CITY OF MODESTO PLANNING COMMISSION AGENDA MONDAY, JULY 02, :00 PM BASEMENT CHAMBERS 1010 TENTH STREET MODESTO, CA

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1 CITY OF MODESTO PLANNING COMMISSION AGENDA MONDAY, JULY 02, :00 PM BASEMENT CHAMBERS 1010 TENTH STREET MODESTO, CA I. ROLL CALL II. APPROVAL OF MINUTES Minutes of the regular meeting of May 07, 2018 and the special meeting of May 21, III. CONFLICT OF INTEREST DECLARATION Commissioners and staff may now declare conflicts of interest for the purpose of determining if a quorum will be present to act on each item in the order shown on the agenda. IV. PUBLIC HEARINGS Item A CUP Digital Freeway Billboard at 4000 Salida Boulevard, Outfront Media Contact Info: Paul Lui, , plui@modestogov.com V. OTHER BUSINESS None. VI. ORAL COMMUNICATIONS These matters may be presented by interested persons in the audience, staff or Commissioners (see Notice at end of agenda cover). Under State law, Commissioners may respond to matters being presented under this item only as follows: (a) (b) (c) (d) (e) Briefly respond to statements made or questions raised; Ask a question for clarification; Provide a reference to staff or other resources for factual information; Request staff to report back at a subsequent meeting; Finally, a Commissioner, or the Commission itself, may take action to direct staff to place a matter of business on a future agenda. VII. MATTERS TOO LATE FOR THE AGENDA These may be presented by members of the Planning Commission and staff, upon determination by a majority vote that an emergency exists, as defined by State law, or by a 2/3 vote that: 1) there is a need to take immediate action, and 2) that the need for action came to the City s attention after the agenda was posted. VIII. ADJOURNMENT Copies of the agenda are on file at the Stanislaus Library Reference Room, 1500 I Street, Modesto, and in the office of the Planning Division, Third Floor, 1010 Tenth Street, Modesto, CA. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Planning Commission Secretary at Assistive listening devices are available upon request to the Planning Commission Secretary. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

2 Planning Commission Agenda Page 2 July 2, 2018 Notice: Persons, who wish to speak to the Planning Commission regarding any item on the printed agenda, including oral communications, are encouraged to sign in on a form provided at the meeting. The purpose of this list is to have your name and address should we need to contact you or provide additional information to you. Signing this form is optional to speakers. Posted pursuant to Government Code Section on at by on the bulletin board at Tenth Street Place.

3 LIST OF INVOLVED PARTIES FOR THE PLANNING COMMISSION AGENDA OF July 02, 2018 At the Commission s request, staff has compiled a list of persons having a personal/financial interest in the matters contained in the accompanying agenda report to help identify potential conflicts of interest. ITEM A Relationship CUP DIGITAL FREEWAY BILLBOARD Name/Address Applicant Outfront Media, 8174 Berry Avenue, Sacramento, CA Owner Parampal Gill, 1244 Robert Court, Ripon, CA Representative Kevin Johnson, 8174 Berry Avenue, Sacramento, CA /22/2018

4 City of Modesto Planning Commission Minutes May 7, 2018 Being the hour of 6:00 pm, the meeting was called to order by Chairperson Vohra. I. ROLL CALL Commissioners Birring, Lucas, Morad, Pollard, Smith and Vohra present Commissioners Escutia-Braaton absent MOTION It was moved by Commissioner Smith, seconded by Commissioner Pollard, and carried unanimously that Commissioner Escutia-Braaton be excused from this meeting. II. APPROVAL OF MINUTES It was moved by Commissioner Morad, seconded by Commissioner Pollard, and carried unanimously that the minutes of the regular meeting of March 19, 2018, be approved. III. CONFLICT OF INTEREST DECLARATION None IV. PUBLIC HEARINGS Item A TPM Vesting Tentative Parcel Map, 4 parcels (Gurpreet Randhawa) Contact Info: Jonnie Lan, jlan@modestogov.com Motion/Action (Approved) It was moved by Commissioner Smith, seconded by Commissioner Pollard, and carried by majority (Birring, Lucas, Morad, Pollard, Smith, Vohra, ayes; None, noes; Escutia-Braaton, absent; None, recused) that the Planning Commission adopt Resolution No A RESOLUTION APPROVING THE VESTING TENTATIVE PARCEL MAP OF PROPERTY LOCATED AT 1316 YOSEMITE BOULEVARD (GURPTEET RANDHAWA) V. OTHER BUSINESS None. VI. ORAL COMMUNICATIONS None. VII. MATTERS TOO LATE FOR THE AGENDA None. VIII. ADJOURNMENT The meeting was adjourned at 6:10 pm. 1

5 Original, signed copy on file in CEDD Patrick Kelly, Secretary Planning Commission Minutes 2 May 7, 2018

6 Special Agenda City of Modesto Planning Commission and Finance Committee Minutes May 21, 2018 Being the hour of 6:00 pm, the meeting was called to order by Council Member Zoslocki. I. ROLL CALL Council Members Ridenour, Kenoyer and Zoslocki present. Commissioners Birring, Escutia-Braaton, Lucas, Pollard and Vohra present Commissioners Morad and Smith absent MOTION It was moved by Commissioner Pollard, seconded by Commissioner Lucas, and carried unanimously that Commissioners Morad and Smith be excused from this meeting. II. CAPITAL IMPROVEMENT PROGRAM, 2018/19 Motion/Action (Approved) It was moved by Commissioner Lucas, seconded by Commissioner Birring, and carried unanimously (Birring, Escutia-Braaton, Lucas, Pollard, Vohra, ayes; None, noes; Morad, Smith, absent; None, recused) that the Planning Commission adopt RESOLUTION NO A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF MODESTO FINDING THE FISCAL YEAR CAPITAL IMPROVEMENT PROGRAM IN CONFORMANCE WITH THE MODESTO URBAN AREA GENERAL PLAN PURSUANT TO SECTION OF THE GOVERNMENT CODE (CITY OF MODESTO) Motion/Action (Approved) It was moved by Council Member Kenoyer, seconded by Commissioner Council Member Ridenour, and carried unanimously (Kenoyer, Ridenour, Zoslocki, ayes; None, noes; None, absent; None, recused) THAT THE FINANCE COMMITTEE ACCEPT THE FISCAL YEAR CAPITAL IMPROVEMENT PROGRAM AND FORWARD TO THE CITY COUNCIL FOR APPROVAL EXCLUDING PROJECTS , ROSELLE WIDENING - FLOYD TO SYLVAN, AND , WATER CORPORATION YARD. Motion/Action (Approved) It was moved by Council Member Kenoyer, seconded by Council Member Zoslocki, and carried by majority (Kenoyer, Zoslocki, ayes; None, noes; None, absent; Ridenour, recused) THAT THE FINANCE COMMITTEE ACCEPT THE FISCAL YEAR CAPITAL IMPROVEMENT PROGRAM AND FORWARD TO THE CITY COUNCIL FOR APPROVAL FOR PROJECTS , ROSELLE WIDENING - FLOYD TO SYLVAN, AND , WATER CORPORATION YARD. III. ORAL COMMUNICATION None. 1

7 IV. MATTERS TOO LATE FOR THE AGENDA None. V. ADJOURNMENT The meeting was adjourned at 7:00 pm. Original, signed copy on file in CEDD Patrick Kelly, Secretary Planning Commission / Finance Committee Minutes 2 May 21, 2018

8 ITEM A CITY OF MODESTO PLANNING COMMISSION STAFF REPORT th STREET MODESTO, CA (209) (209) (fax) TO: PREPARED BY: APPROVED BY: Chairperson Vohra and Members of the Planning Commission Paul Liu, Senior Planner Contact Info: pliu@modestogov.com Patrick Kelly, Planning Manager DATE: June 7, 2018 SUBJECT: CUP Digital Freeway Billboard at 4000 Salida Boulevard; submitted by Outfront Media RECOMMENDATION 1. Resolution recommending to the City Council approval of a conditional use permit for a digital freeway billboard located at 4000 Salida Boulevard (Outfront Media) (Attachment No. 1) 2. Resolution recommending to the City Council that it find the following subsequent project is within the scope of the project covered by the Modesto Urban Area General Plan Master Environmental Report (SCH NO ): Digital freeway billboard at 4000 Salida Boulevard (Outfront Media) (Attachment No. 2) BACKGROUND On April 11, 2017, the City Council approved a zoning code amendment to allow digital freeway billboards along State Highway 99. PROJECT DESCRIPTION Outfront Media is proposing the first digital freeway billboard located on the west side of State Highway 99 and south of Pelandale Avenue at 4000 Salida Boulevard. See attached Area Map (Attachment No. 3). The proposed sign will be double sided with each side being 672 square feet in area and 60 feet in height. The site is zoned for commercial use and was occupied by a vehicle rental business but is currently unoccupied. A separate application for new office buildings has been submitted concurrently with the proposed digital billboard. The proposed office buildings will be one story and will not conflict with the new digital freeway billboard. The applicant proposes to remove four non-digital billboards within the City limits. ANALYSIS The proposed digital freeway billboard is found to be consistent with the provisions of the sign ordinance described as follows: Planning Commission Agenda Report July 2, 2018 Page 1

9 Development Standards. The development standards require that a digital freeway billboard be located within 660 feet of State Highway 99 and a minimum of 300 feet from any parcel with a residential zone or use. The proposed digital freeway billboard will be within ten feet of the highway. The nearest residentially zoned parcel is approximately 340 feet to the east separated by the freeway and Sisk Road. The areas to the west and south are in unincorporated Stanislaus County zoned for agricultural use. The proposed digital freeway billboard will comply with the allowed maximum size of 700 square feet and maximum height of 60 feet. The proposed digital freeway billboard also will meet the requirements that the pole have a simple and streamlined covering and the display area does not have extra width or height and consequently will not draw extra attention to the sign. See attached Elevation Rendering and Photo Simulations (Attachment No. 4). All digital freeway billboards are required to meet applicable state and federal requirements. The applicant will be required to obtain a permit from the California Department of Transportation Office of Outdoor Advertising. The proposed digital freeway billboard is required to display only static messages that shall not include flashing, scintillating lighting, or varying light intensity. Each message must be displayed for a minimum eight seconds. The brightness level of the proposed sign shall not exceed 0.3 foot candles measured at a distance of 250 feet. The allowed brightness is equivalent to standard parking lot lighting. Billboard Removal. The sign ordinance requires the applicant to remove four legally existing billboards within the City s Sphere of Influence for every digital freeway billboard installed. The billboards proposed to be removed may have one or two sign faces. A billboard is defined as a sign located along a freeway, highway, or major street and typically ranging from 10 by 25 to 14 by 48 in dimension or 250 square feet to 672 square feet in area. All of the proposed billboards to be removed are each 10 5 x 22 8 or 236 square feet in area. This size is large enough to qualify as a smaller billboard that is around 250 square feet. The applicant proposes to remove the following billboards shown as street view photographs in Attachment 5 and listed below: PROPOSED BILLBOARDS TO BE REMOVED APN Location Size Sign Face th Street and E Street 10 5 x 22 8 Double-Sided th Street and Morton Boulevard 10 5 x 22 8 Double-Sided th Street and Needham Street 10 5 x 22 8 Double-Sided th Street and D Street 10 5 x 22 8 Single-Sided Operating Agreement. The applicant has provided a draft operating agreement addressing two major provisions of the sign ordinance (Attachment No. 6). The operating agreement describes the removal of four legally existing billboards in exchange for the new digital billboard and also provides the terms for community messaging including Amber Alert messages and emergency-disaster communications. The operating agreement is provided with this report for reference and is a document that is approved by the City Council. GENERAL PLAN CONSISTENCY The General Plan Policy I. D. indicates that In order to provide more employment opportunities for the residents of Modesto, the local and regional economy must grow and become more diversified. The proposed conditional use and the conditions under which it will operate is Planning Commission Agenda Report July 2, 2018 Page 2

10 consistent with the General Plan because digital freeway billboards contribute to economic development through advertising. ZONING CONFORMANCE The proposed conditional use permit is consistent with the objectives and requirements of Title 10 (Zoning Regulations) because the code allows digital freeway billboards along the state highway and the proposed digital billboard complies with the code requirements as detailed above under Analysis. ENVIRONMENTAL ASSESSMENT No new environmental impacts are raised by the proposed digital freeway billboard. Staff has prepared an Initial Study, Environmental Checklist No. EA/C&ED , (Attachment No. 2), which concludes that the proposed digital freeway billboard is within the scope of the General Plan Master EIR (SCH No ), and that pursuant to Section (b) of CEQA, no new environmental review is required. ATTACHMENTS (included with Commissioners' packets only) 1. Draft Planning Commission Resolution for the Conditional Use Permit July 2, Draft Planning Commission Resolution for the Environmental Review 3. Initial Study, Environmental Checklist No. EA/C&ED July 2, Area Map 5. Elevation Rendering and Photo Simulations 6. Proposed Bill boards to be Removed 7. Operating Agreement 8. Financial Interest Disclosure Form Planning Commission Agenda Report July 2, 2018 Page 3

11 PLANNING COMMISSION RESOLUTION NO XX A RESOLUTION RECOMMENDING TO THE CITY COUNCIL APPROVAL OF A CONDITIONAL USE PERMIT FOR A DIGITAL FREEWAY BILLBOARD LOCATED AT 4000 SALIDA BOULEVARD (OUTFRONT MEDIA) WHEREAS, an application for a Conditional Use Permit for a freeway digital billboard located at 4000 Salida Boulevard, was filed by Outfront Media; and WHEREAS, Section of the Municipal Code authorize the Planning Commission to review a Conditional Use Permit and provide a recommendation to the City Council for a digital freeway billboard; and WHEREAS, a public hearing was held by the Planning Commission on July 2, 2018, in Chambers, 1010 Tenth Street, Modesto, California, at which hearing evidence both oral and documentary was received and considered; and NOW, THEREFORE, BE IT RESOLVED by the Planning Commission that it hereby finds and determines as follows: 1. The proposed conditional use permit is consistent with the objectives and requirements of Title 10 (Zoning Regulations) because the code allows digital freeway billboards along the state highway. 2. The proposed conditional use and the conditions under which it will operate are consistent with the General Plan because digital freeway billboards contribute to economic development through advertising. 3. The proposed conditional use will not be detrimental to the public health, safety, or welfare or materially injurious to uses, properties or improvements in the vicinity because the digital freeway billboard will be required to meet all applicable Zoning and Building Codes. The Zoning Code includes standards that will address the visual impacts of billboards by limiting the location and level of brightness. 4. The proposed conditions of approval will ensure compatibility with the surrounding uses because the digital freeway billboard will be required to operate in accordance to the City s Zoning Code which limits message movement, duration, and brightness. 5. The proposed digital freeway billboard will not create a hazard to vehicular or pedestrian traffic since the sign structure will not disrupt vehicular or pedestrian traffic flow on the site. Additionally, the sign is required to display only static messages and will have to meet brightness level and duration requirements that will minimize distraction to drivers on the highway or nearby streets. 6. The advertising on the digital freeway billboard will conform with the Outdoor Advertising Act in the California Business and Professions Code and other applicable state and federal rules and regulations. California CUP

12 Res. No XX Page 2 Department of Transportation requires the applicant to obtain a permit from Office of Outdoor Advertising. 7. The digital freeway billboard will result in a public benefit to the City in the form of increasing aesthetics, safety and/or economic revitalization efforts for the City s commercial centers through signage. The public benefit outweighs any adverse impacts, such as light pollution or visual impact that might be caused by the advertising display. There is a community benefit from the removal of four non-digital billboards within the City s Sphere of Influence in exchange for the new digital freeway billboard, and through the provision of community advertising on the proposed digital billboard. BE IT FURTHER RESOLVED by the Planning Commission that it recommends to the City Council approval of a digital freeway billboard at 4000 Salida Boulevard subject to the following conditions: 1. All development shall conform to the plans from Outfront Media Labeled Sign A stamped and approved by the City Council. 2. The digital freeway billboard shall be located and operated in conformance to all requirements and limitations outlined in Section (f)(3)(iii) of the Modesto Municipal Code. 3. The Operating Agreement between the City of Modesto and Outfront Media for the digital freeway billboard at 4000 Salida Boulevard shall be executed prior to issuance of a building permit. The removal of the four billboards identified in the Operating Agreement shall be completed prior to the building permit being finaled. 4. Outfront Media shall obtain a permit from the California Department of Transportation Office of Outdoor Advertising prior to issuance of a building permit. 5. All existing underground and above ground utilities, irrigation, and electrical lines shall be protected, relocated, or removed as required by the City Engineer or designee. 6. The property owner and developer shall, at their sole expense, defend, with counsel selected be the City, indemnify and hold harmless the City of Modesto, its agents, officers, directors and employees, from and against all claims, actions, damages, losses, or expenses of every type and description, including but not limited to payment of attorneys fees and costs, by reason of, or arising out of, this development approval. The obligation to defend, indemnify and hold harmless shall include but is not limited to any action to arbitrate, attack, review, set aside, void or annul this development approval on any grounds whatsoever. The City of Modesto shall promptly notify the developer of any such claim, action, or proceeding. Failure to comply with any of the above conditions is unlawful and will constitute grounds for revocation of the conditional use permit. CUP

13 Res. No XX Page 3 The foregoing resolution was introduced at the regular meeting of the Planning Commission held on July 2, 2018, by, who moved its adoption, which motion was seconded by, and carried by the following vote: Ayes: Noes: Absent: Recused: BY ORDER OF THE PLANNING COMMISSION OF THE CITY OF MODESTO. Original, signed copy on file in CEDD Patrick Kelly, Secretary CUP

14 Res No XX Page 1 PLANNING COMMISSION RESOLUTION NO XX RESOLUTION RECOMMENDING TO THE CITY COUNCIL THAT IT FIND THE FOLLOWING SUBSEQUENT PROJECT IS WITHIN THE SCOPE OF THE PROJECT COVERED BY THE MODESTO URBAN AREA GENERAL PLAN MASTER ENVIRONMENTAL IMPACT REPORT (SCH NO ): DIGITAL FREEWAY BILLBOARD AT 4000 SALIDA BOULEVARD (Outfront Media) WHEREAS, on October 14, 2008, the City Council of the City of Modesto certified the Final Master Environmental Report ( Master EIR ) (SCH No ) for the Modesto Urban Area General Plan, and WHEREAS, Outfront Media has proposed a freeway digital billboard at 4000 Salida Boulevard, and WHEREAS, pursuant to Section of the Public Resources Code, the City of Modesto s Community & Economic Development Department prepared an Environmental Assessment Initial Study EA/C&ED ( Initial Study ) which analyzed whether the subsequent project may cause any significant effect on the environment that was not examined in the Master EIR and whether the subsequent project was described in the Master EIR as being within the scope of the report, and WHEREAS, said matter was considered by the Planning Commission at a duly noticed public hearing which was held on July 2, 2017, at 6:00 p.m., in the Tenth Street Place Chambers located at 1010 Tenth Street, Modesto, California, NOW, THEREFORE, BE IT RESOLVED by the Planning Commission that the Commission has reviewed and considered the Initial Study prepared for the proposed code amendment to allow freeway digital billboards, a copy of which is attached hereto as Exhibit A, and incorporated herein by reference, and based on substantial evidence in the Initial Study recommends that the City Council make the following findings: 1. An Initial Study was prepared by the City of Modesto that analyzed whether the subsequent project may cause any significant effect on the environment that was not examined in the Master EIR and whether the subsequent project was described in the Master EIR as being within the scope of the report. 2. The subsequent project will have no additional significant effect on the environment, as defined in subdivision (d) of Section of the Public Resources Code, that was not identified in the Master EIR. 3. No new or additional mitigation measures or alternatives are required. 4. The subsequent project is within the scope of the project covered by the Master EIR.

15 Res No XX Page 2 5. All applicable policies, regulations, and mitigation measures identified in the Master EIR have been applied to the subsequent project or otherwise made conditions of approval of the subsequent project. 6. No substantial changes have occurred with respect to the circumstances under which the Master EIR was certified, and no new information, which was not known and could not have been known at the time that the Master EIR was certified as complete, has become available. The foregoing resolution was introduced at the regular meeting of the Planning Commission held on July 2, 2017, by XXX, who moved its adoption, which motion was seconded by XXX and carried by the following vote: Ayes: Noes: Absent: Recused: XXX None None None BY ORDER OF THE PLANNING COMMISSION OF THE CITY OF MODESTO. Original, signed copy on file in CEDD Patrick Kelly, Secretary

16 City of Modesto Finding of Conformance to General Plan Master EIR: Initial Study Environmental Checklist C&ED No For the proposed: Freeway Digital Billboard at 4000 Salida Boulevard Prepared by: City of Modesto Community & Economic Development Department Planning Division June 7, 2018 Updated: October 2016

17 (Intentional Blank Page) Updated: October 2016

18 I. PURPOSE City of Modesto Master EIR Initial Study Environmental Checklist CEQA allows for the limited environmental review of subsequent projects under the City s Master Environmental Report ( Master EIR or MEIR ). This Initial Study Environmental Checklist ( Initial Study ) is used in determining whether Digital Freeway Billboard at 4000 Salida Boulevard is within the scope of the project analyzed in the Modesto Urban Area General Plan Master EIR (SCH# ) (Public Resources Code section ). When the Initial Study supports this conclusion, the City will issue a finding of conformance. A subsequent project is within the scope of the Master EIR when: 1. it will have no additional significant effects on the environment that were not addressed as significant effects in the Master EIR; and 2. no new or additional mitigation measures or alternatives are required. Additional significant effects means a project-specific effect that was not addressed as a significant effect in the Master EIR. [Public Resources Code Section 21158(d)] The determination must be based on substantial evidence in the record. Substantial evidence means facts, reasonable assumptions predicated upon facts, or expert opinion based on facts. It does not include speculation or unsubstantiated opinion. (CEQA Guidelines Section 15384) II. PROJECT DESCRIPTION A. Title: Digital Freeway Billboard at 4000 Salida Boulevard B. Address or Location: 4000 Salida Boulevard C. Applicant: Outfront Media D. City Contact Person: Paul Liu, Senior Planner Project Manager: Paul Liu, Senior Planner Department: Community and Economic Development Phone Number: address: pliu@modestogov.com E. Current General Plan Designation(s): Commercial F. Current Zoning Classification(s): P-D 485, for Highway Commercial uses G. Surrounding Land Uses: North: Hotel South: Agriculture East: State Highway 99, commercial and residential on east side of highway West: Agriculture, building material and construction yard City of Modesto Initial Study EA No General Plan Master EIR 1 June 7, 2018

19 H. Project Description, including the project type listed in Section II.C (Anticipated Future Projects) of the Master EIR (Attach additional maps/support materials as needed for complete record): Proposed digital freeway billboard will be double sided with each side 672 square feet in area. The overall height will be 60 feet. The site is zoned for commercial use and was occupied by a vehicle rental business but is currently unoccupied. A separate application for new office buildings has been submitted concurrently with the proposed digital billboard. The applicant proposes to remove four non-digital billboards within the City limits. I. Other Public Agencies Whose Approval is Required: Caltrans III. FINDINGS/DETERMINATION (SELECT ONE ON THE BASIS OF THE ANALYSIS IN SECTION IV) 1. Within the Scope - The project is within the scope of the Master EIR and no new environmental document or Public Resources Code Section findings are required. All of the following statements are found to be true: A. The subsequent project will have no additional significant effect on the environment, as defined in subdivision (d) of Section of the Public Resources Code, that was not identified in the Master EIR. B. No new or additional mitigation measures or alternatives are required. C. The subsequent project is within the scope of the project covered by the Master EIR. D. All applicable policies, regulations, and mitigation measures identified in the Master EIR have been applied to the subsequent project or otherwise made conditions of approval of the subsequent project. E. No substantial changes have occurred with respect to the circumstances under which the Master EIR was certified, and no new information, which was not known and could not have been known at the time that the Master EIR was certified as complete, has become available. 2. Mitigated Negative Declaration Required - On the basis of the above determinations, the project is not within the scope of the Master EIR. A mitigated negative declaration will be prepared for the project. The following statements are all found to be true: A. The subsequent project is within the scope of the project covered by the Master EIR. B. All applicable policies, regulations, and mitigation measures identified in the Master EIR have been applied to the subsequent project or otherwise made conditions of approval of the subsequent project. C. The project will have one or more potential new significant effects on the environment that were not addressed as significant effects in the Master EIR. New or additional mitigation measures are being required of the project that will reduce the effects to a less-than-significant level. City of Modesto Initial Study EA No General Plan Master EIR 2 June 7, 2018

20 D. No substantial changes have occurred with respect to the circumstances under which the Master EIR was certified, and no new information, which was not known and could not have been known at the time that the Master EIR was certified as complete, has become available. 3. Focused EIR Required- On the basis of the above determinations, the project is not within the scope of the Master EIR. A Focused EIR will be prepared for the project. All of the following statements are found to be true: A. The subsequent project is within the scope of the project covered by the Master EIR. B. All applicable policies, regulations, and mitigation measures identified in the Master EIR have been applied to the subsequent project or otherwise made conditions of approval of the subsequent project. C. The project will have one or more new significant effects on the environment that were not addressed as significant effects in the Master EIR. New or additional mitigation measures or alternatives are required as a result. D. No substantial changes have occurred with respect to the circumstances under which the Master EIR was certified, and no new information, which was not known and could not have been known at the time that the Master EIR was certified as complete, has become available. Project Manager Title Date City of Modesto Initial Study EA No General Plan Master EIR 3 June 7, 2018

21 4. Within the Scope Analysis of this Document: The Master EIR allows projects to be found within the scope of the MEIR if certain criteria are met. If the following statements are found to be true for all 21 impact categories included in this Initial Study, then the proposed project is addressed by the MEIR analysis and is within the scope of the MEIR. Any No response must be discussed. YES NO (1) The lead agency for subsequent projects shall be the City of Modesto or a responsible agency identified in the Master EIR. (2) City policies which reduce, avoid, or mitigate environmental effects will continue to be in effect and, therefore, would be applied to subsequent projects where appropriate. The policies are described in the list of policies in place and mitigation measures attached to the Initial Study template. Project impacts would be mitigated to a less-than-significant level using MEIR mitigations only. (3) Federal, State, regional, and Stanislaus County regulations do not change in a manner that is less restrictive on development than current law (i.e., would not offer the same level of protection assumed under the Master EIR). (4) No specific information concerning the known or potential presence of significant resources is identified in future reports, or through formal or informal input received from responsible or trustee agencies or other qualified sources. (5) The development will occur within the boundaries of the City s planning area as established in this Urban Area General Plan. (6) Development within the project will comply with all appropriate mitigation measures contained and enumerated in the 2008 General Plan Master EIR. 5. Currency of the Master EIR Document The MEIR should be reviewed on a regular basis to determine its currency, and whether additional analysis/mitigation should be incorporated into the MEIR via a Supplemental or Subsequent EIR (CEQA Section ). Staff has reviewed Sections 1 through 21 of this document in light of the criteria listed below to determine whether the MEIR is current. The analysis contained within the Master EIR is current as long as the following circumstances have not changed. Any no response must be explained. YES NO (1) Certification of the General Plan Master EIR occurred less than five years prior to the filing of the application for this subsequent project. (2) This project is described in the Master EIR and its approval will not affect the adequacy of the Master EIR for any subsequent project because the City can make the following findings: (a) (b) (c) No substantial changes have occurred with respect to the circumstances under which the Master EIR was certified. No new information, which was not known and could not have been known at the time the Master EIR was certified as complete, has become available. Policies remain in effect which require site-specific mitigation, and avoidance or other mitigation of impacts as a prerequisite to future development. City of Modesto Initial Study EA No General Plan Master EIR 4 June 7, 2018

22 Discussion: (1) The General Plan Master EIR was certified on October 14, 2008, so more than five years has passed since the MEIR was certified. However, the analysis contained in the MEIR is still adequate for subsequent projects, as documented in the discussion below. (2) The project is consistent with the analysis contained in the MEIR. This is documented in the discussion of the individual issue areas of this initial study. (2)(a) There have been no substantive changes to the General Plan since the MEIR was certified that would create additional significant environmental effects that were not analyzed by the MEIR. (2)(b) There has been no new information that would affect the adequacy of the analysis contained in the MEIR. (2)(c) All policies contained in the MEIR that require site-specific mitigation or avoidance of impacts remain in effect and will be applied to the project as appropriate. IV. ENVIRONMENTAL ANALYSIS This Initial Study, in accordance with Section (b) of the Public Resources Code, discloses whether the proposed project may cause any project-specific significant effect on the environment that was not examined in the Final Master EIR (MEIR) for the General Plan and whether new or additional mitigation measures or alternatives may be required as a result. The Initial Study thereby documents whether or not the project is within the scope of the Master EIR. Pursuant to Public Resources Code Section , no new environmental document or findings are necessary for projects that are determined to be within the scope of the MEIR. Adoption of the findings specified in Section III.1, above after completion of the Initial Study fulfills the City s obligation in that situation. All environmental effects cited reflect 2025 conditions resulting from the Urban Area General Plan, as identified in the Master EIR. The environmental impact analysis in the Master EIR for the Urban Area General Plan is organized in twenty-one subject areas. The following analysis is based on the impact analyses contained in Chapter V of the Master EIR. For ease of reference, the sections are numbered in the same order as the analyses in Chapter V. 1. TRAFFIC AND CIRCULATION a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable traffic and circulation impacts expected after application of mitigations / policies: Direct s Effect: Increased automobile traffic will result in roadway segments (see MEIR on Table 1-7, pages V-1-32 to V-1-34) operating at LOS D, Modesto s significance threshold for automobile traffic, or lower (LOS E or F). City of Modesto Initial Study EA No General Plan Master EIR 5 June 7, 2018

23 Effect: The substantial increase in traffic relative to the existing load and capacity of the street system will cause, either individually or cumulatively, the violation of automobile service standards established by StanCOG s Congestion Management Plan for designated roads and highways. Effect: A substantial increase in automobile vehicle miles traveled and automobile vehicle hours of travel and a decrease in average automobile vehicle speed (see MEIR Table 1-6, page V-1-31). Cumulative s Effect: Potential for growth inducement or acceleration of development resulting from highway and local road projects. Effect: Substantial increase in traffic in relation to the existing traffic load and capacity of the street system, including a violation, either individually or cumulatively, of an automobile LOS standard established by the Congestion Management Plan for designated roads and highways. Effect: Increased demand for capacity-enhancing alterations to existing roads or automobile traffic reduction. Other impact categories affected by Traffic and Circulation are addressed throughout this Initial Study (see also Section 2, Degradation of Air Quality; Section 3, Generation of Noise; Section 7 Loss of Sensitive Wildlife and Plant Habitat; Section 8, Disturbance of Archaeological/Historic Sites; Section 14 Increased Demand for Fire Services; Section 18, Energy; Section 19, Visual Resources; Section 20, Land Use and Planning, and Section 21, Climate Change). b. Master EIR and/or New Mitigation Measures Applied to the Project Traffic and Circulation mitigation measures pertinent to this project are found on MEIR pages V-1-9 through V All mitigation measures appropriate to the project, including any new measures, will be incorporated into or made conditions of approval of this project and are listed in Section V, Mitigation Measures Applied to Project. Discussion: No traffic mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-1.B of the Master EIR provides analysis of Traffic and Circulation impacts of development of the General Plan, the following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: A subsequent development project will have a new significant effect on the environment if it would exceed the following criteria: City of Modesto Initial Study EA No General Plan Master EIR 6 June 7, 2018

24 1. TRAFFIC AND CIRCULATION Potentially with Mitigation Incorporated No 1) The proposed project exceeds traffic generation assumptions in the Master EIR for the site by 100 trips or more and City Engineering and Transportation staff has determined that the project would have additional potentially significant projectspecific effects that are not avoided or reduced by the Master EIR s mitigation measures. 2) Exceed, either individually or cumulatively, a level of service standard established by the county congestion management agency for designated roads or highways? 3) The proposed project would cause additional roadway segments in the General Plan area to exceed LOS D and/or cause additional violations of standards in the Congestion Management Plan, and/or cause an increase in automobile vehicle miles or vehicle hours of travel or a decrease in automobile travel speed, as compared to the impacts disclosed in the Master EIR. 4) The proposed project would cause emergency response times to exceed acceptable standards established by the Fire Department, as compared to impacts disclosed in the Master EIR (see Section 14, Increased Demand for Fire Services). 5) The proposed project would result in less parking than required by the Municipal Code or as determined by staff. 6) The proposed project would conflict with adopted policies, plans, or programs that support alternative transportation, including, but not limited to the Regional Transportation Plan, the Sustainable Communities Strategy, the Bicycle Action Plan, etc. 7) The proposed project would result in an increase in automobile vehicle miles traveled on a per capita basis, in excess of that considered in the Urban Area General Plan MEIR. Discussion: (1) The proposed project for a digital freeway billboards and will have no effect on traffic generation assumptions. The project will not increase vehicle trips. (2) The proposed project will have no effect on the level of service standard established by the county congestion management. City of Modesto Initial Study EA No General Plan Master EIR 7 June 7, 2018

25 (3) The proposed project will have no effect on traffic and circulation issues. (4) The proposed project will have no effect on emergency response time. (5) The proposed project will have no effect on meeting parking requirements. (6) The proposed project will have no effect on alternative transportation policies. (7) The proposed project will have no effect on automobile vehicle miles traveled. 2. DEGRADATION OF AIR QUALITY a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable air quality impacts expected after application of mitigations / policies: Direct s Effect: Expected automobile traffic will result in increased operational emissions of reactive organic gases (ROG) and oxides of nitrogen (NO X ) (see MEIR Table 2-8, page V-2-27). Effect: Expected automobile traffic will result in increased emissions of particulate matter 10 microns or less (PM 10 ) and 2.5 microns or less in diameter (PM 2.5 ) (see MEIR Table 2-8, page V-2-27). Effect: Expected automobile traffic will result in increased carbon monoxide (CO) levels in the project area (see MEIR Table 2-7, page V-2-26, and Table 2-8, page V-2-27). Cumulative s The Master EIR indicates the same impacts identified as direct impacts above will contribute to regional impacts on air quality for the criteria pollutants ROG, NO x, PM 10, and PM 2.5. b. Master EIR and/or New Mitigation Measures Applied to the Project Air quality mitigation measure(s) pertinent to the proposed project are found on pages V-2-13 through V-2-24 of the Master EIR. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project and are listed in Section V, Mitigation Measures Applied to Project. Discussion: No air quality mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-2.B of the Master EIR is the analysis of air quality impacts resulting from development of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project -specific effect not analyzed in the Master EIR. City of Modesto Initial Study EA No General Plan Master EIR 8 June 7, 2018

26 Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 2. DEGRADATION OF AIR QUALITY Potentially with Mitigation Incorporated No 1) The proposed project exceeds the project-level emissions thresholds established for CO, ROG, NO x, PM 10, and PM 2.5 by the San Joaquin Valley Air Pollution Control District (SJVUAPCD) and is not consistent with the development assumptions for the project site, as established in the Urban Area General Plan and Master EIR. 2) The proposed project does not incorporate the best management practices established by the SJVAPCD for CO, ROG, NO x, PM 10, and PM ) The proposed project does not comply with the air quality policies in the Modesto Urban Area General Plan. 4) The proposed project would expose sensitive receptors to pollutant concentrations in excess of those expected to occur as a result of implementation of the Urban Area General Plan. 5) The proposed project would create objectionable odors affecting a substantial number of people. Discussion: (1) The proposed project will have no effect on emissions thresholds. (2) The proposed project will have no effect on best management practices established by the SJVAPCD. (3) The proposed project will have no effect on air quality policies. (4) The proposed project will have no effect on sensitive receptors. (5) The proposed project will not result in the creation of objectionable odors. 3. GENERATION OF NOISE a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable noise impacts expected after application of mitigations / policies: Direct s City of Modesto Initial Study EA No General Plan Master EIR 9 June 7, 2018

27 Effect: Future automobile traffic noise levels and roadway construction and maintenance activities resulting from development of the Urban Area General Plan will exceed the City s noise thresholds at various locations, but particularly in areas adjacent to heavily traveled roadways (see MEIR Table 3-3, page V-3-10, and Figure VII-2 and Table 3-6, pages V-3-18 and V-3-19). Effect: Expected noise from airport operations and airport construction projects may expose up to 468 dwellings and three churches to noise levels of 65 db CNEL and up to eight dwellings to noise levels of 70 db CNEL. Effect: Expose noise-sensitive land uses to noise from the construction of bicycle and transit projects. Effect: Expose noise-sensitive land uses to noise from freight and passenger rail operations. Cumulative s Effect: Traffic from development in the City of Modesto would, when combined with traffic from new development in the County and other cities, contribute to a cumulative increase in roadside noise levels on major roads and highways throughout Stanislaus County. b. Master EIR and/or New Mitigation Measures Applied to the Project Noise policies and mitigation measures pertinent to the project being analyzed in this Initial Study are found on pages V-3-11 through V-3-15 of the Master EIR. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project and any new measures are listed in Section V, Mitigation Applied to Project. Discussion: No noise mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-3.B of the MEIR discloses noise impacts resulting from development of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project -specific effect not analyzed in the Master EIR. Significance Criteria: Determination of the proposed project s effects are based on the following thresholds. Project-specific effects will be less than significant unless: 3. GENERATION OF NOISE Potentially with Mitigation Incorporated No 1) The proposed project will exceed the standards for noise level and hours of operation established by the Modesto noise ordinance. 2) The proposed project will not comply with the noise policies of, or otherwise be inconsistent with, the Modesto Urban Area General Plan. City of Modesto Initial Study EA No General Plan Master EIR 10 June 7, 2018

28 3. GENERATION OF NOISE Potentially with Mitigation Incorporated No 3) The proposed project will result in an increase in ambient noise levels in the project vicinity above those disclosed in the Master EIR. 4) The proposed project will result in a substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels disclosed in the Master EIR implementation of the Urban Area General Plan. Discussion: (1) The proposed project will have no effect on noise level standards. (2) The proposed project will have no effect on noise policies. (3) The proposed project will not result in an increase of ambient noise levels. (4) The proposed project will not result in a temporary or periodic increase of ambient noise levels. 4. EFFECTS ON AGRICULTURAL LANDS a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on agricultural lands expected after application of mitigations / policies: Direct s Effect: Between 1995 and 2025, development of the Urban Area General Plan may convert up to approximately 26,000 acres of farmland in various categories in the Planned Urbanizing Area to urban uses. Effect: Approximately 1,200 acres of urban development along a 28.5-mile boundary 350 feet wide between urban and agricultural uses could be affected by continued agricultural operations, including noise, dust, and chemical overspray or drift. Cumulative s Effect: Growth within Modesto s planning area would contribute considerably to the loss of agricultural land within Stanislaus County, accounting for the conversion of as much as approximately 26,000 acres of farmland in various categories in the Planned Urbanizing Area from 1995 to b. Master EIR and/or New Mitigation Measures Pertinent to the Project City of Modesto Initial Study EA No General Plan Master EIR 11 June 7, 2018

29 Agricultural land mitigation measures pertinent to the proposed project are found on pages V-4-6 to and V-4-8 of the Master EIR. All mitigation measures appropriate to the project and any new mitigation to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Applied to Project. Discussion: No agricultural mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-4.B of the Master EIR discloses the impacts resulting from the implementation of the Urban Area General Plan on agricultural lands. The following is an analysis of whether the proposed project would result in a new, significant, project -specific effect not previously analyzed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 4. EFFECTS ON AGRICULTURAL LANDS Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the Urban Area General Plan s policies relating to agricultural land. 2) The proposed project will either directly or indirectly result in the development of land outside the 2008 Urban Area General Plan s planning area boundary. 3) The proposed project will conflict with existing zoning for agricultural use, or there is an existing Williamson Act contract on the project site. 4) The proposed project will involve other changes in the existing environment not anticipated in the Master EIR which, due to their location or nature, could result in conversion of farmland to nonagricultural use. Discussion: (1) The proposed project will have no effect on agricultural land policies. (2) The proposed project will have no effect on development outside the Modesto planning area. (3) The proposed project will have no effect on land zoned for agricultural use or with Williamson Act contract. City of Modesto Initial Study EA No General Plan Master EIR 12 June 7, 2018

30 (4) The proposed project will have no effect on the conversion of farmland to non-agricultural use. 5. INCREASED DEMAND FOR LONG-TERM WATER SUPPLIES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on long-term water supplies expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts have been disclosed in the Master EIR. Cumulative s Effect: Operational yields of the Modesto and Turlock subbasins, both of which underlie the City of Modesto, are unknown, although the City is participating in a study with the United States Geological Survey in order to quantify the operational yields of both subbasins. Groundwater withdrawals from both basins by the City, when combined with other users withdrawals, may result in overdrafting both subbasins. Effect: Despite available options, during drought years, significant water shortages are forecast for the San Joaquin River basin, which includes both the Modesto and Turlock subbasins, by Modesto would make a cumulatively considerable contribution to the cumulative impact on water supply under drought conditions. b. Master EIR and/or New Mitigation Measures Applied to the Project Water supply mitigation measures pertinent to the proposed project are found on pages V-5-6 through V-5-12 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No water supply mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-5.B of the Master EIR discloses impacts on long-term water supplies resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: City of Modesto Initial Study EA No General Plan Master EIR 13 June 7, 2018

31 5. INCREASED DEMAND FOR LONG-TERM WATER SUPPLIES Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with water supply policies in the Urban Area General Plan. 2) Water demand for the proposed project will exceed estimates for similar projects or for development on the project site anticipated in the Urban Area General Plan or sufficient water supplies are not otherwise available to serve the project from existing entitlements and resources. 3) The proposed project would deplete groundwater supplies to a greater degree than anticipated in the Urban Area General Plan or would interfere with groundwater recharge. Discussion: (1) The proposed project will have no effect on the water supply. (2) The proposed project will have no effect on water demand. (3) The proposed project will have no effect on groundwater supply. 6. INCREASED DEMAND FOR SANITARY SEWER SERVICES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on sanitary sewer services after application of mitigations / policies: Direct s Effect: Development resulting from implementation of the Urban Area General Plan will require substantial new sewage treatment and disposal capacity, treatment plant improvements, sewer mains and collection lines, and pump stations. The Wastewater Master Plan anticipates the need for these facilities and its EIR evaluates the impact of developing those facilities. Potential impacts include degradation of water quality through erosion and chemical releases; localized flooding; construction noise; exposure of construction workers and the public to hazardous materials; and on the habitat of the elderberry longhorn beetle, burrowing owl, and Swainson s hawk, as well as certain other regulated habitats. All of these impacts are mitigated to a less-than-significant level. Additional impacts that are not mitigated to a less-than-significant level include loss of farmland cause by construction of the Phase IA tertiary treatment facility at the Jennings Road Secondary Treatment Facility, an increase in pollutant loads from increased wastewater flows to the San Joaquin River, and an increase in noise and criteria air pollutants due to construction activities, including traffic. Cumulative s City of Modesto Initial Study EA No General Plan Master EIR 14 June 7, 2018

32 Effect: No additional cumulative impacts were identified in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Sewer service mitigation measures pertinent to the proposed project are found on pages V-6-3 through V-6-8 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No sanitary sewer service mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-6.B of the Master EIR discloses impacts on the Increased Demand for Sanitary Sewer Service resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 6. INCREASED DEMAND FOR SANITARY SEWER SERVICES Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with wastewater policies in the Urban Area General Plan. 2) The proposed project will generate sewage flows greater than those anticipated in the Urban Area General Plan for the project site. 3) The proposed project will result in a determination by the wastewater treatment provider which serves or may serve the project that it has inadequate capacity to serve the project s projected demand in addition to the provider s existing commitments. Discussion: (1) The proposed project will have no effect on the wastewater policies. (2) The proposed project will have no effect on sewage flows. (3) The proposed project will have no effect on wastewater capacity. City of Modesto Initial Study EA No General Plan Master EIR 15 June 7, 2018

33 7. LOSS OF SENSITIVE WILDLIFE AND PLANT HABITAT a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on sensitive wildlife and plant habitat expected after application of mitigations / policies: Direct s Effect: No residual significant impacts on sensitive wildlife and plan habitat are expected to occur with the application of the policies contained in the Urban Area General Plan. Cumulative s Effect: Implementation of the Urban Area General Plan will contribute to the cumulative impact of habitat loss in the San Joaquin Valley. Requiring density development than has occurred in the past or that is expected in the future would minimize the City s contribution to the cumulative loss of habitat. Nonetheless, this is a significant and unavoidable impact. b. Master EIR and/or New Mitigation Measures Applied to the Project Wildlife and plant habitat mitigation measures pertinent to the proposed project are found on pages V-7-17 through V-7-24 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No wildlife and plant habitat mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-thansignificant level. c. Project-Specific Effects Section V-7.B of the Master EIR discloses impacts on the Loss of Sensitive Wildlife and Plant Habitat resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 7. LOSS OF SENSITIVE WILDLIFE AND PLANT HABITAT Potentially with Mitigation Incorporated No 1) The project is inconsistent with the policies pertaining to the loss of sensitive wildlife and plant habitat contained in the Urban Area General Plan. City of Modesto Initial Study EA No General Plan Master EIR 16 June 7, 2018

34 7. LOSS OF SENSITIVE WILDLIFE AND PLANT HABITAT Potentially with Mitigation Incorporated No 2) Consultation with the California Department of Fish and Game or the U.S. Fish and Wildlife Service determines that the project would have a significant effect on a candidate, sensitive, or special status species in excess of the impact disclosed in the Master EIR. 3) The proposed project would have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act through direct removal, filling, hydrological interruption, or other means, in excess of the impact disclosed in the Master EIR. 4) The proposed project would substantially interfere with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites. 5) Conflict with local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance. 6) The proposed project would conflict with provisions of an adopted habitat conservation plan, natural community conservation plan, or other approved local, regional, or state habitat conservation plan. Discussion: (1) The proposed project will have no effect on wildlife and plant habitat policies. The site has been developed for a vehicle rental business. Currently, the site is unoccupied but a proposal for office use has been submitted. (2) The proposed project will have no effect on a candidate, sensitive, or special status species in excess of the impact disclosed in the Master EIR. (3) The proposed project will have no effect on federally protected wetlands. (4) The proposed project will have no effect on native resident or migratory fish or wildlife species. (5) The proposed project will have no effect on local policies or ordinances protecting biological resources. (6) The proposed project will have no effect on local, regional, or state habitat conservation plan. City of Modesto Initial Study EA No General Plan Master EIR 17 June 7, 2018

35 8. DISTURBANCE OF ARCHAEOLOGICAL/HISTORICAL SITES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on archaeological/historical sites expected after application of mitigations / policies: Direct s Effect: Modification resulting in a substantial adverse change in the significance of a historic resource or the demolition of a listed or eligible historic resource. Effect: The modification or demolition of a structure more than 50 years in age may be significant. Effect: Discovery of archaeological resources, in areas outside of the riparian corridors, as a result of construction activities. Effect: Construction in an area of high archaeological sensitivity. Cumulative s Effect: No additional cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Archaeological or historic mitigation measures pertinent to the project being analyzed in this Initial Study are found on page V-8-16 through V-8-20 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Applied to Project: Discussion: No archaeological and historical site mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-thansignificant level. c. Project-Specific Effects Section V-8.B of the MEIR discloses impacts on archaeological/historical resources resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: City of Modesto Initial Study EA No General Plan Master EIR 18 June 7, 2018

36 8. DISTURBANCE OF ARCHAEOLOGICAL/ HISTORICAL SITES Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the archaeological / historical resource policies in the Urban Area General Plan. 2) The proposed project would demolish a building eligible for listing as a historic resource or remove a landmark from the Modesto inventory. 3) The proposed project would modify or demolish a structure more than 50 years old. 4) The project would adversely affect a cultural resource that is either listed or eligible for listing in the California Register of Historical Resources. 5) The project would adversely affect a Tribal Cultural Resource identified and/or defined by the applicable Tribe. Discussion: (1) The proposed project will have no effect on archaeological/historical resource policies. (2) The proposed project will have no effect on historical buildings or landmarks. (3) The proposed project will have no effect on structures. (4) The proposed project will have no effect on cultural resources. (5) The proposed project will have no effect on tribal cultural resources. 9. INCREASED DEMAND FOR STORM DRAINAGE a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on storm drainage expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: The population of Stanislaus County is projected to increase in a fashion similar to that of Modesto, resulting in additional urban development and associated increases in impervious surface area and associated increases in storm water runoff. Cumulative hydrologic impacts of storm water City of Modesto Initial Study EA No General Plan Master EIR 19 June 7, 2018

37 flows from Modesto urban areas and other areas of the County could occur due to the fixed capacity of MID and TID irrigation canals to convey drainage west to the San Joaquin River. If drainage channels in some areas prove insufficient to handle the increased drainage discharges, existing storm water runoff from urban and agricultural areas during large storm events would have to be interrupted until water levels receded to a point allowing the resumption of discharges to the channel. Ceasing discharges to drainage channels could cause inundation in and around the drainage conveyance pipeline systems, surface drainage channels, detention basins, and other urban areas. This cumulative impact is considered significant and unavoidable. b. Master EIR and/or New Mitigation Measures Applied to the Project Storm Drainage mitigation measures pertinent to the project being analyzed in this Initial Study are found on pages V-9-4 through V-9-9. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project: Discussion: No storm drainage mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-9.B of the MEIR discloses impacts on the demand for storm drainage resulting from development of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 9. INCREASED DEMAND FOR STORM DRAINAGE Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the storm drainage policies in the Urban Area General Plan. 2) The proposed project would substantially increase the rate or amount of surface runoff in a manner that would result in flooding on- or offsite, as compared to impacts anticipated to result from the Urban Area General Plan or create substantial unanticipated sources of polluted runoff. 3) The proposed project does not utilize Low Development strategies to reduce runoff from the site and increase infiltration, resulting in no net increase in runoff before and after development. City of Modesto Initial Study EA No General Plan Master EIR 20 June 7, 2018

38 Discussion: (1) The proposed project will have no effect on storm drainage policies. (2) The proposed project will have no effect on surface runoff. The site is already developed and paved. (3) The proposed project will have no effect on Low Development strategies to reduce runoff. 10. FLOODING AND WATER QUALITY a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on flooding and water quality expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Flooding and Water Quality mitigation measures pertinent to the project being analyzed in this Initial Study are found on pages V-10-6 through V-10-9 of the Master EIR. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Applied to Project: Discussion: No flooding and water quality mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-thansignificant level. c. Project-Specific Effects Section V-10.B of the Master EIR provides analysis of Flooding and Water Quality impacts of development of the General Plan, the following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not previously analyzed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: City of Modesto Initial Study EA No General Plan Master EIR 21 June 7, 2018

39 10. FLOODING AND WATER QUALITY Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the flooding and water quality policies in the Urban Area General Plan. 2) The proposed project does not comply with the regulatory requirements of the federal Clean Water Act or the State Porter-Cologne Act. 3) The proposed project would place more housing within a 100-year flood hazard zone than assumed in the Urban Area General Plan. 4) The proposed project would place structure within a 100-year flood hazard area so that they would impede or redirect floodwater or would substantially alter the existing on-site drainage pattern or a watercourse, in such a way as to cause flooding on- or off-site. 5) The proposed project does not comply with Modesto s Guidance Manual for New Development Storm Water Quality Control Measures. 6) The proposed project would violate water quality standards or waste discharge requirements. 7) The proposed project would substantially alter the existing drainage pattern of the site or area or a watercourse in a manner that would result in substantial erosion or siltation on- or offsite in excess of the assumptions of the General Plan. 8) The proposed project would create or contribute runoff, which would exceed the capacity of existing or planned storm water drainage systems or provide substantial additional sources of polluted runoff, not expected as part of General Plan implementation. Discussion: (1) The proposed project will have no effect on flooding and water quality policies. (2) The proposed project will have no effect on federal Clean Water Act or the State Porter- Cologne Act. (3) The proposed project will not result in more housing within a 100-year flood hazard zone. (4) The proposed project will have no effect on flooding. (5) The proposed project will have no effect on Modesto s Guidance Manual for New Development Storm Water Quality Control Measures. City of Modesto Initial Study EA No General Plan Master EIR 22 June 7, 2018

40 (6) The proposed project will have no effect on water quality standards or waste discharge requirements. (7) The proposed project will have no effect on existing drainage pattern of the site or area or a watercourse in a manner that would result in substantial erosion or siltation. (8) The proposed project will have no effect on runoff. 11. INCREASED DEMAND FOR PARKS AND OPEN SPACE a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on parks and open space expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Parks and open space mitigation measures pertinent to the proposed project are found on pages V through V-11-9 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Applied to Project: Discussion: No parks and open space mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-11.B of the MEIR discloses impacts of the Urban Area General Plan on parks and open space. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. Project-specific effects will be less than significant unless: City of Modesto Initial Study EA No General Plan Master EIR 23 June 7, 2018

41 11. INCREASED DEMAND FOR PARKS AND OPEN SPACE Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the parks and open space policies in the Urban Area General Plan. 2) The proposed project would eliminate parks or open space. 3) The proposed project would cause an increase in the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility in question would occur or be accelerated or the proposed project would include recreational facilities or require the construction or expansion of recreational facilities which might have an adverse physical effect on the environment. Discussion: (1) The proposed project will have no effect on parks and open space policies. (2) The proposed project will have no effect on parks and open space. (3) The proposed project will have no effect on parks and recreation facilities. 12. INCREASED DEMAND FOR SCHOOLS a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on school facilities expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. By statute, the impact of new students is considered to be mitigated below a level of significance by payment of school impact fees and the exercise of any or all of the financing options set out in Government Code Section Cumulative s Effect: Similar to direct impacts of implementation of the Urban Area General Plan, no residual significant direct impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Mitigation relies upon the implementation of the policies in place under the Modesto Urban Area City of Modesto Initial Study EA No General Plan Master EIR 24 June 7, 2018

42 General Plan. As long these policies are applied to all subsequent projects, no new mitigation is necessary. Further, payment of school impact fees and compliance with SB 50 is statutorily deemed to be full mitigation of school impacts (Government Code Section 65995). The following schools mitigation measures on pages V-12-5 through V-12-7 of the Master EIR are pertinent to the proposed project. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project. Those measures are listed in Section V, Mitigation Applied to Project. Discussion: No schools mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-12.B of the Master EIR discloses impacts resulting from implementation of the Urban Area General Plan associated with increased demand for schools. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 12. INCREASED DEMAND FOR SCHOOLS Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the policies relating to schools in the Urban Area General Plan. 2) The proposed project does not comply with SB 50/Proposition 1A funding provisions, or succeeding measures which state that compliance results in less-than-significant impacts on schools. Discussion: (1) The proposed project will have no effect on school policies. (2) The proposed project will have no effect on SB 50/Proposition 1A funding provisions. 13. INCREASED DEMAND FOR POLICE SERVICES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on police services expected after application of mitigations / policies: City of Modesto Initial Study EA No General Plan Master EIR 25 June 7, 2018

43 Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Police services mitigation measures pertinent to the proposed project are found on pages V-13-2 through V-13-5 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No police services mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-13.B of the Master EIR discloses impacts on police services resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 13. INCREASED DEMAND FOR POLICE SERVICES Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with policies relating to police services in the Urban Area General Plan. 2) The proposed project would result in the need for new or significantly altered facilities not considered as part of the Urban Area General Plan or Master EIR which could cause new significant environmental impacts in order to maintain acceptable service ratios, response times, or other performance objectives. Discussion: (1) The proposed project will have no effect to police policies. City of Modesto Initial Study EA No General Plan Master EIR 26 June 7, 2018

44 (2) The proposed project will not result in the need for more police facilities. 14. INCREASED DEMAND FOR FIRE SERVICES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on fire services expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Fire Services mitigation measure(s) pertinent to the project being analyzed in this Initial Study are found on pages V-14-4 through V-14-7 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No fire services mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-14.B of the Master EIR discloses impacts on fire services resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 14. INCREASED DEMAND FOR FIRE SERVICES Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with the fire service policies in the Urban Area General Plan. 2) The proposed project would result in the need for new or significantly altered facilities not considered as part of the Urban Area General Plan or Master EIR which could cause new significant environmental impacts in order to maintain acceptable service ratios, response times, or other City of Modesto Initial Study EA No General Plan Master EIR 27 June 7, 2018

45 14. INCREASED DEMAND FOR FIRE SERVICES performance objectives. Potentially with Mitigation Incorporated No 3) The proposed project, based upon substantial evidence, would cause the erosion or elimination of fire protection services in adjoining fire protection districts. Discussion: (1) The proposed project will have no effect on fire service policies. (2) The proposed project will not result in the need for more fire service facilities. (3) The proposed project will have no effect on fire protection services in adjoining fire protection districts. 15. GENERATION OF SOLID WASTE a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on solid waste expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Solid waste mitigation measures pertinent to the proposed project are found on pages V-15-4 through V-15-7 of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Applied to Project. Discussion: No solid waste mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-15.B of the Master EIR discloses solid waste impacts resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. City of Modesto Initial Study EA No General Plan Master EIR 28 June 7, 2018

46 Significance Criteria: Determination of project effects will be based on the following thresholds. Project-specific effects will be less than significant unless: 15. GENERATION OF SOLID WASTE Potentially with Mitigation Incorporated No 1) The project is inconsistent with the solid waste policies in the Urban Area General Plan. 2) The County is unable to expand its solid waste disposal capacity, as expected, causing all new development to result in cumulative impacts on the County s disposal capacity. Discussion: (1) The proposed project will have no effect on solid waste policies. (2) The proposed project will have no effect on the County solid waste facility. 16. GENERATION OF HAZARDOUS MATERIALS a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts regarding hazardous materials expected after application of mitigations / policies: Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Hazardous materials mitigation measures pertinent to the proposed project are found on pages V-16-8 through V of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of this project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No hazardous materials mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. City of Modesto Initial Study EA No General Plan Master EIR 29 June 7, 2018

47 c. Project-Specific Effects Section V-16.B of the Master EIR discloses impacts on hazardous materials resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 16. GENERATION OF HAZARDOUS MATERIALS Potentially with Mitigation Incorporated No 1) The project is inconsistent with the hazardous materials policies in the Urban Area General Plan. 2) The proposed project would emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school. 3) The proposed project would be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section and as a result, would create a significant hazard to the public or the environment. 4) The proposed project would be constructed on a contaminated site not known to the State of California as of March Discussion: (1) The proposed project will have no effect on hazardous materials policies (2) The proposed project will not result in emitting hazardous emissions or handling hazardous materials. (3) The proposed project will not result in locating projects on hazardous materials sites. (4) The proposed project will not result in locating projects on contaminated sites. 17. GEOLOGY, SOILS, AND MINERAL RESOURCES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts related to geology, soils, and mineral resources expected after application of mitigations / policies: City of Modesto Initial Study EA No General Plan Master EIR 30 June 7, 2018

48 Direct s Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant direct impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project Geology, soils, and mineral resource mitigation measures pertinent to the proposed project are found on pages V-17-9 and V of the Master EIR. All mitigation measures appropriate to the project to be incorporated into or made conditions of approval of the proposed project are listed in Section V, Mitigation Measures Applied to Project. Discussion: No geology, soils, and mineral resources mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a lessthan-significant level. c. Project-Specific Effects Section V-17.B of the Master EIR discloses geology, soils, and mineral resource impacts resulting from implementation of the Urban Area General Plan. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. Project-specific effects will be less than significant unless: 17. GEOLOGY, SOILS, AND MINERAL RESOURCES Potentially with Mitigation Incorporated No 1) The project is inconsistent with policies relating to geology, soils, and mineral resources contained in the Urban Area General Plan. 2) The proposed project would expose people or structures to potential substantial adverse effects including the risk off loss, injury, or death involving fault rupture, strong seismic activity; location on an expansive soil; result in the loss of topsoil; location on soils incapable of adequately supporting the use of septic tanks or alternative wastewater disposal systems in areas where sewers are not available for the disposal of wastewater; result in the loss of known mineral resources that would be of value to the region and the state; or result in the loss of availability of a locally important mineral resource recovery site delineated on a local general plan, specific plan, or other land use plan. City of Modesto Initial Study EA No General Plan Master EIR 31 June 7, 2018

49 Discussion: (1) The proposed project will have no effect on geology, soils, and mineral resources policies. (2) The proposed project will not result in exposing people or structure to seismic activities, location on expansive soils, or loss of mineral resources. 18. ENERGY a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts pertaining to energy expected after application of mitigations / policies: Direct s Effect: Continued development in the Planned Urbanizing Area would have an impact on available energy supplies. Energy consumption likely would increase substantially by 2025 as a result of implementation of the Urban Area General Plan. Cumulative s Effect: Implementation of the Urban Area General Plan will have a cumulatively considerable impact on energy consumption. b. Master EIR and/or New Mitigation Measures Applied to the Project The following energy mitigation measures pertinent to the proposed project are found on pages V-18-2 through V-18-8 in the Master EIR. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project. Those measures will be listed in Section V, Mitigation Applied to Project. Discussion: No energy mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-18.B of the Master EIR discloses impacts of implementing the Urban Area General Plan on energy resources. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: City of Modesto Initial Study EA No General Plan Master EIR 32 June 7, 2018

50 18. ENERGY Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with policies relating to energy in the Urban Area General Plan. 2) The proposed project would result in energy consumption during construction, operation, maintenance, or removal that is more wasteful, inefficient, and unnecessary than assumed in the Urban Area General Plan. Discussion: (1) The proposed project will have no effect on energy policies. (2) The proposed project will not result in wasteful energy consumption during future construction activities. 19. EFFECTS ON VISUAL RESOURCES a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts on visual resources expected after application of mitigations / policies: Direct s Effect: New development in the Planned Urbanizing Area will occur in areas that are in agricultural production or are otherwise lightly developed, which could lead to the introduction of light and glare in areas that have little nighttime illumination. Cumulative s Effect: No additional cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project The following visual resources mitigation measures pertinent to the proposed project are found on pages V-19-3 and V-19-4 in the Master EIR. All mitigation measures appropriate to the proposed project will be incorporated into or made conditions of approval of this project. Those measures will be listed in Section V, Mitigation Applied to Project. Discussion: No visual resource mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. City of Modesto Initial Study EA No General Plan Master EIR 33 June 7, 2018

51 c. Project-Specific Effects Section V-18.B of the Master EIR discloses impacts of implementing the Urban Area General Plan on energy resources. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 19. EFFECTS ON VISUAL RESOURCES Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with policies relating to visual resources in the Urban Area General Plan. 2) The proposed project would degrade views from riverside areas and parks to a greater degree than assumed in the Urban Area General Plan. 3) The proposed project would degrade views of riverside areas from public roadways and nearby properties to a greater degree than assumed in the Urban Area General Plan. Discussion: (1) The City s freeway digital billboard ordinance includes standards that address visual resources policies. The allowed size and height would be consistent with other existing billboards along freeways. There is a provision to remove four existing billboards in exchange for a new digital billboard in the effort to reduce sign clutter. The freeway digital billboard shall display static messages only and shall not exceed the brightness level 0.3 foot-candles above ambient level at 250 feet which is comparable to standard parking lot lighting. The proposed billboard will not affect scenic vistas, scenic resources, or light and glare. The visual impacts will be less than significant. (2) The project will have no effect on views from riverside areas and parks. (3) The project will have no effect on views of riverside areas from public roadways and nearby properties. 20. LAND USE AND PLANNING a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts pertaining to land use and planning expected after application of mitigations / policies: Direct s City of Modesto Initial Study EA No General Plan Master EIR 34 June 7, 2018

52 Effect: No residual significant direct impacts were disclosed in the Master EIR. Cumulative s Effect: No residual significant cumulative impacts were disclosed in the Master EIR. b. Master EIR and/or New Mitigation Measures Applied to the Project The following land use and planning mitigation measures pertinent to the proposed project are found on pages V-20-6 through V in the Master EIR. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project. Those measures will be listed in Section V, Mitigation Applied to Project. Discussion: No land use mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-20.B of the Master EIR discloses impacts of implementing the Urban Area General Plan on land use and planning. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: 20. LAND USE AND PLANNING Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with land use and planning policies in the Urban Area General Plan. 2) The proposed project contains elements that would physically divide an established community in a way not assumed in the Urban Area General Plan. 3) The proposed project conflicts with a land use plan, policy or regulation established for the purpose of avoiding or mitigating an environmental impact by an agency that has jurisdiction over the proposed project. 4) The proposed project conflicts with an applicable habitat conservation plan or natural community conservation plan. Discussion: City of Modesto Initial Study EA No General Plan Master EIR 35 June 7, 2018

53 (1) The proposed project will be consistent land use and planning policies. (2) The proposed project will not result in the physical division of an established community. (3) The proposed project will have no effect on a land use plan, policy or regulation established for the purpose of avoiding or mitigating an environmental impact. (4) The proposed project will have no effect on applicable habitat conservation plan or natural community conservation plan. 21. CLIMATE CHANGE a. Effects Identified in the Master EIR The Master EIR discloses the following residual significant and unavoidable impacts pertaining to climate change expected after application of mitigations / policies: Direct s Effect: s resulting from implementation of the Urban Area General Plan are not substantial enough to result in a significant direct impact on climate change, as disclosed in the Master EIR. Cumulative s Effect: Implementation of the Urban Area General Plan will have a cumulatively considerable impact on climate change. b. Master EIR and/or New Mitigation Measures Applied to the Project The following climate change mitigation measures pertinent to the proposed project are found on pages V-21-7 through V in the Master EIR. All mitigation measures appropriate to the project will be incorporated into or made conditions of approval of this project. Those measures will be listed in Section V, Mitigation Applied to Project. Discussion: No climate change mitigation from the Master EIR applies to this project. No new or additional mitigation measures or alternatives are required to reduce project impacts to a less-than-significant level. c. Project-Specific Effects Section V-18.B of the Master EIR discloses impacts of implementing the Urban Area General Plan on climate change. The following is an analysis of whether the proposed project would result in a new, significant, project-specific effect not disclosed in the Master EIR. Significance Criteria: Determination of project effects will be based on the following thresholds. The project-specific effects will be less than significant unless: City of Modesto Initial Study EA No General Plan Master EIR 36 June 7, 2018

54 21. CLIMATE CHANGE Potentially with Mitigation Incorporated No 1) The proposed project is inconsistent with policies relating to climate change in the Urban Area General Plan. 2) The proposed project would result in average automobile trip lengths or CO 2 emissions higher than those assumed in the Master EIR. 3) The proposed project would conflict with the Sustainable Communities Strategy or Alternative Planning Strategy that the Air Resources Board has agreed will achieve the goals of AB 32. Discussion: (1) The proposed project will have no effect on climate change policies (2) The proposed project will have no effect on automobile trip lengths or CO2 emissions. (3) The project will have no effect on the Sustainable Communities Strategy or Alternative Planning Strategy. V. MITIGATION MEASURES APPLIED TO THE PROPOSED PROJECT If the Initial Study results in the determination that a Finding of Conformance can be adopted for the proposed project Section A below applies. If the Initial Study results in the determination that a Finding of Conformance cannot be adopted and a Mitigated Negative Declaration/EIR must be prepared for the project then Section B, below applies. A. Master EIR Mitigation Measures Applied to the Project Pursuant to Public Resources Code Section (c), in order for a Finding of Conformance to be made, all appropriate mitigation measures from the Master EIR shall be incorporated into the proposed project. Urban Area General Plan Policies/Master EIR mitigation measures shall be made part of the proposed project prior to approval by means of conditions of project approval or incorporation into the appropriate document or plan. All applicable and appropriate mitigation measures have been applied to the project (see mitigation measures listed below). B. New or Additional Mitigation Measures or Alternatives Required Where the project s effects would exceed the significance criteria for each environmental impact category, a mitigated negative declaration or Focused EIR must be prepared. Staff has reviewed the project against the significance criteria thresholds established in the Master EIR for all impact City of Modesto Initial Study EA No General Plan Master EIR 37 June 7, 2018

55 categories in this Initial Study. No additional project-specific mitigation measures are necessary for this project. A Mitigated Negative Declaration or Focused EIR is not needed. The following additional project-specific mitigation measures listed below are necessary to reduce the identified new significant effect: Traffic and Circulation: None Degradation of Air Quality: None Generation of Noise: None Effects on Agricultural Lands: None Increased Demand for Long-Term Water Supplies: None Increased Demand for Sanitary Sewer Services: None Loss of Sensitive Wildlife and Plant Habitat: None Disturbance of Archaeological/Historic Sites: None Increased Demand for Storm Drainage: None Flooding and Water Quality: None Increased Demand for Parks and Open Space: None Increased Demand for Schools: City of Modesto Initial Study EA No General Plan Master EIR 38 June 7, 2018

56 None Increased Demand for Police Services: None Increased Demand for Fire Services: None Generation of Solid Waste: None Generation of Hazardous Materials: None Geology, Soils, and Mineral Resources: None Energy: None Effects on Visual Resources: None Land Use and Planning: None Climate Change: None City of Modesto Initial Study EA No General Plan Master EIR 39 June 7, 2018

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69 DIGITAL FREEWAY SIGN OPERATING AGREEMENT BY AND BETWEEN CITY OF MODESTO AND OUTFRONT MEDIA LLC This OperatingAgreement for a Digital Freeway Billboard (hereinafter Agreement ), dated, 2018 by and between the City of Modesto (the City ), a California municipal corporation and Outfront Media LLC ( Outfront Media ), a Delaware corporation. RECITALS 1. Background. Modesto Municipal Code section , after all required notices and public hearing, allows for the City to enter into an Operating Agreement to allow for a Digital Freeway Billboard under certain circumstances; including the permanent removal of preexisting billboards from within the City. Outfront Media has applied for approval to install one (1) monopole Digital Freeway Billboard with two 14 x 48 digital sign faces on the real property leased by Outfront Media from Drs. Parampal Gill and Lavanya Gill and located at 4000 Salida Boulevard, Modesto, CA 95358, as further described on Schedule 1, Exhibit B-1 (the Property ). 2. Applicant. Outfront Media is an outdoor-advertising company that has extensive experience in successfully installing, operating, and maintaining traditional and digital billboards throughout the United States. Outfront Media has contracted with the owners of the Property for the purpose of installing, operating, and maintaining Outfront Media s Digital Freeway Billboard, and it has the requisite resources and expertise to do so successfully. 3. Legal Framework. For the reasons recited herein, the City has determined that the construction and operation of Outfront Media s proposed outdoor advertising display on the Property is a development for which this Agreement is appropriate and is specifically permitted and encouraged by 5412 and of the California Outdoor Advertising Act (Bus. and Prof. Code 5200 et seq. and Modesto Municipal Code section ). 4. Public Benefit. City finds that a substantial public benefit will accrue to City by reason of Outfront Media s outdoor advertising display, which will add value to the community by enabling City to market City projects, programs and other City activities for the benefit of the City and its businesses and residents. In addition the City finds that an additional substantial public benefit will accrue to the City by reason of Outfront Media removing presently existing billboards as a material condition of this Agreement for a Digital Freeway Billboard. In exchange for providing these public benefits, Outfront Media receives assurance that it may proceed with the construction and operation of Outfront Media s outdoor advertising display and the project in accordance with ordinances, resolutions and regulations existing as of the date of this Agreement, subject only to the terms and conditions contained herein and contained in any permits issued pursuant to this project. Agreement for Digital Freeway Billboard: Page 1 of 21

70 NOW, THEREFORE, in consideration of mutual promises, conditions, and covenants hereinafter set forth, the Parties agree as follows: AGREEMENT 1. Incorporation of Recitals. The Preamble, the Recitals, and all defined terms set forth in both, are hereby incorporated into this Agreement as if set forth herein in full. 2. Definitions. This section defines the terms: Agreement Year, Business Day, Caltrans, Caltrans Permits, City Permits, Commencement Date, Digital Freeway Billboard, Digital Display Area, Effective Date, Include, Operational, Obstruction, Site, Sign Structure, and Term. Other terms are defined elsewhere in this Agreement. (a) (b) (c) (d) (e) (f) (g) (h) Agreement Year means one of the consecutive 12-month periods during the Term. The first Agreement Year begins on the Effective Date. Business Day means any day the City s main offices located at th Street, Modesto, CA are open to the public. Caltrans means the California Department of Transportation. Caltrans Permits means all permits and approvals that Outfront Media must obtain from Caltrans to install, operate, and maintain the Digital Freeway Billboard in accordance with this Agreement. City Permits means all building permits, conditional use permits, zoning amendments, operating agreements, and other permits, entitlements, and agreements that the City, acting in its governmental capacity, must issue or approve for Outfront Media to install, operate, and maintain the Digital Freeway Billboard in accordance with this Agreement. Commencement Date means the date as of which both of the following have occurred: (1) the City has finally approved the Plans (defined in Section 6(a)); and, (2) Outfront Media has received all necessary governmental permits and approvals for the Digital Freeway Billboard, including the Caltrans Permits and the City Permits. Digital Freeway Billboard means an off-site outdoor advertising sign, including all above-ground supporting structures, with one or more digital display areas. A Digital Freeway Billboard may be internally or externally illuminated. Digital Freeway Billboards are always considered off-site signs and are regulated as such. Outfront Media will install and operate the Digital Freeway Billboard on the Site in accordance with the criteria set forth in Schedule 1, Exhibit A to this Agreement. Digital Display Area means the portion of the Digital Freeway Billboard that consists of the digital display areas used for general commercial advertising. The Digital Display Area is more particularly described in Schedule 1, Exhibit B-2. Agreement for Digital Freeway Billboard: Page 2 of 21

71 (i) (j) (k) (l) Effective Date means the date as of which both the City and Outfront Media have signed this Agreement, as indicated by the dates in the signature blocks below. Include and its variants are not restrictive. For example, includes means includes but not limited to, and including means including but not limited to. Operational means the Digital Freeway Billboard is capable, legally and functionally, of displaying digital advertising on the Digital Display Area. Obstruction means any structure, sound wall, communications antennae, tree, or vegetation on City owned or controlled property within 1,000 feet of the Digital Freeway Billboard and obstructs the view of the Digital Display Areas from the viewing public on Highway 99. (m) Site means the portion of the Property located in the City upon which the Digital Freeway Billboard is installed. The Site is more particularly described in Schedule 1, Exhibit B-1. (n) Sign Structure means the portion of the Digital Freeway Billboard other than the Digital Display Area, including but not limited to supporting pole(s), display frame and all ancillary equipment and utilities installed on the sign Site. The Sign Structure as improved with Digital Display Area is more particularly described in Schedule 1, Exhibit B-2. If the site currently does not have a Sign Structure, the term Sign Structure shall mean all supporting pole(s), display frame and ancillary equipment and above-ground utilities installed on the Site. (o) Term means the entire time this Agreement is in effect, as specified in Section Term of Agreement. (a) Term. The Term of this Agreement consists of two phases: (1) The Development Phase, which begins on the Effective Date and ends when the Digital Freeway Billboard becomes Operational. (2) The Operations Phase, with regard to the Digital Freeway Billboard begins at the end of the Development Phase and ends when such Digital Freeway Billboard is removed or after a twenty five (25) year period following the conclusion of the Development Phase, whichever occurs first. The Agreement is automatically renewed for an additional 25 year Term unless written notice is given by either party to the other party 60 days prior to expiration of the initial Term expressing the party s intent to terminate this Agreement. Agreement for Digital Freeway Billboard: Page 3 of 21

72 4. Consideration. As consideration for the rights and benefits it enjoys under this Agreement, including the contemplated use during the Term, Outfront Media shall do all of the following: (a) Removal of Existing Outfront Media Signs. At no cost to the City, Outfront Media shall remove the Existing Signs identified in Schedule 1, attached to this Agreement and incorporated by reference herein according to the schedule set forth in Schedule 1, subject to the following: (1) Outfront Media hereby waives any rights it may have to compensation for the Existing Signs under federal, state, or local law, including the Highway Beautification Act of 1965 (23 United States Code section 131) and the Outdoor Advertising Act (California Business and Professions Code section 5200 and following) for removal of the Existing Signs in accordance with this Agreement. (2) Outfront Media s commitment to remove the Existing Signs according to the schedule set forth in Schedule 1 is a material provision of this Agreement. Outfront Media is not entitled to replace the Existing Signs once they are removed. (b) Dedicated Click. During the Term of this Agreement, to the extent permissible under applicable laws, rules and regulations, Outfront Media shall display advertisements promoting City -sponsored events and activities that meet the following criteria: (1) the event or activity must be held on City property; (2), the City must participate in an official capacity in the planning, preparation or promotion of the event or activity; and (3) the City must be an official sponsor (the City Copy ) on one 8-second digital display spot on the Digital Freeway Billboard after each 8-spot digital loop (the Display Time ) provided that: (i) all proposed City Copy is submitted to Outfront Media not less than five (5) business days prior to the date on which the City Copy is proposed to be displayed on the Digital Freeway Billboard (the Copy Submission Deadline ); (ii) all digital artwork is consistent with the quality of material to be posted on the Digital Freeway Billboard; and (iii) City pays for all digital production costs associated with the City Copy. In no event shall City be permitted to give, sell, trade, barter or exchange the Display Time to any third party. Such act shall be deemed a material breach of this Agreement and City shall automatically forfeit its right to any further Display Time on the Digital Freeway Billboard. City represents and warrants that all copy, content and materials supplied by City to Outfront Media for display under this Agreement (i) are owned or duly licensed by City and do not infringe or misappropriate the rights of any other person or entity, (ii) comply with all applicable federal, state, and local laws, rules and regulations and any industry codes or rules by which City and/or Outfront Media may be bound and do not contain any obscene, libelous, slanderous or otherwise defamatory materials or refer in an offensive manner to the gender, race or ethnicity of any individual or group; (iii) are accurate and that all claims contained therein have been substantiated; and (iv) do not infringe upon any copyright, trademark or other intellectual property or privacy right of any third party. The advertisement to be shown during this click is separate from the amber alert and Agreement for Digital Freeway Billboard: Page 4 of 21

73 emergency public service notifications required by 6(i) of this agreement. (We are trying to understand what is the production cost) 5. Use of Site. (a) Exclusive Uses. Except as otherwise provided in Section 6(i), Outfront Media has the exclusive right to display outdoor advertising on the Site, in digital formats. In addition, the City shall not authorize any off-site outdoor advertising on any City-owned or Citycontrolled property if the outdoor advertising would be within 1,000 feet of the Digital Freeway Billboard. Outfront Media s exclusive right to conduct outdoor advertising on the Site includes the following: (1) Installing, erecting, maintaining, operating, improving, supplementing, posting, painting, illuminating, repairing, repositioning, adding, changing and maintaining equipment required to maintain communications with the Digital Freeway Billboard repositioning (with the City s consent) during the term of this Agreement. (2) Removing the Digital Display Area and all associated equipment on or from the site when this Agreement terminates, as provided in Section 6(m). (3) Licensing the use of the Digital Freeway Billboard, or any portion of it, for any lawful purpose related to outdoor advertising. (4) All rights to operate the sign faces as Digital Display Areas. (b) Unobstructed Use. (1) The City shall not allow the following (an Obstruction ): (A) On any City-owned or City-controlled real property within 1,000 feet of the Digital Freeway Billboard any structure, sound wall, communications antennae, tree, or vegetation that obstructs the view of the Digital Display Areas from the viewing public on Highway 99. (2) If Outfront Media notifies the City in writing that an Obstruction exists, and if the City authorized or actively caused the Obstruction, then the City shall remove or remedy the Obstruction at its own cost within 30 days after receiving the notice. If the City fails to remove the Obstruction within 30 days after receiving the notice, then Outfront Media may remove the Obstruction at the City s expense after coordinating with the City s Public Works Department, which coordination shall include, at a minimum, review and approval of Outfront Media s plans to remove the Obstruction prior to Outfront Media commencing work. Agreement for Digital Freeway Billboard: Page 5 of 21

74 (3) If Outfront Media notifies the City in writing that an Obstruction exists, and if the City did not authorize or actively cause the Obstruction, then the City may remove or remedy the Obstruction at its own cost within 30 days after receiving the notice. If the City does not remove or remedy the Obstruction within the 30 days, then, at no cost to the City, and after coordinating with the City s Public Works Department, which coordination shall include, at a minimum, review and approval of Outfront Media s plans to remove the Obstruction prior to Outfront Media commencing work. (4) The City is not obligated to remove or seek removal of visual obstructions on private property. Furthermore, this Agreement does not, and cannot authorize Outfront Media to remove visual obstructions from private property. (5) Outfront Media s exercise of its rights under this Section 5(b) are in addition to any other remedies it may have under this Agreement. 6. Installation and Operation of a Digital Freeway Billboard. Outfront Media shall install and operate the Digital Display Area on the Sign Structure in accordance with this Section 6 and consistent with Section 5, all at no cost to the City. (a) (b) (c) (d) Plans and Specifications. At no cost to the City, Outfront Media shall prepare complete plans and specifications for the Digital Freeway Billboard, working closely with the City to develop plans and specifications that are mutually acceptable (the Plans ). Outfront Media shall submit the Plans to the City for final approval, which the City shall not unreasonably withhold. Caltrans Permits. As soon as practicable after the Effective Date, Outfront Media shall apply to Caltrans for all Caltrans Permits, and the City shall cooperate with Outfront Media in that effort, including the completion of any Caltrans forms. All Caltrans Permits are to be obtained and secured for Outfront Media s sole benefit and are to be issued in Outfront Media s name. Outfront Media shall perform all obligations under the Caltrans Permits at no cost to the City. City Permits. The City shall diligently process Outfront Media s applications for all City Permits. This Agreement does not commit the City in advance to approve the City Permits; and this Agreement does not constrain the City s discretion, acting as a government, with respect to the City Permits specifically or to the Digital Freeway Billboard generally. Installation. Outfront Media shall begin installing the Digital Display Area as soon as practicable after the Commencement Date and shall diligently pursue installation to completion without unnecessary interruption. Outfront Media will be excused, however, for any delays in beginning or completing installation that are caused by a Force Majeure Agreement for Digital Freeway Billboard: Page 6 of 21

75 Event, as defined in Section 9(d)(1). Outfront Media shall use reasonable diligence to avoid such delays and to resume work as promptly as possible after such a delay. (e) (f) (g) (h) (i) Ownership. Outfront Media will be and shall remain the owner of the Digital Freeway Billboard and all permits and authorizations that relate to it, including but not limited to the City Permits and the Caltrans Permits. Maintenance. At no cost to the City, Outfront Media shall maintain the Sign Structure and shall maintain and repair the Digital Freeway Billboard in accordance with the standards of the outdoor-advertising industry. Outfront Media s maintenance obligation under this Section 6(f) includes the obligation to remove any graffiti from the Sign Structure and the Digital Freeway Billboard within three (3) business days of being notified of the graffiti by the City. The City is not obligated to maintain the Sign Structure or to maintain or repair the Digital Freeway Billboard. Damage or Destruction. This Agreement will continue in full effect if any of the Digital Freeway Billboard is damaged and such damage amounts to less than material damage, as defined in Section 6(h) below. Outfront Media shall promptly repair the Digital Freeway Billboard, and Outfront Media shall promptly apply for, and diligently pursue the issuance of, any permits or approvals it needs to repair or replace the Digital Freeway Billboard. Within 30 days after obtaining the City Permits, all other necessary permits and approvals, and all parts and components, Outfront Media shall begin work to repair or replace the Digital Freeway Billboard. Outfront Media shall complete the work within 180 days after the work begins. If Outfront Media elects, under this Section 6(g), not to repair or replace the Digital Freeway Billboard then Outfront Media shall notify the City in writing of its election and shall remove the Digital Freeway Billboard and restore the Site in accordance with Section 6(m). Utilities. At no cost to the City, Outfront Media shall provide and pay for all utility connections, utility equipment, and utility service required to install, operate, maintain, repair, improve, or reposition the Digital Freeway Billboard. In the event electrical power becomes unavailable, for whatever reason, Outfront Media may remove the Digital Display Area and operate its Sign Structure with traditional faces. Amber Alerts and Public-Service Messages. During all periods when Digital Display Areas are Operational on the Digital Freeway Billboard, Outfront Media shall make the Digital Display Area available to the appropriate governmental agencies for the purpose of displaying Amber Alert messages in accordance with the Amber Alert Guidelines set forth in Schedule 1, Exhibit C to this Agreement. In addition, Outfront Media shall allow the Digital Display Area to be available to the City, and to other government agencies without cost, on a space-available basis determined by Outfront Media, for the purpose of displaying emergency-disaster communications. The City s messages must meet Outfront Media s graphics-arts standards so that the messages are camera ready, at no cost to Outfront Media. All copy will be subject to Outfront Media s standard advertising copy rejection Agreement for Digital Freeway Billboard: Page 7 of 21

76 and removal policies which allow Outfront Media the right in Outfront Media s sole discretion to approve or disapprove a copy and remove a copy once posted or displayed. (j) (k) Future technologies. The technology currently being deployed for the Digital Freeway Billboard is LED (light emitting diode), but there may be alternate, preferred or superior technology available in the future. Outfront Media is authorized to change the Digital Freeway Billboard to any other technology that operates under the maximum brightness standards set forth in Section 6(k) of this Agreement. The City shall expedite any required approvals for technology that is superior in energy efficiency over previous generations or types. Illumination Standards. Digital Freeway Billboard illumination is expressly permitted when in compliance with all applicable rules and regulations (see Section 6(n) below) and when operated within these standards, Digital Freeway Billboards: (1) shall not operate at brightness levels of more than 0.3 foot candles above ambient light, as measured using a foot candle meter at a pre-set distance. (2) Distance to measure the foot candles impact shall be measured from a distance of 250 ft. for a sign with a nominal face size of 14 x 48. (3) Each Digital Display Area must have a light sensing device that will adjust the brightness as ambient light conditions change. (l) (n) Removal of Digital Freeway Sign. When the Term ends, whether it expires as scheduled or is terminated early, Outfront Media shall promptly apply for, and diligently pursue the issuance of, at no cost to the City, any permits or approvals it needs to remove the Digital Freeway Billboard, including the Digital Display Area and all above-ground sign structures and supports. Within 120 days after obtaining the necessary permits and approvals, Outfront Media shall remove the Digital Freeway Billboard and all above-ground sign structures and supports and restore the site to the pre-agreement condition, all at no cost to the City. Outfront Media shall not be required to remove the below-grade portions of the Sign Structure. Following termination of this Agreement but prior to removal of the Digital Freeway Billboard, Outfront Media shall not display digital advertising on the Digital Display Area. Compliance with Laws; Waiver of Compensation. During the Term and while removing the Digital Freeway Billboard after the Term in accordance with Section 6(m), Outfront Media shall do the following at no cost to the City: comply with all valid and applicable statutes, ordinances, regulations, rules, and orders that concern the Digital Freeway Billboard and are enacted or issued by any federal, state, or local governmental entity with jurisdiction over the Digital Freeway Billboard (including the City) whether enacted or issued before, on, or after the Effective Date including but not limited to sections 5403, 5402, 5405, 5408 and of the California Outdoor Advertising Act. Notwithstanding the foregoing, Agreement for Digital Freeway Billboard: Page 8 of 21

77 nothing herein shall be deemed to negate, void, or diminish (i) any claim Outfront Media may have for just compensation as a result of any governmental action that results in the taking of its property or (ii) the right of Outfront Media to avail itself of all remedies available to Outfront Media under state or federal law to maintain its Digital Freeway Billboard. 7. Early Termination. (a) City s Termination Rights. Without prejudice to its other remedies at law or in equity, the City may terminate this Agreement, at any time and in its sole discretion, effective 30 days after the City gives Outfront Media written notice of termination, if any of the following circumstances occurs: (1) Outfront Media breaches its obligation to perform in accordance with any material provision of this Agreement and: (A) does not cure the breach within 30 days after the City serves it with a written notice of breach or, if the breach cannot reasonably be cured within 30 days; (B), does not begin work on a cure within 30 days after the City serves it with a written notice of breach and diligently pursue the cure to completion within ninety (90) days after work begins. The parties can agree to extend the time period to cure the breach by mutual written agreement. The express designation in this Agreement of a provision as material does not imply that other provisions are not material. (2) Outfront Media initiates legal challenge to the validity of this Agreement or its authorizing ordinance provided that this subsection shall not prevent Outfront Media from enforcing this Agreement and the parties obligations hereunder. (b) Outfront Media s Termination Rights. Without prejudice to its other remedies at law or in equity, including the right to seek just compensation under the laws of eminent domain as described in Section 9, Outfront Media may terminate this Agreement, at any time and in its sole discretion, effective 30 days after Outfront Media gives the City written notice of termination, if any of the following circumstances occurs: (1) The view of the Digital Display Area from the adjacent portion of Highway 99 is obstructed by an Obstruction on City-owned or City-controlled real property, and Outfront Media did not cause the Obstruction and the City has failed to adhere to its obligations under Section 5(b) following proper notice by Outfront Media. Materially obstructed shall mean at least one-half of the displayed area is obstructed. (2) Outfront Media cannot safely use the Site to install, operate, maintain, repair, or improve the Digital Freeway Billboard because of a non-remediable or costly condition, and Outfront Media did not cause the condition. Agreement for Digital Freeway Billboard: Page 9 of 21

78 (3) There is a material diversion of traffic from, or a material reduction or change in the directional flow of traffic on, the portion of Highway 99 adjacent to the Site, and the diversion or disruption continues uninterrupted for at least 30 consecutive days (4) Outfront Media cannot obtain or maintain any governmental permits, licenses or approvals required to install, operate, maintain, repair, or improve the Digital Freeway Billboard, including but not limited to the Caltrans Permits and/or the City Permits. (5) Use of the Digital Freeway Billboard for its intended purpose is prevented or limited by law, or Outfront Media is required by any court or other governmental entity, for reasons other than eminent domain, to remove the Digital Freeway Billboard from the Site. (6) The Digital Freeway Billboard is materially damaged or destroyed and Outfront Media elects not to repair or replace the Digital Display Area. Materially damaged or destroyed shall mean at least one-half of the Digital Display Area is damaged or destroyed such that at least one-half of it is fully inoperable. (c) City s and Outfront Media s Additional Termination Rights. Without prejudice to their other remedies at law or in equity, either party may terminate this Agreement if the other party (and/or, for Outfront Media, its parent company). (1) Has an order for relief entered with respect to it, commences a voluntary case, or has an involuntary case filed against it under any applicable bankruptcy, insolvency, or other similar law then in effect, and the order or case is not stayed, withdrawn, or settled within 60 days after it is entered, commenced, or filed (11 U.S.C. 365(e)(2)(A), as amended, or any successor statute); or (2) Files for reorganization, becomes insolvent, or has a receiver or other officer with similar powers appointed for its affairs in any court with jurisdiction, whether or not with its consent (unless dismissed, bonded, or discharged within 60 days after appointment). 8. Indemnification. (a) Definitions. The following definitions apply to this Section 8: (1) Person is to be interpreted broadly. It includes not just third persons but also Outfront Media and Outfront Media s directors, officers, employees, contractors, and agents; and the City and the City s elected officials, officers, employees, contractors, and agents. Agreement for Digital Freeway Billboard: Page 10 of 21

79 (2) Liabilities means all liabilities, claims, demands, damages, and costs (including reasonable attorneys fees and litigation costs through final resolution on appeal) that arise directly or indirectly from Outfront Media s possession or use of the Site. (3) Occurrence means: (A) the death of, or injury to, any Person; and (B) damage to, or destruction of, any real property, personal property. (b) General Indemnity. Outfront Media shall indemnify, defend (with attorneys reasonably acceptable to the City), protect, and hold the City harmless from and against all Liabilities that arise directly or indirectly from Outfront Media s possession or use of the Site. Outfront Media is obligated under this Section 8(b) even if the City or the City s elected officials, officers, employees, contractors, or agents reviewed, accepted, or approved the work, materials, or activities from which the Liabilities arise. But Outfront Media is not obligated under this Section 8(b) to the extent the Liabilities are caused by the active negligence or willful misconduct of the City or the City s elected officials, officers, employees, contractors, or agents. Outfront Media s obligation under this Section 8 (b) includes Liabilities arising from any of the following: (1) Any Occurrence on the Site, but only to the extent caused by Outfront Media s acts or omissions. (2) Any Occurrence that is in any way connected with any of Outfront Media s personal property on the Site. (3) Any Occurrence caused or allegedly caused by (A) any condition of the Site created by Outfront Media or by any Person on the Site with Outfront Media s permission; or (B) some act or omission on the Site by Outfront Media or by any Person on the Site with Outfront Media s permission. (4) Any Occurrence caused by, or related in any way to, work or activities performed on the Site or materials furnished to the Site at the request of Outfront Media or any Person or entity acting for Outfront Media or with Outfront Media s permission. (5) Any Occurrence that is caused by, or related in any way to the content displayed on the Digital Display Area. (6) Outfront Media s failure to perform any material provision of this Agreement, to comply with any requirement of law applicable to Outfront Media in connection with the Digital Freeway Billboard, or to fulfill any requirement imposed by any governmental entity (including the City when acting as a government) on Outfront Media in connection with the Digital Freeway Billboard or Outfront Media s use of the Site. Agreement for Digital Freeway Billboard: Page 11 of 21

80 (c) (d) Legal Challenges. Outfront Media shall indemnify, defend with attorneys selected by the City, protect, and hold harmless the City and the City s elected officials, officers, and employees ( Agents ) in any litigation to attack, set aside, void or annul an approval by the City or its Agents concerning the Digital Freeway Billboard (collectively, a Claim including litigation based on the California Environmental Quality Act) brought to challenge the validity of this Agreement, the validity of the City Permits or the Caltrans Permits, or the validity of the City ordinances that authorize the installation and Operation of the Digital Freeway Billboard on the site. Outfront Media s obligation to indemnify under this Section 7(c) includes liability for attorneys fees awarded to a party who successfully challenges the validity of this Agreement, of the City Permits, or the Caltrans Permits, or of any authorizing ordinance. If such a Claim is brought, the parties shall promptly notify the other party of such Claim and each party shall cooperate with the efforts of the Outfront Media to defend such Claim. The City will not voluntarily assist the opposing party in any such Claim or take any position adverse to Outfront Media in connection with such Claim. Nothing in this paragraph shall obligate the City to defend any Claim and the City shall not be required to pay or perform any settlement arising from any such Claim, unless the settlement is approved in writing by the City. Survival. Outfront Media s obligations under this Section 8 will survive this Agreement. 9. Miscellaneous. (a) (b) (c) Assignments and SubAgreements. A party may not assign or otherwise transfer this Agreement or any interest in it, and this Agreement is not assignable by operation of law, without the other party s prior written consent, which the other party shall not withhold, delay, or condition unreasonably. This Agreement remains in effect, and an assignment or transfer of this Agreement does not occur, for purposes of this Section 9(a), if Outfront Media merges with another company, reorganizes its stock, or undergoes a similar corporate restructuring, or if Outfront Media sells any of its assets or stock. An assignment or transfer made contrary to this Section 9(a) is void. Successors and Assigns. This Agreement binds and inures to the benefit of the successors and permitted assigns of the parties. This Section 9(b) does not constitute the City s consent to any assignment of this Agreement or any interest in the Agreement. Notices. Any notice or other communication under this Agreement must be in writing and will be considered properly given and effective only when mailed or delivered in the manner provided by this Section 9(c) to the persons identified below. A mailed notice or other communication will be effective or will be considered to have been given on the third day after it is deposited in the United States Mail (certified mail and return receipt requested), addressed as set forth below, with postage prepaid. A notice or other communication sent in any other manner will be effective or will be considered properly given when actually delivered. A party may change its address for these purposes by Agreement for Digital Freeway Billboard: Page 12 of 21

81 giving written notice of the change to the other party in the manner provided in this Section 9(c). If to the City: City of Modesto Community and Economic Development Department/Planning Division th Street, Suite 3300 Modesto, CA Attention: If to Outfront Media: Outfront Media LLC 1731 Workman St. S, Los Angeles, CA Attention: VP Real Estate (d) Force Majeure. With a copy to: Outfront Media LLC 405 Lexington Avenue New York, NY Attn: General Counsel (1) Force Majeure Event means a cause of delay that is not the fault of the party who is required to perform under this Agreement and is beyond that party s reasonable control, including the elements (such as floods, earthquakes, windstorms, and unusually severe weather), fire, energy shortages or rationing, riots, acts of terrorism, war or war-defense conditions, acts of any public enemy, epidemics, the actions or inactions of any governmental entity (excluding the City) or that entity s agents, litigation, labor shortages (including shortages caused by strikes or walkouts), and materials shortages. (2) Except as otherwise expressly provided in this Agreement, if the performance of any act required by this Agreement to be performed by either the City or Outfront Media is prevented or delayed because of a Force Majeure Event, then the time for performance will be extended for a period equivalent to the period of delay, and performance of the act during the period of delay will be excused. (e) (f) Waiver of Breach. A party s failure to insist on strict performance of this Agreement or to exercise any right or remedy upon the other party s breach of this Agreement will not constitute a waiver of the performance, right, or remedy. A party s waiver of the other party s breach of any provision in this Agreement will not constitute a continuing waiver or a waiver of any subsequent breach of the same or any other provision. A waiver is binding only if set forth in writing and signed by the waiving party. Relationship of the Parties. This Agreement does not create any relationship or association between the City and Outfront Media. For example, and without limiting the Agreement for Digital Freeway Billboard: Page 13 of 21

82 previous sentence, this Agreement does not create between the City and Outfront Media the relationship of principal and agent, nor does it create a partnership or joint venture. (g) (h) (i) (j) (k) (l) Attorneys Fees. The party prevailing in any litigation concerning this Agreement, the Site, or any improvements to the Site (including the Digital Freeway Billboard) will be entitled to an award by the court of reasonable attorneys fees and litigation costs through final resolution on appeal in addition to any other relief that may be granted in the litigation. If the City is the prevailing party, then this Section 9(g) will apply whether the City is represented in the litigation by the Office of the City Attorney or by outside counsel. Severability. If a court with jurisdiction holds any nonmaterial provision of this Agreement to be invalid, void, or unenforceable, then the remaining provisions will remain in full force. Counterparts. The parties may execute this Agreement in counterparts, each of which will be considered an original, but all of which will constitute the same Agreement. Further Assurances. Each party shall execute all additional documents or instruments and take all necessary action that either party reasonably considers necessary to carry out the proper purposes of this Agreement. Time of Essence. Time is of the essence of this Agreement. Interpretation. This Agreement is to be interpreted and applied in accordance with California law without regard to conflict-of-laws principles, except that the rule of interpretation in California Civil Code section 1654 will not apply. Schedule 1 and all Exhibits thereto are part of this Agreement. (m) Integration and Modification. This Agreement sets forth the parties entire understanding regarding the matters addressed. It supersedes all prior or contemporaneous agreements, representations, and negotiations (written, oral, express, or implied) and may be modified only by another written agreement signed by both parties. (Signature Page Follows) Agreement for Digital Freeway Billboard: Page 14 of 21

83 City of Modesto Outfront Media LLC By: Name: Title: By: Name: Title: Dated:, 2018 Dated:, 2018 Approved as to Form Modesto City Attorney By: Name: City Attorney Agreement for Digital Freeway Billboard: Page 15 of 21

84 Agreement for Digital Freeway Sign City of Modesto and Outfront Media Schedule 1 Existing Signs to be Removed Property: New Digital Freeway Billboard Address: 4000 Salida Blvd, Modesto CA APN: Site: the 50 x 50 area on the Property as more particularly described on Exhibit B-1 attached hereto and incorporated herein. Existing Signs Outfront Media shall obtain the necessary permits to remove these Existing Signs before the Commencement Date for the new Digital Freeway Billboard and will actually complete removal of the Existing Signs before commencing operation of the new Digital Freeway Billboard. Locations: APN: in the City of Modesto, County of Stanislaus, State of California (double poster). APN: in the City of Modesto, County of Stanislaus, State of California (double poster). APN: in the City of Modesto, County of Stanislaus, State of California (double poster). APN: in the City of Modesto, County of Stanislaus, State of California (single poster). Agreement for Digital Freeway Sign: Schedule 1

85 Agreement for Digital Freeway Billboard City of Modesto and Outfront Media Schedule 1 - Exhibit A Digital Freeway Billboard Operational Requirements a. Operational Limitations. Digital Freeway Billboard shall display static messages only, and shall not have animation, movement, or the appearance or optical illusion of movement in or on any part of the Sign Structure, design, or pictorial segment of the sign. Each static message shall not include flashing, scintillating lighting or varying light intensity. b. Minimum display time. Each message on the sign must be displayed for a minimum of eight (8) seconds. c. Each display must have a light sensing device that will adjust the brightness as ambient light conditions change. The Digital Freeway Billboard shall operate at brightness levels consistent with Section (f) (1) (ii) j) of the Municipal Code of the City of Modesto. d. The Digital Freeway Billboard shall be operated with systems and monitoring in place to either turn the display off or show a full black image on the display in the event of a malfunction that affects at least fifty percent of the display area. e. The Digital Freeway Billboard shall not be deemed prohibited under any Sections of the Municipal Code of the City of Modesto Agreement for Digital Freeway Billboard: Exhibit A

86 Agreement for Digital Freeway Billboard City of Modesto and Outfront Media Schedule 1 - Exhibit B-1 Description of Property The Property means Parcel 4, as shown upon that certain parcel Map filed March 1, 1933 in Volume 45 of Maps, at Page 78, Stanislaus County Records. Being a portion of the Southeast ½ Section 3 and the Northeast ¼ Section 10, Township 3 South, Range, East, Mount Diable Base and Meridian. APN: Property

87 Agreement for Digital Freeway Billboard City of Modesto and Outfront Media Schedule 1 - Exhibit B-1 (cont.) Description of Site Property Site

88 Agreement for Digital Freeway Billboard City of Modesto and Outfront Media Schedule 1, Exhibit B-2 Description of Digital Display Area

89 Agreement for Digital Freeway Billboard City of Modesto and Outfront Media Schedule 1, Exhibit C Amber Alert Guidelines AMBER alerts are issued by the National Center for Missing and Exploited Children in Washington, DC. For those alerts, Outfront Media and the outdoor advertising industry adhere to these guidelines: Digital Freeway Billboard advertising will be completely interrupted upon receipt of an AMBER Alert within the affected geographical boundary. The appropriate AMBER Alert will run uninterrupted for a minimum of one hour preempting all other advertising. Thereafter, during the two hours immediately following the aforementioned one-hour display of the AMBER Alert, the same alert will be displayed in rotation along with other paid advertisers unless cancelled earlier. After the initial 3 hour display period, any additional posting of the alert shall be based on the situation and availability.

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