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Home My WebLink About08_North Newport Center Planned Community Development Agreement Annual Review_PA2009-023 o��WP°Re COMMUNITY DEVELOPMENT DEPARTMENT PLANNING DIVISION i 100 Civic Center Drive, P.O. Box 1768, Newport Beach, CA 92658-8915 e. (949) 644-3200 Fax: (949) 644-3229 cq<iFon`'�r www.newportbeachca.gov CITY OF NEWPORT BEACH ZONING ADMINISTRATOR STAFF REPORT April 13, 2017 Agenda Item No. 8 SUBJECT: Annual Review of the North Newport Center Zoning Implementation and Public Benefit Agreement (Development Agreement) (PA2009-023) APPLICANT: Irvine Company PLANNER: Benjamin M. Zdeba, AICP, Associate Planner (949) 644-3253, bzdeba@newportbeachca.gov GENERAL PLAN/ZONING DISTRICT • General Plan: CR (Regional Commercial), CO-R (Regional Commercial Office), CO-M (Medical Commercial Office), RM (Multiple Residential), and MU-1-13 (Mixed- Use Horizontal) • Zoning District: PC-56 (North Newport Center Planned Community) PROJECT SUMMARY An annual review of the Zoning Implementation and Public Benefit Agreement for North Newport Center, pursuant to Section 15.45.080 (Development Agreements — Periodic Review) of the Municipal Code and Section 65865.1 of the California Government Code. RECOMMENDATION 1) Conduct a public hearing; 2) Find the review exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15321 (Class 21 — Enforcement Actions by Regulatory Agencies) of the CEQA Guidelines; 3) Find that the applicant has demonstrated good faith compliance with the terms of the Zoning Implementation and Public Benefit Agreement; and 4) Receive and file the North Newport Center Zoning Implementation and Public Benefit Agreement Annual Report Year 2016 (Attachment No. ZA 2). 1 Annual Review of the North Newport Center Development Agreement (PA2009-023) Zoning Administrator, April 13, 2017 Page 2 DISCUSSION Section 15.45.080 of the Municipal Code requires the City to periodically review development agreements to determine if the applicant has complied with the terms of the agreement. This review should be conducted at least once every 12 months. The applicant is required to demonstrate good faith compliance with the terms of the agreement, and should the Zoning Administrator believe the applicant has not complied in good faith with the agreement, the Zoning Administrator should refer the matter to the City Council. Background On December 18, 2007, the City Council adopted Ordinance No. 2007-21 approving Development Agreement No. DA2007-002 (DA) between the City and Irvine Company. The DA granted Irvine Company entitlement and transfer rights within the North Newport Center Planned Community (NNCPC). At the time the DA was approved, NNCPC consisted of Fashion Island, Block 600, portions of Block 500 and San Joaquin Plaza. Since then, portions of Block 100, Block 400, and the entirety of Block 800 have been incorporated into the NNCPC. On June 6, 2012, the City Council approved an amendment to the DA, which incorporated these additional remaining sub-areas within the NNCPC. On November 10, 2015, the North Newport Center Planned Community was expanded to include two existing buildings within the 500 block of Newport Center Drive; however, the DA was not amended to include the expanded area. The DA specifies the permitted uses, density and intensity of development through the application of the NNCPC text, circulation improvements, public benefits, and dedication of street rights-of-way and open space. The DA vests Irvine Company's right to develop regional commercial, office, mixed-use, and residential uses in North Newport Center as depicted in Table 1. The term of the DA is 25 years and it expires in 2032. The DA is available online at: http://www.newportbeachca.gov/developmentagreements. The last annual review, conducted on January 26, 2017, covered activities occuring in 2015, and the Zoning Administrator found Irvine Company to be in good faith compliance with the agreement. This review is for activities occurring during the 2016 calendar year. 2016 Development Activity Table 1 summarizes the entitlement and building activity for the NNCPC that occurred in 2016. Several projects are under construction within the planned community, but only completed activities with certificates of occupancy are included in Table 1, unless otherwise noted. In total, twelve (12) building permits were issued in 2016, for various tenant improvements that did not result in any changes to gross floor area. TmpIt:10-15-13 Annual Review of the North Newport Center Development Agreement (PA2009-023) Zoning Administrator, April 13, 2017 Page 3 Table 1: 2016 Development Activity Summary Sub- Existing Remaining Area Entitlement Completed Activity Development Entitlement (12/31/2016) (12/31/2016) 1,523,416 Fashion of regional 1,519,157 sf 4,259 sf Island commercial 680 theater seats 680 theater 0 theater seats seats Block 121,114 sf 121,114 sf 0 sf 100 of office/commercial Block 91,727 sf 91,727 sf 0 sf 400 of office/commercial Block 623,525 sf 622,622 sf 903 sf 500 of mixed use 1,605,899 sf 1,310,899 sf 0 sf Block of mixed use 600 295 hotel 295 hotel rooms 0 hotel rooms rooms Block 286,166 sf 286,166 sf 0 sf 800 of office/commercial 245 residential units 245 units 0 units 95,550 sf 95,550 sf 0 sf San of office/commercial Joaquin 524 units Plaza 524 residential units Under construction (under 0 units construction Future Activities Any remaining terms and conditions shall be completed pursuant to the timing/milestone requirements depicted in the Annual Report (Attachment No. ZA 2). After reviewing the Annual Report and applicable documents, staff believes that Irvine Company has complied in good faith with terms and conditions of the DA. ENVIRONMENTAL REVIEW This project is exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15321 (Class 21 — Enforcement Actions by Regulatory Agencies) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential to have a significant effect on the environment. This section exempts actions by regulatory agencies to enforce or revoke a lease, permit, license, certificate, or other entitlement for use issued, adopted, or prescribed by the regulatory agency or TmpIt:10-15-13 Annual Review of the North Newport Center Development Agreement (PA2009-023) Zoning Administrator, April 13, 2017 Page 4 enforcement of a law, general rule, standard, or objective, administered or adopted by the regulatory agency. PUBLIC NOTICE Notice of this review was published in the Daily Pilot, mailed to all owners of property within 300 feet of the boundaries of the site (excluding intervening rights-of-way and waterways) including the applicant and posted on the subject property at least 10 days before the scheduled hearing, consistent with the provisions of the Municipal Code. Additionally, the item appeared on the agenda for this meeting, which was posted at City Hall and on the City website. APPEAL PERIOD An appeal or call for review may be filed with the Director of Community Development within 14 days following the date of action. For additional information on filing an appeal, contact the Planning Division at (949) 644-3200. Prepared by: /V J a i . Zdeba, AICP Associat tanner JWClbmz Attachments: ZA 1 Vicinity Map ZA 2 Annual Report TmpIt:10-15-13 1 Attachment No. ZA 1 Vicinity Map 5 �a FORD RD Dar ��RD 0 P� Q SAINT c Oy OF RD T 9r J. 9L h O� :r W 0 g a J m C. a J�' gpNMIGUELDR BNj�O�ry pN7. - Q r - `cG9 Newport �t Beach Disclaimer: Every reasonable effort has been made to assure the accuracy of the data provided,however,The City of GIS Newport Beach and its employees and agents disclaim any and all responsibility from or relating to �aPogr any results obtained in its use. ° m 0 1,000 2,000 Imagery: 2009-2013 photos provided by Eagle Feet Imaging www.eagieaerial.com 41412017 0 Attachment No. ZA 2 Annual Report North Newport Center Zoning Implementation and Public Benefit Agreement Annual Report Year 2016 (January 2016-December 2016) Prepared for: City of Newport Beach Planning Division Contact: Gregg Ramirez (949) 644-3219 Submitted by: Irvine Company 550 Newport Center Drive Newport Beach, CA 92660 Contact: Dan Miller (949) 720-2000 Prepared by: CAA Planning, Inc. 65 Enterprise, Suite 130 Aliso Viejo, CA 92656 Contact: Shawna Schaffner (949) 581-2888 January 2017 2 Contents Introduction..............................................................................................................................1 Figure 1 — Sub-Areas in North Newport Center Planned Community.........................1 Summary Table — North Newport Center as of December 31, 2016 ..........................2 DevelopmentSummary ...........................................................................................................2 FashionIsland............................................................................................................3 Block100 ...................................................................................................................3 Block400 ...................................................................................................................4 Block500 ...................................................................................................................4 Block600 ...................................................................................................................4 Block800 ...................................................................................................................4 SanJoaquin Plaza .....................................................................................................4 PublicBenefits.........................................................................................................................5 PublicBenefits Table..................................................................................................5 Ongoing Obligations and Public Benefits...............................................................................14 CityConcurrence...................................................................................................................16 Annual Report Distribution.....................................................................................................16 4.4 Circulation Enhancements to Public Right of Way— Completed 2013..............................17 4.9 B. Fashion Island Water Quality Enhancements— Fashion Island Parking Areas ............18 Fashion Island Non-Development Water Quality Treatment— Completed 2014.......18 Compliance To Date, Section 4.9, Paragraph B — Development Agreement............18 Annual Report—2016(January 2017) North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 9 Introduction The purpose of the 2016 Annual Report (AR) for North Newport Center is to provide an accurate record of the development that has occurred within North Newport Center during 2016. The North Newport Center Planned Community Development Plan (NNCPC) as approved in 2007 included the following sub-areas: Fashion Island, Block 500, Block 600 and San Joaquin Plaza. The NNCPC was subsequently amended in November 2009 to include portions of Blocks 100, 400, 800 and an open space parcel from the Newport Village Planned Community. The NNCPC was amended again in 2011 to expand Block 800 to include the Pacific Mutual Financial Center. Subsequently in 2012, the NNCPC was amended to increase the allowable residential development intensity by a total of 94 units and allocating the 94 units plus the 430 residential units already allocated to the MU-H3 portions of the NNCPC solely to San Joaquin Plaza. In connection with the amendment to the NNCPC, an amend- ment to the Zoning Implementation and Public Benefit Agreement DA2007-002 (Development Agreement) was approved. The Development Agreement amendment included the incorporation of portions of Blocks 100, 400, the open space parcel in Newport Village, Block 800 in its entirety, as well as the additional 94 residential units. In 2015, the NNCPC was amended for a fourth time to allow for a transfer of development intensity from outside the NNCPC, to include a portion of Block 500, and to update various regulations. This AR contains several tables that show development within North Newport Center as a whole and development by sub-area. The tables provide a comprehensive review of the development within North Newport Center in terms of existing development, maximum development (allowed by the General Plan) and development that has occurred during 2016. The tables break down each sub-area of North Newport Center individually and track the area developed by land use, as applicable. A map that depicts the sub-areas within the NNCPC covered by this AR is shown as Figure 1. Figure 1 — Sub-Areas in North Newport Center Planned Community s.,oJ .,nm� rw,a MA 600 BIOCF �osruwvaux Fashlon Island M6 Regional Center soa 47 BIM � q 104 aAreas under Zonlnq lmaoSnudb PubllcBmeMAgw Annual Report—2016(January 2017) 1 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 10 Summary Table — North Newport Center as of December 31, 2016 Development Sub-Area Entitlement Existing Development during 2016 Remaining Entitlement Fashion Island 11523,416 1,519,157 4,259 680 theater seats 680 theater seats 0 Block 100 121,114 121,114 0 Block 400 91,727 91,727 0 Block 500 623,525 622,622 903 Block 600 1,605,8991 1,310,899 0 295 hotel rooms 295 hotel rooms 0 Block 800 286,166 286,166 0 245 residential units 245 residential units San Joaquin Plaza 95,550 95,550 0 524 residential units Under construction 0 All numbers in this table are shown in square feet(s.f.)unless otherwise indicated. 1 The General Pian entitlement figure includes allocations for hotel square footage,which is not represented In the.Existing Development or Remaining Entitlement columns. Development Summary Annual monitoring of development is required by Development Agreement 2007-002 between the City of Newport Beach and Irvine Company as part of the North Newport Center Project which is in effect until 2032. Below is a list of permits that were issued within North Newport Center between January and December 2016. Note that the City bases the building permit gross floor area (g.f.a.) calculations on the Building Code definition and not the entitlement g.f.a. on the definition contained in the NNCPC, 4`h Amendment, which is slightly different from the Building Code and excludes support uses (Section 11.3). All of the permits issued in 2016 were tenant improvement permits which resulted in no change to the gross floor area. Annual Report—2016(January 2017) 2 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 22 Date Sub-Area Summary of Action Fashion Island Nov 2016 (Issued) 573 Newport Center Drive(X2016-3543)1 Jun 2016 (Issued) 601 Newport Center Drive(X2016-0027)2 Aug 2016 (Issued) 601 Newport Center Drive(X2016-2438)3 Block 400 Oct 2016 (Issued) 450 Newport Center Drive(X2016-3012)4 Block 500 Sept 2016 (Issued) 500 Newport Center Drive(X2016-2887)5 Nov 2016 (Issued) 500 Newport Center Drive(X2016-3550)6 Nov 2016 (Issued) 520 Newport Center Drive(X2015-2068)7 Block 600 Oct 2015 (Issued) 610 Newport Center Drive(X2015-2691)1 Nov 2016 (Issued) 610 Newport Center Drive(X2016-2767)9 Jul 2016 (Issued) 690 Newport Center Drive(X2016-1866)10 Block 800 Nov 2016 (Issued) 800 Newport Center Drive(X2016-3056)'1 Nov 2016 (Issued) 1 840 Newport Center Drive(X2016-303212 1 This is a Tenant Improvement Permit for'AG Adriano"with no change to the existing gross floor area. 2 This is a Tenant Improvement Permit for"Neiman Marcus"with no change to the existing gross floor area. 3 This is a Tenant Improvement Permit for"Chanel Accessories"with no change to the existing gross floor area. 4 This is a Tenant Improvement Permit for°Trumark"with no change to the existing gross floor area. 5 This is a Tenant Improvement Permit for'Spec:Suite"with no change to the existing gross floor area. 6 This is a Tenant Improvement Permit for"Spec Suite"with no change to the existing gross floor area. 7 This is a Tenant Improvement Permit for"Tarsadia"with no change to the existing gross floor area. 8 This is a Tenant Improvement Permit for"Career Builder'with no change to the existing gross floor area. 9 This is a Tenant Improvement Permit for"Sherry Meyerhoff Hanson Crance"with no change to the existing gross floor area. 10 This is a Tenant Improvement Permit for'Spec Suite'with no change to the existing gross floor area. 11 This is a Tenant Improvement Permit far"Restroom Accessibility Upgrades"with no change to the existing gross floor area. 12 This is a Tenant Improvement Permit for"Restroom Accessibility Upgrades"with no change to the existing gross floor area, The tables below show development within North Newport Center by sub-area. All numbers are shown in gross square feet unless otherwise indicated. The tables are intended to track development annually and provide a comprehensive listing of development by land use. The "Demolished" column reflects the final square footage demolished, not the square footage stated in a demolition permit. Similarly, the "Built" column reflects the square footage provided in a Certificate of Use and Occupancy and not the square footage stated in a building permit. All of the permits issued in 2016 were tenant improvement permits which resulted in no change to the gross floor area. Fashion Island Entitlement Existing Existing Entitlement January Development Transferred/ Permitted Tracking Development December 2016 January 2016 Converted Demolished (Demo/New) Built Number December 2016 2016 Land Use Regional Commercial 1,523,416 1,519,157 1,519,157 1,523,416 Theater Seats 680 680 680 680 Block 100 Entitlement Existing Existing Entitlement January Development Transferred/ Permitted Tracking Development December 2016 January2016 Converted Demolished (Demo/New) Built Number December 2016 2016 Land Use Office/Commercial 121,114 121,114 121,114 121,114 Annual Report—201 B(January 2017) 3 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 12 Block 400 Entitlement Existing Existing Entitlement January Development Transferred/ Permitted Tracking Development December 2016 Januar 2016 Converted Demolished (Demo/New) Built Number December 2016 2016 Land Use Office/Commercial 91,727 91,727 91,727 91,727 Block 500 Entitlement Existing Existing Entitlement January Development Transferred/ Permitted Tracking Development December 2016 January 2016 Converted Demolished (Demo/New) Built Number December 2016 2016 Land Use Mixed Use Horizontal 623,525 622,622 622,622 623,525 3(MU-H3) Residential Units 0 0 0 0 Two office buildings totally 24,000 s.f.in gross floor area were transferred Into the North Newport Planned Community(PC-56)from the Block 500 Planned Community(PC-46)per the 4'h Amendment to PC-56 which was approved by the City Council on 11/10/15;Cafe tenant improvement X2015-2068 at 520 Newport Center Drive converted 903 s.f.of gross floor area into a support use that does not count as square footage consistent with NNCPC Development Plan Section II.6.2.These properties are not subject to the Development Agreement. Block 600 Entitlement Existing Existing Entitlement January Development Transferred/ Permitted Built/ Tracking Development December 2016 January 2016 Recovered Demolished (Demo/New) C of 0 Number December 2016 2016 Land Use Mixed Use Horizontal 1,310,899` 1,310,899 1,310,899 1,310,899 3(MU-H3) Residential Units 0 0 0 0 Hotel Roams 295 295 295 295 Reflects only Office Entitlement. Block 800 Entitlement Existing Existing January Development Transferred/ Permitted Tracking Development Entitlement 2016 January 2016 Converted Demolished (Demo/New) Built Number December 2016 December 2016 Land Use OfficelCommercial 286,166 286,166 286,166 286,166 Residential Units 245 245 245 245 San Joaquin Plaza Entitlement Existing Existing January Development Transferred/ Permitted Tracking Development Entitlement 2016 January2016 Converted Demolished (Demo/New) Built Number December 2016 December 2016 Land Use Mixed Use Horizontal 95,550 95,550 95,550 95,550 3(MU-H3) Residential Units 524 524` 524' 524 .524 units are permitted and under construction. Annual Report—2016(January 2017) 4 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 13 Public Benefits The Public Benefits Table below lists all of the public benefits resulting from Development Agreement No. DA2007-002 entitled The Zoning Implementation and Public Benefit Agreement (Agreement) between the City of Newport Beach and Irvine Company Concerning North Newport Center and the Amendment to the Agreement approved in August 2012 (herein referred to as the Development Agreement). Public benefits are listed in Section 4 of the development agreement. Items that have been completed in previous reporting years are shown as Year Complete. The sole remaining Development Agreement obligations are the ongoing traffic fair-share fees, AHIP compliance, and in-lieu park fees if residential units are sold. Public Benefits Table Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status In-Lieu Park Fees Section 4.1 Regardless of whether a subdivision map is Landowner shall pay to City the greater of(i)the sum of Total payment as of for Renovation of Paragraphs 1-2 approved for any or all of the residential units, $3,733,333.33(which is 113 of the total Park Fees to be December 31,2014:$3.733.333.33 Oasis Senior Center and prior to and as a condition to City's paid to City under this Agreement)(the"Initial Park Fee')or Responsible party: and for Park Uses issuance of the First Residential Building (ii)the applicable Per Unit Park Fees(if the First Residential Irvine Company P it(Wt, ByyWJI jjl g anja4he Jude more than one hundred forty-three ®Completed CCMPLETE id PDate November 3 2014 Initial Park Fee shall entitle Landowner to a credit against payment of the Per Unit Park Fees for the first one hundred forty-three(143)residential units to be developed on the Property. Section 4,1 Prior to and as a condition to City's issuance of Landowner shall pay to City the sum of$17,364.11 (the Total payment as of Paragraph 2 a building permit for development of the one difference between the Initial Park Fee and the total Per December 31,2014:$17,364.11 hundred forty-fourth(144th)residential unit on Unit Park Fees for 144 residential units) Responsible party: P Irvine Company a ort erf C Pin wpo er oc 2014a N Completed Date:November 3,2014 In-Lieu Park Fees Section 4.1 Prior to and as a condition to City's issuance of Landowner shall pay to City the sum of$26,046.51 per unit Number of units as of for Renovation of Paragraph 2 each subsequent building permit for residential ('Per Unit Park Fees') December 31,2014:286 Oasis Senior Center development within that portion of the Property Less$5,600,000.00 paid on 3110109 per Section 4.1, Per unit:$26,046.51 and for Park Uses Paragraph 4(See Page 6 of Annual Report) Total payment: $1.849.302.56 COMPLETE 2014 Responsible party Irvine Company ®Completed Date:November 3.2014 Annual Report—2016(January 2017) 5 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 14 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status In-Lieu Park Fees Section 4.1 If Landowner sells any residential unit Landowner shall pay to City at the time of such sale of an Number of units sold as of for Renovation of Paragraph 3 developed within the Property to a third party individual residential unit the then-applicable park fee for December 31,2016: (units)0 Oasis Senior Center purchaser in other than a bulk sale of all of the such unit as may be in effect at that time within the City of Park fee per unit: $ and for Park Uses units in a single residential building Newport Beach,less a credit for the amount of the Per Unit Total payment: $ 0 Park Fee paid prior to that time. Responsible party: Please see Section 4.1,paragraph 3 for additional informa- Irvine Company tion regarding Landowner's obligation to pay fees and Completed memorandums to be recorded against the title of each unit. In-Lieu Park Fees Section 4.1 If,on the date that City awards a contract for Within five(5)days after City's award of the contract, Date that City awards a contract for Renovation of Paragraph 4 renovation of the Oasis Senior Center,the total Landowner shall pay to City the difference('Park Fee for renovation of the Oasis Senior Oasis Senior Center sum of both the Initial Park Fee and the Per Advancement'). Landowner's payment of the Park Fee Center 3/10/2009 and for Park Uses Unit Park Fees paid by Landowner to City to Advancement shall entitle Landowner to a credit against the Check below if answer is"yes." date is less than the sum of$5,600,000 Initial Park Fee(if not paid by the time the Park Fee Advancement Is paid)and against the next Per Unit Park ®The total sum of both the Initial Park Fees that otherwise would be due and payable to City until Fee and the Per Unit Park Fees paid by the entire credit is exhausted.After such credit is Landowner to City is less than the sum exhausted,prior to and as a condition to City's issuance of of$5,600,000(as of date above) each subsequent building permit for residential If box above is checked,then COP L E T E 2 0 0 development of any portion of the Property located in Landowner shall pay to City Newport Center Black 500,Newport Center Block 600,or "Park Fee Advancement" San Joaquin Plaza,Landowner shall continue to pay the in the amount of: $5,600,000 Per Unit Park Fees as residential building permits are No initial park fees paid. issued. Lump sum payment to City: $5,600,000 Responsible party: Irvine Company N Completed Date: 3/10/2009 In-Lieu Park Fees Section 4.1 Not specifed City shall earmark$5,600,000 of the Park Fees to be paid Responsible party: for va ' f P a 5 by Landowner(one-half of the total Park Fees)as a City of Newport Beach 0 is S r C t LETE 2 0 matching challenge grant to apply toward contributions to ®Completed date: Early 2009 a for Us the renovation of the Oasis Senior Center. (prior to construction) In-Lieu Park Fees Section 4.1 Not Specified City shall apply any Park Fees not spent by City on the Responsible party: for Renovation of Paragraph 5 renovation of the Oasis Senior Center to any park use as City of Newport Beach Oasis Senior Center determined by City. Landowner acknowledges that the ®Completed date: Early 2009 and for Park Uses actual amount of funds raised through the matching (prior to construction) challenge may be less than$5,600,000 and that the amount APLETE raised shall not affect the amount of Park Fees payable by Landowner to City. Annual Report—2016(January 2017) 6 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Public Benefit Fee Section 4.2 Not specified Landowner shall pay to City the sum of$27,090,000 as set Payment in the sum of$27,090,000 paid in PaCOMPLETE f n$�bo2("P lic Benefit Fee"),of the full as of November 3,2014 ett. Responsible party: Irvine Company ®Completed(7126/11 and 1113114 as indicated below) Section 4.2 Prior to and as a condition to the issuance of Landowner shall pay to City the sum of$13,545,000,which Payment:as of Paragraph 1 the First Building Permit-650 Newport Center is one-half of the Public Benefit Fee("Initial Public Benefit July 26,2011 $13,545,000 Responsible party Irvine Company COMPLETE 2 ®Completed Section 4.2 Upon the issuance of building permits for the The balance of the Public Beneft Fee shall be paid to City. Building permits have been Issued for 430 Paragraph 1 430 residential units authorized for The amount payable by Landowner to City for each such residential units as of November 3,2014 development within the Property, res idential unit shall be the sum of$31,500. Total payment(balance of the Public COMPLETE Benefit Fee)$13 545 000 This equates to$31,500 per unit for 430 units. Total payment as of November 3,2014 Responsible Party: Irvine Company ®Completed Fair Share Traffic Section 4.3 The Property is subject to City's Fair Share The City is in the process of considering updates and Fair Share Traffic Fees Fees Paragraph 1 Traffic Contribution Ordinance,which requires amendments to its Fair Share Traffic Contribution paid for 2016: $None Required the payment of certain fair share traffic fees for Ordinance and its Fair Share Traffic Fees and that as a Responsible party: development("Fair Share Traffic Fees"). result of such updates and amendments the Fair Share Irvine Company Traffic Fee charged by City may be increased(the"Initial Fee Increase"). Notwithstanding any other provision set forth in the Development Agreement to the contrary,Landowner agrees that Landowner and the Property shall be subject to the modifed Fair Share Traffic Contribution Ordinance including the increased fees payable pursuant to the Initial Fee Increase.This applies to square footage that was newly entitled under this agreement. Please see Section 4.3 of the Development Agreement for additional detailed information pertaining to fees. Annual Report-2016(January 2017) 7 North Newport Center Zoning Implementation and Public Benefit Agreement-Expires August 2032 2� Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Circulation Section 4.4 "Circulation Enhancement Contribution"to Landowner shall contribute to City the sum of Two Million Check below if answer is'yes." Enhancements to Paragraph 1 reimburse City for City's expenses incurred for Five Hundred Thousand Dollars($2,500,000.00) ®The City choses to approve,design and Public Right of Way the design and construction of one or more of ("Circulation Enhancement Contribution"). construct one or more of the circulation the circulation improvements listed in Section enhancements listed in Section 4.4 of 4.4 of the Development Agreement,as the Development Agreement determined by the City's Director of Public Date:See note below Works,should City choose to approve the circulation enhancements after its Note:See page 17 for additional environmental review and approval process information. and in compliance with CEQA. If box above is checked,then Landowner shall contribute up to$2,500,000.00 Please refer to Section 4.4,paragraph 1 of the based on actual costs requested by the Development Agreement for the list of City and the amount spent by Irvine circulation enhancements. Company on those projects the City COMPLETE 201 3 agreed could be built by Irvine Company. Responsible party: Irvine Company ®Completed Date:12131113 Annual Report—2016(January 2017) 8 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 27 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Circulation Section 4.4 Landowner shall pay the Circulation Landowner shall pay the Circulation Enhancement Indicate payment(s)below(if applicable): Enhancements to Paragraph 2 Enhancement Contribution to City from time to Contribution to City from time to time after the Effective Amount paid by Landowner to City Public Right of Way time after the Effective Date,within thirty(30) Date and Landowner will pay any balance to the City up to for Circulation Enhancement days after receipt of written request for a maximum contribution of$2,500,000.00 less the cost for Contribution as of reimbursement from City,with any balance to any improvements constructed by Landowner. December 31,2013 $1,905,803 be paid to City on the date that is sixty(60) Contributions shall be paid by Landowner upon receipt of Date that is 60 months after months after the Effective Date(the Effective invoices from the City. Date is January 18,2008)regardless of the Effective Date: January 18,2013 whether City has incurred the cost for the Amount of balance paid by foregoing improvements. Landowner to City as of (date) Alternatively,Landowner and City may Responsible party: mutually agree upon arrangements for Irvine Company Landowner to use the Circulation Enhancement Contribution to construct the ®Completed foregoing improvements subject to City's or approval. ❑Check this box if Landowner and City mutually agree for Landowner to use 3 contribution to construct improvements. Date: COMPLETE 2 Amount used to construct improvements as of December 31,2013: $676,222 Responsible party: Irvine Company Z Completed Dedication of Public Section 4.5 At such time as City provides legal descriptions Landowner shall provide an offer of dedication to City for Responsible party: Rights of Way Paragraph 1 for the public rights of way,which descriptions the additional public rights of way necessary for circulation Irvine Company shall be consistent with the design of the improvements on the north side of San Miguel Drive Completed circulation improvements for said public right of between MacArthur Boulevard and Avocado Avenue and on No longer applicable due to dedication of way. Avocado Avenue between San Nicolas Drive and San Avocado parcel on October 17,2008,as Miguel Drive. described in Section 4.6 Paragraph 1 MPLETF 9008 Please see Section 4.5 of the Development Agreement for below.Avocado parcel dedication additional information. documented in 2008 Annual Report. Annual Report—2016(January 2017) 9 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 Zg Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Dedication of Public Section 4.5 At such time as City provides legal descriptions Landowner shall convey the public right of way to City ❑Check this box if the Landowner has Rights of Way Paragraph 1 for the public rights of way,which descriptions (through the recordation of an offer of dedication without recorded an offer of dedication to the shall be consistent with the design of the any restrictions or qualifications)free and clear of all City without any restrictions or circulation improvements for said public right of recorded and unrecorded monetary liens,any delinquent qualifications. way. property taxes or assessments,and all tenancies, lessees, Responsible party: occupants, licensees,and all possessory rights of any kind Irvine Company or nature. ®Completed CO �JPLETE 2addition upon the conveyance,there shall not be any No longer applicable due to dedication of vi violation of any law,rule,or regulation affecting the public Avocado parcel on October 17,2008,as ight of way or its use,including any environmental law or described in Section 4.6 Paragraph 1 regulation,and Landowner shall be responsible for causing below.Avocado parcel dedication said condition to be satisfied. documented In 2008 Annual Report. Open Space Section 4.6 Landowner shall dedicate to City(through the Landowner shall convey the Open Space Parcel for open Check below if the answer to(i)or(ii)is Dedication Paragraph 1 recordation of a grant deed)the open space space or public facilities purposes,to City free and clear of "yes." parcel in Newport Center comprised of all recorded and unrecorded monetary liens,any delinquent ❑ (i)City has awarded a construction approximately 3.18 acres of land area, property taxes or assessments,and all tenancies, lessees, contract for the construction of City Hall bounded on the north by the Orange County occupants, licensees,and all possessory rights of any kind at any location within the City Transportation Authority site,the east by or nature. Date:Not Applicable MacArthur Boulevard,the south by San Miguel Drive,and the west by Avocado Avenue ® (ii)the option to purchase the Option ("Open Space Parcel"),within thirty(30)days Site has terminated as provided in after the earliest of the following: (i)City has Section 4.8.1 of Development awarded a construction contract for the Agreement No. DA2007-002. construction of City Hall at any location within Date:May 27,2008 the City or(ii)the option to purchase the Option Within 30 days after the earliest of one of Site has terminated as provided in Section the two events listed above, Landowner 4.8.1 of Development Agreement No. shall dedicate to City(through the DA2007-002. recordation of a grant deed)the open COMPLETE 2 space parcel in Newport Center comprised of approximately 3.18 acres of land area ®Check this box once the grant deed has been recorded. Date:October 17,2008 Annual Report—2016(January 2017) 10 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 ?9 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Open Space Section 4.6 Not specified Landowner shall,at its sole cost and expense,cause a title ®Check this box once Landowner,at its Dedication Paragraph 1 company selected by City to issue to City an owner's policy sole cost and expense,has caused a of title insurance for the Open Space Parcel with liability in title company selected by City to issue to COMPLETE 2 OOE an amount reasonably determined by City(but not City an owners policy of title insurance breedingthe fair market value of the Open Space Parcel) for the Open Space Parcel howing fee title to the Open Space Parcel vested in City, Date:October 17,2008 free and clear of the liens,rights,and encumbrances Responsible party: referred to in Section 4.6 of Development Agreement No. DA2007-002. Irvine Company Retrofit Sprinkler Section 4.9 The Newport Center Drive system retrofit shall Landowner shall retrofit the existing sprinkler systems in the Check each box below upon implementa- Systems Paragraph A be completed by June 2008, Newport Center Drive parkways and medians to low flow tion of the corresponding low flow technology with the following specifications: technology listed to the left. COMPLETE 2 (1)The control system must monitor and adjust itself not ® (1) less than daily,using either evapotranspiration rates for the ® (2) Corona del Mar microclimate or soil moisture levels monitored at enough locations in the irrigation area as to ®(3) cover each soil and slope type in Newport Center. ®(4) (2)The control system must adjust to rain conditions to limit or eliminate watering during rain events. ®Check this box once the Newport (3)The sprinkler heads must eliminate overspray onto Center Drive system retrofit is roads,sidewalks,and other hardscape either by using completed. highly targeted heads that only water the plant material or Date:November 1,2008 by using a sprinkler-like wicking system,such as the Responsible party: Jardiniere system Irvine Company (4)The performance of the sprinkler systems must be monitored on a regular basis. Landowner agrees to install flow meters to detect line and/or sprinkler head breaks when wireless flow meter technology is proven and commercially available. Annual Report—2016(January 2017) 11 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 20 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Retrofit Sprinkler Section 4.9 The Fashion Island retrofit shall be completed Landowner shall retrofit the existing sprinkler systems in the Check each box below upon Systems Paragraph A in phases in conjunction with the water quality landscape areas within Fashion Island to low flow implementation of the corresponding low enhancements in Section 4.9B of the technology with the following specifications: flow technology specification listed to the Development Agreement. left. (1)The control system must monitor and adjust itself not less than daily,using either evapotranspiration rates for the ®(1) COMPL 2009 Corona del Mar ugh lolimate of soil moisture levels (2) monitored at enough locations in the irrigation area as to cover each soil and slope type in Newport Center. ®(3) (2)The control system must adjust to rain conditions to limit ®(4) or eliminate watering during rain events. (3)The sprinkler heads must eliminate overspray onto ®Check this box once the Fashion Island roads,sidewalks,and other hardscape either by using retrofit is completed highly targeted heads that only water the plant material or Date:December 2009 by using a sprinkler-like wicking system,such as the Sprinkler retrofit is 100%complete. Jardiniere system Responsible party: (4)The performance of the sprinkler systems must be Irvine Company monitored on a regular basis. Landowner agrees to install flow meters to detect line and/or sprinkler head breaks when wireless flow meter technology is proven and commercially available. Fashion Island Section 4.9 Not specified Landowner commits to expend a minimum of$1 million to For the year 2014,indicate the amount Water Quality Paragraph B enhance the water quality treatment(which could include expended to enhance the water quality Enhancements bio-filtration,media Nitration or other technology)of those treatment of those surface parking areas surface parking areas of Fashion Island which are not in Fashion Island: otherwise included within the new development or For 2014 $47,300 redevelopment projects. Cumulative Total-see page 1B NIPL ETE 2 01 Landowner has full discretion as to the treatment methods for additional information $1,030,674 COutilized and improvement phasing,to ensure that the ®Completed improvements integrate with the water quality treatment The amount spent above is plans of the new development areas. as of December 31,2014, Responsible party: Irvine Company Annual Report-2016(January 2017) 12 North Newport Center Zoning Implementation and Public Benefit Agreement-Expires August 2032 21 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Fashion Island Section 4.9 Annually.The first report is due by January 18, Landowner agrees to make annual reports to the City ®Check this box when the 2014 Annual Water Quality Paragraph B 2009(one year after the Effective Date of regarding the progress of these enhancements including Report is submitted to the City. Enhancements January 18,2008). the work performed and the amount expended. Date:January 16,2015 Maintenance was conducted on the water COMPLETE 2 quality treatment systems. See page 18 for additional information for year 2014. Responsible party: Irvine Company Cooperation of Section 4.10 If City elects to construct a new City Hall on the Landowner shall cooperate in good faith with City to ®Check this box if the City elects to Landowner if City Paragraph 1 property located on the east side of Avocado implement any necessary land use regulations,including construct a new City Hall on the site Hall Constructed on Avenue,north of the Central Library zoning amendments,and to release and terminate the use north of the Central Library. Property North of restrictions contained in the deed for the property to allow ®Check this box once Landowner has Library for and accommodate construction of a new City Hall on cooperated in good faith with the City COMPLETE 2 that site and has released and terminated the use restrictions contained in the deed for the properly. Date:May 20,2008 Responsible party: Irvine Company Dedication of Lower Section 4.11 Upon issuance of the First Building Permit Landowner shall dedicate to City the Lower Castaways site ❑Check this box once the first building Castaways Paragraph 1 for municipal or municipally sponsored uses allowed under permit has been issued. the General Plan's Recreational Marine Commercial Date:Not Applicable COMPLETE 2 designation such as park marine educational facility, ®Check this box once the Lower marine research and conservation facility,or marine and Castaways site has been harbor dependent service and support uses and other dedicated to the City similar uses in furtherance of the Tidelands Trust. Date:October 17,2008 Responsible party: Irvine Company Dedication of Lower Section 4.11 Not specifed The property shall have a deed restriction in favor of ®Check this box once a deed restriction Castaways Paragraph 1 Landowner which shall restrict the City's use of the property has been issued in favor of the Land- COMPLETE and- C0 PL TE VV to such uses(listed in the row above) and allow the City to owner for the Lower Castaways site contract with a for profit or non-proft entity to operate Date:October 17,2008 certain municipal facilities or to use the property in Responsible parties: furtherance of such uses;provided that the City may not Irvine Company and the City of transfer the property,by sale or long term lease to any Newport Beach private,for-profit company for any commercial boat marina. Annual Report—2016(January 2017) 13 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 22 Ongoing Obligations and Public Benefits The table below lists ongoing obligations from Irvine Company and additional public benefits resulting from Development Agreement No. DA2007-002 referenced above and as amended in August 2012. Ongoing obligations and public benefits listed in the table below are from various sections of the Development Agreement, not including Section 4, Public Benefits. The Implementation and Document Compliance with AHIP is the remaining obligation and will be reported on in the Year 2017 Annual Report. Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Implement and Section 3 Implementation schedule: TIC must implement and document compliance with Check the appropriate box once an Document ` Certificate of use and occupancy for 100th the Affordable Housing Implementation Plan("AHIP") affordable housing agreement has been Compliance with market rate unit/one-third of required units, as amended and adopted in August 2012. executed and recorded for each phase AHIP " Certificate of use and occupancy for 200th below market rate unit/one-third of required units. Affordable Housing Agreement ` Certificate of use and occupancy for 3001h Executed:August 5,2015 market rate unit/one-third of required units. Recorded:September 15,2015 Affordable housing agreement will be executed and 100th market rate unit recorded for designated affordable units in The Bays Date: apartment complex before the point where a 200th market rate unit certificate of use and occupancy is issued for the Date: related market rate units. 300th market rate unit Date: Responsible Party: Irvine Company Pubic Benefit Fee Section 6 A fee shall be paid for the 431 s'unit and all A total of$63,000.00 per unit for the additional 94 Building permit issuance for units (Amendment) subsequent units at the time the building permit is units approved in 2012 shall be paid.The total 431 through 524. issued payment is$5,922,000.00 Date: November 3,2014 0.000 COMPLETE 2 ResIrvine'Cle ompany Public Benefit Fee Section 7 Prior to issuance of each building permit a Public TIC shall pay$26,046.51 per unit for each of the Amount paid by TIC to for Parks (Amendment) Benefit Fee for parks shall be paid on or before additional 94 residential units added to the NNCPC. City for Public Benefit Fee July 1,2013. for Parks: $2.448.371.94 COMPLETE 2 Date July 1,2013 Responsible party: Irvine Company ®Complete` `Amount was paid on or before July 1,2013 but not reported In the 2013 Annual Report Annual Report—2016(January 2017) 14 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 23 Type of Fee, Development Contribution or Agreement Dedication Reference Timing/Milestone Payment/Contribution/Dedication Status Development of Sections 6.7 and TPO approval and compliance with the fair share Since the City will not be developing the Option Site ®Check this box when TPO approval Option Site with 7.1 traffic fee requirements must occur before TIC can with 72,000 square feet: and compliance is attainted 72,000 Square Feet develop the Option Site. TIC must conduct a traffic analysis,provide traffic Date:August 7,2008 of office use mitigation in compliance with the Traffic Phasing Responsible party: COMPLETE 2 Ordinance"TPO"',pay the applicable Fair Share vine Company Traffic Fees,and obtain TPO approval from the Planning Commission(appeal goes to City Council) before It can develop the Option Site with 72,000 square feet of office use. Complete Section 7.3 No later than the earlier of: (1)the date the City Complete construction of a third eastbound left turn ®Check this box once lane Construction of a issues the certificate of occupancy for any new lane at the intersection of MacArthur Boulevard and construction is complete Third stbo d d veto m n and r the Fir Bull ing Permit of San Joaquin Hills Road(within the existing right of Date:October 2012 Le ur e ecI ica ex uI�Ing the u or a wayexcept for an needed dedication at the Responsible party: th ter a ion10 PLp ng ruc br(2)y{d e t t 0 s southwest corner)y Ma he ffe te.(� vine Company and San Joaquin 60 months after the Effective Date is January 18, Hills Road 2013(60 months after January 18,2008). Reimbursement for Section 8 Payment by Landowner to City within 90 days after No more than$200,000.00 reimbursement for actual Amount paid by Landowner Bayside Walkway (Amendment) receipt of written notice that contract for project costs for plans,specifications,permits and/or to City:$152,257.22 Connection construction has been awarded. construction. Date:July 5,2014 COMPLETE 2 Responsible Party Irvine Company ®Complete Annual Review of Section 14 First annual review(including an updated tracking The parties must conduct annual review of ®Check this box once the first annual Compliance with chart of built intensity and provision of public compliance with California Government Code review has taken place Code Sections benefts)must take place by January 18,2009(one sections 65865 and 65865.1 and City of Newport Date:January 16,2009 year after the Effective Date of January 18,2008). Beach Municipal Code§15.45.070. (City Council approval COMPLETE 2 TIC must document the current status of its February 24,2009) entitlement use(i.e.,a tracking chart of built intensity) Responsible party: and its provision of the public benefits identified In Irvine Company Section 4 of the Development Agreement. Annual Report—2016(January 2017) 15 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires August 2032 24 City Concurrence By signing below, the City acknowledges its concurrence with the information presented in the Annual Report. City Acknowledgement Signature Date Title Annual Report Distribution A complete Annual Report for North Newport Center shall be completed and distributed no later than January 18 following each prior year to the individuals listed below. City of Newport Beach 100 Civic Center Drive Post Office Box 1768 Newport Beach, California 92658-8915 Attn: City Manager City of Newport Beach 100 Civic Center Drive Post Office Box 1768 Newport Beach, California 92658-8915 Attn: City Attorney Irvine Company 550 Newport Center Drive Newport Beach, California 92660-0015 Attn: Dan Miller Latham &Watkins LLP 600 West Broadway, Suite 1800 San Diego, California 92101-3375 Attn: Christopher W. Garrett Annual Report—2016(January 2017) 16 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires 2032 �J� 4.4 Circulation Enhancements to Public Right of Way — Completed 2013 Section 4.4 of the North Newport Center Zoning Implementation and public Benefit Agreement requires that individual enhancement projects be established through discussion with the City of Newport Beach Director of Public Works. The table below lists the individual projects resulting from those discussions and the actual or estimated cost for individual project components as of December 31, 2013. Projects 1-4 were completed in 2012. Project 5 was completed in 2013. As shown in the table, the total Irvine Company contribution through a combination of direct construction costs and reimbursement to the city exceeded the established maximum requirement of$ 2,500,000. North Newport Center— Circulation Enhancements to Public Right of Way Transportation Improvements Program Completed December 31, 2013 Cumulative CEC Total Potential Contribution Potential CEC (Maximum Contribution Remaining CEC Project Estimated Project Cost' Contribution Limited To$2,500,000)2 Commitment 1. San Miguel Widening and Intersection Improvements(MacArthur to west of Avocado) including. - Signal modifications at MacArthur and Avocado - Relocation of NW comer entry monument and pine tree replacement Contract Cost = $1,355,6503 Cit Rei u ent $3t:I CIOSA Funding = 450,330 Cos 42 8884 (Complete 2012 Remaining Cost = $ 9_QW 20 of o n = $ 948,208 $948,208 $1,551,792 2. Upgrade Existing Newport Center Traffic Signals(City Project No.03002009) including, lj� A00 - Interconnection of Signals 000 - Traffic Signal 9 Anacapa/Newport Center Drive(Partial) Signal Modifications @ San Miguel/Newport Center Drive(Complete) (Complete 2012 5$920,9645 $910,4831 $1,858,691 $641,309 3. Newport Center Drive Parking Revisions (Complete 2012) $90,000 $90,000 $1,948,691 $551,309 4. Add fourth leg to Center Drive intersection witwpo e tl signalize (Complete 2012) $300,0000 $354,4969 $2,303,187 $196,813 5. Operational Improvements to streeffadjacegkIIIIIIIiiiiallI and 600 of Newport Center Drive(Santa Rosa Revisionuil Irvine Company) Com Iele 2013 $240,828 $278,83810 $2,582,02511 -0- As established in Section 4.4 of the 2011 North Newport Center Annual Report 2 Per North Newport Center, "Zoning Implementation and Public Benefit Agreement"—Section 4.4 (December 18,2007) s Excluding City contributions of$125,000(City Hall costs for Farallon City Hall site entry) 4 Direct costs to Irvine Company incurred outside of City Contract 5 Based on Contract awarded(6/14/11)including$51,000 of contingencies 6 Per Tony Brine's September 13,2013 e-mail aPer$90,000 final cost, consisting of$51,200 in contractor costs(per 9/13/13 e-mail from Tony Brine)and$38,800 spent by Irvine Company on project development and design Per Irvine Company documentation 9 Per final contract costs provided by Irvine Company 10 Per Irvine Company's final project cost for design and construction 11 The total amount paid/contribute by Irvine Company,therefore, exceeds the Maximum Contribution by$85,025. Annual Report-2016(January 2017) 17 North Newport Center Zoning Implementation and Public Benefit Agreement—Expires 2032 20 4.9 B. Fashion Island Water Quality Enhancements - Fashion Island Parking Areas Fashion Island WQMP Master Plan and Treatment - A master treatment plan has been created for all parking lot surface areas in Fashion Island, taking into consideration timing of development phasing, maximizing treatment potential for non-development areas and implementing construction efficiencies for cost minimization. Technical oversight on treatment design and selection to meet State Water Quality Treatment requirements utilizing bio-retention, media filtration and other technology was provided by Stantec Civil Engineering, NMG Soil Engineering and Geosyntec Engineering, a leading bio-retention engineering company. The proposed treatment plan when fully implemented would treat 95% of the parking lot surface areas and 95% of building and hardscape areas. The treatment design will include four bio-retention systems and six media cartridge vault systems designed to treat a total tributary area of 1,687,617 square feet of surface parking area, including 1,539,099 square feet of Non- evelopment area. An additional 1,283,180 square feet of retail building area, including 1,096,65 uare feet of Non- Development area, will be treated as a result of utilization of existing s ystems. Nineteen percent of non-development tributary area will be treated by re tion systems with the remaining 81% treated by media cartridge vault. Additionala improvements will occur in future years. 7 The following tables identify the Non-Develop Quality Treatment from 2008 through December 31, 2014, and the compliance to a Ith tion 4.9, Paragraph B of the Development Agreement. Water quality treatment in 14 include maintenance of the water quality treatment systems. Fashion Island Non-De ��.zntVater Quality Treatment- Completed 2014 Non- Tributary Dev la n Operational Total Cost Total Cost Total Cost Total Cost Total Cost Total Cost Total Cost Location/Name Area(sf)' ea st Cosi Total Cost 2008 2009 2010 2011 2012 2013 2014 1 Bldg.B 2 4 $121,709 - $121,709 - - - - $121,709 and C 3 Frontage 16,273 $10,932 - $10,932 - $10,932 - - - - 3 Bldg,D 58,735 4,000 $88,748 $88,748 $88,748 4 P52 160,453 102,727 $99,020 - $99,020 - $99,020 - - - - 5,6 Center 406,642 349,787 $217,957 - $217,957 - - - - $217,957 - Drive 7,8 Eastside 871,133 432,234 $282,158 $250 $282,408 $112,961 $169,447 - - - - Maintenance - - - - - - - $34,000 $34,000 $47,300 $47,300 $47,300 Total $731,776 $250 $732,026 $112,961 $279,399 $34,000 $34,000 $386,966 $136,048 $47,300 1 This figure represents the total area treated and includes Development and Non-Development areas. 2 This figure represents only the Non-Development parking lot surface areas treated. Compliance To Date, Section 4.9, Paragraph B - Development Agreement 2014 Commitment Commitment Existing Enhancement Enhancement To-Date Remaining Commitment $1,000,000 $983,374 $47,300 $1,030,674 $0 Annual Report-2016(January 2017) 18 North Newport Center Zoning Implementation and Public Benefit Agreement-Expires 2032 27