Loading...
HomeMy WebLinkAboutPC Reso 11-2744RESOLUTION NO. 11-2744 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF DOWNEY RECOMMENDING CERTIFICATION OF THE FINAL ENVIRONMENTAL IMPACT REPORT FOR THE TIERRA LUNA SPECIFIC PLAN, A PROPOSED AMENDMENT TO THE DOWNEY LANDING SPECIFIC PLAN THE PLANNING COMMISSION OF THE CITY OF DOWNEY DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The Planning Commission of the City of Downey hereby finds, determines and resolves that: A. In March, 2002, the City Council of the City of Downey adopted the Downey Landing Specific Plan (DLSP), which is the zoning ordinance for the 154 -acre planning area known as Downey Landing. The Downey Landing planning area is bounded by: Stewart & Gray Road on the north, Bellflower Boulevard on the east, Imperial Highway on the south, and Columbia Way (formerly Clark Avenue) and Lakewood Boulevard on the west. B. In April, 2008 Mr. Tom Messmer filed a petition on behalf of the Applicants, Industrial Realty Group and the City of Downey, to amend the provisions of the Downey Landing Specific Plan that pertain to the portion of the 154 -planning area that Downey Studios currently occupies, the central 77 acres, and which is located at 12214 Lakewood Boulevard. Under the proposed amendment, the provisions of the DLSP regulating the balance of the 154 -acre planning area would remain unchanged. The 77 -acre central portion is bounded by Bellflower Boulevard on the east, Congressman Steve Horn Way on the south, Columbia Way and Lakewood Boulevard on the west, and the Downey Landing Retail Center on the north. The requested amendment, better known as the Tierra Luna Specific Plan and the 2009 Proposed Project, was intended to guide the development of a comprehensively - planned, mixed-use project that would contain up to 3.9 million square feet of commercial/office uses, commercial/retail uses, 450 hotel rooms and up to 1,500 residential units, featuring live/work, for -sale and for -rent units. C. The City of Downey, as the Lead the Agency for the proposed Tierra Luna Specific Plan project, i.e., DLSP amendment, caused a Draft Environmental Impact Report (Draft EIR -- State Clearinghouse Number 2008051022) to be prepared for the project, pursuant to the California Environmental Quality Act (CEQA) of 1970, as amended, State CEQA Guidelines and the City of Downey's Revised Procedures for Implementing CEQA, adopted by City Council Resolution No. 5646. D. The Draft EIR evaluated the Tierra Luna Specific Plan's potential environmental effects, devised measures to minimize the potentially significant impacts and considered six (6) alternatives (designated Alternative A through Alternative F, to the proposed project. E. The City of Downey conducted a public scoping meeting on the May 15, 2008 for the purpose of soliciting input on the content of the environmental analysis to be Resolution No. 11-2744 Downey Planning Commission included in the Draft EIR, in accordance with CEQA Guidelines ("Guidelines "), 14 Cal. Code Regs §15082(c)(1). F. Under Guidelines 15105, the Draft EIR was circulated to the appropriate state, regional and county agencies, neighboring cities, interested parties and was made available to the public for review and comment for a 45 -day period: April 2, 2009 to May 18, 2009. G. After circulation of the Draft EIR, the applicant withdrew the application due to the downturn in the economy and comments received on the Draft EIR. In June, 2011, the authorized agent for the Applicant, Manarino Realty, LLC, submitted a revised amendment to the DLSP. The revised amendment, better known as the Amended Downey Landing Specific Plan, or Tierra Luna Marketplace encompasses the same 77 -acre site as the original amendment, but is smaller in scale. It totals slightly more than 1.5 million square feet and is described as a mixed-use development that consists of a variety of retail formats, stand-alone restaurants, office buildings, a multiplex theater and a hotel. H. The authorized agent filed three (3) related applications in conjunction with Tierra Luna Marketplace, also for the purpose of developing the 1.5 million square foot mixed-use project. The applications included Development Agreement PLN — 11 — 00136, Tentative Parcel Map No. 71543 and Tentative Tract Map No. 71544. These applications are associated with the development of Tierra Luna Marketplace and the Final EIR for the Tierra Luna Specific Plan will serve as the environmental document for them. The Amended Downey Landing Specific Plan, 2011 Alternative will guide the redevelopment of the underutilized 77 -acre planning area, and ultimately create a vibrant, pedestrian -oriented development (Tierra Luna Marketplace), that will serve as a place for shopping, dining, employment and as a entertainment destination. The Tierra Luna Marketplace is identified as 2011 Alternative in the Final EIR for the Tierra Luna Specific Plan. The Planning Commission conducted a public hearing on December 21, 2011, at which time evidence was heard on the Final EIR prior to considering the four applications. K. Written and oral comments on the Draft EIR were received by the City during the environmental document's 45 -day public review period and were fully and adequately responded to in accordance with CEQA and the Guidelines, including Guideline 15088(a). L. The comments and responses to comments regarding the Draft EIR have been included in the Final EIR for the Tierra Luna Specific Plan. M. The Planning Commission has fully reviewed and carefully considered the Draft EIR, the comments, and responses to comments regarding the DEIR and all other environmental documents that comprise the Final EIR. Tierra Luna Project December 21, 2011 - Page 2 Resolution No. 11-2744 Downey Planning Commission N. Although the Final EIR was prepared by an environmental consultant firm, the document reflects the independent judgment and analysis of the Planning Commission of the City of Downey. SECTION 2. The Planning Commission of the City of Downey hereby adopts and incorporates herein by reference the following documents attached hereto as exhibits: (1) Exhibit A - Findings of Fact for the Tierra Luna Project; (2) Exhibit B — Statement of Overriding Considerations for the Tierra Luna Project; (3) Exhibit C — Mitigation Monitoring and Reporting Program for the Tierra Luna Project; (4) Exhibit D — Findings of Fact for the Tierra Luna Marketplace; (5) Exhibit E — Statement of Overriding Considerations for the Tierra Luna Marketplace; and (6) Exhibit F — Mitigation Monitoring and Reporting Program for the Tierra Luna Marketplace. SECTION 3. That the Planning Commission of the City of Downey hereby recommends the City Council certify the Final EIR, as the environmental document is complete and adequate and determines that the Final EIR was prepared in compliance with the requirements of CEQA, State CEQA Guidelines and the City's Revised Procedures for Implementing CEQA. SECTION 4. That the Planning Commission of the City of Downey further resolves that a copy of the Resolution be transmitted to the City Council of the City of Downey. APPROVED AND ADOPTED this 21St day of December, 2011, by the affirmative vote of the majority of the full membership of the City Planning Commission of the City k of Downey, California. Robert Kiefer, Chairman City Planning Commission I hereby certify that the foregoing Resolution was duly adopted by the City Planning Commission of the City of Downey at a meeting thereof held on the 21St day of December, 2011, by the following vote: AYES: COMMISSIONERS: Murray, Lujan, Garcia, Morales, Kiefer NOES: COMMISSIONERS: None ABSENT: COMMISSIONERS: None ABSTAIN: COMMISSIONERS: None Theresa Donahue, Secretary City Planning Commission H:\PLANNING\MSELL\Tierra Luna Marketplace\PC Reso Certifying FEIR Tierra Luna Project December 21, 2011 - Page 3 Resolution No. 11-2744 Downey Planning Commission Exhibit A FINDINGS OF FACT 1. INTRODUCTION AND BACKGROUND This document provides the Findings of Facts required for the approval of the Tierra Luna Project (2009 Proposed Project), as defined in the Final EIR. As required by the California Environmental Quality Act (CEQA), a Notice of Preparation ("NOP") to prepare the Tierra Luna EIR was distributed on May 5, 2008, to responsible and trustee agencies, as well as private organizations and interested parties that may have an interest in the Project. The purpose of the NOP was to provide notification that the Lead Agency, i.e., the City of Downey (City), planned to prepare an Environmental Impact Report (EIR) and to solicit guidance on the scope and content of the EIR. The NOP included a brief description of the Project and identified those environmental areas in which the Project could have potentially significant effects, as well as those areas where the Project would have no effect. The NOP is included in Appendix 1-1 of the Draft EIR. On April 2, 2009, the City issued the Draft EIR for public review for a period of 45 days ending on May 18, 2009. A Notice of Availability ("Notice") was circulated, that announced the release of the Draft EIR, identified where it was available for review, described the project and its location, and summarized the significant environmental effects. The Notice stated where documents referenced in the Draft EIR were available for review, and stated the period for submittal of comments on the contents of the Draft EIR. The City distributed the Draft EIR to interested individuals, adjacent cities, county, regional, and state agencies. Copies of the Draft EIR were also made available for public review at the Downey City Library, the City's Planning Division office, and on the City's website. The City received 14 letters commenting on the Draft EIR during the public review period. The Draft EIR included a detailed description of the proposed project, an analysis of its potential environmental effects, and an analysis of the effects of five alternatives to the project: Alternative A: No Project/No Development Alternative B: No Project/Existing Specific Plan Build -Out • Alternative C: Reduced Density Alternative D: Reduced Site Alternative E: All -Commercial The Draft EIR also described cumulative impacts, growth -inducing impacts, significant irreversible environmental effects, and significant and unavoidable impacts. On December 12, 2011, the City released the Final EIR for the project. The Final EIR incorporates by reference the text of the Draft EIR and includes an Introduction, Summary, Corrections and Additions to the Draft EIR, responses to the letters commenting on the Draft EIR, and a Mitigation Monitoring Program. 2. PROJECT OBJECTIVES AND DESCRIPTION The objectives of the City (i.e., the Lead Agency) for the Project are as follows: Tierra Luna Project December 21, 2011 - Page 4 Resolution No. 11-2744 Downey Planning Commission • Create a new and unique regional destination for Downey. • Transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. • Facilitate development that is compatible with surrounding land uses. • Achieve an environment reflecting a high level of concern for architecture, landscape, and urban design principles by developing a high-quality, comprehensively -designed project. • Provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. • Create a pedestrian -friendly environment with well-designed and connected spaces in the public realm. • Provide unique new retail opportunities for Downey residents. • Facilitate development of new and unique hotel uses that include conference and meeting space. • Create new and good -paying jobs by facilitating development of modern office space. • Positively impact the City of Downey's fiscal tax base. The Proposed Project consists of the development of 77 acres of land located at 12214 Lakewood Boulevard in Downey, California. The Project Site is generally bound by the Downey Landing Retail Center to the north, Bellflower Boulevard to the east, the City Park Learning Center, the Kaiser Downey Medical Center, medical offices and an associated Central Plant located on the northwest corner of Imperial Highway and Bellflower Boulevard, and Columbia Way (formerly Clark Avenue) and Lakewood Boulevard to the west. Development would involve the construction of up to 3,950,000 square feet of commercial, office, residential and public open space uses, including up to 675,000 square feet of commercial/office uses, up to 1,200,000 square feet of commercial/retail uses, up to 450 hotel rooms, and up to 1,700,000 square feet (up to 1,500 units) of residential uses to include live/work units, for -sale units, and for -rent units. The Project would also develop up to 125,000 square feet of public open space (public parks and plazas), and would feature 850,000 square feet of parking facilities dispersed among several multi-level parking structures, on -street parking, and surface parking lots. Discretionary Approvals Implementation of the Proposed Project would require the following discretionary approvals by the agencies listed below. This EIR would be used by these agencies as a basis for such approvals. City of Downey • Amendment to the existing Downey Landing Specific Plan; • Development Agreement; Subdivision Map Act Approval; SUSMP as well as Specific Plan Water, Wastewater, and Recycled Water Master Plan Approval; • Conditional Use Permit(s); • Other Actions from local regional, state, and federal agencies; and Tierra Luna Project December 21, 2011 - Page 5 Resolution No. 11-2744 Downey Planning Commission • Any additional actions as may be necessary. 3. RECORD OF PROCEEDINGS For purposes of CEQA and the findings set forth herein, the record of proceedings for the City of Downey's decision on the project consists of the following documents: • The NOP prepared for the Project; • Other public notices prepared in conjunction with the Project; ■ The Draft EIR; • All written comments submitted by agencies or members of the public during the public comment period on the Draft EIR; • The Final EIR for the Project; • The Mitigation Monitoring and Reporting Program for the Project; • All findings and resolutions adopted by the City of Downey in connection with the Project, and all documents cited or referred to therein; • All reports, studies, memoranda, maps, and other planning documents relating to the project prepared by the City of Downey, the City of Downey's consultants, or Responsible or Trustee agencies with respect to the City's compliance with the requirements of CEQA and with respect to the City of Downey action on the Project; • All documents submitted to the City of Downey by agencies or members of the public in connection with the project; • Minutes of public hearings held by the City of Downey in connection with the project; • Any documentary or other evidence submitted to the City of Downey at public hearings; and • Matters of common knowledge to the City of Downey, including, but not limited to federal, State, and local laws and regulations. The custodian of the documents is the City of Downey Community Development Department. 4. FINDINGS REQUIRED UNDER CEQA Under CEQA, for each significant environmental effect identified in an EIR for a Proposed Project, the approving agency must issue a written finding reaching one or more of three allowable conclusions: Changes or alterations have been required in, or incorporated into, the project which avoid or substantially lessen the significant effects on the environment (Public Resources Code (PRC) §21081, subd. [a]); Changes or alterations are within the responsibility and jurisdiction of another public agency and have been, or can and should be, adopted by the other agency (PRC §21081, subd. [b]); and Specific economic, legal, social, technological, or other considerations, including considerations for the provision of employment opportunities for highly trained workers, made infeasible the mitigation measures or alternatives identified in the environmental impact report (PRC §21081, subd. [c]). CEQA requires that the lead agency adopt mitigation measures or alternatives, where feasible, to avoid or substantially reduce significant environmental impacts that would otherwise occur as a result of a project. Project modification or alternatives are not required, however, where they are infeasible or where the responsibility for modifying the project lies with some other agency Tierra Luna Project December 21, 2011 - Page 6 Resolution No. 11-2744 Downey Planning Commission (State CEQA Guidelines §15091, subd. (a)[3]). Public Resources Code Section 21061.1 defines "feasible" to mean "capable of being accomplished in a successful manner within a reasonable period of time, taking into account economic, environmental, social and technological factors." State CEQA Guidelines Section 15364 adds another factor: "legal" considerations. (See, also Citizens of Goleta Valley v. Board of Supervisors [Goleta II] [1990] 52 Cal.3d 553, 565 [276 Cal. Rptr. 410]). Only after fully complying with the findings requirement can an agency adopt a statement of overriding considerations. (See, also Citizens for Quality Growth v. City of Mount Shasta [1988] 198 Cal.App.3d 433, 442, 445 [243 Cal. Rptr. 727].) In cases in which significant impacts are not at least "substantially mitigated," the agency, after adopting the findings, may approve the project if it first adopts a statement of overriding considerations setting forth the specific reasons why the agency found that the project's "benefits" rendered "acceptable" its "unavoidable adverse environmental effects" (State CEQA Guidelines §15093 and §15043, subd. [b]). The California Supreme Court has stated that, "the wisdom of approving any development project, a delicate task which requires a balancing of interests, is necessarily left to the sound discretion of the local officials and their constituents who are responsible for such decisions. The law as we interpret and apply it simply requires that those decisions be informed, and therefore balanced" (Goleta ll, 52 Cal.3d 553, 576 [276 Cal. Rptr. 401]). This document presents the City's findings as required by CEQA, cites substantial evidence in the record in support of each of the findings, and presents an explanation to supply the logical step between the finding and the facts in the record (State CEQA Guidelines §15091). 5. LEGAL EFFECTS OF FINDINGS To the extent that these findings conclude that various proposed mitigation measures outlined in the EIR are feasible and have not been modified, superseded or withdrawn, the City, in adopting the findings, commits to implementing these measures. In other words, these findings are not merely informational, but rather constitute a binding set of obligations that will go into effect when the City of Downey approves the project. The mitigation measures are referenced in the Mitigation Monitoring and Reporting Program (MMRP) (Exhibit C) adopted concurrently with these findings, and will be affected through the process of constructing and implementing the project. 6. MITIGATION MONITORING AND REPORTING PROGRAM An MMRP has been prepared for the Project, as required by PRC Section 21081.6, and included as Exhibit C to this resolution. The City will use the MMRP to track compliance with adopted mitigation measures. The City will consider the MMRP during the approval of the Amended Specific Plan for the Tierra Luna Marketplace. The final MMRP will incorporate all mitigation measures adopted for the project under separate cover. 7. SIGNIFICANT EFFECTS, MITIGATION MEASURES, AND FINDINGS 7.1 Effects Determined to be Mitigated to Less than Significant Levels Tierra Luna Project December 21, 2011 - Page 7 Resolution No. 11-2744 Downey Planning Commission The potentially significant adverse environmental impacts that can be mitigated to less than significant levels are listed below. The City finds that these potentially significant impacts can be mitigated to a level that is considered less than significant after implementation of the Mitigation Measures identified in the EIR. Biological Resources Impact Impact BIO -1: The 2009 Proposed Project has the potential to impact nesting birds. (Draft EIR p. IV.A-2) Facts in Support of Findings The Project Site does not contain any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Game (Fish and Game) or U.S. Fish and Wildlife Service (USFWS). Furthermore, review of the National Wetlands Inventory identified no protected wetlands on the Project Site or in the immediate area as defined by Section 404 of the Clean Water Act. There are no known locally designated natural communities on the Project Site or in the project vicinity; therefore, the Proposed Project would not conflict with the provisions of an adopted or proposed Habitat Conservation Plan, Natural Conservation Community Plan, or other approved local, regional, or State habitat conservation plan. Due to the urbanized surroundings, there are no wildlife corridors or native wildlife nursery sites in the project vicinity. The Proposed Project would not interfere with the movement of any resident or migratory fish or wildlife species. Nevertheless, the approximately 30 existing trees on the Project Site that will be removed could possibly serve as nesting areas for migratory birds under The Migratory Bird Treaty Act ("MBTA"). Compliance with the MBTA typically prohibits demolition and construction within certain distances of trees during nesting season and prohibits tree removal during nesting season, unless trees are surveyed for active nests prior to construction, demolition or tree removal during nesting season. Findings Implementation of Mitigation Measure A-1 would reduce impacts with respect to nesting birds to less than significant. A-1. To avoid impacting nesting birds, one of the following must be implemented: (a) Conduct vegetation removal and/or grading activities from September 1 through January 31, when birds are not likely to be nesting on the site; -OR- (b) Conduct pre -construction surveys for nesting birds if construction is to take place during the nesting season. A qualified wildlife biologist shall conduct a pre -construction nest survey no more than five days prior to initiation of grading to provide confirmation on presence or absence of active nests in the vicinity (at least 300 feet around the Project Site). If active nests are encountered, species-specific measures shall be prepared by a qualified biologist in consultation with the CDFG and implemented to prevent abandonment of the active nest. At a minimum, grading in the vicinity of the nest shall be deferred until the young birds have fledged. A minimum exclusion buffer of 100 feet shall be maintained during construction, depending on the species and location. The perimeter of the nest -setback zone shall be fenced or adequately demarcated with staked flagging at 20 -foot intervals, and construction personnel and activities restricted Tierra Luna Project December 21, 2011 - Page 8 Resolution No. 11-2744 Downey Planning Commission from the area. A survey report by the qualified biologist verifying that (1) no active nests are present, or (2) that the young have fledged, shall be submitted to the City prior to initiation of grading in the nest -setback zone. The qualified biologist shall serve as a construction monitor during those periods when construction activities will occur near active nest areas to ensure that no inadvertent impacts on these nests will occur. Aesthetics Impact Impact AES -1: The 2009 Proposed Project would increase onsite light. (Draft EIR, p. IV.13-14) Facts in Support of Finding The potential impacts associated with light are discussed in Section IV.B (Aesthetics) of the Draft EIR. As the Proposed Project would increase the amount of development on the Project Site, project implementation therefore would incrementally increase the amount of nighttime lighting emanating from the Project Site over existing conditions. The Project Site would be illuminated with lighting from the office, retail, residential, and hotel portions of the Proposed Project, as well as from roadway lighting along the new internal road network, security lighting along pedestrian routes and in parking facilities, and lighting associated with the Central Plaza and the Neighborhood Green. In compliance with the lighting requirements of the Tierra Luna Specific Plan, these lights would be required to be permanently shielded and focused on the Project Site to prevent spillover and light pollution upon the nearby light-sensitive uses (i.e., residences). Further, the Project Site is located along several major commercial corridors and adjacent to a large retail center already exhibiting moderate ambient lighting levels. As the Tierra Luna Specific Plan would require the containment of all possible light pollution, urban glow emanating from the Proposed Project would be reduced to the maximum extent possible. However, as there are minimal light sources currently onsite, development of the Proposed Project would constitute a substantial source of additional light in the area. However, to the maximum extent feasible, all lighting would be shielded and focused on the Project Site and directed away from the neighboring land uses. Findings Implementation of Mitigation Measures B-1 and B-2 would reduce impacts related to lighting to less than significant. B-1. Project lighting shall be directed onto the Project Site, and all lighting shall be shielded from adjacent roadways and off-site properties. B-2. Atmospheric light pollution shall be minimized by utilizing lighting fixtures that cut-off light directed to the sky. Impact Impact AES -2: The 2009 Proposed Project includes glass windows, which could result in some transitory conditions of glare during the day. (Draft EIR, p. IV.13-14) Facts in Support of Finding The Proposed Project would construct many new buildings with glass windows that have the potential to reflect light. The increased amount of building development onsite may result in a Tierra Luna Project December 21, 2011 - Page 9 Resolution No. 11-2744 Downey Planning Commission .higher level of glare emanating from onsite structures depending on the type of building surfaces, while the demolition and replacement of the existing expansive surface parking lots with smaller lots and street parking would result in a reduction in the amount of glare existing at the Project Site. Further, the Proposed Project includes a detailed street tree program intended to plant trees throughout the Project Site. The location of trees throughout the Project Site would assist in the reduction of glare derived from onsite cars and windows. Development of the Proposed Project may include architectural features and facades that have a low level of reflectivity depending on the type of building surfaces. Findings Implementation of Mitigation Measure B-3 would ensure that impacts related to glare would be less than significant. B-3. The proposed buildings shall incorporate non -reflective exterior building materials (such as plaster and masonry) in their design. Any glass to be incorporated into the fagade of the building shall be either of low -reflectivity, or accompanied by a non -glare coating. Reflective materials such as mirrored glass shall not be permitted. Air Qualify [Impacts AIR -1, 2, and 3 and Mitigation Measures C-1 through C-4 are described in Section 7.2, below, because despite mitigation, impacts would be significant and unavoidable.] Impact Impact AIR -4: The construction -related daily emissions generated during the building phase at the Project Site would exceed the regional emission threshold recommended by the SCAQMD for ROG, while the other criteria pollutants (CO, NO,, SO,, PM10, and PM2.5) would not exceed their respective SCAQMD regional significance thresholds. (Draft EIR, p. IV.C.1-28) Facts in Support of Findings During the building phase, the Proposed Project's impacts on regional air quality resulting from construction activities would be potentially significant for ROG emissions. The exceedance of the SCAQMD significance threshold for ROG during the building phase is primarily due to the emissions generated during the application of architectural coatings for the new on-site buildings on an estimated peak construction day at the Project Site. Implementation of Mitigation Measure C-5, which would require that all paints and primer used at the Project Site during construction to have a VOC rating of 125 grams per liter or less and that only a maximum of 214 liters (57 gallons) of such paints can be used on any given day, would reduce the amount of ROG emissions generated during the building phase. Findings The total amount of ROG emissions would be reduced with implementation of Mitigation Measure C-5 to a level that would not exceed the SCAQMD's threshold of significance. As such, this impact would be reduced to less than significant. C-5. The Project Developer(s) shall include in construction contracts the required application of paints and primer at the Project Site during construction to have a VOC rating of 125 grams per liter or less, and that only a maximum of 214 liters (57 gallons) of such paints can be used on any given day. Tierra Luna Project December 21, 2011 - Page 10 Resolution No. 11-2744 Downey Planning Commission Cultural Resources Impact Impact CUL -1: The Proposed Project could adversely affect recorded historic architectural resources directly through demolition. (Draft EIR, p. IV.D-18) Facts in Support _of Findings All of the historic resources on the site would be demolished, with the exception of the front portion of Building 1. The historic resources to be demolished include Buildings 6, 11, 36, 39, 108, 123, 125, 126, 127, 128, 130, and 290. The portion of Building 1 that will be preserved includes the front section of the original EMSCO building (1929), the Kauffman wing (1939-41), and another wing attributed to Kauffman (1941). Some has already been rehabilitated according to Secretary of the Interior's Standards and the rest will be reused as office or retail. However, additional alterations on this portion of Building 1 would need to be mitigated by compliance with the Secretary of the Interior's Standards. As a federal agency and as the property owner of the 160 -acre NASA Industrial Plant, NASA was required under Section 106 of the National Historic Preservation Act (NHPA) to evaluate potential effects on structures on-site that are older than 50 years or that may have been associated with significant events in the past. This required study of NASA's transfer of the Project Site to the City of Downey included an evaluation of the buildings' historic significance and potential eligibility for the National Register of Historic Places. The Final Historic Buildings and Structures Inventory and Evaluation was prepared for NASA by Earthtech (2000) for the purposes described above and determined, based on a review of historical literature (e.g., text maps and photographs), interviews with individuals having knowledge of the property's/plant's history and physical inspection and evaluation of the entire plant and its associated properties, that a complex of 19 structures and features on the Project Site, identified as property numbers 1, 6, 10, 11, 25, 36, 39, 41, 42, 108, 120, 123, 125, 126, 127, 128, 130, 288 and 290, is potentially eligible for listing in the National Register based on their individual merit as principal historic resources of the property. The California State Office of Historic Preservation (SHPO) concurred with the findings of the Earthtech evaluation. Consequently, the project's potential effects on some of these structures (i.e., demolition) were regarded as adverse effects, pursuant to Section 106 of the National Historic Preservation Act. These effects would also constitute a significant impact under Section 15064.5 of the State CEQA Guidelines. To mitigate this impact, NASA previously entered into a Memorandum of Understanding with the City of Downey, the federal General Services Administration (GSA) and SHPO, as discussed above. The HAER documentation was done in 2006 by Onyx Architects and was accepted by the National Park Service in 2007. The educational program was supposed to be done within 5 years of the MOA. The City currently is working with the Columbia Memorial Space Science Learning Center in Downey to develop the educational program. The MOA was executed by NASA, GSA, SHPO and the City. Findings Implementation of Mitigation Measures D-1 and D-2 would reduce the potential impacts related to historic resources to less than significant. Tierra Luna Project December 21, 2011 - Page 11 Resolution No. 11-2744 Downey Planning Commission D-1. Historic American Engineering Record (HAER) reports were prepared for all of the historic resources on the Project Site in 2006. These reports were prepared as mitigation pursuant to the Memorandum of Agreement (MOA). However, the HAER report for Building 1 did not document that portion planned for preservation. Although the Project will preserve that same portion of Building 1, the report should be completed so that the entirety of Building 1 is documented. Prior to the commencement of the Project, Level II Historic American Buildings Survey (NABS) documentation shall be prepared for that portion of Building 1 planned for preservation. One original copy of the report as specified above shall be assembled and offered to the National Park Service, State Office of Historic Preservation, and the City of Downey. D-2. The rehabilitation of the remaining historic resources on the Project Site shall comply with the Secretary of the Interior's Standards. According to the schematic plans, the Project appears to comply with the Standards. However, the plans are expected to evolve to a greater level of detail, including construction materials and treatment of features. As such, a qualified historic architect shall monitor the design and the construction of the Project to ensure that it continues to comply with the Standards. The historic architect shall prepare a report at the conclusion of the design and development phase of the Project analyzing compliance with the Standards. That report shall be submitted to the City of Downey for review and approval. Impact Impact CUL -2: Construction could result in the disturbance of previously unidentified archaeological resources, paleontological resources, and human remains. (Draft EIR, p. IV.D- 24) Facts in Support of Findings_ Archaeological Resources The Project Site is located in an urbanized area and has been previously disturbed by development. Any archaeological resources that may have existed on the Project Site have likely been previously unearthed or disturbed. Excavation for the Proposed Project would be required for the installation of future foundations, utilities, subterranean parking, and stormwater infrastructure. While it is unlikely that archaeological resources would be discovered during project development activities, should any such resources be encountered, full realization of the Proposed Project would result in significant impacts to archaeological resources. Paleontological Resources There are no known paleontological resources on the Project Site. Any paleontological resources that may have existed on the Project Site have likely been previously unearthed or disturbed. The anticipated excavation activities associated with the Proposed Project would be required for the installation of future foundations, utilities, subterranean parking, and stormwater infrastructure. While it is unlikely that paleontological resources would be discovered during project development activities, should any such resources be encountered, full realization of the Proposed Project would result in significant impacts to paleontological resources. Human Remains No known human burials have been identified on the Project Site. The anticipated excavation activities associated with the Proposed Project would be required for the installation of future foundations, utilities, subterranean parking, and stormwater BMP infrastructure, including stormwater retention facilities, identified in the Tierra Luna Specific Plan. While it is possible Tierra Luna Project December 21, 2011 - Page 12 Resolution No. 11-2744 Downey Planning Commission that human remains could be discovered during construction activities, with the implementation of mitigation measures listed below, impacts from the realization of the Proposed Project on the human remains would be reduced to a less than significant level. Findings Implementation of Mitigation Measure D-3, D-4, and D-5 would reduce these potential impacts to a less than significant level. D-3. If any archaeological materials are encountered during the course of development of all future projects constructed pursuant to the Tierra Luna Specific Plan, the project shall be halted. The services of an archaeologist shall be secured by contacting the Center for Public Archaeology — California State University at Fullerton, or a member of the Society of Professional Archaeologists (SOPA) or a SOPA-qualified archaeologist to assess the resources and evaluate the impact. Copies of the archaeological survey, study or report shall be submitted to the UCLA Archaeological Information Center. A covenant and agreement shall be recorded before grading resumes. D-4. If any paleontological materials are encountered during the course of development of all future projects constructed pursuant to the Tierra Luna Specific Plan, the project shall be halted. The services of a paleontologist shall be secured by contacting the Center for Public Paleontology — University of Southern California (USC), University of California at Los Angeles (UCLA), California State University at Los Angeles, California State University at Long Beach, or the Los Angeles County Natural History Museum to assess the resources and evaluate the impact. Copies of the paleontological survey, study, or report shall be submitted to the Los Angeles County Natural History Museum. D-5. If human remains are discovered at the Project Site during construction for future projects pursuant to the Tierra Luna Specific Plan, work at the respective construction site shall be suspended, and the City of Downey and County Coroner shall be immediately notified. If the remains are determined by the County Coroner to be Native American, the Native American Heritage Commission (NAHC) shall be notified within 24 hours, and the guidelines of the NAHC shall be adhered to in the treatment or disposition of the remains. Hazardous Materials and Hazards Impact Impact HAZ-1: It is possible that polychlorinated biphenyls, asbestos -containing materials, and lead-based paint could be present on-site. (Draft EIR, p. IV.F-14 to 15) Facts in Support of Findings Local overhead electricity power poles, which could potentially contain pole mounted transformers or capacitors, were observed on the Project Site. In addition, PCBs may be present in the fluorescent light ballasts present inside structures scheduled for demolition. Therefore, it is possible that PCBs could be present on-site. The existing buildings on-site could potentially contain ACMs; however, under various federal and state laws and regulations, including the Clean Air Act provisions setting National Emissions Standards for Hazardous Air Pollutants (NESHAP) and OSHA, standards have been set for the removal and disposal of ACMs in connection with building demolition and renovation work. The South Coast Air Quality Management District (SCAQMD) has also adopted a rule Tierra Luna Project December 21, 2011 - Page 13 Resolution No. 11-2744 Downey Planning Commission (Rule 14031 requiring notice to SCAQMD and monitoring provisions in connection with most ACM abatement and removal operations. Compliance with the applicable legal and regulatory requirements, which will be incorporated into the mitigation measures listed below, will reduce the potential presence of ACMs and its abatement or removal and impacts would be less than significant. It is currently unknown if LBP is present on the exterior or interior of the existing on-site buildings; however, due to the age of the structures, they are presumed to contain LBP. As such, prior to mitigation, construction workers may have the potential to be exposed to LBP during the demolition of building walls. Therefore, impacts associated with the accidental release of LBP during construction would be a potentially significant impact prior to mitigation. Findings Compliance with Mitigation Measure F-1 would ensure that the potential impact related to accidental release of PCBs would be reduced to a less than significant level. Compliance with Mitigation Measure F-2 would ensure that the potential impact related to accidental release of asbestos would be reduced to a less than significant level. Compliance with Mitigation Measure F-3 would ensure that the potential impact related to accidental release of LBP would be reduced to a less than significant level. F-1. Prior to the issuance of a demolition permit for any existing on-site structure, the structure shall undergo a survey to document the presence of any potential (PCBs) within any equipment or otherwise on or beneath the structure. Any PCBs identified as part of this survey shall be properly disposed of in accordance with all applicable regulations. F-2. Prior to the issuance of a demolition permit for any existing on-site structure not previously surveyed, the structure shall undergo an asbestos survey to document the presence of any potential asbestos -containing materials (ACMs) within the structure. Any ACMs identified as part of this survey shall be abated in accordance with all applicable laws and regulations including without limitation applicable NESHAP provisions, OSHA worker safety regulations, and SCAQMD Rule 1403 as well as any other applicable city, state, and federal regulations. F-3. Prior to the issuance of a demolition permit for any existing on-site structure, the structure shall undergo a lead-based paint (LBP) survey to document the presence of any potential LBP within the structure. Any LBP identified as part of this survey shall be abated in accordance with all applicable city, state, and federal regulations. Impact Impact HAZ-2: The Project Site could contain underground storage tanks. (Draft EIR, p. IV.F-12) Facts in Support of Findings The former NASA Industrial Plant is under the regulatory oversight of the Regional Water Quality Control Board -Los Angeles Region (LARWQCB). During the 1990s and continuing until 2002, NASA conducted a number of site assessment and remediation activities under the oversight of the LARWQCB, Department of Toxic Substances Control (DTSC), and the Los Tierra Luna Project December 21, 2011 - Page 14 Resolution No. 11-2744 Downey Planning Commission Angeles County Department of Public Works (LACDPW). LACDPW was the permitting agency for diesel underground storage tank removals and closures. Findings Implementation of Mitigation Measure F-4 would reduce potential impacts associated with underground storage tanks to a less than significant level. F-4. Should any future operation of the Project include the construction, installation, modification, or removal of underground storage tanks, the County of Los Angeles Department of Public Works' Environmental Programs Division shall be contacted at the start of the planning phase for required approvals and operating permits. Impact Impact HAZ-3: The Project Site contains soil contamination. (Draft EIR, p. IV -F-5) Facts in Support of Finding Soil contamination was discovered north of the Project Site in two sections of the parking lot of the adjacent Downey Landing commercial center, in an area that is not part of the Project Site. Two soil contamination source areas were identified in the vicinity of former NASA Buildings 287 and 244. Before 2003, NASA began corrective action of the VOC contamination to the north of the Project Site in the shallow soils of the source areas i.e., soils approximately 40 feet below the surface. LARWQCB previously accepted NASA's remedial action plan for the shallow soils to the north of the Project Site, but required that an additional corrective action program be implemented to address VOCs in the deeper soils of the Downey Landing portion of the former NASA Industrial Plant site, not on but to the north of the Project Site. Findings Implementation of Mitigation Measure F-5 would reduce soil contamination impacts to a less than significant level. F-5. Should any excavated soil be contaminated by or classified as hazardous waste by an appropriate agency, the soil shall be managed and disposed in accordance with applicable Federal, State, and local laws and regulations. Noise [Impact NOI-1 and Mitigation Measures 1-1 to 1-8 are described in Section 7,2, below because despite mitigation, construction noise impacts would be significant and unavoidable] Impact Impact NOI-2: Operational noise generated by the HVAC units and other noise -generating sources has the potential to disturb proposed residential units. (Draft EIR, p. IV.I-20) Facts in Support of Findin s The design of the on-site HVAC units and other noise -generating mechanical equipment associated with the Proposed Project would be prohibited from exceeding three (3) dBA above the ambient noise level at any period during the course of a twenty-four (24) hour day. This would apply to noise from air conditioning, refrigeration, heating, pumping, and filtering equipment. Thus, the on-site equipment is required to be designed such that it would be shielded and appropriate noise muffling devices would be installed on the equipment to reduce Tierra Luna Project December 21, 2011 - Page 15 Resolution No. 11-2744 Downey Planning Commission noise levels that affect nearby noise -sensitive uses. In addition, nighttime noise limits would be applicable to any equipment items required to operate between the hours of 10:00 P.M. and 7:00 A.M. On this basis, a significant acoustical impact on the proposed residential uses on the Project Site from on-site operations of the HVAC units is not predicted. As such, this impact would be less than significant. Findings Implementation of Mitigation Measure 1-9 prohibits noise sources not operating within a public right-of-way from exceeding the ambient noise level on the premises of other occupied properties by more than three decibels. In addition, implementation of Mitigation Measures 1-10 and 1-11, which would require the Proposed Project to be constructed in compliance with Title 24 noise insulation standards as well as requiring that sufficient sound insulation be provided such that the interior noise levels at the proposed residential units on-site would be below a CNEL of 45 dBA in any habitable room, would ensure that impacts associated with interior noise levels would be less than significant 1-9. All new mechanical equipment shall not exceed the ambient noise level on the premises of other occupied properties by more than three decibels. 1-10. The Project Applicant shall comply with the Noise Insulation Standards of Title 24 of the California Code Regulations, which ensure an acceptable interior noise environment. 1-11. All exterior windows within the residential units on the Project Site shall be constructed with double -pane glass and use exterior wall construction which provides a Sound Transmission Class of 50 or greater as defined in UBC No. 35-1, 1979 edition or any amendment thereto. The applicant, as an alternative, may retain an acoustical engineer to submit evidence, along with the application for a building permit, any alternative means of sound insulation sufficient to mitigate interior noise levels below a CNEL of 45 dBA in any habitable room. Public Services Impact Impact PUB -1: The Proposed Project has the potential to result in adverse impacts to fire protection. (Draft EIR, p. IV.K-7) Facts in Support of Finding Demolition of the majority of the existing structures and development of the Proposed Project would increase the potential for accidental onsite fires from such sources as the operation of mechanical equipment and use of flammable construction materials. In most cases, the implementation of "good housekeeping" procedures by the construction contractors and the work crews would minimize these hazards. Good housekeeping procedures that would be implemented during construction of the Proposed Project include: the maintenance of mechanical equipment in good operating condition; careful storage of flammable materials in appropriate containers; and the immediate and complete cleanup of spills of flammable materials when they occur. Development of the Proposed Project would also increase the number of site visitors (i.e., at the proposed residences, retail, restaurant, and cinema uses) within the Project Site. While the number of site visitors cannot be calculated with accuracy, it should be noted that the estimated Tierra Luna Project December 21, 2011 - Page 16 Resolution No. 11-2744 Downey Planning Commission 4,883 net new onsite residents is a conservative projection of the number of persons expected to be onsite at any given time. This is because many project residents would be employed at offsite locations during the daytime hours. Nonetheless, this increase in residents, employees, and site visitors would generate an increase in the demand for fire protection services. Findings With implementation of the Measures K-1 to K-5, project impacts on fire protection service would be less than significant. K-1. The Applicant of the Proposed Project and all development projects constructed under the Tierra Luna Specific Plan's framework shall submit a Master Plan to the Downey Fire Department prior to issuing building permits, for review and approval, which shall provide the capacity of the fire mains serving the Project Site. Any required upgrades shall be identified and implemented prior to the issuance of building permits for the Proposed Project and future developments. K-2. The Proposed Project and all future development projects pursuant to the Tierra Luna Specific Plan shall comply with all fire code and ordinance requirements for building construction, emergency access, water mains, fire flows, onsite automatic sprinklers, and hydrant placement. Prior to issuing permits for any phase of the project, the Applicants shall implement all fire code and ordinance requirements to the satisfaction of the Downey Fire Department. K-3. The design of the Proposed Project and all development projects constructed within the Tierra Luna Specific Plan framework shall provide adequate access for Downey Fire Department equipment and fire fighters onto and throughout the Project Site and future structures. K-4. The Proposed Project and all development projects constructed within the Tierra Luna Specific Plan's framework shall provide adequate offsite public and onsite private fire hydrants as determined necessary by the Downey Fire Department. K-5. The project applicant shall provide for additional fire fighting equipment including one aerial ladder truck and fire fighters for the truck, one paramedic unit and two paramedics. Impact Impact PUB -2: The Proposed Project has the potential to result in adverse impacts to police protection. (Draft EIR, p. IV.K-14) Facts in Support of Findings Construction sites can be sources of attractive nuisance, providing hazards and inviting theft and vandalism. Therefore, when not properly secured, construction sites can become a distraction for local law enforcement from more pressing matters that require their attention. Consequently, developers typically take precautions to prevent trespassing through construction sites. Most commonly, temporary fencing is installed around the construction site to keep out the curious. Deployment of roving security guards is also an effective strategy in preventing problems from developing. The project Applicant and developers of future projects constructed within this Specific Plan's framework will employ construction security features, such as fencing, Tierra Luna Project December 21, 2011 - Page 17 Resolution No. 11-2744 Downey Planning Commission which would minimize the need for DPD services. Therefore, demand for DPD services during construction periods would be less than significant. Implementation of the Proposed Project would generate residents and increase the number of site visitors to the Project Site, thereby, increasing the demand for police services. As discussed in Draft EIR Section IV.J. Population, Housing, and Employment, residential development on the Project Site would consist of up to 1,500 multi -family units which would generate up to an estimated 4,883 permanent residents. As most of the employee positions at the new onsite commercial uses are expected to be filled by people already residing in the City of Downey and the current officer -to -population ratio is based on citywide total officers and citywide population, the provision of new commercial space is not expected to increase the service population of the Downey Police Department. The increase in onsite residents would result in an increase in the number of visitors to the Project Site. While the number of site visitors cannot be calculated with accuracy, it should be noted that the estimated 4,883 project residents is a conservative projection of the number of persons onsite at a given time. This is because some of project residents would be employed at offsite locations during the daytime hours. Although there is no direct proportional relationship between increases in land use activity and increases in demand for police protection services, the number of calls for police response to home burglaries, vehicle burglaries, damage to vehicles, traffic -related incidents, and crimes against persons would be anticipated to increase with the increase in onsite activity and increased traffic on adjacent streets and arterials. Such calls are typical of problems experienced in existing residential neighborhoods and commercial districts in the project area and do not represent unique law enforcement issues specific to the Proposed Project. Nonetheless, development on the Project Site under the Tierra Luna Specific Plan would be denser and more heavily populated than what currently exists on-site. Findings With implementation of the Mitigation Measures K-6 to K-9, project impacts on police protection services would be less than significant. K-6. The Proposed Project design shall be reviewed and approved by the Downey Police Department pursuant to General Plan Program 5.4.2.6. prior to the issuance of a building permit. K-7. Prior to issuance of building permits, the Applicant shall complete an analysis of projected employee populations over two 24-hour (one day during the week and one during the weekend) periods. The number of projected employees will be added to the projected number of residents (approximately 4,883) and will be used to determine applicable shifts/periods of time to which police personnel could be added to ensure that a sufficient number of officers is on staff for the total projected population at the Project Site. The project Applicants shall pay fees for any additional police personnel determined to be required after such determination is made and shall enter into an agreement with the City of Downey and DPD for payment of such fees. K-8. Prior to the issuance of building permits, the Applicant shall provide an onsite security plan for the development, to be approved by the City of Downey and the Downey Police Department. K-9. Prior to the issuance of building permits, the Applicant shall provide an onsite police substation, and the project Applicant shall pay fees for any additional police personnel Tierra Luna Project December 21, 2011 - Page 18 Resolution No. 11-2744 Downey Planning Commission determined to be required after such determination is made and shall enter into an agreement with the City of Downey and DPD for payment of such fees. Impact Impact PUB -3: The Proposed Project has the potential to result in adverse impacts to schools. (Draft EIR, p. IV.K-22) Facts in Support of Findings Based on available student generation rates, the residential component of the Proposed Project would generate a total of approximately 911 students: 365 elementary, 225 middle, and 321 high school students. It is likely that some of the students generated by the Proposed Project would already reside in areas served by Downey Unified School District (DUSD) and would already be enrolled in DUSD schools. However, for a conservative analysis, it is assumed that all students generated by the Proposed Project would be new to DUSD. Currently, none of the schools serving the Project Site are operating over capacity. In total, Alameda Elementary, Lewis Elementary, Carpenter Elementary, and Gauldin Elementary currently exhibit excess student capacity of approximately 184 students. With the addition of 365 new elementary school students, these schools would exceed their capacities. Additionally, Sussman Middle School and East Middle School currently have excess student capacity of approximately 52 students. With the addition of 225 new middle school students, these schools would exceed their capacities. Further, Downey High School currently exhibits an excess student capacity of approximately 57 students. With the addition of 321 new high school students, Downey High School would exceed its capacity. Findings The Proposed Project, and all future development projects constructed pursuant to it, would be required to pay School Facility Fees to the sum of $2.97 per square -foot of residential development and $0.47 per square -foot of commercial/industrial development. Therefore, upon compliance with Mitigation Measure K-10, impacts to schools services would be less than significant. K-10. The Applicant of the Proposed Project and all developments constructed therein shall pay school fees to the satisfaction of the Downey Unified School District. Impact Impact PUB -4: The Proposed Project has the potential to result in adverse impacts to recreation facilities and parks. (Draft EIR, p. IV.K-28) Facts in Support of Finding The Proposed Project would generate an estimated 4,883 residents. Pursuant to the National Recreation and Parks Association ratio of 1.5 acres per 1,000 residents, the Proposed Project would require 7.5 acres of park space. The inclusion of 125,000 square feet of open space in the Proposed Project, to include fountains and landscaped outdoor areas throughout the Project Site, as well as an internal roadway network with a street tree program designed to encourage pedestrian activity, equates to approximately 2.87 acres of open space for residents. Because the Proposed Project would include only up to 2.87 acres of public open space (125,000 square feet), insufficient acreage would be available to achieve the goal of the NRPA necessitating the inclusion of 7.5 acres of park space. Tierra Luna Project December 21, 2011 - Page 19 Resolution No. 11-2744 Downey Planning Commission in addition to new onsite residents, there would be new employees at the Project Site, creating an increased demand on parks and recreational facilities. Approximately 5,307 employees would be generated by the proposed commercial uses. As discussed in Draft EIR Section IV.J. Population, Housing, and Employment, the existing uses at the Project Site currently provide employment for an estimated 45 people. Therefore, buildout of the Proposed Project would result in a net increase of 5,262 employees onsite, potentially increasing the demand upon the City of Downey's public park space. However, it is expected that most of the employees at the Project Site are anticipated to already reside within the City. As such, these individuals have are already accounted for in the City's provision of public open space. Therefore, it is considered unlikely that future onsite employment would result in a significant impact to park space and recreation resources. Findings Pursuant to the Subdivision Map Act, Division 2, Chapter 4, Article 3, Section 66477, payment of in -lieu park fees would contribute to a development achieving its required park space dedication. As such, the payment of such fees would mitigate the Proposed Project's impacts upon park space. Therefore, with payment of in -lieu fees, project -related impacts upon parks and recreation services would be reduced to a level of less than significant. K-11. The project Applicant shall pay the applicable in -lieu park fees as determined by the City of Downey, which shall scale up on an annual basis with the increase in the Consumer Price Index (CPI) for the Los Angeles metropolitan area. Impact Impact PUB -5: The Proposed Project has the potential to result in adverse impacts to libraries. (Draft EIR, p. IV.K-34) Facts in Support of Findings The Proposed Project would be developed with up to 3,950,000 square feet of residential, commercial, and office uses, including up to 675,000 square feet of commercial/office use; 1,200,000 square feet of commercial/retail use; approximately 450 hotel rooms; and 1,700,000 square feet (approximately 1,500 units) of residential use, including live -work units, for -sale units, and for -rent units. Full buildout of the Proposed Project would increase demand for library services by introducing approximately 4,883 new residents and 5,307 jobs to the Project Site (see Section IV.J. Population, Housing, and Employment of the Draft EIR). This increase in onsite residential population would require an additional 2,442 square feet of library space (4,883 persons x 0.5 square feet) and 9,766 volumes of permanent collection (4,883 persons x 2 volumes each of permanent collections) to meet the State standards. Unlike project -generated residents, project -generated employees at commercial sites are not expected to patronize libraries during working hours, as they are more likely to use libraries near their homes during non -work hours. Nonetheless, the additional employees associated with the Proposed Project are considered for purposes of a conservative analysis. The Project Site is located approximately 1.4 miles southwest of the Downey Public Library. As such, project -generated employees may utilize the Library during work breaks. However, because the current development on the Project Site generates approximately 45 jobs, buildout of the Proposed Project would result in a net increase of 5,262 jobs. However, it is expected that most of the people to be employed on the Project Site already reside in the City of Downey. Tierra Luna Project December 21, 2011 - Page 20 Resolution No. 11-2744 Downey Planning Commission Therefore, project buildout would not be expected to significantly increase the demand on library facilities and resources from future onsite employees, although some employees would be expected to utilize nearby library facilities. However, as stated above, the Proposed Project would need to increase the size of the Downey Library facility and the number of volumes available to the facility, a collection that is already deficient pursuant to State of California standards, in order to accommodate the projected increase in onsite employee and residential population. Therefore, buildout of the Proposed Project would result in significant impacts upon City of Downey Library resources. Findings_ With implementation of mitigation measure K-12, impacts on library services would be reduced to a level of less than significant. K-12. The Proposed Project Applicant shall pay a mitigation fee as determined by the City of Downey Public Library, based upon the projected employee and residential population of the development. The funds will be used for books, computers, and other library materials and information services. Traffic/Transportation/Parking Impact Impact TRAF-1: The Proposed Project has the potential to significantly impact various intersections in the City of Downey and City of Norwalk. (Draft EIR, p. IV.L-48) Facts in Support of Findings Upon project buildout, two intersections during the AM peak hour and four intersections during the PM peak hour would be significantly impacted by the Proposed Project. These intersections include: • Lakewood Boulevard/Gallatin Road — AM and PM Peak Hours • Lakewood Boulevard/Stewart and Gray Road — PM Peak Hour • Bellflower Boulevard/Imperial Highway — AM and PM peak Hours 1-605 Southbound Ramps/Firestone Boulevard — PM Peak Hour Findings The recommended improvements contained in Mitigation Measures L-1 through L-7 would fully mitigate the project -related impacts at the four impacted intersections. L-1. Lakewood Boulevard/Gallatin Road — Option 1: The improvement at this intersection includes a separate northbound right -turn lane. This improvement can be achieved by widening Lakewood Boulevard by two feet on the east side of the street for approximately 200 feet. The northbound approach would provide a left -turn lane, two through lanes, and a separate right -turn lane. L-2. Option 2: This improvement includes a second eastbound left -turn lane. This improvement can be achieved by restriping the existing eastbound through lane to a shared left -through lane. The eastbound approach would provide a left -turn lane, a shared left -through lane and a separate right -turn lane. The traffic signal would be modified to include split phasing operations for the eastbound and westbound Gallatin Road approaches. Tierra Luna Project December 21, 2011 - Page 21 Resolution No. 11-2744 Downey Planning Commission L-3. Lakewood Boulevard/Stewart & Gray Road — The improvement at this intersection includes a separate eastbound right -turn lane. This improvement can be achieved by removing the median island on the west leg of the intersection and widening on the south side of Stewart & Gray Road by two to four feet for approximately 125 feet. The eastbound approach would provide a left -turn lane, two through lanes and a separate right -turn lane. L-4. Bellflower Boulevard/Imperial Highway — The improvement at this intersection includes dual left -turn lanes on the northbound and southbound approaches. This improvement can be achieved by widening on the west side of Bellflower Boulevard (north of Imperial Highway) and on the east side of Bellflower Boulevard (south of Imperial Highway) by approximately two to twelve feet for approximately 250 feet. The northbound and southbound approaches would provide dual left -turn lanes, two through lanes and a separate right -turn lane. L-5. 1-605 Southbound Ramps/Firestone Boulevard — The improvement at this intersection includes a second westbound left -turn lane. This improvement can be achieved by restriping the existing painted chevron on the westbound approach. The westbound approach would provide dual left -turn lanes and two through lanes. L-6. Bellflower Boulevard/Washburn Road — As part of the Tierra Luna Specific Plan, a fourth leg of the intersection, the west leg, will be constructed. The eastbound approach would provide a left -turn lane and a shared through -right turn lane. L-7. Applicant shall contact the Metro Bus Operations Control Special Events Coordinator and other Municipal Bus Service Operators prior to the start of construction. Utilities Im act Impact UTIL-1: The Proposed Project would consume more electricity than the existing uses. (Draft EIR,IV.M-41) Facts in Support of Findings The Proposed Project would consume approximately 129,555 KW -Hours of electricity per day. This represents a net increase of approximately 103,305 KW -Hours of electricity per day over existing uses. Additionally, energy conservation standards established by Title 24 of the California Code of Regulations, including but not limited to, glazing, lighting, shading, and water and space heating systems, would be incorporated into new buildings. As part of the building permit process, the Proposed Project will incorporate and exceed the Title 24 standards by five percent in order reduce the amount of electricity consumed by the Proposed Project. As the City of Downey is located within the western United States power grid, SCE is required to meet certain operational, supply, and reliability criteria as established by the WECC and the NERC. These criteria establish certain reserve margin requirements that SCE must meet to accommodate any unforeseen contingencies. Additionally, energy conservation standards established by Title 24 of the California Code of Regulations, including, but not limited to, glazing, lighting, shading, and water and space heating systems, would be incorporated into new buildings. As part of the building permit process, the Proposed Project will incorporate and Tierra Luna Project December 21, 2011 - Page 22 Resolution No. 11-2744 Downey Planning Commission exceed the Title 24 standards by five percent in order to reduce the amount of electricity consumed by the Proposed Project. Findings Impacts on electricity supplies would be less than significant with implementation of Mitigation Measures M-1 through M-5. M-1. Design windows (e.g., tinting, double pane glass, etc.) to reduce thermal gain and loss and thus cooling loads during warm weather, and heating loads during cool weather. M-2. Install thermal insulation in walls and ceilings that exceed requirements established by the State of California Energy Conservation Standards. M-3. Install high -efficiency lamps for all outdoor security lighting. M-4. Time control interior and exterior lighting. These systems must be programmed to account for variations in seasonal daylight times. M-5. Finish exterior walls with light-colored materials and high -emissivity characteristics to reduce cooling loads. Finish interior walls with light-colored materials to reflect more light and thus increase lighting efficiency. 7.2 Environmental Effects Which Would Remain Significant and Unavoidable After Mitigation Air Quality Impact Impact AIR -1: Project construction emissions could violate air quality standards or contribute substantially to an existing or projected air quality violation. (Draft EIR, p. IV.C.1-25) Facts in Support of Finding Construction activities associated with each new development at the Project Site would generate pollutant emissions from the following construction activities: (1) demolition, grading, and excavation; (2) construction workers traveling to and from the Project Site; (3) delivery and hauling of construction supplies to and debris from the Project Site; (4) the fuel combustion by onsite construction equipment; and (5) building construction, including the application of architectural coatings. These construction activities would temporarily create emissions of dust, fumes, equipment exhaust, and other air contaminants. Construction activities involving site preparation and grading would primarily generate PM10 emissions. Mobile source emissions (use of diesel -fueled equipment onsite, and traveling to and from the Project Site) would primarily generate NOX emissions. The application of architectural coatings would primarily result in the release of ROG emissions. The amount of emissions generated on a daily basis would vary, depending on the amount and types of construction activities occurring at the same time. Findings Implementation of Mitigation Measure C-1 would serve to reduce the potential emissions associated with construction activities to the maximum extent feasible, while implementation of Tierra Luna Project December 21, 2011 - Page 23 Resolution No. 11-2744 Downey Planning Commission Mitigation Measure C-2 would ensure that the fugitive dust control measures associated with SCAQMD Rule 403 would be implemented at the Project Site. C-1. The Project Developer(s) shall implement measures to reduce the emissions of pollutants generated by heavy-duty diesel -powered equipment operating at the Project Site throughout the Project construction phases. The Project developer(s) shall include in construction contracts the control measures required and recommended by the SCAQMD at the time of development. Examples of the types of measures currently required and recommended include the following: • Keep all construction equipment in proper tune in accordance with manufacturer's specifications. • Use late model heavy-duty diesel -powered equipment at the Project Site to the extent that it is readily available in the South Coast Air Basin (meaning that it does not have to be imported from another air basin and that the procurement of the equipment would not cause a delay in construction activities of more than two weeks). • Limit truck and equipment idling time to five minutes or less. • Rely on the electricity infrastructure surrounding the construction sites rather than electrical generators powered by internal combustion engines to the extent feasible. C-2. The Project Developer(s) shall implement fugitive dust control measures in accordance with SCAQMD Rule 403. The Project Developer(s) shall include in construction contracts the control measures required and recommended by the SCAQMD at the time of development. Examples of the types of measures currently required and recommended include the following: • Use watering to control dust generation during demolition of structures or break-up of pavement. • Water active grading/excavation sites and unpaved surfaces at least three times daily. • Cover stockpiles with tarps or apply non-toxic chemical soil binders. • Limit vehicle speed on unpaved roads to 15 miles per hour. • Sweep daily (with water sweepers) all paved construction parking areas and staging areas. • Provide daily clean-up of mud and dirt carried onto paved streets from the site. • Install wheel washers for all exiting trucks, or wash off the tires or tracks of all trucks and equipment leaving the site. Tierra Luna Project December 21, 2011 - Page 24 Resolution No. 11-2744 Downey Planning Commission • Suspend excavation and grading activity when winds (instantaneous gusts) exceed 15 miles per hour over a 30 -minute period or more. • An information sign shall be posted at the entrance to each construction site that identifies the permitted construction hours and provides a telephone number to call and receive information about the construction project or to report complaints regarding excessive fugitive dust generation. Any reasonable complaints shall be rectified within 24 hours of their receipt. Impact Impact AIR -2: The Project's construction -related NO2 emissions would exceed the SCAQMD's 0.18 ppm threshold of significance at all of the surrounding off-site receptors during all the construction activities, while the PM10 and PM2.5 emissions would exceed the SCAQMD's 10.4 Pg/M3 threshold of significance at some of the off-site receptors primarily during the grading and excavation activities. (Draft EIR, p. IV.C.1-42) Facts in Support of Findings With implementation of Mitigation Measure C-3, which would require that all heavy-duty diesel - powered construction equipment used onsite to be retrofitted with either lean-NOX or diesel oxidation catalysts to the extent that it is economically feasible and the equipment are readily available in the South Coast Air Basin, and Mitigation Measure C-4, which would require that all heavy-duty diesel -powered equipment operating and refueling at the Project Site (excluding haul trucks) be equipped with diesel particulate filters to the extent that it is economically feasible and the equipment are readily available in the South Coast Air Basin, the overall pollutant concentrations of NO2, PM10, and PM2.5 emissions would be reduced during Project construction. Findings Despite the reductions in NO2 concentrations due to implementation of Mitigation Measure C-3, the NO2 concentrations would still exceed the SCAQMD's threshold of 0.18 ppm at all of the off- site receptors. As such, the localized air quality impact associated with NO2 concentrations at the off-site receptors would be significant and unavoidable. C-3. The Project Developer(s) shall require by contract specifications that all heavy-duty diesel - powered construction equipment used onsite would be retrofitted with either lean -NO), or diesel oxidation catalysts that would reduce NO, emissions by 40 percent to the extent that it is economically feasible and the equipment are readily available in the South Coast Air Basin (meaning that the cost of the equipment use is not more than 20 percent greater than the cost of standard equipment and that the equipment does not have to be imported from another basin). (This measure does not apply to diesel -powered trucks traveling to and from the Project Site.) Impact Impact AIR -3: Operational impacts would significantly impact localized air quality with respect to PM10 concentrations at Off -Site Receptor Locations 1, 6, 7, 8, and 9. (Draft EIR, p. IV.C.1-44) Facts in Support of Findings With implementation of Mitigation Measure C-4, the PM10 concentrations would be reduced at Off -Site Receptor Locations 7, 8, and 9 to levels below the SCAQMD's 10.4 pg/m3 threshold for PM10, while the concentrations at Off -Site Receptor Locations 1 and 6 would remain above 10.4 Tierra Luna Project December 21, 2011 - Page 25 Resolution No. 11-2744 Downey Planning Commission pJg/m3. As such, the localized air quality impact associated with PMJ0 concentrations at these off-site receptors would be significant and unavoidable. However, under the circumstances where implementation of Mitigation Measure C-4 is determined to be infeasible (i.e., meaning that the cost of the equipment use is more than 20 percent greater than the cost of standard equipment and that the equipment has to be imported from another basin), then the localized air quality impact associated with PM10 concentrations at Off -Site Receptor Locations 7, 8, and 9 would be significant and unavoidable. Findings In terms of PM2.5, implementation of Mitigation Measure C-4 would reduce the concentration at Off -Site Receptor Location 6, which was found to be significant prior to mitigation, to below the SCAQMD's 10.4 pig/m3 threshold. As such, the localized air quality impact associated with PM2.5 concentrations during Project construction would be less than significant. However, under the circumstances where implementation of Mitigation Measure C-4 is determined to be infeasible (i.e., meaning that the cost of the equipment use is more than 20 percent greater than the cost of standard equipment and that the equipment has to be imported from another basin), then the localized air quality impact associated with PM2.5 concentrations at Off -Site Receptor Location 6 would be significant and unavoidable. C-4. The Project Developer(s) shall require by contract specifications that all heavy-duty diesel - powered equipment operating and refueling at the Project Site, excluding haul trucks, would be equipped with diesel particulate filters that would reduce PMJ0 and PM2.5 emissions by 85 percent to the extent that it is economically feasible and the equipment are readily available in the South Coast Air Basin (meaning that the cost of the equipment use is not more than 20 percent greater than the cost of standard equipment and that the equipment does not have to be imported from another basin). (This measure does not apply to diesel -powered trucks traveling to and from the Project Site.) Noise Impact Impact NOI-1: Construction noise would exceed thresholds. (Draft EIR, p. IV.1-15) Facts in Support of Findings Based on the noise levels, it is likely that construction noise would exceed 85 dBA across the property boundary of the Project Site, and noise levels at adjacent uses could experience noise levels above 85 dBA. It should be noted, however, that the increase in noise levels at the off- site locations during construction at the Project Site would be temporary in nature, and would not generate continuously high noise levels, although occasional single -event disturbances from grading and construction are possible. Findings Project compliance with Section 4606.5 of the DMC and the implementation of the Mitigation Measures 1-1 through 1-8, would reduce construction -related noise impacts associated with the Proposed Project to the greatest extent feasible. Nevertheless, because construction noise levels are likely to exceed 85 dBA across property boundaries, construction noise impacts would be significant and unavoidable. Tierra Luna Project December 21, 2011 - Page 26 Resolution No. 11-2744 Downey Planning Commission 1-1. The Proposed Project shall comply with the City of Downey Municipal Code, Article IV, Chapter 6, and any subsequent ordinances, which prohibit the emission or creation of noise beyond certain levels at adjacent uses unless technically infeasible. 1-2. Construction activities shall be restricted to the hours of 7:00 A.M. to 7:00 P.M and no construction on Sundays and holidays. 1-3. Noise and groundborne vibration construction activities whose specific location on the Project Site may be flexible (e.g., operation of compressors and generators, cement mixing, general truck idling) shall be conducted as far as possible from the nearest noise- and vibration -sensitive land uses. 1-4. Construction activities shall be scheduled so as to avoid operating several pieces of equipment simultaneously, which causes high noise levels. 1-5. To the extent feasible, the use of those pieces of construction equipment or construction methods with the greatest peak noise generation potential shall be minimized. Examples include the use of drills, jackhammers, and pile drivers. 1-6. Project contractor(s) shall exert commercially reasonable efforts to use power construction equipment with state-of-the-art noise shielding and muffling devices. 1-7. Barriers such as plywood structures or flexible sound control curtains shall be erected around the Project Site to minimize the amount of noise on the surrounding off-site sensitive receptors to the maximum extent feasible during construction. 1-8. All construction truck traffic shall be restricted to truck routes approved by the City of Downey, which shall avoid residential areas and other sensitive receptors to the extent feasible. 8. FEASIBILITY OF PROJECT ALTERNATIVES Because the Project will potentially cause unavoidable, significant environmental effects, as outlined above, the City must consider the feasibility of any environmentally superior alternatives to the Proposed Project. The City must evaluate whether one or more of these alternatives could avoid or substantially lessen the Project's unavoidable significant environmental effects (See Citizens for Quality Growth v. City of Mount Shasta [1988] 198 Cal.App.3d 433, 443-445 [243 Cal.Rptr. 727]; see also PRC § 21002.). In preparing and adopting findings, a Lead Agency need not necessarily address the feasibility of both mitigation measures and environmentally superior alternatives when contemplating approval of a Proposed Project with significant impacts. When a significant impact can be mitigated to an acceptable level solely by the adoption of mitigation measures, the agency, in drafting its findings, has no obligation to consider the feasibility of environmentally superior alternatives, even if their impacts would be less severe than those of the Proposed Project as mitigated (See Laurel Hills Homeowners Association v. City Council [1978] 83 Cal.App.3d 692, 730-731 [270 Cal.Rptr. 650]; and Laurel Heights Improvement Association v. Regents of the University of California [1988] 47 Cal.3d 376, 400-403 [253 Cal.Rptr. 426]). Accordingly, in adopting findings concerning project alternatives, the City considers only those environmental Tierra Luna Project December 21, 2011 - Page 27 Resolution No. 11-2744 Downey Planning Commission impacts that for the project are significant and cannot be avoided through mitigation. Section VI of the Draft EIR examines five alternatives to the Proposed Project to determine whether any of these alternatives could meet the Project's objectives, while avoiding or substantially lessening its significant, unavoidable impacts. The following alternatives were examined: Alternative A: No Project/No Development Alternative Alternative B: No Project/Existing Specific Plan Build -out Alternative Alternative C: Reduced Density Alternative Alternative D: Reduced -Site Alternative Alternative E: All -Commercial Alternative These findings examine the alternatives to the extent they lessen or avoid the project's significant environmental effects. Although presented here and in the Draft EIR, the City is not required to consider those alternatives in terms of environmental impacts that are insignificant or avoided through mitigation. In addressing the No Project/No Project Alternative, the City followed the direction of the State CEQA Guidelines that: The no project analysis shall discuss the existing conditions, as well as what would be reasonably expected to occur in the foreseeable future if the project were not approved, based on current plans and consistent with available infrastructure and community services (State CEQA Guidelines Section 15126[d][4]). 8.1 No Project/No Development Alternative Descriptia The No Project/No Development Alternative assumes the project does not proceed and that the Project Site remains in its current state. Under the No Project/No Development Alternative, the buildings and surface parking lots currently located on the Project Site would remain at their current levels of operation. Although no new development would occur on the Project Site under the No Project/No Development Alternative, this Alternative assumes the development of the related projects in the area of the Project Site. Attainment of Proiect Cbiectives The No Project/No Development Alternative would avoid most of the environmental impacts associated with the Proposed Project. However, the No Project/No Development Alternative would not satisfy any of the project objectives. Specifically, the No Project/No Development Alternative would not meet the following objectives: To create a new and unique regional destination for Downey. • To transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. To facilitate development that is compatible with surrounding land uses. • To achieve an environment reflecting a high level of concern for architecture, landscape, and urban design principles by developing a high quality, comprehensively -designed project. Tierra Luna Project December 21, 2011 - Page 28 Resolution No. 11-2744 Downey Planning Commission • To provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. • To create a pedestrian -friendly environment with well-designed and connected spaces in the public realm. • To provide unique new retail opportunities for Downey residents. • To facilitate development of new and unique hotel uses that include conference and meeting space. • To create new and good -paying jobs by facilitating development of modern office space. • To positively impact the City of Downey's fiscal tax base. 8.2 No Project/Existing Specific Plan Build -out Alternative Description Under the No Project/Existing Specific Plan Build -out Alternative, the proposed Tierra Luna Specific Plan area is assumed to be built out in accordance with the existing Downey Landing Specific Plan, specifically in accordance with Option 2 identified in that Specific Plan. Pursuant to State CEQA Guidelines section 15126.6, subdivision (e)(2): "The 'no project' analysis shall discuss the existing conditions at the time the notice of preparation is published, or if no notice of preparation is published, at the time the environmental analysis is commenced, as well as what would reasonably be expected to occur in the foreseeable future if the Proposed Project were not approved, based on current plans, and consistent with available infrastructure and community services. " Under the existing Downey Landing Specific Plan, Option 2, the proposed Tierra Luna Specific Plan area corresponds to Planning Areas IIA, IIB, IIC, and IID and totals 83 acres, compared to 79 acres for the Proposed Project. The existing Specific Plan would permit development in this area of up to 1,345,500 square feet of technology and business park uses (including media and studio uses), and up to 243,000 square feet of industrial uses. Unlike the Proposed Project, the No Project/Existing Specific Plan Build -out Alternative would not include retail, residential, or hotel uses. The combination of uses, when contrasted with the Proposed Project, represents an overall reduction of approximately 2,361,500 square feet (or 60 percent) of development. All other land use regulations and mitigation measures established by the Downey Landing Specific Plan and its associated Mitigation Monitoring and Reporting Program would continue to apply to the Project Site under this alternative. Attainment of Protect Obiectives The No Project/Existing Specific Plan Build -out Alternative would not avoid the significant and unavoidable environmental impacts associated with the Proposed Project, but would have reduced significant and unavoidable impacts compared to the Proposed Project with respect to regional operational air emissions because of its reduced scale. The No Project/Existing Specific Plan Buildout would have greater impacts than the Proposed Project with respect to traffic and transportation impacts. The No Project/Existing Specific Plan Build -out Alternative would not satisfy many of the project objectives. Specifically, the No Project/Existing Specific Plan Build -out Alternative would not meet the following objectives: • To create a new and unique regional destination for Downey. Tierra Luna Project December 21, 2011 - Page 29 Resolution No. 11-2744 Downey Planning Commission • To transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. • To provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. • To create a pedestrian -friendly environment with well-designed and connected spaces in the public realm. • To provide unique new retail opportunities for Downey residents. • To facilitate development of new and unique hotel uses that include conference and meeting space. • Expand the supply of housing and housing types. 8.3 Reduced Density Alternative Description Under the Reduced Density Alternative, the Project Site build -out would be similar to the Proposed Project and would occur over the same area as the Proposed Project. However, the development size would be reduced by approximately 25 percent for a total of 2,962,500 square feet of development. Of the reduced development size, a total of 1,125 residential units totaling 1,275,000 square feet would be developed. Office space would be reduced to 506,250 square feet. Similarly, retail space would be reduced by 25 percent to 900,000 square feet. The Reduced Density Alternative would include 281,250 square feet of hotel use. Open space would be reduced by 20 percent to 93,750 square feet. Building heights would also be reduced by 25 percent under this Alternative. Parking would continue to be located in parking facilities between several multi-level parking structures, on -street parking, and surface parking lots throughout the Project Site and a total of 637,500 square feet would be provided. This alternative would be implemented through an amendment to the Downey Landing Specific Plan that would apply solely to the 79 -acre Project Site. Attainment of Project Objectives The Reduced Density Alternative would not avoid the significant and unavoidable environmental impacts associated with the Proposed Project, but would have reduced significant and unavoidable impacts compared to the Proposed Project with respect to regional operational air emissions because of its reduced scale. However, due to the significant reduction in the scale of the uses proposed by this alternative, it is anticipated that this alternative would not satisfy to a sufficient degree the following project objectives: • To create a new and unique destination for Downey. • To facilitate development of new and unique hotel uses that includes conference and meeting space. • To provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. ■ To create new and good -paying jobs by facilitating development of modern office space. • To positively impact the City of Downey's fiscal tax base. Tierra Luna Project December 21, 2011 - Page 30 Resolution No. 11-2744 Downey Planning Commission 8.4 Reduced Site Alternative Description Under the Reduced -Site Alternative, the eastern 20 acres of the Project Site would be preserved as open space. Under this alternative, the same amount of development would be permitted under the Tierra Luna Specific Plan but would take place within the smaller, approximately 60 acre site. This alternative would result in greater concentration of density in the western 60 acres, but would provide an open space amenity as an offset to this increase in density. This alternative would be implemented through an amendment to the Downey Landing Specific Plan that would apply solely to the 79 -acre Project Site. Attainment of Project Objectives While it would adequately meet all of the Proposed Project's objectives, the Reduced -Site Alternative would not avoid or substantially lessen the significant and unavoidable effects of the Proposed Project. 8.5 All -Commercial Alternative Description Under the All -Commercial Alternative, development would occur on the same 79 -acre Project Site as the Proposed Project; however, the residential component of the Proposed Project would not be included in the All -Commercial Alternative. The same buildings would be demolished and the same historic buildings would be preserved in place as would occur under the Proposed Project. The same amount of commercial and hotel development would be permitted as would occur under the Proposed Project. As such, the All -Commercial Alternative would include development of up to 675,000 square feet of commercial/office uses, up to 1,200,000 square feet of commercial/retail uses, up to 450 hotel rooms, and up to 125,000 square feet of public open space. Overall development density would be reduced under this Alternative as less total development would be permitted on the same Project Site compared to the Proposed Project. The All -Commercial Alternative would also include parking facilities dispersed among several multi-level parking structures, on -street parking, and/or surface parking lots. Because the residential component of the Proposed Project would be eliminated from this Alternative, it would represent an overall reduction in development by approximately 1,700,000 square feet (i.e., 1,500 residential units) when compared to the Proposed Project. Development regulations pertaining to building height, location, and setback would be the same as the Proposed Project, with one exception. Under this Alternative, the development regulations for the easternmost 20 acres of the Project Site would be modified to allow for the development of one-story, large - format retail uses facing Bellflower Boulevard, including buildings of similar height, landscaping and set back from the street at the same distance as buildings located within the other retail developments in the vicinity of the Project Site. Access to the Project Site would be similar to the Proposed Project, with primary access provided from Lakewood and Bellflower Boulevards. Internal streets would be provided to provide access to buildings located on the interior of the Project Site, same as the Proposed Project. Signage regulations would be the same as under the Proposed Project. This alternative would be implemented through an amendment to the Downey Landing Specific Plan that would apply solely to the 79 -acre Project Site. Tierra Luna Project December 21, 2011 - Page 31 Resolution No. 11-2744 Downey Planning Commission Attainment of Project Objectives The All -Commercial Alternative would not avoid the significant and unavoidable environmental impacts associated with the Proposed Project, but would have reduced significant and unavoidable impacts compared to the Proposed Project with respect to regional operational air emissions because of its reduced scale. While this Alternative would meet most of the project objectives, it would not meet the following project objective: To transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. 9. STATEMENT OF OVERRIDING CONSIDERATIONS When a project results in significant unavoidable adverse effects, CEQA requires the decision- making body of the Lead Agency to balance the benefits of the project against its unavoidable adverse effects in determining whether to approve the project. If the benefits of the project outweigh the unavoidable adverse environmental effects, the adverse effects may be considered "acceptable." CEQA requires the Lead Agency to state in writing specific responses to support its actions based on the Final EIR and/or information in the record. This written statement is known as the Statement of Overriding Considerations. Project -Specific Significant and Unavoidable Impacts The Proposed Project would have the following significant unavoidable impacts: Air Quality Impact AIR -2: The Project's construction -related NO2 emissions would exceed the SCAQMD's 0.18 ppm threshold of significance at all of the surrounding off-site receptors during all the construction activities, while the PM,o and PM2.5 emissions would exceed the SCAQMD's 10.4 pg/m3 threshold of significance at some of the off-site receptors primarily during the grading and excavation activities. (Draft EIR, p. IV.C.1-42) Impact AIR -3: Operational impacts would significantly impact localized air quality with respect to PM10 concentrations at Off -Site Receptor Locations 7, 8, and 9. (Draft EIR, p. IV.C.1-44) Noise Impact NOI-1: Construction noise would exceed thresholds. (Draft EIR, p. IV.I-15) The City has adopted all feasible Mitigation Measures with respect to the unavoidable significant impacts identified above. Although these Mitigation Measures may lessen the impacts, they would not reduce the potential impacts to a level of insignificance. As a result, to approve the Project, the City must adopt a Statement of Overriding Considerations pursuant to CEQA Guidelines Sections 15043 and 15093. The Statement of Overriding Considerations merely allows a Lead Agency to cite a project's general economic, social, or other benefits as a justification for choosing to allow the occurrence of specified significant environmental effects that have not been at least substantially mitigated. The statement explains why, in the agency's judgment, the project's benefits outweigh its unavoidable significant effects. Tierra Luna Project December 21, 2011 - Page 32 Resolution No. 11-2744 Downey Planning Commission 10. INDEPENDENT REVIEW AND ANALYSIS Under CEQA, the Lead Agency must: (1) independently review and analyze the EIR; (2) circulate draft documents that reflect its independent judgment; and (3) as part of the certification of an EIR, find that the report or declaration reflects the independent judgment of the Lead Agency. The City independently reviewed and analyzed the Draft and Final EIR and determined that the Draft and Final EIR reflects its independent judgment. Moreover, upon completing this review and making this determination, the City circulated the Draft and Final EIR, as described above. With the adoption of these findings, the City concludes that the Draft and Final EIR reflects its independent judgment. Tierra Luna Project December 21, 2011 - Page 33 Resolution No. 11-2744 Downey Planning Commission Exhibit B STATEMENT OF OVERRIDING CONSIDERATIONS To the extent that the significant effects of the Project are not avoided or substantially lessened to a less than significant level, the City, having reviewed and considered the information contained in the EIR for the project (which includes the Draft EIR and Responses to Comments), and having reviewed and considered the information contained in the public record, and having balanced the benefits of the Project against the unavoidable effects which remain, finds such unmitigated effects to be acceptable in consideration of the following overriding considerations discussion (in accordance with CEQA Guidelines Section 15093). The Planning Commission finds that all feasible mitigation measures have been imposed to lessen project impacts to the greatest extent possible, and furthermore, that alternatives do not meet the complete objectives of the Project, or do not provide the overall benefits of the Project. The benefits of the Proposed Project include, but are not limited to, the following: • Create a new and unique regional destination for Downey. • Transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. • Facilitate development that is compatible with surrounding land uses. • Achieve an environment reflecting a high level of concern for architecture, landscape, and urban design principles by developing of a high-quality, comprehensively -designed project. • Provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. • Create a pedestrian -friendly environment with well-designed and connected spaces in the public realm. • Provide unique new retail opportunities for Downey residents. • Facilitate development of new and unique hotel uses that include conference and meeting space. • Create new and good -paying jobs by facilitating development of modern office space. • Positively impact the City of Downey's fiscal tax base. Tierra Luna Project December 21, 2011 - Page 34 C U & J w a 0 LU U) O a O � � Qo L� mo �z w& 0 CL LU w 0 u E d � c 0 CL § t LL cA IL § ■ c f 7 7 / / 3 cm a) 2: 7 / Co o ' \ E 0 £ © o @ q k \ \ • E § 2 ■ R � / 2 a) t 2 uu E� a CO 0 \ 0 o@§ k D 0 (7 § ' � E c @ o 3 0ƒ k a 2 2: R k '7 CL c 0 k§ k U Q U 2 � f k oCL o � 2 < & 0 / ° @ cCl) t 7 / / o / 0 / � k a 2 % c am / m m 2 0 2—■ \£ ■ w b § ©7 m@ a @ o x£ 7 a 4 k k k o 2-0 e E E o 2 U) m 0 u ■ Qm. —CU % k (D §� -0 f@ a) 0 a 9 $§ tm\ C� U)§ co E ƒ 2 $ f 0 m > � / / \: / ° k E 2 7/ 0 U o% 4 -- co £ 7 f 3& 0 c 2% cD c E 2° 0° f' c■ > c o 0 o c c@ co(D E E ■ ■ — 2 2 0a) : 0� o—� o @ cam. o§ a o, 2 § _ C \ / f » f a' $ 2 0 % 2 > e E £ @ o c t c a E 2 ■■-@ a o § LL k/-0 3 E 2 f_ / c/ f £ %% k E $/ B� 0 E g E § 0) �. SCo D/ 2 o' 0 E � & § § 7 / 7 g ' $ �� k ° w 0 Cc - m c c-0_0 u)\ C 9 3 m co_a Q 2 E c I 0 � 3E §0 \E 2§ � c it a) \7 a/ \04 §2 p § 3 0 k d � ( § § $ k k 2 ` LL k k tm 3 3 E A o c 0 2 c M § » c g Co § » E> % a E 2 \ 0 � 0 n c J o: c a 0 c ƒ R c § % �� § % .0 CL % k E f cm v\ kƒ m m CO c 2 0 m n u 3 W m/ a« a) 7 7 kc c CL —19 .0 � 0 $ $ v � a CL CL 2 cu 2 CL � 2 c a- (D a LU < O « 2 Q 2 0 @ § k 2 k k .0 / 2% k f cu 2 k m 0 Q ¢ / o 2 p e -« 5= $ m-0 o a E¥ f g ■ o QCD a '= 2� m'- k/ 2 2=2 § % 2� t -Q\§ g c 2 o -a\ƒ% o c@ a) o c 2 E f k 2/ o 0 2 0@ ■=� @'E N m m m Q � k k C r o : 2 N- Q E® �� W � CL m o m c @ )/ c® cu §: 0 0 2 L)@ Q 2 @ CD U ./ / o k 2 Q- 2 E 2§ > § O (U 2 m §.E /@ ' a r % c m @ X @ •- Q e m 0 3 COE = > m © @ ? E. 2/@@=_ m� f 0■ o ® 0= 2' §§ o m -_ -»CL o c 3 u c@ U@$ c■ o / o@ a a o■ Q E_ m$ c- 2 k 2 E 7 C a°$ 2 �� f f' 0 2§ tm 2@ $ 2§/ 2 k� 2 k k-/ k CU. ' c 1 = Q«= - o° m®'% ® o' m E 2« 2 3 S$ o 0 c g 0@ E a 2 5§@ C$ Q . 4)= m: Q 2 F \ 2 - 2= ® r 2-a E c 2 c 2 2 - @ M « o �t m o o U) n n Co.- ° cu o Q �' 0 § ƒ 2 @ @ § © S co 2 mm a § a J 7 c a@ @ @ a m o= § 0 3 o @.§ ■ ■ « ■ a- @ n <-0 a) \7 a/ \04 §2 p § 3 cn k Ck \� §CL kc /k 0 (D a a ' (CN �) /E 8 0 0 � � d � m E § § 0 k t - cn cn LL a 0 7 c 3 o \ § p 0 o @ r £ c r 0 @ » c c 0 ■ E ■ c � \ m > � k '? J . 0 E o c ° E E E § o S t%ƒ R c o S 2 3GEL0 g r t E 3 E q m %« c 0 . . � f m _ / , 0 « f o L k f o U § o R cm k ' O @ E o E Nd ° _§ k n ■ •- > • d > g V 3 g 6 o � � 0U CL C q ° g 0 — CL § CL 0 0 a LU Q O « O 0 § U) 2 / 0 / k k k a cu /�; 0 0% -0 § f \ c k i 0® � 2 n 2 f f k§�@ k 03. oc # @ '% a § k/ k\ k _ c k" 0 2 2 . k o a ƒ E S k 2 , k k o� ® = m .§ E f o■ k E■ 0@ f£ g g 7 2 c S 2 �� 2 ; ._ -0 $ a g @ m 2 a$ ■- a- @ (D -a c -0 0 0 m 2 ■ 3 ° f E E a)�_ C°-0 0- °_ : M ' 0 o E f S' ■— f 2 Q o Q u° c■@ o �@— f E o 0: m S m Cf) � 7 \ « ' = = § \ k 2 D E.§ c o% �� ©' 0■ 0 7 4- 70 0 2 _0 2 0 ) k$ 2: § 2 2 7 /§ O§ 6 y© 0� @ 2 R 6 2 @ §@ �� X 2 3 0 2 2 Cn 0 2: 0 CY■ @—$ E�» a ' 0 2 3 cu§ fƒ# § f§ 2 o f f o$ qƒ o e w a") o@ S E k w E cL a m EL E u) w 2 40- , 0 (D a a ' (CN �) /E 8 0 k An /0 90 \� %� ka �k 0 k d v 0 § R :r - C CD U / L E c o CD L) f f: O k ,0 0 E 0 0 c§ 0 o E a » .0 :3: 2 § L ' D c 0 / § S 2 kp 0 C k k U � � k C cc 2 LU < 0 2 f 0 o e � $ R 2/ c m f @ c / a 2 0-0 f® $ 2 R E U d : m 7 f E o 2 g@ Q 2 5: m2 o k g © °� f _0 @?2 £ �� 000 CL 2� � o � c g / / E ° �� % k : 6 k / 2 / f■ e 2$ X 0 w—� O \ f f� 2 E 7 B 2 E ca m 2� U 2 CL (D a) 3 2 m f§$ 2 0 c o k Q o 2 n® 2 2 E.$ ® c» %° °% g f 7/ f E f E.� %/@ 0�� o 2 2 5 2 2 2 % q § Q g « m £ 3/ 0 § 0)/ 2 E > c £ C o L \16 3 c 0/ m E 2% 2) 0 3 ° z a — Q Q o @• E E»— « f 2 c @ ' 2 #_ © Q c m k m— E© 3 75'° M& @ •, < C m§ § Q R° o o� @ o > o §$§ @ U o t E E a a n 2§& S E $ k a: a 0% §$/= 7/ 2 3 o u 2-0 k E \k \E z b §CL ka) wk CD CD 7 \C*4 kk R� 0 0 � � � » � ■ � � LL � � E R k § ■ � � § . « k ■ . � § k Q Q � � � a (D a § 2§ k k cn @ acu o o m m c: (D � @§ % f CO k E G 7 k f o >CL B§ f m o■ cm k 2 § \ :° cu co g a) c tm ° w 0 k k a k k° 2 6 ,§ c tm\ o a I@ Q § c 7 0 S§ 'a§ k § k k/% f: 2 ■ CO ' @ 2 2 2 m � — / CL in : f c - k > S f 2 0 o E k 0 § S 2 \ 0/ f f§ :\ a ' 0 k/ 2 > ® m � k 2 7 2 $§ 3 (D k/ g » ; f @ t ; > ■ ■ o § o c © � » -0 c o c Q _ \ � c > o x o • / • k @ » o E°� > / @ 2 § §° LED @ ' U f LO m■� a_ f 3 m§ t U) k/ k k k § 2§ d R o / f § E0 CD CD 7 \C*4 kk R� 0 k An $k \cn � §� q A wk \q §2 P § 3 § k » § u n LL k 3 f § 2 0 � 0 t m 0 s § § Q _S ° % % c CL 2 E ƒ o CL 2 � / k o I � cy) k 0 u g k k m k k � � f® 0 Cc CL o CL CL j a LU « o // « k C CL k 0 k o S/ f g co cn E -0® cL CL R � e E £ 9@$' C \� . k = 2 t 2 c 2 CU g g f t Q 3 . 5 @ E 2 o G■ — o cn Q 0 m 2 2 E M f 2 c ) U 7 � 0 o e § ■ _ f& .- - w c E 0 Q m Q 7—. 2-- 2—■ c 0 0 k 0 §�= 0 M 0� 2 w� o Q = o @ � \ • Q ® o �: ■ ° E ° E—[ ° 0 •� k ® ' � 2 ° - n._ ® C $ > § 0 E■ g© ° Q 2 �@ ° � c m k— o§ E '- a q m§ 2 0% 2 M k \ kƒ o o c 2 It o « c° M 2 2 .- [ ° ° m� m: \ g S ® o ® ®k a £ @ § g r£ 2>/$ m f @ 3 3 E 2 2 E@ 2§ 2 2 c@ ■' S 2: c/ c @@ o c o 0 > Cc' o@ o c a� 0 a /? J_ 2/ m% ° 4) 2 d cu 4- CL ° a a CL E2 2 .� m 2 o ' ° E 2 o 0 ® � / ®° a c E« E� @ 2 $ E o cu— m E c E @ o o o o o o o ■@ 3 f@ c« S: a« / k k k\ . k k� m f 0 w 0 \q §2 P § 3 c 0 w E N V C 0 C Z c f0 Od 7 N c ` )) o a w0 C O r to v w d � c o u C V 7 cr N d C O LL U O) O C ` E O 0 U +O•� a3 O N O O O O a) U C C _ Q E m O N ` C- u CL Q 0 U U d v C � O Q Y CY OVp U m •5 .? V V m 0 (n m _ CL a cu ' 0 `— a) w Q o j C L N u? r- C m r. C O O1 U_ C Q a) c v a O a i s .� c 0 a- cu = c` 3 v '5 = cu • = E N O O 5 x a 5 C cu 0 o Q o O= U a) N c - a) Cp - n W O 0 U) O a a) L O 0) ca -0 o L - c .d0 c— t N O> v U) � O c c (n O( 0 n_ 3 a) a) °� _ U) a) Q t o O� •� r.. V O 0O N ^ N a Q N a) t� 0 N Ln 00 ,— a) t C (6 fn a) d (n .� O >+ -0 f0 M r- o = v V 3 c 3 N v> +• 2 c a) aa) un) o a aoi Q t o '� N c E i 0 3 5 �•75 >, c '� E E Cl) -he c cu C a) c U) ,F U a) •y O cu a) � c 0 7 2 H U -0 a) a) .- a) T) a) E / : cm cu �\ \04 §� p § 0 § 0 k v § § k � k ¢ S tm f § 0 p � 0 � 0 2 m S § § g % % ; / J R ip & 'Q - ƒ CD CL \ 0 2 ■ � C Ck E k m 0 cn 2 � f k � a 2 k < cu .7 2 / 2 c o Q o 2 § / k_ ? / 2 f k k cu cc ° CO Co 2 k c ° ° 77fa�k: ® Cc 2 g a 2/ F-® § / £ ° L 2 �_ (D$ §.0 C ° 0 § $ f 2 § 76 cc \ k k k f k k� ° � Q 9 ± 0 m E o ° ■ � �_ 0 2 : .7 @ E § = ° k @§ m m o E k o tm 7 3-0\ 3 § §� k k d m m 2 m�/ E K / : cm cu �\ \04 §� p § 0 C «E Ck 0 2 § 0IL % ƒ � k 0 u !t d � c u 9 = k § 2 / 0 g 2 q 5 $ � @ L LL S / k _ 2 : 3 3 o E / m k k /E �_ c c t o g E o o q § 7 k cc B f CL 0 § M o -0 ° < o E a % / / k 0 m CL % .0 0 [ o E U) m 2 �.� (n a) / k k Tƒ CL c g a �/ o 2 U) « U= m m_ f/§ CL n Er- 0 0 f CL a) E @ £ 0 0 o 0 c g 0.§ ° cu u�� U)§ 00w Cl) m' § 2 F 5 r u@ 7 0 0 0± 0« m e a U 5 � .0 f k \ k k $ 2 . CL a) § a CL � w « « 2 0 U) 3 _ o / ~ •� E 0 2 a) � @ 7 � @ $ @ : 2 ° ' % § 0 c 2 f E / ■ @ 2 / f ) 0 % R% 3 o/\ / E S � g o 0— °/ ■ m E< o EL 2 o 0 o 0 "� o E .V 2 C% f 0 m 0�« o� g % e g>,$ ■ .� £ o 7 ) 'A E E -0 m ._ o .� [ U � ƒ \ .� § 2 L _£ 2 7 k // f 12 0 2 f= � C 2-0 k • C ( ■ £ � § ƒ E o « -C 2 m k . E ■ @ / _ : : — k � — G g 2 : 0 E c E f 0% t m e-£ o 0$ c§ a / 0 m ° m � CL � ■ E R � ■ @ 2 �0 EL c» m@ . k @■) o E< c§ ° E> a c e 2 m y g §§ E: O m Z 0£ a CL 0 /� 0 C4 / c_ p E CL 0 0 0 0-0CL 0 2£ §� 0ƒ o 3 0§ @ 2 k _■— t o /§ k � 2 /@ q<: a $ 2© F f_ 2— U ¢ a 2■ 2 2@ k B §� \ k k k\ '/ a 7§ f/§ § f 9 6 i w a- m n a. m£ -j CL o 0 c w 3 k Ao �E �k \CD � §CL %a) -5c lc - (� .0 " / u 3 � !t 1- 0 � rr f L o C) E k \ R O m -0 « 2 2 cu U o M k M§ 0 g CU 2 g— 2 sk k � S « ' c @ 7 § % £ ° ° 2 0 2 % 0 ° @ (M � ® E u k k c�\$ 2 « S / w @ @ 'a 0. «cm 3 k ' M c: CL � / ' § \ q An ¥ Q U g 6 m 2 k f / 0.® 2 ■ 0. > w < 3 ° ƒ « R 8 L o/ CL JOR / Mn ca Q k 0 j k k £ c/ o/ c U °§@¥ a° -C 0—§ 0 E � °' Co k S � k 2 0� § ° f ® @ 2@ f co c c o k — _ 2§ 2� 0 o ■ 0 2 �'v @ CM— E k t ° a a 0 (D k 2 o m° 4- E o 2 2 7 o @� c E ■@cu E cu g@ o® 2 @ c 2 0' m S f t 2■ q 2 m£§ R/$ o° 2� k 2 a 2�� 0« E _ @ . t = § w - ° / _ E= @ @ c U k cu ® � 3 k® 0 k 2 f� ° 2 2 2%§ ._ o o Q c 0 ( c ■ i E@ m fƒ k/ f k u E— Q« E c§-0& 2 k 3 a o§ a> @ / ° h §e a E 2 a 5 ®� 8 ° @ § o @ _ o o £ a \ o■ Q@ o 5 / 0 w(D$ 3 2 w ■ 0 2% 2@\ 2ƒ I§\£ O 0©° u=# ° a. m c 0 E— o m e c �_ 2 M� E m c �� 2 @ Q E m u o& k § k\ k 2@ @ 3 2 £ 0 k a) 3 2 Q co ' o Q ° @ e :3 § 2 CL E — % ■ o a § � = 3 2 : 0 U 0. k o a g§ w m@§ w'> (D%� 2 m Q u k� « ca 3@ E m -a Q m a-5 o m 2 ■�@-0 n£� cn a. D n- - (� .0 " / u 3 k E \E \� §a. 6coƒ w0 @ E F- G 3 0 � d §0 / / LL3 0 3 � E E k \ \ � O o "D k cn Q c c / k 2 \ S o / R c: 0 cu Co Q f c 0 m 0// 2 c CL @ 2 0 0 / m % + 0 § 0 U) E @ E « - § �2 • m �•E § m U) CL w 0. m 2 CL -i 2 3La ° 7 7 .CD 0 c c 0 � : § k k i k k Q U g 6 E O g 2 2 2 0 CL q - cu CL j CL / §� w « 2 « c & « 7 % 0 E $ ■ a 2 c •2 §o 0 )f k $ cu \@� 00 '■ 2£ c 2 7 c« 0 5m o E 2« ° fi 0 g CL U @ / S U@ a .� o / G Q/ R 0 J •- 2 M S a o■ o- E_j R 0 m # ° Q o m _ ° til - f 2 � U k f E a k m 75 \%% §� CL E o M t-$ f @ E r 7 ■ @ ■ f U 2/ ° 2 " k o W \ k � k f � � � � f ■ ° m c cu cu Q (D E° -0 6 7 2 0\ M Z Q $§/§ 7 E 0 �• . o■ c CO 2 @ 2 2 2 a 'a @ �, U 0) 0)- F - - E @ g 0) � « o a_ @ -0 : § 0 2 ° 7@ o§ f« ° 0$ U Z) 0 0 °' f § k ■ §: 0 22 _0 I® r— § f q£ m -- @ 2 0 ¢ E @ CL o - ca = @ •- - O ° -a£® a) ■ o w o ■ o A er » 2 ■ o £ 3 2 0 2 § ?% 2 2 k\ ƒ %: : 2 k 2 2 L / f 2� k @ § § k § @ § 2 § % ° k 2 2 § _� E 2 o 0 c °@ o� o 0° W/ E £ 7 0 ■-0 5. m �� of U a Z) Z) U 2£$ 2 �I @ E F- G 3 U) AnE \k /cm z� §� k� wk 0 m d ƒ m m � C E/ LL � c ,� c c � k �0 k 0 E o E / 2 CA _ 0 k E CL k\ 0 / a $ o a 2 0 ■ ■ a f m $ / .@ E -6_ ca_ @ a e c o ' § : cx Q$ t 2 Co 2 @ m @ o@@ cu 0 E Q @ o E E 0 -0 CL 0 §/ ma g 2 5 Q 2§ U� 2 5 < d k c E � 0 0 / 0 E 4 2¥ \ R .E g: \¥ m k CL 0 m 0 J S 4) � $ k k C 2 ) § a a) LU « c « O 2 — m q @ :3° / 0 § 2 0 / 16 o < % % :3 aC)Lk 2 2 2/% U 7@ \ 2 2- 2 q 3 k oma. k cc E�� U) % f Q @/ 2 f — £' o 2 c % ®� �_ — E § 2 ■ 2 2 3 ec 2@ 2 k/$ 2§ k c U o e o a g E c E c a@ E 2 0 @« cn 2 E �■ o f g o 7 @ @ o 0 0�@ f o 0 2< o E E E f o ■ 0 2/= §£ o@ U ■ m Q_@ E E« \ k% a«@ k- 3 # @' 7 / k° k a§ CD o c a m —° ®= o ■ N 0 c c= 2' c @ m o 0 0 E ■ r �.E o ■ o E a ■ o a m@ 3 @ ® ■° 2@ 2 2: z 2■ c m m §® 2 o c R 7 O 2— �' 0) f f C E �/ c a :£ e� o o m o z a� o ■ L 2 0 o'LL £— @ k k 2 2 § )ƒ k 0 2- 5, 2 -0 K§` c 2 0 o E 4 c§§/ m@/ 'A' o o f@° ® o E E a a ■ ■•E , g§ f Q § 2 E a 3 U U« @ o_ @ x m& 2 � (L C O N v E N 0 rn `- C_ p C Z c oT a 7 N 75 C Q�0 >' U ON c +) `•- O Q 6 cn C coN a% LL (a O CL c � a) OC O O •' O > C '= O U O 7 _ N C O N p N co fB v H a) Q v C o O a ca o .S E a) U C R a �c c) o E d N > 0 V m 0 7 N d m a) L C a) (� E L CN a) 0 7 U O :3 a) (n a) O +O.• rF N N 'Q O a) O N N rn � c CU N N C a) 0 O O C .O N >N Nc o a :3 N — vi a) ca cn c O a) tC as c i +L- a U �- O O O7 Q rn N a) 0 C N cu C= N m 3 o c Z 3 a) U O O N M O N N c0 U a) c O C) c O N a) p. O �- •'N N `O Q Q U L C c0 O .NCU+ N O= N 4- E c T co 0 0 ` a3 U .� � N C a L a) 0 cu cu (L)0 S2 p •N U) .V L N C ` Z O_ 0 >O O_ CL CL CL 0 U)0 M3 Q ccu m Cl) C m C •c O c o c N > '� 0 in o c Q U 2 a) n > n a) Q D a) I V m V Q N d IB C L L C O m O .L-• �.Co a) ai L Q 0 CL aE) v a N °) ca c a N O O O_ ) N :- � N 0 a) a) N 3 C)) C C OC L �O CU C N (C O N rn N j 3 c0 p N c o lL a) N '0D m N c �O O C C N U) ` C cu O Mo NO N 6 J C Y C v- O O N N Ec co C °) O U Q 0 (L w 17 LL 7 N m d 2 v U O1 a) co •O a d � f0 .- J N N N N 1= 8 CD 0 ) 3 aa) U d N ate) U U A) > ate) ` O c U >+ Q c d m >+ O p_ c ++ N U Q O O c0 m J L O` O C Q >0 a) a) Q J >� Q N Q a) N C:' ca O` C a) N ca �O N C a) -o Q -v m a) a v N c C a C C O_ O a) >, O 0 a) N O c cn a v tC N >. v v C cn O m a) a) v a) _ E w () a) v m _ E m a) CL 0 C:U N 7 L O_ O N 2 7 L Q O N Q cu 0_ ci co v -O N Q N w O_ U co .0O w Q N m O_ a) U C R a �c c) o E d N > 0 V m 0 7 N d m a) L C a) (� E L CN a) 0 7 U O :3 a) (n a) O +O.• rF N N 'Q O a) O N N rn � c CU N N C a) 0 O O C .O N >N Nc o a :3 N — vi a) ca cn c O a) tC as c i +L- a U �- O O O7 Q rn N a) 0 C N cu C= N m 3 o c Z 3 a) U O O N M O N N c0 U a) c O C) c O N a) p. O �- •'N N `O Q Q U L C c0 O .NCU+ N O= N 4- E c T co 0 0 ` a3 U .� � N C a L a) 0 cu cu (L)0 S2 p •N U) .V L N C ` Z O_ 0 >O O_ CL CL CL 0 U)0 M3 Q ccu m Cl) C m C •c O c o c N > '� 0 in o c Q U 2 a) n > n a) Q D a) I V m V Q N d IB C L L C O m O .L-• �.Co a) ai L Q 0 CL aE) v a N °) ca c a N O O O_ ) N :- � N 0 a) a) N 3 C)) C C OC L �O CU C N (C O N rn N j 3 c0 p N c o lL a) N '0D m N c �O O C C N U) ` C cu O Mo NO N 6 J C Y C v- O O N N Ec co C °) O U Q 0 (L w 17 LL 7 N m d 2 v U O1 a) co •O a d � f0 .- J N N N N 1= 8 CD 0 0 v !t § § cr a ' k cn ƒ 5 § Co f 0 tm > E ƒ k E § '\ \ @ :3 « O U o 0 § e Q m 7 E - k ) c § c § ° E >' @ o o m 2 � E: CL5 E: ��a: �f: Skf cn Skf cn Q k /CL /3/ k� A « 2 o n w-: w-0: ■ v 2 Q E E§ E/ k 0 / E o® \ 7 .E 2: 9 a S: 2 2 o = °. �3 $ 5 2 ' \ 3: o c Q U 6 o m c = o = o Q w � 70 : k f k $ k 2 CU cu a 2 $ ) ca CL §¢ 2 a) w « o < « c � m . § / > a ® ca ° E a / k § / / D -0 @ c � / ■ u 3 % / : : ® \ cu ■ t f 2°\ . 7 7: o k r- 0 7ƒ 0 E a t o 2 0 o f @ m m U 2 2© o\ 2 Q .■ m - Q g c�/ - k 9 r- 0 2 m t g 2 2� = ca U) %' o % f .E m @ ®� \_ m 0--a $ 4) � m CL k k \ k q k k 2 � 2 0 CL k / 0 ) Cc 0) / � 2 ® / / o>� a M 0 >1 Q - - o k w 2 2 f§ e m 2 \ c ƒ § y .2 @ LL � \ a § E E- m 2 0®� •� e 0 0 o 0 3" 0 k @\ k u0. @ o§ @ 2 0 9 2 k ■ o a= g§ « 2 R =ƒ A f/ 2 f §§ B c CL m n CL E CL� m@ 2 2 f w U Q k c Q e 5 k E \k � E ki 0 76 C:wk 0 k : d / k k cn E co E 0 E . y . y e / �/ k2 k2 3CLk ƒCL o c @ E (DE (D/ ° co c j 0)E k n 7 f a 7f o : p O-0 \ 7@ @ § Q■ " § :3 2.0 5 f o 0 cu k k D k v v v v 0 § § § § CL CL CL CL E 2 m m m m ■ v % E E E ' � § § § § E g¥ g 7 g¥ g¥ k m k k V S co m � � k $ k k k C a k CL 0 0 CL 0 0 w « E « 2 < « o 00 6 % o � c . §/ � §� 2� cu D (D �f / > /£ D \ m 3§ 2°§ 2 « f 7 ■ o E C 2 m o @ U)■ / o $ E E c a 7 0 0 0 = =@ u @ m o 0 g c o Q o 2 o aco o // a.- o£ ■ ° (D / k,K / k / f \ a) " § f \ § 0 / ) k k k ƒ 2 u u x m 2 c®° a) q 2 E J cn cm k k�2 E / k' k /Uk \ w § 2 § ■ 2 7 E' 7 $ D / % § 3 % / o ■ o 2§ E @ E co E f 2/ @ L 2 9 ° o k / / /§ \ % 2 2 / / $ ® � U o c ■ o k / @ 2@ 2 2: � k$ 2 b k/: � 7cn ° Q � o \ ■ \ o ; ■ ■ ■ � @ E ■ ■ o ' � 2 k E§ 0 E 2 0 2 2 °'� § 0 2 0 o■> Qm wƒ c o w' § o c w .« @ C O .N E NE ,U T T r OC Z C (a CCL O :3 c � a r- 0 ea m tm 0 N 0 N N N 7 C ` '� c: C '� C C a) N L- a) a) a) a) LL ca V m E N a3 co N E m N E E C c E L E E 1- CL Q CL Q a Q CL o o o o U) W N cn 0 0 0 a 3 o ca3 0 3 m aoi m of )) A) aa)) .� m a) .— _ .F E E > E > E > p 0. C CO Q. C CL c m a c D O .0 O O O 0 m N C_ CO) U) fn c CO U) c N (n V C -u -a Q wa w m w c" w c" d C .TSQ C C 0) tm Y O O O O O E d �_ N C (n D to O t .> m > ca > .S •> .> V U m❑ a o m cl m❑ m d .0 = p C a O C V p. O C V d O C V Q O CL .V > N d > d > C. > Q w w Q❑ Q❑ Q❑ Q❑ N a a) v7 O a) C ca a) N O U N N .• C a) L p L v 7 E E a) O O0) o o CO E s — to co 3 N m c D �o :3X '0 c C L m a) a) >. a) v a) E N a) E a) o E E i— 3 0 7 cn 7 > L cn L +. N N f`n C-0 a) o a) a O� V O N '> c a 0 E aa)) a) U)0 a) O o 0 > a) m w as '~ O v O3 v c N to •• ami > Co U c C O m Ch a) C O a O Occ p 0 O C O } m C ` 5+ a) CL V c fn O E N O N V c M O a) CL d 0 g 3 c o a) > � +. (D c o) cLi E o Q o U S C N N O *' : N o _ 2 3` rn _ E C _ U) m p a) m a) N ca O y a) a1 a. a) a) a) L. } v a) m •o c Q N C C O M N a) a) C_ a) O- 0) 75.O U) C: tc N O j N N O m a6icnn 2m= a) U) ani Q oa m�_0 �Q ax) m o rLF-ZC) w O LO U m a) m O n- CL T ca T J N N a) T ~ a) a) c O E 1— o N (� � O) O C Z 00- � aa)) 75 C a) O G�0 c O cc 0 m d U C 2 Q •� o c o U C N N O t N ? .? V V d m 2 M O° p >, a) c6 c c C +• f6 c 66 ` N �. `° O (6 .y ccn c° c o cQ6 a) < o N U N O f6 p c += () } m -0 O) j C — 7 M a V N O o r' c6 c6 3 ° —J N O '0 0 a)c W >, c UJ N > LOt c6 cc .° Z 3 N O o M F- c mo c6 U V N N Q N N ._: m ?: U 0) L N O� a) O E N 0.0 a) U (6 N` C c 0 a Q 3 c m c v E cu E c6 ° 3° N o .o c 0 o ° c O U E�� c� E= '— O -Z -Q<00 O- N a) c -0-0-0 a) m c '= O N E N` p O N Q 3 U F- -v N c6 °° N c t r7 C Q O C. > Q a) Q 0 L N A-1 _0N N N E > a) c6 Q V-0 Y LL Q Q y a) O a) c O >+ — rn N d m E 3 o N° ro o` p U 0 0 'j L N 'C O C Q Q `~ a) o N N ° rnr _c ) E Q c c c 3 c6 � a� E o 6 0 (0 0 - E C O D O U c6 " 4= N 2 M-0 CL c O Q Q O .0 w� c E�? U) N Q C O Q� .� Y CU 0 0 c c6 i cco o O Q -Q J ° E a) a .� a) U y Q 0 +' > U 4= C U E N O° s N a) C a) a) Ute) U m a) c0 'o a f6� co J CV N a) N E ~ U a) 0 a C N 0 O O0 _ N 3 j :C 6 � a) O- CO WN UL E N c a) NQ _ co a) . E 0 � c o a>i O I) n I-- Q CI p d d U C 2 Q •� o c o U C N N O t N ? .? V V d m 2 M O° p >, a) c6 c c C +• f6 c 66 ` N �. `° O (6 .y ccn c° c o cQ6 a) < o N U N O f6 p c += () } m -0 O) j C — 7 M a V N O o r' c6 c6 3 ° —J N O '0 0 a)c W >, c UJ N > LOt c6 cc .° Z 3 N O o M F- c mo c6 U V N N Q N N ._: m ?: U 0) L N O� a) O E N 0.0 a) U (6 N` C c 0 a Q 3 c m c v E cu E c6 ° 3° N o .o c 0 o ° c O U E�� c� E= '— O -Z -Q<00 O- N a) c -0-0-0 a) m c '= O N E N` p O N Q 3 U F- -v N c6 °° N c t r7 C Q O C. > Q a) Q 0 L N A-1 _0N N N E > a) c6 Q V-0 Y LL Q Q y a) O a) c O >+ — rn N d m E 3 o N° ro o` p U 0 0 'j L N 'C O C Q Q `~ a) o N N ° rnr _c ) E Q c c c 3 c6 � a� E o 6 0 (0 0 - E C O D O U c6 " 4= N 2 M-0 CL c O Q Q O .0 w� c E�? U) N Q C O Q� .� Y CU 0 0 c c6 i cco o O Q -Q J ° E a) a .� a) U y Q 0 +' > U 4= C U E N O° s N a) C a) a) Ute) U m a) c0 'o a f6� co J CV N a) N E ~ U a) 0 C 0 O O0 O- CO WN co c a) N c a) . E � o a>i I) O Q c p O E Q c c> 7 = = - d N " N a C O N a) E •= E 10 > N N N N U) f6 Q- Er N 0 d U C 2 Q •� o c o U C N N O t N ? .? V V d m 2 M O° p >, a) c6 c c C +• f6 c 66 ` N �. `° O (6 .y ccn c° c o cQ6 a) < o N U N O f6 p c += () } m -0 O) j C — 7 M a V N O o r' c6 c6 3 ° —J N O '0 0 a)c W >, c UJ N > LOt c6 cc .° Z 3 N O o M F- c mo c6 U V N N Q N N ._: m ?: U 0) L N O� a) O E N 0.0 a) U (6 N` C c 0 a Q 3 c m c v E cu E c6 ° 3° N o .o c 0 o ° c O U E�� c� E= '— O -Z -Q<00 O- N a) c -0-0-0 a) m c '= O N E N` p O N Q 3 U F- -v N c6 °° N c t r7 C Q O C. > Q a) Q 0 L N A-1 _0N N N E > a) c6 Q V-0 Y LL Q Q y a) O a) c O >+ — rn N d m E 3 o N° ro o` p U 0 0 'j L N 'C O C Q Q `~ a) o N N ° rnr _c ) E Q c c c 3 c6 � a� E o 6 0 (0 0 - E C O D O U c6 " 4= N 2 M-0 CL c O Q Q O .0 w� c E�? U) N Q C O Q� .� Y CU 0 0 c c6 i cco o O Q -Q J ° E a) a .� a) U y Q 0 +' > U 4= C U E N O° s N a) C a) a) Ute) U m a) c0 'o a f6� co J CV N a) N E ~ U a) 0 c 0 An �E ti o N () rn C o E Z c m C a 0 m C: w0 c O :r e� w m c d rn � cm� 0) CrE c c E c E L fq Q- fn Q N C. _ C 0) C tm C o-0 o 0 o a m a) a c�a c a) ( N m O a) a) U O E N : c N Q 7 CO C 4=cu CL a) Ocu M m M 0_ a a Ca 0 -0 m N m U ° •E c rn c cu ° .S rn c co .0 = ° a :� c m rJ aci E N O 0) D.`'- C] "O 65 O> U O V > > 0 Q a' ca L .0 N O .� C u- LL a) LL a) V v N� CLY N 0 U C C m C m O Z O N O N O O d L a) L CCLca.C U0 N •Q U � Q Q a) w Q Q Q 0 m _ Co U c p a) p N O N a) p U CU 0a) C m 4- O �' o m 3 c o o a ° .. 3 .5 a� co c a c ccdi '� «° c ° 3 3 cco a) L- Q c ate) cca a(D E° E j 0 3 -o c E a) m m ° a° E ,� — L io c rn 0 -Do •L p Q c a) a a) m "- o "- c v m v �' C N° Y c a) c»o ° a —_ ,E m-C c °� No ° U Coc o m m c co o m c N VCl) ami 0 p 0) '�= m w— E w aEi 'm o C o. a V a a) c o CL N 3 3 .� ami ` c 0c6 .m c ° a °� ,F N E o N a vii a 'o c—cu m v E o c ami L CL °� a� v 0) .a a c 'co ° y N a L s a C 'D '� L c •C C m U a) O p M ,� 0_ Q c° p 6 a) .. ° a 2 ,_, N} C a) Y a) O c m U° .0 O a) m Q N N Q fCp N > a) YC O c N c-0 0- rn Y a) p° C Co O co C O m Q E a) v— 3 A Q c� m E° m °° N m 0_ U CL N v� m l a p (n CL N E y $ j O 0 C 0-0 0 C C O a V .4U—_- c tm a) m 0 :. 0 p L N a) cv N > m•• U O U a N r O L N 7 O m U 7 ° C E p d L a) O N C 2 d 'O Q 0 'a 2 F- •0 _) U m m a 0_ m 0 F- "° H Q. o m u) I— d (n m N LO U cm a) m O n - a � m � J N ca a) A) E ~ U a) 0 c O V E r— O NU rn � c p C Z c c m O (D 75 c 0N) o w c O ZP ca 0 v c c 00 rn co 0) co c E c E C. co N N N LL O N C_ N C. C O O CM C O M C � O O •O 7 IL 7 C N C C O c N � V •— CL C_ a) ca o 0 CMd N >, a? N N 'o c O N ,F �_ .N 0 N o Q v v o °_ U Y p o .- 3 .- 0 >. m E o — 0 N 0 �a ca 0 •- C aci c0) 1 Y s 4- o c 0 o 0 c a O 'E c >" E m� E> 2 v > g 0= > a) ca 0 E n N � o co a) aa)) � o(D ca o a"i o o a) o a aci ° o v c 0 Q 0 u U ca u o a C_ co ca C_ 3 � 0 c c c c N� V tf O" Y U C ca 0 c U ca 0 C U N O t O a) O O a) O O a) V V ❑ ❑ ❑ C ❑ ❑ C.. ❑ _d r7 Op_ C C OO C C. O c co C_ O N ++ C_ > C. > C. > 0 c C_ a) C. a) C_ a) �w a❑ a❑ Q❑ L V O >' C C O O O � O N O O 0 N t C Ca N O � 0 E Z- .E (� N C 0 JOR°? o N N a) o � 0 0 0 3 o N 0 v c L 0) o — �u 0 a = E N >. > O c 0 'a a) C_ C. C 'E O .. O N .. ) ❑ is N ro N ca H a :a " 0 0 0 c 0 0 0 N " N 0 c co c O -c a 0 0 Q E p) 0 t p�j ca N >' N C 0 D p N 7 + C L C cr C ca S c (n >, U' O "' O S �_ N a) C Q O " —_ ;a N 0 "' 0 N 0 .0 0 ` C- O N a) �� — O 5 a) O "- C_ 3 0 v -0 0° E "J CM U U U 0 p N C p V� N p j o E O ` O O (a U L O O a ca C Q O E 0 'c C N` U 7 U 0 CL 0 Q 0 E C O CO V U o -c O _Q N 0 0 a (0 p o N !_' CU N a) c c C C cL u Y o m E 6 aCD Y N aEi ucoi A) N N N ca Q 0 0 +, wc N p c O N O O 7 O 3 N p) c 3 0 CU U U 0 +L 0) U U N N 3 to EL v c� coo .a) O C o N` m O n 0 0 0� U .Q 0 0 a)L 0 a0i 0 Oct •c-' -6 H m o� Q H d m d Q CL s v a n i ca 0 0 � d � � C L / a- / / Q. 2 E 2 E 0 E / k / 2 f 0 2 @ f @ . 0 c o o CLo. 0 gCL r s 2 \ I\ 2 \ \ / 0 @ e .0 @ L- o g % § 2 q § 2 § § 2 c § J§ U R 3 CLCL a§ CL k k D ® V- ° o / 2 a L) § CD K 3\ % d am k a - o= o o Q o o e o c o: 0 U O IL 0 cl IL 2 2 m 2 � ■ c CL CL CL a $ $ $ $ n a) C.$ Q- CD w w < o < 2 < O ® O § _ o % > £ 0 CL f CL® f ® G CL -0@ E 0 \[ O c a R ƒ 5 - r> Q (n@= o CU= o 0 c k \ ) ƒ \ m k ( - c ° � c 2 = k £ Q a = te§ / % Q c§ 2 % c c a M ' Q _ » 2 3 2® o f 0 \ o CL� k R c g§ m a° g\ c g§< m a 0.� 3 0 o a/ CL 9 m «'-0 2 0 2 E 2 p R E o 2- 2 o K 2 2 0 a ■ m: c Q � g_ a .ff° u' Q Q® $ 0 0 2ƒ o Q/ M� 2/ o U® 2 CL§ƒ c 7-0 0 Q 5 a E m CL g@ / v a 0§ 2 0■ 2@ u@ E Q/ f 7® ■ g g -0 2= f cu : � - Q � m o o@ o£ ■ w-0 2§ 7° m= 9 a m° a 0 2 9 m 2 2 E E §%° o_ c f 2 s k> - 2 Y@ m 2 3$ Y g CO o- -£ Y 0 m® g @ c c§ E � a£ 2 3 E £. 2 2% 2 @ E _$ t t \\ 0 m 2 q@ o\ § / 2$\\ 2 <° k � CL cc k CL CL cc k� k CU ch 0 j= k�� ° 0 k k" f M a m 2 IL< 2 Q o s IL< CO a a @ 2 w k #E \k 0 z § ƒ wk 9? E e G 0 0 k � � > u 2 2 0 n /0 � E �:3LL CL a o $ § U 0 E 0 r E- \ 0 k E \ CL m O @ m B o ? o d o 2 E§ r 0 � m @ cn @ ( _m § ■ § f 'k / a ° a) o % o ƒ c k cL [ % 2 c [ 2% c f p ? \ » f \ @ § 2 3C/ UcLq 3 OoC,4 k 4-7 k 7 o c§ E 0 E E tm §$ E o a c CL gE: m-: E: m : c0 E■/¥ E n 3 E2: EL 3 2 'tm o s s$ o■■ a o■ a) 2 c a Q U m o UU) o E 2 U n O co 2 o w41 � 7 � � / / / k o - 0 - c •- § �� CL � CL $ cm 7 w w « c « c L 2 2 0- § ■ o f ,g 2 CL a. f / k u O k 2 0 CL ■ Fu E 0 % G 0 �° c/ ° E c£ E �/ $ f o _ a g $ a t 2 2'/ f 0 f c o g £ ® § c 0 Q) (D % -0 &cu 0- § \ 2/� 2 c Of E f A m 0- a 2 c f : 'a Q' a) v■ 2 CL c a k k/ƒ Q") C cu / 7 Cl 0 c 2 / 0 2 k m • 2 - © - � cn m 0 [ 2@ c- @ 0 0- : g @� E 0 m- o = 2 ■ a CU 2 � ■ - . m @ m Q o 2 m 2 e - m $ \ % 2 q \ � @ > ■ 2 £ o / o ■ _ 2: � 9� a o- w CL k g@° 3 4- c 2 0 - <_ J / / 2_ 2 $ E % -0 ' c - m o g § £ $ f _ �_ E o ° c o t m L. -0 C 2 0� 7 w @ m �•� - U L o: 2 E C o °' E a o o m\ 0 3 ■ 2 7■ I u ■ ■ E: E a J § J § X § @ k __ ® f B' E Z) ■ 2 f w .( 0-0 \ 2 3@ ■ ■ f w E 0 � CL o CL ■ M= 2 R 64 9? E e G 0 a) cm a) a �\ \C14 [2 § 0 § � d u /§ .0 / cr / / / 0 LL 3 3 3 tm �E E E \ § § cu k CL _j 0 0 Q m c . 0 E k S § c(D % 2 2 a e£ c n ca � k / E> c m-2 2 2 .5 -0k O c ® a 3 « a)\ 2 CL 0 L- o q E �.. E CL E E c ' k k k § § u E' §a c § 2 c � 3 E Q w e w o w / / k CL n � w w k w k w 2 C: a d o g k f 0 k CDk k k ® a � — 2 � � § 2 k k k E£� k g E k \ k o c E )�§ 7 f 2 2§ o f �» f o 0 3/ f f M §cm 2 J f g cm -0 a) CU 7 §' 2// a 2 E f &� a 2 t a 2§ f k Q ° k®& 2 J k 7 4ƒ 2co § f f/ / 2 co & k §� c,= w 2 k c w//� CL k — @ ® o — � 2 � E ca 7 E -C @ J @ o » = k @ £ $ q / @ § cu k§/> c CL CD — k 0 ) k a 0 2 § k E E§ 2 a 2 a �k .E o ■ G — a @� o� _ M°> Q Q e E M E o$ 2 c c m c o o w> __ o■ c 0 7 0 t fca f 3 0 3£\ k 2 0 U 2\�§\ kƒ 2 � 2 ƒ 2 2 2=-5=� 2 �� 0£ o. § . ' @ ■ m ■ £ ®7 c 7 § o J g a ■ £ ■■ = w 2 o § E o n @ a R 2 ■ @ CL ca -& @ 0 cc 0 0 3 k£ w m@ c I.§ w 2 a 4-0,° cL te a a) cm a) a �\ \C14 [2 § 0 § \ E \k /2 2r - \a) of0 LO )m a 7� (C-4 @.0 /E 8 0 0 � � > /§ ( k k � k k LL 3 E E £ § \ \ p o 2 3 : : k k k o (D£ f §/£ W) m/ 2 0 ° g/ ° CD / m ■ @ CL k CL D- CL (D « f f � £ t E f£ k / 7 k-19 . � / o n / k k U o v S g k 3 3 ° E ® E 2 � c CL cn _ ° �'S k O o W 2 g k 3 O 3 g 2 2 m / 2 k u § § ƒ 2 <� 2 cn k/ k k / 0-0> k 2 §/ § 2/ 2 �� ƒ % a/ ECL � g o 2 m c g 2-0> 0 f o@ W o _ ■ m FL - k .- / a k k CD k\ k° k k/ 2/ 7» a) o § k f 0 Q m .7 f k°® a) > a= o c Q= cn CL 0) E $ o 2 k m 7 a �_ E M a 2 a/ Q m a c c f ._ 2■ E/%/ o§ k m E o� � '> @ a \'� CO @ o■- cu >, > ® o J o @ - - _ » S : o o c 2 �: � •- _ g a o c ■ CL _@ @ § ) b � § t k U& k/ k E k � k ■ 0 ° m m g> CO o�>, g U Q o g > o Q E° ■ c C 7 f 0 k a co £ G ■ - c m @ ■ ■ E: -0 o M ■ > _ @ o » ® % a) E § v a ■ § 2 c @ f £ =. t E 2 2= d f f 2 E$ 3.-§ cL o ° » £ k e g ƒ o o 2 m f= t 2 2 k° o � a 7 c c� o CL CL� k cu C °¢® 2 w' (n® k r ■ 2\ o c£ m§ o z_■@ m m �: w 2 3@ m m C LO )m a 7� (C-4 @.0 /E 8 0 2 �m 7\ (L (04 —i _ §2 § 0 0 k d � a c/% Ef E2 ty CLcu _E2 cu cc � R§ j c M U) O u a 0 -0 0 .0 0 -0 0 2 2 0 E f / / $ / 0 / $ O: O: �O: C� k t Co a k k / / / v w w/ w/ / k m 2 0. a � E E 0) tm E �E o ,w �•- �•- �•- FE S; c� § R 7 J k J 2 « U 2 / Cl) -0 / -0 v k § 2 '% CL t c o c g 2 c @ o c f g o c gk E g a g\ 7\ f¥ k CO / k k k c k ) ■ a) 2 f \ a) a) 0 cu m CL / CL ca CL CL Z%< c 2 $ / ) § 0 0 0 > a) 0 w w -j U « o < E < 2 « 2 0 7 m k a 2 2 o ± a 0 ■ o o - @ u % 0 6 2 0 2 X 2 2§ -0 2 § 7 2 m . E£ c f« o o° co 2 CO k� Co cu k .0 / / k / \ 0 q § § 70 CU £ u# 6 2 0 k 2 0 0 2 § 2 2 m\ t [\ 2 � $& 2 0 cu 0� 2 0(D� / 2 2: f CU to § 0 f cmf S M 2 k 0) 3 « $ E / ° 2 m J f ■ § r- E 2 ■ _ r c- m■ o r :' • k ■ 2 J§ - C) A k - J 2 k � k_ �/ R f E m c 2 Co -J 0 / c S E E 2 2 2 0 @ 2 c .q a o k)§% f§� 2@ 2\ 2 CL o ■ c@ x o z- m°@§ « . _ ■ < k § @ ■ o a _ ■ 2 f $ ■ - 2 ■ cc§� 0 2 0- 0 _ 0 0 m 2 2 0« m a k 0 m§ 4 k k o CL Ir- 2 w 000 X 2 0&@ m 2 3- m m 2 3 0 2 p R cu 2 �m 7\ (L (04 —i _ §2 § 0 c : U E d � _ � E2 r p ■ LL M 0 a 2 / / $ co) O: @ k 0 / � 3 c CL c E @ E e � 2 S « U) -0 v c CL 0 § E 0 S i a- 0 CD LO a a- . /@ / E; k 2 a \ o c 2 o (D _ 2R o «#c § ' k / cu �cm�co @ / 0 E 2 § % §E § ■ : 2/ � 9 2 ° M ° 0 q -6 2 0 o c g « 2 c ' 2 3 o c ■m CU E 0, a £ » M E E 0 CD LO a a- . Exhibit D FINDINGS OF FACT INTRODUCTION AND BACKGROUND This document provides the Findings of Facts required for the approval of the 2011 Alternative Project, as defined in the Final EIR. As required by the California Environmental Quality Act (CEQA), a Notice of Preparation ("NOP") to prepare the Tierra Luna EIR was distributed on May 5, 2008 to responsible and trustee agencies, as well as private organizations and interested parties that may have an interest in the Project. The purpose of the NOP was to provide notification that the Lead Agency, i.e., the City of Downey (City), planned to prepare an Environmental Impact Report (EIR) and to solicit guidance on the scope and content of the EIR. The NOP included a brief description of the Proposed Project and identified those environmental areas in which the Project could have potentially significant effects, as well as those areas where the Project would have no effect. The NOP is included in Appendix 1-1 of the Draft EIR. On April 2, 2009, the City issued the Draft EIR for public review for a period of 45 days ending on May 18, 2009. A Notice of Availability ("Notice") was circulated, that announced the release of the Draft EIR, identified where it was available for review, described the project and its location, and summarized the significant environmental effects. The Notice stated where documents referenced in the Draft EIR are available for review, and stated the period for submittal of comments on the contents of the Draft EIR. The City distributed the Draft EIR to interested individuals, adjacent cities, county, regional and state agencies. Copies of the Draft EIR were also made available for public review at the Downey City Library, the City's Planning Division office, and on the City's website. The City received 14 letters commenting on the Draft EIR during the public review period. The Draft EIR included a detailed description of the Proposed Project, an analysis of its potential environmental effects, and an analysis of the effects of five alternatives to the project: ■ Alternative A: No Project/No Development • Alternative B: No Project/Existing Specific Plan Build -Out • Alternative C: Reduced Density m Alternative D: Reduced Site ■ Alternative E: All -Commercial The Draft EIR also described cumulative impacts, growth -inducing impacts, significant irreversible environmental effects, and significant and unavoidable impacts. 2011 Alternative The 2011 Alternative, which was drafted as Alternative F for the Final EIR, is the current preferred project. Shortly after the close of the comment period on the Draft EIR, the 2009 Proposed Project was put on hold due to the recession. However, after the 2009 Proposed Project was put on hold, the property owner and the City were approached by Tesla Motors who desired to adaptively reuse 50 acres of the Project Site as a manufacturing site for the Model S Sedan. The property Resolution No. 11-2744 Downey Planning Commission owner and the City negotiated with Tesla Motors for approximately fifteen months, regarding terms for ground -leasing the majority of the site. As part of the ground lease, Tesla Motors planned to reuse Buildings 1, 11, and 6/290. After extensive negotiations, Tesla Motors decided that a site in Fremont, California was more suitable for them and terminated discussions. Shortly after that decision by Tesla Motors, the property owner decided to move forward with a smaller project. The 2011 Alternative was developed because of the continuing effects of the economy and based on the comments letter received. The 2011 Alternative is about 1/3 the size of the 2009 Proposed Project, does not include a residential component and is similar in impacts to the Reduced Density Alternative (although it is not identical to the Reduced Density Alternative because the mix of uses is not identical). The 2011 Alternative would consist of a phased, mixed-use development for the 77 -acre site to include: • 1,100,000 square feet of commercial/retail floor area, including a 16 screen movie theater (which would comprise approximately 65,000 square feet); • 300,000 square feet of office floor area; and • 116,000 square feet of hotel floor area (comprising 150 hotel rooms). It is noted that the total project would not exceed 1,516,000 square feet of building floor area, which is significantly less floor area than the 2009 Proposed Project. Also, in conjunction with this, the Applicant proposes that up to 200,000 square feet of retail space may instead be developed as office space, depending on market conditions. Vehicular access would be provided on Lakewood Boulevard, Congressman Steven Horn Way, and Bellflower Boulevard. On December 12, 2011, the City released the Final EIR for the Project. The Final EIR incorporates by reference the text of the Draft EIR and includes an Introduction, Summary, Corrections and Additions to the Draft EIR, responses to the letters commenting on the Draft EIR, and a Mitigation Monitoring Program. 2. PROJECT OBJECTIVES AND DESCRIPTION The objectives of the City (i.e., the Lead Agency) for the 2011 Alternative Project are as follows: • Create a new and unique regional destination for Downey. • Transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. • Facilitate development that is compatible with surrounding land uses. Achieve an environment reflecting a high level of concern for architecture, landscape, and urban design principles by developing a high-quality, comprehensively -designed project. Tierra Luna Project December, 2011 - Page 61 Resolution No. 11-2744 Downey Planning Commission • Provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. • Create a pedestrian -friendly environment with well-designed and connected spaces in the public realm. • Provide unique new retail opportunities for Downey residents. • Facilitate development of new and unique hotel uses that include conference and meeting space. • Create new and good -paying jobs by facilitating development of modern office space. • Positively impact the City of Downey's fiscal tax base. Discretionary Approvals Implementation of the 2011 Alternative Project would require the following discretionary approvals by the agencies listed below. This EIR would be used by these agencies as a basis for such approvals. City of Downey • Amendment to the existing Downey Landing Specific Plan; • Development Agreement; • Subdivision Map Act Approval; • SUSMP as well as Specific Plan Water, Wastewater, and Recycled Water Master Plan Approval; • Conditional Use Permit(s); • Other Actions from local regional, state, and federal agencies; and • Any additional actions as may be necessary. 3. RECORD OF PROCEEDINGS For purposes of CEQA and the findings set forth herein, the record of proceedings for the City of Downey's decision on the project consists of the following documents: ■ The NOP prepared for the Project; ■ Other public notices prepared in conjunction with the Project; • The Draft EIR; ■ All written comments submitted by agencies or members of the public during the public comment period on the Draft EIR; ■ The Final EIR for the Project; • The Mitigation Monitoring and Reporting Program for the Project; ■ All findings and resolutions adopted by the City of Downey in connection with the Project, and all documents cited or referred to therein; • All reports, studies, memoranda, maps, and other planning documents relating to the project prepared by the City of Downey, the City of Downey's consultants, or Responsible or Trustee agencies with respect to the City's compliance with the Tierra Luna Project December, 2011 - Page 62 Resolution No. 11-2744 Downey Planning Commission requirements of CEQA and with respect to the City of Downey action on the Project; • All documents submitted to the City of Downey by agencies or members of the public in connection with the project; • Minutes of public hearings held by the City of Downey in connection with the project; • Any documentary or other evidence submitted to the City of Downey at public hearings; and • Matters of common knowledge to the City of Downey, including, but not limited to federal, State, and local laws and regulations. The custodian of the documents is the City of Downey Community Development Department. 4. FINDINGS REQUIRED UNDER CEQA Under CEQA, for each significant environmental effect identified in an EIR for a proposed project, the approving agency must issue a written finding reaching one or more of three allowable conclusions: Changes or alterations have been required in, or incorporated into, the project which avoid or substantially lessen the significant effects on the environment (Public Resources Code (PRC) §21081, subd. [a]); Changes or alterations are within the responsibility and jurisdiction of another public agency and have been, or can and should be, adopted by the other agency (PRC §21081, subd. [b]); and Specific economic, legal, social, technological, or other considerations, including considerations for the provision of employment opportunities for highly trained workers, made infeasible the mitigation measures or alternatives identified in the environmental impact report (PRC §21081, subd. [c]). CEQA requires that the lead agency adopt mitigation measures or alternatives, where feasible, to avoid or substantially reduce significant environmental impacts that would otherwise occur as a result of a project. Project modification or alternatives are not required, however, where they are infeasible or where the responsibility for modifying the project lies with some other agency (State CEQA Guidelines §15091, subd. (a)[3]). Public Resources Code Section 21061.1 defines "feasible" to mean "capable of being accomplished in a successful manner within a reasonable period of time, taking into account economic, environmental, social and technological factors." State CEQA Guidelines Section 15364 adds another factor: "legal" considerations. (See, also Citizens of Goleta Valley v. Board of Supervisors [Goleta II] [1990] 52 Cal.3d 553, 565 [276 Cal. Rptr. 410]). Only after fully complying with the findings requirement can an agency adopt a statement of overriding considerations. (See, also Citizens for Quality Growth v. City of Mount Shasta [1988] 198 Cal.App.3d 433, 442, 445 [243 Cal. Rptr. 727].) In cases in which significant impacts are not at least "substantially mitigated," the agency, after adopting the findings, may approve the project if it first adopts a statement of overriding considerations setting forth the specific reasons why the agency found that the project's "benefits" rendered "acceptable" its "unavoidable adverse environmental effects" (State CEQA Guidelines §15093 and §15043, subd. [b]). The California Supreme Court has stated that, "the wisdom of approving any development project, a delicate task which requires a balancing of interests, is necessarily left to the sound discretion of the local officials and their constituents who are responsible for such decisions. The law as we interpret and apply it simply requires that Tierra Luna Project December, 2011 - Page 63 Resolution No. 11-2744 Downey Planning Commission those decisions be informed, and therefore balanced" (Goleta !!, 52 Cal.3d 553, 576 [276 Cal. Rptr. 401]). This document presents the City's findings as required by CEQA, cites substantial evidence in the record in support of each of the findings, and presents an explanation to supply the logical step between the finding and the facts in the record (State CEQA Guidelines §15091). 5. LEGAL EFFECTS OF FINDINGS To the extent that these findings conclude that various proposed mitigation measures outlined in the EIR are feasible and have not been modified, superseded or withdrawn, the City, in adopting the findings, commits to implementing these measures. In other words, these findings are not merely informational, but rather constitute a binding set of obligations that will go into effect when the City of Downey approves the project. The mitigation measures are referenced in the Mitigation Monitoring and Reporting Program (MMRP) (Exhibit F) adopted concurrently with these findings, and will be affected through the process of constructing and implementing the project. MITIGATION MONITORING AND REPORTING PROGRAM An MMRP has been prepared for the 2011 Alternative, as required by PRC Section 21081.6, and included as Exhibit F to this resolution. The City will use the MMRP to track compliance with adopted mitigation measures. The City will consider the MMRP during the approval of the Amended Specific Plan for the Tierra Luna Marketplace. The final MMRP will incorporate all mitigation measures adopted for the project under separate cover. 7. SIGNIFICANT EFFECTS, MITIGATION MEASURES, AND FINDINGS 7.1 Effects Determined to be Mitigated to Less than Significant Levels The potentially significant adverse environmental impacts that can be mitigated to less than significant levels are listed below. The City finds that these potentially significant impacts can be mitigated to a level that is considered less than significant after implementation of the Mitigation Measures identified in the EIR. Biological I m pact Impact BI0-1: The 2011 Alternative has the potential to impact nesting birds. (Final EIR p. III - 51) Facts in Support of Findings The Project Site does not contain any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Game (Fish and Game) or U.S. Fish and Wildlife Service (USFWS). Furthermore, review of the National Wetlands Inventory identified no protected wetlands on the Project Site or in the immediate area as defined by Section 404 of the Clean Water Act. There are no known locally designated natural communities on the Project Site or in the project vicinity; therefore, the Proposed Project would not conflict with the provisions of an adopted or proposed Habitat Tierra Luna Project December, 2011 - Page 64 Resolution No. 11-2744 Downey Planning Commission Conservation Plan, Natural Conservation Community Plan, or other approved local, regional, or State habitat conservation plan. Due to the urbanized surroundings, there are no wildlife corridors or native wildlife nursery sites in the project vicinity. The 2011 Alternative would not interfere with the movement of any resident or migratory fish or wildlife species. Nevertheless, the approximately 30 existing trees on the Project Site that will be removed could possibly serve as nesting areas for migratory birds under The Migratory Bird Treaty Act ("MBTA"). The MBTA was enacted in the early Twentieth Century between the governments of the United States and Great Britain (representing Canada), subsequently Mexico in 1936, Japan in 1972, and the Union of Soviet Socialist Republics in 1976. The MBTA expanded the definition of migratory birds to include virtually all birds found in the United States. It establishes provisions regulating take, possession, transport, and import of migratory birds, including nests and eggs. Some examples of work that may be subject to MBTA restrictions include tree trimming, ground or vegetation disturbing activities, and tree removal during the bird breeding season. Compliance with the MBTA typically prohibits demolition and construction within certain distances of trees during nesting season and prohibits tree removal during nesting season, unless trees are surveyed for active nests prior to construction, demolition or tree removal during nesting season. Findings Implementation of Mitigation Measure A-1 would reduce impacts with respect to nesting birds to less than significant. A-1. To avoid impacting nesting birds, one of the following must be implemented: OR (a) Conduct vegetation removal and/or grading activities from September 1 through January 31, when birds are not likely to be nesting on the site; (b) Conduct pre -construction surveys for nesting birds if construction is to take place during the nesting season. A qualified wildlife biologist shall conduct a pre -construction nest survey no more than five days prior to initiation of grading to provide confirmation on presence or absence of active nests in the vicinity (at least 300 feet around the Project Site). If active nests are encountered, species-specific measures shall be prepared by a qualified biologist in consultation with the CDFG and implemented to prevent abandonment of the active nest. At a minimum, grading in the vicinity of the nest shall be deferred until the young birds have fledged. A minimum exclusion buffer of 100 feet shall be maintained during construction, depending on the species and location. The perimeter of the nest -setback zone shall be fenced or adequately demarcated with staked flagging at 20 -foot intervals, and construction personnel and activities restricted from the area. A survey report by the qualified biologist verifying that (1) no active nests are present, or (2) that the young have fledged, shall be submitted to the City prior to initiation of grading in the nest -setback zone. The qualified biologist shall serve as a construction monitor during those periods when construction activities will occur near active nest areas to ensure that no inadvertent impacts on these nests will occur. Aesthetics Impact Impact AES -1: The 2011 Alternative would increase onsite light. (Final EIR, p. III -53) Tierra Luna Project December, 2011 - Page 65 Resolution No. 11-2744 Downey Planning Commission Facts in Support of Findings Ambient lighting emanating from the existing uses on the Project Site contributes to the moderate ambient lighting levels in the surrounding area. As the 2011 Alternative would increase the amount of development on the Project Site, implementation of this alternative would therefore incrementally increase the amount of nighttime lighting emanating from the Project Site over existing conditions (although less than the 2009 Proposed Project as a significantly smaller development is proposed under this alternative). The Project Site would be illuminated with lighting from the office, retail, and hotel portions of the 2011 Alternative, as well as from roadway lighting along the new internal road network and security lighting along pedestrian routes and in parking facilities. In compliance with Specific Plan lighting requirements, these lights would be required to be permanently shielded and focused on the Project Site to prevent spillover and light pollution upon the nearby light-sensitive uses. Further, the potentially beneficial impact of removing existing sources of glare associated with surface parking lots would occur under this Alternative. Findings Implementation of Mitigation Measures B-1 and B-2 would reduce potential lighting impacts to less than significant. B-1. Project lighting shall be directed onto the Project Site, and all lighting shall be shielded from adjacent roadways and off-site properties. B-2. Atmospheric light pollution shall be minimized by utilizing lighting fixtures that cut-off light directed to the sky. Impact Impact AES -2: The 2011 Alternative includes glass windows, which could result in some transitory conditions of glare during the day. (Final EIR, p. III -53) Facts in Support of Findings The 2011 Alternative would construct many new buildings with glass windows that have the potential to reflect light. The increased amount of building development onsite may result in a higher level of glare emanating from onsite structures depending on the type of building surfaces; while, the demolition and replacement of the existing expansive surface parking lots with smaller lots and street parking would result in a reduction in the amount of glare existing at the Project Site. Further, the 2011 Alternative includes a detailed street tree program intended to plant trees throughout the Project Site. The location of trees throughout the Project Site would assist in the reduction of glare derived from onsite cars and windows. Development may include architectural features and facades that have a low level of reflectivity depending on the type of building surfaces. Findings Implementation of Mitigation Measure B-3 would reduce potential impacts associated with glare to a less than significant level. B-3. The proposed buildings shall incorporate non -reflective exterior building materials (such as plaster and masonry) in their design. Any glass to be incorporated into the fagade of the building shall be either of low -reflectivity, or accompanied by a non -glare coating. Reflective materials such as mirrored glass shall not be permitted. Tierra Luna Project December, 2011 - Page 66 Resolution No. 11-2744 Downey Planning Commission Air Quality [Impact AIR -1, 2 and 3 and Measures C-1 to C-4 are described in Section 7.2, below, because despite mitigation, impacts would be significant and unavoidable] Impact Impact AIR -4: The construction -related daily emissions generated during the building phase at the Project Site would exceed the regional emission threshold recommended by the SCAQMD for ROG, while the other criteria pollutants (CO, NO,, SOx, PM10, and PM2.5) would not exceed their respective SCAQMD regional significance thresholds. (Draft EIR, p. IV.C.1-28) Facts in Support of Findings The exceedance of the SCAQMD significance threshold for ROG during the building phase is primarily due to the emissions generated during the application of architectural coatings for the new on-site buildings on an estimated peak construction day at the Project Site. Findings During the building phase, the 2011 Alternative's impacts on regional air quality resulting from construction activities would be potentially significant for ROG emissions. Implementation of Mitigation Measure C-5, which would require that all paints and primer used at the Project Site during construction to have a VOC rating of 125 grams per liter or less and that only a maximum of 214 liters (57 gallons) of such paints can be used on any given day, would reduce the amount of ROG emissions generated during the building phase. The total amount of ROG emissions would be reduced with implementation of Mitigation Measure C-5 to a level that would not exceed the SCAQMD's threshold of significance. As such, this impact would be less than significant. C-5. The Project Developer(s) shall include in construction contracts the required application of paints and primer at the Project Site during construction to have a VOC rating of 125 grams per liter or less, and that only a maximum of 214 liters (57 gallons) of such paints can be used on any given day. Cultural Resources Impact Impact CUL -1: The 2011 Alternative could adversely affect recorded historic architectural resources directly through demolition. (Final EIR, p. III -67) Facts in Support of Findings The 2011 Alternative would result in the demolition of a portion of Building 1 and the 12 other remaining buildings (Buildings 6, 11, 36, 39, 108, 123, 125, 126, 127, 128, 130, and 290). This would be required to comply with the MOA with respect to buildings that may be demolished and those that would be retained. Compliance with the terms of the MOA would reduce impacts to on-site historic resources to a less than significant level. The 2011 Alternative would therefore result in the less than significant impact with respect to historic resources. Findings Implementation of Mitigation Measure D-1 and D-2 would reduce these potential impacts to a less than significant level. Tierra Luna Project December, 2011 - Page 67 Resolution No. 11-2744 Downey Planning Commission D-1, Historic American Engineering Record (HAER) reports were prepared for all of the historic resources on the Project Site in 2006. These reports were prepared as mitigation pursuant to the Memorandum of Agreement (MOA). However, the HAER report for Building 1 did not document that portion planned for preservation. Although the Project will preserve that same portion of Building 1, the report should be completed so that the entirety of Building 1 is documented. Prior to the commencement of the Project, Level II Historic American Buildings Survey (NABS) documentation shall be prepared for that portion of Building 1 planned for preservation. One original copy of the report as specified above shall be assembled and offered to the National Park Service, State Office of Historic Preservation, and the City of Downey. D-2. The rehabilitation of the remaining historic resources on the Project Site shall comply with the Secretary of the Interior's Standards. According to the schematic plans, the Project appears to comply with the Standards. However, the plans are expected to evolve to a greater level of detail, including construction materials and treatment of features. As such, a qualified historic architect shall monitor the design and the construction of the Project to ensure that it continues to comply with the Standards. The historic architect shall prepare a report at the conclusion of the design and development phase of the Project analyzing compliance with the Standards. That report shall be submitted to the City of Downey for review and approval. Impact Impact CUL -2: Construction could result in the disturbance of previously unidentified archaeological resources, paleontological resources, and human remains. (Final EIR, p. III -69) Facts in Support of Findings Archaeological Resources The Project Site is located in an urbanized area and has been previously disturbed by development. Any archaeological resources that may have existed on the Project Site have likely been previously unearthed or disturbed. Excavation for the 2011 Alternative would be required for the installation of future foundations, utilities, subterranean parking, and stormwater infrastructure. While it is unlikely that archaeological resources would be discovered during project development activities, should any such resources be encountered, full realization of the Proposed Project would result in significant impacts to archaeological resources. Paleontological Resources There are no known paleontological resources on the Project Site. Any paleontological resources that may have existed on the Project Site have likely been previously unearthed or disturbed. The anticipated excavation activities associated with the 2011 Alternative would be required for the installation of future foundations, utilities, subterranean parking, and stormwater infrastructure. While it is unlikely that paleontological resources would be discovered during project development activities, should any such resources be encountered, full realization of the 2011 Alternative would result in significant impacts to paleontological resources. Human Remains Tierra Luna Project December, 2011 - Page 68 Resolution No. 11-2744 Downey Planning Commission No known human burials have been identified on the Project Site. The anticipated excavation activities associated with the 2011 Alternative would be required for the installation of future foundations, utilities, subterranean parking, and stormwater BMP infrastructure, including stormwater retention facilities, identified in the Tierra Luna Specific Plan. Findings Implementation of Mitigation Measure D-3, D-4, and D-5 would reduce potential impacts with respect to archaeological resources, paleontological resources, and human remains to a less than significant level. D-3. If any archaeological materials are encountered during the course of development of all future projects constructed pursuant to the Tierra Luna Specific Plan, the project shall be halted. The services of an archaeologist shall be secured by contacting the Center for Public Archaeology — California State University at Fullerton, or a member of the Society of Professional Archaeologists (SOPA) or a SOPA-qualified archaeologist to assess the resources and evaluate the impact. Copies of the archaeological survey, study or report shall be submitted to the UCLA Archaeological Information Center. A covenant and agreement shall be recorded before grading resumes. D-4. If any paleontological materials are encountered during the course of development of all future projects constructed pursuant to the Tierra Luna Specific Plan, the project shall be halted. The services of a paleontologist shall be secured by contacting the Center for Public Paleontology — University of Southern California (USC), University of California at Los Angeles (UCLA), California State University at Los Angeles, California State University at Long Beach, or the Los Angeles County Natural History Museum to assess the resources and evaluate the impact. Copies of the paleontological survey, study, or report shall be submitted to the Los Angeles County Natural History Museum. D-5. If human remains are discovered at the Project Site during construction for future projects pursuant to the Tierra Luna Specific Plan, work at the respective construction site shall be suspended, and the City of Downey and County Coroner shall be immediately notified. If the remains are determined by the County Coroner to be Native American, the Native American Heritage Commission (NAHC) shall be notified within 24 hours, and the guidelines of the NAHC shall be adhered to in the treatment or disposition of the remains. Hazards and Hazardous Materials Impact Impact HAZ-1: It is possible that polychlorinated biphenyls, asbestos -containing materials, and lead-based paint could be present on-site. (Final EIR, p. III -74) Facts in Support of Findings Local overhead electricity power poles, which could potentially contain pole mounted transformers or capacitors, were observed on the Project Site. In addition, PCBs may be present in the fluorescent light ballasts present inside structures scheduled for demolition. Therefore, it is possible that PCBs could be present on-site. The existing buildings on-site could potentially contain ACMs. As such, prior to mitigation, construction workers may have the potential to be exposed to airborne ACM during the removal Tierra Luna Project December, 2011 - Page 69 Resolution No. 11-2744 Downey Planning Commission of interior walls, roofs, floors, and ceilings, resulting in a potentially significant impact to human health or the environment. However, under various federal and state laws and regulations, including the Clean Air Act provisions, National Emissions Standards for Hazardous Air Pollutants (NESHAP) and OSHA, standards have been set for the removal and disposal of ACMs in connection with building demolition and renovation work. The South Coast Air Quality Management District (SCAQMD) has also adopted a rule (Rule 1403) requiring notice to SCAQMD and monitoring provisions in connection with most ACM abatement and removal operations. It is currently unknown if LBP is present on the exterior or interior of the existing on-site buildings; however, due to the age of the structures, they are presumed to contain LBP. As such, prior to mitigation, construction workers may have the potential to be exposed to LBP during the demolition of building walls. Therefore, impacts associated with the accidental release of LBP during construction would be a potentially significant impact prior to mitigation. Findings Compliance with Mitigation Measure F-1 would ensure that the potential impact related to accidental release of PCBs would be reduced to a less than significant level. Compliance with Mitigation Measure F-2 would ensure that the potential impact related to accidental release of asbestos would be reduced to a less than significant level. Compliance with Mitigation Measure F-3 would ensure that the potential impact related to accidental release of LBP would be reduced to a less than significant level. F-1. Prior to the issuance of a demolition permit for any existing on-site structure, the structure shall undergo a survey to document the presence of any potential (PCBs) within any equipment or otherwise on or beneath the structure. Any PCBs identified as part of this survey shall be properly disposed of in accordance with all applicable regulations. F-2. Prior to the issuance of a demolition permit for any existing on-site structure not previously surveyed, the structure shall undergo an asbestos survey to document the presence of any potential asbestos -containing materials (ACMs) within the structure. Any ACMs identified as part of this survey shall be abated in accordance with all applicable laws and regulations including without limitation applicable NESHAP provisions, OSHA worker safety regulations, and SCAQMD Rule 1403 as well as any other applicable city, state, and federal regulations. F-3. Prior to the issuance of a demolition permit for any existing on-site structure, the structure shall undergo a lead-based paint (LBP) survey to document the presence of any potential LBP within the structure. Any LBP identified as part of this survey shall be abated in accordance with all applicable city, state, and federal regulations. Impact Impact HAZ-2: The Project Site could contain underground storage tanks. (Final EIR, p. III -74) Facts in Support of Findings The former NASA Industrial Plant is under the regulatory oversight of the Regional Water Quality Control Board -Los Angeles Region (LARWQCB). During the 1990s and continuing until Tierra Luna Project December, 2011 - Page 70 Resolution No. 11-2744 Downey Planning Commission 2002, NASA conducted a number of site assessment and remediation activities under the oversight of the LARWQCB, Department of Toxic Substances Control (DTSC), and the Los Angeles County Department of Public Works (LACDPW). LACDPW was the permitting agency for diesel underground storage tank removals and closures. Findings Implementation of Mitigation Measure F-4 would reduce potential impacts associated with underground storage tanks to a less than significant level. F-4. Should any future operation of the Project include the construction, installation, modification, or removal of underground storage tanks, the County of Los Angeles Department of Public Works' Environmental Programs Division shall be contacted at the start of the planning phase for required approvals and operating permits. Impact Impact HAZ-3: The Project Site contains soil contamination. (Draft EIR, p. IV -F-5) Facts in Support of Finding Soil contamination was discovered north of the Project Site in two sections of the parking lot of the adjacent Downey Landing commercial center, in an area that is not part of the Project Site. Two soil contamination source areas were identified in the vicinity of former NASA Buildings 287 and 244. Before 2003, NASA began corrective action of the VOC contamination to the north of the Project Site in the shallow soils of the source areas i.e., soils approximately 40 feet below the surface. LARWQCB previously accepted NASA's remedial action plan for the shallow soils to the north of the Project Site, but required that an additional corrective action program be implemented to address VOCs in the deeper soils of the Downey Landing portion of the former NASA Industrial Plant site, not on but to the north of the Project Site. Finding Implementation of Mitigation Measure F-5 would reduce impacts related to soil contamination to a less than significant level. F-5. Should any excavated soil be contaminated by or classified as hazardous waste by an appropriate agency, the soil shall be managed and disposed in accordance with applicable Federal, State, and local laws and regulations. Noise [Impact NOI-1 and Mitigation Measures I4 to 1-8 are described in Section 7,2, below because despite mitigation, construction noise impacts would be significant and unavoidable] Impact Impact NOI-2: Operational noise generated by the HVAC units and other noise -generating sources has the potential to disturb proposed residential units. (Final EIR, p. III -86) Facts in Support of Findings The design of the on-site HVAC units and other noise -generating mechanical equipment associated with the 2011 Alternative would be prohibited from exceeding three (3) dBA above the ambient noise level at any period during the course of a twenty-four (24) hour day. This would apply to noise from air conditioning, refrigeration, heating, pumping, and filtering Tierra Luna Project December, 2011 - Page 71 Resolution No. 11-2744 Downey Planning Commission equipment. Thus, the on-site equipment is required to be designed such that it would be shielded and appropriate noise muffling devices would be installed on the equipment to reduce noise levels that affect nearby noise -sensitive uses. In addition, nighttime noise limits would be applicable to any equipment items required to operate between the hours of 10:00 P.M. and 7:00 A.M. On this basis, a significant acoustical impact on the proposed residential uses on the Project Site from on-site operations of the HVAC units is not predicted. As such, this impact would be less than significant. Findings Implementation of Mitigation Measure 1-9 prohibits noise sources not operating within a public right-of-way from exceeding the ambient noise level on the premises of other occupied properties by more than three decibels. In addition, implementation of Mitigation Measures 1-10 would require the 2011 Alternative to be constructed in compliance with Title 24 noise insulation standards. 1-9. All new mechanical equipment shall not exceed the ambient noise level on the premises of other occupied properties by more than three decibels. 1-10. The Project Applicant shall comply with the Noise Insulation Standards of Title 24 of the California Code Regulations, which ensure an acceptable interior noise environment. Public Services Impact Impact PUB -1: The 2011 Alternative has the potential to result in adverse impacts to fire protection. (Final EIR, p. III -91) Facts in Support of Findings Demolition of the majority of the existing structures and development of the 2011 Alternative would increase the potential for accidental onsite fires from such sources as the operation of mechanical equipment and use of flammable construction materials. In most cases, the implementation of "good housekeeping" procedures by the construction contractors and the work crews would minimize these hazards. Good housekeeping procedures that would be implemented during construction of the 2011 Alternative include: the maintenance of mechanical equipment in good operating condition; careful storage of flammable materials in appropriate containers; and the immediate and complete cleanup of spills of flammable materials when they occur. Further, construction of the 2011 Alternative would increase demand for fire protection services when compared to existing levels. Findings With implementation of the Measures K-1 to K-4, project impacts on fire protection services and facilities would be less than significant. K-1. The Applicant of the 2011 Alternative and all development projects constructed under the Tierra Luna Specific Plan's framework shall submit a Master Plan to the Downey Fire Department prior to issuing building permits, for review and approval, which shall provide the capacity of the fire mains serving the Project Site. Any required upgrades shall be identified and implemented prior to the issuance of building permits for the Proposed Project and future developments. Tierra Luna Project December, 2011 - Page 72 Resolution No. 11-2744 Downey Planning Commission K-2. The 2011 Alternative and all future development projects pursuant to the Tierra Luna Specific Plan shall comply with all fire code and ordinance requirements for building construction, emergency access, water mains, fire flows, onsite automatic sprinklers, and hydrant placement. Prior to issuing permits for any phase of the project, the Applicants shall implement all fire code and ordinance requirements to the satisfaction of the Downey Fire Department. K-3. The design of the 2011 Alternative and all development projects constructed within the Tierra Luna Specific Plan framework shall provide adequate access for Downey Fire Department equipment and fire fighters onto and throughout the Project Site and future structures. K-4. The 2011 Alternative and all development projects constructed within the Tierra Luna Specific Plan's framework shall provide adequate offsite public and onsite private fire hydrants as determined necessary by the Downey Fire Department. Impact Impact PUB -2: The 2011 Alternative has the potential to result in adverse impacts to police protection. (Final EIR, p. III -92) Facts in Support of Findings Construction sites can be sources of attractive nuisance, providing hazards and inviting theft and vandalism. Therefore, when not properly secured, construction sites can become a distraction for local law enforcement from more pressing matters that require their attention. Consequently, developers typically take precautions to prevent trespassing through construction sites. Most commonly, temporary fencing is installed around the construction site to keep out the curious. Deployment of roving security guards is also an effective strategy in preventing problems from developing. The project Applicant and developers of future projects constructed within this Specific Plan's framework will employ construction security features, such as fencing, which would minimize the need for DPD services. Further, construction of the 2011 Alternative would increase demand for police protection services over existing levels. Findings With implementation of the Mitigation Measures K-5 and K-6, project impacts on police protection services and facilities would be less than significant. K-5. The 2011 Alternative design shall be reviewed and approved by the Downey Police Department pursuant to General Plan Program 5.4.2.6. prior to the issuance of a building permit. K-6. Prior to the issuance of building permits, the Applicant shall provide an onsite security plan for the development, to be approved by the City of Downey and the Downey Police Department. Impact Impact PUB -3: The 2011 Alternative has the potential to result in adverse impacts to schools. (Final EIR, p. III -93) Tierra Luna Project December, 2011 - Page 73 Resolution No. 11-2744 Downey Planning Commission Facts in Support of Findings The 2011 Alternative would have no residential uses and would therefore not generate any permanent residents. The elementary, middle, and high schools serving the project site are all operating near capacity (as described in the Draft EIR Section IV.K) but would be expected to be able to accommodate any additional students generated from employees moving into the area. School fees would continue to be paid at the current rate (at the time of permitting) for commercial/industrial development. Any additional students generated from employees of the project moving to the area would not cause the need for new school facilities to be constructed, which could impact the environment. Therefore, school impacts would be less than significant. Findings The 2011 Alternative, and all future development projects constructed pursuant to it, would be required to pay School Facility Fees to the sum of $2.97 per square -foot of residential development and $0.47 per square -foot of commercial/industrial development. Therefore, upon compliance with Mitigation Measure K-7, impacts to schools services would be less than significant. K-7. The Applicant of the 2011 Alternative and all developments constructed therein shall pay school fees to the satisfaction of the Downey Unified School District. Traffic/Transportation/Parking Impact Impact TRAF-1: The 2011 Alternative has the potential to significantly impact various intersections in the City of Downey and City of Norwalk. (Final EIR, p. III -98) Facts in Support of Findings The 2011 Alternative is forecast to result in significant traffic impacts at three intersections (one intersection during both the AM and PM peak hours and two intersections during the PM peak hour only): Intersection No. 24: Bellflower Boulevard/Imperial Highway o AM peak hour v/c ratio increase of 0.043 [to 1.216 (LOS F) from 1.173 (LOS F)] o PM peak hour v/c ratio increase of 0.099 [to 1.323 (LOS F) from 1.224 (LOS F)] Intersection No. 38: Lakewood Boulevard/Gallatin Road o PM peak hour v/c ratio increase of 0.036 [to 1.113 (LOS F) from 1.077 (LOS F)] Intersection No. 77: 1-605 Freeway Southbound Ramps/Firestone Boulevard o PM peak hour v/c ratio increase of 0.049 [to 1.019 (LOS F) from 0.970 (LOSE)] Findings The implementation of Mitigation Measures L-1 through L-3 would reduce the intersection impacts to less than significant. L-1. Intersection No. 24: Bellflower Boulevard/Imperial Highway — The improvement at this intersection includes dual left -turn lanes on the northbound and southbound approaches. This improvement can be achieved by widening on the west side of Bellflower Boulevard (north of Imperial Highway) and on the east side of Bellflower Boulevard (south of Imperial Highway) by approximately two to twelve feet for approximately 250 feet. The Tierra Luna Project December, 2011 - Page 74 Resolution No. 11-2744 Downey Planning Commission northbound and southbound approaches would provide dual left -turn lanes, two through lanes and a separate right -turn lane. L-2. Intersection No. 38: Lakewood Boulevard/Gallatin Road — This improvement includes a second eastbound left -turn lane. This improvement can be achieved by re -striping the existing eastbound through lane to a shared left -through lane. The eastbound approach would provide one left -turn lane, one shared left -through lane, and a separate right -turn lane. The traffic signal would be modified to include split phasing operations for the eastbound and westbound Gallatin Road approaches. L-3. Intersection No. 77: 1-605 Freeway Southbound Ramps/Firestone Boulevard — The improvement at this intersection includes a second westbound left -turn lane. This improvement can be achieved by re -striping the existing painted chevron on the westbound approach. The westbound approach would provide dual left -turn lanes and two through lanes. L-4. The Applicant shall contact the Metro Bus Operations Control Special Events Coordinator and other Municipal Bus Service Operators prior to the start of construction. Utilities Impact Impact UTIL-1: The 2011 Alternative would consume more electricity than the existing uses. (Final EIR, III -109) Facts in Support of Findings The 2011 Alternative would consume approximately 28,325 kwh/day. Southern California Edison has reserve margins so that it can ensure adequate supply, and also periodically updates its infrastructure to ensure delivery to customers. Findings With implementation of the energy conservation measures identified in Mitigation Measures M-1 through M-5, impacts on electricity supplies would be less than significant. M-1. Design windows (e.g., tinting, double pane glass, etc.) to reduce thermal gain and loss and thus cooling loads during warm weather, and heating loads during cool weather. M-2. Install thermal insulation in walls and ceilings that exceed requirements established by the State of California Energy Conservation Standards. M-3. Install high -efficiency lamps for all outdoor security lighting. M-4. Time control interior and exterior lighting. These systems must be programmed to account for variations in seasonal daylight times. M-5. Finish exterior walls with light-colored materials and high -emissivity characteristics to reduce cooling loads. Finish interior walls with light-colored materials to reflect more light and thus increase lighting efficiency. Tierra Luna Project December, 2011 - Page 75 Resolution No. 11-2744 Downey Planning Commission 7.2 Environmental Effects Which Would Remain Significant and Unavoidable After Mitigation Air Quality Impacts Impact AIR -1: The 2011 Alternative's construction -related ROG and NOx emissions would exceed the SCAQMD significance thresholds. (Final EIR, p. III -56) Impact AIR -2: The 2011 Alternative would generate localized emissions of NO2i PM10, and PM2.5 in excess of SCAQMD's significance thresholds. (Final EIR, p. III -57) Impact AIR -3: The 2011 Alternative would generate ROG, NOX, CO, PM10, and PM2.5 emissions in excess of SCAQMD's significance thresholds. (Final EIR, p. III -58) Facts in Support of Findings Construction of the 2011 Alternative would result in ROG and NO), emissions that would exceed the SCAQMD regional significance thresholds for these emissions. Dispersion modeling conducted for the 2011 Alternative shows that the 2011 Alternative would also generate localized emissions of NO2, PM10, and PM2.5 in excess of SCAQMD's localized significance thresholds for these emissions. Further, the 2011 Alternative would generate operational emissions of ROG, NO, CO, PM10, and PM2.5 in excess of SCAQMD's thresholds. Finding Implementation of Mitigation Measures C-1 through C-4 would reduce the emissions to the maximum extent feasible, although emissions would still exceed the SCAQMD's thresholds of significance. As such, these impacts would be significant and unavoidable. C-1. The Project Developer(s) shall implement measures to reduce the emissions of pollutants generated by heavy-duty diesel -powered equipment operating at the Project Site throughout the Project construction phases. The Project developer(s) shall include in construction contracts the control measures required and recommended by the SCAQMD at the time of development. Examples of the types of measures currently required and recommended include the following: • Keep all construction equipment in proper tune in accordance with manufacturer's specifications. Use late model heavy-duty diesel -powered equipment at the Project Site to the extent that it is readily available in the South Coast Air Basin (meaning that it does not have to be imported from another air basin and that the procurement of the equipment would not cause a delay in construction activities of more than two weeks). • Limit truck and equipment idling time to five minutes or less. • Rely on the electricity infrastructure surrounding the construction sites rather than electrical generators powered by internal combustion engines to the extent feasible. C-2. The Project Developer(s) shall implement fugitive dust control measures in Tierra Luna Project December, 2011 - Page 76 Resolution No. 11-2744 Downey Planning Commission accordance with SCAQMD Rule 403. The Project Developer(s) shall include in construction contracts the control measures required and recommended by the SCAQMD at the time of development. Examples of the types of measures currently required and recommended include the following: • Use watering to control dust generation during demolition of structures or break-up of pavement. • Water active grading/excavation sites and unpaved surfaces at least three times daily. • Cover stockpiles with tarps or apply non-toxic chemical soil binders. • Limit vehicle speed on unpaved roads to 15 miles per hour. • Sweep daily (with water sweepers) all paved construction parking areas and staging areas. • Provide daily clean-up of mud and dirt carried onto paved streets from the site. • Install wheel washers for all exiting trucks, or wash off the tires or tracks of all trucks and equipment leaving the site. ■ Suspend excavation and grading activity when winds (instantaneous gusts) exceed 15 miles per hour over a 30 -minute period or more. • An information sign shall be posted at the entrance to each construction site that identifies the permitted construction hours and provides a telephone number to call and receive information about the construction project or to report complaints regarding excessive fugitive dust generation. Any reasonable complaints shall be rectified within 24 hours of their receipt. C-3. The Project Developer(s) shall require by contract specifications that all heavy-duty diesel -powered construction equipment used onsite be retrofitted with either lean -NO, or diesel oxidation catalysts that would reduce NO., emissions by 40 percent to the extent that it is economically feasible and the equipment are readily available in the South Coast Air Basin (meaning that the cost of the equipment use is not more than 20 percent greater than the cost of standard equipment and that the equipment does not have to be imported from another basin). (This measure does not apply to diesel -powered trucks traveling to and from the Project Site.) C-4. The Project Developer(s) shall require by contract specifications that all heavy-duty diesel -powered equipment operating and refueling at the Project Site, excluding haul trucks, be equipped with diesel particulate filters that would reduce PM10 and PM2.5 emissions by 85 percent to the extent that it is economically feasible and the equipment is readily available in the South Coast Air Basin (meaning that the cost of the equipment use is not more than 20 percent greater than the cost of standard equipment and that the equipment does not have to be imported from another basin). (This measure does not apply to diesel -powered trucks traveling to and from the Project Site.). Tierra Luna Project December, 2011 - Page 77 Resolution No. 11-2744 Downey Planning Commission Noise Impact Impact NOI-1: Construction noise would exceed thresholds. (Final EIR, p. III -86) Facts in Support of Findings Based on the noise levels, it is likely that construction noise would exceed 85 dBA across the property boundary of the Project Site, and noise levels at adjacent uses could experience noise levels above 85 dBA. The sensitive receptors are listed in Table IV.I-9 of the Draft EIR and include a motel, single- and multi -family residences, a care facility and hospital, located between 75 and 350 feet away. Table IV -1-9 refers to the Kaiser Downey Medical Center as the name it was known when the Draft EIR was produced (Kaiser Hospital). The Kaiser Downey Medical Center was under construction when the Draft EIR was released, but has since opened. This does not affect the sensitive receptor noise and vibration conclusions. The nearby motel (75 feet from the Project Site) would still be affected by the 2011 Alternative's construction. Finding Project compliance with Section 4606.5 of the DMC and the implementation of the Mitigation Measures 1-1 through 1-8, would reduce construction -related noise impacts associated with the 2011 Alternative to the greatest extent feasible. Nevertheless, because construction noise levels are likely to exceed 85 dBA across property boundaries, construction noise impacts would be significant and unavoidable. 1-1. The 2011 Alternative shall comply with the City of Downey Municipal Code, Article IV, Chapter 6, and any subsequent ordinances, which prohibit the emission or creation of noise beyond certain levels at adjacent uses unless technically infeasible. 1-2. Construction activities shall be restricted to the hours of 7:00 A.M. to 7:00 P.M and no construction on Sundays and holidays. 1-3. Noise and groundborne vibration construction activities whose specific location on the Project Site may be flexible (e.g., operation of compressors and generators, cement mixing, general truck idling) shall be conducted as far as possible from the nearest noise- and vibration -sensitive land uses. 1-4. Construction activities shall be scheduled so as to avoid operating several pieces of equipment simultaneously, which causes high noise levels. 1-5. To the extent feasible, the use of those pieces of construction equipment or construction methods with the greatest peak noise generation potential shall be minimized. Examples include the use of drills, jackhammers, and pile drivers. 1-6. Project contractor(s) shall exert commercially reasonable efforts to use power construction equipment with state-of-the-art noise shielding and muffling devices. 1-7. Barriers such as plywood structures or flexible sound control curtains shall be erected around the Project Site to minimize the amount of noise on the surrounding off-site sensitive receptors to the maximum extent feasible during construction. Tierra Luna Project December, 2011 - Page 78 Resolution No. 11-2744 Downey Planning Commission 1-8. All construction truck traffic shall be restricted to truck routes approved by the City of Downey, which shall avoid residential areas and other sensitive receptors to the extent feasible. 8. FEASIBILITY OF PROJECT ALTERNATIVES Because the Project will potentially cause unavoidable, significant environmental effects, as outlined above, the City must consider the feasibility of any environmentally superior alternatives to the Proposed Project. The City must evaluate whether one or more of these alternatives could avoid or substantially lessen the Project's unavoidable significant environmental effects (See Citizens for Quality Growth v. City of Mount Shasta [1988] 198 Cal.App.3d 433, 443-445 [243 Cal.Rptr. 727]; see also PRC § 21002.). In preparing and adopting findings, a Lead Agency need not necessarily address the feasibility of both mitigation measures and environmentally superior alternatives when contemplating approval of a proposed project with significant impacts. When a significant impact can be mitigated to an acceptable level solely by the adoption of mitigation measures, the agency, in drafting its findings, has no obligation to consider the feasibility of environmentally superior alternatives, even if their impacts would be less severe than those of the proposed Project as mitigated (See Laurel Hills Homeowners Association v. City Council [1978] 83 Cal.App.3d 692, 730-731 [270 Cal.Rptr. 650]; and Laurel Heights Improvement Association v. Regents of the University of California [1988] 47 Cal.3d 376, 400-403 [253 Cal.Rptr. 426]). Accordingly, in adopting findings concerning project alternatives, the City considers only those environmental impacts that for the project are significant and cannot be avoided through mitigation. As described above under Exhibit D, the 2011 Alternative is an alternative to the 2009 Proposed Project, as it provides a smaller project with no residential uses when compared to the 2009 Proposed Project. Six total alternatives, including the 2011 Alternative, were analyzed for the 2009 Proposed Project. As the 2011 Alternative is an alternative to the 2009 Proposed Project, and as the other five alternatives have been examined as part of Exhibit A(8), no additional discussion of project alternatives is required. The 2011 Alternative is the current preferred project. 9. STATEMENT OF OVERRIDING CONSIDERATIONS When a project results in significant unavoidable adverse effects, CEQA requires the decision- making body of the Lead Agency to balance the benefits of the project against its unavoidable adverse effects in determining whether to approve the project. If the benefits of the project outweigh the unavoidable adverse environmental effects, the adverse effects may be considered "acceptable." CEQA requires the Lead Agency to state in writing specific responses to support its actions based on the Final EIR and/or information in the record. This written statement is known as the Statement of Overriding Considerations. Project -Specific Significant and Unavoidable Impacts The 2011 Alternative would have the following significant unavoidable impacts: Air Quali!y Impact AIR -1: The 2011 Alternative's construction -related ROG and NOx emissions would exceed the SCAQMD significance thresholds. (Final EIR, p. III -56) Tierra Luna Project December, 2011 - Page 79 Resolution No. 11-2744 Downey Planning Commission Impact AIR -2: The 2011 Alternative would generate localized emissions of NO2, PM96i and PM2.5 in excess of SCAQMD's significance thresholds. (Final EIR, p. III -57) Impact AIR -3: The 2011 Alternative would generate ROG, NOx, CO, PM10, and PM2.5 emissions in excess of SCAQMD's significance thresholds. (Final EIR, p. III -58) Noise Impact NOI-1: Construction noise would exceed thresholds. (Final EIR, p. III -86) The City has adopted all feasible Mitigation Measures with respect to the unavoidable significant impacts identified above. Although these Mitigation Measures may lessen the impacts, they would not reduce the potential impacts to a level of insignificance. As a result, to approve the 2011 Alternative the City must adopt a Statement of Overriding Considerations pursuant to CEQA Guidelines Sections 15043 and 15093. The Statement of Overriding Considerations merely allows a Lead Agency to cite a project's general economic, social, or other benefits as a justification for choosing to allow the occurrence of specified significant environmental effects that have not been at least substantially mitigated. The statement explains why, in the agency's judgment, the project's benefits outweigh its unavoidable significant effects. 10. INDEPENDENT REVIEW AND ANALYSIS Under CEQA, the Lead Agency must: (1) independently review and analyze the EIR; (2) circulate draft documents that reflect its independent judgment; and (3) as part of the certification of an EIR, find that the report or declaration reflects the independent judgment of the Lead Agency. The City independently reviewed and analyzed the Draft and Final EIR and determined that the Draft and Final EIR reflects its independent judgment. Moreover, upon completing this review and making this determination, the City circulated the Draft EIR, as described above. With the adoption of these findings, the City concludes that the Draft and Final EIR reflects its independent judgment. Tierra Luna Project December, 2011 - Page 80 Resolution No. 11-2744 Downey Planning Commission Exhibit E STATEMENT OF OVERRIDING CONSIDERATIONS To the extent that the significant effects of the project are not avoided or substantially lessened to a less than significant level, the City, having reviewed and considered the information contained in the EIR for the project (which includes the Draft EIR and Responses to Comments), and having reviewed and considered the information contained in the public record, and having balanced the benefits of the Project against the unavoidable effects which remain, finds such unmitigated effects to be acceptable in consideration of the following overriding considerations discussion (in accordance with CEQA Guidelines Section 15093). The Planning Commission finds that all feasible mitigation measures have been imposed to lessen project impacts to the greatest extent possible, and furthermore, that alternatives do not meet the complete objectives of the project, or do not provide the overall benefits of the project. The 2011 Alternative is identified as the environmentally superior alternative. The 2011 Alternative would have similar significant and unavoidable impacts as the 2009 Proposed Project with respect to construction and operational air quality and construction noise. However, the severity of these significant and unavoidable impacts would be reduced due to the reduction in office and retail space, and hotel rooms. In addition, the 2011 Alternative would generate fewer daily trips, and no residential population which would lessen impacts to public services, and also lessen the amount of utilities (water, wastewater, solid waste, electricity, and natural gas) consumed and generated. The amount and intensity of the impacts (air quality; construction noise; population, housing, and employment; public services; and utility impacts) under the 2011 Alternative would also be less than Alternative E (All -Commercial) due to the reduction in square footage being developed. Moreover, the 2011 Alternative would provide the following benefits: • To create a new and unique regional destination for Downey. • To transform the central portion of the former NASA Industrial site by facilitating redevelopment that creates new hotel, office, retail, restaurant, and, to the extent permitted by environmental conditions, residential uses. • To facilitate development that is compatible with surrounding land uses. • To achieve an environment reflecting a high level of concern for architecture, landscape, and urban design principles by developing a high quality, comprehensively -designed project. • To provide community amenities such as new community gathering places, new restaurants, and new and unique entertainment opportunities in a manner that confers a public benefit, while still adequately addressing the economic viability of the project. ■ To create a pedestrian -friendly environment with well-designed and connected spaces in the public realm. ■ To provide unique new retail opportunities for Downey residents Tierra Luna Project December, 2011 - Page 81 Resolution No. 11-2744 Downey Planning Commission To facilitate development of new and unique hotel uses that includes conference and meeting space. • To create new and good -paying jobs by facilitating development of modern office space. • To positively impact the City of Downey's fiscal tax base. Tierra Luna Project December, 2011 - Page 82 c O V O C, U rn c p 'c Z LL a o F_ (D m C = w 0 W M co a) 01 (0 'o O M N 3 J � N a) N P E ani 0 c 0 ea v c c o � 7 U a) c CL 0 LL C U O1 .E- A. 0 C w N E E i ` C F= O -a U o c s ro N rn v ` v c�a rn t cL m E W > C � >° O t a) a) + F° Q O N a) Q Z C c6 co coU C N U E Z' L -0 C O W F- C O N U ° N ca c 0 ° >, a cu CO a) U0 ° E CL C 0 cu E U Q U Q C W C O a) U) U '~ N _ a ton uJ .� O C) N 0 p� X C_ — � C Q Y a O C� 20 V U C7 m O� W c 0 n (7 a r `-' 5 Z N tp Q > W Q aa) n °w .0 CD a)C C CD L"— 0 `�o O o NO g t- Q N c M c g Q c ca V> Y Z .r N .0 C +J .. c - w O 0 a E o y N v 0 N o w Q O H N M C a) C C: — Q , A-0 > 0 U N C CL c .0 ~ O O N CD U jZ '> O Jia N° O a) (p N ? o (D a o .CU -.� c (D m .2 c Q a� E v N ns ,> OZ o a°i O ++C N > C .= U O rn c� C a) M E O E H ° t5 N U O0 c oo a (7 a > w c CU rn a) �>-, u°i ami cmc H C LL Q '� E ° N __ C t5 7 o N O O +' !~ C E M O co N > C N C� O C C 'M 4) L Q (7 D O. _ m M° a C� U n C 0 m ti U j N N c � o o _ c c v -0 a� n> cn U m E 1- rn� (n V) -0-0 M co a) 01 (0 'o O M N 3 J � N a) N P E ani 0 k �E %k 6 0 % ƒ w0 c 0 v k � � c � t / If ,@ 2 LL Cb k C U U E A A w IL IL 0 2 2 0 @ C: =3 Cc o§ 3 E 0 = M U) a � % .E k > rL� CL E > J 0 2 c E 5 0 c/ E C _ ° % M §222 EoE % k kƒ E q� k f 2 3/ a/ k 3/ § : : cc F aNe '> FLL 0 'F § '� u 's J S g o 00 � a : k c k CL 2 2 0 c � ¢ w . « 0 « 0 e R f Q 2: E cc c -0 2 • § g �. > f 0 : 2 ) Q a %/ f 2§ o @ 7 ( o m E k m E 0Cl) a s \ L- C/� o k k j k k k � 0 0 c u >> a0 o o E@@ o� c o. f D 2-0 0 0 o a) -Dg CU @ 2 m� o m @ (a$ o E E o� o N � 0 c« 2 L)� -Z @ o X m u £ c Q= Q ® ca 0. C u cc o 0 2 u@_ @ � 2■ £ / 2 2 2/ § D 2§ f E% c £ x= •e «@ m f k CO �:> 2 D � o c� cn $' -- t\ f® o « k i t§§ � M o I � E ' 3 � c g — a 7 Q>� o 5 Q— o � m 0 o m — _ —» c § = = E 3 o c M o o@ o f t «' § 2 / k a E ■ � � a @ 2 ® � : — 2 f ' o ' m � 2 L2 § § / 2 � 2 - / / - 2 " @ — :_ £ �: c m < = o ° m— ' % o : « « 2 $ S o — c e a 0 E[« m 7 E■ e 2 S\ Q . �= 7 .a e_ @: k 2 2 E @ ' o ° 2 @ S ® c @ > * 2 2 ■ @ @ 2 @ ■ e 2 o • — k o a a @ 2� o 1-$ 2§ — k o CU c f R 2 �'/'o E § f U)= a 2 n a J @ m 0. o/ S m: «■ 0- (k 6- «-0 co E cc CU CUCN \% /f § c C O r V 4= d V C C O � c O 41 5 7 .0 V ` a) Q LL N C O 01 O a v v� c E a) c c P: n`_ O o c c c o w 3 c c c c O ca " aa)) .o o E ca U) .Q- c_v O E a o a c c o 0 p E LB o L6 o O C m CU D) a 3 Q O U N ++ a) (o c N O i 7 s +'� Q c a) v N w co (n c v (D a) c v o v a cn C d rn c v ccc c Q Y O O 0>;>Q U U U 0 co m CL c CL `_-' CL W- api ao) a)) 0)) c n a Q aa) ) 0� w a o a o 1N CU) C (U a) �- UO N +. t U >+ C p N U N (0 +� C N .O O +� .�. �+ C O p v a 4M- a) E N C a C o = L C V v N t a) CL rn � 3 0 y 0 Q ,� vi � , r � N t c C p U) a) E _v, O co w p c c " b rn "' N E N'o ,_. c :? v o >, ca CO V o co V a 3 co " �' " U) w a) io v_> �' c v L E ca E a) O a) O_ fU p w c0 O> O c c t N m ME c .L.+ a) 'C � .. a) s N U a) N � mo ca •� a) N M co O s n' O` O c O co a) O 41 c Q- EO E C a) *' O d U O M a) a) a, E N V p fa p N O V a) c a) a) V a .9 p N U) o LO (0 a) C Q O O C d a) M N N U c c O� a) m co o a) O O O C O p a) �- +L' `m CL :3 C O m N a) a) L U U— p)cr p) V N O C a) ` O o o� �' o a`2i c a) p E 2 a��i CU v> Y a a) Q :� .. N 7 d N 7 a� v N 0 t *- o Cl m � 3 � Q cyv api m m �- api ns �_ y= a) co a) o o a) c�'o c�'a m x v H a rn o co) E Q M F- E n a v) Q .5 E U)w LO co 0) �cm m 'o (mi a a� C0 N 7 J � � N C ` a) 1- E 8 a) 0 0 � !t d v 0 § ' k 3 CL to co L o ' o f f: O -0 § 0E 0 \ 4m_§ o s o ° c a » 2 •� o % ' § / : / m S £ ■ C3 E ¢ O u E p. k k L) 2 � B C k o k 0 LU < 2 2 f 0 0 @ a) k 2 ® e c o o f u M� \ 0 2 f® $® 7' k £ E o d E / E 2 ®$ f@° �� 2 0 0 � 0 7 ® 7@ ® o U 6§ 'U) 4' k'E-0@£ 2 k 2 � c (L > @ ■ = @ o ° m .CL 0 2 / E \ k k § f / / % 0 (a : ® ? k / § # c E 2■ ƒ m c ^ 2 E § 2 / c m 7 2 0 § ° o _ L— ' 2 - 2 o Q E §¥ o- E §. @ CL 0 0)§ 2 a E 0: f§§ c_ ■ o ® c % o ) 0 7 / 0 f @ f Fn _- L- o 2 2ƒ 5%£ q E� %<@ § f a tm 2 m LU / k k $ / k § / § / \ S r 2 2/ 2 a• k E c 2- a ) % 2 2 2 0 % 2 2 Z) 2 \ @ c m ƒ @ ® @ @ Q c & @' � a « < E E 0, m E m 2 Q R _ S o§ m @ o -J > @ § c $ cu � @ G CL o§ t o @ cm E a a o m @ n o E $ m a: a m�//> m t§\ . . - m o S§ 2 E � � .k � u § � . Cr I- LL 0) c � k c 0 � � � c : � ■ c 2 C� u 0 2 Q Q k � C cn k k cu 2 \ 2 k E ° E - n� k 0 § @ � 2 ■ 2 ■ CO @ \ m o& E G 0 m % 0 > $ 3 @@ f $ o CL E\ o q« $ 3 2 E§ q® o o c t 2 c o■ @ c (n (a � _■> 0 2 . § 3 2 / E � k a) § \ ° ƒ 2 £ 2 c tm a 3 0 \ 2 ■ § c« 0 f S § E k / k k / § / / \ cu ' ' @ R § f f 2 ƒ 0 o v 2 § t E m f E c 2 o CL c � q ._ E 2 \ > 0. o §» ._ 0 % -> Cc a® CU R° ,§ f k g 7 k k f a k(D � 0 2 r k/ / 2 f R � § 2 / ° $ § 7 % a » — k c c m m c o o / k » E @ a m g 2 a c E 2 : cLo > u 0 u/ co \ o § 2 c Co n u // § 2 R 0 k � k I§ 0 § k 3 � k k U.S S I� f f E o 0 p 0 t5 t5 \ \ m 5 0 cn 0 Q o 0 _00 °% ° % % ; u [ J ; 2 o &u a� U k 0 C ■ E ' _E 0 R / E a)® < m k k V S m s 2 � - k k c 2 r- cu 2 k § � a) LU < O < 2 « 0 CU u 2 CL / ^ m / k / E / / 0 0- % CL < •k -0 f - §/ k/ % k k 2 2- k R k 2 o� 0 \ k§ �/ E ƒ� A k 2 0 f c m / 7 \§§ 2 2 — f $ k 2% k 2£ / 2 0 2 2 R g 0 kcu 2 2/% 2 2 « 0 ®q � 2 /cn / 2° f n§� 0 CL 5 k c 2' 7 ' 3% f k \ 0- 0 / c f k 0 a) k / � \ \ § % § o § k 2 U § k k § / 2 ƒ f / / k§ k / / §§ k k 0)/ k m a .5 ' ° ® ® 9 ) @ @: c v § f o 3 R k § R / 0 2 0 Q t ° 7# �@ E 7 o U) / 2 0 ° k �: 2' °@ % E k :3 o 2% E 0 q e 0 E CD c ■ c ■ o o o� o o u o ■ e $ f ° Q �� S: £ m@ 2 ■ ' Q f\ $� Cl) p£ u$ Q c @ f 2 w oiE5 05 2:t--@ m:£ cr g CU R a 2 w c 0 N r O N U p C Z c c a 0 7 N c w0 C O cc 0 1- (D d A O 0 U C U a' 2 2 Cr c L.U LL C1 O E ,0 H d 0 p O N O cO a) O cO V c ,U Ocuc c E f9 Q r- E O Q O v w Q- c Q U U ui U 0 d U alied c O a o N f U Z U U 0 U) m cn d = ro o C. U N 0 ++ Q > 0� W Q An EO a) C N ._ O m 'D+� p C L +• C C (6 a) a) p C C a U =3N+ N CM E Q (D r-+� o a� 0 O A cL N P a 0 N� ca '� � E O ca c D N N-0 c L X 7F) m O O 0- Q) C N N ., N — N> c c O m Oa) +• L N N U L y 0) �, �, O N .c L U a) C (n w O a) E> (D o E •0 co -C -0 .r c L c m c U U ) N d t a) U) o O O` E c d Q N a) �, O .Q O +. N a) Q -6� U Y O d a O a) Q in N c p 0 .6 — O � a) CL.s O N N .S +`O� � d Q � a0 a) w- N L c OC v co O a > O m c 0 V w U O O �, co �, .. (� p a) U �«- p p v N (V O N o ti o 3o ami 3 .. a� .- y� 'v 0 �. U c o c rn E o m O rn n ca c '� aci as p O c 'c 12 E 2 iv +; U Q, c L O .N c Ccn E 0 Q p a) N C 0 p E U N 0 Q vlcm 32 N O c La coo O rLO. >' N N c r v v — aa) aa) 0 0 m m N H U m (n o f EL V .N rn co Q) W Q) a d � CO N J � N t a� a) H E a� k �E C�\ \� 2� §(L . (D � a § u !L d � E / 3 § § . . � ƒ � :3 =3 LL 0 CU ƒ Cl) � @ # 3 3 2 E / m k / k /- c % 0 g E— c G ¥q�7�' gym. . k 2 ' E§ k o \ 0 % / 2 k & / 2 - / § k o E o 0 g [ 2 g§—@CU 0 7 CO g — CL[ 2 7 0 u « o O= I'ƒ/ m � c cc 2 Q$ o o f a o o ■ E R E § 2 �/0 # � MC k 0 $ § k .9 % m Q o O 6 O m13- 2 CL g 6 � f k f k 0 =� > > w < 3 < R k -0 _o 0 - ° d 0) / q/ 2 f «° 0%$ o 2°' Co o� f r a E M @ 2 U f / o// S% f e t o f E � m 0 o -0 0® a o n£ g m E« o a o o 2 f o E 2 2 2 f cn 40 0 0 0\ R� e>,§ c cr'�� 0 E — = E _ ° k c 0 3 0 2 f cu L ■ _ w c < @ Cl) ® £ m � 3 @ @ E n k� a § @ ■ c � g r — W@ fCL b kƒ kLEi §.2 c� 'K % ©( f E (D c U f o\ e/: c§ —/ 4- f @°@ e .- b ° 0 @ E a c o o C � o » ®� 2 B a) E< E: c S 0 2\\ c '£ Q Ca § 2 2 f� c a) $ g 0 E 2 m cu® 2 k ®ca / s —§ o§ t 3 o f ° a --§ 2 c o E� m a— 0 �_ _ £ @: o C g 2 7 0 ° Q 1Ira @ 2 £ f ° 3 f % \ $ � � f § 2 : '$ k b f Q 2 J 2 o �/ b n g� 7 W c @ 7 tm § k 2§ '§ k§ 7« f k/ m IL� 2 2 s 3 3 w E 0-0- m cL■ 0 0 D w@�« c O N 1- O N () rn c o � Z c c0 c a O 7 N C co N O w0 c O ca CD c o � = U p 7 r N L. LL O U co � m c cn �g (Dcn m U �- w O Mw° O p a� N U "J C C Q o U cc _n tm aNi cn r0:32200 -5 0 O C � N V N D - N L p Q U) Lu m m '0 a Q C d °' c v c c c N cm Q Y 0 a O O O .0 A O > U cn •� U V U D m 0 d CL O O U O Q r N Ny+ Q > W Q O + c— O U L O` a) ca .. ` O p .� p mac, (D >+ '� V O 7 CU 0 0 p a -C O c (0 �-C c O a O O U — � .� a) "_ v 0 CU a — U (D O mCO M O m CU U) a 7 O O O c N 'pO m E Oc Q'__UcU U 0UM r3 U) U r OR N U 0 O L x C w- p 0 ° N c po a ? oa w a U tcO .` UO cu E p -°o Q U °Q_M0=c M M 7 < N a a3 � 'c ° C O* '' O O ` c9 N-0 m N to a p O R Q O p U O a) 5 0 � Q O p -00 `CL 0 p 0 N O 75� � O O 0> ~ cL Oi 3 fl M 0 p O` U L(D +' N C L +' a) v NCU V O O 0 N c p "' p p J F- U a) cB V f0 (p ` O d p C p p N = 7 t ° O U *+ ` Nip m ". a) 0' c0 a) c6 n. c N a) Q •y a cn m N O N cu 0) c M a N >+ N .V a) a) CL cn U tp CL N .CM pc O N m p 2 m m M E m m N a a) c m 2 EL a) -aU O (n d c a) -v () O Q �- a) -0 t (n O a. c :3U) O U) — vn m E ._ 0) N D) (a ami a 'o a� mo C: N 7 - J O N N (D 1— E a� U a) C O .y E E N U c O C Z c (0 O d 7 a) C co a) O w0 c 0 �a w d > 0 _ d 3 L)0 7 � N � LL O U O U � = rn rn c c E c H � D a g cn a N c" -o U) a) _ CD 0 -- O O "� c m c OC ca p o o a) m cn e ca CO ca a) a N c o 'ca cm2 0 N a) a) cn m a (D N N L +- O p` N= L +- a) co _ � cm ( p -a)ai a) >Q V C W w a C m O a 2 Q 0 J 0 Z C W O- 7 Mn s a d C c c c E u c rn c c 0) c v O w c a O 'u� IL ,O w c =a O '� V V U D m 0 U 0 m 0 d to � a)CL � m CL z' m a) cn r n> a> W Q Q 0 Q c co a) L 4-- •- m 5(D o y ,N 4) c0 a) a) cn CO a) 7 U as L a? O N c v a) o c '� (n c Q o U m 3 O C a) N O a p 0 c (DO U (n O 2 co cn ca U `" +-� "" U) U +. U O U V a 0 a) �O .� c�0 E J 0 U 0 0 +� p o a CU a a) C O a) L m O .4 U !E L) a) t 0 N L U ca p N E ca O. >+ a a a) `�- C a) a a N a) a) N +- d D1 O `�- 'C ._ a3 s .. `o .p �' Q a) O c a) n 0° E N a c� v m 4° o 5> .Z' o U J a 2 E c`a cu v � a c y `m vi a) aTi Q m N E a) a) n N 0 U L a) Z E co a) ns E _ a) .� v .-: rn c ami m o cv 7 O aa)) o V co >' Oga rnN .. as Baam +. cn g c p .J N y O rn� O '`- m Q 2 co a ^ O U cn C 2> N c) ' a) co C 'C C:(� 7 Foac- O ao a Cp :30 J 0Qcan) +O +p >Cp o cn E u)p ) tVc0 0 @O p N a >,' Z. C O O p v tm a)E Zo a d.N N Im > g U)O cti p C ° >> o a U)EoadO) O a)0 a) t aO U-02� 0) a)O -0Q -CL a ndUJ»U p 2 c cnZ 2"=a as 0 ■ > / ca m � Ek Ek 'S a LL/ / / / 0 -r- o / bE o E 2 IL 2 / /m 0 k c k / ° o a a ■ $ ƒ < ■ CL) c W m§ 0 c) m kik 2��� kik ) ■ cu % q M § § (D 2 k m C6 § § % CL � co § § c CL CL � f § « « w M C U m 2 e « m a Q ■ v _ 0 7 0 �0 7 0 �� E \ / g 3 \ / g : o•§ .> > ':3 .> Q Q IL 0 m c E 6= 2 � ' \ ( & C q CL - 2 CL q - 2 § a � a) Lu « c « c � % § � 0 \\/ ^ k\ o c « k 2 2 c E o Q@ Q a G ■ CL 7 2 2 2 $£ @ -@ k k �/ f E 'k 2 �� / c/ 0 k �» e a c 2 2@ 0 .� q/ 2§ k@ 7 \ 3 2 q§- f § 2 o o� ƒ\ § R 2 V) f 2 E® E g -0�= a c - o @ k: k§ k/ / § 7 2 7 2 f§ @ 7/§ 7 Q-$ o g o a 2 a@ o$ c m oƒ 2$ t k S/ 2$ 7 c �0 § Sƒ$ c g_ o N c c� C ■ m c ■ m CL ■ o- @ o c m a ■ ■ o ma @ g @ o @ @ k 2 Q a) a)$ 2 o & 2§% 2 2 CU !®@ c-0 U 2- U- f CL c C � a R� CU ' o a z T f m LL ' 2 Q o o? 2 f f% 0 �o 0- 2 U E % J« E ■ § S ƒ 2 ■(n o S � @ o 2@ E 2 o - \ E c / / o - � 2 c W £ 2 o g ■ ■ c @ ■ ■ ■ c 2 ■ ■ A 0/ 0 E Q) 4/ m° k §� 2 CO 0 a �/ cu § k§ a m U U«� o z 2 m n 3« IL�■ a -L.0- CL:3 a c O E ti O N () •- mT � C p 'c Z c m c d O :3 c m°n 3 wo C O a v my �0 O Qcu L 7 C O mn LL CM C O = ro CD >.-O O O m V _O m m N C 0� a N 0 E C O "�' to m O Ncm " >+ c CA 0 E O H QCL � m v ` 0.. C m O U .5 E O C C :3 co N �C Y N U ) ` U r- d m > U c r < `' Q` d ?' CL N =C' N CL m C' d o d my o mn m ° 4) c m m m N O N U m m m O mn cn c a `� c .Q-0 CL v QM L) cu O` V Q > mn 0 r- L m m1 Q = mn CO) mm3 Q U S in O .0- L m d Q O to N m m1 V cn J -Fa C `• N 'OO m to Q O O U p m O C .O 16 .O C N m .- � 0) to O L Z O C N 7 C V V a o m❑ U Q❑ a w a o d � � CD L 0 C m v CL 0 m U CL 0 C. �' mU mll N 'a+ m2 > M > W Q ❑ Q ❑ N L _ m N N N C "r N ":3 o- ' (p Cl) O L •' OS C O O O ;_ ff U m J U "' N CA C N t 3 C N >+ C m a) V) .� d >' C A mU mU •0 p C N N .' m "O L } m N U = d 7 m= a m m •F- C Q_ L O p3 C -O N m1 Q 2 mT N N m C L O mmj O O C O 7 L "_.. m '� C .y (� a) N N .� C A) U dj L L mn CL O_ .+ m Q) C Cr 3 U o z 3 O E: a aci � m m 6 o O w° C _ E N N .Q N = LJ O _o c m"�p � m .� -0 MO` C 0 m1 +`-• CO) 7 L +. 0 O : .0 `•- O �' Z N L N mn Q U tv C 7 N 0 M o c m N N mn a m` c>> O m C mT c Q N O -Nem O +-m' Li L. L- L N p) > 0 a +. y mn m Q Q 3 :� u mn v �. c U m r m1 O O U U� V N m� m U y cu my m e m .� O c m N ::3 E N N= .0 c m U) e0 a) Q C mB C Q= mm (Cm3 0 0 m "L-' 3 6 fmS ""' c ` a 0 .N C C Q O N mn O= Cl) co mm mo N +7 O m E Q = ca O 0)° C m m C u y 0Um LL m a) N NL N u C ` E ty o >u -- U o �v m � c� o0a 2 �= O a o C Q ` L 7 O N mm d C V 0 0 CL N O` d 0 ._`. m mA m 3 C m m d° rn a s1 m 0 2 m .0 E co❑ d mn m a) O Q) "- cm m N d •O ' d � CO N J r' m N �(D N (D F- E N U N 0 k � 7E � 3 /� 2 § / L c w0 a) cm (C � k -D& F- E 8 0 0 k : � d f 0 C c g / « o ga-- LL k\ § 0 co § ° kkrh o D 7 3 3 k k / 0 a a 2 (D @C? f 7 K § K § / : § g @ o 0 / 7 CL 7 $ ; u� o (D co D CL 2 — a / } C ° 0 / CL 0 \ :3 « 0 o a L-: w- 3 m v \ § E ' e G� o c o o c 0 o f 0 u o c c 0 E §/ g/ 5 a e¥ 2 2 z o m Q U 2 m 5 m o c c U w m e (D � ■ \ � � � � � � � k § cu > •§ 2 $ 2 2 to CL � k k k k Q Q < < 2 n 2 0 0 6 0) mcu c 7 cu m ° § o 2 0 c % 2 • Q_ @ @ c£ ■ U) « f k E ƒ ¢ / § § § a 7 £ m f v « o§� 2 °° E S 7ƒ / E 2 0 2 0§ 0 @ m� o c o o§ o a g R % N co 0 12 0■ 0� o U 6- c a k % R% o» o m @ @ a m q = 2 n (n .0 $ @. § o� — '— Q 2 . 2§ § m ƒ 2 _> f & k k\ § 2 >\ 0 �= m c a w Q� a© o 0 CU Ln 2 �_ -0 co § k = k G ■ / k 7 9° 3® Cƒ . k c■- c 2 E C4 c�/ M%/ U �' a m -0 k 3 0 co !E p.0 t5 0 ° 0§§ � _0 0 f a o m 0 2— :3 3 k $ 0 e g c @■_La) m m 2 ■ o ■: 2 ■■ g o r■ 2 ■« 2 m ■■ CL 0 2ƒ CL 0) ' 0 r f/ 2 f 0§■ 0 0 0 d E m ■ E@@ CL 2 2 w U U 3 c m 2 U 0 ■ 2 k § a) cm (C � k -D& F- E 8 0 c O .y N E O ,U c p 'c Z c c md O 7 N c US 3 xo c O r ca u as w � a) c u C E U U . a CL c Q a c N Q S i a) o o a) j:o c c LL E O U E m U O .S O O U O N« O N 0).- C tm C N M N fA +` C C C C +L. C C O F- a a3 U a N V -0 m Q o a) i_seU U Ne p Cl)O m a) () a) N O N = U U U O E Q O Q C to c C C O ._ c m Q m Q _ca Q U C m cmN O p p Nj C V 7 7 c E Q m m m W 'a m c C C 0) C 0) C a e c_ O C_ O c O C O 0 N _0N -0 N N G d O :3? > >_ > > v v m o m o m o m 0 d O O N CL co CL m CL 0 _O _O CL a) m m = a) N d c Q N Q a) Q a) Q �w ao ao ao ao m '� O rn ,c , c N c m N O 'D cn E V 70 v a) a) CON . :3 N p w:c E 0)(nC c Co :3E O a) E vU a) 0 cu a)E O ° NU O C cm UU C :3 O v DQE E � C.) _ CL L CO o a)Nvi o .U n rCcn o:tn > _ N ooN a N o oa) o U .NN (DMa) a) o -0 o a � ° c oa d o a) c Q7 a)C 0 Cc � C O O C W O O E O E o � a v C c Y Q 0 N LO C CEM_ o c U a _0 o U a O N O �O , d N > NCCO o 0) O m C) E ° o E E d CQ (D 0 LV E a) 0 U m • :3 _N > 0 0 N a) C Q U c W d a) N 2 m a) c0 .� co rn a) rn m �a 'o 13- M C) C N 7 J � m N n E a) U a) 0 c 0 .N N E NO ,U C p c z c N c a 0 7 N c m o Q�0 c O r v w as 0) N_ N_ a) a) a) N a) '43 N O CM O a) a) rL• O i= aQ CL as as =3 o o 3 =3 r :3 O 6 N AR a .L 0 .P c o a) E co c E > E > E > $ m m m m cac —co o m N V C Co (n C N V% C CO (/) c—c0 CL Q 'cIf Q w c�a w s m w c'o cn CL m v e c c c •� .Q C >o0 E E Y O O O O U N d c c 'N "� 'N -0 d 3 Q .N .N U V a0 a0m0 m0 Q_000 as C p C M Q O C Q O C V Q O C Q O CL 7 V! Q > Q > Q > a > Q: w Q 0 Q D Q D Q 0 � ON a) c N — a3 a) — N c o o w � CU++ E E 0 cn E O (0 O C - N O � N a) c a) C � Q- X C a), L C O L co N �' O L V a) E > 3 C E° v 0 .E o E U L (D y+ O N N E E ,� N V 5 ca o O '� L C C Q , N C: U> O E a% I— N c N co a) 01 y aa) U c (D O > V a r +. N fu a� O o U M 0 .D N >O o o —co 0 NO� c N .O Q Lo _> cu — 0 CU D �c aN) d a) V O N > w N � C(D ON d Ot `N Q v CLnac .O D E 0 O OV °2 o ma Ca) CL N a) 2 o E-0 c d o N cu E °'p E a ai i Q @ M O a Q Ny E cu U �' 0 C CL *'d N a� Q° 0 C ca m d Q X 0m E V o d L H 0 Z (0 U V ca 7 d d L H a) y H 7 a) D v N rn a� 0) CL m a 'o C0 N 7 J N a) N F— E c� a� ,0 0 d � § � m cr 0. k� k LL Mn 0 E E \ k / / 0 2 a e = Q @ / § \ a' M" � = \ o c 0 @ M o C k Ca M k tm « / \ E ) k a $ - % % . $ �.@ .> CO■ o .> ' 0 > 'D> o e o o J B@ f ■ � @ � � kLL 0) LL a) LL ' u Af @ Af CU A E d. k k 3 k 3 / 2 � 0 ck m k cu C, 2 2 q ■ca. > CL > 3 ¢ 3 < R < k cu k / / 2 > u u @ ® (D b E- f k o - k c - m .r ° @ @_ o e@ a f= g t m E g S° 2 c& 2/ c %%« ��cn 0ƒ 2 k: m @ o o E '@ 7 c 3 @ 2 g o @ o c o E / 7-£/ @- 2 k$ a o t CL £' J > 2 3 c@ £ 2 0 o f 2£ § 2 a@>1 c E g U mc$ E 3@° / U) g ca E - m E E 5§ m� \ 2 2 2 E o / 5«% f' < O C® k O ' � E: £ e � g c � 2 2 E o c c ■ m - 3 E o$ _§ 3$_ b E§ CL o k 2 2 @ @% "§ k k k m E\ � / C k - CO = CL U) U) @-< f >, � k @ m' ¢ E £ 0 E ®' £ m$ a ■ ° -0 0 f 2 ' E� 3 0 �� �� c 2 3£ m S° CL C M 6 CL Cl. U)$ Q o le § a m 0 04 Y< 2 t 7 o m® co CL Ca Y c§ 2 2£ Y § $ e % - E � �� ' ' L k d 2 m >■ ) 0 CL 2 @ E ° 2 E oLM o : F - c @ o : ® � 2 um / o o c 2 @ R cL £ 2 k @ / § / § f m § 2 ° u mo- / 2 E § d) = a) k 2@ - " 7 w a: e a o£■@@ O w w co & �f (� m\ /E § c k E / 0 9Q cm 6E 2 M c � k ±o c 0 � : !t d � u c ■ � Cr L- LL tm � E e 2 w c-: § $ CL 0 CD 0 3 � 2 Q/ \ E 2 CL 0 2 c § I 2J \ E 2 CL 0 ,c 0 2 C 2 co \ E $ a- 0 2 .§ 0 0 R .q @ ■ D ■ 0 2 - ■ 0 Co 0 E @ c 7 0; .7 0 m 0 2 m o ƒ g 0 cu C _ ° 0 ƒ � ■ £_ U U % / c 0 m CL £ > g k R 2 CL ca E % 7 @ a 2 o E 2 0 $ cu CL [ > k k E § § @ R 2 � - E § ■ 'a R - 2 . _ > -0 0 c CL 0 a Q k E �� L ƒ o C 1-1 - 3 g o $ o 3 # 0 .q @ ƒ ■ ■ - ■ � Co c @ @ c 7 0; .7 0 m @ § L) 0 g 0 � o o' 2k a a) ƒ U 0 2' U U k c 0 OCL c cCL O D Z) m 6 m 0 .q @ ƒ ■ ■ - � £ E @ @ a) A E 0 2k a U) E c k k k k k > k k R co CL 2 % § a / -r-o $ 0 cu 2 CU £ § c � o 2 N� 2 k 2 @ c k) k / �� E a § ■ q $ "t � # @ / .@ § D � cn J CL ƒ o k a co a) 0 k 7 k m w < < o p < 2q / < � � ■ ■ ■ � c 0 m : m � 'o E o o> ■ m 2 % 2 k co « 2 @ C:)k 0 k CO o k o 2 0 2 Y L) > k CU § < k .0- ® ■-0 4 / k ca a) CL CL C� c� \R m2 F- E § c .q @ ƒ ■ ■ - �C2 £ E @ @ a) A E 0 2k a � E E 2 O 2 > / a R co CL 2 % § a / -r-o $ 0 CL C CU £ § c _ o _0 N� 2 2 2 @ c E k / �� E a § ■ q $ "t � # @ / .@ § D � cn J k oCU ƒ o o a co a) 0 E 7 £ m � 2 p E 2q / a- o -c-3 § � 'o E o o> ■ m 2 % 2 k co « 2 @ C:)k 0 k CO o k o 2 0 2 Y L) > k CU § < k .0- ® ■-0 4 / k ca a) CL CL C� c� \R m2 F- E § c .q ƒ ■ �C2 o @ a) A v 0 E E 2 O 2 C (D CL 2 % a 0 R $ 0 CL CU C-" § CL (6 Lo� CU N� . o 2 @ R -0 E E § ■ q $ "t � # @ / .@ § D � 2 � 'o E o o> ■ m 2 % 2 k co « 2 @ C:)k 0 k CO o k o 2 0 2 Y L) > k CU § < k .0- ® ■-0 4 / k ca a) CL CL C� c� \R m2 F- E § c A �C2 E :03-0 = CL 2 % 0) CL q 0 g 2 § 0 c o 2 @ R � . k0 E 2 m L- E >% § 2 o a) 0 E 7 £ -0 p E 2q o ca § . CL ELL « 2 D c � 'o E o o> ■ m 2 % 2 k co « 2 @ C:)k 0 k CO o k o 2 0 2 Y L) > k CU § < k .0- ® ■-0 4 / k ca a) CL CL C� c� \R m2 F- E § c c 0 ra u E d v � ■ � cr 1- LL 0 � � ■ u � M CL ' k E k 6 M 0 k W 0 Q 0 E § 0 _0 @ k / D # § E 2 r § 0 2 M CL 0- § c E. c @ 0 : w c 0 g CA / 0 U D c § 1w 0 E � @ � 2 R @ @ § E .g k /E ® R 2 § 0 §2 O D � o o N E w O p .g @ k k , E a E 0 ■ CD 'E @ 2 - a (D w .\ D -a § Co a / 0) C -0 3 2 CL C 2 0 [ ' £ % @ a E £ w E 2 _ i 2 oƒ 7 o ® k E2 ■ k 0 a E I 2 a) E« ■ R 0 2 -o G 2 0 £ @ @.m cu MMcnc -0c § a) k k c E 0 5 w o. ƒ o 2 k / / 2 2 § cu 0 2 t -M E§ .E c 0@ o0) C4 2■@ o@ m T J .0 @ § m L @+ R 0§ ■ 0 a E 2■ 2 c m 2 a : E ;� as 2 2 2 R@ 2 0 7 ■ @ :3 V M a M E k a° m .% / g co / c C �_ 2@ k E/ a) D Cl) 2@§ 7 § f •� 7 m § / � 2 2 § 3 @ 2° 2 � a) c o C o Co / 04 Cl. U© _ = co ■ g % Mak >, >, Cc a 2 § m cc c-0 z@§ R a �.� k k % k k0 cu k n" 0 0° 2-C-0 ƒ 2°� 2 2 ca §© k 0% 2 JcL cL 0 k w e m. E 0 o o t 2 m@ Cc CA m 0 g CA / 0 U D c § 1w E (D E E .g �� 2 w 3 E � @ � 2 R @ @ § .g k /E ® R 2 § cu §2 O D � o o N E (D E E .g �� 2 w 3 � 2 .g § E E w O @ k k , E a £ 0 ■ CD 'E @ 2 - a (D o E -a § Co a / 0) C -0 3 2 CL C q [ ' « o % @ a E £ w E 2 _ i oƒ 7 o k 2 k 6 E J / ■ 2 -o G 0 £ @ @.m MMcnc E m -1 w o. 0 o 2 k R-0£ k£ CL 0) 0 2 S E§ k 7 0@ C4 2■@ o@ T o££ .0 @ 7 M L 7 R 0§ 2■ 2 m 2 a : E ;� as 2 7 ■ @ :3 M a M E / a° m .% / g co 2 k U) �E \0 0 / C 2M c L k �3 c 0 � : � � > u 0 0C k © CO2 v 2 0 r cLc cr « E q E •5 LLQ § ■ «' 0 in moo @ R 2 00cl) 2 k E k Co CP c S O c q £ o c m k 2@ 0 a k a) 6 \ U ƒ A ƒ C E 6 � CL 2 E>\ [ § 2 E c o @ 0 m - E 2 % k tea§ k% 3� ± -0 / 7 / / @ 2 k ■ 2 m k /k ? 0 •0 £ 2 �•¢ o r _� o 2.2 f « m 0 0 U U 2 w 0 U - U m 0 m B �_ cn 2 ƒ c CL o k n k£ k 2 k U) / > k U k w U 2 w Q < @ Sm C p ■ 2 ■ '� a 0£ (D g% W k§ o cl)D m ©' 7 k k -0 2 ;_' 2 R 0 2/ 2 C � § 0 0 2 « 0 n § J '2 § ® 3 k / ° f § u 2 . g E/ 2 ƒ> 0 2 cn k 2 > E 7 k' 0 CL @ LO >" 2ƒ 0 2$ 2 ' @ o ' 2 7 D 0 o 0 o% 0 CL k 3 2§ c — J •§ 2 2> C S ƒ/ @ @ R m§ 2 2 R % 0 20 -0 0 k� k -0 2 ® ® Co � 0 0' 2o 5@ §_ § E' k § 2 S 2 g § 0- a k 2 § § § ■ 2 COcu LD (D Co m 0>_0> c G■@ 8-� « E2 -2 k c a@ co ■ @ @ .� o ■ ■ 2 £ U) 0 § § R k �� § 2 § a § \ � 2 2 § E k .[ m .[ @ m� 3 F O LI O 0 m c 2 m 2 � � » >t u c g ■ 5 ■ 5 @ § § § § LL c )CL ƒ \ 2 \ 2 / / / / P) § 3 / § 0 sCL § 3 / § 0 co 2 2 2 � ) ' @ £ @ £ @ £ o .� o •� o •� o 0 E o c @ E o f C CL 2 @ o ■ 2 ■ 2 o F — R L a R 3 U) -0 U) - R ■ u _ : D§ 2 0 J4§ c§ '■ '� '� $ § :� g c ;■ o > q \ ' \ q ® > Q U 3 m 6 m 6 m 6 IL 6 � B k cu u u U m o CL a) � @ a @ 4) to CL r. 0 � � a) % E J 0 R k o L) o .2 2 'o E E C: k E - § 2 )'0 m @ k E o/: ) _ CU m 0 2 § 2 c c ¥ Q -r- I— / n @ 2� .§ 0 c � E 2 ° @ LM.F m ■ 7: 2 ' g@ f% A r ' $ 2 7 u k 2 k k§ 2 Co ■� @ h / E§ § �� k C k co . @ 2� CO I= E> 9§ a o o _ m c � 2 c 0) 2 0 § ° / S 2 -C § S 2 m (j) E � 2 2 E a)a) k k �� 0 J d@/ �_ 7'Cc 2 2 2 2■■■ E 2 S E© 3 3 n m 2 F- F- (LU) A 2 M E 2