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2021/07/20 Oak Properties, Inc. Initial Deposit Agreement, Freedom Business Park Project July 20, 2021 680/031858-0003 14598110.2 a07/28/21 OAK PROPERTIES, INC 9747 BUSINESSPARK AVE SAN DIEGO, CA 92131 Re: Agreement for the Deposit and Reimbursement of fees incurred by the City of Menifee in Conducting and Processing Analysis under the California Environmental Quality Act of Planning Application No. PLN-0002 (“FREEDOM BUSINESS PARK PROJECT”) Dear Mr. Gay: OAK PROPERTIES, INC (“Developer”) has requested that the City of Menifee (“City”) consider Planning Application No. PLN-0002 (FREEDOM BUSINESS PARK PROJECT”) located north of Scott Road, east of Haun Road, south of Wickerd Road, and west of Interstate 215 (APNs: 360-390-006, 360-390-007), proposes the construction of five (5) new multi-tenant speculative buildings with a total of 283,165 square feet on approximately 17.55 acres. Proposed tenants will include light industrial, business park, and assembly/light manufacturing uses consistent with the Economic Development Corridor-Southern Gateway (EDC-SG) of the General Plan. All proposed buildings are anticipated to be single story and not exceed thirty-seven (37) feet in height. The Project would create four (4) water quality basins and include landscaping and street improvements for the overall Project (“Project”). To conduct its review and analysis of the Project, the City is required to conduct an environmental analysis (“CEQA Analysis”) as required by the California Environmental Quality Act, Public Resources Code section 21000 et seq., and its implementing guidelines found at Title 14 of the California Code of Regulations section 15000 et seq. The City will commence to take the steps necessary, at Developers sole expense so that the City will be able to conduct and complete the CEQA Analysis. Developer has indicated that it is prepared to reimburse the City for all costs associated with the City’s conduct, processing, and consideration of the CEQA Analysis including without limitation in-house staff time and resources, environmental consultant time and resources, City’s legal counsel’s time and resources, and other third party cost items. For example, the costs incurred by the City to engage an environmental review consultant, and any necessary sub-consultants or technical consultants, to conduct the CEQA Analysis shall be borne by Developer. This letter serves as an “Initial Deposit Agreement” by and between Developer and the City. DocuSign Envelope ID: B1E0BEC8-9D1F-43F1-9D0F-FD5CCBF77FD9DocuSign Envelope ID: 58819D87-D8DB-4FB1-84B6-8FBA9D31D21F Mr. Mike Gay July 20, 2021 Page 2 680/031858-0003 14598110.2 a07/28/21 To assist the City in undertaking their consideration of whether or not to approve the Project, Developer agrees to provide the City with an initial deposit in the amount of $61,143.78 (“Initial Deposit”). The Initial Deposit is the estimated full amount of the costs to be incurred by the City in or in connection with the conduct, processing, review, evaluation, and action taken on the CEQA Analysis (“Analysis Costs”). The Initial Deposit shall be deposited with the City, to the attention of the Finance Director, on or before August 2, 2021 (“Effective Date”). The Initial Deposit shall be used to reimburse the Analysis Costs. If at any time the City in its sole discretion determines that the Analysis Costs will exceed the amount of the Initial Deposit, then Developer shall, within ten (10) days of receipt of written demand from the City, supplement the deposit amount so that the amount remaining on deposit with the City equals all remaining estimated Analysis Costs (“Deposit Supplement”). The City may from time to time repeat the process of revising the estimated Analysis Costs and requiring a revised deposit amount from Developer (upon ten (10) days written notice) (“Further Deposit Supplement”). If Developer fails to timely provide a Deposit Supplement or Further Deposit Supplement, the City may without further notice cease all work on the CEQA Analysis and order that all consultants, attorneys and third parties do the same (“Stop Work Order”). Developer understands and acknowledges that, even if the deposit is fully exhausted, it shall remain fully responsible for Analysis Costs incurred by the City up to the date that the City issues a Stop Work Order. Developer understands and acknowledges that City shall exercise its sole and absolute discretion in selecting and providing direction to any consultants or other third parties in connection with the CEQA Analysis. It is anticipated that the CEQA Analysis will be presented to the Menifee City Council for consideration and potential action in the future. Developer and the City understand that the City is reserving the right to exercise its sole and absolute discretion as to all matters over which the City is, by law, entitled or required to exercise discretion. By executing this Initial Deposit Agreement, the City is not committing or agreeing to undertake any activity requiring the subsequent discretion of the City , or any department of the City. The City’s execution of this Initial Deposit Agreement is merely an agreement to allow the necessary work to be completed, at Developer’s expense, to bring the CEQA Analysis forward for City consideration. Nothing in this Initial Deposit Agreement shall be deemed to constitute a commitment by the City to approve or certify the CEQA Analysis, or a prejudgment of the matters required to be considered as part of the decision whether or not to approve the Project. Please document Developer’s concurrence with these terms and limitations by signing below and returning the originally executed letter to me, along with the Initial Deposit. DocuSign Envelope ID: B1E0BEC8-9D1F-43F1-9D0F-FD5CCBF77FD9DocuSign Envelope ID: 58819D87-D8DB-4FB1-84B6-8FBA9D31D21F Mr. Mike Gay July 20, 2021 Page 3 680/031858-0003 14598110.2 a07/28/21 Very truly yours, CITY OF MENIFEE Cheryl Kitzerow, Community Development Director APPROVED AS TO FORM: By: Jeffrey Melching, City Attorney ACCEPTANCE OF INITIAL DEPOSIT AGREEMENT: OAK PROPERTIES, INC By: Date: Mr. Mike Gay DocuSign Envelope ID: B1E0BEC8-9D1F-43F1-9D0F-FD5CCBF77FD9 7/29/2021 DocuSign Envelope ID: 58819D87-D8DB-4FB1-84B6-8FBA9D31D21F