2011/06/07 Sutter Mitland 01, LLC Regarding Implementation of Regional Trails Plans for Audie Murphy Ranch MEMORANDUM OF UNDERSTANDING
BETWEEN CITY OF MENI EE AND SUTTER MITLAND 01, LLQ,
BROOKFIELD AMR/RG LLC.BROOKFIELD AMR/FR LLC AND
RIVERSIDE MITLAND INVESTOR 03, LLC
REGARDING IMPLEMENTATION OF REGIONAL TRAILS PLANS
FOR AUDIE MURPHY RANCH
This Memorandum of Understanding dated as of June , 2011, Is entered into
between the City of Menifee ("City") and Sutter Mitland 01, LLC, Brookfield AMR/RG LLC,
Brookfield AMR/FR LLC and Riverside Mitland Investor 03, LLC ("Developer") concerning
County of Riverside and City conditions of approval ("Conditions") placed on Tentative Tract
Map ("Tract Map"or"Tract") No. 31391 (and City's extension of same)within the Audie Murphy
Ranch ("AMR") Specific Plan and adjoining AMR Tracts 31390, 31392 and 31393, as well as
Tract Map No. 32025 within the Canyon Cove Specific Plan relative to regional trails and
bikeways to be implemented by Developer and Woodside AMR 107, Inc., and Woodside AMR
91, Inc. ("Guest Builders") at AMR and Canyon Cove.
This document shall be referred to as the "Audie Murphy Ranch Trails MOU" dated
June , 201 V
RECITALS
A. WHEREAS, the Developer and Guest Builders.are the fee owner of that certain
real property defined as Tract Map 31390-31393 AMR Specific Plan and Tract Map 32025
within the Canyon Cove Specific Plan, situated in the City of Menifee, County of Riverside
("County"}, State of California, and more particularly described in Exhibit "A" attached hereto
and incorporated herein by this reference (the "Developer Property"), which properly has
specific, approved conditions relative to Developer's provision of trail and bikeway plans,
easements and construction of same; and
B. WHEREAS, the Developer on January 25, 2005 received final County approval
of the AMR Specific Plan Amendment No.4 and Tentative Tract Map 31391 to subdivide 243.25
gross acres for residentlal, park, open space, street, detention and HOA lot purposes and
related public improvements on the Developer Property; and
C. WHEREAS, the Developer filed its Final Maps 31391-1 through 31391-F (the
"Maps")with the City in March 2011, and is seeking City Council approval of the Maps; and
D. WHEREAS, the County Planning Commission required that the Class 1 Bike
Path/Regional Trail connection originally identified on the AMR Specific Plan through that 104.9
acre portion of Tract 31391 to be donated by Developer to the Pechanga Band of Luiseno
Indian tribe (the tribe is hereinafter referred to as "Pechanga") (that portion of Trace 31391 Is
hereinafter referred to as the "Heritage Parcel') be removed as a Condition requiring such Class
1 Bike Path/Regional Trail across Heritage Parcel based upon cultural and related concerns
raised by the Pechanga Band of Luiseno Indians (Pechanga); and
E. WHEREAS, the Developer has also consulted with the representatives of
Pechanga and had a formal meeting with Pechanga representatives on April29, 2011 in an
4853-0180-3273.1
effort to obtain consent to construct a trail through the Tract 31391 Heritage Parcel. Developer
is willing to continue, after the Final Maps have been approved, to consult with Pechanga
representatives to identify an acceptable realignment for a trail or trails across the Heritage
Parcel; and
F. As a result of the change in conditions by the Riverside County Planning
Commission, there has been a difference of opinion regarding the classification of the trail to be
placed on Tract 31392: City indicates that the County Trails Plan and the Specific Plan require
a north-south, Class 1 Bike Path/Regional Trail through the graded, developed and natural
open space area of Tract 31392, due to the elimination of the Heritage Parcel trail; Developer
maintains that the County Planning Commission in 2004 directed Developer and conditioned
Tract 31392 to provide a "Regional Trail through Open Space" due to the extreme topography
of the open space portion of such tract, and that classification requires a 10'-20' easement with
a 2'-4' contour-graded DG "foot trail'; and
G. WHEREAS, the purpose of this MOU Is to determine the classification of the trail
in Tract 31392 by providing for the City and Developer to select an Independent trail
expert/consultant to determine the type and classification of trail to be located on and through
Tract 31392, as well as confirming the other trails which will be constructed by Developer.
NOW THEREFORE,THE PARTIES DO HEREBY AGREE AS FOLLOWS:
Section 1. Recitals. The recitals set out above are true and correct.
Section 2. Wective Date. This Memorandum of Understanding is executed as of
the date on which it has been authorized by the City Council and thereafter signed by the City
Manager and the authorized representative of the Developer.
Section 3. Termination. This Memorandum of Understanding shall terminate upon
acceptance by the City of all improved trails provided for in the Conditions and final maps.
Section 4. Type and Timina of Trail and/or Bikeway Installation. Except as
otherwise provided herein, Developer and guest builders are subject to the City and County the
conditions to provide various trails and bikeways of the type and classification specified in/
shown on the County Master Plan of Trails.
Section 5. Trails to be Provided by Developer.The Developer will construct three
separate trails as follows:
a. In tract 31391-4 construct the conditioned Class 1, Bike Path/Regional Trail that
surrounds drainage A and then extends through the park on PA 39 on the north side and then
on the west side of the park to connect to the trail in 32025.
b. The trail that was originally designated in the Specific Plan document to go through
the Heritage Parcel falls in tract 31391-3. If and when the Pechangas provide consent,
Developer will construct, and pay for the regional trail through the Heritage Parcel as a possible
extension of the 31391 trail. Therefore, in the event that it becomes possible to place a Class 1
Bike Path/Regional Trail in Tract 31391-3 In addition to the Class 1 Bike Path/Regional Trails in
Tract 31391-4 and through Tract 32025, Developer agrees that such trail will be provided as an
additional north-south trail link, even though not required by the Conditions.
2 4853-0180-3273.1
c, Developer will construct as conditioned in Tract 32025 the Class 1/Bike Path/Regional
trail that is shown on that Tentative Map and is described in the conditions of approval for
32025.
d. Developer shall construct a trail through the open space lot in tract 31392. The
purpose of this MOU is to determine what the classification should be and the payment therefor.
The Developer indicates that the County Planning Commission classified it as a Regional Trail
through Open Space or foot trail.
Section 6. Trail Expert Consultant Verification andfor Determination of Tract
31A92 Trail C as1ificatiQn. Developer and City set forth hereafter the relevant Tract 31392
trails conditions, as well as the timing and process for selection of a trails expert/consultant and
criteria for determination of the appropriate classification for the Tract 31392 trail.
50. Parks. 1. Prior to the recordation of the final map, the applicant shall offer for
dedication to the County of Riverside an easement for trails purposes. This easement shall be
as shown on the approved trails plan.
60. Parks. 1. Prior to the issuance of any grading permits, the applicant shall submit a
trails plan to the Riverside County Regional Parks and Open-Space District for review and
approval. This trails plan shall show the trail which runs in a north/south direction along Goetz
Road which bisects the project.The trail shall then continue south through the open space area,
ending at the southern property line.
100. Parks. 1. If, for whatever reason, the trail segment intended to connect the trail in
Tract 31391 through the Canyon Cove Specific Plan (SP 282) cannot be built, then prior to the
issuance of the 50th building permit, the applicant shall build the trail as shown on the approved
trails plan.
The type of trail to be installed on Tract 31392 shall be determined as follows:
a. Within 6 months from the date of execution of this MOU, the parties shall meet
and select a mutually acceptable trails expert (the"tra€I consultant) to determine
the type, width, and signage of the trail to be Installed within the easement
presently shown for dedication on Tract 31392.
b. The criteria to be applied to the verification and/or determination of the
classification of trail are: 1) maximization and flexibility of use pursuant to the
Conditions; 2) ability of Developer to implement the type of trail within the
dedicated easement consistent with no additional environmental mitigations other
than set out in EIR No. 436 and those required by state law.
C. Developer shall pay all costs of the trail consultant.
d. Within 90 days after hiring, the trail consultant shall provide a written
recommendation which will determine the trail classification to be implemented
on Tract 31392, using the subsection "b" criteria provided above. The decision of
the trails consultant shall be final and binding on both parties.
3 4853-0180-3273.1
e. As set out in Section 6, above, Developer shall pay all costs of the installation of
the trail and associated signage, trailheads and portals as recommended by the
trails consultant.
f. Developer shall show a minimum City easement of a Class 1 bike path/regional
trail, not to exceed twenty feet, on the 31392 map even if the trails expert
determines that a smaller, or no trail, can be built on the property.
g. Notwithstanding, in the event that the trail consultant determines that a trail
cannot be built in 31392, in lieu of the construction of the north south Class
1/Bike Path/Regional Trail, Developer shall pay to City the sum of$50,000. Such
amount shall be paid upon the issuance of the first building permit for 31392; the
funds shall be held in a segregated account and managed in the same manner
as other development impact fees, although funds may be comingled for
investment. Such funds shall be expended for the acquisition of property for
and/or the construction of a north-south Class 1 Bike Path/Regional Trail which
benefits the residents of the areas described in the maps as well as 31390,
31391, 31392, 31393 and 32025. The $50,000 would not qualify for Developer
Impact Fee credit.
Section 7. Runs with the Land. This Memorandum of Understanding shall be
binding on the Developer, all Developer-affiliated entities which own all or a portion of the
subject Tracts 31390-31393 and Tract 32025, and all successors and assigns.
Section 8. Disclosure to Third Parties. This Memorandum of Understanding shall
be disclosed in any real estate transaction involving the sale or transfer of all or a portion of the
subject tracts.
Section 9. Notices. For the purpose of this Agreement, communications and
notices among the parties shall be in writing and shall be deemed to have been given when
actually delivered, if given by hand delivery or transmitted by overnight courier service, or if
mailed, when deposited in the United States mail, first class, postage prepaid, return receipt
requested and delivered to or addressed as follows:
TO DEVELOPER: Dennis Chapman
Sutter Mitland 01, LLC, a California corporation
c/o Brookfield Land Company
3090 Bristol Street
Costa Mesa, CA 92626
With copy to: Nossaman LLP
18101 Von Karman Ave. #1800
Irvine, CA 92612
Attention: John P. Erskine
Phone: (949)833-7800
Fax: (949) 833-7878
TO CITY: City of Menifee
29714 Haun Road
Menifee, CA 92586
4 4853-0180-3273.1
Attn: City Clerk
With copy to: Lewis Brisbois Bisgaard& Smith LLP
650 East Hospitality Lane, Suite 600
San Bernardino, California 92408
Attention: Karen A. Feld
Phone: (909)381-7142
Fax: (909) 387-1138
The City and the Developer may change their respective address upon ten (10) calendar
days prior written notice to the other party.
Section 10. Miscellaneous. This MOU may be amended only in writing signed by
both parties. No waiver of any term or condition of this MOU shall be a continuing waiver
thereof. The prevailing party in any litigation to enforce this MOU shall be entitled to reasonable
attorneys' fees and costs as determined by the court. This MOU is intended to interpret the
provisions of the Conditions in a complementary manner to resolve differences of Interpretation
between the parties.
IN WITNESS WHEREOF, the parties hereof have caused this Memorandum of
Agreement to be executed as of the date set forth herein.
(SIGNATURE PAGE FOLLOWS)
5 4863.0180-3273.1
CITY OF MENIFEE
Dated. By:
William-RawAnp,-City-Manager G�
DEVELOPER
Dated: �r' By r
utter Mitland 01, LLC, a Delaware
corporation
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BROOKFIELD -AMRIRG LLC, a Delaware
limited liability company
Dated: r I( BY:
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BROOKFIELD AMRIFR LLC, a Delaware
limited liability company
a,wJv, =G-d-!l By: �-
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RIVERSIDE MITLAND INVESTOR 03, LLC, a
Delaware limited liability company
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.6 4853-0180-3273.1
EXHIBIT "A"
DEVELOPER PROPERTY
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