of Phase 1b. Notwithstanding, Wesffield has committed to keeping the Robinsons-May store unoccupied for the duration of the Phase 1 b construction period. 201 Santa Monica Blvd, Ste S00 Santa Monica, CA 90401 T: (330) 458-9916 P: (310) 344-7663 Fehmndpeers.com To: Mr. Don Penman and Mr. Phil Wray April 24, 2007 Page 2 CONSTRUCTION SCHEDULE The construction of the Phase 1 b parking garage and shops will take place over an 18-month time period. If the project receives approval from the City of Arcadia in Spring 2007, construction would commence in June 2007. In general terms, the construction of the project would consist of four major phases (which correlate to the phasing plan attached): Pre-construction and utility relocation 2. Excavation of the site, including excavation of the parking garage area 3. Construction of the parking garage 4. Construction of the shops above the garage, and finishing the interior of the shops and the e~erior landscaping for the site While there would be some overlap among the phases above, they represent a good general description of the activity sequence. Each phase would have different parking characteristics. For example, the excavation of the parking garage would be the most intensive in terms of truck trips, but would have the lowest number of construction employees on-site. The most intensive construction worker on-site parking demand would be generated by the final phase, the finishing of the interiors of the individual stores simultaneous with the completion of the exterior spaces and landscaping. During this final phase, approximately 175 construction employees could be expected to be on site during the morning and eariy afternoon hours of the day. For the purposes of this analysis, the parking for the Phase 1 b construction workers is assumed to be on site. The attached phasing plan shows the general location and the activities to be accomplished during each of the phases. PARKING SUPPLY The site currently provides 5,927 on-site parking spaces. Depending on the phase, up to a maximum of 780 spaces would be temporarily unavailable at the site of the proposed garage and the shops. This figure includes 424 spaces in the two surface parking areas located adjacent to the Macy's and Nordstrom department stores and a maximum of 356 spaces for construction staging areas and circulation changes. This peak would occur during a six-month time period between November 2007 and April 2008, inclusively. As a result, a minimum of 5,147 spaces would be available at the peak of the construction activity (5,927 -(424 + 356) _ 5,147). At approximately 11 months into the construction schedule, the 783 spaces in the underground parking garage would be available to accommodate parking. Typically, construction workers To: Mr. Don Penman and Mr. Phil Wray April 24, 2007 Page 3 park in the garage when the garage nears completion. While the finishing touches are being put on the garage, construction employees could park in the facility, freeing up surface parking spaces for shopping center customers and employees. When the parking garage is completed in May 2008, the garage could be made available for customer use, if necessary, while the shops above are being completed. Pedestrian access to Macy's first level would be available, separating garage parkers from the construction activity above. PARKING CODE REQUIREMENTS The City of Arcadia Code requires the shopping center to provide 4.75 parking spaces per 1,000 sf of GLA. Based on the current square footage of the center, the required parking supply is 5,403 spaces. This number assumes that the existing Robinsons-May store is fully occupied and operating. Code Reauirements with Robinsons-Mav Oaen Table 1 shows that the current configuration of the shopping center has 5,927 spaces as compared to the required supply of 5,403 spaces, an excess of 524 spaces over code requirements. In May and June 2007 the staging of the construction would begin resulting in 196 spaces being unavailable. The center would still exceed the code requirements by 328 spaces during these two months. During the 10-month time period between July 2007 and April 2008, 760-780 spaces wouid be unavailable due to parking garage construction, resulting in a deficit of 236-256 spaces below the code requirement. By May 2008, the new parking garage would be open and the center would again exceed the required parking supply by 527 spaces during the completion of the Phase 1b construction. When the 100,800 sf Phase 1b project opens, the center would continue to exceed the zoning code requirements by 322 spaces. Code Requirements with Robinsons-Mav Emptv The above numbers all assume that the location housing the former Robinsons-May store (165,000 sf) is open and fully occupied during the entire construction period - an unlikely scenario. Table 2 shows the parking supply compared to the zoning code requirements if the former Robinsons-May store location remains empty during the construction period. Under this scenario, the shopping center would have a parking supply in excess of zoning code requirements at all times during the construction period. Even during the most intense To: Mr. Don Penman and Mr. Phil Wray April 24, 2007 Page 4 construction phase, the project would exceed zoning code requirements for parking by 528-548 spaces. Code Repuirements - Conclusion The above analysis indicates that the center would have to obtain up to approximately 260 off- site parking spaces during weekdays and weekend days during the period from July 2007 to April 2008 if the former Robinsons-May store location were open during this time period. Since Wes~eld has committed to keep the Robinsons-May store unoccupied for the duration of the Phase 1b construction period, the center would meet the City's zoning code requirements at all times duri~g construction. This commitment would ensure that the Ciry's code parking requirement wouid be met at all times. PARKING DEMAND The above analysis is based on the zoning code requirements that do not recognize any difference in parking requirements on weekdays vs. weekends or any difference between seasons of the year. The City code assumes that the parking demand is constant on a day-to- day basis throughout the year. Obviously, for a shopping center land use, this is not the case. This portion of the parking analysis compares the parking demand on a weekday and weekend for each month of the year to the parking supply that would be available during construction. The parking demand patterns for the shopping center have been determined using the Urban Land Institute and the International Council of Shopping Centers shared parking model as reported in Shared Parking, Second Editionz. This is the model that was used to test the adequacy of the parking supply in the parking analysis for the Phase 1b EIR Addendum. The shared parking model was calibrated to reflect actuai conditions at Wes~eld Santa Anita by comparing the model to peak parking conditions during Christmas 2004 and 2005 at the center. Parkina Demand Patterns with Robinsons-Mav Open Table 3 shows the weekday peak parking demand during each month of the year during the construction time period. Shown are the weekday peak customer parking demand and the shopping center employee demand for each month of the year. Table 3 also shows the same information for weekend conditions. The data in Table 3 assumes that the former Robinsons- May store location is open and operating during the entire construction period. 2 Shared Parking, Second Edition, Urban Land Institute and lnternational Council of Shopping Centers, 2005 To: Mr. Don Penman and Mr. Phil Wray April 24, 2007 Page 5 If the former Robinsons-May store location is open during construction, the parking demand analysis shows that the shopping center will have enough on-site parking to accommodate the peak demand during the weekday and weekend conditions during every month of the year except December. In Oecember 2007, the center would need an off-site program of 458 spaces during the December weekdays and 1,149 spaces during December weekends. The construction analysis assumes that construction activities would be reduced during the peak holiday shopping season in 2007. No construction would take place on weekends belween Thanksgiving and Christmas in 2007 and weekday construction in December 2007 would also be reduced to correspond with anticipated demand at the Center. Parkinq Demand Patterns with Robinsons-Mav Emntv Table 4 shows the parking demand patterns at the center if the former Robinsons-May location remains unoccupied. As noted above, Westfield has committed to keeping the Robinsons-May store unoccupied for the duration of the Phase 1 b construction period. Under this scenario, the center has enough on-site parking to accommodate the demand at all times except the weekends in December. OFFSITE PARKING PROGRAM Tables 3 and 4 show that the off-site parking program for employees would have to be continued at Westfield Santa Anita during the holiday weekends from Thanksgiving to Christmas. Given that Westfield has committed to keep the former Robinsons-May store location unoccupied during construction, the off-site parking program would have to accommodate 463 employee spaces during the weekends in December 2007. This represents approximately 45- 50% of the total employee demand. OffSite Parkina Locations Historically, the Wes~eld Santa Anita off-site holiday weekend employee parking program has utilized three sites: the Santa Anita Racetrack parking lot, the Arcadia High Schooi parking lot, and the Los Angeles County Metropolitan Transportation Authority (Metro) Gold Line parking garage at Sierca Madre Villa and I-210. For each of these three sites, the shopping center ran shuttle buses connecting the parking site to numerous stops within the shopping center. Arcadia High School has approximately 800 spaces in its main parking lot while the Metro garage has approximately 1,000 spaces. In each case, most of these spaces are available on the holiday weekends needed for the off-site employee parking program. However, Arcadia Unified School District plans to begin construction on the school bond projects at the high schooi in January 2008. Therefore, parking at the high school parking lot will not be available for To: Mr. Don Penman and Mr. Phil Wray April 24, 2007 Page 6 the December 2007 holiday period, nor will it be available for the duration of construction in zoos. Wes~eld has secured off-site parking at locations to replace those spaces temporarily displaced during construction. During weekdays, employee parking will be available at Emmanuel Church and Arcadia Congregational Church. These locations would provide a total of 260 weekday employee spaces. These spaces are not necessary to satisfy the code or demand requirements given the commitment by Westfield to keep the former Robinsons-May store location unoccupied for the duration of the Phase 1 b construction. Nonetheless, Westfield has secured these additional spaces to further alleviate any parking concerns. On the weekends, Wes~eld has secured rights to the following off-site parking spaces: • Metro Gold Line structure - 300 parking spaces for December weekends in 2007 and 2008. Racetrack parking lots - 1,200 parking spaces for December 2007; these spaces would also be available in December 2008 if construction has not commenced on the Shops at Santa Anita project. Letters of Intent have been secured from Metro, Emmanuel Church and Arcadia Congregational Church and are attached to this report. With the use of these off-site parking spaces, the parking supply at Westfield Santa Anita during December weekends would exceed the code requirement and the demand by over 2,000 spaces and 1,037 spaces, respectively. CONCLUSION Westfield has committed to keeping the Robinsons-May store unoccupied for the duration of the Phase 1b construction period. This commitment would ensure that the code parking requirement would be satisfied at al~ times during the Phase 1 b construction (Table 2). On a parking demand basis, the center would need an off-site employee parking program in 2007 during December weekends. In this time period, 463 off-site employee spaces would be needed on December weekends (Table 4). Westfield has secured 260 weekday spaces for the duration of the Phase 1 b construction period and 1,500 December weekend spaces in 2007 and possibly 2008. These additional spaces would satisfy the code parking requirement and parking demand analysis during the entire Phase 1b construction period. An off-site employee parking program would be operated during December 2007 weekends. Subsequent Decembers would also require an off-site employee parking program on certain weekends, but the on-site parking supply would be adequate to meet peak parking demands on every weekday of the year. The off-site employee parking program would be similar to the program run for the past few years at Westfield Santa Anita. To: Mr. Don Penman and Mr. Phil Wray Apri124,2007 Page 7 As outlined in the Addendum to the 2000 Certified EIR for Westfield Santa Anita, Westfield would submit a parking plan to the City that addresses each December's off-site employee parking program. n $ ' m6 j ~ ~ ~~ z ~m~~ ~ ~ ~ ~ 8 - A =m ~~ w m ~ i mp m~ ~ e a ~ ~ ~ ~~6 ~ m _ ~ ~ O N g ~ _ y N~ D ~ A ~ 2pp~ f%Nt ~ ~ ~ ~yijD iA 3 n Oc g ~ ° p F "m > ~ ? ~ioo~ ~ N; ~ ~D N p 6~~ 9 y ZN m S ~ ulw r~.J ~ ~ o'~m DC 2 ~ Q N OC g O d ~ioo`~ ~C °~ ~n ~"o ~ m o y 2 A ` p ~ g c o~ E~ ~ S ~~~a, Po ~'~'a ~o . o ~ c5 3$ ~ g ~~oo~ i G ~ ~~"' zx " zYn' o~n nm m °w woo~ ya ~ o~ ~ oy ~ ~ioo~ ~ ~v ~ ° m ~" g .°~~oo~ c 2 m`y" No 9n ~ ~ 9~009 g`n m $ ~ 9~009 ~ ~ ~ ~~008 mm on ~o fY ~la o ~ mA ~~ 9 Nm = N m g u ~loo~ mA a ~O~ " J fJ Ola (p ~ gD ~ Rm ~ A o~ m~ ~ O W ~ilOO~ oC ~ g m ~IOO~ ND a ~ $ ~~oo~ ~~ q aA 8 `~ ~ ~ ~ ~~ao~ 00 ~ t~ olOOo m4 0 D y O mR n~ v aia>o m m ~ ~ ° i 3~g~ ~ ? ~~ ~~ ~m~s ywm n - ~m - I c ~~ 3 f~/~ ~ A ° ° ~ m m N w96 °~y F °c °z ~ ~ o ~ m ~ ~ ~ ~ ~ ~ ~ V~! 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S~N~i~ q u~83N JI00~ 4~g~' Oj yn m 9a m ~1° ~nJ NIN~.iU ~i'0+0 ~IOOJ 4 ~ ~ QO oy ~m u~uu~i @ SI~~N wloo~' [~ n? ~ ~ P JO u ~ ~ ~~ eINN~ ~Io~P ~IoO. ~ ~ A ~4~ No p ~o O~tNi~~ifN ~~ot~i~~i ~100~ J~ J ~ Z m~ mlo~' & g"~6"`m6'm Eioa~ , v ° H em ~~ ol~ e ~~~o~ 9~00~ ~n ~H >I~~N ~I~~~ ~~oa~ mp (J P t J N N N vy m p mm .~l p ~o > W~O~P ~JI~J~+d JIOO~ A 3 n L ~ ~ J~ sx~ OIoN~ ml~~m ~IO~a mC ~~`~ > ~~ ~ N ~ & ~ m= Is~ Is~ o~oo » g~ ~~ NIsH~ ~Is~~ ~~ooo B y gc ~ ~m ~~ ~W ~oH~ ~~8~~ ~~oo~ NN om ~S ~~ov~ £S~o,e o~ooo m » A P n ~~ mlo~m ~IB~~ ~~oo~ g y na2 9 ~O -> fNi~w ~oiou~ - mlom~+ a ~io>~i m0 $m fP Avr' 11. 2007 3:OSP~~li ~io.3aaa P. 2 4 ;; ~ ~ L ~ ~flLJ ~~ ~~~J~ G,.~ April 10`~', 2007 John M. Healy Vice President, Development Westfield, LLC 11601 Wilshire Blvd, 11`~' Floor Los Angeles, CA 90025 llear Mr. T~ealy, This letter is to confirm that our church, Emmanuel Assembly of God, located at 23 W. Foothill Blvd, t~vill supply 160 spaces of parking during the week (Monday thru Friday) for the duration of constniction at Westtield Santa Anita It is my understanding that the construction period will be from June 2007 through DecemUer 2008 in order to complete the addition of The Promeiiade. We agree to supply this weekday parking tmder Yhe terms discussed. /! Sinc~~Y =~~~~f~~~ ~~/~ , Rev. Thos. L. Shriver Senior Pastor 23 Wese Foothill Blvd. Arcadia, Ca. 91006 (fi2ti)355-2328 ` ~RCko~ Arcadia ~ongregationaC }~+o ~ ny 4JnitedCkurc(t of Christ Z ~= 26o7southsanta,/ZmtaAvenue ~ N + Arcarfia, C7191D06 ~ ~+ (626}447-8053 w~'aX(626}447-5899 i~ E-~4aiE~c~pack6e[Cne~ ! web: www.arcadiaucc.or¢ 1f WO ~~ '~yhinnv P`' . April 17~', 2007 John M. Healy Vice President, Development Westfield, LLC 11601 Wilshire Blvd, 11~' Floor Los Angeles, CA 90025 Dear Mr. Healy, This letter is to confirm that our church, Arcadia Congregational Church, located at 2667 S. Santa Anita Avenue, will supply ] 00 spaces of pazking during the week (Monday thru Friday) for the duration of construction at Westfield Santa Anita It is my undecstanding that the construction period wi11 be from June 2007 thru December 2008 in order to complete the addition oF The Promenade. We agree to supply this weekday parking under the terms discussed. Regards: l/~'~ g ~"''~-' . Corinne Patera Moderator Arcadia Congregational UCC ~ Los Angeks Courdr Metropdihn Tnnsportation Authority Metro One Gateway Plaza xi3.9zz9zoo Tel Los Angeles, CA 9ooiz-295z z13~9~~•92oi Fax metro.net Apri123, 2007 John M. Healy Vice President, Development Westfield, LL.C 11601 Wilshire Blvd, 11th Flaor Los Angeles, CA 90025 Dear Mr. Healy, This letter is to confirm that the Los Angeles County Metropolitan Transportation Authority ("Metro") has agreed to permit Westfield, LLC ("Westfield") to use up to 300 parking spaces at the Sierra Madre Villa Gold Line parking structure. Parking will be available during the weekends while construction is undenvay at Westfield Santa Anita. It is my understanding that the construction petiod to complete the addition of The Promenade will take place from June 2007 thru December 2008. The parking spaces will be made available pursuant to a Parking Agreement between Metro and Westfield. Please feel free to contact me at 213 922-2415 if you need further confirmation. Sincerely, % ~ i~ ~ j~C(:~.. ~til ll%l2-i ~~'c-~'~-' Velma C. Marshall Deputy Executive Officer - Real Estate _ 6^:=~y MiNJc ~~ ~ ~~- _ IIIpI".I~'M111 ~~ ~ ~ ~~~~~~\~~ .~~'• ~ . K_ (~P ITm1l~11I~ 4n~ ` 1' / ~~~"_ ~ ~ ~ ; ~ ~~~~~j~~ ~_:~ ~; ~~° ~ ; f ,~~, '~.~ ~~ ~_~~ ~~~ ~-~~ ~ a =~ ~ ~ ~ ' \~ \ mnmmmvmamnmu~ ~•~'~~~/~F1H/hAi'S,°~n. ~^ ~ ~ ~ ~ ~ 1~ n~an~;~ ~ ~g~` ~ ~o., ~. . el S~Fk~ ~ . 1 ~ ~, ."d~~~~~9 ~^~ NOROSTROM ~ ~~ ~ . ~ ~ ~ ~ ~ ~ , 1 `~" 35i'h'H,'~i'h.'HA9~l~HA :~.,. c~N~1~~~' (hyHNA ~ ~~ ... ~ ` ~ I 1 1 ',~ ~,~~s~ ~ ~ u 0 = °~ ~ ~ ~ ~ ~ ~ ~~ ~ ^ ~ ~~,1 ~'~'. ~ ~~x~H~a ~l,,m~ / ~ ;' - - c~w~a~,~s % ~ ~~ ~~1~w~~~~~d -. ~ o ~ ~ ~ ~` ~ ~e ~ ~ ~~ ~~~~ ~ i ~ - ,~.,, ~~~ ~ " ~ ' ~. I i _ - m~~o ~ ` ~~ '"~` .~e.~~u f~3 I i ~~~ a o ~x; ~ I ~~ ~ e _ -~~~ ~~ ~I ~ .~ } 4 Sn ~ TOT~L E%ISTINd P1IRMINO SPACE9: 69Y) PIIRMIN4 SP~CFS 1 ~m F I I ~~J~ ~~~~ v~ry}~ } y TOT~LREpUIREDPEXCRYCODE: 1,13],q615.F.m6.Tb , ~ _ I _ ~~~ _ ~' . hw A'+' S- . ~ .6~W P~RNINOSP~CFS 2v ~ I I ~ ~ ~ ~ ~ _ ~ ~ ~ - r ~f ,~# r~ ~ / ~~ E%CE85 PARNIN~: 6Y4 PRRNING SW1CE3 I ~.. ' 1f ~_ ~ ~~~~ - I ixi.. I ~ ~ ~ ~~' ~ .. ~~~~~~~~ I PH~ING STUDY ~ coriotmoH I~I ~~ TRAFFlC ROW ANALY814: PNASE3 - B~W WIN EMpY ^f;' i0 PEMNN OPEN ~ MAY-IOLY 400T -XINOROpDNOTAFFECTED ~~~-~H~. _ _~~ , -RE~ROUfEELECrPIC11L -IOFSPACESDISPLACED-198 B^~ox~'~~_e o -~ .+ ~ ~ , ~ -pEF011TEPNONE .~ `~' ~ , ~ GEMO FON (N~ ELECT. ROOM , `~- ~~ m ~~P~~~j111r~~1~~ a ~ ~ ~ ' ~ FENCIN6PlATES/ LOCALIZEU ~ - l~°mmmna9R'm""u"'"mim ~ , ~r 1 - ~ ~ y ~ . ~ ~ ~ p - CONSTRIlLTION OF (N) ELECf. MM ' g `, .,,~ ~~~~. ~~ ~.~~ ~ ~~ ~ ~, ~.~~ ~~~~~~~ ~ a~,~ ~~~ ~ ~ , r~i~w«,~,~in~, ~ ~- ~ r ~~ ~ ~ ~ ~ ~ ~ ~ ~ ~ , ~, ~ihN~'////fH~ ~ ~ jb~~~' ~~ xoaosraoM ~//iJ1///il~.~ ~ ~ , ~ e ~ ~ ~ .. i . ~~ LA1lF1~ "' __ - J ~ ~ ^///U/HHHU :, U,v~~~~1a . (hWN/A - ! I -~ ~~~~ ~~i~~ ,~ ~ ~ ~R`~~~R~NNG a = . ~.I ` I] w 1-~~~~ ~"~` ~ TOTALPARNINOSPACES: 692] ~ ~ ~~~~ m0c~3 ~ o , t - __ DISPLACEU: (198) ~ ~~ ~°"\~VAAVAd ~ ~~ ~ 5~ ~~~ ~ ~ . ~~ ~ ToTURFAUIRm: 16ao9) s ~ . E%CE54: 328 '~ ~~~ I ' ~~' tL ~~~~ ~ ~, ~. ~. .0'. . _ I p ~ . ,... * musslutau~.~. ~ ~ ~ ~2> ~~ <i ~ LEOEND GQBIAICII]X BPLOIH PNY{ W I - pI~~1 d ~- ~~s o5 IEIEyIIp o e;i. 4^~. .. .. Urtn~drtlm.swm~ u ~ x:. ~ ...~. . ~:~ LCCIl~IfBCM ~ ~ _ fl I ~ ~ ~ ~r ~ I 'Sf ~H~J~" ]'~r!Y.~ I ~ I LLvJ s Y'~'~'k'~wY - f ,.,.+ T1`i_ ~ ~ {~fia ~ ~ ~~~~ IXGVAIHfQM1tl~GttM l~ I _ ~ ~ I ~. ,~ L ~ ye ~ p , / . race ~ I , ~ , ~ ~ ~-~ e~:`~t~ ~ ~ I I. ' _ " . ..4u ".~ .: ~':~::.~~,d~u .~~ ~ PHASINGSTUDY ~ P~SE1 ~ ~~ TMFFIC FLOW 11NI1LY515: pN0.'`E Z -B~IDWiNEN1RY •C• REMAINOPp1 ~°"- -- lULY100i-OCl11BERZ00] -flINOROADNOT~FFECTEO ~ -H&HOUfEBEWEH -tlOFBi~CESDISPNCm~]BO ,~-- Buom'+n°o~ - 9m'~~"m""°'m ~REflOUfESfOHMDRpIN ~' `#' ~ ' -REAOUIEW~TER ~° ~ mmrmr '~_~' _ ~~-a -- m ~r~~rmf^^^°°r' , I -RELOCM1iE41136ERVICE g~ < /°'°"', ~ ~~~ ~. ~ ~ ~ y \ -INBT1LLU1110NOFSHONING _ i~ /~ ~ C -COMMENCE EXGIWTION 1 n.a = 'uE~~~~==~ ~~ ~ ~ ~ ~~ IULY16.Y00] m~.R ~ ~ ~ ~ ~ ~ ' i "' _ '__.~ -~ r n n,m~`li ^Z+,~'~~ ~ 2 ~ ~~ ~ c.' ~ ' ~ ~ ~ i . ~ ~J ¢ 1R : 1 ~ :,~ ~ ~s Ca~k~1 -: 1 ~ ~ ~ Imr;Nn~3 , -;: ~ ~ ~; ~ ~ ~ ~ ~ &HF/HHH/NhWIHH ~ ~'~' I F~~ ~ NOAOSiROM ~ ~ ~ ~ ~ ~ ~ ~ ~ . = i 11 e~N~uk~~4k~`fi~ ~ ~ ~s ''.is@\~`~`YM~'?kF. ~~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ` 6W//H///H~HWIG . e~ ~~ ~ ~~~ _ _ ~ .1 ~~--~ ~ o - ~ , ~`~~~~ ~. ~ TOT~LPAFNINOBV~CES: 692'/ .. ~~~ rm ~' - e~11N 1~Hh\\\ON° DISPUC@. ( reo ~ N~yup ~ ~ o ~ _ „ ! .: ~ ~~NH~ HEQUIflEO: (6408) [~ m~~~~~~~~d 5~ f~ J ~~~~~ OFFSIiE: 23B S'_' ~ ~~• tl '~~/ ~ ~I ~ ~ '~ ~~ : ~ i ` .- ~ ~. ~ _ _ I LEOBQ ' l ~ ' ,~~' "t a•" I ~~ .. e.'9 muaelur~w~i~~. I I ' Y~ ~ 0 ~ ~oxaw~rw~q I I_ ~~: ~ ~ ~ ~(IIMU~ ~ 1~y A' ~ ~ ~ _ II ~r R a~~ a:~~ ~ ~~ vu..naimunrex~iw > _ I ~~ ~.~J .P~ ' RF! ' I _ ~ ~ l _„~ ~~ ~ ~*dPf ~ .. aG VY / - ~ ~ ~ a f1, } !1 bL = ~ _ - - ~,~-~y.e °~ .L," ae. _ - ~ / ~ ~ ~~~-- ~ .~:~. 1 c ~ PHASE 2 ~ ~~°~~~^'""°" I PHASING STUDY I I I-~ TRl1FFIC FIAW ANRLY515: PX~6E 3 -BALDWINENiRY"C•TOpEMA1RpPEN ~ ~ ~ NUVEMBER300TM11YY008 -RINUROAD ClASED AS SHOWN -COMPLETE OtGIYATION ~M~FSPACESDISPIACED~]80 aJ~ v -CON4TPUCTPRRNIN65TNUCTUNE `- J-~~y_~-- ~ ~ ~~R ~ ~ ~ ~ ~ ,~r~ ~~ P~ARNINO SIRO~CTIRELON ~ ~ ~ %m""" ~~~p aa , . ~ ~ , ~ ~~ , (~~~~ ~~ ~ ~.~~ ~~ , ~ - , -_ 1''~---~" ;,.~~~ _ , ~ ,~, ~~, __ , ~ ~ , ~~e~ ~ ~ ,,----- -- ~~ ~~~ ~ ~~ ~ ~_ xaxosrnoM ~ -~~ ~ ~ ~ ~ ~ / ~ ~~'I 1j1' --- ~~ , ~,~ .~ ~j~ ~~ /~ TOTALPIIPNINGSPACES: 89Ri ! ` •~~ , O ,.. f~i'/~{~/ii ~ ~ 5~ ~ ~ f~a ~i ~' I OISPL0.Cm: 1180 ~ ~l ~ 1 ~ ~f/N~ 41 ~~' . pG~ 1 ~iNdFNHN~H~~ ~, - F~~~p~,~iNi~N~~`S ReQUixeo: saav ~°~ OFFSRE: 258 J~ ~~ ro~~~10~~~d _. ~ e Oe ~ ~ i i~:. F9////~/%7//////G//1h9 y~ ~ ss'. . ~~~a ,~.. ~ ~~~F~~ ~ ~ y.. d///fh ~ ~ ~ ~ f . ~` + ~~ LEOEf~U ` II I 1 I ~0 F p _ I . ~_ ~ ~~~~ ~~~ museluY-ooxHUew n~ ,~r g.~ Q M61PlClrv.lBrtoIHIllsllo ~ ~! . 0 D I z ,:`. xr,aaism~nviwen ~ p~Ww ~~ .- . r . ~T~ ;'~ • ~r-d#'~y. i L . ~~ '. ~ tr . .a~~.#rd; _~3,6`,JE = a ~~ ~ I ~•J - u~nmrwnw ~~ ~ ~ ~ _' ' " ,~a',~Fa ~ I " " " x . . . . :s, d ~ k} ~, '"""""' ~ 1 ~ I ~ ~ ~ . . ' ~ ... '~i~~. "L~. . i~ '' .. ~/ I; 1 -Aryw,,,~- ;,, SANTA ANITA 3 ~-u~=a °" I PHASINGSTUDY PHASE3 TRAFi1C FLOWANALYSIS: PXASE4 -BALDWINpVEENTRY"C"CLOSEO ,s~~---' ` MRY3008-NOVEMBEfl3008 - FINOFOAD CLOSEU l15 SXOWN -~ . NEW PpHNINC STRIICfpRE ~]835PACEBNEWPAXqNGSTqUCTIlH6 - 2unw~na"~~~~Ep~m .~r ~'^'+~~ OPENMAYR008 FON CUSTOMER PARKINd -~"~- ~ `3-' `-~ ~ .7 ~ TENRNT BOILOOUT ---~~ w - m~'~ ~• '`~ C - °'0 ~nmm~m~'^^m 1 c ~ ~ ~~~'" ' \ -~RLTESTINlA2AFINISNES •- _ !r %°~~ryim~ ~~( ` ~a ~. ~ Etln.m ~ l~ ~ ~ ~ - `?%'~ ~ ~~W~" ~ ~ ~ . ~ ~ ~ 5 ~ ~ °, -FINALAPPROY~L N WEMBER 3008 ~ ~ ~~~ ~; ~e `~ :~' ~~ ~ S , ~ y _ ~' ~ SHOPS OPEN ~ \ ~ ~ , ~ g i~ , „ r~ ~~~~~q~~ ~.,~ ,.1~ ~ ~~'I, '~ ~ ~~ , ~ NWHNlN9lNhWH//INJ6 r+oxosrxorn (h/J1ilA~_ ' ~ ~ ~~ ~ - ~N`M4~ \d ~ 1 ' - J~ , ~//H///N/l///,kHHHHt . , ,. . ~ylp , rore~rnxKiNOSV~ces: sezv ~'~ . '~' ~ ~ ~ ~ ~ :~'~ a " ~ ~ ~~ D14PIACED: ( ]BO ~ ~ ~~'~ a~ ,n ~ ' ~ 1~1 ~1 ~~y~~~~~ ~ ~ . e~u~ni .~p~~ / NEWPAflNIHGSTNIICiURE 983 ~ ~~~~~~ mac~S ~ ' - -- ~~~V pEp01REP. (SI03) ~~ m~~~~~~\\\~` ~ ~ ~ x ~ E%C65: bt] ~I I ~ I~ a a. '~cw=~' UHI6 Fa I o ~~~ ~y' ~ r . wu,i~ ~' 11 ~ta e z ` iweetur-mie~ury, , 1, I- ~ AL ~ m m 0.Y61RICICNBILOIffPMAU I i ~0 I 1 t~ ~ ~ (J~ ~ I • a. II I ' '0 c/ ~ , IEi.lLmem.ICnoxuFAl ~ f ~nH. KN'PNqp91NlCTfECB1 ~ ' r 5e~ ~ ~` ~+x . ,i i ~MY~ . _ .~ ~. Y ~ ~hr~~" : ~ ~ __ ~ ' ~ ' ~',.~, .~a~mmo~o _ _ x~ + -: . . . ,~ a~~~"."Y ' .. (~ •"""" ~ 1li ~~~- . ~~~ ~ ~ ~&~ ~~~' -- I ~ I I m , ""'""„,°~,~,~ SANTA ANITA PHASE 4 ^ ~°~°~m'"'"°° PHASINGSTUDY I ~ I•~ ~ F r-_ i-~ ~& P r-. ~ R s MEMORANDUM TO: Don Penman, City of Arcadia Phil Wray, City of Arcadia FROM: Pat Gibson DATE: April 19, 2007 SUBJECT: Queue Length Analysis of Proposed Phase 1 b Pick-Up/Drop-Off Area Westfield Santa Anita cu-ccunssoc~n~s Ref: 1831 The site plan for the proposed Phase 1b expansion of Westfield Santa Anita includes a pick- up/drop-off area at the west end of the Baldwin southerly entry road. The drop-off area has been designed with a 22-foot wide two-lane roadway to provide a lane adjacent to the curb for pick-up and drop-off with a travel lane adjacent to the curb lane. In this way, vehicles can move around a vehicle stopped to pick up or drop off passengers. The pick-up/drop-off area has approximately 180 feet of queuing area along the curb. Assuming 22 feet of curb length per vehicle, a maximum of approximately eight vehicles can use the pick- up/drop-off area simultaneously before the queue would affect the circulation roadway or the Baldwin entrance. In addition, the additional travel lane adjacent to the curb lane would provide additional capacity. DATA COLLECTION In order to test the adequacy of the proposed design, we counted the number of vehicles and the length of stay for each vehicle using the pick-up/drop-off areas at two other Southern California Westfield centers. We selected the two most comparable locations with similar facilities. For comparison purposes, we also collected the same information for the valet service at one of the two centers. 201 Santa Monica 8lvd, Ste 500 Santa Monica, CA 90401 T:(31D)458-9916 F: (310) 344-7663 fehrancpeers.mm To: Mr. Don Penman and Mr. Phil Wray Apri119,2007 Page 2 Westfield Century City has both a valet service area and a pick-up/drop-off area at its main entrance along Santa Monica Boulevard. The pick-up/drop-off area is popular as people drop off passengers outside of the parking garage and then meet their parties inside the center. The pick-up/drop-off area also seems to be used as the informal taxi pick-up area for the center. Westfield Promenade Woodland Hills in the San Fernando Valley has a very active pick- up/drop-off area immediately in front of the movie theater. Drivers drop off their passengers and then go park the car while the passenger purchases the movie tickets. Parents drop off their children at the movies and then come back and pick them up at a designated time. The vehicles at the curbside the longest were the parents waiting to pick up their children after a movie or after shopping. Saturday evening was the busiest time of the week for pick-up/drop-off activities and therefore the data collection was arranged for Saturday evening April 7, 2007. This Saturday evening also happened to be Easter weekend with a number of local school districts on Spring Break so the activity levels at the centers were high. Every car using the pick-up/drop-off area (or the valet area) was counted and the length of time it remained at the curb was recorded. The data was collected from 6 p.m. to 9 p.m. and the busiest hour was selected from the three-hour counts. DATA COLLECTION RESULTS Graphs were prepared to summarize the data collected at each center. The results of the counts are summarized below: Centurv Citv Mall (Pick-uo/Drop-off1 Peak hour median duration of stay for each vehicle = 30 seconds Number of vehicles using the pick-up/drop-off location = 37 (during peak hour from 6:00 p.m. to 7:00 p.m.) Figure 1 shows that the majority of vehicles counted during the three hours of data collection remained at the curb for less than one minute. Fifty-five of the total 85 vehicles counted during the three-hour data collection were at the curb for less than one minute. Figure 2 breaks these vehicles down even further and shows that the vast majority of the vehicles using the curb remained there for less than 30 seconds. The median point of the data collected showed 30 seconds as the overall midpoint of the data. Thus, half of the vehicles using the curb can be expected to stay for less than 30 seconds and half for more than 30 seconds. The data at this location was siightly skewed toward the longer stays by the taxis that use the pick-up area; the waiting taxis made up the majority of vehicles waiting for three or more minutes. Taxis are not expected at this level at Westfield Santa Anita. To: Mr. Don Penman and Mr. Phil Wray April 19, 2007 Page 3 Centurv Citv Mall Nalet Servicel • Peak hour average (median) duration of stay for each vehicle = 43 seconds • Number of vehicles using the valet location = 36 (during peak hour from 6:15 p.m. to 7:15 p.m.) Figures 3 and 4 summarize the valet operations at the Westfield Century City mall. Here the data shows very few vehicles remaining for three minutes or more, but Figure 4 does show that the majority of valet vehicles stay at the curb for 30-60 seconds, indicating that the processing of valet vehicles takes longer than the pick-up/drop-off activities. The median point is at 43 seconds - almost 50°/o longer than the vehicle pick-up/drop-off at the same mall. The Promenade, Woodland Hills (Pick-ua/Drop-offl Peak hour average (median) duration of stay for each vehicle = 19 seconds Number of vehicles using the pick-up/drop-off location = 52 (during peak hour from 6:15 p.m. to 7:15 p.m.) Figures 5 and 6 show a pattern very similar to the pick-up/drop-off patterns at the Century City mall. The Promenade pick-up/drop-off area is busier than at Century City and the vehicles move in and out faster than they do at Century City. The median point is 19 seconds in the peak hour as opposed to 30 seconds at Century City. This pick-up/drop-off area is immediately in front of one of the busiest multiplex cinemas in the San Fernando Valley. We do not expect the proposed Westfield Santa Anita pick-up/drop-off area, which is located adjacent to a quieter, higher-end portion of Westfield Santa Anita, to generate this level of activity. To ensure a conservative result, however, the Santa Anita design analysis uses unadjusted numbers from the Westfield Promenade, Woodland Hills, APPLICATION TO WESTFIELD SANTA ANITA Monthly data from the Urban Land Institute and the Intemational Council on Shop~ing Centers suggests that traffic activity in December is 33% greater than April tra~c data. Therefore, expanding even the Promenade, Woodland Hills data to reflect December conditions suggests that the busiest pick-up/drop-off area we tested could experience a demand of 70 vehicles per hour during the peak weekends of December. A constant flow of 70 vehicles per hour over the course of a 60-minute time period would indicate that approximately one vehicle per minute would arrive at the pick-up/drop-off area. Since the vehicles generally remain at the curb for less than 30 seconds, no back-up of vehicles would be expected. However, vehicles do not arrive on an even flow basis, but rather arrive randomly over the hour. ' It should be noted tha[ the April tra~c data from Woodland Hills was already high given the Easter holiday and spring break vacation periods. To: Mr. Don Penman and Mr. Phil Wray April 19, 2007 Page 4 Traffic flow theory typically uses the Poisson Distribution to simulate random arrival of vehicies in a queue (at a traffic signal, for example). The Poisson Distribution says that an arrival of double the average rate would occur at a level of confidence of 95%. In other words, we can be 95% confident that the actual rate of arrival would not exceed double the average rate. If the hourly rate was 70 vehicles per hour, we could expect 18 vehicles per 15 minutes. Double that rate would be 36 arrivals in a single 15-minute period. Table 1 shows the queuing requirements resulting from various arrival patterns. These queues result from a certain arrival rate and a processing time of 30 seconds per vehicle. The analysis assumes that the vehicles would use only the curb lane for pick-up and drop-off. If the Sa~ta Anita pick-up/drop-off area accommodated as many vehicles as the Promenade, Woodland Hills and if the processing rate was as high as the rate as the Century City mall (both use the highest of the rates tested), based on the proposed queuing length of 180 feet and using the most conservative data available, the proposed Santa Anita design would satisfactorily accommodate the demand during the peak season. The proposed design of the Westfield Santa Anita pick-up/drop-off facility has capacity to accommodate 38 vehicles in a single 15-minute period. This equates to an arrival rate of 70 vehicles per hour with the possibility that up to 36 of those vehicles would arrive in the same 15- minute period. CONCLUSION Based on the usage patterns at Wes~eld Century City in Los Angeles and Westfield Promenade in Woodland Hills, the Westfield Santa Anita pick-up/drop-off area could be expected to experience approximately 50 vehicles per hour in average months and 70 vehicles per hour during the peak holiday season. Vehicle demand rates at these projected levels would be able to be accommodated in the proposed design without any backups into the circulation road or into the Baldwin entrance. This conclusion is based on the volumes measured during the busiest hour tested (expanded to December conditions) and processing time comparable to the highest level tested. Even with these conservative (i.e., high) assumptions, the 180 feet available in the proposed design would be able to fully accommodate the projected demand without any backups into the circulation road. 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E d ,~ v a$ ~ b =• ~ V y C V ~ TABLE 1 WESTFIELD SANTA ANITA PICK-UP/DROP OFF AREA ANALYSI; PEAK 15-MINUTE FLOW -- QUEUE ANALYSIS FOR PICK-UP/DROP OFF OPERATIONS CURB STORAGE REQUIREMENTS Inputs 1 lane 30.0 secs/pick-up 1 cadpick-up 30 cars/15 min 22 feeUvehicle PEAK ARRIVAL (15 MIN PERIODS) TOTAL VEHICLES IN QUEUE STORAGE REQUIREMENTS (FEET ALONG CURB) 15 0 0 20 0 0 25 0 ~ 30 0 4 35 5 110 38 8 176 40 10 220 45 15 330 Q Denotes Maximum Storage Available TABLE 2 WESTFIELD SANTA ANITA PiCK-UPIDROP OFF AREA ANALYSI; PEAK 15-MINUTE FLOW -- QUEUE ANALYSIS FOR VALET OPERATION~ CURB STORAGE REQUIREMENTS Inputs 1 lane 45.0 secs/pick-up 1 car/pick-up 20 cars/15 min 22 feeUvehicle PEAK ARRIVAL (15 MIN PERIODS) TOTAL VEHICLES IN QUEUE STORAGE REQUIREMENTS (FEET ALONG CURB) 20 0 0 25 5 110 28 8 176 30 10 220 35 15 330 38 18 396 40 20 440 45 25 550 0 Denotes Maximum Storage Available _ - F AR ~' ' G~,4,IFOII,y~q . , U ...~~.~:5. . . ~mY4ity Ot~~ - °° ~ ~`' STAFF REPORT Development Services Department April 3, 2007 T0: Mayor and City Council FROM: Don Penman, Assistant City Manager/Development Services Dir~ By: Jason Kruckeberg, Community Development Administrator Sc.K Corkran Nicholson, Planning Services Manager SUBJECT: Architectural Desiqn Review No 05-026 for the expansion of the Wes~eld Santa Anita Mall (Phase 1bl and the associated Recommendation: Approve SUMMARY Westfield LLC has submitted an application for architectural design review (ADR 05-026) for the addition of approximately 100,800 square feet of Gross Leasable Area (GLA) of retail shops, including 10;000 square feet of restaurant uses. This addition is referred to as Phase 1b'. Phase 1b will be located in the southwest quadrant of the property south of. Nordstrom and west of Macy's. According to the applicant, the primary purpose of Phase 1 b is to expand the specialty retail sector of the shopping center by providing a community and pedestrian-oriented shopping area with groupings of single-story retail buildings. The retail improvements would consist of five (5) blocks of retail buildings connected by an open-air landscaped promenade most of which would be buffered on all sides by the buildings. The outdoor open space may also inciude outdoor patio areas for the restaurants. Building heights will be approximately 25 feet above the finished floor with some vertical architectural elements up to 50 feet in height. Proposed architectural materials, colors and landscaping would complement the existing shopping center. Signage would be integrated into the ' The Addendum to the 2000 Environmental impact Report refers to a total Gross Leasable Area of 115,000 square feet proposed. This figure is derived by using a definition of Gross Leasable Area provided by the Urban Land Institute (ULI). This figure is NOT, however, based on fhe definition of Gross Leasable Area adopted by the City along with the Westfield Environmental Impact Report in 2000. Using the adopted City definition, the Gross Leasable Area requested as a part of Phase 1b is 100,800 square feet. As a result, this is the number we refer to in the Staff Report. All of the numbers in the Addendum are based on the ULI definition, which is a more conservative definition. Wherever relevant within the Staff Report, only the City number for gross leasable area is provided for clarity. architecture of the buildings and would be compatible with the existing shopping center signage. Pedestrian access from the retail level to the existing shopping center would be provided to the east via new entrances to Macy's and an existing mall entrance and to the north via the existing Nordstrom entrance. Two levels of parking would be located below the retail uses; one level would be developed partially at grade and the second level wouid be entirely subterranean. Both parking levels would generally appear below grade due to the topography of the site. The two new parking levels would provide 783 parking spaces for a total on-site parking supply of 6,204 spaces. A semi-circular entry plaza located to the immediate west of Phase 1 b would allow for the drop-off and pick-up of shopping center patrons. To meet the requirements of the California Environmental Quality Act (CEQA) the applicant submitted an Addendum to the 2000 Environmental Impact Report (EIR) certified for the Westfield Shoppingtown Expansion (State Clearinghouse No. 1999121063). The Planning Commission at its February 27, 2007 meeting voted 5-0 to recommend to the City Council acceptance of the Addendum to the EIR and approval of ADR 05-026 with the conditions of approval, as revised by the Planning Commission and City Attorney. The Staff has prepared two Resolutio~s for the City Councii that reflect approval of the proposed project: Resolution #6561 details approvai of the Architectural Design Review portion of the Project and Resolufion #6562 details acceptance of the Addendum to the EIR, inciuding the related CEQA findings. In order to facilitate review of this project, the staff report has been organized into the following sections: Section 1 Background Information (page no. 4) Section 2 Architectural Design Review Proposal and Analysis (page no. 7~ Section 3 Environmentai Impact Analysis - Addendum Summary (page no. 14) Section 4 Fiscal Impacts (page no. 23) Section 5 Recommendation and Conditions of Approval (page no. 24) Section 6 City Council Action and Resolutions Nos. 6561 and 6562 (page no. 33) ADR 05-026 Page 2 Section 7 Attachments (page no. 34) Along with the Staff Report, under separate cover, the City has provided the comments received from the public on the project as well as the City's responses to those comments. Public comments include a ietter received on February 27, 2007 from Patricia L. Glaser of Christensen, Glaser, Fink, Jacobs, Weil & Shapiro, LLP on behalf of The Turf Club and Santa Anita Companies, Inc. The letter incorporates by reference an earlier letter sent from Caruso Property Management dated February 6, 2007. Both of these letters are reproduced in the package along with the responses to comments raised in the letters. ADR OS-026 Page 3 SECTION 1 BACKGROUNDINFORMATION Wes~eld Santa Anita (previously known as Santa Anita Fashion Park and Westfield Shoppingtown Santa Anita) opened to the pubiic in 1974. Westfield purchased the mall in 5eptember 1998. The site consists of 79.11 acres and is developed with an enclosed regional shopping center and related parking. The property is zoned C-2 & D and C-2 D& H8 and the General Pian designation is Commercial. The "D" is a design overlay specifically addressing design, setbacks and architectural issues. The "H8" definition allows for up to 85 feet~in height. In June 1999, WestField Corporation, Inc. submitted applications for a General Plan Amendment (G.P. 99-001), Zone Change (Z-99-003) and Text Amendment (T.A. 99-006) to allow for an expansion of up to 600,000 sq. ft. of Gross Leasable Area (G~A) as well as revisions to the existing performance standards and design guidelines (existing Resolution No. 4185). The associated Environmental Impact Report certified for the project (Certified EIR) described a total GLA of 1,522,450 sq. ft. following total buildout. Neither architectural elevations nor a site plan were submitted with the applications. These were to be submitted at a future date for staff, Planning Commission and City Council review through the City's Architectural Design Review process. The applicanYs proposal in 1999 included: 1. Reconfiguring the C-2 & D(General Commercial and Design Overlay and C-2 & D H8 (General Commercial with a Design And High-Rise Overlay) zoning boundaries to incorporate the expansion of the mall buildings to the east to allow up to a 600,000 sq. ft. (GLA) expansion to the Westfield Santa Anita Mall. The original proposal was for a"major open air" expansion to include the addition of new tenants and land use categories not currently located in the mall. 2. Amending the City General Plan Land Use designation to increase the maximum floor area ratio allowed at the Westfield Santa Anita mall from .40 to .50 based on GLA. 3. Adding two (2) 10,000 sq. ft. restaurant pads, located at the northwest corner of the site along Baldwin Avenue. 4. Potential future expansion to the west. 5. Possible multi-level parking structure(s) on the east side of the existing mall within the building envelope. Additional parking spaces would be added as necessary by a combination of restriping existing parking areas and/or the addifion of parking structures. ADR 05-026 Page 4 -- 6. A text amendment (T.A. 99-D06), amending the parking requirements from 4.75 spaces per 1,000 sq. ft. modified gross floor area to 4.75 spaces per 1,000 sq, ft. of gross leasable area and adding a definition for Gross Leasable Area (GLA). 7. Establishing new design regulations for Westfield Santa Anita by rescinding Resolution 4185 and adopting new guidelines. The City Council on September 5, 2000 adopted Resolution No. 6197 certifying the Final EIR and adopting a Statement of Overriding Considerations and a Mitigation and Monitoring Program for the proposed expansion. The Council also adopted Resolution No. 6198 amending the General Plan Land Use designation to increase the maximum floor area ratio from .40 to .50 (based on GLA) for Westfield Santa Anita. On October 3, 2000 the Council also adopted the following ordinances and resolutions to further carry out the project: . Ordinance No. 2136, reconfiguring the C-2 & D(General Commercial and Design Overlay and C-2 & D H8 (General Commercial with a Design And High-Rise Overlay) zoning boundaries to incorporate the new building envelope to allow up to a 600,000 sq. ft. expansion (GLA) to the Westfield Mall; and • Ordinance No. 2135, Amending the parking requirements for Regional Shopping Centers and adding a definition for Gross Leasable Area (GLA); and . Resolution No. 6199, Rescinding Resolution 4185 and implementing tf~e provisions for the "D" Architectural Design Zone overlay and establishing new design guidelines for the site, including a list of permitted uses and uses allowed by Conditional Use Permit and setting forth a process for Architectural Design Review. Condition 3 of Resolution No. 6199 states: "Any and all preliminarv site plans, floor plans, exterior elevations, exterior lighting plans, conceptual landscape plans and signing programs for development on the Property shall be submitted to the Development Services Department of the City. Said plans shall be subject to design review and recommendation by the Planning Commission following a public hearing, and following its receipt of the Planning Commission recommendation, then design review and approval, disapproval or modification by the City Council following a public hearing..." ADR OS-026 Page 5 Previouslv Constructed Phase 1A In accordance with Condition 3 of Resolution No. 6199, in 2001 Westfield submitted Architectural Design Review application ADR 01-01 for the retail expansion and a parking structure to accommodate 1,220 vehicles. This represented the first phase of the expansion discussed in the 2000 Certified EIR (Phase 1 a). This initial proposal included an expansion at the northeast quadrant of the mall extending from the existing mall entrance between Robinsons-May and JC Penney. The parking structure was proposed to be attached to and north of the expansion area. Projected uses included life-style type tenants (home furnishings, bath and linen store, etc.), general retail and restaurants. This proposal did not include a theater. Partially as a result of the events of September 11, 2001, two (2) of the proposed new tenants in the project withdrew and Westfield advised that their expansion was being placed on hold while they explored alterative tenants that might result in reconfguration of the expansion plans. In February 2002, Westfield submitted revised plans for Phase 1a as Architectural Design Review 02-09. The proposed plans were similar in design to the previously approved project; however, some of the uses changed. The revised plans included a multi-screen theater, restaurants and retail tenants including a bookstore, sporting goods store and entertainment uses. The plans provided for 1,147 new surface parking spaces, 207 roof parking spaces and 630 spaces in a parking structure located at the northeast portion of the site, for a total of 5,759 spaces. The plan also enclosed more of the area than originally contemplated by WestField in 2000. ' In September of 2002, the plans were revised again by Westfield and submitted as ADR 02-61. The major change to the revised pians was the inclusion of a grade plus one level parking structure (Parking Structure A) proposed south of Robinson's May and northeast of Macy's. This structure was in addition to the proposed grade plus three level structure (Parking Structure B) located northeast of the expansion. In addition a 5,400 sq. ft. auto center was proposed to be located at the northeasterly corner of the site to replace the existing 17,700 sq. "ft. JC Penney TBA (tire, battery and accessory) building that would be removed as part of the expansion. All of the iterations listed above were approved by the City Council. The final revised design was approved by the City Council on October 15, 2002 and Phase 1a opened on October 1, 2004. ADR 05-026 Page 6 ~.a - 3i SECTION 2 - ARCHITECTURAL DESIGN REVIEW PROPOSAL AND ANALYSIS Overview of the proposed Phase 1 b proiect Westfield's Phase 1 b mall expansion project proposal, if approved, would expand the specialty retail sector of the mall by adding an additional 100,800 sq. ft. of gross leasable area (GLA) to the southwest portion of the existing mall facility, as shown on Sheet 3 of the Design Review package submitted. Five groupings 'of singte-story retail buildings connected by an open air landscaped promenade are proposed above two levels of parking, which would be integrated with existing ma{{ structures, including the Nordstrom's building to the north and the Macy's building to the east. Pedestrian access from the proposed retail level to the exisfing mall would be provided to the east through a new entrance to Macy's and an existing mall entrance, and to the north by the existing Nordstrom entrance. , Desiqn Elements Proposed architectural materials and colors will complement the existing mall structures, and would consist of light-colored smooth plaster accented with warm colors of natural wood, stone, painted metal storefronts and slate accented roofing. The architecture will be articulated with elements such as a rustic stone base, metal and wood canopies, and shaded arcades. „ The outdoor promenade will have a water element, fireplace feature, shaded seating areas, and a maximum of three (3) kiosks. Each kiosk is designated on plan Sheet 5 as a"pavilion" and would occupy an area of 150 sq. ft. In addition, an iconic tower, reminiscent of early 20~h century hacienda courtyards, is included within the main courtyard area, as shown on the submitted Conceptual Interior Court Perspectives (Sheets 7.1 and 7.2). According to the applicant, the intent is to reference the past while providing a more contemporary ambience. , Building heights would be approximately 25 feet with certain architectural features up to approximately 50 feet above the finished floot level (e.g., the abovementioned tower element would be approximately 50 feet in height). Such heights would be consistent with the elevations of the existing mall structures, and substantially less than the 85-foot maximum height allowed under the site's current H8 overlay zone. The mall's existing Center Court skylight is the highest on-site structure at approximately 83 feet above the finished floor level. . Si na e The submitted plans include a conceptual interior signage proposal that provides for several different types of creative signs including: fa~ade mounted blade signs, awning signage, internally or extemally lit signage, backlit channel letters, ADR 05-026 Page 7 and ambient-lit pin signage. All of the proposed signage would be in accordance with the applicabie sign provisions of Resolufion No. 6199. However, one of the issues reviewed by staff is whether any new sign types at the WestField mall would have to comply with the provisions of Measure N. This initiative that was approved by the voters on November 8, 2006, specifically states: "Signage proposed in areas zoned Mixed Use, Horse Racing or Special Use under either the General Plan or the Municipal Code shall be limited to sign types specifically permitted under the Municipal Code as commercial (e.g. C-O, C-1, G2, C-3, C-M, GC, CPD-1 and CBD zones). All Specific Pians and Development Agreements between the City and any developer shall conform to and be consistent with the Arcadia Municipal Code sign ordinances in effect at the time a Specific Plan or a Development Agreement is adopted". This language makes it clear that Measure N applies only to the Racetrack property (or any other property designated by the General Plan or Municipal Code as mixed use or special use). In addition, Measure N appiies to Specific Plans and Development Agreements, neither of which is proposed as part of the Phase 1 b project. Beyond this, the conceptual signage proposed for Phase 1 b conforms to and is consistent with the signage requirements in effect for the Westfield property under the overlay resolutions adopted in 2000. However, during the campaign process for Measure N, literature distributed by WestField stated, "Measure N is a safeguard that Arcadia's strict sign ordinances will apply to all of Arcadia's businesses - including Westfield Santa Anita." Despite what this campaign literature stated, the measure clearly appiied only to the Racetrack propeRy and not other properties. In the case of the WestField property, the zoning is C-2 with an H and D overlay. As stated earlier in the report, the D overlay specifically addresses design, setback and architectural issues, including signage. Therefore the C-2 sign standards apply to the Wesifield mall, however the D overlay ailows flexibility and variations from the C- 2 standards, some of which have been previously approved by the City. The variations from the C-2 sign standards for the mall approved by City Council Resolution Nos. 6199 and 6254 include the following: . • The developer shall 6e permitted two freestanding mall identification signs on the perimeter of the property and two multi-tenant monument signs which identify up to six (6) tenants each, all for a total of four (4) signs. The Code would allow for a total of two signs. • Wall signs on the exterior of the shopping mall structure shall be restricted to anchor stores containing 25,000 square feet or more, major restaurants/eating establishments containing 5,000 square feet or more ADR 05-026 Page 8 theaters/cinemas and a food market. Generally these standards are - stricter than the City Code, as under the Code each individual business would be entitled to a wall sign, which for Westfield 5anta Anita would result in extensive signage on the outside buildings of the mall. . Single-sided monument signs shall be allowed for a food market, theater/cinemas and restaurants/eating establishments containing 5,000 square feet or more that have public~ entrances from the exterior of the mall. Said signs shall be allowed on the perimeter of the shopping mall structure or open-air mall area and located within planter areas. This is an exception because monument signs are considered freestanding signs in the Code and Westfield would be allowed only two for the entire property (they already have four in place). It should be noted that Westfield has not requested any new monument signs pursuant to this provision. . WestField, as part of their previous approvals, was required to submit a sign program for the property, which is typical for a large development such as the mall. The sign program submitted by Westfield included a number of signs, which identified "WestField" as the mall ownerloperator. Staff was informed this was part of Westfield's "branding" strategy, to identify their properties by their corporate name. The sign Code does not have any language that addresses this type of signage. However since the Wes~eld signs were included in their sign program and this type of flexibility is allowed in the D overlay zone, they were approved. . Under the C-2 zone, signs not specifically permitted are either prohibited or categorized as another type of sign. For example, monument or pole signs are not specifically addressed in the Code, so they are categorized as freestanding signs. In addition blade signs are not specifically addressed in the Code but are considered projecting signs. "Projecting signs" or "blade signs" are permitted only for businesses that do not have a free standing sign, however, they have been permitted for the Mall under the sign program as allowed by the D overlay. . The final exception pertains to signs visible from the public right-of-way. Generally, all exterior signs must comply with the Sign code standards. This of course would not apply to signs that are within the enclosed portion of buildings such as the Mall. However for the Mall, WestField requested and the City approved a provision that any sign in an open-air portion of the Mall such as the restaurant area adjacent to Wood Ranch, Cheesecake Factory and McGrath's, would not be subject to the Sign ordinance provisions if the signs faced the interior and were not visible from the right-of-way. Overall it is staff's position that the flexibility provided by the D overlay allowing for flexibility in signage is appropriate for a site as large as the Westfield mall. aoR os-o2s Page 9 While it does result in exceptions to adopted Code standards, all signs are still subject to the design review process. Landscapinq and Liqhtina Landscaping for the proposed Phase 1b expansion is shown on the conceptual landscape plan on Sheet 14 of the submitted plans. The placement and type of new planting materials (orchard trees, palms, evergreen trees, ivy, flowering shrubs, etc.) would be consistent with the existing landscaping theme at the mall. There will be no changes to the existing landscape buffers along Huntington Drive and Baldwin Avenue. The parking areas adjacent to Phase 1b will be enhanced with additional landscaping and trees. The Phase 1 b lighting would be in accordance with the applicable lighting provisions of Resolution No. 6199 including the requirement for lighting to be hooded and arranged to reflect away from adjoining properties and the pubiic right-of-way. Furthermore, lighting that would be generated from the Phase ab expansion would be screened from neighboring properties by the existing landscaping and the six- to eight-foot high berm along Baldwin Avenue. Also, the surrounding new buildings would shield the ambient lighting and glare from the proposed central open space area. Parkinq and Loadinq The two levels of parking (Level 1 and Level B1) beneath the retail uses would appear to be entirely subterranean, with the exception of the garage entrances, due to the overall design configuration of the proposed expansion being integrated into the topography of the site. In addition, the portions of the parking structure that would be partially above grade would be concealed with fa~ade treatments mimicking the appearance of the retail level above. Parking Level 1 wouid be directly below the retail improvements, and would include 394 parking spaces, loading facilities, and a trash collection area, wfth vehicular access provided by two driveways on the western side and two driveways on the southern side of the proposed Phase 1 b expansion. Level 1 would connect to the existing mall via an existing entrance to Macy's and a new entrance to Nordstrom, in addition to the pedestrian connections (escalators, stairs, and elevators) to the new retail level above. Below parking Level 1 there would be parking Level B1 that would include 389 subterranean parking spaces with pedestrian connections to the levels above. The two new parking levels combined would provide 783 parking spaces, for a total on-site parking supply"of 6,204 spaces. Based upon-the code requirement of 4.75 spaces per 1,000 sq. ft. of GLA, the total required parking for the mall with Phase 1b would be 5,882 spaces. ADR 05-026 Page 10 Access and Circulation Phase 1 b would also include internal site access and circulation improvements. Vehicle access to the proposed improvements would be provided by a continuous ring road, which would extend from the southeast near the southe~rn entrance of Macy's to the west around the Phase 1 b expansion and curve then north towards Nordstrom. The ring road would allow travel along the expended mall's perimeter with direct connections to the proposed parking structure and parking aisles, and would provide ingress/egress from West Huntington Drive to the south and Baldwin Avenue to the west. In addition, a semicircular entry plaza would be located to the immediate west of the Phase 1 b improvements at the termination of the southern Baldwin Avenue driveway access to provide for the drop-off and pick-up of mall patrons. The operational aspects of this drop-off ar~d pick-up area will be reviewed by the Fire Chief and Police Chief through the plan check process. In addition, the project and the site will be developed in compliance with the Americans with Disability Act (Title 24) including connectivity with the adjacent right-of-ways, i.e., Baldwin Avenue and Huntington Drive. The applicant is also proposing improvements to the Gate 8 entrance at Baldwin Avenue, which is located at the northwest corner of the subject property. A more traditional intersection configuration is being proposed to better organize traffic and further establish the right-of-way for mall and racetrack traffic. The proposed intersection improvements are analyzed in Section 4.7, pages 141 and 142 of the Addendum to the EIR. Access along the site's easterly property line for pedestrian and vehicular connections between the mall and the adjoining easterly property (the Santa Anita Racetrack) is required for General Plan compliance. Specifically, the Urban Design Development Performance Standards in the General Plan include the following standard: "20. When it is reasonably expected that substantial on-street traffic will be generated between a proposed development and an adjacent existing use, reciprocal vehicular and pedestrian access shall be provided between the uses, as feasible, to mitigate disruption of on-street traffic flow, and reduce the need for vehicular travel" (page 6-11 of the Arcadia General Pian). Page 2-19 of the General Plan further states under "Urban Design": "There are several strong existing attributes that influence the potential new Commercial area's design. At this time, the mall and racetrack are two separate entities with no physical or commercial linkage. Development of new commercial uses in the southerly portion of the racetrack property represents a potential third major entity in the center of Arcadia. In order to benefit from the locale of the two exisfing regional attractions, and to maximize potential economic benefits, new commercial uses should be designed to establish linkages with the two existing major attractions (mall ADR 05-026 Page 11 and racetrack), rather than simply create a third entity in the same area. The intent of such linkage is to facilitate each attraction's ability to draw patronage from, as well as confribute patronage to the other attractions, thereby increasing the success of the mall, race track, and new commercial deveiopment." The appiicant proposes a future vehicular connection between the two properties utilizing the existing Gate 1/ Mall access intersection at Huntington Drive, and a future pedestrian connection between the two properties near the Phase 1A expansion, that would extend east across the ring road to the south parking lot~of the adjacent racetrack to address the above-mentioned General Plan perFormance standard. The proposed connections are shown on Sheets 3 and 4 of the submitted plans. Staff Proiect Analvsis It is the Development Services DepartmenYs opinion that the low building profile, architectural styles, and predominant design elements of the proposed Phase "1 b expansion convey good design principles, being sensitive to both the site and its surroundings. The layout, scale, massing, colors, and materials complement the existing mall buildings, and the overall design, if approved, would enhance the existing mall's west I by providing substantially more varied building forms and architectural character. The proposed Phase 1b development plans are preliminary, and based upon the tenants' needs, minor modifications may be necessary as the finai structural drawings are prepared. However, the overall design and use of materials will not substantially change. The on-site vehicular access and circulation improvements have been reviewed and conceptually approved by the City Engineer and the City Traffic Engineer. However, the applicanYs proposal to utilize the existing Gate 1 access at Huntington Drive and the ring road to meet the General Plan performance standard of requiring a vehicular connection between the mall and racetrack is unacceptable. The Development Services Department does not feel that such a proposal meets the spirit or intent of the General Plan. The proposed plan routes ali traffic to the intersection of Huntington Drive and Gate 1, requiring traffic on Huntington Drive to stop while traffic moves from the Westfield site to the Santa Anita Race Track site. The proposed plan adds another phase to the traffic signal, thus further delaying the traffic flow on Huntington Drive. Also, the proposed access from Gate 1 to the Santa Anita Race Track could potentialiy become a primary access because of its location and configuration relative to Baldwin Avenue and Huntington Drive thus changing the traffic patterns on these streets. For these reasons, the proposed connection is unacceptable. Therefore, a condition of approval will require that the applicant submit an on-site vehicular access and circulation plan that specifically addresses a vehicular connection between the properties for review and approval by the Development Services Director prior to the issuance of any building permit for the expansion. The recommended location for this connection is to add a fourth "leg" to the existing ADR 05-026 Page 12 three-legged intersection of the ring road and the internal aisle way leading to Westfield's parking structure. This intersection is already controlled with a stop sign and is located at the far eastern edge of the site adjacent to a logical point of - connection to the Racetreck property. The proposed location for the pedestrian connection is acceptable. The conceptual signage proposal provides for creative signs that will be integrated into the building design to further enhance the storefronts. The Development Services Department encourages the use of symbols and logos to replace words whenever appropriate. ADR 05-026 Page 13 SECTION 3 ENVIRONMENTAL ANALYSIS (CEQA1 The applicant has submitted an Addendum to the Environmental Impact Report certified by the City Council in 2000. Section 15164 of CEQA Guidelines provide that an addendum to a previously certified EIR can be prepared if changes or additions are necessary and none of the conditions in Section 15162 of the Guidelines requiring preparation of a Subsequent EIR have occurred. Section 15162 of the Guidelines require a Subsequent EIR where an EIR has already been prepared under the following circumstances: 1. Substantial changes are proposed in the project which will require major revisions of the previous EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; 2. Substantial changes occur with respect to the circumstances under which the project is undertaken, which will require major revisions of the previous EIR due to the involvement of new significant environmental effects or, a substantial increase in the severity of previously identified significant effects; 3. New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete shows any of the following: a. The project will have one or more significant effects not discussed in the previous EIR or negative declaration, b. Significant effects previously examined will be substantially more severe than shown in the previous EIR, . c. Mitigation measures or alternatives previously found not to be feasible would in fact be feasible, and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative, or d. Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or altemative: To determine whether the criteria listed above have been met, the Addendum analyzes environmental impacts of Phase 1a, Phase 1b and the potential impacts from a future Phase 2 addition. This analysis reviews whether any ADR 05-026 Page 14 significant environmental impacts that were not identified in the Certified EIR - would occur or whether any previously identified significant impacts would be more severe. The analysis concludes that the expected impacts of Phase 1 b does not meet the requirements listed above for preparation of a Subsequent EIR pursuant to Section 15162 of the CEQA guidelines. The Addendum concludes that all of the impacts associated with the three potential phases are within the impacts analyzed in the Certified EIR and/or do not constitute a new or greater significant impact. Based on this conclusion, the City agrees that the Addendum is the appropriate form of CEQA documentation to address the City's design review for Phase 1 b. The Addendum is formatted much like the original Certified EIR, with a Project Description detailing the three phases of expansion described in the Certified EIR, a list of related projects, and an environmental analysis of key issues. The Addendum provides analysis on Aesthetics and Light and Gtare, Air Quality, Geology/Soils, Land Use/Planning, Noise, Public Services, Transportation/Traffic, Utilities(Service Systems, and a list of impacts not found to be significant. In addition, the Addendum includes the following technical appendices: . Air Quality Technical Appendix - prepared by PCR Services Corporation . Noise Technical Appendix - prepared by PCR Services Corporation . Traffic and Parking Analysis - prepared by Fehr & Peers/Kaku Associates . Water Supply Analysis - prepared by PCR Services Corporation • . Surface Water Quality Analysis - prepared by PCR Services Corporation . Correspondence letters with Utility Providers . Analysis of City of Arcadia Fire and Police Department Services - prepared by HRA. The Applicant has provided for informational purposes an "Urban Decay° analysis prepared by HR&A (under separate cover). Each of the sections included in the environmental analysis provide the environmental setting, environmental impacts of each of the three proposed phases of development, a cumulative analysis, a list and description of mitigation measures, and a conclusion. The Addendum inciudes an analysis of cumulative impacts that may result from development of the Project together with other related projects or reasonable foreseeable growth in the surrounding area. Thirty (30) related projects have been included in the analysis of cumulative impacts for Phase 1b in the year 2008. These projects are located in the jurisdictional boundaries of the City of Arcadia, the County of Los Angeles and other nearby cities including Monrovia, Temple City and Sierra Madre. ADR 05-026 Page 15 The related project identified for the year 2015 is the racetrack development, the Shops at Santa Anita. The analysis of year 2015 condifions for traffic also includes ambient growth expected as a result of general growth in the area, including that anticipated in the City of Arcadia's General Plan. Rather than reproduce the environmental analysis within the Addendum, the Staff Report provides a summary below of some key issues addressed in the Addendum. Please refer to the Addendum for more specific and detailed analysis and conclusions on each of the areas of environmental review. Reauired Mitiqation Mea_sures from Phase 1a The certification of the EIR in 2000 included a Mitigation and Monitoring Program (MMRP) that was approved along with the project. The MMRP included a number of required mitigations to be completed by Westfield: The mitigation measures included several traffic retated measures that were required to be bonded for or completed prior to issuance of building permits for "Phase 1" (that is, the previously built Phase 1a and the now-proposed Phase 1 b). These Mitigation Measures remain uncompleted. The City accepted a bond from Wes~eld to hold in lieu of completion prior to the issuance of the Phase ~ a buildings permits. Bonding is a legally acceptable process for public improvements that insures complefion of the improvements by the developer at a later date. The mitigation measures listed below, previously identified by the City as requirements for building permits for Phase 1a and Phase 1b, remain outstanding. Each of these mitigations is under the jurisdictional control of an entity other than the City of Arcadia. Caltrans is the responsible agency for the mitigations at the I-210 Freeway and Los Angeles County is the responsible agency for the intersection of Huntington Drive and Rosemead Boulevard. Representatives from Westfield have been working with these entities on completing these mitigations. 1. Foothill Bivd. At Baldwin Ave . Add a separate left-turn lane on the northbound approach. " Status: Westfield has been working on this mitigation with Caltrans. To provide the left turn lane on the northbound approach, Caltrans must have temporary right of entry to three properties on the east side of the off ramp to install the additional lane and to build the sound wall. One property owner has refused to provide the necessary access to complete this mitigation measure. Caltrans is currently working on securing this access. To further assure completion of the mitigations required under Prior City Council Resolution No. 6197, prior to the issuance of a building permit for ADR 05-026 Page 16 Phase 1b, the Developer shall provide proof of issuance of a Caltrans - Permit for the construction of the mitigation measure. Prior to the issuance of a certificate of occupancy, the construction shall be completed. 2. I-210 EB Ramps at Baldwin Ave. . Restripe eastbound approach for a separate left-turn lane, a through-right lane and an exclusive right-turn lane. , Status: At this time the Department of Transportation (Caltrans) has denied Westfield's application to restripe this approach. In a letter dated December 11, 2006, to WestField, Andrew Still, Associate Permit Engineer for the Department of Transportation (Caltrans) has stated that: "Trafific Investigations, the approval unit for the Permit Engineering Evaluation Report (PEER) does not agree to the signing and striping changes on the eastbound off ramp. The ramp should stay as is for maintenance, tra~c operations and California Highway Patrol reasons." However, it is sfill a mitigation measure under the 2000 EIR as amended by the Addendum. This will remain a mitigation measure and the City will continue to hold the existing bond and review and renew the bond annually. until the mitigation measure has been completed. 3. Huntington Dr. at Rosemead Blvd. . Provide a separate right-turn lane on northbound and eastbound approach by restriping and modify the tra~c signals to accommodate the new right- turn lanes, if necessary. Detailed striping and signals plans shall be prepared and submitted to the County of Los Angeles Department of Public Works for review and approval. Status: After approval of the mitigation measures, the County, upon inquiry of how to proceed from 1Nestfield, said they did not feel that the turn lane was necessary. However since that time the County has indicated that they would prefer to receive an "in-lieu fee" from WestField and that the County would do the work at such time as the Kohl's project on the southwest corner of Huntington Drive and Rosemead is undertaken. Prior to the issuance of a building permit, the developer shall pay to tfie County the cost for the construction of the northbound right turn tane in- fieu of construction. The County will incorporate the improvement into their project to widen the intersection. ADR OS-026 Page~17 In addition, in accordance with and to further assure the project appficant's performance under prior Resolution No. 6197, the project applicant is required to participate in area-wide traffic improvements for all of Phase 1(that is for both Phase 1a and Phase 1b), as follows: 1. For Phase 1 a, which received building permits prior to the City of Arcadia's adoption of its Traffic Impact Fee Program, the project shall participate in the area-wide traffic improvements identified in the City's Transportation Master Plan, as adopted, on a pro-rate "fair share" basis (i.e., "nexus" formula). The applicanf has not yet complied with this mitigation measure. A nexus study to determine "fair share" responsibility shall be completed by the project applicant. A nexus based formula will ensure that the project fully compensates for its share of the cost of "new" capacity that must be provided at various locations. 2. For the now-proposed Phase 1 b, the applicant shall pay the Transportation Impact Fee based on the adopted program priorto securing building permits. Aesthetics and Liqht and Glare The Phase 1b improvements would be constructed in the southwest quadrant of the site and would be integrated into the existing structures. The proposal is designed to provide a pedestrian-oriented feel by grouping single story retail buildings around open-air waikways and plazas. The retsil uses would be located above two levels of parking, one partially at grade and one subterranean. Heights of the retail buildings would be approximately 25 feet with architectural features 50 feet above finished floor. Given the topography of the site, the structures appear as one or two stories depending on the focafion on site. The most prominent improvement in Phase 1b would be approximately 30 feet lower in elevation than the Center Court skylight on the opposite side of the Mall, which,is at 83 feet above finished floor. The tallest feature on Phase 1 b is approximately 50 feet in height. The Architectural Design Review packet includes elevations and sections. The project would be visible from adjacent right-of-ways along Baldwin and Huntington Drive but will appear within the frame of the existing structures. No views of the mountains would be obscured, and the parking structure would be screened for the most part by faCade treatments. No views would be impacted from the Racetrack grandstand as the project is screened by existing buildings from that vantage point. With regard to light and glare, Phase 1 b would comply with the design guidelines established for the site as part of Resolution No. 6199. The Resolution details light standards, landscaping, the existing lantlscaped berm along Baldwin Avenue, etc. The proposed buildings will effectively screen any light from the internal outdoor courtyard area. • ADR 05-026 Page 18 The aesthetic and view impacts of Phase 1b are within the envelope of irnpacts analyzed in the Certifled EIR. Land Use/Planninq Phase 1 b is consistent with the zoning regulations applicable to the site. The uses proposed (retail and restaurant) are permitted under C-2 zoning and the improvements proposed are consistent with the "D" overlay (Resolution No. 6199) on site. This resolution includes compliance with parking, landscaping, height of buildings and compliance with the City's Architectural Design Review process. . The total site area is 3,446,380 square feet and Resolution No. 6198 allows a floor area ratio (FAR) of .50 Gross Leasable Area (GLA). The following table provides a breakdown of the existing and proposed floor area on the site. AREA CALCULATIONS Site Area 3,446,380 sf FAR .50 GLA 1,723,190 sf GLA Area Gross Buildin Area C it of Arcadia GLA Mall Area riorto Phase 1a 1,197,100 sf 922,451 sf Mall Area after Phase 1a 1,545,100 sf 1,137,444 sf Pro osed Develo ment Phase 1b - ~ Level 2 Block 1 26;429 sf 22,100 sf Level 2 Block 2 41,804 sf 35,000 sf Level 2 Block 3 30,217 sf 25,300 sf ° Level 2 Block 4 10,117 sf 8,500 sf Level 2 Block 5 11,885 sf 9,900 sf Total for Phase 1 b 120,452 sf 100,800 sf New Site Total 1,665,552 sf 1,238,244 GLA sf Based on the applicanYs original request for an additional 600,000 sq. ft. of GLA as analyzed in the 2000 EIR, Phase 1b is below the allowable FAR of .50 GLA (currently calculated as .36 GLA). The Addendum further states that there will be no new significant impacts on employment growth impacts and population in the City. The Addendum concludes that land use impacts are within the envelope of impacts analyzed in the Certified EIR. Public Services (Fire and Police Services) Phase 1b would develop additional commercial uses on the site and, as a result, would increase the demand for city services. The discussion within the staff ADR OS-026 Page 19 report is limited to the potential impacts on fire and police services. There will be no impacts associated with Phase 1b that will be outside of the envelope of impacts reviewed along with the Certified EIf2 for all other municipal services (water, sewer, storm water, etc.). Please see Technical Appendix G of the Addendum for an analysis completed by HRA on expected impacts to police and fire services. In terms of the Fire Department, the new floor area proposed in Phase 1 b wou,ld lead to increases in maintenance needs, training, inspections, and emergency responses. The analysis within the HRA report details a methodology to determine the number of firefighters and fire inspectors necessary to serve Phase 1h. The analysis concludes that .19 addifional full time equivalent firefighters would be necessary and .02 annual fire inspector personnel to serve Phase 1 b. Similarly, utilizing the methodology presented for Police Services, Phase 9 b would generate demand for .16 full time equivalent police officers and .06 detectives per year. To add[ess these demands for staff, the analysis prepared in Technical Appendix G concludes that Phase 1b is expected to generate $543,000 in annual tax revenues which would more than account for the costs of both fire and police personnel. Phas~ 1 b would also generate the need for fire inspector staff time and time for plan checks and construction checks related to Fire. The City's building permit and plan check'fee programs will generate the necessary revenue to provide the plan check and inspection services required. This is similar to the method with which the City handles inspections within the Building and 5afety Division of the Development Services Department. To adequately address these issues related to staffing impacts, a new mitigation rneasure has been included in the Addendum regarding both Fire and Pofice Services that reads as follows: " "The City will annually review fire (and police) response fimes and will commit su~cient funding from project generated tax revenues to provide sufficient staffing to maintain the City's standard response times." With this mitigation measure incorporated into the project, and the existing conditions and code requirements of both the Fire and Police DePartment, Phase 1 b will have no new impacts that were not p~eviously studied. " Transportation/Tra~c A Traffic and Parking analysis has been submitted for Phase 1b. The traffic report has been prepared by Fehr & Peers and Kaku ;4ssociates and is attached as Technical Appendix C. The Traffic Study analyzed the 21 intersections within the Certified EIR and included two additional intersections. ADR D5-026 Page 20 In summary, the report concludes that Phase 1b would not produce new significant traffic impacts or substantially worsen significant traffic impacts and as a result traffic impacts of Phase 1b would be within the envelope of impacts analyzed in the Certified EIR. The report further concludes that no mitigation measures are required for Phase 1b. Nonetheless, in the Addendum the project applicant reaffirms its commitment to perform the Phase 1 a and 1 b traffic mitigation measures previously required as part of the findings in Resolution No. 6197 supporting certification of the Certified EIR. Additionally, the Addendum notes that although Phase 1b improvements would not have any significant impacts on the neighborhoods adjacent to or near the project, the Applicant has offered to place $30,000 in escrow with the City to be used to monitor and address any neighborhood intrusion (or "cut through") traffic that results from the proposed project. With regard to mitigation measures, although Phase 1b would not result in significant traffic impacts and no mitigation is required to support Phase 1 b, the Applicant has voluntarily committed to either construct or provide the City of Arcadia with a financial bond for the remaining mitigation improvements that were identified in the Certified EIR as being required when new development exceeds a threshold of 400,000 sq. ft. The mitigation improvements include: . Baldwin Avenue and Driveway A- add a separate right turn lane on the northbound approach. . Baldwin Avenue and Driveway C- add a separate right-turn lane on the westbound approach. . Baldwin Avenue and Duarte Road - add a right-turn and a second ieft-turn lane on the northbound approach and a right-turn lane on the westbound approach. . Sunset Boulevard and Huntington Drive - add a separate left-turn lane on the southbound approach. . Huntington Drive and Colorado Place - restripe the westbound approach for an exclusive right turn, one share-through-right and two through lanes. . Huntington Drive and Santa Clara Street - restripe the northbound approach to provide for two right-turn lanes, one through land and a Isft- turn lane. . Santa Anita Avenue and Santa Clara Street - add a separate right-turn lane on the northbound approach. . Huntington Drive and Holly Avenue - add a second southbound right-turn lane. . Baldwin Avenue and Huntington Drive - add a second northbound left-turn lane and add a separate right-turn lane on the eastbound approach. A~R 05-026 Page 21 StafF does not recommend imposing this requirement because it is uncertain if or when the applicant will submit an application with development plans for Phase 2 and what the future cost of these improvements might be. Also the City does not need to accept the ApplicanYs "offer" at this time because the Mitigation Measures for Phase 2 will continue to be required prior to issuance of any building permits for Phase 2, if and when such development occurs. Economic Analvsis (Urban Deca The Applicant has submitted a report dated October 2006 entitled "Analysis of Potential 'Urban Decay' as a consequence of Phase 1b Development" prepared by HR&A, Inc. (HRA). The report analyzes the potential for the operation of the Phase 1b addition to WestField Santa Anita to directly or indirectly cause "urban decay" as that concept has been addressed in court decisions interpreting the California Environmental Quality Act. " The courts have recognized that proposed new retail development may have the potential to trigger economic competition with existing retailers in the projecYs host community. If existing retailers are adversely affected by this competition, deciines in sales could directly result in and/or lead to business closures, abandonment and other forms of physical deterioration that are indicative of "urban decay." If the severity of this change in physical circumstances is so substantial that it adversely affects appropriate use of the area, this situation may cross a threshold that defines a"significant impacY' under CEQA. If this happens, it may be necessary that a mitigation measure be considered to reduce the impact on that physical environment. Phase 1 b is an incremental addition to an existing regional shopping center and not a new retail complex. Since the HRA report finds "that the scale of supportabie retail space implied by future customer demand for the types of retail goods associated with Phase 1 b exceeds the retail floor area planned for Phase 1 b, for each principal Phase 1 b retail category, staff concludes• that no adverse economic impacts will result in the market areas applicable to Phase 1 b." The HRA report concludes that the Phase 1b improvements may be a new source of competition in their respective market areas, but there is no reasonable possibility that the operation of the Phase 1 b improvements would result in significant adverse economic competifion leading to the threat of urban decay. , ADR 05-026 Page 22 SECTION 4 FISCAL IMPACTS Phase 1 b would lead to increases in demand for both police and fire seroices, as analyzed in the HRA report that provides a methodology to determine the number of police and fire personnel that would be necessary to serve Phase 1 b. The analysis concludes that .19 additional full time equivalent firefighters would be necessary and .02 annual fire inspector personnel to serve Phase 1 b. Similarly, utilizing the methodology presented for Police Services, Phase 1b would generate demand for .16 full time equivalent police officers and .06 detectives per year. To address these demands for staff, the analysis prepared in Technical Appendix G concludes that Phase 1b is expected to generate $543,000 in annual tax revenues which would more than account for the costs,of both fire and police personnel. Phase 1 b would also generate the need for fire inspector staff time and time for plan checks and construction checks related to Fire. The City's building permit and plan check fee programs will generate the necessary revenue to provide the plan check and inspection services required. This is similar to the method with which the City handles inspections within the Building and Safety Division of the Development Services Department. . The City's independent consultant, Mr. Cal Hollis of Keyser Marston Associates, Inc. has reviewed the HRA report, and concurs with their findings. ADR D5-026 Page 23 SECTION 5 RECOMMENDATION AND CONDITIONS OF APPROVAL The Development Services Department recommends approval of ADR 05-026 subject to the following conditions of approval upon certification of the Addendum to the Westfield Shoppingtown Expansion EIR. The terms "developer", "applicanY', "owner", and "Westfield" shall be deemed to refer to the applicant for approval of ADR 05-026 and all successors in interest. 1. No building permit for any construction on the Property shall be issued unless all of the conditions hereof have been complied with or assurances satisfactory to the Deveiopment Services Director have been made to insure that all such conditions will be fulfilled. . 2. Prior to the issuance of the first certificate of occupancy for the first retail building, the Developer shall provide (a) proof of issuance of a Caltrans Permit for the construction of the mitigation measure established for the intersection of Foothill Boulevard at Baldwin Avenue West (original Mitigation Measure 7.2.a) or (b) evidence of a completion bond in an amount and form and with a surety approved by the Development Services Director as sufficient to pay for the improvement; provided, however, that if within two years after issuance of a building permit for Phase 1b, Caltrans fails to issue a permit for the improvement, the City may direct the Applicant to contribute the then current cost of the improvement into a City fund for alternative transportation mitigation improvements in the City's sole and absolute discretion, which payment shall be in addition to and not in lieu of any and all other mitigation measures. In this event, this condition shall be deemed satisfied upon payment of the improvement costs into the City fund. 3. Prior to the issuance of the first building permit for the first retail buitding, the developer shall pay to the County the cost for the construction of the northbound right turn lane in-lieu of construction for the intersection of Huntington Dr. at Rosemead Blvd. (original Mitigation Measure 7.2.c). The County will incorporate the improvement into their project to widen the intersection. 4. Prior to the issuance of the first building permit for the first retail building for Phase 1 b, the developer shall pay to the City: a. A Transportation Impact fee 6ased on the adopted program for Phase 1 b; and b. The outstanding payment, previously required but not paid, for Phase 1a's "fair share" of area-wide traffic improvements identified in the City's Transportation Master Plan on a pro-rata "fair share" basis (i.e., "nexus" formula). A nexus study to determine "fair share" responsibility ADR 05-026 Page 24 for Phase 1 a shall be prepared by a consultant approved by the City and paid for by the project applicant. 5. Prior to issuance of the first building permit for the first retail building for Phase 1 b, a$50,000 bond or other security as approved by the City Attorney shall be placed in escrow with the City to be used to monitor and address any neighborhood cut through traffic that results from the proposed project. 6. Any use of the Property which is otherwise subject to the Conditional Use Permit provisions of the City's Zoning Ordinance shall require a conditional use permit; provided, however, a conditional use permit shall not be required for uses within Building Area C[mall area] as shown on the Zoning/Design overlay site plan submitted with the 2000 EIR. 7. Phase 1b shall be an open-air project with open courtyards and landscaping as indicated on Sheet 14 of the Design Review submittal dated November 15, 2006. 8. Materials utilized in Phase 1b forthe buildings and parking structure shall be of the materials palette included in the Sheet 15 of the Design Review submittal dated November 15, 2006 and as indicated in all elevations and sections (Sheets 9 through 13). 9. Restaurant uses within Phase 1 b shall be limited to a maximum of 10,000 square feet of Gross Leasabie Area (GLA). 10.A11 signs shall be subject to the Municipal Code, except that the following shall be applicable: a. No new freestanding center identification signs or multi-tenant monument signs are permitted for Phase 1 b. Single-sided monument signs shall be only allowed for restaurants/eating establishments containing 5,000 sq. ft. or more and that have public entrances from the exterior of the shopping mall. Said signs shall be allowed on the perimeter of the shopping mall structure or open-air mall area and located within planter areas. The total square footage of each sign shall not exceed 36 square feet. b. Flat, Plexiglas illuminated signs and internally illuminated plastic-faced cabinet signs are prohibited. (Resolution No. 6245) c. Wall signs on the exterior of the shopping mall structure shall be restricted to anchor stores containing 25,000 square feet or more, major restaurants/eating establishments containing 5,000 sq. ft. or more, theaters/cinemas and a food market. Said signs shall comply with the City's Zoning Ordinance in regard to allowable square footage. ADR 05-026 Page 25 Tenant signs facing on the open-air courtyard area and not exposed to the public right-of-way shali be excluded from this provision. d. All new signage shall be subject to further design review and approval by the Development Services Director through the Sign Design Review process. 11.Final landscape plans in substantial compliance with the conceptual plans included on Sheet 14 of the Design Submittal dated November 15, 2006, shall be prepared by a registered landscape architect and shall be submitted to and approved by the Development 5ervices Director before any building permit is issued for any part of the project. In addition to substantial conformance with the conceptual plan submitted as Sheet 14, said plans shall include or be in conformance with the following, without limitation: a. In addition to the landscaping required in Section 11a. above, three (3) percent of the parking areas shall be lanclscaped and the planting beds and trees shall be distributed evenly th'roughout the entire parking area adjacent to Phase 1 b from the new buildings to the existing berms along Huntington Drive and Baldwin Avenue. Landscaping shall not be concentrated in only one (1) portion of the parking area, but dispersed throughout the parking lot. No planting area or isiand shall have an average width of less than three (3) feet. The planting areas or islands shown on the landscaping plans must be drawn to scale and the plants shall be clearly designated and labeled. A continuous six (6) inch raised concrete curb shall surround all planting areas or islands. The required landscaped buffer areas adjacent to Huntington Drive and Baldwin Avenue as well as the redesigned landscaping at the southerly entrance of Baldwin Avenue shall not be considered as part of the three (3) percent "landscaping" of the parking areas. Where a parking area abuts the buildings on the Property, the border plantings adjacent to those buildings shall not be considered as part of the landscaping of parking areas. b: The solid exterior walls of the mall and in the courtyard areas shall include decorative landscaping and treatment as shown on the submitted elevations in the Design Submittal dated November 15, 2006 and subject to the approval of the Development Services Director. c. To facilitate the processing of landscaping plans, a plant list shall be prepared giving the botanical and common names of the plants to be used, the sizes to be planted (e.g. 1, 5 or 15 gallon containers) and quantity of each. The plants should be listed alphabetically and assigned key numbers to be used in locating the plants on the plan. ADR 05-026 Page 26 d. All new landscape materials shall be of a size and quality in scale with the pro}ect. All new trees shall be a minimum of 36" box. All new shrubs shall be a minimum five (5) gallon in size. 12.The owner of the Property shall provide adequate security personnel for the protection and control of persons and property on the site. A security plan shall be submitted to and approved by the City of Arcadia Police Chief prior to the issuance of the first building permit for all new buildings on the Property (including the parking structure). The owner of the property shall at all times adhere to the approved security plan. Any material modifications of the security plan shall require the approval of the Police Chief, which shall not be unreasonably withheld. 13. Final plans for the proposed parking structure layout shall be subject to review and approval by the City Engineer prior to the issuance of the first building permit for the parking structure and shall address the issues of adequate turning radii, driveway aisle widths and turning movements into and out of the circulation ramps for standard passenger cars. 14.Interior lighting for the parking structure and all new exterior lighting shall be included on the final plans for review and approval by the Police Chief. E~erior lighting other than safety and/or security lighting shall only be in operation until one hour after operating hours to the extent feasible. 15.There shall be a maximum of three (3) Pavilions (Kiosks) loca.ted in the open plaza areas of the project. The final design shall be subject to review and approval by the Development Services Director or his/her designee based on the following criteria: , a. Kiosks and cart designs may be animated in nature and shall serve to accentuate the architectural and aesthetic finish of the building facades. b. Individual kiosks may vary in total area; however, no one (1) kiosk shall exceed 150 square feet in area as shown on the submitted plans. c. Kiosks and carts shall be designed to be weatherproof and shall have illumination integrated into the design. d. The uses permitted with the kiosks and carts shall be consistent with Section 2 of Paragraph 16 of Resolution No. 6199 dated October 3, 2000. e. There shall be a minimum unobstructed distance between kiosks, and between kiosks and portabie carts, of 15'-0" or as required by the State Building Code. Kiosks and portable carts shall be harmonious in design. A~R OS-~26 Page 27 iB.Any floor area within the open common area(s) devoted to portable carts (not kiosks) shall not be subject to the City's Zoning Ordinance for providing off- street parking spaces. 17. Westfield LLC shall continuously maintain a list of all current operators of kiosks and portable carts throughout the mall for business licensing purposes. This list shall promptly be furnished to the City Development Services Department upon request. , 18. Prior to the issuance of the first building permit for the first retail building, the City Engineer shall review and approve all striping, signage, tra~c control plans and on-site vehicular and pedestrian circulafion. 19.Prior to the issuance of the first certificate of occupancy for the first retail building, the intersection of the Gate 8 Racetrack access road and the Westfield Mall ring road shall be reconstructed to an alignment in substantial conformance with the afignment depicted on Sheet 3 of the Architectural Design Review package with no reduction in the number of lanes exiting onto Baldwin Avenue. The final alignment shall be reviewed and subject to approval by the City Engineec 20. Prior to the issuance of the first certificate of occupancy for the fi~st retail building, ramp access and ADA clearance shall be upgraded or constructed at the intersections of Gate 9& 10 (the two southernmost entrances to t~ie Westfield Santa Anita mall from Baldwin Avenue): 21.The following conditions shall be complied with to the satisfaction of the Public Works Services Director: a. The City of Arcadia shall transfer ownership, and Westfield shall accept ownership, of the 12-inch water main that currently circles the existing mall to Westfield. All modifications made to the existing water distribution main, fire hydrant assemblies, and fire service connec4ions shall be made according to existing City of Arcadia Public Works Standards. b. Water service for Westfield shall be metered at two locations where existing pipeline enters Westfield - at the northwest corner of the property near the Gate 8 entrance to the racetrack and the southwest corner of the property east of Fire Station 106. The City's Public Works Services Department (PWSD) will provide and install two fully equipped metering vaults and two backflow preventers. PWSD will provide full future maintenance of inetering vaults, WestField shall provide future maintenance of the backflow preyenters under PWSD inspection, at the cost and expense of WestField. , ADR 05-026 Page 28 c. The maintenance, repair and relocation of the existing water main, and the installation of any fire hydrants required shall be entirely undertaken by Westfield and at the expense of Westfield. d. New fire sprinkler systems shall be installed by Westfield as required by the Arcadia Fire Department. Backflow preventers on the fire sprinkler systems shall be double check detector assemblies. Backflow preventers on any proposed irrigation system shall be installed by Westfield as required by the Uniform Plumbing Code. e. Inspection of the water main relocation and new water mains, water services, fire services and irrigation services shall be done by the City's Public Works Inspector. 22.Tfie applicant shal{ submit to the Development Services Director for his/fier approval prior to the issuance of the first building permit for the first retail building an on-site vehicular access and circulation plan that proposes, at the easterly perimeter of the subject property, direct vehicular and pedestrian connections between the Westfield Santa Anita Mall and the Santa Anita Racetrack property. The location of the pedestrian access shall be as shov~n on Sheets 3 and 4 of the Design Review Submittal dated November 15, 2006. The vehicular connection shall be located along the easterly perimeter of the Westfield property in the general locatlon of the existing aisle way that runs perpendicular to the southerly portion of the ring road (existing three-legged intersection controlled by a stop sign). The final location for the vehicular connection shall be determined by the Development Services Director. The applicant shall complete all improvements in accordance with City approved plans. " 23.Prior to the issuance of the first building permit for any retail project on the adjacent Santa Anita Racetrack property, the appiicant shall execute a reciprocal access agreement with the adjacent property owner to the east for a common vehicular connection and a common pedestrian connection at locations approved by the Development Services Director. 24. Prior to the issuance of the first building permit for any retai~ project on the adjacent Santa Anita Racetrack property, the developer shall submit a bond in a form and amount and issued by a surety approved by the City Attorney for the roadway, sidewalk and other improvements on the Westfield property necessary to construct the vehicular and pedestrian connections between the two adjacent properties. 25. Prior to the issuance of the first building permit for the first retail building, the following conditions shall be completed to the satisfaction of the Fire Chief: ADR OS-026 Page 29 a. Access to and around structures during construction shall be maintained. A plan shall be submitted outlining all emergency access routes during and after construction. In addition, a detailed excavation plan shali be submitted and subject to approval of, but not limited to, emergency access and water supply. b. An emergency egress plan shall be submitted for affected portions of the existing Mall during and after construction. 26.Prior to the issuance of the first Certificate of Occupancy for the first retail building, the following conditions shall be completed to the satisfaction of the Fire Chief: a. The basement parking level shall be provided with a smoke removal system for underground firefighting operations. b. The parking structure entrance height shall be designed for access by paramedic ambulances, as dete~mined and approved by the Fire Chief. c. All new retail space and the parking structure shall be interconnected to the existing fire alarm panel. d. All existing fire hydrants and fire department connections in the expansion area shall be relocated to locations approved by the Fire Chief. Additional fire hydrants shall be provided as required by the F~re Chief. e. On-site Class I standpipes shall be required at approved locations as required by the Fire Chief. f. The dumpster location within the parking structure shall have an adequate clear perimeter space for firefighting operations and dumpster removal. In addition, the dumpster location shall have adequate ventilation for firefighting operations. g. All elevators, including service elevators, shall be provided with the length, width and weight capacities. h. An acceptabie method of radio communication within both the exisYing Mall and expansion areas shall be provided and approved by the Fire and Police Chiefs. ~ Pre-Fire Plans, in a format approved by the Fire Chief, shall be prepared for the entire Mall, including without limitation the new expansion, outlining the hydrant locations, fire department ADR 05-026 Page 90 connections, standpipes, fire alarm panels, smoke evacuation fans, and other points of interest as required. j. Prefixed ladders shall be placed at locations approved by the Fire Chief on the parapet wafls that lead down to the roof. These ladders shall be capable of supporting a 500-pound live load. An agreed upon exterior marking on the structure shail be provided on the exterior of the building and visible, designating these interior parapet ladder locations. k. The drop-off-area access at the front of the expansion shall be a minimum of 20 feet in width and provide a minimum weight capacity of 70,000 pounds apparatus access. f. Knox boxes shall be provided for access to any restricted areas, including e~erior entrances and individual units. " m. Westfield's existing public address system shall be connected to the expansion areas. n. Standby power must be supplied for emergency lighting and the public address system. 27.A Tenant Coordinator and Project Manager shall act as a liaison between the Police Department, Fire Department, Development Services Department, Public Works Services Department, and all tenant contractors throughout the duration of the construction project. A location will be established for all City inspectors and other contractors to coordinate inspections and meet with the Tenant Coordinator and Project Manager. The location shali be provided on plans submitted for building permit. 28. No ampfified live entertainment shall be permitted in the outdoor areas of tf~e Mall. 29.The project and the site shall be developed in compliance with the Americans with Disabilities Act (Title 24) including direct connectivity with the adjacent right-of-ways, i.e., Baldwin Avenue and Huntington Drive. 30.The developer shall defend (with legal counsel acceptable to the City), indemnify and hold harmless the City, its agents, officers, and employees from any and all claims, actions, andlor proceedings against the City and/or its agents, officials, o~cers, and/or employees to attack, set aside, void or annul (i) this ADR approval, or (ii} the certification of the EIR Addendum in conjunction with this ADR approval, or (iii) any decision, action or failure to act by the City with respect to this ADR application. ADR 05-026 Page 31 31.The City must promptly notify the developer of any claim, action, or proceeding and the City shall cooperate reasonably in the defense. If the City fails to promptly notify the developer of any claim, action or proceeding, or if the City faiis to cooperate reasonably in the defense, the developer shall not thereafter be responsible to defend, indemnify, or hold harmless the City. • 32.The developer shall reimburse the City for any court and attorney's fees which the City may be required to pay as a result of any claim or action brought against the City because of this approval and/or CEQA related action. Although the developer is the real party in interest in an action, the City may, at is sole discretion, participate in the defense of the action, but such participation shall not relieve the developer of any obligation under this condition. ADR 05-026 Page 32 SECTION 6 CITY COUNCIL ACTION AND RESOLUTIONS NOS. 6561 AND 6562 qpproval If the City Council intends to take action to approve this Design Review application, the Council should move to: 1. Approve the Addendum to the Wes~eld Shoppingtown Expansion Environmental Impact Report; 2. Approve Architectural Design Review application ADR 05-026 subject to the conditions set forth in the Staff Report or as amended by the City Council; 3. Adopt Resolutions Nos. 6561 and 6562 approving the Addendum to the Westfield Shoppingtown Expansion Environmental Impact Report and Architectural Design Review 05-026. Denial If the City Council intends to deny the Project, the Council should provide staff with re2sons for the denial described in their motion and direct staff to prepare - the appropriate resolutions for adoption at a later meeting. ~ Approved By: ~~~c'~.~-'~'~"~ ~,[er`_ William R. Kelly, City Man ger ADR OS-026 Page 33 SECTION 7 ATTACHMENTS 1. Ordinance No. 2135 (approved in 2000) 2. Ordinance No. 2136 (approved in 2000) 3. Resolution No. 6197 (approved in 2000) 4. Resolution No. 6198 (approved in 2000) 5. Resolution No. 6199 (approved in 2000) 6. Resolution No. 6245 (approved in 2001) The following items have been distributed under separate cover: 1. Comments received from the public on the project as well as the City's responses to those comments (distributed concurrent with Staff Report) 2. Volume I Addendum to the Westfield Shoppingtown Expansion EIR - Westfield 5anta Anita Improvements. 3 Volume II Technical Appendices C-G - Addendum to the Wes~eld Shoppingtown Expansion EIR - Westfield Santa Anita Improvements 4. HR&A Analysis of Potential "Urban Decay", dated October 2006 5. Volume I Final EIR for the Wes~eld Shoppingtown Expansion - certified September 5, 2000. 6. Volume II Technical Appendices for the Wes~eld Shoppingtown Expansion - certified September 5, 2000. 7. Volume III - Response to Comments for the WestField Shoppingtown Expansion - certified September 5, 2000. ' 8. Plans of Westfield Santa Anita - Mall Revitalization Phase 1B - Architectural Design Review ADR 05-026 Page 34 RESOLUTION NO. 6561 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA APPROVING THE EIR ADDENDUM TO ENVIRONMENTAL IMPACT REPORT AND ADOPTING THE STATEMENT OF ENVIRONMENTAL EFFECTS AND FINDINGS BASED UPON THE EIR ADDENDUM FOR ARCHITECTURAL DESIGN REVIEW ADR 2005- 026 ON PHASE 1 B OF THE EXPANSION OF WESTFIELD SHOPPINGTOWN - SANTA ANITA. WHEREAS, on September 5, 2000, the Arcadia City Council certified a Final Environmental Impact Report (State Clearinghouse No. 1999121063) ("EIR") for an approximate 600,000 square foot expansion of Westfield Shoppingtown-Santa Anita at 400 South Baldwin Avenue ("Original ProjecY'); and WHEREAS, pursuant to plans approved by the City Council on October 15, 2002 (ADR 2002-061), the first phase of the Original Project ("Phase 1 a") has been constructed and opened for business since October 1, 2004; and WHEREAS, in 2005, Westfield Corporation, Inc. submitted plans for architectural design review ("ADR 2005-026") for the second phase of the Original Project, which includes an approximately 100,800 square foot retail expansion and a subterranean two-story parking structure to accommodate 7S3 vehicles at the Westfield Shoppingtown-Santa Anita ("Phase 1 b"); and 1 6561 WHEREAS, pursuant to State CEQA Guidelines section 15164, subdivision (a), a lead agency shall prepare an addendum to a previously certified environmental impact report if some changes or additions are necessary to a project but the preparation of a subsequent or supplemental EIR is not required; and WHEREAS, the City determined that none of the conditions requiring preparation of a subsequent or supplemental EIR would occur from changes or additions to the Original Project described in ADR 2005-026, and that preparation of an Addendum to the EIR was appropriate; and WHEREAS, to consider the potential environmental impacts of the Original Project as changed or added to under ADR 2005-026 (the "ProjecY'), the City prepared an Addendum to the EIR in January 2005, pursuant to CEQA and the State CEQA Guidelines ("EIR Addendum"); and WHEREAS, pursuant to State CEQA Guidelines section 15164, subdivision (c), the EIR Addendum is not required to be circuiated for public review, but can be attached to the EIR; and WHEREAS, the City Council has reviewed the EIR Addendum and all other relevant information presented to it regarding the EIR Addendum; and WHEREAS, the City Council, after evaluating the environmental impacts associated with ADR 2005-026 and the Project, has concluded that 2 6561 none of the conditions requiring preparation of a subsequent or supplemental EIR have occurred; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Compliance with the California Environmental Qualitv Act. As the decision-making body for the Project, the City Council has reviewed and considered the information contained in the EIR Addendum and supporting documentation. The City Council finds that the EIR Addendum contains a complete and accurate reporting of the environmental impacts associated with ADR 2005-026 and the Project. The City Council further finds that the EIR Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The City Council finds that the EIR Addendum reflects the independent judgment of the City Council. SECTION 2. Findin s on Environmental Im acts. Based on the EIR Addendum and all related information presented to the City Council, the City Councii finds that the preparation of a subsequent or supplemental EIR 3 6561 is not required for the Project because Phase 1 b, as described in ADR 2005-026 and the EIR Addendum: 1. Does not constitute substantial changes to the Original Project that will require major revisions of the EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; 2, Does not constitute substanfial changes with respect to the circumstances under which the Original Project is undertaken that will require major revisions of the E!R due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects; and 3. Does not contain new information of substantial importance that was not known and could not have been known with the exercise of reasonable diligence at the time the EIR was certified, that shows any of the following: a. The Project will have one or more significant efFects not discussed in the EIR; b. Significant effects previously examined will be substantially more severe than shown in the EIR; 4 6561 c. Mitigation measures or alternatives previausly found not to be feasible would in fact be feasible and would substantially reduce one or more slgnificant effects of the Project, but the Clty decfined to adopt such measures; or d. Mitigation, measures or alternatives considerably different from those analyzed in the EIR would substantially reduce one or more significant effects on the environment, but which the City declined to adopt. SECTION 3. Approval of EIR Addendum. The City Council hereby approves the EIR Addendum and adopts the "Statement of Environme'ntal Effects and Findings", which is based upon the analysis contained in the EIR Addendum, attached hereto as Exhibit "A" and incorporated herein by reference. SECTION 4. Notice of Determination. The City Council directs stafF to file a Notice of Determination with the Los Angeles County Clerk wifhin five (5) working days of Project approval. 5 6561 SECTION 5. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this ATTEST: !S/ ~~ S F~e ~ARR~~~'~ City Clerk of the City of Arcadia AP ROVED AS TO FORM i; / Stephen Deitsch City Attorney \~ day of~; 1S1 MICKE~ SE~AL Mayor of the City of Arcadia 6 6561 STATEMENT OF ENVIRONMENTAL EFFECTS AND FINDINGS I, INTRODUCTTON A. Background Information Westfield Santa Aruta (previously known as the Santa Anita Fashion Park) opened to the public in 1974. Westfield Corporation, Inc. purchased the mall in September 1998. The mall is a regional shopping center located on approximately 79 acres at South Baldwin Avenue in the City of Arcadia. Specifically, the Project site is bordered by the Santa Anita Racetrack and associated horse stables to the north; the Racetrack pazking lot to the east, and multiple-family residential uses to the west across Baldwin Avenue. In 7une, 1999, Westfield submitted various land use entitlement applications to allow for an expansion of up to 600,000 additional square feet of Gross Leasable Area ("GLA") as well as revisions to existing performance standazds and design guidelines. The proposed expansion included 465,000 squaze feet of retail shops/anchor stores, 110,000 squaze feet of multiplex theaters, 20,000 squaze feet of freestanding restaurants and 5,000 square feet of shopping center food court uses to be developed. On September 5, 2000, the Arcadia City Council adopted Resolution 6198, which amended the GeneraP Plan'Land Use desi~nation to increase the masimum floor azea ratio from .40 to .50, based on GLA. On October 3, 2000, the Arcadia City Council adopted the following ordinances and resolutions: Ordinance 2135, which amended pazking requirements and established a definition for the term "gross leasable area," Ordinance 2136, which reconfigured zone boundaries to permit the proposed expansion, and Resolution 6199, which set out an architectural design review process for each phase of development. Also on September 5, 2000, the Arcadia City Council certified the Final Environmental Impact Report (State Clearinghouse No. 1999121063) (hereafter referred to as the "Certified EIR") for the Westfield Shoppingtown Expansion Project. The Certified EIR analyzed the approximate 6D0,000 square foot expansion of Westfield Santa Anita (as described in the Certified EIR, tk~e "Project"). Council Resolution 6197 certified the Final EIR, adopted findings pursuant to the California Environmental Quality Act, adopted a statement of overriding considerations, and adopted a mitigation monitoring program• Westfield Santa Anita Citv af Arced~a , February 2007 Page I Statement of Environmentai Effects and Findings B. Description of Phase la In 2001, Westfield applied for architectural design review for the first phase of Project development, refened to herein as Phase la, pursuant to its entitlements and Resolution 6199. ADR 2001-001 requested azchitectural design approval of a 276,000 square foot GLA retail expansion and a parking structure to accommodate 1,220 cars at Westfield Santa Anita. This application was approved by the City Council on August 7, 2001 by Resolution 6245. Due to the subsequent withdrawal of two proposed tenants, Westfield submitted revised pians for Phase la in 2002. ADR 2002-009 requested architectural design approval of a 208,000+ square foot GLA retail expansion and a parking structure to accommodate 630 cars at Westfield Santa Anita. The proposed plans were similar in design to the previously approved Phase I a, however, some of the uses changed. The revised plans included a multi-screen theater, restaurants and retail tenants including a bookstore,. sporting goods store and entertainrnent uses. This application was approved by the City Council on March 19, 2002 by Resolution 6289. In September of 2002, Westfield submitted further revised plans under ADR 2002-061. The major change to the revised plans was the inclusion of a grade plus one level pazking structure (Parking Structure A) proposed south of Robinson's May and northeast of Macy's. The structure was in addition to the proposed pazking structure (Parking Structure B) located northeast of the expansion. In addition a~,400 squaze foot auto center was proposed to be located on the site to replace the existing 17,700 square foot JC P ey TBA (tire, battery and accessory) building that would be removed as part ofPhase la. R 2002-061 was a proved by the Arcadia City Council on October 15, 2002. ~~- Phase la, which has been constructed and opened for business since October 1, 2004, includes shopping center shuctures that are a combination of one and two stories. Within the Phase la area, approximately 181,093 squaze feet of GLA retail uses are located on two levels and include specialty stores within the shopping center. Approximately 912 net new square feet of food court area is also located on the first level. In addition, a 16-screen, 73,938-squaze-foot multiplex movie theater is located on the second.level. As part of these improvements, pre- existing retail uses, as well as some surface parking lot spaces, were removed. The building heights of the Phase la improvements vary from 36 feet at the entry to a maximum of 66 feet, including vertical elements. C. Description of P6ase lb In 2005, Westfield applied for architectural design review for a second unit of Project development, referred to herein as Phase lb, pursuant to its entitlements and Resolution 6199. ADR 2005-26 requests azchitectural design approval of approximately 100,800 square feet GLA of retail shops, including 10,000 squaze feet of restaurant uses, and the development of additional pazking to be located in the southwest quadrant of the property, within the building limit line for Westfield Santa Anita City of Arcadia . February 2007 ~ Page 2 Statement of Environtnental Effects and Findings Building Area C. The Phase lb retail improvements would consist of five blocks of retail buildings connected by an open air landscaped promenade. The retail uses would be located above two levels of parking, one of which would be developed partially at grade and one of which would be entirely subtenanean. The two new parking levels combined would provide 783 parking spaces, for a to4a1 on-site parking supply of 6,204 spaces. Phase lb would also include internal site access and circulation improvements, which includes a modified ring road extending from the southeast near the southern entrance of Macy's to the west around the Phase lb retail area and proceeding to the north towards Nordstrom. In addition, a semi-circular entry plaza, which would allow for the drop-off and pick-up of shopping center patrons, would be located to the immediate west of the Phase lb improvements at the termination of the southem Baldwin Avenue ingresslegress driveway. Furthermore, although not necessary to reduce any impacts, to improve existing circulation the Applicant has proposed to implement certain voluntary enhancements in the vicinity of fhe internal ring road, Driveway A and Gate 8. D. Description of Phase 2 Following completion of Phase lb, a total balance of approximately 229,0~7 squaze feet of the 600,000 squaze feet of GLA analyzed within the Certified EIR would remain to be developed within the Westfield Santa Anita property subject to architectural design review by the City and gross building area requirements. This remaining development increment, refened to as Phase 2, permits 168,907 square feet of retai] shops/anchor stores, 36,062 square feet of multiplex theater space, and 4,088 square feet of food court uses, in addition to the development of freestanding restaurants (up to 20,000 squaze feet) and is subject to future architectural design review pursuant to Resolution 6199. E. Scope of EIR Addendum At the request of the Ciry of Arcadia, an EIR Addendum was prepazed to evaluate and compare the environmental consequences of Phase lb with those disclosed in the Certified EIIt regazding the Project, and to determine and analyze whether impacts expected of Phase lb depart in any material way from the environmental impacts analyzed for the entire Project. A secondary pwpose of the Addendum is to identify the environmental impacts associated with buildout of the remainder (Phase 2) of the Project after implementation of the first two development increments (Phases la and lb). These impacts attributable to Phase 2 are also compazed with the analysis and findings within the Certified EIR. A final purpose of the Addendum is to provide an analysis of cumulative impacts based on current information regazding related projects in the surrounding azea. The findings included below incorporate, by reference, all previous findings and entitlements related to the Project and initially evaluated in the Certified EIR. Section 15164 of the CEQA Guidelines requires that "A brief explanation of the decision not to prepaze a subsequent EIR pursuant to Section 15162 should be included in an addendum to zao~ Pa~e 3 Sratement of Environmental Effects and an EIR, the lead agency's findings on the project, or elsewhere in the record." Below is a summary of the findings required pursuant to Section 15164 of the CEQA Guidelines, which summarize the analysis contained in the Addendum. IL STATEMENT OF ENVIRONMENTAL EFFECTS AND FINDINGS A. Aesthetics and Light and Glaze 1. Project Impacts in the Certified EIR As analyzed in the Gertified EIR, implementation of the Project would not require the alteration of existing landforms nor would it substantially alter the existing viewsheds and visual character of the site from the sunounding areas. (Addendum, p. 34j The existing commercial uses and proposed expansion were considered visually compatible (i.e., both commercial in nature) with the existing Santa Anita Racetrack located directly north and east of the site (Ibid.) In addition, the Certified EIR concluded that the Project would not visually impact the horse stables that are located directly north of the site, nor would it impact the large parking area east of the site, since the parking area is not considered visually sensitive. (Ibid.) In the Certified EIR, the maximum building height of the Project's restaurant pads in Building Areas A and B was limited to two (2) stories, 30 feet (as set forth in mitigation measure 4). (Ibid.) In addition, Ordinance No. 2136 reconfigured the H8 overlay zone, limiting the height of areas closest to West Huntington Drive to the height restrictions set forth in the C-2 zone, which include three stories or 40 feet The Certified EIR concluded that elevation differentials and the existing landscaping along Baldwin Avenue and the reduced building height would mitigate any potentially sib ificant aesthetic impacts. In addition, views of the existing Nordstrom building are biocked by tl~e existing berm and associated landscaping which ranLes between six and eight feet along Baldwin Avenue. Also, the pad elevation is approximately 20 feet be]ow Baldwin Avenue, which provides additional screening. (Ibid.) Further, the bulk and height of the existing center is partially buffered by the distance from the residences to the mall structures. Large arterial roadways separate the Project site from adjacent multi-family residences along Baldwin Avenue and Huntington Drive. (Addendum, p. 35) Regazding potentia] cumulative impacts from the Project, the Certified EIR concluded that there are no other proposed development projects which could combine to result in cumulative impacts to aesthetic resources in the Project area. As a result, cumularive aesthetic impacts were not considered significant. (Ibid) With the existing landscaping and implementarion of the following mitigation measures, it was concluded that potentially s n°nificant impacts to aesthetics would be reduced to less than significant. City otArcadie Westfield Sante Anita February 2007 T___ Statement of Environmental Effects and Findings 4.1.3.1. All site plans and architectural 6uilding elevations shall be ~ submitted to the City of Arcadia for review and approval by the Planning Commission and City Council in accordance with the Ciry's Architeciural Design Review Process. 9.1.3.2. The Development Services Department shall review and approve the Project's 1¢ndscape plans, prior to issuance of building permits. (Drafi EIR, p. 4-17.) ^ 9.1.3.3. The parking sfructure(s) shalI be architecturalty compatible with the ma11 architecture. 4.1.3.4. The proposed restaurant pads Zocated along Baldwin Avenue shall be limited to two (2) stories with a maximum height of 30 feet. (Addendum, p. 34) In addition to these findings, Resolution No. 6199 was adopted on October 3, 2000. This implements the provisions for the "D" Architectural Desi~ Zone overlay within the site, sets forth design guidelines for the site that established permitted uses and uses by conditional use permit, a Design Overlay Area for future development, a process for architectural desio review, pazking requirements, design guidelines for pazking facilities, signage standazds, landscaping standazds, height limitations and setbacks for Building Areas A and B along Baldwin Avenue and other guidelines for future development within the Project site. (Addendum, pp. 35-36). With regazd to light and glare, the Certified EIR concluded that existing ]andscaping and elevation differentials would screen residents adjacent to Baldwin Avenue from lighting of proposed restawant pads. In addition, existing vehicular traffic and street lighting on Baldwin Avenue would mask any additional lighting. No spillover of parking ]ot lighting would be anticipated Therefore, potential light and glare impacts are not considered significant and no mitigation is required. (Addendum, p. 35) ~ 2. Phase la Impacts Building heights within Phase la aze a combination of one and two stories ranging from 36 feet at the new entry to 66 feet when including towers and vertical elements. These heights aze below the 85-foot codified height limit evaluated in the Certified EIR and the maximum heights are snnilaz to the approxunately 62 foot height of the Macy's and Robinsons-May building. Views of the Phase la improvements from Baldwin Avenue are generally obstructed due to other intervening structures within the shopping center as well as the existing landscaped berm and elevation differential. Along Huntington Drive, landscaping partially obstructs views of Phase la development. No substantial changes to pre-existing views, including views of the Santa Anita Crrandstands and San Gabriel Mountains, resulted from development of Phase la. Therefore, unpacts related to views were less than significant. (Addendum, p. 36) Westfield Santa Anite City ot Arcadia Feb}uary 2007 Page 5 Statement~of Environmental Effects and Phase la was constructed in an architectural style using elements and colors that complement the pre-existing structures at the shopping center. Landscaping for Phase la enhanced the pre-existing landscaping on the site with the planting of palm trees, deciduous trees, and flowering shrubs. In addition, building massing was consistent with e~:isting structures and building heights were similar to or less than existing building heights as described above. Therefore, impacts related to visual character were less than significant. (Addendum, p. 36J Phase la did create new lighting, but such lighting was directed to prevent spillover to the maximum extent practicable. In addition, the Phase la improvements did not create light spill that exceeded the City threshold of 0.1 foot candles onto residential uses. Phase la also did not employ highly reflective materiais which could contribute to glare. Light and glare impacts associated with Phase la were less than significant. Thus aesthetics and light implicatipns of Phase la aze within the envelope of impacts analyzed in the Certified (Addendum, pp. 36-37) 3. Phase lb Impacts Heights of the new Phase lb retail buildings would be approximately 2~ feet with certain azchitectural features up to approximately 50 feet above finished floor, which is less than the 8~- foot maximum height allowed within much of the Project site per the H8 overlay zone. Given the variation in the site's Yopography, Phase lb structures and stores would appear as one to two stories depending on the vantage point. The finished elevations of the Phase Ib retail buildings would be consistent with the elevations of existing shopping center structures and would be much lower than the 85-foot height limit approved for the Project. (Addendum, p. 37-38) Views of the proposed Phase lb retail buildings would be generally obstructed from Baldwin Avenue and adjoining residences due to the elevation differential and existing landscaped berm. Additionally, with the exception of the parking structure entrance/exits, the proposed Phase lb parking azeas would not be visible from any vantage point as they would be integrated with the topography of the site and the new retail buildings. As the elevations of Phase lb structures would be consistent with the existing shopping center, long-range views of the San Gabrie] Mountains to the north would continue to be available from West Huntington Drive. Additionally, no impacts to views of the Santa Anita Racetrack Grandstands would occur since Phase lb would not be located within its view corridor. Due to their height and location, the Phase lb improvements would also not obstruct any scenic views of the Los Angeles Arboretum. (Addendum, p. 38) Views from the interior of the Westfeld property would not substantially change, although new perimeter construction may allow new vantage points. View of the Racetrack Grandstands from the top of the northern pazking structure of the Westfield property would not be affected by the Phase lb improvements. (Addendum, p. 44) • City of Arcadia February 2007 se~~a Paar F. Statement of Environmenta] Effects and Findings The Phase lb buildings would also present substantially more varied building forms and architectural character than the existing shopping center's west faqade does at present. Building materials would reflect a contextual inspiration with an emphasis on California textures and colors and include varied architectural details. Phase lb would also incorporate a landscape plan that would be in keeping with the existing landscaping theme. Overall, Phase lb's architectural design and landscaping would complement the existing shopping center, and Phase lb would have a less than significant impact on existing visua] character. (Addendum, p. 44) With regard to light and glare, Phase lb would comply with the guidelines for the site established by previous entitlements. Overall, Phase lb improvements would not create light spill that would exceed the City threshold of 0.1 foot candles onto residential uses. Building materials proposed as part of Phase lb, including materials within the central outdoor azea of the Project, would consist of materials that are not highly reflective. Therefore, consistent with the Findings for the Certified EIR, light and glare impacts associated with Phase lb would be less than significant. (Addendum, pp. 44-47) 4. Phase 2 Impacts While the precise location and desib of new buildings has not yet been determined, additiona] GLA could be provided within the designated building areas on the site. Thus, building heights would be required to be within the allowable limits set forth for the Project site pursuant to Project entitlements. The remaining increment(s) would also be subject to the other desi,~n guidelines established for the site, including those regarding landscaping, lighting and building setbacks for the Project approved in Resolution No. 6199, as wel] as the mitigation measures set forth in the Certified EIR. Furthermore, Phase 2 would also be reqnired to comply with the Architectural Design Review process. Overall, all of the aesthetic and view implications of Phase 2 are expected to occur within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 47-48j 5. Cumulative Impacts ° Four related projects are located within some of the same viewsheds of Westfield Santa Anita: the senior housing development at 650 West Huntington Drive, the Methodist Hospital Master Plan, the Recreation/Community Center on Campus Drive, and the racetrack mall development project. The senior housing development, which would be ]ocated directly across the Westfield site at the southeast corner of Huntington Drive and Baldwin Avenue, would be separated from the Project by Huntington Drive, which includes a median with rnature landscaping as well as landscaping. The Methodist Hospital Master Plan and the Recreation Community Center projects to Westfield Santa projects aze generally not within the same view corridor as the Project. Thus, potential cumularive aesthetic impacts resulting from nnprovements within Westfield Santa Anita and development of the above related projects --- would not be significant. (Addendum, p. 48) CiTy of Arcadio Westfield Senta Anim February 2007 PSgE 7 Statement of Environmental Effects and Findings The racetrack mall development project, located to the east of the Westfield site, would be required to address, among other things, the community objectives identified in the General Plan including maintaining architectural compatibility with the historic racetrack grandstand, preserving views of the grandstands along Huntington Drive and for the racetrack mall development to provide pedestrian and vehicular linkages to Westfield Santa Anita. Therefore, assuming compliance with these requirements, similar to the conclusion reached in the Certified EII2, cumulative impacts on aesthetics including visual chazacter, views, light and ~ glare associated with development within West&eld Sanfa Anita and other related projects would be less than significant. (Addendum, pp. 48-49) 6. Addendum Findings Based on the discussion above, Phase lb would not produce new or substantially worsen any aesthetic impacts, including those associated with aesthetic character, views and light and glaze. Rather, aesthetic impacts would be less than significant and such impacts would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 50) Fur[hermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen aesthetic impacts as development would comply with the mitigation measures and other regulations established for the site. Thus, Phase 2's impacts on aesthetics and views would also be less than significant and would be within fhe envelope of impacts analyzed in the Certified EIR (Ibid.) B. Air Quality 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that air quaIity impacts during construction would be well below si~ificant threshold levels. (Addendum, p. 56) Potential construction dust soiling impacts would be confined mainly to cazs parked near individual construction sites, but not to any neazby homes or oYher dust-sensitive uses. (Addendum, p. 56-57) In addition, daily equipment exhaust would be below SCAQMD thresholds and air quality standazds will not be exceeded during construction because of the limited total volume of emissions and the mobility of the emission sources. (Ibid.) ' In addition, the individual cancer risk from diesel exhaust would not be significant. Eecause the large surrounding pazking lot creates a substantial disturbance buffer and because of the direction of daytime winds; the diesel exhaust exposure from on-site construction equipment would be below the cancer risk threshold at the nearest homes along Baldwin Avenue and/or Huntington Drive. Further, while there may be some concerns regarding ACMs within existing CiTy of Arcadia Wesffield Santa Anita February 2007 Statement of Environmental Effects and Findings buildings, adequate mechanisms are in place to insure safe exposure for both asbestos abatement workers as well as the general publia (Addendum, p. 57J In addition, the Project would maintain a less than si~ificant threshold for VOC-containing compounds through the use of building materials that are pre-coated under factory conditions and limiting the amount of paint and other VOGcontaining compounds applied on a given day. (Ibid.) Regarding localized air quality impacts, the analysis for 21 intersections in the Project area presumed worst-case conditions for maximum local and regional CO exposure occurring at the same time calculated at 25 feet from the roadway edge. However, most residences near the Project site are generally beyond 25 feet from the edge of the roadways analyzed. In addition, the analysis shows that peak hour CO levels, even in very close proximity at all but one of the analyzed intersections, do not exceed the California one-hour CO standazd. Further, for the one location with a possible existing exceedance, Huntington Drive and Rosemead Boulevard, the theoretical peak levels would drop to below the standard by 2002 because of "cleaner" cars in the future. Also, all future one-hour CO concentrations for theoretical worst-case conditions would be below the'allowable threshold. Further, the Project would not cause any new exceedanbes of the standards, nor measurably or substantially worsen any existing exceedances of the one-hour CO standazd. (Ibid.) Regarding odors from the racetrack horse bams, odor has not been a major issue at the existing shopping center. Existing odors are minimized by prevailing winds and by odor/manure management practices at the tr~ack and barns. During hours when the shopping center use is heavy, winds are overwhelmingly from the Project site toward the barns. Barn odor during the day is carried from the barns toward the grandstands. Although odor potential reaches a maYimum late at night, the site use is essentially zero at that rime. In addition, although expanded uses would bring more people to the shopping center, the character or intensity of existing odors would not change as a result of the Project. Odor impacts aze, therefore, less than significant. (Addendum, p. 57-58) Regarding mobile source impacts to air quality, there is only a limited potential for reducing any large percentage of these Project impacts since a11 potentially s banificant air quality impacts corne from mobile source emissions and aze beyond the direct control of the Project Applicant. Although some "standazd" mitigation measures such as using dust control measures during conshuction will be adopted, they fail to address the basic transportation-related air quality impacts. Mitigation of Project-related andior cumulative air quality impacts would be limited in scope and are clearly not of sufficient magnitude to achieve sub-significance threshold levels. Therefore, Project-specific and cumulative development in accordance with the City of Arcadia General Plan may contribute to the cumularive air quality problems in the South Coast Air Basin ("SCAB") due to generation of motor vehicle traffic. As a result, Project-related air quality impacts aze considered a significant unavoidable adverse impact. (Addendum, p. 58) zoo~ Page 9 Statement of Envuonmental Effects and Findings Although the Project may result in significant air quality impacts, the Project is consistent with transportation control measures ("TCMs") to reduce the number of vehicle trips' (i.e., through encouraging carpooling and high occupancy vehicle usage). These TCMs are contained in SCAG's Regional Comprehensive Plan and Guide ("RCPG") and the Air Quality Management Plan ("AQMP") adopted by the City. Therefore, the Project promotes the RCPG and AQMP policies relating to the promotion of high occupancy vehicle/transit use. (Ibid.) The Certified EIR included the following mitigation measures that reduce the potential impacts to the extent feasible: 4.2.3.1. The Project shall include suppression measures for fugitive dust and those associated with construction equipment in accordance with SCAQMD Rule 403 and other AOMD requirements. Przor to the issuance of grading permits the Project Applicant shall submit a fugitive dust control plan to the Development Services Department for review and approval. The fugitive dust control plan shall require the construction contractor to implement measures which may include, but not be limited fo, the following: a. Using adequate water for dust control (preferably using reclaiined waterj. b. Operating street sweepers or roadway wushing trucks on adjacent roadways to remove dirt dropped by construction vehicles or dried mud carried , off by trucks moving dirt or bringing construction materials. c. Covering trucks or wetting down loads of any dirt hauled to or from the Project site. d. Performing low-NOx emissions tune-ups on on-site eguipment operating on-site for more than 60 days e. Requiring .on-site contractors to operate a congestion relief program including: Rideshare incentives for construction personnel. Lane cZosures limited to non peak traffic hours. Receipt of construction materials scheduled for non peak traffc " periods where possible. 4.2.3.2. The Project Applicant shall encourage future visitors of the Project to utilize altern¢tive forms of transporiation through incorporation of the following measures: Citv of Arcadie Westfiefd SaAta Anita Fehruary 2007 Page lo Statement of Environmenral Effecu and Findings a. Provide preferential p¢rking spaces for employee carpools and van pools. b. Provide on-site bus shelters as determined necessary fiy the Development Services Director ¢nd provide a well-lighted, safe path to the rnall entrances. The design of the new shelters shall be comparible with the design of the mall and shall be subject to the review and approval of the Development Services Director. c. Work with the City of Arcadia to implement a public outreach program that promotes altern¢tive methods of transportation through information kiosks located in the mall. (Addendum, pp. 55-56) 2. Phase la Impacts Air quality impacts for Phase la were less than those analyzed in the Certified EIR. Specifically, mobile source emissions are primarily a function of the analysis year because future yeazs benefit from the phasing out of older, more polluting vehicles. Since the Certified EIR conservatively analyzed a buildout year of 2002, actual emissions from Phase la were less, where only a portion of the overall Project was built in the yeaz 2004. In addition, Project- related regional operational emissions are below the thresholds set by the SCAQIvID. Also similar to the Project studied in the Certified EIR, localized CO impacts are concluded to be less than significani. In addition, snnilaz to the Project studied in the Certified EIR, with incorporation of mitigation measures, construction emissions associated with Phase 1 a were less than significant. (Addendum, p. 58) 3. P6ase lb Impacts Construction During construction of Phase lb, regional emissions of CO, NOx, ROC, SOx, PM~o, and pM>,5 would be below the significance thresholds set forth by the SCAQMD. Thus, such impacts would be less than significant without incorporation of mitigation measures. These emissions represent the peak-construction day, and as such, average daily emissions would be considerably lower. (Addendum, p. 60) Construction ofPhase lb would not result in any short-term localized impacts, as Project- related fu?itive dust and construction equipment combustion emission wouid not cause an incremental increase in locali2ed PM~o and PMz.s concentrations of 10.4 µg/m' or NOa or CO ambient air quality standazds to exceed their respective AAQS at a sensitive receptor location. With regard to toxic air contaminant (TAC) emissions, haul truck activity and heavy equipment operations during construction of Phase Ib would yield a masimum off-site individual cancer zoo~ T~.~~ ~ 1 Sfatement of Environmental Effects and Findings risk of 1.0 in a million, where the maximum impact occurs west of the Project site. As the Project would not emit cazcinogenic or toxic air contaminants that individually or cumulatively exceed the maximum individual cancer risk of ten in one million, Project-related toxic emission impacts would be less than significant. (Ibid.) Projected construction emissions associated with Phase lb would not result in any exceedances of the SCAQMD daily conshvction emission significance thresholds. As such, similar to the Project studied in the Certified EIR, Phase lb construction impacts would be less than significant. (Ibid.) The Project studied in the Certified EIR did not contemplate the additional export of soil required for the proposed below grade parking. As a result, emission association with haul activity increased. However, the overall acreage of disturbance is expected to decrease from four to three acres. These changes in emissions aze also a function of changes in SCAQMD recommended methodology subsequent to completion of the Certified EIR and do not reflect a material change in the intensity of onsite construction activities. Overall, projected construction emission associated with Phase lb would not result in any exceedances of the SCAQMD daily construction emissions significance thresholds. As such, similaz to the Project studied in the Certified EIR Phase ]b construction impacts would be less than significant. (Addendum, p. 61) Operation Operational emissions associated with Phase lb would be within the envelape of emissions provided in the Certified EIR. Overall, projected emissions from Phase Ib development would be approximately I7 percenf of CO, 8 pereent of NOx, 19 percent of PM~o, and 6 percent of ROC of the emissions projected in the Certified EIR for the Project. While operational emissions associated with the entire Project in 2000 were projected to exceed the SCAQMD daily significance thresholds for CO, NOx, and ROC, emissions from Phase lb would not exceed the SCAQMD daily significance thresholds for any of the analyzed pollutants. Therefore, in contrast Yo the analysis for the Project studied in the Certified EIR, operational emissions for Phase lb would not be significant. PMZ,S emissions were not calculated in the Certified EIR for the Project since SCAQMD only adopted standards for PMZ.S within the past few months. Thus, a comparison of PMZ.S emissions from Phase lb with those for the Project within the Certified EIR is not feasible. However, operational emissions of PM~,S for Phase lb aze less than the new SCAQMD recommended significance threshold. In addition, cuxnulative operational air quality impacts would not be significant for Phase lb development, contrary to the Project studied in the Certified EIR. (Addendum, p. 62) , L,ucalized CO emissions generated by Phase lb traffic would fall below SCAQMD thresholds. Therefore, the Project would not have potential to cause or contribute to a significant impact with respect to weekday and weekend one-hour or eight-hoar local CO concentrations Arradia y 2007 Wes[field Santa Page 12 Sta[ement of Hnvironmental Effects and Findings due to mobile source emissions. Consequently, sensitive receptors in the area would not be significantly affected by CO emissions. (~iddendum, p. 63-63) Since Phase ]b is consistent with the City of Arcadia's General Plan's growth and land use policies, Phase lb is considered consistent with the region's air quality plans. Thus, Phase lb would not conflict with or obstruct implementation of the AQMP. (Addendum, pp. 64-6.iJ Phase 2 Impacts Similar to the Project studied in the Cenified EIR and Phases ]a and lb, with incorporation of mitigation measures, construction emissions associated with buildout of Phase 2 would be less than significant. (Addendum, p. 65j Development of Phase 2 together with the emissions for Phase 1 b would not result in any significant impacts associated with regional emissions with the exception of ROC (which is the same as the Certified EIR). Therefore, operational emissions would be less than significant for al] other pollutants and within the envelope of envirorunental impact set forth in the Certified EIR. (Ibidj Localized CO emissions nenerated by Phase 2 uaffic would fall below SCAQMD thresholds. Consequently, sensitive receptors in the area would not be sia ificantly affected by CO emissions. (Ibid) 5. Cumulative Impacts There are 31 related projects identified within the general Project study area. Per SCAQMD rules and mandates and the CEQA requirement that sia ificant impacts be mitigated to the extent feasible, related Projects would comply with SCAQMD Rule 403 requirements and implement all feasible mitigation measures to reduce air quality impacts. Thus, similar to the conclusion reached within the Certified EIR, Phase lb's overall contribution to regional air quality impact during short-term construction activities would not be cumulatively significant. (Addendum, p. 66) Development of the Project would have a less than si~ificant cumulative air quality impact. In addition, a]ocalized CO impact analysis was conducted for cumulative traffic (i.e., related projects and ambient growth through 2015) and determined no local CO exceedances would occur at any of the studied intersections. Therefore, the proposed Project would not have a significant cumulative impact on localized air quality. Regarding cumulative operational impacts, the Certified EIR stated, however, that cumulative development in accordance with the adopted City of Arcadia General Plan would contribute to the cumulative air quality problems in the South Coast Air Basin due to the generation of motor vehicle traffic, resulting in a significant unavoidable adverse impact. As the air quality impacts of Phase lb and Phase 2 would also V.`es~field Santn Anita Ciq' of Arcadie Febtuary 2007 Statement of Environmental Effects and Findings contribute to the ctunulative air quality problems in the South Coast Air Basin, cumulative operational impacts would conservatively contribute to a significant and unavoidable impact consistent with the Certified EIR. (Addendum, p.67, Certifed EIR, p. 4-36) 6. Addendum Findings The mitigation measures within the Certified EIR would be implemented and would further reduce the already less than significant construction emissions. Contrary to the analysis for the Project studied within the Certified EIR, Phase lb would not exceed the thresholds set hy the SCAQMD for regional operational emissions. Overall, air quality impacts associated with Phase lb would be within the envelope of impacts analyzed in the Certified EIlt. (Addendum, p. 69J As discussed above, it is expected that subsequent development of Phase 2 would not produce new or substanY3a11y worsen air quality impacts identified in the CertiSed EIR. In addition, the impacts of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Ifiid) , C. Geolog,y/Soils 1. Project Impacts in the Certified EIR The Certified EIR concluded that although moderate to high intensities of seismic ~~roundshaking can be expected to occur on-site, the effects can be miti~ated by conformance with the latest liniform Building code and/or recommendations of the Structural Engineers Association of California for seismically resistive design of structures. Therefore, no si~ificant impacts related to regional seismicity are anticipated. (Addendum, pp. 72-73) The Certified EIR also concludes that no landslides are present on or near the site of the Project. Also, there aze cunently no problems relating to runoff and erosion since the Project site is fully developed and would remain covered in either asphalt or building materials. Similazly, because the Project site is already b aded, disruption or displacement of on-site soil would be minima] during the construction phase of the Project. In addition, on-site soiis aze already compacted and covered by pavement and there is no evidence to suggest that the soils are not suitable for development. Also, due to past grading activities for the existing mall, the site is relatively flat and no impacts relating to gross slope stability aze anticipated. (Addendum, p. 73) Further, as concluded in the Certified EIR, no liquefaction hazazds were identified for the Project site. Although the alluvial deposits undemeath the Project site may be subject to differential settlement during any intense seismic shaking, such settlement is not anticipated to occur to the degree necessary to cause much damage. (Ibidj Watfield San[a Anita City of Arcedia February 2007 ~ Page 14 Statement of Environmental Effects and Findings In addition, the Certified EIR concluded that cumulative geotechnical impacts wot~ld be reduced to less than significant as cumulative projects adhere to mitigation measures contained in site-specific geotechnical reports, building codes, and grading ordinances. Therefore, cumulative geotechnical impacts related to the Project are not considered significant. With the implementation of the mifigation measures below, any potential geotechnical impacts from the Project were concluded to be reduced to less than sia ificant. (Ibid) 4.3.3.1. All grading operations will be conducted in conformance with ' the applicable City ofArcadia Grading Ordinance and the most r•ecent version of the Uniform Building Code (for seismic criteri¢). (Addendum, p. 72) 4.3.3.2. The grading and foundation plans, including foundation loads, shall be reviewed by a registered Soils Engineer. The fndings and recommendations of the Soils Engineer shall be compiled in a geotechnical report and submitted to the City~ of Arc¢dia for review and approval prior to issuance of gr¢dingpermits. (Ibid.) 2. Phase la Impacts Phase la development is subject to strong seismic groundshaking during a seismic event. However, Phase la was completed in accordance with the mitigation measures cited in the Findings for the Certified EIR. These mitigation measures include compliance with City gading requirements and the Uniform Building Code (UBC) requirements as well as the recommendations set forth in a specific geotechnical report prepazed by a rea stered Soils Engineer for the proposed development. Thus, potential impacts associated with strong seismic groundshaking were reduced to less than sigrificant levels. In addition, no conditions or issues exist at the site that would contribute to the potential for landslides or liquefaction. (Addendum, p. 73-74) 3. P6ase lb Impacts Approximately 200,946 cubic yards of earthwork (i.e., total soil handled and moved} would be required for the Phase lb improvements. Phase lb would be developed in accordance with the City of Arcadia's regulatory requirements regarding grading and erosion control, UBC requirements, and the recommendations set forth in a site specific geotechnical report to be prepared by a registered soils engineer for Phase lb. Compliance with the regulatory requirements, which aze also set forth as mitigation measures in the Certified EIR, would ensure that potential impacts associated with soil stability would be less than significant. (Addendum, p. 74) of Arcadia . ~ary 2007 Santa Statement of Environmental Effects and Findings Phase lb development would be subject to strong seismic groundshaking during a seismic event. Compliance with regulatory requirements described above would also ensure that potential impacts associated with strong seismic groundshaking would be less than significant. In addition, as described above, no conditions or issues exist at the Project site that would contribute to the potential for landslides or liquefaction. Thus, the geoloa cal implications of Phase Ib would be less than significant and would be within the envelope of impacts analyzed in the Certified EIR. (Ibic~ 4. Phase 2 Impacts Development of Phase 2 would be completed in accordance with the City of Arcadia's regulatory requirements regarding gradin~ and erosion control, UBC requirements, and the recommendations set forth in a site specific geotechnical report to be prepared by a registered soils engineer. Compliance with these regulatory requirements (which aze also set forth as mitigation measures in the Certified EIR) would ensure that potential impacts associated with soil stability and strong seismic a oundshaking would be less than significant. Geological impacts of Phase 2 would be consistent with the Findings for the Certified EIR. Thus geological implications would be within the envelope of the Certified EIR. (Addendum, p. 74) 5. Cumulative Impacts Cumulative development in the area, inclusive of the retail, office, and entertainment uses proposed as part of fhe racetrack mall development project, would, however, increase the overall potentiai for exposure to seismic hazards by potentially increasing the number of people exposed to seismic hazards. However, as with the Project studied in the. Certified EIR, related projects would be subject to established guidelines and regulations pertaining to seismic hazards. As such, adherence to applicable building regulations and standard engineering practices would ensure that cumularive impacCS would be less than significant. (Addendum, p. 75) 6. Addendum Findings Phase lb would not produce new or substantially worsen geological impacts. Consistent with the Findings for the Certified EIR, geological impacts would be reduced to les~ than significant levels with the incorporation of mitigation measures identified in the Certified EIR for the Project studied in the Certified EIR. No new mitigation measures would be required. Therefore, geological implications of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp• 75-7~ Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen geological impacts. With incotporation of the mitigation measures, Arcadia y 2007 se~ta PaaP t(. Statement of Emironmental Effects and Findings Phase 2's impacts on geology would also be reduced to less than significant and would be within the envelope of impacts analyzed in the Certified EIR. (Ibid) D. Land Use/Planning 1. Project Impacts The Certified EIR concluded that since the ProjecYs proposed uses are consistent with the existing commercia] uses at the Project site, no potential land use impacts are associated with the Project. In addition, since the existing uses and the Project consist of an enclosed mall, no significant land use impacts related to the existing pazking azea are anticipated. Further, the proposed restaurant within the northerly restaurant pad is ]ikely to be enclosed and would limit potential odor related impacts from the racetrack stables. In addition, Project-related traffic and noise impacts would be mitigated to a level of below significance. Therefore, the Project is considered environmentally compatible with the surrounding land uses. Further, the Santa Anita Racetrack is not considered a sensitive land use and would not be sio ificantly impacted by the Project. Regarding potential impacts to existing residences from the proposed commercial uses, an existing six- to eight-foot landscaped berm along Baldwin Avenue would reduce any potential ]and use compatibility impacts. As a result no significant impacts are anticipated. (Addendum, p. 79) Regarding the potential "worst-case" scenario of construction within 350 feet of existing residences at the site's eastern border, these units are separated from the proposed expansion area by West Huntington Drive, an eight-lane divided hiahway with a landscaped median. ' As a result, it is unlikely that adjacent residents would perceive any increases in noise, light and glaze, or on-site activity. Therefore, no land use compatibility impacts aze anticipated. (Ibid) The Project is consistent with all the elements of the General Plan, with the exception of the Air Quality Element. Air quality impacts aze further discussed in these findings. The Project is also consistent with most of the policies of the Regional Comprehensive Plan and Guide ("RCPG") adopted by the Southem Califomia Association of Govemments ("SCAG"). Further, the Project fully complies with or meets the intent of the majority of SCAG's ancillary/advisory policies and is consistent with SCAG's employment forecasts for the City of Arcadia. Therefore, no significant impacts with regazd to consistency with land use policies and plans aze anticipated. (Addendum, pp. 79-80) In addition, the Project, along with related projects in the surrounding azea, has already been anticipated and is included in the Arcadia General Plan. In addition, the Project site is considered appropriate for the proposed expansion due to the commercial nahue of the surrounding azea to the north and east. In addition, none of the cumulative projects would require the disruption or division of the physical arrangement of an existing community. As such, cumulative land use impacts aze not considered si~nificant. With the implementation of Ciry of Arcadia ~ M'es[field Santa Anim Febnary 2007 , Page 17 Statement of Environmental Effects and the mitigation measure below, any potential impacts to land use and/or planning would be reduced to ]ess than significant. (Addendum, p. 80) 4.4.3.1. The Project shall be designed in accordance with ¢Il relevant development standards and regulations set forth in the Zoning Ordinance, City Council Ordinance 1425 and Resolution 4185, as amended. (Addendum, p. 79.~ 2. Phase la Impacts Phase la consisted of the expansion of Westfield Santa Anita by 255,943 square feet of new GLA, adjacent to existing buildings and within the building envelope considered in the Certified EIR. New uses for Phase 1 a(e.g., restaurant, multiplex theatre, specialty stores) complement and suppor[ the commercial uses that were already established. In addition, Phase la did not result in any significant impacts associated with traffic, noise, air quality, hazazds or viewsheds. Therefore, Phase la is compatible with existing uses on the site and in the vicinity and does not divide an established community. Land use compatibility impacts associated with Phase la were less than si~nificant. (Addendum, p. 80j Phase ]a is consistent with the land use and planning regulations set forth for the site, including the site's C-2 zoning and Commercial General Plan land use desia ation. In addition, the Phase la improvements were implemented in accordance with the "D" Zoning overlay for the site and the land use micigation measure above, both of which require compliance with the standazds set forth in Resolution No. 6199. With regazd to the "H8" Zoning overlay for the site, the building heiehts within Phase la are lower than the maximum 85-foot height limit set forth by this overlay zone. (Ibidj Since the Project studied in the Certified EIR was demonstrated to be consistent with relevant SCAG polices, and Phase la is consistent with the development expectations of the Project studied in the Certified EIR, then Phase la is also consistent with the relevant SCAG policies. (Addendum, p. 80-81) 3. Phase lb Impacts Phase lb improvements would be developed adjacent to existing buildings and within the building envelope considered in the Certified EIR. The uses within Phase lb (e.g., ~retail, specialty stores, etc.) would be similar to or would complement the commercial uses that are already established within the 'site. Wide roadways, landscaped .berms, parking, and topogaplucal changes would substantively sepazate the Phase lb uses within the site from the residential uses within the vicinity. In addition, the proposed Phase Ib improvements would be separated from the Racetrack and associated pazking uses by the existing shopping center structures. Phase lb would not result in any significant impacts associated with traffic, noise, air quality, hazazds or viewsheds. Thus, the Phase lb uses would be compatible with existing uses City of Arcadia ~ W~e1d Senta Aoita February 2007 P3Ee 18 Statement of Environznental Effects and in the Project vicinity and would not divide an established community. Therefare, land use compafibility impacts of Phase lb would be less than significant. (Addendum, p. 81) The retail and restaurant uses within Phase lb would be consistent with uses permitted under the site's underlying C-2 zoning. In addition, the Phase lb improvements would comply with the "D" Zoning overlay for the site and the land use mitigation measure above, both of which require compliance with the standards set forth in Resolution No. 6199. Phase lb would also be developed in accordance with the Desi~ Guidelines set forth by Resolution 6199. With regard to the "H8" Zoning overlay for the site, the building heights within Phase lb would be much lower than the rnaximum 85-foot height limit sef forth by this overlay zone. (Addendum, p. 81-82) Relative to consistency with the City of Arcadia General Plan, the proposed uses (e.g., retail, specialty stores, etc.) would be consistent with the uses set forth for the Commercial ]and use designation of the site. In addition, with the proposed Phase lb improvements, the FAR within the site would remain below the permitted FAR of 0.50. When the total amount of development allowed on the site per the Certified EIR is divided by the size of the site in square feet, the FAR for the site is 0.44, under the permitted 0.5 FAR. (Addendum, p. 82j With regard to consistency with regional plans, Phase lb generally supports the relevant policies set forth in SCAG's Regional Comprehensive Plan and Guide. Phase lb would also be consistent with SCAG's Regional Comprehensive Plan and Guide as the uses would be consistent with those evaluated in the EIR and would represent oniy a portion of the floor area and building envelopes evaluated in the Certified EIR. In addition, Phase lb development would support those policies regarding economic viability, infill development and redevelopment. Thus, impacts of Phase lb associated with consistency with regional plans would be less than significant. (Ibid) 4. Phase 2 Impacts Phase 2 would include up to approximately 229,0~7 square feeY of GLA within Building Area C and the freestanding areas of Building Area A and Building Area B. The uses proposed for Phase 2(e.g., retail, cinema, restaurant, etc.) would be consistent with the uses set forth for the Commerciai land use designation of the site. (Ibid) Phase 2 would also be subject to the mitigation measure described above, the zoning standards and design guidelines set forth for the site by the Municipal Code (including Ordinance 2135 and Ordinance 2136), as we11 as Resolution 6199. As Phase 2 would be required to undergo the architectural design review process, it is expected that the development of Phase 2 would occur in accordance with applicable standazds, guidelines, and regulations. Consistent with the Findings for the Certified EIFt, the land use impacts of Phase 2 would also be less than Westfield Santa Anita Citr of Arcadia Febrvary 2007 Paee 19 Statement of Environmental Effects and Findiags significant. Overall, land use implications of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 82-83) , 5. Cumulative Impacts The racetrack mall development project, the closest related project to the Westfield site, would require the rezoning on certain portions of the site from R-1 and S-1 to R-1 (Residential), S-1 (Special Use/Horse Racing) and CE (Commercial Entertainment). The General Plan designation for the southerly Racetrack parking lot site sets forth a number of compliance standards for new development, including, among others, retention of live horse racing at the Racetrack, preservation of the exisUng grandstand structure, land use compatibility with surrounding uses, respect for the architectural and cultural heritage represented by existing Racetrack buildings, phasing of development, and protection of public views of Racetrack grandstands. Other cumulative growth in the City of Arcadia would generally be limited to the expansion of existing uses on the same site and would be subject to existing land use reb lations and controls (i.e., zoning, General Plan designations, etc.). Assuming compliance with all applicable standards, it is anticipated that cumulative gowth would be consistent with the City's General Plan and other land use regulations, and thus, cumulative impacts with regard Yo land use consistency would be less than significant. (Addendum, p. 83) 6. Addendum Findings Phase lb would not produce any new or substantially worsen land use impacts. Consistent with the Findinas for the Certified EIR, Phase lb impacts with regazd to land use and planning would be less than significant with incorporation of the mitigation measure. No new mitigation measures would be required. Therefore, land use implications of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 84) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen land use impacis. With incorporation of the mitigation maasure, Phase 2's unpacts on land use would also be less than significant and would be within the envelope of impacts analyzed in the Certified E]R. (Ibid) E. Noise 1. Praject Impacts in the Certified EIR The Findings for the Certified EIlZ concluded that, with implementation of the mirigation measure below, construction noise would be confined to the daytime hours of lesser noise sensitivity by construction permit conditions. Demolition and new construction noise would be lazgely masked by existing traffic noise and blocked by much of the existing buildings, such that City of Arcadia ~ ~Vestfield Santa Anita February 2007 Page 20 Statement of Environmental Effects and Findings temporary construction activity impacts, even during maximum noise generation, would be less than significant. Therefore, with implementation of the mitigation measure, construction noise impacts would be reduced to a level of insienificance. (Addendum, p. 8~ 4.5.3.1 Construction activities are prohibited between the hours of 7 P.M. and 7 A.M. Monday through Saturday. (Draft EIR, p. 4-87.j Construction is prohibited on Sund¢ys and holidays, unless authorized by the Building ~cial. For operational noise, the Findings for the Certified EIR concluded that off-site traffic noise would only be increased by 0.4 decibels, which is undetectable by humans. Consequently, traffic associated with the shopping center expansion would not perceptibly change the noise environment. Operarional noise impacts would be less than significant. (Ibid) 2. Phase la Impacts As development of Phase la implemented the mitigation measure listed above from the Certified EIR, construction noise was confined to the daytime hours of lesser noise sensitivity by construction permit conditions. In addition, demolition and new construction noise was lazgely masked by existing traffic noise and blocked by much of the existing buildings, such that temporary construction activity impacts were less than significant. (Addendum, p. 89) Commercial activity associated with Phase la is similar to that associated with uses already on the site and includes retail deliveries, retail trash collection, customer loading, and parking. The Phase la improvements are located within the northeastern portion of the site. Thus, commercial activity from Phase 1 a is generally buffered from residential uses along Baldwin Avenue and along portions of Huntinb on Drive by other existing on-site commercial structures. In addition, the Phase 1 a improvements are located at a sufficient distance from these uses such that local roadway noise along Baldwin Avenue and West Huntington Drive remain the predominant noise source for residential uses west and south of the Project site. No significant changes in ambient noise levels for neazby sensitive receptors occurred as a result of on-site commercial retail uses associated with Phase 1 a(Ibid) 3. Phase lb Impacts Construction Peak construction noise levels for most of the equipment that would be used during Phase lb construction would range from 70 to 95 dBA at a distance of 50 feet from the source. The average (Ley) noise level generated by construction activity would generally range from 77 to 86 dBA at a distance of 50 feet. As traffic noise levels along Baldwin Avenue are approximately 68 dBA CNEL, construction noise levels could increase ambient noise levels west of the site by approximately 2.4 dBA CNEL. However, receptors to the west across Baldwin Avenue would 2007 Santa Anite Page 21 Statement of Environmental Effects and Findings also receive some additional noise attenuation from the berm located along Baidwin Avenue, and construction noise levels would likely only be intermittently noticeable given that Baldwin Avenue is a heavily traveled five-lane divided highway with a landscaped median. For residential uses along West Huntington Drive, ambient noise ]evels to the south may only increase by approximately 1.4 dBA CT1EL given the distance attenuation. Construction noise levels to the north neaz the horse stables located at Santa Anita Racetrack would be a maximum of 59 dBA L~ and below the measured ambient noise level of 61.1 dBA LeG at the stables. (Addendum, p. 91-92) Typical construction noise Ievels at receptor locations would realistically be less than projected since the noisiest equipment would not be used continuously. Construction contractors for Phase lb would also be required to implement responsible conshuction management practices such as temporary sound barriers or mufflers to reduce noise impacts. Phase lb would be constructed in compliance with the mitigation measure above regazding construction hours of operation, and as such, construction noise impacts would be less than significant. (Addendum, p. 92j While no noise sensitive uses are located in the Project site, customers may experience temporary short term construction noise while entering the exiting the shopping center. As the customers are not considered sensitive receptor, no mitigation measures are required. However, the Project applicant would implement measures as necessary (e.g. temporary barriers) to reduce construction noise levels and maintain a pleasant shopping experience. (Ibid.) Operation Outdoor operational activities associated with Phase lb would be similar to existing commercial retail uses on the Project site and would include' retail deliveries, retail trash collection, customer ]oading, and parking. Much of the commercial activity associated with Phase lb would be buffered from nearby residential uses by existing topography (particulazly along Baldwin Avenue due to the existing berm), mature landscaping within the adjacent roadway medians and along the adjacent roadways, and to some extent by existing structures. In addition, the proposed uses would be located at a sufficient distance from the residential uses such that local roadway noise would remain the predominant noise source in the Project area. Thus, none of the thresholds of si~ificance would be exceeded as no significant changes in ambient noise levels for nearby sensirive receptors would occur as a result of on-site commercial retail uses associated with Phase lb. (Addendum, p. 92) The outdoor space proposed as part of Phase Ib would be located within the central interior portion of the Phase lb improvements, with the majority of the outdoor space surrounded on all sides by the new buildings. This outdoor space may include an outdoor paging system and outdoor cafe and restaurant seating with amplified music. The average (Leq) noise level generated by outdoor azea activity (including amplified sound) would be 52 dBA Leq (1-hour) at City ot Arcadia Westfield Santa Anita Febnary' 2007 ~ Page 2z Statement of Environmental Effects and Findings 300 feet and 49 dBA Leq (1-hour) at 400 feet. Thus, noise levels along Baldwin Avenue and West Huntineton Drive at sensitive receptors would be less than the 55 dBA Leq noise level established in Section 46103 of the Arcadia Municipal Code for amplified sound. In addition, the variation in the topography and proposed heights of the Phase lb buildings would result in additional attenuation from intervening structures. (Addendum, pp. 92-93) The maximum traffic noise level increase associated with traffic from Phase lb would be along roadways adjacent to the Project site. The noise level increase would be 0.1 dBA along Huntington Drive and Baldwin Avenue. By way of reference, a 1 dBA increase in noise level is an almost imperceptible increase even under laboratory conditions. Overall, traffic associated with tbe Phase lb would not perceptibly change the noise environment and would result in a less than significant impact. (Ibid) Vibration Ground-borne vibration for Phase lb would be generated primarily during the site clearing, excavation, and erading processes when heavy materials are moved. The peak particle velocity (PPV) from bulldozer and heavy truck operations is shown to be 0.089 PPV and 0.076 PPV, respectively, at a distance of 2~ feet. The majority of construction activity would be further than 300 feet from the nearest sensitive receptor and well below the Federal Transit Administration (FTA) established PPV threshold of 0.2 inch per second. The distance to horse stables located at Santa Anita Racetrack is approximately 1,300 feet. At this distance vibration levels would be even lower and well below the FTA established PPV threshold. Excavation for the parking structure would be conducted using excavators which do not generate substantia] vibration leveis. In addition, no pile driving activities would be required during construction of the proposed structures. (Addendum, p .94) Post-construction on-site activities would be limited to commercial uses that would not generate excessive groundborne noise or vibration. As such, potential vibration impacts associated with Phase lb would be less than significant, and no mitigation measures are necessary. (Ibid) 4. Phase 2 Impacts Construction noise at sensitive receptors resulting from construction of Phase 2 would be buffered by existing topography (particularly along Baldwin Avenue due to the existing berm), mature landscaping within the adjacent roadway medians and along the adjacent roadways, and existing structures. In addition, the construction of such future uses would be located at a sufficient distance from the residential uses such that local roadway noise would remain the predominant noise source in the Project area. Thus, temporary construction activity noise levels would only be intermittently noticeable to neazby residential uses. In addition, as with the Certified EIR, future development of the remaining entitlement would be subject to the adopted Westtield Santa Ani[a CiTy of Arcadia February 2007 , Page 23 Statement of Environmental Effects and mitigation measures. As a result, construction noise impacts associated with development of Phase 2 would be less than significant. (Addendum, p. 94) Noise from commercial activity of Phase 2 would be buffered from neazby residential uses by existing topography (particularly along Baldwin Avenue due to the existing berm), mature landscaping within the roadway medians and along the adjacent roadways, and like]y by existing structures. In addition, the proposed uses would be located at a sufficient distance from the residentia] uses such that ]ocal roadway noise would remain the predominant noise source in the Project area. No significant changes in ambient noise levels for nearby sensitive receptors would occur as a result of on-site commercial uses associated with development of Phase 2. (Addendum, pp. 94-95) The maximum traffic noise level increase associated with Phase 2 would be "along roadways adjacent to the Project site. The ma~cimum noise level increase would be 0.1 dBA and 0.3 dBA along Huntington Drive and Baldwin Avenue, respectively. As with the findings of the Certified EIR, traffic associated with Phase 2 would not perceptibly change the noise environment and would result in a less than significant impact. (Adtlendum, p. 95) Regarding poYential vibration impacts, it is anticipated that the equipment to be used during construction of Phase 2 would not cause excessive groundborne noise or vibration. Post- construction on-site activities would be limited to commercial uses that would not generate excessive groundborne noise or vibration. As such, potentia] impacts associated with the Phase 2 improvements would be less than significant, and no mitigation measures are necessary. (Addendum, p. 95) 5. Cumulative Impacts With the exception of the senior housing development on Huntington Drive and the racetrack mall development project, the related projects are located at a distance from the site that would preclude cumulative impacts associated with construction and on-site operational noise levels. The proposed senior housing development is located to the south of the Westfield Santa P.nita site, across Huntington Drive, an eight lane roadway that includes a median with mature landscaping as well as landscaping on either side of the roadway. In addition, the Phase lb improvements would be located within the southwest portion of the Westfield Santa Anita site and, thus, would be separated from uses proposed within the racetrack mall development project by existing buildings and surface pazking areas. While the construction of the racetrack mall development project may have some overlap with the Phase lb improvements, construction activities would be sufficiently physically sepazated by distance and intervening structures, both of which would limit the potential for any combined effect. Thus, noise levels from the combined construction sites would not be substantially diFferent than noise levels associated with each individual construction site. The Phase lb noise level is substantially less than ambient conditions and would increase the construcrion noise level from the racetrack mall development zoo~ D~..o oe Statement of Environmenral Effects and Findings project by 0.1 dBA (i.e., from 74.0 dBA to 74.1 dBA), and the potential for any cumulative effect would not be substantially different than project construction noise levels identified for Phase 16 improvements or the racetrack mall development project. Other projects within the vicinity (e.g., Methodist Hospital Master Plan and the recreational community center) are ]ocated even further away than the racetrack mall development project and Phase lb construction noise would contribute even less to the combined noise levels Thus, the Project would not contribute to sienificant cumulative construction noise impacts. (Addendum, p. 97) Noise levels associated with operation of Phase lb would be similar to existing noise levels and would be buffered from sensitive residential uses by topography (particulazly along Baldwin Avenue) and mature landscaping along adjacent roadways and within the roadway medians. In addition, the proposed uses within Westfield Santa Anita would be located at a sufficient distance from the residential uses and the senior housing development such that local roadway noise would remain the predominant noise sowce in the Project area. The racetrack mall development project would be reviewed by Yhe CiYy and would be required to comply with applicable noise standards for construction and operation of the new shopping center. Assuming compliance with these standards, cumulative noise impacts from the related projects including the racetrack mall development project, if approved, together with the Westfield Project, would be less than significant. (Ibid) With regard to cumulative mobile noise impacts, the maximum traffic noise level increase associated with cumulative traffic would be along roadways near the Project site. The maximum cumulative noise leve] increase (i.e., Existing (2005) conditions compared with the Cumulative Base (2~15) with the Phase 2 improvements conditions) would be 1.6 dBA and would occur along segnents of Huntington Drive. Consistent with the findings of the Cestified EIR, tra£fic noise associated wiYh cumulative traffic would not be perceptible and would be less than the 3.0 dBA significance threshold at all roadway segments analyzed. Therefore, cumulative traffic noise impacts would be less than significant. (Addendum, p. 98) 6. Addendum Findings With incorporation of the mitigation measure, noise impacts associated with consrivetion activities would be less than significant. Tn addiYion, as demonstrated above, noise levels associated with operation of the proposed Project would be less than sia ificant and no mitigation measures would be required. Consistent with the Findings for the Certified EIR, Phase lb would not result in new or substantially worsen noise impacts. Therefore, noise impacts of Phase lb would be within the envelope of environmental impacts evaluated in the Certified EIR for the Project. (Ibid.) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen noise impacts. With incorQoration of the mitigarion measure, Phase Waffield Santa Anita City of Arcadla February 2007 Page 25 Statement of Envuonmental Effects and 2's noise impacts would also be reduced to ]ess than significant and would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) ~ F. Public Services Fire Protection Services 1. Project Impacts in the Cerfified EIR The Findings for the Certified EIR concluded that paramedic response times and service would remain within the standazds in the Project azea even with implementation of the Project. Compliance with fire protection design standards would ensure that future development within the azea does not inhibit the ability of fire protection or paramedic crews to respond at optimum levels. Therefore, Project impacts on fire services would be less than significant. With regard to cumulative impacts, the Findings stated that the need for additional personnel and materials would be reviewed periodically as cumulative development occurs. Implementation of the mitigation measure below would assist the City in meeting cumulative gowth-driven demands for fire protection services and would offset any significant cumulative impacts related to the Project. (Addendum, p. 101) 4.6.1.1 The Project Applicant shall comply with ali applicable City of Arc¢dia codes, ordinances, and standard conditions regarding fire prevention and suppression me¢sures, relating to water improvement plans, fire hydrants, autom¢tic fire extinguishing systems, f re flows, fire access, access gates, comfiustible construction, water availability, fire sprinkler system, etc. (Addendum, pp. 100-1 DI) 2. Phase la Impacts Phase la, which resulted in an increase in commercial uses and on-site occupancy, has increased the demand for fire protection services at the site. A large portion of the initial increase in demand for fire protection services that occurred during the time leading up to and after Phase la opened in October 2004 was associated with false alanns and the need for inspections as new stores were opened. In addition, Westfield modified its internal operational practices at the shopping center to address the increase in calls associated with false alarms by: (1) replacing its fire/life safety contractor with Cal Protecrion, which is implementing a new, comprehensive fire/life safety proa am at Westfield Santa Anita; (2) creating a dedicated Facilities Management/Property Management professional position at the site whose responsibilities include focusing on fire/life safety systems and increased coordination with the Fire Department; and (3) modifying its procedures to proactively address false alanns during construction. As parf of its responsibilities, Cal Protection inspects the fire alarm systems and City of Arcadia H'estfield Sa~rta Anita February 2007 PaQe 26 Statement of Environmental Effects and Findings public announcement voice evacuation system annually, inspects the fire sprinkler system four times each yeaz, and inspects the fire sprinkler pump annually. (Addendum, pp.101-102j Phase la was constructed and is operated in accordance with the applicable City of Arcadia codes, ordinances, and standard conditions regarding fire prevention and suppr~ssion measures pursuant to the mitigation measure identified in the Certified EIR. In addition, the Applicant has coordinated with the City to ensure that adequate fire access is provided throughout the shopping center. Impacts on fire protection services have been reduced to less than significant levels with incorporation of the mitigation measure and further reduced with the enhancements discussed above. (Addendum, p. 102j 3. Phase lb Impacts None of the commercial uses (e.g., retail, specialty stores, etc.) proposed for Phase Ib would substantially alter the type of fire impacts on the Project site. The typical range of fire service calls expected to be generated by Phase lb uses would be typica] of those generated for commercial uses, including structure fires, garbage bin fires, vehicle fires, and electrical fires. (Ibid.) Phase lb is anticipated to increase the demand for fire protection services and "would contribute to a cumulative increase in the demand for fire protection services. The increase in demand for fire protection services would include increased station and equipment maintenance, - training, fire inspection, as well as emergency responses. The increased demand for fire protection services may also affect response times when simultaneous calls &om adjacent agencies in need of a unit occur. (Ibid.) Phase lb would generate an estimated 15 incremental annual calls for service, resulting in an increased demand for 0.19 full-time equivalent (FTE) firefighters per year with an associated annual cost of approximately $20,892. Phase lb would generate approximately $543,000 in annual tax revenues, or nearly 12 times the incremental costs for both fire and police persoxmel generated by Phase lb. While the Project would also generate the need for inspector staff time for plan checks and construction inspections, as acknowledged by the City, payment of the fire inspection fees required by the City of Arcadia would cover the costs associated with these inspector activiries in their entirety. Furthermore, Phase lb would be required to comply with applicable City of Arcadia codes, ordinances and standard conditions regarding fire prevention and suppression measures. Mitigation measure adopted in the Findings for the Certified EIR and the following new mitigation measure would also be implemented. (Addendum, pp. 102-104) • The City will annually review fire response times and will commit sufficient funding from project generated tax revenues to provide sufficient staffing to maintain the City's standard response times. (Addendum, p. 10~ • 2007 Anita Page 27 Statement of Environmencal Effects and Findings With implementation of these mitigation measures, Phase lb impacts on fire protection services would be reduced to less than significant levels. 4. Phase 2 Impacts Phase 2 would not propose uses that would substantially alter the types of fire impacts on the Project site. Due to the introduction of additional commercial uses at Westfield Santa Anita, Phase 2 is anticipated to increase the demand for fire protection services. Phase 2 would also be required to implement the mitigation measure adopted in the Findines for the Certified EIK, as well as the new mitigation measure identified above. Similar to the Phase ]b improvements, new commercia] uses proposed as part of Phase 2 would also generate municipal revenue that would cover the costs associated with the incremental demand for fire protection services generated by the Phase 2 uses. As such, fire protection service impacts of Phase 2 would be less than sia ificant and, thus, would be consistent with the Findings for the Certified EIR. (Addendum, p. 104) 5. Cumulative Impacts Related projects in the project vicinity, in conjunction wit1~ development of Phase lb and buildout of Phase 2, would cumulatively increase the demand for fire protection services. As with the proposed Project, each of the related projects would be required to comply with applicable City of Arcadia codes, ordinances and standard conditions regarding fire prevention and suppression measures. In addition, related projects would be subject to discretionary teview on an individual basis to determine appropriate mitigation measures for reducing impacts on fire protection services. Furthermore, the need for additional fire protection services associated with cumulative growth may be addressed through the City's annual budgeting process and capital improvement programs, should the City of Arcadia determine that service improvements are necessary. Provided that personnel and facilities are expanded to meet additional service demands, cumulative impacts on fire protection services would be less than significant. In addition, with implementation of the proposed mitigation measures, Phase lb and Phase 2 would not contribute to a cumulatively considerable impact. (Addendum, p. 105) 6. Addendum Findings Based on the discussion above, with incorporation of the mitigation measures together with the revenue generated by Phase lb that would off-set the incremental costs for fire protection generated by Phase Ib uses, unpacts to fire protection services would be reduced to less than significant levels. Consistent with the Findings for the Certified EIIt, Phase lb would not result in new or substantially worsen fire protection impacts. Therefore, fue protection service impacts of Phase lb would be within the envelope of environmental impacts analyzed in the Certified EIR. (Addendum, p. 10~ zoo7 Page 28 Statement of Environmenral Effects and Findings Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on fire protection services. With incorporation of the mitieation measures together with the revenue generated by Phase 2 that would off-set the incremental costs for fire protection generated by Phase 2 uses, Phase 2's impacts on fire protection services would be reduced to less than si~ificant levels and would be within the envelope of environmental impacts analyzed in the Certified E1R. (Ibid.) Police Services 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that potential concerns with regard to security of the parking structure would be mitigated. With impiementation of the mitigation measures below, all potential Project-related police impacts would be reduced to a level below significance. The Findings for the Certified EIR also concluded that to the extent that police department resources are expanded in an efficient manner in accordance with ~owth trends, no significant cumulative impacts related to police protection services are anticipated. (gddendum, p.108) 4.6.2.1 The p¢rking structure(s) shall be designed to create an open . environment maximiaing vertic¢l space. lighting and ingress/egress to the structure. (Ibid.) 4.6?1 ,4 security plan shall be submitted to and approved by the Arcadia Police Dep¢rtment prior to the issuanee of the Certifcate of Occup¢ncy for any structures including the parking structure(sJ. (Ibid.) 2. Phase la Impacts Phase la, which opened in October 2004, generated a need for additional police protection services at Westfield Santa Anita. Based on recent data, calls for police service volumes are higher than calls for service volumes prior to opening of Phase la. In addition, the Police Deparhnent has also stated that additional calls and reports generated have increased the workload for fhe current detective bureau. (Ibid.) The Phase la pazking facility was constructed pursuant to the mitigation measures cited in the Findings for the Certified EIR. As part of these mitigation measures, a security plan was submitted and approved by the Police Chie£ As part of the security plan and in coordination with the City of Arcadia, the number of on-site security officers patrolling the site has been increased, and a closed circuit television (CCTV) system has been installed throughout the site. In addition, "Code Blue" emer~ency call stations within the pazking structures have been implemented for the pazking garage azea. This new surveillance system together witY~ emergency City of Arcadia Wes[field Santa Anita Febnary 2007 Page 29 Statement of Envuonmental Effects and Findines phone access has greatly enhanced security at the site. Recently, in cooperation with the Arcadia Police Department, cameras were installed at all entrances to the center. Westfield has also earmarked funds for a license plate identification program to be implemented by the Police Department. In addition,.supplemental security was implemented to specifically address special events at the AMC Theatre and Yhe operation of Dave and Busters. (Addendurn, pp. 108-109) With compliance with the mitigation measures set forth in the Certified EIR as well as additional security features described above that have been implemented by Westfield, impacts on police service as a result of Phase 1 a were reduced to less than si~nificant levels. (Addendum, p. 109) 3. Phase lb Impacts As Phase lb would increase the number of visitors, patrons, and employees on-site, the demand for police protection services would increase. (Addendum, p. 109) Phase lb would generate an estimated 187 incremental annual calls for service, resulting in an increase in the demand for 016 full-time equivalent (FTE) police officers per year and 0.06 FTE detectives per year with an associated combined annual cost of $23,188. Phase lb would generate approximately $543,000 in annual tax revenues, or nearly 12 times the incremental costs fos both fire and police protecrion personnel generated by Phase ]b. (Addendum, pp. 109-11 D) In addition, as part of the Project and at the request of the Police Depariment, the proposed underground pazking facility would be equipped with a radio antenna system to boost and ensure effective radio communications by patrol officers through both the police unit radio and the patrol officer's portable radio system. Furthermore, the Applicant would continue to implement a variety of ineasures intended to improve its on-site security, including utilization of off-duty police officers from local and neighboring jurisdictions to supplement existing center security. (Addendum, p. 110) The Phase lb improvements would also implement the mitigation measures identified in the Certified EIR regarding the Project, as well as the new mitigation measure provided below regarding funding to maintain standard response times. • The City will annually review police response times and will commit sufficient funding from project generated taa revenues to provide sufficient staffing to maintain the City's response times. (Addendum, p. 112) • Implementation of these mitigation measures together with the existing and praposed security features on-site would reduce impacts on police protection to ]ess than significant levels. . (Addendum, p. 110 Febnary 2007 Santa Anita Page 30 Statement of Environmental Effeccs and 4. Phase 2 Impacts As Phase 2 would increase the number of visitors, patrons, and employees on-site, the demand for police protection services would increase. However, Phase 2 would also be required to implement the mitigation measures cited in the Findin~s for the Certified EIR, which include incorporating desia feamres to enhance on-site security, as wel] as the mitigation measure provided above regarding funding to maintain standard response times. Similar to the Phase lb improvements, new commercial uses proposed as part of Phase 2 would also generate considerable municipal revenue that would be sufficient to cover the costs associated with the incremental demand for police protection services generated by the Phase 2 uses. As such, police protection impacts associated with Phase Z would be less than significant and would be consistent with the Findings for the Certified EIR. (Addendum, pp. I10-I11) 5. Cumulative Impacts Related projects in the project vicinity identified in conjunction with development of Phase lb and buildout of Phase 2, would'cumulatively increase the demand for police protection services. Related projects would be evaluated on an individual basis to determine appropriate mitigation measures for reducing impacts to police protection services. In addition, the cost of additional police personne] and equipment would be offset by any increased revenue that may be generated by the Westfield Project and related projects. Furthermore, the need for additiona] police protection associated with cumulative o owth may be addressed throuah the City's annual budgeting process and capital improvement programs should the City of Arcadia determine that service improvements are necessary. In addition, with implementation of the proposed mitigation measures, Phase lb and Phase 2 would not contribute to a cumulatively considerable impact. (Addendum, p. 111) 6. Addendum Findings . With implementation of the mitigation measures identified in the Certified EIR as well as a mitigation measure provided above, together with the revenue generated by Phase lb that would offset the incremental costs for police protection ~enerated by Phase lb uses, impacts to police protection services would be reduced to less than significant. As such, Phase lb would not produce new or substantially worsen impacts with regard to police protection. Therefore, police protection impacts of Phase lb would be within the envelope of environmental impacts analyzed in the Certified EIR. . (Addendum, p. 112) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on police protection services. With incorporation of the mirigarion measures identified in the Certified EIR as well as the mitigation measure provided above, together with the revenue generated by Phase 2 that would offset the incremental costs for w~K~a sa~n no~~ CiTy olArcadia FeMuary 2007 Page 31 Statement of Environmental Effects and Findings police protection generated by Phase 2 uses, Phase 2's impacts on police protection services would also be reduced to less than significant and would be within the envelope of environmental impacts analyzed in the Certified EIR. (Ibid.) G. Transportation/Traffic 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that with implementation of the Project mitigation measures, each of the analyzed intersections would operate at backo ound levels of service (i.e., Certified EIR base year 2000 without the ProjecY) or better in 2002 and 2015. The intersection of Huntin~ton Drive and Rosemead Boulevard would operate, as it did during the Certified EIR base year of 2000, at an unacceptable level of service with or without the Project. All other intersections in the 2002 condition would operate at acceptable levels of service with Project specific improvements. Therefore, Project specific impacts would be mitigated to a level below significance. (Addendum, pp. 124-I25) Except for Huntina on Drive and Rosemead Boulevard, cumulative intersection impacts would be mitieated to a less than significant level through Project mitigation measures. Intersection deficiencies at Huntina on Drive and Rosemead Boulevard are due to cumulative background growth and not the Project. The conditions at this intersection would essentially be the same with or without the Project. Therefore, the Project's contribution to the significant cumulative traffic impacts would not be significant with implementation of the followin~ mitigation measwes. (Addendum, p. 125) 4.73.1. In order to miti~ate the traffic problems, [here are two means by which traffic mitigations may be paid: a. The Project applicant shall participate in area wide tra~c improvements by participating in the City of Arcadia Tra~c Impact Fee Program, if adopted by the City of Arcadia. The Project applicant shal! be entitled to credit against this Fee Program for the costs ofProject funded off-site circulation improvements, to the extent that such improvements provide circulation capacity in excess of the capacit~~ required to serve traffic generated by the Project; or b. If the Ciry of ,4rcadia has not adopted a Trafftc Impact Fee Program by the time building permits are issued for the Project, the Project shall participare in the area wide traffic improvements identified in the City's Transportation Master Plan, as adopted, on a pro rata ' fair share ° basis (i.e., "nexus" formula). A nexus based formula would ensure that the Project fully compensates for its share of the cost of improvements ro roadways within or near Ciry of Arcndia - WestliNd Sanu Anita February 2007 Page 32 Statement of Environmental Effects and the study area that ma~~ be impacted by the Project. A nexus study to determine ' fair share" responsibility shall be completed by the Projecl Applicant at the time engineering plans are initiated for the roadway improvement. A nexus based formula would ensure that the Project fully compensates for its share of the cost of "new" capacity that must fie provided at vurious locations. (Addendum, p. 121) 4J.3?. The Project Applicant shall be required to complete or bond for the cost of engineering and construction for the following improvements prior to issuance of Building Permits within Phase 1(up to 40Q000 square feet GLAj. If ¢n improvement is identified in the City's adapted Transportation Master Plan, the Ciry may require that the applicant provide the City with the cost of said improvement(s) rather than construct the improvement(s). The funding provided shall be used to construct the improvement identified in the Transportation Master Plan. The Project specific improvements are as follows.• a. Foothill Boulevard @ Baldwin Avenue (W) Add a separate right turn lane on the ~:orthhound approach. b. I~10 EB Ramps @ Baldwin Avenue Restripe eastbound approach for a separate left turn lune, an optional left or right lane and an exclusive right turn lane. Caltrans may decide to retain the through movement option.from the center lane. c. Huniington Drive @ Rosemead Boulevard Provide a separate right turn lane on northbound and eastbound approach fiy restriping and modify the traffic signals to accommodate the new right turn lanes, if necessary. Detailed striping and signal plans shall be prepared and submitted to the Counry of Los Angeles Deparrn:ent of Public Works for review and approval. (Addendum, pp. 121-122) 4.7.3.3. The Project Applicant shall be required to complete or bond for the cost of engineering and construction for the following improvements prior to issuance of Certificate of Occupancy within Phase 2(up to 60Q 000 square feet GLA). If an improvement included in the folloN~ing list conflicts with an improvenzent identi,fied in the Ciry's adopted Transponation Master Plan, the City may require that the Applicant provide the Ciry with the cost of the conflicting improvement rather than construct the improvement. The funding provided shall be used to construct the improvement identified in the Transportation Master Plan. The Project specific improvements are as follows. n. Driveway A@ Baldwin Avenue Arcadie y 2007 Page 33 Sta[ement of Environmenta] Effects and F~ndings Add a separare right turn lane on the westbound approach. b. Driveway C@ Baldwin Avenue Add a separate right turn lane on the westbound approach. c. Huntington Drive @ Baldwin Avenue Add a second northbound left turn lane and also add a separate right turn lane on the eastbound approach. d. Duarte Road @ Baldwin Avenue Add a right turn and a secwtd left turn lane on the northbound approach and a right turn lane on the westbound approach. e. Huntington Drive @ Sunset Boulevard Add a separate left turn lane on the southhound approach. f. Huntington Drive @ Colorado Place Restripe westbound approach for an exclusive right turn, one shared ~ through/right and nvo through lanes. g. Huntington Drive @ Santa Clara Street Restripe northbound approach to provide for hvo right turn lanes, one through lane and a left turn lane. h. Santa Clara Street C Santa Anita Avenue Add a separate right turn lane on the northbound approach. i. Huntington Drive @ Holly Avenue Add a second southbound right turn lane. Addendum, pp. 122-123) 4.7.3.5. The Project Applicant's final design for any new internal ~ circulation alterations/changes regarding the internal circulation system shall comply with the following design guidelines to the satisjaction of the City Tra~c Engineer. a. The inrernal circulation system sha11 consist of a ring road, a system of perimeter roads, appropriately laid out parking aisles, landscaping and intersections and incorporate appropriate pedestrian and bicycle - access/connections. City af Arcadia - ~ WestGeld Santa Anita February 2007 Page 3a Statement of Environmental Effects and Findings b. Prima~7~ circulation shall be provided by the ring road. The site circulation system shall be designed to encourage use of the ring road and discourage use of the perimeter roadways for movement from one part of the site to another. Horizontal curvature ¢nd sight distances shall be designed for at least 30 miles per' haur (mph). Curve radii and sight distance requirements for the ring road shall be the same as for the major collector roads. c. On site vehiculaY volumes ¢nd speeds shall be controlled by the physical design of the parking lots and the perimeter roadway in order to reduce the potential and number of serious pedestri¢n vehicular conflicts. The mctximum width of the perimeter roads shall not exceed 29 feet, and ihe minimum inside radii shall be between 30 and .i0 feet. All perimeter ro¢ds shall be designed as ° fire lanes so that no stapping/no parking rules can be enforced. d. Landscaping shall be used for delineation of on site circulation fe¢tures and to discourage drivers from traversing designated are¢s e. The (three way) intersections shall be used for all on site intersections in order to minimize "conflicts and simplify maneuver- are¢s. The intersections shall be desigtted to the same geometric standards as the intersections of comparable cl¢sses of public streets f. Adeguate site distances shall be provided at all on site intersections and on horizontal °curves. Minimum speeds for sight distance determination shall be 20 mph on parking aisles and perimerer roads, and 30 mph on the ring road. (Addendum; pp. I13-129) 2. Phase la Impacts Construction of Phase la occurred in accordance with City requirements. These requirements include submitting haul routes to the City for approval and limiting construction truck trips during peak hours. Thus, construction traffic impacts were less than significant. (Addendum, p. 125) ~ The existing uses, which include Phase la, result in a total of 37,132 daily trips, which includes 3,432 p.M. peak hour riips. The Applicant has provided a bond to the City to unplement the three improvements identified in the Certified EIR that should be impiemented with Phase la. Subsequent analyses prepared for the Phase lb Supplemental analysis showed that the three improvements were not necessary to mitigate the actual impacts of Phase la because background and/or related project traffic at these three intersecrions had not grown at the rate anticipated in the Certified EIR. Nevertheless, the Applicant has provided an improvement bond and is pursuing the improvements with the appropriate agencies. Caltrans and Los Angeles County are evaluating improvement plans for the three intersections and will implement the Ciryot Arcadia NesMeld Santa Anita Ftbruary 200~ Page.35 Statement of Environmental Effects and improvements when designs are complete. Thus, the Phase la improvements resulted in a less than significant traffic impact. (Addendum, pp. 12.i-126J Phase 1 a also included modifications to the on-site circulation system and pazking access. These intemal circulation system modifications have improved access to on-site parking and enhanced the capaciYy of vehicular flow throughout the property and at entryways. (Addendum, p. 126-127) Furthermore, roadway improvements within the site were reviewed by the City to ensure compliance with Code requirements for desien and access, including those regarding emergency access (e.g., tuming radii, internal road widths, and cleazance to sky heights). Therefore, Phase 1 a impacts to emergency access were less than significant. (Addendum, p. 127) 3. Phase lh Impacts Construction Constcuction traffic from Phase lb would consist of trips generated by employee vehic]es (cars and light trucks), trucks for material de[ivery and removal, and trucks for hauling export soil. Construction employees' trips would not coincide with the peak shopping hour trips. No sib ificant intersection impacts aze expected to result from the addition of construction worker traffic to the street system. The potential conflict between construction worker traffic and traffic to/from the adjacent Racetrack would also be minima] as construction tnps would occur during non-peak traffic hours. (Addendum, pp. 127-128) With regard to truck trips, the City would require that construction haul routes be identi5ed in advance of any construction activity and that construction truck activity be curtailed during the P.M. peak commute hours. Given the proximity of fhe site to I-210, it is likely that the truck haul route would utilize Baldwin Avenue directly to the I-210 interchange at Baldwin. Thus, impacts on the majority of the 23 study intersections would be minimal. During the racing season, the truck traffic could avoid using Gate 8 so as to reduce conflicts with traffic entering and exiting the Racetrack. Furthermore, the City would require that consmxction trucks travel on the main arterial roadways such as Huntington Drive, Baldwin Avenue, and Duarte Road. Thus, impacts on neighboring residential streets would be less than sienificant. (Addendum, p. 128j The largest amount of truck uaffic would be due to construction of the Phase lb underground parking facility. During this phase of construction, however, most of the daily truck traffic would occur outside the peak traffic periods, consistent with City requirements for operating hours. (Addendum, pp. 128-129) Furthermore, construcrion of Phase lb would generally occur in stages (demolition, excauation, construction, interior space merchandising, etc.), thus luniting the effects of truck trips hauling materials to and from the construction site. Truck traffic would be intermittent and ot 2007 Anits Page 36 Statement of Environmental Effects and F"indings would vary over the course of the construction period. Overall, construction traffic impacts would be less than significant. (Addendum, p. 139) Operation Phase Ib would generate approximately 1,823 weekday daily trips, which includes a net increase of 176 P.n~t. peak hour trips. Phase lb traffic impacts for 21 intersections would be within. the envelope of impacts analyzed in the Certified EIR for the Project. Two intersections, (1) Baldwin Avenue East and Foothill Boulevard and (2) Huntington Drive and I-210 EB Ramps, are projected to operate with higher V/C ratios than anticipated in the Certified EIR, adjusted to year 2008. As under current conditions, the intersection of Huntington Drive and I- 210 EB Ramps is influenced by increased eastbound through traffic levels. Baldwin Avenue East/Foothill Bou]evard is influenced by an increase in the related projects covered in the 2006 traffic study as compared to the Certified EIR. Thus, these intersections are projected to experience increases in V/C ratios due to overall increases in the background traffic levels, not due to traffic generated by Phase 1 a and Phase lb. (Addendum, pp. 130-133J On Saturdays, Phase Ib is expected to generate a net increase of approximately 2,252 trips, including a net increase of 232 midday peak hour trips. Phase lb would not result in a significant impact at any of the intersections during the Saturday midday peal: hour. (Addendum, p. 137) Phase lb traffic volumes generated by the project would add less than 150 trips per segment on the Interstate 210 freeway near the Project. In addition, Phase Ib together with Phase 2, would utilize much less than 1 percent of the capacity of the freeway in the nearby segments (i.e., the Rosemead to Baldwin and Huntington to Myrtle segments). Thus, impacts on the nearby freeway segments would be less than significant. Additionally, Phase lb would not generate an incremental impact lazge enou~h to result in a si~ificant impact at any of the six ramp temunals studied. (Addendum, p. 139~ With respect to neighborhood diversion, the diversion of trips from an arterial street to a residential street usually occurs as a result of one of two conditions. One oondition that leads to neighborhood diversion occurs when the access for a new or existing development lines up directly opposite a residentia] street, thus encouraging project traffic to use the residential street for access to/from the project. The other condition that leads to neighborhood diversion occurs when a project may add enough traffic to the arterial street system that some of the key intersections a]ong arterial streets become congested and traffic diverts to parallel residential sffeets to avoid the new congestion points. In the case of Phase lb, neither of these conditions is projected to occur, and therefore diversion to residential streeYs is not anticipated. Impacts would be less than si~ificant. (Addendum, pp. 139-140) WesKdd Santa Anite City of Arcedia Fehruary 2007 Page 37 Statement of Environmental Effects and Findings An altemate design for the intemal intersection of the shopping center nng road with the Gate 8 roadway was offered by the Applicant. This alternate design was not required as project mitigation. Under this altemate design, future traffic operation at the Gate 8 enYrance xo the Racetrack and Westfield Santa Anita from Baldwin Avenue with Phase lb and Phase 2 shows minimal queue formation at all the stop-controlled approaches for the two internal intersections. The longest queue presently observed at the southbound lefr-tum lane at the signalized intersection of Baldwin and Driveway A. This queuing in the future would be less than significant, similaz to what exists today at this intersection. The alternate design of the interna] intersection of Gate 8 and the shopping center ring road would be able to accommodate the projected Phase lb and Phase 2 traffic levels (even on a Race Day) without backups affecting Baldwin Avenue or Race track entry/exits. (Addendum, p. 141 j Phase Ib would not significantly impact any of the 23 study intersections during the weekday P.M. peak hour or the Saturday midday peak hour. Therefore, adequate circulation and emergency access of the local street system would be maintained. Additionally, any improvements within public rights-of-way proposed for Phase lb would be implemented in accordance with City requirements, including those set forth by the Arcadia Fire Depa~tment regazding design and access (e.g., turning radii, intemal road widths, and clearance to sky heights). Therefore, Phase lb would not have a significant impact on emergency access. (Addendum, p. 142) Additionally, Phase Ib would not include any design features or incompatible uses that could pose a traffic hazazd. Furthermore, Phase ]b would not include the conshuction of any structures (i.e., high tower elements, high-rise buildings) which would have an effect fln air traffic patterns. Impacts related to these issues would be ]ess than significant. (Ibid.) 4. Phase 2 Impacts Buildout of Phase 2 would be constructed in accordance with City requirements. These requirements include submitting haul routes to the City for approval and limiting construction truck trips during peak.hours. In addition, truck traffic associated with any import or export of soil would be expected to occur outside of the peak traffic periods. Thus, the construction traffic impacts associated with bui]dout of Phase 2 would be expected to be ]ess than si~uficant. (Addendum, p. 143) Phase 2 would generate 5,620 daily hips, which would include 497 trips in the r.tvi. peak hour. Development of Phase 2 would result in a significant traffic impact at the intersection of Baldwin Avenue and Huntington Drive during the r.M. peak hour. However, with incorpol~ation of Phase 2 mitigation measures identified in the Certified EIR, this impact would be reduced to a ]ess than significant level. An analysis of the impacts of Phase lb and Phase 2 was also completed in the Traffic Study. Based on that analysis, simi]az to development of Phase 2, development of Phase lb and Phase 2 together would result in one significant intersection City at Arcadia . K'estfield Santa Anita February 2007 - Page 38 Statement of Envuonmental Effects and impact, which would also occur at the intersection of Baldwin Avenue and Huntington -Drive during the r.tdi. peak hour. This impact would also be reduced to a]ess than sia ificant level with incorporation of the Phase 2 mitigation measures identified in the Certified EIR. This conclusion of less than significant impacts is consistent with the Findings of the Certified EIR, which concluded that all project-related impacts would be reduced to less than significant levels with incorporation of mitigation measures. In addition, these impacts of Phase 2 and Phase lb in 2015 are less than those indicated in the Cer[ified EIR, where the Project in 2015 resulted in significant impacts at 1 I intersections prior to mitigation. (Addendum, pp. 143-146) . The impacts of Phase 2 traffic can be fully mitigated such that significant impacts at the key intersections along the arterial corridors serving the shopping center would not occur. In addition, Phase 2 would not result in any changes to access that would encourage Project traffic to use neazby residential streets for access to/from tkie Project. Therefore, significant impacts associated with neighborhood traffic diversion are also not anticipated as a result of full buildout of the Westfield Santa Anita Project. (Addendum, p. 150) 5. Cumulative Impact Cumulative traffic impacts were incorporated into the analysis of Phase lb and Phase 2 traffic impacts. Each of the related projects would be evaluated on a case-by-case basis to ensure that impacts related to construction traffic, emergency access, hazardous design features, and air traffic pattems would be less than sia ificant. Therefore, the Project would have no significant cumulative impact on these issues. (Addendum, pp. 1 SO-l.i 1 j 6. Transportation Master Plan Impacts With regard to impacts on long-range intersection performance of the street system, the City of Arcadia's Transportation Master Plan and Impact Fee Pro~am identifies various transportation improvements necessary to improve deficient intersections located tluoughout the City and identifies a funding mechanism for these improvements. Taking into account traffic generated by Phase lb and Phase 2, improvements in addition to those identified in the City's Transportation Master Plan would be needed to achieve the target V/C for the City by the General Plan Buildout Year of 201 ~. These aze: • Baldwin Avenue East & Foothill Boulevard - Add a second eastbound right-turn lane. • Baldwin Avenue & Duarte Road - Add a third northbound through lane and a third southbound through lane. Add a second westbound through lane to provide the westbound approach with two left-tum, one through and one shared through/right- tum lane. Westfield Santa Anita CiTy of Arcadia Febrvary 2007 ~ Page 39 Statement of Environmental Effects and Findings With incorporation of the two improvements listed above, all study intersections would meet the City's target V/C of 0.90 or better. These improvements are not the responsibility of the Westfield Santa Anita Phase lb or Phase 2 developments. (Addendum, pp. I51-I52) Parking 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that at that time, with the Project, the net new GLA would be 1,522,451 sq. ft., and a total of 7,232 parking spaces would be required to accommodate existing and future land uses based on the City of Arcadia parking Code. The Findings concluded that a shared parking analysis shows that the Project would have a parking demand of 6,364 during weekday and 6,340 spaces during weekend. This is a ratio of 4.18 spaces per 1,000 square feet gross leasable azea. .(Addendum, p. I5~ 2. Phase la Impacts Phase la and improvements to the southeastern pazking lot in August 2005 resulted in a current on-site parking supply of 5,927 spaces. Based on a calculated Code requirement of 5,403 parking spaces, there is cunently a surplus of 524 parking spaces on-site. (Ibid.% The existing shopping center with Phase 1 a improvements has a pea1: parking demand of 6,610 pazking spaces on a December weekend. The existing parking suppiy is sufficient to meet the parking demand during all other times of the year. The steady state parking demand for a typical month is 4,713 spaces on a weekend and 4,305 spaces during the weekday. Thus, there is currently a surplus of 1,214 spaces on a typical weekend and 1,622 spaces on a typical weekday. In smnmary, the pazking demand for Phase la and the pre-existing shopping center is met on-site during all other times of the year except on weekends at times during the holiday shopping month of December. As the peak pazking shortage is temporary in nature and is accommodated through use of desi~nated off-site parking areas, parking impacts of Phase la are less than significant. Thus, parking impacts of Phase la aze within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 157-158) 3. P6ase lb Impacts Upon buildout of Phase lb, a total pazking supply of 6,204 pazking spaces would be provided on-site. With completion of Phase lb, the on-site pazking supply would total 6,204 pazking spaces, thus exceeding the City requirement of 5,744 spaces by 460 spaces. (Addendum, p. 158) ^ CiTy of Arcadia ~ Westfieid Santa Anite February 2007 Page ao Statement of Environmenta] Effects and Findings Development of Phase lb would result in a typical pazking demand of up to 5,125 spaces except for the peak weekend in December. Thus, the parking supply would be sufficient to meet typical parking demand. During the peak month of December, a peak parking demand of 6,849 would occur on the weekends. The proposed parking supply would not be sufficient to meet this peak parking demand for only one hour of the day on December Saturdays. The Applicant would submit to the City an off-site parking management plan each year to address parking demand during December weekends. With this pazking management plan as a Project feature, pazking impacts of Phase lb would be less than significant. (Addendum, pp. 158-159) 4. Phase 2 Impacts While the details of the parking plans for Phase 2 have not yet been defined, it is expected that Phase 2 would result in an estimated parkina supply of 7,235 spaces for the entire site. With completion of Phase 2, the on-site parking supply would total 7,23~ parking spaces, thus exceeding the City requirement of 6,698 spaces by 53~ spaces. (Addendum, p. 159j Development of Phase 2 would result in a typical parking demand of up to 5,960 spaces throughout the site except for the peak weekend in December. Thus, there would be a smplus of at least 1,275 parking spaces during a typical month. On the peak Satw-day in the month of December, W estfield Santa Anita with development of Phase 2 would result in a pazking demand of 7,983 spaces. The proposed parking supply would not be sufficient to meet this peal: parking demand for only one hour of the day. Furthermore, the Project feature to provide off-site employee parking during December weekends would also be implemented for Phase 2. ,Thus, parking impacts of Phase 2 would be less than si~ificant and would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 1.i9-160) 5. Cumulative Impacts Two related projects are ]ocated in the immediate vicinity of the Project site: the senior housing project at 6~0 West Huntington Drive located across Huntina on Drive and the racetrack mall development project, which bounds the site to the north and east. The senior housing project is expected to generate minimal pazking demand and is anticipated to provide on-site parking in accordance with City code requirements. The racetrack mall development project would contribute substantially to the cumulative pazking demand in the Project area. It is expected that as part of the environmental review and approval process, the racetrack mall development project would be required to demonstrate that adequate parking capacity would be provided. In addition, as described above, development of Phase lb and Phase 2 would include a Project feature that would ensure that sufficient pazking would be provided for Westfield Santa Anita. Thus, cumulative parking impacts would be less than si~ificant. (Addendum, p. 160) af 2007 Anita Page 41 Sratement of Environmental Effects and 6. Addendum Findings Phase lb would not produce new or substantially worsen impacts with regard to pazking. Therefore, pazking impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen parking impacts. The impacts of Phase 2 on parking would be less than si~ificant and would also be within the envelope of impacts analyzed in the Certified EIR. . (Ibid.) H. Utilities/Service Systems Electrical Service 1. Project Impacts The Findings for the Certified EIR concluded that the Project would comply with all the State Energy Insulation Standards and City of Arcadia codes to reduce the Project's electrica] consumption. Further, Southern California Edison (SCE) has indicated its abilify to serve the Project and implementation of the mitiaation measure below would further reduce any identified impacts on electrical service to a level below significance. .(Addendum, p. 162) 4.8.1.1. The Project Applicant shall coordin¢te with SCE prior to the issuance of grading permits to address potential conflicts beZween existing electrical facilities and new construction on the Praject site. .(Addendum, p. 161) 2. Phase la Impacts Phase 1 a generates electncal demand of approximately 3,278,769 kilowatt hours per year. Phase la incorporated the mitigation measare cited in Yhe Findings for Yhe Certified EIR, which required coordination with SCE prior to the issuance of grading permits. In addition, Phase la also complied with the energy conservation requirements within Title 24 as well as the City of Arcadia Code requirements regarding use of electricity. As such, consistent with the Findings for the Certified EIR, impacts on electrical service resulting from Phase la were less than significant. (Addendum, p. 162) 3. Phase lb Impacts Phase lb would generate an electrical demand of approxunately 1,558,250 kilowatt-hours per yeaz. Phase lb's electrical consumption would be only a limited fraction (approximately 1S City af Arcadia . Wes[Eeld Santa Anita February 2007 ~ Page 42 Sratement of Environmental Effects and Findings percent) of total consumption projected for the Project studied in the Certified EIR (8,671,250 kilowatt-hours per year). SCE previously determined that it would be able to serve the Project with some rearrangement of its facilities, which the Applicant is to coordinate with the utility provider. In addition, SCE has recently confirmed that they would provide service for the Phase lb improvements. As with Phase la, Phase lb would implement the mitigation measure cited in the Findings of the Certified EIR. Thus, any improvements to the electrical system would be provided through coordination with SCE. In addirion, Phase lb would also be constructed and operated in accordance with the energy conservation requirements within Title 24 as well as the City of Arcadia Code requirements regarding the use of electricity. Consistent with the Findings for the Certified EIR, Phase lb's impacts on electrical service would be less than significant with incorporation of the mitigation measure. Thus electrical impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 162-163J ~ " 4. Phase 2 Impacts Development of the permitted uses for Phase 2 would generate an electrical demand of approximately 3,834,231 kilowatt-hours per year, which would be within the total elech-ical demand forecasted for the Project studied in the Certified EIR (8,671,250 kilowatt-hours per year). As with Phases 1 a and 1 b, Phase 2 would also be constructed and operated in accordance with the energy conservation requirements within Title 24 as well as the City of Arcadia Code requirements regarding use of electricity. Implementation of Phase 2 would also be subject to the mitigation measure cited in Findings for the Certified EIR. As such, the electrical consumption impact ofPhase 2 would be less than significant. (Addendum, p. 164) 5. Cumulative lmpacts Related projects, in conjunction with the Project studied in the Certified EIIt, would generate a cumulative demand of approximately 54,201,281 kilowatt-hours per yeaz. Each of these projects would be expected to comply with the energy conservation measures set forth in Title 24 as well as ]ocal Code requirements pertaining to electricity. (Ibid.) In addition, coordination with the electrical service provider to ensure that neW uses within each of these related projects can adequately be accommodated would be required. Moreover, it is expected that service providers would be able to expand services to supply electrical energy for regional growth. Thus, cumulative electrical service impacts associated with development of the Project, together with the related projects identified, would be less than sia ificant. (Ibid.% zoa~ Page 43 Statement of Environmental Effects and 6. Addendum Findings Phase lb would not produce new or substantially worsen impacts with regard to electrical service. Consistent with the Findings for the Certified EIR, implementation of the mitigation measure would reduce impacts to electrical service to a less than significant leveL Therefore, electrical service impacts of Phase Ib would be within the envelope of the impacts analyzed in the Certified EIR. (Addendum, p. 16~ Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on electrical service. With incorporation of the mitigation measure, Phase 2's impacts on electrical service would also be less than significant and within the envelope of impacts anatyzed in the Certified EIR. Natural Gas Service 1. Project Impacts in the Certified EIR As conc]uded in the Findings for the Certified EIR, Southern California Gas (SCG) indicated that existing mains can serve the Project and would not create a significant impact on the environment. In addition, no cumulative impacts to gas services from the Project are anticipated at this time. Therefore, the Findings for the Certified EIR concluded that no significant impacts to natural gas service are anticipated from the Project and no mitigation is required. (~Idderzdum, p. 167J 2. Phase la Impacts Phase la demands approximately 76,916 cubic feet of natural gas per day. Natural gas consumption of Phase la is thus within the 180,313 cubic feet/day forecasted in the Certified EIR for the Project studied in the Certified EIR. Cunently, natural gas service for Phase la is adequate. Gas service for Phase la was provided pursuant to the SCG's policies and extension rules on file with the California Public Utilities Commission. In addition, fhe existing gas mains had sufficient capacity to serve the Project. Therefore, impacts associated with natural gas were less than significant. Energy conservation measures set forth in Title 24, which regulates energy consumption in new and existing buildin~s were also adhered to as they relate to natural gas. (Ibid.) 3. Phase lb Impacts Operation of Phase lb would demand an estimated 34,560 cubic feet of natural gas per day. SCG indicated that existing mains can serve the entire Project studied in the Certified EIR and would not create a significant impact on the environment such that mitigation measures zoo~ Page 44 Statement of Environmental Effects and Findings would be required. Thus, as a subset of the Project studied in the Certified EIR, Phase lb would also be adequately served. In addition, SCG has confirmed that adequate natural ~as supplies exist in the project vicinity and that gas service can be provided from an existing 6-inch medium pressure gas main in Baldwin Avenue. (Addendum, pp. 167-168j Gas service for Phase Ib would be provided in accordance with the SCG's policies and extension rules on file with the California Public Utilities Commission. In addition, Phase lb wili comply with the energy conseroation measures for natural gas set forth in Title 24. As such, Phase lb impacts on natural gas service would be less than significant. Thus, natural gas service impacts of Phase lb would be the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 168) 4. Phase 2 Impacts Phase 2 would demand natural gas at a rate of approximately 68,836 cubic feet per day. The provision of natural gas service for Phase 2 would also be subject to SCG's policies and extension rules. In addition, the existing gas mains are expected to be adequate to provide for these uses at the site. Development of Phase 2 will also comply with the energy conservation measwes for natural gas set forth in Title 24. Consistent with the findings of the Certified BIR, natural gas service impacts would be ]ess than sio ificant. (Addendum, pp. 168-169J " 5. Cumulative Impacts Related projects, in conjunction with the Project studied in the Certified EIR for which a more conseroative consumption factor was utilized, would result in a cumulative demand of approximately 1,271,214 cubic feet of gas per day. Each of the related projects would be evaluated on a case-by-case basis to determine the need for any specific distribution infrastructure improvements. Each related project would be expected to comply with the SCG's policies as well as energy conservation measures regarding natural gas set forth in Title 24. Moreover, given that the Califomia Energy Commission has projected that sufficient natural gas suppiies would be available throughout the State into the future, it is anticipated that service providers would be able to supply natural gas for regional growth. Thus, cumulative natural gas impacts associated with development of the Project studied in the Certified EIR to~ether with the related projects would be less than significant. (Addendum, p. 169% 6. Addendum Fiodings Phase lb would not result in new or substantially worsen impacts with regard to natural gas service. Consistent with the Findings for the Certified EIK, Phase lb impacts on natural gas service would be less than significant and no mitigation measures would be required. As such, natural gas impacts of Phase lb would be within the envelope of impacts analyzed for the Certified EIR. (Ibid.) n~~aa~a y 2007' Page 45 Sratement of Environmental Effects and Findings Furthermore, it is ea:pected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on natural gas service. Phase 2's impacts on natural gas service would also be less than significant and within the envelope of impacts analyzed in the Certified EIR. (Ibid.) TelepLone 1. Project Impacts io the Certified EIR The Findings for the Certified EIR concluded that Pacific Bell has existing telephone facilities within the Project vicinity and that enhancemenf and/or extensions of existing facilities may be required to service the Project However, service to the Project can be provided without any adverse impact on Pacific Be1Ps ability to provide telephone service in the area. In addition, Pacific Bell would be able to accommodate the needs for telephone service generated by this and other projects in the area. Therefore, no significant impacts to telephone services aze anticipated and no mitigation measures are required. Although no mitigation is required, the following mitigation measure was included to enhance the delivery of telephone service to the Project site. (Addendum, p. 172) 4.8.31.The Project Applicant shall coordinate with Pacific Bell prior to the issuance of grading permits reg¢rding the need for addition¢I facilities and/or easements: (Ibid.) 2. Impacts of Phase la Phase la represented approximately 43 percent of the floor azea and the same types of uses as were studied in the Certified EIR for the Project. Thus, Phase la generates a fraction of the telephone service demand identified in the Certified EIR. Telephone service for Phase la improvements is adequately provided by AT&T, successor to Pacific Bell. Consistent with the Findings for the Certified EIR, impacts on telephone service from Phase la development were less than significant. (Ibid.)) 3. Impacts of Phase lb Since the proposed Phase lb represents only about 19 percent of the floor area and would comprise the same types of uses as were studied in the Certified EIR for the Project, it would generate only a corresponding fraction of the telephone service demand identified in the Certified EIR. In addition, AT&T has indicated recently that it will provide service for Phase lb improvements at the site. Additionally, Phase lb would incorporate the mitigation measure cited in the Findings for the Certified EIR, which requires coordination with AT&T. Consistent with Citv of Arcedia H'~Keld San[a Anita Fe6ruary 2007 _ Page a6 Statement of Environmenral Effects and Findings the Findings for the Certified EIR, impacts on telephone service from Phase lb development would be less than significant. (Addendum, p. 173) 4. Impacts of Phase 2 The Certified EIR states that telephone service for the Project would be accommodated by Pacific Bell, now AT&T. Accordingly, Phase 2, as a subset of the Project studied in the Certified ELIt, would be adequately served by AT&T without adverse impacts on telephone services in the area. Additionally, Phase 2 would incorporate the mitigation measure cited in the Findines for the Certified EIR. Consistent with the Findings for the Certified EIR, impacts on telephone service from development of Phase 2 would be less than significant. Thus, telephone service implications of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) 5. Cumulative Impacts With regard to cumulative impacts, development of the related projects and other regional growth would increase demand for telephone service. Each of the related projects would be evaluated on a case-by-case basis to determine the need for any necessary infrastructure improvements. Assuming that service providers, including AT&T, would expand service capacity to adequately serve fhat a owth as needed, cumulative impacts related to telephone service would be less than si~nificant. (Ibid.j ~ 6. Addendum Fiodings Phase lb would not produce new or substantially worsen impacts with regard to telephone service. Consistent with the Findings for the Certified EIR, Phase lb impacts to telephone service would be less than significant. Telephone service impacts of Phase lb would be within the envelope of impacts analyzed for the Certified EIR. (Addendum, p. 174) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on telephone service. With incorporation of the mitigation measure, Phase 2's impacts on service would also be less than si~ificant and within the envelope of impacts analyzed in the Certified EIR. (Ibid.) Water 1. Project Impacts in t6e Certified EIR The Findings for the Certified EIR concluded that the area water distribution system would provide adequate flow to the Project structures. Further, according to the Arcadia Pubiic City of Arcadia . N'estfield Saota Anita February 2007 Page 47 Statement of Environmental Effects and Findings Works Services Department, the Project is not expected to have a sienificant impact on the City's ability to provide quality water service to the Project and the community. The Certified EIIZ concludes that implementation of the mitigation measures below would reduce all potential water impacts to a level below significance. (Addendum, p. 178) 4.8.4.1. The Project Applicanl shall comply with water conservation measures in accordance with AB 325 4.8.4?. The Project applicant shall comply wilh the Title 17-Backflow Regulations. 4.8.4.3. The Project applicant shall replace or repair detector check " valves if leaking is found. (Ibid.) With regard to cumulative impacts, the Certified EIR states that Arcadia does not anticipate any problems supplying water service to any current or future development in the City of Arcadia. (Ibid.) 2. Phase la Impacts Phase 1 a generates water demand at a rate of approximately 86,262 gallons per day (apd). Phase la incorporated the miti~ation measwes identified in Resolution No. 6197. Adequate water facilities exist to serve Phase 1 a. In addition, the improvements have been constructed and are operated in accordance with Titles 20 and 24 of the Califomia Administrative Code regarding water conservation. T7~e water demand associated with Phase la was accounted for in the 2000 lirban Water Management Plan (UWMP) for the City of Arcadia. Thus, impacts on-water supply and service were less than si~nificant. (Addendum, pp. 178-179) 3. Phase lb Impacts Phase lb would generate water demand at a rate of approximately 46,719 gpd. This is equivalent to approximately 17.1 million gallons or ~2.3 acre feet of water per yeaz. This Phase lb demand would represent approximately 0.27 percent of the forecasted demand for a riormal water year, 0.27 percent for a single dry water yeaz, 0?6 percent of multiple dry water yeaz 1, 0.27 percent of multiple dry water year 2, and 034 percent of multiple dry water yeaz 3. In addition, the incremental demand from Phase lb would be well below the surplus of water supply sources identified in the UWMP. (Addendum, p. 180) The existing infrastructure would be adequate to accommodate Phase lb's water demand. With implementation of the mitigation measures identified in the Certified EIR, Phase lb would not adversely affect water service. In addition, the improvements would be constructed and operated in accordance with Titles 20 and 24 of the Califomia Administrative Code regazding Ciq• of Arcadia Westfield Senu Anita Febnury 2007 . Page 48 Statement of Environmental Effects and Findings water conservation. Consistent with the Findin~s for the Certified EIl2, Phase lb impacts on water supply and water service would be less than significant. (Ibid.) ~ 4. Phase 2 Impacts Deve]opment of Phase 2 would result in the consumption of approximately ]04,363 gallons of water per day. This increased demand would represent less than one percent of the demand forecasts set forth in the UWMP. Furthermore, the incrementa] demand from Phase 2 would be below the surplus of water supply sources identified in the UWMP. (Addendum, p. 181) With implementation of the mitination measures identified in the Certified EIR, Phase 2 would not adversely affect water service. In addition, the improvements would be constructed and operated in accordance with Titles 20 and 24 of the Califomia Administrative Code regarding water conservation. Consistent with the Findings for the Certified EIR, impacts,of the Phase 2 on water supply and water service would be less than significant. Thus water supply and water service impacts of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) 5. Gumulative Impacts The 15 related projects, in conjunction wilh the Project studied in the Certified ETR, would generate a total cumulative demand of approximately 899,317 gpd of water or 1,007.4 acre feet per year. Based on a comparison of this demand with the surplus of water forecasted for the City of Arcadia water service azea, the surplus is expected to be able to accommodate the demand generated by the related projects in the City of Arcadia. In addition, it is expected that development of the related projects would occur under the following conditions: (a) water service providers, including the City of Arcadia PWS would continue to upgrade their respective infrastructural systems to meet the new requirements when possible; (b) each of the zelated projects would be evaluated on a case-by-case basis to determine the need for any specific infrastructure improvements; and (c) projects as defined in Section 10912 of the Water Code would be subject to determinations of adequate water supply in accordance with legislation such as 5B 610. Thus, significant cumulative water supply impacts would not be expected to occur as a result of development of the related projects together with the Project. (Ibid.) 6. Addendum Findings ~ Phase lb would not produce new or substantially worsen impacts with regazd to water service or water suppty. Consistent with the Findings for the Certified EIR, impacts to water service would be reduced to a less than significant level with incorporation of the mitigaTion City of Arcadia - R'esmeld Santa Ani[a Fehruary 2007 ~ Page 49 Statement of Envitonmental EffecLS and Findings measures. Accordingly, Phase lb water demand would be within the envelope of impacts analyzed for the Project studied in the Certified EIR. (Addendum, p. 183) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on water service or water supply. With incorporation of the mitigation measures, Phase Ys impacts on water service would also be reduced to a less than si~ificant level and would be within the envelope of impacts analyzed in the Certified EIR. (I6id.) Sewer Systems 1. Project Impacts in the Certified EIR As stated in the Findings for the Certified EIR the Project would generate 0.1 mad of wastewater. Futther, the Findings stated that the County Sanitation Dish-ict of Los Angeles County's (CSDLAC) Santa Anita Outfall Trunk Sewer has an excess-available capacity of 2.0 mgd and thus, would able to adequately serve the 0.1 mgd increase generated by the Project. Implementation of the following mitigation measure would reduce a1] potential wastewater impacts to a level below sionificance. (Addendum, p. 185) , 4.8.6.1. The Project Applicant shall pay all requtred sewer connectFon fees to CSDLAC prior to issuance of a sewer connection permit. (Ibid.) Presumina future development is generally consistent with exisrina ~eneral plans, the Findings for the Certified E1R stated that CSDLAC does not anticipate problems in supplying cumulative wastewater service to any current and future development in the City. Further, the Project is intended to serve planned population growth within the region and would not result in any direct population increase. Therefore, no significant cumulative impacts to wastewater services aze anticipated. (Ibid.) 2. Phase la Impacts Wastewater generation associated with Phase la increased by 69,009 gpd. This represents 0.54 percent of the excess capacity at the San Jose Creek Water Reclamation"Plant, and 0.11 percent of the excess capacity at the Joint Water Pollution Control Plant. In addition, the Phase 1 a wastewater generation is within the 19~,000 apd forecasted in the Certified EIR for the Project. Phase la also implemented the mitigation measure cited in Resolution No. 6197 regarding payment of sewer connection fees. Thus, wastewater impacts of Phase la were less than significant (Ibid.) City of Arcadia R'esff eld Sao[a Anita February 2007 Page so Statement of Environmental Effects and 3. Phase lb Impacts Phase lb would generate 37,375 gpd of wastewater, representing 0.29 percent of the excess capacity at the San Jose Creek Water Reclamation Plant, and 0.06 percent of the excess capacity at the Joint Water Pollution Control Plant. In addition, Phase lb wastewater generation would 6e within the 195,000 gpd forecasted in the Certified EIR for the Project. Additionally, with implementation of the mitigation measure cited in the Findings for the Certified EIR, Phase lb would have a less than significant impact upon the wastewater collection and treatment systems. Thus, wastewater impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR and such impacts were within the envelope of impacts analy2ed in the Certified EIR. (I6id.) 4. Phase 2 Impacts Phase 2 would generate 83,491 gpd of wastewater, which would fall within the 195,000 gpd forecasted for the Project studied in the Certified EIR. Subsequent improvements would implemenf the mitigation measure identified, fhereby reducing impacts to wastewater services to less than sia ificant ]eveis. Thus, wastewater implications of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 186) 5. Cumulative Impacts Related projects, in conjunction with the Project studied in the Certified EIR, would cumulatively generate approximately 1,291,558 gpd of wastewater in the future. This wastewater generation wouid represent approximately 10 percent and 2 percent of the excess capacity at the San Jose Creek Water Reclamation Plant and the Joint Water Pollution Control Plant, respectively. Thus, both facilities would have adequate treatment capacity to serve related projects and the Project studied in the Certified EIR. In the event that additional capacity is needed to accommodate the requirements of other future projects, it is anticipated that service providers would upgrade the respective infrastructural systems, as necessary based on a case-by- case review of each of the related projects. Thus, significant cumulative sewer service impacts would not be expected due to related projects. (Addendum, p. 187) 6. Addendum Findings Phase lb would not produce new or substantially worsen impacts on sewer seroice. Consistent with the Findin~s for the Certified EIR, impacts to sewer service would be reduced to a less than significant level with implementation of the mitigation measure. Thus, sewer service impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) W'estfield Santa Aniffi Citv ofArcadia Fe6ruary 2007 Page 51 Stacement of Environmental Effects and Findin;s Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on sewer service. With incorporation of the mitigation measure, Phase 2 impacts on sewer service would also be reduced to a less than significant level and would be within the envelope of impacts analyzed in the Certified EIR. Furthermore, although not expected to be located within the Proj ect site, any industrial waste eenerators would obtain an Industrial Waste Permit from the City as required. (Ibid.} , Solid Waste 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that implamentation of fhe mitigation measures below would reduce all potential solid waste impacts to a level below significance. 4.8.6.1 All subsequent site plans and building plans on the Project site shall incorporate stor¢ge and collection recyclables into the Project design. AR occup¢nts shall be required to recycle, at a minimum, newspaper, glass bottles, aluminum and bi-metal cans, and P.E.T. bottles to divert recyclables away from land disposal. Recycling shall be incorporated in the Project design by reserving sp¢ce appropriated for the szspport of recycling, inctuding the provision of ~ adeguate storage areas and access for recycling vehicles. (Addendum, p. 191) 4.8.6.2. A!l future refuse collection contracis serving the Project site sh¢ll include the collection of recyclables. (Addendum, p. 192) Since the Project includes mitigation measures to reduce the amount of waste requiring landfill disposal, the ProjecYs contribution to cumulative solid wastes is not considered significant. (Ibid.) 2. Phase la Impacts Wittun the expectations of an annual generation of 3,900 tons established in the Certified EII2, Phase la generated approximately 1;?67.8 annual tons of solid waste or 0.02 percent of the excess capacity at the Puente Hills landfill. Phase la incorporated storage and col~ection recyclables into the Project design and included the collection of recyclables in future refuse collection conffacts serving the Project site, as specified in the mitigation measures cited in the Findings for the Certified EIR regazding the Project. Implementation of these mitigation measures cited in the Findings for the Certified EIR reduced solid waste impacts to a less than significant leveL Tfius, solid waste unpacts of Phase 1 a were within the envelope of impacts and analyzed in the CertiSed EIR. (Ibid ) City of Arcadia Westfield Santa Auita February 2007 Page 52 Statement of Environmental Effects and 3. Phase lb Impacts Construction of Phase lb would require the export of approximately 159,3~2 cubic yards of soi1. Additionally, construction of Phase lb would generate construction debris such as wood, metal, concrete, and other materials. Materials not used or recycled at the site would likely be disposed of at the County's unclassified landfills. Since unclassified landfills in the County do not generally have capacity issues, inert landfills serving the site would have sufficient capacity to accommodate disposal needs during project construction. (Ibid.) Within the expectations of an annual eeneration of 3,900 tons established in the Certified E1R, Phase lb would generate 524.7 tons of solid waste per yeaz or less than 0.01 percent of the excess capacity at Puente Hills Landfill. Phase lb would also be designed to incorporate storage and collection recyclables and include the collection of recyclables in future refuse collection contracts serving the site pursuant to the mitigation measures identified in the Certified EIR regarding the Project. Implementation of these mitigation measures cited in the Findings for the Certified EIR would reduce the amount of solid waste disposed of at the Puente Hills Landfill. Furthermore, the Puente Hills MRF began operation in 2005, thus increasing solid waste disposal capacity within the County. Thus, with incorporation of the mitigation measures, solid waste impacts would be reduced to a less than significant level. Overall, solid waste impacts of phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 193- 194j 4. Impacts of Phase 2 Development of Phase 2 would generate approximately 997.6 tons of solid waste per year or 0.016 percent of the excess capacity at Puente Hills landfill. Phase 2 would be designed to incorporate storage and collection recyclables and include the collection of recyclables in future refuse collection contracts serving the site pursuant to the mitigation measures identified in the Findings for the Certified EIR regarding the Project. Implementation of these mitigation measures would reduce the amount of solid waste disposed of at the Puente Hills Landfill. Thus, consistent with the Findings for the Certified EIR, solid waste impacts associated with Phase 2 would be less than significant with implementation of the mitigation measures. Overall; solid waste impacts of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 194) 5. Cumulative Impacts Cumulative growth associated with related projects would increase the demand for solid waste disposal capacity at landfills. Related projects, in coajunction with the Project would ~enerate an estimated 19,952 tons of waste per yeaz and would contribute to an increased demand for disposal capacity. This demand for solid waste would represent less than 1.5 percent of the solid waste disposal in Los Angeles County. In addition, cumulative projects would be subject to City of Arcedia W'es~eld Santa Anita Fehruary 2007 Page 53 Statement of Environmenral Effects and Findings discretionary review on a project-by-project basis and would be required to implement measures to reduce the amount of waste requiring landfill disposal. Furthermore, the additional capacity anticipated with the operation of the Puente Hills MRF as well as anticipated waste by rail facilities underway would further accommodate disposal needs associated with future growth. Thus, significant cumulative solid waste disposal impacts would not be expected due to related projects identified in conjunction with the Project (Addendum, pp. 194-196J 6. Addendum Findings Phase lb would not produce new or substantially worsen solid waste impacts. Consistent with the Findings for the Certified EIR, impacts regarding solid waste would be reduced to less than significant levels with implementation of the mitigation measures. Thus, solid waste impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 197) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen solid waste impacts. With incorporation of the mitigation measures, Phase 2's impacts regazding solid waste would also be reduced to less than si~ificant levels and would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.j I. Environmental Effects Found Not to Be Significant Agricultural Resources, Biological Resources, Cultural Resources, Mineral Resources 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that the Project would not result in significant impacts to aa cultura] resources and no mitigation is required since there are no existing agricultural resources and farmlands in the City. In addition, the Project will not conflict with existing zoning for agricultural uses. (Addendum, pp. 199-200) With regard to biological resources, the Findings for the Certified EIR concluded that are no unique or sensirive animals located on the Project site and therefore these resources would not be affected by implementation of the Project. In addition, the Project will not~affect preservation policies, conservation plans, or protected habitats. Therefore, no significant unpacts to biological resources will occur from implementation of the Project and no mitigation is required. (Addendum, p. 200) The Findings for the Certified EIR conclude that the Project site is not on the Historical Places Listing in the Cify's General Plan, nor is it within a desia ated historic district. February 2007 Westfield Santa Anite Page 54 Statement of Env'uonmental Effecu and Findings The Project-related improvements would not cause a physical change that would affect the unique ethnic cultural values of the area. Therefore, no significant impacts to cultural resources ue anticipated and no mitigation is required. (Ibid.) The Findings for the Certified EIR conclude that the Project site is not designated as, or located near, any laiown, regionally significant mineral resources Therefore, no significant impacts to mineral resources are anticipated and no mitigation is required. (Ibid.) 2. Impacts of Phase la Phase la was developed entirely within an urbanized site wherein ab cultural resources, cultural resources and mineral resources are not known to exist. As such, Phase 1 a did not have impacts on these resources. Additionally, trees that were removed during Phase la were replaced with additionai landscaping. Thus, any potential impacts on biological resources were less than significant. (Addendum, p. 201% 3. Impacts of Phase lb As with Phase la, Phase lb is proposed to be developed entirely within the tubanized site, within which no aa cultural resources or minera] resources are known to exist. Therefore, development of Phase lb would have no impacts on any of these resources. Additionally, trees that would be removed during Phase lb would be replaced with improved landscaping. In addition, as part of remova] of existing trees dunng Phase lb, the Applicant would comply with the relevant requirements of the Federal Mi~ratory Bird Treaty Act (MBTA). Thus, any potential impacts on biological resources would be less than significant. In addition, any archeological resources that mi~ht be uncovered during construction activities would be treated in accordance with state regulations. With regard to impacts to cultura] resources, as discussed above, there is no historic district or structures confsibuting to an historic district within the Project site. Additionally, the proposed Phase lb improvements would not physically affect the Santa Anita Park Historic District within the racetrack mall development project area to the north and east. Furthermore, based on the location of Phase lb within the Westfield site, existing shopping center buildings would be located beriveen the Phase Ib improvements arid the Racetrack property, so that development of Phase lb within the Westfield site would not affect viewsheds of historic structures within the Santa Anita Park Historic District. Overall, implications of Phase lb associated with the agricultural, biological, cultured, and mineral resources would be consistent with the findings of the Initial Study for the Project studied in the Certified EIR. (Ibid.} City o[ Arcadia ~ N'esMeld Santa Mita February 2007 Page 55 Statement of Environmental Effects and Findings 4. Impacts of Phase 2 . Phase 2 would be developed entirely within the urbanized site. As discussed above, the site is located in area within which no aa cultural resources, cultural resources or minera] resources are known to exist Thus, development of Phase 2 would have no impacts on any of these resources. Additionally, trees that would be removed to provide for Phase 2 would be replaced with improved landscaping, and Yree removal would comply with the relevant requirements of the MBTA. Thus, any potential impacts on biological resources would be less than significant. Overall, implications of Phase 2 associated witb the agricultural, biological, culmred, and mineral resources would be consistent with the findings of the Initial 5tudy for the Project studied in the Certified EIR. (Addendum, p. 201-202) 5. Cumulative Impacts With regard to cumulative impacts, the site and immediate surrounding area is fully deve]oped with urban uses that have been previously graded and paved. Related projects in the project vicinity, including the racetrack mall development project, would also be developed within an environment that has been previously subject to development. Therefore, significant cumulative impacts related to agricultural resources, cultural resources, biological resources, and mineral resources would not be expected as a result of development of the related projects identified in conjunction with the Phase la and Phase Ib improvements. The Westfield Santa Anita site does not contain any historic resources and thus would not have any impact on any historic resources. Therefore, Phase lb and Phase 2 would not result in a cumulatively considerable contribution to such an impact. (Addendunz, p. 202) 6. Addendum Findings As with the Project studied in the Certified EIR, impacts related to agricultural resources, biological resources, cultural resources, or mineral resources would be less than significant. Therefore, implications of Phase lb associated with a~icultural, biological, cultural, and mineral resources would be consistent with the findings of the Initial Study for the Project studied in the Certified EIR. Phase 1b implications with respect to these issues would be within the envelope of impacts analyzed in the Initial Study that is part of the Certified EIR. (Ibid.J Hazards 1. Project Impacts in the Certi£ed EIR The Findings for the Certified EIR concluded that none of the existing or proposed land uses associated with the Project would generate, use, or dispose of hazazdous materials in quantities that could pose public health hazazds. No storage of explosive or combustible City of Arcadia Westfield Santa Anita Fehruary 2007 Page 56 Statement of Environmenral Effecu and Findings materials is located on-site and there are no known natural or any other hazards known to exist on the Project site. Therefore, the hazardous materials impact to the public and/or environmant is not considered si~ificant and no mitigation is required. (Addendum, p. ?03) 2. Impacts of Phase la Phase 1 a did not develop uses that generate, use or dispose of hazazdous materials which could pose public health hazards. In addition, Phase l a does not include the storage of explosive or combustible materials. Therefore, Phase la impacts related to hazards and hazardous materials are less than significant. (Addendum, pp. 203-204) 3. Impacts of Phase lb Phase lb would not develop uses that generate, use, or dispose of hazazdous materials which could pose public health hazazds, nor would Phase lb include the storage of explosive or combustible materials. Therefore, Phase lb impacts related to hazards and hazardous materials would be less than significant. (Addendum, p. 204J 4. Impacts of Phase 2 Development of Phase 2 would complete the Project studied in the Certified EIR and would be comprised of the same types of uses as Phase la and Phase lb. Thus, none of the ]and uses associated with Phase 2 would aenerate, use or dispose of hazazdous materials in quantities which could pose public health hazards, nor store explosive or combustible materials on-site. No other natural or man-made hazard exists on-site. Therefore, impacts of Phase 2 related to hazazds and hazardous materials would be less than sigruficant. Overall, hazards and hazardous materials implications of Phase 2 would be within the envelope of impacts analyzed for the Project in the Initial Study that is part of the Certified EIR. (Ibid.) 5. Cumulative Impacts Related projects constructed in the vicinity, whose proposed uses would generate, use, or dispose of hazardous materials, would be required to comply with appropriate re~ulations and manufacturers' instructions. Thus, the cumulative impacts related to hazardous materials would be expected to be less than significant. (Ibid.) 6. Addendum Findinps Consistent with the Findings for the Certified EIR, impacts of Phase lb with regard to hazazds and hazazdous materials would be less than significant. Thus, hazards and hazardous City of Arcadia ~ K'PStfield San[a Anita Februarv 2007 Page 57 Statement of Environmental Effects and Findings materials implications would be within the envelope of impacts analyzed in the Certified EIIt for the Project studied in the CerCified EIR. (Ibid.) Hydrology/Water Quality 1. Project Impacts in the CertiSed EIR The Findings for the Certified EIR concluded that the amount of impervious surfaces would not increase with implementation of the Project and, therefore, no significant impacts on water quality, groundwater discharee, drainage pattern, or long-term run-off are anticipated. The Project site is not located within a 100-year floodplain. In addition, the Project Applicant would be required to prepare and imp]ement a Storm Water Pollution Prevention Plan (SWPPP) and a Water Quality Control Plan in accordance with the Clean Water Act. Therefore, no sia ificant hydrology impacts aze anticipated and no mitigation is required. (Addendum, p. 208) 2. Impacts of Phase la With the Phase la improvements, the amount of impervious surfaces within Westfield Santa Anita did not increase. As part of development of Phase la, the following conditions set forth in the staff report for architectura] design review (ADR-2002-061) were satisfied: • Submit grading and drainage plan prepared by a registered civil engineer subject to the approval of the City Engineer. Provide calculations for both the gravity drainage system and the pump drainage system (if applicable). Computations should show hydrology, hydraulics, elevations and all the details required on the City's "Pump Drainage" sheet. • Submit separate erosion control plan prepared by registered civil ena neer for City's approval. Development of Phase la also occurred in accordance with the NPDES requirements including preparation of a SWPPP and Standard Urban Stormwater Management Plan (SUSMP). No substantial changes to existing drainage pattems, ~oundwatar recharge, stormwater runoff quantities or velociries, or degradation of water quality occurred as part of Phase la. As such, Phase la impacts to hydrology and surface water quality were less than significant and were within the envelope of impacts set forth in the Initial Study that is part of the Certified EIR. (Addendum, pp. 208-209j • City of Arcadia ' Westfield Santa Anita Februarv 2D07 " Page 58 Stacement of Environmental Effects and Findings 3. Impacts of Phase lb Phase lb would be developed on an existing surface parking area. The Phase lb expansion of Westfield Santa Anita would not affect the overall drainage patterns or increase the existine amount of storm water runoff since the area proposed for development is 95 percent impervious and the proposed expansion would not change the amount of impervious area. Drainage from this area would continue to flow to an existing underground storm drain system. As such, no substantial changes associated with existing drainaee pattems, interference with groundwater recharge, or increases in stormwater runoff quantities or velocities would occur. Thus, hydrology impacts associated with Phase lb would be less than significant. (Addendum, PP. 209-210) ~ As part of construction and operation of Phase lb, the Applicant would be required to prepare and implement a SWPPP and a SUSMP in accordance with cunent NPDES requirements and to comply with the requirements set forth by the City of Arcadia. These include implementation of Best Management Practices (BMPs). With compliance with NPDES and City requirements, impacts associated with water quality would be less than significant and would be within the envelope of environmental impacts set forth in the IniYial SYudy that is part of the Certified EIR. (Ibid.) 4. Impacts of Phase 2 While the specific development footprint of the buildout of Phase 2 set forth in the Certified EIR has not been defined, the hydrologic and water quality conditions afrer buildout of Phase 2 would remain largely the same as existing and post Phase lb conditions since the site is almost entirely covered by impervious surfaces with limited landscapin„ and all surface flow drainage would essentially remain the same. Thus, development of Phase 2 would not result in substantial changes associated with existing drainage patterns, a oundwater recharge, or increases in stormwater runoff quantities or velocities. In addition, as part of construction and operation of buildout of Phase 2, the Applicant would be required Yo prepare and implement a SWPPP and a SUSMP in accordance with current NPDES requirements and to comply with the requirements set forth by the City of Arcadia. As a result, hydrology and water quality impacts of buildout of Phase 2 would be less than sia ificant and would be within the envelope of environmental impacts set forth in the Initial Study that is part of the Certified EIR. (Addendum, p. 210J 5. Cumulative Impacts Each of the related projects could potentially result in an increase in surface water runoff and contribute point and non-point source pollutants to surface water resources, resulting in a cumulative impact to hydrology and water quality. However, the related projects would be subject to NPDES permit requirements for both construction and operation, including City of Armdia Watfield Santa Anita FeMuary 2007 Page 59 Statement of Environmental Effects and development of SWPPPs, and SUSMPs, as well as compliance with local requirements pertaining to hydrology and surface water quality. Thus, each related proj ect would be evaluated individually to determine appropriate BMPs and treatment measures to avoid significant impacts to hydrology and surface water quality. Thus, with compliance with regulatory requirements, cumulative impacts related to hydrology and surface water quality would be less than significant. (Addendum, pp. 310-211) 6. Addendum Findings With compliance with regulatory requirements, Phase lb and the buildout of Phase 2 would not result in new or substantially worsen impacts related to hydrology and surface"water quality. Consistent with the Findings for the Certified EIl2, impacts related to hydrology and surface water quality would be less than sienificant. Thus, hydrology and surface water quality impacts of Phase lb and the buildout of Phase 2 would be within the envelope of impacts set forth in the Initial Study that is part of the Certified EIR. (Addendum, p. 211) Population and Housing/Recreation 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that the Project would not involve any residential development and therefore will not have any direct impact on regional or local population projections. The Project will generate approximately 780 additional full-time jobs and 780 part-time jobs, which may indirectly increase the need for housing. However, the majority of the jobs aze expected to be filled by the existing population. In addition, the Project will not destroy structures that aze considered affordable housing and therefore will have no impact on affordable housing units in the City, nor will the Project displace substantial numbers of people. Therefore, no significant impacts to population and housing are anticipated and no mitigation is required. .(Addendum, p. 212) With regard to recreation, the Findings for the Certified EIR concluded that the Project does not contain any components that would increase demand upon neighborhood, regional or any other recreational facilities. Therefore, no significant impacts to recreational resources are anticipated and no miYigation is required. .(Addendum, pp. 21?-213). 2. Impacts of Phase la Residential uses were not removed or proposed as part of the Phase la improvements. Thus, no impacts associated with direct residential popularion growth or displacement of housing occurred as part of the Phase la improvements. Approximately 750 part-time and full-time employees were generated by Phase la, or 84 more employees than projected by the Certified City af Arcadia k'es[field Santa Anita FeUruary 2007 - Page 60 Statement of Environmental Effects and Findings EIR. This employment growth is also within the employment projections set fonh by SCAG for the City of Arcadia. In addition, it is expected that the majoriry of the additional emplo}mlent opportunities have been filled by persons who already live within close proximity to the site. Thus, no impacts associated with population or housing occurred as part of the Phase la improvements. (Addendum, p. 213) Phase la is commercial in nature and thus would not generate population b owth that would be expected to substantially increase the demand for public recreational facilities. Therefore, sienificant impacts related to recreation are not expected with Phase la. (Ibid.) 3. Impacts of Phase lb Residential uses would not be removed or proposed as part of the Phase lb improvements. Thus, no impacts associated with direct residential population growth or displacement of housing would occur as par[ of the Phase lb improvements. Phase lb is projected to employ approximately 150 full-time and 150 part-time employees which is within the employment projections set forth by SCAG for the City of Arcadia. In addition, it is expected that the majority of the additional employment opportunities would be filled by persons who already live within close proximity to the site. Therefore, the direct and indirect effects of such new employees on loca] population and housing would be less than significant. (Addendum, pp. 213-214j As with Phase l a, Phase lb would be commercial in nature and would not be expected to substantially increase the demand for public recreationa] facilities. Therefore, significant impacts related to recreation would not occur as a result of implementation of Phase lb. (Addendum, p. 214) 4. Impacts of Phase 2 Phase 2 would be expected to generate as many as 298 full-time and 298 part-time new jobs, which would be within the employment projections set forth by SCAG for the City of Arcadia. In addition, it is expected that the majority of the additional employment opportunities would be filled by persons who already live within close proximity to the Project site. Therefore, the direct and indirect effects of such new employees on local population and housing would be less than significant. (Ibid.) As a commercial retail land use, Phase 2 would not be expected to result in a substanrial increase in the demand for recreational facilities. Therefore, impacts on recreation services in the City of Arcadia would be less than si~ificant. (Ibid.) City ot Arcadia k'estfield Santa Mita February 2007 Page 61 Statemem of Environmental Effects and Findings 5. Cumulative Impacts As indicated above, the estimated employment increases resulting from Phase la, Phase I b and buildout of Phase 2 would be within the employment a owth forecasts set forth by SCAG for the City of Arcadia. These forecasts account for planned or reasonably foreseeable development within each jurisdiction. Thus, as the employment growth from the Project is within these forecasts, cumulative impacts associated with the Project would be less than significant. (Ibid.) Other related projects in the vicinity that are commercial in nature would not be expected to have a substantia] adverse affect on the demand for public recreation facilities. In addition, new residential projects within Che City would be required to pay fees into the Pazk and Recreationa] Facilities Fund in compliance with Section 26951 of the Arcadia Municipal ~Code. In addition, neither Phase la, Phase lb, nor Phase 2 would result in a cumulatively considerable contribution fo impacts on pazks and recreational facilities in the area. (Addendum, p. 215) 6. Addendum Findings Phase lb and Phase 2 would not produce new or substantially worsen impacts related to population and housing or recreation. Consistent with the Findings for the Certified EIR, impacts related to population and housing as well as recreation would be less than significant. Thus, population and housing implications as well as recreation implications of Phase lb together with Phase 2 would be within the envelope of impacts analyzed for the Project in the Initial Study that is part of the Certified EIR. (I6id.j III. OTHER CEQA CONSIDERATIONS AND CONCLUSION5. 1. The City of Arcadia, acting through its City Council and its Department of Development Services, is the "Lead Agency" for the Project evaluated in the Addendum. The City finds that the Addendum was prepared in compliance with CEQA and the CEQA Guidelines. The City finds that it has independently reviewed and analyzed the Addendum to the Certified EIl2 and that the Addendum reflects its independent judgment. 2. The City Council finds and determines that the information contained in the Addendum and staff errata for the Project is adequate for matters related to the Architectural Design Review, and that the City Council has reviewed and considered the information contained therein pursuant to the State CEQA Guidelines, and the City CEQA Guidelines along with other factors related to this matter. 3. The City Council finds and determines that, based on the information set forth in the Addendum and Findings, pursuant to Sections 15162(a)(1) and (2) of the State CEQA City af Arcedia w'est[eld San[a Ani[a February 2007 Page 62 Statement of Environmental Effects and Findings Guidelines and with respect to the potentially significant impacts analyzed in the EIR, Phase lb and Phase 2 do not constitute substantial changes in the Project or substantia] changes to the circumstances under which the Project is undertaken that would involve any new significant environmental effects or result in any substantial increase in the severity of previously identified potentially significant impacts in any of the analyzed environmental impact categories and that no new mitigation measures are identified in the Addendum that would modify the Mitigation Monitoring and Reporting Program adopted in connection with certification of the E1R and which are incorporated into the Addendum by reference. 4. The City Council finds and determines that, pursuant to Section 15162(a)(3) of the State CEQA Guidelines, Phase lb and Phase 2 neither constitutes nor contains new information of substantial importance that was not known or could not have been known with the exercise of reasonable diligence at the time the EIR was certified as complete. 5. The City Council finds and determines that no additional environmental impacts other than those identified in the EII2 will have a significant effect or result in a substanrial or potentially substantial adverse effect on the environment as a result of Phase lb and Phase 2. zoo~ Pa~e 63 ORDIN.~NCE N0. 2135 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, AMENDING SECTION 9269.5 RELATING TO PARI{ING REQLIIREME?~1'I'S FOR REGIQNAL SHOPPING CENTERS AND ADDING SECTTON 9220.253 TO THE ARCADIA MUNICIPAL CODE ESTABLISHING A DEFINITION FOR GROSS LEASABLE AREA, TEXT AMENDMENT T.A. 99-006 WHEREAS, this text amendment was initiated by Westfield Corporation, Ina (the "applicant") requesting to amend Section 9269.~ relating to the parking requirements for Regional Shopping Centers, and to add a new definition to the Arcadia Municipal Code for "Gross Leasable Area", and to delete the floor area for kiosks and carts from the parking requirements, Community Development Division Case No. T.A. 99-006; and WHEREAS, on 3uly 25, 2000, a public hearing was held before the Plaruling Commission on said matter at which time all interested persons were given fuli opportunity to be heard and to present evidence; and WI-iEREAS, the Planning Commission on August 8, 2000 voted 4 to 0 with one (1) member absent to adopt Resolution No: 1616 expressing the Commission's comments and recommendations to the City Council regarding Text Amendment 99-0~6; and 1 WI~REAS, on September 5, 2000, the City Council held a public hearing on: (1.) the final Environmental Impact Report; (2) General Plan Amendment G.P. 99-001, (3) Zone Change Z-99-003 and (4) Te~ct Amendment 99-OQ6 for the Westfield Shoppin,gtown- Santa Anita expansion; and ~rfiEREAS, as part of the record of this hearing, the Gity Council reviewed and considered: 1. All staff reports and related attachments and exhibits submitted by the Community Development Division of the Development Services Department to the City Council; 2. The record of the Plamling Commission hearing regarding the General Plan P.inendment G.P. 99-001, Zone Change Z-99-003 and Text Amendment 99-006 for the VJestfield Shoppingtown - Santa Anita expansion; and 3. All letters, information and material presented as part of fhe public testimony at the Gity Council public hearing on September 5, 2000, including the staff report, the Final EIR and a11 oral presentations and documentation presented at the public hearing; and WI~REAS, the above recitals are hereby incorporated as part of the findings set forth below. 2 NOW. THEREFORE, TI-iE CITY COUNCIL OF THE CTTY OF ARCADIA, CALIFORNIA DOES ORDAIN AS FOLLOWS: SECTION 1. The factual data submitted by the Development Services Department in the attached report is true and conect. SECTION 2. The City Council findst L That the evaluations of the environmental impacts as set forth in the FEIR are appropriate; that with the exception of "Air Qualiry", this project will not have a significant effect on the environment; that when considering the record as a whole, there is no evidence that this project wi11 have any potential for adverse effect on wildlife resources or the habitat upon which the wildlife d~pends. 2. That the project as proposed including the miti~ation measures; Final EIR (hereby incorporated by this reference) and the Miti2ation Monitoring and Reporting Program wi11 comply with the objectives and policies set forth in the General Plan; and that the City Council concurs with the Findings of Fact and Statement of Oveniding Considerations regarding si~ificant effects under provision of California Public Resources Code Section 21081 and Califomia Code of Regulations Sections 15091 and 15093 es set forth in Resolution 6151. SECTION 3. Section 9220.25.3 is added to the Arcadia Municipal Code to read zs follows: 3 "9220.25.3. GROSS LEASABLE AREA. Gross leasable area shall be the total floor area desi,,t~.ned for the tenant's occupancy and exclusive use, including basements, mezzanines, or upper floors - expressed in square feet and measured from the centerline of joint partitions and from outside wa11 faces. Gross leasable area shall also include kiosks within the common areas. It is the space for which tenants pay rent, including sales areas. Exception: Gross Leasable Area shall not include (a) service areas within mall tenant stores and (b) service areas that occupy less than 25% of the ~oss square foota~e of stores in excess of 50,000 square feet. Service areas in excess of this percentage shall be counted toward the Gross Leasable Area. Service areas are those areas specifically dedicated to employee use, storage and mechanical areas and employee restrooms." Section 4, That Section 9269.5 of ttie Arcadia Municipal Code is amended to read as follows: "Regional Shopping Centers 4.75 parking spaces per 1,000 sq. ft. of Gross Leasable Area (GLA)" 4 Sect~s~ The City Clerk shall certify to the adoption of this Ordinance and shall cause a copy of ~~ S~e to be published in the o$icial newspaper of said City wlthin fifteen (15) days after its adoption. Passed, approved and adopted this 3r~ ATTEST: ~~ ~~~ ~~ ~~ City Clerk APPROVED AS TO FORM: ~f~~^ ~ l~%~~ Stephen P • Deitsch City AttorneY day of Gctober , 2000. Is/ G~Y !t._.__K~~A~. ~,,; Mayor of the City of P.rcadia 5 ORDINANCE N0. 2136 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY GF ARCADIA, CALIFORNIA AMENDING THE ZONING CODE OF THE CITY OF ARCADIA TO RECONFIGURE THE G2 & D(GcNERAL COMMERCIAL AND DESIGN OVERLAY AND G2 & D H8 (GENERAL COMMERCIAL WITH A DESIGN AND HIGH-RISE OV~RLP,Y) ZONING BOUNDARIES FOR THE PROPERTY LOCATED AT 400 SOUTH BALDWIN AVENUE (COMMONLY KNOWN AS THC WESTFIELD SHOPPINGTOWN - SANTA ANITA) TO INCORPORATE THE NEW BUILDWG ENVELOPES WHiCH INCLUDE THE ENCLOSED AND OPEN AIR MALL AREAS WHER~AS, fhis zone change was initiated by Westfield Corooration, Inc. (the "appllcant") requesting that the zoning designation of G2 & D(general commercial and design overlay) and C-2 & D H8 (aeneral commercial with a design and high-rise overlay) be reconngured to incorporate the new building enveiopes (Building Areas A, B and C) which include the enclosed and open-air rnali areas as shown on the attached site plan (Exhibit Al ~nd tegally described in Exhibit B, to aliow the construction of up to a 600,000 square foot zxpansion of the existing mall, Community Development Division Case No. Z-99-003, for the property located at 4D0 South Baldwin Avenue, the north2ast corner of Bafdwin Avenue and Huniington Drive (commonly known as the Westfield 5hoppingtown - Santa Anita); and WHER~AS, on July 25, a public hearing was held before the Planning Commission on said matter at which time ail interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, the Planning Commission on August 8, 2000 voted 4 to 0 with one member absent to adopt Resolufion 1614 expressing the Commission's comments and r~commendetions to the City Council regarding Zone Change Z-99-003; and WHEREAS, on September 5, 2000, the City Council held a pubiic hearing on: (i) the final Environmental Impact Report; (2) General Plan Amendment G.P. 99-001, (3) Zone Change Z-99-003 and (4) Text Amendment °9-OOn for the Westfield Shoppingtown - San~a Anita expansion; and WHEREAS, as part of the record of this hearing, the City Council reviewed and considered: -1- 2136 r 1. All staff reports and related attachments and exhibits submitted by th2 Cornmunity Development Division of the Development Services Department to the City Council; 2. The record of the Planning Commission hearing regarding the General Plan Amendment G.P. 99-001, Zone Change Z-99-003 and Text Amendment 99-006 for the Westfield Shoppingtown - Santa Anita expansion; and 3. All letters, information and material presented as part of the public testimony at the Cit.y Gouncil pubiic hearing on September 5, 2000, including the staff report, the Final EIR and all oral presentations and documentation presented at the public hearing; and WHEREAS, the above recifals are hereby incorporated as paR of the findings set forth below. NOW, THEREFORE, THE CfTY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA DOES ORDAIN AS FOLLOWS: Section 1. That the factual data submitted by the Development Services Department in the attached report is true and correct. Section 2. The City Council fnds: 1. That the request to expand the C-2 & D and C-2 D& HB overlay zoning designatior,s will be consistent with Building Areas A, B and C and the Height Restriction Area as shown on Exhibit A and legaliy described in Exhibit B. 2. That the approval of this zone change will not be detrimental to the public healfh or welfare or injurious to the property or improvements in such zone or vicinity. 3. That the Pianning Commission and City Council -will have the opportunity to review and approve the specific site plan for the mall expansion during separate pubfic hearing processes that will allow the Ciiy an opportunity to better assess the location, design and potential impacts of the proposed buildings on properties to the south and west of the project site subject to required and appropriate fndings. 4. That the evaluations of the environmental impacts as set forth in the FEIR are appropriate; that with the exception of "Air Quality", this project will not have a signi~icant eifect on the environment; that when oonsidering the record zs a whole, there is no evidence that this project will have any potential for adverse effect on wildlife resources or the habitat upon which the wi(dlife depends. -2- 2136 . 5. That the project as prooosed including the mitigation measures, Finai EIR iereby incorporated by this reference) and the Mi'tigation Monitoring and Reporting Program will comoly with the objectives and policies set forth in the General Plan; and that the City Council concurs with the Findings of Fact and Statement of Overriding Considerations regarding signifcant effects under provision of California Public Resources Code Section 2^081 and California Code of Regulations Sections 15091 and 15093 as set forth in Resolution 6151. Section 3. That for the foregoing reasons, the City Council approves this zone ~hanae reconfiguring the G2 & D(design) and G2 & D H8 (design and high-rise overlay) overlay zones as shown on Exhibit A and legalty descri6ed in Exhibit B; provided that the H8 overlay shall be applicable solely to Building Area C, but excluding therefrom the Height Restriction Area as shown on Exhibit A and legally described in Exhibit B. Section 4. That from and after the effective date of this Ordinance, said rea! properfies shall be so zoned subject to the restrictions imposed by Resolution 6199 adopted concurrently herewith under the provisions of the zoning regulations of the City. Section 5. The City Cierk shall certi"ry to the adoption of this Ordirance and s~~all cause a copy of the same to be pubiished in the official newspaper of said City within Tifteen (15) days after its adoption. Passed, approved and adopted this 3rd day of Oc~ober , 2000. ~ !B/G~Xl~-.~s-~~l-t~~I~ __ _. ___.._ _ _ Mayor of the City of Arcadia ATTEST: /~/ J ~. ~~F ~ City Clerk of the City of Arcadia APPROVED AS TO FORM: . ~~~~,{,~. (~. I~~~~ Stephen P. Deitsch, City Attorney -3- 2136 r STATE OF CALIFORNIA ) COUI~iTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JLTNE D. ALFORD, City Clerk of the City of Arcadia, hereby cenifies that the foregoing Ordinance No. 2136 was passed and adopted by the City Council ot the City of .4rcadia, si~ed by the Mayor and attested to by fne Ciry Cierk at a r°eular meeting of said Council held on the 3rd day of October, 2000 and that said Ordinance was adopted by the following vote, to wit: AYES: Councilmember Chandler, Chang, Marshall, Segal and Kovacic NOES: None ABSENT: None d ------ - _...__ .._. .- City Clerk of the City of Arcadia 4 r EXHIBfT A . WESTFfELD SHaPPINGTOWN SANTA ANITA BUILDfNG ENVELOPE LEGAL DESCRIPTIONS BUILDING AREA C: THOSE PORTIONS OF PARCELS 1, 2, 3 AND 4 OF ?ARCEL MAP NO. 23862 IN THE CITY OF ARCADIA, COUNTY OF LOS ANGEL~S, STA'i ~ OF CALIFORNIA, AS PER MAP FILED IN BOOK 261, pAGES 9D TO 95 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, TOGETHER WITH THOSc PORTIONS OF PARCELS 2 AND 3 OF PARCcL MAP NO. 8374 IN TH~ CITY OF ARCADIA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 89, ?AGES 76 AND 77 OF MAPS, IN TH~ OFFICE OF THE COUNTY RECOftDER OF SAID COUNTY, DESCRIBED AS A WHOLE AS FOLLOWS: BcGINNING AT THE NORTHERLYTERMINUS GF THAT CERTAIN COURSE IN THE WESTERLY LINE OF SAID P.ARCEL 1 OF SAID PARCEL MAP N0. 23862, HAVING A BEARING AND DISTANCE OF NORTH 10°53'47" EAST 98.73 FcE ~; THENCE NORTH 82°30'27" EAST 191.79 FE~T TO T'riE TRUE POINT OF BEGINNING; THENCE NORTH 38°02'00" EAST 350.~0 FE~T; THENCE NORTH 51'56'00" WEST 188.81 FEET; THENCE NORTH 11 °D5'07" EAST 547.45 FcE7; THENCE SOUTH 76°$4'53" EAST 177.OD FECT; THENCE NORTH 29°~0'09" EAST 534.58 FEET; THENCE SOUTH 78°34'00 =AST 652.54 FEET; THENCE SO.UTH 51°58'00" EAST 77.60 FE~; THENCE SOUTH 78°34'DO" EAST 104.85 FEcT TO THE BEGINNWG OF A TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 350.00 =EET; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 90°~0'00" AN ARC LENGTH OF 549.78 FEET; THENCE SOUTH '1'I °26'~7" WEST 1,179.40 FEcI'; THENCE NORTH 78°42'09" V11=5T 798.20 FcET; THcNCE SOUTH 3B°02'~0" WES7 72.40 FEET; THENCE SOUTH 88°30'00" WEST 224.64 FcET; THENCE NORTH 51 °58'00" WEST 503.39 rEET TO THE TRUE POINT OF BEGINNING. SAID PARCEL CONTAINS 50.038 ACRES. BUILDING AREA A: _ _ _ __ _ _ _ _- -__--- _ __.._ --. _ THHT PORTION OF PARCcL 1 OF PARCEL MAP NO. 23862 IN THE CITY OF ARCADIA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 261, PAGES 90 7'O 95 O'r MAPS, IN THE OFFICE OF THE COUNTY RECOft~ER Or SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SAID PARCEL 1; THENCE SOUTH 07°49'48" EAST 33.44 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 51°58'OD" EAST 238.11 PEET; THENCE SOUTH 31 °A2'54" EAST 68.36 FEET~, THENCE SOUTH 34°13'06" WEST 12fi.28 FEcT; THENCc NORTH 51°58'00" WEST 300.67 FEET; THENCE NORTH 34°13'06" EAST 150.00 Fcci TO THE TRUE POINT OF BEGINNING. SAID PARCEL CONTAINS 1.016 ACRES. PAGE 1 OF 2 EXHIBIT B Page 1 BUILDING AReA B: THAT PORTION OF PARCE!_ 1 OF PARCEL MAP NO. 23862 IN TH~ CITY OF ARCADIA, COUN i l' OF LOS ANGELES, S?ATE O~ CALfFORNIA, AS PER MAP FILED IN BOOK261, PAGES 90 TO 95 OF MAPS, IN THE OFFIC_ OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FaLLOWS: - BcGINNING AT THE MOST NORTH=RLY CORNER OF SAID ?ARCEL 1; THENCE SOUTH 07°49'48" EAST 33.44 FcET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 51 °58'00" E?.ST 150.33 FEET; THENCE SOUTH 34°13'06" W~ST 300.00 FEET; THENCE NORTH 51'S8'00" WEST 146.64 F=~ TO A POINT ON A CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 956.14 FEET, H R,4DIAL LINE FROM SA(D POINT BEARS SOUTH fi0°51'30" EAST; TH=NCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 4°Z3'48" AN ARC LENGTH OF 73.36 FEET; THENCE TANGENT TO SAID CURVE NORTH 34°13'06" ~AST 227.D0 FEET TO THE TRUE POINT OF 6cGINNING. SAID PARCEL CONTAINS 1.03~ ACRES HEiGHT f2E5TRICTION AREA: (THAT PORTIQN OF BUILDING AREA C NOT SUBJECT T~ THE H8 OVERLAY) THOS~ PORTIONS OF PARCELS 3 AND 4 OF PARCEL MAP NO. 23862 IN THE CITY OF ARCADIA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 261 , PAGES 90 TO 95 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, TOGETHER WITH THAT PORTION OF PARCEL 2 OF PARCEL MAP NO. fi374 IN THE CITY OF ARCADIA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 89, PAGES 76 AND 77 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS A WHOLE AS FOLLOWS BEGINNING AT THE NORTHERLY TERMINUS OF THAT CcRTAIN COURSEIN THE WESTERLY LINE OF SAID PARCEL 1 OF SAID PARCEL MAP NO. 23862, HAVING A BEARING ANp DISTANCE OF NORTH 10°53'47" EAST 98.73 FEET; THENCE NORTH 82°30'27" -AS7 191.79 FEcT; THENCE SOUTH 51 °58'00" cAST 503.39 FEc f; THENCE NORTH 88°30'DO" EAST 224.64 FEET; THENCE NORTH 38°02'00" ~P.ST 72.40 FEET TO THE TRUE POINT OF B~GINNING, THENCE NORTH g°22'12" cAST 58.92 FEET; THENCE SOUTH 68°08'D~" EAST 807.36 FE=T; TH~NCE SOUTH 11°26'07" 1NEST 163.30 FEET; THENCE NORTH 78°42'09" VJEST 798.2D FEET TO THETRUEPOWT OF BEGINNING. SAID PARCEL CONTAINS 2.040 ACRES. WESTFIELD SNOPPINGTOWN SANTA ANITA LEGAL DESCRIPTIONS PAGE 2 OF 2 EXHIBIT B Page 2 ~ N o ~ ~ ~ a oNmo o ~ ~ W ~ ~w N ~~~~ : ~ O ~ ~ ~ ~ N N ~ ~ ~' . e e ' ~ ~ W ~ ~ O N ~~ Q ~ ~ ~ ~ ~t a - ~ z ~ ~~ II ~ Q ~o o Cn CL ~-- z z = ~ ~ :~ a ~ ~ O z ~~ -~ 0 r ~~oo ~v~°i°oc ~ ~ f n ~ m Z ~ c~ r~ Q :9 (~ I I 'J' "`) ~ . ~.r i . N C ~N Z r U i N ~ ~ ~ ~ ~ W 0 O m ~ ~ N EXHIBIT B PAGE 3 lJ,: r- ) Q W ~ C r ~ ~ ~ w C ~` ~ O ~ ~i ~Q ~ ~ Q ~ (, °~ LL ~- ~ ~ z ~ C ~ r~ Cn D- F- z z W ~ n- ~ ~ ~ ° o ~ ~ ~ ~^ V J e ~ n n ~ a m v i~ 0 . / ~ 5~ 7 :~6~ ~f -e~. ..gp g2` /~~~~ ~ ~ •F~ n o ~: ' ~ ~ hyh ~~ P ~~h ~v ~' L? Q~ ~v F' e ~/4~ . 't o h~ o p° ~C~ ~' ~~ ~~~o,~'' ~j0 ii ~, .'~` Q~ O '70 GO ~ ~ h~ ~ ~~ P~~ ~< <. - ~ ~,.C~ :` ~~E \~ ' p,~ OG £ S .,9~; oo~ c~y h`~ ~~, :G~.~ .~ S~ ~ ~j \ ~~c'Z ~F'/ ' `J bCFp. Z~£ ,\c `'~r ~~O>/nQ ~ \ ~~y ~ .s~,~r N N > z ~ w m 0 F- O C ~ z z / ~: m ~ o J z '' • ~ o ~ °~ C ~ ',: N w p1 f~ C ~ II II II ~ H ~ ~ Ja ~ ,~c/ ~ ~ h~ ~~ ~~ ~~. ., O O ~ ^II ~ m o ~ a xN~~ ~ o cv r w ~ ~ ~~~n x~o~c :v,~,,~ ~ ~ ~~ w ~o F- ° Q r~ 0 N a W ~ o ~ ~~~~~ ti N a:~~~~ ~ ~ ~~ 4 ^' N ~ f ~ ~ I ~ p ~ ~ m ~G W r Z '~ > Q ^ j C L:J EXHIBIT B PAGE 4 RE~OLUTION N0. 0197 ,4 RESOLUTION OF THE CfTY COUNCIL OF THE CITY GF ARCADIA, CALIFORNIA, C~RTIFYING THE F1NAL ENVlRONMENTAL IMPACT REPORT PREPARED FOR THE WESTFIELD SHOPPINGTOWN EXPAhlSION PROJECT, ADOPTING ENVIRONMENTAL FINDINGS PURSUANT T~ THE CALIFORNIA ENVIRONMENTAL QUALITY ACT, A STATEMENT OF OVEP.RIDWG CONSIDEr2ATIONS AND A MiT1GATI0N MONiTORING AND REPOR i iNG PROGRAM WHEREAS, the Wes~field Shoppingtown Exoansion Project proposes construction cf up to a 600,000 square foot expansion to the existing Weshield Shoppingtown in the City cf Arcadia; and WHER~AS, pursuant to the Caliiornia Environmental Qualiiy Ac, ("CEQA"j ;Public Res. Code §21000 et seq.), the State C~QA Guidelines (14 CCr2 g 15000 et seq.), and the City of Arcadia's Local CE~A Guideiines, the Clty ef Arcadia is the lead ~gency for the West`ield Shoppingtown Exaarsion Groject ("Froie~t") es the public agency with general governmental powers; and WHEREAS, the City, as lead agency, determined that an Environmental impact P,eport ("EIR") should be orepared pursuant to CcQA in order to analyze all potential adverse ~nvironmental impacts oi Projeci implementation; and WHEREAS, a Notice cf Preparation of the Draft EIR was published on or abcut December 1?, 1°O9, inviiing comments ~rom r~sponsible agencies, other regul2tory agencies, organizatlors 2nd individuals pursuant to S~ate CEQA Guidelines Se~tion 15082:and WHEREAS, in order to define the scope of the inves'tigation o` the EIR, th2 City consulted with all responsibie and trustee state agencies, local orcanizations and interested individuals to identify concerns r~garding potential impacts of the Project on the Project site; and WHEREAS, during the 45-day comment period on tne Noiice of Pr~paraiion of an EIR, the City conducted a Public Scoping Mee'ting on December 6, 19°9 to solicit inout from the community recardirg issues ie be addressed in the EIR; and : WHEREAS, approximately 13 written comment letters were received by the Ci±y in response to the Noiice ar Preparaiicn, whic" 2ssisted `he Ciiy in narrowing the issues ard alterrativ=s for analysis in the Draft cIR; and WHEREAS, the Draft EIR was completed and released for public review on May 1g, 2000 and the City initia'ted the public comment period by filing a Notice or Compleiion and Avaiiability with the Staie Office ot Planning and Research and the Clerk's Office of Los Angeles County; and WHEREAS, pursuani to Public Resources Code Section 21092, ?he City also provided a Notice of Compleiion and Availabiiity to all organizatiors and individuals wno had previously requested such notice in writing, and published the Notice o~ Completion on or about May 25 and June 1 in a newspapet or' general circulation in the Proiect area. Copies or the Draft EIR were provided to approximately 53 public agencies, oraanizations and individuals. In addition, the City placed cooies of the Draft CIR at the Arcadia City Library and Arcadia Development Services Department, Community Development Division; and vVHEREAS, during tne 45-day comment period, the City consulted with and reauested comments from ail responsible and frustee agencies, other regulatory agencies and others pursuant !o State CEQA Guidelines Section 15086; and WHEREAS, during the ofiicial public roview period for the Draft EIR, the City received approximately eieven (11) written comments, all of wnich the City responded to in the Final EIR; and WHEREAS, pursuant to Public Resources Code Section 21092.5, the City provided cooies of the Final EIR io all commentors on August ~3; and WHEREAS, as contained herein, the City has er.deavored in good faith io sei forth the basis for its dedsion on the Project; and WHEP.EAS, ali the requir=menis of CEQA, the StGte GEQA Guidelines and the City's Local Guidelines have been satisfed by the City, and the EIR is suniciently detaiied so that all or the ootartially significant ~nvironmental effects or the Projec, have been evaiua~ed properly, focusing on brcad policy alierratives and area wide rnitig2tion me2sures; and ; .2_ 5197 WHERFAS, the E1R prepared in connection with the Project sutficiently analyzes coth the reasible mitigaiion measures necessary io avoid or subs~antialiy lessen the Pro;ect's poiential environm~ntal impacts and a r~nge of feesible altematives capable of =fiminating or reducing these e~ects in accordance with CEQA and the State C~~A Guidelines; and WHEREAS, all of the nndings and conclusions made by the City Council pursu2nt to fhls Resolution ar~ based upon the ora! and writter evidence presented to it as a whole and not based solely on the informatlon provided in this Resolution, and WHEREAS, environmental impacts identified '.n the Final EIR whlch the City Tinds are less than signiricant and do not rea,uire mitigation are described in Seciion il hereof; and WHEREAS, environmental impacts identified in the Final EIR as poi~ntially sianifcant but which the Ciiy finds can be mitigated to a level cf less than significant through the imposition oT feasible mitigation measures identined ln the Final ~IR and s~i forth herein, are described in Section lll hereof; and WHEREAS, environmental impacts identin`ed in the Firal EIR as pcientially signiricant but which the City finds cannot be fuily mitigated to a level of less than significant, despite the Imposition of aii feasible miiigation measures Identified in the Finai ElR and set forth herein, are described in Section IV hereof; and WHEREAS, alfernatives to the Project that might eiimir~ate or reduce significant environmental imp~cts are described In Section V hereof; and WHEREAS, prior to taking action, the CI'ty Council nas heard, been presented with, reviewed and corsidered all 01 the iniormatYon and data in the administrative record, including the Final EIR, and all oral and written evidence presented io it during all me=tings and hearings; and WHEREAS, tne Final EIR refle~ts the independent judgment of the City Council and is deemed adequaie for purposes of making decisiors on the merits oi the Project; and WHEREAS, no comments made in any public hearing or any additional information submitted to the City have produc2d substantial new ir~formation requiring _3_ 6197 . r~circula'tion or additioral environmental review under State CE~A Guidelines Section 15088.5: and WHER~AS, ali other legal prerequisites to tne adootion of this Resolution nave cccurred. NOW i H~REFORE, THE CITY COUNCIL OF THE GITY OF ARCADIA, CALIFORNIA, DOES HEREBY FIND; DETERMINE AND RE50LVE AS FOLLOWS: Section 1. Findings. At a regular meeting on Sepiember 5, 2000, the City Council determined thzt based on all of the eviden~e presented, induding the Final EIR, written and oral iesiimony given at meetings and hearings, ard submission or testimony rrom the public, erganizations and reaulatory agencies, the ~ollawing environmentat impacts assoca"t~d with th~ VVest~ield Shopoingiown Expar,sion Project ar~: i) less than signifcant and do nei require mitigation; or 2) potentially signincant and eacn of these impacts will be avoid=d or reduced to a level of insignificance tnrougn the identiried mitiaaiion measures; or 31 signincant and will be substantially lessened to the extent feasiblF by ?he identsfied mitigation measures. Section 2. Resolutien regarding envirormentai impacts not requiring mi"tication. The City Council hereby finds that the following pe*~ntial environmental impacis of the Anoakia Residen'tial Development Project are less than significant and therefore ao not require the imposiiion of mitigaiion measures: A. Aes~hetics - Liaht and Glare Lighfing associated with the proposed restaurant pacs adjacent to Baldwin Avenue may be visible by adjacent residen~s. (Qraft EIR, p. 4-15.) However, exis~ing landscaping and elevation differenfials wili screen this lighfing. In addition, existing v~hicular trartic and street liahting on Baldwin Avenue will mask any aaditional lighting. No spillover of parking lot lignting is anticipated. Therefore, potential light and glare impacts are not considered signincant and no mitigation is required. (Ibid.) B. Aestheti;s - Toooaraohv The ~xisiing topography is relatively flat due to previous grading activifies ne~essary to construct the sxisting malL (Draft EIR, p. 4-8.) As a r2sult, no significant 1 -`f~ 6~J1 ~rading is expected to be necessary io construct the Project. i herefore, no significant impacts to the exisiing topography are anticipated and no mitigatien is reauir~d. C. Aer~~cultural Resources ~ The Project siie ana surrounding area ar~ fully developed with urban us2s. T'nere are no ~xisting agricuitural resources and farmlands in the Ci'ry. The Project si~e has been and wiil continue to oe deve!oped as a shooping center ard adjoining parking Ict. In 2ddition, the Project will not conflict witn =xisting zoning for agricultural uses. ~Drafit EiR, o. 9-1.) ThereTOre, the Project will not result in significant Impacts to aariculturai resources and no mifigafion is requir~d. p. Bioleaical Resources No unique or sensitive anima;s ar~ located on the Proiect si±e and therefore will not be affecied by implementatlon cf the Project. On-site vegetatlon consisis primarily or small omamental trees (througnout the parking lots) and landscaping rnatarials. In addition, the Project will not affect preserdation policies, conservation olans, or protected haoitats. (lbid.) Thereiore, no signincant impacts tc biological resourc~s will occur rrom implementation oi the R oject and ro mitigation Is reauir~d. E. Cultural Resources The Project site is not on the Historical Places Listing in the City's General Plan, nor is it withir. a deslgnated historic dis~rict. The Project-related improvemenis will r~ot cause a pnysicai change ihat would afrect the unique ethnic ~ultural values of the area. Therefore, no sianiTicant impac:s to cultural resources are aniicipated and no miticaiion is required. (Ibid.) F. Hazards and Hazardous Materials None of the exisiing or prooosed ~and uses 2ssociated with the Proiect will generate, use, or dispose or hazardous materials in quaniities that could ~ose public health hazards. No storage of explosive or combustible materials is located on-site and #here are no known natural or any other hazards known to exist an the Project site. 7hererore, the hazardous materials impact !o tne public and/or environm~nt is net considered signin~ant and no mitigation is required. (Ibid.) _5_ 6" 97 . G. Hvdroloqv and'JVa:er Qualitv The amount of impervicus suraces will not Incre2se with impiementaiion o~ the Proje~t and, therefore; no slgnifcant Impac:s on wa~er quality, groundwater discharge, drainege patt~rn, or ~ong-term run-ori are antlcicat~d. (Draft EIR, p. 9-2.j The Proje~t site is not lo~ated within a 100-year floodoiain. ' In addiiion, the Proieci Aqplicant will be required io prepar° and implemeni a Storm Water Pollution Prevention ?lan and a Waier Quality Control Plan in accordanca wi'th the Clean Water Act. Thererore, no signincant hydrology impacts are aniicipated and ^o mitiga~ion Is required. (Ibid.) ~ H. Nineral Resources ~ Tha °roject site is not designated as, or focated near, ar,y known regionaily significant mineral resources. Tnererore, no sianificant impacts to minerai resources are aniicioated and no mitiaation is required. (Vbld.) I. °oouiation and Housina Implementation of tne Prcject will not involve any residential development and thereror= will not have any direct impact on regioral or loczl populaiion proiectior,s. !Ibid.) The Proie~t vvili aenerate approximately ?80 additional `ull-time jobs and 7a0 part-'t;me icbs, ~.Nni~h may indir2ctly mcrease 'the need for housinq. However, th° majoriiy of the jo~s are expected to be fiiled by tne exisiing population. (Ibid.) In addition, tne Project will not destroy struciures that are cor.sidered aifordable housing and ther~fore will have no impact on affordaole housing units in the City, nor will tne Prej~ct displace su~stant;ai numbers of people. Thesefore, no significant ~mpacts io population and housing are ancicipated and no mitigation is required. (Ibid.) J. Recroation Tne Project does noi contain eny compcnents that weulc fncreasz demand upon'neighborhood, regional or any other recr~ational facilities. Therefore, no signiric2nt impacts .io recreational resources are anticipa:ed and no mitigation is r~quired. (Ibid.) K. Utiiities/Service Svstems - Naturai Gas Service The Soutnern Califomia Gas Company !"SCG') currentiy provides natural gzs service to th~ Project site via underground lines located in West Huntirgton Drve , _g_ c19! ard Baldwin Avenue. (Draft EIR, p. 4-",36.j SCG has indica;ed that ~xisting mains can szNe th~ Proiect and would nci crea'te a signin~,ant Impact on the environment. (ibid.) In addition, no cumulative impac;s to gas services from the Project are aniicipated at :his :ime. (Draft EIR, p. a_~37.; Therefore, no slgnifcant impac+s *.o nacurai gas service are anticipated from the Project and no mitigation is required. (lbid.; L. UtilitieslServic~ Svstems - Teleohone Service Paciric Bell has existing telepnone facilities withir: .he Project vicinify and ~rovides t~lepnone s2rvices io the mall shoos currently operating on the site. libid.) Tc provide service to the Project, enhancement and/or extensions of exisiing faciliiies may be required. (Ibid.) However, s~rvice to the Project can be provided without any adverse impact on Pacific Beil's ability to provide :eleohone ser~ice in the ar~a. (Draft EIR, p. 4-'138.) In addiiion, Pacific Beli witl be able to accommodate the needs ~or telephone service aenerated by this and other projects In the area. (Ibid.) Therefore, no sicnincant Impacis to teleohone s~rvices are anticipat?d and no mi*.ica'tion measures are required. (Ib'id.) Although no mitigation is requir~d, the follow~ng mitigaiion measur~ will 'oe implemented tc enhance the delivery or t2lephone service tc the Proje~i s;te: 4.8.3.i. Tne Proiect Appiicant s~ ~all coordinate with Pacifc Sell prior to the Issuance of grading permits regarding the need for Gdditional ~aciiiiies and/or easements. (Ibid.) Se~tion 3. Resolution regarding Environmental Impacts mi'tigated to a iev°I of I~ss than signincant. Tne City Council hereby finds that mitication m~asures have been identined in tne Draft EIR that will avoid or substantially lessen tne following potentially signiricant anvironm~n:al imoacts to a less than signifcant level. Tne poieniially signific~nt impacts and th~ mitication measures whi~h will reduce them to 2 less than significant level are as follows: A. Aesthetics 1. Potential Sianifcant Imoacis. The Projeci may have potentially signiiicant impacts ragarding aestheiics be:;ause current zoning would allow the Project to have a maximum of eight , _7. 6197 stories with a building height not to exceed 85 feet (Draft EIR, p. 4-8.; In contrast, the sxisting mall is two stories, wi:h t~~e exception of the M2cy's and Robinson's-May buiidings. The Project may also have ootential significant impacts to 2estnetics through limiting the exisfing views of the historic 5ania Anita Racztr~ck grandstands. iDraft GIR, p. ^-.-7.) Tr~e are~ of greatest concern would be views of the Proiect site from ihe existing multiple `amily residences located along Baldwin Avenue and Wes~ Huntington Drive. fDraft EiR, p. 4-9.) The unmiiigaied building height could be as much as 80 feet aoove Baldwin Avenue. {Ibid.) The only other area of potential impact is the Eastslde Expansion Ar=a on the eastern portion of the site, wi,~ere the °roject may disruot ~artial views of ihe rac~track grandstands for a distanc2 of approximately ~50 feet along West Huntington Grive; and full views for an additioral 650 fe=t. (Draft EIR, p. 4-15.1 2. Findinas. Implemeniation of tne following miiigation measuros will reduce po!ential imoacts to aesthetics to less than signiiicant: 4.1.3.1. Ali site plans and architectural building elevaiions shall b~ submiited to ihe City of Arcadi2 for review and approval by the Planning Commission and Cliy Council In accordance with the City's Architectural Desian Review Process. (Ibid.) 4.1.3.2. The Deveiopment Servic~s Department shall r°view and approve the Project's lanescape plans, prior to Issuance of buiiding permits. (Draft EIR, p. 4-17.) 4.1.3.3. The parking struciurels) shall be architecturally compatible with the rrall archiiecture. flbid.) 4.1.3.4. The proposed r~staurant pads located along Baidwin Avenue shall be limited to two ;2) storiPs with a maximum height of 30 ~°et. (Ibid.) 3. 5uooortina Exqianaflon. lmolementation of the Projecf will not require the alteraiion of existing landforms nor will it subs~antially alter the existing viewsneds and visual character of the siie from the surrounding areas. (Draft EIR, p. 5-5.) The existing commercial uses and proposed expansion are considered visually compatible (i.e., both cemmercial in nature) with the exisiing Santa Anita Racetrack locaced directiy no~ th and , _g_ 6197 ~ast of `he siie. (Draft EIR: p. 4-~.i In addition, fne Proiect wili not visually impact the horse stablES that are located directly nortn cr the site, nor will It impact the farge oarking area ~25f Of the slie, since the parking area is not ccnsldered visually ser,sitive. (lbld.) Recarding prooosed building height, the above mitigation measures will reduce ±he maximum building height of the restaurant pads to rn+c (2) stories, 30 rest mzximum height. (ibid.l Also, e!e~ratton diiferentia!s and ine existing landscaping 21ong Baldwin Avenue and the reduced buiidine 'r~eight would miiicat= any ooier,t:ally sianifcant 2esthetic imoacts. (Ibld.) In addition, views of ihe existing Nordstrom b~~ilding ar~ blocked by the exisiing berm and associated landscaping which ranges between six and eight ~eet 21ong Baldwin Avenue. Aiso, the pad elevaticn is approximately 20 feet below Baldwin Avenue, whicn provides additionaf scr~°ning. (Ibid.) Further, the bulk and height of th2 existing mall Is carially buffered oy the dis~ance ~rom the r~sidences to the mail structures. Large art°rial rcadways saparaie West~ield Shoppinatown Trom adjacent mult;-family r~sldenc~s along Baidwir. Avenue ard Huniington Drive. (Draft EIR, p. 4-?.) Also, no scenic vistas are currently oiccked by the rnalL (IbIG.) In addition, as statad in Sec~lon II of these r"mdinas, no significant impacts are exoected regarding fignt and glare or the topograpny of the Project siie. Regarding potentiat cumulative Impa~ s irom the Proje~t, tnere ar2 no other propesed development proiects whicn could combine to result in cumulative impacts to a°sthetic resources in the Project area. As a result, cumulative aestn~tic impacts are not considered signincant. (Draft EIR, p. 4-' 5.) With the exisiing landsaping and implementation or the above listed miiication m=asures, any potentiaily signincant impacts to aesthetics will be reduced to less than significant. B. Geoioqv and Soils 1. Potential Sianificant Imoacts. The Proiect could expose people and propery to ground shaking hazards from local and regional Taults if a large earthquake occurred on any of tne active ~aults identified as hazardous io the City of Ar~adia. (Draft EIR, p. 4-41.) The most notable regional `aults include the San Andreas Fault to tne norih and tne Whittier _9_ a"197 . ~ault io the south. (Ibid.) Alsc, the Raymond Hill ~aults zone iransverses the City rr~m wesi to east. The n~aroy Sierra Madre Fault a!sc influences th2 topography of the ar2a. (Ibid.) P.ecent activity aio~ ~g tne Sierra Madre fauft sysiem (e.g., 1971 San Fernando and 1992 Sierra Madre earthquakes) Indicates this Tault syscem is active and is the sourc~ o~ potentially damaging ear~hquak~s that couid impact Arcadia and the Westiield Shoppingtown Mall. fDratt =1R, p. 4-38.) 2. ~indines. Implementaiion of the rollowing mitigatior~ measures will reduce pctential geotechnical impacts to less than significant: 4.3.3.1. All grading operaiions will b~ conduc~ed in conformance with the apolicable Ciiy of Arcadia Grading Ordinance and the most recent verslon or the Uniform Building Cede (for s~ismic cri?eria): fDrafi ~IR, p. s-44.) 4.3.~.2. The grading and foundation plans, including roundaticn loads, shaii be reviewed by a r~gistered Soils Engineer. The findincs and r~commendaiions of the Soils Engine~r shall be comoiled in a aeotechnical report and submitted to the City of Arcadia ror review and approval prior to issuance of grading p~rmits. (Ibid.) 3. Suooortine ~xolanation. Althouah eartnauakes in the past 25 years hav= producad signincant ground motion wiihin the Project planning area, the damage occurring as a r~sult of these earthGuakes has not been ~s widespread in Arcadia as it has been in other areas. (Draft EIR, p. 4-42.) In addition, although moderaie to high iniansities of seismic groundsnaking can be expected to occur on-site, the effects can be mi'tigat2d by conformance with the latest Uniform Building code and/or recommendatior,s of the Structural Engineers P,ssociation of Caiiromia for seismically resistive design of structur=s. Thereiore, no significant impacts ~elated to regional saismicity ar~ anticioated, (Draft EIR, o. 4-43.} Additionally, no landsiides are present on or near the si:e of :ha Proje~t. (Draft EIR, p. 4-38.) Also, there are cuTently no probiems relating to runofi and erosion since the Project site is fully deveioped and wiil remain covered in either asp~ ~21t or buiiding maie~ials. (Drart ~IR, p. ~1.) Similariy, be;zuse the Proje~ site is ~ -10- 6197 already graded, disrupticn or displacement of on-site soil would be minimal during the corstruction phase or the Project. flbld.) in addition, on-site soils ar~ already compacted and covered by pavement and tnere is no evic2nce t~ suggest that the soils are not suitable for deveicoment. (Draft ~1R, p. ~-43.) P,Iso, due ±o past grading activities ior tne existing mall, the site is r~latively flat and no impacts r=lating to gross siope siabiiity are anticipated. (Ibid.) Further, the Ceunty's liquefaction hazards maps do not showthe Project site as potentially liquifiable. (Dran EfR, p. 4-44.} Although the 211uvial deposits underneath the Proiect site may be subject to di`~eren~ial settlement during any intense seismic shaking, such settlement is not anticipated to occur to the degr~e necessary ta cause much damage. (Ibid.) In addition, cumulative geotechnicat impacts will be reduced to less than significant as cumulative projecis adhere tc mitigation measures contained In siie- specinc gectechnlcal reports, building codes, and grading ordinances. Therefore, cumulative geoi°c.nnical impacts retat~d to fhe Project are not cortsidered significant. ~Ibid.) With the Impiemeniation of the abovG 6sted mitigaiion m~asures, any ooter~tial aeotechnical impacts irom the Project wiil be reduced to less than signiricant (Ibid.j C. Lanc UselPlanninq 1, °oteniial Sianificant Im~ac~s. Reoarding compaiibility v~ith surrounding land uses; Projec: impl~mentaiion may increase trafric volumes and associaied noise levels on roadways including Ealdwin Avenue 2nd Vdest Hun~ington Drive. (Draft EIR, p. 4-50.) Anofher poiential impact may be the oroposed General Plan Amendment to alfow exoansior of the building ?nvelope to the site's eastem border. Under a worst-cas~ sc°nario; this could allow th~ construction of structuras within approximately 350 feet of the nearest residential units, fDraft EIR, p. 4-5~.i Th~ Project inciudes a General Plan amendment to allow fer a 000,000 square foot expansion oT the existine mall, resulting ir an Increasa of 293,699 sauare feet over the existing General Plan. lDraft _IR, p. 4-52.) Therefore; the propesed General Plan amendment exceeds th2 growtn orciections for commercial land uses in the City of Arcadia by approximately 3.8 percent. (Ibid.) As a resuit of the .~~_ 6197 Y increased square footage, the Project exc~~ds the lev=1 of dev~lopment zssumed in the adopt?d Air Quality Management Plan ("AQMP"). (Graft EIR, n. 4-54.) ~urther. `~he close proximity of future restaurant pads to existing residential neighborhoocs may cr~ate controversy and compatibility impacts relative to roise and a°sthetics. (Draft E}R, p. 4-50.) Atthough the northerly and southerly restaurant pads are separated from tne existing rosiden'tial units by approximately 34C feet and 170 feet, adjacent residents may perceive an Increase in nighttime illumir:ation, ~raific, noise, and increased activiiy. (Draft =1R, p. 4-51.) In acdition, the proposed northerly restaurant pad may not be comoatible ~nrifh the Sania Anita Racetrack because of the res:aurant pad's close proximity to th~ existing stables. (Drafit ~iR, o. 4-49.) The scables nave the poiential to nroauc2 various odors that may impact the proposed commercial uses. (1bid.) 2. Fincina. Imolementation of the following mitigation measure will reduca potential impacis to land use and planning to less than significant: 4.4.3.1. The Project shall be designed in accordance wi;h all relevant development siandards and regulations sat forh in the Zoning Ordinance, City Cour,cil Ordinanc~ 1425 and Resolution 4185, as amended. lDraft =1R, p. 470.; 3. Suooortina Ex~laration. Since the proposed ex:,ar,sion is consistent with the existing commercial uses at the Project site, no potential land use impacts are assodated with the Project. (Drsft EIR, p. 4-49.) In addition, since the existing uses and the proposed expansion consist of ar enclosed ma~l, no significant land use impacts related to the existing parking area are anticipated. (lbid.) Further, afthough 'the stabies have potential to produce various odors that may potentialiy impact the proposed northerly res~aurant pad, the restaurant is like(y to be enciosed and will limit potential odor related impacts. (Ibid.) As explained in thesa findines, Projec.-r=lated tr~ffic and noise impac:s have been mitigated to a level of insigniricance. In addi'tion, the projected trarfic volumes are well within the roadway classiflcations ideniified in the City's Circulation =i=ment. (Draft EfR, p. 4-50.) Theretore, th= Proj=ct is considered environmentally f -~Z- 6197 compatible with th~ surrounding land uses. (Ibid.) Furher, th= Santa Anita Racetrack is not considerod a sensiiive land us2 and will not 'pe significantly impactea by the °roject. (Ibid.) Regarding potential impacts to existing residences from the orooosed commercial us2s, an existing six- to eight-foot iandscaped berm along Baidwin Av~nue will reduce any potential land use compatibiliiy impacts. As a result no significant impacis are anticipated. {Draft EIR, p. 4-51.) Regarding the poteni:ai "worst-case" scenario of co~s;ruction within ;,~D T@°f OP °XIStI(1g ~esid~nces 8t thC' SI`~°'S ~astem border, these units are separated `rom the proposed exparsion area by VVest Huntingtor, Drive, an eiqht-lare divided highway with a landscaped median. llbid.) As a result, it is unlikely that adjacent residenis wiil perceive any increases in noise, light and giare, or on-sit~ activity. Th~r~r`ore, no land use compatibility impacts ar~ anticipated. llbid.) The Project fs consistent with all the elemen:s of the Gene~al Plan, with 'the exception of the Air Q~aiity Element. fDraft E1R, pp. 4-51 through 4-56.) Air quality Imcacts are further discussed in these `indings. ThQ Projeci is aiso ccrsistent witn mcst or the polici=s of tne Regional Comprehensive °lan 2nd Guide ("RCPG") acopted by the Southem California Association of Governments ~'SCP,G"). (Draft EIR, p. 4-59.j Further, the Project fully complies with or meets the intent of the maiority of SCAG's ancillary/advisory policies and is consistent with SCAG's empfoyment forecas:s for the City of Arcadia (ibid.) Therefore, no signifcant impac:s are anticipated. (ibid.) In addition, the Project, along with related projec:s in tr:e surrounding area, has already been anticipa'ted and is included in the Arcadia General Pfan, fibid.) In addition, the Project site is considered appropria~e for the proposed expansion du2 to the commercial nature of the surrounding area to the north and east. (Ibid.) In addition, none of the cumu'~ative proi2cis would reauir~ the disruption or aivision of the physical arrangement of art existing community. As such, cumul~tive iand use imqac:s are not considered significant. (Draft ~IR, p. 4-70.) ~th th~e Implementaiion of the above miiigation measure, any potential impacts fo land use andlor planning will be reduced to less tnan signiricant. , -13- 6197 D. Noise 1. Potential Signirican't Impacts. Construction ncise may be in:ermittentYy audible to nearby residences, ~spec~a{ly tn~n,~ard the southwestem site comer. ~Draft E{R, p. 4-80.', Consirucfion activities may create a short-term nois= nuisanc° ror impact sources such as ~ackhammers or pavement breakers. flbid.) V~nicuiar noise ~rom trzffic on adiacent arterial roadwavs could Incrase the nokse expesure of residents or other noise- sensitive users along site access roads. f,lbie.} 2. Findinps. With imQlementation of the foilowing rnitiga'tion measure; noise Impacts will be reduced to less than signiricant: 4.5.3.1 Construction activities ar2 pronibited between the hours cf ' p.m. ard 7 a.m. Monday through Saturday. ~Draft EIR, p . 4-87.) Ccnstruction is orohibit~d on Sundays and holidays, uniess authorized by the Buiiding O~ficial. (;bid.) 3, Suooortinq Exnlanation. With implementation or the above mitiqation measure; construc:ion noise wilf be conTined 'to the daytime hours of lessar noise sensifiviiy by construction permit conditicns. (DrGft EIR, p. 4-80.) Demolition and new corstruction noise will oe large!y masked by existing traffc noise and blocked by much of the existing buildings; such tl-,at temporary consiruction activity impacts, even during m2ximum noise generation, would be less than signifcant. (ibid.) Off-si'te trafiic noise will only be increased by 0.4 decibels, whicn is undetectable by humans. (Draft EiR, p. 4-87.j Conseauently, traffic associated with the shopping center expansion will not perceptibly c'r~ange ±he noise environment. (Ibid.) Therefore, with implementation of the mitigation measure above, noise impacts ~vill be reduced to a level of insignificance. (Ibid.) The maximum cumulative noise increase as a resuit of the Project is less than 30 decibels, whicn is not perceptible by humans. (ibid.) Therefore, cumufative noise increases are not considered signincant. (Ibid.) , _1e_ 0197 E. Public Services ~1RE PROTGCTION 1, Poteniial Sianiricani Imnacts. The Project expansion or up to ~00,000 sa,uare feet would Increase demand on the Arcadia Fire Department for fire service resour~es. (Draf~ ~1R, p. 4-89.j There would be an lncrease in the numb~r of responses to the Project aroa tnat would incr~ase the demar+d for existing apoaratus, equipment and personnel. (fbid.) P,s such, the City's cests would increase ±o maintain equipment and apparaius, as weil as to train and equip personnel. (Ibid.) The Froject may increase the demand for paramedic services due to increased human ac~ivity ai the site. (Ibid.) The inc~eased demand may ~squire new or altered ambulance services. (fbid.) Imolementation of this Project in comoination with other proiec`s ln the vicinity may result in a cumutative increase in fire department cal!s for service. (Draft EIR, p. 4-90.) 2. Findincs. Wth implementation of ±he following mitigation measur=, impacTs to firz proieciion services will be r~duced io less than signincant: 4.6.1.1. Tne Proiect Appiicant shall comply with all aoplicable City of Arcadia codes, ordinances, and standard conditions regarding nre pr~vention and suppression measures, r=lating to water improvement pians; fire hydrants, automatic fire extinguishing systems, tire flows, fire access, access gates, cornbustible corstrucfion, water availability, nre sprinkler system, etc. (Draft EIR, p. 4-90.) 3. Suooo~tina Exolar~aiion. Pararriedic response times and servic= are currently within the siandards in the Project area and would remain so with implementation of the Proiect. (Draft EIR, p. 4-89.) Compliance with fire protection design standards will ensure that future development within the area does not inhibit the ability of fre protection or paramedic crews to resoond at ootimum levels. (Draft EIR, p. 4-9d). The need ~or additional personnel and materials will be reviewed periodically as cumulative development occurs. (Draft EIR, p. 4-90.} Implementation of the mitioa'tion measure listed above wiil zssist the City in meeting cumulative growth-driven demands for rire , _,~_ 0~97 orotectlon servi~es and will offsei any significant cumulative impac:s related to this °roject. (Ibid.) ~ POLICE PROTECTION 1. Potential 5ioniTicant Imoacts. The Arcadia Police Department has indic2'ted that policing oi the parking structure may present uniaue ditficulties with regard to persoral safety and the ~afety of vehlcles and property. (Draft EIR, q. 4-91.) The Pro}ect may use approximately 12 percent or the Arcadia Police Department resources. (Draft EIR, p. 4 92.) It Is 1ik21y that the department may require the additlon of some personnel zs a result of the Project. (Ibid.) 2. Findnes. Witn implemeniatior of the follo~ving mitigaiion measures, impa~ts to police protection servic°s wiil be reduced to less than significan~: 4.6.2.1. i he parking structure(s) shall be designed to create an oDen environment maximizing vertical space, ~,ignting and ingresslegress to thz structure. (Draft EIR, p. 4-92.j 4.~.2,2. A security plan snali be submitted to and approved by the Arcadi~ P~lice Department prior to the issuance or !he CeRificate of Occupancy for any structures, incfuding the parking structure(s). (Mitigation fvtonitoring Program Juiy 2000, p. 3-7.) 3. Supqortine Exnlanation. Potential concems with regard to security of tne parking s'truc*.ure will be mitigaied thsough the design conc~pt af the siructure. ;graft EIR, p. 4-91.) Tfie Poiice Depa~tmen? will evaluate the securi'ty plan to determine the best methods to address and mitigate potential security issues. (Ibid.) Further, the Polic2 Department will review final design plans once they are submit:ed. (Draft EIR, p. 4-92.) The mitigaiion measures 4isted above will r°duce all potentiai Pro}ect-related police impacts to a leve{ or insignificance. (Draft EIR, p. 4-92.} i o the extent that police depariment resources ar~ expanded in an efficient manner in accordance with growth trends, no signit"icant ~umulative impacts related to police protection services are anticipated. (Ibid.) • -16- 6197 F. Transoor;aiion/Circulaiion 1. Foteniial Sianificant Imoac:s. The Froje~t is expecied to generaie approximately 10,080 additional v=nide trics per day. (Draft ~IR, p. 4-10?.) At buiid-out, the Project n-~ay aener2te 6o~c ou~bound trips and 7Eo inbound vips during the P.M. p~ak hour. (lbid.) The Project may have a negative imcact on th~ levels of service ror the following in:ersections in 2002: . Foothili 3outevard @ Baidwin Avenue . 1-20 EB Ramps @ Baldwin Avenue . Huntington Drive @ Rcsemead Boulevard. (Draft EIR: ~. 4- 106. ) Due to the contribution of growih in regioral trz7ic ar~d General Plan buiid-out, the Project may have a negative impact on the levels of service for the ~ellowing in~erseciions in 2015: . Foothill Boulevard @ Baldwin Avenue . 1-20 ~B Ramps @ Baldwin Avenue . Driveway A @ Baldwin Avenue . Driveway C @ Baldwin Avenue . Huntingion Drive @ Baldwin Avenue . Duarte Road @ Baldwin Avenue . Huntington Drive @ Sunset Avenue . Huntingion Drive @ Rosemead Boulevard . Huntington Drive @ Colorado Place . Huntington Drive @ Santa Clara Stroet . Santa Clara Street @ Santa Anita Avenue. lDraft EIR, p. 4- 117.) in addition, cumulative development in accordance with the adopted Arcadia Gereral P{an and r=gional trariic growth may r~sult ir~ deticiencies io the lev~!s of service for the following intersections by 2015: . . Foothill Bouievard @ Baldwin Avenu= (lM, (E) . 1-20 ~B Ramps @ Baldwin Avenue , -i7- 5197 . Driveway P. @ Baldwin Avenue . Driveway B @ Baldwin Avenue . Driveway C @ Baldwin Avenue ' . Huntingion Drive @ Baldwin Avenue . Duarte Rcad @ Baldwin Av=nue . Huntingion Drive @ Surset Avenue . Huntingion Grive @ Rosemead Boulevard . Huntington Drive @ Colorado Place . Huniinaton Drive @ Holly Avenue . Huntington Drive @ Santa Clara Stre~t . Huntington Drive (eD Santa Anita Avenue . Huniington Drive @ I-210 WB Ramps . Santa Clara Street @ San;a Anita Avenue . 1-210 EB Ramps @ Santa Anita Avenue . 1-210 WB Ramps @ Santa Anita Avenue (Draft EiR, p. 4- 124 to 4-125.) 2. Findincs. With imolementation of the foliowing mitigation measures, trarifc and circulation impacts will be reduced to fess than significant: a.J.3.1. In order to mitiga'te the traffic problems, there are two means by which traffic miiigations may be paid: a. The project applicant shall participate in area-wide fraric improv~menis by pariicip~fing in fhe Ci'ry of Arcadia Trafiic Impact Fee Program, i~ adopted by the City of Arcadia. Tne project applicant shall be entitled to credii agairst tnis Fee ProQram for the costs of project-funded off-site circulation imqrovements, to :he extent that sucn improvements provide circulation capaciiy in excess of the capacity roquired to serve trafric generated by the project; or b. If the City oi Arcadiz has not adopted a Trafric Impact Fee Program by t'r~e time building permits are issued for the Project, the Project shall participate in th~ area-wide trarfic improvements ideniifi=d in th= Cit~s Transportation Masier Plan, as adopted, on a pro-rata "fair-share" basis (i.e., "nexus" formula). A ~ -1 B- 6197 nexus b2sed formula will ensure that the Project fully compensates for its share of the ~cst of improvaments to roadways within or n~ar the study area that may be impacted by the Projecf. A nexus study to determine `iair-share" resporsioility shall be completed by the Project Applicant at the time engineering plans are initiated for the roadway improvement. A nexus based iormula will ensure tnat the Project fully compensates Tor its share of the cost of "ne~nr' capacity that must be provided at various locatior.s. llbid.) 4.7.3.2. The Proiect Aoplicant shall be required to cornpiete or bond for the cost of engineering and consiruction for ihe following improvements prior to issuance of Building Permits within Ph2se 1(up to 400,000 squar~ Teet GLA}. ). If an improvement is identrt~ed in the City's adopted Transporiation Master Plan, the Clty may r~a,uire tha# the applicant provide the City v,~th the cost of said improvement(sj rather than construct the improvement(s). The funding provided shali be used to cons'truct the improvsment Identified In the Trar,sportation Master Plan. Tne Projecf-specific improvements are as `ollows. a. roothili Boulevard (a~ 2aldwin Avenue NV) Add a separaie left tum lane on the northbound approach. {Mitigation Monitoring Program July 2000, p. 3-9.) b. 1-210 CB Ramos na Baldwin Avenue Restripe eastbound aporcach ~or a separate left-turn land, a through-righi land and an exclusive right-tum tane. (Draft EIR, p. 4-130.) c. Huntinaton Drive la~ Rosemead Boulevard Provide a separate right-turn lane on northbound and eastbound approach by restriping and modify the tra~c signals to accommoda*.e the new right-turn lan=s, if necessary. Detaiied striping and sigr~al plans shall be orepared and submiited to the County of Los Anqeles Decariment of Public Works for review and approval. (Mitiaation Monitoring Program July 2000, p. 3-10.j [NOTE: The corsultan~s Mitigation Monitoring Program dated July 2000 deieted two mitigatior measur2s. See pg. 1-19 of Draft EIR, mitigaiion measurss "d" and "e:"] ~ -~g- 6?97 4.7.3.3. Tne Project Applicani shall be r2quired to cornplete or Cond tor the ccst of engineering and construction `or tne foliowing improvemer~ts prior to issuanc2 of Certificate of Occupancy within Phas2 2(up 'to 600,000 square `eet GLA). I~ an improvement included in tne following list confficts wiin an improvement identified in the Ci'ty's acopted Transportaiion Master Plan, the City may require tnat the Appiicant provide the City with tne cos± of the confiicting Imqrovement rather than constru~t tne imarovement. The funding provided shalf be ~s~d ~o construct tne improvernent ideniiried in the Transportation fvl2ster Plan. The Project-specific improvements are as `ol lows. a. Drivewav A(a~ Baldwin Avenue Add a separate riaht-tum lane cn the westbound aPproach. (Miiigaiion Monitoring Program July 2000, o. 3-10.) b. Drivewav C~ Baldwin Avenue Add a separate right-turn lane on tne westbound aoproacn. (Draft EIR, p. 4-130.) c. Huntina'tor Drive na Baldwin Avenu~ Add a second northbound left-tum lane and also add a separate right-tum lane on the eastbound approach. (Drart cIR, p. 4-131.) d. Duarte Road (a~ Baldwin Avenue Add a right-turn and a second left-turn lane on tne northbound approach and a right-tum lane on the westbound 2pproacn. (Ibid.) e, Huntinaton Drive f~a Sunset Boulevard Add a seaaraie lert-ium lane on the southbound approach. (Ibid.J [NOTE: The cor,sultant's Miiigation Monitoring Program dated July 200C deleted ore mitigaiion measur~. See pg. 1- 21 of Draft EiR, miiigation measure "k."] f. Huntinaton Drive Cc~ Colorado Place , _?p_ 6197 Res,rioe westbound approach ror an exdusive right-tum, one shared throughlrignt and two thrcugh lanes. (lbid.j a. Huntinaton Drive pn Santa C~ara Str~~± V Restripe norihbound apprcach to provide for twe right-tum lanes, cne through iane and a left-turn lane. (Ibid.) h. Sania Clara Street ~a Santa Anita Avenu~ .Add a separate rignt-turn lane cn the northoound approach. (Ibid.) i. Huntinator Drive (a~ Hoilv Avenue Add a second sauthbound right-tum lane. fMi'tiqation Moniioring Program July 2000, p. 3-12.) 4.7.3.5. The Project Applicant's finai design `or any new intemal circufaiion alterations/changes regarding the internal cir~ufation syst~m shall comply with tn~ following design guideiir.es to the satisfaction of the City Tr2fr"ic Er~gineer. a, The interna! cir~ulation syscem snall consist of a ring road, a system of perimeter roads, aporopriately laid out parking aisles, landscaping and intersections znd incorpora:s appropriate pedestrian and bicycte accessrc~nnecuu~ ~~. (lbid.; b. Primary circulation s'r~all be provided by the ring read. The site circulation system shall be designed to encourage use of the ring road and discourage use of the perimeter rcadways fcr movement from one part of tne site to anotner. Horizontai curvature and sight dis,ances shall be designed for at least 30 miles per hour (moh). Curve radii and signt distance requirsments ior the ring road shall be the same as for the major collector roads. (Draft EIR, p. 4-132). c. On-site vehicufar volumes and speeds shall be controlled by tne physical design of the par{vng lots and the perimeter r -21- 6'197 roadway in order to reduce the potential and numb~r or serous pedestrian-vehicufar confficts. The maximum width of the perimeter roads shall not ex~eed 29 reet, and :h~ minimum inside radii snall be between 30 anc SC r'eet. All perimeter roads shall be cesigned as r~re lanes so that no- sicpping/no-parking rules can be enfor~ed.'Ibid.) d. Landscaping snall be used ror delineation of on-site circu4ation f~atures and to discourage drivers Trom traversing designated arees. l,lbid.j ~. Tee (three-way) intersections shall be used for ail on-siie intersections in order io minimize conflicts and simplify maneuver arezs. The intersections shall be designed to t~ ~e same geometric standards as the intersectiors of comparable c;asses of public streets. (loid.) . f. Adequate site distances shall be provided at all on-si:e intersections and on horizontal cur~es. Minimum speeds rcr sight distance determination shali oe 2G mph on parking aisles and perimeter rcads, and 30 mph on the ring rcatl. (ibid.) 3. Suqoortinq Exptanation. With implementation of tne Project-specific rcadway improvem°nis identiried above, each of the abov~ iniersections will operate at background leve!s or servicz (as if, without tne Project) or better in 2002 and 2015. (Draft EIR, p. 4-132.) The intersection of Huntington Drive and Resemead Boulevard is currently operating ~t an unacceptable level of service and will continue to do so ~Nith or without the Project. (loid.) All o'ther interseciions in the 2002 condition will operate at accaptable levels cr service with Project-specifc improvements. llbid.) Therefore, Project-specific impac:s have been mitigated to a level of insignifcance. Obid.) Except for Huntington Drive and R~semead Boulevard, cumulaiive Iniersection impac:s can be mitigated to a less than significant level through Project- specir"ic iniersection improvem2nts. (Drait EIR, p. 4-133.) Intersection defciencies at : -22- 6197 Huntington Drive and Rosemead Boul=vard are due to cumu!aiive b2ckground growth and not th~ Proje~t. !Ibid.) The conditions ai this int2rsection would esseniialVy be the sam~ with or without the Projeci. llbid.) Thererore, the Froject's contributior ?o =~ne slgnificant c:~mulative traf~ic impacts are "de rninimis" and thus not signiTican~. ( Ibid.) G. Utiiities,'Ser~ice Svstems ELECTRIC S_RVICE 1. Potentiaf Sianifcant Imoacts. Southem Caiifomia ~dison Company (°SCE"), who wiff provide ~le:tricity for the Project, estimates that an addifional four-megavolt amps of load may ta required to serve the Project. (Draft EIR, p. 4134.j To accommocate the Project some r~arrangement of SC~ facilities may be r=a,uired. (Dratt EIR, p. 4-135.} During constructian, 5CE anticipa~es ~onrlicts between exisiing electrical faciiities and new cor;siruction on the site. (Ibid.) Temporary power requiremenis for the Project are exoected to be e~ensive. (Ibid.) 2. Findinas. With implementation or the foilowing mi~igatior measure, irr;pacis to =lectric servic~ will be reducec io less thzn significant: 4.8.i.1. The Project Apoiicant s~~all coordina:° with SCE prior to the issuance of grading permits to address potential conflic*.s beiwe~n existing electrical `aciliiies and new ccnstruction on the Project site. (Draft EIR, p. 4-135.) 3. Suooortina Exolanation. To reduce the ProjecYs eiectrical consumptian, the Project will comply with all the State Energy Insufation Standards and City of Arcadia codes. (Drart EIR, p. 4134.) SCE has indicated its ability to serve tr~~ Projec~. (Draft EIR, p. 4-135.) Coordination wim SCE eariy in the planning process to address potential con~licis will snsure a safe work environment and r~liable service for 5CE's existing customers. (ibid.) Implementation of the recommended miiigaticn meesu~as will further reduce any iden'tiried impacts on 2lectrical service to 2 level of irsignificanc~. (Ibid.) -Zg- 0197 WATER SERVICE 1. Potentia{ Slonificant Imoacts. The Wes~fieid Shoooingtown Is sarved by Zone 2 0` the Ar~adia Waier System: (Graft EIP,, p. 4-138.) The propcsed expansion may increase deman~ on ihe water storage zone, wnich Is currFntly deTicient by .26 million gallons. (Draft EIR, p. 4-139.) Leaking existing d2tector check valves are likeiy tc 'oe round in the remodeling process and may need to be resolv=d. (Ibid.) 2. Findinas. With '~mp4ementation of the fol{awing mitigation measures, impac*.s to ~Nater service will be reduced to less than significant: 4.8.4.1. The Proiect Applicant shall compiy with water ~or,seN~aiion measures in accordance witn AB 325. (Draft EIR, p. 4-139.) 4.8.4.2. The project applicant s~ ~all cemoly with the Tiile 17 - 3ackflow Regulaiiors. 4.g.a.3. The project appiicant shail replace or repair det=ctor check valves iT leading is found. ?. 5uo~ortina Ex~lanaiion. The City's Water Master Plan includes a new storaae r~servoir to be constructed in the next two to three years, which will a~commodcte c~rrert and future siorage deficiencies. (Dratt EIR, p. 4-139.) The are2 wat~r distribution system will provide adequate ftow to the Project structures. (Ibid.) Furner, according to tne Arcadia Puoiic Works Services Department, the Project is not expected to have a significant impact on the Ciiy's abifity to provide quaiity water service to the Project ar,d the community: (ibid.) Therefore, implementation of ihe mitiaaiion measures list2d above will reduce all poiential water impacts io a level of insigniricance. (Dratt EIR, p. 4-140.) Further, with regard to cumulative impacts, Arcadia does not anticipate any proolems supolying water service to any current or future development in the City of Arcadia. (Ibid.) , _Z~ 61 S7 SEWER SERVICE 1. Poi°ni~al Sicniri~ant Imoacts. The Countv Saniiation Districts of Los Angeles County ("CSDLAC"j provides regional saw=r and w~stew2ter treatment servic~s ror the Clty of P,rcadiz. (Gr~ft ~IR, p. 4-'~40.) The wastewaier ~low originaiing rrom the Proiect siie wiil discharge to a 4ocal sewer line maintained by the City, Tor conveyarce to the CSDLACs system. (Draft ~IR, p. ~-14i.) The expected incr=2se in av=rage wastewat~r flow from :he Project siie is ",05 000 caltons per day ;"gpd"). flbid.) The aeneral plan amendmeni zssociated witn the Project oroposes an incrFase of 293,099 square ~~°: above what is allow~c under the existing Ganeral Pian. (Ibid.l T'r,er~fors, tha General Pfan ,Amendment may Increase wastewater aenera'tion by approximaiely 95,452 apd (0.1 rniliion gallons per day ['mgd"]) over w~F~a~ is currantly allowed under th~ Ganerai Plar. (I'oid.j 2. Findinas. Wth implementation or ihe folfowing miticaiion measure: impacts to sewer service will be reduced to less than significant: 4.8.6.1. The Proiec, Apolicant shall pay all r~euir~d sswer connection ~ees to CSDLAC prior to issuance or a sewer connection permit. (Draft CIR: p. 4-' 42. ) 3. Suoporiino Er.olanation. CSDLACs Santa Anita Outfall Trunk Sewer has an excess available capaciiy of 2.0 mad and is abl~ to adequaiely serve th= 0.1 mad increasa g=nerated by E~e Proiect (Draft EIR, p. 4-141.) As a r~sult, no signir"icant impacts are an"ticipated. llbid.~ Implementation of the miiigation me2sure aoove will reduce all oetentiei wastewater impacts to a level of insignilicanc.e. !Draft ~IR, p. 4-142.) Presuming ruture development is generally consistent wiih exisiing general plans, CSDLAD does not anticicate problems in supplying cumulative w~stewaier s~rvice to any current and future development in th~ Ciiy. (Draft EIR; p. 4-142.) Fu~her, the prooosed mall expansion is intended to serve planned population growth within the , -25- s~s~ ; ~gicn ard will not resuit in any direc*. population increzse. (Ibid.) Tnerrore, nc signifcant ~umulative If?lF-8Ct5 iC W'25i°W'a °( S2NIC~S 8f2 2f1tIClpHt°d. ~ iDld.~ SOLID WASTE D~SPOSAL 1. Potential SianRicant Imeacts. Waste dispesal services will be provided by CSDLAC ~nd weste will be disposed or at the Pu~nte Hills LandfilL (Drart EIR, p. 4-142.) Development cr the Proiect may increas2 the service demand on soiid vraste disposal beyond existina conditions and further impac, tne Puenie Hil!s Landfill and tne City's solid w2st~ reduction and diversion programs. (Draft EIR, p. 4-143.) The Project is expected 'to aenerate approxima'teiy 3;9G0 tors of soiid wasie per year, a five percent increase within the City. (Draft ~1R, p 4-144.) With ragard to cumulative impacis, the County c~ Les Angeles is facing serious disposal constraints In terms of caily capacity and Icng :=rm dis~osal capaciiy, such tr~at every a*fort must be mzde to minimize the amount of wasie generaied. (ibid.) 2. Findinas. With implemer~tation oi the iollowing miiigation measures; impacis to sewer service wiil be reduced to less than signiricant: 4.8.0.1 All subsequent site plars and building plans on th~ Project site Shall incorporate storage and collec~ion recydables into the Project design. All occuGants snall be required to recycie, at a minimum, newspaper, giass bottles, aluminum and bi-metal cans, and P.E.T. bottles to divert recyclables away from land disposal. Recyciing shail be incorporated in the Project design by reserving space appropria'ted for the supoort of recyciinG, inciuding the provision of adeauate storage ar~as and access for recycfing vehicles. I,Draft E1R, p. 4-144.) 4.g.6.2. Ali future refuse ~ollection contracts serving the Project site sr~all include the :oilection of recyciaoles. lDraft ~lR, p. 4-145.} 3. Suoooriina Exolanation. In ac~ordance with CSDLAC recommenda'tions, the Proj2ct will incorporate storage and collection of recyclables into the Project design. (Draft EIR, o. 4-144.) Also, occupanis will b= encouraged to recycle, and future ren:se collection r -26- 6197 contracts wiH include the collection of recyclablss. ;Draft EIR, p. 4-144, 4-145.j Thererore, implemenfation of the mitigation measur~s above will r~duca ail poteniial solid waste Imoac:s to a!ev~l of insigniTicance. (Draft EfR, p. 4-145.) .Since the Project Inciudes signincant measures to ~educe the amount of waste requiring landfill cisposal, the Projact's contribution to cumulative solid wastes is not corsldered signiTicant. (Drat ~IR; p. 4-144.j Sectien 4. Resoluiiar reaarding environmental impacts not ruily mi'tigated to a levei of less than significant. ,4. Air Qualitv ~ 1. Potential Sianificant ImGacis. The Project may nave potential signiricant impacts to air quality through construciion activity, regional mobile source imoac:s, microscale air quaiity imGacts, and odors resultina from th~ site's proximity to the racetrack herse barns. Construction Activiiv ImGZCts: During construction, downwind receptors may be expesed to diesei ex'r~a~~st paRlculates, which are an iden'tiTied human carcinogen. (Draft EfR, p. 4-29.) Health risk assessments of consfruction equioment di~sel ~xhaust have demonstrated that there may be an elevated individual ~ancer risk in very close Froject proximiiy. (Ibid.) Although th.s health risk tc the surrounding public is not considered significant, it is sufficientiy adverse as to highly recommend all feasible minimizaiion of diesei exhaust. (Ibid.) In addition, the age of exisfing struciures proqosed for renovation or demoliiion indicaies that there may be small amoun;s of asbestos-coniaining materials ("ACMs"j in roofing or fiooring. (Ibid.) Als~, new construction typically utilizss paints, stains and other surace trzatments that emit volatile orcanic compounds ("VOCs") when appfied. (Ibid.) Application of mor2 than 37.5 gallons of such paint per day might cause signincance tnreshoids to be exceed°d. (loid.) Reaional Mobile Source Imoacts: The greatesi Proiect-related air qualfty concem comes from 'the mobile source ~missiar,s that may be generated from Project site commercial activities. (Ibid.) The Project trafric consultant estimates 1E,079 "nevJ' weekday venicle trips may be generated at full site development. fibid.) On Saturdays, the net trips may increase to 20,000. (Draft EIR, p. 4-30.) kmplemeniaiion , -z7- s~s7 of the Project may add spproximately 120;000 we~kday v~hicle miies traveled ("VMT"', to the exis*'.ing regional VNfT burcen of around 300 million VMT pFr day. (Ibid.) In addition, Project operational emissior,s were calcuiated using a comouterized model for builcout in 2002. From this modef, tne major automotive exhaust pollutants *rom Project-~elated operational emissions are projected to be well above :he fnreshoid sei by 'he South Cozst Air Qualiiy Management Districi ("SCAQMD") ~or both the Project and for related growth. libid:) According to the SCAQMD, emission levels aoove the recommended threshold are consider=d to have an individually and cumulatively signiflcant impact. (Ibid.) Microscale Air Qualitv Imoacts: A microscate caroon monoxide ("CO") impact screening 2nalysis was used to estimate sensitive receptor air polluticn exposure at a number of intersections near the Project area. (Draft EIR, p. 4-31.) This aralysis showed a possible existing violaiion of the nourly Cd s,andard at Huntington Drive and Rosemead Boulevard during the evening peak hour. (Draft cIR, p. 4-32.) Odo~s Resultina from Site Proximitv to Rac°track Horse Bams: Odors ar~ a potential air quality issue for the Proje~t site because of the oresence of the nearby norse barns from the adjacent Santa Aniia Racetrack. (Dratt EIR, p. 4-32.1 At night; odor potential increases because the wind direcfion reverses, wind speeds decrease, and low-level traoping inversions become es,ablisned after dark. (Draft CIR, p. 4-3?.) The odor potenfial across tne Project site reaches a maximum very late at nighf. (Ibid.) 2. Findinas. impfementati~n of the foliowing mitigaiion measures wifi reduce potential imoacts to air quality to the extent feasible: 4.2.3.1. The Project shall include suppression measures for fugitive dust and those 2ssocated with construciion equipment in accordance with SCAQMD Rule 403 and other AQMD r°quirements. Prior to tne issuance of grading permits tf~e Project Applicant snafi submit a fugitive dust control plan to the Develooment Services Department ;or review and approval. The fugitive dust control plan shaU require the constructian contractor to implement rneasures v,rhich may include, but not be fimited to, fhe foNowing: . _28_ 6'197 a. Using adeouaie w2ter for dust controi !pre`erabty usina reciaimed waterj. (Draft -1R, p. ~-35.) b. Op=rating str=et sweepers or roadway wasning trucks on adjacent roadways ?o ramove dirt dropped by cor.struc~ion vehicles or dried mud carried off by trucks moving dirt or bringing consiruc;ion m2t~riais. (Ibid.) c. Covering trucks or wetting down Icads of any diri hauled to o; from the Froject site. libid.) d, Periorming low-NOx emissiors tune-ups on on-site equipment operating or:-si!~ Tor mor~ than 60 days. (Ibid.j ~. Reauiring on-site contraciors to operate a congestion reiief prcgram irclucing: . Rideshare incentives for construction p°rsonnel. . Lane closures limited to non-peak tra~ic hours. . Receipt or corstruction m2teria!s schsduled for non-peak traffic periods where pessiole. (Ibid.) 42 3.2. i he Proiect Apolicant shall encouraae future visitors of the Project to uiiiize alternative rorms oi transporatlen througn incorporation of the following measures: a. Provide preferential parking spaces for emoloye° carpools and van poo!s. libld.) b. Provide or.-site bus sheiters zs determined necessary by the Development Services Direcior and provide a well-lighied; safe path to the mall entrances. The design of the new snelters shall be compatible with the design of the mall and snall be suoiect to the r=vfew antl approvai or in~ Deveiopment Services Dir2ctor. (Ibid.) c. Work with the City of Arcadia ro impfement a public outraach program that promotes alternetive m=thods of transoortaiion through irformation kiosks located in the mall. (Ibid.) , -29- o1s7 3. Su~aortina Exfllanation. Air aualiiy Impacts during construction w=re shown to b~ well beiow sionificant threshold levels. (Drart ~IR, o. 434.) Potsntial construction dust soiling impacts will be coniined mainly to cars parked near individual cor,structior siies, but noi to any nearby homes or other dust-sensitive uses. (Draft =1R, p. 4-28.) In 2ddition, caily zauipment exhaust will be below SCAQMD thresnolds and air quaiity stancar~~s will not be exc~eded during construction because of the limiisd total volume or emissions and the mobility of the emission sour~es. (Draft EIR, pp. 4-28 and 4-2°.) In addiiion, the individual cancer risk from diesel ~xh2us: will not be sianifcant. Because the large surrounding parking lot cr~ates a subs~antial disturbanc° burer and because of the diroction of daytime winas, the diesel ~xr~aust exposure from on-siie construction equiament will be below che de minimis cancer risk thrashold at the nearest homes along Baldwin Avenue and/or Huntington Drive. (Draft EIR, p. a?g ) Further, wnile there may be some concems regarding ACMs within exisiing buildings, 2d°QU~t° mechanisms flf° f~ place t0 I('SUf9 52T2 °XDOSUf° iOf bOtfl 8S"J?SSOS a~at=ment workers as weli as the general pubiic. libid.) In addiiion, the Project will maintain a less than significant thresnold ror VOGconiaining compounds through the use of building rnaierials fr~ai are pre- coated under ~actory condiiions and iimiting the amount of paint and otner VOC- containing compcunds applied on a given day. (Ibid.) Regarding microscale air auality impacts, the analysis ior 21 intersections in the Project area presumed worst-case condi~ions ior maximum local and r~gioral CO ~xposure occurring at the same time caiculated at 25 ~eet f~om th~ rcadway ~dge. (Drart EIR, p. 4-32.) However, mest residences near th~ Project site aro generaliy beyond 25 ieef from the edge of the rcadways analyzed. flbid.) In addition, the aralysis shows that p~ak hour CO leve!s, ever in very close proximity at ail but one ot the analyzed intersections, do not excaed the CalROrnia ene-hour CO standard. 'Ibid.) Further, ror the one locaiion with a possible exis'ting violaticn, Huntington Drive and Rosemead Boulevard, the theoretical peak leve!s will drop io below ,he s,andard by 2002 because or "cl=aner" cars in the fuiure. (Ibid.) Also, all future one-hour CO conceniratiors for theor=tical worst-case conditiorts will be below ' -30- 6'197 :he aliowabie threshold. (Ibid.) Further, the Proi~ci wiil not cause any new violations of ine s±andards, nor measurably or substaniially worsen any existing violaticr.s of the one-hour CO standard. (Ibid.) Regarding odors from the racetrack hors~ barns, ~dor has not be°n a maicr issue at the existing shopping center. (Draft c1R, p. 4-34.) Exisiing odors are minimized by prevaiiing winc~s and by odorlmanure management practices at the track and bams. (Draft ~IR, p. 4-32.) Dunrg nours wnen the shopping cent°r use is heavy, winds are overwheimingfy from the Proiec~ si~e toward the barns. Bam odor during the day is carried from the bams ~~oward the grandstands. (ibid.) Alt"ough odor potential reaches a maximum iate at night, the site use is esseniialty zero at that time. (Draft EIR, p. ~-34.} In addiiion, although axpanded uses will bring more a°opl~ to the shopping ~°nfer, the character or intensity of existing odars will not change as a result of the Project ( Ibid.) Odor impacts are, thereTOre, not cor,sidered significant. libid.) Regarding mobile scurce impacts to air quality, there is only a limited poiential Tor reducing arry large percentage of these Project impac:s sinc~ all potentially significant air ouality impacts come from mobile source emissions and are beyond the direct control of the Projeci Appiicant. llbid.) Although some 'standard" mitiaation m°asures such as using dust ~onirof ineasures during constrtac:ion wifl be adoptad, tney fail to address the basic transpor~ation-re{ated air quafity impacts. (Ibid.j Mitigation of Project-related and/or cumulative air quality Impacts will be limited in scope and are cleariy not of sufficient magnitude to achieve sub-significance threshoid leve!s. (Ibid.) Tnereforo, Project-specific ~nd cumutative clevelopment in accordance with the Ciiy of Arcadia General Plan may contribute io the cumulative air quality problems in tne South Coast Air Basin ("SCAB") due to generation of mator vehicie traffic. (Ibid.) P.s a result, °roject-related air quality impac±s are considered a significant unavoidable adverse impact. (Draft E(R, p. 4-36.) Although the Project may resu(t in signincan't air quality impac:s, the Project ls ~onsistent with transportation control measures ('TCMs") to reduc2 the number of vehicls trips (i.e., througn encouraging carpooling and high occupancy vehicle usage). These TCMs are con~ained in SCAGs Regional Comprehensive Plan and Guide ('RC°G") and the Air Quality Managernenf Plan ("AQMP") adop!ed by the -3 ~ - 6197 , City. fDraft EIR, p. 5-1.; Ther~rore, the Project promotes the RCPG and AQMP poiicies rela'ting to the promction cr nign occupancy venicle,it~ansit use. (Ibid.) Section 5. Resolution r~garding aitematives. Tne City Counc;l hereby declares th2t it has considered and rejected as inre2sible the alternatives identified in the Draft EIR and described below. CEQA reauires that an EIR evalua~e a reasonabie range of aftematives tc a°roject, or to the location of the Project, wnich: (1) orier substantial environmental advantaaes over tne Proiect proposal, and i2) may be feasibly accomplished in a successful manner within ~ reasonable period of time considering the economic, environmental, soc~al and technological `actors involved. An E!R must oniy °valuate reasonabie alternatives to a Project that could `easibly attain most of the Project obje~ives, and evaluate the ~omparative merits of the afternatives. In afl cases, the considerafion of altemeiives is io be iudged acainst a"rule of reason." Tne lead agency is not reauired to :hoose ihe "environmentally suqerior" alternative ideniified in the EIR if the alternative does not provide suostantial advaniages over the Proj~ct and (' ) through the imposiiion of rniiiaation measures the environmentai eifecis of a?roject can be r~duced to an a~:eptable level, or (2; there are social, economic. `echnological or other considerations whicn make the altemative inreasible. The Draft EIR identified the objectives established by the Froject Applicant, Westfield Corporation, lnc., for the Westield Shoppingtown Expansion, which are to. • Provide for the expansion of the existing mall in order to maintain the viability cf the shopping center. The existing shopping center is approximately 25 years old, and needs to be expanded, remodefed and remerchandised in order to c~ntinue to meet the needs of the marketolac~, adaot to changes in the retail environment, and attract the best retail conceots to preserve and grow its market sr,are. (Draft EIR, p. 2-1.) . Allow for the construction of aoproximately 600,000 square feet of additionzl retaif space througn aoproval of a General Plan Amendment (G.P. 99-00i;, Zone Change (Z-99-003), and a Text ,4mendment (T.A. 99-006}. (Ibid.) .'fo create new jobs for Arcadia residents as well as provide additional sales :ax revenue to the City ~f Arcadia. (Ibid.) ' -32- 6~57 P,. Alternative 1 - "No °roiec~" Aifemativ~ ".. Descri~tion. Under ?he "No ProjecY' Altemative, the Froie~t would not be implemeni~d and th~ exisiing General Plan and Zoning d2sigr~aiicr.s ~,riouid r~main un~haneed. Also, i'r~e current City Council Resolution No. 4185, wnich controls develooment cT :he site, would ramain in efrect. (Draft EIR, p. 0-4.) Under this aliern~iive, expansion of 'the existing snopping center wouid be limit~d to apprcxirnat~ly 300,000 square ~eet, in accordance with City Council Resolution No. 4185. flbid.) Also under this alternative, the two restaurant pads would be excluded. (Draft EIR, p. 6-5.) P.II other comoonenis of the Project would remair the szme under this elternaiive, except the sauare rootages, inciuding the theaters, would be reduced by aoproximately 50 perc~nt. (ibid. j BSC8U52 of the exclusion or the res~aurant pads znd iri° (°L'~UCiIDfI I~ sqa~are Too:zge, this alterr2iive is expe~i~d to siightly reduc~ the ooientiai aesth2tic impacts asso~iated with the Project. (Ibid.) In addiiion, poiential air pollutant emissions under this altemaiiv= would be reduced by approximate!y 50 percent slnce the "No ProiecY' Alternative fs limited to oniy 300,000 squar2 f°°t of expansion. ~;Ibid.) This ~Iternative wouid reduce potential Proje~; genera:ed emissions of reaciive organic cases and niirogen cxide, although the thresholds would still be exceeded and corsidered signiiicant. (Ibid.) Projeci~d carbon monoxide emissions would be below the SCAQMD thresholds and not cor,sidered signincant. (Ibid.) Further, under the "No Project" Alterrative, the total acreage impacted by grading woufd 'oe siightly rsduced due 'to the reduced buiiding araa. (Ibid.) However, all proposed structures under this alternative would be constr.~cted in g~nerally the same location and potential geology and soils impacts would generally be ;he same as fh= Proiect. (Ibid.) Additionaily, under this alternativ=, the Proiect's potential noise impacts would be raduced by approximatefy 50 percent. However, no signincant nois2 ~mpaccs were identined wiih the Proiect. (Draft EIR, p. 5-6.) Also, under this alternative, the demand ror public services generated at the Project site would be reduced by aoproximately 5C percent, including the potential impacts on police and fire s=rvices. . _33_ 6157 fibid.) Further, the "No Proiect" .41`emative would gen~rate r=~+ver venide trips anc would have iewer poten'tiai tramo-r~lated impacts than thG Project. (Ibld.) Aiso, undsr this alternaiive, the Projec'.'s Impact on s2wer, water, electricity, natural gas, and solid v~ras~e woulc b2 reduced by aoproximately 50 percent. (Ibid.) Since the "No Project" Altern2tive would involve iewer environmental impacis, tnis ~It~rnative !s considere~ environmentally suceriorio the Proiect. (Ibid.} 2, Findin . The City Council finds that althougn the "No ProjecY' Alternative Is environmentally superior to ihe Project; it is infeasible because it iails to m~~t Projecf ODI°~~~V?S. ' 3. Supportina Ex~lanation. The "No Project" Alterrative would reduce out not eliminate ootential aesthetic, air quality, land/use planning, noise, public s2rvic~s, trarsportaiion/traffic, and uiilities/servic° systems impac:s when compared io the Proiect. (Ibid.) Impacts io geoiogy!soils wouid be oeneralfy the same under this al!ernaiive, although tnese impacts are not considered significant under the Proieci. (Ibid.) Air o,uality imcacts would still occur with the "No Project" Alternaiive ard a Statemant c` Overriding Consideratiors would still b' r~quired. in addifion, this altemative does not meet the Project obieciive to ailow ior the consuuction of approximaiely 600,~00 square Teet of additior~al r~tail space througn aoproval of a General Plan Amendment, Z~ne Change and Text Amendment. (Draft EIR, p. 6-2.) Further, without meeting this objective, the "No ProjecY' Alternative cannoi adequately ruinll the Project ooiectives oT main:aining the viabiiiiy ef the existing shopping cenier and cr=ating new jobs for Arcadia residents and providing additional sales tax revenue to the Ciiy. (Ibid.) Thereiore, Yne City Council finds that the "No Project" Altemative s infeasi~le because ii `ails io meet Proieci objectives and rejects it. B. Alterrative 2 Reduc~d Int=nsitv Alternative (450 000 Sa~.~are Foot Exoansion 1. Descriotion. Under the Reduced Intensity Alt2rnative, an expansion of 450,000 squar2 feet is proposed. Since the amount or sauare Tootage proposed under this : .34- o" 197 alternative exceeds the ama.~nt currently allowed under the General Plan. a Ganeral Plar~ Amendren~ wcuic stiil be requir~c. (Dr2ft ~!R, p. ~-7.j All oth~r compor,ents of the Pre;ect would rzmain the same under this alternative, except ihat the scuar~ ~eo~ag~: i~~luding the theat~rs, woul~ be reduced by approximaiely 25 p°rcent. (Ibid.) Pegarding aes~neiic imoacts, this alternaiive Includes tn~ restaurant pads prcpcsed at the nortnwesi ccmer of the site and thereTOre would not reduce potential aesthetic impac*.s atong Baldwin Avenue. (Ibid.j Although t;~e ~~duced Irdensiiy Altemative would siightly reduce the oulk and mass or the exoansion tc the e2st due io reduced sa,uare footage, it is not expecied to signRicanJy reduc~ th= aestneiic impac'.s zssocia'ted with the Project (ibid.) The Reduced In~ensity ,~fterrative would reduce alr pollu;ant ~missicns generated by Project-related traffic by aoproximateiy 25 percent. (Ibid.j Although this alt~rnative weuld redu~e the projected exce~cance of tne SCAQMD Thresnold Criteria; tne thresholds wouid still be exceeded and consld~red significant. ll'aid.) In addition, 'ne P.edueed lnter.sity Alternaiive would siightiy r~duc~ the io*.al ac-aag~ impac:~d by grading due to the reduced building ~rea. (Ibid.) However, all proposed structures wouid be corstructed in the same Iccaiions, and g~olocic ~OIlS~f2lntS i°I2tlily^ lC iBUitIf1G and S°ISRIiCi+Y WOU~d 5? the same. (Ibid.) I ~`lE!'2T0~°, po't~n~ial geoiogy and soils impac!s under the Raduced irtensity Alternativ= would generally be the same as the Proj~ct. (Draft E1R, p. 6-8.) Under the P,~duced Int~nsity Alternative, the expansion of tne Wes~feld Shoppingtown wouid stiil exceed the currently allowable space under the General Plan by about 150,000 square T°et. (Ibid.) As a result; a G°neral ?lan Am=ndment would be required as w~ll zs a Zone Change ta accommodate the resiaurant pads, wesiem ~xpansion, and eas~m expansion. (Ibid.j In addiiion, pctential land use compatibility impacts ~rom the Reduced Intensity Altemative r=aarding tranic, air quali'ry and noise would generally be simiiar ic the Proiec:, although sligntly less. (Ibid.) Due to the siight reduciion in 2ssociated traffic volurnes, the Reduc~d Intensity Altarnative would result in slight reductions of the noise volumes on acjacent art>rials including West Huntingion Dnve and Baldwin Avenu~. (Ibid.} , -35- 3197 However, construciion noise impacts `rorn the Reduced Intensity Altemativa would be ~=ner211y similar :o ihe Proje~~. !Ibid.j Under the Reduced Intensiiy Altema'tive, the demand for public sarvic~s generated 2t the Frojec'. site woufd be reducee by ~pprcxim2tely %5 p~rc=nt as com~ared to the Project, including the Projecrs impac: on police and fire servic~s. (ibid.) A!so: ~he Reduced Intensity Aiterr~aiive would c=nerate fewer vehic!e trips and would have fewer traff~o-related impacts tr~an the Project. (Ibid.) In addition, under th2 Reduced intensity Alternative, the FrojecYs impact on sewer, water, electriciiy, natural gas, and soiid waste would be reduced by approximately 25 peresnt. !Ibid.) Sirce the Reduced Intensity Aiternative woule involve fewer environmental impacts, it is considered environmentally superior to the Project. (Draft EiR, p. 6-9.) 2. Findina. The City Council finds that althougn the Reduced Intensity Alt?rnative !s environmentally superior to the Project, ii is infeasible because it raiis to m~ei Projec; objectives. 3. Suooorina ~xolanation. Although :ne Draft EIR identined the Reduced intensity Altemaiive as anvironmentally superior, ihis aiternative, when compared tc the Project, would rot result in signincant reductions of impac;s to aestheucs, air quality, geologylsoils, Iend useiplanning, and noise. (Draft =1R, pp. 6-~ and o-8.} In addition, air quality impacts wouid still be significant under the Reduced Inter,sity Alternativ~ and a Statement of Overriding Cor,siderations would be requirad. (Draft EIR, p. 6-9.) Further, this alternative does not meet the Project oojective to allow for the ~onstruc:ion cf aoproximately 500,000 square feet of. additional retail space througn approval of a G~neral Plan Amendment, Zone Change and Text Amendment. (Drart EIR, p. 0-2.) Further; witnout meeting this objective, -the "No ProjecY' alt~mative cannot adequately iulfill the Project obje~tives of mairtaining the viabiiity of the exisiing shopping cenier and creating new iobs for Arcadia residents and providing additional sales tax revenue :o tne City. (Ibid.) Tnererore, ine Ciiy Council finds fr~at the R=duced Inter,siiy Alternative is infeasible bec~us~ it ~ails to meet Project obiectives and rejects it. , .30- 6197 C. Altemative 3- Altemaiive D~s;an 1. Des~riniion. Under tne Alterr~ative Design, the expanslon ar~a would move rrom i~e easi~rn porion Oi ;he prope~ ~y to ihE WBSI. AII Oth°f COtT,pOf12i1tS Oi tn~ Proi°ct Inciuding construction of ~00;000 square T~~: of additional building sp2ce, would r=main iri° S2f1'1°. ~~~cr =~P., r. E-~_~ ~•~ a f?SUIt, IhIS 8~t°f~iBilV~ would r=~UC° iii° .~iC(°(ItlB~ visu :l imcac!s tc residen*.s and travz!ers cn W~st Hunti^gton Driv~ in re!aiion to the historic San~a Ani~a Racetrack grandstands. !15id.) The Aliernaiiv~ Gesign wouid, how=v~r, signiiicantly increas2 the bulk and mass of the expcnsion to the west due to tne revised building envelope. (Ibid.) Under t'r~e Altemative Design, air pollu~ant ~missions would be tne same as the Project and would r~sult In project~d axceedance of the SCAQMD I hf2S~~0~d Cfli°('la i0f carbon fllOilOXld°, f88CIIV° OfC2f11C y35?S, 2C1G~~ f11if0g°fl OXIC1? amissions. (Craf? EIR; p. 0-11.) In addiiion, under this alternaiive the iotal acrage impacied by grading would be the same as the Project, thouen on the w~st=rn porticn of ;"~~ rrciect si~e instead of the eastem portion. llbid.) Foiential g~ology ar~d soils iM:~acts would generally be the sam~ as the Project (Ibid.) Under the Alterr~ative Desian, the propos~c ~xparsion would ~x.ceed the curr~nt allewable space under tne G°neral Pfan by approximately 300,000 sa,uare r=et. flbld.) As a r=sult, a General Fian Amendment as well as a%one Charge wculd be r=quired. (1bie.) However, ~ue to gr~ater sensitivity of th~ r=sidentiai I~nd uses located west of the site as compared to the Santa Anita Racetrack, poteniial 12nd us~ compatibiiity impacts r~iating to aes~he'tics, iram'c, air euaiiiy and noise wouid generally bG grzater±han the Projec't (Ibid.) Under the Altemative Design, tne demand for puolic services weuld be the same as the rroiact, including ths ProiecYs impact en aolice and fir~ =ervi~ss. libld.) Similariy, this alternative wouid generate the same number of vehicie trips 2s the Proiect and have "the same impact on sawer, water, electrciry, natural gas, and solid wasie as th~ Proiec'.. (Draft EIR, p. e-i2.) In addition, traffic volum~s and associated noise generated from che ,4i'ternative Design may '~e similar to tne Project. However, due to closer proximity to the residential us2s located along 3atdwin Avenue, . -37- 6157 construc:ion nois2 impa~is woutd be creaier. (Dra~t EIR, p. 6-11.) Since tne Alt=rrativ~ Gesigr would involve greai~r environmental impa~ts, it is considered envircnrnenially In*erior to the Project. (Drar't _IR, p. 0-12.} 2. Findinc. Tne City Cauncil finds thai the Altemative Desigr~ is =nvironmentally inferior to the Proj°c~ and rejec?s it. 3. Suooortina ~xolanation. Implemen~ation of the Alt~rnative Design wouid r~sult in substaniiai c~^~anees to tne existing vie~ashed for residen~es locat~d aiong Baldwin Av~nue. (Drar EIR. p. 6-9.j These residenc°s are more ser,sitive to visual changes than the Santa Ani~a Racetrack to the north and east. Tnerefore, this ai*.~rnaiive will ~esult in creater aesthetic imoac:s and is not considered environmentally superior to th~ Project. (Ibid.;; In addition to incr~ased aesth°tic impac:s, the Alternaiive Design would Increase pc;ential Isnd use/planning and noise impacts when compar°d to the Proje~t. (Drar~ EiR, p. 6-12.) Furth°r, signific~nt air quality impacts would still occur and adoption of a Staiement of Overriding Considerations would s~ill be r=cuired. fibie.) Slnce the Alternaiive Design would involve gr~ater ~nvironmental impacts, tne City Councii nncs tnat this alternative is inreasioie because ii is ernironmen,alfy inrerior to tne Project and r~jec;s it. D. Alternative Site During the scooing/planning process ~or the Project, the feasibility of developing the Proiect on an Altemative Site was reviewed and rejected. (Draft EIR, p. 0-2.) The main reason ror rejecting an analysis cf an Altemative Sii~ was that such an al~ern~tive would r~ot be cor.sistent witn the Proiect's main oojective of modernizing and exoanding G`~e existing West~ield Shoopingtown. (Ibid.) in addition, d~velopment of .he Project on an Altemative Site would resuit in significantly greater environm°ntal imoacts be~ause the Project site is 21r~ady develeped as an existing mall. (Ibid.) Sectior 6. R2solution regarding growth-inducing impa~s. Staie CE~A Guid~lines Section 15125 reauires the evaluation of growth-inducing impac:s of a Project. .This discussion must examine ways in whicn the Project ca~id foster economic or popufation growth, or the construciion of additional housing, either ' -38- 6197 :;1re~tly or Indirectly, in tne surrounding ~nvironment. (Dra`t EIR, p. 8-1.) Regardinc the Frojec~s pctential Tor removal of oostac!es tc growth, no majcr new infrstructure ~aciiities ar= r2quired to cevelep tnis °roje~t. 1Draft ~fR, p. 8-2.) cxisting Taciliiies will bs suffcient te accommodaie the demands of th~ Project at full 'ouiidout. (Ibid.) In aadition, the Froie~t is surrounded 'oy uroan dev°iopm~n' and wouid not induce growth wifnin currer~tiv undeveioped zrees. (Ibid.) Regarcine any poiential re°d :o expand public servi~. ~s ~or the Frojact, th~ pubiic aeencies CGf'SL'It°d ~ ~av= irdicaied thai tf1IS ~fOJECi WOII~~ fBquir~ :ne incr=mental axaansion of existing public s~rvi~~s in order to maintain desired leveis or servi~e. ilbid.j However, ihe City of Arcadia =ir and Poli~e D~cartments are curr~n?ly servine :he exisiir~g rr~ali. This Proie~t ~v~uld noi, therefore, havs signifi~nt growth inducing impac:s to puolic services. (Ipid.) F.~g~rding encouracement of economic aciivities, a^umber of desicn, engineering, and constructior~-r~lated jcbs would temporarily be cr°at°d during Proi=ci consiructior,. ~ibid.) This ~+vould be a direc't, growEh inducing ~f~°ct oi the Frojec:. (Iblc.l L:,ng-term ef~ecis woutd include incr=ased ~conomic activity cr~at~d by new ~enanis 2nd us= categories such as a multi-plex theater, resiaurants, department sores, and enter~ainment and specialty siores. (Ibid.) The Proie~t is expect~d :o genert= approximat~ly 780 full-time iobs and 780 part-time jobs. Ther=TOre, the Project would directly encourage or facilitaie economic ac~ivities in the Ciiy of Arcadia. (lbid.) Regarding any poteniial precedent s~tting action, the Proiect is ~crsistent wi?h ih~ City of Arcadia Generai Pfan Commercial land use design2iicns for the Project si~e. (Ibie.; However, the Project includes a prooesed General Plan amendment to increese the allowable Floor Ar~a Ratio (FAR) from .40 to .50 and a propos2d ~hange to exisiing zoning s:andards to alfow for zn axpanded building enve!op~. (Ibld.) Tne Project si= will rernain comm~r~ial and th~ only modifcaiions to the code involve design, setback, and architectural issues. (Ibid.) Since the Proiect does not include any housing units, it will not directly resui: in any additional r~sicents to ~~~ City of Ar~..~~iz. (Dr~ft EIR, p. 3- 3.) Tne Project will increase the amount of commercial retail scace in the Ci±y. (Ibid.) In fact, !h° proposed Ganeral Plan amendment ~xceees 'the growtn proiections ~or commercial land uses in the City by aporoxim~tsly 3.8 percent. (Ibid.) However, ihe , -39- 6i97 Project site is already deveioped 2nd Proiec: implementaiion will not open ary additional lands for urban development. Sectien ?. Resoluiion regarding unavoidable and ir*,~sversble imp2cts. Im~lementaiion of the Project will reauire tne commitment of non-renewable and/cr slowly renewabie energy resources, numan resourc~s, and raiural resources such as lumber and otner rorest produc:s, sand and gravel, asphalt, steel, ~ooper, lead, other me!als, and water. (Draft EIR, p. i-1.) An incr~ased commitment of social ser~ices and public mainterance s~rvices (e.g., police, fire, and s2wer and wat~r services) will also be required to serv° th2 prooosed expansion. fibid.) °roject development also represents the continued commiiment of the site to urban uses. (lbid.) The siie F~as '~een developed as a snopping mall for aooreximately 25 years. Aft°r the 50 to ; 5-year structurai lif~span of the buiidings is r~acned, it is improbabl~ that th° Slt° would revert to an undeveiooed state dU° l0 Yil2 larg° C2~lic~ If1V°St~'1°ri thzt will have alr~ady been committad. (Ibid.) Section 8. Resolution adepting a Statement of Overriding Considerations. Tne City Council h~reby declar=s that pursuant to State CEQA Guidelln~s Section 15Q°3, the City Council has baanced the benefits or the Project agairst any unavoidable environmen;al impac:s m de*.°rmining wnetner io aporove i~ ~~ Proiact. ff the benefiis of the Project outweigh the unavoidable adverse environmental impacts; ihose impacts may te considered "acceptable." Tne City Council hereby decfar=s that the EIR h2s identined and ciiscussed significant effects that may oc::ur as a result of the Project. With the Implementation of the mitigation measur~s discussed in the EIR, these effec'ts can be miiicated to a level of less than significant ~xcept for unavoldable signiricant impacts as discussed in S~ction IV of these Findinas. The City Councii nereby declares 'that it has made a reasonable and good faith erfort to eliminate or substaniially mitigate th2 potential impacts resu(ting ~rom the Proiect. The City Council hereby declares that to the =xtent any mitigaiion measures recommended in the EIR and/or Project could not be incorporated, such rniiigation m=asures ar= infeasible because tney wouid imoose restrictions on the Project that , ~p_ 0"197 would prohibi: the realiz2tion o~ s~ecific ~conomic; socal; and other benents thai !hls City Council finds outweigh the unmitigaied imo2cts. The G.ty Council Turther fmds that ~xcept for tne Project, all otner alternatives set forth In the EiR ar~ inr~asiole G~cause ,hey would prohieit the raali~ation of Proiect objectives and/cr or soeciric ecenomic, secial and other bene`its that this City Council finds ourn~~igh any environmental benefits of ihe ~It~matives. I f12 Ciiy Council her=by d°dar~s, fflct, ~18VIrC f°G~UC°~ t~'1° 8dV°f52 significani ~nvironmen~al affects o~ the Projec: io th~ ext~nt fe2sible by adopiing the prepesed miiiaation measur=s, having consldered the entire adminis~rative record cn ihe Projec:, ard having weighed th~ bene~iis of the Project against i:s un2voidable adverse imcacts ~~~r mitigation, th~ City Council has de'termined that `he rollowing social economic, and ~nvironmental ben=fi;s of the Project outwefgh tne potenral ur~avoidable adverse impacts and render 'tnose porential adverse environmen;al impacts accsptabie based upon 'th= following overriding considerations: . The Proiect will generzt~ aporoxima?ely i 8G additionai `ull-time jcbs and 730 adeiiionai pari-iime joes within ~~ ~e City of ,4rcadi2. Tnese will I~~IUd° a variety ~~f newjobs in 8 Wld° ~8f1~E GT Ifl~Ofll° C~BSSITIC2l10(l5, Including, but not limited to, managers, sales persons, focd service, securiiy, and rnainterance. (Draft ~IR, p. 4-58.) This will rnest the Froject obie~iive to create new jobs Tor Arcadia resfdents. (Draft EIR, p. 2-1.} . The Project will generate 2ddiiionai iax rev~nue thai may be used to renovate existing city ~aciiities er construct new city ;acilities to provide s=rvice to the public. (Draft CIR, p. 4-53.) This will me~t the Project objective tc provide additional saies tax revenue to the Ci*.y of .Arcadia. (Draft =1R, p. 2-1.) • Proiect imolementaiion will encourage economic viability by expanding and modemizing the existing Westr"ield Shopping"town - Santa Ani±a. (Draft EIR. ~. 4-58.? This will m~et the Proiect objective to maintain vi2biiity or the shopping center and oreserve and grow i:s market share. (Draft cIR, p. 2-1.) , ~~_ s~s7 The Ci'ry C4uncil her2by deciares that the foregoing b~nefits provided to the '~Uu~IC througn approva~ ~n~ II71~~emen~ation Of tR? P~GI°Ci OUtW?Igfi th2 IG~8fliiTl°d sianifcant adverse environrnental impa~ts or the Proiect that cannot be mi'tiaatec. The Bcard of ~ducation finds that tr~e Project benznts outweiah the unavoidable advers2 environm=n:al effects iden'tified in the EIR and th~refore nnds thos= impacts to be o~~zp~able. 5ection 9. Resolution regarding Certificaiion of the ~IR. Tne City Council nnds that it ~~as reviewed and considered the Final ~IR in evaluating the Project, that the Final EtR is an accurate and objeciive statement that rully complies wiih CEQA, and the State CEQA Guidelines and that the Final EIR refec:s tne independent judgmeni of the City Council. Tne Ci'ry Council d~~tares that no ne~,v significant impacis as defned by Statz CE~A Guiceiines section 15088.5 have been received 'oy the City afler circulation of i^c I~i aii EIR ihat would require recir~ulation. - The City Coun~~l ~ertifes the Environmental impact Report based on the following rindings and conclusions: ,4. Findincs. Tne following significant ~nvironmental impact has been ideniined In the Draft EIR and will require mitigation as set forth in Section IV of this Resolution but cannot ba mitigated to a level of insignificance: air quality. B. Conclusions. 1. All s+gnificani environmental impacis from the implementation of the Proiect r~ave been identified in the Draft EIR and, with implementation of tne miiiga'ticn m=asures identified. will ~e mi~igated io a level of insignincance; except for the impact (isted in Section A above. 2. Other reasonable aitematives to the Project, whi~h couid feasibiy =chieve the basi~ obi=ctives af the Project, have been considered and r~jected in `zvor of the Project. 3. Environmsnt2l, a~onomic, social and other considera'tions and bener"its derived from the development of the Project override and m2ke infeasible any , ~Z_ 6197 ~~1ematives iC ±h° PfOIEC~ or furt"~2r mitiga±ion measures b°VOfld :~105° I~COfp0~at2d if1TG ±'~~ p;oject. Section "~0. Resolution adopting a Mitigaiion Moni:oring and Reporiing Pfan. Tne Ciiy Council hereby adopts th~ Mitig~ticn Monitoring and Reportirg Plan attached to this ResoP.~iion as Exhibit':4." Ir~ tne °vent of any inc~rsis±encies oe'tween ?he miiigation measur=s as forth nerein and 'the Mitigaiion Moniioring and ?°poriing Plan; the Miiigaiion Moniiorina and Reporing Plan shall control. Seciion 11. Resoluiion regarding cusiodian ot r2cord. The documer.ts and mzterials that constitute the record of proceedings on wnich i'r~ese rindinas have been b2sed ar2 located at the City af Frcadia, 240 West Huntinaion Qrive, Arcadia, CA 91G6~~02i. The c.:stodian ior these records is the City or Arcadia; Developmsnt J°NIC°S Departmen~, Community Cevelopment Division. This informa'tion is provided in campGanca with Public Resources Code Sec,ion 21081.6. Secticn 12. Resolution r2~arding staff dira~:ion. A Notic2 of D~termination shall be filed with the County of L^s .4ngeles within ~ive ,5) working days of aporoval of the Project. ,~c~icr~ 13. Tne City Cl~rk shall certify to the adoption of tnis Resolution. Fasse~', aporoved and B~Opt°'u ii115 .~i ~8V Oi .S°~7t?^1bEf JQ(~Q ~S~ ~3~~ ~. ~~~Jf~~1~N May~r of the City of ,4rcadia Al7~ST: ~l ~~~~ . , ,~ µ ~, City Clerk of tne City or ,4rcadia Approved as to Form: ~,~ ~ ~~~ ~~~ _ ~-. Steonen P. Deitsch, City Attorney , -43- 0157 STATE OF CALIFGRNIA j COUN ~`( Oi= LOS ANGELES ) SS: CITY OF ARCADIA ) L JUNE D. ,4LFORD, Ci'ty Clerk of the City of Arcadia, hereby certify that the fereaoing Resoluiion No. was cessed and adop+.=d by the City Council or the City o` P.r;,~dia, signed by t`~e Mayor and aites:ed io by the Clty Clerk at a reguiar m~eting ot said Council on the 5 day of September, 2000, and tnat said Ordinance was adopied by the following vote, io wi`~: AYES: Coun~ii Members Chandier, Chang, Marshall, Segal, Kovacic NOES: None AES~NT: None ~~ ~~~~ ~o ~~~~ Clty Clerk of the City or Arcadia . ~4 019? RESOLUTION N0. 6198 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, AMENDING TABLE 2-1 - CfTY GENERAL PLAN LAND USE DESIGNATION fhl THE COMMIJN(TY DEVELOPMENT 'SECTION OF THE GENERAL PLAN TO INGREA,SE THE MAXIMUM FLOOR AREA RATIO FROM .40 TO .50 FOR THE WESTFIELD SHOPPINGTOWN - SANTA ANITA (THE N"ORTHEAST CORNER OF BALDWIN AVENUE AND HUNTINGTOM DRIVE WHEREAS, this Generai Plan Amendment (GP 99-001) was initiated by Wes~eid Corporation, Inc. to change the General Plan Land Use clesignation in the Communiry Development Section of the General Plan to increase the maximum floor area ratio from .40 to .50 for the Wes~sld Shoppingtown - 5anta Anita (the northeast corner of Baldwin Avenue and Hur~tington Drive). WHEREAS, on Jufy 25, a public hearing was held before the Planning Commission on said matter at which time all inte~ested persons were given full opportunify to be heard and to present avidence; and WHEREAS, the Planning Gomm+ssion on August 6, 2000 voted 4 io'0 with one member absent to adopt Resolufian 1614 expressing the Commission's commerrts and recommendation to the City Council regarding Generai Plan Amendment 99-OD1. WHEREAS, on September 5, 2000, the City Council held a public hearing on: (1) the final Environmental lmpact Report; (Z) Ceneral Plan ~,mendment G.P. 99-001, (3) Zone Change Z-99-003 and (4) Text Amendment °9-006 for the Westfield Shoppingtown - Santa Anita expansion; and ' WHEREAS, as part of the record of this hearing, the City Council reviewed and considered: 1. All staff reports and related attachments arrd exhibits submitted by fhe Community Development Division to the City CounciL 2. The record of the Planning Commission hearing regarding the General Plan Amendment G.P. 99-001, Zone Ghange Z-98-003 and Text Amendment 99-006 #or the Westfield Shoppingtawn - Sarita Anita expansion; and 3, Ali lefters, inforir~ation and materiai presented as parf of the pu6lic testimony at the City Council pubfic hearing on September 5, 2000, including the staff _~_ 6196 report, the Final EIR and all oral presentafions and dc^:~mentation p~e5°r1t°d at the public heanng. 1NHEREAS, at the conclusion of the pubfic hearing the Cify Council reviewed the record of the proceeding, discussed and deliberated the issues, approved the General Pian Amendment and adopted said Resolution to reflect tfisir findings.and decision consistent with the stafif report and their defibe~afions; and WHEREAS, the above recitals are hereby incorporated as part af the finciings set forth below. ~ NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA DOES HEREBY FIND, DECIDE AND RESOLVE AS FOLLOWS: Secfion 1. That the factual data submifted by the Deve{opment Services Department in the attached report is true and correct. Section 2. The City Council finds: 1. That the prop~sed Gene~al Pian amendment to increase the floor area ratio (FAR) from .40 to .50 is consistent with the ma~cimum FAR ailowed for commercial properties within the City. This would allow up to an addifional 300,000 sq. ft. of gross leasabfe area over and above the additiortal 300,000+ sq. ft. ailowed with the current general plan designation. ~ 2: That the approval of General Plarr Amendrnent 99-001 wifl not be detrimental to the public health or welfare, or injurious to the property or improvements in such zone or vicinity. 3. That the project as proposed including the mitigation measures, Final EIR (hereby incorporated by this reference) and the Mifigation Monitaring and ReporEing Program will comply with the objecfives and poficies set forth in the General Plan. That the City Council concurs with the Findings of Fact and Statement of Overriding Considerations regarding significant effect under provision of Cafifomia Public Resowrces Code Section 21061 and Catifomia Code of Regulation Sections 15091 and. 15493 as set forth in ResaluEion 6151. 5ecfion 3. That for the foregoing reasons, the City Council approves the Generaf Plan amendment to change the General Plan Land Use designafion in the Community Development Section af the Gsneral PEan to increase the rrfaximum floor _Z_ 6196 area ratio from .40 to .50 for the Westfieid Shoppingtown - Santa Anita (the northeast comer of Baldwin Avenue and Hunfington Dnve). Section 4. The City Cferk shali certify to the adoption of fhis Resolution. Passed, approved and adopted this 5 of September 2000. /s! Gt~RY A. KDY~A.~Y {- = --_~- _,,::~~ ~ Mayor of the City of Arcadia ATTEST: ~ ~~ ~o ~ City Clerk of the City of Arcadia APPROVED AS TO FORM: ~ ~~~ ~, ~~~ Stephen Deitsch City Attomey _~ 6198 STATE OF CAUFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA } I, JUNE D. ALFORD, City Clerk of the City of Arcadia, hereby certify that the fioregoing Resolution No. 6198 was passed and adopted by the City Council of the City of _ :.::- ... .....:_:.., , ;~_..._~....a_.. _...,_~:~~..:. said Council on the 5 i3ay of September 2000, and thaf said Resofution was adopted by the following vote, to wit: AYES: Council Members Chandler, Chang, Marshall, Segal, Kovacic NOES: None ABSENT: None ~sr .N.~ ~. ~~~ City Clerk of fhe City of prcadia _4 6198 R~SOLUTION N0. 6199 A P,ESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIP., CALIrORNIF;, RESCINDING RESOLUTION 4185 AND =5 ~ ABLISHING NEW RcGUL/~TIONS FOR CERTAlN PROP-RlY LOCATED AT THE NORTHEAST CORN~R O~ HUNTINGTON' GRIVE AND B.ALDV~JIN AV=NUE ~=~ ECTIV= UPON IT5 R~CLASSIrICATION TO TH~ G2 & D ANG C-2 D& H8 ZONES W; I~REAS, in order to prot~c` and promo*.e the publi~ health, safety and gen~ral wel~ar~ o~ th~ City of Arcadia ("Ci`y"), it is n°c°ssary tna: specific condiiions be established to ir.sur~ tnat tne coniinued deveiopment and expar,sion or the regional shopping center on the prop~rry at the northeast comer of Huntingtor Grive and Ealdwin Averue fthe "Prop~rty") g°nerally depicted or~ the map Gtta~hed hereto 25 Exhibit °,A", wili b° harrnonious with the high quality of ~he exis;ing shopping ~enter and compatible with development in the vicinity; and VVHER~AS, in accardance with and subject to the provisions of the D Architectural D=sign Zon° reguiations oT the Arcadia l/lunicipal Code, ~he regulations set Torth herein shall control the dev~lopment and use of the Property; and ~"JHEREAS, a Flnal Environm~nta! Impact Report has been adooted cerii'rying tnzt th> decision-rr'~aking body revi~w~d and considered fh~ inrormation contained in the final =1R prior to adopti~n of this Kesolution. NOVd, THcREFORE, THE CI i 1' COUNCIL OF THE C!TY OF ARCADIA H~REBY FIN~7S, DETERMINES AND P,ESOLV=S AS rOLLO\^J5: Section 1. i he City Coun~il hereby r~scinds City Council Resoiution 4185; provided; howev~r, that in the event there is any succ~ssful challenge to all or part cr this Resoluiion tnen the provisior,s of Resolu'tion ~1 °5 shall automatica(ly be d~emed to be in full force and efrect. Seciion 2. The City Council adop*.s the foflowing design guidelines for the Froperty. 1. Th= Property shall con"tinue to be developed and used oniy r'cr a hiah a,uaiity regional shopping ~en:er with depariment stores, together with suppiementary ~ speclalty shoas and `acilities inch~dina restaurants, mult:-plex theater(s), a food mari:°t or marke:s and not more fhan two (2) automobile conv~nien~° cent=rs. All -1- 61°9 ao~,a~pP~-~-i~p~ ~~ f;;o property snall be subiec't to the speciTic cenditions set iorth in this Re;clution and all plans for any and all dzveiopmeni on the Property shall be submited by the ewne- of The Prcpert,~ to the City for review and apnroval in accordance with all p;ocedural and substantive requirements set forth in the Arcadia Muni~ipal Code and resolutions, rules and reguiatlons adoot~d by the Ci'ty Council of the Clty. 2. All buiidings on th° Properly shall be construc`.°d within the ar=as shown on tne Design Overlay Sit° Plan that is attached hereto as Exhibit "A" and mad= a part hereof. 3, Any and all preliminay site plans, floor plans, exterior ~i°vations, exterior lighting plars, conc°otual landscap° p'~ans and slgning programs for d~velopment on the Property shall be su'amitted to the Developm°nt 5°rvices Departm°nt of tn~ City. 5aid plars shall be subi~ci to d°sign review and recommendation by the Planning Cemmission rollowing a public h~aring, and folfowing its rec~ipf of the Planning Commission r°commendation, tnen d~slan r°view and aporoval, disapproval or modifi~ation by the City Council Tollowing a public hearing. The final plans shall subs`antially comply with the Gity approved preliminary olans and shall be submitted by the own°r of the Proq°~ty to th~ Assistant City ManagerlDev=laoment Servic°s Direc~or, or hislher designe°, for apqroval, disapproval or modification. Tn° P.s=istant City Manager/Development Services Direcior shall review the final plars for compi~ance with the approved preliminary pians. 4. No building p°rmlt for any construction on the Prooerty shall be issued unless all of the conditions hereof have oe°n complied with or assurances satisfactory to the ,Assistant City Manager/Development Services Director have been made to insure that all such conciitions will be fulfilied. 5. Any use of the Property which is otherwise sub;ect ic the Conditional Us~ Permit provisions of the Ci!y's Zoning Ordinance shail requirG a conditional use permit; provided, howev=r, a conditional use p~'mit shall not be requirec for uses within Building Ar~a C[mall area] as shown on the ZoninglDesign overlay site pian. ~. Parking shall be provided on th° °rop°rty in ac~ordanc= with th= r=quir~ments of the City's Zoning Ordlnance and on-site parking spaces s'r~ail be provided at ail tim°s for all employees of the shopping center. If necessary to m°°t 61°9 _Z_ narking requiremen*.s, multi-level parkirq siructur~s rnay b2 constr~~ted on fhe Prcoerty adjacent t~ and ezst of the mall, in accordance vdith plar.s approved by the City. 7. Parking structures shall b~ design~d to create an eper. environment maxlmizing vertical spa~e, lighiing and ingressi=gr~ss to the structures. T'n° parking structures shall be architecturaliy comoatible wi~n the mall architeciure and shall be subj~ct to the r~view and apprcval cf the City. g. Any ricor area within th~ mall common area(sj d~voted to portab{= ~a~s lnot kiosks) shall ~ot be subj°ct to fhe City's Zoning Ordinance for providing of~-s~re°t parking spaces. g. All signs shall be su6ject to ihe City's Zoning Ordinanc~, except that the following shall be appllcable: a. Two !2) fr=~s'tanding mall Idenlification signs shall b° allowed on ,he p°rirn°ter of th= ?rop°r~y; one [1] on Baldwin Avenue and on~ [1J on Hunfington G~ive. The total area of said s`~gns shall rot °xc°°d ~5C sq. it. c°r sign (lncludinq ooth ~aces). G, ~Nall signs on the er.terior o~ tne shopping rnal! s`~ructure shall oe r~stricted to anchor s'tor~s containing ~5,000 squar~ fe°t or more, major r~staurants/eating esta511shments containing 5,000 sq. ri. or rncre, theai°rsicinemas and a ~ood market. Said signs shall comply wl=~h thz City's Zoning Ordinance in regard to allowable square Tootage. Tenant signs ~acing on an op°n-air mali area and not expos~d to the public right-of-way shall be excluded from this provision. c. Single-sided monument signs shall be allowed ror a food market, theater/cin~mas and restaurants/eating establishmen:s containing 5,OD0 sq. ft. or more and that have pubiic entrances from the exterior of th° shopping mall. Said signs snall be allowed on the p~rim°t~r of tne snopping mall struciur~ or open-alr mali area and located within planter areas. i he total square footaq~ of each sign shall not ~xceed 36 square fe=t. d, No more tr~an iwo (2) multi-ienant monument sians shail b= allow°d on th=_ p°rimeter of th~ Prop°rty witn ideniincation on °ach of not mor= than ~our (4) major tenants. Th= total sign area Tor said signs shall not °xce°d of 500 sq. -3- G199 ft. (inc!uding all `a~~s). The desian(s) shall be compatibie with th~ mall identincation sians. 10. Ail sigrs shall be compatibl~ witn the signing program approved by the Ciiy Council as part of th~ design review process and shall be subject to final review and approval of the Asslstant City Manaeer/Gevelepment S~rvices Dir=ctor er his/'ner design=~. 11. Firal IandscapG plans in subs~aniial comoiiance with the landscape plans approved by the City Council shall be pr~par~d by a registered landscape ar~hit~ct ar~d shall be submitted to and aaproved by the Assistant City I/ianaaer/Gevelopm°n"t Services Girector or hislher designee, be*ore any building p°rmit Is issued ror any part of th° project. Said plans snall include or be in conformance with the rollowing, without limitation: ~. P, 20 foot wide landscap~d bui*er strip with a minimum six (6j foot high °arth berm shall b~ rnaintained adjacent to Baldwln Avenuz and a minimum ten (10) `oot wide landscaoed buffer shall be maintained adi~cent to Huntinaton Drive. b. In addition to the lancscaping requlred in Section 11a. above, three (3; perc~nt of tne oarking areas shall be landscaoed and fhe planting beds shall be oisiri~uted evenly throughout the ~niire parking area. Lands~aping shall not be concentrated on only one (1) portion or the parking area, but dispersea throughout the parking lot. .Any unused spa~e resulting r"rom the d~sign of tne parking spaces shall be used for planting purpeses. No planting area or island shall nave an average widfh of less than three f3) feet. Tne pianting areas or istands shown on th° landscaping pfans must be drawn to scale and the plants shall 'oe clearly designated and label~d. A continuous six (6) inch raised concrete curb shall surround all pfanting areas or islancs. The r~quir=d landscap°d buffer arsas ad~acent to Huntington Drive and Baldwin Avenue shall not b> cor,sider=d as part of the three (3) perent "Iandscaping" of th= parking areas. VJhere a parking area abuis the buildings cn the Property, the bor~er plar~tings adjacent to those buildings shall not be cansider=d as part of the lands~aping of par'King ar=as. -4 g 1 ag ~, The sol'id ex:erior walls of th.e mali shall pe developed with decora`iv~ landscaping and trsatm~nt such as a raised landscaped berm. d TO r2Cll!t2L° tfl° DfOC°551~5 OT ~~811~5~3Pl~ly G~8R5, 8 P~BtI`~ iist snafi 5~ pre~,ared aiving thF bo±a~ical and common names of th~ plants tQ be us~d, th~ slzes to ~e qlanied (e.g. 1, 5 or 15 oalion con:ainersj and quantity oT ~ach. The ~lants should be lis~=d alonaaetically and asslgn~d key numbers to be us~d in locating th~ plants on tne plan. A Additlonal parkway trees shall be install~d, if nec°ssery, a*. loca~ions designated by the Public 1Norks Services Dire~tor. These tr~=s shall ~onTOrm to the City Master Plan and be instail~d in accordance with the Public Works Servic°s Deoartment standards. ~?. Light s'.ardards on th~ °roperty shall be a maximum of 20 ~e~t in height. The height of th~ light standards sr~all be m~a;ured from the elevation of the adjacent pavemenT of the par~ing lot Llgnting shall be hoode~' and arranged 'to reflect light away rrom adjcining properfies and oublic righ'ts-of-way and shall be subi~ct tc aeproval of the Fssistant City Marager/Development Servlc°s Dlrector or hlsJhe* deslgnee. 13. The owner or the Prop°rty shal{ provide ad°Guat~ se~uriiy p°rsonnel for the prcte~fion and control of pe~sons and property on the °roperiy. A s=curtV plan shall be submitted to and approved by the Clty of Arcadia Fofice Chief prior to the issuance of a Cer~ifcate of Occupan~y for any new buiidings on th~ ?rop°rty i.including th° parking structures). ~ 4. Structur°s locat~d withm Building ~reas P. and B, as shown on Exhibit "A", shall malntain a minimum setback or` 20'-0" Trom the Baldwin Avenue prope; ~y line and sr~all b° lirnited to on° (1} siory with a maximum height o~ 25'-0"; provided, hov~~ev~r, that any buiidtng rnaintaining a minimum setback of 35'-0" from Baldwin Avenue shall be a maximum of on° (1) s+ory with a maximum helght o` 30'-0". In r=_oards to Buiiding Areas A and B, ne more than one (1) building containing a maxlmum square footage of 10,D00 squar= f~°t shall b° allowed in aach Building Area. 15. Thera shaii be a minimum unobstructed distan~° b~tw°°n klosks, b~twe~n carts and b~twe~n kiosks and caris of 15'-0". !~losks and cars shall b~ harmonious in design. -5- 6199 ~g. The following us~s shall be permitt=d: Appare! and accessories sior~s Beauty and barb~r sn~es and Tigure salons Bookstores Cam°ra and photographic supplies and ser~ic=s Depariment stares Drugstores Electronic equipm~nt stores, includinc video, DVD, computer °quipment, communi~ation °quiprr~°nt, cell phones, nagers and oth~r types or el~ctronic apollances Fabrics and s>wing stores Finan~ial institutions including fres-s~anding ATM r~~achin=s Fitness cen'~ers, health clubs Food stor~s no areat~rFhan 38,000 sqand~~~teros dlesi nrs ~res Hom° furn~shings, furni~ure, appllan.. ~ Housewares Imports, cards and gif:s Luggage Music, records, radio, video, DVD and telev~,sion sal~s siores GptometrisUOpticians Petshocs Restaurants and ofner ~ating estabiishmenis cf~~ring f~od and bev~raae service, in~luding outdoor dining, fne sale of cn-si:~ Ilquor and eni°rtainment. Enter~ainment is deT~ned zs such activi'ties as high t~ch Interactive simulaticn gam°s, live music, cancing, billiards, bowiing, ping pong, shuffi=board. banquet ~acilities and other family oriented group activities and snall be incidental te a restauranJeating esta'olishment us2. Specialty Tood, liquor and io'oacco stores 5oorting goods, hobbies and/or craf~ ~tores Theaters/cinemas Tovs V'arie'ry stores Klosks and/or carts within the enclosed and open-air mall ~cmmon a-~a shail be permiti>d provided the use ther°of shall be In accordance with the above list of permitted uses. Other retail specialty shops, ex~ pt those expressly excluded Other uses fnat the City Council determir.~s ar° appropriate anc compatible witn a regional shopping cenier. The following uses shail b> permitted only with an approved Conditional Use Permit: ~ ~ Entertainment uses including such activi'ties as high tech interactive ~ simuiation games, live music, dancing, billiards, bowfing, ping po 9, 61°9 -o- shufflebcard, banquet faci!ities and other tamily-ori°nted group acfiviti~s. Food servi~e may be an Incid~ntal us= in an entertainment facility. The following uses shall not be permitted: Body art studios includina but not limit~d tc tattoos, body piercing I;otner than ears) and body oainting Check casning, instant cash, cash advance businesses (exclusive of ATM machines) Employment agencies ~eed stores Gasoline service s`.ations Messeneer service Newspaper pub(ishing Plumbing shops Priniing or lithographing shops Self-service laundries and ~leaners Taxid?rmist Telephone °xchang° service V=nding macnines (on the exterior of the enclosed and open-air mall areas as well as the exterior of all other buildings on the sit~) ~7. The City Council rrlay add to amend or modify the provisions of this Resoiution in a rnanner not inconsistent wifh the concept and su6stance or this R°solution, provid~d that the ~uilding envelopes shown on the Design Overlay Sit~ Plan shall not be alt°r2d. Section 3. The City Clerk shall certify to the adoption of this Resolution. This Resolution shall become operative upon the efrective daie of Ordinance 2136 reclassifying aIl or a poRion of th~ Property to the C-2 D and G2 D and HS zones. 7 6~Qg Pass°d, approved 3nd adopted this 3Ta dayof occo~er,- 2000. !sl ~'uf~~ ~., ~~'~1~'~g~ ~_ _ .. ---- ---- Mavar oi the C~ty of Arcadia P.i f~S?: ~~ ~~ ~ ~m ~~~~~`~ City Cl~rk of fh~ City or Arcadla APPROVED AS TO FOP.I~: ~ ,~ - ~~. I~-e~.~,~ Stephen P. D°itscn, City Attomey -8- 61 °9 gT_AT`E OF C.gLIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, TUNE D. ALFORD, Gity C1erk oithe City of Ar~adia, hereby certifies thzt the foreQoing Resolution No. 6199 wzs passed and adopted by fne~ City Council ofthe City of Arcadia, si~ed by the Mayor and attested to by the Ci'ry Cle:k at a regular ineetina of said Councii held on the 3rd day of October, 2000 and that said Resoiution was adopted by the following vote, to wit: AYES: Co~.u~~ciimember Ghandler, Chana, Marshall, Sega1 and Kovacic NOES: None ,AB SENT: I~1one e~G ~~ ~m ~~~~~ Ciry C;erk oi the Ciry of ?:rcadia -9- C ~ ~ r c i : ~n Onm CG N ~: C EXHIBIT A 2~SOLUTION N0. 62d5 A RESOLUTIGN OF TNE CITY COUNCIL Oi= THE CITY ~r .ARCADIA APPROVING ARCHITECTUFUAL DE51GN REVIEW ADR 2001-001 FOP. THE ~XPANSION OF THE WESTFIELD SHOPPINGTONJN - SANTA ANiTA AT 400 SOUTH ~ALDWfN AV~NUE WH_R~S, in February, 2001, WestField Corporation, Inc, fil~d an applica'tion for arcnitectural d~sign r2view (ADR 2001-001) for a 276,OOG square foot retail expansion and a parking structure to accommodate 1,220 vehicles at the Wsst*ield 5hoppingtown - Santa P,ni~a; and WHEREAS, on June 12, 2001 a public hearing was held before the Pianning Commission on said matter at whicn time all inter~sted persons were given full opportunity io 6e heatd and "to pres?nt ~vidence; and WHERE,4S, the Planning Commission voted 4 to G wi~h one member absant to r=commend to the City Council approval of the architectural d~sign review subject to the c~nditions recommended by tne Developmen~ Se;vic~s Department. NOW, THCRE~=ORE, THE CITiI' COUNCIL OF THE CITY OF ARCAGIA DOES HEREBY RESOLVE AS FOLLOVVS: Section 1. Tnat the facfual data submitted by tne Gevelopment Servic~s Department in the attacned report is true and correct. Section 2. Tne City Council rmds: 1. That the locafion, configuration and architectural d~sign and the proposed materia+s and colors of the proposed exparsion and parking s~ructure are visually harmonious with the existing mall buildings and with the site; 2. Tnat the design for the proposed expansion will enhance the exisiing rnall and crzate a positive physical image and environment; and 3. That the height, massing and configuration of the expansion are in scale with the exisiing mall. 5eciion 3. Tnat for the foregoing reasons, tne Ciiy Council approves the proposed architectu~al design review (ADR 2001-D01) subject to the following conditions: 1- 6245 1. Tne final plans sh~U be suhmitted to the D~velopment Serdices Dir2ctcr ~c 2nsure compliance wiih the approved preliminary p~ans and th~ materials as submitted. If the D~ve!opment 5ervic=s Director determines that any changes to the plans or materials are significant, the Dev~lopment Services Dir2ctor has ~he authori'ry to remand the plans back to the City Council for further review. 2, I` a rnark~t is included in the proposal, 2 40" (foriy incn) high scre~n wall shafl be corstruc~ed along the r"ront of tt~e markef exi~rior to conceal the shoppina carts from the pubiic. The wall design shall be compatible with tne building ma~~rial and d=sicn and subject :o further review and anproval of the Development Services Director. 3. The new expansion area and the remodeiing of the existing mall buildings snall comply with the State of Caiifomia's disabled access regulafions, including path of t; avel requirements from the public way, access to the plaza area, etc. 4. The propesed parking structure shall be designed tc provide adequate maneuvering and turning radii far standard passznger cars. rinal plar.s shall be subject to review and approval by the City's Traffic Enginee~ and shall address the issues of adequate iuming radil, driveway asles widtns and tuming movements inio and out of the circulation ramps. 5. Interior lighting ior the parking structur~ shall b= included on th~ final pfans for review and approval by the Poiice Department. 6. The parking structure entrance height s'r~all be designed for access by paramedic ambulances as determined by fhe Fire Chief. 7. A{I new landscape materiais shall be of a siz~ and quality in scale with the project. All new tre~s shali be a rninimum of 3ci' box. All new shrubs shall be a minimum r"ive (5) galfon in size. 8, AU new signing on tne exterior building ~acades shall be subjecf to further design review and approval by the Development Services Director through the Sign Design Review process. g. A securi"ry plan shall be submitted to and approv~d by the Ci'ry of Arcadia Police Chief prior to the issuance of a Certificate of Occupancy for any new buifdings on the Property. Additioralfy Wes~iield snali provide space within the property ror use by the City a# a location to be approved by V~lestfieid, the City Manager and Police Chief. The space .2_ 6245 shall be comparable in size ~o that presently occuoied by the City's Police Departrnent on ie properry. 10. Kiesks to b~ located in the open plaza areas shall be desigr,ed and construc~ed to the highest standards in aocordance with the following criteria. Tne final design shall be subject to review and approval by the Development Services Dir~ctor or his/her design~e bas=d on the rollowing criteria: 1) Kiosks and cart d2signs may be animated in nature and shall serve to accentuate the architectural and aesthefic finish of the 'ouilding facad>s. 2) Kiosks and carts may be clustered and may vary in h~ight to enP~ance the general character or the open plaza ar~zs. in order to facilitate a festiv~ environment, kiosks and carts may, subject to approval or the 3uilding Ofricial and Fire Marshall, encroach on the 15'-0" separation provided for in 5ec'tion 2, Paragraph 15 of Resoluiion 6199 dated October 3, 2000. 3) Individuai kiosks may vary in to`~al area; however, no one (1 j kiesk shall exce~d 250 square feet in area. 4) Kiosks and caRS shall be designed to be weatherproof and s~alt have illumination iniegrated into the design. 5) The maximum square feet of all kiosks and carts in the open plaza shall not be greater than 10% of fhe totai square feet in the cpen plaza area. 6) Tne uses permitted with the kiosks and carts shall be censisten~ with Section 2 oi Paragraph 16 of Resolution 6199 dated October 3, 20~0. 11. The plaza area shall include a focal point such as a fountain or other public art as appcov2d by the Development Services Dire~or, The doliar value of this rocal point shall not 6e less than $.10 per square foot of gross leasable square footage of the expansion. In lieu of constructing an on-site focal point, the deveioper at hislher discretion may pay to the City, prior to obtaining the first Certificate of Oc~uoancy for this project, a sum of money equal to the above-prescribed amount for a public art project at an off-site location selecied by the City CounciL 12. Flat, plexiglas illuminated signs and internaily illuminated plastic-faced cabinet signs are prohibited. .3_ 0245 13. Tne design of the relocated bus ;h°!te; shall be.submitted to and approved by' tne Developrr~ent Svrvices Director. 14. Any propcsed single-sided monum~nt signs for a food rnarket, theater/cinemas and/or restaurantsleating estabiishments containing 5,OOD sq. ft. or more shall be subject to th2 review and approval ot the Development Services Director througn th= sign Gesign Review proc~ss. 15. The proposed expansion, including the parking structure, shall comply with the minimum 60'-0" ciearance from the property Iine or an alternative measure snall be submitted to and approved by the Building Offcial.. per the Building Code requirernents. 16. All City requirements ~egarding accessibility, fire protection, occupancy, building setbacks, safety, site design, and water service are to be determined throuah plan check and shall be ~omplied ,with to the satisfaction of the Bvilding Official, Fire Marshall, Development Ser~ices Director, and Public Works 5ervices Director which include, but are not limited to fhe following items ~) An adequate number of nre hydran;s shall be provided 6ased upon the buildina's area and type of construction as determined by the California rire Code. The Fire Provention Bureau snall approveJocation of fire hydrants. 2; All areas shall be protected by NFPA 13 (1996 Edition) automatic fire sprinkl~r system. All work shall be done by a licensed C-16 Contractoc All sprinkler heads shail be quick respons2 type heads. All undergr~und work shall be done in accordance with NFPA 24. The automatic fire sprinkler sysfam shall be monitor2d by a central or proprietary station. The pro;ect architect and sorink4er ~on'tractor shall confer with the Fire Preyention Bureau berore commencing with tne system design. 3) All areas shall be proiecied by a NFPA 72 (1996) fuliy automatic and addr~ssable fire alarm system. A~I fir= alarm transmissions must be fuliy addressabie to a central or proprietary station and to the responsible disoatch center. The existing fire alarm oanel snall be updated to meet this requirement. The proj~ct archi:ect and fire aiarm contractor shall confer with the Fire Pravention Bu*eau before commencing with the system design. .4_ 6245 4) Knox box.es snall be provided for access to anv restricted areas, including exterior entrances and individual uniis. 5) The applicant shall provide marking and signs f~r nre lanes as determined by the Fire Prevenfion Bureau. 6) The applicant shall submit~ grading anc~ drainage plan,s prepared by a reaistered civil engineer subjeci to tne approval of th= City Engineer. The applicant shall provide calculaiions ror both the gravity drairage system and the pump drainage system (if applicable). Computations shculd snow hydrology, hydrauiics, elevations and all the details required on the City's "Pump Drainag~" sheet. 7) The applicant shall submit a separate erosion control plan prepared by registered civil engineer for City's appro~al. 8) The applicant snail comply with th~ NPDES (National Pollution ~ischarge ~iiminaiion System) Standard Urban Stormwater Mitigation Plan (SUSMP). 17. The Council snall nave first approved a resolution amending Paragraph 9d or ?esolution 6199 to permit up to six (6) tenant identificafion panels on each of two mulfi- ~~nant monument signs. Section 4. The City Clerk s'r~all c~Ri'ry to the adoation of this Resolution. P~ssed, approved and adopted this ~'-h day ot ALgLSt , 2001. ~~ ~~~ ~~~ Mayor of the City of Arcadia ATTEST: ~ ~„ ~~ a~ ~a City Clerk APPROVED AS TO FORM: ~,~ ~~_ _ 1~;~.~ SteplSen P. Deitsch ':ity Attorney -5- 0245 STATE OF CALIFORNLA ) COLTNTY OF LOS ANGELES ) SS: CiTY OF ARCADIA ) ~ I, 7UNE D. ALFORD, City Clerk of tne Ci±~i of ?.rcadia, hereby certifies that Lhe foreQoina ResolutionNo. E245 was pzssed and adopted by the City Council of the Ciry of .4rcadia, si~ed by the Mayor and attested to by the City Clerk a: a regular me°ting of said Council held on the 7th day of Aua~~st, 2001 znd that said Resolution was adoptea by the followin~ vote, to wit: AYES: Councilmember Chandler, Chan~, Kovacic, Marshall and Sega1 NOES: None :LBSENT: None ~ ~ ~~ ~e~ ' ~ ~~~ City Clerk oi the Ciry of Arcadia 6 . ~::, ~ c`em~~~~Y ~f~°~~~ MEMORANDUM Development Services Department March 26, 2007 To: Mayor and City Council From: Don Penman, Assistant City Manager/Development Services Director "V Jason Kruckeberg, Community Development Administrator'SC.I~ RE: RESPONSES TO COMMENTS FOR WESTFIELD SANTA ANTTA MALL PHASE ]B Attached are responses to written comments received on the Westfield Santa Anita Mall Phase lb expansion (ADR OS-026). This packaee includes copies of the comments received and responses to those comments. CC: William R Kelly, City Manager Stephen Deitsch, City Attorney Corkran Nicholson, Planning Services Manager Reponses to Comments COMMENT LETTER 1 Patricia Glaser, Esq., Christensen, Glaser, Fink, Jacobs, Weil & Shapiro, LLP ] 0250 Constellation Boulevard Nineteenth Floor Los Angeles, CA 90067 COMMENT l-i: This office represents both The Turf Club and Santa Anita Companies, Inc. with respect to the Westfield Mall Expansion: Today, the Planning Commission is scheduled to conduct a pu6lic hearing regarding ADRS-26, in which Westfield LLC ("WestField") has applied for architectural design review of an expansion of the WestField Santa Anita Mall (the "Mall Expansion" or "Phase lb"). Phase lb relies upon an Addendum to the Environmental Impact Report ("EIR") certified by the Arcadia City Council in 2000. L INTRODUCTION As we will demonstrate below, under the California Environmental Quality Act ("CEQA"), an Addendum is the wrong document to analyze this project, and Phase lb cannot be approved until .at least a Supplemental EIR is circulated to the public with accurate and up-fo- date information regardina the potentia] impacts of Phase lb. Even if an Addendum were the appropriate document, the Mall Expansion could not be approved because this Addendum does not accuraCely analyze the Phase lb Mall Expansion nor properly disclose its potential environmental impacts. RESPONSE TO COMMENT 1-1: The Addendum is the appropriate CEQA document for the Phase lb expansion project. Under Section 15162 of the CEQA Guidelines, a Supplemental or Subsequent EIR is not required unless substantial changes to the project are proposed, new information of substantial importance becomes available, or the circumstances under which the project is undertaken, change and either of the following occur: (1) one or more new s b°nificant impacts not previously discussed results; or (2) a substantial increase in the severity of a previously identified significant effect results. A Subsequent or Supplemental EIR is also required when new information of substantial importance becomes available and (I) mitigation measures or alternatives not previously thought to be feasible are now feasible, but the project proponent declines to adopt the mitigation measure or altemative; or (2) considerably different mitigation measures or altematives which would substantially reduce significant effects on the environment are available but the project proponents decline to adopt the mitigation measure or altemative. As Santa Anita March 2007 Page 1 Reponses to Comments described in more detail below, none of these standards is met, and a Supplemental or Subsequent EIR is therefore not required. It is also important to note that even though the Phase Ib improvements are well within the envelope of development evaluated in the Certified EIR, a thorough analysis of Phase lb has been included again in the Addendum. The Addendum is a comprehensive and accurate update of each issue area in the Certified EIR and properly discloses the potential environmental impacts of the project. The Addendum evaluates all of the 17 envirorunenYa] issues identified within CEQA and is similar in format to the Certified EIR. For each issue area, the Addendum includes an overview of the existing environmenta] setting, a discussion of impacts of Phase lb based on all of the most recent methodologies and thresholds used by agencies and a discussion of cumulative impacts, which includes an updated related projects list. For each envirorunental issue, the Addendum also includes any necessary mitigation measures, and a detailed comparison of impacts of Phase 1 b today with those impacts analyzed within the Certified EIR. COMMENT 1-2: Further, regardless of which environmental document is prepared, the City's analysis of the Phase lb Mall Expansion in the Addendum is flawed -- based on a misleading Project Descnption, based on inconsistent building area calculations -- and is inconsistent with the City's own General Plan. In this case, the Arcadia Genera] Plan limits the Mal] Expansion site to a Floor Area Ratio ("FAR") of 0.50. (General Plan, page 2.12, Table 2-A.) However, as demonstrated in the EIR and Addendum, the FAR for the expanded Mall will exceed 0.~0, without the benefit of required envirorunental analysis or a General Plan Amendment. The Planning Commission has no option but to reject the Phase lb Mal] Expansion and .order a complete and adequate environmental analysis. First, this letter will address the many inadequacies of the EIR and Addendum under the California Environmental Quality Act ("CEQA"). Second, we will describe the inconsistencies of the Mall Expansion project with the General Plan, including the misstated FAR calculations. RESPONSE TO COMMENT 1-2: The Project Description and building area calculations in the Addendum are consistent with the City's General Plan and tbe prior City approvals in 2000. The Project Description clearly and comprehensively characterizes the proposed Phase lb improvements as well as existing conditions and is thus adequate for purposes of reviewing the Phase lb improvements. Specifically, with regard to building area, the building areas (prior to the completion of Phase la in 2004, with Phase la, with the current]y proposed Phase lb, and with a future Phase 2) aze clearly identified in Tabie 2-1 of the Addendum. When combined, Phase la, Phase lb, and Phase 2 equal 600,000 square feet of Gross Leasable Area (GLA), which is the precise GLA number specified and evaluated in the Certified EIR (refer to Table 2-2). In addition, when Clry of Arcadia K'~tfield Santa Anita March 2007 Paee 2 Reponses to Comments excluding any future Phase of development, Phase la and the currently proposed Phase lb equa] 370,943 squaze feet of GLA, well under the 600,000 square feet evaluated in the Certified EIR. Similar to the Certified EIR, these GLA numbers are consistently used throughout the Addendum. Thus, the square footages set forth in the Addendum are entirely consistent with the square footages analyzed in 2000 as a part of the Certified EIR and approved under the General Plan Amendment, Design Guidelines and other related approval documents (collectively, the "2000 Approval Documents". See Resolutions 6197, 6198, 6199 and Ordinances No. 2135 and 2136. The Addendum conservatively uses the Urban Land Institute's (ULI) definition of GLA. ULPs definition of GLA typically includes the floor area within retail buildings less a small discount for non-merchandised space (e.g., storage areas, store offices, corridors, etc.) As set forth in Arcadia Municipal Code Section 9220.25.3, the City of Arcadia's definition of GLA includes the total floor area designed for the tenant's occupancy and exclusive use, including basements, mezzanines or upper floors-expressed in square feet and measured from the centerline of joint partitions and from outside wall faces. The code provision also sCates that GLA shal] also include kiosks within the common areas and that GLA is the space for which tenants pay rent, including sales areas. The Code provision further specifies that GLA shall not include (a) service areas within mall tenant stores and (b) service areas that occupy less than twenty-five percent (25%) of the gross square footage of stores in excess of fifty thousand (50,000) square feet. Service areas in excess of this percentage shall be counted toward the GLA. Such service areas are those areas specifically dedicated to employee use, storage and mechanical areas and employee restrooms. The ULI definition of GLA generally results in a larger square footage number when compared with the number based on the City of Arcadia Code definition of GLA. For example, based on the City definition of GLA, the site included 922,451 squaze feet of GLA prior to the Phase la improvemenYs. Using the ULI definition results in 1,09S,596 square feet of GLA, which includes the 176,145 square feet of department stare service areas identified in the Certified EIR. Thus, the analyses in this Addendum are conservative since use of the larger ULI GLA number results in greater environmenta] impacts than would be expected with use of the smaller City of Arcadia GLA number. With regard to the Floor Area Ratio (FAR) for the site, a FAR of 0.50 was established for the Westfield property in 2000 through Resolutions 6198 and 6199. In addition, the FAR calculation methodology for the Westfield property was established in 2000 in the Certified EIR, the General Plan Amendment and Resolutions 6198 and 6199. The Certified EIR explains the City's methodology for calculating the square fooYage permitfed for fhis site with the 0.5 FAR ]imitation using GLA, as defined by the City's Municipal Code. The Certified EIR reads as follows: City af ianta Ani[a March 2007 Page 3 to Commen~ The Floor Area Ratio (FAR) represents the maximum non-residential building square footage that may be permitted. The maximum allowable intensity FAR for the project site is cunently .40. This would allow up to an additional +/- 300,000 square feet of building space under the existing General Plan. In order to constnzct the proposed project, the project applicant has requested an increase in the allowable FAR from .40 to .50. With an additional 600,000 square feet of GLA, a total of 1,522,451 GLA will be located on-site, resulting in a proposed FAR of approximately .43. p. 4-52. All of the documents approved in 2000 are cleaz that 600,000 square feet of GLA was approved and that GLA was used to calculate the FAR for the property. As discussed above, Phase lb fits into this 600,000 square feet of GLA approved in the Certified EIR. Specifically, Phase lb includes 115,000 square feet based on the more conservative ULI definition of GLA (which results in more building area when compared with the City Code definition of GLA of 100,800 square feet of GLA). Using the ULI definition, when including the Phase ]a improvements, which included 255,943 square feet of GLA, a tota] of 1,354,539 squaze feet of GLA would be located within the project site. Based on the 79.118 acres that comprise the site, this GLA results in an FAR of 0.42. As stated in Section 4.9, Land Use, of the Addendum, this FAR is well below the FAR of 0.50 permitted for the project site as specified by the City's General Plan as it was modified in 2000 by Resolution 6198. Furthermore, as the Commission clarified at the heazing on February 27, 2007 and in its Staff Reporf (refer to page 18), the City has been consistent and clear that the correct calculation of FAR utilizes GLA (City definition). In addition, the method of calculating FAR using GLA is also the same method used to calculate FAR within the Draft EIR for the racetrack mall development project dated October, 2006. The comment regazding the adequacies of the Certified EIR and Addendum are addressed specifically below. See Response to Comment Nos. 1-3, 1-6 through 1-19, 1-21 and 1-23. COMMENT 1-3: II. ENVIRONMENTAL ISSUES As pointed out in your Staff Report (dated February 21, 2007) ("Staff Report") CEQA Guideline 15162 requires that the City prepare, recirculate and certify a subsequent or Supplemental EIR whenever, among other things, "substantial changes are proposed in the project which will require major revisions of the previous EIR due to the involvement of new significant effects or a substantial increase in the severity of previously identified significant effects." (Guideline 15162; Staff Report, page 13.) of Arcadia San[fl Ani[a March 2007 Page 4 to Commen~ Similarly, a subsequent or Supplemental EIR is required where "substantial changes occur with respect to the circumstances under which the project is undertaken which will require ~~ major revisions of the previous EIR.... A Supplemental EIR is also required when "new information of a substantial importance" shows that the project will have additional sib ificant impacts. (Id.) In this case, the project presented incorporates substantial changes (including partial]y subterranean parking with additional grading impacts), changed circumstances (including delays in construction of the project and increases in new traffic and new related projects), and new information (regarding the true size of the project and the severity of many areas of potential impact), RESPONSE TO COMMENT 1-3: See Response to Comment No. 1-1 regarding the adequacy of the Addendum and the lack of need for a subsequent or supplementa] EIR. As shown on Fio re 2-3 of page 10 of the Addendum, the project falls well within the envelope of development evaluated in the Certified EIR. Specifically, the proposed building footprints fall entirely within the expansion area identified as Building Area C in the Certified EIR, and the building heights are well below the 85-foot height limit set forth Por the H8 Overlay area evaluated in the Certified EIR. In addition, the new parking area for the Phase lb has been designed to be integrated into the topography of the site beneath the new retail buildings. As discussed in detail in Response to Comment No. 1- 19, below, the grading necessary for the partiall}~ subterranean parking facility would not result in any significant impacts. In addition, as discussed in detail in Response to Comment Nos. 1-6 through 1-19, 1-21 and 1-23, below, there are no changed circumstances or new information associated with Phase lb that would generate any new significant impacts or result in a substantial increase in any significant impact identified in the Certified E1R. Thus, as defermined by the City, PCR Services Corporation, Webb Associates, and an environmenta] consulting firm specializing in CEQA that also reviewed the Addendum, a Subsequent or Supplementa] EIR is not required for the Phase Ib improvements. COMMENT 1-4: The CEQA inadequacies of the Addendum have been previously raised in correspondence to the City on the record from, among others, Caruso Affiliated (which conespondence is incorporated herein by reference), but it is helpful to recount these deficiencies once more. These inadequacies arise in the important areas of project description, traffic, cumulative impacts, water quality, noise, public services and land use impacts. The inescapable conclusion is that, in order to comply with CEQA, Yhe City must prepare a Subsequent or Supplemental EIR for the Mall Expansion and cannot approve Phase lb until the public and the Ci[y ot Arcadia Westfield Santa Anita March 2007 Page 5 Reponses to Comments City decision makers are fully informed of the environmental effects of the project through circulation of an adequate document. RESPONSE TO COMMENT 1-4: This comment refers to comments within another letter wntten by Caruso Affiliated and submitted to the City of Arcadia in June 2006. This letter is attached and responded to below as Response to Comment Nos. 1-25 to 1-76. As demonstrated by the responses to these comments and as set forth in the Addendum and Staff Report, the Phase lb improvements would not result in new significant impacts or a substantial increase in any significant impacts identified in the Certified EIR. Also note that the comments made by Caruso Affiliated in their June 2006 letter were made without even reviewing the Addendum. The Addendum was not finalized by City staff until January 2007. The City adequately considered each of the comments in the 7une 2006 Ietter pnor to release of the Addendum. COMMENT 1-5: A. The Proiect Decription fsicl is Inaccurate. Inadequate and Misleadine. The most blatant CEQA inadequacy in the EIR and the Addendum is the shifting and understated size of the project. It is well-established that an accurate arid complete Project Description is the essential starting point for any legally adequate environmental analysis. Here, the Certified EIR and the Addendum do not accurately describe the size and extent of the expansion project due to inconsistencies, inaccuracies and obfuscations in presenting the size of Che proj ecf. As discussed below regarding the City's FAR calculations, the project appears to have grown in scope by approximately 200,000 - 400,000 square feet based on a revisionist interpretation of the measurement of the building area. Where the Certified EIR (and the City Zoning Code and General Plan) looked at a project which would have an FAR of approximately .44, the true size of the Mall Bxpansion is now revealed to be over the allowed .50 FAR, based on new definitions of Gross Leasable Area which have never been applied by the City before to floor area calculations. RE5PONSE TO COMMENT 1-5: Please refer to Response to Comment No. 1-2 above regarding the accurate and comprehensive characterization of the Phase lb improvements as weil as the consistency of the Phase Ib improvements with the FAR for the site set forth by the General Plan. Please also see Response to Comment No. 1-3 regarding the building envelope for the project. Citv of Arcadia . Westfield Santa Anita ' March 2007 Page 6 to Commenu COMMENT 1-6: B. The Addendum's Traffic Studv Is Limited in Sco e and Le all ~ Inade uate. (1) No AM Peak Hour Traffic Analvsis. The traffic study fails to analyze the weekday moming AiV1 Peak Hour time period (7 am - 9 am), stating that the majority of retail uses would not be open during that time. Only weekday PM Peak Hour (4 pm - 6 pm) traffic was studied. (Addendum p. 114.) This omission excludes, among other things, the morning traffic impacts of extensive grading, excavation and dirt hauling (159,352 cubic yards of dirt must be exported from the site) that wil] occur during the construction phase to build Westfield's partially subterranean parking structure near Baldwin. Cleazly, the AM Peak Hour analysis is needed to present the necessary "worst case analysis" to ensure all potential traffic impacts are disclosed and mitigated. RESPONSE TO COMMENT 1-6: Page 7 of the Traffic Study included as Appendix C of the Addendum explains why no AM Peak Hour traffic analysis was necessary for this project. Shopping center projects that are made up of retail space do not generate much moming peak hour traffic because the stores are not yet open for business and customers are not yet on the roadways. If the project contained offices or residentia] uses that generated trips during the morning peak hour, a morning peak hour analysis would have been required. This study scope element was confirmed with the City of .Arcadia staff at the commencement of the Addendum preparation and is consistent with the Certified EIR. Furthermore, the Institute of Transportation Engineers Trip Generation Manual, 7th Edition indicates that the addition of ll5,000 square feet GLA to the existing Westfield shopping center would only generate 38 moming peak hour trips. This leve] of trip generation would not be sufficient to produce a significant impact at any of the project study locations. In terms of the potential construction traffic impacts on the moming peak hour traffic, two points should be made. First, most conshuction worker traffic arrives on the site prior to the typical morning commute peak hour and ]eaves the site prior to the afternoon commute peak hour. Therefore, construction worker traffic will not impact the morning and aftemoon peak hours. Secondly, the City of Arcadia imposes hourly restrictions on truck trips, including the dirt haul truck trips, that will prohibit truck movements during the moming and afternoon peak cammute hours. Thus, the analysis of AM peak hour trips is not necessary to identify and analyze "worst case" conditions from customer, employee, or construction traffic impact perspectives. The "worst case" set of background and project traffic conditions occurs under weekday afrernoon peak hour conditions or under mid-day Saturday conditions. Both situations were fully analyzed in the Addendum and approved by both City staff and the consultant team reviewing the Addendum on behalf of the City. Ci[v of Arcadia ~ Westfeld Santa Ani[a ~ March 2007 Page 7 Reponses to Comments COMMENT 1-7: (2) No Traffic Counts Durin~ Racin~ Season. The traffic study is flawed due to the fact that weekday PM Peak Hour (4 pm - 6 pm) traffic was studied in November and early December "when the Santa Anita Racetrack is nof in season." (Addendum p. 114.) Consequently, the 2004 traffic counts upon which the Addendum's "existing° traffic conditions are based were not taken during the busy racing season when the traffic conditions in the vicinity are clearly significantly worse. In fact, these traffic counts are even inconsistent with and more limited than the Certified EIR traffic counts, which were taken in October, 1999 during the Oaktree racing season. The failure to count traffic during the heaviest "worst case" traffic period is a serious flaw and appears to be calculated to avoid sio ificant impacts greater than those studied in the 2000 EIR, which would require recirculation of a subsequent EIR. RESPONSE TO COMMENT 1-7: Page 7 of the Traffic Study included as Appendix C to the Addendum provides a discussion of the appropriate time period for traffic counts for this project. The traffic counts for the project were taken in late November and early December 2004 when the activity levels at the shopping center are near their busiest of the year. Traffic counts on race days as reported in the Shops at Santa Anita Draft EIR were reviewed and were found to be comparable to the November/December counts taken for the shopping center Addendum. By using the traffic counts during the busy shopping center season, the Addendum actually uses the base data that produces the highest incremental impact for shopping center trips. Therefore, the Addendum uses the more conservative approach to traffic counts and the trafiic analysis in the Addendum is appropriate. In addition, the most recent data and analysis in the Addendum confirms and validates the conclusions of the Certified EIR traffic analysis. The Saturday analysis presented in the Addendum used traffic count data from the first public draft of the Shops at Santa Anita DEIR. These counts were conducted during the Santa Anita Racetrack winter season. The 3aturday analysis in the Addendum shows that the Phase ]b project does not result in any significant impacts even under full racetrack traffic conditions. Tbe incremental impact of fhe Phase lb project traffic is not high enough to create a significant impact whether the background traffic conditions assume Oaktree racing traffic levels, holiday shopping traffic levels, or 5anta Anita winter racing session traffic levels. Based on the above, an Addendum is the appropriate CEQA document for the Westfield project. City of Arcadia , H'estfield Santa Anita March 2001 Page 8 Reponses to Commen[s COMMENT ]-8: (3) Traffic StudV Based On The WronE Build Out Year. Analysis of the Phase lb project is primarily limited to its projected 2008 completion year based on the "approximate 17-month" construction period, which includes six months for site preparation and grading. Such an aggressive and optimistic time frame seems unrealistic based on tbe history of Phase ]a, which took over 30 months to complete (building permit issued 2/5/03 and finaled 9/8/OS). The impact of using an overly optimistic 2008 projected completion date is that the the [sic] Addendum avoids any consideration of the concurrent construction and traffic impacts of The Shops at Santa Anita, which, in fact is a reasonably foreseeable project. Thus, the Addendum excludes important and detailed traffic study information prepared for The Shops at Santa Anita Specific Plan, which was available to the public (and thus available for incorporation into the Addendum) in October 2006. lnstead, the Addendum states: Since the racetrack mall development project does not yet have a completed traffic study and the draft generation numbers provided by the Santa Anita Park's traffic engineers are lower than previously assumed, the more conservative trip generation estimates from the Certified EIR were used instead. (Addendum, p. 143.) In fact, revisions were stil] being made to the Addendum at the time the updated traffic study for The Sbops at Santa Anita was available to the public. The estimates from the Certified EIR were prepared in 1999; the omission of available up-to-date information results in an incomplete analysis. RESPONSE TO COMMENT 1-8: The traffic analysis was based on the assumption that the Phase 1b project was ahead of the Shops at Santa Anita in the entitlement process and aY the time of publication of the Addendum, that is still the case. If the two projects were actually constructed simultaneously, the conclusions of the Addendum analysis would still apply (see pages 127 through 129 of the Addendum and pages 85 through 87 of Appendix C of the Addendum). For example, the construction crew for the Phase lb project would be far smaller than the construction crew for the larger Shops at Santa Anita project. The construction trips at the Phase lb site would be dramatically reduced during the peak November/December holiday shopping period (when the traffic counts for the Addendum were taken) because the construction would be curtailed during the holiday shopping season. If the Shops at 5anta Anita construction continued through the holiday shopping season, their construction trips could result in significant traffic impacts. The City would still require truck routes and restricted hours of operation for construction and truck trips and therefore the addition of Phase lb construction trips to a roadway system that also included Shops at Santa Anita construction trips would not create significant peak hour traffic impacts. City o! Arcadie W'estfield Santa Anita March 2007 Page 9 Reponses to Comments Regarding the Race Track project data, the Addendum uses the more conservative approach. At the time of the preparation of the Addendum, the Draft EIR for the Shops at Santa Anita was withdrawn and the project was being redefined including fhe elimination of a proposed residential component. Therefore, the Certified EIR traffic data was used in the Addendum traffic study because it still represented a more conservative (i.e., higher) tnp generation for the race track project. The resulting traffic analysis is adequate, conservative and complete. The 17-month time period analyzed in the Addendum is a reasonable and conservative estimate for construction based on the size of the Phase lb expansion. Actual Phase la construction from groundbreaking to opening was approximately 18 months (and not 30 months as suggested by the commentor). For example with regard to air quality impacts, emissions actually improve, as the buildout year for a project moves out since the SCQAMD emission factors account for improvements in air quality over time. In addition, in general, if the time period for construction of a project were extended, the impacts would be ]ess given the reduced level of intensity of the construction work over the ]onger time period. From a traffic perspective, if the construction of Phase lb were delayed, the background traffic levels could grow to a level higher than the 2008 levels shown in the Addendum. However, the incremental impact of the Phase Ib traffic would stil] not be high enough to create a significant impact at any of the study intersections. Furthermore, while it was anticipated that the Phase Ib improvements would be ahead of the Shops at Santa Anita project, an analysis of potentia] overlap of construction between Phase lb and the related projects, including the Sbops at SanYa Anita Project, was included in the cumulative air quality and noise analyses within the Addendam (refer to pages 66 and 97 through'99). As demonstrated therein, overlap of the two projects would result in a less than significant cumulative impact relafed fo air qualiYy and noise. COMMENT 1-9: (4) Inadequate List of Related Proiects. The Addendum identifies 30 related projects in the vicinity during the development horizon year of 2008 and one related project (the Shops at Santa Anita Specific Plan) during the development horizon year of 2015. A quick review of these projects shows that the list is out of date and does not include many projects in adjoining neighboring jurisdictions such as Pasadena and San Marino that could certainly have an impact on traffic at the Mall Expansion site. RESPONSE TO COMMENT 1-9: The related projects list in the Addendum is adequate. Pages 23 and 24 of the Addendum (Table 3-i) and Pages 18 and 19 (Table 3) of the Traffic Study include a list of 31 related City at Arcadia W'estfield Santa Anita March 2007 Page ]0 Reponses to Comments projects. Review of this list clearly shows that the Cities of Arcadia, Pasadena, San Marino, Monrovia Sierra Madre, and Temple City as well as Los Angeles County were contacted to obtain lisTs of their potential development projects. At the time of the preparation of the Addendum, these projects represented the official lists of the projects from those cities that might generate enough traffic through the Phase Ib study intersections to make a measurable difference in the volumeicapacity ratio at those locations. The City of Arcadia staff reviewed and approved the list at the time of report preparation. Because projects get added and deleted from Yhese lists continually, the future traffic analysis in the Addendum added a general backd ound traffic growth factor to account for changes to the lists and new projects that may not have been known at the time of list preparation. Page 129 of the Addendum and Page 17 of the Traffic Study included as Appendix C to the Addendum discuss a 1% per year ambient traffic growth that was added to all traffic movements at all of the project study intersections. Thus, the tnps generated by any changes to the list of related project trips would be accounted for in the backgcound traffic growth calculations. COMMENT 1-]0: (5) Inadequate Studv Area. The Certified EIR only studied traffic at 2] potentially impacted intersections, and the Addendum follows with 23 study intersections in its traffic analysis. In contrast, the traffic study for the Shops at Santa Anita Specific Plan was required by the City to examine 42 intersections. Clearly, the increased traffic congestion in the area since the Certified EIR necessiYates a wider analysis to ensure than all potentially impacted intersections are studied. Intersections at the periphery of the Addendum's study azea show Levels of Service (°LOS") of "D" and "E," suagesting that, if additional traffic represented by the appropriate peak hour, racing season, study year and related projects were included, the impacts could likely extend further. RESPONSE TO COMMENT 1-10: The Addendum provides an adequate number of analyzed intersections in the Traffic Study. The study area must be large enough to capture all of the impacts of the project and the appropriate size of the study area is typically determined by measuring the project impacts at the penphery of the study area. If there are sio ificant impacts at the periphery of the study area, good traffic engineering practice would dictate that the study area be enlarged. Since project traffic dissipates as the distance from the project increases, project impacts would also lessen as distance increases. Thus, if the study area captures all of the project impacts, no additional impacts would be expected beyond that area. - Wes[field Santa Anita Cin~ of Arcadia March 2007 Page 11 Reponses to Camments The study areas for the two projects are different because the likely traffic impacts of the two proj ects are vastly different. The Shops at Santa Anita DEIR projects a PM peak hour traffic generation of 2,890 trips. In contrast, the Phase lb PM peak hour trips generation would be 176 trips. Since the Shops at Santa Anita would generate over 15 times more traffic than Phase lh, it is not surpnsing that the City would require the Shops at Santa Anita to study more intersections. In fact, the 23 study intersections fully capture all of the Phase lb project impacts. There are no significant impacts at the periphery of the study area and changes to the operational Level of Service of the periphera] intersections would not change the conclusions of the Addendum. As explained on page 31 of the Traffic Study included as Appendix C to the Addendum, the City of Arcadia considers a project impact to be significant if the project increases the capacity utilization of the intersection by 2% or more and the intersection is operating at Level of Service E or F. Table 4-16 on page 131 of the Addendum and Table SB on page 33 of Appendix C of the Addendum sbow that the additional traffic added by Phase lb does not meet the City's criteria at any of the study locations. At no study intersection did Phase lb generate enough traffic to utilize 2% of the intersection's capacity and therefore the project cannot create a significant impact regardless of the operating Level of Service of the intersection. The comment is incorrect in that no amount of adjustment to the intersection Levels of Service would change the conclusions of the Addendum. Phase lb simply does not generate enough weekday PM peak hour traffic to meet the City's criteria of 2% or more capacity utilization. Page 137 of the Addendum and Page 34 of Appendix C of the Addendum discuss the fact that a Saturday analysis was also conducted. The Saturday base data was taken from the December 2005 version of the Shops at Santa Anita DEIR and included traffic from the race track. Again, the trips generated by the Phase lb project did not result in any significant impacts, even without the Phase 1 improvements in place. At only three intersections did the Phase Ib project utilize more than 2% of the intersection capacity and none of these three locations had operating conditions lower than Level of Service D. Again, there is nothing to suggest that the Phase lb study area is not large enough. COMMENT 1-11: (6) Mischaracterization of "Baseline" Traffic. According to the Addendum (p.115), "Existing Conditions" are those that existed in 2005, but based on traffic counts taken in November and eazly December of 2004 (but not during racing season). The Addendum's description of "Existing Conditions" being 2005 is deceptive and misleading because it implies that the Santa Anita racing season traffic during that year has been taken into account, when it was explicitly excluded from the 2004 traffic counts. Further, the Addendum claims that it "affords an opportunity to directly compare 2005 field counts to Certified EIR proj ection of 2005 conditions." In fact, the Certified EIR used 2002 as the build out for the Phase lb projected traffic. City of Arcadia W eslfieid Santa Ani[a March 2007 Page 12 Reponses to Comments RESPONSE TO COMMENT 1-ll: Nowhere in the Addendum does the document state or imply Yhat the race track traffic is included in the baseline traffic counts. The text and the footnote on paae 7 of the Traffic Study included as Appendix C to the Addendum specifically states that the race track traffic was not included in the base traffic counts and explains the results of a comparison of traffic counts during and outside of racing season. With regard to the buildout year the Certified EIR actually used 2002 as the build out year for the full development of the project (i.e., all 600,000 square feet of entitled development). Page 15 of the Traffic Study included as Appendix C of the Addendum explains that the portraya] of "Certified EIR 200~ conditions" is indeed a projection of the Certified EIR's year 2000 base conditions to a year 2005 base so that the conditions in the Certified ER could be more directly compared to today's actual conditions. Since the Phase ]b environmental document is an Addendum of the yeaz 2000 Certified EIR, an attempt was made to more directly compaze the conditions and conclusions of the 2000 document to today's conditions. There was no attempt to mislead the reader. The text explains the numbers that are hased on actual counts and those that are based on a projection of historical data. If traffic counts were taken in 2004, those numbers were grown each year by the ambient growth factor of 1% to conservatively replicate traffic growth and conditions. The most recent data and analysis in the Addendum confirms and validates the conclusions of the Certified EIR traffic analysis. COMMENT 1-12: C Changed Circumstances Include Revised "Build Out" Year and Lack of Mitigation. The Certified EIR analysis was based on a two-year construction timeframe with 2002 being the worst case for build out of Phase lb. In fact, now in 2007, the Mall Expansion described in the Addendum is not even half built and Phase lb is not yet started. In addition, the Phase lb construction is now expected to occur over approximately 17 months, with completion optimistically projected to 2008. Furthermore, major traffic intersection and ramp improvements required under the Certified EIR (and anticipated to be completed by 2002) have not yet been commenced, including improvements at Rosemead and Huntington, Foothill and Baldwin, and Baidwin and I-210. The Addendum fails to disclose that traffic impacts at these intersections remain sio ificant and unmitigated. RESPONSE TO COMMENT 1-12: The project description in the Certified EIR states that the project "could" be completed within two years afler appxoval [emphasis addad). The statement that the project could be City oC San[a Anita March 2007 Paee 13 Reponses to Comments completed wiYhin two years does not require that the project, in fact, be completed witlun two years. The phased approach used by Westfield has been consistent with the analysis in the Certified EIR, and is also consistent witb City understanding of the proposed project. Furthermore, the Addendum, which includes an analysis of potential Phase lb impacts for all of the environmental issue areas covered under CEQA, demonstrates that the change in the buildout year for Phase lb does not result in any new significant impacts or an increase in any already identified significant impacts. For example, with regard to traffic impacts, the following intersection locations were found to be significantly impacted by traffic from the full build out of the 600,000 net square feet of proposed project as shown in Table 3-4 of the Traffic Study included as part of the Certified EIR. • Baldwin Avenue West & I-210 Westbound Ramp • Baldwin Avenue & I-210 EB Ramps • Rosemead Boulevard and Huntington Drive The Certified EIR did not measure the impacts of project phasing and therefore the document did not identify "project mitigafion measures" for Phase la of the project. The City established improvements that should be accomplished when the project reached or exceeded 400,000 square feet of development, but these improvements were identified as Conditions of Approval and not as CEQA project mitigation measures. The project, even with the combined Phases la and ]b, stil] does not total 400,000 square feet that would trigger the Condition of Approva] related to additional traffic improvements. The existing (Year 2005) weekday pm. peak hour L05 analysis provided in Table 2 of Appendix C of the Addendum shows the following V/C ratios and LOS grades for the above intersections (Column C of the table below). The incrementa] impact of the full 600,000 squaze feet project, as measured in the Certified EIR, is shown in Column D1. Since the traffic generated by Phase la of the project is approximately 50% of the total expansion generation, the incremental impact of Phase 1 a would be approximately one-half of the impact of the full project (as shown in Column D2).: C. Existin 2005) D.Incremental Im act' Dl. Volume Level of Original Capacity Service 600,000 st D2. A. B. Intersection (V/C LOS Pro'ect ° Phase lA ` 1 Baldwin Ave West & I-210 Westbound Ramp 0.857 D 0.03 0.015 3 Baldwin Ave & I-210 EB Ramps 0.760 C 0.09 0.045 City of Arcadia K`estfield Santa Anita March2007 Paor. 14 Reponses to Cotnments 10 Rosemead Blvd & Huntington Dr 0.924 E 0.03 0.015 ° /~:cremental increase in volume%apacity r¢tio ° Incremental impaci for the original project obrained jrom Table 3-4, Year 2002 Background Plus Praject Peak - Hour Levels of Service, Wes~eld Shoppingtown San[a Anita Mall, Site Traffic Impact and Parking Analysis far Westfeld Shoppingtown, Santa Ariita Mall Expansian, Parson Transportatiore Group /nc., Aprii 26, 2000. ` Phase IA as built is approximately half the size (155,943 square feet) of the original project proposed (approximately 600, 000 net sguare feetj in the Apri12000 traffic study. Source.~ Kaku Associafes, 2007 The thresholds for the significance critena established by the City of Arcadia are based on the Los Angeles County Congestion Management Plan (CMP) methodology. Project impacts are considered significant when the following threshold is exceeded: • The increase in traffic demand generated by a proposed project equals or exceeds 2% oT the intersection's capacity causing or worsening LOS E or F conditions, i.e., the project increases the backo ound LOS to a LOS E or F operation, OR • The inerease in the V/C ratio is equal to or greater than 0.020 with the addition of project traffic, worsening an intersection already predicted to operate at LOS E or F conditions before the project traffic is added. As can be seen in the above table, the existing Levels of Service combined with the incremental impact created by Phase la traffic does not meet the thresholds for significant impact at any of the three intersections: • Intersection 1- Baldwin Avenue West & Foothill Boulevard meets neither criterion in that Phase lA did not result in an increase in V/C of 0.02 of greater nor is the intersection operating at LOS E or F. • Intersection 3- Baldwin Avenue & I-210 EB Ramps meets neither criterion in that Phase lA did not result in an inerease in V/C of 0.02 of greater nor is the intersection operating at LOS E or F. • Intersection 10 - Rosemead Boulevard & Huntington Drive is cunently operating at a V/C of 0.924 and LOS of E but since the incremental impact is less than 0.02 it does not meet the criteria for significant traffic impact. at Santa Aoita March 2007 Paee 15 Reponses to Comments Therefore, fhe Addendum provides conclusive analysis showing that there is a less than significant impact at these three ]ocations from Phase la. The analysis also demonstrates that Phase lb would also have a less than significant traffic impact at these three locations. Westfield has complied with all applicable mitigation measures required for Phase la. Even though Phase lb would not result in any significant traffic impacts, Westfield has committed to Phase 2 intersection and/or roadway improvemenfs as part of Phase lb in the Addendum. These are the same measures that were identified as part of the CertiSed EIR. It should be noted that Westfield has agreed to these improvements even though it has not yet met the 400,000 square foot threshold the City placed on Westfield's entitlement for implementation of these improvements. The Addendum is clear about the physical specifications of the improvements, the timing of the improvements, and who will be responsible for the improvements. The improvement planned for Baldwin/I-21~ EB Off Ramp has received a permit from Caltrans, and Caltrans is currently reviewing plans for Baldwin West/Foothill/I-210 WB Off Ramp. In addition, the Condition of Approva] regarding Rosemead/Huntington has been satisfied. A letter from Los Angeles County Department of Public Works dated February 22, 2007 identifies the fair share contribution for the project and acknowledges receipt of the fair share payment from the project applicant. The project's Phase la Condition of Approva] has been met with the fair sbare payment and the completion of the project applicanYs responsibility has been accepted by the County. COMMENT 1-13: D. The Addendum Fails to Provide a Water Supply Studv. The Addendum is legally inadequate because, like the Certified EIR it fails to contain a Water Supply Assessment (WSA) pursuant to Water Code § 10914(d). The hydrology analysis in the EIR and Addendum is limited soley [sic] to a discussion of drainage and does nothing to address water supply or adequately disclose water quality issues. This deficiency alone requires preparation of a subsequent EIR and recirculation to the public. RESPONSE TO COMMENT 1-13: The Addendum adequately analyzes water supply and quality issues. In accordance with Section 109L of the Water Code (which came into effect after certification of the 2000 Certified EIR), a"projecY' fhat is subject to the requirements of SB 610 (regazding water supply assessments) includes shopping centers employing more than 1,000 persons or having more than 500,0~0 square feet of floor area. As the proposed Phase lb improvements, which include approximately 115,000 square feet of area, would not employ more than 1,000 persons and would not exceed 500,00o square feet of floor area, the requirements of SB 610 would not apply. Nonetheless a detailed analysis of the water demand for Phase lb and how it relates to the City Santa Anita March 2007 Page 16 Reponses to Commen[s of Arcadia's 2005 Urban Water Management Plan (iJWMP) is included in the Addendum. This analysis is included on pages 174 through 183 of the Addendum as well as within Appendix D to the Addendum. As indicated therein, the Phase lb demand would represent approximately 0.27 percent of the forecasted demand for a norma] water year, 0.27 percent for a single dry water year, 0.26 percent of multiple dry water year 1, 0.27 percent of multiple dry water year 2, and 0.34 percent of multiple dry water year 3. In addition, the incremental demand from Phase lb would be well below the surplus of water supply sources identified in the UWMP. Additionally, Phase lb would not require new infrastructure such as Iift stations or pipelines. The existing infrastructure would be adequate to accommodate Phase lb's water demand. With implementation of the mitigation measures identified in Yhe Certified EIR, Phase Ib would not adversely affect wafer service. In addition, the improvements would be constructed and operated in accordance with Titles 20 and 24 of the California Administrative Code regarding water conservation. The Addendum also includes a detailed analysis of water quality (refer to pages 205 through 211), which is supported by a surface water quality techn~cal report (Appendix E) that addresses compliance with NPDES requirements related to water quality and includes Best Management Practices (BMPs) that will be implemented to address water quality. In addition, a conceptual Standard Urban Stormwater Management Plan (SUSMP) is also included within Appendix E of the Addendum. The comment does not raise any issues warranting a Supplemental or Subsequent EIIZ. COMMENT 1-14: E. The Air Ouafitv Analvsis is De6cient. The Certified EIR did not contain an analysis of air quality impacts related to the excavation and grading needed for a 1 1/2 level underground parking garage, let alone the export of 159,352 cubic yards of dirt from the site. The analysis of PM-10 and other emissions reported in the Addendum for this activity, including the presence of localized significant impacts is deficient. With further analysis it is likely that this impact will be a new significant impact not previously disclosed in the Certified EIR, which did not identify any PM-10 impacts. RESPONSE TO COMMENT 1-14: The Addendum provides an adequate and comprehensive air quality analysis. The Certified EIR included analysis of multi-level parking structures. The Certified EII2 construction analysis was based on an average State-wide equipment activity level per acre of heavy Ci[v of Arcadia Westfield Sante Ani[a ' March 2007 Paae 17 to Comments commercial construction activities from off-road equipment and on-road trucks consistent with the SCAQMD recommended methodology in 2000. The Addendum includes a detailed analysis related to construction related emissions using the most recent SCAQMD recommended URBEMIS model (refer to pages 59 through 62 of the Addendum and to Appendix A). The analysis within the Addendum reflects a more refined a'ssessment of potential impacts based on a more detailed site plan. Specifically, potential emissions from each stage of construction (demolition, grading activities, export, building erection, application of architectural coatings, and paving) were addressed and potential impacts were disclosed in the Addendum. The analysis prepared for the Addendum accounted for the worst-case day based on the needed equipment and the amount of excavation and export of soil required for the subterranean parking structure. Consistent with the findings of the Certified EIR, construction-related emissions would be less than the SCAQMD significance thresholds. The Addendum includes a detailed analysis of SCAQMD recently adopted PM,.S standards and loca]ized significance threshoIds. While these new thresholds were not available for the analysis provided in the Certified EIR and no significance conclusions were provided, in the Certified EIR, the analysis of air quality within the Addendum and the associated technical report within Appendix A of the Addendum includes a detailed analysis of these new si~nificance thresholds. The analysis was conducted consistent with SCAQMD recommended methodologies. As indicated in the Addendum, the Project would not result in a sienificant impact associated wifh PM~.S emissions or localized impacts. COMMENT 1-15: F. The Noise Analvsis is Deficient. The Certified EIR did not include an analysis of SdBA increases in areas that did not exceed baseline levels and contained no construction vibration ana]ysis. The Addendum now includes a brief vibration analysis but minimizes construction noise impacts to residential uses along Baldwin based on faulty and optimistic assumptions. These assumptions - such as that construction activities would not use the noisiest equipment continuously and would include temporary sound barriers or mufflers to reduce noise-are not incorporated as mitigation measures for the Phase lb project. RESPONSE TO COMMENT 1-15: T"he Certified EIR and Addendum provide comprehensive and adequate noise analyses for the Westfield project. The construction noise analysis provided in the Addendum for Phase lb impacts is consistent with the methodology provided in the Certified EIR and reference noise City of Arcedia ~ w~estlield San[a Ani[e ~ March 2007 Pave 1R to Comments levels included in EPA's Noise from Construction Equipment and Operations, Building Equtpment and Home Appliances, PB 206717, 1971. This methodology has been adopted by many municipalities including the City of Los Angeles (LA CEQA Thresholds Guide). As stated on page 91 of the Addendum, construction average (Leq) noise levels generated by construction activity would generally range from 77 to 86 dBA at a distance of 50 feet The analysis provided in the Addendum was conservatively hased on the upper end of the noise range (86 dBA). Based on the more conservative calculations and consistent wifh the findings of the Certified EIl2, construction noise impacts would be ]ess than significant and no additional mitigation measures beyond the mitigation measure set forth in the Certified EIR regarding construction hours are necessary. Contrary to what is stated in this comment, the analysis evaluated potential construction noise levels based on distance attenuation alone and did not account for any additiona( noise attenuation from intervening topography or project features such as noise mufflers. In addition, the calculations in the noise analysis also do not assume that construction activities would not use the noisiest equipment continuously. See Table 4-9. However, it is reasonable that typical construction noise levels at receptor locations would be ]ess than projected in the Addendum since Yhe noisiest equipment would not be used continuously and not at the closest distance to the receptor for the entire construction duration. Furthermore, as stated in the Addendum, but not accounted for in any calculations, it would be expected that construction contractors for Phase lb would also implement responsible construction management practices such as temporary sound harriers or mufflers to reduce noise impacts. COMMENT 1-] 6: G. New Fire and Police Impacts Are Not Addressed. The Addendum discusses the increase in Fire Department service calls that occurred in the fourth quarter of 2004 when Phase la opened. The table below summarizes the significant increase in Fire Department incidents that occurred during and after the quarter (bolded in the table below) when Phase la opened for business. The number of Fire Depar[ment incidents at the mall are reported in Appendix G to the Addendum. The Addendum discloses that the number of calls more than tripled after Phase 1 a opened. 4th lst 2nd 3rd 4` lst 2nd 3rd 4th lst 2nd 3rd Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr 03 04 04 04 04 0~ OS OS OS 06 06 06 - Jul & Au 40 34 39 58 141 106 70 67 71 57 73 44 ' calls calls calls calls calls calls calls calls calls calls calls calls Westfield Santa Anita City of Arcadia ~ ~ March 2007 PaRe 19 Reponses to Comments This significant increase in service cal] volume represents another change of circumstances or new information that demonstrates that the expansion's impacts will be significantly more severe than previously analyzed, requiring further analysis, study and mitigation through a Subsequent or Supplemental EIR. RESPONSE TO COMMENT 1-16: This comment misconstrues the inforination presented in Appendix G of the Addendum and summarized on pages 99 through 106 of the Addendum. As discussed in detail in Appendix G, the increase in calls for Fire Department service during late 2004 and early 2005 coincide with construcCion of Phase la, and were related primarily to faise alarms triggered by tenant improvement wark. As explained in Appendix G, the fire alarm system problems have been addressed and related fire alarm calls have now normalized, therefore reducing the number of service calls as compared with the Phase la tenant improvements construction and opening period. As the data excerpt in the comment letter clearly shows, the Yotal volume of Fire Department service calls in the latest penod analyzed (i.e., 44 calls in the Third Quarter of 2006) is neazly identica] to the number at the beginning of data series (i.e., 40 in 4`~ Quarier of 2003). Thus, the service calls increase was a temporary phenomenon associated with Phase la, and is not applicable to Phase lb. The comment does not consider the analysis in Appendix G, which demonstrates that the cost to the City to provide services to Westfield Santa AniCa, even during the temporary increase in the volume of calls for service, pales in comparison to the tax revenue that Phase la, Phase Ib and the center as a whole produce for the City. As presented in Appendix G, Phase la taken alone, yields about 5748,000 per year for the City, or two and one-half times the estimated Fire and Police Department incremental personnel costs associated with that project phase. Phase ]b wil] yield about $543,000 in City revenues, or nearly 12 times the incremental public safety costs associated with that phase. The combined revenues from Phases la and ]b ($13 million) are nearly four times the incremental Fire and Police service costs for these two phases. Altogether, the entire centei, through completion of Phase lb, will yield about $4.7 million per year in total Yax revenue to the City. This is why the City staff recommended a mitigation measure (refer to page 106 of the Addendum) to have the City Council assess public safety resource needs on an annual basis, and utilize some of the revenues produced by Westfield Santa Anita to pay some of the cost of any additional services that the City determines to be needed as a result of development. Based on the above and as demonstrated by the Addendum, the Phase lb improvements would not result in impacts on fire protection services that will be significantly more severe than previously analyzed in the Certified EIR. A Subsequent or Supplemental EIR is not required. City of Arcadia Westfield San[a Anita March 2007 Page 20 Reponses to Comments COMMENT 1-17: Similarly, the Addendum discusses the increase in Police Department service calls that occuned in the fourth quarter of 2004 when Phase la opened. According to Appendix G, the number of "evenfs° (individual calls for service) and "cases° (events that required a formal police report) increased dramatically after Phase la opened, as shown in the table below. Again, this new information (increased crime and police incidents at the mall) shows that the environruental impacts previously analyzed will be significantly more severe than previously thought, requiring further review through a Supplemental EIR. I 4th Qtr lst Qtr 2nd Qtr 3rd Qtr 4th lst Qtr 2nd 3rd Qtr 4th Qtr lst Qtr 03 04 04 04 Qtr OS Qtr 0~ OS 06 04 OS 496 409 419 465 863 855 727 765 813 675 events events events even events events events events events events 15~ 178 158 179 266 ~15 198 200 226 192 cases cases cases cases cases cases cases cases cases cases ' RESPONSE TO COMMENT 1-17: As also explained in detail in Appendix G and summarized on pages 106 through 112 of the Addendum, a temporary increase in calls for Police Department services at the end of 2004 and beginning of 2005 were associated with new entertainment uses (i.e., the cinema and ]azge restaurants). The very numbers cited in the comment letter show that the call far Police service volume is trending downward since Phase la was completed, except for the Fourth Quarter of 2005, which is the winter holiday shopping season. As discussed above, Phase lb will not feature any of the entertainment uses included in Phase ] a, and therefore the temporary service call increase related to the opening of Phase ] a is not applicable to Phase lb. In addition, as discussed above in Response to Comment No, 1-16, Phase Ib will yield about $543,000 in City revenues, or nearly 12 times the incremenral pu6lic safety costs associated with that phase. Thus, with implementation of the proposed mitigation measure on page 112 to haue the City Council assess public safety resource needs on an annual basis, and utilize some of the revenues produced by Westfield Santa Anita to pay some of the cost of any additional services that the City defermines to be needed as a resulf of cumulative development, no significant impacts to police protection would occur. Thus, a Subsequent or Supplemental EIR is noY required. of Arcadia March 2007 Page 21 Reponses to Comments COMMENT 1-18: H. Impacts to Solid Waste Disposal are Not Addressed. Citing additional capacity at the Puente Hills Landfill, the Addendum concludes that the solid waste impacts of Phase Ib would be within the level analyzed in 2000 and that no significant cumulative impacts are expected. No threshold of significance nor analysis is provided to justify these conclusions. In fact, the Certified EIR reported that the General Plan had a significance criteria based on the City's failure to maintain waste diversion goals of 50% after 2000. No analysis of that standard is provided and no quantification of existing recycling activity in the City or at the mall is provided, even though that information is available. According to current County Sanitation District information, inadequate cumulative landfill capacity stil] remains in this area. RESPONSE TO COMMENT 1-18: The Addendum provides an adequate analysis of solid waste impacts. The threshold of significance in the Certified EIR states: "Impacts to solid waste service are considered significant, if the City of Arcadia, because of the project, is unable to maintain solid waste diversion goals of 25 percent, with an increase to 50 percent, pursuant to the City's Source Reduction and Recycling Element." As discussed on pages 189 through 197 of the Addendum, Phase ]b would generate a very small percentage of the excess capacity at Puente Hills Landfill, the landfill that would likely receive the waste from the site. Phase lb would be designed to incorporate storage and collection recyclables and include the collection of recyclables in future refuse collection contracts serving the site pursuant to the mitigation measures identified in the Certified EIR regarding the Project. Implementation of these mitigation measures would reduce the amount of solid waste disposed of at the Puente Hills Landfill. Furthermore, the Puente Hills MRF began operation in 2005, thus increasing solid waste disposal capacity within the County. Thus, with incorporation of the mitigation measures, the project would not impede the City of Arcadia'swaste reduction goals and impacts related to solid waste would be less than significant. COMMENT 1-19: For all these reasons, the Addendum is legally deficient under CEQA, and, pursuant to CEQA Guideline 15162, a Supplemental EIR must be prepared and circulated before the City can approve the Phase lb Mall Expansion project. The passage of seven years since the preparation of the original EIR and a variety of desip changes, misrepresentations conceming project size, and other new information and changed circumstances, require that a Suppiemental EIR be prepared and circulated for public comment. City of Arcadia ~ H'estfield Santa Anita March 2007 ~ Page 22 Reponses to Comments RESPONSE TO COMMENT 1-19: Based on the above, there is no evidence that the proposed Phase lb improvements would result in a new significant impact or an increase in an already identified significant impact. Furthermore, the addendum is very comprehensive and conservative. The Addendum is very thorough and has been completed in accordance with all applicable CEQA requirements. The Addendum is the appropriate form of documentation for the Phase lb improvements as concluded by the City staff, PCR Services Corporation and an independent envirorunental consulting firm specializing in the application of CEQA. See also Response to Comment Nos .1- I and 1-3. COMMENT ]-20: III. GENERAL PLAN INCONSISTENCIES All new development in the City must be consistent with the City's General Plan. (See General Plan, page 6-2.) The Mall Expansion project as currently defined in the Addendum and the Staff Report suffers from at least two major inconsistencies with the City's General Plan. First, the FAR for the Expansion project will exceed the mandatory General Plan limits for the site, and, second, the Mall Expansion design does not currently provide for a vehicular i connection with the racetrack property as required. Of the two, the former is fatal for the Mall Expansion, and the ]atter requires, at least, that the project be resubmitted to comply with the design requirement. RESPONSE TO COMMENT 1-20: Refer to Response to Comment 1-Z, above regarding the consistency of the Phase lb improvements with the FAR for the site set fortb by the General Pian. Also refer to Response to Comment No. 1-23, below regarding the vehicular connection with the racetrack property. The comment does not raise any issues warranting re-submittal of any design plans. COMMENT 1-21: A The Floor Area Ratio of the Mali Expansion Exceeds the Maximum Allowed Floor Area Ratio ("F.AI2") is a fairly straightfonvard concept which is improperly and inaccurately analyzed under the environmental documents and the Staff Report. The City's General Plan provides for a 0.50 FAR for the Westfield Shopping Center (General Plan, Table 2-A, page 2.12 ~). The General Plan describes FAR as °the maximum non- residential building square footage that may be permitted." FAR is based on "building square Wes[field Santa Anita City ot Areadia Maroh 2007 Page 23 Reponses to Comments footage." (General Plan, page 2.12, fn. 1.) There is no mention in the General Plan of "Gross Leasable Area" or any other reductions in gross building square footage. ~ The Arcadia Zoning Code provides a definition of "Gross Floor Area." The Gross Floor Area is °the total dimensions on each floor as measured from the outside wall." (Arcadia Municipal Code 9220.25.1). There is nothing in the General Plan or any approvals for the Mall Expansion which indicate that anything other than the Gross Floor Area shall be used to calculate the FAR. Despite this applicable Zoning Code definition and requirements of the General Plan, the Addendum and the Staff Repori defines the project using "Gross Leasable Area" for the numerator of Che FAR calculation. Of course Westfield would prefer to use a Gross Leasable Area for purposes of calculating the FAR, since it permits a considerably larger project (-- one that has not been analyzed under CEQA nor approved by the City Counci]--) and is not permitted by the General Plan. The Addendum and the Staff Report appear to rely upon a new definition added to the Municipal Code in 2000 which defines Gross Leasable Area as: "The tota] floor area desio ed for the tenant's occupancy and exclusive use, including basements, mezzanines or upper floors - expressed in square feet and measured from the center line of joint partitions and from outside waH faces. Gross ]easable area shall also include kiosks within the common areas. It is the space for which tenants pay rent, inciuding sales azeas." The definition included further exceptions to floor area, not applicable to this discussion. (Arcadia Municipal Code Section ~ 9220.25.3). In fact, this new definition of Gross Leasable Area is applicable only to the parking requirements in the Zoning Code and is not incorporated into any General Plan or Zoning Code definition of Floor Area Ratio. Oddly, if this is not confusing enough, the Addendum even goes on to provide another numerator for the FAR calculation - another number which is violative of the City's General Plan. The Addendum (at page 7, fn. 1) discusses the lirban Land Institute's ("ULI") definition of goss ]easable area which is utilized throughout the Addendum. The ULI gross leasable azea is somewhat stricter than the Municipal Code definition, but still has no bearing on FAR under the General Plan. ~ The General Plan is intemally inconsistent on this point, as Table 6-A limits the FAR for the Mall site to .40 (General Plan, page 6-3). RESPON5E.T0 COMMENT 1-21: As discussed in detail in Response to Comment No. 1-2, the Phase lb improvements would be well below the FAR previously approved for the site and consistent with the City's methodology of calculating FAR for the site using GLA established in 2000 with the Certified EIR, the Genera] Pian Amendment and Resolutions 6198 and 6199. It was the City's intent with the 2000 Approval Documents to change the FAR far the Westfield property to 0.50. This of Arcadia Santa Anita March 2007 Page 24 Reponses to Comments change was accurately reflected in Table 2-A of the General Plan, but was inadvertently not changed in Table 6-A. See Table 2-A in the City's General Plan and the 2000 Approval Documents (Resolution 6198 and 6199) that show the correct FAR of 0.50 for the Westfield property. COMMENT 1-22: To continue the confusion and misrepresentation to the public and the decision makers, the Addendum omits any reference to the amount of existing floor area at the Mall site and the amount that has already been added by the earlier expansion, Phase la. Because the floor area and the FAR are the prime General Plan and City of Arcadia means of limiting the maximum amount of non-residentia] development that occurs, this failure makes the Addendum fataliy inaccurate and unusable for the Phase lb Mall Expansion. The City record, including the EIR, the Addendum and the Staff Report are hopelessly unclear on the FAR calculation - and thus provide no usahle, consistent Project Description for purposes of CEQA. However, all available information leads to the conclusion that the FAR for the Mall Expansion project is, in fact, over the permitted SO FAR when the project size is calculated pursuant to the General Plan and Zoning Code. RESPONSE TO COMMENT 1-22: Please refer to Response to Comment No. 1-2 regarding the darity and consistency of the use and calculation of FAR by the Addendum, the City, the 2000 Approval Documents (Resolution Nos, 6198 and 6199), and the City staffreport. COMMENT 1-23: B The Proiect Presented Does Not Contain Necessan' Connections to the Racetrack The Arcadia General Plan requires a pedestrian and vehicular connection between the Mall and any new commercial development within the racetrack's southern parking lot. (General Plan, page 2-19; Staff Report, pa~e 10.) At the current time, the Mall plans do not contain adequate connections. In correspondence to the City in November, 2006, Westfield proposed such a connection but only contingent upon certain conditions. According to the current Staff Report, youT staff has found the proposed (conditional) vehicular connection to be inadequate and recommends a condition requiring a new design. City ot Arcadia Westfield Santa Anita Mareh 2007 Reponses to Comments The issue of General Plan consistency is fundamenta] and adequate plans addressing the General Plan design requirement must be publicly presented. As such, the Phase lb proposal continues to be inconsistent with the General Plan on the urban design requirement of connections to the racetrack. Thus the project cannot be approved without resubmitted plans or an amendment to the General Plan. RESPONSE TO COMMENT 1-23: The Westfield project complies with all applicable General Plan requirements. The commentor has confused the obligation under the General Plan. Although a General Plan obligation does exist to require a connection between Westfield Santa Anita and the Racetrack south pazking lot, that obligation is placed on the developer of the project on the Racetrack south parking lot and not Westfield Santa Anita. (See Genera] Plan p. 2-20-21). As discussed on pages 81 and 82 of the Addendum and within the City Staff Report, the Phase lb improvements are consistent with fhe General Plan. Notwithstanding, Westfield has agreed to pedestrian and vehicular connections between the two properties as requested by the City. The a~reement to provide the connections is subject to the development of the proposed retail mall project on the Racetrack south parking lot as described in the Final EIR for the Shops at Santa Anita ("SASA Proj ecP'). COMMENT 1-24: IV. CONCLUSION For all of these reasons the City is compelled to deny the Mall Expansion at this time and to require a Supplemental EIR to study all current potential impacts, circulate the new CEQA document for public review, and provide accurate and complete information to both the public and the decision-makers. Only after such compliance with CEQA and the City's own General Plan can the Mall Expansion project proceed. RESPONSE TO COMMENT 1-24: As discussed in Response to Comment No. 1-1, even though the Phase lb improvements are well within the envelope of development evaluated in the Certified EIR, a thorough analysis of Phase lb has been included again in the Addendum. In addition, as discussed in Response to Ciry~ of Arcadia WestGeld Santa Ani[a March 2007 Reponses to Comments Comment No 1-3, the Addendum demonstrates that no new significant impacts or a substantial ~ inerease in already identified significant impacts would result from the Phase lb improvements. Thus, a Supplemental EIR is not required under CEQA as concuned by the City of Arcadia, a law firm working for the City and a second environmental consulting firm specializing in CEQA. The evidence in the record cleazly supports the use of an Addendum for the Phase lb project. CARUSO LETTER: Rick Moses Caruso Affiliated 101 The Grove Drive Los Angeles, CA 90036 COMMENT 1-25: Comment Nos. 7-25 through 1-76 make up the letter referenced in Comment No. I-3 above. Rick Moses Caruso AfFliated 101 The Grove Drive Los Angeles, CA 90~36 ~ We understand that in the near fuCure Westfield may be re-submitting its applications for further development and expansion of the Santa Anita Shoppingtown mall, formerly known as the Fashion Park mall. Based on our review of prior Westfield analyses and approvals, we have significant concerns about the entiUement process and environmental review that Westfield will be requesting for such development and expansion. We know very little about Westfie]d's overall expansion plans (because those plans have not been made public) but Westfield has confirmed to the City of Arcadia its intent to establish a ]arge discount merchandise store (believed to be a Target store) in the former Robinsons May department store building or on its site. In addition to this discount store conversion, we believe that Westfield proposes to add approximately 180,0~0 square feet of gross building area in an open-air mall situated atop a new parking structure, the majority of which would be subterranean. Due to the sloping topography at the location of the expansion, a portion of the pazking structure would be above grade (a part of one level), with the majority of the parking structure (a portion of the first level and all of the second and third levels) below b ade. This expansion would be located in the southwesterly portion of the Westfield property, in the lower and upper portions of the parking lot that is bounded by Macy's and the mall building on the east, Nordstrom's on the north and surface parking to the west and south. Wes[fleld Santa Ani[a March 2007 Paor'77 Reponses to Comments RESPONSE TO COMMENT 1-25: This comment letter was submitted to the City of Arcadia during the time that W'estfield was working with the City regarding the design for the project and during the same time that fhe City was preparing the Addendum. Thus, this comment letter was submitted without an understanding of the project or the contents of the Addendum. The City considered the comments set forth in this ]etter in the prepazation of the Addendum. While a full and compiete Project description is included in the Addendum at pages 13-20, it should be clarified that the Phase lb improvements include approximately 115,000 square feet of gross ]easable area (GLA using the ULI definition), not 180,000 square feet as indicated by the comment. Using the City of Arcadia definition, Phase lb proposes 100,800 square feet of GLA. The Phase lb improvements also include two levels of parking below~ the retail uses, not three levels as stated by the comment. The commentor is correct with regard to the general location of the Phase ]b improvements. Plans to convert the Robinsons May building are not under consideration by the City at this time. COMMENT 1-26: Along with the Santa Anita Companies, our company has a concern about the introduction of a large discount merchandise store into what is supposed to be a high quality regiona] shopping center with department stores, and the adverse effects that would be generated ~ by such a department store conversion related to the increased pazking demands, traffic and related impacts (discussed below). We also have a strong interest in ensuring the quality operation and mitigation by Westfield of any further development and that Westfield account for the. development on its site that has already occurred, including the fulfillment of conditions of approval, mitigation measures, and promises made when it received its prior approvals. We believe that many residents and businesses share our interest in having Westfield's expansion plans be open to full public scrutiny so that it can be held responsible for mitigating the impacts that new discount center and further shopping center development will cause. To accomplish this, we would ask the City to exercise the same detailed scrutiny and assessment of Westfield's proposed department store conversion and expansion analyses and plans that it has undertaken for our proposed Specific Plan development. Based on our understanding of Westfield's proposed discount store and other mall development plans, as set forth above, we have set forth below the entitlement and environmenta] actions, analyses, studies and findings that the City of Arcadia should require as it assesses Westfield's new projects. Ci[y ot Arcedia WesMeld Santa Anita March 2007 Paee 28 Reponses to Camments RESPONSE TO COMMENT i-26: Plans to convert the Robinsons May building are not under consideration by the City at this time. In addition, as discussed in more detail below, Westfield has met its obligations regarding mitigation measures associated with prior approvals. The proposed Phase lb improvements are entirely within the development envelope analyzed within the Certified EIR and are entirely consistent with the various discretionary actions for the project site that were approved along with the Certified EIR in 2000. The processes for the Certified EIR and the various discretionary actions were open to full public scrutiny as required by CEQA. Nonetheless, even though the Phase ]b improvements are well within the envelope of development evaluated in the Certified EIR, a thorough ana]ysis of Phase lb has been included again in the Addendum. As discussed in Response to Comment No. 1-3, the Addendum was also subject to a peer review process by an independent third-party CEQA expert that validated the conclusions in the Addendum, including the fact that a Supplemental or Subsequent EIR was not required for the Phase lb project. In addition, the Architectural Design Review process that is required for the Phase lb improvements is a public process that provides for additional public comment and input. COMMENT 1-27: ENTITLEMENT APPROVALS L General Plan Amendment. Westfield needs a General Plan amendment for any additiona] mall development. On September 5, 2000, the City Council adopted Reso]ution No. 6198, in Case No. GP 99-001, which approved a General Plan amendment that Westfield had sought "to change the General Pian Land Use designation in the Community Development Section of the General Plan to increase the maximum floor area ratio from 0.40 to 0.50 for the Westfield Shoppingtown - Santa Anita." Although the City Council amended Table 2-A of the General Plan (see Page 2.12) for the mall to permit a"0.50 FAR, including the Westfield Shopping Center," it did not, however, amend the Implementation and Monitoring section of the General Plan (in Chapter 6) far the Westfield mall, on Page 6-2, which contains Table 6-A whose provisions continue to limit the maximum intensity of development on the mall site to a 0.40 FAR, whether iPs a new use or an expansion. Table 6-A of the City's General Plan, on Page 6-2 cunently read as follows: Al] development projects will be reviewed to determine whether proposed land uses are consistent with the site's General Plan Land Use designation. An initial determination can made by comparing the proposed land use with the specific location on the General Plan Land Use Map. Developmeni projects whether new or expansions to existing uses , ar•e permitted by the develapment intensity of their sites indicated on the General Plan Land Use Map as Zisted below. Development intensities outlined in the General Plan Land Use Element may be permitted only if the proposed project is consistent with all relevant policies, review criteria, and approach Ci[y W'estfie{d Santa Anita March 2007 Paar 79 Reponses to Comments contained in the General Plan and all relevant standards contained in the Development Review Progam. [Emphasis Added] Table 6-A - General Plan Designations Designation Description Average Mas.Intensity - Fopulatian Intensity Commercial Commercial Provides appropriately located N/A 030 FAR for (C) areas for the general cornmeicial the southeily and professiona] office needs of race track the area residents, workers and parking lot, 0.40 visi[ors. Appropriate uses FAR or the include a range of common retail Fa.rhion Park and persona] service uses, m~ll and 0.50 specialty retail, offices, auto FAR for other related uses, financial proper[ies institutions, and hotels and ~ [Emphasis motels. Added] In Resolution No. 6198, the City Council found, in Section 1, that the 0.40 FAR General Plan designation would only permit an "additional 300,000+ sq. ft." on the Westfield mal] site. This number was incorrect. Accordinp to the General Plan (see Page 2.12), FAR "is measured by dividing building square footage by net lot area existing prior to development." Given the Westfield mall site's 80.63 acres, the maximum nonresidential building square footage that could be developed at a 0.40 FAR was and is 1,404,896 square feet (80.63 acres x 43,560 sq. ft. per acre = 3,512,242 sq. ft.; 3,~ 12,242 sq. ft. x 0.40 FAR = 1,404,896 sq. ft.) According to Table 2-2 in the Final EIR certified by the City Council on September ~, 2000, the gross building area that existed on the mall site in 2000 was 1,197,100 sq. ft., which resulted in an FAR of 034 (1,197,100 sq. ft. = 3,512,242 sq. ft. = 034 FAR). In August 2001 and in March 2002, the City Council approved, respectively, Resolution Nos. 6245 and 6289 for a 276,000 square foot expansion to the mall which would increase the gross floor area to 1,473,100 square feet (1,197,100 sq. ft. + 276,000 sq. fr. = 1,473,100 sq. ft,) which results in an FAR for the mall of approximately 0.42 (1,473,100 sq. ft. = 3,512,242 sq. ft. = 0.419 FAR). Consequently, since the maximum intensity permitted under the General Plan provisions quoted above has aiready been exceeded, any further development or expansion of the Westfield mall would also exceed the maximum intensity permitted by Chapter 6 of the General Plan and would require a General Plan amendment. City of Arcadia ~ H'estfield Santa Ani[a . March 2007 Paee 30 Reponses to Comments RESPONSE TO COMMENT 1-27: Please refer to Response to Comment No. 1-2 regarding the clanty and consistency of the use and calculation of FAR by the Addendum, the City and the 2000 Approval Documents (Resolution Nos. 6198 and 6199). In addition, as discussed in Response to Commant No. ]-2, the Phase lb improvements are consistent with the General Plan. As discussed in Response to Comment No. I-21, it was the City's intent with the 2000 Approval Documents to change the FAR for the Westfield property to 0.50 based on GLA. This change was accurately reflected in Table 2-A of the General Plan, but was inadvertently not changed in Table 6-A. See Table 2-A in the City's General Plan and the City Approval Documents from 2000 (Resolution 6198_ and 6199) that show the conect FAR of 0.50 for the Westfield property COMMENT 1-28: 2. Zone Chan~ Westfield's plan to re-develop or convert the existing Robinsons May department store building or site into some kind of discount merchandise store would significantly change the nature and character of the mal] from that which the existing zoning permits and would therefore require a zone change. A zone change would be required for such because the terms of City Council Resolution No. 6199 limit the use of the mall property to the continued development and use "only for a high quality regional shopping center with department stores, together with supplementary specialTy shops and facilities including restaurants, multi-plex theater(s), a food market or markets and not more than two (Z) automobile convenience centers." A discount store would not attract clientele that would contribute to the definition of a regional shopping center as "high quality.° The type of merchandise sold by a discounter does not compare to the type of inerchandise typically sold by department stores. A discount retail store usually has stand-alone qualities compared to other shopping center stores so that customers who would shop at such a store might not ordinarily shop during the same trip at a fine jeweler or a high-end clothing store, such as Nordstrom, thereby changing previous environmental analyses and assumptions. Shopping for dog food, automotive supplies and boxed wine does not contribute to a high quality regional shopping center and would generate significantly more traffic because very few trips would be shared between a discount store and the other shopping center stores. Many of the discount store shoppers would not shop at the other mall stores. Since a discount store would not be permitted under the zoning established by ordinance No. 2136 and Resolution No. 6199, a zone change in the form of an amendment to Resolution No. 6199 would be required for any such use. RESPONSE TO COMMENT 1-28: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May ~ building aze under consideration by the City at this time. Thus, this comment is not relevant. W'estfield Santa Anita City o! Arcadia Mareh 2007 Pane 41 Reponses to Commenu COMMENT 1-29: 3. Preliminarv Plan Approval. Resolution No. 6199 requires all preliminary site plans, floor plans, exterior elevations, exterior lighting plans, conceptual ]andscape plans and signing programs for any development on the mall property to be submitted to the Development Seri~ices Department and subjected to design review and approva] by the Planning Commission and City Council following a public hearing. Westfield's plans for conversion of a department store to a discount store must be subjected to such discretionary review and approval. RESPONSE TO COMMENT 1-29: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May building are under consideration by the City at this time. Thus, this comment is not relevant.. Preliminary plan review for Phase lb has been completed. Al] Phase lb plans have been submitted to the Development Services Department for preliminary review. The preliminary review is a processing step prior to design review and not a separate approvaL The design review element of this requirement is addressed below, in Response to Comment No. 1-30. COMMENT 1-30: 4. Architectural Design Review. The zoning of the mall property requires an Architectura] Desib Review for any new development. Any conversion of a department store into a discount store that involves issuance of a building permit, as well as exterior alterations, would have to go through Architectural Design Review under AMC Section 9295.1. Because the project would involve a building in excess of 4Q000 square feet, it is subject to desig~ review by the Planning Commission. See AMC Section 9295.7(C). Additionally, the mall's classification within the D zone also requires compliance with applicable design regulations. See AMC Section 9272.2.1. RESPONSE TO COMMENT 1-30: As discussed above in Response to Comment No. 1-29, all applicable plans will be subject to Architectural Design Review pursuant to the 2000 Approval Documents. It should be noted that Westfield Santa Anita is not subject to design review pursuant to AMC sections 9295.1 or 9272.2.1, and is instead subject to design review pursuant to Resolution 6199. COMMENT 1-31: 5. Parkin~ Modification or Vanance. Since a discount store would not be a high quality shopping center use, the parking requirements of the AMC for "Other Permitted Uses" Citv of Arcadia Wes[Geld Santa Anita ~ March 2007 PaoP 79 Reponses to Comments would apply, which specify a parking requirement of five spaces per 1,000 squaze feet of gross floor area. See AMC Section 9269.5. A parking study would be necessary. If Westfield could not provide an adequate number of parking spaces per Code, it would need to file a modification permit or variance relating to required parking In order to justify a modification from Code standards, findings would need to be made. See AMC Section 9292.1.4(I1). RESPONSE TO COMMENT 1-31: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May building are under consideration by the City at this time. This comment is not relevant. COMMENT 1-32: II ENVIRONMENTAL ANALYSES 6. Subsequent Environmenta] Imnact Report. Each of the foregoing discretionary approvals requires the City to conduct an environmental review of the potentially sienificant impacts that would result from any new mall development (including a conversion from department store to discount store) under the California Environmental Quality Act (CEQA). RESPONSE TO COMMENT 1-32: The City has conducted environmental review (Addendum) for the Phase lb project. Refer to Response to Comment Nos. 1-1 and 1-3 regarding the appropriateness of the Addendum for the Phase lb improvements. COMMENT 1-33: We understand that Westfield has proposed that this review be conducted through an Addendum to its 6-year old Program EIR that was certified on September 5, 2000 in order to avoid public review and comment. However, an Addendum would not be appropriate under CEQA given the changes to the project analyzed in Westfield's 2000 Program EIR, the changed circumstances that now exist, the new information that has come to light, and the avoidance of public scrutiny. A new BIR would be required to address the following issues: RESPONSE TO COMMENT 1-33: Refer to Response to Comment Nos. 1-I and 1-3 regarding the appropriateness of the Addendum for the Phase lb improvements. W'estfield Santa Anita March Z007 PaQe 33 Reponses to Comments COMMEI~~T 1-34: (a) Project Descriution. Table 2.2 of the EIR indicates that Westfield proposed to change the permitted PAR of the mall from 0.40 to 0.50. When the EIR was certified, the existing gross building area (GBA) of the mall was 1,197,100 square feet, and the GLA was 922,451 squaze feet. The EIR analyzed the addition of a GBA of 690,000 square feet and a.GLA of 600,000 square feet. Of the square footages, 534,750 GBA sf and 465,000 GLA sf were devoted to retai] shops and anchor stores, 126,500 GBA sf and 110,000 GLA sf devoted to the theaters, 23,000 GBA sf and 20,000 GLA devoted to freestanding restaurants/retail and 5,750 GBA sf and 5,000 GLA sf devoted to the mall food court. Despite this table, the E1R and its analyses obfuscated the size of the project by often refemng to the projecPs GLA numbers instead of the FAR numbers required by the General Plan. As noted above, a 0.40 FAR would allow 1,404,896 squaze feet of GBA and a 0.50 FAR would allow a maximum of 1,756,121 square feef of GBA, but the 2000 EIR's project description indicates that the proposed project will total 1,887,100 square feet, which would be inconsistent with the General plan (and would be more than even the maximum entitlement for the property designated in Table 2-A of the General Plan). It is also not cleaz within Area 2 in Exhibit 2-5 of the previous EIR which depicts the location of the "Westside Expansion Area." If the expansion occurs outside the boundary of this area, then this was not fully analyzed in the previous EIR, and there would be potentially significant new aesthetics, air quality, geological and noise impacts. Moving the project outside this area represents a change that was not previously analyzed and may create potentially sienificant environmental effects with regard to land use, geology, noise and air, as the mall would be moving closer to residences to the west. Additionally, changing the boundaries of the Westside Expansion Area may involve height and massing impacts. RESPONSE TO COMMENT 1-34: Please refer to Response to Comment No. 1-2 regarding the ciarity and consistency of the use and calculation of GLA by the Addendum, the City and the 2000 Approval Documents (Resolution No., 6198 and 6199). In addition, as discussed in Response to Comment Nos. 1-2 and 1-3, the Phase lb improvements aze entirely consistent with the General Plan and entirely within the Building Areas approved in 2000. Also refer to Response to Comment No. 1-1 regarding the comprehensiveness of the Addendum and its compliance with CEQA. COMMENT 1-35: It is also clear that Westfield cannot segment or sever the Robinsons May/discount smre conversion from its other mall expansion plans, since both development projects would need to have their environmental impacts analyzed in one environmental review document. While the conversion to a discount retail store may not create any additional floor area, it would be a more intensive use of the land with more traffic, and as a result, more parking, air quality and noise problems. A discount retail store would have many more customers (and possibly workers) than City of Arcadia WesMeld Santa~Anita March 20W Page 34 Reponses to Comments a department store, and this would create new environmental impacts. Parking required for a discount store would 6e higher than current Code requirements and higher than the parking threshold analyzed in the 2000 Westfield EIR. The envirorunental analysis for the mal] expansion, including traffic and parking analyses, would need to include an analysis of the discount retai] store conversion. RESPONSE TO COMMENT 1-35: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May building are under consideration by the City at this time. This comment is not relevant. COMMENT 1-36: The prior EIR did not discuss any modifications or changes to the existing mal] or stores such as a conversion of a 165,000 square foot department store into a discount retailer/superstore and was entirely silent on modifications to its existing mall structure. The changes to the Robinsons May store would involve more than just interior or exterior alterations such as interior partitions, plumbing, and electrical conveyances. It is likely that massive remodeling and reconstruction would be necessary to accommodate a discount retail store since such stores typically have a limited number of floor plans. RESPONSE TO COMMENT 1-36: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May building are under consideration by the City at this time. This comment is not relevanY. COMMENT 1-37: (b) Phasing and Build Out Yeaz. The EIR states that "no development phasing plan has been submitted; however, the applicant has indicated that this project could be completed in its entirety within two years after project approval," See EIR page Z-12. The EIR does in fact utilize a phasing plan. For example, Traffic Mitigation Measure 2 staCes that Phase 1 consists of "up to 4Q0,000 square feet GLA" and Traffic Mitigation Measure 3 states Phase 2 consists of "up to 600,000 square feet of GLA." See EIR page 4-131. Further, environmental impacts are analyzed at various years, inc]uding 2002 (air, noise, traffic), 2015 (traffic, sewer service), 2020 (noise), and some sections of the EIR do not reveal the build out year (public services, electrical service, gas service, water service, and solid waste disposal). The build out year for the project must be consistent and all of the impacts reanalyzed if only for this one reason. Clearly, the project was not completed by 2002, as was contemplated in the project description, and the change to a different build out year represents a significant change that may create new City of Arcadia N'estf~eld Santa Anita March 2007 .i__' e: Reponses to Comments significant impacts. For example, the EIR states that "although final buildout and occupancy of the entire 600,000 square feet expansion may not occur until beyond 2002, this year was used as a worst-case assumption." See EIR page 4-30. It is not clear why 2002 was chosen as a worst- case assumption when the EIR clearly contemplated at least two phases of development. Environmental conditions often worsen with time, as is apparent with increased traffic coneestion, and using a 2002 build out year could underestimate worst-case impacts for subsequent phase(s) of the expansion. RESPONSE TO COMMENT 1-37: As discussed in Response to Comment No. ]-11, the Certified EIR consistently uses a buildout year of 2002 to address impacts of the project. In addition, for some issue areas, such as traffic and noise, analysis in future years was provided in the Certified EIR to conservatively present the long-term cumulative impacts of the project together with future development. As discussed in Response to Comment No. 1-12, the praject description in the Certified E1R states that the project "could" be completed within two years after approval [emphasis added]. The statement that the project could be completed within two years does not require that tl~e project, in fact, be completed within two yeazs. The phased approach used by Westfield has been consistent with the analysis in the Certified EIR, and is also consistent with City understanding of the project. This also generally results in a conservative analysis that shows the impacts of the proposed project in a compressed period of time. The potential for phasing as indicated by the phased traffic conditions requested by the City does not change this analysis. Furthermore, the Addendum, which includes an analysis of potential Phase lb impacts for all of the environmental issue areas covered under CEQA, demonstrates that the change in the buildout year for Phase lb does not result in any new significant impacts or an increase in any already identified significant impacts. COMMENT 1-38: (c) Scoped Out Envirorunental Issues. The EIR did not examine cultural resources, hazards and hazardous materials, hydro]ogy and water quality, population and housing, recreation, or biological resources. Of these topics, there may be potentially sid ificant environmental impacts related to Westfield's development plans as follows: RESPONSE TO COMMENT 1-38: The Initial Study prepared, appended to, and incorporated within the Certified 2000 EIR, pursuant to CEQA, demonstrates that no impacts would result with regazd to these issue areas (cultural resources, hazards and hazazdous materials, hydrology and water quality, population and housing, recreation, and biological resources); analysis of these issues in the main body of Arcadia San[a Ani[a March 2007 Paar 3fi Reponses to Commen[s the Final EIR was therefore not required. Reeardless, each of these issue areas has been addressed in the Addendum, which demonstrates that a new significant impact or substantial increase in the severity of a previously identified significant impact would not occur with regard to any of these environmental topics. COMMENT 1-39: (i) Cultural Resources. The project site was once a part of the Santa Anita Park, and the expansion site may have also once been the ]ocation of barracks during World War II as a Japanese Assembly Center and it is believed that the prehisToric Gabrielino village of 'Aluupkenga' was located neaz the mall. Yet, there has been no analysis of these issues in the EIR and it is not clear whether the project would comply wiYh recent state law regarding Indian sites. Further, there has been no analysis of whether the project would disturb any human remains. RESPONSE TO COMMENT ]-39: Please refer to Response to Comment 1-38. As indicated in that comment, the Initial Study appended to the Certified EIR addresses cultural resource issues, and demonstrates that no sia i&cant impacts to cultural resources would result from the project. In addition, the Addendum also shows that there are no cultural resources within the Westfield 5anta Anita Project site (refer to page 201). Records of the construction of the Santa Anita Fashion Park Mall indicate that the site was completely excavated in the 1970s upon the building of the Fashion Park, and no historical or azchaeological artifacts are known to have been found. The entire property is developed buildings, surface parking and landscaping. In addition, while a portion of the Westfield Santa Anita site may have included temporary structures used for the Santa Anita Assembly Center during Wor]d War II, any such structures were completely removed shortly after the end of Che war. COMMENT 1-40: (ii) Hazards and Hazardous Materials. A records review performed in a Phase I Environmental Site Assessment ("Phase I") for the adjacent Santa Anita Park Specific Plan EIR indicates that several unmapped locations at tbe mall may have contributed to a release of hazardous substances or petroleum hydrocarbons to the soil and/or groundwater at or near the general vicinity of the mall. At 231 Fashion Park, Santa Anita Fashion Park, 1X Anita Association - a California Limited Partnership, Hahn Property Management Corporation, and Goodyeaz Auto Service aze listed as unmapped sites under the American Society for Testing Materials ("ATSM") standazd for the regulatory agency databases. These facilities are listed in the HAZNET database (a database extracted from the copies of hazardous waste manifests received each year by the Califomia Deparhnent of Toxic Substances Control ("DTSC"). The previous EIR does not reveal whether there has been any analysis of hazards and hazazdous Ciq~ of Arcadia Westfield Santa Anita March 2007 Reponses to Comments materials. There is no disclosure of whether the project is located on a site that is included on a list of hazardous materials sites compiled pursuant to Govemment Code Section 65962.5. Based on the Phase 1 performed for the Santa Anita Park Specific Plan, the mal] is listed on the HAZNET database, and it is our understanding that the HAZNET database includes hazardous materia] sites compiled pursuant to Govemment Code Section 65962.5. As a result, the expansion could potentially create a significant hazard to the public or the environment and the previous EIR did not analyze these or any related issues. There has been no analysis of whether the project would emit hazardous emissions or handle acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school and other sensitive receptors, including senior condominiums and a convalescent home, are al] within one-quarter mile of the project site. Further, fhe previous EIR did not analyze whether the projecf would impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan, an important consideration given ifs proximity to the City's 5re station. RESPONSE TO COMMENT 1-40: The commentor does not provide any evidence of the HAZNET database listing. In addition, a current search of ENVIROSTAR, an online hazardous substances database, does not list the Westfield site as a hazardous substances site. The technical studies prepared as part of the 2~00 Certified EIR and the Addendum for the Westfeld site conclude that there are not hazardous substances at issue, and that Phases lb and 2 of the Westfield Expansion Project would result in a less than significant hazardous materials impact. In addition, the Initial Study appended to the Certified EIR identified no impact on the environment for this category. COMMENT 1-41: (iii) Hvdroloev and. Water Quality. The previous EIR had minimal amounts of analysis and disclosure regarding hydrology and water quality and included a short section on Water Service in the Utilities section. The previous EIR used a significance threshold from the City's General Plan E1R that states that the effects of a proposed project on water supply are considered to be significant if they will result in the depletion of groundwater supplies beyond the "safe yield" designated by the Main San Gabrie] Water Master or adjudicated limits within the Raymond Basin. The CEQA Guidelines in Appendix G have a number of thresholds that were simply not analyzed to any degree in the previous EIR. The previous EIR did not perform a water supply assessment ("WSA") or provide a water verification letter for the 600,000 square foot expansion. A VJSA is required for "... a project for which a notice of preparation is submitted on or after January 1, 1996." See Water Code Section 10914(d). A WSA would be required to analyze the water supply for the proposed expansion since (1) the notice of preparation was submitted after January 1, 1996 and (2) there was no WSA conducted for the approval of 600,000 square foot expansion Westfield's proposed development would require a V~'SA since it is part of the same 600,000 expansion for which there has not yet been a required WSA. City of Arcadia Wes[f~eld Santa Anita March 2007 Panr'iR Reponses m Comments RESPONSE TO COMMENT 1-41: Refer to Response to Comment No analyses included in the Addendum. 1-13 regarding the water supply and water quality COMME~'T 1-42: (~~) ponulation and Housin . While the previous ELR does not have separate sections on population and housing, the land use consistency analysis does review SCAG forecasts for population. The SCAG forecasts utilized in the previous EIR analyzed impacts at a regional level and a local leveL The subregiona] level was based on the San Gabriel Valley Council of Govemments Su6regional Forecasts, and the local forecasts were based on the SCAG projections for the City of Arcadia. Nevertheless, there is no analysis regarding the project's impacts on population and housing based on the CEQA Guidelines' thresholds relating to populaYion and housing. As such, the expansion's impacts have not been adequately analyzed and the cumulative impacts have not been adequately analyzed either. RESPOnSE TO COMMENT 1-42: nded to and incorporated See Response to Comments No. 38. The Initial Study app~ within the Final EIR demonstrates that no impacts would result with regard to population and housing; analysis of these issues within the main body of the Final EIR was therefore not required. In addition, the Addendum also evaluates these impacts and shows that no impacts associated with direct residentia] popu]ation growth or displacement of housing would occur as part of the Phase ]b improvements. In addition, as discussed in the Addendum, the estimated 1~0 full-time and 150 part-time employees associated with Phase 1b would be within the employment proj ections set forth by 3CAG for the City of Arcadia and the region as a whole. COMMENT 1-43: (~) Recreation. There was no analysis on whether the project would increase the use of existing neighborhood and regional parks or other recreationa] facilities such that substantial physical deterioration of the facility would occur or be accelerated, or whether the project includes recreational facilities or requires the construction or expansion of recreational facilities which might have an adverse physica] effect on tbe environment. RESPONSE TO COMMENT 1-43: See Response to Comment No. 1-38. The Initial Study appended to the Certified EIR identified no impact on the environment for this category. Furthermore, as discussed in the Addendum, residential uses would not be removed or proposed as part of the Phase lb improvements. Thus, the Phase lb improvements would not result in direct impacts on recreational facilities. In addition, it is expected that the majority of the additional employment opportunities would be filled by persons who akeady live within close proximity to the site. Santa ANta Maxh 2D0'1 Page 39 Reponses to Comments Thus, any use of recreational facilities by employees that may relocate to the area as a result of gaining employment on-site would be limited. Therefore, the direct and indirect efiects of such new employees on recreation would be less than significant. COMMENT 1-44: (vi) Bioloeical Resources. While the expansion would occur in the mall parking lot, the EIR does not describe the biological resources that are present there, including whether there are any plants, hedges, trees or other forms of landscaping. In particular, migratory avian species may live or nest within tbe projeet site. RESPONSE TO COMMENT 1-44: See Response to Comment No. 1-38. The Initia] Study for the Certified EIR identified no impact on the envirorunent for biologica] resources. The Addendum to the Certified EIR also includes an update to the impacts of the proposed project to Biologica] Resources, noting that the fully developed shopping center site contains only omamenta] and landscaping vegetation, and noting that animals likely to occur on site are urban-adapted terrestrial and avian species. There would be a less than sib ificant biological resources impact from the Phase lb project. COMMENT 1-45: (d) AesYhetics. The previous EIR had little to no analysis regarding aesthetics, including height, desigl and massing. As a result, any subsequent project at the mall would represent substantial change in that the previous EIR merely proposed an envelope of development, and the City would need to analyze the height, aesthetics and massing which would require major additions of the previous EIR potentially significant effects relating to aesthetics, light and glare, The previous EIR concludes that "although architectural drawings showing the proposed building design and heights have not been submitted, the proposed project is not expected to significantly change the visual character of the site." See EIR page 4-8. This was a premature conclusion since the architectural detailing was not known at the tune the EIR was approved. Without receiving drawings and renderinos that would indicate the azchitectural design and appearance of the expansion; the visual impact of the expansion could be potentially significant as there may be a substantial degradation of the existing visual character or quality of the site and its surroundings. Analysis of the current mall expansion plan needs to occur to determine whether there would be a potentially significant change in the visual chazacter of the site. Additionally, the previous E1R states that "the area of greatest concem would be views of the site from the existing multiple family residences located along Baldwin Avenue and West HuntinL on Drive." See E]R page 4-9. However, the EIR states that °the potential expansion of the mall or major department stores to the west would not result in any significant aesthetic impacts." See EIR, page 4-9. This bald assertion lacks support since tt~e elevation of the Weatfield Santa Anita City of Arcadia March 2007 Pa~e 40 Reponses to Comments expansion area is at least fifteen feet higher than the elevation of the adjacent Nordstrom's. As a result, the expansion would be highly visible and potentially more visible from "the area of greatest concem.° There must be substantive analysis in the envirorunental review document of this issue as the project may substantially degrade the existing visual character or quality of the site and its sunoundings. Regarding light and glare, the EIR minima]ly analyzes the impacts of light and glare stating that "... very little additional lighting will be associated with the proposed expansion." See EIR page 4-15. As the area of greatest concem" is adjacent to the proposed expansion of tbe mall, there has been no analysis of the increase in headlights coming in and out of driveways, inereased secunty lighting, or inereased building illumination; all these increased li;htin~ sources would come closer to existing sensitive uses, }'et there has been no analysis as to the impacts on sensitive uses. The Iighting may create a sid ificant impact that may substantially degrade the existing visual character or quality of the site and its surroundings. In fact, the homeowners across the street have indicated that such a significant impact has already occurred. This would represent a potentially new significant impact created as a result of the project requiring a subsequent EIR to analyze and mitigate light and alare impacts. Regarding cumulative impacts, the EIR states that "no significant impacts to the aesthetic character of tbe project area or to existing visual resources is anticipated from project implementation." See EIR page 4-15. This conclusion cannot be reached since the EIR did not analyze any architectural drawings or plans. Further, there was no discussion re~arding the architectural compatibility between the proposed expansion and the existing and surrounding uses. The EIR presents a mostly deferred aesthetics analysis of Ihis issue that is not appropriate now considering that there could be potentially significant aestbetic impacts related to the expansion. AdditionaIly, the mitigation measures fhat the EIR proposes do not give any indication as to how they mitigaCe potentially sia ificant environmental impacfs. For example, requiring that the Development Services Department review and approve the project's landscape plans prior to issuance of building permits does not indicate how significant impacts would be mitigated. Further, requiring that all site plans and architectural building elevations be submitted to the Planning Commission and City Council in accordance with the City's Architectural Design Review process does not mitigate aesthetic impacts. 5ee EIR page 4-17. Additionally, tl~ere is nothing in the mitigation measures restricting the height or brightness of lights, or the protection of the views of the San Gabriel Mountains. tiVith the expansion, potentialiy significant impacts relating to deeradation of the existing visual character or quality of the site and its surroundings may occur, and these would need to be analyzed since the height, design, massing, location, impact on the San Gabriel Mountains, light and olaze may create significant impacts. RESPONSE TO COMMENT 1-45: The Certified EIR includes specific analyses regarding aesthetics, views and light and glare. Specifically, Section 4.1, Aesthetics, of the Certified EIR begins with a description of the topography of the site and vicinity, existing uses within and surroundin~ the project site, elevafions of the project site and vicinity, the distance of the project site from existing sensitive uses, and existing light and ~lare conditions. Photographs and other graphics are provided to Wes[field Santa Anita City of Arcadie March 2007 Reponses to Comments support the description of existing conditions in the vicinity of the site. Section 4.1 then pro~~ides an evaluation of aesthetic impacts based on the maximum height of the buildings as wel] as the location of proposed expansion areas clearly identiTied in Figure 2-5 of page 2-11 of the Project Description. A viewshed analysis is then provided that shows views of the site from key ]ocations (refer to exhibits 4-6 through 4-10 of the Certified EIR). The analysis demonstrates that the project would not result in any significant aesthetic impacts or signincant impacts to views of resources such as the Santa Anita Racenack Grandstands. In addition, based on the locations of future buildings, existing topography and landscaping and the wide roadways that sunound the site the analysis of light and glare analysis appropriately concludes that significant light and glare impacts would not occur. Furthermore, Section 4.1, Aesthetics, of the Addendum includes an updated analysis of potential aesthetics, views and light and glare impacts associated with the Phase lb improvements. With regard to aesthetics, the Phase lb improvements would be constructed adjoining the southwest quadrant of the existing site and would be integrated with existing shopping center structures, including the existing Nordstrom building to the north and the Macy's building to the east. Specifically, the retai] uses would be located above two levels of parking and both parking levels would generally appeaz below grade as they would be integrated into the topography of the site and beneath the new retail buiidings. In addition, heights of the new Phase lb retail buildings would be approximately 25 feet with certain architectural features up to approximately 50 feet above finished floor. The tallest Phase Ib improvements would be more than 30 feet ]ower in elevation than the existing Center Court skylight, which has the highest elevation on-site at approximately ~63 amsl or a height of approximately 83 feet above the finished floor. Refer also to Response to Comment No. 1-3 regarding the Project's compliance with the building standazds and areas approved in 2000. The Project is also consistent with the design guidelines established for this property by the City in 2000 (Resolution 6199). With regard to views, views of the proposed Phase lb retail buildings would be generally obstructed from Baldwin Avenue and adjoining residences due to the elevation differential and existing six- to eight-foot-high landscaped berm. The primary gaps to this effective visual bamer would exist at the driveway opening of Driveway C, located directly west of the Phase lb retail improvements. As seen from West Huntington Drive and adjoining residences to the south, the.Phase lb retail improvements would be visible through the intermittent trees that Iine the Project site's southem boundary. However, as discussed above, the elevations of Phase lb structures would be consistent with and lower than the elevations of the existing shopping center structures. In addition, views of the proposed pazking uses would be quite limited. As the elevations of Phase lb structures would be consistent with the existing shopping center, lonb range views of the San Gabriel Mountains to the north would continue to be available from West Huntington Drive. Additionally, no impacts to views of the Santa Anita Racetrack Grandstands would occur since Phase lb would not be located within its view corridor. Thus, no si~nificant impact associated with aesthetics or views would result due to development of Phase lb. Westfield Santa Anita City o[ Arcadia . Mamh 2007 Reponses to Comments In addition, as discussed in the Addendum, with regard to light and glare, Phase lb would comply with the desi~n guidelines established for the site as pan of Resolution No. 6199. Such design guidelines, which wou]d be implemented as project design features, specify that light standards may not be more than 20 feet in height and that lighting shall be hooded and arraneed to reflect light away from adjoining properties and public rights-of-way. Furthermore, existing landscaping and the six- to eight-foot-high berm along Baldwin Avenue would screen lighting generated by Phase lb from residential uses across Baldwin Avenue. In addition, such Iighting would be masked by existing vehicular traffic and street lighting on Baldwin Avenue. With regard to lighting from outdoor uses, the new buildings within Phase tb would be oriented around a central open space area, much of which would be surrounded on all sides by proposed buildings. Overall, the Phase lb improvements wou]d not create light spill that would exceed the City threshold of 0.1 foot candles onto residential uses. Finally> building matenals proposed as part of Phase Ib, including materials within the central outdoor area of the Project, would consist of stone, sYucco and other materials -that are not highly reflective. Thus, light and glare impacts associated with Phase lb would also be ]ess than significant. The comment does not raise any issues warranting a Supp]emental or 5ubsequent EIR. COMMENT 1-46: (e) Air Oualitv. The previous EIR analyzed above-~round multi-level parking structures, but there is nothing in the previous EIR regarding subtenanean parking structures. See EIR page 2-8. An underground parkinp structure presents a substantial change which would require major additions to the previous BIR. Potentially new si~ificant effects, such as peological and air quality impacts may be much more significant because of the substantial increase in grading involved. These project changes would create significant environmental impacts that were not previously analyzed in the EIR, and there would likely be a need for new mitigation measures that were not present in the prior EIR. For example, the amount of grading necessary for the new subterranean parking garage would create potentially new significant environmental impacts that would require mitigation for construction air, construction noise and geological impacts, For project construction, the EIR did not indicate that there would be any sia ificant and unavoidable air quality impacts. To the contrary, the construction of any mall expansion would create a new significant impact that was not previously analyzed in the EIR. The air quality analysis assumed that the construction area would be limited to only four (4) acres on a peak disturbance day. See EIR page 4-28. The ETR does not give support for the assumption that soil disturbance activities would be limited to only four (4) acres. Even assuming that the expansion would occur in the westerly section of the mall property, construction may be necessary over a larger area. As a result, the PM-10 and other air quality impacts may be more severe and may cause the project to violate any air quality standard or contribute substantially to an existing or projected air quality violation. As the project proposes a substantial change with the introduction of a subterranean parking gazage, there will be more grading than that analyzed in the EIR. More a ading,will result in more PM-10, NOx and CO WestGeld Senta Anita City of Aresdia March 2007 to Comments that may create potentially significant environmental efiects. Because of the change in the project, there may be a potentially significant conflict with or obstruction of the implementation of the applicable air quality plan, a violation of any air quaiity standard or substantial contribution to an existing or projected air quality violation, or may result in a cumulatively considerable net increase of any criteria pollutant, such as PM-10; for which the project region is in non-attainment; the change in project may cause the construction related emissions thresholds to be exceeded. It is almost impossible to have a significant project in Southem California without significant and unavoidable air quality impacts. RESPONSE TO COMMENT 1-46: The Final EIR included analysis of multi-level parking structures. The City has required as a part of the Addendum ,updated analyses related to subterranean parking structures, including the potential change in air quality impacts. As discussed in Response to Comment No. 1-14, Section 4.2 of the Addendum, Air Quality, includes a detailed analysis related to construction related emissions using the most recent SCAQMD recommended LJRBEMIS model. Potential emissions from each stage of construction (demolition, grading activities, export, building erection, application of architectural coatings, and paving) were addressed and potential impacts were disclosed in the Addendum. Soil disturbance activities were reduced from five acres per day in the Certified EIR to four acres per day in the Addendum based on the type of grading activities required for the Promenade. Site grading for a subterranean parking structure would inherently disturb a smaller area than for an above ground structure. This is primarily a funetion of the type of equipment used for excavation versus the shallow cut required for an above ground structure. Scrapers and motor graders are typically used for shallow grading and cover a much large area on a given day, while an excavator operates in a much smaller footpnnt on a given day and transfers material to a haul truck for transport off-site. Thus, the four acre footprint of grading activities on a maYimum day was appropriately analyzed in the Addendum due to the type of excavation required for a subterranean structure. It is important to note that the analysis used the URBEMIS worst-case emission factor of 38.2 pounds of fugitive dust (PM~a} per day/acre to analyze potential site grading impacts. This is approximate]y four times the average default assumption of 10 pounds per day/acre and provides an extra level of conservatism in the analvsis. Consistent with the findings of the Certified EIR, construction-related emissions would be ]ess than the SCAQMD sio ificance thresholds, including those associated with PM~o, NOx and CO. In addition, all of the construction-related mitigaeion measures included in the Certified EII2 will also be implemented for Phase lb., With regard to cumulative construction impacts, as discussed in Section 4.2 of the Addendum, Air Quality, SCAQMD has developed strategies to reduce criteria pollutant emissions outlined in the Air Quality Management Plan pursuant to Federal Clean Air Act mandates. Phase lb would comply with SCAQMD Rule 403 requirements and unplement al] feasible mitigation measures. In addition, Phase lb would comply with adopted AQMP emissions control measures and would not exceed the SCAQMD recommended localized W'estfieid Santa Anita City of Arcadia March 2007 Reponses to Commen~ significance thresholds for C0, NO2, PMio, and PM,,S. Per SCAQMD rules and mandates and the CEQA requirement that significant impacts be miYigated to the extent feasible, these same requirements (i.e., Rule 403 compliance, the implementation of all feasible mitigation measures, and compliance with adopted AQMP emissions contro] measures) would also be imposed on construction projects Basin-wide, which would include each of the 31 related projects. Thus, similar to tk~e conclusion reached within the Certified EIR, Phase lb's overall contribution to regional air quality impact during short-term construction activities would not be cumulatively significant. Refer to Response to Comment No. 1-52, below, with regard to the analysis of geological impacts within the Certified EIR and within the Addendum. Refer to Response to Comment No. I-IS above regarding the less than significant construction noise impact of the Project. COMMENT 1-47: Additionally, the EIR does not have an analysis of all the project construction related emissions. While the soi] disturbance area and the diesel powered aquipment fleet operating on four (4) acres were analyzed, there was no table or analysis regarding air qualiry impacts if both soil disturbance and diesel powered equipment were operating at the same time; this may create additional new significant impacts for the project. Further, other construction activities, such as applying coatings or finishing to the project may occur at the same time as the other construction activiries; yet there was no analysis and multiple construction activities could potential]y result in substantially more severe significant air quality effects. In addition, the EIR states that application of more than 37.5 gallons of paint would cause the ROG emission threshold of ?5 pounds per day to be exceeded, but the EIR did not indicate how much paint would be used or the total emissions of ROG. See EIlt page 4-29. The EIR admits that the ROG emissions would be exceeded because it states that "maintaining a less than significant threshold entails use of building materials that are pre-coated under factory conditions, or ]imiting the amount of paint and other VOGcontainin~ compounds applied on a given day." See EIR page 4-29. However, no mitigation measure guarantees that the mall would use only "pre-coated under factory conditions" paint, or limits the amount of paint and other VOGcontaining compounds on a given day. As a result, construction-related emissions for ROG/VOC would exceed si2nificance thresholds even though the EIR did not explicitly disclose this construction-related air quality impact. RESPONSE TO COMMENT 1-47: As discussed in Response to Comment No. 1-14, the City has required, as a part of the Addendum, updated analyses related to construction related emissions. The air quality analysis provided in the Addendum addresses potential construction emissions using the SCAQIvII~ recommended URBEMIS model. Potential emissions from each stage of construction (demolition, grading activities, building erection, application of architectural coatings, and City of Arcadia W'estfield Santa Ani[a March 2007 P~nr. dC Reponses to Commen[s paving) were addressed and potential impacts were disclosed in the Addendum. Table 4-2 provides the maximum daily construction emissions for each pollutant independent of consYruction stage. All pollutants with the exception of ROC, reflect site grading activities (i.e., combination of heavy-duty construction equipment, haul truck activity, construction employee trips, ~and fugitive dust emissions). ROC emissions reflect building construction (i.e., combination of heavy-duty construction equipment, delivery truck activity, construction employee trips, azchitectural coatings, and paving activities). Please refer to the UR.BEMIS output sheet for additional details The estimate of ROC architectural coating emissions is based on the construction schedule and use of azchitectural coatings that comply with SCAQMD Rule 1113 VOC ]imits. ROC emissions would be less than the SCAQMD significance threshold and no additional mitigation measures are required. Consistent with the findings of the Certified EIR, constnzction-related emissions would be ]ess than the SCAQMD significance thresholds. COMMENT 1-48: CEQA does not allow the preparation of an Addendum if there are new significant impacts that were not analyzed in a prior EIR. An expansion and conversion to discount store operations will. generate the need for more parking, a significant amount of grading will be necessary for the underground parking garage which was not previously analyzed, and that grading will create significant construction-related air quality impacts. Further, construction may occur over an area ]arger than four acres, and different phases of construction may occur simultaneously. Additionally, applying paint, stains, and other coatings Co the bu~lding wil] create ROG emissions in amounts that would exceed AQMD's thresholds, as there is no mitigation measure to restrict their application. AddiYionally, the different phases of construction (i.e. grading, building construction and applying paint and stains) may occur simultaneously which could potentially create significant and unavoidable air quality impacts, Because of the large number of new construction-related air quality significant impacts that could occur, an Addendum would not be appropriate pursuant to CEQA Guidelines Section 15162(a)(3)(A) because "the project will have one or more si~nificant effects not discussed in the previous EIR or negative declaration." By failing to call the impacts significant in the prior EIR and presenting a significantly changed project that proposes a subterranean garage that would create new significant air quality impacts, a subsequent EIR would be necessuy to analyze and mitigate these new significant impacts. RESPONSE TO COMMENT 1-48: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May building aze under consideration by the City at this time. This comment is not relevant. As discussed in Response to Comment Nos. 1-14 and 1-47, the Addendum includes a detailed analysis related to construction related emissions using the most recent SCAQMD recommended t7RBEMIS model. Potential emissions from each stage of construction (demolition, grading Wes[feld Santn Anita City o[ Arcadia March 2007 n....e n ~ Reponses to Commenu activities, export, building erection, application of architectural coatings, and paving) wece addressed and potential impacts were disclosed in the Addendum. Consistent with the findings of the Certified EIR, construction-related emissions would be less than the SCAQMD sio ificance thresholds. See also Response to Comments Nos. 1-1 and 1-3 re.garding the standard for preparation of a Supplemental or 5ubsequent EIR. COMMENT 1-49: The Air Quality Section discusses asbestos containing materials. It is not clear whether any portion of the Robinsons May department store building or other structures would need to be demolished as part of Westfield's development plans. While an asbestos analysis belongs in the EIR, it should occur in the Hazards section, which does not exist in the EIR, and not in the Air Quality section. RESPONSE TO COMMENT 1-49: As discussed in Response to Comment No. ]-25, no plans to convert the Robinsons May building are under consideration by the City at this time. This comment is not relevant. With respect to changes to any structure on the Westfield Santa Anita Site, changes will incorporate all proper safety measures. As discussed in the Certified EIR and the Addendum, construction- related activities would have to comply with SCAQMD Rule 1403 which would limit the exposure of asbestos to sensitive receptors if asbestos-containina materials are encountered during construction. COMMENT 1-50: For the operational air quality impacts, the analysis only analyzed the weekday vehicle trips even though the weekend vehic]e trips were to be over 20 percent higher. See EIR page 4- 29. Adding the emissions from over 20 percent more vehicles generated by discount store uses and mall expansion may cause the emissions to exceed sigiificance thresholds; this may create new significant impacts that would need to be analyzed and mitigated in a subsequent EIR. RESPONSE TO COMMENT 1-50: Refer to Response to Comment No. 1-7 regarding the conservative nature of the traffic analysis and the weekday/weekend analyses. Because a majority of traffic, and peak hour traffic, occurs on weekdays during rush hour, the most conservative air quality analysis would result from peak hour analysis on weekdays, even though weekends may result in additional visitors to a shopping center. This is consistent with industry standards for analyzing air quality and traffic impacts related to shopping centers. The City has required, as a part of the Addendum, updated Citv oT Arcadia Westfield Santa Anita ' March 2007 PanP d'7 Reponses to Comments analyses related to project emissions. In addition, the City also required a weekend traffic analysis that confirmed that the weekday analysis was still more conservative. Furthermore, the air quality analysis prepared for the Addendum evaluated both weekday and weekend impacts associated with the proposed Project based on data included in the traffic study. The maximum average daily trips were used for purposes of calculating regional emissions and local CO hotspots were analyzed for both weekday and weekend peal:-hour conditions. The conclusions in the Addendum are consistent with the findings in the Cenified EIR. The comment does not raise any issues warranting a Supplemental or Subsequent EIR. .As discussed previously, no plans to convert the Robinsons May building are under consideration by the City at this time. This comment is not relevant for purposes of the air quality analysis. COMME!~T 1-51: Another concern is that the air analysis also assumed a 2002 build out year for the project although other sections of the EIR examined Year 2015. The 2002 date was incorrect as only about one-third of the proposed expansion has occurred even though it is now 2006. Equally so, the 2015 date may be entirely speculative. The build out year for the project must be consistent and all of the impacts reanalyzed if only for this one reason. The EIR also has a strange analysis that utilizes the Genera] plan build out level and analyzed the air quality impacts of the incremental increase in pollutants above the level allo~ued by the General Plan. See EIR page 4- 31. The General Plan build out should not be the baseline unless the mall build out occurs subsequent to that time. RESPONSE TO COMMENT 1-51: Refer to Response to Comment Nos. 1-11 and 1-37 regarding the buildout year for the project used within the Certified EIR. Regional operational emissions within the Certified EIR were correctly evaluated using a buildout year of 2002 (refer to page 4-30 of the Cer~ified EIR), which is consistent with the buildout year used in other sections of that document. That analysis is fully consistent with the AQMD methodologies and thresholds used by AQMD in 2000. In addition, page 4-31 of the Certified EIR appropriately includes an analyses of the incremental regional air quality emissions associated with changing the FAR from the site from 0.40 to 0.50. COMMENT 1-52: (~ Geolog,v and Soils. As with other impact areas, the EIR does not utilize CEQA Guidelines Appendix G to determine tk~resholds of significance with regard to analysis of Westficld Santa Anita City of Arcadia March 2007 n_~_ na Reponses to Comments geology and soiis impacts. The EIR did not examine thresholds related to rupture of a known earihquake fault or if the project is ]ocated on expansive soiL The EIR states that the site has previously been graded, and that excavation of paving and soil would be limited. "The site has previously been graded as part of construction of the existing mall. As a result, project related grading will be limited to excavation of paving and soil to create finished building pads.... Because the site is already graded, disruption or displacement of on-site soil would be minimal dunng the construction phase of the proposed project," See EIR page 4-41. There will be a si~mificant amount of grading for the expansion because the bulk of the parking structure will be subterranean. This presents a sienificant change in the project that would potentially cause new significant environmental impacts that were not analyzed in the prior EIR. RESPONSE TO COMMENT ]-52: Section 4.3, Geology and Soils, of the Certified EIR includes an analysis of grading, regional seismicity (including identification of nearby earthquake faults), general soils conditions, gross slope stability and liquefaction, consistent with CEQA. The Certified EIR appropriately concludes that with compliance with the Cit~~ of Arcadia Grading Ordinance, the Uniform Building Code, and adherence to the specific recommendations of a soils engineer with regard to foundation plans and building loads, no significant geotechnical impacts would result from the project. The Addendum to the Certified EIR includes additional analysis and finds that Phase lb would not produce new or substantially worsen geological impacts, and that no additional mitigation measures would be required. In addition, grading for the Phase Ib improvements is addressed in Section 4.3 of the Addendum. As discussed iherein, compliance with regulatory requirements would ensure that potential impacts associated with geology and soils would be less than significant. COMMENT 1-53: (g) Land Use and Plannina. Once again the EIR does not utilize the thresholds of significance from CEQA Guidelines Appendix G and omits the threshold relating to conflicts with any applicable land use plan, policy or reo lation. If such a threshold analysis had been performed, then the project's inconsistency with the General Plan's chapter on Implementation and Monitoring wouid have been highlighted. The mall's existing 1,197,100 square feet with the addition of 690,000 square feet would exceed the maximum nonresidential density that would be allowed under both a 0.40 FAR(1,404,896 square feet) and a 0.50 FAR (1,756,121 square feet), Consequently, even if the City had amended the portion of the General Plan in Chapter 6 that ]imits development to 0.40 FAR (which it did not do), the proposed project totaling 1,887,100 square feet would still be inconsistent with the General Plan as amended. City of Arcedia H'estfield Santa Anita March 2007 Paee 49 Reponses to Commen[s RESPONSE TO COMMENT 1-53: In accordance with CEQA and the environmental checklist questions set forth in Appendix G of the CEQA Guidelines, Section 4.4, Land Use and Planning of the Certified EIR addresses consistency of the project with General Plan and Zoning, compatibility with surrounding land uses and consistency with land use policies. In addition, the change in the FAR of the site was clearly addressed on pages 4-50 and 4-52 of Section 4.4 of the Certified EIIt Land Use. Also refer to Response to Comment Nos. 1-2 and l-3 regarding consistency of the Phase lb improvements with the General Plan and the FAR for the site. COMMENT 1-54: In addi[ion, the EIIt states that far the westerly expansion of the mall "no significant ]and use impacts are anticipated due to the existing 6- to 8-foot landscaped berm and the approximately 20 foot elevation differential between the building pad and the existing residences." See EIR page 4-52, The EIR does not provide the required analysis to support this conclusion. The expansion may create or exacerbate aesthetic, light, shadowing and noise impacts on the residences to the west; and the leve] of detail present in the EIR does not suppori a conclusion that there would be no significant impacts; because of the project change that would bring the open air mall closer to residences to the west, there may be new significant impacts. Further, while there may be a G to 8-foot wide landscaped buffer, there is no indication as to why this buffer would be sufficient to mitigate potentially significant impacts. RESPONSE TO COMMENT 1-54: Refer to Response to Comment No. 1-45 above regarding the detailed analysis of aesthetics, views and light and glare included in the Certified EIR and the Addendum. The text cited on page 4-52 of the EIR regarding an.existing landscaped berm and the elevation difference between the building pads and residents is supported by a detailed analysis of aesthetics, views, light and glare that is presented in Section 4.1, Aesthetics of the Ceriified EIR. In particular, refer to the viewshed impact analysis presented in the photograph in Exhibit 4-8 of the Certified EIR which shows the existing berm, the topographic relationship of the proposed buildings with the residents west of Baldwin Avenue and the eight-lane roadway with a landscaped median that divides the residential uses and the Westfield property. In addition, the location of the proposed Phase lb improvements is accounted for in all of the issue areas addressed in the Addendum and no significant impacts to the residential land uses to the west would result from the Phase ]b improvements. It should be noted that the Phase lb improvements would not have any shadow impacts on off-site properties. Refer to Response to Comment No.]-15 regazding the noise analysis in the Certified EIR and Addendum. - Ciq~ of Arcedia w'estfield Sen[e Anita Mareh 2007 Pa¢e 50 Reponses to Comments COMMENT 1-55: The EIR's conflicdcompatibility analysis with regard to the General Plan does not perform a policy by policy analysis. While the various sections of the General Plan are summarily analyzed, there is no policy by policy analysis that is typical in an EIR. In the Environmental Resources - Air Quality section, the EI32 states that the 600,000 square foot expansion "... exceeds the square Sootage allowed under lhe adopted Genera] Plan by approximately 300,000 square feet. As a result, the proposed project exceeds the level of development assumed in the Air Quality Management Plan (AQMP)," See pa~e 4-55. Even though there is an apparent conflict with the AQMP, the EIR stated that no significant land use impacts are anticipated. See EIR paee 4-71. This should have been analyzed in the Air Quality section of the EIR, and the expansion may present a new significant and unavoidable environmental impact as it is not clear whether the development assumed in the AQMP has been modified to reflect the additional square footage of the mall. The EIR states that the 600,000 square foot expansion would be consistent with RCPG policy 3.03 which relates to °the timing, financing, and location of public facilities, utility systems, and transportation systems..." used by SC.AG to implement the reeion's ~ owth policies, but includes no analysis. See EM page 4-~8. For any expansion, analysis of the public facilities, utility systems and transportalion systems would be necessary, not just conclusory statements regarding their availability. RESPONSE TO COMMENT 1-55: As discussed in Response to Comment No. 1-53, the Certified EIR analyzed land use issues in compliance with CEQA, and was certified in Z000 and is now final. A policy by policy analysis of consistency of the project with the General Plan and with SCAG's RCPG is included on pages 4-52 through 4-70 of the Certified EIR. In addition, the AQMP is discussed on pages 4-24, 4-25 and 4-31 of Section 4.2, Air Quality. Specifically, as discussed therein, while the project would exceed the square footage assumed by the Genera] Plan at that time and thus, the AQMP, the increased square footage associated with an increase in the FAR of the site from 0.40 and OSQ and part of the proposed project, would not result in an inconsistency with the AQMP. In addition, an analysis of public services, utility systems and transportation systems was included in Sections 4.6 Public Services, 4.7 TransporcatiorU'Traffic and 4.8 Utilities~Service systems of the Certified EIR. The Addendum demonstrates that no significant impacts would result in these issues areas as a result of the Phase Ib improvements. Citv of Arcadia W'estfield Santa Anita ~ March 2D07 PanP 51 Reponses to Commen~ COMMENT 1-56: (h) Noise. Increases in noise levels above 5 dBA above baseline levels in areas not exceeding ambient noise standards would be a potential significant noise increase, yet the EIR does not indicate that a 5 dBA noise increase in baseline noise levels could be a si~mificant noise increase. Traffic and operations generated by the project may create noise above 5 dBA in areas not exceeding ambient noise standards, and this could cause a nev.~ significant environmental impact. Further, there was no analysis of construction noise impacts on people or horses at Santa Anita Park. People and horses at Santa Anita Park could be exposed to potentially sip ificant impacts, and an analysis would be required in any subsequent envirorunental review document. Additionally, the EIR did not have a construction vibration impacts analysis. With regard to operational impacts, the noise study examined existing conditions, 2002 conditions, as well as 2020 conditions. According to the 2020 analysis, there was a three dB(A) noise increase along Driveway A east of Baldwin Avenue (E) which would increase the dB(A) ]evel above the b5 dB(A) threshold for a si~mificant impact Yet, rhe EIR does not identify this noise increase as a significant impact, statina "such small incremental increases will not expose any new noise- sensitive uses to excessive (>65 dB CNEL) [sic] not already experiencing somewhat elevated levels" See EIIt pane 4-85. This is simply not accurate since there was one recepror location with a significant impact of a 3.0 dB(A) increase above 65 dB(A). RESPONSE TO COMMENT 1-56: Refer to Response to Comment No.l-IS regarding the adequacy of the noise analyses. The Certified EIR appropriately relies upon thc impact critcria set forth in its General Plan and also uses 3 decibels to define a"measureable increase" in noise levels (refer to page 4-79 of lhe Certified EIR.) Furthermore, based on the State of California Land Use Compatibility Guidelines for noise thai have been incorporated into the City's General Plan as well as the thresholds of significance presented in the Certified EIR, the Addendum uses the following criteria to determine whether significant noise impacts would occur: • Noise levels less than 3 dBA are not discemable and not significant. • Noise levels grea[er than 3 dBA but less than ~ dBA are considered noticeable, but not significant, if noise levels remain below the City's CNEL noise standards at sensitive land uses. • Noise levels 3 dBA or ~reater aze potentiall}~ significant, if the noise increase would meet or exceed the City's CNEL standazds. . These thresholds of significance are consistent with the recent amendment of Performance Standard No. 44 of the General Plan. City af Arcadia WeslGeld Sante Anita March 2007 Paar 5~ Reponses to Commen[s As discussed in the .Addendum, the largest CNEL noise level increases associated with operation of the proposed Project would be associated with off-site traffic noise from vehicles traveling to and from the site. The maximum traffic noise level increase associated with traffic from Phase lb would be along roadways adjacent to tlie Project site. Table 4-9 on page 90 of the Addendum shows the predicted Phase lb noise level increase (i.e., Future 2008 No Phase 16 compared with Future 2008 with Phase 16) for roadways adjacent to the Project site. As shown in Table 4-9, the noise ]evel increase would be 0.1 dBA along Huntington Drive and Baldwin Avenue. By way of reference, a 1 dBA increase in noise ]evel is an almost imperceptible increase even under laboratory conditions. Overall, traffic associated with the Phase Ib would not perceptibly change the noise em~ironment and would result in a less than sit~nificant impact. Thus, impacts would be within the envelope of environmental impact evaluated within the Certified EIA for the Project. COMMEnT 1-57: (i) Public Services - Fire Protection. The EIR indicates that the City's costs to maintain equipment and apparams and to train and equip fire protection and paramedic personnel would increase, but the language in the EIR is not clear as to whether there would be a potentially significant impact. There are no mitigation measures for non-cumulative impacts on fire protection services. As the City well knows, after the partial expansion of the ma11, the number of false fire alarms and service calls to the mall have increased dramatically. This increase in demand Sor services would represent new information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete that the project wou]d have one or more significant effects not discussed in the previous EIR The subsequent environmenta] review will need to address the potentially significant demands on fire protection and paramedic services. Additionally, CEQA Guidelines .Appendix G thresholds should be used. RESPONSE TO COMMENT 1-57: Refer to Response to Comment No. 1-16 reoarding the adequacy of the fire services analyses. The mitigation measure on Page 4-91 of the Certified EIR that addresses compliance with City Codes and conditions related to fire protections addresses both project and cumulative impacts. In addition, the analysis of fire protection services is based on thresholds of significance estabiished by the City of Arcadia which account for the general environmental checklist questions found in Appendix G of the CEQA Guidelines. COMMENT 1-58: (j) Public Services - Police Protection. Once again, the EIR uses thresholds from the General Plan EIR which do not match up exactly with CEQA Guidelines Appendix G thresholds. Citv of Arcadia March 2007 Paee 53 to Comments The EIR indicates that the thresholds of significance would be if the City were unable to maintain (]) a five minute response time for emergency calls with approximately 40 percent of an officer's work day spent in preventative patrol, and (2) adequate police and private security, if needed, as determined by the Arcadia Police Department for non-residentia] development. See EIR page 4-92. The EIR indicates that pnor to expansion, the mall comprised approximately 22 percent of the total crime reports filed in the City, and that the expansion would use approximately 12 percent more of the police department's resources Instead of analyzing the actual impacts on police protection services in the City, the EIR engages in deferred analysis, stating "full development wil] be required before the tota] impact can be assessed, however, it is likely that the department may require the addition of some personnel (sworn police officers and non-support staf~." See EIR page 4-93. Because ihere has already been a significant partial build out of the mall expansion, more information is now available and the exisring police service impacts can be used to help estimate the impacts that further mall expansion would create. RESPONSE TO COMMENT 1-58: Refer to Response to Comment No. 1-17 regarding police protection services and the Phase lb improvements. The analysis of police protection services is based on thresholds of si~,mificance established by the City of Arcadia which account for the general environmental checklist questions found in Appendix G of the CEQA Guidelines. As discussed in Response to Comment No. 1-17, and within [he Addendum, the cost to the City to provide police protection services to Westfield Santa Anita, even dunng the temporary increase in the volume of calls for service, pales in comparison to the tax revenue that Phase 1 a, Phase lb and the center as a whole produce for the City. COMMENT ]-59: (k) Transoortation/Circulation. The previous EIR identified only one intersection with a Level of Service ("LOS") of E or F but current traffic analyses of existing conditions identify a LOS of E or F at many intersections surrounding the mall. For the number of intersections that would be impacted by increased traffic generated by the discount store operations and further mall expansion that were not eaamined in the previous EIR we do not have the information necessary to ascertain the LOS at the intersections that were not examined in the previous EIR at the time the previous EIR was certified. At the very least, we do know that the addition of the project's traffic to the surrounding roadways would cause additiona] si~nificant environmental impacts that were not previously identified. With the mall expansion, there are a number of changed circumstances which indicate the expansion would have new significant and unavoidable impacts, especially as it relates to the traffic conditions. Because of the number of related projects and changed environmental conditions, the project would create Citv ot Arcadia R'estficld San[a Ani[a • March 2007 Paee 54 Reponses to Commen~ new or more severe environmental impacts not just with traffic, but also with impacts relating to air quality, noise, and public services. RE5PONSE TO COMMENT 1-59: There is no new information or changed circumstances warranting preparation of a Supplemental or Subsequent E1R. Refer to Response to Comment No. 1-1. As discussed in Response to Comment No. 1-2~, no plans to convert the Robinsons May building are under consideration by the City at this time. Thus, this comment is not relevant. The Certified EiR identified one intersection at LOS E(Sunset/Huntington) and one at LOS F (Rosemead/Huntington) in 1'ear 2000 conditions. The Addendum identifies these same two intersections as operating at LOS E in Year 2005 conditions (paoe 14, Table 2 of Appendix C of the Addendum). Thus, the comment is incorrect in alleging that "the previous EIR identified only one intersection with a LOS E or F" and in alleging that the "current traffic analyses of existing conditions identify a LOS E or F at many intersections surrounding the mall." Refer to Response to Comment Nos. 1-6 throueh 1-12 regarding the adequacy of the traffic analyses. Refer also to Response to Comment Nos. 1-14 through 1-18 reearding the adequacy of the air quality, noise and public services analyses. COMMENT 1-60: The Transportation/Circulation section of the EIR was based on a traffic study performed in February 2000 by Parsons Transportation Group, Inc. A new traffic study would be necessary to (1) accurately reflect the existing baseline environmental conditions, (2) measure the environmental impacts of the project, and (3) assess the cumulative related project impacts. Because of the chan~e in circumstances related to traffic conditions there would be new significant impacts. RE5PONSE TO COMMENT 1-60: Fehr & Peers/ICaku Associates has conducted a ne~+~ traffic study to analyze any changes in traffic from conditions in the Certified EIR to present conditions, and that study has been submitted to the City, and is included as Appendix C to the Addendum. Refer to Response to Comment Nos. 1-9 and 1-12. COMMENT 1-61: For example, the installation of the Dave and Busters in the portion of the expansion that has already occuned has caused significant parking and traffic problems at the mall. Parking at the mall for Dave and Busters simply does not work and there is inadequate capacity to W estfield Santa Anita Ciry o( Arcadia Maroh 2007 Reponses to Commenrs accommodate all the uses at the mall as a result of the portion of the expansion aiready constructed. The inadequate parking capacity as a result of Dave and Busters represents a nea~ significant environmental impact that was not analyzed in the prior EIR. Pursuant to CEQA Guidelines Section 1~162(a)(3), the inadequa[e parking and general traffic problems at the mall created by Dave and Busters represents °new information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified° that shows "the project will have one or more significant effects not disc.ussed in the previous EIR." RESPONSE TO COMMENT 1-61: Adequate parking is provided for al] uses on the Westfield Santa Anita site. The popularity of Phase 1 a created an imbalance of parking distribution at Westfield Santa Anita, so while parking was, and has always been, adequately provided, internal circulation and changing demand patterns created an imbalance whereby shoppers would seek parking in certain areas of the parking lot. Pages 38 and 39 of Appendix C of the Addendum detail the $2 million in improvements that have been added to the intemal circulation system in the mall to remedy this imbalance. The improvements to the intemal circulation system include: a. A continuous ring road, b. A two-way-lefr-turn-lane (TWLTL) on the rine road adjacent to parking, c. Revision to the southeast parking area to connect parking aisles to the ring road, and d. Improvements to the southeast driveway connecting Huntington Drive to the ring road. The above changes resulted in an increase of 68 additiona] on-site parking spaces and have resulted in improved circulation and pazking access. See also Response to Comment Nos. 1-1 and 1-3 regarding preparation of a Subsequent or Supplemental EIR. In addition to the changes discussed in the Addendum, the project applicant has installed a parking counting system on the parking garage to alert people as to the location of the remaining available spaces in the garage on a real-time basis. The installation of the car- counting system has already improved internal circulation within the mall and reduced the amount of seazching inside the parking garage. San[a Ani[a March 2007 Reponses to Comments COMMENT 1-62: Problems with the existing Transportation/Circulation section of the EIR include the following: • Only P.M. peak hour trips were counted. Any expansion to the mall would have A.M. peak hour trips as well. Even thou~h the A.M. peak Yrips generated may not be as many as those generated for the P.M. time period, there will nevertheless be A.M. tnps generated that could create an environmenta] impact. RESPONSE TO COMMENT 1-62: Refer to Response to Comment No. I-6 regarding the adequacy of the traffic analysis. COMMENT ]-63: • According to EIR page 4-98 traffic counts were performed only on one day, October 7, 1999 and not performed on several days. This throws into question the accuracy of the traffic study numbers. RESPONSE TO COMMENT ]-63: The.comment speaks to the traffic count base that was included in the Certified EIR for the project. It is not unusual to count all of the locations for one project on a single day. With closely spaced study intersections, ]ocations are often counted on the same day to assure a smooth flow of traffic through the intersections. If multiple days are counted, adjustments to the counts ofren have to be made to replicate that flow through the study intersections. Refer to Response to Comment No. ]-7 regarding the traffic counts used in the Addendum. COMMENT 1-64: . Weekend peak hour trips were not analyzed. On page 4-29 of EII2 it was disclosed that weekend peak hour trips would generate over 20 percent more trips than P.M. weekday trips, yet the environmental impacts of these trips were not analyzed. City Santa Anite March 2007 Reponses to Comments RESPONSE TO COMMENT ]-64: Page 35 (Table SC) of Appendix C of the Addendum shows the results of a Saturday analysis. Phase lb traffic would not result in any sia ificant impacts under Saturday conditions. Also, refer to Response to Comment No. 1-7. COMMENT 1-65: • Only 21 intersections were chosen for analysis and many key intersections were omitted from analysis. Considering that prior to mitigation at least 11 of the 21 intersections had significant and unavoidable impacts prior to mitigation, we suspect that the project would significantly impact more intersections. There is no information as to the methodology used to determine which intersections were analyzed. RESPONSE TO COMMENT 1-G5: The statement is incorrecl in that the Certified EIR did not find significant impacts at 11 of 21 intersections. With full build out of all 600,000 square feet, the project would create a sia ificant impact at only three intersections. Also refer to Response to Comment No. 1-10 regarding the study area used in the Addendum. COMMENT 1-66: • The EIR did not analyze construction [raffic impacts or the construction impacts on parking at the mall. RESPONSE TO COMMENT 1-66: Fehr & Peers/Kaku Associates has conducted an additional traffic study to analyze any changes in traffic from condilions in the Certified EIR to present conditions, including construction impacts. The analysis of construction impacts (traffic and pazking) are found in Appendix C of the Addendum. Also refer to Response to Comment No. 1-6, above. COMMENT 1-67: • The trip distribution pattem"... was developed based on the market research conducted by Kirtland Consulting, and was approved by the City." An outdated market research may not be the most appropriate way to ascertain the impacts related Citv of Arcadia Wes[field Santa Anita March 2007 Reponses to Comments to trip distribution for any mall expansion, particularly ~i~hen such market study did not contemplate a large discount merchandise store. RESPONSE TO COMMENT 1-67: The City, at the time the Certified EIR was prepared, determined tha[ the Kirkland Consulting Study was the appropriate method to distribute trips and that determination is not now subject to challenge. The Addendum did not base the traffic distribution of project traffic on the Year 2000 market study. Instead, the actual traffic distribution of project traffic was validated with real-life conditions (as determined by traffic counts at the project driveways) and used to distribute and assi~m project trdffic. As discussed in Response to Comment No. 1-25, no plans to converi the Robinsons May building are under consideration by the City at this time. Thus, this comment is not relevant. COMMENT 1-68: • The CMP analysis with regard to Rosemead Boulevard is wea7: and contradictory. At one point, the EIR states that mitieation at the intersection of Rosemead Boulevard and Huntington Drive would mitigate traffic impacts to a level less than significant, yet in the next paragraph, the EIR stales that no project related traffic would he carried on Rosemead Boulevard. See EIR paae 4-111. RESPONSE TO COMMENT 1-68: As discussed in Response to Comment No. 1-12, Phase la has been completed, and no significant impact on the intersection of Rosemead and Huntington has occurred based on the latest available data. In addition, as discussed in Response to Comment Nos. 1-6 and 1-10, Fehr & Peers/Kaku Associates has conducted an additional traffic study to analyze any changes in traffic from conditions in the Certified EIR to present conditions. COMMENT I-69: • For the first phase of expansion (up to 40Q000 square feet GLA), the project applicant either had to complete or provide a bond for the completion of improvements, prior to building permit issuance, for only three intersections. Those three intersections had si~nificant impacts at the 2002 future conditions, but it is now 2006 and in those improvements have not been completed. Weslfield Sanca Anita City ot Arcadia March 2007 Reponses to Cornrnents RESPONSE TO COMMENT ]-69: Refer to Response to Comment No. 1-12 regarding the Phase ] a mitieation measures. COMMENT 1-70: • For the second phase of expansion, the project applicant either had to complete or bond for the completion of the remaining mitigation measures. If the project applicant had to bond for the improvements, there is nothing to compel the City to actually build the improvements so that there would actually be mitigation of significant traffic impacts. See EIR page 4-131. RESPONSE TO COMMENT 1-70: ' See Response to Comment No. 1-12. requirements for Phase 1 a. Westfield has complied with all of the COMMENT 1-71: • The study does not disclose, or analyze any of the changes to the on-si[e circulation system, including pedestrian, bicycle or other improvements and connections. RESPONSE TO COMMENT 1-71: The Certified EIR was approved by and certified in the City Council in 2000. Pages 3S and 39 of Appendix C of the Addendum discuss the improvements to internal circulation that were implemented after Phase l a opening and discusses the applicability of these improvements to the Phase ]b development. See also Response to Comment No. 1-61. COMMENT 1-72: With respect to the proposed discount store, the Institute of Transportation Engineers ("ITE") does create separate definitions for free-standing discount stores and shopping malls. Free-standing discount stores are described by ITE as "free-standing stores with off-street parking. They usually offer a variety of customer services, centralized cashiering and a wide range of products. They typically maintain long store hours 7 days a week. The stores included in this land use are ofren the only ones on the site, but they can also be found in mutual operation with a related or unrelated garden center andlor service station. Free-standing discount stores are also sometimes found as separate parcels within a retail complex with their own dedicated parking." A discount store in the Robinsons May building would not technically be a"free- Citv of Arcedia WestOcld Santa Anita ' March 2007 Reponses to Comments standing" discount retailer as it would presumably be integrated into the remaining ponion of the mall. Nevertheless, ITE does not distinguish between free-standing discount retai] stores and those discount retail stores that are found within shopping centers. According to ITE, a discount retail store would be classified as a freestanding discount store or superstore. A superstore is differentiated from an ordinary discount store by the inclusion of a full-service grocery/market component. Both a discount store and a discount superstore generate significantly more traffic than an anchor in a shopping center on a per square foot basis. Even though the proposed store would be a pari of the mall, it would have free-standinQ characteristics, and it is a distinguishable use from other uses present at the mall. It would be inappropriate to classify a discount retail store as part of a shopping center for traffic generation purposes, because the characteristics of such a store fall much more within the description of a discount store~superstore than the definition of a shopping center, as defined by ITE. RESPONSE TO COMMENT 1-72: As discussed in Response to Comment No. 1-25, no plans to convert the Robinsons May building are under consideration by the City at this time. Thus, this comment is not relevant. COMMENT 1-73: A discount retail store would generate sibmificantly more traffic than Robinsons May whether or not a full-service grocery store is included within it. The Westfield EIR used ITE land use code 820 for shopping centers when analyzing the traffic impacts for the existing portion of the mall. The ITE code for a discount retail store would fal] into land use code a S15 (free- standing discount store) or land use code 813 (free-standing discount superstore). The avera;e daily trip eeneration per 1,000 square feet of gross leasable area for a shoppin~ center is 42.94, ~6.02 for a free-standing, discount store, and 49.21 for a free-standing discount superstore. Average weekday pm peak hour trips for a shopping center, free-standing discount store and free-standing discount superstore on a 1,000 square foot gross leasable area basis are 3.75, 5.06 and 3.87, respectively. Saturday average daily trips and peal: hour trips also show that a free- standing discount store has significantly more trips generated than a shopping center on a per square foot basis. Greater traffic impacts associated with a discount retailer would cause greater parking, air quality and noise impacts. The greater traffic impacts, and resulting ~'eater impacts associated with the chan~e to a discount retail store, have not been analyzed.. The impacts would ]ikely be significant considering the ambient levels of traffic surrounding the mall, and even small increases in traffic can make a significant environmental impact. RESPONSE TO COMMENT 1-73: As discussed in Response to Comment No. 1-25, no plans to com~ert the Robinsons May building are under consideration by the City at this time. Thus, this comment is not relevant. City ot Arcadie N'estficld Santa Anita March _007 to Comments COMMENT 1-74: (1) Utilities/Service Svstems -- Sold Waste Disposal. The EIR does not analyze the CEQA Guidelines Appendix G thresholds of significance for solid waste. The EIR does not analyze whether there is sufficient capacity in the available landfills. There is no conclusion whether the project would have a.significant impact. Further, the ER impact relates solely to waste diversion, but even if there is waste diversion, there may stil] be a significant impact due to lack of landfil] capacity. These issues should be appropriately analyzed in the subsequent environmental review document. Landfills that would service this project have diminished capacity, necessitating a supplemental EIR due to the significant impact created. RESPONSE TO COMMENT 1-74: The Certified EIR indicates that adequate capacity for anticipated demand is available (pp. 4-143-146), and the County of Los Angeles, Department of Environmenta] Health, Solid Waste Manaoement Program, reviewed the Drafi E1R and had no comments. (pp. 2-6-7) Refer to Response to Comment No. 1-18 regarding the adequacy of the solid waste analysis in the Addendum. COMMENT 1-75: IIL MITIGATION MONTTORING AND ENF'ORCEMENT J. Comoletion and Required Public Improvements. Westfield has developed and operated its first expansion without completing the traffic improvements that were required as a condition of that development. These include three key intersections: (]) the Eastbound 1-210 ramp intersection with Baldwin, '(2) the intersection of Foothill and Baldwin, and (3) the intersection at Huntington and Rosemead. Westfield's new operations have increased iraffic in the area, which negatively. affects the neighbonng properties,, surrounding residential neighborhoods and businesses. Conversion to discount store operations and further mall expansion will only add more traffic thereby exacerbating conditions created by these uncompleted improvements. RESPONSE TO COMMENT 1-75: Refer to Response to Comment No. 1-12. Westfield has complied with all of its requirements for Phase la. Refer to Response to Comment Nos. 1-6 through 1-12 regarding the adequacy of the traffic analysis in the Addendum. As discussed in Response to Comment No. 1- 25, no plans to convert the Robinsons May building are under consideration by the City at this time. Thus, this comment is not relevant. Ciry of Arcedia ~ Westfield Santa Anita March 2007 Reponses to Comments COMMEnT 1-76: The analysis provided for ~Vestfield's past expansion approval has not been comprehensive and is inadequate for the City to assess future development on Westfield's property, including any change of use for the Robinsons May building. The type of comprehensive analysis called for above is consistent with the detailed analysis that the City has required for the Santa Anita Specific Plan project. No less should be required of Westfield. Any further development plans should be subject to a full CEQA review through a new EIR before the City schedules any public hearings on the Genera] Plan amendment, Zone Change, and Desio review entitlements that will be required for Westfield's mall development plans. The mall expansion analyzed in 2000 has significantly chanped in desiom, scope, and use and the surrounding circumstances and conditions have also changed. In addition, new information has come to light which shows that impacts on municipal services such as fire protection are much more severe than previously assumed. Cumulative development has also contributed to creating the potential for significant new or more severe environmental impacts to be created that should be adequately disclosed, analyzed and mitigated for any new development. Any further mal] development and any discount store use or other change to the Robinsons May building will require preparation of a new EIR Please call me if you have any questions. RESPONSE TO COMMEnT 1-76: As indicated in Response to Comment No. 1-25, this comment letter was submitted to the City of Arcadia during the time that Westfield was working with the City regarding the design for the project and dunng the same time that the City was directing the preparation of the Addendum. Thus, this comment letter was submitted without an understanding of the project or the contents of the Addendum. Plans to convert the Robinsons May site are not under consideration by the City at this time. As discussed in Response to Comment Nos. 1-1 and 1-3, the proposed Phase lb improvements are entirely within the envelope of development analyzed within the Certified EIR and are entirely consistent with the various discretionary actions for the project site that were approved along with the Certified EIR in 2000. The processes for the Ceriified E1R and the various discretionary actions were open to ful] public scrutiny as requested by the comment. Nonetheless, as discussed in Response to Comment Nos. 1-1 and 1-3, even though the Phase lb improvements are well within the envelope of development evaluated in the Certified E1R, a thorou~h analysis of Phase lb has been included again in the Addendum. A Subsequent or Supplemental EIR is not required for the Phase lb improvements. II should be noted that Phase lb requires only an architectural design review and does not require any General Plan amendment or zone change as asserted inconectly by the commentor. Refer to Response to Comment Nos. 1-9 and 1-16 regarding the adequacy of the cumulative analyses and fire services analysis, respectively. w'es[Oeld Santa Anita Ciry of Arcedia March 2007 LAW OFFICES RECEIVED CHRISTENSEN, GI.ASER~ FINK~ JAC06S, WEIL & SHAPIRO, LLP .,: . _. .. . i.L~;i! 10ZSO CONSTELLATION BOULEVARD NINETEENTH FLODR [ y~NVNING LOS ANGELES, GALIPORNIA 90067 CFT"~~~ J 1~ V f31 Ol 663-3D00 Fwx B10) 556-2820 DIRECT OIAL NUMGGII (9 f Oi 282-621 ~ EMAIL: ~GLABER~CHRI6GLA9E.COM February 27. 2007 7II MEPITAS LAW FIRMS W~RLDWIDE Cha'v and Members of the Planning Commission City of Arcadia 340 West Huntington Drive Arcadia, California 91 U66 Re: Phase ]b ofthe WestField Mall Exnansion Honorable Chair and Members of the Plannino Commission: This office represents both The Turf Club and Santa .Anita Companies, Inc. with respect to the Westfield Mall Expansion. Today, the Planning Commission is scheduled to conduct a public hearino regarding ADROS-26, in which Westfield LLC ("We~eld") has applied for architectural design review of an expansion of the VJestfield Santa Anita Mall (the "Mall Expansion" or "Phase ]b"). Phase lb relies upon an Addendum to the Environmental Impact Repori ("EIR") cenified by the Arcadia City Council in 2000. 1. INTRODUCTTON As we will demonstrate below, under the California Environmental Quality Act ("CEQA"). an Addendum is the wrong document to anal}~ze this project, and Phase ]b cannot be approved unri] at least a Supplemental EIR is circulated to the public with accurate and up-to- date information regarding the potential impacts of Phase lb. Even if an Addendum were the appropriate document, the Mal] Expansion could not be approved because this Addendum does not accurately analyze the Phase lb Mall Expansion nor properly disclose its potential environmental impacts• Further, regazdless of which environmental document is prepared, the Ciry's analysis of the Phase 1 b Mall Expansion in the .Addendum is flawed -- based on a misleading Project Description, based on inconsistent building area calculations -- and is inconsistent with the City`s own General Plan. In this case, the Arcadia General Plan limits the Mall Expansion site to a Floor Area Ratio ("FAR") of 0.~0. (General Plan, page 2.12, Table 2-A.) However, as demonsuated in the EIR and Addendum, the FAR for the expanded Mall wil] exceed 0.~0, without the benefit of required environmental analysis or a General Plan Amendment The Planning Commission t~as no option but to rej ect the Pt~ase 1 b Mall Expansion and order a complete and adequate environmental analysis. First, this letter will address the many 469454 v] Cl~air and Members of the Planning Commission February 27, 2007 Page 2 inadequacies of the EIR and Addendum under the California Environmenta] Quality Act ("CEQA"). Second, we will describe the inconsistencies of the Mall Expansion project with the General Plan, including the misstated FAR calculations. II. ENVIRONMENTAL ISSUES As pointed out in your Staff Report (dated February 21, 2007) ("Staff ReporC') CEQA Guideline 15 ] 62 requires that the City prepaze, recirculate and certify a subsequent or Supplemental EIIZ whenever, among other things, `'substantial changes aze proposed in the project which will require major revisions of the previous EIR due to the involvement of new significant effects or a substantial increase in the severity of previously identified significant effects." (Guideline 1~] 62; Staff RepoR, page 13.) 5imilarly, a subsequent or Supplemental EIR is required where "substantial chanees occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR..." A Supplemental EIR is also required u~hen "new information of a substantial importance" shows that the project will have additional significant impacu. (Id.) In this case, the project presented incorporates substantial changes (including partially subterranean parking with add~tional Sadmg unPa~ts)> changed circumstances (including delays in consuvction of the project and increases in new traf£ic and new related projects), and new information (regazding the true size of the project and the severity of many azeas of potenrial impact). The CEQA inadequacies of the Addendum have been previously raised in correspondence to the Cit~~ on the record from, among others; Caruso Affiliated (which coaespondence is incorporated herein by reference), but it is helpful to recount these deficiencies once more. These inadequacies arise in the important areas of project description, traffic, cumulauve impacts, water quality, noise, public services and land use impacts. T'he inescapable conclusion is that, in order to comply with CEQA, the City must prepaze a Subsequent or Suppiemental EIR for the Mall Expansion and cannot approve Phase lb unfil the public and the City decision makers aze fully informed of the environmental effects of the proj ect through circulation of an adequate document. 489454 vl Chair and Members of the Planning Commission Februan~ 27, 2007 Page 3 A. The Proiect Decrintion is Inaccurate. Inadeauate and Misleadina. The most blatant CEQA inadequacy in the EIR and the Addendum is the shifring and understated size of the pro}eet. It is well-established that an accurate and complete Project Description is the essential starting point for any legally adequate environmental analysis. Here, the Certified EIR and the Addendum do not accurately describe the size and extent of the expansion project due to inconsistencies; inaccuracies and obfuscations in presenting the size of the project. As discussed below regazding the City's F.AFt calculations, the project appears to have grown in scope b} approximately 200,000 - 400,000 square feet based on a revisionist intetpretation of the measurement of the building area. Where the Cettified EIR (and the City Zoning Code and General Plan) looked at a project which would have an F.AR of approximately 44, the true size of the Mall Expansion is now revealed to be over the allowed .50 FAR, based on new definitions of Gross Leasable .Area which have never been applied by the City before to floor area calculations. B. The Addendum's Traffic Studv Ic Limited in Scone and LeRall~~ Inadequate. (1) No AM Peak Hour Traffic Analvsis. The traffic study fails to analyze the weekday moming AM Peak How time period (7 am - 9 am), stating that the majority of retail uses would not be open during that time. Only weekday PM Peak Hour (4 pm - 6 pm) traffic was studied. (Addendum p. 1]4.) This omission excludes, among other things, the moming traffic impacts of extensive grading, excavation and dirt hauling (1~9,352 cubic yards of dirt must be exported from the site) that will occur during the construdion phase to build Westfield's partiall}' subterranean pazking structure near Baldwin. Clearly, the AM Peal: Hour analysis is needed to present the necessary "worst case analysis" to ensure al] potential traffic impacts are disclosed and mitigated. (2) No Traffic Counts Durino RacinR 5eason. The traffic study is flawed due to the fact that weekday PM Peak Hour (4 pm - 6 pm) traffic was studied in November and eazly December "when Yhe Santa Anita Racetrack is not in season." (Addendum p. 114.) Consequently, the 2004 traffic counts upon which the Addendum's "existing" maffic conditions aze based were not taken during the busy racing season when fhe trafFic conditions in the vicinity are clearly significantly worse. In fact, these traffic counts aze even inconsistent with and more lunited than the Cer[ified EIR traffic counts, which were taken in October, 1999 during the Oaktree racing season. T'he failure to count traffic during the heaviest "worst case" trafric period is a serious flaw and appeazs to be calculaied to avoid significant impacts greater than those studied in the 2000 EIR, which would require recirculation of a subsequent EIR. 689454 vl Chair and Members of the Planning Commission February 27,20G7 Paee 4 (3) Traffic Studv Eased On The Wrona Build Out Year. Analysis of the Phase lb project is primarily limited to its projected 2008 completion year based on the "approximate 1?- month" construction period, which includes six montt~s for site preparation and grading. Such an aggressive and optimistic time frame seems unrealistic based on the history of Phase la; which took over 30 months to complete (building pennit issued 2/5/03 and finaled 9/8/OS). The impact of using an overly optimistic 2008 projected completion date is that the the Addendum avoids any consideration of the concurrent construction and traffic impacts of The Shops at 5anta Anita; which, in fact is a reasonably foreseeable project. Thus, the Addendum excludes important and detailed traffic study information prepared for The 5hops at Santa Anita Specific Plan, which was available to the public (and thus available for incorporation into the Addendum) in October 2006. Instead, the Addendum states: Since the racetrack mall development project does not yet have a completed traffic study and the drafr generation numbers provided by the Santa Anita Park's traffic engineers are lower than previously assumed, the more conservative trip generation estimates from the Certified EIR were used instead. (Addendum, p. 143.) ln fact, revisions were still being made to the Addendum at the time the updated iraffic study ior The Shops at Santa Anita was available to the public. The estimates from the Certified EIR were prepared in 1999; tbe omission of available up-to-date information results in an incomplete analysis.. (4) Inadeauate List of Related Proiects. The Addendum identifies 30 related projects in the vicinity during the development horizon yeaz of 2008 and one related project (the Shops at Santa Anita Specific Plan) during the development horizon year of 2015. A quick review of these projects shows that the Iist is out of date and does not include many projects in adjoining neighboring jurisdictions such as Pasadena and San Marino that could cer[ainly have an impact on traffic at the Mal] Expansion site. (5) Inadeouate Studv Area. The Cercified EIR only studied traffic at 21 potentially impacted intersections, and the Addendum follows with 23 study intersections in its traffic analysis. In contrast, the trafFic study for the 5hops at Santa Anita Specific Plan was required by the City to examine 42 intersections. Clearly, the increased traffic congestion in the area since the Certified EIR necessitates a wider analysis to ensure than all potentially impacted intersections are studied. Intersections at the penphery of the Addendum's study azea show Levels of Service ("LOS") of "D" and "E," suggesting that, if additional traffic represented by the appropriate peak hour, racing season, study year and related projects were inciuded, the impacts could likely ea~tend further. 189d56 vl Chair and Members of the Planning Commission February 27, 2007 Page 5 (6) Mischaracterization of "Baseline" Traffic. _According to the .Addendum (p.1 ] 5), "Existing Conditions" are those that existed in 2005, but based on traffic counts taken in November and earl;~ December of 2004 (but not during racing season). The Addendum's description of "Existing Conditions" being 2005 is deceptive and misleading because it implies that the Santa Anita racing season traffic during that year has been taken into account, when it was explicitly excluded from the 2004 traffic counts. Further, the Addendum claims that it "affords an opportunity to directly compare 2005 field counts to Cenified EIR projection of 2005 conditions." In fact, the Certified EIR used 2002 as the build out for the Phase ] b projected traffic. C. Chanaed Circumstances lnclude Revised "Ruild Ouf" Year and Lack of Mifiaation. The Certified EIR analysis was based on a two-year construction timeframe with 2002 being the worst case for build out of Phase 1 b. In fact, now in 2007, the Mal] Expansion described in the Addendum is not even half built and Phase 1 b is not yet started. In addition, the Phase lb construction is now expected to occur over approximate]y ] 7 months, with completion optimistically projected to 2008. Furthermore, major traffic intersection and ramp improvemenu required under the Certified EIR (and anticipated to be completed 'oy 2002) have not yet been commenced, including improvements at Rosemead and Huntington; Foothill and Baldwin, and Baldwin and I-210. The Addendum fails to disclose that uafi~c impacts at these intersections remain significant and unmitigated. D. The Addendum Fai1c to Provide a Water Sunnh Studv. The Addendum is legally inadequate because, like the Certified EIR it fails to contain a Water Supply Assessment (WSA) pursuant to Water Code § 10914(d). The hydrology analysis in the EIR and .4ddendum is limited soley to a discussion of drainage and does nothing to address water supply or adequately disclose water quality issues. This deficiency alone requires preparation of a subsequent EIR and recirculation to the public. E. The Air Oualitv Analvsis is Deficient. The Certified EIR did not contain an analysis of air quality impacts related to the excavation and grading needed for a 1 1%2 level underground parking gara~e, let alone the ea~port of 159,352 cubic yards of dirt irom the site. The analysis of PM-10 and other emissions reported in the Addendum for this activity, including the presence of localized significant impacts is deficient. ~%ith further analysis it is likely that this impact will be a new significant impact not previously disclosed in fhe Certified EIR, which did not identify any PM-10 impacts. 489454 vl Chair and Members of the Planning Commission February 27, 2007 Page 6 F. The Noise Analvsis is Deficient The Certified BIR did not include an analysis of SdBA increases in areas that did not exceed baseline levels and contained no construction vibration analysis. The Addendum now includes a brief vibration anaiysis but minimizes construction noise impacts to residentia] uses along Baldwin based on faulty and optimistic assumptions. These assumptions - such as that construction activities would not use the noisiest equipment continuously and would include temporary sound barriers or mufflers to reduce noise-are not incorporated as mitigation measures for the Phase 1 b project. G. New Fire and Potice Imnacts Are Not .Addressed. The Addendum discusses the increase in Fire Department service calls that occuired in the fourth quarter of 2004 when Phase la opened. The table below summarizes the significant increase in Fire Department incidents that occurred during and after the quarter (bolded in the table below) when Phase 1 a opened for business. The number of Fire Department incidents at the mall are reported in Appendix G to the Addendum. The Addendum discloses that the number of calls more than tripled after Phase la opened. 4th lst 2nd 3rd 4th lst 2nd 3rd 4th lst 3nd 3~ Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr Qtr 03 04 04 04 04 OS OS OS OS 06 06 06 - Jul & Au 40 34 39 58 ]41 lU6 70 67 71 57 73 44 I calls calls calls calls calls calls calls , calls calls calls calls calls This significant increase in service call volume represents another change of circumstances or new information that demonstrates that the expansion's impacts will be significantly more severe than previously analyzed, requiring further analysis, study and mitigation through a Subsequent or Supplemental EIR. Similarly, the Addendum discusses the increase in Police Department service ca11s that occurred in the fourth quarter of 2004 when Phase 1 a opened. According to Appendix G; the number of "events" (individual calls for service) and `bases" (events that required a fom~al police repon) increased dramafically after Phase 1 a opened, as shown in the table below. Aeain, this new information (increased crime and police incidents at the mall) shows that the en~rironmental impacis previously analyzed will be significant]y more severe tkian previously thought, requ'sing further review through a 5upplemental EIR. asvssa vi Chair and Members of the PlanninL Commission February 27. 2007 Page 7 4th Qtr lst Qtr 2° Qtr 3rd Qtr 4th lst Qtr 2nd Qtr 3rd Qtr 4th Qtr lst Qtr 03 04 04 ~ 04 Qtr 04 OS OS GS OS 06 496 409 419 465 863 85~ 727 ~ 765 I 813 6?5 events , events events events events events events events events events 155 178 158 179 2G6 215 198 200 326 192 cases cases cases cases cases cases cases cases cases cases H. Imnacts to Solid Wacte Disnosal are Not Addressed. Citing additional capacity at the Puente Hills Landfill, the Addendum concludes that the solid waste impacts of Phase lb would be within the level analyzed in 2000 and that no significant cumulative impacts are expected. No threshold of sienificance nor analysis is provided to justify these conclusions In fact; the Certified EIR reponed that the General Plan had a significance criteria based on the City's failure to maintam waste divers~on goals of 50'% after 2000. No analysis of that standard is provided and no quantification of existing recyciing activity in the City or at the mal] is provided, even thougb that information is available. According to current County Sanitation District information, inadequate cumulative landfill capacity still remains in this area. For all these reasons, the Addendum is ]egally deficient under CEQA, and, pursuant to CEQ.A Guideline 15162, a Suppiemental EIR must be prepared and circulated before the City can approve the Phase l b Ivtall Expansion project. The passage of seven years since the preparation of the original EIR and a variety of design changes, misrepresentations concerning project size, and other new information and changed circumstan~es, require that a Supplementa] EIR be prepared and cvculated for pubiic comment. tII. GENERAL PLAN LNCONSISTENCIES All new development in the City must be consistent witb the City's General Plan. (See General Plan, page 6-2.) The Mall Expansion project as cutrently defined in the Addendum and the 5taff Report suffers from at least two major inconsistencies with the City's General Plan. First, the FAR for the Expansion project wil] exceed the mandator}~ General Plan limits for the site, and, second, the Mal] Expansion design does not currently provide for a vehicular connection with the racetrack property as required. Of the two, the former is fatal for the Mall Expansion, and the latter requires, at ]east, that the project be resubmitted to compl}' with the design requirement. as9asa ~~ Chair and Members of the Planning Commission February 27, 2007 Page 8 A. The Floor Area Ratio of the Mall Ex ansion Exceeds the Maximum Allowed Floor Area Ratio ("FAR") is a iairly straightforward concept which is improperly and inaccurately analyzed under the environmental documents and the Staff Report. The City's General Plan provides for a 0.50 FAR for the Westfield 5hopping Center (General Plan, Table 2-A, page 2.121). The General Plan describes FAR as "the maximum non- residential building square footage that may be permitted." FAR is based on "building square footage." (General Plan, page 2.12, fn. 1.) There is no mention in the General Plan of "Gross Leasable Area" or any other reductions in gross building square footage. The Arcadia Zoning Code provides a definition of "Crross Floor Area." The Crross Floor Area is "the total dimensions on each floor as measured from the outside wall." (Arcadia Municipal Code 9220.25.1). There is nothing in the General Plan or any approvals for the Mall Expansion which indicate that anything other than the Crross Floor Area shall be used to calculate the FAR. Despite this applicable Zoning Code definition and requirements of the General Plan, the Addendum and the Staff Report defines the project using "Crross Leasable Area" for the numerator of the FAR calculation. Of course Westfield would prefer to use a Gross Leasable Area for purposes of calculating the FAR, since it permits a considerably larger project (-- one that has not 6een analvzed under CEQA nor approved by the City Council--) and is not pemutted by the General Plan. The Addendum and the Staff Report appeaz to re]y upon a new definition added to the Municipal Code in 2000 which defines Crross Leasable Area as: "The total floor area designed for the tenant's occupancy and exclusive use, inc]uding basements, mezzanines or upper floors - expressed in square feet and measured from the center line of joint partitions and from outside wall faces. Crross leasable area shall also include kiosks within the common areas. lt is the space for which tenants pay rent, including sales azeas." The definition included further exceptions to floor area, not applicable to this discussion. (Arcadia Municipal Code Section 9220.25.3). In fact, this new definition of Gross Leasable Area is applicable only to the parking requ'vements in the Zoning Code and is not incorporated into any Genera] Plan or Zoning Code deimition of Floor Area Ratio. Oddly, if this is not confusing enough, the Addendum even goes on to provide another numerator for the FAR calculation - another number which is violative of the City's General Plan. The Addendum (at page 7, fn. 1) discusses the lirban Land Institute's ("ULI") definition of gross leasable area which is utilized throughout the Addendum. The L1I.I gross leasable area ' The Genaal Plan is intemally inconsistent on this point, as Table 6-A limits the FAR for the Mal] siteto 40 (General Pian, page 6-3). ae9asa v1 Chair and Members of the Planning Commission Februarv 27, 2007 Page 9 is somewhat stticter than the Municipal Code definition; but still has no bearing on FAR under the General Plan. To continue the confusion and misrepresentation to the public and the decision makers, the Addendum omiu any reference to the amount of existing floor area at the Mall site and the amount that has already been added by the eazlier expansion, Phase ] a. Because the floor azea and the FAR are the prime General Plan and City of Arcadia means of limiting the maximum amount of non-residentia] development that occurs. this failure makes the Addendum fatally inaccurate and unusable for the Phase 1 b Mall Expansion The City record, including the EIR, the Addendum and the StafT' Reporl aze hopelessly uncleaz on the FAR calculation - and thus provide no usable, consisteni Project Description for purposes of CEQA. However, all available information leads to the conclusion that the FAR for the Mall Expansion project is, in fact, over the permitted .50 FAR when the project size is calculated pursuant to the General Plan and Zoning Code. B, The Pro'ect Presented Dnes Not Cootain Necesea Connectinns to the Recetrack The Arcadia General Plan requires a pedestrian and vehicular connection between the Mall and any new commercial development within the racetrack's southem pazl:ing loi. (General Plan, page 2-19; Staff Report, page 10.) At the current time, the Mall plans do not confain adequate connections. In coaespondence to the City in November, 2006, WestField proposed such a connec6on but only contingent upon certain conditions. According to the current Staff Report, your stafFhas found the proposed (conditional) vehiculaz connection to be inadequate and recommends a condirion req»irin~n a new desi~m. The issue of General Plan consistencp is fundaznental and adequate plans addressing the General Plan design requirement must be publicly presented. As such, the Phase Ib proposal continues to be inconsistent with the General Plan on the urban design requ'vement of connections to the racetrack. Thus the project cannot be approved without resubmitted plans or an amendment to the Genera] Plan. 489454 v] Chair and Members of the Planning Commission February ?7, 2007 Page ]0 lV. CONCLUSTON For al] of these reasons the City is compelled to deny the Mall Expansion at this time and to require a Supplemental EIR to study all current potentia] impacts, circulate the new CEQA document for public review, and provide accurate and complete information to both the pub]ic and the decision-cnal:ers. Only after such compliance with CEQ.9 and the City's own General Plan can the Mall Expansion project proceed. Very truly yours, ~ ~- ~~~ Patricia L. Glaser of CHRiSTENSEN, GLASER, FINK, 1ACOBS, V/EIL & SHAPIRO, LLP 689454 v] !='^~u I~~-,_c i ~1 ( ( ^'_'.. r t~ t .~ IcTCC June 9;2006 Don Penman, Assistant City Manager/Development Services DirecYor Ciry o` Arcadia 240 Wesi Huntington Drive p. p, Box 60021 Arcadia, California 91066 Re: Westfield Shopping Center - Discaunt Store and Further Development and Expansion Dear pon: VJe understand that in the near future, Westfield may be re-su6mitting its applications for further development and expansion of the Santa Anita Shoppingtown mall, formerly known as the Fashion Pazk malL Based on our review of pnor Westfield analyses and approvals, we have signincai7t cancems about the entitlement pro~ess and environmenta] review that Westfield will be requesting ior such development and expansion. We know very little about Westfield's overall expansion plans (because those plans have n~t been made public) but Westfield has confu•med to the City of Arcadia its intent to establish a large discount merchandise store ('oelieved to be a Tazget store) in the former Robinsons May depaztment store building or on its site. In addition to this discount store ~anversion, we helieve that Westfield proposes to add appcoximately 18~,000 squaze ieet of ~noss building azea in an open-air mall situated atop a new parking structure, the majoriTy of which would be subterranean. Due to the sloping topography at the location of the expansion, a portion of the parking structure would be above grade (a part of one level), with the majority o.f the pazking structure (a pnrtion of the first level and all of the second and tlvrd levels) below grada. Tnis expansion would be located in the southwesterly portion of the Westfield property, in the lower and upper portions of the pazking lot that is bounded by Macy's and the mall builwng on the east, Nordstrom's on the north and surface pazking to the west and south. Alono with the Santa Aniia Companies, our company has a concern about the introduction of a lazge discount merchandise sto.e into what is supposed to be a high auality regional shopping center with department stores, and the adverse efiects fnat would be generated by such a department store com~ersion reiated to the increesed parking demands, traffic and related impacts (discussed belovr). We also have a suong interest in ensuring the quality operation and mitigation by Westfield of any further development and that Westfield a;.count for the development on its site that has z1*eady occurred, including the fulfiliment of conditions of apnroval, mitigation measures, and pramises made when it received its prior approvals. We Ipl TH[ vROV'c DRIVE ~ L0.+ FNGELES, ~< 9U~3G •~'~~'-~~G.B I~0 ~ F 522.9DO.P1D1 ~ W W W.CPFUSDAFFILIATED.COM r~(L beiieve thaf many residents and businesses share our interest in having ~3JestField's e~:pznsion pians be open to full public scrutiny so tnat it can be held responsibie foz mitigating the impacts that new discount center and further shopping center development wi11 cause. To a:.complish this, we would ask the City to exercise the same netailed scrutiny and assessmen± of Westfield's proposed deparzment store conversion and expansion analyses and plans £nat it has undertaken for our proposed 5pecific Plan development. Based on our understanding of ~%estiield's proposed discount store and other mall development plans, as set iorth above, we nave set forth below the entiilement and environmental actions, analyses; studies and findings that the City of Arcadia should require as ii assesses Westfield's new projects. I. ENTITLEMENT APPROVALS L General Plan Amendment. Westfield needs a General Plan amendment for any additional mall development. On September ~; 2000; the City Council adopted Resolution No. 6198, in Case No: GP 99-001, wlvc6 approved a General Plan amendment that Westfield had sought "to change the General Plan Land Use designation in the Communiry Development Section of the General Plan to increase the maximum floor area ratio from 0.40 to 0.50 for the WesLfield Shoppingtown - Santa Anita." Although the City Council amended Table 2-A of the General Plan (see Page 2.12) for the mall to permit a"0.50 FAR, including the WestField Shopping Center," it did not, however, amend the Implementation and Monitoring section of the General Plan (in Chapter 6) for the Westfield mall, on Page 6-2, which contains Table 6-A whose provisions continue to limit the maximum intensiTy of development on the mai] site to a 0.40 FAR, whether iY s a new use or an expansion. Table 6-A of the Ciry's General Plan, on Page 6- 2, currently reads as follows: All development projects will 'oe reviewed to determine whether proposed land uses are consistent with the site's General Plan Land Use designation. An initial determination can be mada by compazing the proposed land use with the specific location on the General Plan Land Use Map. Develonment oroiects whether new or exnansions to ~xirtinQ uses are ~ermitted bv the development intensiav nftheir ,rite as dndicated on the General Plan land use man and as listed beIow. Development intensrties outlmed m the General Plan Land Use Element may be permitted only if the proposed project is consistent with all relevant policies, ieview criteria, and approach contained in the General Plan and all relevant standazds contained in the Development Review Program. [Emphasis Added] (,:-= Table 6-A - General Plan Desi;nations Desi;nation Description Average Population Intensity Max. Intensity Commercial Commercia] Provides appropriately located ~C~ azeas for the general commercial and professional office needs of the azea residenu, worlcers and visitors. Anpropriate uses include a ranee of common retail and personal service uses, specialty retail, offices, auto related uses, financial instiYutions, and hotels and motels. NA 030 FAR fo: the southeriy race traclc parking lot, 040FAR~ !he Fashion Pork mali and 0.50 FAL'~ for other properties. [Emnh•asis Added] In Rasolution No. 6198, the City Council fowid, in Section 1, that the 0.40 FAR General Plan desi~nation would only permit an"additional 300,000+ sq. ft." on the Westfield mall site. This number was incorrect. According to the General Plan (see Page 2.12), FAR "is measured by dividing building square footage by net lot azea existing prior to developmeni." Given the Westfield mall site's 80.63 acres, the maximum nonresidential building squaze footage that could be developed at a 0.40 FAR was and is 1,404,896 squaze fea± (80.63 acres x 43,560 sq. Lt. oer acre = 3,~ 12,242 sq. ft; 3,512,242 sq. ft. x 0.40 FAR = 1,404,896 sq. fi.) According to Tabie 2-2 in the Final EIR certified by the City Council on Septem6er 5, 2000, the gross building area that existed on the mall site in 2000 was 1,197,100 sq. ft., which resulted in an FAR of 0.~ 4 (1,197,100 sq. ft. = 3,512,242 sq. ft. = 034 FAR). In Au~ust 2001 and in Mazch 2002, the Ciry Council approved, respectively, Resolution Nos. 6245 and 6289 for a 276,000 square foot expansion to the mall which would increase the gross floor azea to 1,473,100 squaze feet (1,197,100 sq. ft. + 276,000 sq. ft. ° 1,473,100 sq. ft.j which results in an FAR for the mall of approximately 0.42 (1,473,100 sq. fr. = 3,512,242 sq. fr. = 0.419 FAR). Consequently, since the maximum intensity permitted under the General Plan provisions quoted above has akeady been exceeded, any further development or expansion of fne Westfield mall would also exceed the myxunum intensit; permitted 'o}' Chapter 6 of the General Plun and would require a General Plar amendment. 2, Zone Chanee. Westfield's plan to r:-develop or convert the existing Ro'oinsons May department store building or site into some kind of discount merchandise store would si~ificantly change the nature and character of the mall from that which the existing zoning permits and would therefore require a zone change. A zone change would be required for such because the terms of Ciry Council Resolution No. 6199 limit the use of the mall property to the continued development and use "only for a high quality regional shopping center with department stores, together R'ith supplementary specialty shops and facilities including restaurants, multi-plex theater(s}, a food market or markets and not more than iwo (2) (li~ -= automobile convenience centers." A discount store would not attract clientele that would contribute to the definition of a regional shopping centez as "high quality." Tne type of merchandise sold by a discounter does not comp2re to the rype of inerchandise typically sold 'oy department stores. A discount retail store usually has stand-alone qualities compared to otner shopping center stores so that customers who would shop at such a store might not ordinazily shop during the same trip at a fine jeweler or a high-end clothing store, sucb as Nordstrom, thereby changing previous environmental analyses and assumptions. Shopping for dog food, automotive supplies and boxed wine does not contribute to a high qualiry regional shopping center and would generate signincantly more traffic because very few tnps would be shared between a discount store and the other shopping center stores. Many of the discoun: store shoppers would not shop at the other mall stores. Since a discount store would not be permirted under the zoning established by Ordinance No. 2136 and Resolution No. 6199, a zone change in the form of an amendment to Resolution No. 6199 would be required for any such use. 3, Preliminarv Plan Approval. Resolution No. 6199 requires all preliminary site plans, floor plans, extenor elevations, exterior lighting plans, conceptual landscape plans and signing programs for any development or. the mall property to be submitted to the Development Services Department and subjected to design review and approval by the Planning Commission and City Council following a public hearing. Westf~eld's plans for conve:sion o,` a departincnt store to a discount store must be subjected to such discretionary review and approval. 4. Architectural Desien Review. The zoning oi the mal] properry requires an Architectural Design Review for any new development. Any conversion of a department sfore into a discou~t store that involves issuance of a building p~mit, as well as wcterior alterations, would have to go through Architectura] Design Review under AMC Section 9295.1. Because the project would involve a building in excess of 40,000 square feet, it is subject to design review by the Planning Commission, See AMC Section 9295.7(C). Addiuonally, the ma1Ps classificauon within the D zone also requires compliance with applicable design regularions, See AMC Section 92722.1. 5, Parkina Modification or Vaziance. Since a discount store would not be a high quality shopping center use, the pazking requirements of the AMC for "Other Permitted Uses" would apply, wluch specify a pazking requirement of five spac~s per 1,000 square feet of gross floor area. See AMC Section 9269.5. A parking scudy would be necessary. If Westfield could not provide an adequate number of parking spaces per Code, it would need to file a modincauon permit or variance relatin; to required pazking. In order to justiiy a modi5cation from Code standazds, findings would need to be made. See AMC Section 9292.1.4(11). II. ENVIRONMENTAL ANAL~'SES (, Subseauent Environmenial Imoact Reoor[. Each of the foregoing discretionary approvals requires the City to conduct an environmental review of the potentially significant impacts that would result from any new mall development (including a conve:sion from department store to discount store) under the California Environmental Quality Act (CEQA). W e unders.and fnat Westfield has proposed that this review be conduciad tnrough an Addendum to its 6-yeaz old Program EIR that was cernfied on September 5, 2000 in order to avoid public review and comment However, an Addendum would not be appropriate under CEQA given the changes to the project analyzed in Westfield's 2000 Program EIR, the changed circumstances fnat now ~("°-.. ~___ exist, the new iniormation thzt has come to light; and the avoidznce of public scrutiny. A new EIR would b: required to address the following issues: (a) ProiPct Description. Table 2.2 of the EIR indicates that VJestfield nroposed to change the pemutted r AR of the mall from G.40 to 0.50. Wher. the EIR was certified; the existing gross building area (GBAj of the mal] was 1,i97,100 square feet, and the GLA was 922,451 sauare feet. The EIR analyzed the addition of a GBA of 690,000 square ieet and a GLA of 600,000 square feet. Of the square iootages, 534,7>0 GBA si and 465,000 GLA sf were devoted to retail snops and anchor stores, i26,50U GBA sf and 110;OOD GLA sf devotPd to +1ze theaters, 23,000 GBA sf and 20,000 GLA devoted to ireestanding restaurants/retail and ~,750 GBA sf and 5,000 GLA sf devoted to the mall food court. Despite this rable, the EIR and its analyses obfuscated the size of the project by often referring to tne project's GLA numbers instead of the FAR numbers reauired by fl~e General Plan. As noted above, a 0.40 F.AR would allow 1,404,896 square feet of GBA and a O.SD FAR would allow a maximum of 1,756,121 square feet of GBA, but the 2000 EIR's project descriptior. indicates that the proposed project will total 1,587,100 squaze feet, which would be inconsistent with the General Plan (and would be more thzn even the ma~cimum entitlament for fne property designated in Table 2-A of the General Plan). It is also not clear whether the expansion would fall within Area 2 in Exhibit 2-5 of the previous EIR whicb depicts the location of the "Westside Expansion Area." If the expansion occurs outside the boundary of this area, fnen ihis was not fully analyzed in the previous EIR and there would be potentially signifioant new aesthefics, air quaiiry, geological and noise impacts. Moving the project outside this area represents a change that was not previously anaiyzed and may create poteniially significani environmenta] effects with regard to land use, geology, noise and air, as the mall would be moving closer to residences to the wes?. Additionally, changing the boundaries of the Westside Expansion Area may involve heioht and massing impacts. It is also cleaz that Westfield cannot segment or sever the Robinsons May/discount store conversion from its other mall eapansion plans, since both development projects would need to have their environmental impacu analyzed in one environmental review document. VJhile the conversion to a discount retail store may not oreate any additional floor area, it would be a more intensive use of the land with more trafFic, and as a result, more pazking, air quality and noise problems. A discount rerail store would have many more customers (and possibly worlcers) than a department store, and this would create new envuonmental impacts. Pazking required for a discount store would be higher than current Code requirements and higher than the pazking threshold analyzed in the 2000 Westfield BIR. The environmental analysis for the mall expans~on, including trafiic and pazking analyses, would need to include an analysis of the discount retail store conversion. The prior EIR did not discuss any modiiications or changes to the existing mall o; stores such as a conversion of a 165,000 square toot denarunenf store into a discount retailer/superstore and was entirely siient on modifications to its existing ma11 struoture. The cnanees to th: Rooinsons Nay store would involve more than just interior or exterior alterations such as interior pariitions, plumbing, and electrical conveyances. It is likely that massive remodeling and reconstruction would be necessary to accommodate a discount retail store since sucn stores typically have a lunited number of floor plans. ('_ ~ (b) Phasine and Build Out Year. The EIR states that "no development phasing plan has been submitted; however, the applicant has indicated that this proiect could'ne completed in its entirety within two years after project approval." See EIR page Z-IZ. The EIR does in fact utilize a phasing plan, For example, Traffic Mirigation Measure 2 states that Pnase l consists of "up to 400,000 square feet GLA" and TrafFic Mirigation Measure 3 states Phase 2 consists of "up to 600,OOG square feet of GLA." See EIR page 4-131. Further, environmental impacts aze analyzed at vazious yeazs, including 2002 (au, noise, traffic), 2015 (traific, sewer service), 2020 (noise), and some sections of the EIR do not reveal the build out yeaz (public services, electrical service, gas service, water service, and solid waste disposal). The build out yeaz for the proj ect must be consistent and all of the impacts reanalyzed if only for this one reason. Clearly, the project was not completed 6y 2002, as was contemplated in the project description, and the change to a different build out yeaz represents a significant change that may create new significant impacts. For e~ample, the EIR states that "although final buildout and occupancy of the entire 600,000 squaze feet expansion may not occur until beyond 2002, this yeaz was used as a worst-case assumption." See EIR page 4-30. It is not clear why 2002 was chosen as a worst- case assumption when the EIR clearly contemplated at least two phases of development. Environmental conditions often worsemwitt~ time, as is apparent with increased trafiic congestion, and using a 2002 build out year could underestimate worst-case impacts for suhsequent phase(s) of the e~:pansion. (c) Scon°d Out Environmental Issues. The EIR did not examine cultural resources, hazards and hazardous matenals, hydrology and water quality, population and housing, recreation, or biological resources. Of tnese topics, there may be potentiall}' significant environmental impacts related to Wesfield's development plans as follows: (i) Cultural Resources. The project site was once a part of the Santa Anita Park; and the expansion site may have also once been the location of bazracks during World War II as a Japanese Assembly Center and it is believed that the nrehistoric Gabrielino village of `Aluupkenga' was located neaz the mall. Yet, there has been no analysis of these issnes in flie EIR and it is not clear whether the project would comply with recent state law regarding Indian sites. Further, there has been no analysis of whether the project would disturb any human remains. (ii) Hazards and HazaTdous Materials. A records review performed in a Phase I Environmental Site Assessment ("Phase 1") for the adjacent Santa Anita Park Specific P~an EIR, indicates that sweral unmapped locations at the mall may have contributed fo a release of hazardous substances or petroleum hydrocazbons to the soil and/or groundwater at or near the gene;al vicinity of the mall. At 231 Fashion Pazk, Santa Anita Fasnion Pazk, 1X Anita Associarion - a California Limited Partnership, Hahn Property Management Corporation, and Goodyeaz Auto Service aze listed as unmapped sites under the Amezican Society for Testing Materials ("ATSM") standard for the regulatory agency databases. These facilities are listed in the HAZNET database (a database exffacted from the copies of hazardous waste manifests received each year by the California Department of Toxic Substances Control ("DTSC°). The previous EiR does not reveal whetner there r,as been any anaiysis of hazards and hazardous materials. There is no disclosure of whethe: the project is located on a site that is included on a list of hazardous materials sites compffed pursuan: to Government Code 5ection 65962.5. Based on ihe Pk~ase 1 performed for the 5anta Anita Pazk Specific Plan, ihe mall is listed on the ~ HAZNET database, and it is our understanding that the HAZNET data6ase includes hazardous marerial sites compiled pursuant to Govemmant Code Section 65962.5. As a result, the expansion could potentially create a significant hazard to the pu'olic or the environment and the previous EIR did not analyze these or any related issues. There has been no analysis of whether the project wouid emit hazardous emissions oz handle acutely hazardous materia!s, substances, or waste within one-quarter mile of an existing or proposed school even though it appeazs that Ho1y Angels school and other sensitive receptors, including senior condominiums and a convalescent home, are al] witnin one-euarter mile of the project site. Further. fne previous EIR did not analyze wheiner fne project would impair implementation of or physicaliy interfere with an adopted emergency response plan or emergency evacuation plan, an importani consideration giv~n its ptoximity to the City's fire station. (iii) Hvdroloev and Water Oualitv• The previous EIR had minimal amounts of analysis and disclosure regatding hydrology and water quality and included a short section on Waier 5ervice in the Utilities section. The previous EIR used a significance threshold from the Ciry's General Plan EIR that states that the effects of a proposed project on water supply are considered to be significant if they will result in the depletion of groundwater supplies beyond the "safe yield" designated by the Main San Gabriel Water Master or adjudicated limits within the Raymond Basin. The CEQA Guidelines in Appendix G have a number of thresholds that were simply not analyzed to any degree in the previous EIR. The previous EIR did not perform a water supply assessment ("W SA") or provide a water verificafion letter for the 600,000 square fooi expansion. A WSA is required for "... a project for which a notice of prepazation is submitted on or after lanuary 1, 1996." See Water Code Section 10914(d}. A WSA would be required to analyze the water supply for the proposed expansion since (1) the notice of preparation was su6mitied after January 1, 1996 and (2) there was no WSA conducted for the approval of the 600,000 square foot expansion. Westfield's proposed development would require a VJSA since it is part of the same 600,000 expansion for which there has not yet been a required WSA. (iv) Pooulation and Housin¢. While the previous EIR does not have sepazate sections on population and housing, the land use wnsistency analysis does review SCAG forecasts for population. The SCAG forecasts utilized in tihe pr~vious EIR analyzed impacts at a regional level and a local level. The subregional level was based on the San Gabriel Valley Council of Governments Subregional Forecasts, and the local forecasts were based on the SCAG projections for the City of Arcadia. Nevertheless, there is no analysis regarding the projecY s impacts on population and housing based on the CEQA Guidelines' thresholds relating to population and housing. As such, the expansion's unpacts have not been adequately aualyzed and the cumulative impacts have not been adequately analyzed either. (v) Recreation. There was no anaiysis on wheiher the project would increase the use of existin; neighborhood and regional pazks or other recreational facilities such that substantial physical deterioration of the iacility would occur or be accelerated, or whether the project includes recreational facilities or requires the construction or expansion of recTearional facilities which tnight have an adverse physical efiect on the environment. (vi) Biolo i~~al Resources. Whi1e fne expansion would occur in the mall pazking lot, fne EIR does not describe the bioloo cal resources that aze present there, including i ~ /liw whefner there aze any plants, hedges; trees or other forms of landscaping. in pzrticular, migratory avian species may Iive o: nest witnin the project site. (d) Aesthetics. The pTevious EIR had little to no anaiysis regarding aesthetics, including height, design and massing. As a result, any subseauen? project at the mall would represent substantial change in that the previous EIR merely proposed an envelope of development, and the City would need to analyze the heignt, a~sthetics and massing whicn would require major additions oi the previous EIR potentiaily signiiicant efiects relating to aesthetics, li~ht and glare. The pcevious EIR concludes that "although azchitectura] drawings showing the proposed building design and heights have not been submitted, the proposed project is not expected to significantly change the visual character of the site." See EIR page 4-8. This was a premature conclusion since the architectural detai]ing was not lcnown at the time the EIR was approved. Without receiving drawings and renderings that would indicate the architectural design and appearance of the expansion, the visual impact of fne expansion could be potentially significant as there may be a substantial degradation of the existing visual character or quality of the site and its surroundings. Analysis of the current mall expansion plan needs to occur to determine whether there would be a potentially'significant change in the visual chazacter of the site. Addiiionally, the previous EIR states that "the area of greatest concern would be views of the site from the existing multiple iamily residences ]ocated along Baldwin Avenue and West Hunungton Drive." 5ee EIR, page 4-9. Howevei, the EIR states that "the potential expansion of the mal] or major department siores to the west would not result in any significant aesthetic impacts." 5ee EIR page 4-9. TI?is bald assertion lacks support since the elevation of the expansion area is at least fifieen ieet higher than the elevation of the adjacent Nordstrom's. As a result, the expansion would'oe highly visible and potentially more visible i7om "the area of greatest concern." There must be substantive anal}~sis in the environmental review document of this issue as the project may substanLially degrade the existing visual character or quality of the site and its surroundings. Regazding light and glare, the EIR minimally analyzes tne impacts of light and glare stating that "... very little additional li~hting will be associated with the proposed expansion." See EIR page 4-15, As the "azea of greatest concern" is adjacent to the proposed expansion of the mall, there has been no analysis of the increase in headlights coming in and out of driveways, increased security lighting, or inereased building illumination; all these increased ]ighting sowces would come closer to existing sensitive uses, yet there has been no analysis as to the unpacts on sensitive uses. The lighting may creale a signincant unpact that may substantially degrade the existing visual character or quality of the site and its sunoundings. In fact, the homeowners across the street have indicated that such a significant impact has already occurred. This would represent a potentially new significant impact created as a result of the project requiring a subsequent EIR to analyze and mitigate light and glare impacts. Regarding cumulative impacts, the EIR states that "no significant impacts to the aesthetic character of the project azea or to existing visual resources is anticipated from project implementation." See EIR page 4-1~. This conclusion cannot be reached since the EIR did not analyze any azchitectu.al drawings or plans. Further, theze was no discussion regazding the architectural compatibility between the proposed expansion and the bxisting and surrounding uses. The ESR presents a mostly defened aesthetics analysis of this issue that is not appropriate now considering that fhere could be potenrially significant aesthelic impacts related to the expansion. Addiuonally, the mitigaiion measures that the EIR proposes do not give any indication as to how they mitigate potentially significant environmental impacu. For example, requiring that the Development Services Depariment review and approve the projecYs landscape plans prior to issuance of Ilr ' building permits does no± indicate how significant nnpacts would be mitigated. Further, requiring that all site plans and azcnitectural building el~vations be submitted to the Planning Commission and City Council in accordance with the City's Architectural Design Review Process does not mitigate aesthetic impacts. See EIR page 4-17. Additionally, there is nothing in the mitigarion measures restricting the height or brightness of lights, or the protection of the views of the 5an Ciabriel Mountzins. With the expansion, potentially significant impacts relating to degradation of the existing visual character or auality oi the site and its surroundings may occur, and these would need to be analyzed since the height, design, massing, location, impact on the San Ga6riel Mouniains, light and glare may create significant impacts. (e) .Air uali , The previous EIR analyzed above-ground multi-level pazking structures, but there is nothing in the previous EIR regarding subterranean pazking structures. See EIR page 2-8. An underground pazking structure presents a substantial change which would require major additions to the previous EIR. Potentially new significant effects, such as geological and air qualiry impacts may be much more significant because of the substantial increase in grading involved. These project changes would create significanT environmental impacts thaz were not previously analyzed in the EIR, and there would likely be a need for new mitigation measures that were not present in the prior EIR For example, the amount of o ading necessary for the new subterranean pazking gazage would create potenrially new significant environmental impacts tl~t would require mitigation for construction aiL, construction noise and geolo~ical impacts. For project construction; the EIR did not indicate that there would be any significant and unavoidable air quality impacts. To the contrary, the construction of any mall expansion would create a new significant unpact that was not previously analyzed in the EIR. The air quality analysis assumed that the construction azea would be limited to only four (4) acres on a peak disturbance day. See EIR page 4-28. The EIR does not give support for the assumption that soil disturbance activities would be limited to only four (4) acres. Even assuming that the expansion would occur in the westerly section of tne mall property, construction may be necessary over a lazger azea. .As a result, the PM-10 and other air quality impacts may be more severe and may cause the project to violate any air quality standard or contribute substantially to an existing or projected air quality violation. As the project proposes a substantial change with the introduction of a subterranean pazking garage, there will be more grading than that analyzed in the EIR. More grading will result in more PM-10, NOx and CO that may create potenrially si~nificant environmenta] effects. Because of the change in the project, there may be a potentially significant conflict with or obstruction of the implementauon of the applicable air quality plan, a violation of any air quality stsndazd or substantial contribution to an existing or projected air quality violation, or may result in a cumulatively considerable net increase of any criteria pollutant, such as PM-10, for which the project region is in non-attainment; the change in proj ect may cause the construction related emissions thresholds to be exceeded. It is almost impossible to have a simificant project in Southern California without significant and unavoidable air quality impac?s. Additionally, the EIR does not have an analysis of a1] ihe project construction related emissions. While the soil disturbance azea and the diesel powered equipment fleet operaung on four (4) acres were analyzad, there was no table or analysis regarding sir quality impacts if both soil disturhance and diesel powered equipment were operating at the same time; this may create addirional new significant impacts for the project Further, other construction activities, such as applying coatings or finishing to the proj ect may occur at the same time as the II- other construcuon activities; yet there was no analysis and multiple construction activities could potentially result in substantially more severe significant air quality efTects, In addition, the EIR states that application of more than 37.5 gallons of paint would cause the ROG emission tlueshold of 75 pounds per day to be exceeded, but the EIR did not indicate how much paint wouid be used ar fne total emissions of ROG. See EIR oage 4-29. The EIR admits that the ROG emissions would be exceeded because it states that `maintaining a less than significant threshold entails use of building materials that are pre-coated under factory conditions, or iimiting the amount of paint and other VOGcontaining compounds applied on a given day." 5ee EIR page 4-29. However, no mitigation measure guazantees that the mall would use onIy "pre-coated under factory conditions" paint, or limits the amount of naint and other VOGcontaining compounds on a gi~en day, As a result, construction-related emissions for ROG/VOC would exceed sibmificance thresholds even though the EIR did not ehplicitly disclose fnis construction- related air quality impact. CEQA does not allow the preparation of an Addendum if there aze new significant impacts that were not analyzed in a prior EIR. An expansion and conversion to discount store operations wil] generate the need for more pazlcing, a significant amount of grading will be necessary for the under~ound pazking gazage which was not previously analyzed, and that grading will create significant construction-related air quality impacts. Further, construction may occur over an azea lazger than four acres, and different phases of construction may occur simultaneously. Additionally, applying paint, stains, and other coatings to the building will create ROG emissions in amounts that would exceed AQMD's thresholds, as there is no mitigation measure to restrict their application. Additionally, the different phases of construction (i.e. grading, building construction and applying paint and stains) may occur simultaneously which could potentially create significant and unavoidable air quality impacts. Because of the lazge number of new construction-related air quality significant impacts that could occur, an Addendum would not be appropriate pursuant to CEQA Guidelines Section 15162(a)(3)(A) because "the projectwill have one or more si~ificant effects not discussed in the previous EIR or negative declazation." By failing to call the impacts significant in Yhe prior EIR and presenting a significantly changed project that proposes a subterranean garage that would create new significant air qualiry impacts, a subsequent EIR would be necessary to analyze and mitigate these new significant unpacts. The Air Quality section discusses asbestos-containing materials. It is not clear whether any portion of the Robinsons May deparmient store building or otIier structures would need to be demolished as part of Westfield's development plans. While an asbestos analysis beiongs in the EIR, it should occur in ihe Hazards section, which does not exist in the EIR, and not in the .4ir Quality section. For the operational air qualiry impacts, the analysis only analyzed the weekday vehicle izips even though the weekend vehicle trips were to be over 20 percent higher. See EIR page 4-29. Adding the emissions from over 20 percent more vehicles generated by discount store uses and mall expansion may cause the emissions to exceed significance thresholds; ttus may create new significant nnpacts that would need to be anaiyzed and mitigated in a subsequent EIR. 10 rn Another concern is that the air analysis also assumed a 2002 build out year ior Lhe project although other sections oi the EIR examir.ed Year 2015. The 2002 date w~ incorrect as only about one-third of fne proposed expansion has oce~.ured even thou~h it is now 2000. L.aually so; the 2015 date may be entirely speculative. The build out year ior the project mus; be consistent and a11 of the imnacts reanalyzed if only for this one reason. The EIR aiso has a stranee analysis that utilizes the General Pian build out ievel and analyzed the air quality impacts of the incremental increase in pollutants above the level allowed by the Generai P1an. See EIR page 4-31. The Generat Plan build out should not be the baseline unless the mall build out occurs su6sequent to that time. (~ GeoloW and Soils. As with other impact azeas, the EIR does not utilize CEQA Guidelines Appendix G to determine thresholds of significance with reoard to anah~s~ s of geology and soils impacts. The EIR did noi examine thresholds related to rupture of a lmown earthquake fault or if the project is located on e~:pansive soil. The EIR states that the site has previously been graded, and that excavation of paving and soil would be limited. "The site has previously been graded as part of construction of the existing mall. As a result, proj ect related grading will be limited to excavation of paving and soil to create finished buiiding pads.... Because the site is already graded, disruption or displacement oi on-site soil would be minimal during the construction phase of the proposed project." See EIR page 4-41. There will b~ a signincant amount of grading for the expansion because fne bulk of the parking structure will oe subterranean. This presents a significant change in the project that would potentially cause new significant environmental impacts that were not analyzed in the prior EIR. (g) Land Use and Plannin,. Once aeain the EIR does not utilize the tkuesholds of significance irom CEQA Guidelines Appendix G and omits the threshold relating to conilicts with any anplicable land use plan, policy or regulation. If such a threshold analysis had been performed, then the proiect's inconsistency with the General Plan's cnapter on Implementation and Monitoring would have been hi~hlighted. The ma1Ps existing 1,197,100 square ieet with the addition of 690,000 square feet would exceed the maximum nonresidentia] density that would be allowed unde7 both a 0.40 FAR(1,404,896 squaze feet) and a 0.50 FAR (1,7~6,121 square feet). Consequently, even if the City had amended the portion of the General Pian in Chapter 6 that limits development to 0.40 FAR (wnich it did not do), the proposed project totaling 1;887,100 square feet would still be inconsistent wifn the General Plan as amended. In addition, ihe EIR states that for the westerly e~par.sion of the mall "no significant land use impacts aze anticipated due io the existing 6- to 8-foot landscaped berm and the approximately 20 foot elevation differential'between the buiiding pad and the existing residences.° 5ee EIR page 4-~2. The EIR does not provide the required analysis to support tlus conclusion. The expansion may create or exacerbate aesthetic, light, shadowing and noise impacts on the residences to the west; and the level of detail present in the EIR does not support a conclusion that there would 6e no signif cant unpacts; becaus: of the project cnange that would bring the open air mall closer to the residences to the west, there may oe new significant impacts. Further, while there may be a 6- to 8-foo; wide landscaped buffer, there is no indication as to why this buffer would be sufficient to mitigate potentially significant impacts. The EIR's conflicUcompatioility analysis with regard to the General Plan does not perform a policy by policy analysis. ~'hile the various secrions of the General Plan are 11 ~l, summarily analyzed; there is no policy by policy analysis that is typical in an EIR. In the Environmental Resources - Air Quaiity section, the EIR states that the 600,000 sauare foot exoansion "... exceeds the square footage allowed under the adopted General Plan by approximately 300,000 square feet. As a resul:: the proposed project exceeds the ieve] of d~velopment assumed in the Air Qualiry Managemeni Plan (AQMP)." See pa~e 4-55. Ev~n though there is an zppazent conflict with the AQMP, the EIR stated that no signincant land use impacts are anticipated. 5ee EIR page 4-71. This should have been analyzed in fne :air Quality section of the EIR, and the expansion may present a new significant and unavoidable environmental impact as it is not cleaz whether the deve]opment assumed in the AQA'R' has been modified to reflect the additional square footage of tne mall. The EIR states that the 6~Q000 square foot expansion would be cor.sistent with RCPG policy 3.03 which relates to "tne timing, financing, and location of public facilities, utility systems, and transportation systems..." used by SCAG to implement the region's growth policies, but includes no analysis. 5ee EIR page 4-58. For any expansion, analysis of the public facilities, utility systems and ~ansportation systems would be necessary, not just conclusory statements regarding their availability. (h) Noise. Increases in noise levels above 5 dBA above baseline levels in azeas not exceeding ambient noise standards would be a potential significant noise increase, yet the EIR does not indicate that a 5 dBA noise increase in baseline noise lavels could be a significant noise increase. Traffic and operations generated by the project may create noise above 5 dBA in areas not exceeding ambient noise standards, and this could cause u new significant environmental impact. Furthez, there was no analysis of construction noise impacts on people or horses at 5anta Anita Park. People and horses at Santa Anita Paz'k couid be exposed to potentially significant impacts, and an analysis would be required in any subsequent environmental review docum~nt. Additionally, the EIR did not have a construction vibration impacts analysis. With regard to operaUonal impacts, the noise study examined existing conditions, 2002 conditions, as well as 2020 conditions. According to the 2020 analysis, there was a three dB(A) noise increase along Driveway A east of Baldwin Avenue (E) which would increase the dB(A) leve] above the 65 dB(A) threshold for a sigriiicant impact. Yet, the EIR does not iderifify this noise increase as a significant impact, staiing "such small incremental increases will not expose any new noise- sensitive uses to excessive (>65 dB CNEL) [sic] not already e~cperiencing somewhat elevated levels." 3ee EIR page 4-88. This is simpiy not accurate since there was one receptor location with a significant impact of a 3.0 dB(A) increase above 65 dB(A), (i) Public 5ervices - Fire Protecrion. The EIR indicates that the City's costs to maintain equipment and appazatus and to train and equip nre protecrion and paramedic personnel would increase, but the lanouage inthe EIR is not cleaz as to whether there wouid be a potentially significant impact. There are no mitigation measures for non-cumulative impacts on fire protection services. As the City well knows, after the partial expansion of the ma11, the number of false fire alazms and service calls to the rna11 have increased dramatically. This increase in demand for services would represent new information of substantial importance, which was not known and could not have been known with the exerise of reasonable diligence at the rime the previous EIR was certi5ed as complete that the project would have one or more significant effects not discussed in the previous EIR. The subsequent environmental review will 12 (~ need io address the potentially sienifican? demands on fire protection and paramedic services. Additionally. CEQA Guidelines Appendix G thresholds s'nould be used. (j) public Services - Police Protection. Once aeain, the EIR uses t1L esholds irom the General Plan EIR which do not match up exactly with CEQA Guidelines Appendix G thresnolds. The EIR indicates that the fnresholds of signiiicance would be if tne Ciry were unable to maintain (1) a five minute response time for emergency calls with approximately 40 percent of ar. officer's work day spent in p'eventative patrol; and (2) adequate police and private securiTy, if needed, as detertnined by the Arcadia Police Department fo; non-residential developmen:. See EIR page 4-92. The EIR indicates that pnor to expansion, the mall comprised approximately 22 percent of the total crime reports filed in tkie City, and that the expansion would use approximately 12 percent more oT the police department's resources. Instead of analyzing tne actual impacts on police protection services in the City, the EIR engages in defened analysis, stating "full development wil] be required before the total impact can be assessed; however, it is likely that the depanment may require the addition of some personnel (sworn police officexs and non-support staff)." 5ee EIR paoe 4-93. Because fnere has already been a sionincant panial build out of the mall expansion, more information is now available and the existing police service impacts can be used to heip estimate the impacts that further mal] expansion would create. (l,) Trans~ortationlCirculation. The previous EIR identified only one inte:section with a Level of Service ("L05") of E o: F, but current trafFic analyses of existing conditions identify a L05 of E or F at many intersections surrounding the mall. For the number of intersections that would be impacted by increased h~affic generated by the discount store operations and further mal] expansion that v.~ere not examined in the previous EIR, we do not have the information necessary to ascertain the LOS at the intersections that were not examined in the previous EIR at the rime the previous EIR was cenified. At the very' least, we do laiow that the addition of the project's traffic to the surrounding roadways would cause additional significant environmental impacts that were not previously identified. W ith the mall expansion, there are a number of changed circumstances which indicate the expansion wouid have r.ew significant and unavoidable impacts, especially as it relates to the traffic conditions. Because of the number of related pxojects and changed environmental condirions, the project would create new or more severe environmental impacts not just with trafnc, but also with impacts relating to air quality, noise, and public services. The Transportation/Circulation section of the EIR was based on a traffic study performed in February 2000 by Parsons Transportation Group, Inc. A new traffic study would be necessary to (1) accurately reflect the existing baseline environmental conditions, (2) measure the environmental impacts of the project, and (3) assess the cumularive related project impacts. Because of the change in circumsiances related to traffic conditions fnere would be new significant impacts, For axample, the installation of the Dave and Busters in the portion of the expansion that has already occurred has caused significant pazldng and trafiic problems at the ma11. Pazking at the ma11 for Dave and Busters simply does not work and there is inadequaie capacity to accommodate all the uses at the mall as a result of the portion of the expansian already constructed. The inadequate pazking capacity as a result of Dave and Busters represents a new significant environmental impact thai was not analyzed in the prior EIR. Pursuant to CEQA Guidelines Section 15162(a)(3), the inadequate pazldng and general traffic probiems at 13 ~ the mal] created by Dave and Busters represents "new informatior. of substantial importance, which was not known asid couid not have been know~n v~rith the exercise of reasonable diligence at fne time the previaus EIR was certified" that shows "the project will have one or more significanteifects not discussed in the previous EiR." Probiems with the existing Transporiation/Circulauon section of the EIR include the following: • On1y P.M. peak hour trips were counted. Any expansion to the mall would have A.M. peak hour trips as we11. Even though the A.M. peak trips generated may not be as many as those generated for the P.M. time period, there will nevertheless 'oe A.M. trips generated that could create an environmental impact. • According to EIR page 4-98 traffic counts were performed only on one day, October 7, 1999 and not performed on several days. This throv,~s into auestior the accuracy of the traffic study numbeTS. • Weekend peak hour trips were not analyzed. On page 4-29 of EIR it was disclosed that weekend peak hour trips would gcnerate over 20 percent more trips than P.M. weekday trips, yei the environffiental impacts of these trips were not analyzed. • Only 21 intersections were chosen for analysis and many key intersections were omitted from analysis. Considering thai prior to mitigation at least 11 of the 21 intersections had significant and unavoidable impacts prior to mitigation, we suspecf that the project would significantly impact more intersections. There is no information as to the methodology used to determine which intersections were analyzed. • The EIR did not analyze consh'uction trafFic impacts or the construction impacts on pazking at the ma11. • The trip distriburion pattern "... was developed based on the mazket research conducted by Kirtland Consuiting, and was approved by the City" .4n outdated mazket research may not be the most appropriate way to ascertain the impacts related to trip distribution for any mal] expansion, particularly when such mazket study did not contemplate a lazge discount merchandise store. • The CMP analysis with regazd to Rosemead Boulevard is weak and contradictory. At one point, tne EIR states that mirigation at the intersection of Rosemead Boulevard and Huntington Drive would mitigate h'affic impacts to a level less than significant, yet in the next paragraph, the EIR states that no project related traffic would be carried on Rosemead Bouievazd. See EIR page 4-ll L • For the first phase of expansion (up to 400,00~ squaze feet GLA), the project applicant either had to complete or provide a bond for the cornpletion of improvements, prior to building permit issuance, for only three int~:sections. Those three int°rsections had sign:ficant impacts at the 2002 future condirions, but it is now 200b and those improvements have not been completed. • For the second phase of expansion, the project applicant either had to complete or bond for the completion of the remaining miti~ation measures, If the project applicant had fo bond for the improvements, there is nothing to compel the City to a:xually build the improvements so that there would actually be mitigation of significant traffic impacts. See EIR page 4-131. 14 i ~~- The srady does not disclose, or ar.alyze any oi the cnanges to the on-site circulation system, including pedestrian, bicycle oz other improvements and connections. Witn respect to the proposed discoti:nt store: the Institute oi Transportation Engineers ("ITE"; does create separaie definirions fo; iree-standir.g discount steres and shopning malls. Free-standing discount stores are described by ITE as "free-standing stores with off-street pazking. They usually offer a variety of customer services, cenvaiized cashiering and a wide ranee of products. They typically maintain long store hours 7 days a week. The stores inctuded in this land use are ofren the only ones on the site, but they can also be found in mutual op~ration witk~ a related or unrelated garden center andlor service station. Free-standing discount stores are also sometimes found as sepazate parcels within a re;ai] complex with theu own dedicated pazking." A discount store in the Robinsons May building would not tec'nnically be a"Ree- standing" discount retailer as it would presumably be integrated into the remaining portion of the mal1. Nevertheless, ITE dnes not distinguish between free-standing discount retail stores and those discount retail stores that are found within shopping centers. According to ITE, a discount retail store would be classified as a ireestanding discounl store or superstore. A superstore is differentiated irom an ordinary discount store by tne inclusion of a full-service grocery/market component. Both a discount store and a discount superstore generate significantly more traffic than an anchor in a shopping center on a per square foot basis. Even though the proposed store would be a part of the mall, it would have free-standing cnaracteristics, and it is a distinguishable use from other uses present at the mall. It would be inappropriate to classify a discount retail store as part of a shopping center ior trafi~c generation purposes, because the chaza: teristi~s of such a store fall much more within the description of a discount storeisuperstore than tne dennition of a shopping center, as defined by I"I'E. A discount retail store would eenerate sienificantly more trafnc than Robinsons May whether or not a ful]-service grocery store is included witnin it. The WestField EIR used ITE land use code 820 ior shopping centers when analyzing the ~'affic impacts for the existing portion of the mall. The ITE code for a discount retail store would fal] into land use code S 15 (free-standing discount store) or land use code 813 (free-standing discount superstore). The average daily trip generation per 1,000 square feet of gross leasable area for a shopping center is 42.94, >6.02 for a free-standing discount store; and 49.2] for a free-standing discount superstore. Average weekday pm peak hour ttips for a shopping center, free-standing discount store and free-standing discount superstore on a 1,000 square foot gross leasable area basis are 3.75, SA6 and 3.87, respectively. Saturday average daily ttips and peak hour ffips also show £nat a iree- standing discount store has significantly more trips generated than a snopping center on a per square foot basis. Greater traffic impacts associated with a discount retailer would cause greater pyrking, au quality and noise impac's. The greater traffic impacts, and resulting geater impacts associated with the change to a discount retail store, have not been anaiyzed. The impacu would likely be signi"vcant considering the ambient levels of traffic surrounding the mall; and even small increases in uaffic can make a significant environmenta] impact. (1) Utiliii s/Service Sast°ms - Solid VJzste DisDOSal. The EIR does not znalyze the CEQA Guidelines Appendix G thresholds of significance for solid waste. The EIR does not analyze whether there is sufficient capacit;- in the available landfills. Tnere is no conclusion whether the project would have a significant unpacc• Furthei, the EIR impact relates solely to 15 ~ waste dive*sion, out even if there is waste aiversion, there may still be e significant irnpact due to lack oi landfill capacity. These issues should'oe appropriately analyzed in the subseauent em~ironmenial review document. Landfills that would service this project have diminisn~d capacin•, necessitatin~ a supplemental EIR due to the significan? impzet created. IIL MITIGATION MONITORING AND ENFORCEMENT 7, Comuletion of RPauired Public Imnrovements. Viestfield has d:veloped and op~rated its first expansion without completing the traffic improvements that were required as a condition o~ that development. These include three key intersections: (1) the Eastbound I-210 rar.7p intersection with Baidwin, (2) the intersection of Footnill and Baldwin, and (3) the intersection at Huntin~ on and Rosemead. ~Vesri9eld's new operations have increased t*affic in the area, which negatively affects the neighboring properties, surrounding residentia] neighborhoods and businesses. Conversion to discount store operations and further mall expansion wil] only add more trafiic thereby exacerbating conditions created by these uncompieted improvements. The analysis provided fo: Westfield's past ~xpansion approval has not been comprehensive and is inadeouate for tne Ciry to assess future development on Westfield's property, including any change of use for the Robinsons May building. The ryne of comprehensive analysis called for above is consisteni with the detailed analysis that the City has required for the 5anta Anita Speciflc Plan project. No ]ess should be required of Westfield. fv~y furthe; development plans should be subject to a full CEQ.A review through a new EIR before the Ciq~ schedules any public heazings on the General Plan amendment, Zone Change; and Desion ravi~w entitlements ttiat will be required for V/estfield's mal] development plans. The mall expansion analyzed in 2000 has significant]y changed in design, scope, and use and the surrounding circumstances and conditions have also changed. ln addition, new information h•rs come to light which shows that impacts on municipal services sucb as fire protection are much more severe than previousl}' assurned. Cumulative developmen! has also contributed to creaiing fne potential for significant new or more severe environmental impacts to be created that should be adeauately disclosed, analyzed and mitigated for any new development. Any further mall development and any discount store use or other change to tne Robinsons May building will require preparation of a new EIR. Please call me if you have any auesnons. $inp r ~~ ~ ~~ Rick oses cc: Jason I;ruckeberg, Communiry Development Administrator Frank DeMarco, T,he 5anta .Anita Companiss, Inc. Bill Kelly, Ciry Manager 16 RESOLUTION NO. 6561 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA APPROVING THE EIR ADDENDUM TO ENVIRONMENTAL IMPACT REPORT AND ADOPTING THE STATEMENT OF ENVIRONMENTAL EFFECTS AND FINDINGS BASED UPON THE EIR ADDENDUM FOR ARCHITECTURAL DESIGN REVIEW ADR 2005- 026 ON PHASE 1B OF THE EXPANSION OF WESTF~ELD SHOPPINGTOWN - SANTA ANITA. WHEREAS, on September 5, 2000, the Arcadia City Council certified a Final Environmental Impact Report (State Clearinghouse No. 1999121063) ("EIR") for an approximate 600,000 square foot expansion of Westfield Shoppingtown-Santa Anita at 400 South Baldwin Avenue ("Original ProjecY'); and WHEREAS, pursuant to plans approved by the City Council on October 15, 2002 (ADR 2002-061), the first phase of the Original Project ("Phase 1a") has been constructed and opened for business since October 1, 2004; and WHEREAS, in 2005, WestField Corporation, Inc. submitted plans for architectural design review ("ADR 2005-026") for the second phase of the Original Project, which includes an approximately 100,800 square foot retail expansion and a subterranean two-story parking structure to accommodate 783 vehicles at the Westfield Shoppingtown-Santa Anita ("Phase 1 b"); and 1 6561 WHEREAS, pursuant to State CEQA Guidelines section 15164, subdivision (a), a lead agency shall prepare an addendum to a previously certified environmental impact report if some changes or additions are necessary to a project but the preparation of a subsequent or supplemental EIR is not required; and WHEREAS, the City determined that none of the conditions requiring preparation of a subsequent or supplemental EIR would occur from changes or additions to the Original Project described in ADR 2005-026, and that preparation of an Addendum to the EIR was appropriate; and WHEREAS, to consider the potential environmental impacts of the Original Project as changed or added to under ADR 2005-026 (the "ProjecY'), the City prepared an Addendum to the EIR in January 2005, pursuant to CEQA and the State CEQA Guidelines ("EIR Addendum"); and WHEREAS, pursuant to State CEQA Guidelines section 15164, subdivision (c), the EIR Addendum is not required to be circulated for public review, but can be attached to the EIR; and WHEREAS, the City Council has reviewed the EIR Addendum and all other relevant information presented to it regarding the EIR Addendum; and WHEREAS, the City Council, after evaluating the environmental impacts associated with ADR 2005-026 and the Project, has concluded that 2 6561 none of the conditions requiring preparation of a subsequent or supplemental EIR have occurred; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Compliance with the California Environmental Qualitv Act. As the decision-making body for the Project, the City Council has reviewed and considered the information contained in the EIR Addendum and supporting documentation. The City Council finds that the EIR Addendum contains a complete and accurate reporting of the environmental impacts associated with ADR 2005-026 and the Project. The City Council further finds that the EIR Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The City Council finds that the EIR Addendum reflects the independent judgment of the City Council. SECTION 2. Findinas on Environmental Impacts. Based on the EIR Addendum and all related information presented to the City Council, the City Council finds that the preparation of a subsequent or supplemental EIR 3 6561 is not required for the Project because Phase 1b, as described in ADR 2005-026 and the EIR Addendum: 1. Does not constitute substantial changes to the Original Project that will require major revisions of the EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; 2. Does not constitute substantial changes with respect to the circumstances under which the Original Project is undertaken that will require major revisions of the EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects; and 3. Does not contain new information of substantial importance that was not known and could not have been known with the exercise of reasonable diligence at the time the EIR was certified, that shows any of the following: a. The Project will have one or more significant effects not discussed in the EIR; b. Significant effects previously examined will be substantially more severe than shown in the EIR; 4 6561 c. Mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects of the Project, but the City declined to adopt such measures; or d. Mitigation measures or alternatives considerably different from those analyzed in the EIR would substantially reduce one or more significant effects on the environment, but which the City declined to adopt. SECTION 3. Approval of EIR Addendum. The City Council hereby approves the EIR Addendum and adopts the "Statement of Environmental Effects and Findings"; which is based upon the analysis contained in the EIR Addendum, attached hereto as Exhibit "A" and incorporated herein by reference. SECTION 4. Notice of Determination. The City Council directs staff to file a Notice of Determination with the Los Angeles County Clerk within five (5) working days of Project approval. 5 6561 SECTION 5. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this }St_ day of May , Zoo~ ISl MICKEY SEGAL Mayor of the City of Arcadia ATTEST: 15J JI~~IES Hs ~~ ~ City Clerk of the City of Arcadia APPROVED AS TQ FORM ~Y~Q;,,, ~' /c~P~ Stephen Deitsch City Attorney 6 6561 STATE OF CALIFORNIA ) COLTNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Resolution No. 6561 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a continued adjourned regular meeting of said Council held on the lst day of May, 2007 and that said Resolution was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None /S/ J~4 H. 9~'IR S City Clerk of the City of Arcadia 7 6561 STATEMENT OF ENVIRONMENTAL EFF'ECTS r1ND FINDINGS I. INTRODUCTION A. Background Information Westfield Santa Anita (previously lmown as the Santa Anita Fashion Pazk) opened to the public in 1974. Westfield Corporation, Inc. purchased the mall in September 1998. The mall is a regional shopping center located on approximately 79 acres at South Baldwin Avenue in the City of Arcadia. Specifically, the Project site is bordered by the Santa Anita Racetrack and associated horse stables to the nor[h, the Racetrack pazking lot to the east, and multiple-family residenrial uses to the west across Baldwin Avenue. In June, 1999, Westfield submitted various land use entitlement applications to allow for an expansion of up to 600,000 addirional square feet of Gross Leasable Area ("GLA") as well as revisions to existing performance standazds and design guidelines. The proposed expansion included 465,000 squaze feet of retail shops/anchor stores, 110,000 square feet of multiplex theaters, 20,000 squaze feet of freestanding restaurants and 5,000 square feet of shopping center food court uses to be developed. On September 5, 2000, the Arcadia City Council adopted Resolurion 6198, which amended the General Plan Land Use designation to increase the ma~cimum floor azea ratio from .40 to .50, based on GLA. On October 3, 2000, the Arcadia City Council adopted the following ordinances and resolutions: Ordinance 2135, which amended pazking requirements and established a definirion for the term "gross leasable azea," Ordinance 2136, which reconfigured zone boundaries to permit the proposed expansion, and Resolurion 6199, which set out an architectural desigo review process for each phase of development. Also on September 5, 2000, the Arcadia City Council certified the Final Environmental Impact Report ($tate Clearinghouse No. 1999121063) (hereafter referred to as the "Certified EIR") for the Westfield Shoppingtown Expansion Project. The Certified EIlt analyzed the approxnnate 600,000 square foot expansion of Westfield Santa Anita (as described in the Certified EII2, the "ProjecY'). Council Resolution 6197 certi5ed the Final EII2, adopted findings pursuant to the California Environmental Quality Act, adopted a statement of ovemding considerations, and adopted a mirigation monitoring program. Wectfidd Santa Anita CiTy of Areadia ~ February 2007 . Page 1 Statement of Environmental Effects and Findings B. Description of Phase la In 2001, Westfield applied for architectural design review for the first phase of Project development, referred to herein as Phase la, pursuant to its entitlements and Resolution 6199. ADR 2001-001 requested architectural design approval of a 276,000 square foot GLA retail expansion and a parking sfixcture to accommodate 1,220 cazs at Westfield Santa Anita. This application was approved by the City Council on August 7, 2001 by Resolution 6245. Due to the subsequent withdrawal of two proposed tenants, Westfield submitted revised plans for Phase la in 2002. ADR 2002-009 requested architectural design approval of a 208,000+ squaze foot GLA retail expansion and a pazking structure to accommodate 630 cars at Westfield Santa Anita. The proposed plans were similaz in design to the previously approved Phase la, however, some of the uses changed. The revised plans included a mulri-screen theater, restanrants and retail tenants including a bookstore, sporting goods store and entertainment uses. This application was approved by the City Council on Mazch 19, 2002 by Resolution 6289. In September of 2002, Westfield submitted further revised plans under ADR 2002-061. The major change to the revised plans was the inclusion of a grade plus one ]evel parking structure (Pazking Structure A) proposed south of Robinson's May and northeast of Macy's. The structure was in addition to the proposed pazlang structure (Puking Structure B) located northeast of the expansion. In addition a 5,400 squaze foot auto center was proposed to be located on the site to replace the existing 17,700 square foot JC Penney TBA (tire, battery and accessory) building that would be removed as part of Phase 1 a. ADR 2002-061 was approved by the Arcadia City Council on October 15, 2002. . Phase la, which has been constructed and opened for business since October 1, 2004, includes shopping center structures that aze a combination of one and two stories. Within the Phase la ai~ea, approximately 181,093 square feet of GLA retail uses aze located on two levels and include specialty stores within the shopping center. Approximately 912 net new square feet of food court azea is also located on the first level. In addition, a 16-screen, 73,938-squaze-foot multiplex movie theater is located on the second level. As part of these unprovements, pre- e~cisting retail uses, as well as some surface pazking lot spaces, were removed. The building heights of the Phase la improvements vary &om 36 feet at the entry to a ma~cimum of 66 feet, including vertical elements. C. Description of Phase lb In 2005, Westfield applied for azchitectural design review for a second unit of Project development, referred to herein as Phase lb, pursuant to its entitlements and Resolution 6199. ADR 2005-26 requests architectural design approval of approximately 100,800 squaze feet GLA of retail shops, including 10,000 square feet of restaurant uses, and the development of additional pazking to be located in the southwest quadrant of the property, within the building limit line for Westfield Senta Anita City of Arcadia February 2007 - Page 2 Statement of Environmental Effects and Findings Building Area C. The Phase lb retail improvements would consist of five blocks of retail buildings connected by an open air landscaped promenade. The retai] uses would be located above two levels of pazking, one of which would be developed partially at grade and one of which would be entirely subterranean. The two new parking levels combined would provide 783 pazking spaces, for a total on-site pazking supply of 6,204 spaces. Phase lb would also include intemal site access and circulation improvements, wluch includes a modified ring road extending from the southeast neaz the southem entrance of Macy's to the west around the Phase lb retail area and proceeding to the north towazds Nordstrom. In addition, a semi-circular entry plaza, which would allow for the drop-off and pick-up of shopping center paUrons, would be located to the immediate west of the Phase Ib improvements at the termination of the southem Baldwin Avenue ingress/egress driveway. Furthermore, although not necessary to reduce any impacts, to improve existing circulation the Applicant has proposed to implement certain voluntary enhancements in the vicuuty of the internal ring road, Driveway A and Gate 8. D. Description of Phase 2 Following completion of Phase Ib, a total balance of approximately 229,057 squaze feet of the 600,000 square feet of GLA analyzed within the Certified EIR would remain to be developed within the Westfield Santa Anita property subject to architectural design review by the City and gross building azea requirements. This remairung development increment, referred to as Phase 2, permits 168,907 squaze feet of retail shops/anchor stores, 36,062 square feet of mulriplex theater space, and 4,088 squaze feet of food court uses, in addition to the development of freestanding restaurants (up to 20,000 squaze feet) and is subject to future azchitectural design review pursuant to Resolution 6199. E. Scope of EIR Addendum At the request of the City of Arcadia, an EIR Addendum was prepazed to evaluate and compare the environmental consequences of Phase lb with those disclosed in the Certified EIR regazding the Project, and to determine and analyze whether impacts expected ofPhase Ib depart in any material way from the environmental impacts analyzed for the entire Project. A secondary purpose of the Addendum is to identify the environmental impacts associated with buildout of the remainder (Phase 2) of the Project after implementation of the first two development increments (Phases la and lb). These impacts attributable to Phase 2 are also compazed with the analysis and findings within the Certified EIIt. A final purpose of the Addendum is to provide an analysis of cumulative impacts based on current information regazding related projects in the surrounding azea. The findings included below incorporate, by reference, all previous findings and entitlements related to the Project and initially evaluated in the Certified EIR. Section 15164 of the CEQA Guidelines requires that "A brief explanation of the decision not to prepaze a subsequent EII2 pursuant to Section 15162 should be included in an addendum to City of ArraNa Westlield Senta Anita February 2007 . Page 3 Statement of Environmental Effects and Findings an EIR, the lead agency's findings on the project, or elsewhere in the record." Below is a summary of the findings required pursuant to Section 15164 of the CEQA Guidelines, which summarize the analysis contained in the Addendum. II. STATEMENT OF ENVIRONMENTAL EFFECTS AND FINDINGS A. Aestherics and Light and Glaze 1. Project Impacts in the Certified EIR As analyzed in the Certified EIR, implementation of the Project would not require the alteration of existing landforms nor would it substantially alter the existing viewsheds and visual chazacter of the site from the surrounding areas. (Addendum, p. 34) The existing commercial uses and proposed expansion were considered visually comparible (i.e., both commercial in natwe) with the existing Santa Anita Racetrack located directly north and east of the site (Ibid.) In addition, the Certified EIR concluded that the Project would not visually impact the horse stables that are located directly north of the site, nor would it impact the lazge pazking area east of the site, since the pazking area is not considered visually sensitive. (Ibid.) In the Certified EIR, the maximum building height of the Project's restaurant pads in Building Areas A and B was limited to two (2) stories, 30 feet (as set forth in mitigation measure 4). (Ibid.)'In addition, Ordinance No. 2136 reconfigured the H8 overlay zone, limiting the height of azeas closest to West Hunrington Drive to the height restrictions set forth in the G2 zone, which include three stories or 40 feet. The Certified EIR concluded that elevation differentials and the existing landscaping along Baldwin Avenue and the reduced building height would mitigate any potentially significant aesthetic impacts. In addirion, views of the existing Nordstrom building aze blocked by the existing berm and associated landscaping which ranges between six and eight feet along Baldwin Avenue. Also, the pad elevation is approximately 20 feet below Baldwin Avenue, which provides addirional screening. (Ibid.) pur[her, the bulk and height of the existing center is partially buffered by the distance from the residences to the mall structures. Large arterial roadways sepazate the Project site from adjacent mulri-family residences along Baldwin Avenue and Huntington Drive. (Addendum, p. 35) Regarding potential cumulative impacts from the Project, the Certified EIR concluded that there aze no other proposed development projects which could combine to result in cumulative impacts to aesthetic resources in the Project azea. As a result, cumulative aesthetic impacts were not considered significant. (Ibid) With the existing landscaping and implementation of the following mitigarion measures, it was concluded that potentially significant unpacts to aesthetics would be reduced to less than significant. Febnary 2007 sa~~ Page 4 Statement of Environmenta] Effects and Findings 4.1.3.1. All site plans and architectural building elevations sha11 be • submitted to ihe City of Arcadia for review and approval by the Planning Commission and Ciry Counci! in accordance with the City's Architectural Design Review Process. 4.1.3.2. The Development Services Department shall review and approve the Project's landscape plans, prior to issuance of building permats. (Draft EIR, p. 4-17.) , 4.1.3.3. The parking structure(s) shall be architecturally compatible with the mall architecture. 4.1.3.4. The proposed restaurant pads located along Baldwin Avenue shall be limited to two (2) stories with a mcuimum height of 30 feet. (Addendum, p. 34) In addition to these findings, Resolution No. 6199 was adopted on October 3, 2000. This implements the provisions for the "D" Architectural Design Zone overlay within the site, sets forth design guidelines for the site that established permitted uses and uses by conditional use permit, a Design Overlay Area for future development, a process for azchitectiual design review, pazking requirements, design guidelines for pazking facilities, signage standards, landscaping standazds, height limitations and setbacks for Building Areas A and B along Baldwin Avenue and other guidelines for future development within the Project site. (Addendum, pp. 35-36). With regazd to light and glaze, the Cerlified EIR concluded that existing landscaping and elevation differentials would screen residents adjacent to Baldwin Avenue from lighting of proposed restaurant pads. In addirion, existing vehiculaz traffic and street lighting on Baldwin Avenue would mask any additional lighting. No spillover of parking lot lighting would be anticipated. Therefore, potential light and glaze nnpacts aze not considered significant and no mitigation is required. (Addendum, p. 35) . 2. Phase la Impacts Building heights within Phase la aze a combination of one and rivo stories ranging from 36 feet at the new entry to 66 feet when including towers and vertical elementa These heights are below the 85-foot codified height limit evaluated in the Certified EIR and the masimum heights aze similar to the approximately 62 foot height of the Macy's and Robinsons-May building. Views of the Phase la improvements from Baldwin Avenue are generally obstructed due to other intervening structures within the shopping center as wel] as the existing landscaped berm and elevation differential. Along Huntington Drive, landscaping partially obstructs views of Phase la development. No substantial changes to pre-existing views, including views of the Santa Anita Grandstands and San Gabriel Mountains, resulted from development of Phase la. Therefore, impacts related to views were less than significant. (Addendum, p. 36) City of Arcadia W~eld Saota Anita Febrvary2007 - ~ . . Page 5 Statement of Environmental Effecu and Phase la was constructed in an architectural style using elements and colors that complement the pre-existing structures at the shopping center. Landscaping for Phase la enhanced the pre-existing landscaping on the site with the planring of palm trees, deciduous trees, and flowering stuubs. In addition, building massing was consistent with existing structures and building heights were similar to or less than exisring building heights as described 3bove. Therefore, impacts related to visual chatacter were less than significant. (Addendum, p. 36) Phase 1 a did create new lighting, but such lighting was directed to prevent spillover to the maximum extent practicable. In addition, the Phase la improvements did not create light spill that exceeded the City threshold of 0.1 foot candles onto residential uses. Phase 1 a also did not employ highly reflective materials which could contribute to glaze. Light and glaze impacts associated with Phase la were less than significant. Thus aesthetics and light implications of Phase la aze within the envelope ofimpacts analyzed in the Certified (Addendum, pp. 36-37) 3. Phase lb Impacts Heights of the new Phase lb retail buildings would be approxixnately 25 feet with certain architectural features up to approxunately 50 feet above finished floor, which is less than the 85- foot ma~cimum height allowed within much of the Project site per the H8 overlay zone. Given the variation in the site's topography, Phase lb structures and stores would appear as one to two stories depending on the vantage point. T'he finished elevations of the Phase lb retail buildings would be consistent with the elevations of existing shopping center structures and would be much lower than the 85-foot height limit approved for the Project. (Addendum, p: 37-38) Views of the proposed Phase lb retail buildings would, be generally obstructed from Baldwin Avenue and adjoining residences due to the elevafion differential and existing landscaped berm. Additionally, with the exception of the parking structure entrance/exits, the proposed Phase lb parking azeas would not be visible from any vantage point as they would be integrated with the topography of the site and the new retail buildings. As the elevations of Phase lb structures would be consistent with the existing shopping center, long-range views of the San Gabriel Mountains to the north would continue to be available from West Huntington Drive. Additionally, no impacts to views of the Santa Anita Racetrack Grandstands would occur since Phase lb would not be located within its view corridor. Due to their height and lo¢ation, the Phase lb improvements would also not obstruct any scenic views of the Los Angeles Arboretum. (Addendum, p. 38) Views from the interior of the Westfield property would not substantially change, although new perimeter consh'uction may allow new vantage points. View of tkie Racetrack Grandstands from the top of the northem pazking structure of the Westfield property would not be affected by the Phase lb unprovements. (Addendum, p. 44) ' sa~r~ Page 6 Statement of Environmental Effects and Findings The Phase lb buildings would also present substantially more varied building forms and architectural character than the existing shopping center's west fapade does at present. Building materials would reflect a contextual inspiration with an emphasis on California textures and colors and include varied architectural details. Phase lb would also incorporate a landscape plan that would be in keeping with the existing landscaping theme. Overall, Phase lb's architectural design and landscaping would complement the existing shopping center, and Phase lb would have a less than significant impact on existing visual chazacter. (Addendum, p. 49) With regard to light and glare, Phase lb would comply with the guidelines for the site established by previous entitlements. Overall, Phase Ib improvements would not create light spill that would exceed the City threshold of 0.1 foof candles onto residential uses. Building materials proposed as part of Phase lb, including materials within the central outdoor area of the Project, would consist of materials that aze not highly reflective. Therefore, consistent with the Findings for the Certified EIR, light and glare impacts associated witli Phase Ib would be less than significant. (Addendum, pp. 44-47) 4. Phase 2 Impacts Wtule the precise location and design of new buildings has not yet been determined, additional GLA could be provided within the designated building areas on the site. Thus, building heights would be required to be within the allowable limits set forth for the Project site pursuant to Project entitlements. The remaining increment(s) would also be subject to the other design guidelines established for the site, including those regazding landscaping, lighting and building setbacks for the Project approved in Resolution No. 6199, as well as the mitigation measures set forth in the Certified EIR. Furthermore, Phase 2 would also be required to comply with the Architectural Design Review process. Overall, all of the aesthetic and view implications of Phase 2 aze expected to occur within the envelope of unpacts analyzed in the Certified EII2. (Addendum, pp. 47-48) 5. Cumulative Impacts . Four related projects are located within some of the same viewsheds of WestSeld Santa Anita: the senior housing development at 650 West Huntington Drive, the Methodist Hospital Master Plan, the Recreation/Community Center on Campus Drive, and the racetrack mall development project. The senior housing development, which would be located directly across the Westfield site at the southeast corner of Huntington Drive and Baldwin Avenue, would be sepazated from the Project by Huntington Drive, which includes a median with mature landscaping as well as landscaping. The Methodist Hospital Master Plan and the Recreation Community Center projects to Westfield Santa projects aze generally not within the same view corridor as the Project. Thus, potential cumulative aesthetic unpacts resulting from improvements within Westfield Santa Anita and development of the above related projects would not be significant. (Addendum, p. 48) City of Arcadia Wes[(feld Santa Aoita Fcbruary 2007 . ~ Page 7 Statement of Environmental Effecu and F~dings The racetrack mall development project, located to the east of the Westfield site, would be required to address, among other things, the community objecrives identified in the General Plan including maintaining architectural compatibility with the historic racetrack grandstand, preserving views of the grandstands along Huntington Drive and for the racetrack mall development to provide pedestrian and vehicular linkages to Westfield Santa Anita. Therefore, assuming compliance with these requirements, similaz to the conclusion reached in the Certified EIR, cumulative impacts on aestherics including visual character, views, light and ~ glare associated with development within Westfield Santa Anita and other related projects would be less than significant. (Addendum, pp. 48-49) 6. Addendum Findings Based on the discussion above, Phase Ib would not produce new or substantially worsen any aesthetic impacts, including those associated with aesthetic chazacter, views and light and glaze. Rather, aesthetic impacts would be less than significant and such impacts would be within the envelope of unpacts analyzed in the Certified EIR. (Addendum, p. 50) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen aesthetic impacts as development would comply with the mitigation measures and other regulations established for the site. Thus, Phase 2's impacts on aesthetics and views would also be less than significant and would be within the envelope of impacts analyzed in the Certified EIR (Ibid.) B. Air Quality 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that air quality impacts during construction would be well below significant threshold levels.. (Addendum, p. 56) Potential construction dust soiling impacts would be confined mainly to cars pazked neaz individual construction sites, but not to any neazby homes or other dust-sensitive uses. (Addendum, p. 56-57) In addition, daily equipment e~chaust would be below SCAQNID thresholds and a'v quality standards will not be exceeded during construction because of the limited total volume of emissions and the mobility of the emission sources. (Ibid.) " In addition, the individual cancer risk from diesel eichaust would not be significant. Because the lazge surrounding pazking lot creates a substantial disturbance buffer and because of the direction of daytime winds, the diesel exhaust exposure from on-site construction equipment would be below the cancer risk threshold at the neazest homes along Baldwin Avenue and/or Huntington Drive. Further, while there may be some concems regazding ACMs within existing WesKeld Santa Anita CiTy of Arcadia - Fe6ruary 2007 Page 8 Statement of Environmental Effects and Findings buildings, adequate mechanisms aze in place to insure safe exposure for both asbestos abatement workers as well as the general public. (Addendum, p. 57) In addition, the Project would maintain a less than significant threshold for VOGcontaining compounds through the use of building materials that aze pre-coated under factory conditions and limiting the amount of paint and other VOC-containing compounds applied on a given day. (Ibid.) Regazding localized air quality impacts, the analysis for 21 intersections in the Project azea presumed worst-case conditions for maximum local and regional CO exposure occurring at the same time calculated at 25 feet from the roadway edge. However, most residences near the Project site are generally beyond 25 feet from the edge of the roadways analyzed. In addition, the analysis shows that peak hour CO levels, even in very close proximity at all but one of the analyzed intersections, do not exceed the Califomia one>hour CO standazd. Further, for the one location with a possible exisfing exceedance, Huntington Drive and Rosemead Boulevard, the theoretical peak levels would drop to below the standazd by 2002 because of "cleaner" cars in the future. Also, all future one-hour CO concentrations for theoretical worst-case conditions would be below the allowable threshold. Further, the Project would not cause any new exceedances of the standards, nor measurably or substantially worsen any existing exceedances of the one-hour CO standard. (Ibid.) Regarding odors from the racetrack horse barns, odor has not been a major issue at the existing shopping center. Existing odors are minimized by prevailing winds and by odor/manure management practices at the track and bams. During hours when the shopping center use is heavy, winds are overwhelmingly from the Project site towazd the barns. Barn odor during the day is carried from the bams towazd the grandstands. Although odor potential reaches a ma~cimum late at night, the site use is essentially zero at that time. In addition, although expanded uses would bring more people to the shopping center, the chazacter or intensity of existing odors would not change as a result of the Project. Odor irnpacts are, therefore, less than significant. (Addendum, p. 57-58) Regarding mobile source impacts to air quality, there is only a limited potential for reducing any large percentage of these Project impacts since all potentially significant air quality impacts come from mobile source emissions and are beyond the direct control of the Project Applicant. Although some "standard" mitigarion measures such as using dust control measures during construction will be adopted, they fail to address the basic transportation-related air quality impacts. Mitigation o£ Project-related and/or cumulative air quality unpacts would be limited in scope and are cleazly not of sufficient magnitude to aclueve sub-significance threshold levels. Therefore, Project-specific and cumulative development in accordance with the City of Arcadia General Plan may conhibute to the cuxnulative air quality problems in the South Coast Air Basin ("SCAB") due to generation of motor vehicle traffic. As a result, Project-related air quality impacts aze considered a significant unavoidable adverse impact. (Addendum, p. 58) City of McaNa Westfield Sante Anita February2007 -_ Page 9 Statement of Environmental Effects and Findings Although the Project may result in significant air quality impacts, the Project is consistent with transportation control measures ("TCMs") to reduce the number of ve]ucle trips' (i.e., through encouraging carpooling and high occupancy vehicle usage). These TCMs are contained in SCAG's Regiona] Comprehensive Plan and Guide ("RCPG") and the Air Quality Management Plan ("AQMP") adopted by the City. Therefore, the Project promotes the RCPG and AQMP policies relating to the promotion of high occupancy vehicle/transit use. (Ibid.) The Certified EIR included the following mitigation measures that reduce the potential impacts to the extent feasible: 4.2.3.1: The Project shall include suppression measures for fugitive dust and those associated with construction eguipment in accordance with SCAQMD Rule 403 and other AQMD requirements. Prior to the issuance of grading permits the Project Applicant shall submit a fugitive dust control plan to the Development Services Department for review and approval. The fugitive dust control plan shall require the construction contractor to implement measures " which may include, but not be limited to, the following: a. Using adequate water for dust control (preferably using reclaimed water). b. Operating street sweepers or roadway washing trucks on adjacent roadways to remove dirt dropped by construction vehicles or dried mud carried off by trucks moving dirt or bringing construction materials. c. Covering trucks or wetting down loads of any dirt hauled to or from the Project site. . d. Performing low-NOx emissions tune-ups on on-site equipment operating on-site for more than 60 days. e. Requiring on-site contractors to operate a congestion relief program including: Rideshare incentives for construction personnel. Lane closures limited to non peak tra~c hours. Receipt of construction materials scheduled for non peak tra~c ' periods wherepossible. 4.2.3.2. The Project Applicant shall encourage future visitors of the Project to utilize alternative forms of transportation through incorporation of the following measures: zao~ Page 10 Statement of Environmental Effects and a. Provide preferential parking spaces for employee carpools and van pools. b. Provide on-site bus shelters as determined necessary by the Development Services Director and provide a well-lighted, safe path to the mall entrances. The design of the new sheliers shall be compatible with the design of the mall and shall be subject to the revfew and approval of the Development Services Director. c. Work with the City of Arcadia to implement a public outreach program that promotes alternative methods of transportation through information kiosks located in the mall. (Addendum, pp. 55-56) 2. PhaselaImpacts Air quality impacts for Phase la were less than those analyzed in the Certified EIR. Specifically, mobile source emissions are primarily a funcrion of the analysis year because future years benefit from the phasing out of older, more polluting vehicles. Since the Certified EIR conservatively analyzed a buildout yeaz of 2002, actual emissions from Phase la were less, where only a portion of the overall Project was built in the yeaz 2004. In addirion, Project- related regional operational emissions aze below the thresholds set by the SCAQIvID. Also similaz to the Project studied in the Certified E1R, localized CO unpacts aze concluded to be less than significant. In addition, sunilar to the Project studied in the Certified EIR, with incorporation of mitigation measures, construction emissions associated with Phase 1 a were less than significant. (Addendum, p. 58) 3. Phase lb Impacts Construction During construction of Phase lb, regional emissions of CO, NOx, ROC, SOx, PM~o, and PM2.5 would be below the significance thresholds set forth by the SCAQMD. Thus, such impacts would be less than significant without incorporation of mitigation measures. These emissions represent the peak-consh-uction day, and as such, average daily emissions would be considerably lower. (Addendum, p. 60) Construcrion ofPhase lb would not result in any short-term localized impacts, as Project- related fugitive dust and construcrion equipment combustion emission would not cause an incremental increase in localized PM~o and PMZ.S concentrations of 10.4 µg/m3 or NOz or CO ambient air quality standazds to exceed their respective AAQS at a sensitive receptor location. With regazd to toxic air contaminant (TAC) emissions, haul truck activity and heavy equipment operations during construction of Phase lb would yield a maximum off-site individual cancer City of Mcadia Westtidd Saota Anita February 2007 . Page 11 Statement oFEnvironmental Effects and risk of 1.0 in a million, where the ma~cimum impact occurs west of the Project site. As the Project would not emit carcinogenic or toxic air contaminants that individually or cumulatively exceed the maximum individual cancer risk of ten in one million, Project-related toxic emission impacts would be less than significant. (Ibid.) Projected construction emissions associated with Phase lb would not result in any exceedances of the SCAQMD daily construcrion emission significance thresholds. As such, similar to the Project studied in the Certified EIR, Phase lb construction impacts would be less than significant. (Ibid.) • The Project studied in the Certified EIIt did not contemplate the additional export of soil required for the proposed below grade pazking. As a result, emission association with haul activity increased. However, the overall acreage of disturbance is expected to decrease from four to three acres. These changes in emissions aze also a function of changes in SCAQMD recommended methodology subsequent to completion of the Certified EIR and do not reflect a material change in the intensity of onsite construction activities. Overall, projected construction emission associated with Phase lb would not result in any exceedances of the SCAQNID daily construction emissions significance thresholds. As such, sunilar to the Project studied in the Certified EIR Phase lb construction impacts would be less than significant. (Addendum, p. 61) Oaeration Operational emissions associated with Phase lb would be within the envelope of emissions provided in the Certified E]R. Overall, projected emissions from Phase lb development would be approximately 17 percent of CO, 8 percent of NOx, 19 percent of PM~o, and 6 percent of ROC of the emissions projected in the Certified EIR for the Project. While operational emissions associated with the entire Project in 2000 were projected to exceed the SCAQMD daily significance thresholds for CO, NOX, and ROC, emissions from Phase lb would not exceed the SCAQMD daily significance thresholds for any of the analyzed pollutants. Therefore, in contrast to the analysis for the Project studied in the Certified EIR, operational emissions for Phase lb would not be significant. PMz.s ~issions were not calculated in the Certified EIR for the Project since SCAQMD only adopted standards for PMZ,S within the past few months. Thus, a comparison of PMZ.S emissions from Phase lb with those for the Project within the Certified EIR is not feasible. However, operational emissions of PMZ.S for Phase lb aze less than the new SCAQMD recommended significance threshold. In addition, cumularive operational air quality impacts would not be significant for Phase lb development, contrary to the Project studied in the Certified EIR. (Addendurn, p. 62) . L.ocalized CO emissions generated by Phase lb traffic would fall below SCAQMD thresholds. Therefore, the Project would not have potenrial to cause or contribute to a significant unpact with respect to weekday and weekend one-hour or eight-hour local CO concentrations zoo~ Page 12 Statement of Environmental Effects and due to mobile source emissions. Consequently, sensirive receptors in the azea would not be significantly affected by CO emissions. (Addendum, p. 62-63) Since Phase lb is consistent with the City of Arcadia's General Plan's growth and land use policies, Phase lb is considered consistent with the region's air quality plans. Thus, Phase lb would not conflict with or obstruct implementation of the AQMP. (Addendum, pp. 64-65) Phase 2 Impacts Similaz to the Project studied in the Certified EIR and Phases la and lb, with incorporation of mitigarion measures, construction emissions associated with buildout of Phase 2 would be less than significant. (Addendum, p. 65) Development of Phase 2 together with the emissions for Phase lb would not result in any significant impacts associated with regional emissions with tt~e excepUon of ROC (which is the same as the Certified EIR). Therefore, operational emissions would be less than significant for all other pollutants and within the envelope of envimnmental impact set forth in the Certified EIR. (Ibid) Localized CO emissions generated by Phase 2 traffic would fall below SCAQIvID thresholds. Consequenfly, sensitive receptors in the azea would not be significantly affected by CO emissions. (Ibid) 5. Cumulative Impacts There are 31 related projects identified within the general Project study area. Per SCAQMD rules and mandates and the CEQA requirement that significant impacts be mitigated to the extent feasible, related Projects would comply with SCAQMD Rule 403 requirements and implement all feasible mitigation measures to reduce air quality impacts. Thus, sixnilaz to the conclusion reached within the Certified EIR, Phase lb's overall contribution to regional air quality nnpact during short-tertn construction activities would not be cumulatively significant. (Addendum, p. 66) Development of the Project would have a less than significant cumulative air quality impact. In addition, a localized CO impact analysis was conducted for cumulative traffiC (i.e., related projects and ambient growth through 2015) and determined no local CO exceedances would occur at any of the studied intersections. Therefore, the proposed Project would not have a significant cumulative impact on localized air quality. Regarding cumulative operatio~al impacts, the Certified EIR stated, however, that cumulative development in accordance with the adopted City of Arcadia General Plan would contribute to the cumulative air quality problems in the South Coast Air Basin due to the generarion of motor vehicle traffic, resulting in a significant unavoidable adverse impact. As the air quality impacts of Phase lb and Phase 2 would also CiTy of Arcadia Wwttield Santa Anita Februery 2007 Page 13 Statement of Envuonmental Effects and Findings contribute to the cumulative air quality problems in the South Coast Air Basin, cumulative operational impacts would conservatively contribute to a significant and unavoidable impact consistent with the Certified EIR. (Addendum, p.67, Certified EIR, p. 4-36) 6. Addendum Findings The mitigation measures within the Certified EIR would be implemented and would further reduce the already less than significant construction emissions. Contrary to the analysis for the Proj ect studied within the Certified EIR, Phase lb would not exceed the thresholds set by the SCAQIvID for regional operational emissions. Overall, a'v quality impacts associated with Phase lb would be within the envelope of impacts analyzed in the Certified EII2. (Addendum, p. 69) As discussed above, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen air quality unpacts identified in the Certified EIR. In addition, the impacts of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Ibid) • C. Geology/Soils 1. Project Impacts in the Certified EIR The Certified EIR concluded that although moderate to high intensities of seismic groundshaking can be expected to occur on-site, the effects can be mitigated by conformance with the latest Uniform Building code and/or recommendations of the Structural Engineers Association of Califomia for seismically resistive design of structures. Therefore, no significant unpacts related to regional seismicity aze anticipated. (Addendum, pp. 72-73) The Certified EIR also concludes that no landslides aze present on or neaz the site of the Project. Also, there are currently no problems relating to runoff and erosion since the Project site is fully developed and would remain covered in either asphalt or building materials. Similarly, because the Project site is already graded, disruption or displacement of on-site soil would be minimal during the construction phase of the Project. In addition, on-site soils aze already compacted and covered by pavement and there is no evidence to suggest that the soils are not suitable for development. Also, due to past grading activities for the existing mall, the site is relatively flat and no impacts relating to gross slope stability are anticipated. (Addendum, p. 73) Further, as concluded in the Certified EIR, no liquefaction hazards were identified for the Project site. Although the alluvial deposits underneath the Project site may be subject to differential settlement during any intense seismic shaking, such settlement is not anticipated to occur to the degree necessary to cause much damage. (Ibid) We~eld 5anta Anita City otArcadia ~ February 2007 . Page 14 Statement of Environmental Effects and Findings In addition, the Certified EIR concluded that cumularive geotechnical impacts would be reduced to less than significant as cumulative projects adhere to mitigation measwes contained in site-specific geotechnical reports, building codes, and grading ordinances. Therefore, cumulative geotechnical impacts related to the Project aze not considered significant. With the implementarion of the mirigation measures below, any potential geotechnical impacts from the Project were concluded to be reduced to less than significant. (Ibid) 4.3.3.1. All grading operations will be conducted in conformance with " the applicable City ofArcadia Grading Ordinance and the most recent version of the Uniform Building Code (for seismic criteria). (Addendum, p. 72) 4.3.3.1. The grading and foundation plans, including foundation loads, shall be reviewed by a registered Soils Engineer. The findings and recommendations of the Soils Engineer shall be compiled in a geotechnical report and submitted to the City ofArcadia for review and approval prior to issuance of . gradingpermits. (Ibid.J 2. Phase la Impacts Phase la development is subject to strong seismic groundshaking during a seismic event. However, Phase 1 a was completed in accordance with the mitigation measures cited in the Findings for the Certified E1R. These mitigation measures include compliance with City g~ading requirements and the Uniform Building Code (IJBC) requirements as well as the recotnmendarions set forth in a specific geotechnical report prepazed by a registered Soils Engineer for the proposed development. Thus, potenrial impacts associated with strong seismic groundshaking were reduced to less than significant levels. In addition, no conditions or issues exist at the site that would contribute to the potential for landslides or liquefaction. (Addendum, p. 73-74) 3. Phase lb Impacts Approximately 200,946 cubic yards of earthwork (i.e., total soil handled and moved) would be required for the Phase lb improvements. Phase lb would be developed in accordance with the City of Arcadia's regulatory requirements regazding grading and erosion control, UBC requirements, and the recommendations set forth in a site specific geotechnical report to be prepared by a registered soils engineer for Phase lb. Compliance with the regulatory requirements, which aze also set forth as mitigation measures in the Certified E1R, would ensure that potential impacts associated with soil stability would be less than significant. (Addendum, p. 74) City of Arcadia ~ Westfield Sanffi Anita Febniazy 2007 . Page 15 Statement of Environmental Effects and Phase lb development would be subject to strong seismic groundshaking during a seismic event. Compliance with regulatory requirements described above would also ensure that potential unpacts associated with strong seismic groundshaking would be less than significant. In addirion, as described above, no condirions or issues exist at the Project site that would contribute to the potential for landslides or liquefaction. Thus, the geological implications of Phase Ib would be less than significant and would be within the envelope of impacts analyzed in the Certified EIR. (Ibic~ 4. Phase 2 Impacts Development of Phase 2 would be completed in accordance with the City of Arcadia's regulatory requirements regazding grading and erosion control, UBC requirements, and the recommendations set forth in a site specific geotechnical report to be prepazed by a registered soils engineer. Compliance with these regulatory requirements (which aze also set forth as mitigaUon measures in the Certified EIR) would ensure that potential impacts associated with soil stability and strong seismic groundshaking would be less than significant. Geological impacts of Phase 2 would be consistent with the Findings for the Certified EIR. Thus geological implications would be within the envelope of the Certified EIR. (Addendum, p. 74) 5. Cumulative Impacts Cumulative development in the area, inclusive of the retail, office, and entertainment uses proposed as part of the racetrack mall development project, would, however, increase the overall potential for exposure to seismic hazazds by potentially increasing the number of people exposed to seismic hazards. However, as with the Project studied in the Certified EIR, related projects would be subject to established guidelines and regulaUons pertaining to seismic hazards. As such, adherence to applicable building regulations and standazd engineering practices would ensure that cumulative impacts would be less than significant. (Addendum, p. 75) 6. Addendum Findings Phase lb would not produce new or substantially worsen geological impacts. Consistent with the Findings for the Certified EIl2, geological impacts would be reduced to les~ than significant levels with the incorporation of mitigation measures identified in the Certified EIR for the Project studied in the Certified EIR. No new mitigation measures would be required. Therefore, geological implications of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendurn, pp. 75-7~ Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen geological impacts. With incorporation of the mitigarion measures, or Page 16 Statement of Environmental Effects and Phase 2's impacts on geology would also be reduced to ]ess than significant and would be within the envelope of impacts analyzed in the Certified EIR. (Ibid) D. Land Use/Planning 1. Project Impacts The Certified EIR concluded that since the ProjecYs proposed uses aze consistent with the existing commercial uses at the Project site, no potential land use impacts are associated with the Project. In addition, since the existing uses and the Project consist of an enclosed mall, no significant land use impacts related to the existing pazldng azea aze anticipated. Further, the proposed restaurant within the northerly restaurant pad is likely to be enclosed and would limit potential odor related impacts from the racetrack stables. In addition, Project-related traffic and noise impacts would be mitigated to a level of below significance. Therefore, the Project is considered environxnentally compatible with the surrounding land uses. Further, the Santa Anita Racetrack is not considered a sensitive land use and would not be significantly impacted by the Project. Regarding potential impacts to existing residences from the proposed commercial uses, an existing six- to eight-foot landscaped berm along Baldwin Avenue would reduce any potential ]and use compatibility unpacts. As a result no significant impacts are anticipated. (Addendum, p. 79) Regazding the potential "worst-case" scenario of construction within 350 feet of existing residences at the site's eastem border, these units aze separated from the proposed expansion azea by West Huntington Drive, an eight-lane divided highway with a landscaped median. ' As a result, it is unlikely that adjacent residents would perceive any increases in noise, light and glaze, or on-site acrivity. Therefore, no land use compatibility impacts aze anticipated. (Ibid) 'Tbe Project is consistent with all the elements of the Generai Plan, with the exception of the Air Quality Element. Air quality impacts are further discussed in these findings. The Project is also consistent with most of the policies of the Regional Comprehensive Plan and Guide ("RCPG") adopted by the Southern California Association of Governments ("SCAG'~. Further, the Project fully complies with or meets the intent of the majority of SCAG's ancillary/advisory policies and is consistent with SCAG's employment forecasts for the City of Arcadia Therefore, no signiScant impacts with regazd to consistency with land use policies and plans are anricipated. (Addendum, pp. 79-80) In addition, the Project, along with related projects in the surrounding azea, has already been anticipated and is included in the Arcadia General Plan. In addition, the Project 'site is considered appropriate for the proposed expansion due to the commercial nature of the surrounding azea to the north and east. In addition, none of the cumulative projects would require the disruption or division of the physical arrangement of an existing community. As such, cumulative land use impacts aze not considered significant. With the implementarion of City of Arcadia Wes[tield Santa Mite FeMvary 2007 ~ Page 17 Statement of Environmenta] Effects and Findings the mitigation measure below, any potential impacts to land use and/or planning would be reduced to less than significant. (Addendum, p. 80) 4.4.3.1: The Project shall be designed in accordance with all relevqnt development standards and regulations set forth in the Zoning Ordinance, City Council Ordinance 1425 and Resolution 4185, as amended. (Addendum, p. 79.) 2, Phase la Impacts Phase la consisted of the expansion of Westfield Santa Anita by 255,943 square feet of new GLA, adjacent to existing buildings and within the building envelope considered in the Certified EIR. New uses for Phase la (e.g., restaurant, multiplex theatre, specialty stores) complement and support the commercial uses that were akeady.established. In addition, Phase la did not result in any significant impacts associated with traffic, noise, air quality, hazards or viewsheds. Therefore, Phase la is compatible with existing uses on the site and in the vicinity and does not divide an established community. Land use comparibility impacts associated with Phase la were less than significant. (Addendum, p. 80) Phase la is consistent with the land use and planning regulations set forth for the site, including the site's G2 zoning and Commercial General Plan land use designation. In addition, the Phase la improvements were implemented in accordance with the "D" Zoning overlay for the site and the land use mitigation measure above, both of which require compliance with the standards set forth in Resolution No. 6199. With regard to the "H8" Zoning overlay for the site, the building heights within Phase la are lower than the maximum 85-foot height limit set forth by this overlay zone. (Ibid) Since the Project studied in the Certified EIR was demonstrated to be consistent with relevant SCAG polices, and Phase la.is consistent with the development expectations of the Project studied in the Certified EIR, then Phase la is also consistent with the relevant SCAG policies. (Addendum, p. 80-81) 3. Phase lb Impacts Phase lb improvements would be developed adjacent to existing buildings and within the building envelope considered in the Certified EIR. The uses within Phase Ib (e.g.,'retail, specialty stores, etc.) would be similar to or would complement the oommercial uses that aze already established within the site. Wide roadways, landscaped berms, pazking, and topographical changes would substantively sepazate the Phase lb uses within the site from the residential uses within the vicinity. In addition, the proposed Phase lb improvements would be separated from the Racetrack and associated pazking uses by the existing shopping center structures. Phase lb would not result in any significant unpacts associated with traffic, noise, air quality, hazazds or viewsheds. Thus, the Phase lb uses would be compatible with e~cisting uses zoo~ Page 18 Statement of Environmental Effects and in the Project vicinity and would not divide an established community. Therefore, land use compatibility impacts of Phase lb would be less than significant. (Addendum, p. 81) The retail and restaurant uses within Phase lb would be consistent with uses permitted under the site's underlying G2 zoning. In addition, the Phase lb improvements would comply with the "D" Zoning overlay for the site and the land use mitigation measure above, both of which require compliance with the standards set forth in Resolution No. 6199. Phase lb would also be developed in accordance with the Design Guidelines set forth by Resolution 6199. With regazd to the "H8" Zoning overlay for the site, the building heights within Phase lb would be much lower than the maximum 85-foot height limit set forth by this overlay zone. (Addendum, p. 81-82) Relative to consistency with the City of Arcadia General Plan, the proposed uses (e.g., retail, specialty stores, etc.) would be consistent with the uses set forth for the Commercial land use designation of the site. In addition, with the proposed Phase lb improvements, the FAR within the site would remain below the permitted FAR of 0.50. When the total amount of development allowed on the site per the Certified EIIt is divided by the size of the site in square feet, the FAR for the site is 0.44, under the permitted 0.5 FAR. (Addendum, p. 82) With regard to consistency with regional plans, Phase lb generally supports the relevant policies set forth in SCAG's Regional Comprehensive Plan and Guide. Phase Ib would also be consistent with SCAG's Regional Comprehensive Plan and Guide as the uses would be consistent with those evaluated in the EIR and would represent only a portion of the floor azea and building envelopes evaluated in the Certified EIR. In addition, Phase Ib development would support those policies regazding economic viability, infill development and redevelopment. Thus, impacts of Phase lb associated with consistency with regional plans would be less than significant. (Ibid) 4. Phase 2 Impacts Phase 2 would include up to approximately 229,057 squaze feet of GLA within Building Area C and the freestanding azeas of Building Area A and Building Area B. The uses proposed for Phase 2(e.g., retail, cinema, restaurant, etc.) would be consistent with the uses set forth for the Commercial land use designation of the site. (Ibid) Phase 2 would also be subject to the mitigation measure described above, the zoning standazds and design guidelines set forth for the site by the Municipal Code (including Ordinance 2135 and Ordinance 2136), as well as Resolution 6199. As Phase 2 would be required to undergo the azchitectural design review process, it is expected that the development of Phase 2 would occur in accordance with applicable standards, guidelines, and regulations. Consistent with the Findings for the Certified EIl2, the land use impacts of Phase 2 would also be less than City otAread~a Wes~dd Sanm Anita February 2007 - Page 19 Statement of Environmental Effects and Findings significant. Overall, land use implicarions of Phase 2 would be within the envelope of impacts analyzed in the Certified EIIt. (Addendum, p. 82-83) , 5. Cumulative Impacts The racetrack mall development project, the closest related project to the Westfield site, would require the rezoning on certain portions of the site from R-1 and S-1 to R-1 (Residential), S-1 (Special Use/Horse Racing) and CE (Commercial Entertainment). The General Plan designation for the southerly Racetrack pazking lot site sets forth a number of compliance standards for new development, including, among others, retention of live horse racing at the Racetrack, preservation of the existing ~'andstand structure, land use compatibility with surrounding uses, respect for the architectural and cultural heritage represented by exisring Racetrack buildings, phasing of development, and protection of public views of Racetrack grandstands. Other cumulative growth in the City of Arcadia would generally be limited to the expansion of existing uses on the same site and would be subject to existing land use regulations and controls (i.e., zoning, General Plan designations, etc.). Assuming compliance with all applicable standards, it is anticipated that cumulaUve growth would be consistent with the City's General Plan and other land use regularions, and thus, cumulative unpacts with regard to land use consistency would be less than significant. (Addendum, p. 83) 6. Addendum Findings Phase lb would not produce any new or substantially worsen land use impacts. Consistent with the Findings for the Certified EIR, Phase lb impacts with regazd to land use and planning would be less than significant with incorporation of the mitigation measure. No new mitigarion measures would be required. Therefore, land use implications of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 8~ Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen land use impacts. With incorporation of the mitigation measure, Phase 2's impacts on land use would also be less than significant and would be within the envelope of unpacts analyzed in the Certified E1R. (Ibid) E. Noise 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that, with implementation of the mirigation measure below, construction noise would be con£med to the daytime hours of lesser noise sensitivity by construction permit conditions. Demolition and new construction noise would be largely masked by existing traffic noise and blocked by much of the existing buildings, such that Page 20 Shtement of Environmental Effects and Findings temporary construcrion activity impacts, even during maximum noise generation, would be less than significant. Therefore, with implementa6on of the mitigation measure, construction noise impacts would be reduced to a level of insignificance: (Addendum, p. 8~ 4.5.3.1 Construction activities are prohibited between the hours of 7 P.1~t. and 7 A.Nt. Monday through Saturday. (Draft EIR, p. 4-87.) Construction is prohibited on Sundays and holidays, unless authorized by the Building D~cial. ~ For operational noise, the Findings for the Certified EIR concluded that off-site traffic noise would only be increased by 0.4 decibels, which is undetectable by humans. ConsequenUy, traffic associated with the shopping center expansion would not perceptibly change the noise environment. Operational noise impacts would be less than significant. (Ibid) 2. Phase la Impacts As development of Phase 1 a implemented the mitigation measure listed above from the Certified EII2, construction noise was confined to the daytime hours of lesser noise sensitivity by construction pettrtit conditions. In addition, demolition and new construcfion noise was lazgely masked by existing traffic noise and blocked by much of the existing buildings, such that temporary construction acrivity impacts were less than significant. (Addendum, p. 89) Commercial activity associated with Phase la is similaz to that associated with uses already on the site and includes retail deliveries, retail trash collecrion, customer loading, and. pazking. The Phase 1 a improvements aze located within the northeastern portion of the site. Thus, commercial activity from Phase la is generally buffered from residential uses along Baldwin Avenue and along portions of Huntington Drive by other existing on-site commercial structures. In addition, the Phase 1 a improvements aze located at a sufficient distance from these uses such that local roadway noise along Baldwin Avenue and West Huntington Drive remain the predominant noise source for residential uses west and south of the Project site. No significant changes in ambient noise levels for neazby sensitive receptors occurred as a result of on-site commercial retail uses associated with Phase la. (Ibid) 3. Phase lb Impacts Construction Peak construction noise levels for most of the equipment that would be used during Phase lb construction would range from 70 to 95 dBA at a distance of 50 feet from the source. The average (L~) noise level generated by construction activity would generally range from 77 to 86 dBA at a distance of 50 feet. As traffic noise levels along Baldwin Avenue aze approximately 68 dBA CNEL, construcfion noise levels could increase ambient noise levels west of the site by approximately 2.4 dBA CNEL. However, receptors to the west across Baldwin Avenue would CltyofArcadia ~ ~ WestfiddSantaAnfta February 2007 Page 21 Statement of Environmental Effecu and Findings also receive some additional noise attenuation from the berm located along Baldwin Avenue, and construction noise levels would likely only be intermittently noticeable given that Baldwin Avenue is a heavily traveled five-lane divided highway with a landscaped median. For residential uses along West Hunrington Drive, ambient noise levels to the south may only increase by approximately 1.4 dBA CNEL given the distance attenuation. Construction noise levels to the north neaz the horse stables located at Santa Anita Racetrack would be a maximum of 59 dBA L~ and below the measured ambient noise level of 61.1 dBA L~ at the stables. (Addendum, p. 91-92) Typical construction noise levels at receptor ]ocations would realistically be less than projected since the noisiest equipment would not be used continuously. Construction contractors for Phase lb would also be required to implement responsible construction management practices such as temporary sound barriers or mufflers to reduce noise impacts. Phase lb would be constructed in compliance with the mitigation measure above regazding construction hours of operation, and as such, construction noise impacts would be less than significant. (Addendum, p. 92) While no noise sensitive uses aze located in the Project site, customers may expenence temporary short term consttuction noise while entering the exiting the shopping center. As the customers are not considered sensitive receptor, no mitigation measures are required. However, the Project applicant would implement measures as necessary (e.g. temporary barriers) to reduce construction noise levels and maintain a pleasant shopping experience. (Ibid.) Oaeration , Outdoor operarional activities associated with Phase lb would be similaz to existing commercial retail uses, on the Project site and would include retail deliveries, retail trash collection, customer loading, and pazking. Much of the commercial activity associated with Phase lb would be buffered from nearby residential uses by exisring topography (particulazly along Baldwin Avenue due to the existing berm), mature landscaping within the adjacent roadway medians and along the adjacent roadways, and to some extent by existing structures. In addition, the proposed uses would be located at a sufficient distance from the residenrial uses such that local roadway noise would remain the predominant noise source in the Project azea. Thus, none of the thresholds of significance would be exceeded as no significant changes in ambient noise levels for nearby sensitive receptors would occur as a result of on-site commercial retail uses associated with Phase lb. (Addendum, p. 92) The outdoor space proposed as part of Phase lb would be located within the central interior portion of the Phase lb improvements, with the majority of the outdoor space surrounded on all sides by the new buildings. This outdoor space may include an outdoor paging system and outdoor cafe and restaurant seating with amplified music. The average (Leq) noise level genera4ed by outdoor azea activity (including atriplified sound) would be 52 dBA Ley (1-hour) at Westfield Santa Anita CityofArcedia ~ , ~ - Febivary 2007 - Page 22 Statement of Environmental Effects and 300 feet and 49 dBA Leq (1-hour) at 400 feet. Thus, noise levels along Baldwin Avenue and West Huntington Drive at sensitive receptors would be less than the 55 dBA Leq noise' level established in Section 46103 of the Arcadia Municipal Code for amplified sound. In addition, the variation in the topography and proposed heights of the Phase lb buildings would result in additional attenuation from intervening structures. (Addendum, pp. 92-93) The maximum traffic noise level increase associated with traffic from Phase lb would be along roadways adjacent to the Project site. The noise level increase would be 0.1 dBA along Huntington Drive and Baldwin Avenue. By way of reference, a 1 dBA increase in noise level is an almost unperceptible increase even under laboratory conditions. Overall, traffic associated with the Phase lb would not perceptibly change the noise environment and would result in a less than significant impact. (Ibid) Vibration Ground-bome vibration for Phase lb would be generated primarily during the site clearing, excavation, and grading processes when heauy materials are moved. The peak particle velocity (PPV) from bulldozer and heavy truck operations is shown to be 0.089 PPV and 0.076 PPV, respectively, at a distance of 25 feet. . The majority of construction activity would be further than 300 feet from the neazest sensitive receptor and well below the Federal Transit Administration (FTA) established PPV tlueshold of 0.2 inch per second. The distance to horse stables located at Santa Anita Racetrack is approximately 1,300 feet. At this distance vibration levels would be even lower and well below the FTA established PPV threshold. Excavation for the pazking structure would be conducted using excavators which do not generate substantial vibration levels. In addition, no pile driving activities would be required during construction of the proposed structures. (Addendum, p .94J Post-conshvction on-site activities would be limited to commercial uses that would not generate excessive groundborne noise or vibration. As such, potential vibration impacts associated with Phase lb would be less than significant, and no mitigation measures aze necessary. (Ibid) 4. Phase 2 Impacts Construction noise at sensitive receptors resulting from construction of Phase 2 would be buffered by existing topography (particularly along Baldwin Avenue due to the existing berm), mature landscaping within the adjacent roadway medians and along the adjacent roadways, and existing structures. In addition, the construction of such future uses would be located at a sufficient distance from the residential uses such that locai roadway noise would remain the predominant noise source in the Proj ect area. Thus, temporary conshuction activity noise levels would only be intermittently noticeable to nearby residential uses. In addition, as with the Certified EIR, future development of the remaining entitlement would be subject to the adopted City of Arcadia W esKeld Sadtn Anita February 2007 Page 23 Statement of Environmental Effects and Findings mitigation measures. As a result, construction noise impacts associated with development of Phase 2 would be less than significant. (Addendum, p. 94) Noise from commercial activity of Phase 2 would be buffered from nearby residential uses by existing topography (particulazly along Baldwin Avenue due to the existing berm), mature landscaping within the roadway medians and along the adjacent roadways, and likely by existing structures. In addition, the proposed uses would be located at a sufficient distance from the residential uses such that local roadway noise would remain the predominant noise source in the Project area. No significant changes in ambient noise levels for neazby sensitive receptors would occur as a result of on-site commercial uses associated with development of Phase 2. (Addendum, pp. 94-95) The maacimum traffic noise level increase associated with Phase 2 would be "along roadways adjacent to the Project site. The ma~cimum noise level increase would be 0.1 dBA and 03 dBA along Huntington Drive and Baldwin Avenue, respectively. As with the findings of the Certified EIR, traffic associated with Phase 2 would not perceptibly change the noise environment and would result in a less than significant impact. (Addendum, p. 95) Regazding potential vibration impacts, it is anricipated that the equipment to be used during construction of Phase 2 would not cause excessive groundborne noise or vibration. ~ Post- construction on-site activities would be lunited to commercial uses that would not generate excessive groundbome noise or vibration. As such, potential impacts associated with the Phase 2 improvements would be less than significant, and no mitigation measures are necessary. (Addendum, p. 95J . 5. Cumulative Impacts , With the exceprion of the senior housing development on Huntington Drive and the racetrack mall development project, the related projects are located at a distance from the site that would preclude cumulative impacts associated with construction and on-site operational noise levels. The proposed senior housing development is located to the south of the Westfield Santa Anita site, across Huntington Drive, an eight lane roadway that includes a median with mature landscaping as well as landscaping on either side of the roadway. In addition, the Phase lb improvements would b8located within the southwest portion of the Westfield Santa Anita site and, thus, would be separated from uses proposed within the racetrack mall development project by existing buildings and surface parking azeas. While the construcrion of the racetrack mall development project may haue some overlap with the Phase lb unprovements, construction acrivities would be sufficiently physically sepazated by distance and intervening structures, both of which would limit the potential for any combined effect. Thus, noise levels from the combined constrvction sites would not be substanrially different Wan noise levels associated with each individual construction site. The Phase lb noise level is substantially less than ambient conditions and would increase the construcrion noise level from the racetrack mall development ~ We~eld Santa Anita City of Arcadia , February 2007 Page 24 Statement of Environmental Effects project by 0.1 dBA (i.e., from 74.0 dBA to 74.1 dBA), and the potential for any cumulative effect would not be substantially different than project construction noise levels identified for Phase lb improvements or the racetrack mall development project. Other projects within the viciniTy (e.g., Methodist Hospital Master Plan and the recreational community center) aze located even further away than the racetrack mall development project and Phase lb consh-uction noise would conh-ibute even less to the combined noise levels. Thus, the Project would not contribute to significant cumulative construction noise impacts. (Addendum, p. 97) Noise levels associated with operation of Phase lb would be similaz to existing noise levels and would be buffered from sensitive residential uses by topography (particularly along Baldwin Avenue) and mature landscaping along adjacent roadways and within the roadway medians. In addirion, the proposed uses within Westfield Santa Anita would be located at a sufficient distance from the residential uses and the senior housing development such that local roadway noise would remain the predominant noise source in the Project area The racetrack mall development project would be reviewed by the City and would be required to comply with applicable noise standards for construction and operation of the new shopping center. Assuming compliance with these standards, cumulative noise impacts from the related projects including the racetrack mall development project, if approved, together with the Westfield Project, would be less than significant. (Ibid) With regazd to cumulative mobile noise irnpacts, the ma~cimum tra~c noise level increase associated with cumulafive traffic would be along roadways near the Project site. The maximum cumulative noise level increase (i.e., Existing (2005) conditions compared with the Cumulative Base (2015) with the Phase 2 improvements conditions) would be 1.6 dBA and would occur along segments of Huntington Drive. Consistent with the findings of the Certified EIR, traffic noise associated with cumulative traffic would not be perceptible and would be less than the 3.0 dBA significance threshold at all roadway segments analyzed. Therefore, cumulative traffic noise impacts would be less than significant. (Addendum, p. 98) 6. Addendum ~ndings With incorporation of the mitigation measure, noise impacts associated with construction activities would be less than significant. In addition, as demonstrated above, noise levels associated with operation of the proposed Project would be less than significant and no mitigation measures would be required. Consistent with the Findings for the Certified EIR, Phase lb would not result in new or substantially worsen noise unpacts. Therefore, noise unpacts of Phase lb would be within the envelope of environmental unpacts evaluated in the Certified EIR for the Project. (Ibid.) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen noise impacts. With incorporation of the mitigation measure, Phase City of Mradia ~ West(ield Senh Anita Febnary 2007 . Page 25 , Statement of Env'uonmental Effects and Findings 2's noise impacts would also be reduced to less than significant and would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) " F. Public Services Fire Protectiou Services 1. Project Impacts iu the Certiiied EIR The Findings for the Certified EIR concluded that pazamedic response times and service would remain within the standazds in the Project azea even with implementation of the Project. Compliance with fire protection design standards would ensure that future development within the area does not inhibit the ability of fire protection or pazamedic crews to respond at optimum levels. Therefore, Project impacts on fire services would be ]ess than significant. With regard to cumulative impacts, the Findings stated that the need for additional personnel and materials would be reviewed periodically as cumulative development occurs. Implementarion of the mitigation measure below wonld assist the City in meeting cumulaUve growth-driven demands for fire protecrion services and would offset any significant cumulative impacts related to the Project. (Addendum, p. 101) 4.6.1.1 The Project Applicant shall comply with all applicable City of Arcadia codes, ordinances, and standard conditions regarding fire prevention and suppression measures, relating to water improvement plans, fire hydrants, automatic fire extinguishing systems, fire flows, fire access, access gates, combustible construction, water availability, fire sprinkler system, etc. (Addendum, pp. 100-101) 2. Phase la Impacts Phase la, which resulted in an increase in commercial uses and on-site occupancy, has increased the demand for fire protection services at the site. A lazge portion of the inirial increase in demand for fire protection services that occurred during the time leading up to and after Phase la opened in October 2004 was associated with false alarms and the need for inspecrions as new stores were opened. In addition, Westfield modified its intemal operational practices at the shopping center to address the increase in calls associated with false alanns by: (i) replacing its fire/life safety contractor with Cal Protection, which is implementing a new, comprehensive fire/life safety program at Westfield Santa Anita; (2) creating a dedicated Facilities ManagemenUProperty Management professional position at the site whose responsibilities include focusing on fire/life safety systems and increased coordination with 4he Fire Department; and (3) modifying its procedures to proactively address false alanns during construction. As part of its responsibiliUes, Cal Protection inspects the fire alann systems and zoo~ sa~ Page z6 Statement of Environmental Effects public announcement voice evacuation system annually, inspects ttte fire sprinkler system four tunes each year, and inspects the fire sprinkler pump annually. (Addendum, pp1 DI-102) Phase la was constructed and is operated in accordance with the applicable City of Arcadia codes, ordinances, and standard conditions regazding fire prevention and suppr~ssion measures pursuant to the mitigarion measure identified in the Certified EIR. In addition, the Applicant has coordinated with the City to ensure that adequate fire access is provided throughout the shopping center. Impacts on fire protection services have been reduced to less than significant levels with incorporation of the mitigation measure and further reduced with the enhancements discussed above. (Addendum, p. 102) 3. Phase lb Impacts None of the 'commercial uses (e.g., retail, specialty stores, etc.) proposed for Phase lb would substantially alter the type of fire impacts on the Project site. The typical range of fire service calls expected to be generated by Phase lb uses would be typical of those geneiated for commercial uses, including structure fires, gazbage bin fires, vehicle fires, and electrical fires. (lbid.) Phase lb is anticipated to increase the demand for fire protection services and tvould contribute to a cumulative increase in the demand for fire protection services. The increase in demand for fire protection services would include increased station and equipment maintenance, training, fire inspection, as well as emergency responses. T'he increased demand for fire protection services may also affect response times when simultaneous calls from adjacent agencies in need of a unit occur. (Ibid.) Phase lb.would generate an estimated 15 incremental annual calls for service, resulting in an increased demand for 0.19 full-time equivalent (FTE) fire$ghters per year with an associated annual cost of approximately $20,892. Phase lb would generate approximately $543,000 in annual tax revenues, or nearly 12 times the incremental costs for both fire and police personnel generated by Phase lb. While the Project would also generate the need for inspector staff time for plan checks and construction inspections, as aclrnowledged by the City, payment of the fire inspection fees required by the City of Arcadia would cover the costs associated with these inspector activities in their entirety. Furthermore, Phase lb would be required to comply with . applicable City of Arcadia codes, ordinances and standazd conditions regazding fire prevenrion and suppression measures. Mitigation measure adopted in the Findings for the Certified EIR and the following new mitigation measure would also be implemented. (Addendum, pp. 102-10~ • The City will annually review fire response times and will commit sufficient funding from project generated tax revenues to provide sufficient staffing to maintain the City's standard response times. (Addendum, p. 10~ . CiTy otArcadfa Wmtfidd Santa Anita Febniery 2007 Page 27 Statement of Envuonmental Effects and Findings With implementation of these mitigation measures, Phase lb impacts on fire protection services would be reduced to less than significant levels. 4. Phase 2 Impacts Phase 2 would not propose uses that would substantially alter the types of fire unpacts on the Project site. Due to the introduction of additional commercial uses at Westfield Santa Anita, Phase 2 is anticipated to increase the demand for fire protection services. Phase 2 would also be required to implement the mitigation measure adopted in the Findings for the Certified EIR, as well as the new mitigation measure identified above. Similaz to the Phase lb improvements, new commercial uses proposed as part of Phase 2 would also generate municipal revenue that would cover the costs associated with the incremental demand for fire protection services generated by the Phase 2 uses. As such, fire protection service impacts of Phase 2 would be less than significant and, thus, would be consistent with the Findings for the Certified EIR. (Addendum, p. 104) 5. Cumulative Impacts Related projects in the project vicinity, in conjuncrion with development of Phase lb and buildout of Phase 2, would cumularively increase the demand for fire protection services. As with the proposed Project, each of the related projects would be required to comply with applicable City of Arcadia codes, ordinances and standazd conditions regazding fire prevention and suppression measures. In addition, related projects would be subject to discretionary r~view on an individual basis to determine appropriate mitigation measures for reducing impacts on fire protection services. Furthermore, the need for additional fire protection services associated with cumularive growth may be addressed through the City's annual budgeting process and capital improvement programs, should the City of Arcadia determine that service improvements are necessary. Provided that personnel and facilities aze expanded to meet additional service demands, cumulative impacts on fire protection services would be less than significant. In addition, wiffi implementation of the proposed miugarion measures, Phase lb and Phase 2 would not contribute to a cumulatiyely considerable impact. (Addendum, p. 1OS) 6. Addendum Findings Based on the discussion above, with incorporation of the mitigation measures together with the revenue generated by Phase lb that would off-set the incremental costs for fire protecrion generated by Phase lb uses, impacts to fire protection services would be reduced to less than significant levels. Consistent with the Findings for the Certified EIR, Phase lb would not result in new or substantially worsen fire protecrion impacts. Therefore, fire protection service impacts of Phase lb would be within the envelope of environmental impacts analyzed in the Certified E1R. (Addendum, p. 10~ of Anita Page 2s Statement of Environmental Effects and Fjndings Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on fire protection services. With incorporation of the mitigation measures together with the revenue generated by Phase 2 that would off-set the incremental costs for fire protection generated by Phase 2 uses, Phase 2's unpacts on fire protection services would be reduced to less than significant levels and would be within the envelope of environmental impacts analyzed in the Certified EIR. (Ibid.) Police Services 1. Project Impacts in the Certified EIR T'he Findings for the Certified EIlZ concluded that potential concems with regard to security of the pazking structure would be mi6gated. With implementation of the mitigation measures below, all potential Project-related police impacts would be reduced to a level below significance. The Findings for the Certified EIl2 also concluded that to the extent that police deparhnent resources are expanded in an efficient manner in accordance with growth trends, no significant cumulative impacts related to police protecrion services are anticipated. (Addendum, p.108) 4.6.2.1 The parking structure(s) shall be designed to create an open . environment mciximizing vertical space, lighting and ingress/egress to the structure. (Ibid.) 4.6.2.2 A security plan shall be submitted to and approved by the Arcadia Police Department prior to the issuance of the Certificate of Occupancy for any structures including the parking structure(s). (Ibid.) 2. Phase la Impacts Phase la, which opened in October 2004, generated a need for additional police protection services at Westfield Santa Anita. Based on recent data, calls for police service volumes are higher than calls for service volumes prior to opening of Phase la. In addition, the Police Depaztment has also stated that additional calls and reports generated have increased the workload for the current detective bureau. (Ibid.) The Phase la pazking facility was constructed pursuant to the mitigation measures cited in the Findings for the Certified EIR. As part of these mitigation measures, a security plan was submitted and approved by the Police Chief. As part of the security plan and in coordination with the City of Arcadia, the number of on-site security officers patrolling the site has been increased, and a closed circuit television (CCT~ system has been installed throughout the site. In addition, "Code Blue" emergency call stations within the pazking structures have been implemented for the parking garage azea This new surveillance system together with emergency City of Aradia Febniary 2007 WaMeld Santa Anita Page 29 Statement of Environmental Effects and Findings phone access has greatly enhanced security at the site. Recently, in cooperation with the Arcadia Police Department, cameras were installed at all entrances to the center. Westfield has also eannazked funds for a license plate identificarion program to be implemented by the Police Department. In addition, supplemental security was implemented to specifically address special events at the AMC Theatre and the operarion of Dave and Busters. (Addendum, pp. 108-109) With compliance with the mitigation measures set forth in the Certified EIIZ as well as additional security features described above that have been implemented by Westfield, impacts on police service as a result of Phase 1 a were reduced to less than significant levels. (Addendum, p. 109) 3. Phase lb Impacts As Phase lb would increase the number of visitors, patrons, and employees on-site, the demand for police protection services would increase. (Addendum, p. ]09) Phase lb would generate an esrimated 187 incremental annual calls for service, resulting in an increase in the demand for 0.16 ful]-time equivalent (FTE) police officers per yeaz and 0.06 FTE detectives per year with an associated combined annual cost of $23,188. Phase lb would generate approximately $543,000 in annual tax revenues, or nearly 12 times the incremental costs for both fire and police protection personnel generated by Phase lb. (Addendum, pp. 109-I10) ~ In addirion, as part of the Project and at the request of the Police Department, the proposed underground pazking facility would be equipped with a radio antenna system to boost and ensure effective radio communications by patrol officers through both the police unit radio and the patrol officer's portable radio system. Furthermore, the Applicant would continue to implement a variety of ineasures intended to improve its on-site security, including utilization of off-duty police officers from local and neighboring jurisdictions to supplement existing center security. (Addendurn, p. 110) The Phase lb improvements would also implement the rnitigarion measures identified in the Certified EIR regazding the Project, as well as the new mitigation measure provided below regarding funding to maintain standard response tunes. • The City will annually review police response tnnes and will commit sufficient funding from project generated tax revenues to provide sufficient staffing to maintain the City's response times. (Addendum, p. 112) . Implementation of these mitigation measures together with the existing and praposed security features on-site would reduce impacts on police protecrion to less than significant levels. . (Addendum, p. 110 - WesHield Saota Anita City ot Arcadia Febrvary 2007 . , Page 30 Statement of Environmental Effects and 4. Phase 2 Impacts As Phase 2 would increase the number of visitors, patrons, and employees on-site, the demand for police protection services would increase. However, Phase 2 would also be required to implement the mitigation measures cited in the Findings for the Certified EIR, which include incorporating design features to enhance on-site security, as wel] as the mitigation measure provided above regarding funding to maintain standard response times. Similar to the Phase Ib improvements, new commercial uses proposed as part of Phase 2 would also generate considerable municipal revenue that would be sufficient to cover the costs associated with the incremental demand for police protection services generated by the Phase 2 uses. As such, police protection impacts associated with Phase 2 would be less than significant and would be consistent with the Findings for the Certified EIR. (Addendum, pp. 110-I11) 5. Cumulative Impacts Related projects in the project vicinity identified in conjunction with development of Phase lb and buildout of Phase 2, would cumulatively increase the demand for police protection services. Related projects would be evaluated on an individual basis to determine appropriate mitigation measures for reducing impacts to police protection services. In addition, the cost of additional police personnel and equipment would be offset by any increased revenue that may be generated by the Westfield Project and related projects. Furthermore, the need for additional police protection associated with cumulative growth may be addressed through the City's ~nnual budgeting process and capital improvement programs should the City of Arcadia detemune that service improvements aze necessary. In addition, with implementa6on of the proposed mitigation measures, Phase lb and Phase 2 would not contribute to a cumularively considerable unpact. (Addendum, p. 111) 6. Addendum Findings • With implementation of the mitigafion measures identified in the Certified EIR as well as a mitigarion measure provided above, together with the revenue generated by Phase lb that would offset the incremental costs for police protection generated by Phase lb uses, unpacts to police protection services would be reduced to less than significant. As such, Phase lb would not produce new or substantially worsen impacts with regazd to police protection. Therefore, police protection impacts of Phase lb would be within the envelope of environmenta] impacts analyzed in the Certified EIR. . (Addendum, p. 112) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on police protection services. With incorporarion of the mitigation measures identified in the Certified EIR as well as the mitigarion measure provided above, together with the revenue generated by Phase 2 that would offset the incremental costs for City of Arndla Westfield Santa Anita February 2007 Page 31 Statement of Environmental Effects and Findings police protection generated by Phase 2 uses, Phase 2's impacts on police protecfion services would also be reduced to less than significant and would be within the envelope of environmental impacts analyzed in the Certified EIIt. (Ibid.) G. Transportation/Traffic 1: Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that with implementation of the Project mitigation measures, each of the analyzed intersecrions would operate at background levels of service (i.e., Certified EIR base yeaz 2000 without the Project) or better in 2002 and 2015. The intersecrion of Huntington Drive and Rosemead Boulevard would operate, as it did during the Certified EIR base yeaz of 2000, at an unacceptable level of service with or without the Project. All other intersections in the 2002 condition would operate at acceptable levels of service with Project specific improvements. Therefore, Project specific impacts would be mitigated to a level below significance. (Addendum, pp. 124-125) Except for Huntington Drive and Rosemead Boulevard, cumulative intersection impacts would be mitigated to a less than significant level through Project mitigation measures. Intersection deficiencies at Huntington Drive and Rosemead Boulevard are due to cumularive background growth and not the Project. The conditions at this intersection would essentially be the same with or without the Project. Therefore, the Project's conh-ibution to the significant cumulafive traffic impacts would not be significant with implementation of the following mitigation measures. (Addendum, p. 125) 4.73.1. In order to mitigate the traffic problems, there are rivo means by which traffic mitigations may be paid: a. The Project applicant shall participate in area wide traffc improvements by participating in the City of Arcadia Tra~c Impact Fee Program, if adopted by the City of Arcadia. The Project applicant shall be entitled to credit against this Fee Program for the costs of Project funded of}=site circulation improvements, to the extent that such improvements provide • circulation capacity in excess of the capacity required to serve traffc generated by the Project; or b. If the City of Arcadia has not adopted a Tra,f,~c Impact Fee Program by the time building permits are issued for the Project, the Project shall participate in the area wide tra~c improvements identified in the City's Transportation Master Plan, as adopted, on a pro rata `fair share" basis (i.e., "nexus" formula). A nexus based formula would ensure that the Project fully compensates for its share of the cost of improvements to roadways within or near Page 32 Statement of Envuonmental Effects and Findings the study area that may be impacted by the Project. A nexus study to determine ' fair share " responsibility shal! be completed by the Project Applicant at the time engineering plans are initiated for the roadway improvement. A nexus based formula would ensure that the Project fully compensates for its share of the cost of "new" capaciry that must be provided at various locations. (Addendum, p. 111) 4.7.3.2. The Project Applicant shall be required to complete or bond for the cost of engineering and construction for the following improvements prior to issuance of Building Permits within Phase 1(up to 400,000 square feet GLA). If an improvement is identif ed in the City's adopted Transportation Master Plan, the City may require that the applicant provide the City with the cost of said improvement(s) rather than construct the improvement(s). The funding provided shall be used to construct the improvement identif:ed in the Transportation Master Plan. The Project specific improvements are as follows: a. Foothill Boulevard @ Baldwin Avenue (Y~ Add a separate right turn lane on the northbound approach. b. I210 EB Ramps @ Baldwin Avenue Restripe eastbound approach jor a separate left turn lane, an optional left or right lane and an exclusive right turn lane. Caltrans may decide to retain the through movement option from the center lane. c. Huntington Drive @ Rosemead Boulevard Provide a separate right turn lane on northbound and eastbound approach by restriping and modify the tra~c signals to accommodate the new right turn lanes, if necessary. Detailed striping and signal plans shall be prepared and submitted to the County of Los Angeles Department of Public Works for review and approval. (Addendum, pp. 121-112) 4.7.3.3. The Project Applicant shall be required to complete or bond for the cost of engineering and construction for the following improvemenis prior to issuance of Certificate of Occupancy within Phase 2(up to 600, 000 square feet GLA). If an improvement included in the following list conflicts with an improvement identifed in the City's adopted Transportation Master Plan, the City may reguire that the Applicant provide the City with the cost of the conflicting improvement rather than construct the improvement. The funding provided shall be used to construct the improvement identif:ed in the Transportation Master Plan. The Project specif c irnprovements are as follows. a. Driveway A@ Baldwin Avenue City of Arcadia . WesMeld Saota Auita February 2007 ~ • Page 33 Shtemen[ of Environmental Effects and Add a sepgrate right turn lane on the westbound approach. b. Driveway C@ Baldwin Avenue Add a separate right turn lane on the westbound approach. c. Huntington Drive @ Baldwin Avenue Add a second northbound left turn lane and also add a separate right turn Zane on the eastbound approach. d. Duarte Road @ Baldwin Avenue Add a righi turn and a second left turn lane on the northbound approach and a right turn lane.on the westbound approach. e. Huntington Drive @ Sunset Boulevard Add a separate left turn lane on the southbound approach. f. Huntington Drive @ Colorado Place Restripe westbound approach for an ezclusive right turn, one shared • ihrough/right and two through lanes. g. Huntington Drive @ Santa Clara Street Restripe northbound approach to provide for rivo right turn lanes, one through lane and a left turn lane. h. Santa Clara Street @ Santa Anita Avenue Add a separate right turn lane on the northbound approach. i. Huntington Drive @ Holly Avenue Add a second southbound right turn lane. Addendum, pp. 122-123) 4.7.3.5. The Project Applicant's f:nal design for any new internal circulation alterations/changes regarding the internal circulation system shall comply with the following design guidelines to the satisfaction of the City Tra~c Engineer. a, The internal circulation system shall consist of a ring road, a system of perimeter roads, appropriately laid out parking aisles, landscaping and intersections and incorporate appropriate pedesirian and bicycle - access/connections. - ~ Westfield Senta Anita City of Arcadia February 200J Page 34 Statement of End'uonmental Effects and Findings b. Primary circulation shall be provided by the ring road. The site circulation system shall be designed to encourage use of the ring road and discourage use of the perimeter roadways for movement from one part of the site to another. Horizontal curvature and sight distances shall be designed for at least 30 miles per hour (mph). Curve radii and sight distance requirements for ~ the ring road shall be the same as for the major collector roads. c. On site vehicular volumes and speeds shadl be controlled by the physical design of the parking lots and the perimeter roadway in order to reduce the potential and number of serious pedestrian vehicular conflicts. The maximum width of the perimeter roads shall not exceed 29 feet, and the minimum inside radii shall be between 30 and 50 feet. All perimeter roads shall be designed as ° f re lanes so that no stopping/no parking rules can be enforced. d. Landscaping shall be used for delineation of on site circulation features and to discourage drivers from traversing designated areas e. The (three way) intersections shall be used for all on site intersections in order to minimize conflicts and simplify maneuver areas. The intersections shall be designed to the same geometric standards as the intersections of comparable classes of public streets f. Adequate site distances shadl be provided at all on site intersections and on horizontal curves. Minimum speeds for sight distance determination shall be 20 mph on parking aisles and perimeter roads, and 30 mph on the ring road. (Addendum, pp. 123-124) 2. PhaselaImpacts Construction of Phase la occurred in accordance with City requirements. These requirements include submitting haul routes to the City for approval and limiring construction truck hips during peak hours. Thus, construc6on traffic impacts were less than significant. (Addendum, p. 125) The existing uses, which include Phase la, result in a total of 37,132 daily trips, which includes 3,432 r.tvi. peak hour trips. The Applicant has provided a bond to the City to unplement the three improvements identified in the Certified E1R Ihat should be implemented with Phase la. Subsequent analyses prepazed for the Phase lb Supplemental analysis showed that the three improvements were not necessary to mitigate the actual impacts of Phase la because background and/or related project traffic at these three intersections had not ~own at the rate anticipated in the Certified EIR. Nevertheless, the Applicant has provided an improvement bond and is pursuing the improvements with the appropriate agencies. Caltrans and Los Angeles County are evaluating improvement plans for the three intersections and will implement the City,of Arcadia Febtuary 2007 Santa Anita Page 35 Statement of Environmental Effects and Findings improvements when designs are complete. Thus, the Phase la improvements resulted in a less than significant traffic impact. (Addendum, pp. 125-126) Phase la also included modifications to the on-site circulation system and parking access. These intemal circulation system modifications have improved access to on-site pazking and enhanced the capacity of vehicular flow ttu~oughout the property and at entryways. (Addendum, p. 126-127) Furthermore, roadway improvements within the site were reviewed by the CiTy to ensure compliance with Code requirements for design and access, including those regarding emergency access (e.g., tuming radii, internal road widths, and cleazance to sky heights). Therefore, Phase 1 a impacts to emergency access were less than significant. (Addendum, p. 127) 3. Phase lb Impacts Construction Construction traffic from Phase lb would consist of trips generated by employee ve'hicles (cars and light trucks), trucks for material delivery and removal, and trucks for hauling export soil. Construction employees' trips would not coincide with the peak shopping hour trips. No significant intersection impacts aze expected to result from the addition of construction worker traffic to the street system The potential conflict between construction worker traffic and traffic to/from the adjacent Racetrack would also be minimal as construction trips would occur during non-peak traffic hours. (Addendum, pp. 127-128) With regard to truck trips, the City would require that construction haul routes be identified in advance of any construction activity and that construction truck activity be curtailed during the P.M. peak commute hours. Given the proximity of the site to I-210, it is likely that the truck haul route would utilize Baldwin Avenue directly to the I-210 interchange at Baldwin. Thus, impacts on the majority of the 23 study intersections would be mnumal. During the racing season, the truck traffic could avoid using Gate 8 so as to reduce conflicts with traffic entering and exiting the Racetrack. Furtherniore, the City would require that construction trucks travel on the main arterial roadways such as Huntington Drive, Baldwin Avenue, and Duarte Road. Thus, impacts on neighboring residential streets would be less than significant. (Addendum, p. 128) The largest amount of truck traffic would be due to construcUon of the Phase lb underground parking facility. During this phase of construcrion, however, most of the daily truck traffic would occur outside the peak traffic periods, consistent with City requireme~}ts for operating hours. (Addendum, pp. 128-129) Furthermore, construction of Phase lb would generally occur in stages (demolition, excavation, construction, interior space merchandising, etc.), thus limiting the effects of truck trips hauling materials to and from the construction site. Truck traffic would be intermittent and Page 36 Statement of Environmental Effects and Findings would vary over the course of the construction period. Overall, construction traffic impacts would be less than significant. (Addendum, p. 129) Oaeration Phase lb would generate approximately 1,823 weekday daily trips, wluch includes a net increase of 176 P.M. peak hour trips. Phase lb traffic impacts for 21 intersections would be within, the envelope of impacts analyzed in the Certified EIR for the Project. Two intersections, (1) Baldwin Avenue East and Foothill Boulevard and (2) Huntington Drive and I-210 EB Ramps, aze projected to operate with higher V/C ratios than anticipated in the Certified EIl2, adjusted to year 2008. As under current conditions, the intersection of Huntina on Drive and I- 210 EB Ramps is influenced by increased eastbound through traffic levels. Baldwin Avenue East/Foottrill Boulevard is influenced by an increase in the related projects covered in th2 2006 traffic study as compared to the Certified EII2. Thus, these intersections are projected to experience increases in V/C ratios due to overall increases in the background traffic levels, not due to traffic generated by Phase 1 a and Phase lb. (Addendum, pp. 130-133) On Saturdays, Phase Ib is expected to generate a net increase of approximately 2,282 trips, including a net increase of 232 midday peak hour trips. Phase lb would not result in a significant nnpact at any of the intersections during the Saturday midday peak hour. (Addendum, p. 137) Phase lb tr~c volumes generated by the project would add less than 150 trips per segment on the Interstate 210 freeway neaz the Project. In addition, Phase lb together with Phase 2, would utilize much less than 1 percent of the capacity of the freeway in the nearby segments (i.e., the Rosemead to Baldwin and Huntington to Myrtle segments). Thus, impacts on the neazby freeway segments would be less than significant. Additionally, Phase lb would not generate an incremental impact large enough to result in a significant impact at any of the six ramp terminals studied. (Addendum, p. 139) With respect to neighborhood diversion, the diversion of trips from an arterial street to a residential street usually occurs as a result of one of two conditions. One condition that leads to neighborhood diversion occurs when the access for a new or existing development lines up directly opposite a residential street, thus encouraging project traffic to use the residential street for access to7from the project. The other condition that leads to neighborhood diversion occurs when a project may add enough traffic to the arterial street system that some of the key intersections along arterial streets become congested and traffic diverts to pazallel residential streets to avoid the new congestion points. In the case of Phase lb, neither of these conditions is projected to occur, and therefore diversion to residential streets is not anticipated. Impacts would be less than significant. (Addendum, pp. 139-140) City of Arcadia Wes~eld Santa Aoita February 2007 Page 37 Statement of Environmental Effects and Findings An alternafe design for the internal intersection of the shopping center ring road with the Gate 8 roadway was offered by the Applicant. This alternate design was not required as project mitigarion. Under this altemate design, future traffic operation at the Gate 8 entrance .to the Racetrack and Westfield Santa Anita from Baldwin Avenue with Phase lb and Phase 2 shows minimal queue formation at all the stop-controlled approaches for the two intemal intersections. The longest queue presently observed at the southbound left-tum lane at the signalized intersection of Baldwin and Driveway A. This queuing in the future would be less than significant, similar to what exists today at this intersection. The alternate design of the intemal intersection of Gate 8 and the shopping center ring road would be able to accommodate the projected Phase lb and Phase 2 traffic levels (even on a Race Day) without backups af~~cting Baldwin Avenue or Race track enhy/exits. (Addendum, p. 141) Phase Ib would not significantly impact any of the 23 study intersections during the weekday P.t~. peak hour or the Saturday midday peak hour. Therefore, adequate circulation and emergency access of the local street system would be maintained. Additionally, any improvements within public rights-of-way proposed for Phase lb would be unplemented in accordance with City requirements, including those set forth by the Arcadia Fire Depa~imenT regarding design and access (e.g., turning radii, internal road widths, and clearance to sky heights). Therefore, Phase lb would not have a significant impact on emergency access. (Addendum, p. 142) Additionally, Phase lb would not include any design features or incompatible uses that could pose a traffic hazard. Furthermore, Phase lb would not include the construction of any structures (i.e., high tower elements, high-rise buildings) which would have an effect pn air traffic pattems. Impacts related to these issues would be less than significant. (Ibid.) 4. Phase 2 Impacts Buildout of Phase 2 would be constructed in accordance with City requirements. These requirements include submitfing haul routes to the City for approval and luniting construction truck trips during peak hours. In addifion, truck traffic associated with any import or export of soil would be expected to occur outside of the peak traffic periods. Thus, the construcrion traffic impacts associated with buildout of Phase 2 would be expected to be less than significant. (Addendum, p. 143) Phase 2 would generate 5,620 daily 1rips, which would include 497 trips in the P.N1. peak hour. Development of Phase 2 would result in a significant traffic impact at the intersection of Baldwin Avenue and Hun6ngton Drive during the r.M. peak hour. However, with incorpqzation of Phase 2 mitigation measures identified in the Certified EIR, this impact would be reduced to a less than significant level. An analysis of the impacts of Phase lb and Phase 2 was also completed in the Traffic Study. Based on that analysis, similaz to development of Phase 2, development of Phase lb and Phase 2 together would result in one significant intersection CiTy of Arcadia Westfield San[a Auita February 2007 - , Page 38 Statement of Environxnental Effects and Findings impact, which would also occur at the intersection of Baldwin Avenue and Huntington~Drive during the P.M. peak hour. This impact would also be reduced to a less than significant level with incorporation of the Phase 2 mitigation measures identified in the Certified EIR. This conclusion of less than significant impacts is consistent with the Findings of the Certified EIR, which concluded that all project-related impacts would be reduced to less than significant levels with incorporation of mitigation measures. 1n addition, these nnpacts of Phase 2 and Phase lb in 2015 aze less than those indicated in the Certified EIR, where the Project in 2015 resulted in significant impacts at 11 intersections prior to mitigation. (Addendum, pp. 193-196) . The impacts of Phase 2 traffic can be fully mitigated such that significant impacts at the key intersections along the arterial corridors seroing the shopping center would not occur. In addition, Phase 2 would not result in any changes to access that would encourage Project traffic to use nearby residential streets for access to/from the Project. Therefore, significant impacts associated with neighborhood traffic diversion are also not anticipated as a result of full buildout of the Westfield Santa Anita Project. (Addendum, p. 15Q) • 5. Cumulative Impact Cumulative traffic impacts were incorporated into the analysis of Phase lb and Phase 2 h~affic unpacts. Each of the related projects would be evaluated on a case-by-case basis to ensure that impacts related to construction traffic, emergency access, hazazdous design features, and air traffic patterns would be less than significant. Therefore, the Project would have no significant cumulative impact on these issues. (Addendum, pp. ISO-ISl) 6. Transportation Master Plan Impacts With regard to impacts on long-range intersection performance of the street system, the City of Arcadia's Transportation Master Plan and Impact Fee Program identifies various transportation improvements necessary to improve deficient intersections located throughout the City and identifies a funding mechanism for these nnprovements. Taldng into account traffic generated by Phase lb and Phase 2, improvexnents in addition to those identified in the City's Transportation Master Plan would be needed to achieve the target V/C for the City by the General Plan Buildout Yeaz of 2015. These aze: • Baldwin Avenue East & Foothill Boulevard - Add a second eastbound right-tum lane. ~ • Baldwin Avenue & Duarte Road - Add a third northbound through lane and a third southbound through lane. Add a second westbound through lane to provide the westbound approach with two left-tum, one through and one shazed through/right- turn lane. City oTArcedia Wes~eld Santa Anita February 2007 Page 39 Statement of Environmental Effects and With incorporation of the two improvements Iisted above, all study intersections would meet the City's tazget V/C of 0.90 or better. These improvements are not the responsibility of the Westfield Santa Anita Phase lb or Phase 2 developments. (Addendum, pp. 151-152) Parking 1. Project Impacts in the CertiFied EIR The Findings for the Certified EIR concluded that at that time, with the Project, the net new GLA would be 1,522,451 sq. ft., and a total of 7,232 parking spaces would be required to accommodate existing and future land uses based on the City of Arcadia parking Code. The Findings concluded that a shared parking analysis shows tliat the Project would have a parking demand of 6,364 during weekday and 6,340 spaces during weekend. This is a ratio of 4.18 spaces per 1,000 squaze feet gross leasable azea. .(Addendum, p. I5~ 2. Phase la Impacts Phase la and improvements to the southeastern pazking lot in August 2005 resulted in a current on-site pazking supply of 5,927 spaces. Based on a calculated Code requirement of5,403 pazking spaces, there is currently a surplus of 524 pazking spaces on-site. (Ibid.) The existing shopping center with Phase la improvements has a peak pazking demand of 6,610 parking spaces on a December weekend. The existing parking supply is suf~icient to meet the pazking demand during all other times of the yeaz. The steady state parking demand for a typical month is 4,713 spaces on a weekend and 4,305 spaces during the weekday. Thus, there is currently a surplus of 1,214 spaces on a typical weekend and 1,622 spaces on a typical weekday. In smvmary, the pazking demand for Phase la and the pre-existing shopping center is met on-site during all other times of the year except on weekends at times during the holiday shopping month of December. As the peak parldng shortage is temporary in nature and is accommodated through use of designated off-site parking areas, parking impacts of Phase la. aze less than significant. Thus, pazking impacts of Phase la are within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 157-158) 3. Phase lb Impacts Upon buildout of Phase Ib, a total parlang supply of 6,204 parking spaces would be provided on-site. With completion of Phase lb, the on-site parking supply would total 6,204 pazking spaces, thus exceeding the City requirement of 5,744 spaces by 460 spaces. (Addendum, p. 158) . Page 40 Statement of Envuonmental Effects and Development of Phase lb would result in a typical pazking demand of up ta 5,125 spaces except for the peak weekend in December. Thus, the pazking supply would be sufficient to meet typical parldng demand. During the peak month of December, a peak parking demand of 6,849 would occur on the weekends. The proposed parking supply would not be sufficient to meet this peak parking demand for only one hour of the day on December Saturdays. The Applicant would submit to the City an off-site parking management plan each yeaz to address pazking demand during December weekends. With this pazking management plan as a Project feature, pazking unpacts ofPhase lb would be less than significant. (Addendum, pp. 158-159) 4. Phase 2 Impacts While the details of the patking plans for Phase 2 have not yet been defined, it is expected that Phase 2 would result in an estimated parking supply of 7,235 spaces for the entire site. With completion of Phase 2, the on-site parking supply would total 7,235 parking spaces, thus exceeding the Ci4y requirement of 6,698 spaces by 537 spaces. (Addendum, p. 159) Development of Phase 2 would result in a typical pazking demand of up to 5,960 spaces throughout the site except for the peak weekend in December. Thus, there would be a surplus of at least 1,275 pazking spaces during a typical month. On the peak Saturday in the month of December, Westfield Santa Anita with development of Phase 2 would result in a pazldng demand of 7,983 spaces. The proposed parking supply would not be sufficient to meet this peak parking demand for only one hour of the day. Furthermore, the Project feature to provide off-site employee parking during December weekends would also be implemented for Phase 2. ,Thus, pazking impacts of Phase 2 would be less than significant and would be within the envelope of impacts analyzed in the Certified E1R. (Addendum, pp. 159-160) 5. Cumulative Impacts Two related projects are located in the immediate vicinity of the Project site: the senior housing project at 650 West Hunrington Drive located across Huntington Drive and the racetrack mall development project, which bounds the site to the north and east. The senior housing project is expected to generate minimal pazking demand and is anficipated to provide on-site pazking in accordance with City code requirements. The raceh-ack mall development project would conhibute substantially to the cumulative pazking demand in the Project area. It is expected that as part of the environmental review and approval process, the racetrack mall development project would be required to demonstrate that adequate parking capacity would be provided. In addirion, as described above, development of Phase lb and Phase 2 would include a Project feature that would ensure that sufficient parking would be provided for Westfield Santa Anita. Thus, cumulative parking impacts would be less than si~ificant. (Addendum, p. 160) City of Arcadia ~ Weattieid Santa Anita February 2007 ~ Page ai Statement of Envuonmental Effects and 6. Addendum Findings Phase lb would not produce new or substantially worsen impacts with regard to parking. Therefore, parking impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) Furthermore, it is expected that subsequent development of Phase 2 would not pr"oduce new or substantially worsen parking impacts. The impacts of Phase 2 on parking would be less than significant and would also be within the envelope of impacts analyzed in the Certified EIR. . (Ibid.) H. Utilities/Service Systems Electrical Service 1. Project Impacts The Findings for the Certified EIIt concluded that the Project would comply with all the State Energy Insulation Standards and City of Arcadia codes to reduce the ProjecYs electrical consumption. Further, Southem California Edison (SCE) has indicated its ability to sera~e the Proj ect and implemeritation of the mitigation measure below would further reduce any identified impacts on electrical service to a level below significance. .(Addendum, p. 162) 4.8.1.1. The Project Applicant shall coordinate with SCE priar to the issuance of grading permits to address potential conflicts between existing electrical facilities and new construciion on the Project site. .(Addendum, p. 161) 2. Phase la Impacts Phase la generates electrical demand of approximately 3,278,769 kilowatt hours per yeaz. Phase la incorporated the mitigarion measure cited in the Findings for the Certified EIR, which required coordinatian with SCE prior to the issuance of grading permits. In addition, Phase la also complied with the energy conservation requirements witlrin Title 24 as well as the City of Arcadia Code requirements regazding use of electdcity. As such, consistent with the Findings for the Certified EIR, impacts on electrical service resulting from Phase la were less than significant. (Addendum, p. 162) 3. Phase lb Impacts Phase lb would generate an electrical demand of approxunately 1,558,250 kilowatt-hours per yeaz. Phase lb's electrical consumption would be only a limited fraction (approximately 18 - Westfield Santa Mita City of Arcedia February 2007 ~ Page 42 Statement of Enduonmental Effects and Findings percent) of total consumption projected for the Project studied in the Certified EIR (8,671,250 kilowatt-hours per yeaz). SCE previously determined that it would be able to serve the Project with some reazrangement of its faciliries, which the Applicant is to coordinate with the utility provider. In addition, SCE has recently confirmed that they would provide service for the Phase lb nnprovements. As with Phase 1 a, Phase lb would implement the mitigation measure cited in the Findings of the Certified EIR. Thus, any improvements to the electrical system would be provided through coordination with SCE. In addition, Phase lb would also be constructed and operated in accordance with the energy conservation requirements within Title 24 as well as the City of Arcadia Code requirements regarding the use of electricity. Consistent with the Findings for the Certified EIR, Phase lb's impacts on electrical service would be less than significant with incorporation of the mitigation measure. Thus electrical impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, pp. 162-163) " 4. Phase 2 Impacts Development of the permitted uses for Phase 2 would generate an electrical demand of approximately 3,834,231 kilowatt-hours per yeaz, which would be within the total electrical demand forecasted for the Project studied in the Certified EIR (8,671,250 kilowatt-hours per year). As with Phases 1 a and lb, Phase 2 would also be consiructed and operated in accordance with the energy conservation requirements within Title 24 as well as the City of Arcadia Code requirements regazding use of electricity. Irnplementation of Phase 2 would also be subject to the mitigation measure cited in Findings for the Certified EIR. As such, the electrical consumption impact of Phase 2 would be less than significant. (Addendum, p. 164) 5. Cumulative Impacts ~ Related projects, in conjuncrion with the Project studied in the Certified EII2, would generate a cumulative demand of approximately 54,201,281 ldlowatt-hours per year. Each of these projects would be expected to comply with the energy conservation measures set forth in Title 24 as well as local Code requirements pertaining to electricity. (Ibid.) In addition, coordination with the elechical service provider to ensure that nevy uses within each of these related projects can adequately be accommodated would be required. Moreover, it is expected that service providers would be able to expand services to supply electrical energy for regional growth. Thus, cumulative electrical service impacts associated with development of the Project, together with the related projects identified, would be less than significant. (Ibid.) Ciry of Arcadia ~ K'atfidd Santa Anita February 2007 Page 43 Statement of Environmental Effects and Findings 6. Addendum Findings Phase lb would not produce new or substantially worsen impacts with regard to electrical service. Consistent with the Findings for the Certified EIR, implementation of the mitigation measure would reduce impacts to electrical service to a less than significant level. Therefore, electrical service impacts of Phase lb would be within the envelope of the impacts analyzed in the Certified EIR. (Addendum, p. 16~ Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substanrially worsen impacts on electrical service. With incorporation of the mitigation measure, Phase 2's impacts on electrical service would also be less than significant and within the envelope of impacts analyzed in the Certified EIR. Natural Gas Service 1. Project Impacts in the Certified EIR As concluded in the Findings for tt~e Certified EIR, Southern Califomia Gas (SCG) indicated that existing mains can serve the Project and would not create a significant impact on the environment. . In addition, no cumulative impacts to gas services from the Project are anticipated at ttris time. Therefore, the Findings for the Certified EIR concluded that no significant impacts to natural gas service aze anricipated from the Project and no mitigation is required. (Addendum, p. 167) 2. Phase la Impacts Phase 1a demands approximately 76,916 cubic feet of natural gas per day. Natural gas consumption of Phase la is thus within the 180,313 cubic feeUday forecasted in the Certified EIIZ for the Project studied in the Certified EII2. Currently, nariual gas service for Phase la is adequate. Gas service for Phase la was provided pursuant to the SCG's policies and extension rules on file with the Califomia Public Utilities Commission. In addition, the existing gas mains had sufficient capacity to serve the Project. Therefore, unpacts associated with natural gas were less than significant. Energy conservation measures set forth in Title 24, which regulates energy consumption in new and existing buildings were also adhered to as they relate to natural gas. (Ibid.J 3. Phase lb Impacts Operation of Phase lb would demand an estunated 34,560 cubic feet of natural gas per day. SCG indicated that existing mains can serve the entire Project studied in the Certified EIR and would not create a siguficant impact on the environment such that mitigation measures ~ - WesKeld Sadta Anita City of Arcadia . February 2007 Page 44 Statement of Envuonmental Effects and Fmdings would be required. Thus, as a subset of the Project studied in the Certified EIl2, Phase lb would also be adequately served. In addition, SCG has confirmed that adequate natural gas supplies exist in the project vicinity and that gas service can be provided from an existing 6-inch medium pressure gas main in Baldwin Avenue. (Addendum, pp. 167-168) Gas service for Phase lb would be provided in accordance with the SCG's policies and extension rules on file with the California Public Utilities Commission. In addifion, Phase 1b will comply with the energy conservation measures for natural gas set forth in Title 24. As such, Phase lb impacts on natural gas service wouid be less than significant. Thus, natural gas service impacts of Phase lb would be the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 168) 4. Phase 2 Impacts Phase Z would demand natural gas at a rate of approximately 68,836 cubic feet per day. The provision of natural gas service for Phase 2 would also be subject to SCG's policies and extension rules. In addition, the existing gas mains aze expected to be adequate to provide for these uses at the site. Development of Phase 2 will also comply with the energy conservation measures for natural gas set forth in Title 24. Consistent with the findings of the Certified EI12, natural gas service impacts would be less than significant. (Addendum, pp. 168-169) ' 5. Cumulative Impacts Related projects, in conjunction with the Project studied in the Certified EIR for which a more conservative consumption factor was utilized, would result in a cumulative demand of approximately 1,271,214 cubic feet of gas per day. Each of the related projects would be evaluated on a case-by-case basis to determine the need for any specific distribution infrastructure improvements. Each related project would be expected to comply with the SCG's policies as well as energy conservation measures regazding natural gas set forth in Title 24. Moreover, given that the California Energy Commission has projected that sufficient natural gas supplies would be available throughout the State into the future, it is anticipated that service providers would be able to supply natural gas for regional growth. Thus, cumulative natural gas impacts associated with development of the Project studied in the Certified EIR together with the related projects would be less than significant. (Addendum, p. 169J ~ 6. Addendum Findings Phase lb would not result in new or substantially worsen impacts with regard to natural gas service. Consistent with the Findings for the Certified EIl2, Phase lb impacts on natural gas service would be less than significant and no mitigation measures would be required. As such, natural gas impacts of Phase lb wouid be within the envelope of impacts analyzed for the Certified EII2. (lbid.) City of Arcadia WestUeld Sanffi Anita February 2007~ Page a5 Statement of Environmental Effects and Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on natural gas service. Phase 2's impacts on natural gas service would also be less than significant and within the envelope of impacts analyzed •in the Certified EIR. (Ibid.) Telephone 1. Project Impacts in the Certified EIR The Findings for the Certified E1R concluded that Pacific Bell has existing telephone facilities within the Project vicinity and that enhancement and/or extensions of existing facilities may be required to service the Project. However, service to the Project can be provided without any adverse impact on PacificBell's ability to provide telephone service in the azea. In addition, Pacific Bell would be, able to accommodate the needs for telephone service generated by this and other projects in the azea. Therefore, no significant impacts to telephone services aze anticipated and no mitigation measures aze required. Although no mitigation is required; the following mitigation measure was included to enhance the delivery of telephone service to the Project site. (Addendum, p. 172) 4.8.3.1,The Project Applicant shall coordinate with Pacific Bell prior to the issuance of grading permits regarding the need for additional f¢cilities and/or easements. (Ibid.) 2. Impacts of Phase la Phase la represented approximately 43 percent of the floor area and the same types of uses as were studied in the Certified EIR for the Project. Thus, Phase la generates a fraction of the telephone service demand identified in ttte Certified EIR. Telephone service for Phase la improvements is adequately provided by AT&T, successor to Pacific Bell. Consistent with the Findings for the Certified EIR, impacts on telephone service from Phase la development were less than significant: (Ibid.)) 3. Impacts of Phase lb Since the proposed Phase lb represents only about 19 percent of the floor area and would comprise the same types of uses as were studied in the Certified EIR for the Project, it would generate only` a corresponding fraction of the telephone service demand identified in the Certified EIR. In addition, AT&T has indicated recently that it will provide service for Phase lb improvements at the site. Additionally, Phase lb would incorporate the mitigation measure cited in the Findings for the Certified EIR, which requires coordination with AT&T. Consistent with City of Arcadia WesKeld Santa Anita Febnary 2007 . „ Page 46 Statement of Environmental Effects and Findings the Findings for the Certified EIR, impacts on telephone service from Phase lb development would be less than significant. (Addendum, p. 173) 4. Impacts of Phase 2 The Certified EIR states that telephone service for the Project would be accommodated by Pacific Bell, now AT&T. Accordingly, Phase 2, as a subset of the Project studied in the Certified EIIt, would be adequately served by AT&T without adverse impacts on telephone services in the area. Additionally, Phase 2 would incorporate the mitigation measure cited in the Findings for the Certified EIR. Consistent with the Findings for the Certified E]R, impacts on telephone service from development of Phase 2 would be less than significant. Thus, telephone service implications of Phase 2 would -be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) 5. Cumulative Impacts " With regard to cumulative impacts, development of the related projects and other regional growth would increase demand for telephone service. Each of the related projects would be evaluated on a case-by-case basis to determine the need for any necessary infrastructure nnprovements. Assuming that service providers, including AT&T, would expand service capacity to adequately serve that growth as needed, cumulative impacts related to telephone service would be less than significant. (Ibid.) " 6. Addendum Findings ~ Phase lb would not produce new or substantially worsen impacts with regard to telephone service. Consistent with the Findings for the Certified EIR, Phase lb impacts to telephone service would be less than significant. Telephone service impacts of Phase lb would be within the envelope of impacts analyzed for the Certified EIR. (Addendum, p. 174) ~ Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on telephone service. With incorporation of the mitigation measure, Phase 2's impacts on service would also be less than significant and within the envelope of impacts analyzed in the Certified EIR. (Ibid.) Water 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that the azea water distribution system would provide adequate flow to the Project structures. Further, according to the Arcadia Public City of Arcadia ~ Wes~eld Senta Anita February 2007 Page 47 Statement of Environmental Effects and Findings Works Services Department, the Project is not expected to have a significant impact on the City's ability to provide quality water service to the Project and the community. The Certified EIR conctudes thaY implementation of the mitigation measures below would reduce all potential water impacts to a level below significance. (Addendum, p. 178) , 4.8.4.1. The Project Applicant shall comply with water conservation measures in accordance with AB 325 4.8.4.2. The Projecr applicant shall comply with the Title 17 Backflow Regulations. 4.8.4.3. The Project applicant shall replace or repair detector check " valves if lealca"ng is found. (Ibid.) With regazd to cumulative unpacts, the Certified EIIt states that Arcadia does not anticipate any problems supplying water service to any current or future development in the City ofArcadia. (Ibid.) 2. Phase la Impacts Phase la generates water demand at a rate of approxnnately 86,262 gallons per day (gpd). Phase la incorporated Yhe mitigation measures identified in Resolution No. 6197. Adequate water facilities exist to serve Phase 1 a. In addition, the improvements have been constructed and are operated in accordance with Titles 20 and 24 of the California Administrative Code regarding water conservation. The water demand associated with Phase la was accounted for in the 2000 Urban Water Management Plan (UWMP) for the City of Arcadia. Thus, impacts on~water supply and service were less than significant. (Addendum, pp. 178-179) 3. Phase lb Impacts Phase lb would generate water demand at a rate of approximately 46,719 gpd. This is equivalent to approximately 17.1 million gallons ar 52.3 acre feet of water per year. This Phase lb demand would represent approximately 0.27 percent of the forecasted demand for a normal water year, 0.27 percent for a single dry water year, 0.26 percent of multiple dry water yeaz 1, 0.27 percent of multiple dry water yeaz 2, and 034 percent of multiple dry water year 3. In addition, the incremental demand from Phase lb would be well below the surplus of water supply sources identified in the iIWMP. (Addendum, p. 180) The existing infrastructure would be adequate to accommodate Phase lb's water demand. With implementation of the mitigation measures identified in the Certified E1R, Phase lb would not adversely affect water service. In addition, the improvements would be constructed and operated in accordance with Titles 20 and 24 of the California Administrative Code regarding City of Arradia Wes[£eld San[a Anita February 2007 Page 48 Statement of Environmental Effecu and Findings water conservation. Consistent with the Findings for the Certified EIR, Phase lb impacts on water supply and water service would be less than significant. (Ibid.) ' 4. Phase 2 Impacts Development of Phase 2 would result in the consumprion of approximately 104,363 gallons of water per day. This increased demand would represent less than one percent of the demand forecasts set forth in the iJWMP. Furthermore, the incremental demand from Phase 2 would be below the surplus of water supply sources identified in the UWMP. (Addendum, p. 181) With implementation of the mitigation measures identified in the Certified EIR, Phase 2 would not adversely affect water service. In addition, the improvements would be conshucted and operated in accordance with Titles 20 and 24 of the California Administrative Code regazding water conservation. Consistent with the Findings for the Certified EIR, impacts of the Phase 2 on water supply and water service would be less tt~an significant. Thus water supply and water service impacts of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) 5. Cumulative Impacts The 15 related projects, in conjunction with the Project studied in the Certified EII2, would generate a total cumulative demand of approximately 899,317 gpd of water or 1,007.4 acre feet per year. Based on a comparison of this demand with the surplus of water forecasted for the City of Arcadia water service area, the surplus is expected to be able to accommodate the demand generated by the related projects in the City of Arcadia. In addition, it is expected that development of the related projects would occur under the following conditions: (a) water service providers, including the City of Arcadia PWS would continue to upgrade their respecrive infrastructural systems to meet the new requirements when possible; (b) each of the r.elated projects would be evaluated on a case-by-case basis to determine the need for any specific infrastructure improvements; and (c) projects as defined in Section 10912 of the Water Code would be subject to determinations of adequate water supply in accordance with leaslation such as SB 610. Thus, significant cumulative water supply impacts would not be expected to occur as a result of development of the related projects together with the Project. (Ibid.) 6. Addendum Findings . Phase lb would not produce new or substantially worsen impacts with regazd to water service or water supply. Consistent with the Findings fot the Certified EIR, impacts to water service would be reduced to a less than significant level with incorporation of the mitigation City of Arcadia ~ ~ WesKeld Santa Mita February 2007 ~ - Page 49 Statement of Environmental Effects and Findings measures. Accordingly, Phase lb water demand would be within the envelope of impacts analyzed for the Project studied in the Certified EIR. (Addendum, p. 183) Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen impacts on water service or water supply. With incorporation of the mitigation measures, Phase 2's impacts on water service would also be reduced to a less than significant level and would be within the envelope of impacts analyzed in the Certified E1R. (Ibid.) Sewer Systems 1. Project Impacts in the Certified EIR As stated in the Findings for Ihe Certified EIR the Project would generate 0.1 mgd of wastewater. Further, the Findings stated that the County Sanitation District of L,os Angeles County's (CSDLAC) Santa Anita Outfall Trunk Sewer has an excess available capacity of 2.0 mgd and thus, would able to adequately serve the 0.1 mgd increase generated by the Project. Implementation of the following mitigation measure would reduce all potential wastewater impacts to a level below significance. (Addendum, p. 18.~ , 4.8.6.1. The Project Applicant shall pay all required sewer connection fees to CSDLAC prior to issuance of a sewer connection permit. (Ibid.) Presuming future development is generally consistent with existing general plans, the Findings for the Certified EIR stated that CSDLAC does not anticipate problems in supplying cumulative wastewater service to any current and future development in the City. Further, the Project is intended to serve planned population growth within the region and would not result in any direct population increase. Therefore, no significant cumulative impacts to wastewater services are anticipated. (Ibid.) 2. Phase la Impacts Wastewater generation associated with Phase la increased by 69,009 gpd. This represents 0.54 percent of the excess capacity at the San Jose Creek Water Reclamation'Plant, and 0.11 percent of the excess capacity at the Joint Water Pollution Control Plant. In addition, the Phase I a wastewater generation is within the 195,000 gpd forecasted in the Certified EIR for the Project. Phase la also implemented the mirigation measwe cited in Resolution No. 6197 regazding payment of sewer connection fees. Thus, wastewater impacts of Phase la were less than significant. (Ibid.) City of Arcatl'. February 2007 Wes[field Page 50 Statement of Envuonmental Effects and Findings 3. Phase lb Impacts Phase lb would generate 37,375 gpd of wastewater, representing 0.29 percent of the excess capacity at the San Jose Creek Water Reclamation Plant, and ~.06 percent of the excess capacity at the Joint Water Pollution Control Plant. In addition, Phase lb wastewater generation would be within the 195,000 gpd forecasted in the Certified EIR for the Project. Additionally, with implementation of the mitigation measure cited in the Findings for the Certified EIR, Phase ib would have a less than significant impact upon the wastewater collection and treatxnent systems. Thus, wastewatet impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIIt and such impacts were within the envelope of impacts analy~ed in the Certified EIR. (Ibid.) 4. Phase 2 Impacts Phase 2 would generate 83,491 gpd of wastewater, which would fall within the 195,000 gpd forecasted for the Project studied in the Certified EIR. Subsequent improvements would implement the mitigation measure identified, thereby reducing unpacts to wastewater servtces to less than significant levels. Thus, wastewater implications of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 186) 5. Cumulative Impacts Related projects, in conjunction with the Project studied in the Certified EIIt, would cumulatively generate approximately 1,291,558 gpd of wastewater in the future. ~ This wastewater generation would represent approximately 10 percent and 2 percent of tHe excess capacity at the San Jose Creek Water Reclamation Plant and the Joint Water Pollution Control Plant, respectively. Thus, both facilities would have adequate treatment capacity to serve related projects and the Project studied in the Certified EIR. In the event that additional capacity is needed to accommodate the requirements of other future projects, it is anticipated that service providers would upgrade the respective infr'astructural systems, as necessary based on a case-by- case review of each of the related projects. Thus, significant cumulative sewer service impacts would not be expected due to related proj ects. (Addendum, p. 187) 6. Addendum Findings Phase lb would not produce new or substantially worsen impacts on sewer service. Consistent with the Findings for the Certified EIR, impacts to sewer service would be reduced to a less than significant level with implementation of the mitigation measure. Thus, sewer service impacts of Phase lb would be within the envelope of impacts analyzed in the Certified EIR. (1bid.) City of Arcadia R'es[field SanW Anita FeUruary 2007 Page 51 Statement of Environmental Effects and Findings Furthermore, it is expected that subsequent development of Phase 2 would not produce new ar substantially worsen impacts on sewer service. With incorporation of the mitigation measure, Phase 2 impacts on sewer service would also be reduced to a less than significant IeveI and would be within the envelope of impacts analyzed in the Certified E1R. Furthermore, although not expected to be located within the Project site, any industrial waste generators would obtain an Industrial Waste Pernut from the City as required. (Ibid.) , Solid Waste 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that implementation of the mitigation measures below would reduce all potenrial solid waste impacts to a level below significance. 9.8.6.1 All subsequent site plans and building plans on the Project site shall incorporate storage and collection recyclables into the Project design. All occupants shall be required to recycle, at a minimum, newspaper, glass bottles, aluminum and bi-metal cans, and P.E.T. bottles to divert recyclables away from land disposal. Recycling shall be incorporated in the Project design by reserving space appropriated for the support of recycling, including the provision of ~ adequate storage areas and access for recycling vehicles. (Addendum, p. 191) 4.8.6.2. AZI future refuse collection contracts serving the Project site shall include the collection of recyclables. (Addendum, p. 192) Since the Project includes mitigation measures to reduce the amount of waste requiring landfill disposal, the ProjecYs contribution to cumulative solid wastes is not considered significant. (Ibid.) 2. Phase la Impacts Within the expectations of an annual generation of 3,900 tons established in the Certified EIR, Phase la generated approximately 1,267.8 annual tons of solid waste or 0.02 percent of the excess capacity at the Puente Hills ]andfill. Phase la incorporated storage and coll~ction recyclables into the Project design and included the collection of recyclables in fuhue refuse wllection contracts serving the Project site, as specified in the mitigation measures cited in the Findings for the Certified EIR regarding the Project. Implementation of these mitigation measures cited in the Findings for the Certified EIR reduced solid waste impacts to a less than significant level. Thus, solid waste impacts ofPhase la were within the envelope of impacts and analyzed in the Certified E1R. (Ibid.) CityoCArcadia ~ ~ - WestfieldSantaAnita February 2007 ~ ~ ~ Page 52 Statement of Environmental Effects and Findings 3. Phase lb Impacts Construction of Phase lb would require the export of approximately 159,352 cubic yazds of soil. Additionally, construction of Phase lb would generate construction debris such as wood, metal, concrete, and other materials. Materials not used or recycled at the site would likely be disposed of at the County's unclassified landfills. Since unclassified landfills in the County do not generally have capacity issues, inert landfills serving the site would have sufficient capacity to accommodate disposal needs during project construction. (Ibid.) Witktin the expectations of an annual generation of 3,900 tons established in the Certified EIR, Phase lb would generate 524.7 tons of solid waste per yeaz or less than 0.01 percent of the excess capacity at Puente Hills Landfill. Phase lb would also be designed to incorporate storage and collection recyclables and include the collection of recyclables in future refuse collection contracts serving the site pursuant to the mitigation measures identified in the Certified EIR regarding the Project. Implementation of these mitigation measures cited in the Findings for the Certified EIR would reduce the amount of solid waste disposed of at the Puente Hills Landfill. Furthermore, the Puente Hills MRF began operation in 2005, thus increasing solid waste disposal capacity within the County. Thus, with incorporation of the mitigation measures, solid waste impacts would be reduced to a less than signiScant level. Overall, solid waste impacts of phase lb would be within the envelope of impacts analyzed in the Certified EIIZ. (Addendum, pp. 193- 194) 4. Impacts of Phase 2 Development of Phase 2 would generate approximately 997.6 tons of solid waste per yeaz or 0.016 percent of the excess capacity at Puente Hilis landfill. Phase 2 would be designed to incorporate storage and collection recyclables and include the collection of recyclables in future refuse collecrion contracts serving the site pursuant to the mitigation measures identified in the Findings for the Certified EII2 regazding the Project. Implementation of these mitigation measures would reduce the amount of solid waste disposed of at the Puente Hills Landfill. Thus, . consistent with the Findings for the Certified EIR, solid waste impacts associated with Phase 2 would be less than significant with implementation of the mitigation measures. Overall; solid waste impacts of Phase 2 would be within the envelope of impacts analyzed in the Certified EIR. (Addendum, p. 194) 5. Cumulafive Impacts Cumulative growth associated with related projects would increase the demand for solid waste disposal capacity at landfills. Related projects, in conjunction with the Project would generate an estimated 19,952 tons of waste per yeaz and would conhibute to an increased demand for disposal capacity. This demand for solid waste would represent less than 1.5 percent of the solid waste disposal in Los Angeles County. In addition, cumulative projects would be subject to City of Arcedia ~ R'esKeld Sentfl Anite Febtuaty 2007 Page 53 Statement of Envuonmental Effects and Findings discretionary review on a project-by-project basis and would be required to implement me`asures to reduce the amount of waste requiring landfill disposal. Furthermore, the additional capacity anticipated with the operation of the Puente Hills MRF as well as anticipated waste by rail facilities underway would further accommodate disposal needs associated with future growth. Thus, significant cumulative solid waste disposal impacts would not be expected due to related projects identified in conjunction with the Project. (Addendum, pp. 194-196) 6. Addendum Findings Phase lb would not produce new or substantially worsen solid waste impacts. Consistent with the Findings for the Certified EIR, impacts regarding solid waste would be reduced to less than signi£cant levels with implementation of the mitigation measures. Thus, solid waste impacts of.Phase lb would be within the envelope of impacts analyzed in the Certified EII2. (Addendum, p. 197) . Furthermore, it is expected that subsequent development of Phase 2 would not produce new or substantially worsen solid waste impacts. With incorporation of the mitigation measures, Phase 2's impacts regarding solid waste would also be reduced to less than significant levels and would be within the envelope of impacts analyzed in the Certified EIR. (Ibid.) I. Environmental Effects Found Not to Be Significant Agricultural Resources, Biological Resources, Cultural Resources, Mineral Resources 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that the Project would not result in significant impacts to agricultural resources and no mitigation is required since there aze no existing agricultural resources and fannlands in the City. In addition, the Project wiil not conflict with existing zoning for agricultural uses. (Addendum, pp. 199-200) Witli regard to biological resources, the Findings for the Certified EIR concluded that aze no unique or sensitive animals located on the Project site and therefore these resources would not be affected by implementation of the Project. In addi6on, the Project will not•affect preservaUon policies, conservation plans, or protected habitats. Therefore, no significant unpacts to biological resources will occur from unplementation of the Project and no mitigation is required. (Addendum, p. 200) The Findings for the Certified EIR conc]ude that the Project site is not on the Historical Places Listing in the City's General Plan, nor is it within a designated historic district. Westfield Santa Mita City oC Arcadia Febiuary 2007 Page 54 Statement of Environmental Effects and Findings The Project-related improvements would not cause a physical change that would affect the unique ethnic cultural values of the area. Therefore, no significant impacts to cultural resources are anticipated and no mitigation is required. (Ibid.) The Findings for the Certified EIR conclude that the Project site is not designated as, or located neaz, any known regionally significant mineral resources. Therefore, no significant impacts to mineral resources aze anticipated and no mirigation is required. (Ibid.) 2. Impacts of Phase la Phase la was developed entirely within an tubanized site wherein agricultural resources, cultural resources and mineral resources aze not known to exist. As such, Phase 1 a did not have impacts on these resources. Addirionally, trees that were removed during Phase la were replaced with additional landscaping. Thus, any potential impacts on biological resources were less than significant. (Addendum, p. 201) 3. Impacts of Phase lb As with Phase la, Phase Ib is proposed to be developed entirely within the urbanized site, within which no agricultural resources or mineral resources aze known to exist. Therefore, development of Phase 1 b would have no impacts on any of these resources. Additionally, trees that would be removed during Phase lb would be replaced with improved landscaping. In addition, as part of removal of existing trees during Phase lb, the Applicant would comply with the relevant requirements o£ the Federal Migratory Bird Treaty Act (MBTA). Thus, any potential impacts on biolo~cal resources would be less than significant. In addition, any archeological resources that might be uncovered during construction activities would be treated in accordance with state regulations. With regard to impacts to cultural resources, as discussed above, there is no historic district or structures contributing to an historic district within the Project site. Addirionally, the proposed Phase lb improvements would not physically affect the Santa Anita Pazk Historic District within the racetrack mall development project azea to the noRh and east. Furthermore, based on the location of Phase lb within the Westfield site, existing shopping center buildings would be located between the Phase lb improvements arid the Racetrack property, so that development of Phase lb within the Westfield site would not affect viewsheds of historic structures within the Santa Anita Park Historic District. Overall, implications of Phase lb associated with the agricultural, biological, cultured, and mineral resources wouid be consistent with the findings of the Initial Study for the Project studied in the Certified EIIt. (Ibid.) City of Arcadie N'eatfield Sante Anita Fehrvary 2007 Page 55 Statement of Enduonmental Effeccs and Findings 4. Impacts of P6ase 2 Phase 2 would be developed entirely within the urbanized site. As discussed above, the site is ]ocated in area within which no a~-icultural resources, cultural resources or mineral resources are known to exist. Thus, development of Phase 2 would have no impacts on any of these resources. Additionally, trees that would be removed to provide for Phase 2 would be replaced with improved landscaping, and tree removal would comply with tk~e relevant requirements of the MBTA. Thus, any potential impacts on biological resources would be less than significant. Overall, implications of Phase 2 associated with the agricultural, biological, cultured, and mineral resources would be consistent with the findings of the Initial Study for the Project studied in the Certified EIR. (Addendum, p. 201-202) 5. Cumulative Impacts With regard to cumulative impacts, the site and immediate surrounding azea is fully developed with urban uses that have been previously graded and paved. Related projects in the project vicinity, including the racetrack mall development project, would also be developed within an environment that has been previously subject to development. Therefore, significant cumulative impacts related to agricultural resources, cultural resources, biological resources, and mineral resources would not be expected as a result of development of the related projects identified in conjunction with the Phase la and Phase lb improvements. The Westfield Santa Anita site does not contain any historic resources and thus would not have any impact on any historic resources. Therefore, Phase ]b and Phase 2 would not result in a cumulatively considerable contribution to such an impact. (Addendum, p. 202) 6. Addeadum Findings As with the Project studied in the Certified EIR, impacts related to agricultural resources, biological resources, cultural resources, or minera] resources would be less than si~ificant. Therefore, implications of Phase lb associated with agricultural, biological, cultural, and mineral resources would be consistent with the findings of the Initial Study for the Project studied in the Certified EIR. Phase lb implications with respect to these issues would be within the envelope of impacts analyzed in the Initial Study that is part of the Certified EIR. (Ibid.) Hazards 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that none of the existing or proposed ]and uses associated with the Project would generate, use, or dispose of hazazdous materials in quanrities that could pose public health hazazds. No storage of explosive or combustible CiTy of Arcadia ~ Westfield Santa Anita February 2007 Page 56 Statement of Environmental Effects and Findings materials is located on-site and there aze no lmown natural or any other hazards lmown to exist on the Project site. Therefore, the hazazdous materials impact to the public and/or environment is not considered significant and no mitigation is required. (Addendum, p. 203) 2. Impacts of Phase la Phase 1 a did not develop uses that generate, use or dispose of hazazdous materials which could pose public health ha2ards. In addition, Phase 1 a does not include the storage of explosive or combustible materials. Therefore, Phase la impacts related to hazards and hazardous materials are less than significant. (Addendum, pp. 203-204) 3. Impacts of Phase lb Phase lb would not develop uses that generate, use, or dispose of hazardous materials which could pose public health hazards, nor would Phase lb include the storage of explosive or combustible materials. Therefore, Phase lb impacts related to hazards and hazardous materials would be less than significant. (Addendum, p. 204) 4. Impacts of Phase 2 Development of Phase 2 would complete the Project studied in the Certified EIR and would be comprised of the same types of uses as Phase la and Phase lb. Thus, none of the land uses associated with Phase 2 would generate, use or dispose of hazazdous materials in quantities which could pose public health hazazds, nor store explosive or combustible materials on-site. No other natural or man-made hazazd exists on-site. Therefore, impacts of Phase 2 related to hazazds and hazazdous materials would be less than significant. Overall, hazards and hazardous materials unpiications of Phase 2 would be within the envelope of impacts analyzed for the Project in the Initial Study that is part of the Certified EIR. (Ibid.) 5. Cumulative Impacts Related projects conshucted in the vicnuty, whose proposed uses would generate, use, or dispose of hazardous materials, would be required to comply with appropriate regulations and manufacturers' instructions. Thus, the cumulative impacts related to hazardous materials would be expected to be less than significant. (Ibid.) 6. Addendum Findings Consistent with the Findings for the Certified EIIt, unpacts of Phase lb with regard to hazazds and hazazdous materials would be less than significant. Thus, hazards and hazazdous City of Arcad February 2007 WesKeld Seota Anitn Page 57 Statement of Environmental Effects and materials implications would be within the envelope of impacts analyzed in the Certified EIR for the Project studied in the Certified EIR. (Ibid.) , Hydrology/Water Quality 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that the amount of impervious surfaces would not increase with implementation of the Project and, therefore, no significant impacts on water quality, groundwater discharge, drainage pattem, or long-term run-off are anticipated. The Project site is not located within a 100-yeaz floodplain. In addition, the Project Applicant would be required to prepaze and implement a Storm Water Pollution Prevention Plan (SWPPP) and a Water Quality Control Plan in accordance with the Clean Water Act. Therefore, no significant hydrology impacts aze anricipated and no mitigation is required. (Addendum, p. 208) 2. Impacts of Phase la With the Phase la improvements, the amount of impervious sur£aces within Westfield Santa Anita did not increase. As part of development of Phase la, the following conditions set forth in the staffreport for architectural design review (ADR-2002-061) were sarisfied: Submit grading and drainage plan prepazed by a.registered civil engineer subject to the approval of the City Engineer. Provide calculations for both the gravity dr~inage system and the pump drainage system (if applicable). Computations should show hydrology, hydraulics, elevations and all the details required on the City's "Pump Drainage" sheet. • Submit separate erosion control plan prepared by registered civil engineer for City's approval. Development of Phase 1 a also occurred in accordance with the NPDES requirements including preparation of a SWPPP and Standazd Urban Stormwater Management Plan (SUSMP). No substantial changes to existing drainage pattems, groundwater recharge, stormwater runoff quantities or velociries, or degradation of water quality occurred as part of Phase la. As such, Phase la impacts to hydrology and surface water quality were less than significant and were within the envelope of unpacts set forth in the Initial Study that is part of the Certified EIR. (Addendum, pp. 208-209) ' City of Arcadia Westfield Santa Anita February 2007 ~ Page 58 Statement of Environmental Effects and Findings 3. Impacts of Phase lb Phase lb would be developed on an existing surface pazking azea. The Phase lb expansion of Westfield Santa Anita would not affect the overall drainage pattems or increase the existing amount of storm water runoff since the azea proposed for development is 95 percent impervious and the proposed expansion would not change the amount of impervious area. Drainage from tlus azea would continue to flow to an existing underground storm drain system. As such, no substan6al changes associated with existing drainage pattems, interference with groundwater rechazge, or increases in stormwater runoff quantities or velocities would occur. Thus, hydrology impacts associated with Phase lb would be less than significant. (Addendum, pp. 209-110) As part of construction and operation of Phase lb, the Applicant would be required to prepaze and implement a SWPPP and a SUSMP in accordance with current NPDES requirements and to comply with the requirements set forth by the City of Arcadia. These include implementation of Best Management Practices (BMPs). With compliance with NPDES and City requirements, impacts associated with water quality would be less than significant and would be within the envelope of environmental impacts set forth in the Initial Study that is part of the Certified EIR. (Ibid.) 4. Impacts of Phase 2 While the specific development footprint of the buildout of Phase 2 set forth in the Certified EIIt has not been defined, the hydrologic and water quality conditions after buildout of Phase 2 would remain largely the same as existing and post Phase lb conditions since the site is almost entirely covered by ixnpervious surfaces with limited landscaping, and all surface flow drainage would essentially remain the sazne. Thus, development of Phase 2 would not result in substantial changes associated with exisring drainage patterns, groundwater recharge, or increases in stormwater runoff quantities or velocities. In addition, as part of consh-uction and operation of buildout of Phase 2, the Applicant would be required to prepaze and implement a SWPPP and a SUSMP in accordance with current NPDES requirements and to comply with the requirements set forth by the City of Arcadia As a result, hydrology and water quality impacts of buildout of Phase 2 would be less than significant and would be within the envelope of environmental impacts set forth in the Initial Study that is part of the Certified EIR. (Addendum, p.. 210) ~ 5. Cumulative Impacts Each of the related projects could potentially result in an increase in surface water runoff and conh-ibute point and non-point source pollutants to surface water resources, resulting in a cumulative impact to hydrology and water quality. However, the related projects would be subject to NPDES pemut requirements for both construction and operation, including City of Arcadia . WesNidd San[a Anita February 2007 - Page 59 Statement of Environmental Effects and development of SWPPPs, and SUSMPs, as well as compliance with local requirements pertaining to hydrology and surface water quality. Thus, each related project would be evaluated individually to determine appropriate BMPs and treatment measures to avoid significant impacts to hydrology and surface water quality. Thus, with compliance with regulatory requirernents, cumulative impacts related to hydrology and surface water quality would be less than sib ificant. (Addendum, pp. 210-211) 6.. Addendum Findings With compliance with regulatory requirements, Phase Ib and the buildout of Phase 2 would not result in new or substantially worsen impacts related to hydrology and surface'water quality. Consistent with the Findings for the Certified EII2, impacts related to hydrology and surface water quality would be less than significant. Thus, hydrology and surface water quality impacts of Phase lb and the buildout of Phase 2 would be within the envelope of impacts set forth in the Initial Study that is part of the Certified EIR: (Addendum, p. 211) Population and Housing/Recreation 1. Project Impacts in the Certified EIR The Findings for the Certified EIR concluded that the Project would not involve any residential development and therefore will not have any direct impact on regional or locai population projections. The Project will generate approximately 780 additiona] full-time jobs and 780 part-time jobs, wtuch may indirectly increase the need for housing. However, the majority of the jobs aze expected to be filled by the existing population. In addition, the Project will not destroy structures that aze considered affordable housing and therefore will have no unpact on affordable housing units in the City, nor will the Project displace substantial numbers of people. Therefore, no significant impacts to population and housing are anticipated and no mitigation is required. .(Addendum, p. 212) With regazd to recreation, the Findings for the Certified EIR concluded that the Project does not contain any components that would increase demand upon neighborhood, regional or any other recreational facilities. Therefore, no significant impacts to recrearional resources are anticipated and no mitigation is required. .(Addendum, pp. 212-213). 2. Impacts of Phase la Residential uses were not removed or proposed as part of the Phase la improvements. Thus, no impacts associated with direct residential population growth or displacement of housing occuned as part of the Phase la improvements. Approximately 750 part-ticne and full-tune employees were generated by Phase la, or 84 more employees than projected by the Certified CiTy af Arcadia WestFcld Santa Anita Fe6ruary 2007 Page 60 Statement of Environmental Effects and Findings EIR. This employment $rowth is also within the employment projections set forth by SCAG for ttte City of Arcadia. In addition, it is expected that the majority of the additional employment opportunities have been filled by persons who already live within close proximity to the site. Thus, no impacts associated with population or housing occurred as part of the Phase la improvements. (Addendum, p. 213) Phase la is commercial in nature and thus would not generaTe populafion growth that would be expected to substantially increase the demand for public recreational facilities. Therefore, significant impacts related to recreation are not expected with Phase 1 a. (Ibid.J " 3. Impacts of Phase 16 Residential uses would not be removed or proposed as part of the Phase lb improvements. Thus, no impacts associated with direct residential population growth or displacement of housing would occur as part of the Phase lb unprovements. Phase lb is projected to employ approximately 150 full-time and 150 part-time employees which is within the employment projections set forth by SCAG for the City of Arcadia. In addition, it is expected that the majority of the additional employment opportunities would be filled by persons who already live within close proximity to the site. Therefore, the direct and ind'uect effects of such new employees on loca] population and housing would be less than significant. (Addendum, pp. 213-214) As with Phase 1 a, Phase lb would be commercial in nature and would not be expected to substantially increase the demand for public recreational facilities. Therefore, significant impacts related to recreation would not occur as a result of implementation of Phase lb. (Addendum, p. 214) 4. Impacts of Phase 2 Phase 2 would be expected to generate as many as 298 full-time and 298 part-time new jobs, which would be within the employment projections set forth by SCAG for the City of Arcadia. In addition, it is expected that the majority of the additional employment opporhuiities would be filled by persons who already live within close proximity to the Proj ect site. Therefore, the direct and ind'uect effects of such new employees on local population and housing would be less than significant. (Ibid.) As a commercial retail land use, Phase 2 would not be expected to result in a substantial increase in the demand for recreational facilities. Therefore, impacts on recreation services in the City of Arcadia would be less than significant. (Ibid.) . City of Araadia Westfield Santa Anita Fe6ruary 2007 Page 61 Statement of Environmental Effects and 5. Cumulative Impacts As indicated above, the estimated employment increases resulting from Phase la, Phase lb and buildout of Phase 2 would be within the employment growth forecasts set forth by SCAG for the City of Arcadia. These forecasts account for planned or reasonably foreseeable development within each jurisdiction. Thus, as the employment growth from the Project is within these forecasts, cumulative impacts associated with the Project would be less than signifioant. (7bid.) Other related projects in the vicinity that are commercial in nature would not be expected to have a substantial adverse affect on the demand for public recreation facilities. In addition, new residential projects within the City would be required to pay fees into the Park and Recreational Facilities Fund in compliance with Section 2695.1 of the Arcadia Municipal Code. In addition, neither Phase la, Phase lb, nor Phase 2 would result in a cumulatively considerable contribution to impacts on parks and recreational facilities in the azea. (Addendum, p. 215) 6. Addendum Fiudings Phase lb and Phase 2 would not produce new or substantially worsen impacts related to population and housing or recreation. Consistent with the Findings for the Certified' EIR, nnpacts related to population and housing as well as recreation would be less than si~ificant. Thus, population and housing implications as well as recreation implications of Phase lb together with Phase 2 would be within the envelope of impacts analyzed for the Project in the Initial Study that is part of the Certified EIR. (Ibid.) III. OTHER CEQA CONSIDERATIONS AND CONCLUSIONS. L The City of Arcadia, acting through its City Council and its Department of Development Services, is the "Lead Agency" for the Project evaluated in the Addendum. The City finds that the Addendum was prepazed in compliance with CEQA and the CEQA Guidelines. The City finds that it has independently reviewed and analyzed the Addendum to the Certified EIR and that the Addendum reflects its independent judgment. 2. The City Council finds and determines that the information contained in the Addendum and staff errata for the Project is adequate for matters related to the ArcYutectural Design Review, and that the City Council has reviewed and considered the information contained therein pursuant to the State.CEQA Guidelines, and the City CEQA Guidelines along with other factors related to this matter. 3. The City Council fmds and determines that, based on the infoxmation set forth in the Addendum and Findings, pursuant to Secrions 15162(a)(1) and (2) of the State CEQA City of Arcadia ~ Westfield Santa Anita February 2007 Page 62 Statement of Environmental Effects and Findings Guidelines and with respect to the potentially significant impacts analyzed in the EIR, Phase lb and Phase 2 do not co~stitute substantial changes in the Project or substantial changes to the circumstances under which the Project is undertaken that would involve any new significant environmental effects or result in any substantial increase in the severity of previously idenrified potentially significant impacts in any of the analyzed environmental impact categories and that no new mitigation measures are identified in the Addendum that would modify the Mitigation Monitoring and Reporting Program adopted in connection with certification of the EIR and which are incorporated into the Addendum by reference. 4. The City Council finds and determines that, pursuant to Section 15162(a)(3) of the State CEQA Guidelines, Phase lb and Phase 2 neither constitutes nor contains new information of substantial importance that was not lrnown or could not have been known with tkie exercise of reasonable diligence at the time the EIR was certified as complete. 5. The City Council finds and determines that no additional environmental impacts other than those identified in the EIR will have a significant effect or result in a substanrial or potentially substantial adverse effect on the environment as a result of Phase lb and Phase 2. City of Arcadia Watfield Sante Anita FeMuery 2007 Page 63 RESOLUTION NO. 6562 A RESOLUTION OF THE C17Y COUNCIL OF THE CITY OF ARCADIA APPROVING ARCHITECTURAL DESIGN REVIEW ADR 2005-026 FOR THE EXPANSION OF THE WESTFIELD SHOPPINGTOWN - SANTA ANITA (PHASE 1 b) AT 400 SOUTH BALDWIN AVENUE. WHEREAS, in 2005 Westfield Corporation, Inc. submitted plans for architectural design review ("ADR 2005-026") for an approximately 100,800 square foot retail expansion and a subterranean two-story parking structure to accommodate 783 vehicles at the Westfield Shoppingtown-Santa Anita, more commonly known as "Phase 1b'; and WHEREAS, on February 27, 2007 the Planning Commission reviewed ADR 2005-026 and the Planning Commission voted to recommend to the City Council approval of the architectural design therein, subject to the conditions recommended by the Development Services Department. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. That the factual data submitted by the Development Services Department in the staff report is true and correct. i 6562 SECTION 2. The City Council finds: 1. That the location, configuration and architectural design and the proposed materials and colors of the proposed expansion and parking structure of ADR 2005-026 are visually harmonious with the existing mall buildings and with the site; 2. That the design for the proposed expansion will enhance the existing mall and create a positive physical image and environment; 3. That the height, massing and configuration of the expansion are in scale with the existing mall; 4. That an Environmental Impact Report ("EIR") was prepared for the expansion of up to an additional 600,000 square feet to the Westfield Shoppingtown-Santa Anita Mall. The EIR was certified by the City Council on September 5, 2000; 5. That an EIR Addendum was prepared for ADR 2005-026 in January 2007 and approved under Resolution No. 6561 concurrent herewith; and 6. That the City Council has independently reviewed and considered the EIR and EIR Addendum, which were prepared pursuant to the requirements of the California Environmental Quality Act ("CEQA") (collectively referred to herein as the Project's "CEQA Documentation"), the 2 6562 Administrative Record, the Staff Report (which includes recommended findings), and the draft resolutions for final action on ADR 2005-026. SECTIN 3. That for the foregoing reasons, the City Council approves the proposed architectural design review (ADR 2005-026) subject to the conditions set forth below. CONDITIONS The terms "developer", "applicant", "owner", and "Westfield" shall be deemed to refer to the applicant for approval of ADR-026 and all successors in interest. 1. No building permit for any construction on the Property shall be issued unless all of the conditions hereof have been complied with or assurances satisfactory to the Development Services Director have been made to insure that all such conditions will be fulfilled. 2. Prior to the issuance of the first certificate of occupancy for the first retaii building, the Developer shall provide (a) proof of issuance of a Caltrans Permit for the construction of the mitigation measure established for the intersection of Foothill Boulevard at Baldwin Avenue West (original Mitigation Measure 7.2.a) or (b) evidence of a completion bond in an amount and form and with a surety approved by the Development Services Director as sufficient to pay for the improvement; provided, however, that if 3 6562 within two years after issuance of a building permit for Phase 1 b, Caltrans fails to issue a permit for the improvement, the City may direct the Applicant to contribute the then current cost of the improvement into a City fund for alternative transportation mitigation improvements in the City's sole and absolute discretion, which payment shall be in addition to and not in lieu of any and all other mitigation measures. In this event, this condition shali be deemed satisfied upon payment of the improvement costs into the City fund. 3. Prior to the issuance of the first building permit for the first retail building, the developer shall pay to the County the cost for the construction of the northbound right turn lane in-lieu of construction for the intersection of Huntington Dr. at Rosemead Blvd. (original Mitigation Measure 7.2.c). The County will incorporate the improvement into their project to widen the intersection. 4. Prior to the issuance of the first building permit for the first retail building for Phase 1 b, the developer shall pay to the City: a. A Transportation Impact fee based on the adopted program for Phase 1 b; and b. The outstanding payment, previously required but not paid, for Phase 1 a's "fair share" of area-wide traffic improvements 4 6562 identified in the City's Transportation Master Plan on a pro-rata "fair share" basis (i.e., "nexus" formula). A nexus study to determine "fair share" responsibility for Phase 1a shall be prepared by a consultant approved by the City and paid for by the project applicant. 5. Prior to issuance of the first building permit for the first retail building for Phase 1 b, a$50,000 bond or other security as approved by the City Attorney shall be placed in escrow with the City to be used to monitor and address any neighborhood cut through traffic that results from the proposed project. 6. Any use of the Property which is otherwise subject to the Conditional Use Permit provisions of the City's Zoning Ordinance shall require a conditional use permit; provided, however, a conditional use permit shall not be required for uses within Building Area C[mall area] as shown on the Zoning/Design overlay site plan submitted with the 2000 EIR. 7. Phase 1 b shall be an open-air project with open courtyards and landscaping as indicated on Sheet 14 of the Design Review submittal dated November 15, 2006. 8. Materials utilized in Phase 1 b for the buildings and parking structure shall be of the materials palette included in the Sheet 15 of the 5 6562 Design Review submittal dated November 15, 2006 and as indicated in all elevations and sections (Sheets 9 through 13). 9. Restaurant uses within Phase 1b shall be limited to a maximum of 10,000 square feet of Gross Leasable Area (GLA). 10. All signs shall be subject to the Municipal Code, except that the following shall be applicable: a. No new freestanding center identification signs or multi- tenant monument signs are permitted for Phase 1 b. Single-sided monument signs shall be only allowed for restaurants/eating establishments containing 5,000 sq. ft. or more and that have public entrances from the exterior of the shopping mall. Said signs shail be allowed on the perimeter of the shopping mall structure or open-air mall area and located within planter areas. The total square footage of each sign shall not exceed 36 square feet. b. Flat, Plexiglas illuminated signs and internally illuminated plastic-faced cabinet signs are prohibited. (Resolution No. 6245) c. Wall signs on the exterior of the shopping mall structure shall be restricted to anchor stores containing 25,000 square feet or more, major restaurants/eating establishments containing 5,000 sq. ft. or more, theaters/cinemas and a food market. Said signs shall 6 6562 comply with the City's Zoning Ordinance in regard to allowable square footage. Tenant signs facing on the open-air courtyard area and not exposed to the public right-of-way shall be excluded from this provision. d. All new signage shall be subject to further design review and approval by the Development Services Director through the Sign Design Review process. 11. Final landscape plans in substantial compliance with the conceptual plans included on Sheet 14 of the Design Submittal dated November 15, 2006, shall be prepared by a registered landscape architect and shall be submitted to and approved by the Development Services Director before any building permit is issued for any part of the project. In addition to substantial conformance with the conceptual plan submitted as Sheet 14, said plans shall include or be in conformance with the following, without limitation: a. In addition to the landscaping required in Section 11 above, three (3) percent of the parking areas shall be landscaped and the planting beds and trees shall be distributed evenly throughout the entire parking area adjacent to Phase 1 b from the new buildings to the existing berms along Huntington Drive and Baldwin Avenue. 7 6562 Landscaping shall not be concentrated in only one (1) portion of the parking area, but dispersed throughout the parking lot. No planting area or island shall have an average width of less than three (3) feet. The planting areas or islands shown on the landscaping plans must be drawn to scale and the plants shall be clearly designated and labeled. A continuous six (6) inch raised concrete curb shall surround all planting areas or islands. The required landscaped buffer areas adjacent to Huntington Drive and Baldwin Avenue as well as the redesigned landscaping at the southerly entrance of Baldwin Avenue shail not be considered as part of the three (3) percent "landscaping" of the parking areas. Where a parking area abuts the buildings on the Property, the border plantings adjacent to those buildings shall not be considered as part of the landscaping of parking areas. b. The solid exterior walls of the mall and in the courtyard areas shall include decorative landscaping and treatment as shown on the submitted elevations in the Design Submittal dated November 15, 2006 and subject to the approval of the Development Services Director. c. To facilitate the processing of landscaping plans, a plant list shall be prepared giving the botanical and common names of the 8 6562 plants to be used, the sizes to be planted (e.g. 1, 5 or 15 gallon containers) and quantity of each. The plants should be listed alphabetically and assigned key numbers to be used in locating the plants on the pian. d. All new landscape materials shall be of a size and quality in scale with the project. All new trees shall be a minimum of 36" box. All new shrubs shall be a minimum five (5) gallon in size. 12. The owner of the Property shall provide adequate security personnel for the protection and control of persons and property on the site. A security plan shail be submitted to and approved by the City of Arcadia Police Chief prior to the issuance of the first building permit for all new buildings on the Property (incfuding the parking structure). The owner of the property shall at all times adhere to the approved security plan. Any material modifications of the security plan shall require the approval of the Police Chief, which shall not be unreasonably withheld. 13. Final plans for the proposed parking structure layout shall be subject to review and approval by the City Engineer prior to the issuance of the first building permit for the parking structure and shall address the issues of adequate turning radii, driveway aisle widths and turning movements into and out of the circulation ramps for standard passenger 9 6562 cars. 14. Interior lighting for the parking structure and all new exterior lighting shall be included on the final plans for review and approval by the Police Chief. Exterior lighting other than safety and/or security lighting shall only be in operation until one hour after operating hours to the extent feasible. 15. There shall be a maximum of three (3) Pavilions (Kiosks) located in the open plaza areas of the project. The final design shall be subject to review and approval by the Development Services Director or his/her designee based on the following criteria: a. Kiosks and cart designs may be animated in nature and shall serve to accentuate the architectural and aesthetic finish of the building facades. b. Individual kiosks may vary in total area; however, no one (1) kiosk shall exceed 150 square feet in area as shown on the submitted plans. c. Kiosks and carts shall be designed to be weatherproof and shall have illumination integrated into the design. d. The uses permitted with the kiosks and carts shall be consistent with Section 2 of Paragraph 16 of Resolution No. 6199 ]0 6562 dated October 3, 2000. e. There shaN be a minimum unobstructed distance between kiosks, and between kiosks and portable carts, of 15'-0" or as required by the State Building Code. Kiosks and portable carts shall be harmonious in design. 16. Any floor area within the open common area(s) devoted to portable carts (not kiosks) shall not be subject to the City's Zoning Ordinance for providing off-street parking spaces. 17. Westfield LLC shall continuously maintain a list of all current operators of kiosks and portable carts throughout the mall for business licensing purposes. This list shall promptly be furnished to the City Development Services Department upon request. 18. Prior to the issuance of the first building permit for the first retail building, the City Engineer shall review and approve all striping, signage, traffic control plans and on-site vehicular and pedestrian circulation. 19. Prior to the issuance of the first certificate of occupancy for the first retail building, the intersection of the Gate 8 Racetrack access road and the Westfield Mall ring road shall be reconstructed to an alignment in substantial conformance with the alignment depicted on Sheet 3 of the Architectural Design Review package with no reduction in the number of 11 6562 lanes exiting onto Baldwin Avenue. The final alignment shall be reviewed and subject to approval by the City Engineer. 20. Prior to the issuance of the first certificate of occupancy for the first retail building, ramp access and ADA clearance shall be upgraded or constructed at the intersections of Gate 9& 10 (the two southernmost entrances to the Westfield Santa Anita mall from Baldwin Avenue). 21. The following conditions shall be complied with to the satisfaction of the Public Works Services Director: a. The City of Arcadia shall transfer ownership, and Westfield shall accept ownership, of the 12-inch water main that currently circles the existing mall to WestField. All modifications made to the existing water distribution main, fire hydrant assemblies, and fire service connections shall be made according to existing City of Arcadia Public Works Standards. b. Water service for Westfield shall be metered at two locations where existing pipeline enters Westfield - at the northwest corner of the property near the Gate 8 entrance to the racetrack and the southwest corner of the property east of Fire Station 106. The City's Public Works Services Department (PWSD) will provide and install two fully equipped metering vaults and two backflow 12 6562 preventers. PWSD will provide full future maintenance of inetering vaults, Westfield shall provide future maintenance of the backflow preventers under PWSD inspection, at the cost and expense of Westfield. c. The maintenance, repair and relocation of the existing water main, and the installation of any fire hydrants required shall be entirely undertaken by WestField and at the expense of WestField. d. New fire sprinkler systems shall be installed by Westfield as required by the Arcadia Fire Department. Backflow preventers on the fire sprinkler systems shall be doubie check detector assemblies. Backflow preventers on any proposed irrigation system shall be installed by Westfield as required by the Uniform Plumbing Code. e. Inspection of the water main relocation and new water mains, water services, fire services and irrigation services shall be done by the City's Public Works Inspector. 22. The applicant shall submit to the Development Services Director for his/her approval prior to the issuance of the first building permit for the first retail building an on-site vehicular access and circulation plan that proposes, at the easterly perimeter of the subject property, direct vehicular and pedestrian connections between the Westfield Santa Anita 13 6562 Mall and the Santa Anita Racetrack property. The location of the pedestrian access shall be as shown on Sheets 3 and 4 of the Design Review Submittal dated November 15, 2006. The vehicular connection shall be located along the easterly perimeter of the Westfield property in the general location of the existing aisle way that runs perpendicular to the southerly portion of the ring road (existing three-legged intersection controlled by a stop sign). The final location for the vehicular connection shall be determined by the Development Services Director. The applicant shall complete all improvements in accordance with City approved plans. 23. Prior to the issuance of the first building permit for any retail project on the adjacent Santa Anita Racetrack property, the applicant shall execute a reciprocal access agreement with the adjacent property owner to the east for a common vehicular connection and a common pedestrian connection at locations approved by the Development Services Director. 24.. Prior to the issuance of the first building permit for any retail project on the adjacent Santa Anita Racetrack property, the developer shall submit a bond in a form and amount and issued by a surety approved by the City Attorney for the roadway, sidewalk and other improvements on the Westfield property necessary to construct the vehicular and pedestrian connections between the two adjacent properties. 14 6562 25. Prior to the issuance of the first building permit for the first retail building, the following conditions shall be completed to the satisfaction of the Fire Chief: a. Access to and around structures during construction shall be maintained. A plan shall be submitted outlining all emergency access routes during and after construction. In addition, a detailed excavation plan shall be submitted and subject to approval of, but not limited to, emergency access and water supply. b. An emergency egress plan shall be submitted for affected portions of the existing Mall during and after construction. 26. Prior to the issuance of the first Certificate of Occupancy for the first retail building, the following conditions shall be completed to the satisfaction of the Fire Chief: a. The basement parking level shall be provided with a smoke remova! system for underground firefighting operations. b. The parking structure entrance height shall be designed for access by paramedic ambulances, as determined and approved by the Fire Chief. c. All new retail space and the parking structure shall be interconnected to the existing fire alarm panel. 15 6562 d. All existing fire hydrants and fire department connections in the expansion area shall be relocated to locations approved by the Fire Chief. Additional fire hydrants shall be provided as required by the Fire Chief. e. On-site Class I standpipes shall be required at approved locations as required by the Fire Chief. f. The dumpster location within the parking structure shall have an adequate clear perimeter space for firefighting operations and dumpster removal. In addition, the dumpster location shall have adequate ventilation for firefighting operations. g. All elevators, including service elevators, shall be provided with the length, width and weight capacities. h. An acceptable method of radio communication within both the existing Mall and expansion areas shall be provided and approved by the Fire and Police Chiefs. i. Pre-Fire Plans, in a format approved by the Fire Chief, shall be prepared for the entire Mall, including without limitation the new expansion, outlining the hydrant locations, fire department connections, standpipes, fire alarm panels, smoke evacuation fans, and other points of interest as required. 16 6562 j. Prefixed ladders shall be placed at locations approved by the Fire Chief on the parapet walls that lead down to the roof. These ladders shall be capable of supporting a 500-pound live load. An agreed upon exterior marking on the structure shall be provided on the exterior of the building and visible, designating these interior parapet ladder locations. k. The drop-off-area access at the front of the expansion shall be a minimum of 20 feet in width and provide a minimum weight capacity of 70,000 pounds apparatus access. I. Knox boxes shall be provided for access to any restricted areas, including exterior entrances and individual units. m. Westfield's existing public address system shall be connected to the expansion areas. n. Standby power must be supplied for emergency lighting and the public address system. 27. A Tenant Coordinator and Project Manager shall act as a liaison between the Police Department, Fire Department, Development Services Department, Public Works Services Department, and all tenant contractors throughout the duration of the construction project. A location will be established for all City inspectors and other contractors to 17 6562 coordinate inspections and meet with the Tenant Coordinator and Project Manager. The location shall be provided on plans submitted for building permit. 28. No amplified live entertainment shall be permitted in the outdoor areas of the Mall. 29. The project and the site shall be developed in compliance with the Americans with Disabilities Act (Title 24) including direct connectivity with the adjacent right-of-ways, i.e., Baldwin Avenue and Huntington Drive. 30. The developer shall defend (with legal counsel acceptable to the City), indemnify and hold harmless the City, its agents, officers, and employees from any and all claims, actions, and/or proceedings against the City and/or its agents, officials, officers, and/or employees to attack, set aside, void or annui (i) this ADR approval, or (ii) the certification of the E!R Addendum in conjunction with this ADR approval, or (iii) any decision, action or failure to act by the City with respect to this ADR application. 31. The City must promptly notify the developer of any claim, action, or proceeding and the City shall cooperate reasonably in the defense. If the City fails to promptly notify the developer of any claim, action or proceeding, or if the City fails to cooperate reasonably in the defense, the developer shall not thereafter be responsible to defend, 18 6562 indemnify, or hold harmless the City. 32. The developer shall reimburse the City for any court and attorney's fees which the City may be required to pay as a result of any claim or action brought against the City because of this approval and/or CEQA related action. Although the developer is the real party in interest in an action, the City may, at is sole discretion, participate in the defense of the action, but such participation shall not relieve the developer of any obligation under this condition. 33. The applicant shall provide staffing to monitor the pick-up and drop-off area on the west side of the Mali for the first 30 days following the opening of Phase 1 b or through January 15 if the first thirty days falls within the month of December. At the conclusion of the staffing period, the applicant shall have an additional ninety (90) days to make any modifications to the operation of the pick-up and drop-off area as they deem necessary to ensure there are no queuing or traffic conflicts. At the conclusion of this ninety (90)-day period, the Development Services Director shall review the proposed operations plan for the pick-up and drop- off area as recommended by the applicant. The applicant shall incorporate and continuously implement any and all modifications to the operations plan as deemed necessary by the Development Services Director. 19 6562 SECTION 4. The City Clerk shall certify to the adoption of this Resolution. Passed, approved and adopted this 1ST day of May. IS/ MICKEY SEGAL Mayor of the City of Arcadia ATTEST: Ri~l ~~99~tltlm~ ~e id+0'7~ID Y3 ~ ..~ ~ Qs3~ City Clerk AP R~AS„TO FORM `~ ~ Stephen Deitsch City Attorney 20 6562 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Resolution No. 6562 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a regular meeting of said Council held on the 1S` day of May, 2007 and that said Resolution was adopted by the following vote, to wit: AYES: Councilmember Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None /S/ JA S H. ~AR S City Clerk of the City of Arcadia 21 6562 ~' ;. . ~ ~ o~A . ~ . ~ ..~.~;, a~ya+~y~~Nos`• STAFF REP~RT Development Services Department May 1, 2007 T0: Mayor and City Council FROM: Don Penman, Assistant Ciry Manager/Development Services Director~ Prepared by: Jason Kruckeberg, Community Development AdministratorT~ SUBJECT: SUMMARY The City Council at its April 17, 2007 meeting introduced Ordinances 2226, 2227, and 2228 relating to the Specific Plan, Zone Change, and Development Agreement for the Shops at Santa Anita Park project. The Council made a change to the Ordinances to remove the Simulcast Center at Santa Anita Racetrack and this was reflected in the Ordinances introduced on April 17. Attached are City Council Ordinances 2226, 2227, and 2228 as follows: ORDINANCE NO. 2226 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, ADOPTING THE "SHQPS AT SANTA ANITA PARK SPECIFIC PLAN" AND THE SPECIFIC LAND USE REGULATIONS CONTAINED THEREIN WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK. ORDINANCE NO. 2227 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, MAKING CERTAIN AMENDMENTS TO THE TEXT OF THE ARCADIA ZONING CODE TO ADD A"COMMERCIAL-ENTERTAINMENT" ZONE AND REGULATIONS 7HERETO; AND AMENDING THE ZONING DESIGNATION OF CERTAIN PROPERTY WITHIN THE CITY FROM "S- Ordinances No. 2226, 2227, 2228 May 1, 2007 Page 2 1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK. The City Council should move to adopt Ordinances 2226, 2227, and 2228 as attached. Approved: ,~'~' `°"=1 William R. Kelly, City Manager r Attachments:Ordinance fVo. 2226 Ordinance No. 2227 Ordinance No. 2228 ORDINANCE N0. 2228 I.'~ :'Tr..~~l~~'.(. I', J ORDINANCE NO. 2226 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, ADOPTING THE "SHOPS AT SANTA ATTITA PARK SPECIFIC PLAN" AND THE SPECIFIC LAND USE REGULATIONS CONTAINED THERBIN WITH RESPECT TO THE SHOPS AT SANTA AIVITA PARK WHEREAS, the City Council is authorized by Article II, Section 200 of the City Charter to prepare, adopt and amend specific plans for the purpose of systematically implementing the City's General Plan with respect to particular geographical areas and projects within the City; and WHEREAS, the Arcadia Municipal Code, Section 9296.7(2) provides that the adoption or amendment of any Specific Plan within the City shall be accomplished by ordinance; and WHEREAS, in April 2006, Caruso Property Management submitted an application for the following land use entitlements on an approximately 304-acre property more commonly known as Santa Anita Park ("Project Site" or "Specific Plan Area"): a General Plan Amendment ("GPA") (OS-Ol), along with applications for adoption of The Shops at Santa Anita Park Specific Plan (OS-O1), Zone Change (OS-04), Development Agreement, and Architectural Design Review including the Santa Anita Park Design Guidelines and Sign Program ("Design Review") for the Shops at Santa Anita Park Specific Plan Project (the "Project"). The Project generally consists of (1) an 806,405 square foot ("sf') commercial, retail, and office center, arranged as a new pedestrian-oriented Main Street, to be constructed on the southern parking lot of the Project Site; (2) relocation of the 1938 Saddling Barn to the original 1934 location in the Paddock Gardens to the west of the existing Kingsbury Memorial Fountain, and demolition of the south ticket gates; (3) a 1.4 acre landscaped open space area linking the existing Paddock 1 2226 ~~ ~ Gardens with the proposed new commercial, retail, and office center; (4) a 3.5 acre water feature located within a 7.5 acre open space area at the southern end of the Project Site; (5) improvements to vehicle and pedestrian access; parking, infrastructure, and other ancillary faciliries throughout the Project Site, as well as off site, to support the development, which will result in the demolition of four non-historic structures in the stable area; and (6) a new wireless electric trolley traveling on fixed rails between the expanded Paddock Gardens at the north end of Main Street and the water feature and promenade at the south end of Main Street; and WHEREAS, on March 19, 2007, a duly noticed public hearing was held before the Planning Commission on the adoption of the Specific Plan, along with the other applications identified above, including the Environmental Impact Report ("EIR") for the Project, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, after the public hearing, on March 21, 2007 the Planning Commission adopted Resolution No. 1757 recommending to the City Council approval of General Plan Amendment (OS-O1); Specific Plan (OS-O1), Zone Change ' (OS-04), the Development Agreement and Architectural Design Review for the Shops at Santa Anita Park and certification of the EIR, as recommended by the Development Services Department and subject to certain conditions of approval; and WHEREAS, on April 1l, 2007, a duly noticed public hearing was held before the City Council on said applications, including the EIR, at which time all interested persons were given full opportunity to be heard and to present evidence; and Z 2226 ~ ~ 5 :~ > WHEREAS, all other legal prerequisites to the adoption of this Ordinance have occurred. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES ORDAIN AS FOLLOWS: SECTION 1. That the factual data submitted by the Development Services Department in the associated Staff Report and EIR is true and correct. SECTION 2. That the City Council finds, based upon the entire record, including all written and oral evidence presented, that with respect to the proposed Specific Plan: (i) for the reasons set forth in Exhibit "A", attached hereto and incorporated by reference, the Specific Plan is consistent and compatible with the City's General Plan, as amended, as well as the goals, objectives, policies and action programs of the City's General Plan, as amended; (ii) for the same reasons set forth in Eachibit "A", the Specific Plan will not adversely affect the public health, safety and welfare or result in an `illogicai land use pattem; and (iii) the Specific Plan is a desirable planning tool to implement the provisions of the City's General Plan and the General Plan encourages use of a specific plan for the Project Site. The Project Site is unique within the City, as noted in the General Plan. As such, the Project Site merits specialized development regulations tailored to meet the Project Site's special development opporlunities and limitations. As such, the City Council finds it desirable that the Specific Plan be adopted to address these unique needs. 3 2226 . , SECTION 3. An Environmental Impact Report ("EIR") (State Clearing House No. 2005031131) has been prepared for the proposed Specific Plan in accordance with CEQA and State CEQA Guidelines. SECTION 4. Based upon the EIR, the administrative record, and all written and oral evidence presented to the City Council, the City Council finds that the environmental impacts of the Project and the Specific Plan are either less than significant, can be mitigated to a level of less than significant through implementation of the mitigation monitoring and reporting program outlined in the EIR, or with respect to those environmental impacts of the Project and the Specific Plan that have been found to not be mitigable to a level less than significant, these impacts are identified in the EIR and a Statement of Overriding Considerations has been adopted by the City Council for those impacts which outlines the economic, social, legal, or technological benefits to the community that outweigh those environmental impacts. As discussed in greater detail in the City Council's Resolution 6564 certifying the EIR for the Project; the City Council finds that the EIR is supported by substantial evidence and that it contains a complete, objective, and accurate reporting of the environmental impacts associated with the Project and the Specific Plan and reflects the independent judgment of the City Council. SECTION 5. The City Council further fmds and declares that the Project and the Specific Plan comply with CEQA as set forth in Resolution 6564 for this Project. SECTION 6. That for the foregoing reasons the City Council adopts the "Shops at Santa Anita Park Specific Plan" (SP OS-O1), which is attached as Exhibit "B" and incorporated by reference into this Ordinance, as revised on April 17, 2006 to delete any and all references to the Simulcast Center. 4 2226 .' ~.y1),~:' k ~S ~~y " . . F .4,. ~ • SECTION 7. Any and all references to the Simulcast Center in this Ordinance or in any Exhibits attached hereto shall be deemed to be not a part of this Ordinance, and shall be deemed to constitute typographical errors which may hereafter be corrected by City Staff. SECTION 8. This Ordinance shall become effective on the thirty-first (3151) day following its adoprion. SECTION 9. Severabilitv. If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this Ordinance, or any part thereof is for any reason held to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more secrions, subsections, subdivisions, paragraphs, sentences, blauses or phrases may be declared unconstitutional or otherwise invalid. SECTION 10. The City . Clerk shall certify the adoption of this Ordinance and shall cause a copy of same to be published in the official newspaper of said CiTy within fifteen (15) days after its adoption. [SIGNATURES ON NEXT PAGE] 5 2226 Passed, approved and adopted this day of , 2007. Mayor of the City of Arcadia ATTEST: City Clerk APPROVED AS TO FORM: Stephen P. Deitsch City Attorney 6 2226 ; , EXHIBIT "A" FINDINGS OF CONSISTENCY WITH THE GENERAL PLAN FOR. THE SHOPS AT SANTA ANITA PARK SPECIFIC PLAN (SP 05-O1); ZONING TEXT AMENDMENT AND ZONE CHANGE FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC 05-04); AND DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA A1vITA ASSOCIATES, LLC, ALL WITH RESPECT TO THE SHOPS AT SANTA ANITA PARI{, PREFATORY NOTE: Reference is made throughout this document to the "Project". For purposes of these Findings, the "Project" is a collective reference to the "Shops at Santa Anita Park Specific Plan Project" and includes the development allowed by each of the following land use entitlements. - Shops at Santa Anita Park Specific Plan (SP OS-Ol) ("Specific Plan"); - Zoning Text Amendment and Zone Change of Land within the Specific Plan Area from "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND"SP CE" (ZC OS-04) (collectively, "Zoning Amendments"); and - Development Agreement between the City of Arcadia and Santa Anita Associates, LLC ("Development AgreemenY').l It is nofed that in order for the City Council to approve each of the above land use entitlements, the Council must find that each is consistent with the General Plan of the City of Arcadia, as amended. Because the findings of General Plan consistency for the collective Project are fundamentally the same as they would be for each individual land use entitlement, for the sake of simplicity the General Plan consistency findings have been consolidated into one single document, which is attached to and incorporated by reference into the findings for each individual land use entitlement for the Project. These findings demonstrate that the Project is consistent with the applicable goals, strategies and standards of the General Plan. The Courts in Seauovah Hills Homeowners Assn v Citv of Oakland (1993) 23 Ca1.App.4`~' 704, 712, 717 and Greenbaum v Cini of Los Aneeles (1984) 153 Cal. App.3d 391, 406-407 ~ The Developer also seeks a General Plan Amendment (GPA OS-O1) to develop the Project. These consistency findings are included directly within the Resolution approving the General Plan Amendment, (Resolufion No. 6565) and aze not specifically referenced here. ~ 2226 recognized that no project could completely satisfy every single policy or standaxd stated in a general plan, and that State law imposes no such requirement. Rather, a general plan is a document that tries to accommodate a wide range of competing interests, including those of developers, neighboring homeowners, prospective homebuyers; environmentalists; current and prospecrive business owners, jobseekers, taxpayers, and providers and recipients of all types of city-provided services. Therefore, as noted in Napa Citizens for Honest Government v. N~a CountY Board of Supervisors (2001) 91 Cal. App.4~' 342, 379-380, a project will nevertheless be deemed consistent with the general plan, if considering ali its aspects, it is compatible with and will not frustrate the general plan's goals and policies, even if it does not satisfy each and every provision of the general plan to the letter. These findings will address General Plan consistency in the order of the Chapters contained in the General Plan: Community Development ("CD") (General Plan, Chapter 2); Municipal Facilities and Services ("FS") (General Plan, Chapter 3); Environmental Resources ("ER") (General Plan, Chapter 4); Environmental Hazards ("EH") (General Plan, Chapter 5); and the City of Arcadia Housing Element (Separate Document from General Plan, adopted in 2005). While the General Plan also contains a Chapter 6, titled "Implementation and Monitoring Programs", this Chapter implements each of the Chapters/Elements stated above and reference is made to the standards contained in Chapter 6 throughout this Document.z Further, these Findings also reference the analysis contained in the Draft Environmental Impact Report that was prepared for the Project, where appropriate and cite the pages in that document where evidence in support of these findings can be found. For purposes of citatiori references, the following abbreviations have the following meanings: - GPS - General Plan Strategy(ies) (planning strategies outlined in Chapters 2 through 5 of the General Plan) - Standard(s) - General Plan Urban Design Performance Standard(s) (design and development standards outlined in Chapter 6 of the General Plan that implement the goals and strategies set forth in Chapters 2 through 5 of the General Plan) ' The General Plan also contains Chapter 1, which is an inhoductory chapter that contains no additional goals, strategies or standards that are not already addressed in the other c6apters. Therefore, these Findings contain no further discussion with respect to Chapter l. S 2226 ,~ ,, i - Draft EIR - Draft Environmental Impact Report prepared for the Project under the California Environmental Quality Act. ! 1 s. ~N: S g! 1~. 9 2226 GENERAL PLAN CONSISTENCY FINDINGS: I. Communitv Develonment ("CD") Chaater: The Project is consistent with the goals, o6jectives and strategies of the Community Developmenf Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Economic Vitalitv of the Santa Anita Park Racetrack. One of the primary goals articulated in the General Plan is the continued economic vitality of the Santa Anita Park Racetrack (the "Park" or "Racetrack") through development of compatible commercial uses. To accomplish this goal, the General Plan has, since the 1996 Update, envisioned the redevelopment of the southem parking lot from surplus parking space into a mixture of commercial uses of "urban intensity" to provide a regional attraction that will draw visitors to the Park and surrounding areas. Addirionally, the General Plan acknowledges that the Park and neighboring Westfield Mall are currently separated by fencing and other barriers. The General Plan envisions the development of "functional linkages" between the properties so that patrons of the Mall, Racetrack and Project may walk, bicycle or drive between the properties so that patrons may more freely move between the properties without using the external public roadway system, increasing cross-patronage of each location while reducing traffic impacts. The Project will be subject to special design standards that recognize the unique characteristics and needs of this area, as opposed to the more general zoning and development regulations contained in the "R-1" and "S-1" zoning designations. The Specific Plan, Zoning Amendments, Development Agreement and Architectural Design Review, along with their corresponding conditions of approval and mitigation measures, will provide additional development guidelines consistent with the goals and objectives of the General Plan outlined above, and will ensure proper and diversified type, location, architecture, massing, color, and texture of uses and improvements that will complement both existing uses on the Site and surrounding uses. While the General Plan aiso emphasizes Arcadia's identity as a"community of homes" and endeavors to protect the integrity and quality of existing residential neighborhoods, the Project proposes to redevelop an existing commercial parking lot upon which no residential uses cunently exist (although a portion of the Project 10 2226 ~{';a .t~~'~~f°....- ... . _, .~ . ._, . [ r Site is zoned "R-1"). Further, as indicated above, the land use entitlements, conditions of approval, and mitigation measures for the Project will ensure that the Project is compatible in style and scale with the existing primarily residential nature of the community. For example, no large retaining walls are proposed or permitted for the Project. Any outdoor storage areas, loading areas, mechanical equipment areas, as well as exposed structural and mechanical elements will be screened from public view with appropriate enclosures, architecture or landscaping. The Project will also be required to maintain appropriate setbacks and buffer distance from neighboring residential uses to ensure compatibility with adjacent neighborhoods and land uses. (GPS CD-1, CD-4 through CD-6, CD-21 through CD-22; Standards #1, 2, 4, 8-13, 17; Draft EIR, Sect. 4.8, pgs. 35-36, 40-44, 83-86, 88-90) B. Maintain the Economic and Social Vitalitv of the Communitv. The General Plan sets the following Community Development goals: 1. To provide for the retail and commercial service needs of Arcadia :~,: residents. 2. To provide appropriate opportunities for employment generating office uses consistent with the overall character of the community. 3. To reserve adequate land for public and quasi-public services, and to create physical places for Arcadia residents to interact and exchange ideas, and promote the development of a municipal auditorium or , performing arts center. 4. To ensure an adequate supply oflands which can generate a municipal revenue stream for the City to continue providing residents high quality services. As indicated above, the Project will provide for the redevelopment of the southern parking lot at the Santa Anita Park into a mixture of commercial uses of "urban intensity" that will significantly expand the retail and commercial opportunities for both residents and visitors to the Park and surrounding areas. The Project would develop approximately 25,000 additional square feet of office uses. Although intended for occupancy by Arcadia Unified School District Employees, this office use would not preclude other employment-generating office projects within the City. Therefore, the Project would not be in confliet with the General Plan. The Project would not remove land previously allocated for public facilities or prohibit redevelopment of these types of uses on other sites. Further, the Project 11 2226 includes open plazas, pedestrian networks, eating areas, 8.9 total acres of open space (7.5 acres of landscaped open space area including a 3.5 acre water feature located to the south of the project and a 1.4 acre landscaped open space area linking the existing Paddock Gardens with the proposed new commercial, retail and office center), as well as providing functional linkages between the Westfield Mall, the Project and the Racetrack. Additionally the Project would provide a space for community performing arts, school productions, and local organization meetings, with a seating capacity of approximately 400. All of these amenities will contribute to a vibrant day and evening environment within which Arcadia citizens may interact. The Project will serve as a diverse trade area with a mix of fashion retailers, restaurants, and shops, catering to upscale sophisticated patrons in the City and the surrounding area. Total sales from the Project are estimated to exceed $300 Million per year, generating substantial tax revenue for the City, while also providing significant employment opportunities within the City (estimated at 1,300 permanent jobs). For these reasons, the Specific Plan, Zoning Amendments and Development Agreement adopted for the Eroject are consistent with the above-referenced Community Development goals. (GPS CD-3 and CD-16b; Draft EIR, Sect. 4.8, pgs. 41-43) C. Architechual Compatibilitv with the Racetrack Grandstand. The General Plan contains several approaches for development of the Project Site to maintain architectural compatibility with the existing historical Racetrack Grandstand and to preserve important community views of the Grandstand. However, the General Plan also acknowledges that development to the south of the Grandstand will not be able to preserve unobstructed views of the entire Grandstand structure. Therefore, the General Plan emphasizes that the Grandstand remaim "recognizable from key locations along the perimeter of the Racetrack", including the views travelers get from Huntington Drive/Colorado Place, directly east of the Racetrack, as well as views of the unique architecture of the southerly Grandstand face. (General Plan, pgs. 2-17 through 2-19) As such, the General Plan requires any new commercial buildings and structures to respect these views and that the Grandstand remain "recognizable". However, no provision of the General Plan mandates that views of the Grandstand be maintained from any particular location in perpetuity. The Project is consistent with the General Plan, as amended, in that it continues to emphasize maintaining the visibility of the Grandstand from Huntington Drive/Colorado Place and Huntington Drive/Centennial Way. 'The Project will retain all historical vehicular 12 2226 ,~: ?''° . , access points and would provide for pedestrian access points to the Project. Entryways will be improved with decorative walkways, landscaping and signage to create a sense of place for visitors. Fencing and walls will be limited in the Project and will be decorative, appropriately transparent, and employ materials, colors and textures that minimize graffiti, glare, heat and reflection. (Standard #6; Draft EIR, Sect. 4.8, pg. 87) Although the Project proposes to remove some of the previous views of the Grandstand, it would ultimately result in increased overall opporlunities for individuals to have "up close" experiences in viewing the Grandstand, ensuring the Grandstand's "recognizability" as called for in the General Plan, balanced against the competing General Plan policy of redeveloping the southern parking lot into a viable commercial project. Further, the Project is designed with a"Main Street" concept at a human scale, with varied architecture that is intended to complement the Grandstand's architecture rather than to clash with or obscure it. Additionally, the Project will enhance the economic vitality of Racetrack operations. (GPS CD- 16c; Sfandards #3, 5 and 6; Draft EIR, Sect. 4.8, pgs. 38-39, 44, 85-87) Lighting will be designed to be warm and pedestrian friendly. It will be designed to minimize glare and spillage onto adjacent properties. A project requirement is included to ensure that lighting will be screened to minimize illumination into the surrounding areas and to minimize glare or interference with vehicular lighting. (Standard #7; Draft EIR, Sect. 4.8, pgs. 87-88) - D. Open Space and Parks. The General Plan contains policies for preserving the integrity and viability of existing open space areas, as well as providing a system of active and passive parks and open spaces of sufficient size and in appropriate locations to serve the needs of residents of all ages. The Project will not remove any open space. Rather, it will add 7.5 acres of open space, including a 3.5 acre water feature at the southern end of the Project site and a 1.4 acre landscaped open space area in the northern portion of the Project adjacent to the Paddock Gardens, all of which will be accessible to the public. Further, the water feature will be dedicated for passive use only. There will be no swimming, bathing, wading, boating or fishing in the water feature. The City's existing system of parks and recreational facilities is adequate to serve the Project beyond the open space to be provided. Additionally, all new landscaping shall relate to the overall Site Plan in order to enhance the structures and soften its effect upon the neighborhood, protect views, and protect it from sun and wind. (GPS CD-29 and FS-31; Standard #17; Draft EIR Sect. 4.8, pgs. 45, 51, 65 and 90) II. Municipal Facilities and Services ("FS"1 Chanter: The Project is consistent with the goals, objectives and strategies of the Municipal Facilities 13 2226 and Services Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Transportation Svstem and Traffic Impacts. One of the goals articulated in the General Plan is to maintain a iransportation system that maximizes freedom and safety of movement, balances mobility and cost efficiency of maintenance, as well as reducing traffic impacts on neighborhood streets. The Project Developer has conducted a Traffic Impact Analysis of traffic patterns that would result from the Project. The Project would be managed through specific mitigation measures that would help maintain roadway performance objectives to the extent feasible, which include the construcfion of local traffic improvements as well as assisting in the implementation of subregional transportation improvement programs. Among the improvements identified are: 1. Physical improvements to public roads and intersections in the vicinity of the Project, 2. Construction of internal circulation roads and accessways that will facilitate movement of vehicies and pedestrians between the Racetrack, the Project and the Westfield Mall, without requiring movement on public streets and rights-of-way, 3. Establishment and operation of a shuttle service to and from the nearest Metro "Gold Line" station, 4. Incorporation of additional bus stops internal to the Project Site, 5. Establishment of a neighborhood Traffic Management Plan, and 6. Certain bonding and funding for anricipated traffic improvements to offset other traffic impacts. Along these same lines, General Plan Strategies FS-1, FS-2 and FS-3 set the goal of maintaining public roadway operations at better than Level of Service ("LOS") "D" during non-racing season, LOS "E" during racing season for all race- related traffic, and LOS "C" on local residential streets. However, by Resolurion 6493 (adopted by the City Council in 2005) although these are intended to be desirable goals, they have been interpreted by the City Council to be non- mandatory elements. Rather, the Council has deternuned that no single goal or strategy in the General Plan is intended to prevent development that is otherwise in harmony with and in fiutherance of the General Plan. Further, the Council has determined that where LOS goals have already been exceeded, compliance with 14 2226 .~ , the City's Transportation Master Plan will constitute compliance with the General Plan. There are several intersections in the vicinity that currently exceed LOS "D" and it is established practice to approve development projects that may result in incremental decreases in LOS so long as the development is otherwise in harmony with the General Plan. Through incorporation of the traffic mitigation measures described above, the Project would be consistent with t.he Transportation Master Plan and, as such, would be consistent with the General Plan. (GPS FS-1 through FS-3; Standard #19; Draft EIR; Sect. 4.8, pgs. 51-55, 91) Finally, it is anticipated that the Project will not require addirional hours of manual traffic control during the racing season. However, if the City determines that snch additional manual traffic control is necessary, the Project Developer will be required to participate in manual control to offset the added impact. (GPS FS-9 and ER-8; Draft EIR, Sect. 4.8, pgs. 56, 67) B. Maintaining Service and Facilitv Standards and Sharine of Costs. Another goal of the General Plan is to maintain municipal service and facility performance standards for existing and future development, realize cost efficiencies and to achieve an equitable sharing of the cost of municipal services and facilities. 1. Traffic. The Project Developer has analyzed the potential traffic impacts and the Project will incorporate or contribute to various mitigation measures in order to minimize impacts, both within the City of Arcadia and in surrounding communities, as more particularly discussed in the Section II(A) above and in Resolution No. 6564 adopting CEQA findings for the Project. Where the City of Arcadia has no jurisdiction over certain • mitigation measures, the City's policy is to work with outside communities to mitigate such impacts. Further, the Project, with mitigation, is consistent with the Congestion Management Program and Regional Transportation Plan requirements. (GPS FS-1 through FS-4, FS-6 through FS-10 through FS-12, FS-15 and FS-16; Standard #20; Draft EIR, Sect. 4.8, pgs. 51-60, 91) 2. Fire and Emergency.Response. The Project will be adequately served by Fire Station No. 106. The Project will incorporate appropriate emergency access measures, smoke alarms, fire extinguishers, hydrant pressure and spacing, adequate fire flows and safety features required by State law and the Arcadia Municipal Code. Further; Arcadia Fire Department personnel were consulted in connecrion with review of the Project. (GPS FS-17, FS-27 and FS-28; Standards #24-26, 30; Draft EIR, Sect. 4.8, pgs. 51-62, 64, 92, 94) 15 2226 3. Police Response/Crime Prevention. The Project will provide a private security force for the proposed "SP-CE" Zone that would be integrated into the existing private security force at the Racetrack. Prior to the issuance of the first building permit for the first retail building, a Master Security and Access Plan shall be submitted to the Fire Chief and/or Police Chief for review and approval that would outline all security operations during construction and operation of the Project, both current and anticipated, as well as protocols by which the security force will interface with the Arcadia Police Department. The Project will also make provision for Arcadia police officer workspace adjacent to or in connection with a planned private security office at the Project. Finally, the Project will incorporate "defensible space" design features to discourage theft and other criminal activity at the Project. (GPS FS-17, FS-22 through FS-24; Standards #27-29; Draft EIR, Sect. 4.8, pgs. 51-64, 92-93) 4. Utility Supply/Infrastructure. The needs of the Project have been analyzed and existing utility facilities serving the Project Site aze anticipated to be sufficient to serve the demand of the Project. If necessary, the Project will be required to upgrade utility infrastructure to provide adequate services, such as potential expansion of water, sewer, solid waste, electricity, natural gas, telephone and cable infrastructure in order to equitably share the cost of increased municipal utilities/services serving the Project. (GPS FS- 17; Draft EIR, Chap 4.8, pgs. 51-61) 5. Development Impact Fees. The Project will be required to pay a Traffic Impact Fee pursuant to the Development Agreement. (See Exhibit "D" of Development Agreement) 6. Added Tax Revenue to Fund Municipal Services. Finally, the Project is anticipated to generate additional sales and property tax revenues that could be used by the City of Arcadia to fund additional infrastructure improvements, purchase additional equipment, as well as to hire additional personnel that may be required to offset impacts due to the Project. T'his is consistent with the General Plan, as amended, in that the Project will "pay its own way" and municipal services impacts will be minimized to the extent feasible. (Draft EIR, Sect. 4.8, pgs. 47-51) C. Maintainine Emereencv and Disaster Resnonse Preparedness. Another goal of the General Plan is to maintain a system of emergency and disaster response preparedness that will save lives, protect property, and facilitate recovery with a minimum of social disruption following minor emergencies, as well as after major catastrophic events. The Santa Anita Park has adopted an Emergency 16 2226 ;z, ~ Action and Evacuation Plan (revised January 2005) to ensure adequate preparedness with rapid and appropriate response to emergency situations (i.e.: fire, explosion, hazardous materials release, medical emergencies, bomb threats, etc.) The Plan is in compliance with Califomia law. The Project would not prohibit areas of the Project Site from being used as an evacuation center. Further, prior to issuance of building permits for the Project, the Developer will be required to submit to the City of Arcadia an Emergency Evacuation/Management Plan for the entire Specific Plan Area that will be integrated into the existing Santa Anita Park Emergency Action and Evacuation Plan, as well as with the City of Arcadia's 2004 Natural Hazard Mitigation Plan. (Draft EIR, Sect. 4.8, pg. 50) III. Environmental Resources ("ER") Chauter: The Project is consistent with the goals, objectives and strategies of the Environmental Resources Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following ,:z;, reasons: ~ ~~. A. Air uali . One of the goals articulated in the General Plan is to achieve air quality conducive to good health and enjoyment of the area's climate and to assist in attaining Federal and State air quality standards. The Project Site has historically been designated as a commercial area under the General Plan and, since the 1996 Update, has been earmarked for redevelopment into a commercial and entertainment-oriented venue of "urban intensity". Given this fact, the Air Quality` Management Plan ("AQMP") included commerciai growth of the Site withiri its projections. Therefore, the Project does not jeopardize attairunent of the air quality levels identified in the AQMP, even if they exceed the SCAQMD's recommended daily emissions thresholds. The Project would be required to comply with City regulations that implement the AQMP which are geared toward reducing pollutant emissions. Further, as outlined in Section II(A) above, the Project would incorporate various traffic mitigation measures that would reduce vehicle trips and encourage use. of public transportation, thereby reducing vehicle air pollution. (Draft EIR, Sect. 4.8, pgs. 65-66) B. Energy Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of energy resources located within the City. The General Plan requires that all new large commercial development meet or exceed state and local energy conservation requirements, promote installation of heat recovery and co-generation facilities where feasible, and promote innovative building, site design and orientation techniques which minimize energy use to the extentfeasible. 17 2226 j ~ All buildings within the Project will comply with the energy efficiency standards under Titie 24 of the California Code of Regulations. However, it is not feasible to develop heat recovery or co-generation facilities at this location due to prohibitive cost and given the fact that the Project is principally retail in nature. The Project is designed to contain a varied collection of open-air plazas and pedestrian areas, as well as landscaped areas that would maximize solar gain and minimize heat-reflective surfaces. Further, the Project Developer will cooperate with SCE and the Gas Company on available energy conservation demonstration projects where feasible. (GPS ER-23, ER-26 and ER-27; Standards #34-35; Draft EIR, Sect. 4.8, pgs. 68-69, 95-96) The General Plan also seeks to facilitate the provision of energy efficient modes of transportation. As more specifically set forth above, the Project is a pedestrian-oriented development which would encourage the use of walking and public transportation. (GPS ER-28; Draft EIR, Sect. 4.8, pg. 69) C. Water Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of water resources located within the City. The Project would incorporate various water conservation measures, such as low- flow plumbing fixtures and drip irrigation. (GPS ER-37 and ER-42; Draft EIR, Sect. 4.8, pgs. 72-73) Further, the Project will be required to comply with all NPDES, SWPPP, SUSMP, the City of Arcadia's Water Conservarion Plan (A.M.C. Secrion 7553.0) and various other water discharge mitigation measures consistent with those requirements, all of which prohibit violation of water quality standards. (GPS ER- „ 31; Standard #36; Draft EIR, Sect: 4.8, pgs. 69-70, 96) The Project will not contribute to a change that would result in any violation of the waste discharge requirements associated with the Racetrack. (GPS ER-32; Draft EIR, Sect. 4.8, pg. 70) The Project would also increase the amount of pervious surfaces to allow percolation of storm water into the ground. The area where the commercial entertainment project will occur is currently a 100% impervious parking lot. The Project would reduce surface lot hardscape area, add an approximately 7.5 acre open space area to the south side of the Project Site, of which 3.5 acres would be a water feature and four acres would be pervious landscaping. Further, the Project would develop 1.4 acres of open space to the north around the Paddock Gardens. The Project would also add buffer and other landscaping as well as a meandering sidewallc. Stormwater runoff would be 'filtered in accordance with NPDES requirements prior to dischazge into the Arcadia Wash. (GPS ER-33, ER-35, ER- 36, ER-41 and ER-43; Standards #42 and 43; Draft EIR, Sect. 4.8, pgs. 70-73, 98- 18 2226 ~~ 99) The Project would also incorporate water-conserving landscaping to reduce water usage. (GPS ER-37; Draft EIR, Sect. 4.8, pg. 72) D. Cultural Resources. Anotlier goal articulated in the General Plan is to ensure retention and proper stewardship of cultural resources located within the City. Building fapades would be individualized to reflect a variety of architectural styles designed to evoke the architecture and cultural history of horse racing, while also preserving views of the Grandstand. Further, as noted above, the project would help to revitalize the existing Racetrack and surrounding areas, preserving a central cultural feature of the City of Arcadia. (Draft EIR, Sect. 4.8, pgs. 66-67) (GPS ER-49; Draft EIR, Sect. 4.8, pgs. 73-74) The Santa Anita ~'ark Historic District has been determined eligible as a National historical landmark and is currently a California state landmark. The Project would not result in the delisting or loss of eligibility of the District on the National or Califomia Register. (GPS ER-54; Draft EIR, Sect. 4.8, pg. 74) Although the Project Site is located within an area that may contain a portion of the,~abrieli~o prehistoric village, mitigation measures will be in place to ensure that any earth-disturbing activities are supervised by a qualified archeologist to identify,any on-site archeological resources and, if the resources are significant, the archeologist will take appropriate measures to ensure that the scientific information that could be provided from these resources is not lost. (GPS ER-55 and ER-57; Standards #37-39; DraB EIR, Sect. 4.8, pgs. 74-75, 97-98) With respect to geological or paleontological resources, none are known to exist,o„~n the Project Site. However, if paleontological resources are discovered, mitigation measures are in place that would require the retention of a qualified paleontologist fo assess any finds and provide appropriate treatment. (GPS ER-55, ER-56 and ER-58; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 75, 97-98) E. Biolo ical and Mineral Resources. A goal articulated in the General Plan is to ensure retention and proper stewardship of biological and mineral resources located within the City. However, with respect to biological, habitat, riparian or mineral resources, no such resources would be significantly impacted by the Project. (Standards #31-33; Draft EIR, Sect. 4.8, pgs. 66; 94-95) F. Mixed-Use Development. The General Plan also sets the goal of encouraging mixed-use development, where appropriate, in order to allow employees the opportunity to live and work at the same location. While the Project will not develop residential uses, it will include a mix of commercial, retail and office uses that would provide employment opportunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) 19 2226 (. w G. Waste Rec,~ng. The General Plan also sets the goal of facilitating the City's Source Reduction and Recycling Chapter. The Project will comply with all City of Arcadia standards. (GPS ER-16; Draft EIR, Sect. 4.8, pg. 68) IV. Environmental Hazards ("EH"1 Chanter: The Project is consistent with the goals, objecrives and strategies of the Environmental Hazards Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Seismic Safetv. One of the goals articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potenrial seismic hazards. While the Project is located in the Alquist-Priolo zone and would be subject to ground rupture, the Project will comply with all seismic safety regulations under the Arcadia Municipal Code and Califomia Building Code to achieve an acceptable level of seismic risk. (GPS EH-1; Standards #40 and 41; Draft EIR, Sect. 4.8, pgs. 76, 79, 98) B. Floodine. Another goal articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potential flooding hazards. The SP CE zoned area is not located within the Morris Jones Inundation Zone or in the Santa Anita Dam Flood Hazard Zone. Further, the Developer will prepare an emergency evacuation/management plan for the Project, as more particularly referenced in Section II(C) above. The Project would also be designed to direct surface runoff away from the water feature, reducing the potentiaJ for flooding thereby. (GPS EH-9; Draft EIR, Sect. 4.8, pg. 79) C. Noise. Another goal articulated in the General Plan is to ensure that noise-sensitive land uses and noise generators are located and designed in such a manner so that (1) adverse noise effects of the Project are avoided on adjacent uses and (2) adverse noise effects of adjacent uses are avoided on the Project. A detailed noise analysis was prepared for the Project, which is referenced in the Draft EIR, Section 4.9. With respect to non-traffic noise, the Report concluded that either the Project would not generate operational noise in violation of the above standards or that noise-sensitive uses and noise generators will be designed in a way to reduce noise to below a level of significance (i.e.: rooftop HVAC equipment). Therefore, the objectives for non-traffic operational noise of the General Plan would be met. (GPS EH-13 through EH-15, EH-17 through EH-19; Standards #44, 45, 47, 48 and 50; Draft EIR, Sect. 4.8, pgs. 80-81, 98-102; Draft EIR, Sect. 4.9) 20 2226 f, ;, With respect to traffic noise, certain noise thresholds may be exceeded in the vicinity. However, noise levels are already being exceeded on most of the roadways surrounding the Project Site. As indicated in Section II(A)above with respect to traffic impacts, the General Plan does not require strict adherence to a particular standard if a project is otherwise consistent with the General Plan. Therefore, the Project is consistent with the General Plan for this purpose. (Draft EIR, Sect. 4.8, pgs. 77-78). In September, 2006, the City Council amended Performance Standard #44 of the General Plan to remove thresholds related to traffic noise citywide that are already exceeded by existing conditions and do not reflect an accurate measure of an individual project's impacts. The Project has addressed this change to the General Plan. D. Hazardous Waste. Another goal articulated in the General Plan is to ensure that all commercial, office and industrial uses within the City adhere to both the City's and the Los Angeles County Hazardous Waste Management Plan, as well as the most current amendments to California Code of Regulations, Title 22. All retail, office and commercial businesses within the Project will be required to comply with the City's and County's Plans, Cal-OSHA requirements, the Hazardous Materials Management Act, Title 22, and other applicable State and local requirements. Further, no hazardous materials other than routine cleaning compounds and possibly propane would be utilized in the Project, which would not present a significant risk of injury or harm to the environmental or the community through upset or accident. (GPS EH-21 and EH-23; Standard #52; Draft EIR, Sect. 4.8, pgs. 78-79, 81-82, 103) Also, as required by the General Plan, a Phase I environmental assessment was also comple4ed on the Project Site, as well as a geotechnical analysis to determine the presence of hazardous substances on the Site. (Standard #53; Draft EIR, Sect. 4.8, pg. 103). V. Housine Element: The Project is consistent with the goals, objectives and strategies of the Housing Element of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: The General Plan sets the goal of providing adequate sites to meet Arcadia's share of regional housing needs by accommodating 461 new dwelling units from 1998 through 2005, including adequate numbers of affordable housing. However, the Project does not provide for any residential units, since the Project Site has historically been designated in the General Plan as commercial and horse racing (although a portion of the Project Site is zoned "R-1"). The General Plan Housing Element identifies seven potential sites within the City for affordable housing, 21 2226 f - none of which include the Project Site. Therefore, while the Project will not provide any housing, it will not preclude the inclusion of housing in other areas of the City. Therefore, it is consistent with and will not conflict with the Housing Element of the General Plan. (GPS CD-24; Arcadia Housing Element 2000-2005, Policy l.l, Table29; Draft EIR, Sect. 4.8, pgs. 45, 82) 22 2226 , ORDINANCE NO. 2227 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, MAKING CERTAIN AMENDMENTS TO T'HE TEXT OF THE ARCADIA ZONING CODE TO ADD A"COMMERCIAL- ENTERTAINMENT" ZONE AND REGULATIONS THERETO; AND AMENDING THE ZONING DESIGNATION OF CERTAIN PROPERTY WITHIN THE CITY FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" WITH RESPECT TO THE SHOPS AT SANTA A1~TITA PARK WHEREAS, the City of Arcadia, as a function of its regulatory authority, is empowered, under Arcadia Municipal Code, Secrion 9293.9 to amend the text of its Zoning Code (Arcadia Municipal Code, Title 9) and to amend the zoning designations of land within the City, by adoption of an ordinance; and WHEREAS, in April 2006, Caruso Property Management submitted an application for the following land use entitlements on an approximately 304-acre property more commonly lrnown as Santa Anita Park ("Project Site"): a General Plan Amendment ("GPA") (OS-O1), along with applications for adoprion of The Shops at Santa Anita Park Specific Plan (OS-O1), Zone Change (OS-04), Development Agreement, and Architectural Design Review including the Santa Anita Park Design Guidelines and Sign Program ("Design Review") for the Shops at Santa Anita Park Specific Plan Project (the "Project"). The Project generally consists of (1) an 806,405 square foot ("sf') commercial, retail, and office center, arranged as a new pedestrian-oriented Main Street, to be consiructed on the southern parking lot of the Project Site; (2) relocation of the 1938 Saddling Barn to the original 1934 location in the Paddock Gardens to the west of the existing Kingsbury Memorial Fountain, and demolition of the south ticket gates; (3) a 1.4 acre landscaped open space area linking the existing Paddock Gardens with the proposed new commercial, retail, and office center; (4) a 3.5 acre water feature 1 ziz~ . located within a 7.5 acre open space area at the southem end of the Project Site; (5) improvements to vehicle and pedeslrian access, parking, infrastructure, and other ancillary facilities tk~roughout the Project Site, as well as off site, to support the development, which will result in the demolition of four non-historic structures in the stable area; and (6) a new wireless electric trolley traveling on fixed rails between the expanded Paddock Gardens at the north end of Main Street and the water feature and promenade at the south end of Main Street; and WHEREAS, on March 19, 2007, a duly noticed public hearing was held before the Planning Commission on the proposed Zone Change, along with the other applications idenrified above, including the Environmental Impact Report ("EIR") for the Project, at which rime all interested persons were given full opportunity to be heard and to present evidence; and WEiEREAS, after the public hearing, on March 21, 2007 the Planning Commission adopted Resolution No. 1757 recommending to the City Council approval of General Plan Amendment (OS-O1), Specific Plan (05-01), Zone Change (OS-04), the Development Agreement and Design Review for the Shops at Santa Anita Park and certification of the EIR, as recommended by the Development Services Departrnent and subject to certain conditions of approval; and WHEREAS, on April 11, 2007, a duly noticed public hearing was held before the City Council on said applicarions, including the EIR, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, all other legal prerequisites to the adoption of this Ordinance have occuned. 2 zz2~ NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA DOES ORDAIN AS FOLLOWS: SECTION 1. That the factual data submitted by the Development Services Department in the associated Staff Report and EIR is true and correct. SECTION 2. That the City Council finds, based upon the entire record, including all written and oral evidence presented, that with respect to the proposed Zone Change: (i) for the reasons set forth in Exhibit "A", attached hereto anfl incorporafed by reference, the proposed Zone Change (OS-04) is consistent and comparible with the City's General Plan, as amended, as well as the goals, ` objecrives, policies and action programs of the City's General Plan, as amended. (ii) the proposed Zone Change (OS-04) is consistent with the Shops at Santa Anita Park Specific Plan. The zoning changes made by this Ordinance add Specific Plan zoning designations to the Arcadia Municipal Code in order to incorporate the regulations of the Specific Plan into the Arcadia Municipal Code. ~ To the extent that the zoning is changed, thjs is intended to designate land uses within the Project Site in such a way to facilitate development of the Project in the manner called for in the Specific Plan. (iii) the public necessity, convenience, general welfare, and good zoning pracrice, justify the proposed Zone Change. The amended General Plan has articulated the City's vision of what kind of project will serve the public necessity, convenience and general welfare for future development of the Project Area. A project of the type set forth in the Specific Plan implements those General Plan policies and goals and the proposed Zone Change, as set forth in this Ordinance, implements the Specific Plan. As such, the proposed Zone Change, as set forth in 3 2227 this Ordinance, demonstrates good zoning pracrice of the City, consistent with the City's General Plan. SECTION 3. An Environmental Impact Report ("EIR") (State Clearing House No. 2005031131) has been prepazed for the Project and the proposed Zone Change in accordance with CEQA and the State CEQA Guidelines. SECTION 4. Based upon the EIR, the administrative record, and all written and oral evidence presented to the City Council, the City Council finds that the environmental impacts of the Project and the Zone Change are either less than significant, can be mirigated to a level of less than significant through implementarion of the mirigarion monitoring and reporting program outlined in the EIR, or with respect to those environmental impacts of the Project and the Zone Change that have been found to not be mitigable to a level less than significant, these impacts are identified in the EIR and a Statement of Overriding Considerations has been adopted by the City Council for those impacts which outlines the eoonomic, social, legal, or technological benefits to the community that outweigh those environmental impacts. As discussed in greater detail in the City Council's Resolu6on 6564 certifying "the EIR for the Project, the City Council finds that the EIR is supported by substantial evidence and that it contains a complete, objective, and accurate reporting of the environmental impacts associated with the Project and the Zone Change and reflects the independent judgment of the City Council. SECTION 5. The City Council further finds and declares that the Project and Zone Change comply with CEQA as set forth in Resolution No. 6564 for this Project. SECTION 6. Secrions 9231.21, 9231.21.1, 9231.21.2, 9231.21:3 are hereby added to the Arcadia Municipal Code to read: 4 2227 9231.21 SP Specific Plan 9231.21.1 SP S-1 Specific Plan Special Use Zone 9231.21.2 SP CE Specific Plan Commercial Entertainment Zone 9231.21.3 SP R-1 Specific Plan Second One-Family Zone SECTION 7. Section 9297 et seq. is hereby added to the Arcadia Municipal Code to read: Division 7 Specific Plan - Santa Anita 9297. SPECIFIC PLAN - SANTA Ar]ITA. PURPOSE AND INTENT. ~~ The Santa Anita Park Specific Plan is a planning tool to guide development and design of the Shops at Santa Anita Park and includes the zoning designations of SP S-1, SP CE and SP R-1. Regularions and design guidelines for the SP S-1, ~ SP CE and SP R-1 zones with related implemenring actions are set forth in Ordinance No. 2226 adopting the Santa Anita Pazk Specific Plan. ~SECTION 8. That for the foregoing reasons, the City Council approves Zone Change OS-04 for the "Shops at Santa Anita Park" from S-1 and R-1 to SP- S-1, SP-CE, SP-R-1 as set forth in Sections 6 and 7 and the map attached hereto as Exhibit "B". Official Zoning Maps 9233.7, 9233.9 and 9233.10 of the City shall be amended accordingly and incorporated by reference into this Ordinance. SECTION 9. Any and all references to the Simulcast Center in this Ordinance or in any Exhibits attached hereto shall be deemed to be not a part of this Ordinance, and shall be deemed to consritute typographical errors which may hereafter be corrected by City Staff. 5 2227 SECTION 10. This Ordinance shall become effective on the thirty-first (31~`) day following its adoption. SECTION 11. Severabilitv. If any section, subsecrion, subdivision, paragraph, sentence, clause or phrase of this Ordinance, or any part thereof is for any reason held to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases may be declared unconstiturional or otherwise invalid. SECTION 12. The City Clerk shall certify the adoprion of this Ordinance and shall cause a copy of same to be published in the official newspaper of said City within fifteen (15) days after its adoption. Passed, approved and adopted this day of 2007. ATTEST: City Clerk APPROVED AS TO FORM: Stephen P. Deitsch City Attorney Mayor of the City of Arcadia 6 2227 EXHIBIT "A" FINDINGS OF CONSISTENCY WITH THE GENERAL PLAN FOR THE SHOPS AT SANTA AIVITA PARK SPECIFIC PLAN (SP 05-O1); ZONING TEXT AMENDMENT AND ZONE CHANGE FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC 05-04); AND DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA ANITA ASSOCIATES, LLC, ALL WITH RESPECT TO THE SIiOPS AT SANTA A1vITA PARK, PREFATORY NOTE: Reference is made throughout this document to the "Project". For purposes of these Findings, the "Project" is a collective reference to the "Shops at Santa Anita Park Specific Plan ProjecY' and includes the development allowed by each of the following land use entitlements: - Shops at Santa Anita Park Specific Plan (SP OS-O1) ("Specific Plan"); - Zoning Text Amendment and Zone Change of Land within the Specific Plan Area from "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04) (collectively, "Zoning Amendments"); and - Development Agreement between the City of Arcadia and Santa Anita Associates, LLC ("Development AgreemenY').~ It is noted that in order for the City Council to approve each of the above land use enritlements, the Council must find that each is consistent with the General Plan of the City of Arcadia, as amended. Because the findings of General Plan consistency for the collecrive Project aze fundamentally the same as they would be for each individual land use entitlement, for the sake of simplicity the General Plan consistency findings have been consolidated into one single document, which is attached to and incorporated by reference into the findings for each individual land use entitlement for the Project.. These findings demonstrate that the Project is consistent with the applicable goals, strategies and standards of the General Plan. The Courts in Sec~uovah Hills Homeowners Assn. v. City of Oakland (1993) 23 Ca1.App.4`~ 704, 712, 717 and Greenbaum v. Citv of Los Angeles (1984) 153 Cal. App.3d 391, 406-407 recognized that no project could completely satisfy every single policy or standard stated in a general plan, and that State law imposes no such requirement. Rather, a ' The Developer also seeks a General Plan Amendment (GPA OS-01) to develop the Project. These consistency findings are inciuded directly within the Resolution approving the General Plan Amendment, (Resolutlon No. 6565) and are not specificaily referenced here. 7 2227 general plan is a document that tries to accommodate a wide range of compering interests, including those of developers, neighboring homeowners, prospecrive homebuyers, environmentalists, current and prospective business owners, jobseekers, taxpayers, and providers and recipients of all types of city-provided services. Therefore, as noted in Napa Citizens for Honest Government v. Nana County Board of Supervisors (2001) 91 Ca1. App.4~' 342, 379-380, a pro}ect will nevertheless be deemed consistent with the general plan, if considering all its aspects, it is compatible with and will not fiustrate the general plan's goals and policies, even if it does not sarisfy each and every provision of the general plan to the letter. These findings will address General Plan consistency in the order of the Chapters contained in the General Plan: Community Development ("CD") (General Plan, Chapter 2); Municipal Facilities and Services ("FS") (General Plan, Chapter 3); Environmental Resources ("ER") (General Plan, Chapter 4); Environmental Hazards ("EH") (General Plan, Chapter 5); and the City of Arcadia Housing Element (Separate Document from General Plan, adopted in 2005). While the General Plan also contains a Chapter 6, titled "Implementation and Monitoring Programs", this Chapter implements each of the Chapters/Elements stated above and reference is made to the standards contained in Chapter 6 throughout this Document.2 Further, these Findings also reference the analysis contained in the Draft Environmental Impact Report that was prepared for the Project, where appropriate and cite the pages in that document where evidence in support of these findings can be faund. For purposes of citarion references, the following abbreviations have the following meanings: ` - GPS - General Plan Strategy(ies) (planning strategies outlined in Chapters 2 through 5 of the General Plan) - Standard(s) - General Plan Urban Design Performance Standard(s) (design and development standards outlined in Chapter 6 of the General Plan that implement the goals and strategies set forth in Chapters 2 through 5 of the General Plan) - Draft EIR - Draft Environmental Impact Report prepared for the Project under the California Environmental Quality Act. Z The General Plan also contains Chapter 1, which is an introductory chapter that contains no additional goals, strategies or standards that are not aiready addressed in the other chapters. Therefore, these Findirigs contain no further discussion with respect to Chapter 1. 8 2227 GENERAL PLAN CONSISTENCY FINDINGS: I. Communitv Development ("CD") Chapter: The Project is consistent with the goals, objectives and strategies of the Community Development Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Economic Vitalitv of the Santa Anita Park Racetrack. One of the primary goals articulated in the General Plan is the continued economic vitality of the Santa Anita Park Racetrack (the "Park" or "Racetrack") through development of compatible commercial uses. To accomplish this goa1, the General Plan has, since the 1996 Update, envisioned the redevelopment of the southem parking lot from surplus parking space into a mixture of commercial uses of "urban intensity" to provide a regionai atlraction that will draw visitors to the Pazk and surrounding areas. _. : Additionally, the General Plan acknowledges that the Park and neighboring Westfield Mall are currently separated by fencing and other barriers. The General Plan envisions the development of "functional linkages" between the properties so that patrons of the Mall, Racetrack and Project may walk, bicycle or drive between the properties so that patrons may more freely move between the properties without using the extemal public roadway system, increasing cross-patronage of each locarion while reducing traffic impacts. ° The Project will be subject to special design standards that recognize the unique characteristics and needs of this area, as opposed to tfie more general zoning and development regulations contained in the "R-1" and "S-1" zoning designarions. The Specific Plan, Zoning Amendments, Development Agreement and Architectural Design Review, along with their corresponding condirions of approval and mirigation measures, will provide addirional development guidelines consistent with the goals and objectives of the General Plan outlined above, and will ensure proper and diversified type, location, architecture, massing, color, and texture of uses and improvements that will complement both exisring uses on the Site and surrounding uses. While the General Plan also emphasizes Arcadia's identity as a"community of homes" and endeavors to protect the integrity and quality of existing residential neighborhoods, the Project proposes to redevelop an exisring commercial parking lot upon which no residential uses currently exist (although a portion of the Project Site is zoned "R-1"). Further, as indicated above, the land use entitlements, conditions of approval, and mitigation measures for the Project will ensure that the 9 2227 Project is comparible in style and scale with tlie exisring primarily residential nature of the community. For example, no large retaining walls are proposed or permitted for the Project. Any outdoor storage areas, loading areas, mechanical equipment areas, as well as exposed structural and mechanical elements will be screened from public view with appropriate enclosures, azchitecture or landscaping. The Project will also be required to maintain appropriate setbacks and buffer distance from neighboring residenrial uses to ensure compatibility with adjacent neighborhoods and land uses. (GPS CD-1, CD-4 through CD-6, CD-21 through CD-22; Standards #1, 2, 4, 8-13, 17; Draft EIR, Sect. 4.8; pgs. 35-36, 40-44, 83-86, 88-90) B. Maintain the Economic and Social Vitality of the Community. The General Plan sets the following Community Development goals: 1. To provide for the retail and commercial service needs of Arcadia residents. 2. To provide appropriate opportunities for employment generating office uses consistent with the overall character of the community. 3. To reserve adequate land for public and quasi-public services, and to create physical places for Arcadia residents to interact and exchange ideas, and promote the development of a municipal auditorium or perfornung arts center. 4. To ensure an adequate supply of lands which can generate a municipal revenue stream for the City to conrinue providing residents high quality services: As indicated above, the Project will provide for the redevelopment of the southem parking lot at the Santa Anita Park into a mixture of commercial uses of "urban intensity" that will significantly expand the retail and commercial opportunities for both residents and visitors to the Park and surrounding areas. The Project would develop approximately 25,000 additional square feet of office uses. Although intended for occupancy by Arcadia Unified School District Employees, this office use would not preclude other employment-generating office projects within the City. Therefore, the Project would not be in conflict with the General Plan. The Project would not remove land previously allocated for public facilities or prohibit redevelopment of these types of uses on other sites. Further, the Project includes open plazas, pedestrian networks, eating areas, and 8.9 total acres of open io zzz7 space (7.5 acres of open space area including a 3.5 acre water feature located to the south of the project and a 1.4 acre landscaped open space area linking the existing Paddock Gardens with the proposed new commercial, retail and office center), as well as providing functional linkages between the Westfield Mall, the Project and the Racetrack. Additionally the Project would provide a space for community performing arts, school productions, and local organizarion meerings, with a seating capacity of approximately 400. All of these ameniries will contribute to a vibrant day and evening environment within which Arcadia citizens may interact. The Project will serve as a diverse trade area with a mix of fashion retailers, restaurants, and shops, catering to upscale sophisricated patrons in the City and the surrounding area. Total sales from the Project are estimated to exceed $300 Million per yeaz, generaring substantial tax revenue for the City, while also providing significant employment opportunities within the City (estimated at 1,300 permanent jobs). For these reasons, the Specific Plan, Zoning Amendments and Development Agreement adopted for the Project are consistent with the above-referenced ~omxriunity Development goals. (GPS'CD-3 and CD-16b; Draft EIR, Sect. 4.8, pgs. 41-43) C. Architectural Comparibilitv with the Racetrack Grandstand. The General Plan contains several approaches for development of the Project Site to maintain architectural comparibility with the . existing historical Racetrack Grandstand and to preserve important community views of the Crrandstand. Howe~er, the General Plan also acknowledges that development to the south of the Grandstand will not be able to preserve unobstructed views of the,; entire Grandstand structure. Therefore, the General Plan emphasizes that the Crrandstand remain "recognizable from key locations along the perimeter of the Racetrack", including the views travelers get from Huntington Drive/Colorado Place, directly east of the Racetrack, as well as views of the unique architecture of the southerly Crrandstand face. (General Plan, pgs. 2-17 through 2-19) As such, the General Plan requires any new commercial buildings and structures to respect these views and that the Grandstand remain "recognizable". However, no provision of the General Plan mandates that views of the Grandstand be maintained from any particular location in perpetuity. The Project is consistent with the General Plan, as amended, in that it conrinues to emphasize maintaining the visibility of the Grandstand from Huntington Drive/Colorado Place and Huntington Drive/Centennial Way. The Project will retain all historical vehicular access points and would provide for pedestrian access points to the Project. Entryways will be improved with decorative walkways, landscaping and signage to i i zzz~ create a sense ofplace for visitors. Fencing and walls will be limited in the Project and will be decorative, appropriately transparent, and employ materials, colors and textures that minimize graffiri, glare, heat and reflection. (Standard #6; Draft EIR, Sect. 4.8, pg. 87) Although the Project proposes to remove some of the previous views of the Grandstand, it would ultimately result in increased overall opportunities for individuals to have "up close" experiences in viewing the Crrandstand; ensuring the Grandstand's "recognizability" as called for in the General Plan, balanced against the competing General Plan policy of redeveloping the southern parking lot into a viable commercial project. Further, the Project is designed with a"Main Street" concept at a human scale, with varied architecture that is intended to complement the Grandstand's architecture rather than to clash with or obscure it. Additionally, the Project will enhance the economic vitality of Racetrack operations. (GPS CD- 16c; Standards #3, 5 and 6; Draft EIR, Sect. 4.8, pgs. 38-39, 44, 85-87) Lighting will be designed to be warm and pedesUrian friendly. It will be designed to minimize glare and spillage onto adjacent properties. A project requirement is included to ensure that lighting will be screened to minimize illumination into the surrounding areas and to:minimize glare or interference with vehicular lighring. (Standard #7; Draft EIR, Sect. 4.8, pgs. 87-88) D. Open Space and Parks. The General Plan contains policies for preserving the intiegrity and viability of existing open space areas, as well as providing a system of active and passive pai~ks and open spaces of sufficient size and in appropriate locations to serve the needs of residents of all ages. The Project will not remove any open space. Rather, it will add 7.5 acres of open space, including a 3.5. acre water feature at the southern end of the Project site and a 1.4 acre landscaped open space area in the northern portion of the Project adjacent to the Paddock Gardens, all of which will be accessible to the public. Further, the water feature will be dedicated for passive use only. There will be no swimming, bathing, wading, boating or fishing in the water feature. The City's exisring system of parks and recrearional faciliries is adequate to serve the Project beyond the open space to be provided. Additionally, all new landscaping shall relate to the overall Site Plan in order to enhance the structures and soften its effect upon the neighborhood, protect views, and protect it from sun and wind. (GPS CD-29 and FS-31; Standard #17; Draft EIR Sect. 4.8, pgs. 45, 51, 65 and 90) II. Municiual Facilities and Services ("FS"1 Chauter: The Project is consistent with the goals, objectives and strategies of the Municipal Facilities and Services Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: i z zzz~ ~ '`:~a~"`9 . ~ A. Transgortarion System and Traffic Impacts. One of the goals articulated in the General Plan is to maintain a transportation system that m~imizes freedom and safety of movement, balances mobility and cost efficiency of maintenance, as well as reducing traffic impacts on neighborhood streets. 'The Project Developer has conducted a Traffic Impact Analysis of traffic pattems that would result from the Project. The Project would be managed through specific mitigation measures that would help maintain roadway performance objecrives to the extent feasible, which include the construction of local traffic improvements as well as assisring in the implementarion of subregional transportation improvement programs. Among the improvements identified are: 1. Physical improvements to public roads and intersecrions in the vicinity of the Project, ' 2. Construction of internal circulation roads and accessways that will facilitate movement of vehicles and pedestrians between the Racetrack, the Project and the Westfield Mall, without requiring movement on ~'~" public streets and rights-of-way, _~ 3. Establishxnent and operarion of a shuttle service to and from the nearest • Metro "Gold Line" station, ~ 4. Incorporarion of additional bus stops intemal to the Project Site, 5. Establishment of a neighborhood Traffic Management Plan, and ,, 6. Certain bonding and funding for anricipated traffic improvements to ~.z offset other traffic impacts. Along these same lines, General Plan Strategies FS-1, FS-2 and FS-3 set the goal of maintaining public roadway operations at better than Level of Service ("LOS") "D" during non-racing season, LOS "E" during racing season for all race- related traffic, and LOS "C" on local residenrial streets. However, by Resolurion 6493 (adopted by the City Council in 2005) although these are intended to be desirable goals, they have been interpreted by the City Council to be non- mandatory elements. 'The Council has determined that no single goal or strategy im the General Plan is intended to prevent development that is otherwise in harmony with and in furtherance of the General Plan. Further, the Council has deternuned that where LOS goals have already been exceeded, compliance with the City's Transportation Master Plan will consritute compliance with the General Plan. There are several intersections in the vicinity that currently exceed LOS "D" and it is established practice to approve development projects that may result in incremental decreases in LOS so long as the development is otherwise in hannony with the General Plan. ThrougH incorporation of the traffic mitigation measures 13 ZZZ~ described above, the Project would be consistent with the Transportation Master Plan and, as such, would be consistent with the General Plan. (GPS FS-1 through FS-3; Standard #19; Draft EIR, Sect. 4.8, pgs. 51-55, 91) Finally, it is anticipated that the Project will not require additional hours of manual traffic control during the racing season. However, if the City deternunes that such additional manual traffic control is necessary, the Project Developer will be required to participate in manual control to offset the added impact. (GPS FS-9 and ER-8; Draft EIR, Sect. 4.8, pgs. 56, 67) B. Maintaining. Service and Facility Standards and Sharin~~of Costs. Another goal of the General Plan is to maintain municipal service and facility performance standards for existing and future development, realize cost efficiencies and to achieve an equitable sharing of the cost of municipal services and facilities. 1. Traffic. The Project Developer has analyzed the potentiai lraffic impacts and the Project will incorporate or contribute to various mitigation measures in order to minimize impacts, both within the City of Arcadia and in surrounding communities, as more particularly discussed in the Section II(A) above and in Resolution No. 6564 adopring CEQA findings for the Project. Where the City of Arcadia has no jurisdicrion over certain mirigation measures, the City's policy is to work with outside communities to mitigate such impacts. Further, the Project, with mirigarion, is consistent with the Congestion Management Program and Regional Transportarion Plan requirements. (GPS FS-1 through FS-4, FS-6 through FS-10 through FS-12, FS-15 and FS-16; Standard #20; Draft EIR, Sect. 4.8, pgs. 51-60, 91) ~ 2. Fire and Emergency Response. The Project will be adequately served by Fire Starion No. 106. The Project will incorporate appropriate emergency access measures, smoke alarms, fire extinguishers, hydrant pressure and spacing, adequate fire flows and safety features required by State law and the Arcadia Municipal Code. Further, Arcadia Fire Department personnel were consulted in connection with review of the Project. (GPS FS-17, FS-27 and FS-28; Standards #24-26, 30; Draft EIR, Sect. 4.8, pgs. 51-62, 64, 92, 94) 3. Police ResponsefCrime Prevention. The Project will provide a private security force for the proposed "SP-CE" Zone that would be integrated into the exisring private security force at the Racetrack. Prior to the issuance of the first building pemut for the first retail building, a Master Security and Access Plan shall be submitted to the Fire Chief 14 2227 and/or Police Chief for review and approval that would outline all security operarions during construcrion and operarion of the Project, both current and anticipated, as well as protocols by which the security force will interface with the Arcadia Police Deparhnent. The Project will also malce provision for Arcadia police officer workspace adjacent to or in connection with a planned private security office at the Project. Finally, the Project will incorporate "defensible space" design features to discourage theft and other criminal acrivity at the Project. (GPS FS-17, FS-22 through FS-24; Standards #27-29; Draft EIR, Sect. 4.8, pgs. 51-64, 92-93) 4. Utility Supply/Infrastructure. The needs of the Project have been analyzed and existing utility facilities serving the Project Site are anricipated to be sufficient to serve the demand of the Project. If necessary, the Project will be required to upgrade utility infrastructure to provide adequate services, such as potential expansion of water, sewer, ~' solid waste, electricity, natural gas, telephone and cable infrastructure in -~~ order to equitably share the cost of increased municipal urilities/services '" serving the Project. (GPS FS-17; Draft EIR, Chap 4.8, pgs. 51-61) S. Development Impact Fees. The Project will be required to pay a Traffic Impact Fee pursuant to the Development Agreement. (See Exhibit "D" of . Development Agreement) 6. Added Tax Revenue to Fund Municipal Services. Finally, the Project .~ is anticipated to generate addirional sales and property tax revenues that could be used by the City of Arcadia to fund additional infrastructure improvements, purchase addirional equipment, as well as to hire addirional personnel that may be required to offset impacts due to the Project. This is consistent with the General Plan, as amended, in that the Project will "pay its own way" and municipal services impacts will be minimized to the extent feasible. (Draft EIR, Sect. 4.8, pgs. 47-51) ' C. Maintainin~ EmerQency and Disaster Response Prepazedness. Another goal of the General Plan is to maintain a system of emergency and disaster response preparedness that will save lives, protect property, and facilitate recovery with a minimum of social disruption following minor emergencies, as well as after major catastrophic events. The Santa Anita Park has adopted an Emergency Action and Evacuation Plan (revised January 2005) to ensure adequate prepazedness with rapid and appropriate reSponse to emergency situations (i.e.: fire, explosion, hazardous materials release, medical emergencies, bomb threats, etc.) The Plan is in compliance with California law. The Project would not is Za2~ prohibit areas of the Project Site from being used as an evacuation center. Further, prior to issuance of building permits for the Project, the Developer will be required. to submit to the City of Arcadia an Emergency Evacuation/Management Plan for tY-e enrire Specific Plan Area that will be integrated into the existing Santa Anita Park Emergency Action and Evacuarion Plan, as well as with the City of Arcadia's 2004 Natural Hazard Mitigarion Plan. (Draft EIR, Sect. 4.8, pg. 50) III. Environmental Resources ("ER"1 Chauter: The Project is consistent with the goals, objectives and strategies of the Environmental Resources Chapter of the General Plan, as amended, as weil as the design and development standards that implement that Chapter for the following reasons: A. Air Ouality. One of the goals articulated in the General Plan is to achieve air quality conducive to good health and enjoyment of the area's climate and to assist in attaining Federal and State air quality standards. The Project Site has historically been designated as a commercial area under the General Plan and, since the 1996 Update, has been eazmarked for redevelopment into a commercial and entertainment-oriented venue of "urban intensity". Given this fact, the Air Quality Management Plan ("AQMP") included commercial growth of the Site within its projections. Therefore, the Project does not jeopardize attainment of the air quality levels idenrified in the AQMP, even if they exceed the SCAQMD's recommended daily emissions thresholds. The Project would be required to comply with City regulations that implement the AQMP which are geared toward reducing pollutant emissions. Further, as outlined in Section II(A) above, the Project would incorporate various traffic mitigation measures that would reduce vehicle trips and encourage use of public transportarion, thereby reducing vehicle air pollution. (Draft EIR, Sect. 4.8, pgs. 65-66) B. Enerx;y Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of energy resources located within the City. The General Plan requires that all new large commercial development meet or exceed state and local energy conservation requirements, promote installation of heat recovery and co-generation facilities where feasible, and promote innovarive building; site design and orientation techniques which minimize energy use to the extent feasible. All buildings within the Project will comply with the energy efficiency standards under Title 24 of the Califomia Code of Regulations. However, it is not feasible to develop heat recovery or co-generation facilities at this location due to prohibitive cost and given the fact that the Project is principally retail in nature. 16 2227 The Project is designed to contain a varied collection of open-air plazas and pedestrian areas, as well as landscaped areas that would maximize solar gain and minimize heat-reflective surfaces. Further, the Project Developer will cooperate with SCE and the Gas Company on available energy conservation demonstration projects where feasible. (GPS ER-23, ER-26 and ER-27; Standards #34-35; Draft EIR, Sect. 4.8, pgs. 68-69, 95-96) The General Plan also seeks to facilitate the provision of energy efficient modes of transportarion. As more specifically set forth above, the Project is a pedestrian-oriented development which would encourage the use of walking and public transportarion. (GPS ER-28; Draft EIR, Sect. 4.8, pg. 69) C. Water Resources. Another goal articulated in the General Plan is to ensure retenrion and proper stewardship of water resources located within the City. The Project would incorporate various water conservation measures, such as low- flow plumbing fixtures and drip irrigarion. (GPS ER-37 and ER-42; Draft EIR, Sect. 4.8, pgs. 72-73) . ~.; ~s.Further, the Project will be required to comply with all NPDES, SWPPP, SUSMP, the City of Arcadia's Water Conservation Plan (A.M.C. Section 7553.0) and `various other water discharge mitigarion measures consistent with those requirements, all of which prohibit violation of water quality standards. (GPS ER- 31; Standard #36; Draft EIR, Sect. 4.8, pgs. 69-70, 96) The Project will not contribute to a change that would result in any violation of the waste discharge requirements associated with the Racetrack. (GPS ER-32; Draft EIR, Sect. 4.8, pg. 70)ra ~` The Project would also increase the amount of pervious surfaces to allow percolarion of storm water into the ground. The area where the commercial entertainment project will occur is currently a 100% impervious parking lot. The Project would reduce surface lot hardscape area, add an approximately 7.5 acre open space area to the south side of the Project Site, of which 3.5 acres would be a water feature and four acres would be pervious landscaping. Further, the Project would develop 1.4 acres of open space to the north around the Paddock Gardens. The Project would also add buffer and other landscaping as well as a meandering sidewalk. Stormwater runoff would be filtered in accordance with NPDES requirements prior to discharge into the Arcadia Wash. (GPS ER-33, ER-35, ER- 36, ER-41 and ER-43; Standards #42 and 43; Draft EIR, Sect. 4.8, pgs. 70-73, 98- 99) T'he Project would also incorporate water-conserving landscaping to reduce water usage. (GPS ER-37; Draft EIR, Sect. 4.8, pg. 72) D. Cultural Resources. Another goal articulated in the General Pian is to ensure retention and proper stewardship of cultural resources located within the t~ 2zz~ City. Building fa~ades would be individualized to reflect a variety of azchitectural styles designed to evoke the architecture and cultural history of horse racing, while also preserving views of the Grandstand. Further, as noted above, the project would help to revitalize the existing Racetrack and surrounding areas, preserving a central cultural feariue of the City of Arcadia. (Draft EIR, Sect. 4.8, pgs. 66-67) (GPS ER-49; Draft EIR, Sect. 4.8, pgs. 73-74) The Santa Anita Park Historic District has been determined eligible as a National historical landmark and is currently a California state landmark. The Project would not result in the delisting or loss of eligibility of the District on the National or California Register. (GPS ER-54; Draft EIR, Sect. 4,8, pg. 74) Although the Project Site is located within an area that may contain a portion of the Gabrieliilo prehistoric village, mirigation measures will be in place to ensure that any earth-disturbing activities are supervised by a qualified archeologist to idenrify any on-site archeological resources and, if the resources aze significant, the azcheologist will take appropriate measures to ensure that tfie scienrific information that could be provided from these resources is not lost. (GPS ER-55 and ER-57; Standazds #37-39; Draft EIR, Sect. 4.8, pgs. 74-75, 97-98) With respect to geological or paleontological resources, none. are lrnown to exist on the Project Site. However, if paleontological resources are discovered, mitigation measures are in place that would require the retenrion of a qualified paleontologist to assess any finds and provide appropriate treatment. (GPS ER-55, ER-56 and ER-58; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 75, 97-98) E. Biological and Mineral Resources. A goal articulated in the General Plan is to ensure retention and proper stewardship of biological and mineral resources located within the City. However, with respect to biological, habitat, riparian or mineral resources, no such resources would be significantly impacted by the Project. (Standards #31-33; Draft EIR, Sect. 4.8, pgs. 66, 94-95) F. Mixed-Use Development. The General Plan also sets the goal of encouraging mixed-use development, where appropriate, in order to allow employees the opportunity to live and work at the same location. While the Project will not develop residential uses, it will include a mix of commercial, retail and office uses that would provide employment opportuniries to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) G. Waste Rec c~g. The General Plan also sets the goal of facilitating the City's Source Reduction and Recycling Chapter. The Project will comply with all City of Arcadia standards. (GPS ER-16; Draft EIR, Sect. 4.8, pg. 68) ~ s zu~ IV. Environmental Hazards ("EH"1 Chauter: The Project is consistent with the goals, objectives and strategies of the Environmental I3azards Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Seismic Safetv. One of the goals articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potenrial seismic hazards. While the Project is located in the Alquist-Priolo zone and would be subject to ground rupture, the Project will comply with all seismic safety regulations under the ?:rcadia Municipal Code and California Building Code to achieve an acceptable level of seismic risk. (GPS EH-1; Standards #40 and 41; Draft EIR, Sect. 4.8, pgs. 76, 79, 98) B. FloodinQ. Another goal articulated in the General Plan is to incorporate adequate mirigarion measures to achieve an acceptable risk from potenrial flooding hazards. 'The SP CE zoned area is not located within the Morris Jones'~inundation Zone or in the Santa Anita Dam Flood Hazard Zone. Further, the Dev~lbper will prepare an emergency evacuarion/management plan for the Project, as more particularly referenced in Section II(C) above. The Project would also be designed to direct surface runoff away from the water feature, reducing the potential for flooding thereby. (GPS EH-9; Draft EIR, Sect. 4.8, pg. 79) ' C. Noise. Another goal articulated in the General Plan is to ensure that noise-sensitive land uses and noise generators are located and designed in such a manner so that (1) adverse noise effects of the Project are avoided on adjacent uses and (2) adverse noise effects of adjacent uses aze avoided on the Project. A detailed noise analysis was prepared for the Project, which is referenced in the Draft EIR, Section 4.9. With respect to non-traffic noise, the Report concluded that either the Project would not generate operarional noise in violation of the above standazds or that noise-sensitive uses and noise generators will be designed in a way to reduce noise to below a level of significance (i.e.: rooftop HVAC equipment). Therefore, the objectives for non-traffic operational noise of the General Plan would be met. (GPS EH-13 through EH-15, EH-17 through EH-19; Standards #44, 45, 47, 48 and 50; Draft EIR, Sect. 4.8, pgs. 80-81, 98-102; Draft EIR, Sect. 4.9) In September, 2006, the City Council amended Performance Standard #44 of the General Plan to remove thresholds related to traffic noise citywide that are already exceeded by existing conditions and do riot reflect an accurate measure of an individual project's impacts. The Projecf has addressed this change to the General Plan. 19 ZZZ~ With respect to traffic noise, certain noise thresholds may be exceeded in the vicinity. However, noise levels are already being exceeded on most of the roadways surrounding the Project Site. As indicated in Section II(A)above with respect to traffic impacts, the General Plan does not require strict adherence to a particular standard if a project is otherwise consistent with the General Plan. Therefore, the Project is consistent with the General Plan for this purpose. (Draft EIR, Sect. 4.8, pgs. 77-78). D. Hazazdous Waste. Another goal articulated in the General Plan is to ensure that all commercial, office and industrial uses within the City adhere to both the City's and the Los Angeles County Hazazdous Waste Management Plan, as well as the most current amendments to California Code of Regulations, Title 22. All retail, office and commercial businesses within the Project will be required to comply with the City's and County's Plans, Cal-OSHA requirements, the Hazardous Materials Management Act, Title 22, and other applicable State and local requirements. Further, no hazardous materials other than rourine cleaning compounds and possibly;propane would be utilized in the Project, which would not present a significant risk of injury or harm to the environmental or the community through upset or accident. (GPS EH-21 and EH-23; Standard #52; Draft EIR, Sect. 4.8, pgs. 78-79, 81-82, 103) Also, as required by the General Plan, a Phase I environmental assessment was also completed on the Project Site, as well as a geotechnical analysis to determine _the presence of hazardous substances on the Site. (Standard #53; Draft EIR, Sect. 4.8, pg. 103). V. Housine Element: The Project is consistent with the goals, objectives and strategies of the Housing Element of the General Plan, as amended, as well as the design' and development standards that implement that Chapter for the following reasons: The General Plan sets the goal of providing adequate sites to meet Arcadia's share of regional housing needs by accommodating 461 new dwelling units from 1998 through 2005, including adequate numbers of affordable housing. However, the Project does not provide for any residential units, since the Project Site has historically been designated in the General Plan as commercial and horse racing (although a portion of the Project Site is zoned "R-1"). The General Plan Housing Element identifies seven potential sites within the City for affordable housing, none of which include the Project Site. Therefore, while the Project will not provide any housing, it will not preclude the inclusion of housing in other azeas of the City. Therefore, it is consistent with and will not conflict with the Housing zo Zsz~ . . ~ o ~. ~ ~~ ~ _ •~~.~~ ~~~ z z W ~~ ~~~ ~ .LL ~~ ~~ ~ ~ ~ ~ ~~ ~ . 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'_~: ~' •'•`•!F'1NY.\!:~AA~:M•.V.~SWS t •YRT'L•.~.1~X'N..'~:..''YfVY.i'I%~ '~:i .:.=.::::.....:..:~:~;.-:- <~;,:;:::~x.:;-;:~,::::>::: t~j ., ..::::::::::::::...:.:. ~i~~;Y:g:.:..~:r?t;~ii4:;:~• 0 «v •~ :a,.e<:Z:~ ~;i:'~:"T';;:::: •r.:::;:--<=:i:;:s aV '~: ` •'~NC~I.~'LmIIJ:F'J'.'4':GG.....::' ~ .u^ ~ C~J :.~'i.~yW~W:~::.~:: . ~ ...~ll~' '::"~:(ii:~.: . . ..y..~'~~~..~l. ~ •'l~•.C ~ ~ ``,~ ~ I~ ~ l V ' ~ ~ .~ .~ 1 ~ 4 ~~ I - ~ ~ __ _ ~ ~ ~ ~~ ~ tl r--, ~ . a r-~ ~/ rl i~ ~~ i(1, ~ -~ _ ~. 1J~u~uu~~6~u~uu~ ~ y ~ z ~ ~ ~ ~' ~. ~z~$ ~~~~ ~~~~. =o~ . ~~ ~~~W ~ a ~z ~ N ~ N W _ ~~~~ooa ::i:iy::;::i:::::: `~r::::;;~: ~ :~~::: ~ ~~~~~~ ~ .~ ~ y ; r i ~~ ?~~1- ~ ~ .~ N° ~ ~ .~ ~ ~ ~ ~ ~ ~ ~ a .~ ~ ~ ~a ~ ~ 0 0 ~ ~r ORDINANCE NO. 2228 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA ANITA ASSOCIATES, LLC, PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864 ET SEQ. WHEREAS, the City of Arcadia ("City") has found that development agreements wilt strengthen the public planning process, encourage private participation in comprehensive planning by providing a greater degree of certainty in that process, reduce the economic costs of development, allow for the orderly planning of public improvements and services, allocate costs to achieve maximum utilizarion of public and private resources in the development process, and ensure that appropriate measures to enhance and protect the environment are achieved; and WHEREAS, pursuant to California Government Code Section 65864 et seq., the City of Arcadia is authorized to enter into development agreements providing for the development of land under terms and condirions set forth therein; and WHEREAS, Santa Anita Associates, LLC ("Developer") proposes to redevelop approximately 304 acres of land located in the City of Arcadia, more particularly described in Exhibit "A", attached hereto and incorporated herein by reference ("Project Site"), for a mix of commercial, horse racing, and recreational uses on the Project Site in accordance with the Specific Plan, more commonly known as the "Shops at Santa Anita Specific Plan Project" ("Project"); and WHEREAS, the City has approved the "Shops at Santa Anita Park Specific Plan" (the "Specific Pian") and the related General Plan Amendment, Zone Change i 2228 and Architectural Design Package to provide for the orderly growth and quality development of the Project in accordance with the General Plan; and WHEREAS, because of the logistics, magnitude of the expenditure and considerable lead time prerequisite to planning and developing the Project, the Developer has proposed to enter into a development agreement concerning the Project ("Development AgreemenY') to provide assurances that the Project can proceed without disruprion caused by a change in the City's planning policies and requirements except as provided in the Development Agreement, which assurance wili thereby reduce the actual or perceived risk of planning for and proceeding with development of the Project; and WHEREAS, the City desires the timely, efficient, orderly and proper development of the Project in furtherance of the goals of the General Pian and the Specific Plan; and WHEREAS, the City Council has, for the reasons set forth in attached Exhibit "B", found tha.t this Development Agreement is consistent with the City's General Plan; and WHEREAS, the Gity Council has found that this Development Ageement is consistent with the Specific Plan because it implements and facilitates the development the Project in the way and subject to the land use regulations called for in the Specific Plan. Further, the Development Agreement will remain subject to the regularions contained in the Specific Plan; and WHEREAS, the City Council has found that this Development Agreement is consistent with the regulations prescribed for the zoning in which the real property is located. Much of the zoning regulations prescribed for the Project Site merely incoxporate the regularions of the Specific Plan through adding a Specific Plan 2 22zs designation into the Arcadia Municipal Code. To the extent that the zoning has been changed, this is intended to redesignate land uses within the Project Sitein such a way to facilitate development of the Project in the way called for in the Specific Plan. Therefore, the Development Agreement's consistency with the Specific Plan renders it consistent with the zoning regulations of the Project Site, as well; and WHEREAS, the City Council has found that this Development Agreement is in confornuty with public convenience, general welfare and good land use pracrice. The General Plan has articulated the City's vision of what kind of project will serve the public convenience, and general welfare for future development of the Projec_t: Site. A project of the type set forth in the Specific Plan implements those Gener~l Plan policies and goals and the Development Agreement implements the Specific Plan. As such, the Development Agreement set forth in this Ordinance demonstrates good land use practice of the City, consistent with the City's General Plan and Specific Plan. WHEREAS, for the same reasons articulated above, the Development Agreement will be beneficial to the health, safety and general welfare of the City. The Development Agreement will result in the development of a parking lot into new commercial and entertainment ameniries, employment opportunities, as well as public amenities, including without limitation, open air plazas, a community theater, and over 7.5 acres of open space, all to the benefit of the citizens of Arcadia. Furthermore the Development Agreement will provide for a new well site location for the City's water system, a$2,000,000 payment to the City to be used at the City's discretion and a tenant mix that would be consistent with a first class shopping center that will include upscale tenants; and 3 2228 WHEREAS, the City Council has found that this Development Agreement will not adversely affect the orderly development of property or the preservarion of property values. The General Plan establishes the City's goals, policies and objecrives that ensure the orderly development of property within the City, as well as preservation of property values. For the reasons set forth above, the Development Agreement is consistent with the General Plan, Specific Plan and zoning of the Project Site which implement the City's standards; and WHEREAS, it is the intent of the City and Developer to establish certain conditions and requirements related to review and development of the Project which aze or will be the subject of subsequent development applications and land use entitlements for the Project; and WHEREAS, the City and Developer have reached mutual agreement, and desire to voluntarily ' enter into the Development Agreement to facilitate development of the Project subject to condirions and requirements set forth therein; and WHEREAS, the terms and condirions of the Development Agreement have undergone review by the City Council at a publicly noticed hearing and have been found to be fair, just and reasonable, and consistent with the General Plan and Specific Plan; and WFiEREAS, an Environmental Impact Report (State Clearinghouse #2005031131) ("EIR") addressing the Project that is the subject of the Development Agreement has been prepazed and adopted by the City Council in accordance with the provisions of the Califomia Environmental Quality Act; and WHEREAS, on March 19, 2007, a duly noticed public hearing was held before the Planning Commission on the proposed Development Agreement, along 4 2228 with the other applicarions idenrified above, including the Environmental Impact Report ("EIR") for the Project, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, after the public hearing, on March 21, 2007 the Planning Commission adopted Resolurion No. 1757 recommending to the City Council approval of General Plan Amendment (OS-O1), Specific Plan (OS-O1), Zone Change (OS-04), the Development Agreement and Design Review for the Shops at Santa Anita Park and certificarion of the EIR, as recommended by the Development Services Department and subject to certain conditions of approval; and ` WHEREAS, on April 11, 2007, the City Council held a duly noticed public hearing on the Development Agreement; and WHEREAS, the City Council considered the Staff Report, the EIR, all other land use entitlements in connection with the Project, all recommendations by staff, all documents contained in the record, and all public testimony and written submissions. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES ORDAIN AS FOLLOWS: SECTION 1. Based on the entire record before the City Council and all written and oral evidence presented to the City Council, the City Council finds this Ordinance promotes the public health, safety and welfare of the community because the Development Agreement will permit land uses that best reflect community needs, and will allow for the most efficient and logical development of the real property governed by the Development Agreement in the City; and 5 2228 SECTION 2. Pursuant to California Government Code Secrion 65867.5(b), and based on the entire record before the City Council, including all written and oral evidence presented to the City Council, the City Council hereby finds that, for the reasons set forth above and more specifically set forth in attached Exhibit "B", which is incorporated herein by reference, the Development Agreement is consistent with the General Plan and the Specific Plan because the Development Agreement will result in the development of the Property at the intensity and density allowed under the General Plan and consistent with the resh~ictions and standards in the Specific Plan. SECTION 3. Based on the entire record before the City Council and all written and oral evidence presented to the City Council, the City Council finds that: (i) the economic interests of Arcadia citizens and the public health, safety and welfare will be best served by entering into the Development Agreement; (ii) this Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the area in which the Property is located; (iii) the Development Agreement is in conformity with the public convenience, general welfare and good land use practice; (iv) the Development Agreement will not be detrimental to the public health, safety and general welfare; and (v) the Development Agreement will not adversely affect the orderly development or the preservation of property values for the property it govems or any other property. SECTION 4. An Environmental Impact Report ("EIR") (State Clearinghouse No. 2005031131) has been prepared for the proposed Development Agreement in accordance with CEQA and State CEQA Guidelines. SECTION 5. Based upon the EIR, the administrative record, and all written and oral evidence presented to the City Council, the City Council finds that the environmental impacts of the Project and the Development Agreement are 6 2228 either less than significant, can be mitigated to a level of less than significant through implementation of the mirigation monitoring and reporting program outlined in the EIR, or with respect to those environmental impacts of the Project and the Development Agreement that have been found to not be mirigable to a level less than significant, these impacts are identified in the EIR and a Statement of Overriding Considerations has been adopted by the City Council for those impacts which outlines the economic, social, legal, or technological benefits to the community that outweigh those environmental impacts. As discussed in greater detail in the City Council's Resolution 6564 certifying the EIR for the Project, the City Council finds that the EIR is supported by substanrial evidence and that it con~ains a complete, objective, and accurate reporting of the environmental impacts associated with the Project and the Development Agreement and reflects the_independent judgment of the City CounciL SECT'ION 6. The City Council further finds and declares that the Project and the Development Agreement comply with CEQA as set forth in Resolurion 6564 for this Project. ' SECTION 7. Pursuant to California Government Code Sections 65864, et s~., the City Council hereby approves the Development Agreement attached hereto as Exhibit "C". SECTION 8. Any and all references to the Simulcast Center in this Ordinance or in any Exhibits attached hereto shall be deemed to be not a part of this Ordinance, and shall be deemed to constitute typographical errors which may hereafter be conected by City Staff. SECTION 9. This Ordinance shall become effective on the thirty-first (31s`) day following its adoption. 7 2228 SECTION 10. Severabilitv. If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this Ordinance, or any part thereof is for any reason held to be unconstiturional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or any part thereof. The City Councii hereby declares that it would have passed each section; subsection, subdivision, paragraph, sentence,.clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases may be declared unconstiturional or otherwise invalid. SECTION 11. The City Clerk shall certify the adoption of this Ordinance and shall cause a copy of same to be published in the official newspaper of said City within fifteen (15) days afte'r its adoption. SECTION 12. Recordine of Development Agreement. Pursuant to Government Code Section 65868.5, within 10 days following the entering into of the Development Agreement, the City Clerk shall record with the Los Angeles County Recorder a copy of the Development Agreement. [SIGNATURES ON NEXT PAGE] 8 2228 Passed, approved and adopted this day of , 2007. Mayor of the City of Arcadia ATTEST: City Clerk APPROVED AS TO FORM: Stephen P. Deitsch City Attorney 2228 EXHIBIT A RAGE TRACK PROPERTY ENTIRE PROPERTY LEGAL DESCRIPTfON THE LAND REFERRED TO HEREIN IS SITUATED IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THOSE PORTIONS OF LOTS 1 AND 5 OF TRACT 949, IN THE CITY OF ARCADIA, AS SHOWN ON MAP RECORDED IN BOOK 17 PAGE 13 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF PARCEL MAP NO. 4626, AS SHOWN ON MAP FILED IN BOOK 51 PAGE 50 OF PARCEL MAPS, IN TNE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, BEING A POINT ON THE NORTN LINE OF HUNTINGTON DRIVE, 195.00 FEET 1N WIDTH; THENCE ALONG THE EASTERLY AND NORTHEASTERLY BOUNDARY OF SAID PARCEL MAP AS FOLLOWS: NORTH 3°53'00" EAST 475.68 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 1200.00 FEET; THENCE NORTHERLY ALONG SaID CURVE THROUGH A CENTRAL ANGLE OF 15`31'48" AN ARG DISTANCE QF 325.26 FEET; THENCE TANGENT TO S:41D CURVE NmRTH 19°24'48" EAST 534.43 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE WEST AND HAVING A RADIUS OF 350.00 FEET; THENCE NORTHERLY AND NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 71°22'48" AN ARC DISTANCE OF 436.03 FEET; TFiENCE TANGEN~'.TO SAID CURVE NORTH 51°58'00" WEST 873.36 FEET; THENCE CONTINUING ALONG SAID BOUNDARY OF PARCEL MAP NO. 4626 NORTH 66°58'00" WESF 154,55 FEET AND NORTFF 51°58'00° WEST 437.83 FEET TO THE MOST NORTHE}~LY CORNER OF SAID PARCEL MAP, BEING A POINT ON THE SOUTHEASTERLY L1NE OF BALDWIN AVENUE, 100.00 FEET IN WIDTH, THENCE NORTHEASTERLY ALONG SAID SOUTHEASTERLY LINE OF BALDWIN AVENUE, AS fT NOW EXISTS, TO THE INTERSECTION UalITH THE WESTERLY PROLONGATION OF TkiE SOUTHERLY BOUNDARY I.INE OF TRACT 15318 AS SHOWN ON MAP. RECORDED IN BOaK 427 PAGE5 34 AND 35 OF SAID MAPS, SHOWN THEREON AS HAVING A BEARING OF NORTH 88°57'33" EAST; THENCE NORTH 88°57'33" EAST ALONG SAID SOUTHEFtLY BOUNDARY LINE TO THE AtVGLE POINT IN THE SOUTHERLY LINE OF LOT 38 OF SAlO TRACT 15318; THENCE CONTINUING ALONG THE BOUNDARY LINE OF SAID TRACT 75318, AND THE SOUTHERLY BOUNDARY LINE OF TRACT 14940 AS SHOWN ON MAP RECORD.ED IN BOOK 350 PAGES 48 TO 50 INCLUSIVE OF SAID MAPS, NORTH 68°48'53" EAST 2265.62 FEET TO THE MOST EASTERLY CORNER OF LOT 81 OF SAID TRACT 14940, BEWG A POINT ON THE SOUTHWESTERLY LINE OF COLORADO PLACE;.THENCE SOUTH 30°33'16" EAST 2171.20 FEET ALONG SAID SOUTHWEST LINE OF COLORADO PLAGE, 80.00 FEET IN WIDTH, AS IT NOUIE EXISTS, TO THE BEGINNING OF TANGENT CURVE THEREIN, CONCAVE TO THE NORTHEAST AND HAVING A RADIUS OF - 756.78 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE 554.82 FEET . TO THE INTERSECTION WITH THE CURVED NORTHWESi"ERLY LINE OF HUNTINGTON DRIVE, 80.00 FEET IN WIDTH, SAID GURVE BEING CONCAVE TO THE SOUTHEAST HAVING A RADIUS OF 995.37 FEET; TH~NCE SOUTHWESTERLY ALONG SAID CURVE 607.48 FEET; THENCE SOUTHWESTERLY ALONG THE NORTHWESTERLY LINE OF SAID HUNTINGTON DRIVE, AS IT NOW EXISTS, 2843.30. FEET TO THE BEGINNING OF A TANGENT CURUE THEREIN CONCAVE TO THE NORTHWEST AND HAVING A RADIUS OF 915.20 FEET; THENCE SOUTHWESTERLY AND WESTERLY ALONG SAID CURVE 883.99 FEET; THENCE WESTERLY ALONG THE NORTHERLY LINE OF SAID HUNTINGTON DRIVE, AS IT NOUV EXISTS TO THE POINT OF BEGINNIIVG. TOGETHER WITH PP,RCEL 4 OF PARCEL MAP NO. 4626, AS SHOWN ON. MAP RECORDED IN BOOK 51, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY EXCEPT THEREFROM THAT PORTION OF SAID LAND LYING WITHIN PARCEL 1 OF PARCEL MAP NO. 15852, W THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 179 PAGES 93 AND 94 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPT THEREFROM THOSE PORTIONS` OF THE ABOVE DESCRIBED PARCEL LYING WITHIN PARCELS 3 AND.4 OF PARC£L MAP N0. 23862, IN THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 261 PAGES 91 THROUGH 95 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. SAID PARCELS ARE SHOWN ON EXHIBIT "A' ATTACHED HERETO AN~ BY THlS REFERENCE MADE A PART HERE,OF. ~ GNa 50~~~' Gc b. . . , a~ g i~~~ 3 ~ C~` &~A ~ \~~~ ~ \ e~; '~ `~ ~ ~~ ~ ~ \ ytl ~~ apFA;N~B" ~ ~~• \~ ~FiEi ~i ' .x R a ~\ ~ '~~A a: r , F a \\ ~ d ~ s 4 4~ A~I~i \~ G 9 ~ t~'0+a • \\ a >~ \ ,cq~ . a~,~a ~~~ ~ p~ ~6'- ye:c ~ ~ •' ~ \~~ ``~~ \\\ ~ ~ ~ ~ m \ y4~ r °t ~ID ep. 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OKn b ~ I ~ y ~mp[0 ~ ' \ O y ° ~c - O ~m~ A ~ ~°~ . ~ Ha . sx .~..,.~...~,..._~,..~...~._..,_ 1 3~: 11 ~~~ I EXHIBIT "B" FINDINGS OF CONSISTENCY WITH THE GENERAL PLAN FOR THE SHOPS AT SANTA ANITA PARK SPECIFIC PLAN (SP OS-O1); ZONING TEXT AMEND1vIENT AND ZONE CHANGE FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04); AND DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA ANITA ASSOCTATES, LLC, ALL WITH RESPECT TO THE SHOPS AT SANTA ArIITA PARK. PREFATORY NOTE: Reference is made throughout this document to the "Project". For purposes of these Findings, the "ProjecY' is a collective reference to the "Shops at Santa Anita Park Specific Plan ProjecY' and includes the development allowed by each of the following land use enritlements: - Shops at Santa Anita Park Specific Plan (SP OS-O1) ("Specific Plan"); - Zoning Text Amendment and Zone Change of Land within the Specific Plan Area from "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC QS-04) (collecrively, "Zoning Amendments"); and - Development Agreement between the City of Arcadia and Santa Anita Associates, LLC ("Development AgreemenY').' It is noted that in order for the City Council to approve each of the above land use enritlements, the Council must find that each is consistent with the General Plan of the City of Arcadia, as amended. Because the findings of General Plan consistency for the collective Project are fundamentally the same as they would be for each individual land use entitlement, for the sake of simplicity the General Plan consistency findings have been consolidated into one single document, which is attached to and incorporated by reference into the findings for each individual land use entitlement for the Project. These findings demonstrate that the Project is consistent with the applicable goals, strategies and standards of.the General Plan. The Courts in Sequovah Hills Homeowners Assn. v. Citv of Oakland (1993) 23 Ca1.App.4`i' 704, 712, 717 and Greenbaum v. Citv of Los Angeles (1984) 153 Cal. App3d 391, 406-407 recognized that no project could completely satisfy every single policy or standard ~ The Developer also seeks a General Plan Amendment (GPA OS-01) to develop the Projec4. T'hese consistency findings are included directly within the Resolution appmving the General Plan Amendment, (Resolurion No. 6565) and aze not specifically referenced here. ll 2228 stated in a general plan, and that State law imposes no such requirement. Rather, a general plan is a document that tries to accommodate a wide range of competing interests, including those of developers, neighboring homeowners, prospective homebuyers, environmentalists, current and prospective business owners, jobseekers, taxpayers, and providers and recipients of all types of city-provided services. Therefore, as noted in Napa Cirizens for Honest Government v. Nava Counri Board of Supervisors (2001) 91 Cal. App.4'~' 342, 379-380, a project will nevertheless be deemed consistent with the general plan, if considering all its aspects, it is compatible with and will not frustrate the general plan's goals and policies, even if it does not sarisfy each and every provision of the general plan to the letter. These findings will address General Plan consistency in the order of the Chapters contained in the General Plan: Community Development ("CD") (General Plan, Chapter 2); Municipal Faciliries and Services ("FS") (General Plan, Chapter 3); Environmental Resources ("ER") (General Plan, Chapter 4); Envirqnmental Hazards ("EF-I") (General Plan, Chapter 5); and the City of Arcadia Housirig Element (Separate Document from General Plan, adopted in 2005). While the General Plan also contains a Chapter 6, titled "Implementation and Monitoring Programs", this Chapter implements each of the Chapters/Elements stated above and reference is made to the standards contained in Chapter 6 throughout this Document.2 Further, these Findings also reference the analysis contained in the Draft Environmental Impact Report that was prepared for the Project, where appropriate and cite the pages in that document where evidence in support.of these findings can be found. For purposes of citation references, the following abbreviations have the following meanings: - GPS - General Plan Strategy(ies) (planning strategies outlined in Chapters 2 through 5 of the General Plan) - Standard(s) - General Plan Urban Design Performance Standard(s) (design and development standards outlined in Chapter 6 of the General Plan that implement the goals and strategies set forth in Chapters 2 through 5 of the General Plan) ~ The General Plan also contains Chapter 1, which is an inh~oductory chapter that contains no additional goals, s7ategies or standards that are not already addressed in the other chapters. Therefore, these Findings conbin no further discussion with respect to Chapter 1. 12 2228 GENERAL PLAN CONSISTENCY FINDINGS: I. Communitv Develonment ("CD"l Chauter: The Project is consistent with the goals, objectives and strategies of the Community Development Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Economic Vitalitv of the Santa Anita Park Racetrack. One of the primary goals articulated in the General Plan is the continued economic vitality of the Santa Anita Park Racetrack (the "Park" or "Racetrack") through development of compatible commercial uses. To accomplish this goal, the General Plan has, since the 1996 Update, envisioned the redevelopment of the southern parking lot from surplus parking space into a mixture of commercial uses of "urban intensity" to provide a regional attraction that will draw visitors to the Park and surrounding areas. Additionally, the General Plan aclrnowledges that the Park and neighboring Westfield Mall are currently separated by fencing and other barriers. The General Plan envisions the development of "functional linkages" between the properties so that patrons of the Mall, Racetrack and Project may walk, bicycle or drive between the properties so that patrons may more freely move between the properties without using the extemal public roadway system, increasing cross-patronage of each location while reducing traffic impacts. The Project will be subject to special design standards that recognize the unique characterisrics and needs of this area, as opposed to the more general zoning and development regulations contained in the "R-1" and "S-1" zoning designations. The Specific Plan, Zoning Amendments, Development Agreement and Architectural Design Review, along with their corresponding conditions of approval and mitigation measures, will provide additional development guidelines consistent with the goals and objectives of the General Plan outlined above, and will' ensure proper and diversified type, location, architecture, massing, color, and texture of uses and improvements that will complement both existing uses on the Site and surrounding uses. While the General Plan also emphasizes Arcadia's identity as a"community of homes" and endeavors to protect the integrity and quality of exisring residential neighborhoods, the Project proposes to redevelop an existing commercial parking lot upon which no residential uses currently exist (although a portion of the Project 14 z228 Site is zoned "R-1"). Further, as indicated above, the land use entitlements, conditions of approval, and mitigation measures for the Project will ensure that the Project is compatible in style and scale with the exisring primarily residential nature of the community. For example, no large retaining walls are proposed or pernutted for the Project. Any outdoor storage areas, loading areas; mechanical equipment areas, as well as exposed structural and mechanical elements will be screened from public view with appropriate enclosures, architecture or landscaping. The Project will also be required to maintain appropriate setbacks and buffer distance from neighboring residential uses to ensure compatibility with adjacent neighborhoods and land uses. (GPS CD-1, CD-4 through,CD-6, CD-21 through CD-22; Standards #1, 2, 4, 8-13, 17; Draft EIR, Sect. 4.8, pgs. 35-36, 40-44, 83-86, 88-90) B. Maintain the Economic and Social Vitalit~of the Communitv. The General Plan sets the following Community Development goals: l. To provide for the retail and commercial service needs of Arcadia residents. 2. To provide appropriate opporlunities for employment generating office uses consistent with the overall character of the community. 3. To reserve adequate land for public and quasi-public services, and to create physical places for Arcadia residents to interact and exchange ideas, and promote the development of a municipal auditorium or perfornung arts center. 4. To ensure an adequate supply of lands which can generate a municipal revenue stream for the City to continue providing residents high quality services. As indicated above, the Project will provide for the redevelopment of the southern parking lot at the Santa Anita Park into a mixture of commercial uses of `~arban intensit}~' that will significantly expand the retail and commercial opportuniries for both residents and visitors to the Park and surrounding areas. The Project would develop approximately 25,000 additional square feet of office uses. Although intended for occupancy by Arcadia Unified School District Employees, this office use would not preclude other employment-generating office projects within the City. Therefore, the Project would not be in conflict with the General Plan. The Project would not remove land previously allocated for public facilities or prohibit redevelopment of these types of uses on other sites. Fuxther, the Project 15 2z2g includes open plazas, pedestrian networks, eating areas; and 8.9 total acres of open space (7.5 acres of open space area including a 3.5 acre water feature located to the south of the project and a 1.4 acre landscaped open space area linking the exisring Paddock Gardens with the proposed new commercial, retail and office center), as well as providing functional linkages between the Westfield Mall, the Project and the Racetrack. Addirionally the Project would provide a space for community performing arts, school productions, and local organization meetings, with a seating capacity of approximately 400. All of these amenities will contribute to a vibrant day and evening environment within which Arcadia citizens may interact. The Project will serve as a diverse trade area with a mix of fashion retailers, restaurants, and shops, catering to upscale sophisticated patrons in the City and the surrounding area. Total sales from the Project aze esrimated to exceed $300 Million per year, generating substantial tax revenue for the City, while also providing significant employment opportunities within the City (estimated at 1,300 permanent jobs). For these reasons, the Specific Plan, Zoning Amendments and Development Agreement adopted for the Project are consistent with the above-referenced Community Development goals. (GPS CD-3 and CD=16b; Draft EIR, Sect. 4.8, pgs. 41-43) C. Architectural Comparibilitv with the Racetrack Grandstand. The General Plan contains several approaches for development of the Project Site to maintain architectural compatibility with the existing historical Racetrack Grandstand and to preserve important community views of the Grandstand. However, the General Plan also aclmowledges that development to the south of the Grandstand will not be able to preserve unobslructed views of the entire Grandstand structure. Therefore, the General Plan emphasizes that the Grandstand remain `Yecognizable from key locations along the perimeter of the Racetrack", including the views travelers get from Huntington Drive/Colorado Place, directiy east of the Racetrack, as well as views of the unique azchitecture of the southeriy Grandstand face. (General Plan, pgs. 2-17 through 2-19) As such, the General Plan requires any new commercial buildings and structures to respect these views and that the Grandstand remain "recognizable". However, no provision of the General Plan mandates that views of the Grandstand be maintained from any particular location in perpetuity. The Project is consistent with the General Plan, as amended, in that it continues to emphasize maintaining the visibility of the Grandstand from Huntington Drive/Colorado Place and Hunrington Drive/Centennial Way. The Project will retain all historical vehiculaz access points and would provide for pedestrian access points to the Project. 16 2z28 Entryways will be improved with decorative walkways, landscaping and signage to create a sense of place for visitors. Fencing and walls will be limited in the Project and will be decorative, appropriately transparent, and employ materials, colors and textures that minimize graffiri, glare, heat and reflecrion. (Standard #6; Draft EIR, Sect. 4.8, pg. 87) Although the Project proposes to remove some of the previous views of the Grandstand, it would ulrimately result in increased overall opportunities for individuals to have `~p close" experiences in viewing the Grandstand, ensuring the Grandstand's "recognizabilit}~' as called for in the General Plan, balanced against the competing General Plan policy of redeveloping the southern parking lot into a viable commercial project. Further, the Project is designed with a"Main Street" concept at a human scale, with varied architecture that is intended to complement the Grandstand's architecture rather than to clash with or obscure it. Addirionally, the Project will enhance the economic vitality of Racetrack operarions. (GPS CD- 16c; Standazds #3, 5 and 6; Draft EIR, Sect. 4.8, pgs. 38-39, 44, 85-87) Lighting will be designed to be warm and pedestrian friendly. It will be designed to minimize glare and spillage onto adjacent properties. A project requirement is incorporated to ensure that lighring will be screened to minimize illumination into the surrounding areas and to minimize glare or interference with vehicular lighring. (Standard #7; Draft EIR, Sect. 4.8, pgs. 87-88) D. Open Space and Parks. The General Plan contains policies for preserving the integrity and viability of existing open space . areas, as well as providing a system of acrive and passive parks and open spaces of sufficient size and in appropriate locarions to serve the needs of residents of all ages. The Project will not remove any open space. Rather, it will add 7.5 acres of open space, including a 3.5 acre water feature at the southern end of the Project site and a 1.4 acre landscaped open space area in the northern portion of the Project adjacent to the Paddock Gardens, all of which will be accessible to the public. Further, the water feature will be dedicated for passive use only. There will be no swimming, bathing, wading, boating or fishing in the water feature. The City's. exisring system of parks and recrearional facilities is adequate to serve the Project beyond the open space to be provided. Addirionally, all new landscaping shall relate to the overall Site Plan in order to enhance the structures and soften its effect upon the neighborhood, protect views, and protect it from sun and wind. (GPS CD-29 and FS-31; Standazd #17; Draft EIR Sect. 4.8, pgs: 45, 51, 65 and 90) II. Municipal Facilities and Services ("FS"1 Chapter: The Project is consistent with the goals, objectives and strategies of the Municipal Facilities and Services Chapter of the General Plan, as amended, as well as the design t7 2228 ( ' ~"%~l~i'. . and development standards that implement that Chapter for the following reasons: A. Transportation SYstem and Traffic Imuacts. One of the goals articulated in the General Plan is to maintain a transportarion system that maximizes freedom and safety of movement, balances mobility and cost efficiency of maintenance, as well as reducing traffic impacts on neighborhood streets. The Project Developer has conducted a Traffic Impact Analysis of traffic pattems that would result from the Project. The Project would be managed through specific mitigarion measures that would help maintain roadway performance objecrives to the extent feasible, which inciude the construction of local traffic improvements as well as assisting in the implementation of subregional transportation improvement programs. Among the improvements identified are: 1. Physical improvements to public roads and intersections in the vicinity of the Project, ,~: ;,:2. Construction of internal circulation roads and accessways that will ., ,. facilitate movement of vehicles and pedestrians between the Racetrack, ~,: the Project and the Westfield Mall, without requiring movement on public streets and rights-of-way, 3. Establishment and operation of a shuttle service to and from the nearest Metro "Gold Line" station, 4. Incorporation of additional bus stops internal to the Project Site, ~• 5. Establishment of a neighborhood Traffic Nlanagement Plan, and 6. Certain bonding and funding for anricipated traffic improvements to offset other traffic impacts. Along these same lines, General Plan Strategies FS-1, FS-2 and FS-3 set the goal of maintaining public roadway operations at better than Level of Service ("LOS") "D" during non-racing season, LOS "E" during racing season for all race- related traffic, and LOS "C" on local residential streets.-- However, by Resolution 6493 (adopted by the City Council in 2005) although these are intended to be desirable goals, they have been interpreted by the City Council to be non- mandatory elements. The Council has determined that no single goal or strategy in the General Plan is intended to prevent development that is otherwise in harmony with and in furtherance of the Generai Plan. Further, the Council has determined that where LOS goals have already been exceeded, compliance with the City's Transportation Master Plan will constitute compliance with the General Plan. There are several intersections in the vicinity that currently exceed LOS "D" and it 18 2228 is established practice to approve development projects that may result in incremental decreases in LOS so long as the development is otherwise in harmony with the General Plan. Through incorporation of the traffic. mitigation measures described above, the Project would be consistent with the Transportation Master Plan and, as such, would be consistent with the General Plan. (GPS FS-1 through FS-3; Standard #19; Draft EIR, Sect. 4.8, pgs. 51-55, 91) Finally, it is anricipated that the Project will not require additional hours of manual traffic conlrol during the racing season. However, if the City determines that such additional manual traffic control is necessary, the Project Developer will be required to participate in manual control to offset the added impact. (GPS FS-9 and ER-8; Draft EIR, Sect. 4.8, pgs. 56, 67) B. Maintaining Service and Facility Standards and Sharing of Costs. Another goal of the General Plan is to maintain municipal service and facility performance standards for existing and future development, realize cost efficiencies and to achieve a.n equitable sharing of the cost of municipal services and facilities. 1. Traftic. The Proj ect Developer has analyzed the potenrial traffic impacts and the Project will incorporate or contribute to various mitigation measures in order to minimize impacts, both within the City of Arcadia and in sunounding communiries, as more particularly discussed in the Section II(A) above and in Resolution No. 6564 adopting CEQA findings for the Project. Where the City of Arcadia has no jurisdicrion over certain mirigation measures, the City's policy is to work with outside communiries to mitigate such impacts. Further, the Project, with mitigation, is consistent with the Congestion Management Program and Regional Transportation Plan requirements. (GPS FS-1 through FS-4, FS-6 through FS-10 through FS-12, FS-15 and FS-16; Standard #20; Draft EIR, Sect. 4.8, pgs. 51-60, 91) 2. Fire and Emergency Response. The Project will be adequately served by Fire Station No. 106. The Project will incorporate appropriate emergency access measures, smoke alarms, fire extinguishers, hydrant pressure and spacing, adequate fire flows and safety.features required by State law and the Arcadia Municipal Code. Further, Arcadia Fire Department personnel were consulted in connection with review of the Project. (GPS FS-17, FS-27 and FS-28; Standards #24-26, 30; Draft EIR; Sect.'4.8, pgs. 51-62, 64, 92, 94) 3. Police Response/Crime Prevention. The Project will provide a private security force for the proposed "SP-CE" Zone that would be 19 2228 . , -, ~ integrated into the existing private security force at the Racetrack. Prior to the issuance of the first building pernut for the first retail building, a Master Security and Access Plan shall be submitted to the Fire Chief and/or Police Chief for review and approval that would outline all security operarions during construction and operation of the Project, both current and anticipated, as well as protocols by which the security force will interface with the Arcadia Police Department. The Project will also make provision for Arcadia police officer workspace adjacent to or in connection with a planned private security office at the Project. Finally, the Project will incorporate "defensible space" design features to discourage thef~ and other criminal activity at the Project. (GPS FS-17, FS-22 through FS-24; Standards #27-29; Draft EIR, Sect. 4.8, pgs. 51-64, 92-93J 4. Utility Supply/Infrastructure. The needs of the Project have been analyzed and existing utility facilities serving the Project Site are anticipated to be sufficient to serve the demand of the Project. If necessary, the Project will be required to upgrade utility infrasiructure to ~' ~ provide adequate services, such as potential expansion of water, sewer, - solid waste, electricity, natural gas, telephone and cable infrastructure in - order to equitably share the cost of increased municipal utilities/services serving the Project. (GPS FS-17; Draft EIR, Chap 4.8, pgs. 51-61) 5. Development Impact Fees. The Project will be required to pay a Traffic Impact Fee pursuant to the Development Agreement. (See E~chibit "D" of . ` Development Agreement) 6. Added Tax Revenue to Fund Municipal Services. Finally, the Project ~ is anricipated to generate addirional sales and property tax revenues that could be used by the City of Arcadia to fund addirional infrastructure improvements, purchase additional equipment, as well as to hire additional personnel that may be required to offset impacts due to the Project. This is consistent with the General Plan, as amended, in that the Project will "pay its own way" and municipal services impacts will be minimized to the extent feasible. (Draft EIR, Sect..4.8, pgs. 47-51) C. Maintainin~ Emereencv and Disaster Response Prenaredness. Another goal of the General Plan is to maintain a system of emergency and disaster response preparedness that will save lives, protect property, and facilitate recovery with a minimum of social disruption following minor emergencies, as well as after major catastrophic events. The Santa Anita Park has adopted an Emergency Action and Evacuation Plan (revised January 2005) to ensure adequate 20 2228 y preparedness with rapid and appropriate response to emergency situations (i.e.: fire, explosion, hazardous materials release, medical emergencies, bomb threats, etc.) The Plan is in compliance with California law. The Project would not prohibit areas of the Project Site from being used as an evacuation center. Further, prior to issuance of building permits for the Project, the Developer will be required to submit to the City of Arcadia an Emergency Evacuarion/Management Plan for the enrire Specific Plan Area tfiaf will be integrated into the existing Santa Anita Park Emergency Action and Evacuation Plan, as well as with the City of Arcadia's 2004 Natural Hazard Mitigation Plan. (Draft EIR, Sect. 4.8, pg. 50) III. Environmental Resources ("ER"1 Chapter: The Project is consistent with the goals, objectives and strategies of the Environmental Resources Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A, Air Quality. One of the goals articulated in the General Plan is to achieve air quality conducive to good health and enjoyment of the area's climate . and to assist in attaining Federal and State air quality standards. The Project Site has historically been designated as a commercial area under the General Plan and, since the 1996 Update, has been earmarked for redevelopment into a commercial and entertainment-oriented venue of "urban intensity". Given this fact, the Air Quality Management Plan ("AQMP") included commercial growth of the Site within its projections. Therefore, the Project does not jeopardize attainment of the air quality levels idenrified in the AQMP, even if they exceed the SCAQMD's , recommended daily emissions thresholds. The ~ Project would be required to comply with City regulations that implement the AQMP which are geared toward reducing pollutant emiasions. Further, as outlined in Section II(A) above, the Project would incorporate various ixaffic mitigation measures that would reduce vehicle trips and encourage use of public transportation, thereby reducing vehicle air pollurion. (Draft EIR, Sect. 4.8, pgs. 65-66) B. Ener~v Resources. Another goal articulated in the General Plan is to ensure retenrion and proper stewardship of energy resources located within the City. The General Plan requires that all new large commercial development meet or exceed state and local energy conservation requirements, promote installation of heat recovery and co=generation facilities where feasible, and promote innovative building, site design and orientation techniques which minimize energy use to the extent feasible. 21 2228 ~ d 5 ° ;~ss.._- _ ~ I All buildings within the Project will comply with the energy efficiency standards under Title 24 of the California Code of Regulations. However, it is not feasible to develop heat recovery or co-generation facilities at this locarion due to prohibirive cost and given the fact that the Project is principally retail in nature. The Project is designed to contain a varied collection of open air plazas and pedeshian areas, as well as landscaped areas that would maximize solar gain and minimize heat-reflective surfaces. Further, the Project Developer will cooperate with SCE and the Gas Company on available energy conservation demonstration projects where feasible. (GPS ER-23, ER-26 and ER-27; Standards #34-35; Draft EIR, Sect. 4.8, pgs. 68-69, 95-96) The General Plan also seeks to facilitate the provision of energy efficient modes of transportation. As more specifically set forth above, the Project is a pedestrian-oriented development which would encourage the use of walking and public transportation. (GPS ER-28; Draft EIR, Sect. 4.8, pg. 69) C. Water Resources: Another goal articulated in the General Plan is to ensure;;retention and proper stewardship of water resources located within the City. The;~Project would incorporate various water conservarion measures, such as low- flow plumbing fixtures and drip irrigation. (GPS ER-37 and ER-42; Draft EIR, Sect. 4,8, pgs. 72-73) Further, the Project will be required to comply with all NPDES, SWPPP, SUSMP, the City of Arcadia's Water Conservation Plan (A.M.C. Section 7553.0) and various other water discharge mitigation measures consistent with those requirements, all of which prohibit violation of water quality standards. (GPS ER- 31; Standard #36; Draft EIR, Sect. 4.8, pgs. 69-70, 96) 'The Project will not contribute to a change that would result in any violation of the waste discharge requirements associated with the Racetrack. (GPS ER-32; Draft EIR, Sect. 4.8, pg. 70) The Project would also inerease the amount of pervious surfaces to allow percolation of storm water into the ground. The area where the commercial entertairunent project will occur is currently a 100% impervious parking lot. The Project would reduce surface lot hardscape area, add an approximately 7.5 acre open space area to the south side of the Project Site, of which 3.5 acres would be a water feature and four acres would be pervious landscaping. Further, the Project would develop 1.4 acres of open space to the north around the Paddock Gardens. The Project would also add buffer and other landscaping as well as a meandering sidewatk. Stormwater runoff would be filtered in accordance with NPDES requirements prior to discharge into the Arcadia Wash. (GPS ER-33, ER-35, ER- 36, ER-41 and ER-43; Standards #42 and 43; Draft EIR, Sect. 4.8, pgs. 70-73, 98- 22 222s i 99) The Project would also incorporate water-conserving landscaping to reduce water usage. (GPS ER-37; Draft EIR, Sect. 4.8, pg. 72) D. Cultural Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of cultural resources located within the City. Building fa~ades would be individualized to reflect a variety of architectural styles designed to evoke the architecture and cultural history of horse racing, while also preserving views of the Grandstand. Further, as noted above, the project would help to revitalize the existing Racetrack and surrounding areas, preserving a central cultural feature of the City of Arcadia. (Draft EIR, Sect. 4.8, pgs. 66-67) (GPS ER-49; Draft EIR, Sect. 4.8, pgs. 73-74) The Santa Anita Park Historic District has been determined eIigible as a National historical landmark and is currently a California state landmark. The Project would not result in the delisting or loss of eligibility of the District on the Narional or California Register. (GPS ER-54; Draft EIR, Sect. 4.8, pg. 74) Although the Project Site is located within an area that may contain a portion of the Gabrielino, prehistoric village, mitigation measures will be in place to ensure that any earth-disturbing activities are: supervised by a qualified archeologist to identify any on-site archeological resources and, if the resources are significant, the archeologist will take appropriate measures to ensure that the scientific information that could be provided from these resources is not lost. (GPS ER-55 and ER-57; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 74-75, 97- 98) With respect to geological or paleontological resources, none are known to exist on the Project Site. However, if paleontological resources are discavered, mitigation measures are in place that would require the retention of a qualified paleontologist to assess any finds and provide appropriate treatment. (GPS ER-55, ER-56 and ER-58; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 75, 97-98) E. Biolo~ical and Mineral Resources. A goal articulated in the General Plan is to ensure retention and proper stewardship of biological and mineral resources located within the City. However, with respect to biological, habitat, riparian or mineral resources, no such resources would be significantly impacted by the Project. (Standards #31-33; Draft EIR, Sect. 4.8, pgs. 66, 94-95) F. Mixed-Use Development. The General Plan also sets the goal of encouraging mixed-use development, where appropriate, in order to allow employees the opportunity to live and work at the same location. While the Project will not develop residential uses, it will include a mix of commercial, retail and office uses that would provide employment opportunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) 23 2228 Project wi11 not develop residenrial uses, it will include a mix of commercial, retail and office uses that would provide employment opportunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) G. Waste Recvcling. 'The General Plan also sets the goal of facilitating the City's Source Reduction and Recycling Chapter. The Project will comply with all City of Arcadia standards. (GPS ER-16; Draft EIR, Sect. 4.8, pg. 68) IV. Environmental Hazards ("EH"1 Chanter: The Project is consistent with the goals, objectives and strategies af the Environmental Hazards Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Seismic Safetv. One of the goals articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potentia~,1,- seismic hazards. While the Project is located in the Alquist-Priolo zone and wguld be subject to ground rupture, the Project will comply with all seismic safety ~;egulations under the Arcadia Municipal Code and California Building Code to achieve an acceptable level of seismic risk. (GPS EH-1; Standards #40 and 41; Draft EIR, Sect. 4.8, pgs. 76, 79, 98) B. Floodin~. Another goal articulated in the General Plan is . to incorporate adequate mitigation measures to achieve an acceptable risk from potential flooding hazards. The SP CE zoned area is not located within the Morris 7ones Inundation Zone or in the Santa Anita Dam Flood Hazard Zone. Further; the Developer will prepare an emergency evacuation/management plan for the Project, as more particularly referenced in Section II(C) above. The Project would also be_ designed to direct surface runoff away from the water feature, reducing the potential for flooding thereby. (GPS EH-9; Draft EIR, Sect. 4.8, pg. 79) C. Noise. Another goal articulated in the General Plan is to ensure that noise-sensitive land uses and noise generators are located and designed in such a manner so that (1) adverse noise effects of the Project are avoided on adjacent uses and (2) adverse noise effects of adjacent uses are avoided on the Project. A detailed noise analysis was prepared for the Project, which is referenced iri the Draft EIR, Secrion 4,9. With respect to non-traffic noise, the Report concluded that either the Project would not generate operational noise in violation of the above standards or that noise-sensitive uses and noise generators will be designed in a way to reduce noise to below a level of significance (i.e.: rooftop HVAC equipment). Therefore, the objectives for non-traffic operational noise` of the General Plan would be met. (GPS EH-13 through EH-15, EH-17 through °EH-19; 24 2228 1 Standards #44, 45, 47, 48 and 50; Draft EIR, Sect. 4.8, pgs. 80-81, 98-102; Draft EIR, Sect. 4.9) With respect to traffic noise, certain noise thresholds may be exceeded in the vicinity. However, noise levels are already being exceeded on most of the roadways surrounding'the Project Site. As indicated in .Section II(A)above with respect to traffic impacts, the General Plan does not require strict adherence to a particular standard if a project is otherwise consistent with the General Plan. Therefore, the Project is consistent with the General Plan for this purpose. (Draft EIR, Sect. 4.8, pgs. 77-78). In September, 2006, the City Council amended Perfonnance Standard #44 of the General Plan to remove thresholds related to traffic noise citywide that are already exceeded by existing conditions and do not reflect an accurate measure of an individual project's impacts. 'The Project has addressed this change to the General Plan. D. Hazardous Waste. Another goal articulated in the General Plan is to ensure that all coinmercial, office and industrial uses within the City adhere to both the City's and the Los Angeles County Haaardous Waste Management Plan, as well as the most current amendments to Califomia Code of Regularions, Title 22. All retail, office and commercial businesses within the Project will be required to comply with the City's and County's Plans, Cal-OSHA requirements, the Hazardous Materials Management Act, Title 22, and other applicable State and local requirements. Further, no hazardous materials other than routine cleaning compounds and possibly propane would be utilized in the Project, which would not present a significant risk of injury or harm to the environmental or the community through upset or accident. (GPS EH-21 and EH-23; Standard #52; Draft EIR, Sect. 4.8, pgs. 78-79, 81-82, 103) ~ Also, as required by the General Plan, a Phase I environmental assessment was also completed on the Project Site, as well as a geotechnical analysis to deternune the presence of hazardous substances on the Site. (Standard #53; Draft EIR, Sect. 4.8, pg. 103). V. Housine Element: The Project is consistent with the goals, objectives and strategies of the Housing Element of the Genera! Pian, as amended, as well as the design and development standards that implement that Chapter for the following reasons: The General Plan sets the goal of providing adequate sites to meet Arcadia's share of regional housing needs by accommodating 461 new dwelling units from 1998 through 2005, including adequate numbers of affordable housing. However, the Project does not provide for any residential units, since the Project Site has 25 2228 historically been designated in the General Plan as commercial and horse racing (although a portion of the Project Site is zoned "R-1"). The General Plan Housing Element identifies seven potential sites within the City for affordable housing, none of which include the Project Site. Therefore, while the Project will not provide any housing, it will not preclude the inclusion af housing in other areas of the City. Therefore, it is consistent with and wiil not conflict with the Housing Element of the General Plan. (GPS CD-24; Arcadia Housing Element 2000-2005, Policy 1.1, Table 29; Draft EIR, Sect. 4.8, pgs. 45, 82) ~ ;. k ~-r, 4: 26 2228 EXEMPT FROM RECORDER'S FEES Pursuant to Government Code §§ 6103 and 27383 Recording requested by and when recorded retum to: City Clerk City of Arcadia 240 Huntington Drive Arcadia, CA 91066 (SPACE ABOVE POR RECORDER'S USE) DEVELOPMENT AGREEMENT By and Between THE CITY OF ARCADIA, a California municipal corporation and SANTA ANITA ASSOCIATES, LLC, a Delaware limited liability company (a joint venture between SANTA ANITA ASSOCIATES HOLDING CO., LLC, a California limited liability company and SANTA ANITA COMMERCIAL ENTERPRISE, Inc., a Delaware corporation ) and THE SANTA ANITA COMPANIES, INC., a California corporation TABLE OF CONTENTS Pa e s 1. Definitions ........................................................................................... ..............4 2. Binding Effect; Change in Developer Composition .............................. ..............7 3. NegationofAgency ............................................................................. ..............7 4. Reserved Powers .................................................'............................... ..............7 5. Acknowledgements, Agreements and Assurances on the Part of the Developer ............................................................................................ ............10 6. Acknowledgements, Agreements and Assurances on the Part of the City ...................................................................................................... ............10 7. Acknowledgements, Agreements, and Assurances on the Part of the Parties ................................................................................................. ............15 8. Public Benefits ..................................................................................... ............16 9. Cooperation and Implementation .......................................:................ ............16 10. Compliance; Default; Termination; Modifications and Amendments . .. ............18 11. Amendment or Modification ................................................................. ............21 12. Term of Agreement ............................................................................. ............21 13. Administration of Agreement and Resolution of Disputes . .................. ............22 14. Transfers and Assignments ..............................:.................................. ............24 15. Mortgagee Rights ................................................................................. ...........25 16. Notices ................................................................................................. ...........28 17. Severability ............................:............................................................. ............29 18.. Time of Essence .........................................:......................................... ..::.......29 19. Force Majeure/Enforced Delay; Extension Of Time Of Performance ... ...........30 20 Waiver .................................................................................................. ...........30 21. No Third Party Beneficiaries ................................................................. ...........30 22. Estoppel Certificates ............................................................................ ...........30 23. Attorney's Fees .................................................................................... ...........31 24. Applicable Law ..................................................................................... ...........31 - 25, Authority to Execute ............................................................................. ...........31 26. Entire Agreement; Conflicts .................................................................. ...........32 27. City Approvals and Actions .................................................................. ...........32 28. Counterparts ...................................................................................................32 29. Exhibits ................................................................................................. ...........32 30.Interpretation ............................................................................................ ........... 32 31. Copies of Existing Land Use Regulations and Existing Development APprovals ............................................................................................. ...........32 R V PUBV BALLINGER\728683.2 Development Agreement This Development Agreement ("AgreemenY') is made in Los Angeles County, California as of , 2007, by and between the City of Arcadia, a municipal corporation and charter city (the "City"), and Santa Anita Associates, LLC, a Delaware limited liability company ("SAA") (a joint venture between Santa Anita Associates Holding Co., LLC, a Califomia limited liability_company ("Garuso") and Santa Anita Commerciai Enterprise, Inc., a Delaware corporation ("SACE")) and The Santa Anita Companies, Inc., a Califomia corporation ("Owner") (SAA and Owner are sometimes collectively referred to herein as the "Developer"). The City and the Developer shall tie referred to singularly as a"Party" or collectively as the "Parties." Recifals. This Agreement is made with respect to the following facts and for the following purposes: A. The City is authorized, pursuant to its authority as a charter city over municipai affairs and pursuant to Government Code Sectio~s 65864-65859.5 (the "Development Agreement Statute"), to enter into binding agreements with persons having. a legal or equitable interesf in real property located in the City for the de~dopment of such property in order to estabiish certainty in the development pro~ess, the City has adopted Resolution No. 6469 establishing policies for the consideration of development agreements under the Development Agreement Statute, the Parties hereto acknowledge that this Agreement has been considered and adopted in compliance with the Development Agreement Statute and Resolution No. 6469; B. Owner is the fee owner of an approximately 304-acre site located in the City.; legally described in Exhibit "A" attached hereto and depicted in the diagram, attached as Exhibit "B" (the °Entire Property"). Caruso is managed by an experienced developer of pedestrian-oriented retail centers and, as stated above, is the joint venture partner of SACE in SAA. SAA has an option to ground lease certain land (the "Property"} pursuant to a ground lease (°Ground Lease") that is a part of the CE zoned (under the Specific Plan, defined below) portion of the Entire Property. Exe~cise of the option to Ground Lease is conditioned on the satisfaction or waiver of certain conditions. SAA will develop on the Property the Commercial Entertainment Center (defined below). The CE Zone, as depicted in the Specific Plan, is legally described in Exhibit "A=1" attached hereto and depicted in the diagram attached as Exhibit "B-1". C. The City has adopted the Santa Anita Park Specific Plan through the adoption of Ordinance No. (the "Specific.Plan' ), a comprehensive plan to guide the design and future development of certain portions of the Entire Property, which has been used historically as a horse racing facility known as the Santa Anita Racetrack. The Specific Plan provides for the development of the Property with a new commercial entertainment development including approximately 806,405 square feet (Gross Leasable Area as that term is used in the Specific Plan) of retail and commercial space, accompanying parking, as depicted in the Specific Plan, and the necessary infrastructure to serve such uses (collectively, the "Project," defined further below), as depicted on the site plan attached hereto as Exhibit "C" (the "Site Plan"); D. The constituent entities of Developer have a legal or equitable interest in their respective portions of the Entire Property in accordance with. the Development Agreement Statute. SAA desires to develop the Property with a high-quality commeccial, restaurant, entertainment and retail development project, and they require substantial long-term pianning, comprehensive design, significant investment by Developer in public and private infrastructure, and an assurance of stabie land use entitlements in order to maximize the potential for Developer to finance and develop it. Accordingly, consistent with the Development Agreement Statute and Resolution No. 6469, Developer has requested thet City enter into this Agreement to provide certain assurances that the Project will be permitted to proceed in accordance with, and subject to, the provisions set forth herein and in City's Existing Land Use Regulations (defined below), City's Existing Development Approvals (defined below}, and the Future Development Approvals (defined below) to be obtained by Developer, all as more particularly set forth herein; E. The City has determined that the Project is consistent with, and satisfies, the relevant provisions of the Arcadia Municipal Code and the Specific Plan, including the goals and objectives of the City's General Plan, as amended. City has determined that development of the Project will provide significant benefits to the community and that the Project promotes the public health, safety, and welfare for the following reasons, among others: (1) the Project ensures the comprehensive planning of a high quality Project within the Specific Pian area that will enhance the image and stature of the City; (2) the Project wili provide a long-term source of employment opportunities for residents of the City and the surrounding region; , (3) the Project will revitalize the Santa Anita Race4rack by incorporating development in a manner that is complementary and respectful of the Racetrack's important and historic role in the community; (4) the Project will preserve historic portions of the Santa Anita Racetrack grandstand and other historic structures by maintaining architectural compatibility; (5) the Project will preserve public visual accessibility of the existing Santa Anita Racetrack grandstand such that the grandstand remains recognizable from within the Specific Plan area and from select locations along Huntington Drive; (6) the Project will attract new visitors to the Santa Anita Racetrack and increase its visibility to the general public; RVPUBV BALLINGER\726683.2 (7) the Froject will establish a balance of land uses that benefits various segments of the community and creates a special place that blends the design heritage of the Santa Anita Racetrack into a new complex of uses and buildings; (8) the Project will offer both daytime and nighttime recreational and entertainment opportunities for the community in a safe and reasonably secure environment; (9) the Project will enhance the cultural fabric of the community by providing outdoor plazas, open space areas, as well as publicly accessible art work as articulated in the Specific Plan; (10) the Project will provide an expanded economic base for the City that maximizes property and sales tax revenue while balancing community design principles, (11) the Project will create a pedestrian-oriented open air commercial center with an emphasis on an open space network of landscaped pedestrian streets, sidewalks, paseos, promenades, and public space that will form an important gathering place,forthe Arcadia community; Ta (12) the Project will ensure land use compatibility by creating a logical physical relationship to the adjacent Westfield Santa Anita mall, existing residential uses, and existing circulation infrastructure through vehicular and pedestrian links; (13) the Project will develop a unique open-air commercial entertainment center to attract retail uses; (14) the Project will utilize architectural design, lighting, signage, and landscape materiais to give the Project a distinctive and pleasing appearance; (15) the Project will generate public tax revenues that can be utilized to provide police, fire, recreation and other essential and important public services to the community; and (16) the Project will put portions of the Entire Property to productive use consistent with th~ objectives of City's General Plan. In consideration for Developer's provision, in all material respects, of the fo~egoing public benefits, City has determined that it is appropriate to enter into this Agreement to provide assurances to Developer that the Project will be permitted to proceed in accordance with and subject to the provisions set forth herein and in City's Existing Land Use Regulations, City's Existing Development Approvals, and the Future Development Approvals to be obtained by Developer, all as more particularly set forth herein; RVPUB~7BALL[NGERV286831 3 ~ ~ ~ - F. In connection with its, approvai of the. Project, the Final Environmental Impact Report No. _(the "Final ~nvironmental Impact Report" or "FEIR") was prepared by the City and certified by the City Council on , 2007. The FEIR analyzed potential adverse environmental impacts of full buildout for the Project; G. The City Council has found that the provisions of the Agreement are consistent with the relevant provisions of the Arcadia Municipal Code, the City's General Plan, as amended, and the Specific Plan; H. All actions taken by City have been duly taken in accordance with all applicable legal requirements, including those of fhe California Environmental Quality Act, Public Resources Section 21000 et seq. ("CEQA"), and all other requirements for notice, public hearings, findings, votes and other procedural matters; I. On , 2007, the Planning Commission of the City of Arcadia conducted a duly noticed public hearing concerning this Agreement, thoroughly considered this Agreement, and recommended adoption thereof to the City Council; J. On , 2007, the City Council conducted a duly noticed public hearing concerning this Agreement, thoroughly considered this Agreement, introduced Ordinance No. _ approving this Agreement, and on , 2007, the City Council condr~cted a second reading of and adopted said Ordinance; NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants and agreements contained herein and other good and valuable consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows: 9. Definitions. Capitalized terms used in this Agreement shall have the meanings set forth below; or if not defined~ in this Section 1, shall have the meaning ascribed thereto when such terms are first used herein. Other initially capitalized terms not apecifically defined in this Agreement shall have the same meaning as set forth in the Specific Plan, or, if not defined therein, in the Arcadia Municipal Code: (a} Tha terms "Development," "development" and "develop" mean the improvement of certain portions of the Entire Property for the purposes of constructing and completing the structures, improv,ements and facilities comprising the Project as more particularly described in the Specific Pian, Existing Development Approvals, and Future Development Approvals including, but not limited to: grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the fntire Property; the construction, demolition, reconstruction and redevelopment of buildings and structures; and the installation of landscaping; (b) The term "Development Approvals" means all land use, planning, zoning and building permits and entitlements subject to approval or issuance by City in connection with Development of the Project, including, but not limited to: RVPUBWBALLINGER\726663.2 4 parcel maps and/or lot line adjustments; subdivisions, tentative and final maps; conditional use permits, final development permits, architectural design reviews and approvals; variances; parking approvals and modifications; zoning changes; specific plan approvals or amendments; general plan approvals or amendments; substantial conformance and minor modification reviews and approvals under the Specific Plan; grading and building permits; demolition permits; and occupancy permits for buildings; (c) The term "Development Exaction(s)" means any requirement or precondition of City, whether or not in connection with or pursuant to any Land Use Regulations (defined below) or Development Approval, for the dedication of land, the construction of public improvements or public facilities, or the payment of Development Impact Fees; (d) The term "Development Impact Fees" 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 the City to an 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 a development project, including, but not limited to "Quimby AcY fees specified in Government Code section 66477 and capacity charges, as those terms are defined in Government Code section 66013; provided however; that the term Development Impact Fee does not include any of the following: (1) Filing or Processing Fees as defined herein; (2) fees or charges that are adopted and imposed by a public agency other than the City (even if collected by the City in connection with the Project); or (3) fees for water connections or fees for sewer connections, as those terms are defined in Government Code section 66013. (e) The term "Director" means the Director of the Development Services Department of the City of Arcadia; (f) The term "Existing Development Approvals" means all of the Development Approvals for the Project approved or issued prior to the Effective Date of this Agreement, and includes, without limitation, the following Development Approvals: (1) The General Plan of the City of Arcadia, as amended by Resolution No. ; (2) The Specific Plan with Design and Sign Guidelines, as adopted by Ordinance No. ; (3) Zone Change Ordinance No. _ for the Entire Property; (4) Ordinance No. _ approving this Agreement, and this Agreement; RV PUBV BALLINGBR1728683.2 (5) The Final Environmental Impact Report, the Mitigation Monitoring and Reporting Program adopted therefor, and the environmental findings adopted therefor pursuant to City Council Resolution No. ; and (6) Architectural Design Review approval No. (g) Tfie term "Existing Land Use Regulations" means all of City's Land Use Regulations (as defined in subsection (k) below) in effect as of the Effective Date of this Agreement, including, without limitation, the following: (1) The Arcadia General Plan, as amended by Resolution No. _; (2) The Specific Plan, as adopted by Ordinance No. (3) The City Charter of the City of Arcadia; and (4) The Arcadia Municipal Code, including the Zoning Code. (h) The term "Effective Date" means the date that Ordinance No. _ approving this Agreement becomes effective. (i) The term "Filing or Processing Fees" means those fees that are uniformly charged for all commercial projects in the City, which fees cover the administrative costs of, among other things, reviewing and analyzing permit applications and similar requests for ministerial and/or discretionary approvals. Q) The term "Future Development Approvals" means Development Approvals (other than the Existing Development Approvals), including any amendments or modifications thereto, required or requested subsequent to the Effective Date of this Agreement in connection with the Development of the Project and any portion of the Entire Property. (k) The term "Land Use Regulations" means all ordinances (including the Specific Plan), resolutions, codes (including the Arcadia Municipal Code, including .the Zoning Code), rules, regulations and official written policies of City goveming land usA development, including, without limitation: the permitted use of land; the density or intensity of use; subdivision requirements; the maximum height and size of proposed buildings; Development Exactions; regulations regarding the rate, time or sequence of development; and the design standards applicable to the Development or any portion of the Entire Property. (I) The term "Municipal Code" means the Arcadia Municipal Code. R V PUBV BA LLINGER\728683.2 (m) The term "Project" means (i) the commercial entertainment development to be constructed on the Property consisting of up to 830,000 square feet, calculated in accordance with the provisions of the Specific Plan (Gross Leasable Area as that term is used in the Specific Plan), of retail and commercial space (including offices, cinemas and restaurants), and accompanying parking as permitted by the Specific Plan (the "Commercial Entertainment Center"), (ii) the development of the necessary infrastructure to serve such uses, all as more particularly described in the Specific Plan and the Existing Development Approvals, and as depicted on the attached Site Plan. 2. Bindina Effect: Chanpe in Developer Comqosition. This Agreement, and all of the terms and conditions of this Agreement shail, to the extent permitted by law, constitute covenants that shall run with the land comprising the applicable portions of the Entire Property for the benefit tfiereof, and the benefits and burdens of this Agreement shall be binding upon and inure to the benefit of the Parties and their respective assigns, heirs, or other successors-in-interest. Nofinrithstanding any proyision of this Agreement to the contrary; (i) if prior to the expiration of the initial Term, the Ground Lease has not been fully executed by the Owner and SAA; or (ii) in the event that SAA is not the ground {essor under the Ground lease prior to the grand op~ening of the Project (which shall be defined for purposes of this Section as the actual, lavuful occupancy of at least fifty percent (50°/o) of the square footage of the Commercial Enfertainment Center); or (iii) in the event that Caruso no longer is the manager of SAA; or (iv) in the event that SAA does not have an equitable or leasehold interest in the Property, then all vested rights granted under this Agreement as to the Commercial Entertainment Center component of the Project shall terminate. In order to enable the City to determine compliance with this Section 2, SAR, Caruso, SACE, and Owner hereby agree to provide written certifications, provided under penalty of perjury, necessary for the City to determine compliance or non-compliance with this Section 2. 3. Negation of Aaencv. The Parties acknowledge that, in entering into and performing under this Agreement, each is acting as an independent entity and not as an agent of the other in any respect. Nothing contained herein or in any document executed in connection herewith shail be construed as making the City and Developer joint venturers, partners, agents of the other, or empioyer/employee. 4. Reserved Powers. Notwithstanding any provisions in this Agreement to the contrary, the City reserves the right through its Reserved Powers, as herein defined, to enact and apply to the development of the Project on certain portions of the Entire Property (or to deny or conditionally approve any Future Development Approval based on) the folfowing 1aws; ordinance5, regulations, and written official policies after the Effective Date (collectively, the "Reserved Powers"): (a) Filin4 or Processina Fees. Adjustments to existing Filing or Processing Fees, or new Filing or Processing Fees; by City to cover the direct, reasonable and actual costs of processing applications for Development Approvals or for monitoring compliance with any Development Approvals. Such Filing or Processing RVPUBVBALLINGER\728683.2 7 Fees shall be limited to those Filing Fees or Processing Fees that are imposed on all commercial projects within the City, and the City shall not impose any Filing or Processing Fee on the Project merely as a result of'the facY that this Development Agreement has been entered into. (b) Procedural ReQUlations. Procedural regulations relating to hearing bodies, petitions, applications, notices, findings; records and any other matter of procedure, applicable on a citywide basis, provided such regulations are consistent with and impose no greater requirements, economic burdens or time delays than the Existing Land Use Regulations, Existing Development Approvals and Future Development Approvals. (c) En4ineetina and Construction Standards. Provisions of building, engineering and construction standards and speci~cations applicable to comparable public and private improvements set forth in the California Building Standards Cotle in effect in the City at the time of the issuance of the building permit for a building or st~ucture shall apply to' the Entire Property and the Project; including without limitation the applicable provisions of the Uniform Building Code, Uniform Plumbing Code, Uniform Mechanicai Code, Nationai Electrical Code, and Uniform Fire Code. (d) Public Health and Safetv. Regulatfons that City determines are necessary because the failure of the City to adopt such regulations would place the occupants ofithe applicable portion of the Entire Property, or the occupants of the City, or both, in a condition dangerous to their health or safety, or both, (e) Consistent Future Citv Ordinances, Resolutions and Reaulations. City ordinances, resolutions, regulations, and official policies goyerning development and building that are in furtherance of and not in conflict witti this Agreement, the ,Existing Development Approvals, and the Existing Land Use Regulations and Future Development Approvals. , (fl Consented to Ordinances. Resolutions_and Re4ulations. Any ordinances, resolutions, regulations, and official poficies, not set forth in this Section 4, that are in conflict with the Project, provided Developer has given written consent to the application of such regulations to the Project. . (g) Overridinq State and Federal Laws and Requlations. State and federal laws and regulations that are adopted or approved after the Effective Date of this Agreement that override or conflict with Developer's vested rights set forth in this Agteement ("Overriding Laws") shail appfy to the Entire Property and/or the Project, together with any Mandatory Implementing Regulations. For purposes of this subparagraph (g); the term "Mandatory Implementing Regulation" shall mean any implementing City ordinance, resolution, regulation, or written official policy that is necessary to enable City to comply with any Overriding Law and that overrides or conflicts with Developer's vested rights set forth in this Agreement, but only if the failure RVPUBVBALLINGERV28683.2 $ •r: , .. of the Ciry to adopt and implement any such ordinance, resolution, regulation or written official policy will result in the City losing then existing sources of revenue. Conversely, the City shall not apply to the Project any "Optional Implementing Regulation". The term "Optional Implementing Regulation" shall mean any implementing City ordinance, resolution, regulation, or written official policy that is necessary to enable City to comply with any Overriding Law and that overrides or conflicts with Developer's vested rights set forth in this Agreement, which, if adopted, would result in the City receiving a source of revenue that the City had not received as of the date of adoption by the City of an Optional Implementing Regulation City may adopt any such Optional Implementing Regulation and apply any such Optional Implementing Regulation, but the City may not apply such Optional Implementing Regulation to the Project, or any part thereof, or to the Entire Property, or any part thereof. Developer does not waive its right to challenge or contest, at Developer's sole cost and expense and at no liability to the City, the validity of any such Overriding Law, Mandatory Implementing Regulation or Optional Implementing Regulation on its face or as applied to any portion of the Entire Property and/or the Project. In the event that any such Overriding Law (and/or any Mandatory Implementing Regulation undertaken pursuant thereto) prevents or precludes compliance with one or more provisions of this Agreement, such provisions of this Agreement shall be modified or suspended only as may be necessary to comply with such Overriding Law or Mandatory Implementing Regulation and, subject to the provisions of the following paragraph, this Agreement shall remain in full force and effect to the extent that it is not inconsistent with such Overriding Law and its Mandatory Implementing Regulation and thaf performance of the remaining provisions of this Agreement would not be inconsistent with the intent and purposes of this Agreement. In the event any Mandatory implementing Regulation is being considered by the - City for adoption, Ciry shall use good faith efforts to provide the Developer with written notice of such fact; provided however, that nothing contained in this sentence shall impose any monetary liability on the part of the City, its officials, officers, employees or agents, nor shall any subsequently adopted Mandatory implementing Regulation be affected by the failure of the City to actually provide such notice. City and Developer shall thereafter meet and confer in good faith concerning (i) the Overriding Law andlor Mandatory Implementing Regulation and the City's application or application of the same to the Entire Property, or any part thereof and/or the Project, or any part thereof, and, (ii) modification of this Agreement, if and as necessary, to comply with such Overriding Law and/or Mandatory Implementing Regulation. If, however, in the opinion of Developer, the Overriding Law and/or Mandatory Implementing Regulation at issue is inconsistent with the intent or objectives of this Agreement, or renders the remaining provisions of this Agreement for the benefit of Developer impractical or less profitable to enjoy andlor enforce, Developer shall have the option of either referring the matter for resolution pursuant to the provisions of Section 13 below, or shall have the right to terminate this Agreement upon thirty (30) days' advanced w~itten notice to City. City agrees #o cooperate with Developer in resolving the conflict in a manner that minimizes any financial impact upon Developer and that preserves, to the maximum feasibie extent possible, the intent and objectives of this Agreement. City shall, at City's sole cost and expense, process Developer's proposed changes to the Project as may be RVPUBUBALUNGERV 286832 necessary to comply with such Overriding Law and/or Mandatory Implementing Regulation and to process proposed Project changes in accordance with City procedures and findings. 5. Acknowledaements. Apreements and Assurances on the Part of the Develo~er. In order to effectuate the provisions of this Agreement, and in consideration for the City entering into this Agreement and obligating itself to carry out the covenants and conditions set forth herein, the Developer hereby agrees and acknowledges that: (a) Construction of the Proiect: Subject to the provisions of Section 7(c) below, from and after the Effective Date, each constituent entity of Developer, in accordance with its sound business judgment, agrees to work towards development of the portion of the Project applicable to it in accordance with the Existing Land Use Regulations, the Existing Development Approvals, and the Future Development Approvals to be obtained pursuant hereto. Not by way of limitation of the foregoing, in connection with development of the Project, constituent entity of each Developer shall, with respect to the applicable portion of the Project, subject to the provisions of this Agreement, comply, in all material respects, with all conditions contained in the Existing Development Approvals and all valid conditions consistent with this Agreement that City may impose on the Future Development Approvals. (b) Other Governmental Permits. Subject to the provisions of Section 7(c) below, Developer shall apply in a timely manner for such other permits and approvals as may be required from other governmental or quasi-governmental agencies having jurisdiction over the Project for the development of, or provision of services to, the ProjecT. As specified in Section 6(~, City shall cooperate with Developer in its endeavors to obtain such permits and approvals. 6. Acknowledgements. Agreements and Assurances on the Part of the Citv. City hereby agrees that commencing on the Effective Date, and continuing during the entire remaining Term of this Agreement, Developer shall have the vested right to carry out and complete the Project in accordance with the express provisions of this Agreement, the Existing Land Use Regulations, the Existing Development Approvals and Future Development Approvals, and once the same have been obtained, the Future Development Approvals. In furtherance of such agreement and assurance, and pursuant to the authority and provisions set forth in the Development Agreement Statute, City fu~ther hereby agrees and acknowledges as follows: (a) General. The uses permitted on the applicable portions of the Entire Property hereunder, the density and intensity of development, the maximum height and size of buildings, and all other matters affecting land use and development of the Project shall be as set forth in the Specific Plan, the Existing Land Use Regulations, the Existing Development Approvals, and, once the same have been obtained, the Future Development Approvals. In addition, subject to the City's Reserved Powers as set forth herein, Developer's applications for Future Development Approvals shall be RVPUBVBALLINGER\728683.2 lO ~ ,::.. reviewed pursuant to the provisions of the City's Existing Land Use Regulations and the Existing Development Approvals. (b) CiN's Consideration and Aqqroval of Reauested Chanaes in the Proiect. City acknowledges that Developer may in the future desire to change or modify the precise location, configuration, size and height of the proposed buildings and develop a mix of proposed uses after the Effective Date of this Agreement based upon more precise planning, changes in market demand, changes in development occurring in the vicinity, and similar factors. In such event; City shall cooperate with Developer to review and take final action on such requested changes in accordance with City's Existing Land Use_ Regulations, the Existing Development Approvals and Future Development Approvals. No change to the Project {including Substantially Conforming Changes under Section 7(a)) that is consistent with the Existing Land Use Regulations, the Existing Development Approvals and Future Development Approvals shaii require an amendment of this Agreement and, in the event any change in the Project proposed by Developer is approved by the City, the references in this Agreement to the Project or applicable portion thereof shall be deemed to refer to the Project as so changed. In the event that any reduction by the Developer in the scale of the Project reduces the Gross Leasable Area of the Commercial Entertainment Center to less than Five Hundred ThoUSand (500,00~) square feet, all vested rights under this Agreement shall automatically be deemed terminated. In addition, the Parties intend that if parcelization of the Entire Property, or any portion thereof, that is consistent with the development of ?~ the Project as contemplated under the Existing Development Approvals is, subsequent •- to the Effective Date of this Agreement, authorized and approved under the Subdivision -.~ Map Act and the Existing Land Use Regulations, no additional Development Exactions, -~- beyond those contemplated by this Agreement, the Existing Development Approvals, '- '~ the Existing Land Use Regulations and Future Development Approvals shali be imposed on any such parcelization. (c) Reservations and Dedication of. Land for Public Purooses. Developer shall not be required to dedicate, convey, or transfer any interest in land or to construct or install pubfic improvements or facilities in conjunction with the Project; whether on or off the Entire Property, except (i) as expressly provided for in the Existing Land Use Regulations~ Existing Development Approvals or Future Development Approvals, or (ii) as expressly set forth in the provisions of this Agreement: If the scope of the Project is changed with the consent of the Developer in a manner that increases the ProjecYs effect on the City's street, t~ansit or utility facilities, in such case, any requi~ement for such additional dedication, conveyance, transfer, construction or installation shall be limited to that supported by a sufficient nexus and necessary to accommodate the Project change. Any necessary CEQA analysis shall be conducted to examine such incremental change. Developer shall also be entitled to credit and/or reimbursement for the reservation or dedication of land or the installation of public improvements, in accordance with any future written policy of the City concerning fee credits and/or reimbursements for the reservation or dedication of land and the installation of public improvements. Pursuant to Section 202 of Resolution 6469, the public improvements to be constructed and dedicated to the City in connection with the RVPUBUBALLMGBR\7286832 1 I Project shall be those listed in Exhibit "F", and the amount of Development Impact Fees that shall be deemed satisfied by such construction and dedication shall be approximately the amount set forth in Exhibit "G". (d) Develooment Exactions. Except as otherwise expressly set forth in this Agreement and as authorized under the Existing Development Approvals, City shall not impose Development Exactions in conjunction with Developer's development of the Entire Property, or any part thereof or the Project, or any part thereof, excepting only those Development Exacfions that are authorized by the Existing Development Approvals and Existing Land Use Regulations. A schedule of payment of Development Impact Fees applicable to the Project is attached hereto as Exhibit "D° and incorporated by reference herein. Pursuant to' Section 202 of Resolution 6469, the amount of such Development Impact Fees shall not be increasetl, nor shail the Ciry attempt to apply to the Entire Property, or any part thereof or the Project; or any part thereof, any new or different Development Impact Fees, during the first five (5) years following the full execution of this Agreement. Nothing contained in this Agreement shall affect the ability of the City to collecY Development Impact Fees that have been adopted and imposed by a public agency other than the City. (e) Future Environmental Review. The potential environmentai impacts of the Project were analyzed in the FEIR. Future Development Approvais will be reviewed in light of the FEIR to determine if any additional environmental documentation will be required. The determination will be made consistent with the applicable provisions of CEQA and the State and local CEQA Guidelines. (~ Other GovernmentaF Permits. After City has approved the Project, Gity shall cooperate, at no direct cost to City, with Developer in its efforts to obtain such additional permits and approvals as may be required by any other governmentai or quasi-governmental agencies having jurisdictian over such portion of the Project; provided permits and approvals are consistent with City's approval(s} and are consistent with this Agreement. City does not warrant or represent that any other governmental or quasi~overnmental permits or approvals will be granted. (g) Citv Review of Apqlications for Future Development Approvals. All subsequent consideration by City of Developer's applications for Future Development Approvals for the Project shall be subject to the terms and conditions set forth in this Agreement. City shall not disapprove, condition, or delay the processing of any applications for any Future Development Approval for reasons inconsistent with the Existing Land Use Regulations, the Existing Development Approvals, or the express provisions of this Agreement. Upon satisfactory completion by Developer of all required preliminary actions and paymenfs of then applicable Filing or Processing Fees, if any, City shall, in accordance with and subject to Existing Land Use Regulations, Existing Development Approvals, Future .Development Approvals and all other legal requiremen4s, initiate, process, and complete all required steps, and act upon any approvafs and permits necessary for the development of the Project by Developer in as prompt and diligent a manner as it performs such actions for other development projects RVPUBVBALLINGER\7286832 12' and in accordance with this Agreement, including, but not limited to, (i) the processing of applications for and issuing of all discretionary approvals requiring the exercise of judgment and deliberation by City, including without limitation, the Future Development Approvals; (ii) the holdi~g of any required public hearings; and (iii) the processing of applications for and issuing of all ministerial approvals requiring the determination of conformance with the Existing Development Approvals, Existing Land Use Regulations and Future Development Approvals. If City is unable ta process any of Developer's applications for Future Development Approvals in a timeframe acceptable to Developer, Developer shall provide written notice to Ciry requesting aid in such processing. Upon Developer's written request, City shall engage qualified outside consuttants reasonably acceptable to Developer to aid in such processing, provided that Developer shall be required to reimburse to City, within thirty (30) days of invoicing by City, all reasonable and direct charges to be incurred by City for such outside consultants. In this regard, Developer, in timely manner, will provide City with all documents, applications, plans and other information necessary for City to carry out its obligations hereunder and will cause Developer's planners, engineers, and all other consultants to submit in a timely manner all required materials and documents therefor. The Term of this Agreement shall be automatically extended for the time period commencing as of the receipt by City of Developer's written request for aid and ending on the date that such consultant acY~ally begins work on the Project ("Processing Delay"). ~.-:s. . , . - (h) Vested Rights to Future Develoqment: After the date that City :- '-= approves an application for a Future Development Approval, Developer shall have the vested right to develop pursuant to said Future Development Approval to the same extent that Developer has the vested right to develop pursuant to the Existing Development Approvals and the Existing Land Use Regulations. Upon City approval of '_- °'` Future Development Approvals they will automatically become part of the Existing Development Approvals. (i} Conflicting Enactments. With the exception of those changes authoriied by the Reserved Powers, any other change in the Existing Land Use Regulations or Existing Development Approvals, including, without limitation, any change in the General Plan, zoning, or subdivision law, adop4ed or becoming effective after the Effective Date, and adopted in any form by the.City Council, the Planning Commission or any other board, commission or department of City, or any officer or employee thereof, or by the electorate (including, without limitation, by initiative or referendum), as the case..may be, that would, absent this Agreement, otherwise be applicable to the Entire Property, or any part thereof, or the Project, or any part thereof, and that would either: (x) conflict in any way with the Existing Land Use Regulations or Existing Development Approvals (and, once issued, the future Development Approvals); or (y) be more restrictive, burdensome or costly to the Entire Property, or any part thereof or the Project, or any part thereof, than would be the case under the Existing Land Use Regulations and Existing Development Approvals (and, once issued, the Future Development Approvals) shall not be applied by City to any part of the Entire Property, or any part thereof or the Project, or any part thereof. In addition to the foregoing, unless provided for in the Existing Land Use Regulations or Existing RVPUBUBALLINGER\128683.2 13 Development Approvals or Future Development Approvals or except to the extent the Project is changed with 'the consent of the Developer thus necessitating any of the following, the following shall be considered in direct conflict with this Agreement: {a) Limits on DensiN and Intensitv. Limiting or reducing the density or intensity of ail oc any part of the Project, i~consistent with the Specific Plan or this Agreement. (b) Location of improvements. Limiting the location of or increasing or decreasing the size of buiidings, or requiring grading, or other improvements for the Commercial Entertainment Center in a manner that is inconsistent with the Specific Plan or not required of other commercial projects in the City. (c) Discriminatorv Aqplication of Ordinances. Applying to the Project or the Entire Property any Land Use Regulations, or interpreting or enforcing any Land Use Regulation in a stricter or more demanding fashion than was theretofore applied anywhere else within City or in a manner that is not uniformly appiied on a City-wide basis to ail development projects or project sites in City. (d) Exactions: Imposing any DeVelopment Exaction, requirement, condition, or other restriction on the Project that is not expressly contained within this Agreement, any Existing Development Approval (including the Specific Planj, or Existing Land Use Regulations. The above list of actions is not intended to be comprehensive, but is illustrative of the types of actions that would conflict with this Agreement. Notwithstanding the foregoing, this Agreement shall not preclude the application to the Project of rules, regulations, ordinances and officially adopted plans and policies in conflict with the Existing Land Use Regulations, Development Approvals; Future Development Approvals or Existing Land Use Regulations where such additional rules, regulations, ordinances and o~cially adopted plans and policies are mutually agreed to in writing by Developer and the City in accordance with this Agreement. Q) Permitted Conditions. Provided Developer's applications for any Future Development Approvals'are consistent with the development of the Project under this Agreement, the Existing Land Use Regulations and Existing Development Approvals, 'City shall, subject to the Reserved Powers, grant tfie Future Development Approvais in accordance with the Existing Land Use Regulations, the Existing Development Approvals and this Agreement. City shall have the right to impose reasonable conditions in connection with .Future Development Approvals provided, however, that such conditions shall not be inconsistent with this Agreement, the Existing Development Approvals or the Existing Land Use Regulations, or more restrictive, burdensome or costly to the Project than the Existing Land Use Regulations and RVPUBVBALLINGER\728683.2 14 ;.; Existing Development Approvals,.or create delays for the development of the Entire Property, or any part thereof or the Project, or any part thereof,. (k) Time Period of Tentative Maos. To the extent permitted by law, the term of (i) any tentative map, parcel map, vesting tentative map or vesting parcel map that may be approved for the Project, (ii} any amendment (or reconfiguration) of any such.map (including any lot line adjustment or merger of lots within such a map), or (iii) any other map for any part of the Property filed prior to the termination of this Agreement, shall automatically be extended for the Term of this Agreement. 7. Acknowledaements Aareements and Assurances on the Part of the Parties. In order to effectuate the provisions of this Agreement, and in consideration for the Parties entering this Agreement and obligating themselves to carry out the covenants and conditions set forth in Section 6 and Section 7 of this Agreement, the Parties hereby agree and acknowledge that: (a) Administrative Chancaes and Modifications. The Parties 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 Existing Development Approvals, the Existing Lang Use Regulations, and, once issued, any Future Development Approvals. If and when the Parties find that "Substantially Conforming Changes," as herein defined, are necessary, desirable or appropriate, they shall, unless otherwise required by law, effectuate such changes or adjustments through administrative modifications executed by the Developer and the Director or his or her designee. As used herein, "Substantially Conforming Changes" are changes, modifications or adjustments that are those changes that are deemed to be in substantial conformance under the Specific Plan. Substantially Conforming Changes shall not be deemed to be an amendment to this Agreement and/or the Existing Development Approvals, and Substantially Conforming Changes shall not require prior notice or hearing by the Planning Commission or Ciry Council. (b) Moratorium. Subject to the City's exercise of its Reserved Powers, no City-imposed moratorium or other limitation, relating to the rate, timing or sequencing of the development or construction of all or any part of the Project, whether imposed by ordinance, initiative, referendum, resolution,`polic`y; order or otherwise, and whether enacted by the Council, an agency of City, the electorate, or affecting the rate, timing or sequencing of parcel or subdivision maps (whether tentative, vesting tentative or final), building permits, occupancy certificates or other entitlements to use or service approved, issued or granted within City, or portions of City, shall apply to the Project. (c) Timinq of Develoament. Because the California Supreme Court held in Pardee Construction Co. v. Citv of Camarillo, 37 Cal.3d 465 (1984) that the failure of the parties to provide for the timing of development allowed a later-adopted RVPUBVBALLINGERV28683.2 1 S initiative that restricted the timing of development to prevail over the parties' agreement, it is the intent of Developer and the City to cure any such deficiency by acknowledging and providing that Developer shall have the right (without the obligation) to develop the . Project and the Entire Property in such order and at such rate and at such time as it deems appropriate within the exercise of its subjective business judgment. 8. Public Benefits. The Parties acknowledge that significant public benefits will be derived from the following covenants of Developer: (a) Develooment Apreement Fee. Notwithstanding any provision herein to the contrary, SAA shall pay to City a developmenf agreement fee totaling Two Million Dollars ($2,000,000.00) payable in cash, cashier's check or otherwise immediately available funds. 5uch payment shall be . made by SAA to City as a condition precedent to the igsuance of the first building permit associated with the Project. (b) Well Site. Notwithstanding any provision herein to the contrary, and notwithstanding that the City has no current plans to develop a municipal water well on any portion of the Entire Property and mereiy desires to reserve the right to do so; Owner shall cause to be dedicated, in fee simple, to the City a municipal water well site of approximately Five Thousand (5,000) to Fifteen Thousand (15,000) (as determined by City, depending on whether water treatment capabilities are required) square feet; within an existing parking area and in such an area as to minimize any reduction in parking area, traffic impacts and in a location so as to not impact buildings proposed by the Project. The precise locatiorr of such well site sFiali be app~oved by Developer, in Developer's reasona6le discretion. Such dedication shall be matle by means of a recordable instrument, in a form approved by the City Attorney. Such instrument shall be delivered to City within thirty (30) days following Developer's receipt a written request for same by City. if the City ever determines to construct a municipal water well as provided above, any constructiorr of a well on such well site shall be subject to compliance with CEQA, and the exterior design shall be consistent with the design - guidelines of the Specific Plan. (c) Tenant Character and Qualitv. Notwithstanding any provision herein to the contrary, SAA covenants that, for the Term of this Agreement, the Commercial Entertainment Center shall meet the foilowing criteria. The tenant mix shall be consistent with a first-class shopping center and shall include upscale tenants such as those tenants who occupy space at any one or more of the following regional shopping centers: Newport Beach's Fashion Island, Costa Mesa's South Coast Plaza, the Grove adjacent to the Farmer's Market, and Glendale's Americana on Brand. 9. Coooeration and Implementation. City and Developer agree that they wili cooperate with one another to the fullest extent reasonable and feasible to implement this Agreement. Such cooperation shall include, but is not limited to, the following: RVPUBUBALLINGER\728683.2 16 (a) Further Actions and Instruments. Each Party shall cooperate with and provide reasonable assistance to the other Party to the extent necessary to implement this Agreement. Upon the request of either Party at any time, the other Party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings, including estoppel certifcates, and take any actions as may be reasonably necessary to implement this Agreement or to evidence or consummate the transactions contemplated by this Agreement. (b) Approvals. Reasonableness. Except when this Agreement specifically authorizes a Party to withhold its approval or consent in its sole and absolute discretion, when either City or Developer shall require the approval or consent of the other Party in fulfilling any covenant, provision, or condition set forth herein, such approval or consent shall not be unreasonabfy withheld, conditioned, or delayed by the Party from whom such approval or consent is sought. (c) Processinp Durina Third Party Litiaation. The filing of any third party lawsuit{s) against City and/or Developer relating to this Agreement, the Existing Development Approvals, Existing Land Use: Approvals, Future Deveiopinent Approvals, or tct: other Development Approvals affecting the Entire Property, or any pa~t thereof or the~Project, or any part thereof, shall not, uniess agreed to by DeVeloper, delay or stop :; the~:development, processing or construction of the Project, or any part thereof, or of the <~r °~ Entire. Rroperty, or any part thereof, the approval of the Future Deveiopment Approvals, -:~ ~~ or the issuance of ministerial approvals, unless the third party obtains a court order ~_~ ,: preventing the activiry. City shall not stipulate to or fail to oppose the issuance of any ___. such order. In the absence of such a court order, Developer shall have the right :~ ~- ~' (without the obligation but at its sole risk) to develop the Project and the Entire Property ~-::: ~ in such order and at such rate and at such time as it deems appropriate within the exercise of its subjective business judgment, as provided for under Section 7(c). (d) Defense of Aqreement and Develoament Apqrovals. In the event of any legal action instituted by a third party, including without limitation any other governmental entity or o~cial, challenging the validity of this Agreement, any of the Existing Development Approvals, the Existing Land Use Regulations, or any Future Development Approval granted pursuant to this Agreement, or any element thereof or the proceedings; acts, or determinations taken, done or made prior to such matters, or the right of either Party to engage in the acts and transactions contemplated by this Agreement, upon the election of the Developer to defend against the lawsuit, the Parties agree to cooperate fully with each other in defending such action (including any actions reasonably requested to mitigate the impact of such action). Developer shall, at its so~e cost and expense, indemnify, defend and hoid harmless, the City, its officials, officers and employees for any damage or liability incurred by the same while acting within the scope of their official duties, as the result of the City's obligation he~eunder to not stop the development, processing or construction of any portion of the Project, the approval of any Future Development Approvals, or the issuance of ministerial approvals. The City shall have the absolute right to retain such legal counsel as the Ciry deems necessary and appropriate; provided however, that the City shall consult with Developer RVPUBVBALLINGER1728683.2 17 in the selection of such legal counsel. In the event of any such third party action or proceeding, Developer's counsei shall assume the lead counsel role in the defense of such action or proceeding, and the City's counsel shall assume a review and approval role. The lead counsel role shall include, without limitation, the following types of duties: gathering and organizing documents for the preparation of the administrative record, preparation of motions, briefs and other court pleadings, assuming the lead role in oral arguments and other court appearances, propounding and responding to any discovery requests if discovery is permitted pursuant to applicable law. The review and approval counsel role shall inclutle, the following types of duties: reviewing and approving documents for the preparation of the adminisfrative record, reviewing and `approving motions, 6riefs and other court pleadings, atfending (but not assuming the lead role in) oral arguments and other court appearances; reviewing and approving any discovery requests and responses to any discovery requests if discovery is permitted pursuant to applicable law. Developer shall be obligated to reimburse the Ciry for oniy those reasonable legal fees and costs incurred in connection with the review and approvals of the City's counsel that are set forth in the immediately preceding sentence that are incurred in any such third party action or proceeding. To the extent this Section 9(d) is inconsistent with that certain reimbursement agreement entered into between the City and Caruso Management, Inc., dated June 15, 2005, the provisions of this Section 9(d) shall prevail. The duty of Developer to indemnify, defend and hold harmless the City shall not apply to the extent that any damage or liability is the result of the breach of this Agreement by, or the willful misconduct or gross negligence of, the City, its officials, officers or employees. In the event Developer chooses not to indemnify, defend and hold harmless (or any com6ination thereo~ `as ~equired by this Section, the Ciry, ifs officials, officers and employees shall be under no obligation to indemnify any party, defenci any such action, or hold harmless any party. 10. Compliance; Default. (a) Periodic Review. The City shall review this Agreement annually, on or before the anniversary of the Effective Date, in order to ascertain the good faith compliance by Developer with the terms of the Agreement. Developer shall submit an Annual Monitoring Report, in substantialfy the form attached hereto as Exhibit "E", within ten (10) days after written notice from the City Manager. The Annual Monitoring Report shall be accompanied by an annuai review and administration fee sufficient to defray the actual reasonable and direct City costs of review of the Monitoring Report. (b) Special Review. A special review ("Speclal Review") of compliance with this Agreement may be made either by agreement of the Parties or by initiation in one ormore of the following ways following the issuance of a Notice of Non- Compliance to Developer and an opportunity to cure any alleged breach pursuant to Section 10 Q): (1) Recommendation of the Development Services Department staff; RVPUBVHALLINGERV286832 18 (2) Affirmative vote of at least three (3) members of the Planning Commission; or (3) Affirmative vote of at least three (3) members of the City Council. (c) Procedure. During either a periodic review or a special review, Developer. shali be required to demonstrate good faith compliance with the terms of the Agreemenf. The burden of proof on this issue shall be on Developer. (d) Upon completion of a periodic review or a special review, the Director shall submit a report to the Planning Commission setting forth the evidence concerning good faith compliance by Developer with the terms of this Agreement and his or her recommended finding on that issue. The Planning Commission shall consider such report at a public hearing. The City Manager or designee shail provide notice to Developer at least ten (10) days prior to the hearing by the Planning Commission. ' (e) If the Planning Commission finds and determines on the basis of ,gubstantial evidence that Developer has complied in good faith with the terms and coriditions of this Agreement, the review shall be concluded. ~ ~ A'. ~.si- .a„ ~aR' ,~ = k. ~,~ (f~ If the Planning Commission finds and dete~mines on the basis w, "~ of substantial evidence that Developer has not complied in good faith with the terms and '" conditions of this Agreement, the Commission shall state with reasonable specificity and ~ particularity the nature of the Developer's default and the facts supporting such "`~ determination and the Commission may recommend to the City Council to modify or r` terminate this Agreement. Developer may appeal a Planning Commission determination pursuant to this Section 10(f) pursuant to City's procedural rules for consideration of appeais in zoning matters then in effect; provided however, that any substantive rules shall be pursuant to the Existing Land Use Regulations. (g) Proceedinqs Uoon Modification or Termination. If, upon a finding under Section 10(~, City determines to proceed with modification or termination of this Agreement, City shall give written notice to Developer and Mortgagee ( as defined in Section 15(b) and as provided in Section 15(d)) 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: ` (1) The time and place of the hearing; (2) A statement as to whether or not City proposes to terminate or to modify the Agreement; and, (3) Such other information that the City considers necessary to inform Developer of the nature of the proceeding. RVPUBVBALLINGER\728683.2 19 (h) Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination pursuant to Section 10(g), Developer shall be given an opportunity to be heard and Developer 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 Developer. If the City Council finds, based upon substantial evidence, that Developer has not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement or 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, subject only to judicial ceview pursuant t~ Section 1094.5 of the Code of Civil Procedure. (i) Certificate of Apreement Compliance. If, at the conclusion of a Periodic or Special Review, Developer is found to be in compliance with this Agreement, City Manager ar designee shall, upon request by Developer, issue a Certificate of Agreement Compliance ("Certificate") to Developer stating that after the most recent Periodic or Special Review and based upon the information known or made known to the Director and City Council that: (1) this Agreement remains in effect; and (2) Developer 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.-Developer may record the Certificate with the County Recorder. Whether or not the Certificate is relied upon by assignees or other transferees or Devefoper, Gify 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 Director or City CounciL Q) Notice and Ooportunitv to Cure for Breaches. If at any time either Party reasonably concludes that the other Party (i) has not acted in reasonable prima facie compliance with this Agreement, and (ii) is out of compliance with a specific material term or provision of this Agreement, then that Party may issue and deliver to the breaching.Party a written Notice of Non-Compliance, detailing the specific reasons of non-compliance (including references to sections and provisions of this Agreement that have allegedly been breached) and a complete statement of all facts demonstrating such non-compliance. The Parties shall also meet with each other as appropriate fo discuss any alleged non-compliance. A Party shall have thirty (30) calendar days following its receipt of the Notice of Non-Compiiance in which to cure said failure(s); provided, however, that if any one or more of the item(s) of non-compliance set forth in the Notice of Non-Compliance cannot reasonably be cured within said thirty (30) calendar day period, then the Party receiving such Notice shall not be in breach of this Agreement if it commences to cure said item(s) within said thirty {30) day period and diligently prosecutes said cure to completion. (k) Termination of Develoament Aareement as to:Breachinq Partv. If Developer fails to timely cure any item(s) of non-compliance set forth in a written Notice of Non-Compliance issued pursuant to Section 10(j), then the City shall have the RVPUBVBALLiNCHRV28683.2 20 ~ .~ ~°~ ~' ~~ t1 ca,q - . right, but not the obligation, to initiate proceedings under Resolution No. 6469 for the purpose of modifying or terminating this Agreement. Such proceedings shall be initiated by written notice to the Developer and Mortgagee. If the City determines to terminate this Agreement following a reasonable opportunity for the Developer to cure any non- performance, the City shall give Developer and Mortgagee written notice of its intent to so terminate this Agreement, specifying the precise grounds for termination and setting a date, time and place for a public hearing before the City Council on the issue, pursuant to Section 10(j). At the noticed public hearing, Developer and/or its designated representative shall be given an ~pportunity to make a full and public presentation to the City. If, following the taking of evidence and hearing of testimony at said public hearing, the City finds, based upon a preponderance of evidence, that the Developer has not demonstrated compliance with any material term of this Agreement, and that Developer is out of material compfiance with a specific, substantive term or provision of this Agreement, then the City may (unless the Parties otherwise agree in writing) terminate this Agreement. The decision of the City Council shall be final, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure. _; 11. Amendment or Modification. Except for Substantially Conforming Changes as defined under Section 7(a), or a modification following proceedings =_>,: instituted pursuant to Section 10 hereof, this Agreement may be amended or modified from time to time only with the written consent of Developer and the City or their ,~ successors and assigns, and only upon approval of an amendment by the City Council after a public hearing pursuant to Government Code Section 65868. 12. Term of Aareement. This Agreement shall become operative on the Effective Date and the "Term" of this Agreement shall end five (5) years after the Effective Date, unless this Agreemenf is terminated, modified or the Term is extended upon mutual written consent of the Parties hereto or as otherwise provided by this Agreement. The initial five (5) year term of this Agreement may be extended by the Parties for ah additional three (3) years provided that: (a) Developer provides at least 180 days written notice to City prior to expiration of the initial term; and (b) at or before the expiration of the Term, as such Term may be extended as provided for in Section 6(g) for the period of any City Processing Delay, and as specified in Section 19 by the number of days equal to the delay caused by any Enforced Delay, at least one (1) building permit has been issued for a building included within the Project; and (c) Developer is not then in uncured default under the Agreement. For purposes of clause (b), above, the Parties hereby agree that any decision by the .City Council to not extend the Term shall be conclusively deemed "reasonable" if the first building permit has not yet been issued as of the expiration of the initial Term of this Agreement, subject to the provisions of the final sentence of this Section. No notice or public hearing need be conducted prior to any such extension. Following expiration or termination of the initial Term and any extension thereof, this Agreement shall be deemed terminated and of no further force and effect. The Term, including both the initial Term and any extension, shall be extended as provided for in Section 6(g) for the period of any City Processing RVPUBVBALLINGERV286832 21 Delay, and as specified in Section 19 by the number of days equal to the delay caosed by any Enforced Delay. 13. Administration of Aareement and Resolution of Disputes. (a) Administration of Disputes. Subject to Sections 10(h) and 10(k), all disputes involving the enforcement, interpretation, or administration of this Agreement (including, but not limited to, decisions by the City staff conceming this Agreement and the Project or other matters concerning this Agreement that are the subject hereof and also including.the adoption of any Implementing Regulation) shall first be subject to good faith negotiations between the Parties to resolve the dispute. In the event the dispute is-not resolved by negotiations, the dispute shall then be heard and decided by the City Council within thirty (30) days following receipt of a written request by any Party therefor. Thereafter, any decision of the City Council that remains in dispute shall be appealed to; heard by, and finally resolved pursuant to the Alternative Dispute Resolution procedures set forth in Section 13(b) below. Nothing in this Agreement shall prevent or de(ay Developer or City from seeking a temporary or preliminary injunction in state or federal court if it believes that injunctive relief is necessary on a more immediate basis. (b) Alternative Disoute Resolution, After the provisions of .Section 13(a) above have been complied with, subject to the provisions of the final sentence of Section 10(k), all disputes regarding the enforcement, interpretation, termination, modification or administration of this Agreement shali be heard and resolved pursuant to the alternative dispute resolution procedure set forth in this Section 13(b). All matters to be heard and resolved pursuant to this Section 13(b) shall be heard and finally resolved by a single arbitrator who shall be a retired judge from either the California Superior Court, the Galifomia Court of Appeals, the Califomia Supreme Court, the United States District Court or the United States Court of Appeals. This arbitrator shall be selected by mutual agreement of the Parties. In the event thaf the Parties are unable to agree upon the sel~ction of an arbitrator within twenty (20) days following the expiration of the thirty (30) day time period for the City Council's action on the dispute in subsection (a) of this Section, then any Party may petition the Superior Court of Los Angeles County for the appointment of the arbitrator pursuant to the procedures specified in Code of Civil Procedure Section 1281.6. Upon appointment of the arbitrator, the matter shall be set for arbitration at a time not less than thirty (30) nor more than ninety (90) days from the effective date of the appointment of the arbitrator. The arbitration shail be conducted under the procedures set forth in Code of Civil Procedure Section 1280 et seq., or under such other procedures as are agreeable to both Parties, except that the provisions of the California Code of Civil Procedure pertaining to discovery and the provisions of the California Evidence Code' shall be applicable to such proceeding and either Party shall have tlie right to appeal the final decision of the arbitrator. The cost of the arbitrator shall be borne by the non-prevailing party (as that term is used in the California Civil Code) as set forth in Section 23 of this Agreement concerning attorneys' fees and costs. RVpUBUBALLINGERV286831 22 (c) Iniunctive Relief. Any Party to the dispute may, in addition to any other rights or remedies provided by this Agreement, seek to enjoin any threatened or attempted violation hereof, seek a stay pursuant to the provisions of California Code of Civil Procedure Section 1094.5(g), or enforce by specific performance the obligations and rights of the Parties hereto, except as otherwise provided herein. (d) No Personal Liabilitv. No board member, councilmember, official or employee of the City shall be personally liable to Developer in the event of any default or breach by the City for any amount that may become due to Developer or on any obligations under the terms of this Agreement. No board member, partner, member, manager, officer or employee of the Developer shall be personally liabie to City in the event of any default or breach by the Developer for any amount that may become due to City or on any obligations under the terms of this Agreement. (e) Monetarv Dama4es Limited. It is acknowledged by the Parties that neither Party would have entered into this Agreement if it were to be liable in an unlimited amount of monetary damages under this Agreement, or with respect to this Agreement or the application thereof. In general, each of the Parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement. Except as provided in this paragraph, neither Party shall be liable in damages to the other;''_`or to any respective successor in interest of or to any other person, and both Parties covenants not to sue for damages or claim any damages: (1) For any breach of this Agreement or for any cause of action that arises out of this Agreement; or (2) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement (provided, however, that this provision shall not authorize any taking of property without payment of just compensation); or (3) Arising out of or connected with any dispute, controversy or issue regarding the application or interpretation or effect of the provisions of this Agreement; provided however, that the Parties may be liable to one another or their successors in interest, and the Parties may sue one another for damages, including attomeys fees and costs, of up to Two Million Dollars ($2,000,000). (~ Saecific Performance. The Parties acknowledge that money damages and remedies at law generaliy are inadequate and specific performance and other non-monetary relief are particularly appropriate remedies for the enforcement of this Agreement and shouid be available to all Parties for the following reasons: (1) Unlimited money damages are unavailable as provided above. RVPUBUBALLMGERV286832 23 (2) Due to the size, nature and scope of the Project, it may not be practical or possible to restore the Entire Property, or any portion thereof, to its natural condition once implementation of this Agreement has begun. After such implementation, Developer may be foreclosed from other choices it may have had to utilize the Entire Property or portions thereof. Developer has invested significant time and resources and performed extensive planning and processing of fhe Project in agreeing to the terms of this Agreement and will be investing even more significant time and resou'rces in implementing the Project in reliance upon the terms of this Agreernent, and it is not possible to determine the sum of money that would adequately compensate Developer for such efforts. 14. Transfers and Assiqnments. (a) Riahts to Assian. Except as provided in Section 15(a), Developer may not assign or transfer its rights or obligations under this Agreement without the prior written .consent of City. Notwithstanding the foregoing, Developer shall have the right to assign, transfer or otherwise convey its interests, rights or obligations hereunder: (i} in whole or in part, to an entity under common control with Caruso or its members; and (ii) in part, with respect to one or more building pads on the Property, to one or more subtenants for the purpose of constructing building(s) fhereon in accordance with the Specific Plan, without approval or consent of the City, provided that Developer provides reasonable evidence thereof to City and gives thiity (30) days' prior written notice of the proposed transfer to the City Manager; and Developer provides City with notice of the name and address of the transferee within ten (10) days of the effective date of the transfer. A person or entity approved hereunder for a transfer of all or any part of the Developer's rights and obligations under this Agreement shall be known as a"Transferee". Upon the effective date of any sale, lease, sublease, or other transfer or assignment, the seller, lessor, sublessor, o[ other transferor or assignor automatically shall be released from any executory obligations to City hereunder with respect to the portion of the Entire Property sold, leased, subleased, transferred or assigned; provided, however, that unless City releases the seller, lessor, sublessor, or other transferor or assignor in writing, it shall remain responsible to City for performance of any obligations as to which it was in default as of the effective date of the transfer. (b) Liabilities U~on Transfer. Upon the delegation of all duties and obligations and the sale, lease, sublease, transfer or assignment of all or any portion of the Entire Property to a Transferee, Developer shall be released from its obligations under this Agreement with respect to the Entire Property or portion thereof so transferred arising subsequent to the effective date of such transfer if (1) Developer has provided to City thirty (30) days' prior written notice of such transfer and (2) the Transferee has agreed in a writing, the form and substance of which has been reasonably approved by the Director, to be subject to all of the provisions and obligations hereof applicable to the portion of the Entire Property so transferred. Upon any transfer of any portion of the Entire Property and the express assumption of Developer's obligations under this Agreement by such Transferee, the Transferee becomes a Party to this Agreement with respect only to the portion of the Entire RVPUBUBALLINGER\728683.2 24 Property acquired by the T~ansferee, and the City agrees to look solely to the Transferee for compliance by such Transferee with the provisions of this Agreement as such provi5ions relate to the portion of the Entire Property acquired by such Transferee. Any such Tran'sferee shall be entitled to the benefits of this Agreement and, except as otherwise provided in Section 15 below, shall be subject to the obligations of this Agreement, applicable to the parcel(s) transfer~ed: Notwithstanding any provision in this Agreement expressly or impliedly to the contrary, no Transferee shall have the right to amend or modify this Agreement in any respect whatsoever with respect to that portion of the Entire Property that is not acquired by the Transferee. A default by any Transferee shall only affect that portion of the Entire Property owned, leased or subleased by such Transferee. Except as otherwise provided in Section 15 below, the Transferee shall be responsible for the reporting and annual review requirements relating, to the portion of the Entire Property owned, leased or subleased by such Transferee, and any amendment to this Agreement between City and a Transferee shall only affect the portion of the Entire Property owned, leased or subleased by such Transfe~ee. In the event that Developer retains its obligations under this Agreement with respect to the portion of the Entire Property transferred by Developer, the Transferee in such a transaction (a "Non-Assuming Transferee") shall be deemed to have no obiigations under this Agreement, but shall continue to benefit from all rights provided by this Agreement for the duration of the Term of this Agreement. ` Nothing in this Sec#ion shall exempt any Non-Assuming Transferee from payment of applicable fees and assessments or compliance with applicable pe~mit conditions of approval or the Mitigation Monitoring and Reporting Program. 15. Mortaagee Riqhts. (a) Encumbrances on the Entire Proqertv. The Parties hereto agree that this Agreement shall not prevent or limit Developer, at Developer's sole and ab§olute discretion, from encumbering the Entire Property or any estate or interest therein, inciuding the leaseh,old interest in the Ground Lease, or any portion thereof, or any improveinent thereon, in any manner whatsoever by one or more mortgages, deeds of trust, sale and leaseback, or other form of secured financing ("Mortgage") with respect to the construction, development, use or operation of the Project and parts thereof. (b) Mortaaaee Protection. To the extent legally permissible, this Agreement shall be superior and senior to any lien placed upon any portion of the Entire Property, or any portion thereof, including the lien of any Mortgage. Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any Mortgage made in good faith and for value. Any acquisition or acceptance of title or any right or interest in or with respect to the Entire Property or any portion thereof, including the leasehold estate created by the Ground Lease, by the holder of a Mortgage (a "Mortgagee"); pursuant to foreclosure, trustee's sale, deed in lieu of foreclosure, lease or sublease termination or othenvise, shall be subject to all of the terms and conditions of this Agreement except that any such Mortgagee, including its affiliate and any purchaser at a foreclosure, trustee's sale or deed in lieu of RVPUBUBALLINGERV26683.2 25 . .ry'=i4ra. . _ foreclosure, lease or leaseback who takes title to the Entire Property or any portion thereof, including the leasehold estate created by the Ground Lesse, shall be entitled to the benefits arising under this Agreement provided Mortgagee complies with Section 15(c) below. (c) MortaaQee Not ObliQated. Notwithstanding the provisions of this Section 15, Mortgagee will not have any obligation or duty pursuant to the terms set forth in this Agreement to perform the obligations of Developer or other afFrmative covenants of Developer hereunder, or to guarantee such performance, except that the Mortgagee and its successor, including any purchaser at a foreclosure sale, shall have no vested right to develop the Project without fuily compiying with the terms of this Agreement and executing and delivering to City, in a form and wi#h terms reasonably acceptable to City, an assumption agreement of Developer's obligations hereunder. (d) Reauest for Notice to Mortaaae. The Mortgagee of any Mortgage encumbering the Entire Property, or any portion thereof, including the leasehold estate created by the Ground Lease, who has submitted a request in writing to City in the manner specified herein for giving notices shall be entitled. to receive written notification from City of any Nofice of Non-Compliance by Developer in the performance of Developer's obligations under this Agreement. w:r; _ ~a r'~ (e) Mortpaaee's Time to Cure. If City timely receives a request aY; from a Mortgagee requesting a copy of any Notice of Non-Compliance given to Developer under the terms of this Agreement, City shall provide a copy of tfiat notice to the Mortgagee within ten (10) days of sending the Notice of Non-Compliance to - Developer. {fl Mortaaaee Riqhts and Obliaations. The Mortgagee of the Enti[e Property, or any portion thereof, shall, upon written request to City, be entitled to receive from City written notification of any default by Dev,eloper of the performance of Developer's obligations under the Agreement which has not been cured within thirty (30) days following the date of default, provided that the failure of Cify to provide such requi~ed notice shall not constitute a material breach of this Agreement nor shall if affect the status of such Developer default other than that the period of time for the Mortgagee's right to cure the default shall no4 begin to run until it receives such notice. (i) Riaht to Cure. Notwithstanding Developer's default, this Agreement shall not be terminated by City as to any Mortgagee to whom notice is actually given and to which either of the following is t~ue: (a) The Mortgagee cures any default by Developer involving payment of money within ninety (90) days after Mortgagee's receipt of written notice of defauit; (b) As to defaults requiring title or possession of tlie Entire Property, or any portion thereof, to effectuate a cure: (a) the Mortgagee agrees in RVPUBUBALLINGER\728683.2 26 writing, within ninety (90) days after receipt from City of the written notice of default, to perform the proportionate share of Developer's obligations under this Agreement allocabie to that portion of the Entire Property in which the Mortgagee has an interest, conditioned upon such Mortgagee's acquisition of the Entire Property, or portion thereof, including the leasehold estate created by the Ground Lease, by foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback; (b) the Mortgagee commences proceedings to reacquire title to the Entire Property, or applicable portion thereof, including the leasehold estate created by tfie Ground Lease, within said ninety (90) days after receipt from City of the written notice of default and thereafter diligently pursues such proceedings to completion; and (c) the Mortgagee promptly and diligently cures such defauR after obtaining title o~ possession. Subject to the foregoing, in the event any Mortgagee records a notice of default as to its Mortgage, upon the Mortgagee's written request to assume Developer's obligations hereunder, City shall consent to the assignment of all of Developer's rights and obligations under this Agreement to the Mortgagee or to any purchaser at a foreclosure, trustee's sale or deed in lieu of foreciosure, lease or leaseback, provided the Mortgagee or such purchaser executes and delivers to City an assumption agreement in a form and with terms reasonably acceptable to City, and Developershall thereafter be released by City from liability hereunder with regard to the applicabie portion of the Entire Property that is transferred in accordance with Section 14 above. Notwithstanding the foregoing, City shall not impose any terms on the Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback which are inconsistent with the provisions of this Agreement. (ii) Extended Cure Period. Notwithstanding Section 15(fl(i) above, if any Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback is prohibited from commencing or prosecuting foreclosure or other appropriate proceedings, including by any process of injunction issued by any court or by reason of any action by any court having jurisdiction or any bankruptcy or insolvency proceeding ic~volving Developer, the times specified in Section 15(fl(i) above for commencing or prosecuting foreclosure or otfier proceedings or curing any default by Developer, but not including the payment of money as provided in Section 15(fl(i)(a) above, shall be extended for the period of the prohibition. (iii) Superior Lien. The lien of any existing or future Mortgage recorded against all or any part of the Entire Property or interest therein, including the leasehold interest under the Ground Lease, shali be superior and senior to any lien created by this Agreement or the recordation thereof. At the request of any lender whose loan will be secured by a Mortgage on all or any portion of the Entire Property, including the leasehold estate created by the Ground Lease, City shall execute a subordination agreement,.subordinating Ci4y's interest hereunder to the lien of such Mortgage, which subordination agreement shall be subject to the reasonable approval of City. Notwithstanding the foregoing: (i) at the option of the Mortgagee, any foreclosure of any such deed of trust shall not serve to extinguish or terminate #his Agreement, provided that in no event shall any dedications or conveyances made by RVPUBUBALL[NGER\728683.2 27 Developer to City be affected or reversed; and (ii) the lien of any real property bond or assessment shall be superior to the lien of any deed of trust and this Agreement. (iv) No Impairment of Lien. Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any existing or future Mortgage on the Entire Property, or any portion thereof, including the leasehold estate created by the Ground Lease, made in good faith and for value. (v) Election to Assume Obliaations. Except as provided to the contrary in this Agreement, no Mortgagee or beneficiary shall have an obligation or duty under this Agreement to perform the obligations of Developer or other affirmative covenants of Developer hereunder, or to guarantee such perforrnance, and no Mortgagee shall be liable for any defaults or monetary obligations of Developer arising prior to acquisition of titie to the Entire Property or any portion thereof, including the leasehold estate created by the Ground Lease, and the execution of an assumption agreement as required by Section 15(c) above by such Mortgagee or their respective successors or assigns; except that to the extent any covenant to be performed by Developer is a condition to the performance of a covenant by City, the performance thereof.shall continue to be a condition precedent to Gity's performance hereunder. In the event a Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback elects to develop all or any portion of the Entire Property in accordance with the Existing Development Approvals, Future Development Approvals, Existing Land Use Regulations; the Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreciosure, lease or leaseback shall be required to assume, in writing, and perform the obligations or other affirmative covenants of Developer under this Agreement pursuant to Section 15(c) above. (vi) Reauest to Modifv. City acknowledges that the lenders providing financing for the Project may require certain modifications to this Agreement and City agrees, upon request from time to time, to meet with Developer and/or representatives of such lenders to negotiate in good faith any such requirement for modification. City will not unreasonably withhold its consent to any such requested interpretation or modification, provided such interpretation or modification is consisten# with the language, intent and purposes of this Agreement. To the extent that City Council action is required in order to lawfully adopt the requested modification to this Agreement, the City Council shall promptly and reasonably consider the request, without imposing any additional conditions or Development Exactions from Developer so long as such requested modification(s) do(es) not materially affect the terms of this Agreement. 16. Notices. All notices under this Agreement shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; (ii) on the date of delivery or refusal shown on the return receipt, after deposit in the Unitetl 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 RVPUBVBALLINGER\7286832 28 named below; (iii) on the date of delivery or refusal, when delivered by Federal Express or other commercial express delivery services providing acknowledgements of receipt; or (iv} on the date of delivery when delivered by facsimile providing verification of delivery and receipt. Such notices or communications shall be given to the Parties and their respective counsel at their addresses set forth below: To City: City of Arcadia 240 West Huntington Drive P.O. Box 60021 Arcadia, California 91066 Attention: City Manager FAX: (626) 446-5729 With copies to: Cjty Attomey, City of Arcadia . 240 West Huntington Drive P.O. Box 60021 Arcadia, California 91066 Attention: Steve Deitsch, City Attorney FAX: (626) 574-5407 To Developer: Caruso Affiliated 101 The Grove Drive Los'Angeles, California 90036 Attention: Rick J. Caruso FAX; (323) 900-8101 With copy to: Donfeld, Kelley & Rollman 11845 West Olympic Bivd, Suite 1245 Los Angeles, California 90064 Attention: Jeffrey Donfeld, Esq: FAX: (310) 312-8014 - Either Party may, by 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. 17. Severabilitv. If any provision of this Agreement is determined by the final judgment of a court of competent jurisdiction to be invalid or unenforceable, or if any provision of this Agreement is superseded or rendered unenforceable according to any law that becomes effective after the Effective Date, the remainder of this Agreement shall be effective to the extent the remaining provisions are not rendered impracticai to perform, taking into consideration the purposes of this Agreement: 18. Time of Essence. Time is of the essence for each provision of this Agreement of which time is an element. RVPUBUBALLINGERV286831 ~ 29 5.: n. 19. Force MaieurelEnforced Delav~ Extension Of Time Of Performance. In addition to specific provisions of this Agreement, performance by either Party hereunder shal! not be deemed to be in Default, and all performance and other dates specified in this Agreement, including the Term, sha(I be extended, and all elements thereof where delays or Defaults are due to: third party litigation (until a final, non-appealabie judgment has been obtained), or referendum or initiative challenging the validity of this Agreement, the Existing Development Approvals, the Existing Land Use Regulations, any Future Development Approvals, or any element thereof or the proceedings, acts, or determinations taken, done or made prior to or related to such matters, or the right of either Party to engage in the acts and transactions contemplated by this Agreement; inability to secure necessary fuel, construction or labor materials, or tools; actions in connection with the remediation of hazardous materials, including groundwater and soil contamination; withdrawal of financing not caused by any act or omission of Developer; war; insurrection; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; acts of terrorism; epidemics; quarantine restrictions; freight embargoes; fack of t~ansportation; governmental restrictions or priority; building moratoria; unusually severe weather; acts, delays, or omissions of the other Party; acts or failures to act of the City or any other public or governmental agency or entity; or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform ("Enforced Delay"). The time for performance by a Party of its obligations under this Agreement under any Enforced Delay shall be extended by a number of days that' is equal to the number of days that are caused by the delay, - including the number of days it takes to repair or restore the damage or reposition idled contractors caused by any such Enforced Delay to the condition that existed prior to the occurrence of the Enforced Delay (the "Delay Period") provided that the Party asserting a Delay Period has notified the other Party, in writing, within thirty (30) calendar days "' following receipt of written notification by the Party of the Enforced Delay. In addition, the Term, as extended, of this Agreement as set forth in Section 12 of this Agreement shall be extended by any Delay Period: Times of performance under this Agreement may also be extended in writing by the mutuai agreement of the City and/or Developer. 20. Waiver. No waiver of any provision of fhis Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. 21, No Third Partv Beneficiaries. This Agreement and all of its terms, conditions, and provisions, is made and entered into for the sole protection and benefit of the Developer and the City (and their respective successors and assigns), and not for the benefit of any other individual or entity. No other person shall have any right of action of any kind.based upon any provision of this Agreement nor be deemed to be a third party beneficiary under this Agreement. 22. Estopqel Certificates. Either Party hereunder may, at any time, deliver written notice to the other Party requesting such Party to certify in writing that, to the best knowledge of the certifying Party, (i) this Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Agreement has not been amended or modified, RVPUBVBALLINGERV286832 30 or if so amended, identifying the amendments, and (iii) the requesting Party is not in default in the performance of its obligations set forth in this Agreement or, if in default, to describe therein` the nature and 'amount of any such defaults. A Party receiving a request Fiereunder Shalf execute and retum such certificate within a reasonabie time following the receipt thereof. Developer shall pay City's reasonable costs, including attorney fees, incurred in complying with this Section. 23, Attornevs' Fees. If any Party commences any action for the interpretation, enforcement, termination, cancelfation or rescission of this Agreement; or for specific performance for the breach, hereof, the prevailing Party shall be entitled to its reasonable attorneys' fees,' litigation expenses and costs arising from the action. Attorneys' fees under this Section shall include attorneys' fees on any appeal as well as any attorneys' fees incurred in any post=judgment proceedings to coliect or enforce the judgment. 24. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any legal action or proceeding (other than any dispute heard pursuant to Section 13(b)) concerning this Agreement shall be filed and prosecuted in the appropriate California state court in the County of Los Angeles, California. Each Party hereto irreyocably consents to the personal jurisdiction of that court: The Parties each hereby expressly waive the benefit of any provision of federal or state law or judicial decision providing for the filing, removal, or change of venue to any other-court or:jurisdiction, including, without implied limitation, federal district court, due to any diversity of citizenship between the parties, due to the facf that either or both of the Parties is a party to such action or proceeding or due to the fact that a federal question or federal right is involved or alleged to be involved. Without limiting the generality of the foregoing, the Parties each specifically waive any rights provided to it pursuant to California Code of Civil Procedure Section 394. The Parties acknowledge that the provisions of this paragraph are material consideration to fhe Parties' entry into this Agreement, in that the Parties will avoid the potential cost, expense and inconvenience of litigating in a disfent forum. - 25. Authoritu to Execute. The persons executing this Agreemen4 warrant and represent that they have the authority to execute this Agreement and represent that they have the authority to bind the Parties for which they are signing to the performance of the obliga#ions hereunder: Developer represents and warrants to.the City that it has the power and authority to execute this Agreement and, once executed; this Agreement shall be final, valid, binding and enforceabie against Developer in accordance with its terms. The City represents and warrants to Developer that (a) ali public notices and public hearings have been held in accordance with law and all required actions for the adoption of this Agreement have been completed in accordance with applicable law; (b) this Agreement, once executed by the City, shall be final; valid, binding and enforceable against the City in accordance with its terms; and (cj this Agreement may not be amended, modified, changed or terminated in the future by the City except in accordance with the terms and conditions set forth herein. RVPUBUBALLINGERV286832 31 .~:.,, 26. Entire Aareement: Conflicts. This Agreement, including all Exhibits attached hereto; represents the entire agreement of the Parties with respect to the subject matter of this Agreement and this Agreement supersedes all previous negotiations or agreements between the Parties or their predecessors in interest with respect to all or any part of the subject matter hereof. Should any or all of the provisions of fhis Agreement be found to be in conflict with any other provision or provisions found in the Existing Land Use Regulations, the Existing Development Approvals, or the Future Development Approvals, then the provisions of this Agreement shall prevail. 27. Citv Aqprovals and Actions. Whenever a reference is made herein to an action or approval to be undertaken by the City, the Director, or his or her designee is authorized to act on behalf of City unless specifically provided otherwise or the context should require otherwise. 28. Counteroarts. This Agreement may be signed in multiple counterparts, which, when signed by all Parties, shall constitute a binding agreement. This Agreement is executed in _(~) originals, each of which is deemed to be an original. ~~29. Exhibits. The following documents are attached to, and by this reference made a~part of, this Agreement Exhibit "A" - Legal Descriptions of Entire Property and CE Zone. Exhibit "B" - Maps of Entire Property and CE Zone. Exhibit "C" - Site Plan showing Development of the Project. Exhibit "D" - Schedule of Development Impact Fees. Exhibit "E" - Annual Monitoring Report. ,. Exhibit "F" - Public Improvements to be Constructed and Dedicated Exhibit "G" - Development Impact Fee Satisfaction List 30. Interoretation. As used in this Agreement, masculine, feminine or neuter gender and the singular or piural number shall each be deemed to include the others where and when the context so dictates. The word "including" shall be construed as if followed by the words "without limitation." All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. This Agreement shall be interpreted as though prepared jointly by both Parties. 31. Cooies of Existinq Land Use Requlations and Existinq Develoament A~arovals. Prior to the Effective Date, the Parties shall prepare two (2) sets of the Existing Land Use Regulations and Existing Development Approvals, one each for the RVPUBVBALLINGERV286832 32 City and Developer, so that if it becomes necessary in the future to refer to any of the Existing Land Use Regulations or Existing Development Approvals, there will be a common set available to the Parties. [signatures on next pages »] RVPUBVBALLMOER\728683.2 33 IN. WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above. CITY CITY OF ARCADIA, CALIFORNIA By: Date: William R. Kelly, City Manager APPROVED AS TO FORM: By: Stephen P. Deitsch City Attorney ATTEST: By: City Clerk of the City of Arcadia RV PUBUBALUNGER\728683.2 DEVELOPER SAA Santa Anita Associates, LLC, a Delaware limited liability company By: CARUSO Santa Anita Associates Holding Co., LLC, a California limited liability company By: Date: Print name: Rick J. Caruso Title: Manager SACE Santa Anita Commercial Enterprise, Inc., a Delaware corporation By: Print name: Title: Date: By: Print name: Title: Date: OWNER The Santa Anita Companies, Inc., a California corporation By: Print name: Title: Date: By: Print Name: RVPUBUBALLINGER1728663.2 - ~, .. ., , control. Restripe/reconstruct westbound movement to provide additional third through lane on Huntington Drive to the southwest direction. (West Colorado Place and Huntington Drive) Also, install video detection/CCN camera. • Widen northbound approach to provitle one left turn lane,. two through lanes, two right turn lanes. Restripe/reconstruct westbound approach to provide three through lanes. (Santa Clara Street and Huntington Drive) Also, install a communications hub. ^ Reconstruct to provide dual northbound and southbound left turn lanes. (Santa Anita Avenue and Huntington Drive) Also, install a communications hub. ^ Restripe/reconstruct to provide a northbound exclusive right turn lane. Restripe/reconstruct to provide dual left tum lanes easfbound, one through lane and one right turn lane, modify signal phasing. (Santa Anita Avenue and Santa Clara Street) Also, install a communications hub. ^ Install traffic signal. (Centennial Way and Huntington Drive West) Also, install fiber optic cable/conduit. ,_: ~ ^ 1nstall traffic signal. Also widen to provide northbound exclusive left turn lane in acJdition to existing three through lanes. (Centennial Way and Huntington Drive ' ~Y East) ~. ~±,. ..,,~ • Change northbound/southbound phasing to permitted phasing. :,; ~ Restripe/reconstruct NB and SB lanes to provide one left tum lane, one through ,k lane and one shared thro'ugh-right lane. Restripe northbound lanes to provide "` right tum only lane. (Sunset Boulevard and Huntington Drive). Also, install fiber optic cable/conduit. ' ^ Reconstruct to provide dual southbound left turn lanes, and eastbound right turn only lane. (Santa Anita Avenue and Duarte Road) Also, install a video detection/CCN camera and a traffic monitoring system. ^ Re-stripe/reconstruct to add dual left turn lanes to northbound, southbound, and westbound approaches. (Santa Anita Avenue and Foothill Boulevard) Also, install fiber optic cable/conduit, a video detection/CCN camera, and a traffic monitoring station. ~~••~ ~ ^ Restripe/reconstruct southbound approach to provide one left turn lane, one through lane and one shared through-right lane. (Michillinda Avenue and Colorado Street [partially controlied by County of L.A.]) ^ Restripe/reconstruct to provide northbound and southbound right turn only lanes. (Duarte Road at Rosemead Boulevard [County of L.A.]) RVPUBVBALLINGERV 28683.2 Add overlap phase for northbound right turn. (San Gabriel Boulevard and Huntington Drive [County of L.A. and San Marino]) Re-stripe/reconstruct to provide eastbound right-tum-only lane and eastbound dual-left-turn lanes. (Sierra Madre and Huntington Drive [San Marino]} The Developer shall post a bond in the amount of $300,000 to fund potential neighborhood traffic improvements for the locations identified under Impacts 4.13-4 and 4.13-12 that may be subject to potentially significant neighborhood impacts, It is anticipated that this amount shall be sufficient to implement one or more of the following measures to make local routes less attractive to through traffic: turn restrictions, chokers or narrowing of street widths, diverters or semi-diverters, cul-de-sacs or street closures, stop signs or other measu~es approved by the Development Services Director. Further, it is anticipated that this amount shail be sufficient to implement one or more of the foliowing parking restrictions in conjunction with the affected residents on the streets impacted by parking or traffic intrusion. These measures may include, but are not limited to, the following: 1. Posting of parking restrictions in the residential neighborhoods on these streets or other streets that might be affected (such as parking for 1 hour only on street or no parking at certain times) 2. Implementation of permit parking district(s) in the residential neighborhoods (allowing only residents or guests or both to park on street with a permit} The neighborhood traffic control program will include outreach to and participation by all affected residents, with affected residents voting on the program elements and with a required 60 percent approval. The approved program then would be submitted to the City's Traffic Advisory Committee and then to City Council for final approvaL Construction of sidewalk, handicapped ramps and concrete pads for pedestrians at bus stops along perimeter of property along Huntington Drive. Construction of improvements in public right-of-way at Gate 8. RV PUBV B ALLINGERV 28683.2 Vr°r.;. 4~at . ~.~.,. ~:~. ~ . . • EXHIBIT "G" Development Impact Fee Satisfaction List Developer is required to construct and dedicate certain public improvements as described in Exhibit F to this Development Agreement. Many of these improvements in Exhibit F pertain to traffic improvements. Pursuant to the City of Arcadia adopted Transportation Master Plan and Traffic impact fee program, for Developer constructed tra~c improvements listed in the Transportation Master Plan, Developer will receive a credit against the applicable Developmen4 Impact Fee based on the cost of these improJements. The actual amount of the Development Impact Fee to be satisfied is dependent on the ultimate size in squa~e footage of the Project and the actual costs of the public improvements listed in the Transportation Master Plan that are constructed by Developer. RV PUBVBALLMGERV 28683.2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On .2007 , before me, , Dnb Neme Mtl Titla O! ORlaer(e.p.'Jane Ooe, Notary Wdic') personally appeared , ~ ' ' Nerir of Slprer(e) ~ ^ personally known to me - OR - 0 proved to me on the. basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/hedtheir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ignature o otary u ic OPTIONAL Though the data below fs not required by law, it may.prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ^ Individual ^ Corporate Officer or Type of Document rme(s) ^ Partner(s) ^ Limited ^ General ^ Attomey-In-Fact ^ Trustee(s) ^ GuardiaNConservator ^ Other: Signer is representing: Name Of Person(s) Or Entity(ies) Trile or Type of Document Number Of Pages Date Of Document Signar(s) Olher Than Named Above R V PUBUBALLINGER\7286832 ~ ~ ~ V IA ALL-F'UKYU~t AI:KNUw~tuumcrv ~ STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES } On, 2007 . , before me, . ~ete .' Neme ME Title Of ONlur (e.y.'Jens Oae, Notery PudiC) personally appeared ~ ~ - NemeofSipneqe) ~ ^ personally known to me - OR -^x proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that helshe/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal, " ' ~ ignature o otary u c ". OPTIONAL 'Tfi~ugh the data below is not required by law, it may prove valuable to persons relying on the document and could 'p~~vent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ~ Individual ^ Corporate Officer Trtle(s) ^ Partner(s) ^ Limited ^ General ^ Attorney-In-Fact ^ Trustee(s) ~ GuardianlConservator ~ Other: Title or Type af Document Title or Type of Document~ Number OF Pages Date Of Signer is representing: Name Ot Person(s) or ent~types) Signer(s) Other Than Named Above RV PUBVBALLINGERV 28683.2 CALIFORNIA ALC-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On . 2007 , before me, , Dete NBme M0 Tltle Of Oflker (e.0~'~Bne Dae, Notary PubIIC) personally appeared , ~ NamemsiQneq~) ^ personally known to me - OR - OO proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within insf~ument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/hedtheir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. gnature o otary u c OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and couid prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ^ Individual ^ Corporate Officer ritle(s) ^ PaAner(s) ^ Limited ^ . General ^ Attorney-in-Fact ^ Trustee(s) ~ Guardian/Conservator ^ Other: Title or Type of Document Title or Typa of Documant Number Of Pagea Date Of Document Signer is represenUng: . Name OT Person(s) Or EnUty(ies) Signer(s) Other Than Named Above RV PUBVBALLINGER1728683.2 y , CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On 2007 , before me, ~ Dab ~ Name Antl 71tla Of ORCer (e.p. 7ane Dae, Nolery Pudic7 , personally appeared , Nama ol5gnerta) ^ personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and o~cial seal. °'~ ~ ~ gnature o otary u c OPTIONAL °~hough the data below is not required by law, it may prove valuable to persons relying on the document and could ore4ent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ^ Individual ^ Corporate O~cer Title(s) ^ Partner(s) ^ Limited O General ^ Attorney-In-Fact ^ Trustee(s) ^ GuardiaNConservator ^ Other: ~ Signer is representing: Name Of Person(s) Or Entiry(ies) Title or Type of Document Tltle or Type of Document Number Of Pages Date Of Dxument Slgner(s) Other Than Named Abova RV PUBUBALLINGER\728683.2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT . . . S STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On . 2007 , before me, , Ow Neme AM TiHa O! OMicm (e.p.'JaM Doa. NotarY Pu61ky personally appeared ~ ~ ~ ~ NemeolSipnar(~) ^ personally known to me - OR -^x proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ignature o otary u ic OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ^ Individual ^ Corporate Officer Title(s) ^ Partner(s) ^ Limited ^ General ^ Attorney-In-Fact ^ Trustee(s) ^ GuardianlConservator ^ Other. Sigrier is representing: Name Of Person(s) Or EnBty(ies). DESCRIPTION OF ATTACHED DOCUMENT Title or Type of Document Title or Type of Document Number Of Pagea Date - Signer(s) Othar Than Named Above RV PUBVSALLINGER\728683.2 City ofArcadia Development Services Development Agreement Post O~ce Box 60021 • Annual Monitorcng Report Areadia,CA91006 Phono:(626) 574-5423 Fax:(626)447-9173 . PROJECT PROPONENT INFORMATION (print or rype) ApplicanYs Primary Contact: Address Telephone No.: ApplicanYs Additional Contact (optional): Address Telephone No.: Fax No.: Fax No.: (For staj)"use only) Frle No.: Related Flles: SubmlMal Date: Rec'd By: Fee Puid: S DEVELOPMENT AGREEMENT INFORMATION Development Agreement No.: ...:, ~ Date of Original Development Agreement: v -v ,Name of Party%Parties (Other than City) Subject to the Development Agreement: " . Date of Last Review: (Mon[6, Day, Yeer) ~~- DEVELOPMENT AGREEMENT STATUS PLEASE COMPLETE THE FOLLOWING QUESTIONS. ATTACH ADDITIONAL SHEETS IF NECESSARY. Has the Development Agreement been assigned to any other Party not listed above? If yes, who has the Development Agreement been assigned to and when did the assignment occur? RV PUBVBALLMGERV 266632 .. Describe the current nature of proponent's project. The description should include a brief explanation of the size of the proJect, where the project is located, what the proponent intends to build, how long it should take t6e proponent to complete development of t6e project, and any changes in the nature, type, scope, timing of the project. R V PUBUBALLMGER17286831 ~W~at t~evelopment has occurred since the last review (either speclal or annual)? Include the entitlements that have 6een issued to date, including, discretionary entitlements, including architectural review, subdlvisions, variances, etc., as well as mfntsterial permits, including, grading permits, building permits, certiticates of occupancy that have been issued for the proJect. Include the perceqtage, if any, of the proJect that is completed and the percentage, if any, actually occupied. If any development has not occurred that was required or expected to occur, provlde an explanation of why such development has not yet occurred. Please ltst all development exactions, dedications, development impact fees and public improvements that the developer 6as provided tn connection with the proJect since the last review. Please describe any outstanding obligations of developer. Please provide a detailed explanation of why " the proponent has not met an obligation and when total compliance is contemplated. If there are any impediments that have prevented the project proponent from complying with the terms of the Development Agreement, please explain. y RVPUBUBALL[NGER\728683.2 ~ - ti ' <>F Please provide, iq detail; any periods of delay in performance by developer that developer believes are subject to any force majeure/enforced delay provIsions of the development agreement. This list shall be cumulative of all such force maJeure7 enforced delays since theadoption of the development agreement. CERTIFICATION I, ; certify that I have used all reasonable diligence in preparing this report. I have reviewed all the information in the report and I certify that all informarion contained herein is true and correct. Date Signed (Month, Day, Signature Additional Comments/ Notes by developer/applicant: H R V PUB V BALL[NGER\728663.2 ORDINANCE NO. 2226 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, ADOPTING THE "SHOPS AT SANTA ANITA PARK SPECIFIC PLAN" AND THE SPECIFIC LAND USE REGULATIONS CONTAINED THEREIN WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK WHEREAS, the City Council is authorized by Article II, Section 200 of the City Charter to prepare, adopt and amend specific plans for the purpose of systematically implementing the City's General Plan with respect to particular geographical areas and projects within the City; and WHEREAS, the Arcadia Municipal Code, Section 9296.7(2) provides that the adoption or amendment of any Specific Plan within the City shall be accomplished by ordinance; and WHEREAS, in April 2006, Caruso Property Management submitted an application for the following land use entitlements on an approximately 304-acre property more commonly known as Santa Anita Park ("Project Site" or "Specific Plan Area"): a General Plan Amendment ("GPA") (OS-O1), along with applications for adoption of The Shops at Santa Anita Park Specific Plan (OS-O1), Zone Change (OS-04), Development Agreement, and Architectural Design Review including the Santa Anita Park Design Guidelines and Sign Program ("Design Review") for the Shops at Santa Anita Park Specific Plan Project (the "Project"). The Project generally consists of (1) an 806,405 square foot ("sf') commercial, retail, and office center, arranged as a new pedestrian-oriented Main Street, to be constructed on the southern parking lot of the Project Site; (2) relocation of the 1938 Saddling Barn to the original 1934 location in the Paddock Gardens to the west of the existing Kingsbury Memorial Fountain, and demolition of the south tickef gates; (3) a 1.4 acre landscaped open space area linking the existing Paddock 2226 Gardens with the proposed new commercial, retail, and office center; (4) a 3.5 acre water feature located within a 7.5 acre open space area at the southern end of the Project Site; (5) improvements to vehicle and pedestrian access, parking, infrastructure, and other ancillary facilities throughout the Project Site, as well as off site, to support the development, which will result in the demolition of four non-historic structures in the stable area; and (6) a new wireless electric trolley traveling on fixed rails between the expanded Paddock Gardens at the north end of Main Street and the water feature and promenade at the south end of Main Street; and WHEREAS, on March 19, 2007, a duly noticed public hearing was held before the Planning Commission on the adoption of the Specific Plan, along with the other applications identified above, including the Environmental Impact Report ("EIR") for the Project, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, after the public hearing, on March 21, 2007 the Planning Commission adopted Resolution No. 1757 recommending to the City Council approval of General Plan Amendment (OS-01), Specific Plan (OS-01), Zone Change (OS-04), the Development Agreement and Architectural Design Review for the Shops at Santa Anita Park and certification of the EIR, as recommended by the Development Services Department and subject to certain conditions of approval; and WHEREAS, on April 11, 2007, a duly noticed public hearing was held before the City Council on said applications, including the EIR, at which time all interested persons were given full opportunity to be heard and to present evidence; and 2 2226 WHEREAS, all other legal prerequisites to the adoption of this Ordinance have occurred. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES ORDAIN AS FOLLOWS: SECTION 1. That the factual data submitted by the Development Services Department in the associated Staff Report and EIR is true and correct. SECTION 2. That the City Council finds, based upon the entire record, including all written and oral evidence presented,.that with respect to the proposed Specific Plan: (i) for the reasons set forth in Exhibit "A", attached hereto and incorporated by reference, the Specific Plan is consistent and compatible with the City's General Plan, as amended, as well as the goals, objectives, policies and action programs of the City's General Plan, as amended; (ii) for the same reasons set forth in Exhibit "A", the Specific Plan will not adversely affect the public health, safety and welfare or result in an illogical land use pattern; and (iii) the Specific Plan is a desirable planning tool to implement the provisions of the City's General Plan and the General Plan encourages use of a specific plan for the Project Site. The Project Site is unique within the City, as noted in the General Plan. As such, the Project Site merits specialized development regulations tailored to meet the Project Site's special development opporiunities and limitations. As such, the City Council finds it desirable that the Specific Plan be adopted to address these unique needs. 3 2226 SECTION 3. An Environmental Impact Report ("EIR") (State Clearing House No. 2005031131) has been prepared for the proposed Specific Plan in accordance with CEQA and State CEQA Guidelines. SECTION 4. Based upon the EIR, the administrative record, and all written and oral evidence presented to the City Council, the City Council finds that the environmental impacts of the Project and the Specific Plan are either less than significant, can be mitigated to a level of less than significant through implementation of the mitigation monitoring and reporting program outlined in the EIR, or with respect to those environmental impacts of the Project and the Specific Plan that have been found to not be mitigable to a level less than significant, these impacts are identified in the EIR and a Statement of Oveniding Considerations has been adopted by the City Council for those impacts which outlines the economic, social, legal, or technological benefits to the community that outweigh those environmental impacts. As discussed in greater detail in the City Council's Resolution 6564 certifying the EIR for the Project, the City Council finds that the EIR is supported by substantial evidence and that it contains a complete, objective, and accurate reporting of the environmental impacts associated with the Project and the Specific Plan and reflects the independent judgment of the City Council. SECTION 5. The City Council further finds and declares that the Project and the Specific Plan comply with CEQA as set forth in Resolution 6564 for this Project. SECTION 6. That for the foregoing reasons the City Council adopts the "Shops at Santa Anita Park Specific Plan" (SP OS-Ol), which is attached as Exhibit "B" and incorporated by reference into this Ordinance, as revised on April 17, 2006 to delete any and all references to the Simulcast Center. 4 2226 SECTION 7. Any and all references to the Simulcast Center in this Ordinance or in any Exhibits attached hereto shall be deemed to be not a part of this Ordinance, and shall be deemed to constitute typographical errors which may hereafter be corrected by City Staff. SECTION 8. This Ordinance shall become effective on the thirty-first (31s`) day following its adoption. SECTION 9. Severabilitv. If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this Ordinance, or any part thereof is for any reason held to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases may be declared unconstitutional or otherwise invalid. SECTION 10. The City Clerk shall certify the adoption of this Ordinance and shall cause a copy of same to be published in the official newspaper of said City within fifteen (15) days after its adoption. [SIGNATURES ON NEXT PAGE] 5 2226 Passed, approved and adopted this i5t day of May , 2007. 1SI MICKEY SECAL Mayor of the City of Arcadia ATTEST: /~J JI~AAES Hs L/~7~f1G1lIN~ City Clerk APPROVED AS TO FORM: ~' V~--' u"^ Y". I r~~Mh~%+ Stephen P. Deitsch City Attorney 6 2226 EXHIBIT "A" FINDINGS OF CONSISTENCY WITH THE GENERAL PLAN FOR THE SHOPS AT SANTA ANITA PARK SPECIFIC PLAN (SP OS-Ol); ZONING TEXT AMENDMENT AND ZONE CHANGE FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04); AND DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA ANITA ASSOCIATES, LLC, ALL WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK. PREFATORY NOTE: Reference is made throughout this document to the "ProjecY'. For purposes of these Findings, the "Project" is a collective reference to the "Shops at Santa Anita Park Specific Plan Project" and includes the development allowed by each of the following land use entitlements. Shops at Santa Anita Park Specific Plan (SP OS-O1) ("Specific Plan"); - Zoning Text Amendment and Zone Change of Land within the Specific Plan Area from "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04) (collectively, "Zoning Amendments"); and - Development Agreement between the City of Arcadia and Santa Anita Associates, LLC ("Development AgreemenY').~ It is noted that in order for the City Council to approve each of the above land use entitlements, the Council must find that each is consistent with the General Plan of the City of Arcadia, as amended. Because the findings of General Plan consistency for the collective Project are fundamentally the same as they would be for each individual land use entitlement, for the sake of simplicity the General Plan consistency findings have been consolidated into one single document, which is attached to and incorporated by reference into the findings for each individual land use entitlement for the Project. These findings demonstrate that the Project is consistent with the applicable goals, strategies and standards of the General Plan. The Courts in Sequovah Hills Homeowners Assn. v. City of Oakland (1993) 23 Ca1.App.4`h 704, 712, 717 and Greenbaum v. Citv of Los An~eles (1984) 153 Cal. App.3d 391, 406-407 ~ The Developer also seeks a General Plan Amendment (GPA OS-O1) lo develop the Project. These consislency findings are included directly within the Resolution approving the General Plan Amendmen[, (Resolution No. 6565) and are not specifically referenced here. 7 2226 recognized that no project could completely satisfy every single policy or standard stated in a general plan, and that State law imposes no such requirement. Rather, a general plan is a document that tries to accommodate a wide range of competing interests, including those of developers, neighboring homeowners, prospective homebuyers, environmentalists, current and prospective business owners, jobseekers, taxpayers, and providers and recipients of all types of city-provided services. Therefore, as noted in Napa Citizens for Honest Government v. Napa Countv Board of Supervisors (2001) 91 Cal. App.4`h 342, 379-380, a project will nevertheless be deemed consistent with the general plan, if considering all its aspects, it is compatible with and will not frustrate the general plan's goals and policies, even if it does not satisfy each and every provision of the general plan to the letter. These findings will address General Plan consistency in the order of the Chapters contained in the General Plan: Community Development ("CD") (General Plan, Chapter 2); Municipa] Facilities and Services ("FS") (General Plan, Chapter 3); Environmental Resources ("ER") (General Plan, Chapter 4); Environmental Hazards ("EH") (General Plan, Chapter 5); and the City of Arcadia Housing Element (Separate Document from General Plan, adopted in 2005). While the General Plan also contains a Chapter 6, titled "Implementation and Monitoring Programs", this Chapter implements each of the Chapters/Elements stated above and reference is made to the standards contained in Chapter 6 throughout this Document.z Further, these Findings also reference the analysis contained in the Draft Environmental Impact Report that was prepared for the Project, where appropriate and cite the pages in that document where evidence in support of these findings can be found. For purposes of citation references, the following abbreviations have the following meanings: - GPS - General Plan Strategy(ies) (planning strategies outlined in Chapters 2 through 5 of the General Plan) - Standard(s) - General Plan Urban Design Performance Standard(s) (design and development standards outlined in Chapter 6 of the General Plan that implement the goals and strategies set forth in Chapters 2 through 5 of the General Plan) Z The General Plan also contains Chapter 1, which is an introductory chapter that contains no additional goals, strategies or standards that aze not already addressed in [he other chapters. T6erefore, these Findings contain no further discussion with respect to Chapter 1. 8 2226 GENERAL PLAN CONSISTENCY FINDINGS: I. Communitv Develonment ("CD"1 Chanter: The Project is consistent with the goals, objectives and strategies of the Community Development Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Economic Vitalitv of the Santa Anita Park Racetrack. One of the primary goals articulated in the General Plan is the continued economic vitality of the Santa Anita Park Racetrack (the "Park" or "Racetrack") through development of compatible commercial uses. To accomplish this goal, the General Plan has, since the 1996 Update, envisioned the redevelopment of the southern parking lot from surplus parking space into a mixture of commercial uses of "urban intensity" to provide a regional attraction that will draw visitors to the Park and surrounding areas. Additionally, the General Plan acknowledges that the Park and neighboring Westfield Mall are currentiy separated by fencing and other barriers. The General Plan envisions the development of "functional linkages" between the properties so that patrons of the Mall, Racetrack and Project may walk, bicycle or drive between the properties so that patrons may more freely move between the properties without using the external public roadway system, increasing cross-patronage of each location while reducing traffic impacts. The Project will be subject to special design standards that recognize the unique characteristics and needs of this area, as opposed to the more general zoning and development regulations contained in the "R-1" and "S-1" zoning designations. The Specific Plan, Zoning Amendments, Development Agreement and Architectural Design Review, along with their corresponding conditions of approval and mitigation measures, will provide additional development guidelines consistent with the goals and objectives of the General Plan outlined above, and will ensure proper and diversified type, location, architecture, massing, color, and texture of uses and improvements that will complement both existing uses on the Site and surrounding uses. While the General Plan also emphasizes Arcadia's identity as a"community of homes" and endeavors to protect the integrity and quality of existing residential neighborhoods, the Project proposes to redevelop an existing commercial parking lot upon which no residential uses currently exist (although a portion of the Project 10 2226 Site is zoned "R-1"). Further, as indicated above, the land use entitlements, conditions of approval, and mitigation measures for the Project will ensure that the Project is compatible in style and scale with the existing primarily residential nature of the community. For example, no large retaining walls are proposed or permitted for the Project. Any outdoor storage areas, loading areas, mechanical equipment areas, as well as exposed structural and mechanical elements will be screened from public view with appropriate enclosures, architecture or landscaping. The Project will also be required to maintain appropriate setbacks and buffer distance from neighboring residential uses to ensure compatibility with adjacent neighborhoods and land uses. (GPS CD-1, CD-4 through CD-6, CD-21 through CD-22; Standards #1, 2, 4, 8-13, 17; Draft EIR, Sect. 4.8, pgs. 35-36, 40-44, 83-86, 88-90) B. Maintain the Economic and Social Vitality of the Community. The General Plan sets the following Community Development goals: 1. To provide for the retail and commercial service needs of Arcadia residents. 2. To provide appropriate opportunities for employment generating office uses consistent with the overall character of the community. 3. To reserve adequate land for public and quasi-public services, and to create physical places for Arcadia residents to interact and exchange ideas, and promote the development of a municipal auditorium or performing arts center. 4. To ensure an adequate supply oflands which can generate a municipal revenue stream for the City to continue providing residents high quality services. As indicated above, the Project will provide for the redevelopment of the southern parking ]ot at the Santa Anita Park into a mixture of commercial uses of "urban intensity" that will significantly expand the retail and commercial opportunities far both residents and visitors to the Park and surrounding areas. The Project would develop approximately 25,000 additional square feet of office uses. Although intended for occupancy by Arcadia Unified School District Employees, this office use would not preclude other employment-generating office projects within the City. Therefore, the Project would not be in conflict with the General Plan. The Project would not remove land previously allocated for public facilities or prohibit redevelopment of these types of uses on other sites. Further, the Project 11 2226 includes open plazas, pedestrian networks, eating areas, 8.9 total acres of open space (7.5 acres of landscaped open space area including a 3.5 acre water feature located to the south of the project and a 1.4 acre landscaped open space area linking the existing Paddock Gardens with the proposed new commercial, retail and office center), as well as providing functional linkages between the Westfield Mall, the Project and the Racetrack. Additionally the Project would provide a space for community performing arts, school productions, and local organization meetings, with a seating capacity of approximately 400. All of these amenities will contribute to a vibrant day and evening environment within which Arcadia citizens may interact. The Project will serve as a diverse trade area with a mix of fashion retailers, restaurants, and shops, catering to upscale sophisticated patrons in the City and the surrounding area. Total sales from the Project are estimated to exceed $300 Million per year, generating substantial tax revenue for the City, while also providing significant employment opporiunities within the City (estimated at 1,300 permanent jobs). For these reasons, the Specific Plan, Zoning Amendments and Development Agreement adopted far the Project are consistent with the above-referenced Community Development goals. (GPS CD-3 and CD-16b; Draft EIR, Sect. 4.8, pgs. 41-43) C. Architectural Comnatibilitv with the Racetrack Grandstand. The General Plan contains several approaches for development of the Project Site to maintain architectural compatibility with the existing historical Racetrack Grandstand and to preserve important community views of the Grandstand. However, the General Pian also acknowledges that development to the south of the Grandstand will not be able to preserve unobstructed views of the entire Grandstand structure. Therefore, the General Plan emphasizes that the Grandstand remain "recognizable from key locations along the perimeter of the Racetrack", including the views travelers get from Huntington DriveiColorado Place, directly east of the Racetrack, as well as views of the unique architecture of the southerly Grandstand face. (General Plan, pgs. 2-17 through 2-19) As such, the General Plan requires any new commercial buildings and structures to respect these views and that the Grandstand remain "recognizable". However, no provision of the General Plan mandates that views of the Grandstand be maintained from any particular location in perpetuity. The Project is consistent with the General Plan, as amended, in that it continues to emphasize maintaining the visibility of the Grandstand from Huntington Drive/Colorado Place and Huntington Drive/Centennial Way. The Project will retain all historical vehicular 12 2226 access points and would provide for pedestrian access points to the Project. Entryways will be improved with decorative walkways, landscaping and signage to create a sense of place far visitors. Fencing and walls will be limited in the Project and will be decorative, appropriately transparent, and employ materials, colors and textures that minimize graffiti, glare, heat and reflection. (Standard #6; Draft EIR, Sect. 4.8, pg. 87) Although the Project proposes to remove some of the previous views of the Grandstand, it would ultimately result in increased overall opportunities for individuals to have "up close" experiences in viewing the Grandstand, ensuring the Grandstand's "recognizability" as called for in the General Plan, balanced against the competing General Plan policy of redeveloping the southern parking lot into a viable commercial project. Further, the Project. is designed with a"Main Street" concept at a human scale, with varied architecture that is intended to complement the Grandstand's architecture rather than to clash with or obscure it. Additionally, the Project will enhance the economic vitality of Racetrack operations. (GPS CD- 16c; Standards #3, 5 and 6; Draft EIR, Sect. 4.8, pgs. 38-39, 44, 85-87) Lighting will be designed to be warm and pedestrian friendly. It will be designed to minimize glare and spillage onto adjacent properties. A project requirement is included to ensure that lighting will be screened to minimize illumination into the surrounding areas and to minimize glare or interference with vehicular lighting. (Standard #7; Draft EIR, Sect. 4.8, pgs. 87-88) D. Open S~ace and Parks. The General Plan contains policies for preserving the integrity and viability of existing open space areas, as well as providing a system of active and passive parks and open spaces of sufficient size and in appropriate locations to serve the needs of residents of all ages. The Project will not remove any open space. Rather, it will add 7.5 acres of open space, including a 3.5 acre water feature at the southern end of the Project site and a 1.4 acre landscaped open space area in the northern portion of the Project adjacent to the Paddock Gardens, all of which will be accessible to the public. Further, the water feature will be dedicated for passive use only. There will be no swimming, bathing, wading, boating or fishing in the water feature. The City's existing system of parks and recreational facilities is adequate to serve the Project beyond the open space to be provided. Additionally, all new landscaping shall relate to the overall Site Plan in order to enhance the structures and soften its effect upon the neighborhood, protect views, and protect it from sun and wind. (GPS CD-29 and FS-31; Standard #17; Draft EIR Sect. 4.8, pgs. 45, 51, 65 and 90) II. Municipal Facilities and Services ("FS") Chanter: The Project is consistent with the goals, objectives and strategies of the Municipal Facilities 13 2226 and Services Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Transportation System and Traffic Impacts. One of the goals articulated in the General Plan is to maintain a transportation system that maximizes freedom and safety of movement, balances mobility and cost efficiency of maintenance, as well as reducing traffic impacts on neighborhood streets. The Project Developer has conducted a Traffic Impact Analysis of traffic patterns that would result from the Project. The Project would be managed through specific mitigation measures that would help maintain roadway performance objectives to the extent feasible, which include the construction of local traffic improvements as well as assisting in the implementation of subregional transportation improvement programs. Among the improvements identified are: 1. Physical improvements to public roads and intersections in the vicinity of the Project, 2. Construction of internal circulation roads and accessways that will facilitate movement of vehicles and pedestrians between the Racetrack, the Project and the Westfield Mall, without requiring movement on public streets and rights-of-way, 3. Establishment and operation of a shuttle service to and from the nearest Metro "Gold Line" station, 4. Incorporation of additional bus stops internal to the Project Site, 5. Establishment of a neighborhood Traffic Management Plan, and 6. Certain bonding and funding for anticipated traffic improvements to offset other traffic impacts. Along these same lines, General Plan Strategies FS-1, FS-2 and FS-3 set the goal of maintaining public roadway operations at better than Level of Service ("LOS") "D" during non-racing season, LOS "E" during racing season for all race- related traffic, and LOS "C" on local residential streets. However, by Resolution 6493 (adopted by the City Council in 2005) although these are intended to be desirable goals, they have been interpreted by the City Council to be non- mandatory elements. Rather, the Council has determined that no single goal or strategy in the General Plan is intended to prevent development that is otherwise in harmony with and in furtherance of the General Plan. Further, the Council has determined that where LOS goals have already been exceeded, compliance with 14 2226 the City's Transportation Master Plan will constitute compliance with the General Plan. There are several intersections in the vicinity that currently exceed LOS "D" and it is established practice to approve development projects that may result in incremental decreases in LOS so long as the development is otherwise in harmony with the General Plan. Through incorporation of the traffic mitigation measures described above, the Project would be consistent with the Transportation Master Plan and, as such, would be consistent with the General Plan. (GPS FS-1 through FS-3; Standard #19; Draft EIR; Sect. 4.8, pgs. 51-55, 91) Finally, it is anticipated that the Project will not require additional hours of manual traffic control during the racing season. However, if the City determines that such additiona] manual traffic control is necessary, the Project Developer will be required to participate in manual control to offset the added impact. (GPS FS-9 and ER-8; Draft EIR, Sect. 4.8, pgs. 56, 67) B. Maintaining Service and Facility Standards and Sharin~ of Costs. Another goal of the General Plan is to maintain municipal service and facility performance standards for existing and future development, realize cost efficiencies and to achieve an equitable sharing of the cost of municipal services and facilities. 1. Traffic. The Project Developer has analyzed the potential traffic impacts and the Project will incorporate or contribute to various mitigation measures in order to minimize impacts, both within the City of Arcadia and in surrounding communities, as more particularly discussed in the Section II(A) above and in Resolution No. 6564 adopting CEQA findings for the Project. Where the City of Arcadia has no jurisdiction over certain mitigation measures, the City's policy is to work with outside communities to mitigate such impacts. Further, the Project, with mitigation, is consistent with the Congestion Management Program and Regional Transportation Plan requirements. (GPS FS-1 through FS-4, FS-6 through FS-10 through FS-12, FS-15 and FS-16; Standard #20; Draft EIR, Sect. 4.8, pgs. 51-60, 91) 2. Fire and Emergency Response. The Project will be adequately served by Fire Station No. 106. The Project will incorporate appropriate emergency access measures, smoke alarms, fire extinguishers, hydrant pressure and spacing, adequate fire flows and safety features required by State law and the Arcadia Municipal Code. Further, Arcadia Fire Department personnel were consulted in connection with review of the Project. (GPS FS-17, FS-27 and FS-28; Standards #24-26, 30; Draft EIR, Sect. 4.8, pgs. 51-62, 64, 92, 94) 15 2226 3. Police Response/Crime Prevention. The Project will provide a private security force for the proposed "SP-CE" Zone that would be integrated into the existing private security force at the Racetrack. Prior to the issuance of the first building permit for the first retail building, a Master Security and Access Plan shall be submitted to the Fire Chief and/or Police Chief for review and approval that would outline all security operations during construction and operation of the Project, both current and anticipated, as well as protocols by which the security force will interface with the Arcadia Police Department. The Project will also make provision for Arcadia police officer workspace adjacent to or in connection with a planned private security office at the Project. Finally, the Project will incorparate "defensible space" design features to discourage theft and other criminal activity at the Project. (GPS FS-17, FS-22 through FS-24; Standards #27-29; Draft EIR, Sect. 4.8, pgs. 51-64, 92-93) 4. Utility Supply/Infrastructure. The needs of the Project have been analyzed and existing utility facilities serving the Project Site are anticipated to be sufficient to serve the demand of the Project. If necessary, the Project will be required to upgrade utility infrastructure to provide adequate services, such as potential expansion of water, sewer, solid waste, electricity, natural gas, telephone and cable infrastructure in order to equitably share the cost of increased municipal utilities/services serving the Project. (GPS FS- 17; Draft EIR, Chap 4.8, pgs. 51-61) 5. Development Impact Fees. The Project will be required to pay a Traffic Impact Fee pursuant to the Development Agreement. (See Eachibit "D" of Development Agreement) 6. Added Tax Revenue to Fund Municipal Services. Finally, the Project is anticipated to generate additional sales and property tax revenues that could be used by the City of Arcadia to fund additional infrastructure improvements, purchase additional equipment, as well as to hire additional personnel that may be required to offset impacts due to the Project. This is consistent with the General Plan, as amended, in that the Project will "pay its own way" and municipal services impacts will be minimized to the extent feasible. (Draft EIR, Sect. 4.8, pgs. 47-51) C. Maintaining Emer~encv and Disaster Response Preparedness. Another goal of the General Plan is to maintain a system of emergency and disaster response preparedness that will save lives, protect property, and facilitate recovery with a minimum of social disruption following minor emergencies, as well as after major catastrophic events. The Santa Anita Park has adopted an Emergency 16 2226 Action and Evacuation Plan (revised January 2005) to ensure adequate preparedness with rapid and appropriate response to emergency situations (i.e.: fire, explosion, hazardous materials release, medical emergencies, bomb threats, etc.) The Plan is in compliance with California law. The Project would not prohibit areas of the Project 5ite from being used as an evacuation center. Further, prior to issuance of building permits for the Project, the Developer will be required to submit to the City of Arcadia an Emergency Evacuation/Management Plan for the entire Specific Plan Area that will be integrated into the existing Santa Anita Park Emergency Action and Evacuation Plan, as well as with the City of Arcadia's 2004 Natural Hazard Mitigation Plan. (Draft EIR, Sect. 4.8, pg. 50) III. Environmental Resources ("ER"1 Chapter: The Project is consistent with the goals, objectives and strategies of the Environmental Resources Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Air Ouality. One of the goals articulated in the General Plan is to achieve air quality conducive to good health and enjoyment of the area's climate and to assist in attaining Federal and State air quality standards. The Project Site has historically been designated as a commercial area under the General Plan and, since the 1996 Update, has been earmarked for redevelopment into a commercial and entertainment-oriented venue of "urban intensity". Given this fact, the Air Quality Management Plan ("AQMP") included commercial growth of the Site within its projections. Therefore, the Project does not jeopardize attainment of the air quality levels identified in the AQMP, even if they exceed the SCAQMD's recommended daily emissions thresholds. The Project would be required to comply with City regulations that implement the AQMP which are geared toward reducing pollutant emissions. Further, as outlined in Section II(A) above, the Project would incorporate various traffic mitigation measures that would reduce vehicle trips and encourage use of public transportation, thereby reducing vehicle air pollution. (Draft EIR, Sect. 4.8, pgs. 65-66) B. Eneray Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of energy resources located within the City. The General Plan requires that all new large commercial development meet or exceed state and local energy conservation requirements, promote installation of heat recovery and co-generation facilities where feasible, and promote innovative building, site design and orientation techniques which minimize energy use to the extent feasible. 17 2226 All buildings within the Project will comply with the energy efficiency standards under Title 24 of the California Code of Regulations. However, it is not feasible to develop heat recovery or co-generation facilities at this location due to prohibitive cost and given the fact that the Project is principally retail in nature. The Project is designed to contain a varied collection of open-air plazas and pedestrian areas, as well as landscaped areas that would maximize solar gain and minimize heat-reflective surfaces. Further, the Project Developer will cooperate with SCE and the Gas Company on available energy conservation demonstration projects where feasible. (GPS ER-23, ER-26 and ER-27; Standards #34-35; Draft EIR, Sect. 4.8, pgs. 68-69, 95-96) The General Plan also seeks to facilitate the provision of energy efficient modes of transportation. As mare specifically set forth above, the Project is a pedestrian-oriented development which would encourage the use of walking and public transportation. (GPS ER-28; Draft EIR, Sect. 4.8, pg. 69) C. Water Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of water resources located within the City. The Project would incorporate various water conservation measures, such as low- flow plumbing fixtures and drip irrigation. (GPS ER-37 and ER-42; Draft EIR, Sect. 4.8, pgs. 72-73) Further, the Project wili be required to comply with all NPDES, SWPPP, SUSMP, the City of Arcadia's Water Conservation Plan (A.M.C. Section 7553.0) and various other water discharge mitigation measures consistent with those requirements, all of which prohibit violation of water quality standards. (GPS ER- 31; Standard #36; Draft EIR, Sect. 4.8, pgs. 69-70, 96) The Project will not contribute to a change that would result in any violation of the waste discharge requirements associated with the Racetrack. (GPS ER-32; Draft EIR, Sect. 4.8, pg. 70) The Project would also increase the amount of pervious surfaces to allow percolation of storm water into the ground. The area where the commercial entertainment project will occur is currently a 100°lo impervious parking lot. The Project would reduce surface lot hardscape area, add an approximately 7.5 acre open space area to the south side of the Project Site, of which 3.5 acres would be a water feature and four acres would be pervious landscaping. Further, the Project would develop 1.4 acres of open space to the north around the Paddock Gardens. The Project would also add buffer and other landscaping as well as a meandering sidewalk. Stormwater runoff would be filtered in accordance with NPDES requirements prior to discharge into the Arcadia Wash. (GPS ER-33, ER-35, ER- 36, ER-41 and ER-43; Standards #42 and 43; Draft EIR, Sect. 4.8, pgs. 70-73, 98- 18 2226 99) The Project would also incorporate water-conserving landscaping to reduce water usage. (GPS ER-37; Draft EIR, Sect. 4.8, pg. 72) D. Cultural Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of cultural resources located within the City. Building fagades would be individualized to reflect a variety of architectural styles designed to evoke the architecture and cultural history of horse racing, while also preserving views of the Grandstand. Further, as noted above, the project would help to revitalize the existing Racetrack and surrounding areas, preserving a central cultural feature of the City of Arcadia. (Draft EIR, Sect. 4.8, pgs. 66-67) (GPS ER-49; Draft EIR, Sect. 4.8, pgs. 73-74) The Santa Anita Park Historic District has been determined eligible as a National historical landmark and is currently a California state landmark. The Proj.ect would not result in the delisting or loss of eligibility of the District on the National or California Register. (GPS ER-54; Draft EIR, Sect. 4.8, pg. 74) Although the Project Site is located within an area that may contain a portion of the Gabrielino prehistoric village, mitigation measures will be in place to ensure that any earth-disturbing activities are supervised by a qualified archeologist to identify any on-site archeological resources and, if the resources are significant, the archeologist will take appropriate measures to ensure that the scientific information that could be provided from these resources is not lost. (GPS ER-55 and ER-57; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 74-75, 97-98) With respect to geological or paleontological resources, none are known to exist on the Project Site. However, if paleontological resources are discovered, mitigation measures are in place that would require the retention of a qualified paleontologist to assess any finds and provide appropriate treatment. (GPS ER-55, ER-56 and ER-58; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 75, 97-98) E. BioloQical and Mineral Resources. A goal articulated in the General Plan is to ensure retention and proper stewardship of biological and minerai resources located within the City. However, with respect to biological, habitat, riparian or mineral resources, no such resources would be significantly impacted by the Project. (Standards #31-33; Draft EIR, Sect. 4.8, pgs. 66, 94-95) F. Mixed-Use Development. The General Plan also sets the goal of encouraging mixed-use development, where appropriate, in order to allow employees the opportunity to live and work at the same location. While the Project will not develop residential uses, it will include a mix of commercial, retail and office uses that would provide employment opporiunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) 19 2226 G. Waste Rec.~} cling. The General Plan also sets the goal of facilitating the City's Source Reduction and Recycling Chapter. The Project will comply with all City of Arcadia standards. (GPS ER-16; Draft EIR, Sect. 4.8, pg. 68) IV. Environmental Hazards ("EH") Chapter: The Project is consistent with the goals, objectives and strategies of the Environmental Hazards Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Seismic Safetv. One of the goals articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potential seismic hazards. While the Project is located in the Alquist-Priolo zone and would be subject to ground rupture, the Project will comply with all seismic safety regulations under the Arcadia Municipal Code and California Building Code to achieve an acceptable level of seismic risk. (GPS EH-1; Standards #40 and 41; Draft EIR, Sect. 4.8, pgs. 76, 79, 98) B. Floodine. Another goal articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potential flooding hazards. The SP CE zoned area is not located within the Morris Jones Inundation Zone or in the Santa Anita Dam Flood Hazard Zone. Further, the Developer will prepare an emergency evacuation/management plan for the Project, as more particularly referenced in Section II(C) above. The Project would also be designed to direct surface runoff away from the water feature, reducing the potential for flooding thereby. (GPS EH-9; Draft EIR, Sect. 4.8, pg. 79) C. Noise. Another goal articulated in the General Plan is to ensure that noise-sensitive land uses and noise generators are located and designed in such a manner so that (1) adverse noise effects of the Project are avoided on adjacent uses and (2) adverse noise effects of adjacent uses are avoided on the Project. A detailed noise analysis was prepared for the Project, which is referenced in the Draft EIR, Section 4.9. With respect to non-traffic noise, the Report concluded that either the Project would not generate operational noise in violation of the above standards or that noise-sensitive uses and noise generators will be designed in a way to reduce noise to below a level of significance (i.e.: rooftop HVAC equipment). Therefore, the objectives far non-traffic operational noise of the General Plan would be met. (GPS EH-13 through EH-15, EH-17 through EH-19; Standards #44, 45, 47, 48 and 50; Draft EIR, Sect. 4.8, pgs. 80-81, 98-102; Draft EIR, Sect. 4.9) 20 2226 With respect to traffic noise, certain noise thresholds may be exceeded in the vicinity. However, noise levels are already being exceeded on most of the roadways surrounding the Project Site. As indicated in Section II(A)above with respect to traffic impacts, the General Plan does not require strict adherence to a particular standard if a project is otherwise consistent with the General Plan. Therefore, the Project is consistent with the General Plan for this purpose. (Draft EIR, Sect. 4.8, pgs. 77-78). In September, 2006, the City Council amended Performance Standard #44 of the General Plan to remove thresholds related to traffic noise citywide that are already exceeded by existing conditions and do not reflect an accurate measure of an individual project's impacts. The Project has addressed this change to the General Plan. D. Hazardous Waste. Another goal articulated in the General Plan is to ensure that all commercial, office and industrial uses within the City adhere to both the City's and the Los Angeles County Hazardous Waste Management Plan, as well as the most current amendments to Califomia Code of Regulations, Title 22. All retail, office and commercial businesses within the Project will be required to comply with the City's and County's Plans, Cal-OSHA requirements, the Hazardous Materials Management Act, Title 22, and other applicable State and local requirements. Further, no hazardous materials other than routine cleaning compounds and possibly propane would be utilized in the Project, which would not present a significant risk of injury or harm to the environmental or the community through upset or accident. (GPS EH-21 and EH-23; Standard #52; Draft EIR, Sect. 4.8, pgs. 78-79, 81-82, 103) Also, as required by the General Plan, a Phase I environmental assessment was also completed on the Project Site, as well as a geotechnical analysis to determine the presence of hazardous substances on the Site. (Standard #53; Draft EIR, Sect. 4.8, pg. 103). V. Housin~ Element: The Project is consistent with the goals, objectives and strategies of the Housing Element of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: The General Plan sets the goal of providing adequate sites to meet Arcadia's share of regional housing needs by accommodating 461 new dwelling units from 1998 through 2005, including adequate numbers of affordable housing. However, the Project does not provide for any residential units, since the Project Site has historically been designated in the General Plan as commercial and horse racing (although a portion of the Project Site is zoned "R-1"). The General Plan Housing Element identifies seven potential sites within the City for affordable housing, 21 2226 none of which include the Project Site. Therefore, while the Project will not provide any housing, it will not preclude the inclusion of housing in other areas of the City. Therefore, it is consistent with and will not conflict with the Housing Element of the General Plan. (GPS CD-24; Arcadia Housing Element 2000-2005, Policy 1.1, Table 29; Draft EIR, Sect. 4.8, pgs. 45, 82) 22 2226 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the faregoing Ordinance No. 2226 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a regular meeting of said Council held on the 1 st day of May, 2007 and that said Ordinance was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None l~SJ J~NfES H. BARR~~ City Clerk of the City of Arcadia 24 2226 ORDINANCE NO. 2227 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, MAKING CERTAIN AMENDMENTS TO THE TEXT OF THE ARCADIA ZONING CODE TO ADD A"COMMERCIAL- ENTERTAINMENT" ZONE AND REGULATIONS THERETO; AND AMENDING THE ZONING DESIGNATION OF CERTAIN PROPERTY WITHIN THE CITY FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK WHEREAS, the City of Arcadia, as a fiznction of its regulatory authority, is empowered, under Arcadia•Municipal Code, Section 9293.9 to amend the text of its Zoning Code (Arcadia Municipal Code, Title 9) and to amend the zoning designations of land within the City, by adoprion of an ordinance; and WHEREAS, in April 2006, Caruso Property Management submitted an application for the following land use entitlements on an approximately 304-acre property more commonly known as Santa Anita Park ("Project Site"): a General Plan Amendment ("GPA") (OS-O1), along with applications far adoprion of The Shops at Santa Anita Park Specific Plan (OS-O1), Zone Change (OS-04), Development Agreement, and Architectural Design Review including the Santa Anita Park Design Guidelines and Sign Program ("Design Review") for the Shops at Santa Anita Park Specific Plan Project (the "ProjecY'). The Project generally consists of (1) an 806,405 square foot ("sf') commercial, retail, and office center, arranged as a new pedestrian-oriented Main Street, to be constructed on the southern parking lot of the Project Site; (2) relocation of the 1938 Saddling Barn to the original 1934 location in tha Paddock Gardens to the west of the existing Kingsbury Memorial Fountain, and demolition of the south ticket gates; (3) a 1.4 acre landscaped open space area linking the existing Paddock Gardens with the proposed new commercial, retail, and office center; (4) a 3.5 acre water feature 1 2zz~ , located within a 7.5 acre open space area at the southern end of the Project Site; (5) improvements to vehicle and pedestrian access, parking, infrastructure, and other ancillary facilities throughout the Project Site, as well as off site, to support the development, which will result in the demolition of four non-historic structures in the stable area; and (6) a new wireless electric trolley traveling on fixed rails between the expanded Paddock Gardens at the north end of Main Street and the water feature and promenade at the south end of Main Street; and WHEREAS, on March 19, 2007, a duly noriced public hearing was held before the Planning Commission on the proposed Zone Change, along with the other applications identified above, including the Environmental Impact Report ("EIR") for the Project, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, after the public hearing, on March 21, 2007 the Planning Commission adopted Resolution No. 1757 recommending to the City Council approval of General Plan Amendment (OS-Ol), Specific Plan (OS-O1), Zone Change (OS-04), the Development Agreement and Design Review for the Shops at Santa Anita Park and certification of the EIR, as recommended by the Development Services Department and subject to certain conditions of approval; and WHEREAS, on April 11, 2007, a duly noticed public hearing was held before the City Council on said applications, including the EIR, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, all other legal prerequisites to the adoption of this Ordinance have occurred. z 2227 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA DOES ORDAIN AS FOLLOWS: SECTION 1. That the factual data submitted by the Development Services Deparhnent in the associated Staff Report and EIR is true and correct. SECTION 2. That the City Council finds, based upon the enrire record, including a11 written and oral evidence presented, that with respect to the proposed Zone Change: (i) for the reasons set forth in Exhibit "A"; attached hereto and incorporated by reference, the proposed Zone Change (OS-04) is consistent and compatible with the City's General Plan, as amended, as well as the goals, objectives, policies and action programs of the City's General Plan, as amended. (ii) the proposed Zone Change (OS-04) is consistent with the Shops at Santa Anita Park Specific Plan. The zoning changes made by this Ordinance add Specific Plan zoning designarions to the Arcadia Municipal Code in order to incorporate the regulafions of the Specific Plan into the Arcadia Municipal Code. To the extent that the zoning is changed, this is intended to designate land uses within the Project Site in such a way to facilitate development of the Project in the manner called for in the Specific Plan. (iii) the public necessity, convenience, general welfare, and good zoning practice, justify the proposed Zone Change. The amended General Plan has articulated the City's vision of what kind of project will serve the public necessity, convenience and general welfare for future development of the Project Area. A project of the type set forth in the Specific Plan implements those General Plan policies and goals and the proposed Zone Change, as set forth in this Ordinance, implements the Specific Plan. As such, the proposed Zone Change, as set forth in 3 2227 this Ordinance, demonstrates good zoning practice of the City, consistent with the City's General Plan. SECTION 3. An Environmental Impact Report ("EIR") (State Clearing House No. 2005031131) has been prepared for the Project and the proposed Zone Change in accordance with CEQA and the State CEQA Guidelines. SECTION 4. Based upon the EIR, the administrative record, and all written and oral evidence presented to the City Council, the City Council finds that the environmental impacts of the Project and the Zone Change are either less than significant, can be rnitigated to a level of less than significant through implementation of the mitigation monitoring and reporting program outlined in the EIR, or with respect to those environmental impacts of the Project and the Zone Change that have been found to not be mitigable to a level less than significant, these impacts are identified in the EIR and a Statement of Overriding Consideradons has been adopted by the City Council for those impacts which oudines the economic, social, legal, or technological benefits to the community that ouriveigh those environmental impacts. As discussed in greater detail in the City CounciPs Resolurion 6564 certifying the EIR for the Project, the City Council finds that the EIR is supported by substanrial evidence and that it contains a complete, objective, and accurate reporting of the environmental impacts associated with the Project and the Zone Change and reflects the independent judgment of the City Council. SECTION 5. The City Council further finds and declares that the Project and Zone Change comply with CEQA as set forth in Resolution No. 6564 for this Project. SECTION 6. Sections 9231.21, 9231.21.1, 9231.21.2, 9231.21.3 are hereby added to the Arcadia Municipal Code to read: 4 2227 9231.21 SP Specific Plan 9231.21.1 SP S-1 Specific Plan Special Use Zone 9231.21.2 SP CE Specific Plan Commercial Entertainment Zone 9231.21.3 SP R-1 Specific Plan Second One-Family Zone SECTION 7. Section 9297 et seq. is hereby added to the Arcadia Municipal Code to read: Division 7 Specific Plan - Santa Anita 9297. SPECIFIC PLAN - SANTA ANITA. PURPOSE AND INTENT. The Santa Anita Park Specific Plan is a planning tool to guide development and design of the Shops at Santa Anita Park and includes the zoning designations of SP S-1, SP CE and SP R-1. Regulations and design guidelines for the SP S-1, SP CE and SP R-1 zones with related implementing actions are set forth in Ordinance No. 2226 adopting the Santa Anita Park Specific Plan. SECTION 8. That for the foregoing reasons, the City Council approves Zone Change OS-04 for the "Shops at Santa Anita Park" from S-1 and R-1 to SP- S-1, SP-CE, SP-R-1 as set forth in Sections 6 and 7 and the map attached hereto as Exhibit "B". Official Zoning Maps 9233.7, 9233.9 and 9233.10 of the City shall be amended accordingly and incorporated by reference into this Ordinance. SECTION 9. Any and all references to the Simulcast Center in this Ordinance or in any Exhibits attached hereto shall be deemed to be not a part of this Ordinance, and shall be deemed to constitute typographical errors which may hereafter be corrected by City Staff. 5 2227 SECTION 10. This Ordinance shall become effective on the thirty-first (3151) day following its adoption. SECTION 11. Severabilitv. If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this Ordinance, or any part thereof is for any reason held to be unconstiturional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases may be declared unconstitutional or otherwise invalid. SECTION 12. The City Clerk shall certify the adoption of this Ordinance and shall cause a copy of same to be published in the official newspaper of said City within fifteen (15) days after its adoprion. Passed, approved and adopted this lst day of MaY , 2007. 6Sl MICKEY SEGAL Mayor of the City of Arcadia ATTEST: ISJ JAI~ES H. ~1RROVVS City Clerk APPROVED AS TO FOR1b1: ~~~ ~- ~~~ Stephen P. Deitsch City Attorney 6 2227 EXHIBIT "A" FINDINGS OF CONSISTENCY WITH THE GENERAL PLAN FOR THE SHOPS AT SANTA AIVITA PARK SPECIFIC PLAN (SP OS-Ol); ZONING TEXT AMENDMENT AND ZONE CHANGE FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04); AND DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA ANITA ASSOCIATES, LLC, ALL WITH RESPECT TO THE SHOPS AT SANTA AIVITA PARK. PREFATORY NOTE: Reference is made throughout this document to the "Project". For purposes of these Findings, the "Pro~ect is a co ective re erence to the "Shops at Santa Anita Park Specific Plan ProjecY' and includes the development allowed by each of the following land use entitlements. - Shops at Santa Anita Park Specific Plan (SP OS-O1) ("Specific Plan"); - Zoning Text Amendment and Zone Change of Land within the Specific Plan Area from "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04) (collectively, "Zoning Amendments"); and - Development Agreement between the City of Arcadia and Santa Anita Associates, LLC ("Development Agreement").~ It is noted that in order for the City Council to approve each of the above land use enritlements, the Council must find that each is consistent with the General Plan of the City of Arcadia, as amended. Because the findings of General Plan consistency for the collective Project are fundamentally the same as they would be for each individual land use entitlement, for the sake of simplicity the General Plan consistency findings have been consolidated into one single document, which is attached to and incorporated by reference into the findings for each individual land use entitlement for the Project. These fmdings demonstrate that the Project is consistent with the applicable goals, strategies and standards of the General Plan. The Courts in Sequovah Hills Homeowners Assn. v City of Oakland (1993) 23 Cal.App.4`h 704, 712, 717 and Greenbaum v. Citv of Los Aneeles (1984) 153 Cal. App3d 391, 406-407 recognized that no project could completely satisfy every single policy or standard stated in a general plan, and that State law imposes no such requirement. Rather, a ' The Developer also seeks a General Plan Amendment (GPA 05-01) to develop the Project. These consistency findings are included directly within the Resolution approving the General Plan Amendment, (Resolution No. 6565) and are not specifically referenced here. ~ 2227 general plan is a document that tries to accommodate a wide range of competing interests, including those of developers, neighboring homeowners, prospecrive homebuyers, environmentalists, curient and prospective business owners, jobseekers, taxpayers, and providers and recipients of all types of city-provided services. Therefore, as noted in Napa Citizens for Honest Government v. Na~a County Board of Supervisors (2001) 91 Cal. App.4th 342, 379-380, a project will nevertheless be deemed consistent with the general plan, if considering all its aspects, it is compatible with and will not frustrate the general plan's goals and policies, even if it does not satisfy each and every provision of the general pian to the letter. These findings will address General Plan consistency in the order of the Chapters contained in the General Plan: Community Development ("CD") (General Plan, Chapter 2); Municipal Facilities and Services ("FS") (General Plan, Chapter 3); Environmental Resources ("ER") (General Plan, Chapter 4); Environmental Hazards ("EH") (General Plan, Chapter 5); and the City of Arcadia Housing Element (Separate Document from General Plan, adopted in 2005). While the General Plan also contains a Chapter 6, titled "Implementation and Monitoring Programs", this Chapter implements each of the Chapters/Elements stated above and reference is made to the standards contained in Chapter 6 throughout this Document.2 Further, these Findings also reference the analysis contained in the Draft Environmental Impact Report that was prepared for the Project, where appropriate and cite the pages in that document where evidence in support of these findings can be fourid. For purposes of citation references, the following abbreviarions have the following meanings: - GPS - General Plan Strategy(ies) (planning strategies outlined in Chapters 2 through 5 of the General Plan) - Standard(s) - General Plan Urban Design Performance Standard(s) (design and development standards outlined in Chapter 6 of the General Plan that implement the goals and strategies set forth in Chapters 2 through 5 of the General Plan) - Draft EIR - Draft Environmental Impact Report prepared for the Project under the California Environmental Quality Act. 2 The General Plan also contains Chapter 1, which is an introductory chapter that contains no additional goals, strategies or sfandards that are not already addressed in the other chapters. Therefore, these Findings contain no further discussion with respect to Chapter 1. 8 2227 GENERAL PLAN CONSISTENCY FINDINGS: I. Communitv Develonment ("CD") Chaater: with the goals, objectives and strategies of the Chapter of the General Plan, as amended, a: development standards that implement that ( reasons: The Project is consistent Community Development well as the design and iapter for the following A. Economic Vitality of the Santa Anita Park Racetrack. One of the primary goals articulated in the General Plan is the continued economic vitality of the Santa Anita Park Racetrack (the "Park" or "Racetrack") through development of compatible commercial uses. To accomplish this goal, the General Plan has, since the 1996 Update, envisioned the redevelopment of the southem parking lot from surplus parking space into a mixture of commercial uses of "urban intensity" to provide a regional attraction that will draw visitors to the Park and sunounding areas. Addirionally, the General Plan aclrnowledges that the Park and neighboring Westfield Mall are currently sepazated by fencing and other barriers. The General Plan envisions the development of "functional linkages" between the properties so that patrons of the Mall, Racetrack and Project may walk, bicycle or drive between the properties so that patrons may more freely move between the properties without using the extemal public roadway system, increasing cross-patronage of each location while reducing traffic impacts. The Project will be subject to special design standards that recognize the unique characteristics and needs of this azea, as opposed to the more general zoning and development regulations contained in the "R-1" and "S-1" zoning designations. The Specific Plan, Zoning Amendments, Development Agreement and Architectural Design Review, along with their corresponding conditions of approval and mitigation measures, will provide additional development guidelines consistent with the goals and objectives of the General Plan outlined above, and will ensure proper and diversified type, location, architecture, massing, color, and texture of uses and improvements that will complement both existing uses on the Site and surrounding uses. While the General Plan also emphasizes Arcadia's identity as a"community of homes" and endeavors to protect the integrity and quality of existing residential neighborhoods, the Project proposes to redevelop an exisring commercial parking lot upon which no residenrial uses currently exist (although a portion of the Project Site is zoned "R-1"). Further, as indicated above, the land use entitlements, conditions of approval, and mitigation measures for the Project will ensure that the 9 2227 Project is compatible in style and scale with the existing primarily residential nature of the community. For example, no large retaining walls are proposed or permitted for the Project. Any outdoor storage areas, loading areas, mechanical equipment areas, as well as exposed structural and mechanical elements will be screened from public view with appropriate enclosures, architecture or landscaping. The Project will also be required to maintain appropriate setbacks and buffer distance from neighboring residential uses to ensure compatibility with adjacent neighborhoods and land uses. (GPS CD-1, CD-4 through CD-6, CD-21 through CD-22; Standards #1, 2, 4, 8-13, 17; Draft EIR, Sect. 4.8, pgs. 35-36, 40-44, 83-86, 88-90) B. Maintain the Economic and Social Vitality of the Community. The General Plan sets the following Community Development goals: 1. To provide for the retail and commercial service needs of Arcadia residents. 2. To provide appropriate opportunities for employment generating office uses consistent with the overall chazacter of the community. 3. To reserve adequate land for public and quasi-public services, and to create physical places for Arcadia residents to interact and exchange ideas, and promote the development of a municipal auditorium or performing arts center. 4. To ensure an adequate supply of lands which can generate a municipal revenue stream for the City to continue providing residents high quality services. As indicated above, the Project will provide for the redevelopment of the southern parking lot at the Santa Anita Park into a mixture of commercial uses of "urban intensity" that will significantly expand the retail and commercial opportunities for both residents and visitors to the Park and surrounding areas. The Project would develop approximately 25,000 additional square feet of office uses. Although intended for occupancy by Arcadia Unified School District Employees, this office use would not preclude other employrnent-generaring office projects within the City. Therefore, the Project would not be in conflict with the General Plan. The Project would not remove land previously allocated for public facilities or prohibit redevelopment of these types of uses on other sites. Further, the Project includes open plazas, pedestrian networks, eating areas, and 8.9 total acres of open la 2zz~ space (7.5 acres of open space area including a 3.5 acre water feature located to the south of the project and a 1.4 acre landscaped open space area linking the existing Paddock Gardens with the proposed new commercial, retail and office center), as well as providing functional linkages between the Westfield Mall, the Project and the Racetrack. Addirionally the Project would provide a space for community performing arts, school productions, and local organizarion meetings, with a seating capacity of approximately 400. All of these amenities will contribute to a vibrant day and evening environment within which Arcadia citizens may interact. The Project will serve as a diverse trade area with a mix of fashion retailers, restaurants, and shops, catering to upscale sophisticated patrons in the City and the surrounding area. Total sales from the Project are estimated to exceed $300 Million per year, generating substantial ta~c revenue for the City, while also providing significant employment opportunities within the City (estimated at 1,300 permanent jobs). For these reasons, the Specific Plan, Zoning Amendments and Development Agreement adopted for the Project are consistent with the above-referenced Community Development goals. (GPS CD-3 and CD-16b; Draft EIR, Sect. 4.8, pgs. 41-43) C. Architectural Compatibility with the Racetrack Grandstand. The General Plan contains several approaches for development of the Project Site to maintain architectural compatibility with the existing historical Racetrack Grandstand and to preserve important community views of the Grandstand. However, the General Plan also acknowledges that development to the south of the Grandstand will not be able to preserve unobstructed views of the entire Grandstand structure. Therefore, the General Plan emphasizes that the Grandstand remain "recognizable from key locations along the perimeter of the Racetrack", including the views travelers get from Huntington Drive/Colorado Place, directly east of the Racetrack, as well as views of the unique architecture of the southerly Grandstand face. (General Plan, pgs. 2-17 through 2-19) As such, the Generai Plan requires any new commercial buildings and structures to respect these views and that the Grandstand remain "recognizable". However, no provision of the General Plan mandates that views of the Grandstand be maintained from any particular location in perpetuity. The Project is consistent with the General Plan, as amended, in that it continues to emphasize maintaining the visibility of the Grandstand from Huntington Drive/Colorado Place and Huntington Drive/Centennial Way. The Project will retain all historical vehicular access points and would provide for pedestrian access points to the Project. Entryways will be improved with decorative walkways, landscaping and signage to 11 zzz~ create a sense of place for visitors. Fencing and walls will be limited in the Project and will be decorative, appropriately transparent, and employ materials, colors and textures that minimize graffiti, glare, heat and reflection. (Standard #6; Draft EIR, Sect. 4.8, pg. 87) Although the Project proposes to remove some of the previous views of the Grandstand, it would ulrimately result in increased overall opporiunities for individuals to have "up close" experiences in viewing the Grandstand, ensuring the Grandstand's `Yecognizability" as called for in the General Plan, balanced against the competing General Plan policy of redeveloping the southern parking lot into a viable commercial project. Further, the Project is designed with a"Main StreeY' concept at a human scale, with varied architecture that is intended to complement the Grandstand's architecture rather than to clash with or obscure it. Additionally, the Project will enhance the economic vitality of Racetrack operations. (GPS CD- 16c; Standards #3, 5 and 6; Draft EIR, Sect. 4.8, pgs. 38-39, 44, 85-87) Lighting will be designed to be warm and pedestrian friendly. It will be designed to minimize glare and spillage onto adjacent properties. A project requirement is included to ensure that lighting will be screened to minimize illuminarion into the surrounding areas and to minimize glare or interference with vehicular lighring. (Standard #7; Draft EIR, Sect. 4.8, pgs. 87-88) D. Open Space and Parks. The General Plan contains policies for preserving the integrity and viability of existing open space areas, as well as providing a system of active and passive parks and open spaces of sufficient size and in appropriate locations to serve the needs of residents of all ages. The Project will not remove any open space. Rather, it will add 7.5 acres of open space, including a 3.5 acre water feature at the southern end of the Project site and a 1.4 acre landscaped open space area in the northern portion of the Project adjacent to the Paddock Gardens, ail of which will be accessible to the public. Further, the water feature will be dedicated for passive use only. There will be no swimming, bathing, wading, boaring or fishing in the water feature. The City's existing system of parks and recreational facilities is adequate to serve the Project beyond the open space to be provided. Additionally, all new landscaping shall relate to the overall Site Plan in order to enhance the structures and soften its effect upon the neighborhood, protect views, and protect it from sun and wind. (GPS CD-29 and FS-31; Standard #17; Draft EIR Sect. 4.8, pgs. 45, 51, 65 and 90) II. Municiaal Facilities and Services ("FS"1 Chaater: The Project is consistent with the goals, objectives and strategies of the Municipal Facilities and Services Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: 12 zzz~ A. Transportation System and Traffic Impacts. One of the goals articulated in the General Plan is to maintain a transportation system that maximizes freedom and safety of movement, balances mobility and cost efficiency of maintenance, as well as reducing traffic impacts on neighborhood streets. The Project Developer has conducted a Traffic Impact Analysis of traffic pattems that would result from the Project. The Project would be managed through specific mitigarion measures that would help maintain roadway performance objectives to the extent feasible, which include the construction of local traffic improvements as well as assisting in the implementation of subregional transportation improvement programs. Among the improvements identified are: l. Physical improvements to public roads and intersections in the vicinity of the Project, 2. Construcrion of internal circulation roads and accessways that will facilitate movement of vehicles and pedestrians between the Racetrack, the Project and the Westfield Mall, without requiring movement on public streets and rights-of-way, 3. Establislunent and operarion of a shuttle service to and from the nearest Metro "Gold Line" station, 4. Incorporarion of additional bus stops intemal to the Project Site, 5. Establishment of a neighborhood Traffic Management Plan, and 6. Certain bonding and funding for anticipated traffic improvements to offset other traffic impacts. Along these same lines, General Plan Strategies FS-1, FS-2 and FS-3 set the goal of maintaining public roadway operations at better than Level of Service ("LOS") "D" during non-racing season, LOS "E" during racing season for all race- related traffic, and LOS "C" on local residential streets. However, by Resolution 6493 (adopted by the City Council in 2005) although these are intended to be desirable goals, they have been interpreted by the City Council to be non- mandatory elements. The Council has deternuned that no single goal or strategy in the General Plan is intended to prevent development that is otherwise in harmony with and in furtherance of the General Plan. Further, the Council has determined that where LOS goals have already been exceeded, compliance with the City's Transportation Master Plan will constitute compliance with the General Plan. There are several intersections in the vicinity that currently exceed LOS "D" and it is established practice to approve development projects that may result in incremental decreases in LOS so long as the development is otherwise in harmony with the General Plan. Through incorporation of the traffic mitigarion measures 13 Z227 described above, the Project would be consistent with the Transportation Master Plan and, as such, would be consistent with the General Plan. (GPS FS-1 through FS-3; Standard #19; Draft EIR, Sect. 4.8, pgs. 51-55, 91) Finally, it is anricipated that the Project will not require additional hours of manual traffic control during the racing season. However, if the City determines that such addirional manual traffic control is necessary, the Project Developer will be required to participate in manual control to offset the added impact. (GPS FS-9 and ER-8; Draft EIR, Sect. 4.8, pgs. 56, 67) B. Maintaining Service and Facility Standards and Sharing of Costs. Another goal of the General Plan is to maintain municipal service and facility performance standards for existing and future development, realize cost efficiencies and to achieve an equitable sharing of the cost of municipal services and facilities. 1. Traffic. The Project Developer has analyzed the potenrial traffic impacts and the Project will incorporate or contribute to various mitigation measures in order to minimize impacts, both within the City of Arcadia and in surrounding communities, as more particularly discussed in the Section II(A) above and in Resolution No. 6564 adopting CEQA findings for the Project. Where the City of Arcadia has no jurisdicrion over certain mitigation measures, the City's policy is to wark with outside communities to mitigate such impacts. Further, the Project, with mitigation, is consistent with the Congestion Management Program and Regional Transportation Plan requirements. (GPS FS-1 through FS-4, FS-6 through FS-10 through FS-12, FS-15 and FS-16; Standard #20; Draft EIR, Sect. 4.8, pgs. 51-60, 91) 2. Fire and Emergency Response. T'he Project will be adequately served by Fire Starion No. 106. The Project will incorporate appropriate emergency access measures, smoke alarms, fire extinguishers, hydrant pressure and spacing, adequate fire flows and safety features required by State law and the Arcadia Municipal Code. Further, Arcadia Fire Deparhnent personnel were consulted in connection with review of the Project. (GPS FS-17, FS-27 and FS-28; Standards #24-26, 30; Draft EIR, Sect. 4.8, pgs. 51-62, 64, 92, 94) 3. Police Response/Crime Prevention. The Project will provide a private security force for the proposed "SP-CE" Zone that would be integrated into the existing private security force at the Racetrack. Prior to the issuance of the first building permit for the first retail building, a Master Security and Access Plan shall be submitted to the Fire Chief 14 zzZ7 and/or Police Chief for review and approval that would outline al] security operations during construction and operation of the Project, both current and anticipated, as well as protocols by which the security force will interface with the Arcadia Police Deparhnent. The Project will also make provision for Arcadia police officer workspace adjacent to or in connection with a planned private security office at the Project. Finally, the Project will incorporate "defensible space" design features to discourage theft and other criminal activity at the Project. (GPS FS-17, FS-22 through FS-24; Standazds #27-29; Draft EIR, Sect. 4.8, pgs. 51-64, 92-93) 4. Utility Supply/Infrastructure. The needs of the Project have been analyzed and exisring utility facilities serving the Project Site are anticipated to be sufficient to serve the demand of the Project. If necessary, the Project will be required to upgrade utility infrastructure to provide adequate services, such as potential expansion of water, sewer, solid waste, electricity, natural gas, telephone and cable infrastructure in order to equitably share the cost of increased municipal utiliries/services serving the Project. (GPS FS-17; Draft EIR, Chap 4.8, pgs. 51-61) 5. Development Impact Fees. The Project will be required to pay a Traffic Impact Fee pursuant to the Development Agreement. (See Exhibit "D" of Development Agreement) 6. Added Tax Revenue to Fund Municipal Services. Finally, the Project is anticipated to generate addirional sales and property taac revenues that could be used by the City of Arcadia to fund addirional infrastruchzre improvements, purchase additional equipment, as well as to hire additional personnel that may be required to offset impacts due to the Project. This is consistent with the General Plan, as amended, in that the Project will "pay its own way" and municipal services impacts will be minimized to the extent feasible. (Draft EIR, Sect. 4.8, pgs. 47-51) C. Maintaining Emergencv and Disaster Resnonse Preparedness. Another goal of the General Plan is to maintain a system of emergency and disaster response preparedness that will save lives, protect property, and facilitate recovery with a minimum of social disruprion following minor emergencies, as well as after major catastrophic events. The Santa Anita Park has adopted an Emergency Action and Evacuation Plan (revised January 2005) to ensure adequate preparedness with rapid and appropriate response to emergency situations (i.e.: fire, explosion, hazardous materials release, medical emergencies, bomb threats, etc.) The Plan is in compliance with California law. The Project would not ls zzz~ prohibit areas of the Project Site from being used as an evacuation center. Further, prior to issuance of building permits for the Project, the Developer will be required to submit to the City of Arcadia an Emergency Evacuation/Management Plan for the entire Specific Plan Area that will be integrated into the existing Santa Anita Park Emergency Action and Evacuation Plan, as well as with the City of Arcadia's 2004 Natural Hazard Mitigation Plan. (Draft EIR, Sect. 4.8, pg. 50) III. Environmental Resources ("ER") Chauter: The Project is consistent with the goals, objectives and strategies of the Environmental Resources Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Air Quality. One of the goals articulated in the General Plan is to achieve air quality conducive to good health and enjoyment of the area's climate and to assist in attaining Federal and State air quality standards. The Project Site has historically been designated as a commercial area under the General Plan and, since the 1996 Update, has been eannarked for redevelopment into a commercial and entertainment-oriented venue of "urban intensit}~'. Given this fact, the Air Quality Management Plan ("AQMP") included commercial growth of the Site within its projections. Therefore, the Project does not jeopardize attainment of the air quality levels identified in the AQMP, even if they exceed the SCAQMD's recommended daily emissions thresholds. The Project would be required to comply with City regularions that implement the AQMP which are geared toward reducing pollutant emissions. Further, as oudined in Section II(A) above, the Project would incorporate various traffic mirigation measures that would reduce vehicle trips and encourage use of public transportation, thereby reducing vehicle air pollurion. (Draft EIR, Sect. 4.8, pgs. 65-66) B. Ener~y Resources. Another goal articulated in the General Plan is to ensure retenrion and proper stewardship of energy resources located witl~in the City. The General Plan requires that all new large commercial development meet or exceed state and local energy conservation requirements, promote installation of heat recovery and co-generation faciliries where feasible, and promote innovative building, site design and orientation techniques which minimize energy use to the extentfeasible. All buildings within the Project will comply with the energy efficiency standazds under Title 24 of the California Code of Regulations. However, it is not feasible to develop heat recovery or co-generation facilities at this location due to prohibirive cost and given the fact that the Project is principally retail in nature. 16 2227 The Project is designed to contain a varied collection of open-air plazas and pedeslrian areas, as weli as landscaped areas that would maximize solar gain and minimize heat-reflective surfaces. Further, the Project Developer will cooperate with SCE and the Gas Company on available energy conservation demonstration projects where feasible. (GPS ER-23, ER-26 and ER-27; Standards #34-35; Draft EIR, Sect. 4.8, pgs. 68-69, 95-96) The General Plan also seeks to facilitate the provision of energy efficient modes of transportarion. As more specifically set forth above, the Project is a pedestrian-oriented development which would encourage the use of walking and public transportation. (GPS ER-28; Draft EIR, Sect. 4.8, pg. 69) C. Water Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of water resources located within the City. The Project would incorporate various water conservation measures, such as low- flow plumbing fixtures and drip imgation. (GPS ER-37 and ER-42; Draft EIR, Sect. 4.8, pgs. 72-73) Further, the Project will be required to comply with all NPDES, SWPPP, SUSMP, the City of Arcadia's Water Conservation Plan (A.M.C. Section 7553.0) and various other water discharge mitigation measures consistent with those requirements, all of which prohibit violation of water quality standards. (GPS ER- 31; Standard #36; Draft EIR, Sect. 4.8, pgs. 69-70, 96) The Project will not contribute to a change that would result in any violarion of the waste discharge requirements associated with the Racetrack. (GPS ER-32; Draft EIR, Sect. 4.8, pg. 70) The Project would also increase the amount of pervious surfaces to allow percolation of storm water into the ground. The area where the commercial entertainment project will occur is currently a 100% impervious parking lot. The Project would reduce surface lot hardscape area, add an approximately 7.5 acre open space area to the south side of the Project Site, of which 3.5 acres would be a water feature and four acres would be pervious landscaping. Further, the Project would develop 1.4 acres of open space to the north around the Paddock Gardens. The Project would also add buffer and other landscaping as well as a meandering sidewalk. Stormwater runoff would be filtered in accordance with NPDES requirements prior to discharge into the Arcadia Wash. (GPS ER-33, ER-35, ER- 36, ER-41 and ER-43; Standards #42 and 43; Draft EIR, Sect. 4.8, pgs. 70-73, 98- 99) The Project would also incorporate water-conserving landscaping to reduce water usage. (GPS ER-37; Draft EIR, Sect. 4.8, pg. 72) D. Cultural Resources. Another goal articulated in the General Pian is to ensure retention and proper stewardship of cultural resources located within the » 2zz~ City. Building faqades would be individualized to reflect a variety of architectural styles designed to evoke the architecture and cultural history of horse racing, while also preserving views of the Grandstand. Further, as noted above, the project would help to revitalize the existing Racetrack and surrounding areas, preserving a central cultural feature of the City of Arcadia. (Draft EIR, Sect. 4.8, pgs. 66-67) (GPS ER-49; Draft EIR, Sect. 4.8, pgs. 73-74) The Santa Anita Park Historic District has been deternuned eligible as a National historical landmark and is currently a Califomia state landmark. The Project would not result in the delisring or loss of eligibility of the District on the National or Califomia Register. (GPS ER-54; Draft EIR, Sect. 4.8, pg. 74) Although the Project Site is located within an area that may contain a portion of the Gabrielino prehistoric village, mitigation measures will be in place to ensure that any earth-disturbing acrivities are supervised by a qualified archeologist to idenrify any on-site archeological resources and, if the resources are significant, the archeologist will take appropriate measures to ensure that the scientific information that could be provided from these resources is not lost. (GPS ER-55 and ER-57; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 74-75, 97-98) With respect to geological or paleontological resources, none are known to exist on the Project Site. However, if paleontological resources are discovered, mitigation measures are in place that would require the retention of a qualified paleontologist to assess any finds and provide appropriate treatment. (GPS ER-55, ER-56 and ER-58; Standazds #37-39; Draft EIR, Sect. 4.8, pgs. 75, 97-98) E. Biological and Mineral Resources. A goal articulated in the General Plan is to ensure retention and proper stewardship of biological and mineral resources located within the City. However, with respect to biological, habitat, riparian or mineral resources, no such resources would be significantly impacted by the Project. (Standards #31-33; Draft EIR, Sect. 4.8, pgs. 66, 94-95) F. Mixed-Use Development. The General Plan also sets the goal of encouraging mixed-use development, where appropriate, in order to allow employees the opportunity to live and work at the same location. While the Project will not develop residential uses, it will include a mix of commercial, retail and office uses that would provide employment opporiunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) G. Waste Recycline. The General Plan also sets the goal of facilitating the City's Source Reduction and Recycling Chapter. The Project will comply with all City of Arcadia standards. (GPS ER-16; Draft EIR, Sect. 4.8, pg. 68) ls 22z~ IV. Environmental Hazards ("EH") Chaater: The Project is consistent with the goals, objectives and strategies of the Environmental Hazards Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Seismic Safetv. One of the goals articulated in the General Plan is to incorporate adequate mirigation measures to achieve an acceptable risk from potential seismic hazards. While the Project is located in the Alquist-Priolo zone and would be subject to ground rupture, the Project will comply with al] seismic safety regulations under the Arcadia Municipal Code and California Building Code to achieve an acceptable level of seismic risk. (GPS EH-1; Standards #40 and 41; Draft EIR, Sect. 4.8, pgs. 76, 79, 98) B. Floodin~. Another goal articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potential flooding hazards. The SP CE zoned area is not located within the Morris Jones Inundation Zone or in the Santa Anita Dam Flood Hazard Zone. Further, the Developer will prepare an emergency evacuation/management plan for the Project, as mare particularly referenced in Section II(C) above. The Project would also be designed to direct surface runoff away from the water feature, reducing the potential for flooding thereby. (GPS EH-9; Draft EIR, Sect. 4.8, pg. 79) C. Noise. Another goal articulated in the General Plan is to ensure that noise-sensitive land uses and noise generators are located and designed in such a manner so that (1) adverse noise effects of the Project are avoided on adjacent uses and (2) adverse noise effects of adjacent uses are avoided on the Project. A detailed noise analysis was prepared for the Project, which is referenced in the Draft EIR, Section 4.9. With respect to non-traffic noise, the Report concluded that either the Project would not generate operational noise in violation of the above standards or that noise-sensitive uses and noise generators will be designed in a way to reduce noise to below a level of significance (i.e.: rooftop HVAC equipment). Therefore, the objectives for non-traffic operational noise of the General Plan would be met. (GPS EH-13 through EH-15, EH-17 through EH-19; Standards #44, 45, 47, 48 and 50; Draft EIR, Sect. 4.8, pgs. 80-81, 98-102; Draft EIR, Sect. 4.9) In September, 2006, the City Council amended Performance Standard #44 of the General Plan to remove thresholds related to traffic noise citywide that are already exceeded by existing condirions and do not reflect an accurate measure of an individual project's impacts. The Project has addressed this change to the General Plan. 19 2227 With respect to traffic noise, certain noise thresholds may be exceeded in the vicinity. However, noise levels are already being exceeded on most of the roadways surrounding the Project Site. As indicated in Section II(A)above with respect to traffic impacts, the General Plan does not require strict adherence to a particular standard if a project is otherwise consistent with the General Plan. Therefore, the Project is consistent with the General Plan for this purpose. (Draft EIR, Sect. 4.8, pgs. 77-78). D. Hazardous Waste. Another goal articulated in the General Plan is to ensure that all commercial, office and industrial uses wittun the City adhere to both the City's and the Los Angeles County Hazardous Waste Management Plan, as well as the most current amendments to Califomia Code of Regulations, Title 22. All retail, office and commercial businesses within the Project will be required to comply with the City's and County's Plans, Cal-OSHA requirements, the Hazardous Materials Management Act, Title 22, and other applicable State and local requirements. Further, no hazardous materials other than routine cleaning compounds and possibly propane would be urilized in the Project, which would not present a significant risk of injury or harm to the environmental or the community through upset or accident. (GPS EH-21 and EH-23; Standard #52; Draft EIR, Sect. 4.8, pgs. 78-79, 81-82, 103) Also, as required by the General Plan, a Phase I environmental assessment was also completed on the Project Site, as well as a geotechnical analysis to deternune the presence of hazardous substances on the Site. (Standard #53; Draft EIR, Sect. 4.8, pg. 103). V. Housin~ Element: The Project is consistent with the goals, objectives and strategies of the Housing Element of the General Plan, as ameuded, as well as the design and development standards that implement that Chapter for the following reasons: The General Plan sets the goal of providing adequate sites to meet Arcadia's share of regional housing needs by accommodating 461 new dwelling units from 1998 through 2005, including adequate numbers of affordable housing. However, the Project does not provide for any residential units, since the Project Site has historically been designated in the General Plan as commercial and horse racing (although a portion of the Project Site is zoned "R-1"). The General Plan Housing Element idenrifies seven potential sites within the City for affordable housing, none of which include the Project Site. Therefore, while the Project will not provide any housing, it will not preclude the inclusion of housing in other azeas of the City. Therefore, it is consistent with and will not conflict with the Housing 2o zzz~ _' ~ 0 ~o ~ e a~ z ~>~ >~ ~ ~~~~~ ~~ ~m W ~ ,~~~~~~'~~ ~~ ~m~~~ J ~~~~~ ~ s ~ ~~~~~~~~~~ ~~~~~~~~~~~ ~p~~ ~ ~~a~a~d3~3~*~o~~=~s°~~~ ~~~ ~ ~ ~ ~ o ~ • g , ^ ,. ~ ~ f_ ~~ _ ~ ~_ o ~ - i ~ a~~ z~~ 1. ~ `' .,~ti\ ,~' ~ ~ z y 0 Z ~ ~ ~ ~~ ~ ~~ ~ : ~~ ~~ ~ 0 8 N ~ (L ~ ~ ~~U~~I~~'~`(~~L =l~U~~~U~l~'UIJ'L1U~UIJ~L~U~I~LJ~o~L ' i~ ' ~ a ~ ~ z ~ o a o 1 • ~ I °z u"~ ~ ~ I ~ o I m (~' - ~~~ . ~ ~~ a a-- `' ~~g~ ~ i. 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C..7.Yf.~...~...~. ~'ii'r:;ri{i+iiiitii~i.iian ~i:•i'•:X:'•:•:•}:•:•:•:•:•:•::•?:•:•::•:•'}::•i:•:•:•:•;"• ~ wm::-n::::r:::ex::.:.~::: :::•::: ::•:.~ :::::::::::::. ............................................. _ _ _ ~ ' :'::: .:.'.'.::': .,.; :'.~.':. I ~ f~ n•ii~uAwNiu~;i: ~~iiii:~Ev{~i:il~i'_: ~i•'~: ^~ •.~'~-..~i4 ~~{~i: i?~i:i:z~:•::}:~:•'•r:~:•}:•::: i~:~::;'~'~:}: ~;';:~ ~::;;'j}:: ~. ~ ~ , '~!ii?::e:~ii:C~~'''::i:~~:i;lei..~:•i'}:•}:~:Cti:::}:~}::'r::i}:•'r::}::}:{:}} .•' ~ ~ , ' "gi;:~i::"~~:5i!~~=:;~ii5c~:~:{:'r?:~~}i}ii?}:~j:~i:~:~ii}}' '.'.' N . `~ .__ _ _ _ ~ - _ _ - ~ ..., .....:.`•.i: i:i:i¢: ~ :' ~i ' ' '_S~i:j:--:y}yi}-ia;:.,~ ~ :ij {;:;i_ ~~ ~~'~':: 1~. ~ I ~ .` ~ O .. ~ ..,,~ ~ . ~ ~ ~! 1 I ~v _ _ a, .• '-~ __. ~-~ ~ . Q ~ ~l I ~ _ STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Ordinance No. 2227 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a regular meeting of said Council held on the 1 st day of May, 2007 and that said Ordinance was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Sega1 NOES: None ABSENT: None ~l J~IIA~S H. ~ARRO~iS City Clerk of the City of Arcadia 23 2227 ORDINANCE NO. 2228 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORIVIA, APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA AIVITA ASSOCIATES, LLC, PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864 ET SEQ. WHEREAS, the City of Arcadia ("City") has found that development agreements will strengthen the public planning process, encourage private participation in comprehensive planning by providing a greater degree of certainty in that process, reduce the economic costs of development, allow for the orderly planning of public improvements and services, allocate costs to achieve maximum utilizarion of public and private resources in the development process, and ensure that appropriate measures to enhance and protect the environment are achieved; and WHEREAS, pursuant to California Government Code Section 65864 et seq., the City of Arcadia is authorized to enter into development agreements providing for the development of land under terms and conditions set forth therein; and WHEREAS, Santa Anita Associates, LLC ("Developer") proposes to redevelop approximately 304 acres of land located in the City of Arcadia, more particularly described in Exhibit "A", attached hereto and incorporated herein by reference ("Project Site"), for a mix of commercial, horse racing, and recreational uses on the Project Site in accordance with the Specific Plan, more commonly lmown as the "Shops at Santa Anita Specific Plan ProjecY' ("Project"); and WHEREAS, the City has approved the "Shops at Santa Anita Park Specific Plan" (the "Specific Plan") and the related General Plan Amendment, Zone Change 1 2228 and Architectural Design Package to provide for the orderly growth and quality development of the Project in accordance with the General Plan; and WHEREAS, because of the logisrics, magnitude of the expenditure and considerable lead time prerequisite to planning and developing the Project, the Developer has proposed to enter into a'development agreement concerning the Project ("Development AgreemenY') to provide assurances that the Project can proceed without disruption caused by a change in the City's planning policies and requirements except as provided in the Development Agreement, which assurance will thereby reduce the actual or perceived risk of plannnig for and proceeding with development of the Project; and WHEREAS, the City desires the timely, efficient, orderly and proper development of the Project in furtherance of the goals of the General Plan and the Specific Plan; and WHEREAS, the City Council has, for the reasons set forth in attached Exhibit "B", found that this Development Agreement is consistent with the City's General Plan; and WHEREAS, the City Council has found that this Development Agreement is consistent with the Specific Plan because it implements and facilitates the development the Project in the way and subject to the land use regulations called far in the Specific Plan. Further, the Development Agreement will remain subject to the regulations contained in the Specific Plan; and WHEREAS, the City Council has found that this Development Agreement is consistent with the regularions prescribed for the zoning in which the real property is located. Much of the zoning regulations prescribed for the Project Site merely incorporate the regulations of the Specific Plan through adding a Specific Plan Z 2228 designarion into the Arcadia Municipal Code. To the extent that the zoning has been changed, this is intended to redesignate land uses witMn the Project Sitein such a way to facilitate development of the Project in the way called for in the Specific Plan. Therefore, the Development AgreemenYs consistency with the Specific Plan renders it consistent with the zoning regulations of the Project Site, as well; and WHEREAS, the City Council has found that this Development Agreement is in confornuty with public convenience, general welfare and good land use practice. The General Plan has articulated the City's vision of what kind of project will serve the public convenience, and general welfare for future development of the Project Site. A project of the type set forth in the Specific Plan implements those General Plan policies and goals and the Development Agreement implements the Specific Plan. As such, the Development Agreement set forth in this Ordinance demonstrates good land use pracrice of the City, consistent with the City's General Plan and Specific Plan. WHEREAS, for the same reasons articulated above, the Development Agreement will be beneficial to the health, safety and general welfare of the City. The Development Agreement will result in the development of a parking lot into new commercial and entertainment amenities, employment opportunities, as well as public ameniries, including without limitation, open air plazas, a community theater, and over 7.5 acres of open space, all to the benefit of the citizens of Arcadia. Furthermore the Development Agreement will provide for a new well site location for the City's water system, a$2,000,000 payment to the City to be used at the City's discrerion and a tenant mix that would be consistent with a first class shopping center that will include upscale tenants; and 3 2228 WHEREAS, the City Council has found that this Development Agreement will not adversely affect the orderly development of property or the preservation of property values. The General Plan establishes the City's goals, policies and objectives that ensure the orderly development of property within the City, as well as preservation of property values. For the reasons set forth above, the Development Agreement is consistent with the General Plan, Specific Plan and zoning of the Project Site which implement the City's standards; and WHEREAS, it is the intent of the City and Developer to establish certain coriditions and requirements related to review and development of the Project which are or will be the subject of subsequent development applications and land use entitlements for the Project; and WHEREAS, the City and Developer have reached mutual agreement, and desire to voluntarily enter into the Development Agreement to facilitate development of the Project subject to condirions and requirements set forth therein; and WHEREAS, the terms and conditions of the Development Agreement have undergone review by the City Council at a publicly noriced hearing and have been found to be fair, just and reasonable, and consistent with the General Plan and Specific Plan; and WHEREAS, an Environmental Impact Report (State Clearinghouse #2005031131) ("EIR") addressing the Project that is the subject of the Development Agreement has been prepared and adopted by the City Council in accordance with the provisions of the California Environmental Quality Act; and WHEREAS, on March 19, 2007, a duly noticed public hearing was held before the Planning Commission on the proposed Development Agreement, along 4 2228 with the other applications identified above, including the Environmental Impact Report ("EIR") for the Project, at which time all interested persons were given full opportunity to be heard and to present evidence; and WHEREAS, after the public hearing, on March 21, 2007 the Planning Commission adopted Resolution No. 1757 recommending to the City Council approval of General Plan Amendment (OS-O1), Specific Plan (OS-O1), Zone Change (OS-04), the Development Agreement and Design Review for the Shops at Santa Anita Park and certification of the EIR, as recommended by the Development Services Department and subject to certain conditions of approval; and WHEREAS, on April 11, 2007, the City Council held a duly noticed public hearing on the Development Agreement; and WHEREAS, the City Council considered the Staff Report, the EIR, all other land use entitlements in connecrion with the Project, all recommendations by staff, all documents contained in the record, and all public testimony and written submissions. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, DOES ORDAIN AS FOLLOWS: SECTION 1. Based on the entire record before the City Council and all written and oral evidence presented to the City Council, the City Council finds this Ordinance promotes the public health, safety and welfare of the community because the Development Agreement will permit land uses that best reflect community needs, and will a11ow for the most efficient and logical development of the real property governed by the Development Agreement in the City; and 5 2228 SECTION 2. Pursuant to California Government Code Section 65867.5(b), and based on the entire record before the City Council, including all written and oral evidence presented to the City Council, the City Council hereby finds that, for the reasons set forth above and more specifically set forth in attached Exhibit "B", which is incorporated herein by reference, the Development Agreement is consistent with the General Plan and the Specific Plan because the Development Agreement will result in the development of the Property at the intensity and density allowed under the General Plan and consistent with the restrictions and standards in the Specific Plan. SECTION 3. Based on the entire record before the City Council and all written and oral evidence presented to the City Council, the City Council finds that: (i) the economic interests of Arcadia citizens and the public health, safety and welfare will be best served by entering into the Development Agreement; (ii) this Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the area in which the Property is located; (iii) the Development Agreement is in conformity with the public convenience, general welfare and good land use practice; (iv) the Development Agreement will not be detrimental to the public health, safety and general welfare; and (v) the Development Agreement will not adversely affect the orderly development or the preservation of property values for the property it governs or any other property. SECTION 4. An Environmental Impact Report ("EIR") (State Clearinghouse No. 200503 1 1 3 1) has been prepared for the proposed Development Agreement in accordance with CEQA and State CEQA Guidelines. SECTION 5. Based upon the EIR, the administrative record, and all written and oral evidence presented to the City Council, the City Council finds that the environmental impacts of the Project and the Development Agreement are 6 2228 either less than significant, can be mitigated to a level of less than significant through implementation of the mitigation monitoring and reporting program outlined in the EIR, or with respect to those environmental impacts of the Project and the Development Agreement that have been found to not be mitigable to a level less than significant, these impacts are identified in the EIR and a Statement of Ovemding Considerations has been adopted by the City Council for those impacts which outlines the economic, social, legal, or technological benefits to the community that outweigh those environmental impacts. As discussed in greater detail in the City Council's Resolution 6564 certifying the EIR for the Project, the City Council finds that the EIR is supported by substantial evidence and that it contains a complete, objective, and accurate reporting of the environmental impacts associated with the Project and the Development Agreement and reflects the independent judgment of the City Council. SECTION 6. The City Council further finds and declares that the Project and the Development Agreement comply with CEQA as set forth in Resolution 6564 for this Project. SECTION 7. Pursuant to California Government Code Sections 65864, et seg., the City Council hereby approves the Development Agreement attached hereto as Exhibit "C". SECTION 8. Any and all references to the Simulcast Center in this Ordinance or in any Exhibits attached hereto shall be deemed to be not a part of this Ordinance, and shall be deemed to consritute typographical errors which may hereafter be corrected by City Staff. SECTION 9. This Ordinance shall become effective on the thirty-first (3151) day following its adoption. ~ 2228 SECTION 10. Severabilitv. If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this Ordinance, or any part thereof is for any reason held to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases may be declared unconstitutional or otherwise invalid. SECTION i l. The City Clerk shall certify the adoption of this Ordinance and shall cause a copy of same to be published in the official newspaper of said City within fifteen (15) days after its adoption. SECTION 12. Recardin~ of Develonment A~reement. Pursuant to Government Code Section 65868.5, within 10 days following the entering into of the Development Agreement, the City Clerk shall record with the Los Angeles County Recorder a copy of the Development Agreement. [SIGNATURES ON NEXT PAGE] 8 2228 Passed, approved and adopted this isc day of May , 2007. ISI MICKEY SEGAL Mayor of the City of Arcadia ATTEST: ~5J J~fS H. BARR~S City Clerk APPROVED AS TO FORM: ~~ ~. ~~~ Stephen P. Deitsch City Attorney 2228 EXHIBIT A RACE TRACK RROPERTY ENTIRE PROPERTY LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE COUNTY OF L05 ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THOSE PORTIONS OF LOTS 1 AND 5 OF TRACT 949, IN THE CITY OF ARCADIA, AS SHOWN ON MAP RECORDED fN BOOK 17 PAGE 13 OF MAPS, IN THE OFFICE OF THE COUNTY .RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF PARCEL MAP NO, 4626, AS SHOWN ON MAP FILED IN BOOK 51 PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SEING A POINT ON THE NORTH LINE OF HUNTINGTON DRIVE, 185.00 FEET IN W.IDTH; THENCE ALONG TFiE EASTERLY AND NORTHEASTERLY BOUNDARY OF SAID PARCEL MAP AS FOLLOWS: NORTH 3°53'00" EAST 475:68 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE EAST AN~ HAVING A RADIUS OF 1200.D0 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 15'31'48" Atd ARC DIS'fANCE QF 325.26 FEET; THENCE TANG~NT TO SAID CURVE NmRTH 19°24'48" EAST 534.43 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE WEST AND HAVING A RADIUS OF 350.00 FEET; THENCE NORTHERLY AND NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 71°22'48" AN ARC DISTANCE OF 438.03 FEET; THENCE TANGEN~'.TO SAID CURVE NORTH 51°58'DO" WEST 873.36 FEET; THENCE CON7'INUING ALONG SAID BOUNDARY OF PARCEL MAP NO. 4626 NORTH 66°58'00" WEST 154,,55 FEET AND NORTH 51°58'DO" WEST 437.83 FEET TO THE MOST NORTHEFtLY CORNER OF SAID PARCEL MAP, BEING A POINT ON THE SOUTHEASTERLY LINE OF BALDWIN AVENUE, 100.00 FEET IN WIDTH, THENCE NORTHEASTERLY ALONG SAID 50UTHEASTERLY LINE ~F BALDWIN AVENUE, AS IT NOW EXISTS, TO THE INTERSECTION WfTH THE WESTERLY PROLONGATION OF THE SOUTHERLY BOUNDARY LINE OF TRACT 15318 AS SHOWN ON MAP R~CORDED IN BOOK 427 PAGES 34 AND 35 OF SAID MAPS, SHOWN THEREON AS HAVING A BEARING OF NORTH 88°57'33" EAST; THENCE NORTH 88°57'33" EAST ALONG SAID SOUTHERLY BOUNDARY LINE TO THE ANGLE POINT IN THE SOUTHERLY LINE OF LOT 38 OF SAID TRACT 15318; THENCE CONTINUING ALONG THE BOUNDARY LINE OF SAID TRACT 15318, AND THE SOUTHEFtLY BOUNDARY LINE OF TRACT 14940 AS SHOWN ON MAP RECORDED IN BOOK 350 PAGES 48 TO 50 INCLUSIVE OF SAID MAPS, NORT EASTERLY CORNER OF TNE SOUTHWESTERLY 30°33'16" EAST 2171.2 COLORADO PLAGE, 80.i BEGINNING OF TANC NORTHEAST AND HA' SOUTHEASTERLY ALC INTERSECTION WITH HUNTINGTON DRIVE, CONCAVE TO THE SO THENCE SOUTHWESTEI 80UTHWESTERLY ALC HIINTINGTnN f]RIVK. , i 68°46'53" EAST 2265.62 FEET TO THE MOST LOl' 81 OF SAID TRACT 14940, BEING A POINT ON LINE OF COLORADO PLACE;, THENCE SOUTH ) FEET ALONG SAID SOUTHWEST LINE OF )0 FEET IN WIDTH, AS IT NOIN EXISTS, TO THE ENT CUR1lE THEREIN, CONCAVE TO THE /ING A RADIUS OF 756.78 FEET; THENCE NG SAID CURVE 554.82 FEET TO THE THE CURVED NORTHWESTERLY LINE OF 30.00 FEET IN WIDTH, SAID CURVE BEING JTHEAST HAVING A RADIUS OF 995.37 FEET; ZLY ALONG SAID CURVE 607.48 FEET; THENCE NG THE NORTHWESTERLY LINE OF SAID ~S IT NOW EXISTS. 2843.30 FEET TO THE BEGINNING OF A TANGENT CURVE THEREIN CONCAVE TO THE NORTHWEST AND HAVING A RADIUS OF 915.20 FEET; THENCE SOUTHWESTERLY AND WESTERLY ALONG SAID CURVE 883.99 FEET; THENCE WESTERLY ALONG THE NORTHERLY LINE OF SAID HUNTINGTON DRIVE, AS IT NOVV EXISTS TO THE POINT OF BEGINNING. l'OGETHER WITH PARCEL 4 OF PARCEL MAP NO. 4626, AS SHOWN ON MAP RECORDED IN BOOK 51, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY EXCEPT THEREFROM THAT PORTION OF S;41D LAND LYING WITHIN PARCEL 1 OF PARCEL MAP N0. 15852, IN THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 179 PAGES 93 AND 94 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEF'T THEREFROM THOSE PORTIONS OF THE ABOVE DESCRIBED PARCEL LYING WITHIN PARCELS 3 AND 4 OF PARCEL MAP NO. 23862, IN THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 281 PAGES 91 THROUGH 95 INCLUSIVE OF PARCEL MAPS, IN THE OFFlCE OF THE COUNTY RECORD~R OF SAID COUNTY. ~ SAID PARCELS ARE SHOWN ON EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. gca :cav~~ cc~ ~~: ~'S ~s~~ &$e /^\~ . ~ ~~ ~ ~~ ~ ~ ~`~4`, r \~ ~' ~~ '~ ~ai~apn% ~,.37~' `\~ K ':--R = ~ ~ ~ ~',~~x 2: ,, i ~~ ry a \~ ~ y p ~~ ~f AI )y n~ •O~iCd \ ; g \ yyP ~y6~' ~ h~ ~ ~ @, 9 i e~ f("t ~Po~ _ - ~' a'.o+y~9 . ~ zY ~ ~ ,~'~ . .e+`.~a ~\~ . P p~ ~a ~1~~ ~\ / ~~, Yi \ ~ `49 8 ~ \ \ ' `~ ~ 94,~'Q ~ ~ e ';~ ~ ~ ~ Sb'Qe~ \~ . ,~~-~~ ~~.~~.~ y~ ~ti .~ ~ ,. „ ~; ~: ~, ~~ ' ~ ~ ~~ag Q~ ~ <„4 ,~aa ~, p ~ . , ~^A.^ `~~s~;Ta` .e,~ ~ H3k' m~„ ~ e K x~~ q. ~ ~ ~ ~~ ~~.~ ~I i~ a ~ ~~ ~~ : " - \m y od~,p..~ \.~ 11 y ~F ~a 49 G Z ~'tK~~~ ~ ~ ~ p~ - . ~ '~&~ ~ . . 1 \\. y'Mw~ie~ inmm ~ sr~cr ~.nm~' ' ~~i ~~~a y ~ ~p~ . fiG ~~ y' qw~ q ~ Ga eka a y~ ~. ~ I aF . ~ ~ kp° ~ m ~~ ~~~ / ~1~1 ~~P~ 5`y~ ~ r~ . g~' . _ r_ x~ ~aa . ~ LC ~o ~°• / C~ \ ~:s q ~ y N ~I g ~io~ ~m . .. ' . . ~ ,` ~~A 8 d 'u , / ~ • eP~ i ~~~ g / q~~'`1 ~ ~: ~d aGa t~ g~ ~`~~~ gy~ ~ a a ~;~ ~~~ ~ ~ /~aD I mv AD ~~ F ~~ . . / y~ _= p . ~~+``. K ~Q i n n - ~ r' ~ Ra . a~ I / " • r P . 9~ ~ _ / .. ~~ ' / •'±a' i ~ ~ a ~° / / ~ ~Sy~ m ~ * ~ QS ~ alxa ~ t'o~ . . ~ ~ 4 9ac. a i ~~~ ~Tt ~/ . ~; ~ a ~ f ~° l~ - ~.~, ,-T~ g ~; `•;•., m;. ~l4p~ ~ xu4' a ~~\ `x i2 ' /`••`~'I.p~y'' ~I~O . Ew~ ig' '`^~n ~r ^~C. ~~"~~O qQ 9~9~~$, ~~~ av\~ 5~°~ ~ 6v . . ga n f ••,l '~""y §4' ~~ P4cE~ \ 'F2 [~, l . ..of P a ~\~° ~.; ~ 9 \ ~.~y) yN ` 2 F ~ ~a ~ zd A D a~Y m ~H~. Pq~ Dm ~ iv ~ o . as. ~~_ ~ ~ a a s S e '~ ~ N naz Samm g ~~oK~ b ~~9 ~ N ° ~ s cy . T m~~ S ~ p}~%~ . . o~m-~ * n ~~~~ .....„~, ~.. ~ o..... m.... , ~ ~..... ...,. m . ~,. ~ . EXHIBIT "B" FINDINGS OF CONSISTENCY WITH THE GENERAL PLAN FOR THE SHOPS AT SANTA ANITA PARK SPECIFIC PLAN (SP OS-O1); ZONING TEXT AMENDMENT AND ZONE CHANGE FROM "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04); AND DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ARCADIA AND SANTA ArTITA ASSOCIATES, LLC, ALL WITH RESPECT TO THE SHOPS AT SANTA ANITA PARK. PREFATORY NOTE: Reference is made throughout this document to the "Project". For purposes of these Findings, the "Project" is a collective reference to the "Shops at Santa Anita Park Specific Plan ProjecY' and includes the development allowed by each of the following land use entitlements. - Shops at Santa Anita Park Specific Plan (SP OS-O1) ("Specific Plan"); - Zoning Text Amendment and Zone Change of Land within the Specific Plan Area from "S-1" AND "R-1", TO "SP S-1", "SP R-1" AND "SP CE" (ZC OS-04) (collectively, "Zoning Amendments"); and - Development Agreement between the City of Arcadia and Santa Anita Associates, LLC ("Development Agreement").' It is noted that in order for the City Council to approve each of the above land use entitlements, the Council must find that each is consistent with the General Plan of the City of Arcadia, as amended. Because the findings of General Plan consistency for the collective Project are fundamentally the same as they would be for each individual land use entitlement, for the sake of simplicity the General Plan consistency findings have been consolidated into one single document, which is attached to and incorporated by reference into the findings for each individual land use entitlement for the Project. These findings demonslrate that the Project is consistent with the applicable goals, strategies and standards of the General Plan. The Courts in Sequoyah Hills Homeowners Assn. v. City of Oakland (1993) 23 Ca1.App.4`t` 704, 712, 717 and Greenbaum v. Citv of Los An e~ les (1984) 153 Cal. App.3d 391, 406-407 recognized that no project could completely satisfy every single policy or standard ~ The Developer also seeks a General Plan Amendment (GPA OS-01) to develop the Project. These consistency findings aze included d'uecdy within the Resolution approving the General Plan Amendment, (Resolurion No. 6565) and aze not specifically referenced here. ll 222$ stated in a general plan, and that State law imposes no such requirement. Rather, a general plan is a document that tries to accommodate a wide range of competing interests, including those of developers, neighboring homeowners, prospective homebuyers, environmentalists, current and prospecrive business owners, jobseekers, TaJCpayers, and providers and recipients of all types of city-provided services. Therefore, as noted in Napa Cirizens for Honest Government v. Na~a Countv Board of Supervisors (2001) 91 Cal. App.4~' 342, 379-380, a project will nevertheless be deemed consistent with the general plan, if considering all its aspects, it is compatible with and wiIl not fiustrate the general pIan's goals and policies, even if it does not satisfy each and every provision of the general plan to the letter. These findings wi11 address General Plan consistency in the order of the Chapters contained in the General Plan: Community Development ("CD") (General Plan, Chapter 2); Municipal Facilities and Services ("FS") (General Plan, Chapter 3); Environmental Resources ("ER") (General Plan, Chapter 4); Environmental Hazards ("EH") (General Plan, Chapter 5); and the City of Arcadia Housing Element (Separate Document from General Plan, adopted in 2005). While the General Plan also contains a Chapter 6, ritled "Implementation and Monitoring Programs", this Chapter implements each of the Chapters/Elements stated above and reference is made to the standards contained in Chapter 6 throughout this Document 2 Further, these Findings also reference the analysis contained in the Draft Environmental Impact Report that was prepared for the Project, where appropriate and cite the pages in that document where evidence in support of these findings can be found. For purposes of citation references, the following abbreviations have the following meanings: - GPS - General Plan Strategy(ies) (planning strategies outlined in Chapters 2 through 5 of the General Plan) - Standard(s) - General Plan Urban Design Performance Standard(s) (design and development standards oudined in Chapter 6 of the General Plan that implement the goals and strategies set forth in Chapters 2 through 5 of the General Plan) ~ The General Plan also contains Chapter 1, which is an inh~oductory chapter that contains no additional goals, strategies or standards that aze not already addressed in the other cbapters. Therefore, these Findings contain no further discussion with respect to Chapter 1. 12 2228 GENERAL PLAN CONSISTENCY FINDINGS: I. Communitv Develonment ("CD") Chapter: with the goals, objectives and strategies of the Chapter of the General Plan, as amended, a~ development standards that implement that ( reasons: The Project is consistent Community Development well as the design and iapter for the following A. Economic Vitality of the Santa Anita Park Racetrack. One of the primary goals articulated in the General Plan is the continued economic vitality of the Santa Anita Park Racetrack (the "Park'' or "Racetrack") through development of compatible commercial uses. To accomplish this goal, the General Plan has, since the 1996 Update, envisioned the redevelopment of the southem parking lot from surplus parking space into a mixture of commercial uses of "urban intensity" to provide a regional attraction that will draw visitors to the Park and surrounding areas. Additionally, the General Plan acknowledges that the Park and neighboring Westfield Ma11 are currently separated by fencing and other barriers. The General Plan envisions the development of "functional linkages" between the properties so that patrons of the Mall, Racetrack and Project may walk, bicycle or drive between the properties so that patrons may more freely move between the properties without using the extemal public roadway system, increasing cross-patronage of each location while reducing traffic impacts. The Project will be subject to special design standards that recognize the unique characteristics and needs of this area, as opposed to the more general zoning and development regulations contained in the "R-1" and "S-1" zoning designarions. The Specific Plan, Zoning Amendments, Development Agreement and Architectural Design Review, along with their corresponding conditions of approval and mitigation measures, will provide additional development guidelines consistent with the goals and objectives of the General Plan outlined above, and will ensure proper and diversified type, location, architecture, massing, color, and texture of uses and improvements that will complement both existing uses on the Site and surrounding uses. While the General Plan also emphasizes Arcadia's identity as a"community of homes" and endeavors to protect the integrity and quality of existing residenrial neighborhoods, the Project proposes to redevelop an existing commercial parking lot upon which no residential uses currently exist (although a portion of the Project 14 2228 Site is zoned "R-1"). Further, as indicated above, the land use entidements, conditions of approval, and mitigarion measures for the Project will ensure that the Project is compatible in style and scale with the exisring primarily residential nature of the community. For example, no large retaining walls are proposed or pernutted for the Project. Any outdoor storage areas, loading areas, mechanical equipment areas, as well as exposed structural and mechanical elements will be screened from public view with appropriate enclosures, architecture or landscaping. The Project will also be required to maintain appropriate setbacks and buffer distance from neighboring residential uses to ensure compatibility with adjacent neighborhoods and land uses. (GPS CD-1, CD-4 tlu~ough, CD-6, CD-21 through CD-22; Standards #1, 2, 4, 8-13, 17; Draft EIR, Sect. 4.8, pgs. 35-36, 40-44, 83-86, 88-90) B. Maintain the Economic and Social Vitalitv of the Community. The General Plan sets the following Community Development goals: 1. To provide for the retail and commercial service needs of Arcadia residents. 2. To provide appropriate opportunities for employment generating office uses consistent with the overall character of the community. 3. To reserve adequate land for public and quasi-public services, and to create physical places for Arcadia residents to interact and exchange ideas, and promote the development of a municipal auditorium or perfornung arts center. 4. To ensure an adequate supply of lands which can generate a municipal revenue stream for the City to continue providing residents high quality services. As indicated above, the Project will provide for the redevelopment of the southern parking lot at the Santa Anita Park into a mixture of commercial uses of "urban intensity" that will significantly expand the retail and commercial opportunities for both residents and visitors to the Park and surrounding areas. The Project would develop approximately 25,000 additional square feet of office uses. Although intended for occupancy by Arcadia Unified School District Employees, this office use would not preclude other employment-generating office projects within the City. Therefore, the Project would not be in conflict with the General Plan. The Project would not remove land previously allocated for public faciliries or prohibit redevelopment of these types of uses on other sites. Further, the Project 15 2228 zncludes open plazas, pedestrian networks, eating areas, and 8.9 total acres of open space (7.5 acres of open space area including a 3.5 acre water feature located to the south of the project and a 1.4 acre landscaped open space area linking the existing Paddock Gaxdens with the proposed new commercial, retail and office center), as well as providing functional linkages between the Westfield Mall, the Project and the Racetrack. Addirionally the Project would provide a space for community perfornung arts, school producrions, and local organization meetings, with a seating capacity of approximately 400. All of these amenities will contribute to a vibrant day and evening environment within which Arcadia citizens may interact. 'The Project will serve as a diverse trade area with a mix of fashion retailers, restaurants, and shops, catering to upscale sophisticated patrons in the City and the surrounding area. Total sales from the Project are estimated to exceed $300 Million per year, generating substantial tax revenue for the City, while also providing significant employment opportunities within the City (estimated at 1,300 permanent jobs). For these reasons, the Specific Plan, Zoning Amendments and Development Agreement adopted for the Project are consistent with the above-referenced Community Development goals. (GPS CD-3 and CD-16b; Draft EIR, Sect. 4.8, pgs. 41-43) C. Architectural Com atibilitv with the Racetrack Grandstand. The General Plan contains several approaches for development of the Project Site to maintain architectural compatibility with the existing historical Racetrack Grandstand and to preserve important community views of the Grandstand. However, the General Plan also acknowledges that development to the south of the Grandstand will not be able to preserve unobstructed views of the entire Grandstand structure. Therefore, the Generai Plan emphasizes that the Grandstand remain "recognizable from key locations along the perimeter of the Racetrack", including the views travelers get from Huntington Drive/Colorado Place, directly east of the Racetrack, as well as views of the unique architecture of the southerly Grandstand face. (General Pian, pgs. 2-17 through 2-19) As such, the General Plan requires any new commercial buildings and structures to respect these views and that the Grandstand remain "recognizable". However, no provision of the General Plan mandates that views of the Grandstand be maintained from any particular location in perpetuity. The Project is consistent with the General Plan, as amended, in that it continues to emphasize maintaining the visibility of the Grandstand from Huntington Drive/Colorado Place and Huntington Drive/Centennial Way. The Project will retain all historical vehicular access points and would provide for pedestrian access points to the Project. 16 222g Entryways will be improved with decorative walkways, landscaping and signage to create a sense ofplace for visitors. Fencing and walls will be limited in the Project and will be decorarive, appropriately transparent, and employ materials, colors and textures that minimize graffiri, glaze, heat and reflection. (Standazd #6; Draft EIR, Sect. 4.8, pg. 87) Although the Project proposes to remove some of the previous views of the Grandstand, it would ultimately result in increased overall opportunities for individuals to have "up close" experiences in viewing the Grandstand, ensuring the Grandstand's "recognizability" as called for in the General Plan, balanced against the competing General Plan policy of redeveloping the southern parking lot into a viable commercial project. Further, the Project is designed with a"Main StreeY' concept at a human scale, with varied architecture that is intended to complement the Grandstand's architecture rather than to clash with or obscure it. Additionally, the Project will enhance the economic vitality of Racetrack operations. (GPS CD- 16c; Standards #3, 5 and 6; Draft EIR, Sect. 4.8, pgs. 38-39, 44, 85-87) Lighting will be designed to be wann and pedestrian friendly. It will be designed to minimize glare and spillage onto adjacent properties. A project requirement is incorporated to ensure that lighting will be screened to minimize illumination into the surrounding areas and to minimize glare or interference with vehicular lighting. (Standard #7; Draft EIR, Sect. 4.8, pgs. 87-88) D. Open Space and Parks. The General Plan contains policies for preserving the integrity and viability of existing open space azeas, as well as providing a system of active and passive parks and open spaces of sufficient size and in appropriate locations to serve the needs of residents of all ages. The Project will not remove any open space. Rather, it will add 7.5 acres of open space, including a 3.5 acre water feature at the southern end of the Project site and a 1.4 acre landscaped open space area in the northem portion of the Project adjacent to the Paddock Gazdens, all of which will be accessible to the public. Further, the water feature will be dedicated for passive use only. There will be no swimming, bathing, wading, boating or fishing in the water feature. The City's existing system of parks and recreational faciliries is adequate to serve the Project beyond the open space to be provided. Additionally, all new landscaping shall relate to the overall Site Plan in order to enhance the structures and soften its effect upon the neighborhood, protect views, and protect it from sun and wind. (GPS CD-29 and FS-31; Standard #17; Draft EIR Sect. 4.8, pgs. 45, 51, 65 and 90) II. Municiaal Facilities and Services ("FS"1 Chanter: The Project is consistent with the goals, objectives and strategies of the Municipal Facilities and Services Chapter of the General Plan, as amended, as well as the design 17 222s and development standards that implement that Chapter for the following reasons: A. Transportation System and Traffic Impacts. One of the goals articulated in the General Plan is to maintain a transportarion system that maximizes freedom and safety of movement, balances mobility and cost efficiency of maintenance, as well as reducing traffic impacts on neighborhood streets. The Project Developer has conducted a Traffic Impact Analysis of traffic patterns that would result from the Project. The Project would be managed through specific mitigation measures that would help maintain roadway performance objecTives to Yhe extent feasible, which include the construction of local traffic improvements as well as assisting in the implementation of subregional transportation improvement programs. Among the improvements identified are: 1. Physical improvements to public roads and intersections in the vicinity of the Project, 2, Construction of internal circulation roads and accessways that will facilitate movement of vehicles and pedestrians between the Racetrack, the Project and the Westfield Mall, without requiring movement on public streets and rights-of-way, 3. Establishment and operation of a shuttle service to and from the nearest Metro "Gold Line" starion, 4. Incorporation of additional bus stops internal to the Project Site, 5. Establishment of a neighborhood Traffic Management Plan, and 6. Certain bonding and funding for anticipated traffic improvements to offset other traffic impacts. Along these same lines, General Plan Strategies FS-1, FS-2 and FS-3 set the goal of maintaining public roadway operations at better than Level of Service ("LOS") "D" during non-racing season, LOS "E" during racing season for a11 race- related traffic, and LOS "C" on local residential streets. However, by Resolution 6493 (adopted by the City Council in 2005) although these are intended to be desirable goals, they have been interpreted by the City Council to be non- mandatory elements. The Council has determined that no single goal or sirategy in the General Plan is intended to prevent development that is otherwise in harmony with and in furtherance of the General Plan. Further, the Council has deternuned that where LOS goals have already been exceeded, compliance with the City's Transportation Master Plan will constitute compliance with the General Plan. There are several intersections in the vicinity that currently exceed LOS "D" and it i8 2228 is established practice to approve development projects that may result in incremental decreases in LOS so long as the development is otherwise in harmony with the General Plan. Through incorporarion of the traffic mirigation measures described above, the Project would be consistent with the Transportation Master Plan and, as such, would be consistent with the General Plan. (GPS FS-1 through FS-3; Standard #I9; Draft EIR, Sect. 4.8, pgs. 51-55, 91) Finally, it is anticipated that the Project will not require additional hours of manual traffic conirol during the racing season. However, if the City deternunes that such additional manual traffic control is necessary, the Project Developer will be required to participate in manual control to offset the added impact, (GPS FS-9 and ER-8; Draft EIR, Sect. 4.8, pgs. 56, 67) B. Maintaining Service and Facilitv Standards and Sharing of Costs. Another goal of the General Plan is to maintain municipal service and facility performance standards for existing and future development, realize cost efficiencies and to achieve an equitable sharing of the cost of municipal services and facilities. 1. Traffic. The Project Developer has analyzed the potential traffic impacts and the Project will incorporate or contribute to various mirigation measures in order to minimize impacts, both within the City of Arcadia and in surrounding communities, as more particularly discussed in the Section II(A) above and in Resolurion No. 6564 adopting CEQA findings for the Project. Where the City of Arcadia has no jurisdiction over certain mitigation measures, the City's policy is to work with outside communities to mitigate such impacts. Further, the Project, with mitigation, is consistent with the Congestion Management Program and Regional Transportation Plan requirements. (GPS FS-1 through FS-4, FS-6 through FS-10 through FS-12, FS-15 and FS-16; Standard #20; Draft EIR, Sect. 4.8, pgs. 51-60, 91) 2. Fire and Emergency Response. The Project will be adequately served by Fire Station No. 106. The Project will incorporate appropriate emergency access measures, smoke alarms, fire extinguishers, hydrant pressure and spacing, adequate fire flows and safety features required by State law and the Arcadia Municipal Code. Further, Arcadia Fire Department personnel were consulted in connection with review of the Project. (GPS FS-17, FS-27 and FS-28; Standards #24-26, 30; Draft EIR, Sect. 4.8, pgs. 51-62, 64, 92, 94) 3. Police Response/Crime Prevention. The Project will provide a private security force for the proposed "SP-CE" Zone that would be 19 2228 integrated into the existing private security force at the Racetrack. Prior to the issuance of the first building permit for the first retail building, a Master Security and Access Plan shall be submitted to the Fire Chief and/or Police Chief for review and approval that would outline all security operations during construction and operation of the Project, both current and anticipated, as well as protocols by which the security force will interface with the Arcadia Police Department. The Project will also make provision for Arcadia police officer workspace adjacent to or in connection with a planned private security office at the Project. Finally, the Project will incorporate "defensible space" design features to discourage theft and other criminal activity at the Project. (GPS FS-17, FS-22 through FS-24; Standards #27-29; Draft EIR, Sect. 4.8, pgs. 51-64, 92-93) 4. Utility Supply/Infrastructure. The needs of the Project have been analyzed and existing utility facilities serving the Project Site aze anticipated to be sufficient to serve the demand of the Project. If necessary, the Project will be required to upgrade utility infrastructure to provide adequate services, such as potential expansion of water, sewer, solid waste, electricity, natural gas, telephone and cable infrastructure in order to equitably share the cost of increased municipal utilities/services serving the Project. (GPS FS-17; Draft EIR, Chap 4.8, pgs. 51-61) 5. Development Impact Fees. The Project will he required to pay a Traffic Impact Fee pursuant to the Development Agreement. (See Exhibit "D" of Development Agreement) 6. Added Tax Revenue to Fund Municipal Services. Finally, the Project is anticipated to generate additional sales and property tax revenues that could be used by the City of Arcadia to fund additional infrastructure improvements, purchase additional equipment, as well as to hire additional personnel that may be required to offset impacts due to the Project. This is consistent with the General Plan, as amended, in that the Project will "pay its own way" and municipal services impacts will be minimized to the extent feasible. (Draft EIR, Sect. 4.8, pgs. 47-51) C. Maintainin Emergency and Disaster Response Pre~aredness. Another goal of the General Plan is to maintain a system of emergency and disaster response preparedness that will save lives, protect property, and facilitate recovery with a minimum of social disruption following minor emergencies, as well as after major catastrophic events. The Santa Anita Park has adopted an Emergency Action and Evacuation Plan (revised January 2005) to ensure adequate 20 2228 preparedness with rapid and appropriate response to emergency situations (i.e.: fire, explosion, hazardous materials release, medical emergencies, bomb threats, etc.) The Plan is in compliance with California law. The Project would not prohibit areas of the Project Site from being used as an evacuation center. Further, prior to issuance of building pernuts for the Project, the Developer will be required to submit to the City of Arcadia an Emergency Evacuation/Management Plan for the enfire Specific Plan Area that will be integrated into the existing Santa Anita Park Emergency Action and Evacuation Plan, as well as with the City of Arcadia's 2004 Natural Hazard Mitigation Plan. (Draft EIR, Sect. 4.8, pg. 50) III. Environmental Resources ("ER") Chapter: The Project is consistent with the goals, objectives and strategies of the Environmental Resources Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Air Quality. One of the goals articulated in the General Pian is to achieve air quality conducive to good health and enjoyment of the area's climate and to assist in attaining Federal and State air quality standards. The Project Site has historically been designated as a commercial area under the General Plan and, since the 1996 Update, has been earmarked for redevelopment into a cornmercial and entertainment-oriented venue of "urban intensity". Given this fact, the Air Quality Management Plan ("AQMP") included commercial growth of the Site within its projections. Therefore, the Project does not jeopardize attainment of the air quality levels identified in the AQMP, even if they exceed the SCAQMD's recommended daily emissions thresholds. The Project would be required to comply with City regulations that implement the AQMP which are geared toward reducing pollutant emissions. Further, as outlined in Section II(A) above, the Project would incorporate various traffic mitigation measures that would reduce vehicle trips and encourage use of public transportation, thereby reducing vehicle air pollurion. (Draft EIR, Sect. 4.8, pgs, 65-66) B. Energ.y Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of energy resources located within the City. The General Plan requires that all new large commercial development meet or exceed state and local energy conservation requirements, promote installation of heat recovery and co-generation facilities where feasible, and promote innovative building, site design and arientation techniques which minimize energy use to the extent feasible. 21 2228 All buildings within the Project will comply with the energy efficiency standards under Title 24 of the California Code of Regulations. However, it is not feasible to develop heat recovery or co-generation facilities at this location due to prohibirive cost and given the fact that the Project is principally retail in nature. The Project is designed to contain a varied collection of open air plazas and pedestrian areas, as well as landscaped areas that would maximize solar gain and minimize heat-reflective surfaces. Further, the Project Developer will cooperate with SCE and the Gas Company on available energy conservation demonstration projects where feasible. (GPS ER-23, ER-26 and ER-27; Standards #34-35; Draft EIR, Sect. 4.8, pgs. 68-69, 95-96) The General Plan also seeks to facilitate the provision of energy efficient modes of transportation. As more specifically set forth above, the Project is a pedestrian-oriented development which would encourage the use of walking and pu6Iic iransportation. (GPS ER-28; Draft EIR, Sect. 4.8, pg. 69) C. Water Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of water resources located within the City. The Project would incorporate various water conservation measures, such as low- flow plumbing fixtures and drip irrigation. (GPS ER-37 and ER-42; Draft EIR, Sect. 4.8, pgs. 72-73) Further, the Project will be required to comply with all NPDES, SWPPP, SUSMP, the City of Arcadia's Water Conservarion Plan (A.M.C. Section 7553.0) and various other water discharge mitigation measures consistent with those requirements, all of which prohibit violation of water quality standards. (GPS ER- 31; Standard #36; Draft EIR, Sect. 4.8, pgs. 69-70, 96) The Project will not contribute to a change that would result in any violation of the waste discharge requirements associated with the Racetrack. (GPS ER-32; Draft EIR, Sect. 4.8, pg. 70) The Project would also increase the amount of pervious surfaces to allow percolation of storm water into the ground. The area where the commercial entertainment project will occur is cunently a 100% impervious parking lot. The Project would reduce surface lot hardscape area, add an approximately 7.5 acre open space area to the south side of the Project Site, of which 3.5 acres would be a water feature and four acres would be pervious landscaping. Further, the Project would develop 1.4 acres of open space to the north around the Paddock Gardens. The Project would also add buffer and other landscaping as well as a meandering sidewalk. Stormwater runoff would be filtered in accordance with NPDES requirements prior to discharge into the Arcadia Wash. (GPS ER-33, ER-35, ER- 36; ER-41 and ER-43; Standards #42 and 43; Draft EIR, Sect. 4.8, pgs. 70-73, 98- 22 2228 99) The Project would also incorporate water-conserving landscaping to reduce water usage. (GPS ER-37; Draft EIR, Sect. 4.8, pg. 72) D. Cultural Resources. Another goal articulated in the General Plan is to ensure retention and proper stewardship of cultural resources located wiYhin the City. Building faqades would be individualized to reflect a variety of architectural styles designed to evoke the architecture and cultural history of horse racing, while also preserving views of the Grandstand. Further, as noted above, the project would help to revitalize the existing Racetrack and surrounding areas, preserving a central cultural feature of the City of Arcadia. (Draft EIR, Sect. 4.8, pgs. 66-67) (GPS ER-49; Draft EIR, Sect. 4.8, pgs. 73-74) The Santa Anita Park Historic District has been determined eligible as a National historical landmark and is currently a California state landmark. The Project would not result in the delisting or loss of eligibility of the District on the National or California Register. (GPS ER-54; Draft EIR, Sect. 4.8, pg. 74) Although the Project Site is located within an area that may contain a portion of the Gabrielino prehistoric village, mitigation measures will be in place to ensure that any earth-disturbing activities are supervised by a qualified archeologist to identify any on-site archeological resources and, if the resources are significant, the archeologist will take appropriate measures to ensure that the scientific information that could be provided from these resources is not lost. (GPS ER-55 and ER-57; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 74-75, 97- 98) With respect to geological or paleontological resources, none are known to exist on the Project Site. However, if paleontological resources are discovered, mitigation measures are in place that would require the retention of a qualified paleontologist to assess any finds and provide appropriate treatment. (GPS ER-55, ER-56 and ER-58; Standards #37-39; Draft EIR, Sect. 4.8, pgs. 75, 97-98) E. Biological and Mineral Resources. A goal articulated in the General Plan is to ensure retention and proper stewardship of biological and mineral resources located within the City. However, with respect to biological, habitat, riparian or mineral resources, no such resources would be significantly impacted by the Project. (Standards #31-33; Draft EIR, Sect. 4.8, pgs. 66, 94-95) F. Mixed-Use Develo,pment. The General Plan also sets the goal of encouraging mixed-use development, where appropriate, in order to allow employees the opportunity to live and work at the same location. While the Project will not develop residential uses, it will include a mix of commercial, retail and office uses t1~at would provide employment opportunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) 23 2228 Project will not develop residential uses, it will include a mix of commercial, retail and office uses that would provide employment opportunities to persons living in nearby residential neighborhoods. (GPS ER-15; Draft EIR, Sect. 4.8, pgs. 67-68) G. Waste Recvcline. The General Plan also sets the goal of facilitating the City's Source Reduction and Recycling Chapter. The Project will comply with all City of Arcadia standards. (GPS ER-16; Draft EIR, Sect. 4.8, pg. 68) IV. Environmental Hazards ("EH"1 Chapter: The Project is consistent with the goals, objectives and strategies of the Environmental Hazards Chapter of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: A. Seismic Safetv. One of the goals articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potential seismic hazards. While the Project is located in the Alquist-Priolo zone and would be subject to ground rupture, the Project wi~l comply with all seismic safety regulations under the Arcadia Municipal Code and California Building Code to achieve an acceptable level of seismic risk. (GPS EH-1; Standards #40 and 41; Draft EIR, Sect. 4.8, pgs. 76, 79, 98) B. Floodin~. Another goal articulated in the General Plan is to incorporate adequate mitigation measures to achieve an acceptable risk from potential flooding hazards. The SP CE zoned area is not located within the Monis Jones Inundation Zone or in the Santa Anita Dam Flood Hazard Zone. Further, the Developer will prepare an emergency evacuation/management plan for the Project, as more particularly referenced in Section II(C) above. The Project would also be designed to direct surface runoff away from the water feature, reducing the potential for flooding thereby. (GPS EH-9; Draft EIR, Sect. 4.8, pg. 79) C. Noise. Another goal articulated in the General Plan is to ensure that noise-sensitive land uses and noise generators are located and designed in such a manner so that (1) adverse noise effects of the Project are avoided on adjacent uses and (2) adverse noise effects of adjacent uses are avoided on the Project. A detailed noise analysis was prepared for the Project, which is referenced in the Draft EIR, Section 4.9. With respect to non-traffic noise, the Report concluded that either the Project would not generate operational noise in violation of the above standards or that noise-sensitive uses and noise generators will be designed in a way to reduce noise to below a level of significance (i.e.: rooftop HVAC equipment). Therefore, the objectives for non-traffic operational noise of the General Pian would be met. (GPS EH-13 through EH-15, EH-17 through EH-19; 24 2228 Standards #44, 45, 47, 48 and 50; Draft EIR, Sect. 4.8, pgs. 80-81, 98-102; Draft EIR, Sect. 4.9) With respect to traffic noise, certain noise thresholds may be exceeded in the vicinity. However, noise levels are already being exceeded on most of the roadways surrounding the Project Site. As indicated in Secrion II(A)above with respect to traffic impacts, the General Plan does not require strict adherence to a particular standard if a project is otherwise consistent with the General Plan. Therefore, the Project is consistent with the General Plan for this purpose. (Draft EIR, Sect. 4.8, pgs. 77-78). In September, 2006, the City Council amended Performance Standard #44 of the General Plan to remove thresholds related to traffic noise citywide that are already exceeded by existing conditions and do not reflect an accurate measure of an_ individual project's impacts. The Project has addressed this change to the General Plan. D. Hazardous Waste. Another goal articulated in the General Plan is to ensure that all commercial, office and industrial uses within the City adhere to both the City's and the Los Angeles County Hazardous Waste Management Plan, as well as the most current amendments to California Code of Regulations, Title 22. All retail, of~ice and commercial businesses within the Project will be required to comply with the City's and County's Plans, Cal-OSHA requirements, the Hazardous Materials Management Act, Title 22, and other applicable State and local requirements. Further, no hazardous materials other than rourine cleaning compounds and possibly propane would be urilized in the Proj ect, which would not present a significant risk of injury or hatm to the environmental or the community through upset or accident. (GPS EH-21 and EH-23; Standard #52; Draft EIR, Sect. 4.8, pgs. 78-79, 81-82, 103) Also, as required by the General Plan, a Phase I environmental assessment was also completed on the Project Site, as well as a geotechnical analysis to determine the presence of hazardous substances on the Site. (Standard #53; Draft EIR, Sect. 4.8, pg. 103). V. Housin~ Element: The Project is consistent with the goals, objectives and strategies of the Housing Element of the General Plan, as amended, as well as the design and development standards that implement that Chapter for the following reasons: The General Plan sets the goal of providing adequate sites to meet Arcadia's share of regional housing needs by accommodating 461 new dwelling units from 1998 through 2005, including adequate numbers of affordable housing. However, the Project does not provide for any residential units, since the Project Site has 25 2228 historically been designated in the General Plan as commercial and horse racing (although a portion of the Project Site is zoned "R-1"). The General Plan Housing Element identifies seven potential sites within the City for affordable housing, none of which include the Project Site. Therefore, while the Project will not provide any housing, it will not preclude the inclusion of housing in other areas of the City. Therefore, it is consistent with and will not conflict with the Housing Element of the General Plan. (GPS CD-24; Arcadia Housing Element 2000-2005, Policy 1.1, Table 29; Draft EIR, Sect. 4.8, pgs. 45, 82) 26 2228 EXEMPT FROM RECORDER'S FEES Pursuant to Government Code §§ 6103 and 27383 Recording requested by and when recorded return to City Clerk City of Arcadia 240 Huntington Drive Arcadia, CA 91066 (SPACE ABOVE FOR RECORDER'S USE) DEVELOPMENT AGREEMENT By and Between THE CrTY OF ARCADIA, a California municipal corporation and SANTA ANITA ASSOCIATES, LLC, a Delaware limited liability company (a joint venture between SANTA ANITA ASSOCIATES HOLDING CO., LLC, a California limited liability company and SANTA ANITA COMMERClAL ENTERPRISE, Inc., a Delaware corporation ) and THE SANTA ANITA COMPANIES, INC., a California corporation TABLE OF CONTENTS Pa e s 1. Definitions ........................................................................................... ..............4 2. Binding Effect; Change in Developer Composition .............:................ ..............7 3. Negation ofAgency ............................................................................. ..............7 4. Reserved Powers ................................................................................ ..............7 5. Acknowledgements, Agreements and Assurances on the Part of the Developer ............................................................................................ ............10 6. Acknowledgements, Agreements and Assurances on the Part of the City ...................................................................................................... ............10 7. Acknowledgements, Agreements, and Assurances on the Part of the Parties ................................................................................................. ............15 8. Public Benefits ..................................................................................... ............16 9. Cooperation and Implementation ........................................................ ............16 10. Compliance; Default; Termination; Modifications and Amendments . ... ...........18 11. Amendment or Modification .................................................................. ...........21 12. Term of Agreement .............................................................................. ...........21 13. Administration of Agreement and Resolution of Disputes . ...............:... ...........22 14. Transfers and Assignments .................................................................. ...........24 15. Mortgagee Rights ................................................................................. ...........25 16. Notices ................................................................................................. ...........28 17. Severability ........................................................................................... ...........29 18. Time of Essence ................................................................................... ...........29 19. Force Majeure/Enforced Delay; Extension Of Time Of Performance ... ...........30 20 Waiver .................................................................................................. ...........30 21. No Third Party Beneficiaries ................................................................. ...........30 22. Estoppel Certificates ............................................................................ ...........30 23. Attorney's Fees .................................................................................... ...........31 24. Applicable Law ..................................................................................... ...........31 25. Authority to Execute ............................................................................. ...........31 26. Entire Agreement; Conflicts .................................................................. ...........32 27. City Approvals and Actions .................................................................. ...........32 28. Counterparts ........................................................................................ ...........32 29. Exhibits ................................................................................................. ...........32 30.Interpretation ............................................................................................ ...........32 31. Copies of Existing Land Use Regulations and Existing Development ApProvals ............................................................................................. ...........32 RVPUBVBALLINGERV28683,2 1 Development Agreement This Development Agreement ("AgreemenY') is made in Los Angeles County, California as of , 2007, by and between the City of Arcadia, a municipal corporation and charter city (the "City"), and Santa Anita Associates, LLC, a Delaware limited liability company ("SAA") (a joint venture between Santa Anita Associates Holding Co., LLC, a California limited liability company ("Caruso°) and Santa Anita Commercial Enterprise, Inc., a Delaware corporation ("SACE")) and The Santa Anita Companies, Inc., a California corporation ("Owner") (5AA and Owner are sometimes collectively referred to herein as the "Developer"). The City and the Developer shall be referred to singularly as a"Party" or collectively as the "Parties." Recifals. This Agreement is made with respect to the following facts and for the following purposes: A. The City is authorized, pursuant to its authority as a charter city over municipal affairs and pursuant to Government Code Sections 65864-65859.5 (the "Development Agreement Statute"), to enter into binding agreements with persons having a lega! or equitable interest in real property located in the City for the development of such property in order to establish certainty in the development process, the City has adopted Resolution No. 6469 establishing policies for the consideration of development agreements under the Development Agreement Statute, the Parties hereto acknowledge that this Agreement has been considered and adopted in compliance with the Development Agreement Statute and Resolution No. 6469; B. Owner is the fee owner of an approximately 304-acre site located in the City, legally described in Exhibit "A" attached hereto and depicted in the diagram attached as Exhibit "B" (the "Entire Property"). Caruso is managed by an experienced developer of pedestrian-oriented retail centers and, as stated above, is the joint venture partner of SACE in SAA. SAA has an option to ground lease certain land (the "Property") pursuant to a ground lease ("Ground Lease") that is a part of the CE zoned (under the Specific Plan, defined below) portion of the Entire Property. Exercise of the option to Ground Lease is conditioned on the satisfaction or waiver of certain conditions. SAA will develop on the Property the Commercial Entertainment Center (defined below). The CE Zone, as depicted in the Specific Pian, is legally described in Exhibit "A=1" attached hereto and depicted in the diagram attached as Exhibit "B-1". C. The City has adopted the Santa Anita Park Specific Plan through the adoption of Ordinance No. (the "Specific Plan"), a comprehensive plan to guide the design and future development ot certain portions of the Entire Property, which has been used historically as a horse racing facility known as the Santa Anita Racetrack. The Specific Plan provides for the development of the Property with a new commercial entertainment development including approximately 806,405 square feet (Gross Leasable Area as that term is used in the Specific Plan) of retail and commercial space, accompanying parking, as depicted in the Specific Plan, and the necessary infrastructure to serve such uses (collectively, the "Project," defined further below), as depicted on the site plan attached hereto as Exhibit "C" (the "Site Plan"); D. The constituent entities of Developer have a legal or equitable interest in their respective portions of the Entire Property in accordance with the Development Agreement Statute. SAA desires to develop the Property with a high-quality commercial, restaurant, entertainment and retail development project, and they require substantial long-term planning, comprehensive design, significant investment by Developer in public and private infrastructure, and an assurance of stable land use entitlements in order to maximize the potential for Developer to finance and develop it. Accordingly, consistent with the Development Agreement Statute and Resolution No. 6469, Developer has requested that City enter into this Agreement to provide certain assurances that the Project will be permitted to proceed in accordance with, and subject to, the provisions set forth herein and in City's Existing Land Use Regulations (defined below), City's Existing Development Approvals (defined below), and the Future Development Approvals (defined below) to be obtained by Developer, all as more particularly set forth herein; E. The City has determined that the Project is consistent with, and satisfies, the relevant provisions of the Arcadia Municipal Code and the Specific Plan, including the goals and objectives of the City's General Plan, as amended. City has determined that development of the Project will provide significant benefits to the community and that the Project promotes the public health, safety, and welfare for the following reasons, among others: (1) the Project ensures the comprehensive planning of a high quality Project within the Specific Plan area that will enhance the image and stature of the City; (2) the Project will provide a long-term source of empioyment opportunities for residents of the City and the surrounding region; (3) the Project will revitalize the Santa Anita Racetrack by incorporating development in a manner that is complementary and respectful of the Racetrack's important and historic role in the community; (4) the Project will preserve historic portions of the Santa Anita Racetrack grandstand and other historic structures by maintaining architectural compatibility; (5) the Project will preserve public visual accessibility of the existing Santa Anita Racetrack grandstand such that the grandstand remains recognizable from within the Specific Plan area and from select locations along Huntington Drive; (6) the Project will attract new visitors to the Santa Anita Racetrack and increase its visibility to the general public; RVPUBUBALLINGER1728683.2 Z (7) the Project will establish a balance of land uses that benefits various segments of the community and creates a special place that blends the design heritage of the Santa Anita Racetrack into a new complex of uses and buildings; (8) the Project will offer both daytime and nighttime recreational and entertainment opportunities for the community in a safe and reasonably secure environment; (9) the Project will enhance the cultural fabric of the community by providing outdoor plazas, open space areas, as well as publicly accessibie art work as articulated in the Specific Plan; (10) the Project will provide an expanded economic base for the City that maximizes property and sales tax revenue while balancing community design principles; (11) the Project will create a pedestrian-oriented open air commercial center with an emphasis on an open space network of landscaped pedestrian streets, sidewalks, paseos, promenades, and public space thaf will form an important gathering place for the Arcadia community; (12) the Project will ensure land use compatibility by creating a logical physical relationship to the adjacent Wes~eld Santa Anita mall, existing residential uses, and existing circulation infrastructure through vehicular and pedestrian links; (13) the Project will develop a unique open-air commercial entertainment center to attract retail uses; (14} the Project will utilize architectural design, lighting, signage, and landscape materials to give the Project a distinctive and pleasing appearance; (15) the Project will generate public tax revenues that can be utilized to provide police, fire, recreation and other essential and important public services to the community; and (16) the Project will put portions of the Entire Property to productive use consistent with the objectives of City's General Plan. In consideration for Developer's provision, in all material respects, of the foregoing public benefits, City has determined that it is appropriate to enter into this Agreement to provide assurances to Devefoper that the Project will be permitted to proceed in accordance with and subject to the provisions set forth herein and in City's Existing Land Use Regulations, City's Existing Development Approvals, and the Future Development Approvals to be obtained by Developer, all as more particularly set forth herein; RVPUBVBALLINGER\728683.2 ~ 3 F. In connection with its approval of the Project, the Final Environmental Impact Report No. _(the "Final Environmental Impact ReporY' or "FEIR") was prepared by the City and certified by the City Council on , 2007. The FEIR analyzed potential adverse environmental impacts of full buildout for the Project; G. The City Council has found that the provisions of the Agreement are consistent with the relevant provisions of the Arcadia Municipal Code, the City's General Plan, as amended, and the Specific Plan; H. All actions taken by City have been duly taken in accordance with all applicable legal requirements, including those of the California Environmental Quality Act, Public Resources Section 21000 et seq. ("CEQA"), and all other requirements for notice, public hearings, findings, votes and other procedural matters; I. On , 2007, the Planning Commission of the City of Arcadia conducted a duly noticed public hearing concerning this Agreement, thoroughly considered this Agreement, and recommended adoption thereof to the City Council; J. On , 2007, the City Council conducted a duly noticed public hearing concerning this Agreement, thoroughly considered this Agreement, introduced Ordinance No, _ approving this Agreement, and on , 2007, the City Council cond~cted a second reading of and adopted said Ordinance; NOW, THEREFOF2E, in consideration of the above recitals and of the mutual covenants and agreements contained herein and other good and valuable consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows: 1. Definitions. Capitalized terms used in this Agreement shall have the meanings set forth below, or if not defined in this Section 1, shall have the meaning ascribed thereto when such terms are first used herein. Other initially capitalized terms not specifically defined in this Agreement shall have the same meaning as set forth in the Specific Plan, or, if not defined therein, in the Arcadia Municipal Code: (a) The terms "Development," "developmenY' and "develop" mean the improvement of certain portions of the Entire Property for the purposes of constructing and completing the sfructures, improvements and facilities comprising the Project as more particularly described in the Specific Plan, Existing Development Approvals, and Future Development Approvals including, but not limited to: grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the Entire Property; the construction, demolition, reconstruction and redevelopment of buildings and structures; and the installation of landscaping; (b) The term "Development Approvals" means all land use, planning, zoning and building permits and entitlements subject to approval or issuance by City in connection with Development of the Project, including, but not limited to: RVPUBVBALLINGERV28683.2 4 parcel maps and/or lot line adjustments; subdivisions, tentative and final maps; conditional use permits, final development permits, architectural design reviews and approvals; variances; parking approvals and modifications; zoning changes; specific plan approvals or amendments; general plan approvals or amendments; substantial conformance and minor modification reviews and approvals under the Specific Plan; grading and building permits; demolition permits; and occupancy permits for buildings; (c) The term "Development Exaction(s)" means any requirement or precondition of City, whether or not in connection with or pursuant to any Land Use Regulations (defined below) or Development Approvai, for the dedication of land, the construction of public improvements or public facilities, or the payment of Development Impact Fees; (d) The term "Development Impact Fees" 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 the City to an 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 a development project, including, but not limited to "Quimby Act" fees specified in Government Code section 66477 and capacity charges, as those terms are defined in Government Code section 66013; provided however, that the term Development Impact Fee does not include any of the following: (1) Filing or Processing Fees as defined herein; (2) fees or charges that are adopted and imposed by a public agency other than the City (even if collected by the City in connection with the Project); or (3) fees for water connections or fees for sewer connections, as those terms are defined in Government Code section 66013. (e) The term "Director" means the Director of the Development Services Department of the City of Arcadia; (fl The term "Existing Development Approvals" means all of the Development Approvals for the Project approved or issued prior to the Effective Date of this Agreement, and includes, without limitation, the following Development Approvals: Resolution No. _; (1) The General Plan of the City of Arcadia, as amended by (2) The Specific Plan with Design and Sign Guidelines, as adopted by Ordinance No. ; 0 (3) Zone Change Ordinance No. _ for the Entire Property; (4) Ordinance No. _ approving this Agreement, and this Agreement; RVPUBUBALLINGER17286832 5 (5) The Final Environmental Impact Report, the Mitigation Monitoring and Reporting Program adopted therefor, and the environmental findings adopted therefor pursuant to City Council Resolution No. ; and (6) Architectural Design Review approval No. (g) The term "Existing Land Use Regulations" means all of City's Land Use Regulations (as defined in subsection (k) below) in effect as of the Effective Date of this Agreement, including, without limitation, the following: (1) The Arcadia General Plan, as amended by Resolution No. _ (2) The Specific Plan, as adopted by Ordinance No (3) The City Charter of the City of Arcadia; and (4) The Arcadia Municipal Code, including the Zoning Code. (h) The term "Effective Date" means the date that Ordinance No. approving this Agreement becomes effective. (i) The term "Filing or Processing Fees" means those fees that are uniformly charged for all commercial projects in the City, which fees cover the administrative costs of, among other things, reviewing and analyzing permit applications and similar requests for ministerial and/or discretionary approvals. Q) The term "Future Development Approvals" means Development Approvals (other than the Existing Development Approvals), including any amendments or modifications thereto, required or requested subsequent to the Effective Date of this Agreement in connection with the Development of the Project and any portion of the Entire Property. (k) The term "Land Use Regulations" means all ordinances (including the Specific Plan), resolutions, codes (including the Arcadia Municipal Code, including the Zoning Code), rules, regulations and official written policies of City governing land use development, including, without limitation: the permitted use of land; the density or intensity of use; subdivision requirements; the maximum height and size of proposed buildings; Development Exactions; regulations regarding the rate, time or sequence of development; and the design standards applicable to the Development or any portion of the Entire Property. (I) The term "Municipal Code" means the Arcadia Municipal Code. RVPUBUBALLINGER\7286831 6 (m) The term "ProjecY' means (i) the commercial entertainment development to be constructed on the Property consisting of up to 830,000 square feet, calculated in accordance with the provisions of the Specific Plan (Gross Leasable Area as that term is used in the Specific Plan), of retail and commercial space (including offices, cinemas and restaurants), and accompanying parking as permitted by the Specific Plan (the "Commercial Entertainment Center"), (ii) the development of the necessary infrastructure to serve such uses, all as more particularly described in the Specific Plan and the Existing Development Approvais, and as depicted on the attached Site Plan. 2. Bindinq Effect; Chanqe in Developer Composition. This Agreement, and all of the terms and conditions of this Agreement shall, to the extent permitted by law, constitute covenants that shall run with the land comprising the applicable portions of the Entire Property for the benefit thereof, and the benefits and burdens of this Agreement shall be binding upon and inure to the benefit of the Parties and their respective assigns, heirs, or other successors-in-interest. Notwithstanding any provision of this Agreement to the contrary: (i) if prior to the expiration of the initial Term, the Ground Lease has not been fully executed by the Owner and SAA; or (ii) in the event that SAA is not the ground lessor under the Ground Lease prior to the grand opening of the Project (which shall be defined for purposes of this Section as the actual, lawful occupancy of at least fifty percent (50%) of the square footage of the Commercial Entertainment Center); or (iii) in the event that Caruso no longer is the manager of SAA; or (iv) in the event that SAA does not have an equitable or leasehold interest in the Property, then all vested rights granted under this Agreement as to the Commercial Entertainment Center component of the Project shall terminate. In order to enable the City to determine compliance with this Section 2, SAA, Caruso, SACE, and Owner hereby agree to provide written certifications, provided under penalty of perjury, necessary for the City to determine compliance or non-compliance with this Section 2. 3. Neaation of Aaencv. The Parties acknowledge that, in entering into and performing under this Agreement, each is acting as an independent entity and not as an agent of the other in any respect. Nothing contained herein or in any document executed in connection herewith shall be construed as making the City and Developer joint venturers, partners, agents of the other, or employedemployee. 4. Reserved Powers. Notwithstanding any provisions in this Agreement to the contrary, the City reserves the right through its Reserved Powers, as herein defined, to enact and apply to the development of the Project on certain portions of the Entire Property (or to deny or conditionaliy approve any Future Development Approval based on) the foliowing laws, ordinances, regulations, and written official policies after the Effective Date (collectively, the "Reserved Powers"): (a) Filinq or Processin4 Fees. Adjustments to existing Filing or Processing Fees, or new Filing or Processing Fees, by City to cover the direct, reasonable and actual costs of processing applications for Development Approvals or for monitoring compliance with any Development Approvals. Such Filing or Processing RVPUBUBALLINGERV28683.2 7 Fees shall be limited to those Filing Fees or Processing Fees that are imposed on all commercial projects within the City, and the City shall not impose any Filing or Processing Fee on the Project merely as a result of the fact that this Development Agreement has been entered into. (b) Procedural Requlations. Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records and any other matter of procedure, applicable on a citywide basis, provided such regulations are consistent with and impose no greater requirements, economic burdens or time delays than the Existing Land Use Regulations, Existing Development Approvals and Future Development Approvals. (c) Enqineerinq and Construction Standards. Provisions of building, engineering and construction standards and specifications applicable to comparable public and private improvements set .forth in the California Building Standards Code in effect in the City at the time of the issuance of the building permit for a building or structure shall apply to the Entire Property and the Project, including without limitation the applicable provisions of the Uniform Building Code, Uniform Plumbing Code, Uniform Mechanical Code, National Electrical Code, and Uniform Fire Code. (d) Public Health and Safetv. Regulations that City determines are necessary because the failure of the City to adopt such regulations would place the occupants of the applicable portion of the Entire Property, or the occupants of the City, or both, in a condition dangerous to their health or safety, or both, (e) Consistent Future Citv Ordinances Resolutions and Requlations. City ordinances, resolutions, regulations, and official policies governing development and building that are in furtherance of and not in conflict with this Agreement, the Existing Development Approvals, and the Existing Land Use Regulations and Future Development Approvals. (fl Consented to Ordinances Resolutions and Requlations. Any ordinances, resolutions, regulations, and official policies, not set forth in this Section 4, that are in conflict with the Project, provided Developer has given written consent to the application of such regulations to the Project. (g) Overridinq State and Federal Laws and Requlations. State and federal laws and regulations that are adopted or approved after the Effective Date of this Agreement that override or conflict with Developer's vested rights set forth in this Agreement ("Overriding Laws") shall apply to the Entire Property and/or the Project, together with any Mandatory Implementing Regulations. For purposes of this subparagraph (g), the term "Mandatory Implementing Regulation" shall mean any implementing City ordinance, resolution, regulation, or written official policy that is necessary to enable City to comply with any Overriding Law and that overrides or conflicts with Developer's vested rights set forth in this Agreement, but only if the failure RVPUBUBALLWGERV266832 g of the City to adopt and implement any such ordinance, resolution, regulation or written official policy will result in the City losing then existing sources of revenue. Conversely, the City shall not apply to the Project any "Optional Implementing Regulation". The term "Optional Implementing Regulation" shall mean any implementing City ordinance, resolution, regulation, or written official policy that is necessary to enable City to comply with any Overriding Law and that overrides or conflicts with Developer's vested rights set forth in this Agreement, which, if adopted, would result in the City receiving a source of revenue that the City had not received as of the date of adoption by the City of an Optional Implementing Regulation City may adopt any such Optional Implementing Regulation and apply any such Optional Implementing Regulation, but the City may not apply such Optional Implementing Regulation to the Project, or any part thereof, or to the Entire Property, or any part thereof. Developer does not waive its right to challenge or contest, at Developer's sole cost and expense and at no liability to the City, the validity of any such Overriding Law, Mandatory Implementing Regulation or Optional Implementing Regulation on its face or as applied to any portion of the Entire Property and/or the Project. In the event that any such Overriding Law (and/or any Mandatory Implementing Regulation undertaken pursuant thereto) prevents or precludes compliance with one or more provisions of this Agreement, such provisions of this Agreement shall be modified or suspended only as may be necessary to comply with such Overriding Law or Mandatory Implementing Regulation and, subject to the provisions of the following paragraph, this Agreement shall remain in full force and effect to the extent that it is not inconsistent with such Overriding Law and its Mandatory Implementing Regulation and that performance of the remaining provisions of this Agreement would not be inconsistent with the intent and purposes of this Agreement. In the event any Mandatory Implementing Regulation is being considered by the City for adoption, City shall use good faith efforts to provide the Developer with written notice of such fact; provided however, that nothing contained in this sentence shall impose any monetary liability on the part of the City, its officials, officers, employees or agents, nor shall any subsequently adopted Mandatory Implemeriting Regulation be affected by the failure of the City to actually provide such notice. City and Developer shall thereafter meet and confer in good faith concerning (i) the Overriding Law and/or Mandatory Implementing Regulation and the City's application or application of the same to the Entire Property, or any part thereof andlor the Project, or any part thereof, and, (ii) modification of this Agreement, if and as necessary, to comply with such Overriding Law and/or Mandatory Implementing Regulation. If, however, in the opinion of Developer, the Overriding Law and/or Mandatory Implementing Regulation at issue is inconsistent with the intent or objectives of this Agreement, or renders the remaining provisions of this Agreement for the benefit of Developer impractical or less profitable to enjoy and/or enforce, Developer shall have the option of either referring the matter for resolution pursuant to the provisions of Section 13 below, or shall have the right to terminate this Agreement upon thirty (30) days' advanced written notice to City. City agrees to cooperate with Developer in resolving the conflict in a manner that minimizes any financial impact upon Developer and that preserves, to the maximum feasible extent possible, the intent and objectives of this Agreement. City shall, at City's sole cost and expense, process Developer's proposed changes to the Project as may be RVPUBVBALLINGERV28fi832 9 necessary to compiy with such Overriding Law and/or Mandatory Implementing Regulation and to process proposed Project changes in accordance with City procedures and findings. 5. Acknowledqements. Aqreements and Assurances on the Part of the Develooer. In order to effectuate the provisions of this Agreement, and in consideration for the City entering into this Agreement and obligating itself to carry out the covenants and conditions set forth herein, the Developer hereby agrees and acknowledges that: (a) Construction of the Proiect. Subject to the provisions of Section 7(c) below, from and after the Effective Date, each constituent entity of Developer, in accordance with its sound business judgment, agrees to work towards development of the portion of the Project applicable to it in accordance with the Existing Land Use Regulations, the Existing Development Approvals, and the Future Development Approvals to be obtained pursuant hereto. Not by way of limitation of the foregoing, in connection with development of the Project, constituent entity of each Developer shall, with respect to the applicable portion of the Project, subject to the provisions of this Agreement, comply, in all material respects, with ail conditions contained in the Existing Development Approvals and all valid conditions consistent with this Agreement that City may impose on the Future Development Approvals. (b) Other Governmental Permits. Subject to the provisions of Section 7(c) below, Developer shail apply in a timely manner for such other permits and approvals as may be required from other governmental or quasi-governmental agencies having jurisdiction over the Project for the development of, or provision of services to, the Project. As specified in Section 6(f), City shall cooperate with Developer in its endeavors to obtain such permits and approvals. 6. Acknowledaements. Apreements and Assurances on the Part of the Citv. City hereby agrees that commencing on the Effective Date, and continuing during the entire remaining Term of this Agreement, Developer shall have the vested right to carry out and complete the Project in accordance with the express provisions of this Agreement, the Existing Land Use Regulations, the Existing Development Approvals and Future Development Approvals, and once the same have been obtained, the Future Development Approvals. In furtherance of such agreement and assurance, and pursuant to the authority and provisions set forth in the Development Agreement Statute, City further hereby agrees and acknowledges as follows: (a) General. The uses permitted on the applicable portions of the Entire Property hereunder, the density and intensity of development, the maximum height and size of buildings, and all other matters affecting land use and development of the Project shall be as set forth in the Specific Plan, the Existing Land Use Regulations, the Existing Development Approvals, and, once the same have been obtained, the Future Development Approvals. In addition, subject to the City's Reserved Powers as set forth herein, Developer's applications for Future Development Approvals shall be RVPUB~IBALLINGER\728683.2 10 reviewed pursuant to the provisions of the City's Existing Land Use Regulations and the Existing Development Approvals. (b) City's Consideration and Aoqroval of Repuested Chanoes in the Proiect. City acknowledges that Developer may in the future desire to change or modify the precise location, configuration, size and height of the proposed buildings and develop a mix of proposed uses after the Effective Date of this Agreement based upon more precise planning, changes in market demand, changes in development occurring in the vicinity, and similar factors. In such event, City shall cooperate with Developer to review and take final action on such requested changes in accordance with City's Existing Land Use Regulations, the Existing Development Approvals and Future Development Approvals. No change to the Project (including Substantially Conforming Changes under Section 7(a)) that is consistent with the Existing Land Use Regulations, the Existing Development Approvals and Future Development Approvals shall require an amendment of this Agreement and, in the event any change in the Project proposed by Developer is approved by the City, the references in this Agreement to the Project or applicable portion thereof shall be deemed to refer to the Project as so changed. In the event that any reduction by the Developer in the scale of the Project reduces the Gross Leasable Area of the Commercial Entertainment Center to less than Five Hundred Thousand (500,000) square feet, all vested rights under this Agreement shall automatically be deemed terminated. In addition, the Parties intend that if parcelization of the Entire Property, or any portion thereof, that is consistent with the development of the Project as contemplated under the Existing Development Approvals is, subsequent to the Effective Date of this Agreement, authorized and approved under the Subdivision Map Act and the Existing Land Use Regulations, no additional Development Exactions, beyond those contemplated by this Agreement, the Existing Development Approvals, the Existing Land Use Regulations and Future Development Approvals shall be imposed on any such parcelization. (c) Reservations and Dedication of Land for Public Purooses. Developer shali not be required to dedicate, convey, or transfer any interest in land or to construct or install public improvements or facilities in conjunction with the Project, whether on or off the Entire Property, except (i) as expressly provided for in the Existing Land Use Regulations, Existing Development Approvals or Future Development Approvals, or (ii) as expressly set forth in the provisions of this Agreement. If the scope of the Project is changed with the consent of the Developer in a manner that increases the ProjecYs effect on the City's street, transit or utility facilities, in such case, any requirement for such additional dedication, conveyance, transfer, construction or installation shall be limited to that supported by a sufficient nexus and necessary to accommodate the Project change. Any necessary CEQA analysis shall be conducted to examine such incrementai change. Developer shall also be entitled to credit andlor reimbursement for the reservation or dedication of land or the installation of public improvements, in accordance with any future written policy of the City concerning fee credits and/or reimbursements for the reservation or dedication of land and the installation of public improvements. Pursuant to Section 202 of Resolution 6469, the public improvements to be constructed and dedicated to the City in connection with the RVPUBUBALLINGER\728683.2 1 I Project shall be those listed in Exhibit "F", and the amount of Development Impact Fees that shall be deemed satisfied by such construction and dedication shall be approximately the amount set forth in Exhibit "G". (d) Develoament Exactions. Except as otherwise expressly set forth in this Agreement and as authorized under the Existing Development Approvals, City shall not impose Development Exactions in conjunction with Developer's development of the Entire Property, or any part thereof or the Project, or any part thereof, excepting only those Development Exactions that are authorized by the Existing Development Approvals and Existing Land Use Regulations. A schedule of payment of Development Impact Fees applicable to the Project is attached hereto as Exhibit "D" and incorporated by reference herein. Pursuant to Section 202 of Resolution 6469, the amount of such Development Impact Fees shall not be increased, nor shall the City attempt to apply to the Entire Property, or any part thereof or the Project, or any part thereof, any new or different Development Impact Fees, during the first five (5) years following the full execution of this Agreement. Nothing contained in this Agreement shall affect the ability of the City to collect Development Impact Fees that have been adopted and imposed by a public agency other than the City. (e) Future Environmental Review. The potential environmental impacts of the Project were analyzed in the FEIR. Future Development Approvals will be reviewed in light of the FEIR to determine if any additional environmental documentation will be required. The determination will be made consistent with the applicable provisions of CEQA and the State and local CEQA Guidelines. (~ Other Governmental Permits. After City has approved the Project, City shall cooperate, at no direct cost to City, with Developer in its efforts to obtain such additional permits and approvals as may be required by any other governmental or quasi-governmental agencies having jurisdiction over such portion of the Project; provided permits and approvals are consistent with City's approval(s) and are consistent with this Agreement. City does not warrant or represent that any other governmental or quasi-governmental permits or approvals will be granted. (g) CitV Review of Applications for Future Develoqment Aporovals. Ali subsequent consideration by City of Developer's applications for Future Development Approvals for the Project shall be subject to the terms and conditions set forth in this Agreement. City shall not disapprove, condition, or delay the processing of any applications for any Future Development Approval for reasons inconsistent with the Existing Land Use Regulations, the Existing Development Approvals, or the express provisions of this Agreement. Upon satisfactory completion by Developer of all required preliminary actions and payments of then applicable Filing or Processing Fees, if any, City shall, in accordance with and subject to Existing Land Use Regulations, Existing Development Approvals, Future Development Approvals and all other legal requirements, initiate, process, and complete all required steps, and act upon any approvals and permits necessary for the development of the Project by Developer in as prompt and diligent a manner as it performs such actions for other development projects RVPUBUBALLMGERV286832 12 and in accordance with this Agreement, including, but not limited to, (i) the processing of applications for and issuing of all discretionary approvals requiring the exercise of judgment and deliberation by City, including without limitation, the Future Development Approvals; (ii) the holding of any required public hearings; and (iii) the processing of applications for and issuing of all ministerial approvals requiring the determination of conformance with the Existing Development Approvals, Existing Land Use Regulations and Future Development Approvals. If City is unable to process any of Developer's applications for Future Development Approvals in a timeframe acceptable to Developer, Developer shall provide written notice to City requesting aid in such processing. Upon Developer's written request, City shall engage qualified outside consultants reasonably acceptable to Developer to aid in such processing, provided that Developer shall be required to reimburse to City, within thirty (30) days of invoicing by City, all reasonable and direct charges to be incurred by City for such outside consultants. In this regard, Developer, in timely manner, will provide City with all documents, applications, plans and other information necessary for City to carry out its obligations hereunder and will cause Developer's planners, engineers, and all other consultants to submit in a timely manner all required materials and documents therefor. The Term of this Agreement shall be automatically extended for the time period commencing as of the receipt by City of Developer's written request for aid and ending on the date that such consultant actually begins work on the Project ("Processing Delay"). (h) Vested Riahts to Future Develoqment. After the date that City approves an application for a Future Development Approval, Developer shall have the vested right to develop pursuant to said Future Development Approval to the same extent that Developer has the vested right to develop pursuant to the Existing Development Approvals and the Existing Land Use Regulations. Upon City approval of Future Development Approvals they will automatically become part of the Existing Development Approvals. (i) Conflictinp Enactments. With the exception of those changes authorized by the Reserved Powers, any other change in the Existing Land Use Regulations or Existing Development Approvals, including, without limitation, any change in the General Plan, zoning, or subdivision law, adopted or becoming effective after the Effective Date, and adopted in any form by the City Council, the Planning Commission or any other board, commission or department of City, or any officer or employee thereof, or by the electorate (including, without limitation, by initiative or referendum), as the case may be, that would, absent this Agreement, otherwise be applicable to the Entire Property, or any part thereof, or the Project, or any part thereof, and that would either: (x) conflict in any way with the Existing Land Use Regulations or Existing Development Approvals (and, once issued, the future Development Approvals); or (y) be more restrictive, burdensome or costly to the Entire Property, or any part thereof or the Project, or any part thereof, than would be the case under the Existing Land Use Regulations and Existing Development Approvals (and, once issued, the Future Development Approvals) shall not be applied by City to any part of the Entire Property, or any part thereof or the Project, or any part thereof. In addition to the foregoing, unless provided for in the Existing Land Use Regulations or Existing RVPUBUBALLINGERV28683.2 13 Development Approvals or Future Development Approvals or except to the extent the Project is changed with the consent of the Developer thus necessitating any of the following, the following shall be considered in direct conflict with this Agreement: (a) Limits on Densitv and Intensitv. Limiting or reducing the density or intensity of all or any part of the Project, inconsistent with the Specific Plan or this Agreement. (b) Location of Imorovements. Limiting the location of or increasing or decreasing the size of buildings, or requiring grading, or other improvements for the Commercial Entertainment Center in a manner that is inconsistent with the Specific Plan or not required of other commercial projects in the City. (c) Discriminatorv Aaplication of Ordinances Applying to the Project or the Entire Property any Land Use Regulations, or interpreting or enforcing any Land Use Regulation in a stricter or more demanding fashion than was theretofore applied anywhere eise within City or in a manner that is not uniformly applied on a City-wide basis to all development projects or project sites in City. (d) Exactions. Imposing any Development Exaction, requirement, condition, or other restriction on the Project that is not expressly contained within this Agreement, any Existing Development Approval (including the Specific Plan), or Existing Land Use Regulations. The above list of actions is not intended to be comprehensive, but is illustrative of the types of actions that would conflict with this Agreement. Notwithstanding the foregoing, this Agreement shall not preclude the application to the Project of rules, regulations, ordinances and officially adopted plans and policies in conflict with the Existing Land Use Regulations, Development Approvals, Future Development Approvals or Existing Land Use Regulations where such additional rules, regulations, ordinances and officially adopted plans and policies are mutually agreed to in writing by Developer and the City in accordance with this Agreement. (j) Permitted Conditions. Provided Developer's applications for any Future Development Approvals are consistent with the development of the Project under this Agreement, the Existing Land Use Regulations and Existing Development Approvals, City shall, subject to the Reserved Powers, grant the Future Development Approvals in accordance with the Existing Land Use Regulations, the Existing Development Approvals and this Agreement. City shall have the right to impose reasonable conditions in connection with Future Development Approvals provided, however, that such conditions shall not be inconsistent with this Agreement, the Existing Development Approvals or the Existing Land Use Regulations, or more restrictive, burdensome or costly to the Project than the Existing Land Use Regulations and RVPUBVBALLINGER\728683.2 14 Existing Development Approvals, or create delays for the development of the Entire Property, or any part thereof or the Project, or any part thereof,. (k) Time Period of Tentative Maos. To the extent permitted by law, the term of (i) any tentative map, parcel map, vesting tentative map or vesting parcel map that may be approved for the Project, (ii) any amendment (or reconfiguration) of any such map (including any lot line adjustment or merger of lots within such a map), or (iii) any other map for any part of the Property filed prior to the termination of this Agreement, shall automatically be extended for the Term of this Agreement. 7. Acknowled4ements. Aqreements, and Assurances on the Part of the Parties. In order to effectuate the provisions of this Agreement, and in consideration for the Parties entering this Agreement and obligating themselves to carry out the covenants and conditions set forth in Section 6 and Section 7 of this Agreement, the Parties hereby agree and acknowledge that: (a) Administrative Chanpes and Modifications. The Parties 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 Existing Development Approvals, the Existing Lang Use Regulations, and, once issued, any Future Development Approvals. If and when the Parties find that "Substantially Conforming Changes," as herein defined, are necessary, desirable or appropriate, they shall, unless otherwise required by law, effectuate such changes or adjustments through administrative modifications executed by the Developer and the Director or his or her designee. As used herein, "Substantially Conforming Changes" are changes, modifications or adjustments that are those changes that are deemed to be in substantial conformance under the Specific Plan. Substantially Conforming Changes shall not be deemed to be an amendment to this Agreement and/or the Existing Development Approvals, and Substantially Conforming Changes shall not require prior notice or hearing by the Planning Commission or City Council. (b) Moratorium. Subject to the City's exercise of its Reserved Powers, no City-imposed moratorium or other limitation, relating to the rate, timing or sequencing of the development or construction of all or any part of the Project, whether imposed by ordinance, initiative, referendum, resolution, policy, order or otherwise, and whether enacted by the Council, an agency of Ciry, the electorate, or affecting the rate, timing or sequencing of parcel or subdivision maps (whether tentative, vesting tentative or final), building permits, occupancy certificates or other entitlements to use or service approved, issued or granted within City, or portions of City, shall apply to the Project. (c) Timinq of Develooment. Because the California Supreme Court held in Pardee Construction Co. v. Citv of Camarillo, 37 Cal.3d 465 (1984) that the failure of the parties to provide for the timing of development allowed a later-adopted RVPUBVBALLMGERV28683.2 1 S initiative that restricted the timing of development to prevail over the parties' agreement, it is the intent of Developer and the City to cure any such deficiency by acknowledging and providing that Developer shall have the right (without the obligation) to develop the Project and the Entire Property in such order and at such rate and at such time as it deems appropriate within the exercise of its subjective business judgment. 8. Public Benefits. The Parties acknowledge that significant public benefits will be derived from the following covenants of Developer: (a) Develooment Aareement Fee. Nohn+ithstanding any provision herein to the contrary, SAA shall pay to City a development agreement fee totaling Two Million Dollars ($2,000,000.00) payable in cash, cashier's check or otherwise immediately available funds. Such payment shall be made by SAA to City as a condition precedent to the issuance of the first building permit associated with the Project. (b) Well Site. Notwithstanding any provision herein to the contrary, and notwithstanding that the City has no current plans to develop a municipal water well on any portion of the Entire Property and merely desires to reserve the right to do so, Owner shall cause to be dedicated, in fee simple, to the City a municipal water well site of approximately Five Thousand (5,000) to Fifteen Thousand (15,000) (as determined by City, depending on whether water treatment capabilities are required) square feet, within an existing parking area and in such an area as to minimize any reduction in parking area, traffic impacts and in a location so as to not impact buildings proposed by the Project. The precise location of such well site shall be approved by Developer, in Developer's reasonable discretion. Such dedication shall be made by means of a recordable instrument, in a form approved by the City Attorney. Such instrument shall be delivered to City within thirty (30) days following Developer's receipt a written request for same by City. If the City ever determines to construct a municipal water well as provided above, any construction of a well on such well site shall be subject to compliance with CEQA, and the exterior design shall be consistent with the design guidelines of the Specific Plan. (c) Tenant Character and Qualitv. Notwithstanding any provision herein to the contrary, SAA covenants that, for the Term of this Agreement, the Commercial Entertainment Center shall meet the following criteria. The tenant mix shall be consistent with a first-class shopping center and shall include upscale tenants such as those tenants who occupy space at any one or more of the following regional shopping centers: Newport Beach's Fashion Island, Costa Mesa's South Coast Plaza, the Grove adjacent to the Farmer's Market, and Glendale's Americana on Brand. 9. Coooeration and Implementation. City and Developer agree that they will cooperate with one another to the fullest extent reasonable and feasible to implement this Agreement. Such cooperation shall include, but is not limited to, the following: RV PUB~IBAL W NGERV 286831 16 (a) Further Actions and Instruments. Each Party shall cooperate with and provide reasonable assistance to the other Party to the extent necessary to implement this Agreement. Upon the request of either Party at any time, the other Party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings, including estoppel certificates, and take any actions as may be reasonably necessary to implement this Agreement or to evidence or consummate the transactions contemplated by this Agreement. (b) Approvals. Reasonableness. Except when this Agreement specifically authorizes a Party to withhold its approval or consent in its sole and absolute discretion, when either City or Developer shall require the approval or consent of the other Party in fulfilling any covenant, provision, or condition set forth herein, such approval or consent shall not be unreasonably withheld, conditioned, or delayed by the Party from whom such approval or consent is sought. (c) Processinq Durinq Third Partv Litiqation. The filing of any third party lawsuit(s) against City and/or Developer relating to this Agreement, the Existing Development Approvals, Existing Land Use Approvals, Future Development Approvals, or to other Development Approvals affecting the Entire Property, or any part thereof or the Project, or any part thereof, shall not, unless agreed to by Developer, delay or stop the development, processing or construction of the Project, or any part thereof, or of the Entire Property, or any part thereof, the approval of the Future Development Approvals, or the issuance of ministerial approvals, unless the third party obtains a court order preventing the activity. City shall not stipulate to or fail to oppose the issuance of any such order. In the absence of such a court order, Developer shall have the right (without the obligation but at its sole risk) to develop the Project and the Entire Property in such order and at such rate and at such time as it deems appropriate within the exercise of its subjective business judgment, as provided for under Section 7(c). (d) Defense of Agreement and Develooment Aoprovals. In the event of any legal action instituted by a third party, including without limitation any other governmental entity or official, challenging the validity of this Agreement, any of the Existing Development Approvals, the Existing Land Use Regulations, or any Future Development Approval granted pursuant to this Agreement, or any element thereof or the proceedings, acts, or determinations taken, done or made prior to such matters, or the right of either Party to engage in the acts and transactions contemplated by this Agreement, upon the election of the Developer to defend against the lawsuit, the Parties agree to cooperate fully with each other in defending such action (including any actions reasonably requested to mitigate the impact of such action). Developer shall, at its sole cost and expense, indemnify, defend and hold harmless, the City, its officials, officers and employees for any damage or liability incurred by the same while acting within the scope of their official duties, as the result of the City's obligation hereunder to not stop the development, processing or construction of any portion of the Project, the approval . of any Future Development Approvals, or the issuance of ministerial approvals. The City shall have the absolute right to retain such legai counsel as the City deems necessary and appropriate; provided however, that the City shall consult with Developer RVPUBVBALLINGER\728683.2 17 in the selection of such legal counsel. In the event of any such third party action or proceeding, Developer's counsel shall assume the lead counsel role in the defense of such action or proceeding, and the City's counsel shall assume a review and approval role. The lead counsel role shall include, without limitation, the following types of duties: gathering and organizing documents for the preparation of the administrative record, preparation of motions, briefs and other court pleadings, assuming the lead role in oral arguments and other court appearances, propounding and responding to any discovery requests if discovery is permitted pursuant to applicable law. The review and approval counsel role shall include, the following types of duties: reviewing and approving documents for the preparation of the administrative record, reviewing and approving motions, briefs and other court pleadings, attending (but not assuming the lead role in) oral arguments and other court appearances, reviewing and approving any discovery requests and responses to any discovery requests if discovery is permitted pursuant to applicable law. Developer shall be obligated to reimburse the City for only those reasonable legal fees and costs incurred in connection with the review and approvals of the City's counsel that are set forth in the immediately preceding sentence that are incurred in any such third party action or proceeding. To the extent this Section 9(d) is inconsistent with that certain reimbursement agreement entered into between the City and Caruso Management, Inc., dated June 15, 2005, the provisions of this Section 9(d) shall prevail. The duty of Developer to indemnify, defend and hold harmless the City shall not apply to the extent that any damage or liability is the result of the breach of this Agreement by, or the willful misconduct or gross negligence of, the City, its officials, officers or employees. In the event Developer chooses not to indemnify, defend and hold harmless (or any combination thereof) as required by this Section, the City, its officials, officers and employees shall be under no obligation to indemnify any party, defend any such action, or hold harmless any party. 10. Comqliance: Default. (a) Periodic Review. The City shall review this Agreement annually, on or before the anniversary of the Effective Date, in order to ascertain the good faith compliance by Developer with the terms of the Agreement. Developer shall submit an Annual Monitoring Report, in substantially the form attached hereto as Exhibit "E", within ten (10) days after written notice from the City Manager. The Annual Monitoring Report shall be accompanied by an annual review and administration fee sufficient to defray the actual reasonable and direct City costs of review of the Monitoring Report. (b) Special Review A special review ("Special Review") of compliance with this Agreement may be made either by agreement of the Parties or by initiation in one or more of the following ways following the issuance of a Notice of Non- Compliance to Developer and an opportunity to cure any alleged breach pursuant to Section 10 (j): (1) Recommendation of the Development Services Department staff; RVPUBUBALL[NGERV286831 18 (2) Affirmative vote of at least three (3) members of the Planning Commission; or (3) A~rmative vote of at least three (3) members of the City Council. (c) Procedure. During either a periodic review or a special review, Developer shali be required to demonstrate good faith compliance with the terms of the Agreement. The burden of proof on this issue shall be on Developer. (d) Upon completion of a periodic review or a special review, the Director shall submit a report to the Planning Commission setting forth the evidence concerning good faith compliance by Devel~per with the terms of this Agreement and his or her recommended finding on that issue. The Planning Commission shall consider such report at a public hearing: The City Manager or designee shall provide notice to Developer at least ten (10) days prior to the hearing by the Planning Commission. (e) If the Planning Commission finds and determines on the basis of substantial evidence that Developer has complied in good faith with the terms and conditions of this Agreement, the review shall be concluded. (f) If the Planning Commission finds and determines on the basis of substantial evidence that Developer has not complied in good faith with the terms and conditions of this Agreement, the Commission shall state with reasonable specificiry and particularity the nature of the Developer's default and the facts supporting such determination and the Commission may recommend to the City Council to modify or terminate this Agreement. Developer may appeal a Planning Commission determination pursuant to this Section 10(~ pursuant to City's procedural rules for consideration of appeals in zoning matters then in effect; provided however, that any substantive rules shall be pursuant to the Existing Land Use Regulations. (g) Proceedinps Upon Modification or Termination. If, upon a finding under Section 10(~, City determines to proceed with modification or termination of this Agreement, City shall give written notice to Developer and Mortgagee ( as defined in Section 15(b) and as provided in Section 15(d)) of its intention so to do. The notice shail be given at least ten (10) calendar days prior to the scheduled hearing and shall contain: (1) The time and place of the hearing; (2) A statement as to whether or not City proposes to terminate or to modify the Agreement; and, (3) Such other information that the City considers necessary to inform Developer of the nature of the proceeding. RVPl1BVBALLINGERV28683.2 19 (h) Hearinq on Modification or Termination. At the time and place set for the hearing on modification or termination pursuant to Section 10(g), Developer shall be given an opportunity to be heard and Developer 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 Developer. If the City Council finds, based upon substantial evidence, that Developer has not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement or 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, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure. (i) Certificate of Apreement Compliance. If, at the conclusion of a Periodic or Special Review, Developer is found to be in compliance with this Agreement, City Manager or designee shall, upon request by Developer, issue a Certificate of Agreement Compliance ("Certificate") to Developer stating that after the most recent Periodic or Special Review and based upon the information known or made known to the Director and City Council that: (1) this Agreement remains in effect; and (2) Developer 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. Developer may record the Certificate with the County Recorder. Whether or not the Certificate is relied upon by assignees or other transferees or Developer, 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 Director or City Council. Q) Notice and Ooportunitv to Cure for Breaches. If at any time either Party reasonably concludes that the other Party (i) has not acted in reasonable prima facie compliance with this Agreement, and (ii) is out of compliance with a specific material term or provision of this Agreement, then that Party may issue and deliver to the breaching Party a written Notice of Non-Compliance, detailing the specific reasons of non-compliance (including references to sections and provisions of this Agreement that have ailegedly been breached) and a complete statement of all facts demonstrating such non-compliance. The Parties shall also meet with each other as appropriate to discuss any alleged non-compliance. A Party shall have thirty (30) calendar days following its receipt of the Notice of Non-Compliance in which to cure said failure(s); provided, however, that if any one or more of the item(s) of non-compliance set forth in the Notice of Non-Compliance cannot reasonably be cured within said thirty (30) calendar day period, then the Party receiving such Notice shall not be in breach of this Agreement if it commences to cure said item(s) within said thirty (30) day period and diligently prosecutes said cure to completion. (k) Termination of Develo~ment Aqreement as to Breachinq Partv. If Developer fails to timely cure any item(s) of non-compliance set forth in a written Notice of Non-Compliance issued pursuant to Section 10(j), then the City shall have the RVPUBUBALLINGER1726683.2 Z~ right, but not the obligation, to initiate proceedings under Resolution No. 6469 for the purpose of modifying or terminating this Agreement. Such proceedings shall be initiated by written notice to the Developer and Mortgagee. If the City determines to terminate this Agreement following a reasonable opportunity for the Developer to cure any non- performance, the City shall give Developer and Mortgagee written notice of its intent to so terminate this Agreement, specifying the precise grounds for termination and setting a date, time and place for a public hearing before the City Council on the issue, pursuant to Section 10Q). At the noticed public hearing, Developer and/or its designated representative shall be given an opportunity to make a full and public presentation to the City. If, following the taking of evidence and hearing of testimony at said public hearing, the City finds, based upon a preponderance of evidence, that the Developer has not demonstrated compliance with any material term of this Agreement, and that Developer is out of material compliance with a specific, substantive term or provision of this Agreement, then the City may (unless the Parties otherwise agree in writing) terminate this Agreement. The decision of the City Council shall be final, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure. 11. Amendment or Modification. Except for Substantially Conforming Changes as defined under Section 7(a), or a modification following proceedings instituted pursuant to Section 10 hereof, this Agreement may be amended or modified from time to time only with the written consent of Developer and the City or their successors and assigns, and only upon approval of an amendment by the City Council after a public hearing pursuant to Government Code Section 65868. 12. Term of Aqreement. This Agreement shall become operative on the Effective Date and the "Term" of this Agreement shall end five (5) years after the Effective Date, unless this Agreement is terminated, modified or the Term is extended upon mutual written consent of the Parties hereto or as otherwise provided by this Agreement. The initial five (5) year term of this Agreement may be extended by the Parties for an additional three (3) years provided that: (a) Developer provides at least 180 days written notice to City prior to expiration of the initial term; and (b) at or before the expiration of the Term, as such Term may be extended as provided for in Section 6(g) for the period of any City Processing Delay, and as specified in Section 19 by the number of days equal to the delay caused by any Enforced Delay, at least one (1) building permit has been issued for a building included within the Project; and (c) Developer is not then in uncured default under the Agreement. For purposes of clause (b), above, the Parties hereby agree that any decision by the City Council to not extend the Term shall be conclusively deemed "reasonable" if the first building permit has not yet been issued as of the expiration of the initial Term of this Agreement, subject to the provisions of the final sentence of this Section. No notice or public hearing need be conducted prior to any such extension. Following expiration or termination of the initial Term and any extension thereof, this Agreement shall be deemed terminated and of no further force and effect. The Term, including both the initial Term and any extension, shall be extended as provided for in Section 6(g) for the period of any City Processing RVPUBUBALLINGERV286832 21 Delay, and as specified in Section 19 by the number of days equal to the delay caused by any Enforced Delay. 13. Administration of Apreement and Resolution of Disqutes. (a) Administration of Disoutes. Subject to Sections 10(h) and 10(k), all disputes involving the enforcement, interpretation, or administration of this Agreement (including, but not limited to, decisions by the City staff concerning this Agreement and the Project or other matters concerning this Agreement that are the subject hereof and also including the adoption of any Implementing Regulation) shall first be subject to good faith negotiations between the Parties to resolve the dispute. In the event the dispute is not resolved by negotiations, the dispute shall then be heard and decided by the City Council within thirty (30) days following receipt of a written request by any Party therefor. Thereafter, any decision of the City Council that remains in dispute shall be appealed to, heard by, and finally resolved pursuant to the Alternative Dispute Resolution procedures set forth in Section 13(b) below. Nothing in this Agreement shall prevent or delay Developer or City from seeking a temporary or preliminary injunction in state or federal court if it believes that injunctive relief is necessary on a more immediate basis. (b) Alternative Disqute Resolution. After the provisions of Section 13(a) above have been complied with, subject to the provisions of the final sentence of Section 10(k), all disputes regarding the enforcement, interpretation, termination, modification or administration of this Agreement shall be heard and resolved pursuant to the alternative dispute resolution procedure set forth in this Section 13(b). All matters to be heard and resolved pursuant to this Section 13(b) shall be heard and finally resolved by a single arbitrator who shall be a retired judge from either the California Superior Court, the California Court of Appeals, the California Supreme Court, the United States District Court or the United States Court of Appeals. This arbitrator shall be selected by mutual agreement of the Parties. In the event that the Parties are unable to agree upon the selection of an arbitrator within twenty (20) days following the expiration of the thirty (30) day time period for the City Council's action on the dispute in subsection (a) of this Section, then any Party may petition the Superior Court of Los Angeles County for the appointment of the arbitrator pursuant to the procedures specified in Code of Civil Procedure Section 1281.6. Upon appointment of the arbitrator, the matter shall be set for arbitration at a time not less than thirty (30) nor more than ninety (90) days from the effective date of the appointment of the arbitrator. The arbitration shall be conducted under the procedures set forth in Code of Civil Procedure Section 1280 et seq., or under such other procedures as are agreeable to both Parties, except that the provisions of the California Code of Civil Procedure pertaining to discovery and the provisions of the California Evidence Code shall be applicable to such proceeding and either Party shall have the right to appeal the final decision of the arbitrator. The cost of the arbitrator shall be borne by the non-prevailing party (as that term is used in the California Civil Code) as set forth in Section 23 of this Agreement concerning attorneys' fees and costs. RVPUBVBALLINGERq28663.2 22 (c) Iniunctive Relief. Any Party to the dispute may, in addition to any other rights or remedies provided by this Agreement, seek to enjoin any threatened or attempted violation hereof, seek a stay pursuant to the provisions of California Code of Civil Procedure Section 1094.5(g), or enforce by specific performance the obligations and rights of the Parties hereto, except as otherwise provided herein. (d) No Personal Liabilitv. No board member, councilmember, o~cial or employee of the City shall be personally liable to Developer in the event of any default or breach by the City for any amount that may become due to Developer or on any obligations under the terms of this Agreement. No board member, partner, member, manager, officer or employee of the Developer shall be personally liable to City in the event of any default or breach by the Developer for any amount that may become due to City or on any obligations under the terms of this Agreement. (e) Monetarv Damapes Limited. It is acknowledged by the Parties that neither Party would have entered into this Agreement if it were to be liable in an unlimited amount of monetary damages under this Agreement, or with respect to this Agreement or the application thereof. In general, each of the Parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement. Except as provided in this paragraph, neither Party shall be liable in damages to the other, or to any respective successor in interest of or to any other person, and both Parties covenants not to sue for damages or claim any damages: (1) For any breach of this Agreement or for any cause of action that arises out of this Agreement; or (2) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement (provided, however, that this provision shall not authorize any taking of property without payment of just compensation); or (3) Arising out of or connected with any dispute, controversy or issue regarding the application or interpretation or effect of the provisions of this Agreement; provided however, that the Parties may be liable to one another or their successors in interest, and the Parties may sue one another for damages, including attorneys fees and costs, of up to Two Million Dollars ($2,000,000). (~ Saecific Performance. The Parties acknowledge that money damages and remedies at law generally are inadequate and specific performance and other non-monetary relief are particuiarly appropriate remedies for the enforcement of this Agreement and should be available to all Parties for the following reasons: (1) Unlimited money damages are unavailable as provided above. RVPUBUBALLINGER1728683.2 23 (2) Due to the size, nature and scope of the Project, it may not be practical or possible to restore the Entire Property, or any portion thereof, to its natural condition once implerrientation of this Agreement has begun. After such implementation, Developer may be foreclosed from other choices it may have had to utilize the Entire Property or portions thereof. Developer has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Agreement and will be investing even more significant time and resources in implementing the Project in reliance upon the terms of this Agreement, and it is not possible to determine the sum of money that would adequately compensate Developer for such efforts. 14. Transfers and Assiqnments. (a) Rights to Assian. Except as provided in Section 15(a), Developer may not assign or transfer its rights or obligations under this Agreement without the prior written consent of City. Notwithstanding the foregoing, Developer shall have the right to assign, transfer or otherwise convey its interests, rights or obligations hereunder: (i) in whole or in part, to an entity under common control with Caruso or its members; and (ii) in part, with respect to one or more building pads on the Property, to one or more subtenants for the purpose of constructing building(s) thereon in accordance with the Specific Plan, without approval or consent of the City, provided that Developer provides reasonable evidence thereof to City and gives thirty (30) days' prior written notice of the proposed transfer to the City Manager, and Developer provides City with notice of the name and address of the transferee within ten (10) days of the effective date of the transfer. A person or entity approved hereunder for a transfer of all or any part of the Developer's rights and obligations under this Agreement shall be known as a"Transferee". Upon the effective date of any sale, lease, sublease, or other transfer or assignment, the seller, lessor, sublessor, or other transferor or assignor automatically shall be released from any executory obligations to City hereunder with respect to the portion of the Entire Property sold, leased, subleased, transferred or assigned; provided, however, that unless City releases the seller, lessor, sublessor, or other transferor or assignor in writing, it shail remain responsible to City for performance of any obligations as to which it was in default as of the effective date of the transfer. (b) Liabilities Uoon Transfer. Upon the delegation of all duties and obligations and the sale, lease, sublease, transfer or assignment of all or any portion of the Entire Property to a Transferee, Developer shall be released from its obligations under this Agreement with respect to the Entire Property or portion thereof so transferred arising subsequent to the effective date of such transfer if (1) Developer has provided to City thirty (30) days' prior written notice of such transfer and (2) the Transferee has agreed in a writing, the form and substance of which has been reasonably approved by the Director, to be subject to all of the provisions and obligations hereof applicable to the portion of the Entire Property so transferred. Upon any transfer of any portion of the Entire Property and the express assumption of Developer's obligations under this Agreement by such Transferee, the Transferee becomes a Party to this Agreement with respect only to the portion of the Entire RVPUBUBALLINGHRV28663.2 24 Property acquired by the Transferee, and the City agrees to look solely to the Transferee for compliance by such Transferee with the provisions of this Agreement as such provisions relate to the portion of the Entire Property acquired by such Transferee. Any such Transferee shall be entitled to the benefits of this Agreement and, except as otherwise provided in Section 15 below, shall be subject to the obligations of this Agreement, applicable to the parcel(s) transferred. Notwithstanding any provision in this Agreement expressly or impliedly to the contrary, no Transferee shall have the right to amend or modify this Agreement in any respect whatsoever with respect to that portion of the Entire Property that is not acquired by the Transferee. A default by any Transferee shall only affect that portion of the Entire Property owned, leased or subleased by such Transferee. Except as otherwise provided in Section 15 below, the Transferee shail be responsible for the reporting and annual review requirements relating to the portion of the Entire Property owned, leased or subleased by such Transferee, and any amendment to this Agreement between City and a Transferee shall only affect the portion of the Entire Property owned, leased or subleased by such Transferee. In the event that Developer retains its obligations under this Agreement with respect to the portion of the Entire Property transferred by Developer, the Transferee in such a transaction (a "Non-Assuming Transferee") shall be deemed to have no obligations under this Agreement, but shall continue to benefit from all rights provided by this Agreement for the duration of the Term of this Agreement. Nothing in this Section shall exempt any Non-Assuming Transferee from payment of applicable fees and assessments or compliance with applicable permit conditions of approval or the Mitigation Monitoring and Reporting Program. 15. Mortqactee Riqhts. (a) Encumbrances on the Entire Propertv. The Parties hereto agree that this Agreement shall not prevent or limit Developer, at Developer's sole and absolute discretion, from encumbering the Entire Property or any estate or interest therein, including the leasehold interest in the Ground Lease, or any portion thereof, or any improvement thereon, in any manner whatsoever by one or more mortgages, deeds of trust, sale and leaseback, or other form of secured financing ("Mortgage") with respect to the construction, development, use or operation of the Project and parts thereof. (b) Mortqapee Protection. To the extent legally permissible, this Agreement shall be superior and senior to any lien placed upon any portion of the Entire Property, or any portion thereof, including the lien of any Mortgage. Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any Mortgage made in good faith and for value. Any acquisition or acceptance of title or any right or interest in or with respect to the Entire Property or any portion thereof, including the leasehold estate created by the Ground Lease, by the holder of a Mortgage (a "Mortgagee"), pursuant to foreclosure, trustee's sale, deed in lieu of foreclosure, lease or sublease termination or otherwise, shall be subject to all of the terms and conditions of this Agreement except that any such Mortgagee, inciuding its affiliate and any purchaser at a foreclosure, trustee's sale or deed in lieu of RVPUBUBALLINGER\728683.2 z5 foreclosure, lease or leaseback who takes title to the Entire Property or any portion thereof, including the leasehold estate created by the Ground Lease, shall be entitled to the benefits arising under this Agreement provided Mortgagee complies with Section 15(c) below. (c) Mortqapee Not Obliqated. Notwithstanding the provisions of this Section 15, Mortgagee will not have any obligation or duty pursuant to the terms set forth in this Agreement to perform the obligations of Developer or other affirmative covenants of Developer hereunder, or to guarantee such performance, except that the Mortgagee and its successor, including any purchaser at a foreclosure sale, shall have no vested right to develop the Project without fully complying with the terms of this Agreement and executing and delivering to City, in a form and with terms reasonably acceptable to City, an assumption agreement of Developer's obligations hereunder. (d) Request for Notice to Mortqaqe. The Mortgagee of any Mortgage encumbering the Entire Property, or any portion thereof, inciuding the leasehold estate created by the Ground Lease, who has submitted a request in writing to City in the manner specified herein for giving notices shall be entitled to receive written notification from City of any Notice of Non-Compliance by Developer in the perFormance of Developer's obligations under this Agreement. (e) Mortpaqee's Time to Cure. If City timely receives a request from a Mortgagee requesting a copy of any Notice of Non-Compliance given to Developer 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 Non-Compliance to Developer. (f) Mortaaqee Rights and Obliqations. The Mortgagee of the Entire Property, or any portion thereof, shall, upon written request to City, be entitled to receive from City written notification of any default by Developer of the performance of Developer's obligations under the Agreement which has not been cured within thirty (30) days following the date of default, provided that the failure of City to provide such required notice shall not constitute a material breach of this Agreement nor shall it affect the status of such Developer default other than that the period of time for the Mortgagee's right to cure the default shall not begin to run until it receives such notice. (i) Riqht to Cure. Notwithstanding Developer's default, this Agreement shall not be terminated by City as to any Mortgagee to whom notice is actually given and to which either of the following is true: (a) The Mortgagee cures any default by Developer involving payment of money within ninety (90) days after Mortgagee's receipt of written notice of default; (b) As to defaults requiring title or possession of the Entire Property, or any portion thereof, to effectuate a cure: (a) the Mortgagee agrees in RVPUBUBALLINGERV28683.2 26 writing, within ninety (90) days after receipt from City of the written notice of default, to perform the proportionate share of Developer's obligations under this Agreement allocable to that portion of the Entire Property in which the Mortgagee has an interest, conditioned upon such Mortgagee's acquisition of the Entire Property, or portion thereof, including the leasehold estate created by the Ground Lease, by foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback; (b) the Mortgagee commences proceedings to reacquire title to the Entire Property, or applicable portion thereof, including the leasehold estate created by the Ground Lease, within said ninety (90) days after receipt from City of the written notice of default and thereafter diligently pursues such proceedings to completion; and (c) the Mortgagee promptly and diligently cures such default after obtaining title or possession. Subject to the foregoing, in the event any Mortgagee records a notice of default as to its Mortgage, upon the Mortgagee's written request to assume Developer's obligations hereunder, City shall consent to the assignment of all of Developer's rights and obligations under this Agreement to the Mortgagee or to any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback, provided the Mortgagee or such purchaser executes and delivers to City an assumption agreement in a form and with terms reasonably acceptable to City, and Developer shall thereafter be released by City from liability hereunder with regard to the applicable portion of the Entire Property that is transferred in accordance with Section 14 above. Notwithstanding the foregoing, City shall not impose any terms on the Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback which are inconsistent with the provisions of this Agreement. (ii) Extended Cure Period. Notwithstanding Section 15{fl(i) above, if any Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback is prohibited from commencing or prosecuting foreclosure or other appropriate proceedings, including by any process of injunction issued by any court or by reason of any action by any court having jurisdiction or any bankruptcy or insolvency proceeding involving Developer, the times specified in Section 15(f)(i) above for commencing or prosecuting foreclosure or other proceedings or curing any default by Developer, but not including the payment of money as provided in Section 15(f)(i)(a) above, shall be extended for the period of the prohibition. (iii) Superior Lien. The lien of any existing or future Mortgage recorded against all or any part of the Entire Property or interest therein, including the leasehold interest under the Ground Lease, shall be superior and senior to any lien created by this Agreement or the recordation thereof. At the request of any lender whose loan will be secured by a Mortgage on all or any portion of the Entire Property, including the leasehold estate created by the Ground Lease, City shall execute a subordination agreement, subordinating City's interest hereunder to the lien of such Mortgage, which subordination agreement shall be subject to the reasonable approval of City. Notwithstanding the foregoing: (i) at the option of the Mortgagee, any foreclosure of any such deed of trust shall not serve to extinguish or terminate this Agreement, provided that in no event shall any dedications or conveyances made by RVPUBUBALLiNGER\726683.2 Z~ Developer to City be affected or reversed; and (ii) the lien of any real property bond or assessment shall be superior to the lien of any deed of trust and this Agreement. (iv) No Imoairment of Lien. Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any existing or future Mortgage on the Entire Property, or any portion thereof, including the leasehold estate created by the Ground Lease, made in good faith and for value. (v) Election to Assume Obliaations. Except as provided to the contrary in this Agreement, no Mortgagee or beneficiary shall have an obligation or duty under this Agreement to perform the obligations of Developer or other a~rmative covenants of Developer hereunder, or to guarantee such performance, and no Mortgagee shall be liable for any defaults or monetary obligations of Developer arising prior to acquisition of title to the Entire Property or any portion thereof, including the leasehold estate created by fhe Ground Lease, and the execution of an assumption agreement as required by Section 15(c) above by such Mortgagee or their respective successors or assigns; except that to the extent any covenant to be performed by Developer is a condition to the perFormance of a covenant by City, the performance thereof shall continue to be a condition precedent to City's performance hereunder. In the event a Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback elects to develop all or any portion of the Entire Property in accordance with the Existing Development Approvals, Future Development Approvals, Existing Land Use Regulations, the Mortgagee or any purchaser at a foreclosure, trustee's sale or deed in lieu of foreclosure, lease or leaseback shall be required to assume, in writing, and perform the obligations or other affirmative covenants of Developer under this Agceement pursuant to Section 15(c) above. (vi) Reauest to Modifv. City acknowledges that the lenders providing financing for the Project may require certain modifications to this Agreement and City agrees, upon request from time to time, to meet with Developer and/or representatives of such lenders to negotiate in good faith any such requirement for modification. City will not unreasonably withhold its consent to any such requested interpretation or modification, provided such interpretation or modification is consistent with the language, intent and purposes of this Agreement. To the extent that City Council action is required in order to lawfully adopt the requested modification to this Agreement, the City Council shall promptly and reasonably consider the request, without imposing any additional conditions or Development Exactions from Developer so long as such requested modification(s) do(es) not materially affect the terms of this Agreement. 16. Notices. All notices under this Agreement shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; (ii) on the date of delivery or refusal shown on the return receipt, after deposit in the United States maii 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 RVPUBUBALLINGERV286832 2.8 named below; (iii) on the date of delivery or refusal, when delivered by Federal Express or other commercial express delivery services providing acknowledgements of receipt; or (iv) on the date of delivery when delivered by facsimile providing verification of delivery and receipt. Such notices or communications shall be given to the Parties and their respective counsel at their addresses set forth below: To City: City of Arcadia 240 West Huntington Drive P.O. Box 60021 Arcadia, California 91066 Attention: City Manager FAX: (626) 446-5729 With copies to: City Attorney, City of Arcadia 240 West Huntington Drive P.O. Box 60021 Arcadia, California 91066 Attention: Steve Deitsch, City Attorney FAX: (626) 574-5407 To Developer: Caruso Affiliated 101 The Grove Drive Los Angeles, California 90036 Attention: Rick J. Caruso FAX: (323) 900-8101 With copy to: Donfeld, Kelley & Rollman 11845 West Olympic Blvd, Suite 1245 Los Angeles, California 90064 Attention: Jeffrey Donfeld, Esq. FAX: (310) 312-8014 Either Party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a Party or an o~cer 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. 17. Severabilitv. If any provision of this Agreement is determined by the final judgment of a court of competent jurisdiction to be invalid or unenforceable, or if any provision of this Agreement is superseded or rendered unenforceable according to any law that becomes effective after the Effective Date, the remainder of this Agreement shall be effective to the extent the remaining provisions are not rendered impractical to perform, taking into consideration the purposes of this Agreement. 18. Time of Essence. Time is of the essence for each provision of this Agreement of which time is an element. RVPUBVBALLINGERV286832 Z9 19. Force Maieure/Enforced Delav; Extension Of Time Of Performance. In addition to specific provisions of this Agreement, perFormance by either Party hereunder shall not be deemed to be in Default, and all performance and other dates specified in this Agreement, including the Term, shall be extended, and all elements thereof where delays or Defaults are due to: third party litigation (until a final, non-appealable judgment has been obtained), or referendum or initiative challenging the validity of this Agreement, the Existing Development Approvals, the Existing Land Use Regulations, any Future Development Approvals, or any element thereof or the proceedings, acts, or determinations taken, done or made prior to or related to such matters, or the right of either Party to engage in the acts and transactions contemplated by this Agreement; inability to secure necessary fuel, construction or labor materials, or tools; actions in connection with the remediation of hazardous materials, including groundwater and soil contamination; withdrawal of financing not caused by any act or omission of Developer; war; insurrection; strikes; lockouts; riots; floods; earthquakes; fres; casualties; acts of God; acts of the public enemy; acts of terrorism; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; building moratoria; unusually severe weather; acts, delays, or omissions of the other Party; acts or failures to act of the City or any other public or governmental agency or entity; or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform ("Enforced Delay"). The time for performance by a Party of its obligations under this Agreement under any Enforced Delay shall be extended by a number of days that is equal to the number of days that are caused by the delay, including the number of days it takes to repair or restore the damage or reposition idled contractors caused by any such Enforced Delay to the condition that existed prior to the occurrence of the Enforced Delay (the "Delay Period") provided that the Party asserting a Delay Period has notified the other Party, in writing, within thirty (30) calendar days following receipt of written notification by the Party of the Enforced Delay. In addition, the Term, as extended, of this Agreement as set forth in Section 12 of this Agreement shall be extended by any Delay Period. Times of performance under this Agreement may also be extended in writing by the mutual agreement of the City and/or Developer. 20. Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. 21. No Third Partv Beneficiaries. This Agreement and all of its terms, conditions, and provisions, is made and entered into for the sole protection and benefit of the Developer and the City (and their respective successors and assigns), and not for the benefit of any other individual or entity. No other person shall have any right of action of any kind based upon any provision of this Agreement nor be deemed to be a third party beneficiary under this Agreement. 22. Estoppel Certificates. Either Party hereunder may, at any time, deliver written notice to the other Party requesting such Party to certify in writing that, to the best knowledge of the certifying Party, (i) this Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Agreement has not been amended or modified, RVPUBUBALLINGER\7286832 3~ or if so amended, identifying the amendments, and (iii) the requesting Party is not in default in the performance of its obligations set forth in this Agreement or, if in default, to describe therein the nature and amount of any such defaults. A Party receiving a request hereunder shall execute and return such certificate within a reasonable time following the receipt thereof. Developer shall pay City's reasonable costs, including attorney fees, incurred in complying with this Section. 23. Attornevs' Fees. If any Party commences any action for the interpretation, enforcement, termination, cancellation or rescission of this Agreement, or for specific performance for the breach hereof, the prevailing Party shall be entitled to its reasonable attorneys' fees, litigation expenses and costs arising from the action. Attorneys' fees under this Section shall include attorneys' fees on any appeal as well as any attorneys' fees incurred in any post-judgment proceedings to collect or enforce the judgment. 24. Apolicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any legal action or proceeding (other than any dispute heard pursuant to Section 13(b)) concerning this Agreement shall be filed and prosecuted in the appropriate California state court in the County of Los Angeles, California. Each Party hereto irrevocably consents to the personal jurisdiction of that court. The Parties each hereby expressly waive the benefit of any provision of federal or state law or judicial decision providing for the filing, removal, or change of venue to any other court or jurisdiction, including, without implied limitation, federal district court, due to any diversity of citizenship between the parties, due to the fact that either or both of the Parties is a party to such action or proceeding or due to the fact that a federal question or federal right is involved or alleged to be involved. Without limiting the generality of the foregoing, the Parties each specifically waive any rights provided to it pursuant to California Code of Civil Procedure Section 394. The Parties acknowledge that the provisions of this paragraph are material consideration to the Parties' entry into this Agreement, in that the Parties will avoid the potential cost, expense and inconvenience of litigating in a distant forum. 25. Authoritv to Execute. The persons executing this Agreement warrant and represent that they have the authority to execute this Agreement and represent that they have the authority to bind the Parties for which they are signing to the performance of the obligations hereunder. Developer represents and warrants to the City that it has the power and authority to execute this Agreement and, once executed, this Agreement shall be final, valid, binding and enforceable against Developer in accordance with its terms. The City represents and warrants to Developer that (a) all public notices and public hearings have been heid in accordance with law and all required actions for the adoption of this Agreement have been completed in accordance with applicable law; (b) this Agreement, once executed by the City, shall be final, valid, binding and enforceable against the City in accordance with its terms; and (c) this Agreement may not be amended, modified, changed or terminated in the future by the City except in accordance with the terms and conditions set forth herein. RVPUBVBALLINGERp28683.2 31 26. Entire Aqreement; Conflicts. This Agreement, including all Exhibits attached hereto, represents the entire agreement of the Parties with respect to the subject matter of this Agreement and this Agreement supersedes ali previous negotiations or agreements between the Parties or their predecessors in interest with respect to all or any part of the subject matter hereof. Should any or all of the provisions of this Agreement be found to be in conflict with any other provision or provisions found in the Existing Land Use Regulations, the Existing Development Approvals, or the Future Development Approvals, then the provisions of this Agreement shall prevail. 27. Citv Approvals and Actions. Whenever a reference is made herein to an action or approval to be undertaken by the City, the Director, or his or her designee is authorized to act on behalf of City uniess specifically provided otherwise or the context should require otherwise. 28. Counterparts. This Agreement may be signed in multiple counterparts, which, when signed by all Parties, shall constitute a binding agreement. This Agreement is executed in _(_) originals, each of which is deemed to be an original. 29. Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement: Exhibit "A" - Legal Descriptions of Entire Property and CE Zone. Exhibit "B" - Maps of Entire Property and CE Zone. Exhibit "C" - Site Plan showing Development of the Project. Exhibit "D" - Schedule of Development Impact Fees. Exhibit "E" - Annual Monitoring Report. Exhibit "F" - Public Improvements to be Constructed and Dedicated Exhibit "G" - Development Impact Fee Satisfaction List 30. Interpretation. As used in this Agreement, mascufine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others where and when the context so dictates. The word "including" shall be construed as if foilowed by the words "without limitation." All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. This Agreement shall be interpreted as though prepared jointly by both Parties. 31. Coqies of Existinq Land Use Requlations and Existinq Development Approvals. Prior to the Effective Date, the Parties shall prepare two (2) sets of the Existing Land Use Regulations and Existing Development Approvals, one each for the RVPUBUBALWNGER\728683.2 32 City and Developer, so that if it becomes necessary in the future to refer to any of the Existing Land Use Regulations or Existing Development Approvals, there will be a common set available to the Parties. [signatures on next pages »] RVPUBUBALLINGERV28683.2 33 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above. CITY CITY OF ARCADIA, CALIFORNIA By: Date: William R. Kelly, City Manager APPROVED AS TO FORM: By: Stephen P. Deitsch City Attorney ATTEST: By: City Clerk of the City of Arcadia RVPUHV BALLINGERV 28683.2 DEVELOPER SAA Santa Anita Associates, LLC, a Delaware limited liability company By: CARUSO Santa Anita Associates Holding Co., LLC, a California limited liability company By: Date: Print name: Rick J. Caruso Title: Manager SACE Santa Anita Commercial Enterprise, Inc., a Delaware corporation By: Print name: Title: Date: By: Print name: Title: Date: OWNER The Santa Anita Companies, Inc., a California corporation By: Print name: Title: Date: By: Print Name: RV PUBUBALLINGERq28663.2 EXHIBIT A RACETRACKPROPERTY ENTIRE PROPERTY LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THOSE PORTIONS OF LOTS 1 AND 5 OF TRACT 949, IN THE CITY OF ARCADIA, AS SHOWN ON MAP RECORDED IN BOOK 17 PAGE 13 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF PARCEL MAP NO. 4626, AS SHOWN ON MAP FILED IN BOOK 51 PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, BEING A POINT ON THE NORTH LINE OF HUNTINGTON DRIVE, 195.00 FEET IN WIDTH; THENCE ALONG THE EASTERLY AND NORTHEASTERLY BOUNDARY OF. SAID PARCEL MAP AS FOLLOWS: NORTH 3°53'00" EAST 475.68 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 1200.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 15°31'48" AN ARC DISTANCE OF 325.26 FEET; THENCE TANGENT TO SAID CURVE NORTH 19°24'48" EAST 534.43 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE WEST AND HAVING A RADIUS OF 350.00 FEET; THENCE NORTHERLY AND NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 71°22'48" AN ARC DISTANCE OF 436.03 FEET; THENCE TANGENT TO SAID CURVE NORTH 51°58'00" WEST 873.36 FEET; THENCE CONTINUING ALONG SAID BOUNDARY OF PARCEL MAP NO. 4626 NORTH 66°58'00" WEST 154.55 FEET AND NORTH 51°58'00" WEST 437.83 FEET TO THE MOST NORTHERLY CORNER OF SAID PARCEL MAP, BEING A POINT ON THE SOUTHEASTERLY LINE OF BALDWIN AVENUE, 100.00 FEET IN WIDTH, THENCE NORTHEASTERLY ALONG SAID SOUTHEASTERLY LINE OF BALDWIN AVENUE, AS IT NOW EXISTS, TO THE INTERSECTION WITH THE WESTERLY PROLONGATION OF THE SOUTHERLY BOUNDARY LINE OF TRACT 15318 AS SHOWN ON MAP RECORDED IN BOOK 427 PAGES 34 AND 35 OF SAID MAPS, SHOWN THEREON AS HAVING A BEARING OF NORTH 88°57'33" EAST; THEIJCE NORTH 86°57'33" EAST ALONG SAID SOUTHERLY BOUNDARY LINE TO THE ANGLE POINT IN THE SOUTHERLY LINE OF LOT 38 OF SAID TRACT 15318; THENCE CONTINUING ALONG THE BOUNDARY LINE OF SAID TRACT 15318, AND THE SOUTHERLY BOUNDARY LINE OF TRACT 14940 AS SHOWN ON MAP RECORDED IN BOOK 350 PAGES 48 TO 50 INCLUSIVE OF SAID MAPS, NORTH 68°46'53" EAST 2265.62 FEET TO THE MOST EASTERLY CORNER OF LOT 81 OF SAID TRACT 14940, BEING A~OINT ON THE SOUTHWESTERLY LINE OF COLORADO PLACE; THENCE SOUTH 30°33'16" EAST 2171.20 FEET ALONG SAID SOUTHWEST LINE OF COLORADO PLACE, B0.00 FEET IN WIDTH, AS IT NOW EXISTS, TO THE BEGINNING OF TANGENT CURVE THEREIN, CONCAVE TO THE NORTHEAST AND HAVING A RADIUS OF 756.78 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE 554.82 FEET TO THE INTERSECTION WITH THE CURVED NORTHWESTERLY LINE OF HUNTINGTON DRIVE, 80.00 FEET IN WIDTH, SAID CURVE BEING CONCAVE TO THE 50UTHEAST HAVING A RADIUS OF 995.37 FEET; THENCE SOUTHWESTERLY ALONG SAID CURVE 607.46 FEET; THENCE SOUTHWESTERLY ALONG THE NORTHWESTERLY LINE OF SAID HUNTINGTON DRIVE, AS IT NOW EXISTS, 2643.30 FEET TO THE BEGINNING OF A•TANGENT CURVE THEREIN CONCAVE TO THE NORTHWEST AND HAVING A RADIUS OF 915.20 FEET; THENCE SOUTHWESTERLY AND WESTERLY ALONG SAID CURVE 883.99 FEET; THENCE WESTERLY ALONG THE NORTHERLY LINE OF SAID HUNTINGTON DRIVE, AS IT NOW EXISTS TO THE POINT OF BEGINNING. TOGETHER WITH PARCEL 4 OF PARCEL MAP NO. 4626, AS SHOWN ON MAP RECORDED IN BOOK 51, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY EXCEPT THEREFROM THAT PORTION OF SAID LAND LYING WITHIN PARCEL 1 OF PARCEL MAP NO. 15852, IN THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 179 PAGES 93 AND 94 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. AL50 EXCEPT THEREFROM THOSE PORTIONS OF THE ABOVE DESCRIBED PARCEL LYING WITHIN PARCELS 3 AND 4 OF PARCEL MAP " NO. 23862, IN THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 261 PAGES 91 THROUGH 95 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNN RECORDER OF SAID COUNTY. SAID PARCELS ARE SHOWN ON EXHIBIT "A" ATTACFiED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. ~l' ~'~ ~ PATRICK R. MERCA O, PLS, L5 6382 ~ PATRICK \ RAY MERCADO Exp. 12/31/D8 , N0. 6382 ~ EXHIBIT A-1 COMMERCIAL ENTERTAINMENT ZONE PROPERTY LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THOSE PORTIONS OF LOTS 1 AND 5 OF TRACT 949, IN THE CITY OF ARCADIA, AS SHOWN ON MAP RECORDED IN BOOK 17 PAGE 13 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF PARCEL MAP N0. 4626, AS SHOWN ON MAP FILED IN BOOK 51 PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, BEING A POINT ON THE NORTH LINE OF HUNTINGTON DRIVE, 195.00 FEET IN WIDTH; THENCE ALONG THE EASTERLY AND NORTHEASTERLY BOUNDARY OF SAID PARCEL MAP AS FOLLOWS: NORTti 3°53'00" EAST 475.68 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 1200.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 15°31'48" AN ARC DISTANCE OF 325.26 FEET; THENCE TANGENT TO SAID CURVE NORTH 19°24'48" EAST 534.43 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE WEST AND HAVING A RADIUS OF 350.OD FEET; THENCE NORTHERLY AND NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRALANGLE OF 71°22'48" AN ARC DISTANCE OF 436.03 FEET; THENCE TANGENT TO SAID CURVE NORTH 51°58'00" WEST 873.36 FEET; THEtJCE CONTINUING ALONG SAID BOUNDARY OF PARCEL MAP NO. 4626 NORTH 66°58'00" WEST 154.55 FEET; THENCE NORTH 53°00'43" WEST 42.12 FEET TO THE BEGINNING OF A NON-TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 90.00 FEET, THROUGH WHICH POINT A RADIAL LINE BEARS NORTH 53°00'43" WEST, THENCE EASTERLY AND NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGI~E OF 42°09'04" AN ARC DISTANCE OF 66.21 FEET TO THE BEGINNING OF A REVERSING CURVE CONCAVE 50UTHEASTERLY HAVING A RADIUS OF 169.OD FEET, THROUGH WHICH POINT A RADIAL LINE BEARS NORTH 30°24'38" WEST, THENCE NORTHEASTERLY AND EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 84°29'41" AN ARC DISTANCE OF 249.23 FEET; THENCE SOUTH 35°54'57" EAST 134.95 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 481.OD FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 16°40'55" AN ARC DISTANCE OF 140.05 FEET; THENCE TANGENT TO SAID CURVE SOUTH 52°35'52" WEST 150.00 FEET; THENCE SOUTH 55°13'59" EAST 142.20 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 300.00 FEET; THENCE SOUTHEASTERLY AND EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 28°38'52" AN ARC D15TANCE OF 150.00 FEET; THENCE TANGENT TO SAID CURVE SOUTH 83°52'52" WEST 32.57 FEET; THENCE SOUTH 87°25'14" WEST 171.59 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE NORTHWEST AND HAVING A RADIUS OF 25.00 FEET; THENCE EASTERLY AND NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 51°07'50" AN ARC DISTANCE OF 22.31 FEET TO THE BEGINNING OF A REVERSING CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 115.00 FEET, THROUGH WHICH POINT A RADIAL LINE BEARS NORTH 48°33'04" WEST, THENCE NORTHEASTERLY AND EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE ~F 48°24'24" AN ARC DISTANCE OF 97.16 FEET; THENCE SOUTH,, B9°51'19" WEST 6.06 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 50.00 FEET; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 85°57'34" AN ARC DISTANCE OF 75.01 FEET; THENCE NORTH 03°53'45" EAST 292.68 FEET; THENCE SOUTH 87°47'13" EAST 653.26 FEET THENCE 50UTH 73°09'27" EAST 583:47 FEET; THENCE NORTH 16°50'33" EAST 38.22 FEET;; THENCE SOUTH 73°09'27" EAST 3678 FEET; THENCE NORTH 16°50'33" EAST 15_5 14 FEET; THENCE SOUTH 73°09'27" EAST 521.61 FEET; THENCE 50UTH 52°27'43" EAST 424.98 FEET TO THE NORTHWESTERLY LINE OF HUNTINGTON DRIVE 80.00 FEET WIDE; THENCE SOUTHWESTERLY ALONG THE NORTHWESTERLY LINE OF SAID HUNTINGTON DRIVE, AS IT NOW EXISTS, 1,831.93 FEET TO THE BEGINNING OF A TANGENT CURVE THEREIN CONCAVE TO THE NORTHWEST AND HAVING A RADIUS OF 915.20 FEET; THENCE SOUTHWESTERLY AND WESTERLY ALONG SAID CURVE 883.99 FEET; THENCE WESTERLY ALONG THE NORTHERLY LINE OF SAID HUNTINGTON DRIVE, A5 IT NOW EXISTS TO THE POINT OF BEGINNING. TOGETHER WITH PARCEL 4 OF PARCEL MAP NO. 4626, AS SH01NN ON MAP RECORDED IN BOOK 51, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY EXCEPT THEREFROM THAT PORTION OF SAID LAND LYING WITHIN PARCEL 1 OF PARCEL MAP N0. 15852, IN TFiE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 179 PAGES 93 AND 94 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPT THEREFROM TNOSE PORTIONS OF THE ABOVE DESCRIBED PARCEL LYING WITHIN PARCELS 3 AND 4 OF PARCEL MAP NO. 23862, IN THE CITY OF ARCADIA, AS PER MAP FILED IN BOOK 261 PAGES 91 THROUGH 95 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. SAID PARCELS ARE SHOWN ON EXHIBIT "B-1" ATTACHED HERETO AND 8Y THIS REFERENCE MADE A PART HEREOF. '~`"~ PATRICK ~ ~ RAY MERCADO ~ ~~j'' 07 * Exp. 12/31/08 N0. 6382 PATRICK R. 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Gi~,~ ~ ~ P'dvi~ ~~~ ~ ~~~ ~~-,~'` ^ .,' / , .,,. ~ ^ i ' -, ~ '~ ~ IY ~-+r~-~y 'o, o ~ ~,f^- < ` o /~, ~r~Q~\ ~ra~-,_ -:;~~"'e.. t , i ~m~ . _~I~ _ ` ~~ ' w ~~~~ ~ ~ ~ ~ : i ~n .E y~, ~ ~ ~ ~@p '~ ~ ~ . ~ .~ ~ ~~0' J~ Q-~' ~~O `~~.:. : ' ~ : ~ :.~^~ , '' Q~" -. " i I QP ry^J~y '• / I ~ i +9 ,.~: ~ ~y~. e ~ =r K=n r'//I~ rN~9y~ - 1 ~ ~~~'-` '~'.~~~ =ia; . '~~S/ ,.~. ~k"'~,MV' ~ ry~ .".1~..~~ . - ~~,A; 1K - /~ j, ~`".~~ ..r~ _ ~~4.~ ~ /Q~FQ?.~~-~"~~`". .~\! ~i / ~ •t~{{{~ .i. ~S,t /~tq•. ~ QP e ! ~ ~ ~ ~. e1+ ~,. . ~~y``' ~ n"r.~: J ~`~ ~ay~,~~~~ y~~~~,~.4 I. uo,'~. _ ~ pn gt , ~ !f .~ ~. ~AYk~~~ ~ `~~~~~~~_~"°u-{¢'. I/ q~ naa ~. ~~~~~N~'~ ~ i- P.~1W!...! _4~u:~..~'~n` 9 t'3~.....~°+mM1 kYYU .~,I~~ar P. EXHIBIT "D" Schedule of Development Impact Fees The only Development Impact Fee that applies to the Project is the City's Tra~c Impact Fee. The Traffic Impact Fee schedule is provided below: Land Use PM Peak Hour Trips Cost Per Unit General Retail 3.75 / KSF $ 5.851 SQ FT Restaurant 7.49 / KSF $11.68/ SQ FT Fast Food Restaurant 17.32 / KSF' $27.02 I SQ FT Su ermarket 7.32 I KSF'* $11.42 / SQ FT General Office 1.49 ! KSF $ 2.32/ SQ FT The Park and Recreation Facilities Fee only applies to residential projects and therefore is not applicable to this Project. The City has no other Development Impact Fees at the time of the Effective Date of this Agreement. RV PUBV BALLINGERV286832 ~r' nk~ ~i ,,.~~~„~.~, .; ~.-,.. .. , ~- -- ,. - V. -- ~..J ~ ~I~llill~ -=a: ~ '; ~~~3~ ~ ., : .-.,,,.~~::.~.....~ ~:. City ofArcadia `~` DevelopmentServices ~ Post Office Box 60021 ~~~ Arcadia, CA 91006 _ Phone: (626) 574-5423 , Fax: (626) 447-9173 Development Agreement Annual Monitoring Report PROJECT PROPONENT INFORMATION (print or type) Applicant's Primary Contact: Address: Telephone No.: Applicant's Additional Contact (optional): Address: Telephone No.: Fax No.: Fax No.: DEVELOPMENT AGREEMENT INFORMATION (For stajj'use only) Fi1e Na.: Related Files: Su6miMa( Date: Rec'd By: Fee Pard: $ Development Agreement No.: Date of Original Development Agreement: Name of Party/Parties (Other than City) Subject to the Development Agreement: (Month, Day, Ycar) Date of Last Review: (Month, Day, Ywr) DEVELOPMENT AGREEMENT STATUS PLEASE COMPLETE THE FOLLOWING QUESTIONS. ATTACH ADDITIONAL SHEETS IF NECESSARY. Has the Development Agreement been assigned to any other Party not listed above? If yes, who I~as the Development Agreement been assigned ta and when did the assignment occur? R V PUBV BALLIN GER\7286831 Describe the current nature of proponent's project. The description should include a brief explanation of the size of the project, where the project is located, what the proponent intends to buitd, how long it should take the proponent to complete development of the project, and any changes in the nature, type, scope, timing of the project. R V PUHUBALLINGER1728683.2 What development has occurred since the last review (either special or annual)? Include the entitlements that have been issued to date, including, discretionary entitlements, including architectural review, subdivisions, variances, etc., as well as ministerial permits, including, grading permits, building permits, certificates of occupancy that have been issued for the project. Include the percentage, if any, of the project that is completed and the percentage, if any, actually occupied. If any development has not occurred that was required or expected to occur, provide an explanation of why such development has not yet occurred. Please list all development exactions, dedications, development impact fees and public improvements that the developer has provided in cannection with the project since the last review. Please describe any outstanding obligations of developer. Please provide a detailed explanation of why the proponent has not met an obligation and when total compliance is contemplated. If there are any impediments that have prevented the project proponent from complying with the terms of the Development Agreement, please explain. R V PUBUHALLINGER V 28683.2 Please provide, in detail, any periads of delay in performance by developer that developer believes are subject to any force majeure/enforced delay provisions of the development agreement. This list shall be cumulative of all such force majeure/ enforced delays since the adoption of the development agreement. CERTIFICATION I• , certify that I have used all reasonable diligence in preparing this report. I have reviewed all the information in the report and I certify that all information contained herein is true and correct. Date Signed (Monih, Dey, Ywr) Signature Additional Comments/ Notes by developer/applicant: RV PUBUBALLINGER1728683.2 EXHIBIT "F" Public Improvements to be Constructed and Dedicated ^ Bus Stop Locations - Currently, the MTA has four bus stops near the perimeter of the project site, located at Huntington Drive and Baldwin Avenue, Huntington Drive and La Cadena Avenue, Huntington Drive and Holly Avenue and Huntington Drive West and Centennial Way. Relocation of existing bus stops and the provision of additional bus stops should be considered to accommodate transit users at convenient locations, including possible new stops that would be internal to the site. • Restripe/reconstrucf eastbound off-ramp to provide one shared through-left lane and one exclusive left turn only lane and one right turn lane that could allow right turns. Free carry extra southbound lane along Baldwin Avenue to Gate 8. (Baldwin Avenue and I-210 Eastbound Ramps [partially controlled by Caltrans]) ^ Restripe the westbound approach lanes to provide dual right turn lane and a shared through left turn lane (north bound right turn lane). Extend southbound left turn pocket 200 feet farther to the north to accommodate left turning queues. (Baldwin Avenue and Gate 8) Also, install fiber optic cable/conduit. • Restripe/reconstruct northbound approach to provide an exclusive right turn lane. Reconstruct to provide duai north and south bound left turn lanes. (Rosemead Boulevard and Huntington Drive [County of L.A.]) • Restripe/reconstruct to provide eastbound and westbound dual left turn lanes. (Baldwin Avenue and Duarte Road) Also, install video detection/CCN camera and a traffic monitoring station. • Add a second northbound left turn lane northbound. (Baldwin Avenue and Huntington Drive) Also, install video detection/CCTV camera and a communications hub. ^ Restripe/reconstruct approach (between the two one-way legs of Huntington Drive and Campus Drive) to provide left lane, shared through left lane and an additionai northbound through lane. Restripe/reconstruct westbound approach to provide an exclusive right turn lane. Reconstruct southbound at Gate 3 to provide three through lanes and an exclusive right turn lane. (Holly Avenue-Gate 3 and Huntington Drive) Also, install a video detection/CCTV camera and a traffic monitoring system. ^ Modify track parking entrance to Colorado Place, providing additional storage capacity, and route track ingress traffic to the north. Implement race-day traffic R V PUBUBALLING ER\728683.2 controi. Restripe/reconstruct westbound movement to provide additional third through lane on Huntington Drive to the southwest direction. (West Colorado Place and Huntington Drive) Also, install video detection/CCTV camera. • Widen northbound approach to provide one left turn lane, two through lanes, two right turn lanes. Restripe/reconstruct westbound approach to provide three through lanes. (Santa Clara Street and Huntington Drive) Also, install a communications hub. • Reconstruct to provide dual northbound and southbound left turn lanes. (Santa Anita Avenue and Huntington Drive) Also, install a communications hub. • Restripe/reconstruct to provide a northbound exclusive right turn lane. Restripe/reconstruct to provide dual left turn lanes eastbound, one through lane and one right turn lane, modify signal phasing. (Santa Anita Avenue and Santa Clara Street) Also, install a communications hub. • Install traffic signal. (Centennial Way and Huntington Drive West) Also, install fiber optic cable/conduit. • Install tra~c signal. Also widen to provide northbound exclusive left turn lane in addition to existing three through lanes. (Centennial Way and Huntington Drive East) • Change northbound/southbound phasing to permitted phasing. Restripe/reconstruct NB and SB lanes to provide one left turn lane, one through lane and one shared through-right lane. Restripe northbound lanes to provide right turn only lane. (Sunset Boulevard and Huntington Drive). Also, install fiber optic cable/conduit. ^ Reconstruct to provide dual southbound'left turn lanes, and eastbound right turn only lane. (Santa Anita Avenue and Duarte Road) Also, install a video detection/CCTV camera and a traffic monitoring system. • Re-stripe/reconstruct to add dual left turn lanes to northbound, southbound, and westbound approaches. (Santa Anita Avenue and Foothill Boulevard) Also, install fiber optic cable/conduit, a video detection/CCN camera, and a traffic monitoring station. • Restripe/reconstruct southbound approach to provide one left turn lane, one through lane and one shared through-right lane. (Michillinda Avenue and Colorado Street [partially controlled by County of L.A.]) • Restripe/reconstruct to provide northbound and southbound right turn only lanes. (Duarte Road at Rosemead Boulevard [County of L.A.]) R V PUB V BALLINGER\728683.2 • Add overlap phase for northbound right turn. (San Gabriel Boulevard and Huntington Drive [County of L.A, and San Marino]) • Re-stripe/reconstruct to provide eastbound right-turn-only lane and eastbound dual-left-turn lanes. (Sierra Madre and Huntington Drive [San Marino]) • The Developer shali post a bond in the amount of $300,000 to fund potential neighborhood traffic improvements for the locations identified under Impacts 4.13-4 and 4.13-12 that may be subject to potentially significant neighborhood impacts. It is anticipated that this amount shall be sufficient to implement one or more of the foliowing measures to make local routes less attractive to through traffic: turn restrictions, chokers or narrowing of street widths, diverters or semi-diverters, cul-de-sacs or street closures, stop signs or other measures approved by the Development Services Director. Further, it is anticipated that this amount shall be sufficient to implement one or more of the following parking restrictions in conjunction with the affected residents on the streets impacted by parking or traffic intrusion. These measures may include, but are not limited to, the following: 1. Posting of parking restrictions in the residential neighborhoods on these streets or other streets that might be affected (such as parking for 1 hour only on street or no parking at certain times) 2. Implementation of permit parking district(s) in the residential neighborhoods (allowing only residents or guests or both to park on street with a permit) The neighborhood tra~c control program will include outreach to and participation by all affected residents, with affected residents voting on the program elements and with a required 60 percent approval. The approved program then wouid be submitted to the City's Traffic Advisory Committee and then to City Council for final approval. • Construction of sidewalk, handicapped ramps and concrete pads for pedestrians at bus stops along perimeter of property along Huntington Drive. ^ Construction of improvements in public right-of-way at Gate 8. R VPUBV BALUNGEAV 28683Z EXHIBIT "G" Development Impact Fee Satisfaction List Developer is required to construct and dedicate certain public improvements as described in Exhibit F to this Development Agreement. Many of these improvements in Exhibit F pertain to tra~c improvements. Pursuant to the City of Arcadia adopted Transportation Master Plan and Traffic Impact fee program, for Developer constructed traffic improvements listed in the Transportation Master Plan, Developer will receive a credit against the applicable Development Impact Fee based on the cost of these irnprovements. The actual amount of the Development Impact Fee to be satisfied is dependent on the ultimate size in square footage of the Project and the actual costs of the pubfic improvements listed in the Transportation Master Plan that are constructed by Developer. RV PUBUBALLINGERV286832 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On .2007 , before me, , Deta Name ME Tille OI ~car (e.g.'Jaiw Ooe. Notary PuGlic ) personally appeared , Name of Signa~(c) ^ personally known to me - OR -^x proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ignature o Notary u lic OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ^ Individual ^ Corporate Officer Title(s) ^ Partner(s) ^ Limited ^ Generai ^ Attorney-In-Fact ^ Trustee(s) ^ Guardian/Conservator ~ Other: TiUe or Type of Document TiUe or Type of Document Number Date Of Document Signer is representing: Name Of Person(s) Or Enfiry(ies) Signer(s) Other Than Named Above R V PUB V BALLINGER17286831 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On . 2007 before me, ' personally appeared Name Antl Tille Of OKCer (e.g.'Jane Ooe, Name M Signer(s) ^ personally known to me - OR - ~ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s} is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/herltheir authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ignature o otary Pu lic OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ^ Individual ^ Corporate Officer Title(s) 0 Partner(s) ^ Limited ^ General ^ Attorney-In-Fact ^ Trustee(s) ^ GuardianlConservator ^ Other: Signer is representing: Name Of Person(s) Or Entity(ies) DESCRIPTION OF ATTACHED DOCUMEN7 TiUe or Type of Document Title or Type of Dacument Number Of Pages Date Of Signer(s) Other Than Named Above RV PUB VBALLINGER V 28683.2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On , 2007 , before me, ~ Da~a Nama Antl T~le Ot Ofticer (e.B~ 7ene Doe, Notery Public ) personally appeared Nama N Signahe) ~ ^ personally known to me - OR -^x proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ignature o Nolary Pu61ic OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ^ Individual ^ Corporate O~cer Title(s) Title or Type of Document Title or Typa of Document ^ Partner(s) ^ Limited ^ General ^ Attorney-In-Fact ^ Trustee(s) ^ Guardian/Conservator ^ Other: Signer is representing: Name Of Person(s) Or Entity(ies) Number Of Pages Date Of Document Signer(s) Other Than Named Above R V PUB V BALLMGER17286832 CALIFORNIA ALL-PURP05E ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On _ .2007 , before me, , Date . NameAntlTi0e0(OKCer(e.g.'JaneDOe,NOfaryPvblic') personally appeared , Name af Signer(s) ^ personally known to me - OR - ~ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/herltheir authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ignature o Notary Pu ic OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMEN7 ^ Individual ^ Corporate Officer Title or Type of Document Title(s) Title or Type of Document ~ Partner(s) ^ Limited ^ General ^ Attorney-In-Fact Number Of Pages ^ Trustee(s) ^ GuardianlConservator ^ Other: Date Of Document Signer is representing: Name Of Person(s) Or Entity(ies) Signer(s) Other Than Named Above - RVPUBV BALLINGERV28683.2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF STATE ) ) ss. COUNTY OF LOS ANGELES ) On 2007 , before me, , ~a~e NameAntl Ti~le O~ O(ficar (e.g.'Jane Doe, Nolary Puhlic~ _ personally appeared ^ personally known to me - OR -^x proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/herltheir authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal, Signature o Notary Pub ic OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and couid prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ^ Individual ^ Corporate Officer Title(s) ^ Partner(s) ^ Limited ^ General ^ Attorney-In-Fact ^ Trustee(s) ^ Guardian/Conservator ^ Other: Signer is representing: Name Of Person(s) Or Entity(ies). Title or Type of Document Title or Type of Document Number Of Pages Date Of Document Signer(s) Other Than Named Above R V PUBUBALLINGER V 28683.2 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS: CITY OF ARCADIA ) I, JAMES H. BARROWS, City Clerk of the City of Arcadia, hereby certifies that the foregoing Ordinance No. 2228 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a regular meeting of said Council held on the 1 st day of May, 2007 and that said Ordinance was adopted by the following vote, to wit: AYES: Council Member Amundson, Chandler, Harbicht, Wuo and Segal NOES: None ABSENT: None I~I JAMES H. BA S City Clerk of the City of Arcadia 2228