2021/11/17 Brookfield Properties Agreement for Deposit and Reimbursement of fees PLN21-0221 and PLN21-0217 (Menifee Valley Specific Plan Project)
November 17, 2021
680/031858-0003
14598110.2 a11/17/21
BROOKFIELD PROPERTIES
3200 PARK CENTER DRIVE, SUITE 1000
COSTA MESA, CA 92626
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. PLN21-0221 & PLN21-
0217 (“MENIFEE VALLEY SPECIFIC PLAN PROJECT”)
Dear Mr. Bartlett,
BROOKFIELD PROPERTIES (“Developer”) has requested that the City of
Menifee (“City”) consider Planning Application No. PLN21-0221 and PLN21-0217
(“MENIFEE VALLEY SPECIFIC PLAN PROJECT”) located within the approved Menifee
Valley Ranch, Specific Plan No. 301 (SP 301) adopted by Riverside County Board of Supervisors
on April 29, 1997, and is bound to the north by State Route (SR)-74, to the south by Simpson
Road, to the east by Briggs Road, and to the west by Menifee Road. Upon incorporation of the
City of Menifee in 2008, SP 301 came under the jurisdiction of the City. The County of Riverside
and the City of Menifee have approved a number of amendments to SP 301, which today provides
for a mix of development across 1,548 acres. The Proposed Project (“Project”) would separate
this area from SP 301. The Project to be addressed in the Environmental Impact Report (EIR) and
supporting technical studies (collectively, the EIR work effort) includes Specific Plan Amendment
No. PLN 21-0221 proposes to remove parcels located north of Matthews Road from SP 301. The
removal of these areas from SP 301 will reduce the size of the Specific Plan acreage from 1,548.3
to 942.0 acres. The permitted number of residential units within SP 301 would be reduced from
4,352 to 2,641 units (a reduction of 1,711 units) and Specific Plan No. PLN 21-0217 proposes a new
Specific Plan on 590.3 acres, to include 200.8 acres allotted for residential uses (target dwelling units
1,711 units) and elementary school, 40.3 acres of Open Space-Recreation (including a sports park)
and Open Space-Greenbelt, 12.0 acres of Public Utility Corridor, 4.1 acres of Public/Quasi-Public
Facilities (fire station site), 285.3 acres of Business Park, and 23.2 acres of Commercial Flex land
uses spread across nine Planning Areas. The project would also include 24.6 acres of public
roadway. The Specific Plan allows for 5,600,000 square feet of business park floor space (0.6
FAR) and 260,000 square feet of commercial flex floor space (0.5FAR) (“Project”).
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Mr. Bartlett
November 16, 2021
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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 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.
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, consisting of at least 50% of
the contract amount plus, an administrative cost of 15% of the professional services agreement or
$5,000, whichever is less, in the amount of $295,032.12 (“Initial Deposit”). The Initial Deposit
plus any remaining balance due of the total of the professional services agreement and
administrative cost is to be incurred by the City 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 November 30,
2021 (“Effective Date”), at least one (1) week in advance of the professional services agreement
fully executed by the City of Menifee with the selected consultant.
The remaining 50% or balance, if applicable, of the Analysis Costs $290,032.11(“Second
Deposit Payment”) shall be due at the halfway point of completion of the Analysis, but no later
than prior to public release of the CEQA documents. The Community Development Department
shall notify the Developer once the halfway point of completion of the Analysis has been reached.
The Second Deposit payment shall be deposited with the City, to the attention of the Finance
Director, within and no later than two (2) weeks, ten (10) business days, of receiving notification
from the Community Development Department. If Developer fails to timely provide a Second
Deposit Payment, 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 Second Deposit Payment has not yet
been received, it shall remain fully responsible for Analysis Costs incurred by the City up to the
date that the City issues a Stop Work Order.
The Initial Deposit and Second Deposit Payment 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
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November 16, 2021
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the amount of the Initial Deposit and Second Deposit Payment, 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
and issue a 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.
PAYMENT SCHEDULE:
Payment Description Amount Due Description Due Date
Initial Deposit At least 50% Analysis Costs
+ Lesser of 15% of Analysis
Costs OR $5,000
At least one (1) week before
Professional Services
Agreement Signed
Second Deposit 50% or balance Analysis
Costs
Within ten (10) business days
of Notification from
Community Development
Department of halfway point
of Analysis Completion
Deposit Supplement/
Further Deposit
Supplement
TBD, if applicable, for
additional contract
amendment costs identified.
Within ten (10) business days
of Notification from
Community Development
Department of need for
Deposit Supplement.
Developer understands and acknowledges that City shall exercise its sole 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
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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.
Very truly yours,
CITY OF MENIFEE
Cheryl Kitzerow, AICP
Community Development Director
APPROVED AS TO FORM:
By:
Jeffrey Melching, City Attorney
ACCEPTANCE OF INITIAL DEPOSIT AGREEMENT:
BROOKFIELD PROPERTIES
By: Date:
Dave Bartlett, Vice President
Brookfield Properties Development – Land and Housing
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11/18/2021
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