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HomeMy WebLinkAboutC-5709(A) - Notice of Assignment for Pelican HillSince 1364 February 24, 2015 David Kiff City Manager's Office City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92660 Re: Notice of Assignment — Pelican Hill Dear Mr. Kiff: The Irvine Company LLC ("TIC") owns and operates the Pelican Hill Resort and Golf Club, located at Pelican Point Drive and Cameo Shores Road, Newport Beach, California, 92657 ("Property"). On March 1, 2015, TIC intends to transfer the Property to its affiliate, PH Finance LLC, a Delaware limited liability company. As TIC will no longer be the entity that owns the fee interest in the Property, TIC will need to assign, and PH Finance LLC will assume, TIC's rights and responsibilities under the following agreements and plans: (1) Agreement Re: Low -Flow Diversion System at Pelican Hill Golf Club, dated May 4, 2007 ("Diversion Agreement"); (2) Memorandum of Understanding Between the City of Newport Beach and The Irvine Company, LLC for Irvine Coast Marine Life Refuge Area of Special Biological Significance Exception Process, dated January 13, 2012 ("MOU"); and (3) Water Quality Management Plan for the Pelican Hill Resort, approved August 31, 2005 ("WQMP"). This letter provides the City with notice of the pending assignment and assumption of these agreements and plans effective March 1, 2015 ("Effective Date"). In accordance with Section 14 of the Diversion Agreement, attached hereto as Exhibit A, TIC will assign its rights and obligations under the Diversion Agreement to PH Finance LLC as Successor Owner. PH Finance LLC as Successor Owner agrees to be fully bound by the terms and provisions of the Diversion Agreement. In accordance with Section 8 of the MOU, attached hereto as Exhibit B, TIC will assign all right, title or interest in or to this MOU to PH Finance LLC as Successor Owner, an entity which is under common control with TIC. In accordance with the WQMP, the cover page and Owner's Certification of which is attached hereto as Exhibit C, once TIC transfers its interest in the Property to PH Finance LLC as Successor Owner, PH Finance LLC as Successor Owner shall bear the responsibility to implement and amend the WQMP. 550 Newport Center Drive, Newport Beach, California 92660-7011 949.720.2000 Mr. David Kiff February 24, 2015 Page 2 After the Effective Date, any notice required under the Diversion Agreement, the MOU, or the WQMP should be to Dean S. Kirk at PH Finance LLC: PH Finance LLC 550 Newport Center Drive Newport Beach, CA 92660 Phone: 949.720.2878 Fax: 949.720.2448 Email: dkirkCcirvinecompanv.com Please contact us should you have any questions. THE IRVINE COMPANY LLC By: .RAwx. S • ` 0C Name: Dear. S. Kir4C. Title: V . P. nvtror•n,e)r Soh.\ A-Cairs PH FINANCE LLC By: sum- . 4fNit Name: De -ay, S • k.rk- Title: V.P. Envlronv,ne,rc\at AVAckirs cc: Stephen Badum David Webb Robert Stein Dan Miller Steve Friedlander EXHIBIT A Agreement Re: Low -Flow Diversion System at Pelican Hill Golf Club 0 Agreement Re: Low -Flow Diversion System at Pelican Hill Golf Club This Agreement Re: Low -Flow Diversion System at Pelican Hill Golf Club ("Agreement") is made and entered into as of , 2007 (the "Effective Date"), by and between the City of Newport Beach, California, a municipal corporation organized and existing under and by virtue of its Charter and the Constitution and the laws of the State of California ("City"), and The Irvine Company LLC, a Delaware limited liability company ("TIC'). City and TIC are sometimes referred to herein individually as a "Party" and collectively as the "Parties." RECITALS A. WHEREAS, TIC is the owner of the Pelican Hill Golf Club (the "Golf Club") in Newport Beach, California. A portion of one of the golf courses operated by the Golf Club (the "Golf Course') surrounds the residential community known as. Pelican Point ("Pelican Point"). The homeowners association for Pelican Point is known as the Pelican Point Community Association (the "PPCA"). The PPCA is the owner of the storm drain system within Pelican Point that discharges to the beach adjacent to Pelican Point. Pelican Point and the Golf Course are depicted on Exhibit A, attached hereto. B. WHEREAS, in order to enhance maintenance of water quality management practices for Pelican Point, the Golf Club and a portion of the Cameo Highlands residential community, as well as portions of Pacific Coast Highway and adjacent City'streets (collectively, the "Drainage Sources") that drain urban runoff onto the Golf Course, TIC desires to design and construct a low -flow diversion system. ("Project Improvements") within the Golf Course in the approximate location depicted on Exhibit A. TIC's proposed plan to design and construct the Project Improvements is voluntary on its part and is not a condition to any of TIC's developments in Newport Beach. C. The Project Improvements are intended to divert dry weather flows from the Drainage Sources into a vault structure within the Golf Course, from which such flows will be pumped through a new force main located within the Golf Course to an existing Irvine Ranch Water District ("IRWD") manhole. The flows will continue through existing IRWD sewer facilities and City's sewer facilities and pump system that routes the flows through City sewer lines. The construction of the Project Improvements is intended to eliminate dry -weather drainage from the existing storm drain discharge at Pelican Point and reduce impacts from such drainage on off -shore Areas of Special Biological Significance. D. WHEREAS, because of the benefits to be derived by. the Golf Club, the City, the State of California, Pelican Point and surrounding communities from construction of the Project Improvements, TIC and City desire to enter this Agreement regarding their respective obligations with respect to implementation of the Project Improvements. E. WHEREAS, the ultimate, long-term goal is to divert dry weather flows from the Drainage Sources by including a diversion in a future sewer upgrade project to be constructed by the State of. California, the City or parties other than TIC at Crystal Cove State Park, or, absent that, to assure improved best management practices and the use of best available technology to eliminate pollutants from dry weather flows. 30209-0078/362700.4 5/4/07 NOW, THEREFORE, in consideration of the above recitals and the mutual promises contained herein, TIC and City hereby agree as follows: 1. Term. The term of this Agreement shall commence on the Effective Date, and, unless otherwise terminated as provided in Sections 7 and 15 below, shall remain in effect for so long as TIC chooses to operate the Project Improvements. Time is of the essence in the performance of the obligations of each Party under this Agreement. 2. Description of Proiect Improvements. The Project Improvements will consist of the vault structure, outlets, pump station, storm drain and other improvements described in more detail on Exhibit B attached to this Agreement. The maximum flow of water diverted pursuant to this Agreement shall not exceed fifteen (15) gallons per minute at any time. 3. Project Location: Permits. The Project Improvements will be located within the Golf Course property owned by TIC. TIC shall be responsible for obtaining all permits for construction from City prior to commencement of construction. City's approval of TIC's permit application(s) for the Project Improvements shall not be unreasonably withheld or delayed. 4. Design of Proiect Improvements. TIC shall, at its sole cost and expense, cause the design of the Project Improvements. The design shall include, but not be limited to, a shut off system satisfactory to City that allows the City to stop diversion of flow at any time. City shall notify TIC if City stops diversion of flow at any time within twenty-four (24) hours of such stoppage. The plans for such improvements will be subject to the approval of City's Public Works Department (the approved plans are hereinafter referred to as the "Approved Plans"). City's approval of any plan submittals from TIC regarding the Project Improvements shall not be unreasonably withheld or delayed. 5. Construction of Project Improvements. TIC shall, at its sole cost and expense, cause the construction of the Project Improvements in accordance with the Approved Plans. If, prior to construction of such improvements, TIC desires to materially change the design of the improvements from that shown on the Approved Plans, such changes must be approved by City in advance of construction thereof. After completion of such improvements, TIC shall not materially alter the constructed improvements from their original condition as installed per the Approved Plans without the prior written approval of City. City's approval of any proposed alterations to the improvements shall not be unreasonably withheld or delayed. 6. IRWD Approval. TIC shall be responsible for obtaining IRWD approval, if IRWD's approval is needed, for the diversion of flow through IRWD's sewer lines and all costs and expense associated therewith. 7. Operation and Maintenance of Completed Improvements. TIC shall be responsible for all costs for the operation and maintenance of the completed Project Improvements within the Golf Course. City and TIC will cooperate with each other to establish, prior to the completion of construction of the Project Improvements, operational procedures in compliance with Orange County Sanitation District #5 ("OCSD") requirements for the completed Project Improvements. Among other things, the operational procedures shall require TIC to comply with any rule or 30209-0078/362700.4 5/4/07 2 regulation related to the operation of the Project Improvements; to stop diverting water if the flow being diverted exceeds fifteen (15) gallons per minute or is comprised, in whole or in part, of non -dry weather flow or pollutants that could cause treatment and disposal problems (as determined by any regulatory agency) at the OCSD treatment plant ("Pollutants of Concern"); and to allow City to stop temporarily the diversion of water if City determines that stopping the flow is necessary due to downstream capacity or Pollutants of Concern problems or to allow maintenance and repairs of the downstream City sewer system. Further, in the event that OCSD notifies City that the capacity of the OCSD treatment facilities is insufficient to handle the flows or that OCSD is being adversely affected by Pollutants of Concern from the Drainage Sources, or if OCSD elects to impose charges for acceptance of flows into the OCSD facilities, then City and TIC shall meet to determine alternate methods of handling the excess flows or cost-effective changes to the Project Improvements so that the OCSD sewer capacity is not exceeded or Pollutants of Concern problems aer addressed or whether the payment of charges to OCSD is acceptable. If the Parties are unable to determine alternative methods or changes mutually acceptable to the Parties, or if either Party determines that the charges imposed by OCSD are unacceptable, then this Agreement may be terminated at the option of TIC or City by providing thirty (30) days to the other Party. 8. Utilities. TIC shall be responsible for all utility costs and expenses related to the Project Improvements. City shall only be responsible for any utility costs and expenses associated with City's Cameo Shores Pump Station. City shall cooperate with TIC and the applicable utility companies in allowing electrical and telephone connections in the Cameo Shores Road right-of-way. 9. City as Project Sponsor. City agrees to act as the sponsor of the Project Improvements before any wastewater treatment agency with jurisdiction over the Project Improvements. 10. City Coordination with Neighboring Communities. City shall use best efforts to institute education programs, mailers and otherwise coordinate with homeowner associations for Cameo Highlands and Pelican Point to minimize drainage from such communities into the Project Improvements. .At a minimum, City will provide a mailer to the property management companies of such communities to be distributed annually to residents of each community regarding proper irrigation practices and control of overwatering in connection with their landscape maintenance. 11. Project Coordination, City designates Robert Stein, telephone (949) 644-3322, fax (949) 644-3308, to act as its representative with respect to all matters under this Agreement. TIC designates Scot Scialpi, telephone (949) 720-2817, fax (949) 720- 2448, to act as its representative. Either Party may change its designated representative by providing written notice of same to the other Party. 12. Indemnification. TIC shall defend, indemnify and hold harmless City, its City Council, boards and commissions, officers and employees from and against any and all loss, damage, liability, claims, suits, costs and expenses whatsoever, including reasonable attorneys' fees when outside attomeys are used (collectively, the "Claims") arising from or related to (a) TIC's design, installation, operation and maintenance of the Project Improvements, and (b) TIC's performance of its 30209-0078/362700.4 5/4/07 3 obligations hereunder; provided, however, that TIC's obligations under this Section shall not apply to the extent that any Claim is caused by the negligence or willful misconduct of City or its contractors. 13. Notices. All notices required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given upon delivery, if personally delivered, or within 48 hours of deposit in the United States mail, if sent by prepaid first-class mail, addressed as follows: If to City: City of Newport Beach Public Works Department 3300 Newport Boulevard (P.O. Box 1768) Newport Beach, CA 92658-8915 Attn: Robert Stein If to TIC: The Irvine Company LLC 550 Newport Center Drive Newport Beach, CA 92660 Attn: Eric Prevette Either Party may change its address for notice by providing written notice of such changed address to the other. 14. Assignment. TIC may assign its rights and obligations under this Agreement to a subsequent owner of the property on which the Project Improvements are located, any affiliate of TIC (that is, any entity controlling, controlled by or under common control of TIC), or any person or entity that has, in City's reasonable opinion, the financial and administrative capacity and is otherwise capable of performing TIC's construction and maintenance obligations hereunder (each, a "Successor"). Any such assignment must be in writing, must contain the Successor's agreement to be fully bound by the terms and provisions of this Agreement, and a copy of such assignment must be delivered to City. After the effective date of any such assignment by TIC, TIC shall have no further rights or obligations hereunder. 15. Termination. A. In the event TIC fails or refuses to timely perform any of its obligations under this Agreement in the manner required or if TIC violates any provisions of this Agreement, TIC shall be deemed in default. If such default is not cured within a period of ten (10) working days, or if more than ten (10) working days are reasonably required to cure the default and TIC fails to commence to cure its default or provide City with adequate assurance of due performance within ten (10) working days after TIC receives written notice of default from City, City may terminate the Agreement forthwith by giving written notice. City may, in addition to the other remedies provided in this or authorized by law, terminate this agreement by giving written notice of termination. B. This Agreement may be terminated by either Party upon thirty (30) days prior written notice as provided in Section 7 above. 30209-0078/362700.4 5/4/07 4 C. This Agreement shall automatically terminate if IRWD refuses to allow the diversion of water through IRWD sewer lines, if OCSD refuses to accept the flows to be diverted under this Agreement; or if any rule, regulation, law, statute or ordinance prohibits the diversion contemplated by this Agreement. 16. Costs and Expenses. TIC shall be responsible for any and all costs and expenses that are related in any way to the Project Improvements not expressly attributable to City. 17. Authority. The Parties to this Agreement represent and warrant this Agreement has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms. 18. Amendment. This Agreement may be amended only by a written instrument approved and executed by the Parties. 19. Controlling Law and Venue. The laws of the State of California shall govern this Agreement, and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 20. Successors. This Agreement shall be binding upon and inure to the benefit of TIC and City and the successors and assigns of each Party. 21. Entire Agreement. This Agreement, together with the Exhibits attached hereto, constitutes the entire agreement between City and TIC pertaining to the subject matter hereof, and all prior and contemporaneous agreements, representations, negotiations and understandings of the Parties, whether written or oral, are hereby superseded and merged herein. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the day and year first above written. "TIC" The Irvine Company LLC a Delaware limit d 1'- • ity company By: By: L. K. ' Prevette Executive Vice President, Resort Properties I �� Mary K. Wl stbrook Assistant Secretary 30209-0078/362700.4 5/4/07 5 "City" City of Newport Beach, a California municipal corporation APPROVED A$ TO FORM: By: Homer Bludau City Manager ATTEST: LaVonne Harkless City Clerk 30209-0078/362700.4 514/07 6 By: ( City Attorney I _—a—_ Exhibit A Depiction of Pelican Point, the Golf Course, and Protect Location PELICAN POINT DIVERSION SYSTEM EXHIBIT LEGEND IWJER$WED MDR( EXISTING SEWfR PROPOSED FORCE MY PROPOSED AL7ERAL4Ir FORE MAW • PROPOSED PUMP STATION 4 f �a-� �81`SCI E fACUTC1V •.,.r i ^ + PACFICOCEAN • 30209-0078/362700.4 5/4/07 STANUC CONSULTING INC. 19 if:3 MIRTH Coille Wiled. Cs 4:hla 5talltec 90.921.6G:13 Mutual bl. 204 55750a I DATFt Z -26-O7 Exhibit B Description of Proiect Improvements The lift station will have the following equipment and appurtenances: a. Pre -cast concrete wet well 6ft diameter, 18 ft deep with a concrete top and 3.5' x 4.5' aluminum access hatch door. b. Duplex submersible pumps with capacity and total dynamic head 15 gpm at 68 ft each. The pumps will be equipped with 230 volt (single phase) 1.5 HP motor with 3500 RPM speed each. c. Pump discharge piping and force main, 1%:" size. The piping will be PVC pipe from the pumps through flow meter and schedule 40 PVC pipe from the meter box to the connection at the City of Newport Beach sewer manhole near the cul-de-sac of Pelican Point Drive d. Alternate 1 Y2" line from the pump station to the Crystal Cove State Park side of the Golf Course e. Check valve and isolation valves on the pump discharge riser in the wet well. f. Package pump control system including pump control panel, water level float switches. g. Magnetic flow meter in the force main near the wet well. h. Variable frequency drives (VFD), 240V (single phase), 2 HP, one for each pump. The VFD will be installed at the pump control panel. i. A pump shutoff system accessible to City on a 24-hour basis. j. Power Service meter cabinet located in Cameo Shores Road. k. Power cable and telephone cables in conduits will be connected from the points of connection in Cameo Shores Road through the service meter cabinet to the pump control panel. The conduits will be installed along the force main in the common trench. 30209-0078/362700.4 5/4/07 8 EXHIBIT B Memorandum of Understanding Between the City of Newport Beach and the Irvine Company, LLC for Irvine Coast Marine Life Refuge Area of Special Biological Significance Exception Process TO: FROM: CITY OF NEWPORT BEACH City Council Staff Report Agenda Item No. January 24, 2012 HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL Public Works Department Stephen G. Badum, Public Works Director 949-644-3311, sbadum@newportbeachca.gov PREPARED BY: Bob Stein, Assistant City Engineer rstein@newportbeachca.gov APPROVED: TITLE: Memorandum of Understanding to Accommodate The Irvine Company under the City Exception Process to the California Ocean Plan for Discharges to Areas of Special Biological Significance ABSTRACT: It is expected that the State Water Resource Control Board (State Board) will grant the City an Exception to the California Ocean Plan to allow existing storm water discharge into Areas of Special Biological Significance (ASBS). The Exemption will include conditions (called "Special Protections") that the City will be required to fulfill. The Irvine Company (TIC) has requested that it be covered under the City's Exemption. RECOMMENDATION: Approve and execute the Memorandum of Understanding .(MOU) with TIC to include TIC under an Exception to the California Ocean Plan for selected discharges into ASBS expected to be granted to the City by the State Board. FUNDING REQUIREMENTS: As proposed by the State Board, the City's annual costs for routine monitoring as required by the Exemption are estimated at $20,000 per year. If the MOU with TIC is approved, the annual cost would increase City costs about $10,000 per year. The current adopted budget includes sufficient funding for this activity. It will be expensed to the NPDES Administration account in the Public Works Department, 5060- 8080. Memorandum of Understanding to Accommodate The Irvine Company under the City Exception Process to the California Ocean Plan for Discharges to Areas of Special Biological Significance January 24, 2012 Page 2 DISCUSSION: The ASBS support many of the beneficial uses outlined in the California Ocean Plan of which the most relevant relate to recreational uses of the beach and support of the special habitat within the ASBS. In 2005, the State Board advised the City that any direct storm drain discharges into the Newport ASBS (see attached location map) along Newport Coast that contained any constituents of anthropomorphic origin would be in violation of the California Ocean Plan. There are 23 existing storm drain discharge points into Newport ASBS. Three of the storm drains are City drains (18 -inch diameter) that capture runoff from the Shorecliffs and Cameo Shores communities. The remaining drains are small (less that 6 -inch diameter) and drain residential properties adjacent to the beach. TIC and the Pelican Point Community Association each received an identical letter in 2005 from the State Board prohibiting discharges from the Pelican Point watershed into the Irvine ASBS. The small Pelican Point watershed includes the Pelican Point community, portions of the Pelican Hill Golf Course, and portions of Cameo Highlands and adjacent Coast Highway. TIC and the Pelican Point Community Association were the only non-governmental agencies to receive these notifications. It is unclear why they were singled out. In 2006, the City executed an agreement with the Pelican Point Community Association to include it in the City's ASBS protection program. Over the past six years, the City, with assistance from TIC, has attempted to work with the State Board to define appropriate Special Protections for the Exception to allow for storm water discharge from these drains. During this period, the City hired a consultant to monitor flow and water quality from these storm drains as well as water quality within the near shore receiving waters. TIC has also been monitoring flow and water quality emanating from the Pelican Point watershed and within the near shore receiving waters. Additionally, TIC constructed a pump station to capture all dry weather flows from this watershed and divert these -flows to the City's sanitary sewer system in Cameo Shores. These flows are then pumped through a series of pump stations to the Orange County Sanitation District plant in Huntington Beach. TIC operates and maintains the Pelican Point pump station. It is expected that once the Exception is approved, there will be requirements for annual monitoring similar to what is currently being performed by the City and TIC. In asking to be covered under the City's Exemption, TIC has requested the City relieve TIC of future routine monitoring responsibilities and to incorporate the monitoring of the Pelican Point watershed into the City's monitoring of drains near Buck Gully and Morning Canyon. While adding to the City's monitoring costs, from a practical point of view it makes sense for a single consultant to perform the monitoring. The monitoring is a benefit not only to TIC, but to property owners in the Pelican Point and Cameo Highland communities. By assuming responsibility for the routine monitoring, the City partially offsets costs incurred by TIC for construction, operation and maintenance of the Pelican 2 Memorandum of Understanding to Accommodate The Irvine Company under the City Exception Process to the California Ocean Plan for Discharges to Areas of Special Biological Significance January 24, 2012 Page 3 Point pump station. As outlined in the MOU, TIC would still be responsible for participating in future projects needed to reduce pollutant Toads entering the ASBS. ENVIRONMENTAL REVIEW: Staff recommends the City Council find this project exempt from the California Environmental Quality Act ("CEQA") pursuant to Section 15306 (Information Collection) 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. NOTICING: The agenda item has been noticed according to the Brown Act (72 hours in advance of the meeting at which the City Council considers the item). Submitted by: eidum r s Director Attachments: A. Proposed MOU between the City and The Irvine Company B. MOU between the City and the Pelican Point Community Association (2006) ATTACHMENT A MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF NEWPORT BEACH AND THE IRVINE COMPANY, LLC FOR IRVINE COAST MARINE LIFE REFUGE AREA OF SPECIAL BIOLOGICAL SIGNIFICANCE EXCEPTION PROCESS THIS MEMORANDUM OF UNDERSTANDING ("MOU") is made and entered into as of , 2012 ("Effective Date") by and between the City of Newport Beach, a California municipal corporation ("City") and The Irvine Company, LLC, a Delaware limited liability company ("TIC"). RECITALS . WHEREAS, the State Water Resources Control Board ("Board") has begun an active campaign to issue exceptions to Section III.E.1 of the Ocean Plan that requires that: 'Waste shall not be discharged to areas designated as being of special biological significance" ("ASBS"); WHEREAS, the City is seeking an exception to allow the City and those entities operating under the City's exception to discharge runoff into the ASBS ("Exception Process"); WHEREAS, TIC received a letter dated October 18, 2004 from the Board informing TIC, under the Ocean Plan, that it is not authorized to discharge any waste from its storm drain system to the ASBS, and that TIC may, if it believes its discharges will not compromise protection of ocean waters for beneficial uses, request coverage under the exception process to the Ocean Plan in order to continue to discharge dry and wet weather runoff into ASBS No. 33 (the Irvine Coast Marine Life Refuge Area of Special Biological Significance ). A copy of this letter is attached hereto as Exhibit "A" and incorporated herein by reference. WHEREAS, it is anticipated that the special protections specified under the Exception Process will require annual inspections and flow and constituent monitoring at the end of pipe discharging directly to ASBS No. 32 (Newport ASBS) and in the Pelican Point Subwatershed. (defined below) portion of ASBS No. 33 (collectively, "Newport Beach ASBS") receiving waters during the dry and rainy season. A map depicting the Newport Beach ASBS is attached hereto as Exhibit "B" and incorporated herein by reference; WHEREAS, it is anticipated that the Exception Process will require preparation of a Storm Water Pollution Prevention Plan ("SWPPP") that will define steps to be implemented to prevent anthropogenic impacts from wet weather flows to the Newport Beach ASBS; WHEREAS, City has provided funding; conducted flow, water quality, toxicity and bioaccumulation testing; conducted public use studies; and investigated tidal and Iongshore current transport mechanisms that pertains to the Newport Beach ASBS; WHEREAS, City has participated in funding regional ocean monitoring programs to characterize benthic community health of intertidal and subtidal marine life species within the Newport Beach ASBS; WHEREAS, City has participated in regular coordination and public meetings with the Board, as well as coordination meetings with other agencies in Southern California with MLR ASBS concerns; WHEREAS, City is implementing projects to reduce impacts to the Newport Beach ASBS; WHEREAS, TIC has constructed a facility to capture dry weather flow within the Pelican Point subwatershed, which includes City, Caltrans, Pelican Point Homeowners Ownership Association and TIC owned property (collectively, "Pelican Point Subwatershed"), and pumps these flows into the City's sanitary sewer. The Pelican Point Subwatershed is depicted in Exhibit "B"; WHEREAS, on March 28, 2006, City agreed to submit relevant data to the Board relating to the Newport Beach ASBS and authorized the Mayor to write a letter to the Board stating that the City is interested in working with the Board's Exception Process for the Newport Beach ASBS provided that the City's participation leads to an outcome within the Exception Process that is reasonable and attainable ("City's Response"); WHEREAS, TIC desires to be included under the City's coverage under the Exception Process contemplated by the City's Response; NOW, THEREFORE, IT IS AGREED by and between the undersigned parties as follows: 1. TERM The term of this MOU shall commence on the Effective Date and shall continue until the expiration of the Exception Process, unless terminated earlier as set forth herein. 2. INCORPORATION OF RECITALS The above Recitals are hereby incorporated by reference into the operative part of this MOU. 3. SCOPE OF MOU 3.1 City will include TIC in its coverage under the Exception Process as contemplated in the City's Response and represent TIC at coordination and public meetings with regard to the Newport Beach ASBS. 3.2 City shall use its best efforts to work with TIC to implement measures to reduce runoff and subsurface inflow, if any, emanating from TIC owned lands within the Pelican Point Subwatershed. Page 2 of 7 3.3 The parties agree that the City, in its sole and absolute discretion, shall have the right to take action to withdraw the City from the Board's Exception Process at any time. If the City elects to withdraw from the Board's Exception Process, the parties agree that TIC may continue with the Board's Exception Process in its own name to the extent allowed by the Board or withdraw from the Board's Exception Process. The parties hereto also agree that, at any time (including after granting of the Exception Process), TIC shall have the right to withdraw TIC from the Board's Exception Process or to withdraw from the City's coverage under the Board Exception Process and terminate this MOU pursuant to Section 6.1. 4. COOPERATION 4.1 TIC agrees that, subject to the withdrawal provision of Section 3.3, upon granting of the Exception Process it will comply with all applicable mandates, conditions and obligations of the Board's ASBS program including, but not limited to, the Exception Process for the Newport Beach ASBS. 4.2 TIC shall cooperate with City staff to initiate and complete requirements of the Exception Process including specific measures to reduce any significant dry weather runoff and subsurface inflow flowing to the Newport Beach ASBS from TIC owned lands within the Pelican Point Subwatershed and institute measures to reduce the amount of materials, if any, defined by the Board as harmful to marine life, entering the the Newport Beach ASBS from TIC owned lands within the Pelican Point Subwatershed, in each case TIC's costs to be borne by TIC. 4.3 TIC shall provide reasonable and periodic access to TIC owned lands to allow City staff and consultants to perform monitoring functions as needed to meet the requirements of the Board. 5. COSTS 5.1 City will fund water quality monitoring, ecological studies and preparation of the SWPPP as required to implement the Exception Process. 5.2 TIC shall be responsible for expenses associated with monitoring or reducing dry -weather flows and harmful materials, if any, from TIC owned lands within the Pelican Point Subwatershed and expenses associated with maintaining the Pelican Point dry -weather flow diversion pump station to the extent that TIC elects to continue to operate the pump station which it operates on a voluntary basis. TIC shall reimburse City for any and all expenses attributable to TIC within thirty (30) days of receipt of invoice from the City. Nothing in this MOU shall obligate TIC to continue to maintain or operate the Pelican Point dry -weather flow diversion pump station or to maintain the current use of or to not modify the current use of TIC owned land within the Pelican Point Subwatershed. 5.3 For all issues involving mutual costs or TIC costs, City will obtain written concurrence from TIC prior to initiating any non -emergency services or work, including, but not limited to, studies or projects, for which the City will seek to recover costs and Page 3 of 7 • expenses from TIC. If TIC fails to give its written concurrence for a cost that the City deems necessary City may immediately terminate this MOU. TIC will pay all costs attributable to it under this MOU, within thirty (30) days of receipt of invoice from City, including all costs incurred prior to termination. 6. TERMINATION 6.1 This MOU may be terminated by the City or TIC on not less than ten (10) calendar days prior written notice to the other party if (i) the City or TIC elects to withdraw from the Board Exception Process or the City's coverage under the Board Exception Process pursuant to Section 3.3 hereof; (ii) the City or TIC determines, in its sole and absolute discretion, that the other party is not fulfilling its obligations under this MOU; or (iii) TIC elects to stop maintaining and operating the Pelican Point dry -weather flow diversion pump, station. Upon any termination of this MOU pursuant to this Section 6.1, each party shall be responsible for amounts then owed under the MOU and subsequently the parties shall have no further obligations under this MOU. Notwithstanding the termination provisions provided above, the City may terminate this MOU at any time without cause on not less than ten (10) calendar days prior written notice to TIC. 6.2 The granting of the Boards Exception Process is a condition subsequent to the continued effectiveness of this MOU, the MOU shall be rendered null and void should such an exception not be issued. 6.3 If any condition or requirement imposed by the Board or Regional Water Quality Control Board is deemed by either party to be unreasonable and/or unattainable, either party may terminate this MOU pursuant to Section 6.1. 6.4 TIC's coverage under the City's Exception Process shall immediately cease with any termination of this MOU. 7. NOTICES 7.1 All notices, demands, requests or approvals to be given under the terms of this MOU shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail; postage prepaid, first-class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from TIC to City shall be addressed to City at: Attn: Stephen Badum Public Works Department City of Newport Beach 3300 Newport Boulevard PO Box 1768 Newport Beach, CA 92658 Page 4 of 7 5 7.2 Ali notices, demands, requests or approvals from City to TIC shall be addressed to TIC at: Attention: Clay A. Halvorsen General Counsel The Irvine Company 550 Newport Center Drive Newport Beach, CA 92660 8. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this MOU, neither City nor TIC shall assign its right, title or interest in or to this MOU without the prior written consent of the other party. Notwithstanding the foregoing, TIC, may assign all right, title or interest in or to this MOU to an entity which controls, is controlled by or is under common control with TIC. 9. HOLD HARMLESS 9.1 This MOU is entered into without admission of liability or waiver whatsoever, including with regard to the law governing ASBS, MLR ASBS, or water quality control in general, and each party reserves to itself all rights and remedies it may hold. 9.2 To the fullest extent permitted by law, TIC shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this MOU by TIC, any work performed or servicesprovided under this MOU by TIC including, without limitation, defects in workmanship or materials or TIC's presence or activities conducted under this MOU (including the negligent and/or willful acts, errors and/or omissions of TIC, its principals, officers, agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 9.3 Notwithstanding the foregoing, nothing herein shall be construed to require TIC to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this MOU. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by TIC. Page 5 of 7 10. CONTROLLING LAW AND VENUE The taws of the State of California shall govern this MOU and all matters relating to it and any action brought relating to this MOU shall be adjudicated in a court of competent jurisdiction in the County of Orange. 11. COUNTERPARTS This MOU may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. 12. NO ATTORNEY'S FEES In the event of any dispute or legal action arising under this MOU, the prevailing party shall not be entitled to attorney's fees. 13. NO DAMAGES The parties acknowledge that City and TIC would not have entered into this MOU if either were to be liable in damages under, or with respect to, this MOU or any of the matters referred to in this MOU. Accordingly, (I) TIC covenants on behalf of itself and its successors and assigns, not to sue the City for damages or monetary relief for any breach of this MOU by City or arising out of or connected with any dispute, controversy, or'issue between City and TIC regarding this MOU or any of the matters referred to in this MOU or any future amendments or enactments thereto, the parties agreeing that declaratory and injunctive relief, mandate, and specific performance shall be TIC's sole and exclusive judicial remedies and (ii) City covenants on behalf of itself and its successors and assigns, not to sue TIC for damages or monetary relief for any breach of this MOU by TIC or arising out of or connected with any dispute, controversy, or issue between TIC and City regarding this MOU or any of the matters referred to in 'this MOU or any future amendments or enactments thereto, the parties agreeing that declaratory and injunctive relief, mandate, and specific performance shall be City's sole and exclusive judicial remedies; provided, however, that City may seek recovery for amounts due City from TIC pursuant to Section 5 of the MOU prior to the termination of this MOU. Page 6 of 7 to IN WITNESS WHEREOF, the parties have caused this MOU to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: t 3 1. By: Aaron C. a City Attorney ATTEST: Date: CITY OF NEWPORT BEACH, A California municipal corporation Date: ��. By: Mayor THE IRVINE COMPANY, LLC, A Delaware limited liability company Data,• / " /) ► Z ,, By: B Leilani I. Brown Da lel T. Miller City Clerk Senior Vice President Entitlement & Public Affairs Date: / By: CI - . Halvorsen or Vice President, General Counsel ATTACHMENTS: Exhibit "A": Letter dated October 18, 2004 from the Board to TIC Exhibit'B": Newport Beach ASBS and Pelican Point Subwatershed Depiction Page 7 of 7 EXHIBIT A State Water Resources Control Board Terry Tamminen Secretary for 6nvlranrnenral Pm,enlon October 18, 2004 Executive Office 1001 f Street • Sacrarento, California 95814 • (916) 341.5615 Mailing Addreu: P.O. Box 100 • Sacramento, California • 95812-0100 Fax (916) 341-5621 • http//www.awrcb.ca.gov Mr. Donald Bren, Chairman The Irvine Company 550 Newport Center Drive Newport Beach, CA 92660 Dear Mr. Bren: Arnold Schwatzenegger Governor PROHIBITION OF WASTE DISCHARGES INTO THE IRVINE COAST MARINE LIFE REFUGE AREA OF SPECIAL BIOLOGICAL: SIGNIFICANCE The California Ocean Plan (Ocean Plan), adopted by the State Water Resources Control Board (State Board) and approved by the U.S. Environmental Protection Agency (U.S. EPA), lists 34 coastal marine waters which the State Board has designated as Areas of Special Biological Significance (ASBS). ASBS are defined as "those areas designated by the State Board requiring protection of species or biological communities to the extent that alteration of natural water quality is undesirable." The Ocean Plan, Section f.E.1., requires that: "Waste* shall not be discharged to areas designated as being of special biological significance. Discharges shall be located a sufficient distance from such designated areas to assure maintenance of natural water quality conditions in these areas." "Waste" is defined as the "total discharge, of whatever origin." Your discharge of storm water (dry and wet weather runoff) into the Leine Coast Marine Life Refuge Area of Special Biological Significance is subject to the prohibition against waste discharges to an ASBS. The Ocean Plan, Section ULL1, allows the State Board to grant exceptions to this prohibition, provided that the exception "will not compromise protection of ocean waters for beneficial uses, and, [t]he public interest will be served." Prior to granting an exception, the State Board must hold a public hearing, and there must be compliance with the California Environmental Quality Act (CEQA). The U.S. EPA must also concur. Information regarding the Ocean Plan, ASBS, or existing exceptions to the Ocean Plan may be found at http://www.swrcb.ca.sov/pltspols/oplans/index.htnii California Environmental Protection Agency oled Paper {12 Mr. Donald Bren - 2 - October 18, 2004 Because you do not already have an exception issued by the State Board for discharges to the ASBS, you are required to cease discharging. You may, however, request an exception to the prohibition if you believe your discharge will not compromise protection of ocean waters for beneficial uses, and the public interest will be served. Please notify the State Board prior to January 1, 2005 whether you intend to cease discharging to the specified ASBS or whether you will seek an exception. We will discuss further steps with you subsequently. Your response should be sent to Dominic Gregorio of the Division of Water Quality, Ocean Standards Unit, with a copy sent to the Santa Ana Regional Water Quality Control Board. The State Board staff will hold a workshop, at a date and location as yet to be determined, for those parties interested in pursing an exception. The purpose of this workshop will be to provide information on the procedures for applying for an exception and possible funding sources that may be available to address discharges into ASBS. You will receive an invitation to this workshop in the near future. If you have any questions, please feel free to contact Stan Martinson, Chief, Division of Water Quality, at (916) 341-5458 (marts@swrcb.ca.gov) or Dominic Gregorio, Division of Water Quality, Ocean Standards Unit, at (916) 341-5488 (gregd@swrcb.ca.gov) . Sincerely, Original signed by Tom Howard for Celeste Cantu Executive Director cc: Mr. Larry McKenney Orange County Watershed & Coastal Resources Office P.O. Box 4048 Santa Ana, CA 92702-4048 Mr. Dave Schaub Department of Parks and Recreation P.O. Box 942896 Sacramento, CA 94296-0001 Mr. Gerard J. Thibeault, Executive Officer Santa Ana Regional Water Quality Control Board 3737 Main Street, Suite 500 Riverside, CA 92501-3339 California Environmental Protection Agency 0 Recycled Paper �4 Mr. Donald Bren - 3 - October 18, 2004 bcc: Board members, EXEC Tom Howard, EXEC Sheila Vassey, OCC Betsy Jennings, OCC John Norton, OSI Stan Martinson, DWQ John Ladd, DWQ Gerald Bowes, DWQ Bruce Fujimoto, DWQ Frank Palmer, DWQ Frank Roddy, DWQ Dominic Gregorio, DWQ w34tandardstaneralDO—VERSION 413nailD. Brea -Irvine Co.dac California Environmental Protection Agency 0 Recycled Paper EXHIBIT B NCI ATTACHMENT B 2 3 4 s'. B 7 8 9 10 11 12 13 14 16 16 17 18 19 20 21 22 23 24 26 26 1] 0 Ismu• 11?"111a 11TI • " .JAP •; 1}r s THIS MEMORANDUM OF UNDERSTANDING ("MOU") is made and entered into as of the signed by the Mayor, City of Newport Beach, is, BY AND BETWEEN ►i`f 7 The CITY OF NEWPORT BEACH, a Municipal Corporation hereinafter referred to as "City", Pelican Point Community Association, a California corporation, hereinafter rekrmd to as'Telican Point". WHEREAS, the State Water Resources Control Board (Board) has begun an active campaign to enforce Section II1.E.I of the Ocean Plan that requires: "Waste shall not be discharged to areas designated as being of special biological slX0can&' (ASBS); WHEREAS, Pelican Point received a letter on December 5, 2005 from the Board informing Pelican Point Community Association (Pelican Point), under the Ocean Plan, is not authorized to discharge any waste from its storm drain system to the ASBS, and that Pelican Point may, if it believes its discharges will not compromise protection of ocean wasters for beneficial uses, request coverage under the exception process to the Ocean Plan in order to continue to discharge dry and wet weather runoff into the Irvine Coast Area of Special Biological Significance (ASBS) and supply specific information by May 31, 2006 to support the Board's consideration of an exception to the Ocean Plan for discharges to the Irvine Coast i ASBS; Page 1 of i 16N • • 1 WHEREAS, City has created the Newport Coast Watershed Program and has initiated a number of 2 flow, water quality, ecological, and groundwater studies as initial planning stops toward protecting the 3 watershed and adjacent coastline; 4 ' WHEREAS, City has agreed to submit relevant data to the Board relating to the Newport Beach 5 Marine Life Refuge ("MLR") ASBS and the Irvine Coast MLR ASBS and have the Mayor write a letter to t3 the Board stating that the City is interested in working with the Board's Exception Process for the Newport 7 Beach MRL ASBS and the Irvine Coast MRL ASBS provided that the City's participation loads to an 8 outcome within the Exception Process that is reasonable and attainable ("City's Response"); 9 WHEREAS, Pelican Point desires to be included in the City's Newport Coast Watershed Program 10 and City's Response; 11 WHEREAS, Pelican Point does not have the technical expertise, financial resources and sufficient 12 time to prepare the specific information requested by the Board for consideration of an exception to the 13 Ocean Plan; 14 WHEREAS, the City has provided funding and conducted flow and water quality testing that 15 pertains to the Pelican Point watershed area; 16 NOW, THEREFORE, IT IS AGREED by the parties hereto as follows: 17 A. CITY will include Pelican Point into its Newport Coast Watershed Program and City's 18 Response. The parties agree that tho City, in its sole discretion, shall have the right to take action to 19 withdraw the City from the Board's Exception Process at any time. If the City elects to withdraw from the 20 Board's Exception Process, Pelican Point shall be allowed to continue with the Board's Exception Process 21 in its own name or withdraw from the Board's Exception Process. The parties hereto also agree that, at any 22 time, Pelican Point shall have the right to request that the City withdraw Pelican Point from the Board's 23 Exception Process. 24 8. City agrees that: 25 28 Page 2 of 2 1.0 • 1 1. In City's sole discretion, it may fund future studies and monitoring as needed to 2 implement all or parts of the Newport Coast Watershed Program and the associated reasonable and 3 attainable drainage requirements and conditions from the Board. 4 2. City shall use its best efforts to work with The Irvine Company (TIC) for waste and 5 discharge issues emanating from the golf course and TIC properties. 8 C. Pelican Point agrees that: 7 1. It will comply with all reasonable and attainable mandates, conditions and 8 obligations set by the Board including, but not limited to, the Board Exception Process for the Newport 9 Coast Watershed Program. 10 2. Pelican Point shall cooperate with City staff to initiate and complete specific 11 reasonable and attainable measures to significantly reduce dry weather runoff flowing to the Irvine Coast 12 ASBS and institute reasonable and attainable measures to significantly reduce the amount of materials, 13 defined by the Board as harmful to marine life, entering the Irvine Coast ASBS, at Its own cost. 14 3. Pelican Point shall be responsible for expenses associated with reducing dry -weather 16 flows and harmful materials from common association areas. 18 4. Pelican Point shall provide reasonable and periodic access to City staff and consultants to 17 perform monitoring functions as needed to meet the requirements of the Board; 18 5. The parties agree that for all issues involving mutual costs, City will obtain written 19 concurrence from Pelican Point prior to initiating any services or work, including, but not limited to, 20 studies or projects, for which the City will seek to recover costs and expenses from Pelican Point. 21 6. The parties agree that if the Board does not grant the exception or if any condition or 22 requirement imposed by the Board or Regional Water Quality Control Board is deemed by the City to be 23 unreasonable and unattainable, the City shall have no further obligations under this MOU. 24 7. The parties agree that if the City determines, in its sole discretion, that Pelican Point 25 or its members are not fulfilling their obligations under this MOU or otherwise, it may provide notice to 28 Pelican Point thereof and shall have no further obligations under this MOU. Page 3 of 3 ', m.o . 410 1 2 3 4 5 6 7 8 9 10 11 12 13 14 16 16 17 18 19 20 21 22 23 24 25 26 • • IN WITNESS WHEREOF, the City has caused this MOU to be executed by the Mayor and attested by its clerk, and Pelican Point has caused this MOU to be executed by its President of Pelican Point Board attested by its Secretary, all thereunto duly authorized by Minute Orders of the Clty Council and the Pelican Point respectively, on the date written opposite their signatures. Pelican Point a California Corporation Date: By: Date: I1--01.8-04 ATTEST: City Clerk of the Council THE CITY OF NBWPORT BEACH, A municipal corporation By: Apprgyed as to form: City Attorney Page 4 of 4 22 EXHIBIT C Water Quality Management Plan DRAFT WATER QUALITY MANAGEMENT PLAN (WQMP) FOR THE PELICAN HILL RESORT Vesting Tentative Tract No. 16566: PA030075 — Pelican Hill Lower Casitas Vesting Tentative Tract No. 16567: PA030078 — Pelican Hill Upper Casitas Vesting Tentative Tract No. 16568: PA030076 — Pelican Hill inn Tract No. 14131, Lot 2: PA030077 — Pelican Hill Golf Club . County of Orange No. WQOS-0032 Prepared For: THE IRVINE COMPANY 550 Newport Center Drive Newport Beach, California 92660 (949) 720-2000 Prepared ay: KMCh COMPO b■I TIKC 19 Technology Drive Irvine, Celifbmia 92618 (949) 923.6000 May 31, 2005 Revised August 23, 2005 OWNER'S CERTIFICATION WATER QUALITY MANAGEMENT PLAN FOR PLANNING APPLICATION #PA030075, PA030076, PA0030077 AND PA0030078 AND VESTING TENTATIVE TRACT NO. 16566, VESTING TENTATIVE TRACT NO. 16567: PA030078, VESTING TENTATIVE TRACT NO. 16568 AND TRACT NO. 14131, LOT 2 This Water Quality Management Plan has been prepared for The Irvine Company by The Keith Companies, Inc. It is intended to comply with the requirements of the County of Orange Resources and Development Management Department (RDMD), Vesting Tentative Tract No. 16566, Vesting Tentative Tract No. 16567, Vesting Tentative Tract No. 16568 and Tract No. 14131, Lot 2, and Site Development Permit/Planning Application Number PA030075-Condition No's. 34, 35 and 36; PA030076-Condition No's. 28, 29, and 30; PA0030077-Condition No's. 33, 34, and 35; PA0030078-Condition No's. 30, 31, and 32 requiring the preparation of a Water Quality Management Plan (WQMP) and requiring coverage under the Statewide National Pollutant Discharge Elimination System (NPDES) General Permit for Construction Activity. These discretionary Planning Applications were approved by the County of Orange Planning Commission on November 9, 2004. The undersigned is aware that Best Management Practices (BMPs) are enforceable pursuant to County Ordinance No. 0-97-3987. The undersigned, while Owner of the subject property, is responsible for the implementation of the provisions of this plan, and will ensure that this plan is amended as appropriate to reflect up-to-date conditions on the site consistent with: 1. The current Orange County Drainage Area Management Plan (DAMP); and 2. The intent of the non point source National Pollution Discharge Elimination System (NPDES) Permit for Waste Discharge Requirements for the County of Orange, Orange County Flood Control District and the incorporated cities of Orange County within the Santa Ana Region Storm water Runoff Management Program. Once the undersigned transfers its interest in the property, its successors -in -interest shall bear the aforementioned responsibility to implement and amend the WQMP. An appropriate number of approved -signed copies of this document shall be available on the subject site in perpetuity. Tax IRvINE COMPANY 550 Newport Center Drive Newport Beach, ifornia 926• t. (949) 720-2000 Signature Print Name Title Date Ott •03 l .t4 t O +t. b t (LAE. cTo R. AUG. 31l2e;t7s PLANNING & DEVELOPMENT SERVICES DEPARTMENT NPCES urban Runoff Condition Approval EVIEINlD BY: /iAl-y .+. DATE Q /OS Me amotraa SERVICE OI11SCN I February 24, 2015 Since 1864 Katherine Faick Environmental Scientist Areas of Special Biological Significance State Water Resources Control Board 1001 I Street P.O. Box 100 Sacramento, CA 95812-0100 Re: The Irvine Company's Exception From Ocean Plan ASBS Prohibition Dear Ms. Faick: As you know, the State Water Resources Control Board ("State Water Board") granted an exception to the Ocean Plan prohibition against waste discharges into the Irvine Coast Area of Special Biological Significance ("ASBS") to The Irvine Company LLC ("TIC") in connection with the Pelican Hills Resort and Golf Course, located at Pelican Point Drive and Cameo Shores Road, Newport Beach, California, 92657 ("Property") per State Water Board Resolution No. 2012-0012 ("General Exception"). The General Exception covers four discharge points grouped together in three locations: IRV 021 and IRV 022; IRV 027; and IRV 031. We write to notify the State Water Board that TIC intends to transfer the Property to its affiliate, PH Finance LLC, a Delaware limited liability company, ("Successor Owner") on March 1, 2015. As TIC will no longer be the entity that owns the fee interest in the Property, future correspondence related to the General Exception should be sent to Dean S. Kirk of PH Finance LLC at 550 Newport Center Drive, Newport Beach, CA 92660. Additionally, we previously confirmed in 2012 that compliance and monitoring activities for discharges from IRV 31 are being handled by the City of Newport Beach pursuant to a Memorandum of Understanding between TIC and the City ("MOU"). TIC has assigned the MOU to the Successor Owner, and Successor Owner will continue to coordinate with the City regarding the City's participation in any regional water and reference area monitoring that may be required for IRV 31 in accordance with the MOU. As we previously noted, the outlet pipe at IRV 31 is only 16 inches in diameter and does not require outlet or receiving water reference area monitoring under the ASBS General Exception. With regard to discharges from IRV 21, 22 and 27, we previously noted that discharge points from the Property that drain to IRV 21, 22 and 27 are all landward of the Pacific Coast Highway and are not discharges under the ASBS General Exception. This condition has not changed. 550 Newport Center Drive, Newport Beach, California 92660-7011 949.720.2000 Ms. Katherine Faick February 24, 2015 Page 2 Please contact me at 949.720.2878 should you have any questions. Best regards, %.JUO•AA Dean S. Kirk Vice President Environmental Affairs 17,s,i,z, cc: Stephen Badum, City of Newport Beach vDave Webb, City of Newport Beach Robert Stein, City of Newport Beach Steve Friedlander, Pelican Hill Golf Course