2022/03/02 Cado Menifee, LLC Agreement for the Deposit and Reimbursement of fees incurred by the City of Menifee in Conducting and Processing Analysis under the California Environmental Quaity Act of Cado Menifee Industrial Warehouse Project TTM34037
March 2, 2022
680/031858-0003
14598110.2 a03/02/22
CADO MENIFEE, LLC
1545 FARADAY AVENUE
CARLSBAD, CA 92008
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 (“CADO MENIFEE INDUSTRIAL
WAREHOUSE PROJECT”)(TTM 34037)
Dear Mr. Hayden:
CADO MENIFEE, LLC (“Developer”) has requested that the City of Menifee
(“City”) consider Planning Application No. PLN21-0372 and PLN22-0041 (“CADO MENIFEE
INDUSTRIAL WAREHOUSE PROJECT”) located north of Corsica Lane, south of Kuffel
Road, east of Wheat Street, and west of Byers Road (APNs 330-190-002, 003, 004, 005, 010, 011,
012, and 013). The proposed project entails an approximately 700,037 square foot
warehouse/industrial building with 10,000 square feet of office space and 690,037 square feet of
warehouse space on 36.8 gross acres. The project will provide a total of 389 vehicular parking
stalls and 234 trailer stalls. There will be two (2) points of access on Byers Road and two (2) points
of access on Wheat Street. Refer to Proposed Site Plan. Associated facilities and improvements of
the Project sites include loading dock doors, on-site landscaping, and related on-site and off-site
improvements. The proposed building is speculative in nature (“Project”). Proposed tenants will
include uses consistent with the Economic Development Corridor-Northern Gateway (EDC-NG)
of the General Plan. The building is anticipated to be single story not to exceed 50 feet in height.
The Project would create water quality features and include landscaping and street improvements
for the overall 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 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
DocuSign Envelope ID: 426D7805-4020-41D9-A54B-F41102F7F794DocuSign Envelope ID: 687DB474-A4B6-4C5D-8718-CC90D437886FDocuSign Envelope ID: 032CFD86-14D9-4870-BEAC-A41DD445C30C
Mr. Mark Hayden
March 2, 2022
Page 2
680/031858-0003
14598110.2 a03/02/22
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. The City will enter into a contract with Kimley-Horn and Associates, Inc.
for the preparation of the CEQA Analysis (the “Professional Services Agreement”). 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 Professional Services Agreement, plus an administrative cost of 15% of the Professional
Services Agreement or $5,000, whichever is less, in the amount of $204,335 (“Initial Deposit”).
The Initial Deposit plus any remaining balance due under the Professional Services Agreement is
to be incurred by the City in connection with the conduct, processing, review, evaluation, and
action taken on the CEQA Analysis (the “Analysis Costs”). The Initial Deposit shall be deposited
with the City, to the attention of the Finance Director, on or before March 11, 2022 (“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 Professional Services Agreement
$199,335 (“Second Deposit Payment”) shall be due at the halfway point of completion of the
CEQA 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
CEQA Analysis has been reached. The Second Deposit Payment shall be deposited with the City,
to the attention of the Finance Director, no later than ten (10) business days after 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
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
DocuSign Envelope ID: 426D7805-4020-41D9-A54B-F41102F7F794DocuSign Envelope ID: 687DB474-A4B6-4C5D-8718-CC90D437886FDocuSign Envelope ID: 032CFD86-14D9-4870-BEAC-A41DD445C30C
Mr. Mark Hayden
March 2, 2022
Page 3
680/031858-0003
14598110.2 a03/02/22
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% of the
Professional Services
Agreement + Lesser of 15%
of Professional Services
Agreement OR $5,000
At least one (1) week before
Professional Services
Agreement Signed
Second Deposit 50% or balance of the
Professional Services
Agreement
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
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.
DocuSign Envelope ID: 426D7805-4020-41D9-A54B-F41102F7F794DocuSign Envelope ID: 687DB474-A4B6-4C5D-8718-CC90D437886FDocuSign Envelope ID: 032CFD86-14D9-4870-BEAC-A41DD445C30C
Mr. Mark Hayden
March 2, 2022
Page 4
680/031858-0003
14598110.2 a03/02/22
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:
CADO MENIFEE, LLC
a Delaware limited liability company,
By: Date:
Mark Hayden
DocuSign Envelope ID: 426D7805-4020-41D9-A54B-F41102F7F794
3/2/2022
DocuSign Envelope ID: 687DB474-A4B6-4C5D-8718-CC90D437886FDocuSign Envelope ID: 032CFD86-14D9-4870-BEAC-A41DD445C30C