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HomeMy WebLinkAboutMarch 18, 1997INVOCATION ANNOTATED A G E N D A Rabbi J.B. Sacks, Temple Shaarei Torah PLEDGE OF ALLEGIANCE Michael H. Miller, City Attorney 2. SUPPLEMENTAL INFORMATION FROM STAFF REGARDING None AGENDA ITEMS 3. QUESTIONS FROM CITY COUNCIL/REDEVELOPMENT AGENCY REGARDING AGENDA ITEMS MOTION: Read all OrdinanCes and ResOlUtions by title only and waive reading in full 4. TIME RESERVED FOR THOSE IN THE AUDIENCE WHO WISH TO ADDRESS THE CITY COUNCIL/REDEVEL.OPMENT AGENCY (NON-PUBLIC; HEARING/ FIVE 110111INUTE 11"'ArvilT PER PEERSON) City Council Reports/ Announcements /Statements /Future Agenda Items RECESS CITY COUNCIL None Adopted 5-0 Joanne Steinmeier Gino Roncelli Drew Krynicki See Minutes 6. MEETING OF THE ARCADIA REDEVELOPMENT AGENCY ACTION ROLL CALL: Agency Members Chang, Harbicht, Kovacic, Young and Kuhn All Present CONSENT a. Minutes of the March 4, 1997 Regular Meeting ADJOURN to April 1, 1997 at 7:00 p.m. RECONVENE CITY COUNCIL 7. CONSENT Approved 5 -0 a. Minutes of the February 18, 1997 Adjourned Regular and March 4, Approved 5 -0 1997 Regular Meetings. b. Report and recommendation to waive expenses related to Traffic Approved 5 -0 Control Services for the Third Annual Santa Anita Derby Day 5K Run and Walk. C. Report and recommendation to adopt a Board and Commission Approved 5 -0 as Appointment process policy. Amended d. Report and recommendation to approve renewal of the Lease Approved 5 -0 Agreement with the Arcadia Historical Society. 8. CITY MANAGER a. Report and recommendation to certify a mitigated negative declaration Approved 5 -0 and to approve the 1997 Water Master Plan. b. Report and ROO ation to award a three year contract in the Approved 5 -0 amount of to Traffic Operations, Inc. for street striping and pavement marking services. C. Recommendation to approve a Cost Compensation Agreement with Approved 5 -0 Santa Anita Realty Enterprises for environmental, land use, fiscal and legal processing. Recommendation to authorize consultant agreements regarding a Approved 5 -0 Santa Anita Realty Enterprises Application (total amount $132,470.00). 2 9. CITY ATTORNEY a. INTRODUCTION - Ordinance No. 2069, An Ordinance of the City Council of the City of Arcadia, California deleting Code Sections 9283.8.7 and 9283.8.8 of the Arcadia Municipal Code relating to front yard wall and fence heights, and creating new Code Sections establishing new height limitations and architectural design guidelines for walls, wrought iron fences, columns and lighting in the front yard areas. ACTION Introduced 5 -0 10. CLOSED SESSION a. Pursuant to Government Code Section 54956.9(a) to confer with legal counsel regarding the current case of Hayden v. City of Arcadia. b. Pursuant to Government Code Section 54956.9(x) to confer regarding the existing Workers' Compensation case of Raymond Montoya v. City of Arcadia. To Closed Session 8:45 p.m. ADJOURN to April 1, 1997 at 7:00 p.m. Adjournment - 9:58 p.m. N 0 MEMORANDUM oA+'ORwTEO DATE: MARCH 18, 1997 TO: MAYOR AND CITY COUNCIL FROM: JEROME C. COLLINS, DIRECTOR OF RECREATION SUBJECT: RECOMMENDATION TO RENEW THE LEASE AGREEMENT WITH THE ARCADIA HISTORICAL SOCIETY SUMMARY Since 1986, the City of Arcadia has had a Lease Agreement with the Arcadia Historical Society to operate a "historical museum" on City property. The term of the most recent Agreement was for five years and it expired on October 17, 1996 (this expiration was just recently noticed by staff). Staff is recommending that the City Council renew the Lease Agreement with the Arcadia Historical Society. DISCUSSION The attached Lease Agreement is for five years and reflects the existing lease terms with two exceptions. The amount of general liability insurance coverage has been increased and the City is now legally responsible for the maintenance and repair of the exterior structure. Since the Historical Society has not been in a position to pay for any significant maintenance or repair, the City has been paying for these costs as well as those for water service. The lease addresses this issue in Section 14 which provides that the City shall maintain the exterior of the structure including the parking lot and landscaping. The Society shall be responsible for the interior of the structure subject to the right to request assistance from the City through the City Manager's office. Realizing that the Society is a non - profit organization operating on a shoestring budget, we feel this will provide them with clear -cut assistance and will alleviate any future problems in terms of responsibilities. FISCAL IMPACT The building is aging and we anticipate there will be some repair and maintenance work needed in the next year. We will place approximately $3,000 in the Recreation Department budget for this purpose. RECOMMENDATION Staff recommends that the City Council authorize the City Manager to execute the attached Lease Agreement which has gbeen approved as to form by the City Attorney. Approved: , � 1 � 7''� rd cl v d Lk"ER IMAGED Attachment -7 d. LEASE AGREEMENT This Agreement is by and between the Arcadia Historical Society, a non - profit corporation, hereinafter referred to as "SOCIETY" and the City of Arcadia, a municipal corporation, hereinafter referred to as "CITY". WHEREAS, American Savings and Loan Association donated a "structure" to the City of Arcadia for use as a "Historical Museum and such other related public purposes as may be directed by the City Council "; and WHEREAS, the City of Arcadia has provided for location of this "structure" on City property; and WHEREAS, the City of Arcadia in order to implement these purposes and to provide for the operation of a Historical Museum desires to utilize the background, experience, and resources of an organization already established with goals commensurate with the preservation and display of historic items; and WHEREAS, the Arcadia Historical Society performs such a function and has expressed interest in an active role with regard to the Museum. NOW, THEREFORE, IN ORDER TO ACCOMPLISH THE PURPOSES SET FORTH ABOVE, AND TO MEET THE GOALS OF BOTH THE CITY AND HISTORICAL SOCIETY, THE PARTIES HERETO AGREE AS FOLLOWS: LIM M 1. DESCRIPTION OF PREMISES AND TERM. The premises subject to this Agreement are set forth on Exhibit "A" which is attached and incorporated as part of this document. Society shall have exclusive use of these premises for the purposes of and subject to the conditions specified herein. Commencing on the execution date of this Agreement, the term shall be for five (5) years subject to Section 11 below, and renewal upon the written consent of both parties. 2. CITY RESPONSIBILITIES. City shall provide and pay for water service, landscape maintenance, and parking lot maintenance applicable to subject premises. 3. PURPOSE OF AGREEMENT. Society shall operate and maintain the historical museum, provide and make arrangements for the provision of items to be displayed at such museum, and operate the museum pursuant to the conditions set forth herein. The Historical Museum shall display items that are generally consistent with the presentation of the history of the City of Arcadia and the San Gabriel Valley Area, subject to the conditions set forth in this Agreement, or as may be established pursuant to Section 8 of this Agreement. 4. LEASE PAYMENTS. In consideration of terms of this Agreement including the Historical Society's rendition of services commensurate with its role and experience and the City's provision of the structure and other commitments of the City, the Society shall have the right to lease the Museum and subject structure for the sum of One Dollar ($1.00) per year payable at the beginning of each year of the term of this Agreement. 2 CJ r 5. ACCOUNTING. The City Administrative Services Director shall have the right to review all books and records of Society regarding the income and expenditure of money applicable to the Museum. Society shall account for funding and expenditure in a manner consistent with direction from the City and shall provide a monthly financial report applicable to their activities in relation to the Museum. 6. ADMISSION. It is understood and agreed that a reasonable fee may be charged for admission of the public to the Museum, if approved by the City. 7. WORKERS' COMPENSATION The Historical Society is an independent contractor with the City pursuant to this Agreement, and is providing this function on a volunteer basis. At no time is any member of Society or any agent, employee or subcontractor of the Society to be deemed an employee of the City of Arcadia for any purposes including the provision of workers' compensation. 8. CONDITIONS BY CITY Society shall comply with the following: a. Maintain the area occupied in a clean and sanitary condition. b. Repair any and all damage to City property (e.g. the Structure) arising out of the use and activities of Society pursuant to this Agreement. C. Conduct authorized activities in a courteous, nonprofit manner and operate without interfering with the use by the public and County. 3 9. RESPONSIBILITY FOR ITEMS DISPLAYED. The City of Arcadia shall not be responsible for any loss or damage to items that may be displayed on the premises. 10. INSURANCE. Society shall provide and maintain at its own expense during the term of this Agreement the following program(s) of insurance covering its operations hereunder. Such insurance shall be provided by insurer(s) satisfactory to the City Attorney and evidence of such programs satisfactory to the City shall be delivered to the office of the City Attorney on or before the effective date of this Agreement. Such evidence shall specifically identify this Agreement and shall contain express conditions that City is to be given written notice at least thirty (30) days in advance of any modification or termination of any program of insurance. a. General Liability. Such insurance shall be primary to and not contributing with any other insurance maintained by City, and shall include, but not be limited to: 1. Comprehensive General Liability insurance endorsed for Premises - Operations, Products /Completed Operations, Contractual, Broad Form Property Damage and Personal Injury with a combined single limit of not less than Five Hundred Thousand Dollars ($500,000) per occurrence. ♦ J b. proper Cow Such insurance shall provide coverage for personal property covering loss, damage or destruction due to theft, fire and casualty of any and all fixtures and property belonging to Society that are installed or placed within the area occupied. 11. TERMINATION. Either party may terminate this Agreement for good cause pursuant to six (6) months written notice to the other party. 12. ASSIGNMENT. This Lease Agreement is personal to Society and shall not be transferred, assigned, or in any way delegated or subject to a sub - agreement or sub - lease. 13. ALT_F.RA_TION OF STRUCTURE. Society shall not make any alteration or construction affecting the "Structure" without the written permission of the City and shall comply with all applicable City permit and code requirements, with the exception of permit fees which are waived. 14. MAINTENANCE. City shall provide and be responsible for the cost of water service, landscape, parking lot and building maintenance and all repairs applicable to the exterior of the structure. Society shall be responsible for interior modification and maintenance. This does not preclude the Society from requesting City services to perform such work. Upon a showing of insufficient funds to perform this work, the City Manager may approve their request. FI ,%W 14 Executed this day of 91997. ATTEST: City Clerk of the City of Arcadia APPROVED AS TO FORM: Michael H. Miller City Attorney ON CITY OF ARCADIA Mayor of the City of Arcadia ARCADIA HISTORICAL SOCIETY r *W fNOO�rORATt��,•o� MEMORANDUM OFFICE OF THE CITY MANAGER March 18, 1997 TO: Mayor and City Council FROM: William R. Kelly, City Manage By: Cindy Rowe, Community Relations Officer SUBJECT: Report and Recommendation to Adopt a Board and Commission Appointment Process Policy BACKGROUND The monitoring of board and commission terms, as well as the details surrounding City Council appointments to City boards and commissions is a staff function in the City Manager's office. By formalizing the process into an Administrative Procedure Policy the sequence of events is outlined for elected officials and the document also serves to provide a step -by -step list of instructions in the appointment process that will assist any staff member assigned this responsibility. DISCUSSION This policy sets forth specific actions that will not only ensure a smooth transition for commission members, but also will create a more sensitive environment for the processing of both appointments and non - appointments. A draft policy was previously provided to you for your review and comes before you at this time for formal adoption. RECOMMENDATION It is recommended that the City Council adopt the attached Board and Commission Appointment Process Policy as presented or as amended by the City Council. Attachment o �� LrwE R IMAGED CITY OF ARCADIA ADMINISTRATIVE POLICY GUIDELINES BOARD AND COMMISSION APPOINTMENT PROCESS PURPOSE Date Adopted: Date Amended: Signed By: Policy No. 1 -4 This policy is to set forth the process by which members of the Arcadia community are appointed to advisory boards and commissions. The City Charter provides for the establishment of the Planning Commission, Parks and Recreation Commission, Human Resources Commission and the Library Board of Trustees, and grants to them those powers and duties both in the Charter and as prescribed by the City Council. All Board and Commission members must be appointed from the legally registered voters of the City and may not hold any other City office or employment. The Charter also provides that the City Council may create other Boards and Commissions as in its judgment are required and may grant to them such powers and duties which are consistent with the provisions of the Charter. The Parking District Commission, Sister City Commission, Arcadia Beautiful Commission, Senior Citizens' Commission, Building and Fire Appeals Board, and Disabled Access Appeals Board were established by resolution. The general purpose of City Boards and Commissions is to: 1) advise the City Council and the City Manager on matters within their area of interest; 2) enable more attention to be given to specific issues and problems; 3) act as a channel of communication between government and the public; and 4) provide a greater opportunity for citizen participation in affairs of City government. PROCEDURE Selection for appointment to a Board or Commission is generally based on the following: * a broad viewpoint and concern for the City of Arcadia * a familiarity with the community's history and goals * an interest in and a recognition of the importance of the particular board /commission BOARD AND COMMISSION APPOINTMENT PROCESS Page two * readiness to devote time and effort to carrying out the duties of the office * a willingness to accept and support the policies of the City Council * a willingness to serve as Chairman of the Board or Commission The number of members appointed to each Board and Commission is specified by the City Council and each member is appointed to a term not to exceed four years, serves until a successor qualifies, and is subject to removal by motion of the Council adopted by at least three affirmative votes. An exception to this rule is the Senior Citizens' Commission, whose members serve a two -year term. In the event an incumbent is removed or otherwise vacates his /her office, the City Council appoints a successor for the unexpired term of office. Appointment Appointment or reappointment to a Board or Commission occurs in June or July each year, utilizing Citizen Service Resumes on file from interested members of the community. From February through April staff shall review the status of board /commission terms expiring on June 30, advertise board /commission openings by press release, Community Bulletin Board, Chamber of Commerce News Bulletin, City Newsletter and service club announcements, and send a letter, signed by the Mayor, to those individuals who are eligible for reappointment, assessing their continued interest in service and explaining appointments are not automatic, but dependent upon City Council action. The Mayor or staff may follow up with a telephone call for clarification purposes. During this same time frame, staff shall review all Citizen Service Resumes on file and send a new form to those individuals whose resumes have been on file for more than three years. It is important to confirm the continued interest of community members as well as to ensure the information contained on the Citizen Service Resume is current. If there is no response to the letter, staff shall make contact by telephone. In May each year, staff shall send to the City Council all Citizen Service Resumes on file in the City Manager's Office, a list of vacancies with member eligibility status, and a matrix of all applicants with corresponding board /commission interest indicated. Also in May, staff shall send a letter, signed by the Mayor, to those board /commission members who have served two full terms, explaining their ineligibility for reappointment and inviting them to a future City Council meeting to receive a City plaque. BOARD AND COMMISSION APPOINTMENT PROCESS Page three At a regular City Council meeting in June or July, the City Council may either schedule interviews with selected candidates, make appointments and reappointments at that time, or any combination of the two. Post - Appointments After the City Council appoints new board /commission members, the staff shall telephone each the following day, on behalf of the Mayor, to notify them of the appointment. A letter is sent, signed by the Mayor, as formal notice and as an invitation to a subsequent City Council meeting to have the Oath of Office administered by the City Clerk. If no response has been received at the time the agenda is drafted for said meeting, staff shall telephone each to confirm attendance. If they are not available to attend on the specified date, another date is selected and the item is agendized accordingly. Staff shall order appropriate name plates and identification cards and notify board /commission liaisons of City Council action. Staff shall also supply board /commission liaisons with a Commissioner's Handbook for newly- appointed board /commission members and for all members if a revision of the handbook occurs. Following City Council reappointment of board /commission members to a new term, staff shall telephone each the following day as notification of reappointment, and this shall be followed by a letter, signed by the Mayor, with a new Board /Commission Identification Card reflecting the new end of term date. Staff also prepares file index cards which reflects the date of Council action for each board /commission member. If an eligible board /commission member is not reappointed to a second term, the Mayor or staff shall telephone the person the day following the City Council decision, and notify him /her. This shall be followed by a formal letter from the Mayor with an invitation to attend a subsequent City Council meeting to receive a City plaque. If a board /commission member resigns prior to the end of term, or is asked by the City Council to resign the term, formal notification shall be sent from the Mayor and he /she shall be invited to a City Council meeting to receive a City plaque. If the board /commission member does not wish to receive the plaque publicly, it may be mailed. Citizen Service Resumes on file for that particular board /commission shall be sent to the City Council for their review and appointment to the board /commission shall be scheduled for a subsequent City Council meeting for City Council action. BOARD AND COMMISSION APPOINTMENT PROCESS Page four Board /Commission Roster When reappointments and new appointments are complete, staff shall prepare a new Board /Commission Roster which reflects current information and term dates for those appointed. This roster shall be updated each year or more frequently if needed. Copies shall then be distributed according to the distribution list on file in the City Manager's office. r ,-,.„ b..l:c 7o A4� °R.....rED STAFF REPORT POLICE DEPARTMENT DATE: March 18, 1997 TO: Mayor and Members of the City Council FROM: Ronnie D. Garner, Assistant City Manager/Chief of Police/ By: Rudy Blum, Administration Lieutenant . SUBJECT: Report and Recommendation to Waive Expenses Related to Traffic Control Services for the Third Annual Santa Anita Derby Day 5K Run and Walk SUMMARY ' The City has been contacted by the Los Angeles Turf Club (Santa Anita) regarding the Third Annual Santa Anita Derby Day 5K Run&Walk to be held on Saturday, April 5, 1997. The contest is one of several special events that will be held in conjunction with the Santa Anita Derby. This year Santa Anita is again requesting that the City waive the cost of traffic control services because of the_charitable nature of this event. BACKGROUND In 1996, the City waived the traffic control costs for the Derby Day 5K Run&Walk for the first time. The Police Command Staff donated their time and efforts for the charitable event. DISCUSSION This year the Derby Day 5K Run & Walk will also be co-sponsored by the Methodist Hospital of Southern California. This will add to the community event for Arcadia residents and businesses. Each year participation of contestants has increased. It is anticipated that more than 4,000 runners/walkers will join in the event. The race will begin in the south parking lot (adjacent to gate #1) of the race track. The runners/walkers will proceed through the mall, cross Baldwin Avenue, go through the interior of the Arboretum, cross back over Baldwin Avenue, enter the race track through gate #7, proceed through the turf tunnel and infield, and wind up on the training track for the last quarter mile of the race. The race is again being coordinated by the sports marketing firm, Elite Racing. Any profits from the event will be donated to three local beneficiaries: Arcadia Tournament of Roses Association, Arcadia High School Athletic Boosters, and the Arcadia D.AR.E.Program. In the event the race operates at a loss, Santa Anita will give each organization a check for a fixed amount. In order to facilitate the running of the race and to help ensure the safety of the participants, the Police ` Department will provide intermittent traffic control. The traffic control unit will be composed of �'- LASER IMAGED o/ 7- . members of the Command Staff,who will donate their time and efforts for this community event. The saving to the City is estimated at approximately$1,500.00. It is anticipated that traffic flow on Baldwin Avenue will be diverted between 8:00 a.m. and 8:30 a.m. The same type of traffic flow pattern was used last year with very minimal effect on any businesses or local residents. When City services or personnel are required for coordination of special events, the cost of these services is typically borne by the event organizer. In this instance, as in last year, Santa Anita is requesting that the expenses for traffic control services be waived because of the charitable nature of the event. As previously noted, proceeds (or a fixed amount) will be.donated to the Arcadia Tournament'of Roses Association, Arcadia High School Boosters Club, and the Arcadia D.A.R.E. Program. As part of hosting an event of this type, Santa Anita is also required to provide a certificate of insurance designating the City of Arcadia as an additional insured. They have provided this certificate and it has been approved by the City Attorney. FISCAL IMPACT lithe City Council agrees to waive the expenses associated with traffic control services, the cost to the City will be $1,500.00. The amount will be absorbed by the Police Department, utilizing the donation of staff time by police personnel. RECOMMENDATION It is recommended that the City Council approve Santa Anita's request to waive the cost of traffic control services(as defined in this report)for the Third Annual Derby Day 5K Run&Walk. Approved: . an[kJ William R Kelly, City Manager ti � �,s- 5 rii. "-- • �,, � •,_ _ , sc7; cc op fr.,:am„,. 4 so" Is s___ ...f..„1 . . ..,.. „,„y„, • 0. ,_ , ,. J`� °' STAFF REPORT DATE:" MARCH 18, 1997 TO: MAYOR AND CITY COUNCIL Ig� • � FROM: WILLIAM R. KELLY, CITY MANAGER ""'">� MICHAEL H. MILLER, CITY ATTORNEY Th W 1 1 DONNA BUTLER, COMMUNITY DEVELOPMENT ADMINISTRATOR.. 4' SUBJECT:. 1. RECOMMENDATION TO APPROVE A COST COMPENSATION AGREEMENT WITH SANTA ANITA REALTY ENTERPRISES FOR ENVIRONMENTAL, LAND USE, FISCAL AND LEGAL PROCESSING. 2. RECOMMENDATION TO AUTHORIZE CONSULTANT AGREEMENTS REGARDING A SANTA ANITA REALTY ENTERPRISES APPLICATION. BACKGROUND The scope and importance of the application to be submitted by Santa Anita Realty Enterprises ("Santa Anita") to commercially develop approximately 85 acres of land in the southwest portion of the race track property mandates significant City review and analysis to ensure a meaningful public review and decision-making process before the Planning Commission and City Council. This report recommends that the City Council authorize staff to retain certain expert consultants to process Santa Anita's application and approve a Cost Compensation Agreement between the City and Santa Anita that calls for the reimbursement to the City the cost of all consultant services used for this project. DISCUSSION To properly process Santa Anita's project, a Specific Plan (inclusive of a zone change and zoning code amendments), a Tract Map, and related environmental analysis will be required. A Development Agreement has also been requested and is subject to negotiation. Staff is recommending that the City Council approve the attached Cost Compensation Agreement that calls for Santa Anita to reimburse the City for the costs applicable to processing the land use entitlements proposed by Santa Anita. The purpose of the Agreement is to address project costs in advance and to obtain a contractual commitment from Santa Anita to pay for these costs. A detailed scope of work to address the environmental, land use, fiscal and legal .issues are included in the attached Agreement which has been reviewed and approved by both parties. The estimated cost of consultant services and City reimbursable expenses is S132,470.00 Santa Anita has agreed to cover these costs by maintaining a replenishable deposit account with the City. 4pprd e 1,ohnod ;cc z 7ivws . 8 LASER W AGED • , $ Mayor and City Council March 18, 1997 . Page2 Santa Anita has agreed to hold the City harmless in the event litigation occurs to contest the project. The proposed Santa Anita project is of a significant size relative to what has been developed in Arcadia in the last ten years. Because of the scope and complexity of the project, staff is recommending that four professional consultants be retained to facilitate the processing of the Environmental Impact Report, the Specific Plan, the Development Agreement, the fiscal analysis, and to provide legal assistance as necessary. These efforts, as managed by City staff, will enable the public, the Planning Commission and the City Council to make informed development decisions on the project. Staff recommends the retention of the following firms: FEE 1. LSA Associates $92,960.00 (environmental and land use planning consultants) 2. Alfred Gobar & Associates $ 9,800.00 (fiscal consultant) 3. Freilich, Fox & Sohagi (M. Sohagi) $12,000.00 (environmental legal counsel) 4. Kane, Ballmer and Berkman (J. Pannone) $12,000.00 (assistance re: Development Agreement) Overall management of the project will be by the City Manager, with day to day administration by the Community Development Administrator. The Agreement provides that the City retain absolute discretion with regard to all final decision-making concerning the proposed project entitlements and related environmental review process. The public hearing process will go forward and the City is not in any way precluded from exercising its independent discretion with regard to the proposed project. FISCAL IMPACT The total cost of the consultant work on this project will be paid for by Santa Anita. The attached Cost Compensation Agreement between the City and developer requires Santa Anita to make payment to the City in accordance with a draw down reimbursement. This Cost Compensation Agreement was negotiated between both parties and both are agreeable to the terms. • Mayor and City Council March 18, 1997 Page 3 RECOMMENDATION Staff recommends that the City Council: 1. Authorize the City Manager to execute the attached Cost Compensation Agreement between the City of Arcadia and Santa Anita Realty Enterprises; and 2. Authorize the City Manager to execute agreements with LSA Associates; Gobar & Associates; Freilich, Fox & Sohagi; and Kane, Ballmer and Berkman for a total amount of$132,470.00, subject to finalization of the contracts and approval as to form by the City Attorney. Attachment AGREEMENT (Cost Compensation) This Agreement is entered into this day of , 1997 by and among Santa Anita Realty Enterprises, Inc. (hereinafter referred to as "Santa Anita," or "Appllicant" and the City of Arcadia(hereinafter referred to as "City"). RECITALS A. Santa Anita is the owner of approximately 85 acres of land generally described in Exhibit "A" attached hereto (the "Project Area"), which Property is located in that portion of the City planned for commercial development in accordance with City's 1996 General Plan. B. Santa Anita is contemplating development of the Property for the following uses, among others: theater/entertainment; retail and restaurant; so-called "large box" commercial; and related commercial uses (the "Proposed Uses"). To implement the Proposed Uses, Santa Anita contemplates applying for the City's discretionary approval of a Specific Plan, which will include a corresponding zone change designation and zoning, code amendment; approval of a tract map; and the adoption of a Development Agreement between the City and Applicant. Each of the foregoing entitlements shall be supported by a project environmental impact report prepared pursuant to the California Environmental Quality Act ("CEQA") (collectively, all such approvals and reports are referred to hereinafter as the "Proposed Project Entitlements"). Santa Anita has identified certain fundamental objectives of the proposed project, which are further set forth in Exhibit "B" attached hereto (the "Proposed Project Objectives"). C. To provide the City with the environmental, land use planning, fiscal and legal advice necessary to the City's review process concerning the uses of the Property, it is necessary for the sarc agrcemem/la-123 500 v4 1 3/12/97 6:O16 pm • • ' d • City to retain the services of an environmental and land use planning consultant, a fiscal consultant, and special legal counsel (legal support services) (collectively, "Consultants"). D. As a condition to the City's initiation of the review process, Santa Anita has agreed to reimburse the City for the Consultants costs and expenses related to the City's review process in the manner and amounts set forth in this Agreement. E. City shall have complete discretionary authority with regard to all land use and related decision-making concerning any proposal or objectives submitted by Santa Anita. NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the sufficiency and adequacy of which is hereby acknowledged, the parties agree as follows: 1. Submission and Processing. of Applications -Land Use Planning. Consultant. (a) The Proposed Project shall consist of the Proposed Uses, the Proposed Project Entitlements, and the Proposed Objectives (collectively, the "Proposed Project"). All applications, environmental documents, and planning documents (including the Specific Plan), shall define the Proposed Project in a manner consistent with this Agreement. (b) Applicant shall be responsible for preparing and submitting to the City applications for the approval of the Proposed Project Entitlements (the "Applications"). The Applications will propose development of the Proposed Project. The Applications shall be filed in a form which complies with City requirements. Subject to the express qualifications and caveats contained in Section 10 below, the City agrees to process the Proposed Project in accordance with this Agreement and applicable State and local laws. sarc agreement/1a-123500 v4 2 3/12/97 6.06 pm G r-, (c) Applicant, and any consultant retained by Applicant, shall be responsible for preparing the Specific Plan and other draft documents to be approved by the City pursuant to the Applications ( the "Draft Project Documents"), all at Applicant's cost. The Applications and Draft Project Documents shall be submitted to City staff in accordance with the Proposed Project Entitlement Schedule attached hereto as Exhibit"C". . - (d) The City hereby approves LSA Associates as the Land Use Planning Consultant responsible for assisting the City staff with the review of the proposed Specific Plan, the Applications, and associated submissions. Upon receipt of the Deposit described in Section 6(b) herein, the City shall retain the Land Use Planning Consultant pursuant to a Professional Services Agreement ("Land Use Planning Consultant Agreement"). The Land Use Planning Consultant Agreement shall reflect the Land Use Scope of Work and Budget attached hereto as Exhibit "D-1", and shall be consistent with the terms of this Agreement, but shall otherwise be subject to the City's approval in its sole and absolute discretion. The Land Use Scope of Work and Budget (and those portions of the Land Use Planning Consultant Agreement incorporating same) shall not be amended without the prior written consent of the Applican t; provided, however, that Santa Anita acknowledges that the Applicant's failure to consent to amendments • reasonably necessary to respond to material changes in the Draft Project Documents in accordance with applicable legal requirements could result in delays in the review and processing of the Applications. In the event such material changes occur, Applicant and the ity agree to meet and confer in good faith in an effort to determine to what extent, if any, the Lan Use Scope of Work and Budget should be revised. 2. Preparation and Processing of Environmental Documentation. sarc agreement/la-123500 v4 3 3/12/97 6:O6 pm (a) The City shall serve as lead agency for purpose of processing the Proposed Project and complying with CEQA, but shall coordinate and cooperate with Applicant as provided below, in a manner consistent with State and local law. (b) The parties agree that an Environmental Impact Report for the Proposed Project Entitlements ("EIR") will be prepared in accordance with the requirements of CEQA and other applicable laws. The EIR shall address all environmental impacts of the Proposed Project and is intended to address all development activities contemplated to implement the Proposed Project and the Proposed Project Entitlements. (c) The City hereby approves in its sole and absolute discretion LSA Associates as the EIR Consultant. Upon receipt of the Deposit described in Section 6(b) herein, the City shall retain the EIR Consultant pursuant to a Professional Services Agreement ("EIR Consultant Agreement"). The EIR Consultant Agreement shall reflect the EIR Scope of Work and EIR Budget attached hereto as Exhibit "D-2" and shall be consistent with the terms of this Agreement, but shall otherwise be subject to the City's approval in its sole and absolute discretion. The EIR Consultant shall cooperate with the Applicant and the City staff as provided in Section 9 herein. (d) The City shall not be bound by any recommendations or conclusions made or reached by the EIR Consultant, and the City may accept or reject, in whole or in part, any such recommendations or conclusions. Notwithstanding anything to the contrary contained herein, the City shall independently review, evaluate and exercise its independent judgment regarding the EIR and any studies and reports submitted, whether by the ER Consultant or otherwise, in connection therewith, as well as any issues that those studies and reports raise and address. sarc agreement/la-123500 v4 4 3/12/97 6.06 pm ■ (e) The City hereby approves the scope of work for the EIR ("EIR Scope of Work") as set forth in Exhibit "D-2" attached hereto, and directs the EIR Consultant to process the EIR in accordance therewith. The EIR Scope of Work (and those portions of the EIR Consultant Agreement incorporating same) shall not be amended without the prior written consent of the Applicant; provided, however, that Santa Anita acknowledges that the Applicant's failure to consent to amendments reasonably necessary to process the Proposed Project Entitlements in accordance with the requirements of CEQA and related laws could result in delays in or the suspension or termination of processing the EIR and the Applications. In the event material changes are proposed to the EW Scope of Work, Applicant and the City agree to meet and confer in good faith in an effort to determine to the extent of such changes; provided, however, that the failure to reach agreement shall not impair City's right to terminate or suspend the processing of the EIR and the Applications. (f) The EIR Consultant shall perform the EIR Scope of Work in accordance with the budget attached hereto as Exhibit "D-3" (the EIR Budget"). The EIR Consultant Agreement shall specifically acknowledge that the EIR Consultant is expected to perform each of the services identified in the EIR Budget at a cost no greater than itemized amounts identified therein, and that the EIR Budget, including individual line items, has been negotiated by and among the City, the EIR Consultant, and Santa Anita with the express understanding that such line items are intended as "not to exceed" dollar amounts which are anticipated as being fully adequate to cover the related scope of work, including_ reasonably anticipated contingencies associated therewith. 3. Preparation of Fiscal Report. sarc agreement/la-123500 v4 5 3/12/97 6:06 pm { J • ' (a) The City and Santa Anita acknowledge that although a substantial amount of fiscal impact information has already been collected concerning the Property in connection with prior applications submitted by Santa Anita, it is necessary for the City to prepare additional fiscal impact studies in connection with the Proposed Project. The City hereby approves Alfred Gobar and Associates as the Fiscal Consultant responsible for preparing such fiscal impact reports and advising City in connection with matters related thereto (the "Fiscal Reports"). (b) The City hereby approves the scope of work and budget for the Fiscal Reports (the "Fiscal Scope of Work and Budget") as set forth in Exhibit "F' attached hereto. Upon receipt of the Deposit described in Section 6(b) herein, the City shall retain the Fiscal Consultant pursuant to a Professional Services Agreement ("Fiscal Consultant Agreement"). The Fiscal Consultant Agreement shall reflect the Fiscal Scope of Work and Budget (as those terms are hereinafter defined), and shall be consistent with the terms of this Agreement, but shall. otherwise be subject to the City's approval in its sole and absolute discretion. The Fiscal Consultant shall cooperate with the Applicant and the City staff as provided in Section 9 herein. The Fiscal Scope of Work and Budget (and those portions of the Fiscal Consultant Agreement incorporating same) shall not be amended without the prior written consent of the Applicant; provided, however, that Santa Anita acknowledges that the Applicant's failure to consent to amendments reasonably necessary to respond to material changes in the Proposed Project Entitlements in accordance with applicable legal requirements could result in delays in processing the Applications. In the event such material changes occur, Applicant and the City agree to meet and confer in good faith in an effort to determine to what extent, if any, the Fiscal Scope of Work and Budget should be revised. sarc agreement/la-123500 v4 6 3/12/97 6,06 pm • 4. Legal Support Services. Pursuant to direction of the City Attorney, the City shall utilize the services of Margaret Moore Sohagi of the law offices of Freilich, Kaufman, Fox & Sohagi, LLP to assist with the environmental review process and related land use issues and Joseph Pannone of Kane, Ballmer & Berkman to assist with regard to negotiation and - preparation of the proposed development agreement. These services shall be performed consistent with the legal support scope of work and budget attached hereto as Exhibits "F-1" and "F-2" respectively (collectively, the "Legal Support Scopes of Work and Budgets"). Upon receipt of the Deposit described in Section 6(b) herein, the City shall retain the Legal Consultants pursuant to a Professional Services Agreement ("Legal Consultant Agreements"). The Legal Consultant Agreements shall reflect the Legal Support Scopes of Work and Budgets and shall be consistent with the terms of this Agreement. The Legal Support Scopes of Work and Budgets shall not be amended without the written consent of the Applicant; provided, however that Santa Anita acknowledges that the Applicant's failure to consent to amendments reasonably necessary to respond to applicable legal requirements.could result in delays in or the suspension of processing the Applications. In the event material changes in theQLegal Support Scopes or Work and Budgets are proposed, Applicant and the City agree to meet and confer in good faith in an effort to determine to the extent of such changes. 5. City to Retain Consultants/City Rights. The Applicant a..rees that, notwithstanding the Applicant's reimbursement obligations under this Agreement, the Consultants selected by the City shall be the contractors exclusively of the City and not of the Applicant. Except for those disclosures required by law including, without limitation, the Public Records Act, and as otherwise provided herein, all conversations, notes, memoranda, correspondence and sarc agreement/la-123500 v4 7 3/12/97 6:06 pm • other forms of communication by and between the City and the Consultants shall be, to the extent permissible by law, privileged and confidential and not subject to disclosure to the Applicant. The• Applicant agrees that it shall have no claim to nor shall it assert any right in any reports, correspondence, plans, maps, drawings, or any and all other documents or work product - . produced by the Consultants pursuant to the Consultant Contracts which are required to be maintained as public records pursuant to the Public Records Act and other applicable law. Applicant agrees that any proprietary information which it has provided to the Consultants and which do not reasonably need to be included in the City's public records, shall be identified as "Proprietary" and to the extent legally permitted shall be excluded from the City's public records. Notwithstanding the foregoing, the City agrees that it will act reasonably in disclosing to and sharing with the Applicant information and reports from the Consultants relevant to the evaluation of the Proposed Project, except when such disclosure would be detrimental to the best interest of the City, as determined by the City in its reasonable discretion, or where such disclosure would constitute a waiver of privilege or defeat the City's right of confidentiality as to those matters which are not subject to public disclosure. 6. Reimbursement of City. (a) Santa Anita agrees to reimburse the City for the actual and reasonable costs and expenditures paid by the City to the Consultants in accordance with the terms of this Agreement and for specific application fees and "reimbursables" as set forth in Exhibit "G" attached hereto. Santa Anita's agreement to make such reimbursements shall be subject to the following conditions: sare agreement/la-123500 v4 8 3/12/97 6:06 pm } - • 1 1 (i) Subject to the terms of this Agreement, payments shall not be made to the Consultants in excess of the budgets set forth in the Land Use Scope of Work and Budget, Fiscal Scope of Work and Budget, Legal Support Budget and EIR Scope of Work Budget (collectively, such budgets are referred to as the "Budgets"), as applicable, without the prior . written consent of Santa Anita. (ii) The Consultants shall submit monthly invoices and reconciliation statements to City identifying in reasonable detail the services performed during the prior monthly billing period, the fees and reimbursable expenses, if any, incurred during such period, and the percentage of both the line item and aggregate Budgets expended through the date of such statement, as applicable (the "Consultant Invoice"). After approval by the City, copies of all invoices and statements shall be provided to Santa Anita. (b) Prior to, and as a condition of the City processing the Applications, Santa Anita shall deposit the sum of$30,000 (the"Deposit") into either (1) a special segrega ed demand deposit account (the "Account") to be established by the City with a federally chartered bank for the sole purpose of receiving reimbursement funds from Santa Anita pursuant to this Agreement. No other City funds shall be commingled into the Account. The City shall be sole authorized signatory on the Account. The Account shall be interest bearing, with a rate of return equivalent to that of other City interest bearing accounts in similar institutions. Any interest earned upon the funds placed into the Account shall remain in the Account and shall be used solely for the purpose of reimbursing the City, and crediting such reimbursements to the benefit of Santa Anita, in accordance with the terms of this Agreement, OR (2) a separate trust account of the City in Santa Anita's name, and maintained within the City's Trust Fund. Interest will be credited monthly to sarc agrecmentlla-12350( v4 9 3!12!97 6406 pm - I • i I I the account at the same rate, and manner, as other invested funds of the City based on the balance being held in the account. (c) If there are funds remaining in the above Account at the end of the term of this Agreement, then such remaining funds shall be returned to the Applicant; provided, however, . that no such refunds shall be made until the City determines, in its reasonable discretion, that all L reimbursement obligations of the Applicant under this Agreement have been satisfied. (d) Immediately following the City's disbursement of funds to a Consultant pursuant to a Consultant Contract, the City shall be entitled to draw upon the funds in the Account in an amount sufficient to reimburse the City for the amount paid by the City to the Consultant. The right of the City to withdraw from the Account to reimburse itself for Consultant Costs shall not be contingent upon the Applicant's approval of the withdrawal; provided, however: (1) the City agrees that it shall take full advantage of any discounts offered by the Consultants prior to paying any Consultant Invoices to which such discount applies; and (2) that in the event Santa Anita objects to the sums incurred by any Consultant as reflected in any .Consultant Invoice, prior to payment of any further Consultant Invoices, the City, the applicable Consultant, and Santa Anita shall meet and confer in good faith in an effort to resolve such dispute. The City agrees to use reasonable and customary audit and verification procedures relative to the payment of City funds to any Consultant. The City shall provide reasonably detailed supporting documentation pertaining to any withdrawals from the Account upon written request therefor from the Applicant. The Applicant agrees to maintain a minimum balance of$5,000 in the Account at all times relative to the Consultant Costs. Following the City's withdrawal of amounts from the Account to sare agreement/la-123500 v4 10 3/12/97 6'06 pm i reimburse itself for expended Consultant Costs in accordance with this Agreement, the Applicant shall, within ten (10) days following receipt of written demand from the City, replenish the Account in the amount necessary to restore the account to the minimum balances described above. Notwithstanding the foregoing, the Applicant agrees that its obligations under this Agreement arise independently of the amount of funds, if any, in the Account. The Applicant's iobligations to reimburse the City as set forth in this Agreement shall not be limited or educed by the amount of funds, if any, in the Account but shall otherwise be subject to the cost control provisions set forth in Sections 1-4 above. 7. Development Agreement. The City and Applicant agree to act diligently and use their good faith efforts to negotiate and prepare a Development Agreement which would address but not necessarily be limited to the following: the vesting of zoning, density, and intensity of development pursuant to the Specific Plan; the nature and adequacy of mitigation associated with Proposed Project implementation; the impact of the Proposed Project on the City and City facilities; and the parties' ongoing cooperation in implementing the Proposed Project. 8. Timing. The parties agree to use their best efforts to process the Applications and the Proposed Project Entitlements in accordance with the Proposed Project Entitlements Schedule attached hereto as Exhibit "C". City acknowledges that the expeditious processing of the Applicants is a material consideration for Applicant's decision to move forward with the Proposed Project and to incur substantial costs in connection therewith. Minor deviations from the Proposed Project Entitlements Schedule or adjustments agreed upon by the parties shall not be deemed inconsistent with this section. Delays that are attributable to Applicant's failure to provide written consent to the Consultants' scope of work shall not violate this Agreement and sarc agreement/la-123500 v4 1 1 3/12/97 6:06 pm • the Proposed Project Entitlements Schedule shall be tolled accordingly consistent with State and local law. 9. Cooperation. All parties to this Agreement agree to cooperate in good faith in implementing the Agreement. This cooperation shall include: (a) The Community Development Administrator shall be designated"Proposed Project Coordinator" on behalf of City and shall be responsible for coordinating, monitoring, and facilitating City staff review of the Applications, all environmental documentation, and all other submissions by Applicant and Applicant's consultants in connection with the Proposed Project. (b) Unless and until otherwise agreed by the parties, Applicant, the Applicant's consultants, the EIR Consultant, the Project Coordinator, and such other members of City staff as shall be necessary or appropriate shall participate in Proposed Project-team meetings every two weeks, or as appropriate, until the City Council has taken final action on the Applications. To the extent that Consultants are required to attend Proposed Project-Team Meetings in excess of those contemplated in the applicable scopes of work, Applicant acknowledges that additional costs beyond those contemplated in the applicable Budgets may be incurred and, if so, Applicant shall be responsible for such additional costs. (c) The City Manager shall be authorized to act on behalf of City, in implementing this Agreement. The City Manager shall coordinate with the Proposed Project Coordinator and other members of the City staff as necessary or appropriate to ensure the expeditious implementation of this Agreement. (d) The Applicant, the Consultants, and the City staff agree to cooperate reasonably with each other in providing non-confidential information necessary or appropriate to sare agreement/la-123500 v4 12 3/12/97 6:06 pm . preparing, reviewing, and processing the Applications, the Project Entitlement Documents, the EIR, the Fiscal Reports, and other information related to the public review of the Proposed Project. (e) Project Manager for Applicant shall be its Vice President of Development. . He shall be authorized to act on behalf of Applicant and shall be available to coordinate and provide for all necessary communications, provision of information and other needs to ensure the expeditious implementation of this Agreement and review of the Proposed Project. 10. City to Retain Discretion. Nothing contained in this Agreement, including, without limitations, the City's agreement to process the Applications and Santa Anita's agreement to reimburse the City for Consultants' costs in accordance with the terms hereof, shall be deemed to commit or obligate the City in any way to approve the Proposed Project, any of the Proposed Project Entitlements, or any other proposed land uses or entitlements with respect to the Property, and the City expressly reserves its discretion to approve, reject, modify, or condition same and to determine the final Project objectives. All such decisions of the City shall be made only after full compliance with CEQA, and all other statutory and legal obligations, only after considering all appropriate information and evidence, including such evidence which may cause the City to disapprove any or all of the contemplated uses of the Property, and subject to the City's ability to make all findings required by applicable law. 11. Defense of Litigation. The Applicant shall defend and hold harmless the City against third party claims and suits challenging the Proposed Project including City's certification of the EIR and/or any actions relating to land use decisions arising from the Proposec Uses. The Applicant shall appear as real party in interest in any such third party action or proceeding and sarc agreement/la-123500 v-4 13 3/12/97 6.06 pm • • shall, at its cost, defend such action or proceeding. The relationship between City and Applicant in implementing the foregoing defense agreement shall be set forth in a Joint Defense Agreement to be mutually acceptable to City and Applicant. The Joint Defense Agreement shall address, without limitation, the City's right to retain such legal counsel as the City deems necessary and appropriate to participate as a party to the action; any budgets or cost controls applicable to such services; the Applicant's reimbursement of the City for any and all reasonable and actual attorneys' fees and costs incurred by the City in accordance with such cost controls; the control and settlement of such litigation; the maintenance of the confidentiality of communications between the parties; and the parties general joint cooperation in defending any legal action contemplated by this Section. 12. Term. The term of this Agreement shall commence on the date that this Agreement is signed on behalf of the Applicant and the City and approved by the City Council and, unless earlier terminated pursuant to Section 13, shall terminate when all work required by each Consultant Contract has been completed to the City's reasonable satisfaction and the Applicant has satisfied all of its obligations under this Agreement including, without limitation, the obligation to reimburse the City for Consultant Costs, whether or not paid by the City prior to the date of termination. The Applicant's obligation to reimburse the City for work performed up to the date of termination of this Agreement, as provided in this Agreement shall survive the termination of this Agreement pursuant to this Section 12 or Section 13. 13. Early Termination. The Applicant may terminate this Agreement prior to the term set forth in Section 12 upon prior written notice to the City. In the event the Applicant terminates this Agreement prior to the end of the term set forth above, the Applicant shall satisfy all of its sarc agreement/la-123500 v4 14 3/12/97 6:06 pm I , I ' ■ ., , obligations under this Agreement to date of termination regarding reimbursement to the City of Consultant Costs. Either party may also terminate this Agreement upon the default of the other party as set forth in Section 14 below. As soon as practical, but in no event later than five (5) business days . following either the City's decision to terminate this Agreement or the City's receipt of written notice indicating the Applicant's decision to terminate this Agreement, the City shall notify the , Consultants in the most expeditious manner possible, including telephonic communication, and instruct them to cease work under the Consultant Contracts. The Consultants shall be instructed to bill the City for any work completed to the date of termination of the Consultant Contract. The City may draw upon the Account described in Section 6(b) of this Agreement to reimburse itself for payments made to the Consultants following receipt of termination billing from the Consultants. Consultant contracts shall not include provision.for payment of any termination fee or costs attributable to reassignment, relocation, or termination of personnel, an all such contracts shall authorize termination at the convenience of City consistent with this Section 13. The Applicant shall reimburse the City for all Consultant Costs incurred up to and including the date that the Consultants cease work pursuant to the City's notification, provided City has notified Consultants to cease work consistent with this Section 13. The Applicant's obligation to reimburse the City as provided in this Agreement shall survive the termination of this Agreement pursuant to this Section 13. 14. Remedies Upon Default. An event of default shall be deemed to exist upon the occurrence of all three of the following: sarc agreement/la-123500 v4 15 3/12/97 6:06 pm (i) Either the City or the Applicant has, without legal justification or excuse, breached any one or more of its obligations under this Agreement; and (ii) The nondefaulting party has sent written notice to the party claimed to be in default, specifying the default and what actions the nondefaulting party asserts should be taken . to remedy the default; and (iii) The party claimed to be in default has not, within ten (10) calendar days following receipt of the written notice described above, either corrected the default or taken actions reasonably satisfactory to the nondefaulting party, to remedy the default within a reasonable period of time, but in no event longer than thirty (30) calendar days after receipt of the written notice described above. Following an event of default, the nondefaulting party may exercise any and all remedies available to it pursuant to this Agreement, or at law or in equity, including, without limitation, instituting an action for damages, injunctive relief, or specific performance. 15. Nonwaiver of Rights or Remedies. The failure of a party to exercise any one or more of its rights or remedies under this Agreement shall not constitute a waiver of that party's right to enforce that right or seek that remedy in the future. No course of conduct or act of forbearance on any one or more occasions by any party to this Agreement shall preclude that party from asserting any right or remedy available to it in the future. No course of conduct or act of forbearance on any one or more occasions shall be deemed to be an implied modification of the terms of this Agreement. 16. Assignability. This Agreement may not be assigned by Applicant without the express written consent of'the City, which consent shall not be unreasonably withheld. City shall sare agreement/la-123500 v4 16 3/12/97 6.06 pm not withhold its consent to assignment of this Agreement in the event the following conditions have been satisfied: (a)the assignee acquires more than 60% of the Property; (b) the Applicant and the Assignee are prepared to execute an Assignment and Assumption Agreement pursuant to which the Assignee will be subject to all of the terms and conditions of this Agreement; and (c) the City Attorney affirms in writing that the Assignment and Assumption Agreement has been reviewed by the City Attorney and is not inconsistent with the terms ,and conditions of this Agreement. Upon approval by the City Attorney, the Applicant and the Assignee shall execute the Assignment and Assumption Agreement and provide the City with a copy thereof. Any attempted assignment of this Agreement not in compliance with the to s of this Agreement shall be null and void and shall confer no rights or benefits upon the assigne . 17. No Oral Modifications. This Agreement represents the entire understanding of the City and the Applicant and supersedes all other prior or contemporaneous written or oral agreements pertaining to the subject matter of this Agreement. This Agreement may be modified, but only by a writing signed by both the City and the Applicant. All modifications to this Agreement must be approved by the City Council of the City of Arcadia. 18. Binding. Upon Successors. This Agreement and each of its terms shall be binding upon the City, the Applicant and their respective officers, elected officials, employees, agents, contractors, and permitted successors and assigns. 19. Attorneys' Fees. In the event that any action or proceeding, including arbitration, is commenced by either the City or the Applicant against the other to establish the validity of this Agreement or to enforce any one or more of its terms, the prevailing party in any such action or proceeding shall be entitled to recover from the other, in addition to all other legal and equitable sare agreement/la-123500 v4 17 3/12/97 6:06 pm • remedies available to it, its actual attorneys' fees and costs of litigation, including, without limitation, filing fees, service fees, deposition costs, arbitration costs and expert witness fees, including actual costs and attorneys'fees on appeal. 20. Jurisdiction and Venue. This Agreement is executed and is to be performed in the . City of Arcadia, Los Angeles County, California, and any action or proceeding brought relative to this Agreement shall be heard in the appropriate court in the County of Los Angeles, California. The City and the Applicant each consent to the personal jurisdiction of the court in any such action or proceeding. 21. Time is of the Essence. Except as otherwise expressly stated, time is of the essence in the performance of every act required pursuant to this Agreement. 22. Covenant of Further Assurances. The City and the Applicant shall take all other actions and execute all other documents which are reasonably necessary to effectuate this Agreement. 23. Interpretation. The City and the Applicant agree that this Agreement is the product of mutual negotiations and is an arms-length transaction. Each party has negotiated this Agreement with the advice and assistance of legal counsel of its own choosing. It is further agreed that this document is a product of mutual drafting efforts by both the City and the Applicant and, accordingly, the rule that ambiguities in a document shall be construed against the drafter of the document shall have no application to this Agreement. In construing and interpreting this Agreement, the finder of fact shall give effect to the mutual intention of the City and the Applicant, notwithstanding. such ambiguity, and may refer to the facts sare agreement/la-123500 v4 18 3/12/97 6.06 pm . , , \4� and circumstances under which this Agreement is made and such other extraneous evidence as may assist the finder of fact in ascertaining the intent of the City and the Applicant. 24. Severability. If any term or provision of this Agreement is found to be ' valid or r unenforceable, the City and the Applicant both agree that they would have executed this Agreement notwithstanding the invalidity of such term or provision. The invali term or provision may be severed from the Agreement and the remainder of the Agreement may be enforced in its entirety. 25. Headings. The headings of each Section of this Agreement are for the purposes of convenience only and shall not be construed to either expand or limit the express terms and language of each Section. 26. Representations of Authority. Each party signing this Agreement on behalf of a party which is not a natural person hereby represents and warrants to the other party that all necessary legal prerequisites to that party's execution of this Agreement have been s tisfied and that he or she has been authorized to sign this Agreement and bind the party on whos behalf he or she signs. 27. Notices. Notices required under this Agreement shall be sent to the following: If to the City: City of Arcadia 240 West Huntington Drive P. 0. Box 60021 Arcadia, CA 91066-6021 Attention: City Manager Telephone No. (818) 574-5401 Facsimile No. (818) 445-5729 If to the Applicant: Santa Anita Realty Enterprises, Inc. 301 W. Huntington Drive, Suite 405 Arcadia, CA 91007 sare agreement/la-123500 v4 19 3/12/97 6:06 pm • • Telephone No. (818) 574-5550 Facsimile No. (818) 574-5997 • Attn: Tom Austin Notices given pursuant to this Agreement shall be deemed received as follows: (i) If sent by United States Mail - three (3) calendar days after deposit into the United States Mail, first class postage prepaid. (ii) If by facsimile -upon transmission and actual receipt by the receiving party. (iii) If by express courier service or hand delivery - on the date of receipt by the receiving party. The addresses for notices set forth in this Section may be changed upon written notice of such change to either the City or the Applicant, as appropriate. IN WITNESS WHEREOF, the parties to this Agreement have executed it as of the date set forth below. Dated: , 1997 CITY OF ARCADIA, a Municipal Corporation By: _. City Manager, City of Arcadia ATTEST: • By: City Clerk APPROVED AS TO FORM: City Attorney sarc agrccmcnt/la-123500 v4 20 3/12/97 6:06 pm • SANTA ANITA REALTY ENTERPRISES, INC., a Delaware corporation Dated: , 1997 By: Its: • ATTEST: By: Secretary of the Corporation sare agreement/la-123500 v4 21 3/12/97 6.)6 pm 1 t,- EXHIBIT A �__ MOON I TWIPilinlr ' mil AN 101' 4\ ‘ii•IF a rg rawaimmon, __11, ........ .....u.... mom . L.,„_„,. ,_„_„_____Immu .,,,,,,,„nring ., 1 . rezaii ..... �� 1 00„.∎ � � �iIr : �� �> _ a . arrirt i' .----- Amin - IMMIWIMillilh WIWI. 1111111 ii■--- FfiOJECT AREA meg 111111111 IIII,..,1 i ,-........................ ,,,„,..........,....„.......... gmarami...=----- ...cm iiiimillEILMMIReAn , " 1"111 • • EXHIBIT B PROJECT OBJECTIVES • Provide infill commercial activity which establishes a complementary mix of uses which will provide continuity between the Santa Anita Racetrack and the Mall. • Provide for more effective use of the surface parking lot area adjacent to the Racetrack, which is underutilized, even during the racing season. • Establish a unique activity area which serves as a commercial and entertainment destination. • Take advantage of the project site's excellent vehicular accessibility from both the regional and local basis. • • Develop a fiscally viable project which has a positive long-term impact upon the community tax and employment base. • Provide a vehicular link and pedestrian pathways link between the SACC an. the Santa Anita Fashion Park Mall. • Provide.view corridors through the property which preserve views of the grandstands from selected vantage points on the site. , r , ( l ` EXHIBIT C SANTA ANITA COMMERCIAL CENTER • ENTITLEMENT PROCESSING SCHEDULE 1996 1 1997 ID Task Name O N D J F M I A M J J A S O N D J F . 1 ENTITLEMENT DESIGN 2 Conceptual Design -2_ "k 11/18 3 Preliminary Cost Estimating 1212 g . rk 2/17 4 Financial Modeling 12/17 : '`=°_' 1/24 5 Financial Review&Acceptance 1/27 3" 2117 6 SPECIFIC PLAN 7 Develop Specific Plan P p 2/3 ;" -� 4/3 8 Specific Plan SARE review d/4 4/24 9 Specific Plan Revisions 4/25 5/2 10 Submit Specific Plan to City for Approval Process 5/5 Itle 6/2 11 File Specific Plan Application/City Acceptance .16/2 12 NOP Issued and Circulated 613 11111111 7/18 13 Traffic, Noise,&Air Quality Studies 3/24 6/13 14 Screencheck EIR 5/28 I b6/27 15 Simultaneous Review&Comment 6/30 7/17 16 Preliminary Draft Review/Meeting 7/18 7 X7/28 17 Release EIR Draft .1I7/28 18 Public Review Period 7/29_ITTITTET11 9/29 19 Response to Comments 9/8 SIT 10/17 20 Planning Commission Public Hearings 9/15 RTETTh 10/24 21 Final EIR I f 10/27 10/31 22 City Council Approval Public Hearings 11/3 12112 23 City Council Approval 12116 SARE Task ''w .25, ,+,. zu Santa Anita Realty Enterprises Milestone(and/or less than one day task2 Tom D.Austin Summary City Task C:1ALEXFISACC\SCHEDULEIPRE-3.MPP Page 1 3/13/97. 9:06 AM 1 EXHIBIT I)-1 LSA Associates,Inc. Envtronmental Analysis c 976-1996 Transportation Engineering 0)9 Resource.Management �sA Eco Community stoPlanning o Ecological Restoration -'4linwersax f Principals January 22, 1997 Rob Balen Les Card Donna Butler Steve Gran'holm City of Arcadia Richard Harlacher 240 W.Huntington Drive Roger Harris Arcadia, CA 91066 • • Art Homrighausen Larry Kennings ttrilko Subject: Proposal for Specific Plan and Site Plan Review George K Carollyn Lobel! Bill Mayer - Dear Donna: Rob McCann Rob Schonholtz •The following is LSA's proposal to review the Specific Plan and Site Plan for the Malcolm J Sproul Santa Anita Commercial Center Specific Plan. Associates V SPECIFIC PLAN AND SITE PLAN REVIEW Deborah Baer James Baum Connie calico LSA will assist in the review of the Specific Plan and site plan for the Santa Anita Steven W Conkling commercial development. The purpose of this review will be to facilltate agree- Ross Dobberceen ment between the City of Arcadia and Santa Anita Realty Enterprises (SAKE) on the Gary Dow structure and derails.of the Specific Plan, resulting in a staff report to die Planning Kevin Finches Commission. In accomplishing this purpose, LSA will function as an extension of Clint Kellner City staff, and will work closely with City staff, SARE, and SARE's design team. LSA Karen Kirtland will perform the following tasks: Laura Lauer Benson Lee • Task 1 -Meet with the City of Arcadia and SARE to review project objectives Sabrina Nicholls and the proposed schedule for the project (two meetings, December 18 w "Bill"O'Connell and 19)• Anthony Petros Brad Sturm Jill Wilson • Task 2 -Review SARE's proposed Specific Plan schedule and advise City on feasible methods to expedite process while ensuring appropriate City re- view. • Task 3-Meet with City and SARE to develop mutually agreed upon Specific Plan content and submittal package details. Develop City apprPved check- list of items and level of detail to be contained in the Specific Plan, define project and site plan approval process, define project design detail and features to be contained in the Specific Plan, and define process to deter- mine completeness of the project proponent's Specific Plan (and all related discretionary applications) submittal package (two meetings). • Task 4 - Meet with and secure agreement between City and SARE and SARE's design team regarding Specific Plan submittal requirements from Task 3 (one meeting). 1,22;9 7'<[\CTA630'PRO POSALSP REVIEW.LTR>0 �Jrrl'.:rt '!.::.:. . , � • • ISA Associates,Inc. 1 `'. • Task 5 - Review Specific Plan, site plan and related applications to deter- mine completeness and whether submittal package meets City standards. The review shall consist of assessing: 1) application completeness; 2) con- sistency with the General Plan, 3) conformity to applicable City develop- ment standards, 4) consistency with the Subdivision Map Act and Govern- ment Code provisions regulating Specific Plans and Parcel Map Subdivi- sions,and 5) conformity with the results of agreed upon submittal require- ments from Tasks 3 and 4. Provide written comments to City (up to 22 hours of professional time). • • Task 6 -Meet with Arcadia stiff to discuss Specific Plan and site plan work products submitted by SARE (up to eight meetings). • Task 7 - Meet with SARE to resolve issues resulting from Task 5, Specific Plan Review(up to four meetings). • Task 8-Provide assistance to City staff in the preparation of staff reports for the Specific Plan and site plan (up to 12 professional hours). • Task 9-Attend up to four public hearings on the Specific Plan and site plan. • We propose to accomplish these tasks on an hourly basis consistent with the at- tached rates and provisions. We estimate that a budget of$13,295 will be required to accomplish the scope of work This amount will not be exceeded without your authorization. PROPOSED TASK BUDGET Rob Frank Galen Haselton Graphics WP $110/hr. $110/hr. $55/hr. $50/hr. Reim. Cost Task 1-Initial Meetings 8 365 3945 Task 2-Schedule 2 1 $270 Task 3-Develop Submittal Requirements 8 1 2 $1,090 Task 4-SARE Agreement 3 1 $380 Task 5-Review Specific Plan 16 6 4 5 $100 $2,990 Task 6-Meetings with City staff(8) 24 $200 $2,840 Task 7-Meetings with SARE(4) 12 $200 $1,520 Task 8-Assistance to City 8 4 2 $1,420 Task 9-Public Hearings(4) 14 $300 31.840 Hours 95 11 4 11 3865 $13,295 Total Sincerely, LSA ASSOCIATES, INC. Robert W. Balen Principal Attachment: Standard Contract Provisions/Rates • 122,974((:''.CI•A630 ROPOSALS PREVIEW.LTR>1 ISA Associates,Inc. SCHEDULE OF STANDARD CONTRACT PROVISIONS AND BILLIING RATES FEES FOR PROFESSIONAL SERVICES Fixed-Fee Contracts If a fixed-fee proposal, the professional services described in the Scope of Services section of the attached proposal shall be provided for the fixed fee ' • _ noted in the Compensation and Terms section of the proposal. All other pro- fessional services are considered extra services. Extra services shall be provided on a time and expenses basis at the same rates specified for hourly contracts unless other arrangements are made in advance. Hourly Contracts If an hourly plus expenses proposal, the professional services described in the - Scope of Services section of the attached proposal shall be provided on a time . basis at current hourly rates. These rates are as shown on a Rate Schedl le that is attached or can be made available. Hourly rates are subject to reviewiiat least annually on or about July 1 each year, and may be adjusted to reflect changing labor costs at our discretion at that time. Out of pocket expenses shall be reimbursed at cost plus 10%, unless other arrangements are made in advance, and are not included in the hourly fee for professional services. Out of pocket expenses include, but are not limited to, costs of: 1) reproduction of reports and graphics furnished or prepared in connection with the work of the contract, 2) long distance teleph4ne and telegraph charges, 3) laboratory services, 4) automobile travel at 31 cents/mile, 5) truck travel at 46 cents/mile, 6) other travel, subsistence,vehicle rental, and lodging in connection with the work of the contract, 7) fees of specialised con- sultants retained with the approval of the client and 8) facsimile transmittals at one dollar per page. The total estimated amount of time and expenses noted in the Compensation and Terms'section of this proposal will serve as a control on the-services to be provided. The specified amount will not be exceeded without prior approval of the client. FREQUENCY OF BILLING Monthly invoices shall be submitted for progress payment based on work completed to date. Out of pocket expenses shall be billed on the same mon- thly invoice and shall be identified as a separate item. 10/15/96 L:\CORP'.CONTR cr.PRO>, • I SAAssociates,Inc. PAYMENT OF ACCOUNTS Accounts are due and payable upon receipt of invoice. A service charge of 11/2% of the invoice amount (18% annual rate) may be applied to all accounts not paid within 30 days of invoice date. Any attorney's fees or other costs incurred in collecting any delinquent amount shall be paid by the Client. TERMINATION OF SERVICES These services may be terminated upon ten days written notice for good reason by either party. In this event, payment for all services and expenses incurred prior to the date of termination shall be due and payable upon receipt of final invoice in accordance with the provisions of the foregoing section. REVOCATION - If this Schedule of Standard Contract Provisions is attached to a proposal, said proposal shall be considered revoked if acceptance is not received within 90 days of the date thereof, unless otherwise specified in the proposal. 10/15 96«L:'.CORP CONTRACT.PRO„ • ISA Associates,Inc. HOURLY BILLING RATES - EEkECTIVE OCTOBER, 1996' Job Classification Hourly Rate* PRINCIPAL $100-165 ASSOCIATE/PROJECT MANAGER $ 65-120 ASSISTANT PROJECT MANAGER $ 50-75 PRINCIPAL INVESTIGATOR/PROJECT SCIENTIST $ 45-75 ENVIRONMENTAL ANALYST/ASST. PLANNER/ASST. ENGINEER 40-60 _ FIELD DIRECTOR(ARCHAEOLOGY/PALEONTOLOGY/BIOLOGY) 35-50 RESEARCH ASSISTANT/TECHNICIAN 25-50 FIELD CREW 15-40 GRAPHICS $ 55 OFFICE ASSISTANT $ 35 WORD PROCESSING $ 50 Revised October, 1996 The hourly rate for work involving actual expenses in court, giving depositions or similar expert testimony, will be billed at 3200 per hour regardless of job classification. 10/15/96•L:''CORP`CON"I'RAC .PRO>• 3 • I 1 EXHIBIT D-2 • REVISED PROPOSAL FOR THE SANTA ANITA COMMERCIAL CENTER SPECIFIC PLAN ENVIRONMENTAL IMPACT REPORT January 22, 1997 Prepared for: City of Arcadia 240 W. Huntington Drive Arcadia, CA 91066 Prepared by: LSAAssociates, Inc. 1 Park Plaza, Suite 500 Irvine, California 92714 (714)553-0666 LSA Project #CTA633 , LSA Aasociates,,rnc 1.0 INTRODUCTION This proposal is for preparation of an Environmental Impact Report (EIR) for the proposed Santa Anita Commercial Center Specific Plan. LSA has structured the environmental review prociss to include early identification of potential issues and identification of mitigation measures. The EIR for the Santa Anita Commercial Center Specific Plan will be based on the project description and Specific Plan application package to be submitted to the City. We will prepare a Project EIR, providing project level environmental clearance under CEQA. We will make maximum use of the baseline information developed for the previous environmental analysis for the Santa Anita Entertainment Center to reduce repetitive research and analysis. The following scope of work defines the tasks and requirements for all tasks through certification of the EIR. 12:x97.41:`,CI'A633\RE'E1R.Pao" . (m,I II • LSr]Associates,�nG TABLE OF CONTENTS PAGE • 1.0 INTRODUCTION 1 2.0 SCOPE OF WORK 2 2.1 PROJECT START UP 1 2 2.2 INITIAL STUDY AND NOTICE OF PREPARATION 1 2 2.3 ENVIRONMENTAL IMPACT REPORT 3 2.4 PREPARATION OF DRAFT EIR 1 12 2.5 PREPARATION OF FINAL EIR • 1 13 2.6 PROJECT MANAGEMENT , 14 2.7 DELIVERABLES SPECIFIED 14 2.8 MEETINGS SPECIFIED 14 3.0 PROPOSED PROJECT SCHEDULE 15 4.0 PROPOSED PROJECT BUDGET 16 ATTACHMENTS A-PROPOSED PROJECT SCHEDULE B -STANDARD CONTRACT PROVISIONS AND BILLING RATES C -PROPOSED PROJECT BUDGET 1R2197"c:'•.C;A633\REVE1R.PIt0 i i LSA AYsociates,•lnc. 2.0 SCOPE OF WORK The following is the scope of work proposed by LSA. 2.1 PROJECT START UP Initial Team Meetings To Establish Approach At the outset of the project, three organizational meetings will be conducted to assure the efficient and successful completion of the Environmental Impact Report (EIR). LSA will meet with City of Arcadia staff and the applicant to develop a mutual understanding of the issues to be addressed in the EIR and the approach to be taken in preparing the EIR. LSA will review the results and conclusions of previous studies and define the requirements for completion of the EIR These tasks will result in a final revised scope of work for inclusion into a contract with the City of Arcadia. Three meetings are specified. Project Description LSA will review a preliminary project description prepared by the applicant. The preliminary project description shall be reviewed for completeness and use in the environmental analysis in the EIR. The project description shall contain sufficient information to analyze traffic, noise, air quality, and fiscal impacts. The preliminary project description shall also contain fixed locations for vehicular and pedestrian access that will not change. LSA will utilize this preliminary project description to begin technical analysis and to prepare a project description for the Initial Study and Notice of Preparation. • Project Initiation LSA will prepare a final revised scope of work, schedule, City contract, and internal management program for completion of the tasks in the scope of work. 2.2 INITIAL STUDY AND NOTICE OF PREPARATION Utilizing the City's standard checklist, LSA will prepare a draft Initial Study and Notice of Preparation (IS/NOP) for the proposed Specific Plan. The NOP will include a brief description of the Specific Plan, and will identify the process for completing the EIR A discussion of each checklist item in the IS will help focus the environmental review included in the EIR. The draft IS/NOP and distribution list will be based on the previously prepared Screencheck EIR IS/NOP. The IS/NOP will be provided to the City for review and comment. Upon approval by the City, LSA will distribute the IS/NOP for public review. LSA will assist the Ciry to gather additional public input at a public scoping meeting. LSA will provide assistance at one scoping meeting, I22/97N1:',CM633 RLVEIR.PRO» 2 LSAAtsocfates,Inc. utilizing graphics, text, notices, and other support provided by the applicant and/or City staff. LSA will review all comments received on the NOP and at the scoping meeting. If any comments raise new environmental issues that are not already!identified in the NOP,LSA will identify their implications, and provide a prompt report to the City. • 2.3 ENVIRONMENTAL IMPACT REPORT Approach The SantaAnita Commercial Center Specific Plan EIR will include, to the extent possible, existing environmental information from the environmental docu- mentation from the previous entertainment center Specific Plan. However, new analysis of the proposed project is required based on the new project description. The following components will ensure that the Santa ita Com- mercial Center EIR is completed efficiently. • LSA will review the preliminary EIR prepared for the previous Specific Plan submittal, and make necessary revisions to ensure that the new EIR will provide project level environmental clearance under CEQA. A new component called Project Features will be added to describe project components that mitigate or substantially lessen potential project im- pacts for each environmental topic. This component will identify pro- ject features that will mitigate-potential impacts resulting from the pro- posed project, obviating the need for additional mitigation. • LSA will complete technical studies, documents and environmental impact discussions based on the revised project description. The revi- sion of these documer is and sections will require updated graphics to show the new project boundary, new site plan, circulation pattern and the revised land use mix. • Maximum use of the baseline information developed for the previous environmental analysis for the Santa Anita Entertainment Center will reduce repetitive research and analysis. Data Requirements LSA's proposal is based upon the following information being supplied to LSA by the project applicant or the City: 1. Initial Study/NOP - Preliminary Santa Anita Commercial Center Specific Plan shall be submitted with sufficient project detail to prepare traffic, air, noise, and economic studies. Project details shall include a site plan, fixed access driveways and City approved drive aisles'', a descrip- tion of land use types with square footage for each type, and final park- ing plans and counts, consistent with City code requiremenits. I22197.[:•.CTA653\RE`/EIR.PRO>' 3 �" S ISA Associates;Inc 2. EIR Preparation Phase-City approved Specific Plan application package, including final site plan, proposed project renderings and building. elevations suitable for preparation of a visual impact analysis, concept landscaping plans,parcel maps, and other detailed plans as specified by the City. 3. Hydrology analysis and drainage plan. 4. On-site and off-site Infrastructure Improvement Program. 5. Two dimensional drawn or compiled perspective project renderings with accurate background. 6. Final on-site circulation analysis and parking demand analysis. The following describes the scope of work to update, revise and prepare the technical studies utilizing data received from the applicant as specified above. Technical Studies by ISA Traffic/Circulation Analysis LSA will update and revise the traffic and circulation analysis based on the new project description to determine the circulation system needs for future traffic demands and the potential circulation impacts associated with the development of the proposed Santa Anita Commercial Center (SACC) Specific Plan. Much of the baseline analysis has been prepared as part of the previous project applica- tion, and is still considered useful for this revised analysis. This includes the majority of the existing traffic volume and level of service calculations, the development of the future traffic conditions (consistent with the recently ap- proved General Plan conditions) and the foundation for the project trip distri- bution. Therefore, this scope of work identifies those tasks necessary to pre- pare the traffic impact analysis revision, using as much of the original work as possible. Task 1 -Data Collection The majority of the data necessary to complete this revised analysis has been collected as part of the original work effort. To comply with the Congestion Management Program requirements, however, LSA is required to use traffic • counts collected within a one year period from the initiation of the analysis for all CMP intersections. Therefore, LSA will collect a.m. and p.m. peak hour traffic counts at the one CMP intersection within the study area, Rosemead Boulevard/Huntington Avenue. In addition, and at the City's request, LSA will collect a.m. and p.m. peak hour turn movement counts and will analyze four additional intersections: • Duarte Road/Las Tunas Boulevard • Langdon/Huntington Drive • • Baldwin Drive/I-210 Eastbound Ramps • Baldwin Drive/I-210 Westbound Ramps 1122/97.4(:•,0 A.633\ E/E1R.PRO>' 4 ■ ySAAssocrates,Inc. These intersection turn movement counts will be collected during the race season. The traffic data at Rosemead Boulevard/Huntington Drivel will be collected according to CMP monitoring requirements, and will be compared to the count previously conducted at this location during the 1995 race season. For purposes of this scope of work, all other data necessary to prepare the revision have been collected. Task 2-Existing Condition The existing setting was prepared as part of the previous analysis, and will be used in this revision. The level of service at the CMP intersection of Rosemead/Huntington will be revised based on the new traffic counts. Levels of service will be determined and reported for the four additional intersections. Task 3-Future Cumulative Conditions Forecast future year traffic conditions were developed as part of both the Gen- eral Plan update and the previous SACC analysis. This future cumulative condi- tion will be used for the analysis revision. Task 4-Project Impacts Daily and peak hour trips will be generated for the proposed project for the average weekday and Saturday scenarios. Trip generation rates will be based on the ITE Trip Generation manual, Fifth Edition. Internal trip capture, due to the mix of uses, and potential pass-by trip activity, due to the interv'ning op- portuniry the proposed project affords,will be estimated and accounted for at the project driveways. The resulting net effective trip generation will provide the basis to determine project related circulation impacts. Project generated trips will be distributed through the project area to local and regional destinations based on the trip distribution patterns developed for the previous analysis. These trip distribution percentages will be adjusted to reflect any changes in access as a result of the revised project description. The result- • ing project trip assignments will be overlaid onto the existing and future traffic bases to determine the existing and future plus project scenarios, respectively. Project impacts will be determined for intersections within the pro,ect study area based on the ICU/HCM analysis methodologies for intersections. The • study area will include key intersection locations within the City of Arcadia, as well as regional CMP facilities, such as the I-210 freeway, as determined by the CMP criteria. Intersection levels of service and freeway volume tb capacity ratios will be developed for the four analysis scenarios for all study area inter- sections. 1/2197«1:•.CTA633\REVFIR.PRO>, 5 LGt itssoclate$(nc , . The project contribution to intersections and freeway mainlines will be deter- mined as a proportion of total new traffic at each location. This task will assist in the determination of fair share allocations to circulation improvements. For any intersection or freeway segment that is forecast to exhibit overcapacity operations, mitigation measures will be recommended. These mitigation mea- sures will be generally prioritized in terms of safety and level of service. In addition, improvements to transit service and implementation of TDM strate- gies will be evaluated as mitigation measures to reduce the volume of traffic generated by the proposed project. Task 5- On-Site Circulation and Parking Analysis LSA will review the on-site circulation and parking analysis provided by the project applicant to ensure that potential traffic generation and impacts are consistent between off-site and on-site analyses. Noise Analysis The Noise Analysis will be revised based on new traffic analysis results. This technical analysis will use the same methodology and the model will remain virtually as it is,with the exception of new traffic noise levels. Task 1 will be to assess and update the baseline information. Tasks 2 and 3 will update model- ing results. Task 1 -Baseline Noise The existing baseline noise setting was prepared for the previous analysis, and will be used in this revision. This information will be reviewed and updated. Task 2-Short Term Impacts Potential short-term impacts such as those associated with construction activi- ties will be qualitatively addressed for noise sensitive receptors in the vicinity of • the construction area. Construction equipment, hours of operation, duration, and equipment use peaks, if provided by the project proponent,will be utilized to identify appropriate measures to reduce construction noise levels, as neces- sary. The application of City noise ordinances or ocher guidance to control construction noise will be discussed. Task 3-Long Term Impacts Long-term noise impacts generated by project related roadway traffic will be assessed in terms of potential noise increase at existing sensitive receptors. The traffic volumes calculated for the proposed project will be utilized in deter- mining the potential noise impact of the project. Noise levels will be predicted 1!229741:'.CTA633\RE'/EIR.PRO' 6 r ' _- 1-41 Associates,Inc. using the FHWA Noise Model for the existing condition, future with project (average weekday), future without project (average weekday), future with project (weekend), future without project (weekend), and up to three alter- native project scenarios. Noise impacts will be assessed in terms of the commu- nity noise equivalent Ievel (CNEL). Other project related noise issues, such as noise from parking lot activities and stationary equipment associated with the proposed project,will be addressed. Existing and future modeled noise exposures for the project and surrounding area will be presented in tabular format and compared to noise standards outlined in the City's Noise Element. Any noise sensitive receptors that exceed acceptable limits will be identified, and mitigation will be recommended to minimize project related noise impacts. The EIR section will be updated, and input/output tables will be provided for the EIR appendix. No technical report will be provided. Air Quality Analysis The Air Quality Analysis will be updated based on the revised project descrip- tion and the traffic generation resulting from the new traffic numbers' in LSA's updated traffic/circulation report. This technical study will remain virtu'ally as it is,with the exception of the modeled, updated emission levels. Task 1-Baseline Air Quality The existing baseline air environment was prepared as part of the previous analysis, and will be used in this revision. This information will be reviewed and updated based on the new project description, any changes in air quality monitoring, and any changes in emission factors. Task 2-Short Term Impacts Short-term construction related impacts, such as fugitive dust generated by grading and demolition activities, exhaust emissions associated with on-site • construction equipment, and off-site import/export of materials, will be esti- mated. Amounts of grading, construction phasing, and types and numbers of construction/grading equipment shall be provided by the applicant. Task 3- Operational Impacts The operational air quality impacts of the proposed project will be estimated using the most current emission factor program developed by GARB and com- pared to the significance threshold criteria suggested by the SCAQNMD, for the proposed project, no project, and up to three alternative project scenarios. Emissions associated with motor vehicles, consumption of natural gds on site, t22,9 7"t t.CtA633\RE'/EIR.?RO» S «oud'ulaAal cc9\'ID 1),LG/ZUI r L. •sarlsuaiarCga Ttnstn a".rlduJs -ap pre sauoz aDuelsrp 2uivofo; alit uo paseq paz4retre aq rpm sir pa3tU1 put sgdrfaologd asagi, •L)!D a p dq palaai►p se `1utpriddE atp dq papytoJd aq grgs ft� sadoia".ua 2urppnq auJEJ; aJie tpim sgd1JEologd pre `slrgtgxa uorlaas &SOJJ `slrg!rp.-a `sulmEJp anpDadsiad `sgdr..r2o3ogd al!soduaop •1utpriddc DID pre LID agl 1m/A dpu!of pautuualap aq mm. sJo]dauaJ Tens!". uioJ; alts 1Da1o1d ag1 oluo put ails ag1 rIIOJ; seal".Eurlsrxa aATlelusaidai;O uopeaot ag•L • alts 1aafold alp Jo;s)psua.1DEJEgD TEnstn antaduasap put sauoz aauElstp ;o uorlrUgap alp pue aDuusstuuuOaaJ • at 110 paseq paugap aq iltm alts laafoJd atp jo Ja1,EJtgJ Tens-FA 2urlsp.-a ag•L dapn cng,71z,nszA Sups?J3 ivauessassd Innsz1 • -sauepunoq laafoJd pasu".ai put uopduasap laafoJd eau,atp uo paseq a2utga pine pagpuapu disnotAaid slaEdtuT due Jaglagm aunu.alap of paeaua x aq iitm uopenie".a.ivaurssasse a•i `uoptppe ui •sapepunoq laafoJd pasu".aw atp uo paseq dJessaDau aJE saEuEga Lire are walla iaglagm autuualap o1 par aq True uodag TEatugaai, st LL guaucssessy saa.cnosag puniln.7 Li •1Pafosd paslAai alp Jo; parepdn aq Trtm (caszby) ucla luauraStutyw dltiunb sIa1AJbVDS ag1 pre mid a".tsuagaIduJoJ Teuou8ag s,ovpS glue daualstsuoa s,laafo1d atp jo uopertreAa uy sunld lL' ! as-gtun dauaiszsuo.9 -S zlsn•L •papunoJd aq runi 1JOda r TEauugJal ou gill atp ox xtpuadde ut se pap!Aoid aq iium saigt11ndxno pndui •pagpuapr aq rum sainseaur uope2rlrur `spedur!laafoJd 1epualod aanpai o•L -pagpuapu aq rite saauEpaaaxa lagenb sic duy 'spa-Trim a3ExS put TEJapa; o1 paJedruoa aq Iium-care 8uupunozrns pue laafoJd ag1 Jo;Aiiienb ire paiapour " - airun;put$upsp.'g -gam dq padoianap tuer$osd Joiurg uotsstrua gay)1uaJJna Now put `uoneuodsute•L;o luaurueda j eruJo;tieD ag1 dq padopAap Tapour uous.adstp ag1 azgpn iitm stsdieue srg•L •passasse aq ripe s1o)daaa1 anptsuas.Jno; Jo; suotsstura approuour uogsta ruos; slotdurt dltienb ire Teao•i spnduq dm:2n0 41,127.2°7-f zml •a pew aq True utid ogpads ag1 glues paltposse suoussnua.atp jo 0,11E30u2ts g1;o uoptutuualap v -palepturea aq Tire lappiaaia;o uopciaua2 alus-no put -tli satvpossy Ys7 ■ r• LG1 Associates,Inc Distance Zones Views of the project site will be analyzed by establishing three basic viewing distance zones. These distance zones characterize the dominant visual charac- ter from a vantage point, and describe the view in terms that can be quantified and compared. I Foreground. Foreground views include elements that can be seen at a close distance and that dominate the entire view. Middle Ground. Middle ground views include elements that can be seen at a moderate distance and that partially dominate the view. Background. Background views include elements that are seen at long dis- tance and typically do not dominate the view, but are part of the overall visual composition of the view. Descriptive Visual Characteristics The visual characteristics of the existing project area, the surrounding areas and landforms near the project site will be categorized based on descriptive visual characteristics. These visual characteristics are defined by topographic condi- tions, vegetative cover, development intensity and land uses, as follows. Urban. This visual description will be refined after site reconnaissance and analysis of photographs. Semi-Urban. This visual description will be refined after site reconnaissance and analysis of photographs. and Foothills. This visual description Disturbed Inland Valleys a tion will be refined p after site reconnaissance and analysis of photographs. Threshold of Significance for Visual Analysis Appendix G of the State CEQA Guidelines indicates that a project wit normally have a significant effect on the environment if it will: • Conflict with adopted environmental plans and goals of the community- where it is located; and/or • Have a substantial, demonstrable, negative aesthetic effect. 1 122,97.(:`,c r.\633\aEvsa.PRO» ti • L ct hsocii tes,Yac � In addition, the relationships between the severity of the impacts to specific visual characteristics, the location of the visual impacts relative to sensitive land uses, and the direct viewing opportunities associated with these visual impacts will be used to determine substantial aesthetic effect. Visual Impact Analysis and Mitigation Measures • The visual impact analysis will utilize the existing conditions described earlier in the report, and will allow an analysis of before and after conditions through the use of sight lines, cross sections, and photographs with wire frame building • envelopes added indicating the positions of proposed structures. The photo- graphs will depict existing conditions in the study area. The goal of the wire frame views provided by the applicant is to allow an examination of the visual effects of the proposed project as viewed from key viewpoints selected by the City. The wire frame views submitted by the applicant shall be 11'x17' color reproducible, suitable for use in the EIR. Analysis of three of the wire frame views has been included in the budget. Screencheck EIR Tasks LSA will prepare a Screencheck EIR that incorporates the revised project and results of the revisions and updates to the technical studies identified above. Executive Summary This chapter will summarize the project description, impacts and mitigation measures for the project. A table summarizing the impacts of the project will be provided in the Preliminary Draft EIR (DEIR). Introduction This chapter will describe the environmental procedures that are being fol- lowed, as well as the major areas of concern and controversy. A description of the previous proposal will be included to differentiate the current proposal. In • addition, the adoption of the City of Arcadia General Plan will be described, along with discussion of its relevance to the proposed project. Project Description This chapter describes text developed for the Specific Plan describing the pro- ject objectives and the components/characteristics of the proposed project. 1,22i97�l`,CTAG33\REvEIR.PRO" 10 I 1 ` 1 1 l �. •�-� ISA Associates,Inc • 1 Setting Impacts and Mitigation Measures The following sections will be provided (as described under the previous Santa Anita Entertainment Center EIR scope of work): Earth Resources Water.Resources Land Use Aesthetics Hazardous Waste Public Services Traffic and Parking Noise Air Quality Cultural Resources The setting,methodology, and threshold of significance will be bas-d, in part, on the recently adopted General Plan. For a detailed description of each of the previous environmental topics, please refer to the previous Santa Anita Entertainment Center EIR scope of work. Cumulative Impacts The cumulative impacts of the project will be described within the context of future development within the City of Arcadia or a cumulative stud area deter- mined with the assistance of City staff. This analysis will be based on future anticipated development and redevelopment identified by the City within a defined study area, generally within the City itself. Analysis was not completed as part of the previous work for the partial EIR, and will have to be written. Alternatives No work on alternatives was performed for the previous Entertainment Center EIR. Three alternatives to the proposed Specific Plan will be assessed in the new work effort for this EIR The description of each of the alternatives will be developed in conjunction with staff; preliminarily, we propose to consider the following alternatives for the project: 1. No build, i.e., existing development on site 2. Reduced intensity development. 3. Development of a mixed use concept within the project boundary, which includes residential. 4. Design alternative -same use and square footage, with different design. 5. Office park. 122i97«1?,CTA633NREVEIR.PRO>. 1 1 U LSr1Assocfates;jnc. Alternatives will be broken into two categories: feasible alternatives, and alter- natives considered and rejected. Alternatives will be considered and rejected if they fail to achieve fundamental project objectives. Growth Inducing Impacts The potential growth inducing aspects of the project will be discussed. This assessment will take into consideration the developed nature of the surround- - ing area and the decisions made by the City as part of the General Plan Update process completed in early 1996. CEQA Mandated Sections The following topics will be addressed. 1. Irreversible and irretrievable commitment of resources 2. Unavoidable adverse impacts. I 2.4 PREPARATION OF DRAFT EIR LSA will prepare a Screencheck Draft EIR that incorporates new analysis for the Specific Plan. Responses to the City's comments on the Screencheck EIR will be incorporated into a Preliminary Draft EIR The mitigation monitoring program will be included in the Preliminary DEIR. We suggest that a working meeting be scheduled with City staff and LSA so that immediate closure can be reached on revisions required to the DEIR document. In LSA's experience, this process greatly reduces the requirement for time-consuming multiple revisions to the document. LSA will submit the preliminary DEIR to the City for review and comment. It is specified that the comments on the preliminary DEIR will be limited to clarifica- tion of the text, and that no new significant issues will be raised. LSA will incorporate these comments into a signature pre-print Draft EIR for the City's final approval before circulation. Upon authorized City signature, LSA will prepare the DEIR for circulation to the public, including preparation of the DEIR distribution list and reproduction of the document. Noticing in newspa- pers of availability of the DEIR is the responsibility of the City. LSA will prepare a mitigation monitoring program, pursuant to California Public Resources Code Section 21081.6. The monitoring program is intended to ensure that conditions are implemented during construction. The monitor- ing program will contain: 1) an inventory of mitigation measures, 2) timing for implementation (e.g., prior to issuance of grading permits), 3) responsible staff or agency assigned to monitor implementation, and 4) a check box showing compliance/non-compliance. T 1/12177.CI:,CTA633\REVEIR.PRO» 12 f r4 'i r LSA Ass ales,Inc 2.5 PREPARATION OF FINAL EIR During the Final EIR.(FEIR) process, LSA will prepare the following deliver- 1 abler: 1. Responses to Comments on the DEIR 2. Draft Findings 3, Draft Statement of Overriding Considerations 4. FEIR Package. Response to Comments During the public review period, as comments,on the DEIR are received LSA will prepare responses to those comments. LSA will prepare draft responses to all comments received during the public review process. Where co ments refer to items prepared by other consultants, the project applicant, or e City, LSA will rely on those sources to prepare the draft response. The re ponces will be assembled into the Response to Comments component of the iEIR for review and comment by City staff. LSA will meet with City staff to review staff comments on the proposed response to comments document. We specify that one round of revisions to the Response to Comments document . be re- quired, and that total professional staff time spent on responses sh not ex- ceed 74 hours, and word processing and graphics time spent will not e.need 38 hours. Final EIR Following City review of responses to comments, LSA will prepare a p oposed FEIR, which will consist of the Response to Comments and supportin techni- cal materials,as well as modifications, if any, that need to be made to tle DEIR document in the form of an errata or addendum document. A revision to the DEIR that incorporates the Responses to Comments is not specified. Findings and Statement of Overriding Considerations ] • LSA will prepare findings of fact supporting the conclusions of the proposed FEIR to be incorporated into a City resolution certifying the FEIR as adequate and complete. If the FEIR identifies significant unavoidable impacts, LSA will 11 also prepare a Statement of Overriding Considerations. This docu ent will meet the requirements contained in Sections 15091 through 15093 of he State CEQA Guidelines, and will fully address all facts and findings, project enefits, and the balancing required of a statement of overriding conside tions by -,] decision makers. 1 J 1 4 12i97∎(1:\Ci'A633\RF'EIR_PRO» 13 1 J !+% LSAAssociates;Inc ' 2.6 PROJECT MANAGEMENT LSA proposes an active project management of the EIR effort, in coordination with City staff. LSA will follow our well defined and rigorous Quality Control Plan and Procedures adopted by our Principals in October, 1993. Of primary importance in this task are meetings required with City staff and representatives of the applicant to review work progress and identify concerns and issues throughout the process. The project management role provides a mechanism to ensure that there is adequate exchange of information developed during project start-up and throughout preparation of the EIR Important elements of this task will be to maintain the project schedule, control the budget, coordi- nate subconsultants, and facilitate the City's oversight of the preparation of the DEIR and FEIR Since there is a substantial amount of information that is avail- able under the previous environmental work effort, the number of coordina- tion meetings that would be required is greatly reduced. LSA specifies no more than ten coordination meetings, averaging two hours duration. The Project Manager and Principal in Charge, Mr. Rob Balen, will attend one EIR scoping meeting, one Planning Commission workshop and up to two public hearings. Mr. Balen or Deborah Baer will attend these specified meet- _ ings as directed by the City. Mr. Balen has a conflict on the second and fourth Tuesdays of each month, and is not available on these days. 2.7 DELIVERABLES SPECIFIED We specify the following deliverables: Screencheck EIR(no color, no 5 @ $25 = $125 summary/MMP) Preliminary DEIR (full document) 5 @ $50 = $250 Signature DEIR(pre-print approval) 1 @ $50 = $50 DEIR 50 @ $50 = $2,500 DEIR Appendices 50 @ $20 = $1,000 Draft Response to Comments 5 @ $20 = $100 Final Response to Comments 50 @ $20 = $1,000 • FEIR Package (excluding DEIR) 20 @ $10 = $200 Finding/Statement of Overriding . 5 @$ 5 = $25 Considerations Total $5,250 2.8 MEETINGS SPECIFIED Initial Coordinating Meetings 3 Scoping Meetings 1 Coordination Meetings 10 Public Hearings/Workshops 3 12219741:`.CI•.\633 EIR.PRO» 14 I, •• F LSA Associates,Inc I3.0 PROPOSED PROJECT SCHEDULE The proposed project schedule is shown on Attachment A to this proposal. We recognize that timely completion of this project is a very important factor. I a " - . U • . 0 a 0 a i U a Fl t IA C4 t, 14 1/22/9 7•<1:',CTA6 33\REVE111.P R00 15 11 ISA Associates,l;:c. ' • 4.0 PROPOSED PROJECT BUDGET We propose to accomplish these tasks on an hourly basis, consistent with the attached standard contract provisions and billing rates (Attachment B). We estimate that a budget of$ 79,665 (shown in Attachment C) will be required to accomplish the scope of work. This amount will not be exceeded without your authorization. • 122197,4 t:'CTA633\RE'✓E IR.PRO>• 16 • ISAAssociates,Inc. ATTACHMENT A PROPOSED PROJECT SCHEDULE • w - 122297<,1:',CI'A63 3\REVEIR.P RO>• L£9 Associates,Inc• • PROPOSED PROJECT SCHEDULE Task Dates 1. NOP Prepared, Issued and Circulated 2/18-4/7 2. Technical Studies Completed 5/12 3. Screencheck EIR Distributed for Review by Team 6/16 4. Screencheck EIR Team Review 6/17-6/30 5. Preliminary Draft EIR Team Review. 7/10-7/20 6. Release Draft EIR 7/25 7. Public Review Period 7/25-9/8 8..Planning Commission Hearings 8/1-9/4 8. City Council Hearings 9/5-10/21 9. Certified EIR 10/21 1 1 i I I 1127a9744 I\CTA633'R IR.PRO» 18 LSA Ass ates,Inc. ATTACHMENT B STANDARD CONTRACT PROVISIONS AND BILLING RATES • 1/1=>9744 L'ETA633\REVDR.PR0» I i LSA,4ssdclaPds,Mc, • , •. SCHEDULE OF STANDARD CONTRACT PROVISIONS AND BILLING RATES FEES FOR PROFESSIONAL SERVICES Fixed-Fee Contracts If a fixed-fee proposal, the professional services described in the Scope of Services section of the attached proposal shall be provided for the fixed fee noted in the Compensation and Terms section of the proposal. All other pro- fessional services are considered extra services. Extra services shall be provided on a time and expenses basis at the same rates specified for hourly contracts unless other arrangements are made in advance. • Hourly Contracts If an hourly plus expenses proposal, the professional services described in the Scope of Services section of the attached proposal shall be provided on a time basis at current hourly rates. These rates are as shown on a Rate Schedule that is attached or can be made available. Hourly rates are subject to review at least annually on or about July 1 each year, and may be adjusted to reflect changing labor costs at our discretion at that time. Out of pocket expenses shall be reimbursed at cost plus 10%, unless other arrangements are made in advance, and are not included in the hourly fee for professional services. Out of pocket expenses include, but are not limited to, costs of: 1) reproduction of reports and graphics furnished or prepared in connection with the work of the contract, 2) long distance telephone and telegraph charges, 3) laboratory services, 4) automobile travel at 31 cents/mile, 5) truck travel at 46 cents/mile, 6) other travel, subsistence,vehicle rental, and lodging in connection with the work of the contract, 7) fees of specialized con- sultants retained with the approval of the client and 8) facsimile transmittals at one dollar per page. The total estimated amount of time and expenses noted in the Compensation and Terms section of this proposal will serve as a control on the services to be • • provided. The specified amount will not be exceeded without prior approval of the client. FREQUENCY OF BILLING Monthly invoices shall be submitted for progress payment based on work completed to date. Out of pocket expenses shall be billed on the same mon- thly invoice and shall be identified as a separate item. 122197 44 I:\GTA633'REVEIR.PRO>' 20 i Th • 1 A I A • ISA Associates,Inc. PAYMENT OF ACCOUNTS Accounts are due and payable upon receipt of invoice. A service charge of 1 1 a of the invoice amount (18% annual rate) may be applied to all accounts not paid within 30 days of invoice date. Any attorney's fees or other costs incurred in collecting any delinquent amount shall be paid by the Client. TERMINATION OF SERVICES These services may be terminated upon ten days written notice for good reason by either party. In this event, payment for all services and expenses incurred prior to the date of termination shall be due and payable upon receipt of final invoice in accordance with the provisions of the foregoing section. REVOCATION If this Schedule of Standard Contract Provisions is attached to a proposal, said proposal shall be considered revoked if acceptance is not received within 90 days of the date thereof, unless otherwise specified in the proposal. • • 12197 441:'•,CTA633'REdEIR.PRO„ 2 1 • • • LSA Associates,Inc HOURLY BILLING RATES - EFFECTIVE OCTOBER, 19968 •- Job Classification Hourly Rate PRINCIPAL $100-165 ASSOCIATE/PROJECT MANAGER $ 65-120 ASSISTANT PROJECT MANAGER $ 50-75 PRINCIPAL INVESTIGATOR/PROJECT SCIENTIST $ 45-75 ENVIRONMENTAL ANALYST/ASST. PLANNER/ASST. ENGINEER $ 40-60 FIELD DIRECTOR (ARCHAEOLOGY/PALEONTOLOGY/BIOLOGY) $ 35-50 RESEARCH ASSISTANT/TECHNICIAN $ 25-50 FIELD CREW $ 15-40 GRAPHICS $ 55 OFFICE ASSISTANT $ 35 WORD PROCESSING $ 50 Revised October, 1996 The hourly rate for work involving actual expenses in court, giving depositions or similar expert testimony, will be billed at $200 per hour regardless of job classification. 1/22/970 ',CrA633\REVEIR.PRO» 22 di • 1 i L. • LSAAssociates,Inc. ATTACHMENT C PROPOSED PROJECT BUDGET • • 1/1297.1:`,CTA633\REVEIR.P RO>i MEW �- �onne ISA Associates,Inc. • SANTA ANITA COMMERCIAL CENTER EIR Card Ilalen IIaselton Petros Brody Wilhelm Baer Amling Cho WP/Support Dow Reimb. Total 150 110 110 - 95 90 60 80 70 45 50 70 Project Start lip/Management 28 4 • 1 20 6 5j $5,440 Initial StudyiNOP,Scoping Meeting 6 6 2 3 4 $200 $1,800 Revise/Prepare Technical Analysis , _ Trafftcr'Circulation Report 8 68 50 5 3 $1,500 $12,620 • Noise Analysis 22 8 5100 $2,720 \l Air Quality Analysis - • 22 8 $100 $2,720 _ Prepare Screencheck EIR 4 $1,000 tli $1,440 Earth Resources 2 6 2 4 • $790 \A'atcr Resources 1 3 6 2 4 $970 land the 1 9 2 2 4 - $1,620 Aesthetics 8 -2 16 6 4 $2,800 llazardous Waste 4 2 $280 Public Services 4 6 2 $650 Tra fic,Circulation 1 2 8 4 $1,100 dry Norse 4 2 1 $490 b4 Air Quality 1 4 2 1 $600 H Cultural Resources 4 • 2 3 1 $805 td H Growth Inducing . 3 • 16 2 $1;710 �y Cumulative Impacts 3 16 2 $1,710 I Alternatives 3 16 2 4 $1,990 La CEQA Sections 1 8 • 2 $770 . Executive Summary 2 16 2 $960 /: .\i Preliminary Draft EIR - 1 16 30 20 30 $250 Ri $6,660 Draft EIR 1 16 16 40 16 3 $4,000 of $9,840 Response to Comments , 4 30 10 20 10 34 4 tai $8,530 Findings/Overriding Considerations 6 2 8 $1,160 ,1MRP,Pinal Ellt 2 6 16 $1,300 Ri $2,660 r Progress AfectingsiPublic Hearing 39 12 4 $600 tsi $6,230 Deliveries and Misc. Reimbursables $600 $600 15 172 15 82 44 50 84 145 143 131 37 $2,250 $18,920 $1,650 $7,790 $3,960 1 $3,000 $6,720 $10,150 $6,435 $6,550 $2,590 $9,650 _ $79,665 (" Includes in-house Copies. iri The number and estimated cost of documents arc specified In Section 2.7 of the Scope of Work. Should the number or per unit cost differ from that which Is specified herein, L a budget adjustment will be warranted. i', lip to ten progress meetings and three public hearings/workshops are specified. FEF-10-1997 17:24 FROM RED G, EAR ASSOC • A ALFRED GOBAR ASSOCIATES raiRligfi February 10, 1997 EXHIBIT IBIT Ei Mr. William R. Kelly, City Manager • CITY OF ARCADIA 240 W. Huntington Drive Arcadia, CA 91066 Subject: Proposed Fiscal Analysis of Santa Anita Commercial Complex Dear Mr. Kelly: The analysis will address the fiscal implications associated with the entertainment-commercial complex currently being considered by the City for approval. Preliminary information suggests that the project scale totals approximately 500,000 square feet in size and consists of a large cinema complex, big-box retail anchors, and a mixture of in-line and pad locations serving community- and regional-oriented consumer demands. The proposed analysis is strictly limited to the defined project without consideration extended to project alternatives, including alternatives addressed in accordance with CEQA requirements. Anticipated fiscal effects are evaluated in terms of the continuing annual effect resulting upon project buiidaut. The analysis does not address fiscal implications of project phasing or interim development. A primary objective of the analysis is to identify the project's net fiscal effect with regard to two operating concerns of the City; namely, the ability to fund the cost of public services, and.the ability to fund the cost of capital improvements associated with project development. The proposed fiscal analysis will utilize research information used to support pertinent f ndings of analysis previously prepared for the Santa Anita Entertainment Center Specific Plan (SAEC). Specific documents that represent the most probable data resources for this analysis include: • City of Arcadia - Two Year Operating Budget: Fiscal Years 1995-1997 • Fiscal Impact Handbook • Impact Assessment • Draft Screen check - SAEC Fiscal Impact Report • Draft Screen check - SAEC Economic Impact Report The proposed fiscal analysis will also rely on the project proponent or other City-designated representative to provide the following types of information: • Project description, including site improvements, building improvements, site activity, etc. • Cost of direct capital improvements representing municipal infrastructure responsibilities. 721 Kimberly Avenue, Ffacent'.a.GA 92870-a343 (714) 524-1000 FAX(714) 524-0149 ' FEB-10-199? 17:`'" FROM ALFRED I3OEAR ASSOC - Ti I 1818z:',479173 F' I1',' iv • Mr. William R. Kelly - ALFRED GOBAR ASSOCIATES Februrary 10, 1997 Page 2 Utilizing the information resources described above, a fiscal impact analysis report is prepared in accordance with our standard reporting format tlt will: • Describe of the proposed project and assumed levels of on-site economic performance. • identify project-generated sources of fiscal revenue accruing to the General Fund Budget. • Identify project-related public service responsibilities and fiscal expense accruing to the General Fund Budget. ▪ Estimate the cost of municipal infrastructure improvements created directly by project development. • Identify the net annual fiscal benefit/(burden) resulting from full development and occupancy of proposed on-site improvements and activities. • Describe net annual fiscal effects in terms of the project's ability to generate annual fiscal revenue in excess of corresponding fiscal expense. Five copies of the completed study document will be submitted for review by City Staff. One revision of the completed analysis, based on internal review by City Staff, is provided plus one informal presentation-of critical findings by a senior member of Alfred Gobar Associates. Additional study meeting presentations or report revisions will be billed on a time-and- materials basis. The above described analysis represents a rather straightforward approach with considerable emphasis placed on existing information resources to support critical findings and determinations. The analysis does not constitute a markct feasibility study or address the probable marketability of activities proposed at the site location. Instead, the analysis identifies and discusses the proposed project in the context of the ongoing net annual fiscal effect that can be anticipated upon buildout. The analysis also identifies residual funding capacity that remains to pay the cost of municipal infrastructure improvements after first meeting fiscal (public service) responsibilities. Alfred Gobar Associates has prepared fiscal impact analyses for numerous site-specific development projects and for government agencies investigating the fiscal benefit of land use development and policy alternatives. In addition, Alfred Gobar Associates has been retained by County-level governments to evaluate fiscal effects resulting from operation of govcrnment- owned facilities such as golf courses, marinas, museums, etc. Recent clients for which fiscal and economic impact studies have been prepared include the County of Riverside, County of Kern, County of Ventura, California State Department of Transportation (CALTRANS), County of Orange Environmental Management Agency, Orange County Flood Control District, Fountain Valley Redevelopment Agency, City of Escondido, City of Yorba Linda, City of Brea, City of Chula Vista, City of National City, City of Rialto, City of Placentia, City of West Covina, City of Indio, City of La Habra, City of San Bernardino Economic Development Agency, City of Anaheim, City of Westminster, City of Murrieta and City of Diamond Bar. F?A7P5'L'"i'ER'.ARCAaIA DOC FEB-10-1997 17:25 FROM - "'_FRED GOEAR ASSOC TO 18184479177 P.04 • Mr. William R. Kelly ALFRED GOS-NR ASSOCIATES Fcbrurary 10, 1997 Page 3 Staff written publications related to fiscal analysis include the following: • "Economic Impact of the San Diego Stadium, ,fan Diego State Journal of Business. • "Real Estate Broker or Landlord?" :_ • _ • , , 3 •v- +3 IS • "Lease or Sell Public Lands," presented at the Western Finance Association Meeting, Boulder, Colorado. • •. "Possible Flaws in Analysis of Municipal Capital Expenditure," presented at the W stern Finance Association Meeting, Corvallis, Oregon. + "Economies of Scale in City Government?" Western Regional Science Association, San Diego, California. • "Law Enforcement Manpower Allocation." + "City Budgets Relative to City Size." • "Do Economies of Scale Exist in City Government?" • "How to Evaluate and Build on Your C ity's Best Assets for Attracting Business," Western City. It is expected that the entire analysis will require approximately 5 to 6 weeks in order to complete and submit a report to City Staff for internal review. The total cost to complete the described analysis is $9,800, excluding direct time and materials cost for travel and me°tings or report revisions not explicitly described in the above workscope. We are prepared authorization to proceed. If you have any questions please'don't hesitate to give me a call. Sincerely ALFRED GOBAR ASSOCIATES AIonzo Pedrin cc: Donna Butler Robert Balen • F:1APPs,L.TTFAi'aticAolw.°CC -.MAR-13-9T 09:46 Fr railich Kaufman Fcx Sohaa; 'k'0-44d-7613 T-0:1T P.02/C3 14101e69L • • a LAW OFFICES ROBERT H. FReILICH, P.G. X23 FREILICH, KAUFMAN, FOX 8 SOHACI IN MISSOURI MARTIN L. LEITNER, P.C. Q P.aNT14L-08 M1• INCwD1 NO PROP C361ONA1..CGN POR.TIONG FA@a1Gn.LEITNCA S L .0 FICHARD G. CARLISLE. P.C. a 000 PLAZA weST.4400 MAO1�OP. EIENJAMIN KAUFMAN ' 10960 WILSHIRE BOULEVARD, SUITE 1270 .taNSAS CRY.M166 4d0 a+1> cols C.ZOO17A:-1 J. PO% I L03 ANCLLL3, CALIFOR:tIA 90024.3702 TCLas.ONC 1e101 601.+•■• MARGARET MOORE SOHAGI.' IN TCxA6 STEPHEN J. MOORE, P.C. ° FACStM1LE �uRC Lid /RLLWAY TERRY D. MORGAN, P.C. ".6 (310) 444.7613 p.LLA3.7C0.CCOI 8CCI 763+-b- I I • S. MARK WHITE Z•T TELEPHONE TcLCP..ONL 1314)3a7-5216 ELIZABETH A. GARVIN 5.4 (3IO) 444.7000 LAWN R. ANDREWS DAVID G. RICHARDSON 4.S �) GAMIC) W. CIUSP1=A • • RECYC:ED P�Yra TERRY P. KAUFMANN MACIAS ' OF `OUNS" March 13, 1997 L,)y11TTE0 IN CA' M0 K5"Tic' OFD NC' VIA TELEFAX AND FIRST CLASS MAIL • Michael H. Miller, City Attorney City of Arcadia 240 W. Huntington Drive Arcadia, California 91006 -Re: Legal Services Dear Mike: Subject to your direction, Freilich, Kaufman, Fox & Sohagi will perform the following tasks on an hourly rate basis: Environment review and related land use services: Review of environmental documents, rendition of advice to EIR consultants, preparation of redrafts of portions of environmental documentation, attendance at meetings on an "as needed" basis, and preparation of legal opinions. The level of services we will provide will be based on a budget of $12,000 for these services. F-1 „ '* t ,MAR-13-97” 09.:46 From:Freilich, man Fox Sccazi 310-444-7' T-097 P.03/03 Job-831 • • FREILICH, KAUFMAN, Fox 8 SOHAC! • Mike Miller, City Attorney March 13, 1997 Page 2 • HOURLY RATES Benjamin Kaufman $185 Deborah J. Fox 175 Margaret Moore Sohagi 165 Tcrry P. Kaufmann Macias 160 Dawn R. Andrews 150 Paralegals 85 We look forward to working with you on this project. Sincerely, /r J MARGARET M. SOHAGI of FREILICH, KAUFMAN, FOX & SOHAGI mms\millerIltr 70147-COO • p l • 4 • t KANE, BALLIN:IEFR & BERKMAN A �::• CC 7PQ O•T.Of. 3i= 3V'J;N t !Li'LERCA STREET. yL"TE 1$5Cf, LOS AN EL'F..S, C.. L FORNIA 90071 . (5:7":".460 MURRAY O. KANE C6 • '2 3, ,'-5 `•S31 ROBERT P. BERKMAN• PCTiw ED BRUCE 0. BALLMER GLENN F W. SSERMAN R. BRUCE TEPPEP, JR EUGENC @, JAC085 JOSEPH W. PANNONE A PROPCSs.oNAL CORPORATION ROYCE K. JONES March 12, 1997 Or COunSEL •STEPHANIE A SCHER PRINCIPALS �/L,7� Michael H. Miller, Esq. `"`°`----'�� n City Attorney • R 21997 1 • City of Arcadia 240 West Huntington Drive Arcadia, CA 91007 ClTyAi ORNEy OFFICE' • Re: Santa Anita Project Dear Mike: Subject to specific direction from you, our firm will provide assistance with regard to a development agreement for the above project. Such assistance may include preparation and review of the agreement, participation in meetings on an :.s needed basis, provision of legal advice and drafting of documents and legal work on related issues. The level of services we will providc will be based on a budget of 512,000 for those services. • Very truly yours, KANE, BALLMER & BERKMAN • Jo ph W. Pannone • F- 1 `s M EXHIBIT G SART COMMERCIAL CENTER - CONSULTANT AND REIEMBURSABLE COSTS 3/12/97 Consultant and Reimbursables Costs Estimated City Reimbursables $5,710 LSA Associates-Specific Plan $13,295 LSA Associates - EIR $79,665 Alfred GobarAssociates -fiscal $9,800 Freilich, Fox & Sohagi-legal $12,000 Kane, Ballmer and Berkman -legal $12,000 Total Costs** $132,470 y Page 1 .rte: sow -774t -11 STAFF REPOR DEVELOPMENT SERVICES DEPARTME S March 18, 1997 TO: Mayor and City Council , • FROM: Donna Butler, Community Development Administrator /41P • SUBJECT: INTRODUCTION of Ordinance 2069,An Ordinance of the City Council of the City of Arcadia, California, deleting Code Sections 9283.8.7 and 9283.8.8 of the Arcadia Municipal Code relating to the front yard wall and fence heights, and creating new Code Sections establishing new height limitations and architectural design guidelines for walls,wrought iron • fences,columns and lighting in the front yard areas. SUMMARY The City Council at it's March 4, 1997 meeting approved Text Amendment 97-001, creating new Sections of the Municipal Code which establish new height limitations for front yard walls, fences, gate entrances and lighting, and set forth architectural design guidelines for decorative columns,wrought iron fencing and lighting. Definitions of said architectural/aesthetic requirements have also been addressed along with allowable "Exceptions" to the new standards. The City.Council directed staff to prepare the appropriate ordinance for introduction at a later meeting. Attached is Ordinance No.2069: An Ordinance of the City Council of the City of Arcadia, California, deleting Code Sections 9283.8.7 and 9283.8.8 of the Arcadia Municipal Code relating to front yard wall and fence heights, and creating new Code Sections which establish new height limitations and architectural design guidelines for walls, wrought iron fences, columns and lighting in the front yard areas (Text Amendment 97-001) • The City Council should move to introduce Ordinance 2069 as attached. Attachment: Ordinance 2069 APPROVED BY: LASER IMAGED William R. Kelly. City Ntana.ze: