2023-02-21_SCMB_Sales_Agreement_City_of_Menifee_Holland_Rd_Additional_CreditsSoquel Canyon Mitigation Bank 1 Exhibit F-2 Version Date: 12-14-2018
AGREEMENT FOR SALE OF CREDITS
USACE FILE NO. SPL-2017-00391-MY
CDFW FILE NO. RIV-27016 R6
This Agreement is entered into this day of , 2023, by and between the Land Veritas Corp. (Bank Sponsor) and the City of Menifee (Project Proponent), jointly referred to as the “Parties,” as follows:
RECITALS
A. The Bank Sponsor has developed the Soquel Canyon Mitigation Bank (Bank) located in San Bernardino and Orange Counties, California; and
B. The Bank has been developed pursuant to a Bank Enabling Instrument entered into by and between Bank Sponsor, Land Veritas I, LLC, the U.S. Army Corps of Engineers (USACE), the U.S. Environmental Protection Agency (EPA), the Santa Ana Regional Water
Quality Control Board (RWQCB), and the California Department of Fish and Wildlife (CDFW) on December 15, 2014 and is currently in good standing with these agencies; and
C. Project Proponent is seeking to implement the project described on Exhibit “A” attached hereto (Project), which would unavoidably and adversely impact waters of the United States and waters of the State thereon, and seeks to compensate for the loss of waters of the United States and waters of the State by purchasing credits from Bank Sponsor; and D. Project Proponent has been authorized by the USACE File No. SPL-2017-00391-
MY and CDFW File No. RIV-27016 R6, to purchase from the Bank 1.36 acres 1600 Ephemeral Riparian Enhancement credits (“Credits”) upon confirmation by the Bank Sponsor of credit availability/adequate balance of credits remaining for sale; and
E. Project Proponent desires to purchase from Bank Sponsor and Bank Sponsor desires to sell to Project Proponent the Credits;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Bank Sponsor hereby sells to Project Proponent and Project Proponent hereby purchases from Bank Sponsor Credits from the Bank for the purchase price of three hundred forty
thousand dollars ($340,000). The Bank Sponsor will then deliver to Project Proponent an executed Bill of Sale in the manner and form as attached hereto and marked Exhibit “B”. The purchase price for said Credits shall be paid by cashier’s check or, at the option of Bank Sponsor,
wire transfer of funds according to written instructions by Bank Sponsor to Project Proponent.
2. The sale and transfer herein is not intended as a sale or transfer to Project Proponent of a security, license, lease, easement, or possessory or non-possessory interest in real property, nor the granting of any interest of the foregoing.
DocuSign Envelope ID: 9671A05F-3959-4CE3-BFBC-305CFECB0D3D
February21st
Soquel Canyon Mitigation Bank 2 Exhibit F-2 Version Date: 12-14-2018
3. Project Proponent shall have no obligation whatsoever by reason of the purchase of the Credits, to support, pay for, monitor, report on, sustain, continue in perpetuity, or otherwise be obligated or liable for the success or continued expense or maintenance in perpetuity of the
Credits sold, or the Bank. Pursuant to the BEI and any amendments thereto, Bank Sponsor shall monitor and make reports to the appropriate agency or agencies on the status of any Credits sold to Project Proponent. Bank Sponsor shall be fully and completely responsible for satisfying any
and all conditions placed on the Bank or the Credits by all state or federal jurisdictional agencies.
4. The Credits sold and transferred to Project Proponent shall be non-transferable and non-assignable, and shall not be used as compensatory mitigation for any other project or
purpose, except as set forth herein.
5. Project Proponent must exercise his/her/its right to purchase the Credits within 30 days of the date of this Agreement. After the 30 day period this Agreement will be considered
null and void.
6. Upon purchase of the Credits specified in paragraph 1 above, the Bank Sponsor shall submit to the parties listed in the Notices section of the BEI, copies of the: a) Agreement for Sale of Credits; b) Bill of Sale; c) Payment Receipt; and d) an updated ledger. The updated ledger must detail: i) Project Proponent; ii) Project Name; iii) Status (sale complete/sale not complete); iv) Credit Sale Date; v) Permitting Agency File/Tracking Number; vi) Total Number of Credits Authorized to Sell; vii) Total Number of Credits Sold to Date (inclusive); and viii) Balance of all Credits Available. The ledger should include all sales data from Bank Establishment Date to the
present.
7. The signatures pages to this Agreement may be delivered via facsimile, electronic mail (including PDF or any other electronic signature complying with the U.S. federal ESIGN Act
of 2000; e.g., DocuSign) or other transmission method, and any signature so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.
[THIS SPACE INTENTIONALLY LEFT BLANK; SIGNATURES TO FOLLOW]
DocuSign Envelope ID: 9671A05F-3959-4CE3-BFBC-305CFECB0D3D
Soquel Canyon Mitigation Bank 3 Exhibit F-2 Version Date: 12-14-2018
IN WITNESS WHEREOF, the Parties have executed this Agreement the day and year first above written.
BANK SPONSOR
LAND VERITAS CORP.
By: _______________________________________ Date:
Nathan Bello, on behalf of H. Tracey Brownfield, President
PROJECT PROPONENT
CITY OF MENIFEE
By: ______________________________________ Date:
Name: Armando G. Villa, City Manager
Attest:
By: ______________________________________ Date:
Kay Vinson, Acting City Clerk
Approved as to Form:
By: ______________________________________ Date:
Jeffrey T. Melching, City Attorney
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2/22/2023
2/23/2023
2/23/2023
2/23/2023
Soquel Canyon Mitigation Bank 4 Exhibit F-2 Version Date: 12-14-2018
EXHIBIT “A”
DESCRIPTION OF PROJECT TO BE MITIGATED
Name of Project:
Holland Road/Interstate 215 Overcrossing
Project Location:
The project is located on Holland Road between Haun Road and Hanover Lane in the City of Menifee, Riverside County, California (Latitude 33.67070, longitude -117.17095)
Permitting Agency(ies) File/Tracking Number:
USACE File No. SPL-2017-00391-MY
CDFW File No. RIV-27016 R6
Project Description:
The project proposes to construct a four-lane bridge to cross over the I-215 to connect the east and west sides of Holland Road from Haun road to Hanover Lane. The project also proposes to realign Willowood Way, re-striping Hanover Lane and Albion Lane, and constructing an access road on the west side of the I-215 and relocating associated utility infrastructure.
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Soquel Canyon Mitigation Bank 5 Exhibit F-2 Version Date: 12-14-2018
EXHIBIT “B”
BILL OF SALE
USACE File No. SPL-2017-00391-MY
CDFW File No. RIV-27016 R6
In consideration of $340,000, receipt of which is hereby acknowledged in the form of _________________________[Payment Type], Land Veritas Corp.(Bank Sponsor) does hereby bargain, sell and transfer to City of Menifee (Project Proponent), 1.36 acres 1600 Ephemeral
Riparian Enhancement credits (Credits) in the Soquel Canyon Mitigation Bank in San Bernardino and Orange Counties, California, developed, and approved under the authority of the United States Army Corps of Engineers and/or California Department of Fish and Wildlife associated the
Project described in Exhibit A.
Bank Sponsor represents and warrants that it has good title to the Credits, has good right to sell the same, and that they are free and clear of all claims, liens, or encumbrances.
Bank Sponsor covenants and agrees with the Project Proponent to warrant and defend the sale of the Credits hereinbefore described against all and every person and persons whomsoever lawfully claiming or to claim the same.
DATED: ______________________________________
Land Veritas Corp.
By: ___________________________________________
Nathan Bello, on behalf of H. Tracey Brownfield, President
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Soquel Canyon Mitigation Bank 6 Exhibit F-2 Version Date: 12-14-2018
EXHIBIT “C”
SOQUEL CANYON MITIGATION BANK
PAYMENT RECEIPT
PROJECT PROPONENT INFORMATION
Name:
City of Menifee
Address:
29844 Haun Road
Menifee, CA 92586
Telephone:
951-723-3722
Contact:
Carlos E. Geronimo
PROJECT INFORMATION
Project Description:
The project proposes to construct a four-lane bridge to cross over the I-215 to connect the east and west sides of Holland Road from Haun road to Hanover Lane. The project also proposes to realign Willowood Way, re-striping Hanover Lane and Albion Lane, and constructing an access road on the west side of the I-215 and relocating associated utility infrastructure.
Project Location:
The project is located on Holland Road between Haun Road and Hanover Lane in the City of Menifee, Riverside County, California (Latitude 33.67070, longitude -117.17095)
DocuSign Envelope ID: 9671A05F-3959-4CE3-BFBC-305CFECB0D3D
Soquel Canyon Mitigation Bank 7 Exhibit F-2 Version Date: 12-14-2018
Agency File/Tracking Number:
USACE File No. SPL-2017-00391-MY
CDFW File No. RIV-27016 R6
Species/Habitat Affected:
ACOE: 0.31 acre of non-wetland waters of the U.S. and 0.005 acre of wetland waters of the U.S.
CDFW: 0.755 acres of streambed and associated riparian habitat.
Credits to be Purchased:
1.36 acres 1600 Ephemeral Riparian Enhancement credits
PAYMENT INFORMATION
Payee:
Land Veritas Corp.
Payer:
City of Menifee
Amount:
$340,000
Method of payment:
Cash ___ Check No. __________ Money Order No. _________
Received by:
_______________________________________
Nathan Bello, on behalf of H. Tracey Brownfield, President
Date:
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