2022/04/20 Chick-Fil-A Restaurant Project Chick-Fil-A Restaurant Project Reimbursement Agreement
April 20, 2022
680/031858-0003
14598110.2 a04/20/22
CHICK-FIL-A
156 ALTON PARKWAY, SUITE 350
IRVINE
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 (“CHICK-FIL-A RESTAURANT PROJECT”)
(“CQA22-0006)”)
Dear Mr. Schwartz:
CHICK-FIL-A (“Developer”) has requested that the City of Menifee (“City”)
consider (“CHICK-FIL-A RESTAURANT PROJECT”) (“CQA22-0006”). The proposed
project entails construction of a 4,824 square foot quick service restaurant with a drive-thru, and
outdoor and indoor dining area located at Parcel Number 336-380-07, South of New Hub Drive
and West of Haun Road. A Tentative Parcel Map is also being submitted to subdivide the parcel
into two separate parcels. This submittal is for the eastern 2.23 AC of the overall 5.36 AC. There
will be approximately 88 parking stalls provided, where only 39 are required. Total landscape area
is approximately 28,000sf, or 29% of the overall site. The drive-thru will have an adequate car
stacking capability of 45 cars, where only 6 cars behind the menu board are required. (“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
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 of Menifee will use best efforts to be reasonable in their
expenditure/use of consultants’ services and provide frequent updates to keep Chick-fil-A
DocuSign Envelope ID: 839A4EFC-F6A9-4541-8886-42CBFFD8596ADocuSign Envelope ID: E46C9360-C199-4EAE-936F-1F7A31A34AC4DocuSign Envelope ID: B1D49824-B82C-4058-95AB-FE073743BAC3
Mr. Steve Schwartz
April 12, 2022
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informed of said costs. 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 $34,857.50 (“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 April 25, 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 Analysis Costs $29,857.50 (“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
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.
DocuSign Envelope ID: 839A4EFC-F6A9-4541-8886-42CBFFD8596ADocuSign Envelope ID: E46C9360-C199-4EAE-936F-1F7A31A34AC4DocuSign Envelope ID: B1D49824-B82C-4058-95AB-FE073743BAC3
Mr. Steve Schwartz
April 12, 2022
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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
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: 839A4EFC-F6A9-4541-8886-42CBFFD8596ADocuSign Envelope ID: E46C9360-C199-4EAE-936F-1F7A31A34AC4DocuSign Envelope ID: B1D49824-B82C-4058-95AB-FE073743BAC3
Mr. Steve Schwartz
April 12, 2022
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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:
CHICK-FIL-A
By: Date:
Mr. Steve Schwartz,
Sr. Principal Development Lead, West Region
DocuSign Envelope ID: 839A4EFC-F6A9-4541-8886-42CBFFD8596A
4/21/2022
DocuSign Envelope ID: E46C9360-C199-4EAE-936F-1F7A31A34AC4DocuSign Envelope ID: B1D49824-B82C-4058-95AB-FE073743BAC3