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12-0101_BLENHEIM FACILITY MANAGEMENT, LLC_Access and Use LicenseEQUESTRIAN & SPORTS FIELD ACCESS & USE LICENSE THIS EQUESTRIAN & SPORTS FIELD ACCESS & USE LICENSE ("License"") is entered into effective as of January 1, 2012 ("Effective Date"), between CITY OF SAN JUAN CAPISTRANO, a municipal corporation ("Licensor"), and BLENHEIM FACILITY MANAGEMENT, LLC, a Delaware limited liability company ("Licensee"). THE PARTIES ENTER INTO THIS LICENSE based upon the following facts, intentions and widerstandings: A, Licensor is the owner of certain real property located in the County of Orange, State of California, and commonly known as the "Rancho Mission Viejo Riding Park at San Juan Capistrano" depicted in the attached Exhibit A and. hereafter referred to as the "Proper B. Licensor purchased the Property on January 20, 2010, from RMV Community, Development, LLC, a California limited liability company, and DMB San Juan Investment North, LLC, a Delaware limited liability company, subject to that Equestrian & Sports Field Access & Use License dated January 1, 2009 and effective through December 3 1, 2011, between RANCHO MISSION VIEJO, LLC, a Delaware limited liability company, as manager of the foregoing owners, and BLENHEIM FAILITY MANAGEMENT, LLC, a Delaware limited liability company, which License was assigned by Licensor as of January 20, 2010 (the "Prior License"). C. Sierra Soil Products, Incorporated currently Lms a portion of the Property for certain specific uses, which uses were previously permitted by Licensee and the prior property owners and manager, and which uses shall be vacated as of March 31, 2012. D. Licensee desires to continue to use and otherwise enter upon those portions of the Property depicted on Exhibit A that are within the bounds of the solid black line (the "Riding Park Parcel") solely for the Permitted Use (as hereafter defined) and otherwise subject to the terms and conditions, set forth hercill. E. Licensor and Licensee intend that the facility to be operated by Licensee upon the Riding Park Parcel following the Effective Date shall be exclusively known, identified and advertised as the "Rancho Mission VieJo Riding Park at San Juan Capistrano." NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions contained herein, the parties agree as follows: I . Pre-existing Oblis4ations. Licensee agrees to assume all obligations of The Prior License to restore and clean-up the Property in accordance with the Original License and the Lease (as defined in the Prior License), including the restoration of the existing berm and the area occupied by Sierra Soils and preparation of a Phase I environmental assessment report. All such cleanup and remediation work shall be subject to the review and verification of Licensor's environmental consulting firm. a. Phase 11 Report. The prior property owner procured and delivered 797180.1 to Licensee a Phase II (Clean Dirt) Report prepared by Environmental Engineering, Inc., which Report shall be used by the parties to establish the baseline for identifying preexisting conditions on the Property prior to the Original License and the. Lease. 2. License and Permitted Use; Reservations. a. Licensor hereby grants to Licensee a non-exclusive revocable license, subject to and in accordance with the terms and conditions of this License, to eater upon and use (i) the roads and other rights of way across the Property as designated by Licensor on Exhibit A in order to access the Riding Park Parcel and (ii) the Riding Park Parcel for the Permitted Use (defined below); provided that (a) Licensee shall not enter upon or use any other portions of the Property for any purpose without the express written consent of Licensor; (b) Licensor reserves the right to the full use and enjoyment of the Riding Park Parcel and all other areas of the Property for those uses and activities identified in subsections 2(g) and 2(h) below; and (c) Licensor reserves the right to require Licensee to use alternative roads, other rights of way and portions of the Property as reasonably designated by Licensor from time to time to gain access to the Riding Park Parcel. b, The Riding Park Parcel shall be used solely for the purpose of hosting sporting and equestrian events and community recreational and sports related activities so long as such uses, individually and/or cumulatively, do not increase traffic beyond existing levels, and such uses comply with the Use Restrictions attached at Exhibits C and D of the Grant Deed transferring ownership of the Property to the Licensor and attached as Exhibit B and incorporated herein by this reference (collectively, the "Permitted Use"), and for no other purpose. Permanent lighting, other than for security purposes, is also prohibited. All other uses of the Riding Park Parcel shall be subject to the prior review and written consent of Licensor, and Licensee must request such permission from Licensor, in writing, not less than thirty (30) days prior to the commencement of any such event or use. C, Consistent with Recital E, above, Licensee, following the Effective Date hereof, shall identify and advertise the Riding Park Parcel exclusively as the "Rancho Mission 'Viejo Riding Park at San Juan Capistrano" at all times when performing or otherwise conducting a Permitted Use upon the Riding Park. Parcel, d. .Licensee's proposed use of the Riding Park Parcel, as set forth in Exhibit E attached hereto, is hereby confirmed and authorized by Licensor for the calendar year 2012. Additions to such schedule of events shall be confirmed and authorized by Licensor by means of (a) a written request from Licensee outlining specific proposed events and uses for such period and (b) a written acceptance thereof by Licensor; provided, Licensee will extend public use dates and will develop a calendar to include additional sports events, including tournaments, with priority for such tournaments provided to San Juan Capistrano -based teams, and community events that shall include a minimum of six community events such as movie nights, a pumpkin patch, winterwonderland, and concerts in the park; provided, further, that Licensor and other persons or entities authorized by Licensor shall have the right to reserve, use and/or enjoy the Riding Park Parcel for those uses and activities identified in subsections 2(g) and 2(h) below, at such times as are identified and scheduled by Licensor with prior notice to Licensee and otherwise without reduction or diminution in any amounts or fees payable hereunder by Licensee. Such public use dates, additional sports events, and community events will be operated on. the Riding Park Parcel by or under the supervision of Licensee, and Licensee 2 shall have the right to charge reasonable fees for such activities subject to the administrative approval and consent of Licensor. e. Licensee may park horse trailers and other related vehicles on the north side of San Juan Creek (identified and depicted as "Overflow Parking Areas" on the attached Exhibit C) during equestrian events; provided (i) Licensee must request such permission from Licensor, in writing, not less than thirty (30) days prior to the commencement of any such event or use; (ii) Licensor shall identify those portions of the Overflow Parking Areas where vehicle parking is authorized; (iii) Licensee shall not (nor authorize or allow others to) cross any creek, stream bed or other riparian area in order to travel between the Overflow Parking Areas and the Riding Park Parcel (i. e., access between the Overflow Parking Areas and the Riding Park Parcel shall be accomplished solely and exclusively by traversing the improved Ortega Highway); and (iv) Licensee shall be liable for any and all damages, expenses and liabilities arising from such activities. f. Licensee shall be responsible for the vacation of Sierra Soils and shall be liable and responsible for any damage, remediation, cleanup and/or liability arising from or attributable to Sierra Soil's use of the Property, whether occurring prior to or after the Effective Date, g. Notwithstanding the foregoing or anything to the contrary herein, Licensor reserves exclusive use of the Riding Park Parcel for the final two (2) weeks in August, annually, throughout the Term of this License, for the purpose of allowing the Rancho Mission Viejo, LLC to host the Rancho Mission Viejo Rodeo or similar event, together with any and all related events or functions associated therewith as determined by Licensor in its sole discretion. h. Licensor reserves the right at any time during the Term of this License, and at Licensor's sole discretion (i) to install on portions of the Riding Park Parcel utilities; storm drain facilities, public restrooms and other infrastructure; (ii) to grant easements for the improvement of Ortega Highway and La Pata Road, which improvements may require use and/or encroachment onto portions of the Riding Park Parcel; and (iii) to construct on portions of the Riding Park: Parcel the proposed Regional Riding and Hiking Trails as shown on the County of Orange approved Master Plan of Regional Riding and Hiking Trails or other public trails pursuant to Licensor's plans and specifications, and (iv) to allow the Reserve at Rancho Mission Viejo, a California nonprofit public benefit corporation, to enter onto the Riding Park Parcel and to perform any activities thereon that may be required by (or are consistent with) the terms and provisions of the Southern Subregion Habitat Conservation flan approved by the U.S. Fish & Wildlife Service on January 10, 2007 (the "SSHCP"). 3. Riparian Resource Areas, a. identification of Riparian Resource Areas. Portions of the Riding Park Parcel contain riparian resources that are subject to the provisions of the SSHCP and its Implementation Agreement. These resource areas ("Riparian Resource Areas") are specifically identified and depicted. in Exhibit A as "Do Not Disturb Areas." b. Prohibitions and Obligations. Licensee shall not (or authorize, allow or permit others to) enter onto, improve or otherwise use the Riparian Resource Areas or any portion thereof for the Permitted Use or any other activity. Moreover, Licensee, at its sole 3 cost and expense, shall undertake, perform and complete all actions necessary to restrict and prevent any person, domestic animal, vehicle, equipment or other apparatus from entering onto the Riparian Resource Areas (which actions may include, but are not limited to, the construction and maintenance of fences or other barriers and placement of signage outside of the perimeter of the Riparian Resource Areas). C. Damage to Riparian Resource Areas. In the instance that the Riparian Resource Areas sustain any damage during the Term (see Section 4, below), Licensee shall immediately notify Licensor concerning the damage. Within five (5)'days following Licensee's delivery of said notice of damage to Licensor, the parties shall meet and confer for purposes of discussing the damage and addressing restoration of the damaged areas. if the damage is caused by, or otherwise the result of, the actions -- whether of commission or omission -- of Licensee or any other person entering onto the Riding Park Parcel pursuant to, or under color of, this License, Licensee, at its sole cost and expense, shall be responsible for (i) preparing a restoration plan that addresses and provides for timely and complete remediation of the damage, (ii) submitting the restoration plan to Licensor for review and approval, (iii) modifying the restoration plan in accordance with any comments or directions received from Licensor and (iv) performing all restoration work in accordance with the restoration plan approved by Licensor. All restoration work shall be subject to oversight by Licensor and shall be performed in accordance with time frames and methods approved. by Licensor. d, Material Breach of License. Any failure of Licensee to strictly adhere to the obligations set forth in this Section 3 shall be deemed a material breach of this License and Licensor may, in its discretion, immediately terminate this License upon delivery of notice to Licensee. Notwithstanding any such termination of this License, Licensee shall remain obligated (i) for all costs and expenses associated with remediating any damage to the Riparian Resource Areas caused by Licensee (or any other person entering onto the Riding Park Parcel pursuant to, or under color of, this License) and (ii) for satisfying all other obligations of Licensee that survive termination of this License. 4. Term. The term ("Term") of this License and the rights of Licensee hereunder shall commence on the date hereof and terminate upon the earlier of. a. The abandonment of this License by Licensee; b. The breach or default of Licensee under this License and Licensee's failure to cure the same within thirty (30) days of Licensor's written notice thereof; C. Licensor's termination of this License in accordance with the provisions of Section 3.d, above; d. The insolvency of Licensee or in the event Licensee is adjudicated a bankrupt or Licensee institutes any proceedings under any law relating to bankruptcy wherein Licensee seeks to be adjudicated a bankrupt or to be discharged of its debts or to effect a plan of reorganization, or the filing of an involuntary petition by any of Licensee's creditors seeking the rehabilitation, liquidation or reorganization of Licensee under any law related to bankruptcy, insolvency or other relief of debtors and, in the case of an involuntary action, the failure to remove or discharge the same within sixty (60) days of such. filing; 4 e. December 31, 2011 £ Licensee's termination of this License in accordance with the provisions of Section 10A. below. 5. Fee. Effective upon the Effective Date and in consideration for the use of the Riding Park Parcel in accordance with the provisions of this License, Licensee shall pay to Licensor an Annual Base Fee in the amount of TWO HUNDRED TWENTY-FIVE THOUSAND DOLLARS ($225,000), in lawful money of the United States, without demand, deduction or offset, at the address stated herein or to such other persons or at such other places as Licensor may designate from time to time, in writing; provided that if Licensor's installation of utilities or other public facilities on the Property such as potable water or bathroom facilities reduces Licensee's maintenance or operational costs, the Annual Base Fee shall be adjusted for the amount of the cost reductions. Monthly installments of this Annual Base Fee (one -twelfth) shall be due and payable on the first (I st) day of each calendar month during the Term. G. Approvals; Cora 1p iance. Licensee's use of the Riding Park Parcel hereunder shall be conditioned upon Licensee, at its sole cost and expense: a. Maintaining all necessary licenses and/or permits from all appropriate public and/or governmental agencies with respect to such use (and Licensee shall provide copies of the same to Licensor upon any request therefore); b. Complying with each and every federal, state. or local law (including the City of San .Tuan Capistrano Municipal Code), regulation, standard, decision of court, ordinance, rule, code, order, decree, directive, guideline, permit or permit condition, together with any declaration of covenants, conditions and restrictions which have been recorded in any official or public records with respect to the Riding Park Parcel or any portion thereof, each as currently existing and as amended, enacted, issued or adopted in the future which are or become applicable to the Riding Park Parcel; C, Not materially interfering with the use and enjoyment of the Riding Park Paxcel by Licensor or any person claiming through or under Licensor; and d. Not permitting any other person or party to enter upon the Property and/or the Riding Park Parcel under the authority or color of this License other than as guests or invitees. e. Licensee will cooperate with and provide to Licensor staff operating experience and recommendations related to where and what types of infrastructure improvements could be implemented to maximize the use of the Riding Park Parcel, including future restroom facilities, water access points, irrigation system enhancements, parking strategies and where to best site any covered arena, f. If requested by Licensor, Licensee will assist Licensor's staff to best facilitate the development and installation of Licensor's lemon grove parcel (manpower). 7. Signage. Licensee shall have the right to install signage upon the Riding Park Parcel identifying the location of the facility and the activities/events conducted by Licensee thereon as Permitted Uses; provided that (i) Licensee shall provide to Licensor a written description and/or depiction of the intended signage prior to installation, (ii) all signage shall identify the Riding Park Parcel as the "Rancho Mission Viejo Riding Park," (iii) Licensor shall have the right to approve/disapprove any signage proposed by Licensee, (iv) all costs and expenses associated with designing, permitting, constructing, installing and maintaining the signage shall be borne exclusively by Licensee, (v) Licensee shall maintain all approved signage in good condition and repair and (vi) at the conclusion of the Term of this License, Licensee shall remove the signage from the Riding Park Parcel. 8. Entrance. Licensee shall comply with Licensor's rules and regulations for the Property ("Rules and Regulations"), a copy of the current edition of which is attached hereto as Exhibit D; provided, Licensor shall have the right to revise and modify the same from time to time at the discretion of Licensor; and Licensee shall comply therewith upon receipt of a copy thereof. 9. Asst nment. Licensee shall not voluntarily, involuntarily or by operation of law assign, sublet, transfer, mortgage or otherwise encumber all or any part of the Property and/or the Riding Park Parcel, or any interest therein, without the prior written consent of Licensor. 10, Costs and Expenses. a. Licensee shall pay to Licensor, from time to time upon demand by Licensor, such fees as Licensor shall determine which are attributable to the reasonable costs and expenses of maintaining any and all private and/or public roads or right-of-ways utilized by Licensee on the Property, b. In addition, Licensee shall be responsible and liable for the payment of the following expenses ("Operating Expenses"): (1) All costs and expenses, of whatever type or nature, incurred with respect to or otherwise arising from Licensee's use, operation, maintenance and repair of the Riding Park Parcel; and (2) All charges for heat, water, gas, electricity and any other utilities used on the Riding Park Parcel by Licensee (and Licensor shall not be liable to Licensee for interruption in or curtailment of any utility service). C. If Licensor should pay (but, is in no event under any obligation) for any of the Operating Expenses due to Licensee's failure to make timely payments thereof, Licensee shall promptly reimburse Licensor for any such payments made by Licensor on behalf of Licensee, d. Notwithstanding Licensee's obligations hereunder, in recognition that Licensee currently obtains water from the adjacent Blenheim Farms'well to irrigate the Property, should Licensee's access to water from the adjacent Blenheim Farms' well cease and Licensee is not able to reasonably secure a supply of water that is comparably priced, then Licensee and Licensor shall attempt to negotiate a reasonable resolution to provide water to irrigate the Property at a reasonable cost comparable to the rates charged by Blenheim Farms. In the event that such a reasonable resolution cannot be obtained to provide water to irrigate the Property at a cost comparable to the rates charged by Blenheim Farms, then Licensee shall be entitled to cease operations at the Property and terminate this License. 11. Damage, Liens. a. Licensee shall repair and restore any damage, destruction or casualty to any buildings or other improvements, fixtures and/or installations, soil, plants, crops, fences, timber, habitat, livestock and/or any other natural resources on or about the Property arising from Licensee's exercise of this License and/or use of the biding Park. Parcel by Licensee and/or any other user of the Riding Park Parcel with Licensee's consent. All restoration work shall be subject to (i) the preparation by Licensee, and approval by Licensor, of a restoration plan for the Riding Park Parcel, and (ii) oversight by Licensor of any restoration work completed on the Riding Park Parcel. b. Licensee shall not permit to exist or otherwise to be enforced against the Property any mechanics', materialznen's, contractors' or other liens ("Liens") arising out of the acts or omissions of Licensee hereunder. Licensee hereby indemnifies and agrees to Fold Licensor and any affected portion of the Riding Parr Parcel free and harmless from all liability for any and all such Liens, together with all costs and expenses, including, but not limited to, attorneys' fees and court costs reasonably incurred by Licensor in connection therewith. if any such Lien shall at any time be recorded against the Riding Park Parcel (or any other portion of the Property) as a result of the foregoing, and Licensee shall fail, within 30 days after such recording, to either (i) pay and discharge the underlying claim and cause a lien release to be recorded or (ii) furnish to Licensor a surety bond or other security reasonably satisfactory to Licensor protecting Licensor against liability for such Lien and holding the affected property free from the effect of such Lien, then Licensor may, but shall not be obligated to, take such action or pay such amounts as may be necessary to remove such. Lien, and Licensee shall immediately pay Licensor the amount so expended by Licensor, together with interest thereon at the rate of ten percent (10%) per annum accruing from the date of such .payment by Licensor until paid in full by Licensee. C, Licensee shall be responsible and liable for all acts and omissions of all of Licensee's agents, employees, representatives and any other person or party entering upon the Property under the authority or color of this License. d. Upon the expiration or earlier termination of this License, Licensee shall, at its sole cost and expense, perform any remediation attributable to or otherwise arising from Licensee's use of the Property and otherwise comply with any and all laws pertaining to such remediation. 12. Hazardous Substances. Licensee shall not use, store or transport any hazardous substances on or onto the Property; and Licensee shall repair, remediate and/or restore any condition attributable to or arising from the same. Upon the expiration or early termination of this License, Licensee shall direct the preparation of a Phase I environmental assessment report for the Property. Licensee shall be responsible for all cleanup and remediation work, which work shall be subject to the review and verification of Licensor's environmental consulting firm. 13. Indemnification. Licensee shall indemnify, defend and hold harmless 7 Licensor (and all of their elected officials, officers, directors, agents, representatives, managers and employees) from and against all liabilities, claims, damages, losses and expenses of any nature whatsoever (including, but not limited to any costs or expenses for attorneys' fees and all incidental or consequential damages) arising out of Licensee's use of the Property or otherwise arising out of the acts or omissions of Licensee hereunder, 14. Insurance. Licensee shall maintain during the Term comprehensive general liability insurance, including automobile coverage and blanket contractual liability coverage, with respect to the Property and ingress to and egress from the Riding Park Parcel and the activities of or on.behalf of Licensee, including personal injury and property damage for not less than Two Million Dollars ($2,000,004) combined single limit bodily injury, death and property damage liability per occurrence, or the current limit of liability carried, whichever is greater, and worker's compensation insurance to protect Licensee and Licensor (together with the record owner of the Property) from any claim made or action brought by any person or entity arising out of or related to Licensee's use of the Properly thereafter or arising out of or connected in any way with the acts of Licensee undertaken pursuant to this License. Licensee shall provide that the policy or policies of insurance shall be primary and shall name Licensor (together with the record owner of the Property) as an additional insured, with the provision that any other insurance carried by Licensor {and the record owner of the Property) shall be noncontributing and shall waive all rights of subrogation. Licensee shall furnish Licensor with a Certificate of Insurance and Additional Insured Endorsement as evidence of such policy or policies. Both the Certificate of Insurance and Additional Insured Endorsement shall name Licensor (together with the record owner of the Property) as additional insureds and contain language that specifically states that each policy or policies of Comprehensive or Commercial General Liability Insurance shall be primary and noncontributing with any insurance carried by Licensor (and the record owner of the Property). 15. No Relocation Rights. Licensee shall have no right under this License to any relocation assistance or benefit whatsoever upon termination of this License, whether by condemnation or otherwise, and Licensee expressly waives any right to such assistance and/or benefit under any applicable laws. 16. Miscellaneous. This License shall be binding on the successors, assigns and legal representatives of each of the parties hereto; provided any assignment or transfer without the consent and approval in writing of Licensor thereto shall cause this License to automatically terminate. This License represents the entire agreement between the parties hereto and supersedes all prior negotiations, representations or agreements, either written or oral. This License may be modified only by written instrument executed by both parties hereto. Time is of the essence of each provision of this License. This License is entered into for the sole protection and benefit of Licensor and Licensee. Any failure by Licensor to insist upon a strict performance by Licensee of any of the terms and provisions hereof shall not be deemed to be a waiver of any of the terms and provisions hereof, This License shall be governed by the construed in accordance with the laws of the State of California. If any suit or action is brought to enforce or construe any provision of this License, the prevailing party shall be entitled to recover its costs and expenses arising out of such litigation, including attorneys' fees and court costs, from the non -prevailing party. The obligations of the parties hereunder are not personal obligations of the individual officials, officers, agents, owners or employees of the parties; and the parties shall look solely to the assets of the other party for satisfaction of any liability and shall not seep recourse against the assets of the individual officials, officers, agents, owners or employees of y any party hereto. Any and all notices given or delivered by any party hereto shall be delivered in person or by Federal Express or similar private commercial courier for next business day delivery or otherwise deposited in the United States mail in the County of Orange, California, duly certified or registered, postage prepaid, and addressed as set forth below: To Licensor, City Manager City of San. Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, California 92675 To Licensee: Mr. R.J. Brandes P.O. Box 609 San Juan Capistrano, California 92693 [SIGNATURE PA GE FOLLOWS] IN WITNESS WHEREOF, the parties have executed this License as of the date first written above. Attest: B y: ManM.o is,-67't­y�jlk Approved as to form: By: Omar Sandoval. City Attorney "LICENSOR" CITY OF SAN JUAN a munici-Dai-c moratio By: Larry "LICENSEE" BLENT FACILITY MANAGEMENT, LLC, ENI FACLT ' aD away .' ited 41iablty company By: Its: a le By: Its: 10 797180.1 EXHIBIT A DESCRIPTION OF THE PROPERTY THE RIDING PARK PARCEL AND THE RIPARIAN RESOURCE AREAS (See Attached) Riding Park Access and Use License -Exhibit A EXHIBIT B EXHIBIT "C" AND "D" OF GRANT DEED TO THE PROPER'T'Y OUTLINING USE RESTRICTIONS AND PERMITTED USES See Attached 12 EXHIBIT C USE RESTRICTIONS —PARCELS 7 AND 8 (C-1: Exhibit 4.1-3 of Ranch Ilan EIR C-2: Section 111-H of PC Text C-3: Section 111-J of PC Text) [ATTACHED) DSV21183021.2 m 1`14fiffloo Omw4rJOIL pip~"OUW41aq Verecpmord B.U"d4,y Awa h piv. oowmW.y eAp-4 WOO ""'"I Scacasaf Row Grcpt CW 6 Trm Exhibit 4,1-3 VI = 2,000' Legend 1b, 00. C.1, PTA Coto, Cwtas Tr4mn Wniks V,.Sft Key VIOW WWD fti dtm Creek tm Shft" Existing Land Uses in. Planning Area I The Ranch Plan N *4� 30LIrM EDAW, IM 2004 1`14fiffloo Omw4rJOIL pip~"OUW41aq Verecpmord B.U"d4,y Awa h piv. oowmW.y eAp-4 WOO ""'"I Scacasaf Row Grcpt CW 6 Trm Exhibit 4,1-3 VI = 2,000' 1 H, fit NIt;lll..`IURAL AND 01"#lt=:R ON-Golkl(; t SE,:s The purpose and intent of this Section is to allow for uses cm-npatible with the existing agricultural and low intensity nature of the VZanch flan PC area, and consistent with the Al `G;eneral Agricultural" District Regulations of Zoning Cods; �3ection 7.g-55, These uses include non-agricultural uses consistent with the open l space nature of agricultural uses. It is also intended that these uses (agrieultuml and non-agricultural) may be �rilowed as interim t.€ses within ranch Plan PC Planning Areas designated fl�r future development. 1, Agricultural Uses: The following existing, relocated and future farming and E..: ranching uses shall be allowed within any Planning Area, in addition to uses allowed by the Al "General Agricultural" District Regulations per Zoning Codi: Section 7,955, subject to mitigation measures identified in the Ranch Pian Final j;. Program FIR 589, per the procedures described in Section 111.1-13 hereof: La) Grazing (cattle, hearses, sheep, goats, etc.). b) Farming (citrus farming, dry farming, and row crops) . c) Caret@ker housing and related facilities in relation to cin -going agricultural and ranching operations, including the "Ranch House" residence iocated South of i. Ortega Highway in Planning Area 10 and the "Horse F�anch" residence at 33101 Ortega Highway in Planning Area 4, d) Employee civarlers related to agricultural uses. e) Livestock feeding ranches in compliance with rapplicabie health Arid safety regulations. f) Packing plants for agricultural products, g) Permanent facilities for sale of agricultural products grown within the lunch Plan PC Area. h) Apiaries (if '150 feet from a street or highway, 40 feet from any property litre _....._.._ and €Y)orc thar7 400 feeCfrorrr-art.acct.rp1e.d..dwelling)..... ... _....._.._.___ ...._................_. Ranch Porn PC Program Text as Approved NoveMber 8, 51004 by Ordinance No. 04-014 P"Ige 80 I. ;-Existing Uses: The following existing uses shall be :allowed in appropriate locations throughcaut the IZanph Plan PC Area. per the procedures in Section 11.1+ 3 hereof, a) Rancho Mission Viejo her3dgr_rarters ("Oficina") at 28811 Ortega Highway, including a' heiiport. h) Wholesale nurseries (including Tree of Life Nursery, Color Spot Nursery, DM Color Express Nurseries, Tru -Green Wholesale Nurseries and O'Connell Landscaping yard). I i) Cornmer6al stables (inciuding Oaks/8lenheirn/Rancho Mission Viejo Riding Park, Oaks Corral/i. Irvine Smith, RJO Horse Ranch, St. Augustine's Training Center and Stables. j) Research and development testing facilities and activities (including TRW, -Grumman Space Tech nola9y-arid Propulsion -Testing Site),— k) Waste disposal operations and related uses (including Solag Disposal, Tierra Verde Industries and 'La Tata Greenwaste), 1) Storage of recreational vehicles, campers, trailers and boats, in) Recycling and transfer/materials recovery facilities per Zoning Code Section 7-9-146.12 (including Elwes Materials Asphalt Recycling). I, n) 5urfaoe mining and c'uarrying of rock, sand, gravel, ngg,eg�ate, earth, clay and similar materials per Zoning Code Section 7-9-104 (including California Ranch Man PC f roorarn Text as Approved November 8, 2004 by Qrdinznr,.e No. 04-04 Pa(Je 87 b) Ladera construction offices at 281311-A Ortega Highway. c) Rancho Mission Viejo maintenance yard at 28672 Ortega Highway. d) Ranching facilities also used periodically for recreational purposes (including "Cow Camp" at 31471 Ortega Highway, and "Amantes Camp" and "Campo Portola" within Manning Area 10). l e) Communication transmitting, reception or relay facilities (Including AirToucch/PacBell Wireless, Hell South, Saddleback KSBR, SUG&E, and SCE) and RMV Telecom antenna sites. f) Public/private utility buildings and structures. g) Existing infrastructure facilities including but,not limited to ail existing ranch roads, pipelines and utilities. Of particular nate, reconstruction of the San ,Juan Creek crossing of roadways and utilities connecting Planning Arca 3 to Ortega Highway shall be allowed in the event of storm damage. h) Wholesale nurseries (including Tree of Life Nursery, Color Spot Nursery, DM Color Express Nurseries, Tru -Green Wholesale Nurseries and O'Connell Landscaping yard). I i) Cornmer6al stables (inciuding Oaks/8lenheirn/Rancho Mission Viejo Riding Park, Oaks Corral/i. Irvine Smith, RJO Horse Ranch, St. Augustine's Training Center and Stables. j) Research and development testing facilities and activities (including TRW, -Grumman Space Tech nola9y-arid Propulsion -Testing Site),— k) Waste disposal operations and related uses (including Solag Disposal, Tierra Verde Industries and 'La Tata Greenwaste), 1) Storage of recreational vehicles, campers, trailers and boats, in) Recycling and transfer/materials recovery facilities per Zoning Code Section 7-9-146.12 (including Elwes Materials Asphalt Recycling). I, n) 5urfaoe mining and c'uarrying of rock, sand, gravel, ngg,eg�ate, earth, clay and similar materials per Zoning Code Section 7-9-104 (including California Ranch Man PC f roorarn Text as Approved November 8, 2004 by Qrdinznr,.e No. 04-04 Pa(Je 87 vlortirand Cerncent/G afaiina R)c.ific Concrete South, California Si ica/()cg.leby rNorton, Transit Mixed Concrete C�ornpany/city Concrete, Olsen 1:1 avirigs ton e, Inc.. and Sierra Soils), W Resource €mitigation Sites for the preservation or replaceMent of native, riparian or, other biological habitat, as approved by the �pprropdate regulatory j.: ,agency (e.g., Army Carps of Engineers, I.J.S. f=ish & Wildlife Service California Department of Fish and Game anti/or the County). 3. P170C.OdUres: a. Continuation of Existing Uses u 'I) Agricultural and existing uses listed in Sections 111.1-1.1 and 111,1-1,2, respectively, May continue in their present location(s) in perpetuity 4thout need for subsequent permitting or approval. 2) Any buildings, structures or Other facilities utilized in connection with an estabiishedlexisting use May be repaired= replaced or modified without obtaining new permits or approvals, provided, however, that any tinct ail construction activities performed In furtherance of the repair, replacement and/or modification of said buildings, structures rand facilities shall co€nilly with applicable building and safety codes. tj 3) In instances where a use listed in Sections III.HA and III.H 2 is Hallowed per a Use Permit, and that particular Use Permit is subject to a' time (imitation, the Use Permit may be renewed administratively per approval of the Director, PDS. b. Expansion of Existing Uses 1) Agricultural Uses — Any cagriCUltural use listed in Section III.H.1 may be expanded without the need to obtain a prior permit or other approval from the County. Notwithstanding, expansion of aro agricultural use may _ reclure the issuance of a permit or ether formal authorization from a fer)eral'oT, state" agens;y prior' tc coraanae€ cerraeraf oT use''of the expanded - facility. Additionally, any construction activities performed in furtherance of the expanded use shall comply with applicable building and safety codes. 2) Existing Uses -- Any existing use identified in Section 111.11.2 may be expanded without the issuance of new County approvals or permits, provided that: (a) Any expansion shall fully comply with all existing development asci per•mittinrg standards for the par -titular use; R,,niwtt Pl,,Ili PC Prog';:am Text as Approved November 8, 2004 by Ordinance No, 04-014 Pooe 88 (t;) All construction activities prrforrned inftrthtr4nre of the oxp an.>iun rare conducted in accordance with applicable building and safely c;od es; and (c) All necessary permits and/or authorizations from applicable federal and State agencies a1,e obtained prior to commencement or use of the expanded facility. (;, Relocation of Existing Users 1) Agricultural Uses -- Any existing use identified in Section (I .I-I.l may be relocated within or throughout the Ranch Plan PC Area without the need for issuance of a new permit or other prior approval from the County. Notwithstanding, relocation of an existing agricultural use may require the issuance of a permit or other formal authorization from a state or federal agency prior to the desired relocation. 2) Existing Uses — Any existing use identified in Sectlon 111.11.2 may be reOocated within or throughout the Ranch Plan PC; Area, provided that: (a) A Site Development Pci-mit shall be required, per Zoning Adm4listrator approval, in accordance with the provisions of Zoning Code Section 7- 9-150.3(d); (h) All necessary permits and/or authorizations from applicable federal and state agencies shall be obtained prior to relocr=ation, d. New Agricultural Uses: Consistent with the provisions of Section IIi.HA, above, new agricultural uses (as well as any authorized uses identified within the Al "General Agricultural" District) may be conducted within any Planning Area without the issuance of any County approvals or permits, provided that: -I) All new facilities, structures and buildings shall comply with existing development and design standards; 2). All' 6oM8" O'Mlalf-actrvities with the"Ostoblishment- ­ - ot the new use(s) shall comply with applicable building and safety codes; and 3) All necessary permits and/or authorizations from applicable federal and state agencies shat{ be obtained prior to commencement of the new use. Ratic.h rlmi FICC Progrmri Text its Approved NpVP. pbher 8, 2004 by ©rdininee No, 04.0'14 39 ,J i, Ti:itrl!• OR'ARV €13F1 I_h4� pc.irp use �-md intent of tiris TerTIPOFary Uses Perrilitted €;hapter of the Barth Piaci t='C .I mi is to list all temporary uses that shall be allowed within all Planning Arm as aalld rout; r;ntegodes ,with the exception sof the Open ;pace (Section 111.1) eaten ory, unless otherwise restrict€ d below. Said temporary uses include, but aro riot limiteci .1, Construction activities (Including the installration of constrt.rction offices and the storage of equipment and material,), 2. rw,'carastrUed0ra Office. The; temporary use of a construction office draring the construction of a rnain building on the same site shat1 be permitted upon the I` fallowing conditions: a. A temporary construction office shall be removed or shall be converted to fa �! permitted use prior to the issuance of a certificate of Lisa and occupancy for the main building or buildings, If constrUcti€gin is phased over a length of time, ?, the permit may provide that certificates, of use and occupancy may be issued for completed buildings, except the last buildings to be exanapieted., prior to removal or conversion of the temporary use, 3. Continued use of an existing building during construction. The use of ern r:xistirac�, lawfully established building may continue during construction or relocation of anothor building on the same building site, in cornpfianoe; with the: following provisions: t^a. Conformity with regulations. Prior' to occ,r,ipancy of a new building, the existing building will be brought into conformity with any adc:litional regulation rendered �. applicable by the placement of any new building on the site. Conformitywill be accomplished by removal, reconstr'c.rction, relocation, conversion, change of use or any combination thereof, j b. Guarantee of completion. The Director, PDS, shat! require the landowner to provide a gt.larantee, which may include a bond, to ensure full compliance with cipplicable regulations upon coMpletion of the new building or sooner if, in the opinion of the director, PDS, worts pertaining to the completion of all facilities required by law is not being diligently pursued. a. Temporary excavation/extraction of construction aggregate or construction �,._.....,�_....__...... ._._. ,r.�lat�.d..n�.aterisls_.extraction..shall_b.�;...all.o.vuad.�uring cc�nstructir�n..cg• raciing-.anr�..nn :. _..... site earthrnoving activities to promote project construction efficiencies and limit long-range transportation of construction aggregate and construction related Materi Vial subject to all of the following conditions: a, Such temporary excavation/extraction use would be incicldect in applicabie grading or Site Development Permits for a develop rnP,rat project and (',Mlsisterit with the Ranch Placa PC and Final Program EIR 589. b. Exportation Of any surplus excavated/extracted construction ac�gra ate or cc;nstruction-related naaterlals shall be tirnited to private car• public cons ruction projects within the boundaries of the Punch Plan PC Area, C, L Vcrtation of any Surplus excavated/extracted construction aggregate or construction related materials within the project site shall be; .allowed only lzr11101 I'lar rrC Program Tent as, Approved November 8, 2004 by Ordlnonco No. 04-014 Page 96 .A wIaen ractur)I con�rtruc uon grading and c;arthrrtcaviraq ac:iivitie s have commenced and shaJI cease when it determirre d that construc0on grading and eartlarnoving activities have termi hated, have been indefinitely suspended, car are no Imager being actively pursued foo the c�l�,vc�tot�raretak proj(-.,ct. 5, Commercial coaches. A temporary commercial coach may be perrnitted subject to approval of to S4e Development Permit in accordance, with Section iI.C, "Site Development Permits," and subject to the following: a. Time limitation. A Site. Developrnertt Permit apphid )tion for a ternporary commercial coach may be approved for a rnaximurn cif two (2) years from the date of approval. .: b. Cash bond, A cash bond in the amount of five hundred dollars ($500.00) for each cornmercial coach unit shall be ported with the Director, IRDS, to cquarantee the removal of each commercial coach unit upon the expiration of the S- ite Development Permit, 6. Christmas tree: sales facility. A temporary Christmas tree sales facility shall he '. permitted subject to the following requirements: a. Data of opening. A Christmas tree sales facility shall not be open for business dw-ing any calendar year prior to the stay rafter Thanksgiving, 1+c wever, ministerial peri -nits necessary to establlsh the lousiness may be issued by November 15. b. Merchandise to be sold. A permitted Christmas tree sales facility shall not engage in the sale of any merchandise not directly associates! with Christmas trees and Christmas decorations. c, l�zlectrical permit. The applicant shall secure an electricai permit from the j.` Director, PDS if the facility is to be energized. d. Removal of facility. The f;:.ac0ity shall be rernoved and the premises shall be cleared of all debris and restored to the condition prior to the establishment of the facility within fourteen (14) days after Christmas. o. Fire prevention standards. Each Christmas tree sales facility shall comply with fire prevention standards as approved and enforced by the County Fire Chief, T. Halloween pu npkin sales facility, A temporary Halloween pumpkin sales facility shaft be permitted subject to the following requirements: a. Date of opening. A Halloween pumpkin sales facility shall not be open for lousiness during any calendar year prior to October 4. to, Merchandise to be sold. A permitted Halloween pumpkin sales facility may not sell items not dir€ of.ty associated with purnpicins unci Halloween decorations. c. Electrical permit. The applicant shall secure an eiectricai permit front the Director, IRDS if this facility is to be energized. rt20ch Plan PQ PipU FLIITi TeXt as Approved November 8, ?(X4, by Ordinonce No. 04-014 Poge 97 _.a 11. ROrnoval of facility. The facility shall be rernoved and the pre:rrfls;es uleared of Lill debris arid restored to the condition prior to the establishment of the fa611i y � a by November 14, e, l=ire prevention standards. The facility shall comply with fire prevention strand irds as approved and enforced by the Courity l=ire Chief. 8. Special outdoor gatherings, The temporary use of property for special outdoor gatherings including, but not lirnited to, pageants, fairs, carnivals, rodeos and. Cather athletic, religious or entertainment events. Such activities are permitted, without regard for other land use regulations to the contrary, in any open space; Planning Area in compliance with the following provisions: a. /-Activities on property owned by or leased to the County and public road rights - Of -way may rec;uire an encroachment permit issued by the. Director, PDS. t,), PriVate outdoor gatherings conducted within open space areas (including those open space areas regulated by Section ill.!) shad not be subject to the restrictions and requirements established in Zoning Code Section 7-9-13611, "Special Outdoor Gatherings". �,. c. The ternporary use may be permitted for a period not to exceed ten ('10) consecutive days. Events recurring more than four (4) times in a calendar year -erre not considered temporary, i d. The Director, PDS may reciuire a cash bond or other guarantee for removal of the temporary use, cleanup and restoration of the activily site within seven (7) ,lays of the activity conclusion. e. Applications for permits/certificates required by Subsections "a," and "'b." J. above, shall be referred by the Director, PDS, to other affected County agencies as may be appropriate for review and cornrnent, f, Related issues including, but not limited to, police/security, food and water `� supply, use of tents and canopies, sanitation facilities, medical services, noise, signage, fire protection and traffic control shall be satisfactorily addressed as may be required by the Director, PIDS, Sheriff, Fire Chief, or Health Officer in their administration of other County codes. Such other codes may require the applicant to obtain permits such as building, electrical, health and tent permits. 9. Farmers' Markets and off-site sale of agricultural products. A temporary stand for the safe of's'uasonai-agricUitural pro'duct,-,"not.grown,within the -Ran& -Plan PC ? Area shall be permitted subject to the following requirements: a. Establishment of use/time limit. Prior to beginning sale of any product, the applicant shall obtain a temporary Certificate of Use and Occupancy for land from the County. The Certificate shall be good for a period time of not to exceed 90 days from date of issue, b, Merchandise to be sold. The stand shall be limited to the sale of agricultural Products, C. Electrical permit. The applicant shall secure an els ctrical perinit From the Director, PDS if the facility is to be energized. Ranch Plan PC Program Text as Approved NQVOITlr?GI' a, 2004 by Qrdiri<ance No. 04-014 Rage 98 ri. 1-1,ernoval of Facility, -Che f4c.ili(y ;',hall be rernoved and the preirtisc 5 cIeaf—od of ,,.i H debris and restored to the; condition prier to the esfabHshrrrent of the i`acility ryl witlaila fourteen (14) days of the expiration of the time limit. Fire provenbon standards. The facility sh' all comply with fire, pr'evefiJon standards as approved and enforced by the County f=ire Chief. f, Site: Development Permit. In addTon to the above requirements, ars npprovecl Site; Development Permit in accordance with Section li.C, "Site Development Permits," shall be required. -10, f=ireworks displays, as allowed by the Orange Caunty Fire Authority. -1 '1. Subject to the approval of the Director, PDS, a landowner may conduct such other temporary LISeS upon his property as are consistent with the purpose and intent of this Section. I w Rar h Plan PC Prn�rarn Text gas Approved November 8, 2004 any Ordinonrre Pio. 0),14)14 Page 99 EXHIBIT D MAXIMUM ALLOWED TRAFFIC (ATTACHED] 0$21211$3021.2 Maximum Allowed Traffic Subject to all applicable governmental laws, rules and restrictions. Seiler places no restriction on City relating to the maximum number of trips to and from the Property on weekends and the following holidays; New Years, Memorial Clay, Fourth of July, Labor Clay, Thanksgiving and Christmas. The maximum number of trips during the weekday RK peak hours from the equestrian facilities, sports Held complexes and other allowed uses on the Property shall not exceed a total of 203 trips (combined inbound and outbound trips). The City may allocate these trips among the allowed uses in its discretion so long as the maximum number of trips specified above is not exceeded. For purposes of calculating the number of trips from equestrian and sports field uses, a trip generation factor of 1.0 P.M. peak hour trip for each permanent equestrian stall, and a factor of 20.67 RM. peak hour trips per sports field/soccer Heid shall be applied. Ex lanation of and Guide to Application of the "Maximum Allowed Traffic' Restriction Based on projiections of future traffic associated with Planning Area 1 of the Rench Plan, which includes the Property, Seller's primary concern is the traffic to be generated during the weekday A.M. peak hour (Lf,, 4:45 p,m. to 545 p.m). For that reason, the maximum allowed tragic restriction set forth above is keyed to the weekday P.M. peak hour. in short, the restriction requires the City to manage its operations and events to ensure that traffic generated from uses on the Property during that time period would not exceed 2133 trips (combined Inbound and outbound trips), As noted above, the City may allocate these trips among the allowed uses in its discretion so long .as the maximum number'of trips specitred is not exceeded. DB2/2 7183021.2 Given the nature of the uses to be conducted on the site, which are expected to be primarily a continuation of uses conducted on the Property over the past several years, it is not expected that the traffic limitation would unduly restrict the City's use of the Property. For example, most of the horse shows typically occur over 2 or more days and are low spectator events, with traffic to and from those activities being spread more or less evenly over those poriods. Furthermore, horse trailers do not generally operate during the peak hours. It should be noted that the above -stated trip generation rale of one (1) P.M. peak hour trip per horse stall does not pertain to the temporary stalls used in conjunction with the horse shows. That rate pertains to permanent stalls expected to be associated with the one (1) allowed commercial stable on the Property. Thus, for example, if there were 50 occupied horse stalls at the commercial stable, they would be expected to generate 50 trips during the P.M. peak hour. With regard to sports field/soccer field uses on the Property, a factor of 20,67 P.M. peak hour trips would be applied as stated above. Thus, for example, if there were 4 sports fieldslsoccer fields in operation during weekday afternoon/evening hours, a total of 83 P.M. peak hour trips would be expected. In summary, the cumulative trips associated with the horse shows, the permanent horse stalls and other allowed uses such as sports field uses (see below), would be considered in determining whether the maximum allowed traffic limitation was being complied with. Using the above examples, with 50 permanent horse stalls and 4 sports fields, a total of 133 P.M. peak hour trips would be generated, leaving 70 P.M. peak hour trips available for any horse shows or other events taking {Mace at the same time. It should be emphasized that kips to and from the Property on weekend days (i.e., Saturday and Sunday) and the holidays described above are not restricted. Thus, it would be expected that major events on the Property would be held on these days. In fact, given the maximum allowed tragic limitation, any event that would result in more than 203 P.M. peak hour trips, when the traffic from that event is added to traffic from other allowed uses on the Property, would be required to be held on the weekend. In any event, the City is required to regulate any proposed major weekend activity such that it would not create significant adverse impacts on the circulation system and not adversely affect existing DB2121183021.2 and future residents in the area due to parking, dust, noise, light and glare or other impacts, To help reduce the potential for light.and glare impacts, RMV has prohibited the use of permanent lighting on the site, The application of normally required conditional use or other permit requirements of the County (or the City, after annexatloir of the Property), and CQA review associated with such permitting, would be expected to adequately regulate such events and to ensure appropriate mitigation measures are applied where indicated, 13821211 B3021.2 EXHIBIT C DEPICTION OF OVERFLOW PARKING AREAS (See Attached) a. 0 0 0 CL E 0 C 0 E lip 04 - LO EXHIBIT D SAN JUAN CAPISTRANO RULES AND REGULATIONS I . No keys to locks, gates, fences and/or other structures shall be made or otherwise installed without the consent of the City of San .Tuan Capistrano ("City"); and a copy of each key to any such lock, gate, fence or structure which is not installed by the City shall be delivered to the City prior to the utilization thereof. 2. All gates, doors and similar access and control points shall be closed immediately upon passage through the same. 3. All trash and debris shall be removed from the Property. 4. Vehicle speed shall not exceed 25 miles per hour. 5. None of the following shall be permitted on the property: drags or narcotics (except subject to a written medical prescription therefor and which is evidenced thereon); hunting; fishing; and firearms. 6. Transit to and from the Riding Park Parcel or use shall be limited to City delineated roads; and no off-road travel and/or use is permitted except in accordance with the written consent or written use agreement issued by the City. 7. No removal of anything (e.g. plants, artifacts, etc.) found or located upon the Property except in accordance with the written consent or written agreement executed by the City. 8. No storage or dumping of anything upon the Property except in accordance with the written consent or written agreement executed by the City. 9. Any and all use is limited to "official" (and not "personal") purposes. EXHIBIT E BLENHEIM FACILITY MANAGEMENT 2012 SCHEDULE (See Attached) _Blenheim Facility Management 2012 Schedule EVENT d Maintenance nheim Winter Classic 2 Horse Show Finals Horse show d Maintenance d Maintenance nheim County I Horse Show d Maintenance nheim County 2 Horse Show d Maintenance nheim Spring Tourn Horse Show iheim Spring Classic 11 Horse Show iheim Spring Classic III Horse Show d Maintenance d Maintenance ory Horse Show d Maintenance ihelm June Classic I Horse Show iheim June Classic If Horse Show iheim June Classic III Horse Show ihelm R, W & B Horse Show ,osse Tournament iheim Jumper Classic Horse Show oer Tournament cer Tournament ory Horse Show i Maintenance estrlan Enterprises Horse Show iheim Summer Classic 1 Horse Show IH Finals Horse Show. nheim Summer Classic 11 Horse Show F Rodeo Blenheim Facility Management 2012 Schedule Month Event Dates EVENT September Sept 1-3 Slues Cup Soccer Tournament Sept 8-9 Victory 3 Horse Show Sept 11-16 Blenheim t=all Tournament Horse Show Sept 22-23 League Soccer Sept 29-30 lVictory 4 Horse Show Sept 2930 League Soccer October Oct 6»7 League Soccer Oct 6-7 Interscholastic Equestrian League Horse Show Oct 13-14 League Soccer Oct 16-21 Orange County Horse Show Association Flnsis Horse Show Oct 21-22 League Soccer - 6 Oct 27-28 League Soccer m November Nov 3-4 Interscholastic Equestrian League Horse Show Nov 3-4 League Soccer Nov 18-11 League Soccer Nov 17-18 League Soccer Nov 23-25 1 League Soccer Dec 1-2 League Soccer December Dec 1-2 League Soccer Dec 7-9 Blenheim Holiday Classic Horse Show Dec 8-9 Interscholastic Equestrian League horse Show Dec 8-9 League Soccer Dec 18-18 League Soccer Blenheim Facility Management has agreed to host six community events. These event; will be held during an available weekend, in conjuction with an existing event or during an available weekday.