DEPARTMENT OF EXECUTIVE OFFICES CITY PLANNING CITY OF 200 N. Spring Street, Room 525 Los Angeles, CA 90012-4801 CALIFORNIA CITY PLANNING COMMISSION VINCENT P. BERTONI, AICP DAVID H. J. AMBROZ DIRECTOR PRESIDENT (213) 978-1271 RENEE DAKE WILSON VICE-PRESIDENT KEVIN J. KELLER, AICP ROBERT L AHN DEPUTY DIRECTOR CAROUNE CHOE iff (213) 978-1272 RICHARD KATZ W 3 USA M. WEBBER AICP JOHN W. MACK DEPUTY DIRECTOR SAMANTHA MILLMAN VERONICA PADILLA-CAMPOS ERIC GARCETTI (213) 978-1274 DANA M. PERLMAN MAYOR JAN ZATORSKI JAMES K. WILLIAMS DEPUTY DIRECTOR COMMISSION EXECUTIVE ASSISTANT (213)978-1273 (213)978-1300 http://planning.lacity.org

Decision Date: September 21,2016

Appeal Period Ends: October 3, 2016

Kenneth Aspis (A) RE: Vesting Tentative Tract Map No.: 71141-M1 Martin Project Management Address: 916, 925 & 937 West 7th Street; 655, 444 South Flower Street, #1210 685, 695 and 699 Figueroa Street; 900 and Los Angeles, CA 90071 930 West Community Plan: Central City Hanjin International Corp. (O) Zone: C2-4D and C4-4D c/o Christopher Park Council District: 9 930 Wilshire Boulevard CEQA No.: ENV-2009-1577-EIR Los Angeles, CA 90017 SCH No. 2009071035

Anne S. Williams (R) Psomas 555 South Flower Street, Suite 4400 Los Angeles, CA 90071

In accordance with provisions of Los Angeles Municipal Code (LAMC) Section 17.03, the Advisory Agency approved a Modification to Vesting Tentative Tract Map No. 71141 composed of twe one master lots and 48 12 airspace lots, located at 916, 925 and 937 West 7th Street, 655, 685, 695, and 699 Figueroa Street, and 900 and 930 West Wilshire Boulevard, for a maximum 100-unit residential condominium. 560 889 hotel rooms and/or hotel condominiums, 1,500,000 369,300 square feet of commercial office space, and 275r000 34.766 square feet of commercial retail and restaurant seFvicef and amenity space as shown on revised map stamp-dated September 14, 2016 in the Central City Community Plan. The final map may be recorded in multiple phases. This unit density is based on the C2 and C4 Zones. (The subdivider is hereby advised that the LAMC may not permit this maximum approved density. Therefore, verification should be obtained from the Department of Building and Safety, which will legally interpret the Zoning Code as it applies to this particular property.) For an appointment with the Department of City Planning Development Services Center, call (213) 482-7077 or (818) 374-5050 or visit http://planning.lacity.org.

The property owner, Hanjin International Corp. requests to modify Vesting Tentative Tract Map No. 71141-CN for the Wilshire Grand redevelopment project, previously approved on November 5, 2010. The first final unit map for VTT-71141 was recorded on VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 2

September 17, 2015. The project is currently under construction and is expected to be completed in 2017.

The project was originally approved as a mixed-use development with a maximum of 100 condominium dwelling units, 560 hotel rooms and/or hotel condominiums, 1,500,000 square feet of commercial office space, and 275,000 square feet of commercial, retail, restaurant, service, and amenity space in two towers. As part of the approved entitlements, the City granted the applicant a land use equivalency program which permitted an exchange in land uses. The revised project includes no condominium dwelling units, 889 hotel rooms, 369,300 square feet of commercial office space, and 34,766 square feet of retail and restaurant space in one tower.

The approved VTT-71141 was a 50-lot subdivision for merger, re-subdivision, and condominium purposes. The revised Vesting Tentative Tract Map will be a 13-lot subdivision, with one master lot and 12 airspace lots, for merger and re-subdivision purposes. The airspace lots will be in a different configuration than originally approved due to the changes made in the architectural design of the project.

On September 24, 2014, the applicant formally withdrew the request for merger of Francisco Street. In a Letter of Communication, dated October 7, 2014, the Advisory Agency did not object to this withdrawal and stated that Condition Nos. 4, 6, 8, 9, and 17 of VTT-71141-CN relating to the merger are no longer applicable. For this reason, the aforementioned Conditions have been deleted.

As a result of the requested modification to VTT-71141, the following conditions shall be modified. All other previously approved conditions shall remain the same. Text marked with a strikethrough is to be modified and replaced by the text with an underline.

NOTE on clearing conditions: When two or more agencies must clear a condition, subdivider should follow the sequence indicated in the condition. For the benefit of the applicant, subdivider shall maintain record of all conditions cleared, including all material supporting clearances and be prepared to present copies of the clearances to each reviewing agency as may be required by its staff at the time of its review.

BUREAU OF ENGINEERING - SPECIFIC CONDITIONS

DELETE Condition No. 4:

At That portions of-Francisco Street 60-foot and variable width below a depth of 10 feet below the existing street surface substantially as shown on the revised map stamp dated September 16, 2010 be permitted to be merged with the remainder of the tract pursuant to Section 66499-20-1/2 of the State Gevernment Code, and ir>-addition, the..following conditions be executed by the applicant and administered by the City Engineer:

Sh That consents to the street being merged and waivers of any damages that may accrue as a result of such mergers be obtained from all property owners based on an appropriate title report who might have certain rights in the area being merged.

br That satisfactory arrangements be made with all public utility agenoies maintaining existing facilities within the area being merged. VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 3

Note: The Advisory Agency hereby finds that -the -dedications to be merged are uRnecessafy- for present or prospective public purposes and all owners of the interest in the real property within-the subdivision have or will have consented to the merger-prior to the reoordation-of the final map.

DELETE Condition No. 6:

That written consent from the owners of Lot 1, Tract 25510 and Lot 7, Nichols Additional to West Los Angeles be obtained fer the merger of the subsurface portion of Francisco Street.

DELETE Condition No. 8:

That confirmation be obtained and submitted to-the Central District Office of the Bureau of Engineering from all public utility agencies that might have certain rights in the area-being merged below Francisco-Street that there are no planned uses in the area that will conflict with such merger.

DELETE Condition No. 9:

9, That a conceptual study showing the methods of supporting and maintaining-the existing and proposed utilities within the—area below the finished grade of Francisco Street-Avenue be submitted to the B-Permit Section of the-Central District Office of the Bureau of Engineering for Feview prior to the recordation of the final map.

DELETE Condition No. 17:

47. That a -revised map be submitted showing the exact elevations and dimensions of the merger areas. This revised map shall be used as reference foMhe-final map checking.

DEPARTMENT OF RECREATION AND PARKS

DELETE Condition No. 27:

27. That the Quimby fee be based on the C2 and C4 Zones for the residential dwelling-units (MM).

DEPARTMENT OF CITY PLANNING-SITE SPECIFIC CONDITIONS

REVISED Condition No. 30 shall read as follows:

30. Prior to the recordation of the final map, the subdivider shall prepare and execute a Covenant and Agreement (Planning Department General Form CP-6770) in a manner satisfactory to the Planning Department, binding the subdivider and all successors to the following: VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 4

a. Limit the proposed development to a maximum 889 hotel rooms, 369,300 square feet of office space, and 34,766 square feet of amenity areas, including retail and restaurant use.

b. Dwelling units. Provide a minimum one parking space for each dwelling unit, except where there are more than six dwelling units of more than three habitable rooms per unit on any lot, foe ratio of parking spaces required for all of such units shall be at least one and one-quarter parking spaces for each dwelling unit-of more than three habitable rooms.

Hotel Guest Rooms and Condominiums. One space for each two individual guest rooms or suites of rooms for the first 20, one additional parking space for each four guest rooms or suites of rooms in excess of 20 but not exceeding 40, and one additional parking space for each six guest rooms or suites of rooms in excess of 40.

Commercial. Provide a minimum one parking space for each 1,000 square feet of floor area in said building exclusive of floor areas used for automobile parking space, for basement storage, or for rooms housing mechanical equipment incidental to the operation of the building.

In addition, prior to issuance of a building permit, a parking plan showing off-street parking spaces, as required by the Advisory Agency, be submitted for review and approval by the Department of City Planning (200 North Spring Street, Room 750).

Note: Pursuant to LAMC Section 12.24-X.20, the applicant has filed for a Zoning Administrator’s Determination to permit shared parking for between hotel, office and other non-residential uses, and residential guest spaces within the project site. In the event the Zoning Administrator or City Planning Commission approves this request, project parking for the subject tract map shall be in conformance the parking requirements granted in CPC-2009-3416-TDR-CUB-CU-CUW-ZV-SN-DA-ZAD-SPR- GB.

c. That a solar access report shall be submitted to the satisfaction of the Advisory Agency prior to obtaining a grading permit.

d. That the subdivider considers the use of natural gas and/or solar energy and consults with the Department of Water and Power and Southern California Gas Company regarding feasible energy conservation measures.

e. Recycling bins shall be provided at appropriate locations to promote recycling of paper, metal, glass, and other recyclable material (MM).

f. The applicant shall install shielded lighting to reduce any potential illumination affecting adjacent properties.

REVISED Condition No. 33 shall read as follows: VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 5

33. Indemnification. The applicant-shall defend, indemnify-and hold harmless the City, its agents-, officers, of employees from any claimr action, or proceeding against the City or its-agents, officers, or employees to attack, set aside, void or annul this-approval which action is brought within the applicable limitation period. The City shall promptly notify the applicant of any claim, action, or- proceeding and the City shall cooperate fully in the defense^ If the City fails to promptly notify the-applicant of any-Glaim action or proceeding, or if the City fails te cooperate fully in the defense, the applicant shall not thereafter be responsible te defend, indemnify, or hold harmless the City.

Indemnification and Reimbursement of Litigation Costs.

Applicant shall do all of the following:

a. Defend, indemnify and hold harmless the City from any and all actions against the City relating to or arising out of. in whole or in part, the City’s processing and approval of this entitlement, including but not limited to. an action to attack, challenge, set aside, void or otherwise modify or annul the approval of the entitlement, the environmental review of the entitlement, or the approval of subseouent permit decisions or to claim personal property damage, including from inverse condemnation or any other constitutional claim.

b. Reimburse the City for any and all costs incurred in defense of an action related to or arising out of. in whole or in part, the City’s processing and approval of the entitlement, including but not limited to payment of all court costs and attorney’s fees, costs of any judgments or awards against the City (including an award of attorney’s fees), damages and/or settlement costs.

c. Submit an initial deposit for the City’s litigation costs to the City within 10 days’ notice of the City tendering defense to the Applicant and reguesting a deposit. The initial deposit shall be in an amount set bv the City Attorney’s Office, in its sole discretion, based on the nature and scope of action, but in no event shall the initial deposit be less than $25.000. The City’s failure to notice or collect the deposit does not relieve the Applicant from responsibility to reimburse the City pursuant to the reguirement in paragraph (b).

d. Submit supplemental deposits upon notice bv the City. Supplemental deposits may be reouired in an increased amount from the initial deposit if found necessary bv the City to protect the City’s interests. The City’s failure to notice or collect the deposit does not relieve the Applicant from responsibility to reimburse the City pursuant to the reguirement fbl.

e. If the City determines it necessary to protect the City’s interests, execute an indemnity and reimbursement agreement with the City under terms consistent with the reouirements of this condition. VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 6

The City shall notify the applicant within a reasonable period of time of its receipt of any action and the City shall cooperate in the defense. If the City fails to notify the applicant of any claim, action or proceeding in a reasonable time, or if the City fails to reasonably cooperate in the defense, the applicant shall not thereafter be responsible to defend, indemnify or hold harmless the City.

The City shall have the sole right to choose its counsel, including the City Attorney’s office or outside counsel. At its sole discretion, the City may participate at its own expense in the defense of any action, but such participation shall not relieve the applicant of any obligation imposed bv this condition. In the event the Applicant fails to comply with this condition, in whole or in part, the City may withdraw its defense of the action, void its approval of the entitlement, or take any other action. The City retains the right to make all decisions with respect to its representations in any legal proceeding, including its inherent right to abandon or settle litigation.

For purposes of this condition, the following definitions apply:

“City” shall be defined to include the City, its agents, officers, boards, commission, committees, employees and volunteers.

“Action” shall be defined to include suits, proceedings (including those held under alternative dispute resolution procedures), claims or lawsuits. Actions includes actions, as defined herein, alleging failure to comply with any federal, state or local law.

Nothing in the definitions included in this paragraph are intended to limit the rights of the City or the obligations of the Applicant otherwise created bv this condition.

DEPARTMENT OF CITY PLANNING-STANDARD CONDOMINIUM CONDITIONS

DELETE Condition C-1:

G-4^—That approval of this tract constitutes approval-ef model home uses, including a sales office and off-street parking. Where the existing zoning is (T) or (Q) for multiple -residential use, no-Genstruction or use shall be permitted until the final map has recorded or the proper zone has been effectuated.—If models are constructed under this tract approval, the following conditions shall apply:

4-v Prior to recordation of the final map, the subdivider shalf submit a plot plan for approval by the Division of Land Section of the Department of City Planning showing the location of the model dwellings, sales offioe and off-street parking. The sales office must be within one of the model buildings.

2, All-ether conditions applying to Model Dwellings under Section 12.22- A,10 and 11 and Section 17.05-0 of the LAMC shall be-fully complied with satisfactory to the Department of Building and Safety.

DELETE Condition C-2: VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 7

G~2r Prior to the recordation of the final map, the subdivider shall pay or guarantee the payment of a park and recreation fee based on the latest fee rate schedule applicable. The amount of-said fee to be-established by the Advisory Ageney in accordance with LAMC Section 17.12 and is to be-paid-and-deposited in the trust accounts-of4he Park and Recreation Fund

DELETE Condition C-3:

G-3r -Prior to-obtainina any -grading or teuildinq permits before the recordation of the firtal-maor a-landscape-planr prepared bv a licensed landscape architect, shall be submitted to and approved by the Advisory Agency in accordance with CP-67-30. In the event-the subdivider-decides not to request a permit before the recordation of the final map, a covenant and agreement satisfactory to the Advisory Agency guaranteeing the submission of such -plan-before-obtaining any permit shall be recorded.

REVISED Condition C-4 shall read as follows:

C-4. In order to expedite the development, the applicant may apply for a building permit for- an apartment building. However, prior to issuance of a building permit for apartments, the registered -civil-engineer, architect or-licensed land surveyor shaH certify-in a letter to the Advisory Agency-that all applicable tract-conditions affeeting-the- physical design of- the-buiiding and/or site, have been intruded -into the building plans. SuGh letter is sufficient-to eiear this condition.- In addition^ all of the applicable tract conditions shall be stated inTull on tire building plans and a copy of 4he-plans shall be reviewed and approved bv the Advisory Agency prior to submittal-to the Department of Building and Safety for a-buildina permit.

OR

If a building permit for apartments will not be requested, the project civil engineer, architect or licensed land surveyor must certify in a letter to the Advisory Agency that the applicant will not request a permit for apartments and intends to acquire a building permit for a condominium building(s). Such letter is sufficient to clear this condition.

FINDINGS OF FACT (CEQA)

The Department of City Planning issued a Notice of Completion for Environmental Impact Report No. ENV-2009-1577-EIR (SCH No. 2009071035) on October 6, 2010. The project described below has been completed in compliance with the California Environmental Quality Act (“CEQA”), Public Resources Code Section 21,000 et seq. In connection with the following approvals granted to the Applicant. This Final EIR has been certified in connection with all discretionary or ministerial approvals and permits required to implement the Project.

The proposed Project is situated on the property bounded by Figueroa Street, 7th Street, Francisco Street, and Wilshire Boulevard in Los Angeles, California (“Property or “Project Site” interchangeably). VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 8

As described more fully in the EIR Project Description, the EIR analyzed a mixed-use development consisting of a 100-unit residential condominium, 560 hotel rooms and/or hotel condominiums, 1,500,000 square feet of commercial office space, and 275,000 square feet of commercial retail, restaurant, service, and amenity space on a 3.21 net- acre site. The request to modify Vesting Tentative Tract Map No. 71141-M1 consists of a maximum 889 hotel rooms, 369,300 square feet of commercial office space, and 34,766 square feet of retail and restaurant space. The proposed modifications are within the limits analyzed within the original EIR.

The Los Angeles Department of City Planning is acting as lead agency as defined by CEQA for environmental review of this Project. Upon certification of the Final EIR by the City of Los Angeles, a variety of discretionary and ministerial actions were required.

Based on the City’s Environmental Review Committee, the City determined an EIR was necessary to analyze the potential environmental effects of the proposed Project. The Notice of Preparation (“NOP”) for a Draft Environmental Impact Report (the “Draft EIR”) was circulated for a 30-day review period starting on July 8, 2010.

The Department found that potential significant and unavoidable impacts could occur from the project’s implementation due to: noise (cumulative construction), visual resources (signage), air quality (mass daily emissions-construction), and transportation (level of service, intersections, access). The Planning Department found that all other impacts were either considered less than significant or could be mitigated from the project’s implementation.

Significant Irreversible Environmental Changes. Section 15126.2(c) of the State CEQA Guidelines states that the “uses of nonrenewable resources during the initial and continued phases of the Project may be irreversible since a large commitment of such resources makes removal or nonuse thereafter unlikely.” Section 15126.2(c) further states that “irretrievable commitments of resources should be evaluated to assure that such current consumption is justified.”

The types and level of development associated with the Project would consume limited, slowly renewable and non-renewable resources. This consumption would occur during construction of the Project and would continue throughout its operational lifetime. The development of the Project requires a commitment of resources that includes: (1) building materials; (2) fuel and operational materials/resources; and (3) the transportation of goods and people to and from the Project Site.

Construction of the Project requires consumption of resources that are not replenishable or which may renew slowly as to be considered non-renewable. These resources include certain types of lumber and other forest products, aggregate materials used in concrete and asphalt (e.g., sand, gravel and stone), metals (e.g., steel, copper and lead), petrochemical construction materials (e.g., plastics), and water. Fossil fuels, such as gasoline and oil, are also consumed in the use of construction vehicles and equipment.

Operation of the Project would involve on-going consumption of nonrenewable resources such as natural gas and crude oil. Petroleum products (diesel fuel, fuel oil, VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 9

gasoline, and petrochemical synthetics) would be consumed directly and indirectly by Project activities in terms of electricity generation, and as fuels used by vehicles bringing residents, visitors, and employees to the Project Site. To the extent that fossil fuels remain a principal source of energy within the economy, the Project represents a long-term commitment of these resources. Development would irreversibly increase the commitment of public services, such as providing police and fire services. Operation of the Project would also result in an increased commitment of public maintenance services such as waste disposal and treatment, as well as an increased commitment of the infrastructure that serves the Project Site. The use of potentially hazardous materials would occur on the Project Site. Such materials would be used, handled, stored, and disposed of in accordance with applicable government regulations and standards, which would protect against a significant and irreversible environmental change resulting from an accidental release of hazardous materials.

The commitment of resources required for the type and level of proposed development would limit the availability of these resources for future generations for other uses during the operation of the Project. However, this resource consumption would be consistent with growth and anticipated change in the City of Los Angeles, the County of Los Angeles, and the Southern California region as a whole. Further, use of such resources would be of a relatively small scale in relation to the Project’s fulfillment of regional and local urban design and development goals for the area. These goals are intended to promote smart growth that would reduce resource consumption by reducing vehicle trips and incorporating sustainable design features. Therefore, the use of such resources for the Project would be reduced as compared to development in other locations that would not fulfill such goals as fully. As such, the use of such resources would not be considered significant.

Growth Inducing Impacts. Section 15126.2(d) of the State CEQA Guidelines requires a discussion of the ways in which a Proposed Project could induce growth. This includes ways in which a Project would foster economic or population growth, or the construction of additional housing, either directly or indirectly, in the surrounding environment. Section 12126.2(d) of the State CEQA Guidelines states:

“Discuss the ways in which the proposed Project could foster economic or population growth, or the construction of additional housing, either directly or indirectly, in the surrounding environment. Included in this are projects which would remove obstacles to population growth (a major expansion of a waste water treatment plant might, for example, allow for more construction in service areas). Increases in the population may tax existing community service facilities, requiring construction of new facilities that could cause significant environmental effects. Also discuss the characteristic of some projects which may encourage and facilitate other activities that could significantly affect the environment, either individually or cumulatively. It must not be assumed that growth in any area is necessarily beneficial, detrimental, or of little significance to the environment.”

Implementation of the Project would involve the development of a maximum of 889 hotel rooms, 369,300 square feet of office uses, and 34,766 square feet of amenity areas such as retail and restaurant uses. The Project would foster economic growth and VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 10 revitalize an underutilized area by adding businesses to the Project Site. Additionally, as described in Section IV.N (Population, Housing and Employment), short-term and long­ term employment opportunities would be provided during construction and operation of the Project.

As discussed in Section IV.N (Population, Housing and Employment), the Project would generate approximately 4,291 new employment opportunities. This increased employee population would patronize local businesses and services in the area, and would foster economic growth. As discussed in Section IV.N (Population, Housing and Employment), Project-related growth would be within Southern California Association of Governments’ projections and would result in a less than significant impact. The development of the Project would serve projected growth in the Los Angeles area and concentrate growth within a jobs-rich, existing urban center. Additionally, the Project, as an in-fill development, would be adequately served by existing public services.

Development of the Project would result in employee and visitor populations that would create demand for goods, services, or facilities not directly provided or satisfied within the Project. However, as discussed in Section IV.N (Population, Housing and Employment), the supply and demand for housing and employment are within the region’s projected growth. Furthermore, Section IV.I (Public Services), addresses the demand for services created directly by the Project and the Project’s impacts.

As also discussed in this EIR, because the Project Site was previously developed and is located in a highly urbanized setting, the Project would not involve any substantial extension of infrastructure such as roadways, water facilities, electricity transmission lines, natural gas lines, etc., or the construction of excess capacity of public facilities such as parks and recreation, schools, etc. beyond that required for currently anticipated growth. Any infrastructure associated with the Project would not induce growth because it would only serve the Project.

Alternatives. State CEQA Guidelines Section 15126.6(c) requires EIRs identify any alternatives that were considered by the lead agency. This EIR considers a range of alternatives to the Project to allow for informed decision-making in accordance with State CEQA Guidelines Section 15126.6. Alternatives to the Project are identified for the purpose of substantially reducing or avoiding the significant impacts of the Project. Alternatives to the Project that are analyzed in the EIR include the: 1) No Project Alternative; 2) Reduced Density Alternative; 3) Phased Construction Alternative; 4) Office-Only Alternative; 5) Residential-Only Alternative; 6) Reduced Height Alternative; 7) Zoning Compliant Alternative; 8) Reduced Signage Alternative; and 9) Zoning Compliant Signage Alternative. These alternatives were considered infeasible and rejected by the Lead Agency during the scoping process with reasons further discussed in the EIR.

Statement of Overriding Considerations. The Final EIR has identified significant and unavoidable impacts that would result from implementation of the Project. Section 21081 of the California Public Resources Code and Section 15093(b) of the CEQA Guidelines provide that when a public agency approves a project that will result in the occurrence of significant impacts that are identified in the EIR but are not at least substantially mitigated, the agency must state in writing the reasons to support its action based on the certified EIR and/or other information in the record. Section 21081 of the VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 11

California Public Resources Code and Section 15093(b) of the CEQA Guidelines require that the decision maker adopt a Statement of Overriding Considerations at the time of approval of a project if it finds that significant adverse environmental effects have been identified in the EIR which cannot be avoided or substantially mitigated to an insignificant level. These findings and the Statement of Overriding Considerations are based on substantial evidence in the record, including but not limited to the EIR, and documents, testimony, and all other materials that constitute the record of proceedings. The EIR concluded that, despite the adoption of feasible mitigation, the Project would result in the following impacts that are not mitigated to a less than significant level: Transportation (Intersection LOS, Site Access); Noise (Cumulative Construction); Visual Resources (Signage); and Air Quality (Construction nitrogen oxide [NOx]).

Accordingly, the City adopted the following Statement of Overriding Considerations. The City recognizes that significant and unavoidable impacts would result from implementation of the Project. Having (i) adopted all feasible mitigation measures, (ii) rejected alternatives to the Project for the reasons discussed above, (iii) recognized all significant and unavoidable impacts, and (iv) balanced the benefits of the Project, including region-wide or statewide environmental benefits, against the Project’s significant and unavoidable impacts, the City found that the Project’s benefits outweigh and override the significant and unavoidable impacts for the reasons stated below.

The following reasons summarize the benefits, goals and objectives of the Project, and provide, in addition to the adopted findings, the rationale for the City’s determination that the benefits of the Project outweigh its significant and unavoidable impacts. These overriding considerations of the economic, social, aesthetic, and environmental benefits of the Project justify adoption of the Project and certification of the completed Final EIR. Many of these overriding considerations individually would be sufficient to outweigh the adverse environmental impacts of the Project and justify approval of the Project and certification of the completed EIR. In particular, achieving the underlying purpose and objectives for the Project would be sufficient to override the significant environmental impacts of the Project.

1. The Project would redevelop an existing underutilized site with new state-of-the- art facilities integrating Class-A office uses, a four-plus star hotel, related retail, and amenities in direct proximity to existing intensive land uses and visitor and tourist attractions. In order to provide greater utilization of existing infrastructure, the Project would maximize the redevelopment potential of an urban infill site that is located in close proximity to the regional transit system and major transportation corridors. The Project would promote as a regional center for business and serves as a catalyst for the future growth of the Los Angeles Convention and Exhibition Center.

2. The Project would reduce vehicle trips and infrastructure costs by concentrating development in an existing activity center with direct proximity to transportation alternatives and major transportation corridors. The Project would encourage the use of transit by employees, hotel guests, and retail patrons given that the Project Site provides convenient accessibility to numerous bus lines and the 7th Street/Metro Center station. The Project would also provide convenient pedestrian accessibility by creating an outdoor plaza to support the use of the VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 12

regional transit system. The Project would minimize vehicle trips on surface streets because of its proximity to the freeway system.

3. Recent state legislation such as AB 32 and SB 375 require state and local agencies to achieve greenhouse gas emission reductions, in part by facilitating transit-oriented, energy-efficient infill development. Pursuant to SB 375, the Southern California Council of Governments (SCAG) will be formulating either a “sustainable communities strategy” (SCS) or an “alternative planning strategy” (APS) in connection with the next update of the SCAG Regional Transportation Plan (RTP). To the extent that the land use plans and approvals of the City of Los Angeles can contribute to regional reductions in per capita vehicle miles traveled and per capita greenhouse gas emissions, the City will be making it more likely that SCAG can adopt an SCS rather than an APS. Maximizing the redevelopment of existing urban sites near transit nodes and corridors with mixed-use development is recognized as one of the best ways to reduce vehicle miles traveled, thereby reducing greenhouse gas emissions associated with passenger vehicles. The Project would include a varied mix of land uses in a location near several transit lines, allowing future residents, employees and visitors at the Project Site to minimize their use of passenger vehicles to travel to and from the site. The Project would also include several design elements that promote the efficient use of energy and water and minimize greenhouse gas emissions, and would achieve at minimum a LEED certification level of Silver.

4. The Project would build iconic state-of-the-art facilities for office tenants, hotel guests and visitors that would promote downtown Los Angeles as the center of business activity in the region and serve as a catalyst for future growth of the Los Angeles Convention and Exhibition Center. The Project would further the ongoing redevelopment of downtown Los Angeles by encouraging businesses to locate in the first modern high-rise office building in downtown in two decades, which strengthens downtown’s competitive position within the broader region. The Project would also provide an architecturally distinctive development that includes a creative signage program integral to the building design that identifies the Project Site and surrounding area as a major area of concentration for office, retail, and hotel uses in the City of Los Angeles.

5. Through the use of a bright, vibrant, and dynamic signage program that features state-of-the-art energy-efficient electronic signs integrated into the architecture of the buildings, the Project would create a prominent landmark recognizable throughout the Los Angeles area identifying the Project as a focal point for Downtown Los Angeles. The prominent signage program and Project identity would be designed to attract office tenants, hotel guests, tourists, and other visitors to the Project, thereby promoting the economic redevelopment of Downtown Los Angeles. The Project’s prominent and vibrant signage program aims to create a visually exciting pedestrian environment that will link the Financial District to the Los Angeles Sports and Entertainment District and the Los Angeles Convention and Exhibit Center.

6. The Project would provide a comprehensive development program that has the necessary flexibility to respond to the changing market conditions in the Los Angeles region. The Project would create a major mixed-use center in the VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 13

downtown core enhancing business, visitor, and cultural activities in the Financial Core, the Convention Center district, and Bunker Hill. The Project’s flexibility would ensure that the precise mix of uses developed would meet the needs of the downtown core at the time of development.

7. The Project would provide a properly sized world-class hotel and supporting facilities to address the deficiency of high-quality hotel facilities in downtown Los Angeles that support major events and expected increased levels of activity at the Convention Center as well as the visitor-oriented uses in the Los Angeles Sports and Entertainment District. The Project would enable the Convention Center to compete more favorably against other convention centers for national conventions by expanding the base of four-plus star hotel rooms available for overnight guests in close proximity and along a visually exciting corridor accented with creative signage. The Project would also support the growth of the Convention Center by providing additional amenity spaces including meeting rooms, ballrooms, and related facilities.

8. The Project would provide the first new office building in Downtown Los Angeles in over two decades. The Project would provide an architecturally distinctive high-rise office building which would reinforce the long-term economic viability of downtown Los Angeles. The office building would enhance the downtown office market by providing premium office uses to attract new tenants from other cities, states, and countries to locate operations in the downtown core. The office building would accommodate a new helistop providing charter service between downtown and local airports to serve the Project office users, hotel guests, and visitors who require ready access to local and regional airports. The visual excitement created by the creative signage program would enhance the attractiveness of the Project for new tenants interested in locating their business in state-of-the-art Class A office uses in Downtown Los Angeles.

9. The Project would improve and enhance the economic vitality of the City of Los Angeles as well as the surrounding region through providing construction and permanent jobs and long-term enhancement of business opportunities. The Project would expand the base of four-plus star quality hotel rooms and amenities building upon the City’s existing investment in the Convention Center and supporting its future expansion. The Project would generate additional annual tax revenues for the region, including property taxes, sales taxes, utility taxes, and gross receipts taxes. The Project would maximize its potential contribution to the overall economy by including provisions that facilitate adjustments to the development program that may be needed in the future to respond to changing market conditions.

10. The Project would further walkability and design goals of the City by creating a pedestrian-oriented development including a one-quarter acre outdoor plaza, streetscape improvements and landscaping, public art, lighting, building setbacks, and other elements that provide a strong pedestrian presence along the Project edge. The Project would provide a pedestrian link to the surrounding community, including the 7th Street/Metro Center station, 7 + Fig retail center, L.A. Live! and the Convention Center. With the Project’s signage district, a visually exciting project would be created in the Financial District, which, when VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 14

linked to the Los Angeles Sports and Entertainment District and the Convention Center, would activate the Figueroa Street corridor, thereby encouraging more pedestrian travel and enhancing the visual experience for visitors. The Project would improve the quality and safety of the pedestrian environment through the development of an integrated streetscape program including the outdoor plaza which would provide convenient access to the 7th Street/Metro Center station, outdoor gathering space for special events, and serve as an amenity for employees, residents, guests, and visitors.

11. The Project would incorporate state-of-the-art mechanical and electrical elements that would be designed to meet, at minimum, a LEED certification level of Silver. The Project would implement sustainable development practices that promote efficient use of energy and water and minimize greenhouse gas emissions.

12. The Project would implement a number of key City and regional land use and transportation policies by focusing growth at a regional transportation hub, such as:

• Regional (from the Regional Comprehensive Plan and Guide, prepared by the Southern California Association of Governments, Chapter 3, Growth Management) ✓ Encourage patterns of urban development and land use which reduce costs on infrastructure and development. ✓ Encourage existing or proposed local jurisdictions’ programs aimed at designing land uses which encourage the use of transit. ✓ Encourage local jurisdiction plans that maximize the use of existing urbanized areas accessible to transit through infill and redevelopment. • City (from the General Plan Framework) ✓ Provide for the spatial distribution of development that promotes an improved quality of life by facilitating a reduction of vehicle trips, vehicle miles traveled, and air pollution (Objective 3.2). ✓ Encourage new multi-family residential, retail commercial, and office development in the City’s neighborhood districts, community, regional, and downtown centers as well as along primary transit corridors/boulevards, while at the same time conserving existing neighborhoods and related districts (Objective 3.4). Encourage future development in centers and in nodes along corridors that are served by transit and are already functioning as centers for the surrounding neighborhoods, the community, or the region (Objective 5.2). • City (from the Central City Community Plan) To improve Central City’s competitiveness as a location for offices, business, retail, and industry (Objective 2-1). To promote land uses in Central City that will address the needs of all the visitors to downtown for business, conventions, trade shows and tourism (Objective 2-3). Improve downtown’s pedestrian environment in recognition of its important role in the efficiency of downtown’s transportation and VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 15

circulation systems and in the quality of life for its residents, workers and visitors (Policy 4.4-1).

Mitigation Monitoring Program. In accordance with the Requirements of Public Resources Code § 21081.6, the Advisory Agency adopted the Mitigation Monitoring Program, which is described in full in Section IV of the Final EIR for the Proposed Project. The City reserves the right to make amendments and/or substitutions of mitigation measures if the City or their designee determines that the amended or substituted mitigation measure will mitigate the identified potential environmental impacts to at least the same degree as the original mitigation measure, and where the amendment or substitution would not result in a new significant impact on the environment which cannot be mitigated.

Independent Judgment, The Applicant’s consultants prepared the screencheck versions of the Draft EIR, Final EIR and Traffic Study. All such materials and all other materials related to the EIR were extensively reviewed and, where appropriate, modified by the Planning Department or other City representatives. As such, the Draft EIR, Final EIR, Traffic Study, and all other related materials reflect the independent judgment and analysis of the Lead Agency.

Substantial Evidence. The City found and declared that substantial evidence for each and every finding made is contained in the Draft EIR, Final EIR, Traffic Study, and other related materials, each of which are incorporated herein by this reference. Moreover, the City found that where more than one reason exists for any finding, the City found that each reason independently supports such finding, and that any reason in support of a given finding individually constitutes a sufficient basis for that finding.

Relationship of Findings to EIR. These Findings are based on the most current information available. Accordingly, to the extent there are any apparent conflicts or inconsistencies between the Draft EIR and the Final EIR, on the one hand, and these Findings, on the other, these Findings shall control and the Draft EIR and Final EIR or both, as the case may be, are hereby amended as set forth in these Findings.

Project Conditions of Approval. Each of the Project design features and mitigation measures referenced herein shall be conditions of Project approval to be monitored and enforced by the City pursuant to the building permit process and the Mitigation Monitoring Program. To the extent feasible, each of the other findings and conditions of approval made by or adopted by the Advisory Agency, the City Council, or other City agency, department, or body in connection with the Project are also incorporated herein by this reference.

Custodian of Documents. The custodian of the documents or other material which constitutes the record of proceedings upon which the Director’s decision is based is the City of Los Angeles, Planning Department, located at 200 North Spring Street, Room 750, Los Angeles, California 90012.

No Recirculation. CEQA requires that the lead agency recirculate an EIR when significant new information is added to the EIR after public notice of its availability has previously been given but prior to its certification. The City staff and the Advisory Agency have thoroughly reviewed the public comments received regarding the Project and the Final EIR to determine whether any of the public comments provide substantial VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 16 evidence that would require recirculation of the EIR prior to its adoption.

In accordance with the Requirements of Public Resources Code § 21081.6, the Advisory Agency adopted the Mitigation Monitoring Program, which is described in full in Section IV of the Final EIR for the Proposed Project. The City reserves the right to make amendments and/or substitutions of mitigation measures if the City or their designee determines that the amended or substituted mitigation measure will mitigate the identified potential environmental impacts to at least the same degree as the original mitigation measure, and where the amendment or substitution would not result in a new significant impact on the environment which cannot be mitigated.

Finding. The City found that none of the public comments to the Draft EIR or subsequent public comments or other evidence in the record, including the changes in the Project, included or constituted substantial evidence that would require recirculation of the Final EIR prior to its certification and that there is no substantial evidence elsewhere in the record of proceedings that would require substantial revision of the Final EIR prior to its certification, and that the Final EIR need not be recirculated prior to its certification.

As described more fully in the EIR Project Description, the EIR analyzed a mixedOuse development consisting of a 100-unit residential condominium, 560 hotel rooms and/or hotel condominiums, 1,500,000 square feet of commercial office space, and 275,000 square feet of commercial retail, restaurant, service, and amenity space on a 3.21 net- acre site. The request to modify Vesting Tentative Tract Map No. 71141-M1 consists of a maximum 889 hotel rooms, 369,300 square feet of commercial office space, and 34,766 square feet of retail space. The proposed modifications are within the limits analyzed by the original EIR. Therefore, an addendum has not been required.

FINDINGS OF FACT (SUBDIVISION MAP ACT)

In connection with the approval of Vesting Tentative Tract Map No. 71141-M1, the Advisory Agency of the City of Los Angeles, pursuant to Sections 66473.1, 66474.60, .61 and .63 of the State of California Government Code (the Subdivision Map Act), makes the prescribed findings as follows:

(a) THE PROPOSED MAP IS CONSISTENT WITH APPLICABLE GENERAL AND SPECIFIC PLANS.

The adopted Central City Community Plan designates the subject property for Regional Center Commercial land use uses with the corresponding zones of CR, C1.5, C2, C4, C5, R3, R4, R5, RAS3, and RAS4. The property contains approximately 3.21 net acres (140,165 net square feet after required dedication) and is presently zoned C2-4D and C4-4D.

The C2 and C4 Zones allow for a minimum density of one unit for every 400 square feet. The project site is located within the Downtown Greater Housing Incentive Area, which eliminates the maximum unit or guest room per lot area as long as it is within the allowable floor area ratio. The proposed subdivision fef 100 residential units is allowable under the current adopted zone and the land use designation. The project, in addition to providing—100 residential units, proposes to develop §60 889 hotel rooms and/or condo-hotel units, 4,500,000 VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 17

369,300 square feet of office space, and an additional 275,000 34,766 square feet of amenity areas including retail and restaurant conference and meet areas, ballrooms, spa, -fitness eeRter, and other service areas. The project will provide improvement to the area, as the current condition of the site is presently developed- with site’s previous use was a 16-story structure, known as the Wilshire Grand Hotel and Centre, which consistsed of 896 hotel rooms, approximately 215,000 square feet of office uses, approximately 206,600 square feet of hotel amenity, accessory retail and restaurant uses, The new development will bring new home ownership commercial opportunities, redevelop the area with new hotel rooms and condominiums, add office and retail space, and add other service amenities. The map will be consistent with the Central City Community Plan since the project will help reinvigorate the area, and contribute to making downtown Los Angeles a destination area. The subject site is not subject to a Specific Plan.

The site is not subject to the Specific Plan for the Management of Flood Hazards (floodways, floodplains, mud prone areas, coastal high-hazard and flood-related erosion hazard areas). Therefore, as conditioned, the proposed tract map is consistent with the intent and purpose of the applicable General and Specific Plans.

(b) THE DESIGN AND IMPROVEMENT OF THE PROPOSED SUBDIVISION ARE CONSISTENT WITH APPLICABLE GENERAL AND SPECIFIC PLANS.

Figueroa Street is a Modified Major Highway Class II dedicated to a variable width of 90 to 100 feet. Francisco Street is a Local Street dedicated to a width of 62 feet. 7th Street is a Modified Secondary Highway dedicated to a variable width of 85 to 90 feet. Wilshire Boulevard is a Modified Major Highway Class II dedicated to a width of 95 feet.

The project has been conditioned to provide a 20-foot radius property line returns at the intersection of Wilshire Boulevard and 7th Street with Figueroa Street and Francisco Street adjoining the tract ail from the proposed sidewalk surface to a height of 20 feet above. The project will also be conditioned to provide an average 3-foot wide public sidewalk easement along Figueroa Street from the proposed sidewalk surface to 40 feet thereabove. The project provides a 4-foot wide and variable width sidewalk easement along Figueroa Street. The project provides limited dedications at the corner of Figueroa Street and 7th Street, at the corner of Figueroa Street and Wilshire Boulevard, and a proposed sidewalk surface area of dedication at the corner. The project includes the portion of Francisco Street 10 feet below the existing surface will be merged with the lot. The subdivider will be required confirmation from all public utility agencies that might have certain rights in the area being merged below Francisco Street, that there are no planned uses in the area that will conflict with such merger. The project proposes 1,900 parking spaces within eight parking levels. The Deputy Advisory Agency has reviewed the map and imposed conditions recommended by the Bureau of Engineering to ensure the proposed project are consistent with the applicable General and Specific Plans. VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 18

(c) THE SITE IS PHYSICALLY SUITABLE FOR THE PROPOSED TYPE OF DEVELOPMENT.

The site is an irregular-shaped lot bounded by 7th Street to the south, Wilshire Boulevard to the north, Figueroa Street to the east, and Francisco Street to the west. The development of this tract will redevelop the site to provide residential unitsy hotel guest rooms and condominiums, office, retail, and other related services. The site would be physically suitable for the proposed development. The project site is presently developed with the Wilshire Grand Hotel and Centre. The project would be an infill development that would remove all structures and redevelop the site to include tw© one towers and one podium. The development of this tract is an infill of an otherwise mix of commercial and residential area. With the approval of CPC-2009-3416-TDR-CUB-CU-CUW-ZV-SN-DA-ZAD-SPR- GB, the project will be in compliance with the code. In the event that the subject City Planning Commission-case is not approved, the project wiH be required to file -for -a modification to the tract- map. The site is relatively level and is not located in a slope stability study area, high erosion hazard area, or a fault-rupture study zone.

The revised tract has been approved contingent upon the satisfaction of the Department of Building and Safety, Grading Division prior to the recordation of the map and issuance of any permits.

(d) THE SITE IS PHYSICALLY SUITABLE FOR THE PROPOSED DENSITY OF DEVELOPMENT.

The subject site is generally surrounded by office uses and ground floor commercial/retail use, with the exception of the 1000 Wilshire Boulevard building and the 777 Tower. The nearest multi-family residences include the Pegasus apartments, Roosevelt Lofts, the Piero Apartments, and the 1010 Wilshire apartments, are all located approximately 500 feet from the subject site to the east, southeast, north, and northwest, respectively. The Metropolitan Transportation Authority (MTA) subway runs in a tunnel beneath 7th Street adjacent to the project site, and the Metro Center subway station is located across Figueroa Street to the east. The proposed project would provide a development consistent with the land use patterns of this area. The site currently contains, which previously contained the Wilshire Grand Hotel, and would redevelop the site be demolishing all structures for the development of an office tower, hotel tower and podium is being redeveloped with one tower and one podium containing hotel quest rooms, office, retail, and other related services. The project has filed for multiple entitlements, including a transfer of development rights, a Zoning Administrator’s Determination to permit shared parking, and site plan review, among others, as part of CPC-2009-3416-TDR-CUB-CU-CUW-ZV- SN-DA-ZAD-SPR-GB, and is required to comply with all LAMC requirements, to toe event that the City-Planning Commission Case is not approved, the project will be required a modtfication-for-the map. As conditioned the proposed tract map will be physically suitable for the proposed density of the development.

(e) THE DESIGN OF THE SUBDIVISION AND THE PROPOSED IMPROVEMENTS ARE NOT LIKELY TO CAUSE SUBSTANTIAL ENVIRONMENTAL DAMAGE OR VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 19

SUBSTANTIALLY AND AVOIDABLY INJURE FISH OR WILDLIFE OR THEIR HABITAT.

The project site, as well as the surrounding area are presently developed with structures and do not provide a natural habitat for either fish or wildlife. The Department of City Planning issued Environmental Impact Report No. ENV-2009- 1755-EIR-GB (SCH No. 2009071035) on October 6, 2010 and found that there may be environmental impacts which are individually limited, but significant when reviewed in connection with the effects of past projects, other current projects, and probably future projects.

However, these cumulative impacts will be mitigated to a less than significant level through compliance with the reference mitigation measures in this report and contained in ENV-2009-1755-EIR.

(f) THE DESIGN OF THE SUBDIVISION AND THE PROPOSED IMPROVEMENTS ARE NOT LIKELY TO CAUSE SERIOUS PUBLIC HEALTH PROBLEMS.

There appear to be no potential public health problems caused by the design or improvement of the proposed subdivision. The development is required to be connected to the City's sanitary sewer system, where the sewage will be directed to the LA Hyperion Treatment Plant, which has been upgraded to meet Statewide ocean discharge standards. The Bureau of Engineering reported that the proposed subdivision does not violate the existing California Water Code because the subdivision will be connected to the public sewer system and will have only a minor incremental impact on the quality of the effluent from the Hyperion Treatment Plant.

(9) THE DESIGN OF THE SUBDIVISION AND THE PROPOSED IMPROVEMENTS WILL NOT CONFLICT WITH EASEMENTS ACQUIRED BY THE PUBLIC AT LARGE FOR ACCESS THROUGH OR USE OF PROPERTY WITHIN THE PROPOSED SUBDIVISION.

No such easements are known to exist. Needed public access for roads and utilities will be acquired by the City prior to recordation of the proposed tract.

(h) THE DESIGN OF THE PROPOSED SUBDIVISION WILL PROVIDE, TO THE EXTENT FEASIBLE, FOR FUTURE PASSIVE OR NATURAL HEATING OR COOLING OPPORTUNITIES IN THE SUBDIVISION. (REF. SECTION 66473.1)

In assessing the feasibility of passive or natural heating or cooling opportunities in the proposed subdivision design, the applicant has prepared and submitted materials which consider the local climate, contours, configuration of the parcel(s) to be subdivided and other design and improvement requirements. Providing for passive or natural heating or cooling opportunities will not result in reducing allowable densities or the percentage of a lot which may be occupied by a building or structure under applicable planning and zoning in effect at the time the tentative map was filed. VESTING TENTATIVE TRACT MAP NO. 71141-M1 PAGE 20

These findings shall apply to both the tentative and final maps for Vesting Tentative Tract Map No. 71141-M1. All other conditions of approval and mitigation measures from the previously approved VTT-71141 shall remain.

Vincent P. Bertoni, AICP Advisory Agency

Nicholas Hendricks Deputy Advisory Agency

NH:JM:CS:bk

Note: If you wish to file an appeal, it must be filed within 10 calendar days from the decision date as noted in this letter. For an appeal to be valid to the Los Angeles City Planning Commission, it must be accepted as complete by the City Planning Department and appeal fees paid, prior to expiration of the above 10-dav time limit. Such appeal must be submitted on Master Appeal Form No. CP-7769 at the Department’s Public Offices, located at:

Figueroa Plaza Marvin Braude 201 N. Figueroa St., 4th Floor Constituent Service Center Los Angeles, CA 90012 6262 Van Nuys Blvd., Room 251 213 482-7077 Van Nuys, CA 91401 818 374-5050

Forms are also available on-line at www.lacitv.org/pln.

If you seek judicial review of any decision of the City pursuant to California Code of Civil Procedure Section 1094.5, the petition for writ of mandate pursuant to that section must be filed no later than the 90th day following the date on which the City's decision became final pursuant to California Code of Civil Procedure Section 1094.6. There may be other time limits which also affect your ability to seek judicial review.

If you have any questions, please call Subdivision staff at (213) 978-1916. NOTES: NOTES CONTINUED: LEGAL DESCRIPTION: % sc LOT 1 OF TRACT NO. 71141-01. IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF PROJECT SITE 4yTvxa CONTACT INFORMATION: EXISTING CONDITIONS: CALIFORNIA, AS PER MAP RECORDED IN BOOK 1385, PAGES 86 THROUGH 94. OF MAPS, IN THE OFFICE & OF THE COUNTY RECORDER OF SAID COUNTY. o EXISTING STRUCTURES: . . .PREVIOUS EXISTING STRUCTURES REMOVED. SITE CURRENTLY UNDER OWNER. . . HANJIN INTERNATIONAL CORPORATION / CONSTRUCTION. SU8DIVIDER 444 SOUTH FLOWER STREETt SUITE 1210 LOS ANGELES, CA 90017 kh & 110. EXISTING UTILITIES: . . . UNDERGROUND UTILITIES SPECIFICALLY LISTED IN THE UTILITY INFORMATION c/ & (213) 688-7777 TABLE ARE PLOTTED ON THIS SURVEY. OTHER UNDERGROUND UTILITIES NOT A * *9 LISTED (E.G. TRAFFIC SIGNAL AND STREET LIGHTING CONDUIT, ABANDONED & & SURVEYOR/ENG INEER...... PSOMAS to IGbcES ATTN: MATTHEW ROWE LINES, ETC.) HAVE NOT BEEN PLOTTED. THE LOCATION OF THOSE PLOTTED 'tyCi 555 SOUTH FLOWER STREET, SUITE 4300 UTILITIES WERE OBTAINED FROM UTILITY MAPS AND PLANS AS LISTED UNDER & ..... ,,.. .• . THE SUBSTRUCTURE PLAN INDEX. ; - : ^ v.- A LOS ANGELES, CA. 90071 , SHEET INDEX (213) 223-1400 10 S'. PROPOSED CONDITIONS: SHEET 1 - PROJECT NOTES * GENERAL PROJECT INFORMATION: aSi SHEET 2 - EXISTING CONDITIONS AT GROUND LEVEL % SHEET 3 - PROPOSED CONDITIONS AT GROUND LEVEL THE PROJECT: THE PROJECT IS AN AIRSPACE SUBDIVISION WHICH CONSISTS OF ONE (1) PROJECT ADDRESS 900, 930 WEST WILSHIRE BOULEVARD SHEET 4 MASTER LOT, P3 THROUGH P5, P2 AND P1 LEVELS MASTER LOTS AND 12 AtRSPACE LOTS. 655, 685, 695, 699 SOUTH FIGUEROA STREET SHEET 5 - LEVELS 1, 2, 3 AND 5 THROUGH 10. 925, 935 WEST 7TH STREET SHEET 6 LEVELS 11 THROUGH 15. 16 THROUGH 29, 30 AND 31 AND ABOVE PROPOSED UTILITIES: . . . SEWAGE AND DRAINAGE WILL BE TO EXISTING CITY FACILITIES WITHIN VICINITY MAP LOS ANGELES CA, 90071 SHEET 7 ISOMETRIC VIEW WILSHIRE BOULEVARD, FIGUEROA STREET, 7TH STREET AND FRANCISCO NOT TO SCALE STREET. TO BE PROVIDED BY THE CITY OF LOS ANGELES STORM DRAIN AND APN: 5144-008-024 SEWER SYSTEMS. DISTRICT MAP: . . . . 129A209, 1305A207, 1305A209 NOTES: THOMAS BROS. GUIDE: . . .LA634-E4 LOT SIZES AND CONFIGURATIONS ARE ILLUSTRATIVE ONLY AND WILL BE FINALIZED ON THE FINAL MAP FLOOD ZONE: SUBJECT PROPERTY LIES WITHIN FLOOD ZONE *C“ (AREAS OF MINIMAL BASED ON TENTATIVE MAP CONDITIONS AND FINAL BUILDING DESIGN, RESERVING THE RIGHT TO FLOODING) AS SHOWN ON FLOOD INSURANCE RATE MAP COMMUNITY PANEL CONSOLIDATE LOTS. NO. 060137-0074C, DATED 12-2-80, AS PUBLISHED BY FEDERAL EMERGENCY MANAGEMENT AGENCY. THE SUBDIVIDER RESERVES THE RIGHT TO FILE MULTIPLE FINAL MAPS OF THIS PROJECT (PHASED FINAL UTILITY INFORMATION MAPS). PUBLIC EASEMENTS: .... THERE ARE PUBLIC EASEMENTS ON THE PROPERTY. 7 aBBR’gSS...... " .... ALL EXISTING BUILDINGS HAVE BEEN DEMOLISHED. WF 1 ft N7 HOPE St LbS ANGELEl CA WATER 213 111 N. HOPE ST. LOS ANGELES. CA AREA: . . . . BASED UPON RECORD BEARINGS AND DISTANCES AS SHOWN HEREON, I BEBEEMaEBsHl nPi |357 AjgZWft ClgrCof'ANGELESV mjEPHOHE AT&T 787-0212 A HAUL ROUTE IS REQUESTED WITH THIS MAP. as 700 S. FLOWER ST. LOS ANGELES. CA THE AREA IS: ....GAS ^ THE GAS COMftAflY.... 310) 687-2032 701 N BUiitS kD. COMPTON?CA ...... STORM DRAIN CITY OF LOB ANGElLIlS 213)..342-6012 1149 &^gOADWAY ST, LA.. C~ GROSS: 195,649 SQ. FT. « 4.49 ACRES PHASE 1 TRACT RECORDED AS TRACT NO. 71141-01, MB 1385, PAGES 86 THROUGH 94, OF MAPS. met":.... M) ,3,42-6012 114§ £ BROADV^Y St! LA.! CA FEE: 117,962 SQ. FT. » 2.71 ACRES SUBSTRUCTURE PUN INDEX IjHagBEBa ^16 WHERE "GROSS’* IS DEFINED AS THE AREA TO THE CENTERLINE OF THE LOT BREAKDOWN: aopfcd.... — S—516 129A209 NOTE: AS OF _^NE_3. _2qQ9. NOT AIL UJUTY HOLDERS ABUTTING STREET. "FEE" IS DEFINED AS THE AREA TO BE SUBDIVIDED. 129A209—A WYg-130-5^|S7 HAVE RESPONO^b T6 ^EMsTf FOR iNFOSS?ATION. LOT 1 - MASTER LOT THERE ARE NO PROTECTED TREES ON THE SUBJECT PROPERTY. LOT 2 - HOTEL The only substructure information mode available by public agencies and public utilities is their location within TREES: public rights-of-way. Therefore no on-site substructures are shown on this map. The location of on-site LOT 3 - HOTEL substructures should be determined and verified from other sources before the beginning of any excavation.

CAU. UNDERGROUND SERVICE ALERT (USA) I - 800 - 227 - 2600 USA represents many, but not necessarily ail, utility and STREET DESIGNATION: . . . WILSHIRE BOULEVARD - MODIFIED MAJOR HIGHWAY CLASS II LOT 4 - HOTEL oil companies that have underground tines within the project area. In order to avoid damage to these lines, contact USA two working days prior to digging or excavation. USA wiff assist in identifying those companies that they represent which have 7TH STREET - MODIFIED SECONDARY HIGHWAY LOT 5 - HOTEL utility lines in the area and contacting toe respective companies they represent to have those fines marked on the ground. FRANCISCO STREET LOCAL LOT 6 - OFFICE FIGUEROA STREET - MODIFIED MAJOR HIGHWAY CLASS II LOT 7 - OFFICE LOT 8 - OFFICE JURISDICTION INFORMATION: LOT 9 - RETAIL LOT 10 - RETAIL LOS ANGELES DEPT, of CITY PLANNING SUBMITTED FOR HUNG LOT 11 - PLAZA COMMUNITY PLAN: CENTRAL CITY □ TENTATIVE MAP LOT 12 - PARKING LOT 13 - PARKING COUNCIL DISTRICT: 14 SEP 1 4 2016

AREA PLANNING COMMISSION:.CENTRAL H REVISED MAP Q RNAL MAP UNIT □ TIME EXTENSION DEPUTY ADVISORY AGENCY NEIGHBORHOOD COUNCIL:. . .DOWNTOWN LOS ANGELES FILING FEE: __ DIVISION OF LAND

PLANNING AND ZONING INFORMATION:

GENERAL PLAN DESIGNATION: REGIONAL CENTER COMMERCIAL

EXISTING ZONING: .... .C2-4D-SN

PROPOSED ZONING: C2-4D-SN LEGEND

B64C . . PROPERTY / BOUNDARY LINE . . STREET R/W LINE . . CURB LINE ( FROM 1**20’ ON TO 1**200*) . . CURB LINE ( 1**10*, 1**8’, 1**16*) . . CENTER LINE . . FLOW LINE . . LOT LINE / PARCEL LINE . . EASEMENT LINE (W^WIDTH) . . CONTOUR LIfC (APPROXIMATE) . . BUILDING FOOT PRINT LINE . . OVERHANG LINE . . FENCE LINE . . GUARD RAIL . . RETAINING WALL . . CONC. BLOCK WALL . . EDGE OF ASPHALT PAVING . . CONCRETE PAVING AD H . . AREA ORAIN fiioa,.,. . . CATCH BASIN W/ACCESS HOLE . . MANHOLE (SEWER, STORM DRAIN, POWER, TELEPHONE) PP/TP *•: . . POWER POLE (P.P.) / TELEPHONE POLE (T.P.) S* , . . . . SIGN (ALL KINDS) SL o . . STREET LIGHT TS oao------o . . TRAFFIC SIGNAL TS/SL-fcwr—o . . . . TRAFFIC SIGNAL W/STREET LIGHT YL 4“...... YARD LIGHT FH' KH-, . . . FIRE HYDRANT DS • . . DOWNSPOUT FDC * . . FIRE DEPARTMENT CONNECTION PIV • . . POST INDICATOR VALVE . . DIRECTION OF WATER DRAINAGE FLOW PM • . . PARKING METER GM/WMo . . GAS / WATER METER GV/WV a . . GAS / WATER VALVE EP8/SLPB/TSPB/UPB a. . ELEC ./STREET LIGHT/TRAFFI C/UNKNOWN PULL BOX . . TREE IN WELL W/TRUNK DIAMETER PI . . PLANTER GP • . . . GUARD POST ...... APPR . . APPROACH (DRIVEWAY) BFP • . . BACKFLOW PREVENTER CO o . . CLEAN OUT Cl . . CHAUNLINK (FENCE/GATE) . . BENCHMARK 1 . . RECORD LOT / PARCEL NUMBER (too.oa*) . . RECORD DIMENSION OR BEARING IF DIFFERENT THAN MEASURED /f . . IMPROVEMENT FACE /E . . IMPROVEMENT EDGE /Ed . . IMPROVEMENT END N/E/S/W . . NORTH/EAST/SOUTH/WEST LOCATION OF IMPROVEMENT W/ RESPECT TO REFERENCE NORTH AND PROPERTY LINE. K3. . . . . ADJACENT PROPERTY OWNER [120 . . TOPOGRAPHIC SPOT ELEVATION, NO LEADER BW . . BACK OF WALK ELEVATION EC . . EDGE OF CONCRETE ELEVATION EG . . EDGE OF GUTTER ELEVATION EP . . EDGE OF PAVEMENT ELEVATION FL . . FLOW LINE ELEVATION TC . . TOP OF CURB ELEVATION TG . . TOP OF GRATE ELEVATION TW . . TOP OF WALL ELEVATION RIM . . MANHOLE RIM ELEVATION INV . . MANHOLE INVERT ELEVATION CD . . CURB DRAIN •8“ ss- . . SANI TARY SEWER (SIZE) •8" SO­ . . STORM DRAIN (SIZE) S’' w- . . WATER LINE (SIZE) •8" G- . . GAS LINE (SrZE) •8" 0- . . OIL/PETROLEUM LINE (SIZE) -E- . . ELECTRICAL LINE -C- . . COMMUNICATION LINE ^AA . . OVERHEAD UTILITY LINE(S)

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GRAPHIC SCALE GRAPHIC SCALE N02#33*21**W N02*33*21 **W SCALE: 1” = 30’ SCALE: 1" = 30’ 10.20* 10.20* A CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE TRACT MAP FOR MERGER, SUBDIVISION AND CONDOMINIUM PURPOSES: DATE G.R.G. A AUGUST 2009 oc & CITY OF L.A. SURVEY PBM STMPD *12-06474 19808* LU

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CITY OF LOS ANGELES Mm ino A VESTING TENTATIVE TRACT MAP FOR MERGER, SUBDIVISION AND CONDOMINIUM PURPOSES: oi G.R.G. A AUGUST 2009 £ & CITY OF L.A. SURVEY PBM STMPD *12-06474 19808*

RENEE DAKE WILSON USA M. WEBBER, AICP PRESIDENT DEPUTY DIRECTOR DANA M. PERLMAN VICE-PRESIDENT W (213) 978-1274 ROBERT L AHN JAN ZATORSKI DAVID H. 1. AMBROZ ERIC GARCETT! DEPUTY DIRECTOR MARIA CABILDO MAYOR (213) 978-1273 CAROLINE CHOE RICHARD KATZ JOHN W. MACK FAX: (213) 978-1275 MARTA SEGURA INFORMATION JAMES K. WILLIAMS COMMISSION EXECUTIVE ASSISTANT E www.planning.lacity.org (213) 978-1300

October 7, 2014

Thomas Properties Group, L.P. (A) John Chiappe (E) c/o Tom Paradise Psomas 515 S. Flower Street, Sixth Floor 555 S. Flower Street, Suite 4400 Los Angeles, CA 90071 Los Angeles, CA 90071 <

Hanjin International Corp. (O) Re: Vesting Tentative Tract Map No.: c/o Christopher Park VTT-71141-CN 930 Wilshire Boulevard 916, 925 & 937 West 7th Street; Los Angeles, CA 90017 655, 685, 695 and 699 Figueroa St; 900 and 930 West Wilshire Blvd. Joel Miller (R) Central City Planning Area Psomas Zone: C2-4D and C4-4D 555 S. Flower Street, Suite 4400 Council District No.: 9 Los Angeles, CA 90071 CEQANo.: ENV-2009-1577-ElR

LETTER OF COMMUNICATION

On November 5, 2010, in accordance with provisions of Section 17.03 of the Los Angeles Municipal Code, the Advisory Agency approved Vesting Tentative Tract Map No. 71141-CN composed of two master lots and 48 airspace lots, located at 916, 925 & 937 West 7th Street, 655, 685, 695, and 699 Figueroa Street, 900 & 930 West Wilshire Boulevard for a maximum 100-unit residential condominium, 560 hotel rooms and/or hotel condominiums, 1,500,000 square feet of commercial office space, and 275,000 square feet of commercial retail, restaurant, service, and amenity space as shown on revised map stamp-dated September 16, 2010 in the Central City Community Plan. The Advisory Agency indicated at that time that the final map may record in multiple phases.

The owner’s representative, Mitchell B. Menzer, has submitted a request to initiate recordation of the final map in phases. The initial phase will be comprised of the ground lot, as approved by the Advisory Agency, and will be recorded as Tentative Tract Map No. 71141-01. Case No. VTT-71141-CN Page 2

The applicant has formally withdrawn the request for merger of Francisco Street. The Advisory Agency does not object to this withdrawal; therefore Conditions Nos. 4, 6, 8, 9 and 17 of VTT-71141-CN are no longer applicable. All other conditions remain unchanged.

The owner/representative is advised that recordation of subsequent phases shall be approved in advanced by the Advisory Agency, and they must be in conformity with the scope of the approved project and conditions of approval. .

Michael J. LoGrande Advisory Agency

h

JOSE CARLOS ROMERO-NAVARRO Deputy Advisory Agency

MJL:JCRN:th DEPARTMENT OF EXECUTIVE OFFICES CITY PLANNING City of Los Angeles MICHAEL J. LOGRANDE 200 N. Spring Street, Room 525 CALIFORNIA Los ANGELES, CA 90012-4801 DIRECTOR AND (213) 978-1271 6262 Van Nuys Blvd., Suite 351 ALAN BELL, AICP Van Nuys, CA 91401 DEPUTY DIRECTOR CITY PLANNING COMMISSION s (213) 978-1272 RENEE DAKE WILSON I LISA M. WEBBER, AICP PRESIDENT DEPUTY DIRECTOR DANA M. PERLMAN VICE-PRESIDENT (213) 978-1274

ROBERT L. AHN EVA YUAN-MCDANIEL DAVID H. J. AMBROZ ERIC GARCETTI DEPUTY DIRECTOR MARIA CABILDO MAYOR (213) 978-1273 CAROLINE CHOE FAX: (213) 978-1275 RICHARD KATZ JOHN W. MACK MARTA SEGURA INFORMATION www.planning.Iacity.org JAMES K. WILLIAMS COMMISSION EXECUTIVE ASSISTANT H (213) 978-1300

Date: February 19, 2014

Jeanet Owens (A) RE: Vesting Tentative Tract No. 71141-CN Martin Project Management Project Address: 916, 925, & 937 West 7th Street; 444 S. Flower St., Suite 1210 655, 685, 695, & 699 Figueroa Street; 900 & Los Angeles, CA 90071 930 West Wilshire Boulevard Planning Area: Central City Council District: 9 S. Chris Park (O) 444 S. Flower St., Suite 1201 Los Angeles, CA 90071

Suzzi Grigoryan (R) Burnham Nationwide EXTENSION OF TIME 515 S. flower St., Suite 3600 Los Angeles, CA 90071

On November 5, 2010, the Advisory Agency conditionally approved this Vesting Tentative Tract Map in accordance with the provisions of Section 66452.6(e), Article 2, Chapter 3 of the Government Code, and Section 17.07 or 17.56-A of the Los Angeles Municipal Code, with the original 3-year term ending on November 5, 2013. The Advisory Agency hereby grants the Chapter 1 Ordinance No. 180,647 Time Extension, to allow an additional 6 year to November 5, 2019 from the original grant term decision date to record of the final map for Vesting Tract No. 71141-CN located at 916, 925, & 937 West 7th Street; 655, 685, 695, & 699 Figueroa Street; 900 & 930 West Wilshire Boulevard in the Central City Community Plan.

Pursuant to AB 208, all maps are automatically granted an additional two years as long as those maps were still valid as of July 15, 2011 and will expire before January 1, 2014

Pursuant to AB 116, all maps are automatically granted an additional two years as long as those maps were approved after January 1, 2000 and have not expired before July 11, 2013.

Therefore, the new expiration date for the subject vesting tract map is November 5, 2023 to record a final map.

Michael J. LoGrande Director of Planning

Herman Van Buren City Planner

HVB:SK:gdc DEPARTMENT OF EXECUTIVE OFFICES CITY PLANNING City of Los Angeles 200 N. Spring Street,' Room 525 MICHAEL j. LOGRANDE LOS ANcaES, CA 90012-4801 CALIFORNIA DIRECTOR AND (213) 978-1271 6262 Van Nuys Blvd., Sunt 351 Van Nuys, CA 91401 ALAN BELL, AICP DEPUTY DIRECTOR CITY PLANNING COMMISSION (213) 978-1272 WILLIAM ROSCHEN VINCENT P. BERTONI, AICP PRESIDENT DEPUTY DIRECTOR REGINA M. FREER VICE-PRESIDENT 1213) 978-1274 SEAN O. BURTON EVA YUAN-MCDANIEL DIEGO CARDOSO © DEPUTYD1RECTOR MATT EPSTEIN (213) 978-1273 BARBARA ROMERO Antonio R. Villaraigosa MAYOR MICHAEL K. WOO FAX: (213) 978-1275 VACANT VACANT INFORMATION JAMES WILLIAMS www.planning.lacrty.org COMMISSION EXECUTIVE ASSISTANT (213) 978-1300

Date: January 25, 2011

Thomas Properties Group, L.P. (A) RE: Vesting Tract Map No.: 71141-CN c/o Tom Paradise Address: 916, 925 & 937 West 7th Street; 655, 515 South Flower Street, Sixth Floor 685, 695 and 699 Figueroa Street; 900 and Los Angeles, CA 90071 930 West Wilshire Boulevard

Hanjin International Corp. (O) LETTER OF CORRECTION c/o Christopher Park 930 Wilshire Boulevard Los Angeles, CA 90017

Joel Miller (R) Psomas 555 South Flower Street, Suite 4400 Los Angeles, CA 90071

On November 5, 2010, In accordance with provisions of Section 17.03 of the Los Angeles Municipal Code (LAMC), the Advisory Agency approved Vesting Tentative Tract Map No. 71141-CN located at 916, 925 & 937 West 7th Street; 655, 685, 695 and 699 Figueroa Street; 900 and 930 West Wilshire Boulevard for a maximum 100-unit residential condominium. 560 (mtolJQOina and/or.hotetxnndominiiuns. 1.500 non square feet ofxiommerciaL office jspace. and 275,000 square feet of^ggjmerc ial retail restaurggt, servigg, and amggj£{ space. as shown on map stamp"3Sea S^pfemBerTS, 201 {STn”fne Central City Community Plan. On January 10, 2011, the applicant’s representative requested Condition Nos. 1, 20d and 20e be corrected to reflect the tract map submitted and approved.

Condition No. 1. to be corrected as follows:

BUREAU OF ENGINEERING - SPECIFIC CONDITIONS

1. That 20-foot radius property line returns be dedicated at the intersections of both Wilshire Boulevard and Figueroa Street and 7th Street with and Figueroa Street .and Franci-sco-St-reet adjoining the tract all from the proposed sidewalk surface to a height of 20 feet thereabove. VESTING TENTATIVE TRACT MAP NO. 71141-CN PAGE 2

Condition Nos. 20d and 20e to be corrected as follows

DEPARTMENT OF BUILDING AND SAFETY, ZONING DIVISION

20. d. Show all street dedications as required by Bureau of Engineering and provide net lot area after all dedication. "Area" requirements shall be rechecked as per net lot area after street dedication. This limitation on the maximum floor area shall be superseded in the event the City adopts an ordinance which re-defines the term “building buildable area” for the subject site.

e. The submitted Map does not comply with D Condition for the lot. Show compliance with the maximum total floor area allowed (including commercial uses, residential uses, and accessory uses) in all the buildings on a lot as stated in the D Condition. Total floor area of all the building on Master Lot 1 shall not exceed 6 times the buildable area of Master Lot 1 (or 13 times if the transfer of floor area rights request is approved). Revise the Map to show compliance with the above requirement or obtain approval from the Department of City Planning. Indicate the total allowable and actual floor area for each master lot on the title sheet. This limitation on the maximum floor area shall be superseded in the event the City adopts an ordinance which re-defines the term “building buildable area” for the subject site.

AN other conditions remain unchanged.

Michael LoGrande Advisory Agency

JIM TOKUNAGA// Deputy Advisory Agency

ML:JT:HC;jq DEPARTMENT OF EXECUTIVE OFFICES CITY PLANNING City of Los Angeles MICHAEL J. LOGRANDE 200 N. Spring Street, Room 525 CALIFORNIA LosANGaES, CA 90012-4801 DIRECTOR AND (213) 978-1271 6262 Van Nuys Blvd., Suite 351 ALAN BELL, AICP Van Nuys, CA 91401 y__v & ACTING DEPUTY DIRECTOR VT (213) 978-1272 CITY PLANNING COMMISSION . WILLIAM ROSCHEN VINCENT P. BERTONI, AICP PRESIDENT DEPUTY DIRECTOR REGINA M. FREER ip; (213) 978-1274 VICE-PRESIDENT & ffljpEU, \» SEAN O. BURTON EVA YUAN-MCDANIEL DIEGO CARDOSO DEPUTY DIRECTOR MATT EPSTEIN (213) 978-1273 FR. SPENCER T. KEZIOS ANTONIO R. VILLARAIGOSA MAYOR YOLANDA OROZCO FAX: (213) 978-1275 BARBARA ROMERO MICHAEL K. WOO INFORMATION (213) 978-1270 JAMES WILLIAMS COMMISSION EXECUTIVE ASSISTANT www.planning.lacity.org (213) 978-1300

Decision Date: November 5, 2010

Appeal Period Ends: November 15, 2010

Thomas Properties Group, L.P. (A) John Chiappe (E) c/o Tom Paradise Psomas 515 South Flower Street, Sixth Floor 555 South Flower Street, Suite 4400 Los Angeles, CA 90071 Los Angeles, CA 90071

Hanjin International Corp. (O) RE: Vesting Tentative Tract Map No.: 71141-CN c/o Christopher Park Address: 916, 925 & 937 West 7th Street; 655, 930 Wilshire Boulevard 685, 695 and 699 Figueroa Street; 900 and Los Angeles, CA 90017 930 West Wilshire Boulevard Community Plan: Central City Joel Miller (R) Zone: C2-4D and C4-4D Psomas Council District: 9 555 South Flower Street, Suite 4400 CEQA No.: ENV-2009-1577-EIR Los Angeles, CA 90071

In accordance with provisions of Los Angeles Municipal Code (LAMC) Section 17.03 of the, the Advisory Agency approved Vesting Tentative Tract Map No. 71141-CN composed of two master lots and 48 airspace lots, located at 916, 925 & 937 West 7th Street, 655, 685, 695, and 699 Figueroa Street, 900 & 930 West Wilshire Boulevard for a maximum 100-unit residential condominium, 560 hotel rooms and/or hotel condominiums, 1,500,000 square feet of commercial office space, and 275,000 square feet of commercial retail, restaurant, service, and amenity space as shown on revised map stamp-dated September 16, 2010 in the Central City Community Plan. The final map may recorded in multiple phases. This unit density is based on the C2 and C4 Zones. (The subdivider is hereby advised that the LAMC may not permit this maximum approved density. Therefore, verification should be obtained from the Department of Building and Safety, which will legally interpret the Zoning code as it applies to this particular property.) For an appointment with the Advisory Agency or a City Planner call (213) 473-9984. The Advisory Agency’s approval is subject to the following conditions:

NOTE on clearing conditions: When two or more agencies must clear a condition, subdivider should follow the sequence indicated in the condition. For the benefit of the applicant, subdivider shall maintain record of all conditions cleared, including all material supporting clearances and be prepared to present copies of the clearances to each reviewing agency as may be required by its staff at the time of its review. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 2

BUREAU OF ENGINEERING - SPECIFIC CONDITIONS

1. That 20-foot radius property line returns be dedicated at the intersections of Wilshire Boulevard and 7th Street with Figueroa Street and Francisco Street adjoining the tract all from the proposed sidewalk surface to a height of 20 feet thereabove.

2. That an average 3-foot wide public sidewalk easement be provided along Figueroa Street from the proposed sidewalk surface to 40 feet thereabove.

3. That the subdivider make a request to the Central District Office of the Bureau of Engineering to determine the capacity of existing sewers in this area.

4. That portions of Francisco Street 60-foot and variable width below a depth of 10 feet below the existing street surface substantially as shown on the revised map stamp dated September 16, 2010 be permitted to be merged with the remainder of the tract pursuant to Section 66499.20-1/2 of the State Government Code, and in addition, the following conditions be executed by the applicant and administered by the City Engineer:

a. That consents to the street being merged and waivers of any damages that may accrue as a result of such mergers be obtained from all property owners based on an appropriate title report who might have certain rights in the area being merged.

b. That satisfactory arrangements be made with all public utility agencies maintaining existing facilities within the area being merged.

Note: The Advisory Agency hereby finds that the dedications to be merged are unnecessary for present or prospective public purposes and all owners of the interest in the real property within the subdivision have or will have consented to the merger prior to the recordation of the final map.

5. That the existing future street easements adjoining Wilshire Boulevard, Figueroa street, 7th Street, and Francisco Street and the existing sidewalk easement adjoining Figueroa Street all substantially as shown on the revised map stamp dated September 16, 2010 be permitted to be merged with the remainder of the tract pursuant to Section 66499.20-1/2 of the State Government Code, and in addition, the following conditions be executed by the applicant and administered by the City Engineer:

a. That consents to the street being merged and waivers of any damages that may accrue as a result of such mergers be obtained from all property owners based on an appropriate title report who might have certain rights in the area being merged.

b. That satisfactory arrangements be made with all public utility agencies maintaining existing facilities within the area being merged.

Note: The Advisory Agency hereby finds that the dedications to be merged are unnecessary for present or prospective public purposes and all owners of the interest in the real property within the subdivision have or will have consented to the merger prior to the recordation of the final map. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 3

6. That written consent from the owners of Lot 1, Tract 25510 and Lot 7, Nichols Additional to West Los Angeles be obtained for the merger of the subsurface portion of Francisco Street.

7. That any surcharge fee in conjunction with the street merger requests be paid.

8. That confirmation be obtained and submitted to the Central District Office of the Bureau of Engineering from all public utility agencies that might have certain rights in the area being merged below Francisco Street that there are no planned uses in the area that will conflict with such merger.

9. That a conceptual study showing the methods of supporting and maintaining the existing and proposed utilities within the area below the finished grade of Francisco Street Avenue be submitted to the B-Permit Section of the Central District Office of the Bureau of Engineering for review prior to the recordation of the final map.

10. That a Covenant and Agreement be recorded satisfactory to the City Engineer binding the subdivider and all successors to the following:

a) That the owners shall be required to maintain all elements of the structure below the limited street right-of-way adjoining the subdivision in a safe and usable condition to the satisfaction of the City Engineer. The City shall be given reasonable access to the structure and adjacent to the limited street and alley rights-of-way areas for any necessary inspection, upon request during normal business hours. The City may request the owners to repair or replace damaged, defective or unsafe structural elements or to correct unacceptable conditions at the owner’s expense if owner elects not to do so. Owner shall grant reasonable access to City’s contractor to make said repairs.

b) The owners shall be required to limit use and occupancy the structures below the limited street right-of-way for utility vaults and customary use of the operation of the parking structure. No combustible material shall be stored in the limited dedication area.

c) The owners shall obtain a B-Permit from the City Engineer for any substantial structural modification below the street right-of-way area for any structural modification areas and for any structural element outside said areas which provides lateral or vertical support to structures within the areas.

11. That the subdivider execute and record an agreement satisfactory to the City Engineer to waive any right to make or prosecute any claims or demands against the City for any damage that may occur to the structures underneath the limited easements of the street in connection with the use and maintenance operations within said street easement. This waiver of damage shall also be shown on the final map.

12. That the petitioners record a covenant and agreement to run with the land pertaining to the limited street dedication areas over existing street areas to include the following: VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 4

a) That the owners be required to maintain the supports above the limited street dedication areas for safety and usability to the satisfaction of the City Engineer. An annual fee of $0.10 per plan square foot (with automatic annual escalation proportioned to the cost of Living index) shall be paid to the City Engineer for the purposes of City inspection of the facilities. The City shall be given reasonable access to the structure within and adjacent to the limited dedication areas for this purpose upon request during normal business hours. The City may request the owner to repair or replace damaged, defective or unsafe structural elements or to correct unacceptable conditions at the owner’s expense. The City may make such repairs at the owner’s expense if the owner elects not to do so or does not respond within a reasonable time. Owners shall grant reasonable access to the City’s contractor to make said repairs.

b) No storage of combustibles will be allowed in the structure above the limited street dedication areas.

13. That the following conditions regarding the limited dedication areas be complied with satisfactory to the City Engineer.

a) That the owners obtain approval of the City Engineer for any substantial structural modification within the street areas of and for any structural element outside the limited dedication area which provides lateral or vertical support to the structures within the area.

b) That plans of structural details shown on standard size City sheets and structural calculations both signed by a Civil or Structural Engineer registered in the State of California, be submitted to the Structural Engineering Division of the Bureau of Engineering for review and approval.

c) That a Class "B" permit be obtained from the Bureau of Engineering and that a deposit be made with said Bureau sufficient to cover the City’s cost for plan checking, construction inspection, and incidental costs relative thereto.

d) That a building permit from the Department of Building and Safety be obtained for the construction of the portion of the structure located within the private property.

e) That the owners provide and maintain a policy of general liability insurance in an amount not less than $2,000,000.00 combined single limit per occurrence. Evidence of such insurance shall be on the City’s General Liability Special Endorsement form or other form acceptable to the City Attorney and shall provide coverage for premises/operations and contractual liability.

f) That a Waiver of Damages agreement and an Indemnification Agreement Covenant to run with the land be executed by the owners and submitted to the Bureau of Engineering for approval, and subsequently be recorded relieving the City of any liability arising from the construction, maintenance and use of the proposed limited dedication areas. This waiver and indemnity statement shall be also included in the final map. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 5

14. That two copies of a parking area and driveway plan be submitted to the Central District Office of the Bureau of Engineering for review and approval or that a Covenant and Agreement be recorded agreeing to do the same prior to the issuance of a building permit.

15. That a set of drawings for airspace lots be submitted to the City Engineer showing the followings:

a. Plan view at different elevations. b. Isometric views. c. Elevation views. d. Section cuts at all locations where air space lot boundaries change.

16. That the owners of the property record an agreement satisfactory to the City Engineer stating that they will grant the necessary private easements for ingress and egress purposes to serve proposed airspace lots to use upon the sale of the respective lots and they will maintain the private easements free and clear of obstructions and in safe conditions for use at all times.

17. That a revised map be submitted showing the exact elevations and dimensions of the merger areas. This revised map shall be used as reference for the final map checking.

18. That any fee deficits under Work Order Nos. EXT00428 and E1907332 expediting this project be paid.

DEPARTMENT OF BUILDING AND SAFETY, GRADING DIVISION

19. Prior to issuance of a grading or building permit, or prior to recordation of the final map, the subdivider shall make suitable arrangements to assure compliance, satisfactory to the Department of Building and Safety, Grading Division, with all the requirements and conditions contained in Inter-Departmental Letter dated December 10, 2009, Log No. 69153 and attached to the case file for Tract No. 71141.

DEPARTMENT OF BUILDING AND SAFETY, ZONING DIVISION

20. Prior to recordation of the final map, the Department of Building and Safety, Zoning Division shall certify that no Building or Zoning Code violations exist on the subject site. In addition, the following items shall be satisfied:

a. Obtain permits for the demolition or removal of all existing structures on the site. Provide copies of the demolition permits and signed inspection cards to show completion of the demolition work.

b. Provide a copy of affidavit AFF-4326, AFF-35020, arid AFF-60497. Show compliance with all the conditions/requirements of the above affidavits as applicable. Termination of above affidavits may be required after the Map has been recorded. Obtain approval from the Department, on the termination form, prior to recording. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 6

c. Provide a copy of CPC case CPC-2009-3416-TDR-CUB-CU-CU W-ZV- SN-DA-ZAD-SPR-GB. Show compliance with all the conditions/requirements of the CPC case as applicable.

d. Show all street dedications as required by Bureau of Engineering and provide net lot area after all dedication. "Area" requirements shall be re­ checked as per net lot area after street dedication. This limitation on the maximum floor area shall be superseded in the event the City adopts an ordinance which re-defines the term “building area” for the subject site.

e. The submitted Map does not comply with D Condition for the lot. Show compliance with the maximum total floor area allowed (including commercial uses, residential uses, and accessory uses) in all the buildings on a lot as stated in the D Condition. Total floor area of all the building on Master Lot 1 shall not exceed 6 times the buildable area of Master Lot 1(or 13 times if the transfer of floor area rights request is approved). Revise the Map to show compliance with the above requirement or obtain approval from the Department of City Planning, Indicate the total allowable and actual floor area for each master lot on the title sheet. This limitation on the maximum floor area shall be superseded in the event the City adopts an ordinance which re-defines the term “building area” for the subject site.

f. The submitted plot plan is not complete. Indicate the total floor area (commercial, residential, and accessory uses) being proposed and the number of stories and height of the building on the site.

h. Record a Covenant and Agreement to treat the buildings and structures located in an Air Space Subdivision as if they were within a single lot.

Notes:

Each Air Space lot shall have access to a street by one or more easements or other entitlements to use in a form satisfactory to the Advisory Agency and the City Engineer.

The submitted Map may not comply with the number of parking spaces required by Section 12.21 A 4 (a) based on number of habitable rooms in each unit. If there are insufficient number of parking spaces, obtain approval from the Department of City Planning.

The proposed building plans have not been checked for and shall comply with Building and Zoning Code requirements. Any vested approvals for parking layouts, open space, required yards or building height, shall be "to the satisfaction of the Department of Building and Safety at the time of Plan Check." Zoning requirements shall be subjected to the Zoning Code that is in effect on the date the Tract is approved.

If the proposed development does not comply with the current Zoning Code, all zoning violations shall be indicated on the Map. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 7

An appointment is required for the issuance of a clearance letter from the Department of Building and Safety. The applicant is asked to contact Laura Duong at (213) 482-0434 to schedule an appointment

DEPARTMENT OF TRANSPORTATION

21. Prior to recordation of the final map, satisfactory arrangements shall be made with the Department of Transportation to assure:

a. A minimum of 60-foot and 40-foot reservoir space(s) be provided between any ingress security gate(s) and the property line when driveway is serving more than 300 and 100 parking spaces respectively.

b. Parking stalls shall be designed so that a vehicle is not required to back into or out of any public street or sidewalk (not applicable when driveways serve not more than two dwelling units and where the driveway access is to a street other than a major or secondary highway), LAMC 12.21 A. (MM)

c. Project shall comply with mitigation measures as described on DOT Case No. CEN 09-5080, dated April 20, 2010.

d. A parking area and driveway plan be submitted to the Citywide Planning Coordination Section of the Department of Transportation for approval prior to submittal of building permit plans for plan check by the Department of Building and Safety. Transportation approvals are conducted at 201 N. Figueroa Street Suite 400, Station 3. For an appointment, call (213) 482­ 7024.

An appointment is required for the issuance of a clearance letter from the Department of Transportation. The applicant is asked to contact Taimour Tanavoli at (213) 482-7024 to schedule an appointment.

FIRE DEPARTMENT

22. Prior to the recordation of the final map, a suitable arrangement shall be made satisfactory to the Fire Department, binding the subdivider and all successors to the following: (MM)

a. Where above ground floors are used for residential purposes, the access requirement shall be interpreted as being the horizontal travel distance from the street, driveway, alley or designated fire lane to the main entrance of individual units.

b. The entrance or exit of all ground dwelling units shall not be more than 150 feet from the edge of a roadway of an improved street, access road or designated fire lane.

c. Access for Fire Department apparatus and personnel to and into all structures shall be required. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 8

d. Any required fire hydrants to be installed shall be fully operational and accepted by the Fire Department prior to any building construction.

e. No building or portion of a building shall be constructed more than 300 feet from an approved fire hydrant. Distance shall be computed along path of travel.

f. Where rescue window access is required, provide conditions and improvements necessary to meet accessibility standards as determined by the Los Angeles Fire Department.

9- Building designs for multi-storied residential buildings shall incorporate at least one access stairwell off the main lobby of the building; but, in no case greater than 150 feet horizontal travel distance from the edge of the public street, private street or fire lane. This stairwell shall extend unto the roof.

h. Entrance to the main lobby shall be located off the address side of the building.

i. Any required Fire Annunciator panel or Fire Control Room shall be located within 50 feet visual line of site of the main entrance stairwell or to the satisfaction of the Fire Department.

J- Site plans shall include all overhead utility lines adjacent to the site.

k. Any roof elevation changes in excess of three feet may require the installation of ships ladders.

Notes:The applicant is further advised that all subsequent contact regarding these conditions must be with the Hydrant and Access Unit. This would include clarification, verification of condition compliance and plans or building permit applications, etc., and shall be accomplished BY APPOINTMENT ONLY. in order to assure that you receive service with a minimum amount of waiting please call (213) 482-6509. You should advise any consultant representing you of this requirement as well.

DEPARTMENT OF WATER AND POWER

23. Satisfactory arrangements shall be made with the Los Angeles Department of Water and Power (LADWP) for compliance with LADWP’s Water System Rules and requirements. Upon compliance with these conditions and requirements, LADWP’s Water Services Organization will forward the necessary clearances to the Bureau of Engineering. (This condition shall be deemed cleared at the time the City Engineer clears Condition No. S-1 .(c).) VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 9

BUREAU OF STREET LIGHTING

24. If new street light(s) are required, then prior to the recordation of the final map or issuance of the Certificate of Occupancy (C of O), street lighting improvement plans shall be submitted for review and the owner shall provide a good faith effort via a ballot process for the formation or annexation of the property within the boundary of the development into a Street Lighting Maintenance Assessment District.

BUREAU OF SANITATION

25. Satisfactory arrangements shall be made with the Bureau of Sanitation, Wastewater Collection Systems Division for compliance with its sewer system review and requirements. Upon compliance with its conditions and requirements, the Bureau of Sanitation, Wastewater Collection Systems Division will forward the necessary clearances to the Bureau of Engineering. (This condition shall be deemed cleared at the time the City Engineer clears Condition No. S-1.(d).)

INFORMATION TECHNOLOGY AGENCY

26. That satisfactory arrangements be made in accordance with the requirements of the Information Technology Agency to assure that cable television facilities will be installed in the same manner as other required improvements. Refer to the LAMC Section 17.05-N. Written evidence of such arrangements must be th submitted to the Information Technology Agency, 200 North Main Street, 12 Floor, Los Angeles, CA 90012, (213) 922-8363.

DEPARTMENT OF RECREATION AND PARKS

27. That the Quimby fee be based on the C2 and C4 Zones for the residential dwelling units (MM).

URBAN FORESTRY DIVISION AND THE DEPARTMENT OF CITY PLANNING

28. Prior to the issuance of a grading permit, a plot plan prepared by a reputable tree expert, indicating the location, size, type, and condition of all existing trees on the site shall be submitted for approval by the Department of City Planning. All trees in the public right-of-way shall be provided per the current Urban Forestry Division standards.

Replacement by a minimum of 24-inch box trees in the parkway and on the site of the four trees to be removed, shall be required for the unavoidable loss of desirable trees on the site, and to the satisfaction of the Advisory Agency. (MM)

Note: Removal of all trees in the public right-of-way shall require approval of the Board of Public Works. Contact: Urban Forestry Division at: (213) 485-5675. Failure to comply with this condition as written shall require the filing of a modification to this tract map in order to clear the condition. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 10

29. Prior to the issuance of a grading permit, the subdivider shall record and execute a Covenant and Agreement (Planning Department General Form CP-6770), binding the subdivider of exporting of approximately 420,000 cubic yards of soil, a total of 320 trips per day for a duration of 183 days, in addition to the following haul route conditions: (MM)

a. Streets to be used shall be limited to Figueroa Street, 5th Street, and Wilshire Boulevard.

b. Flauling hours of operation shall be from 6:00 a.m. to 8:00 p.m. Monday through Friday and 6:00 a.m. to 6:00 p.m. on Saturday. Trucks shall not arrive at the construction site before the prescribed start time.

c. Trucks shall be restricted to 10-wheel dump trucks or smaller.

d. All staging shall be on-site. Alternatively, an off-site location shall be selected and trucks radioed into site.

e. The Traffic Bureau of the Los Angeles Police Department shall be notified prior to the start of hauling (213.485.3106).

f. Streets shall be cleaned of spilled materials at the termination of each work day.

9- The Final approved haul routes and all the conditions of approval shall be available on the job site at all times.

h. The owner or contractor shall keep the construction area sufficiently dampened to control dust caused by grading and hauling, and at all times provide reasonable control of dust caused by wind.

i. Flauling and grading equipment shall be kept in good operating condition and muffled as required by law.

J- All loads shall be secured by trimming, watering or other appropriate means to prevent spillage and dust.

k. All trucks are to be watered at the job site to prevent excessive blowing dirt.

All trucks are to be cleaned of loose earth at the job site to prevent spilling. Any material spilled on the public street shall be removed by the contractor.

m. The applicant shall be in conformance with the State of California, Department of Transportation, policy regarding movements of reducible loads.

n. All regulations set forth in the State of California Department of Motor Vehicles pertaining to the hauling of earth shall be complied with. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 11

o. “Truck Crossing” warning signs shall be placed 300 feet in advance of the exit in each direction.

P- One flag person(s) shall be required at the job and dump sites to assist the trucks in and out of the project area. Flag person(s) and warning signs shall be in compliance with Part II of the 1985 Edition of “Work Area Traffic Control Handbook.”

q- The City of Los Angeles, Department of Transportation, telephone 213.485.2298, shall be notified 72 hours prior to beginning operations in order to have temporary “No Parking” signs posted along the route.

r. Any desire to change the prescribed routes must be approved by the concerned governmental agencies by contacting the Street Use Inspection Division at 213.485.3711 before the change takes place.

s. The permittee shall notify the Street Use Inspection Division, 213.485.3711, at least 72 hours prior to the beginning of hauling operations and shall also notify the Division immediately upon completion of hauling operations.

t. A surety bond shall be posted in an amount satisfactory to the City Engineer for maintenance of haul route streets. The forms for the bond will be issued by the Central District Engineering Office, 201 N. Figueroa Street, Room 770, Los Angeles, CA 90012. Further information regarding the bpnd may be obtained by calling 213. 977.6039.

DEPARTMENT OF CITY PLANNING-SITE SPECIFIC CONDITIONS

30. Prior to the recordation of the final map, the subdivider shall prepare and execute a Covenant and Agreement (Planning Department General Form CP-6770) in a manner satisfactory to the Planning Department, binding the subdivider and all successors to the following:

a. Limit the proposed development to a maximum 100 residential condominium units, 560 hotel rooms and/or hotel condominium units, 1,500,000 square feet of office space, and 275,000 square feet of amenity areas including retail and restaurant use, and other ancillary hotel, residential, and office uses.

b. Dwelling units. Provide a minimum one parking space for each dwelling unit, except where there are more than six dwelling units of more than three habitable rooms per unit on any lot, the ratio of parking spaces required for all of such units shall be at least one and one-quarter parking spaces for each dwelling unit of more than three habitable rooms.

Hotel Guest Rooms and Condominiums. One space for each two individual guest rooms or suites of rooms for the first 20, one additional parking space for each four guest rooms or suites of rooms in excess of 20 but not exceeding 40, and one additional parking space for each six guest rooms or suites of rooms in excess of 40. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 12

Commercial. Provide a minimum one parking space for each 1,000 square feet of floor area in said building exclusive of floor areas used for automobile parking space, for basement storage, or for rooms housing mechanical equipment incidental to the operation of the building.

In addition, prior to issuance of a building permit, a parking plan showing off-street parking spaces, as required by the Advisory Agency, be submitted for review and approval by the Department of City Planning (200 North Spring Street, Room 750).

Note: Pursuant to LAMC Section 12.24-X.20, the applicant has filed for a Zoning Administrator’s Determination to permit shared parking for between hotel, office and other non-residential uses, and residential guest spaces within the project site. In the event the Zoning Administrator or City Planning Commission approves this request, project parking for the subject tract map shall be in conformance the parking requirements granted in CPC-2009-3416-TDR-CUB-CU-CUW-ZV-SN-DA-ZAD-SPR- GB.

c. That a solar access report shall be submitted to the satisfaction of the Advisory Agency prior to obtaining a grading permit.

d. That the subdivider considers the use of natural gas and/or solar energy and consults with the Department of Water and Power and Southern California Gas Company regarding feasible energy conservation measures.

e. Recycling bins shall be provided at appropriate locations to promote recycling of paper, metal, glass, and other recyclable material (MM).

f. The applicant shall install shielded lighting to reduce any potential illumination affecting adjacent properties.

31. Prior to the clearance of any tract map conditions, the applicant shall show proof that all fees have been paid to the Department of City Planning, Expedited Processing Section.

32. Prior to the issuance of the building permit or the recordation of the final map, a copy of the letter of decision for CPC-2009-3416-TDR-CUB-CU-CUW-ZV-SN- DA-ZAD-SPR-GB shall be submitted to the satisfaction of the Advisory Agency. In the event that CPC-2009-3416-TDR-CUB-CU-CUW-ZV-SN-DA-ZAD-SPR-GB is not approved, the subdivider shall submit a tract modification.

33. Indemnification. The applicant shall defend, indemnify and hold harmless the City, its agents, officers, or employees from any claim, action, or proceeding against the City or its agents, officers, or employees to attack, set aside, void or annul this approval which action is brought within the applicable limitation period. The City shall promptly notify the applicant of any claim, action, or proceeding and the City shall cooperate fully in the defense. If the City fails to promptly notify the applicant of any claim action or proceeding, or if the City fails to cooperate fully in the defense, the applicant shall not thereafter be responsible to defend, indemnify, or hold harmless the City. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 13

DEPARTMENT OF CITY PLANNING-ENVIRONMENTAL MITIGATION MEASURES

34. Prior to recordation of the final map the subdivider shall prepare and execute a Covenant and Agreement (Planning Department General Form CP-6770) in a manner satisfactory to the Planning Department requiring the subdivider to identify mitigation monitors who shall provide periodic status reports on the implementation of mitigation items required by Mitigation Condition Nos. 22, 27, 28, 29, 30e, 35, and 36 of the Tract’s approval satisfactory to the Advisory Agency. The mitigation monitors shall be identified as to their areas of responsibility, and phase of intervention (pre-construction, construction, post­ construction/maintenance) to ensure continued implementation of the above mentioned mitigation items.

35. Prior to the recordation of the final map, the subdivider shall prepare and execute a Covenant and Agreement (Planning Department General Form CP-6770) in a manner satisfactory to the Planning Department, binding the subdivider and all successors to the following:

MM-1 Any sign that includes an electronic display shall be reviewed by the Director in consultation with Los Angeles Department of Transportation (LADOT) prior to issuance of a building permit.

MM-2 Building coverage of the site between the heights of zero feet and 170 feet shall be no more than 85 percent of the site area. The plaza shall be included in the area not considered building coverage.

MM-3 Building coverage above a height of 170 feet shall be no more than 55 percent of the site area.

MM-4 Building separation above a height of 170 feet shall be a minimum of 40 feet if buildings are generally separated in a diagonal manner.

MM-5 Building separation above a height of 170 feet shall be a minimum of 80 feet for buildings whose parallel facades face directly into one another.

MM-6 No building shall have a footprint above a height of 170 feet of greater than 30,000 square feet.

MM-7 The outdoor plaza shall be no smaller than one-quarter acre and shall be generally oriented toward the intersection of Figueroa Street and 7th Street.

MM-8 There shall be, at a minimum, one pedestrian connection from Figueroa Street and 7th Street to the outdoor plaza.

MM-9 Within the outdoor plaza, at least 30 percent of the area shall be landscaped or included in a water feature, as distinct from hardscape area. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 14

MM-10 Within the outdoor plaza, the water feature shall be a minimum size of 500 square feet.

MM-11 On each of the four frontages of the property, the following minimum proportions of the building facades, from sidewalk grade to twenty feet above, shall be transparent (i.e., openings or glass) rather than opaque:

1. Figueroa Street 50 percent 2. 7th Street 50 percent 3. Wilshire Boulevard 50 percent 4. Francisco Street 25 percent

MM-12 There shall be at least one building constructed above a height of 170 feet on the site.

MM-13 No building above a height of 170 feet shall have any facade longer than 300 feet in length.

MM-14 Access points and site circulation shall be maintained in general conformance with the Conceptual Plan for the Project.

MM-15 As part of the regional bus transit system improvements, the Applicant or its successor shall provide a fixed fee contribution of $650,000 to LADOT for the purchase of one additional Downtown Area Shuttle (DASFI) hybrid bus to be operated and maintained by LADOT. The additional bus shall have a seated capacity of 25 and a standing capacity of 30 to supplement the bus service along this route.

MM-16 As part of the Project’s transit system connectivity improvements, the Applicant or its successor shall provide a financial contribution of $500,000 to the “First Mile Last Mile Connectivity” demonstration program. As part of the demonstration program, the Project shall reserve 300 square feet of rent-free space on the Project Site to implement a new integrated mobility hub open to the public and reserve up to 10 parking spaces for the electric vehicles in the Project’s subterranean parking garage in order to improve the connectivity for patrons of the transit service at the 7th Street/Metro Center station. The rent-free space and the parking spaces shall be provided for up to a total of three years.

MM-17 As part of the Project’s transportation improvement program, the Applicant or its successor shall provide a financial contribution of $925,000 towards the Express Park project.

MM-18 As part of the Project’s bicycle, pedestrian, and vehicle safety improvements, the Applicant or its successor shall design and construct all sidewalks and pedestrian access ways to allow for easy pedestrian flow. Caution signs for bicyclists, pedestrians, and drivers shall be installed near driveways and access points. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 15

MM-19 As part of the Project’s freeway segment improvements, the Applicant or its successor shall provide a fixed fee financial contribution to California Department of Transportation (Caltrans) in the amount of $1,950,100 toward the proposed improvement to the Caltrans improvement project. In consultation with Caltrans, the fixed fee contribution was determined by applying Caltrans fair share calculations generally used to calculate mitigation measures.

MM-20 Prior to issuance of a Certificate of Occupancy, the Applicant or its successor shall prepare and implement a TDM program to the satisfaction of LADOT to reduce traffic impacts of the Project encouraging Project employees, residents, and patrons to reduce vehicular traffic on the street and freeway system during the most congested time periods of the day and reduce parking demand so that the parking supply is sufficient. The TDM program may include implementation of several TDM strategies including, but not limited to, the following:

• Flexible work schedules and telecommuting programs • Alternative work schedules • Pedestrian-friendly environment • Bicycle amenities (bicycle racks, lockers, showers etc.) • Rideshare/carpool/vanpool promotion and support • Education and information on alternative transportation modes • Transportation Information Center • Guaranteed Ride Home program • Transportation Management Coordination Program • Discounted employee/resident transit passes • Parking strategies such as unbundled parking and parking cash-out

MM-21 The Applicant or its successor shall install or shall pay LADOT a fixed fee amount of up to $925,000 to provide for design and installation of signal control upgrades, closed circuit television cameras, and system loops. These improvements are part of the total TSM package that would be implemented either by the Applicant through the B permit process of City of Los Angeles Bureau of Engineering, or through payment of the $925,000 fixed fee amount to LADOT to fund the cost of these upgrades. If LADOT selects the payment option, then the Applicant or its successor would be required to pay up to $925,000, and LADOT shall design and construct the upgrades.

Prior to issuance of a Certificate of Occupancy, the Applicant or its successor shall upgrade the signal controllers to Type 2070 at the following locations:

• Intersection 2. Hope Street/ Freeway southbound ramps and Temple Street • Intersection 4. Flower Street and 3rd Street • Intersection 12. Francisco Street and Wilshire Blvd • Intersection 14. Flower Street and Wilshire Boulevard • Intersection 17. Bixel Street and 7th Street VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 16

Intersection 18. Francisco Street and 7th Street Intersection 19. Figueroa Street and 7th Street Intersection 20. Flower Street and 7th Street Intersection 24. Bixel Street/Flarbor Freeway southbound on- ramp and 8th Street Intersection 25. Figueroa Street and 8th Street Intersection 26. Flower Street and 8th Street Intersection 27. Francisco Street and James M. Wood Boulevard/Flarbor Freeway northbound off­ ramp Intersection 29. Cherry Street and Pico Boulevard Intersection 31. Hoover Street and Alvarado Street/Alvarado Terrace Intersection 35. Hope Street and 7th Street

The signal controller upgrades are part of the total TSM improvement package.

Prior to the issuance of the Certificate of Occupancy, at the recommendation by LADOT, the Applicant or its successor shall fund the installation of CCTV cameras and the necessary infrastructure (including fiber optic and interconnect tubes) at the following locations:

• Intersection 14: Flower Street & Wilshire Boulevard • Grand Avenue and Olympic Boulevard • On top of Building A (southwest corner of intersection 13: Figueroa Street & Wilshire Boulevard) • On top of Building B (northeast comer of intersection 18: Francisco Street & 7th Street)

The CCTV cameras are part of the total TSM improvement package.

Prior to the issuance of the Certificate of Occupancy, the Applicant or its successor shall fund the installation of system loops on the primary street at the following location:

• Intersection 42. Lucas Avenue and Wilshire Boulevard

The system loop is part of the total TSM improvement package.

MM-22 Prior to issuance of the Certificate of Occupancy, the Applicant or its successor shall make a fair-share contribution to Caltrans toward the improvement of the northbound Hollywood Freeway off-ramp at Grand Avenue. The Project’s fair share contribution to this off ramp improvement is included in the fixed-fee contribution that the Project has agreed to make towards the cost of the Caltrans improvement projects. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 17

MM-23 (Construction-Related Street Use) Prior to the issuance of the building permits, the Applicant or its successor shall prepare detailed construction traffic control plans, including street closure information, detour plans, haul routes, hours of operation, protective devices, and staging plans satisfactory to the affected jurisdictions, which shall be submitted to LADOT for its approval. The construction traffic control plans shall be based on the nature and timing of the specific construction and other projects in the vicinity of the Project Site, and shall include the following elements as appropriate:

1. Provisions to configure construction parking to minimize traffic interference; 2. Provisions for temporary traffic control during all phases of construction activities to improve traffic flow on public roadways (e.g., flag person); 3. Scheduling construction activities to reduce the effect on traffic flow on arterial streets; 4. Rerouting construction trucks to reduce travel on congested streets; 5. Provision of dedicated turn lanes for movement of construction trucks and equipment on- and off-site in accordance with the construction traffic management plans approved by LADOT; 6. Construction-related vehicles shall not park on streets in predominantly residentially-zoned areas; 7. Provision of safety precautions for pedestrians and bicyclists through such measures as alternate routing and protection barriers; 8. Contractors shall be required to participate in a common carpool registry during all periods of contract performance monitored and maintained by the general contractor; 9. Schedule construction-related deliveries, other than concrete and earthwork-related deliveries, to reduce travel during peak travel periods as identified in this study; 10. Obtain the required permits for truck haul routes from the City prior to the issuance of any permit for the Project; 11. Obtain a Caltrans transportation permit for use of oversized transport vehicles on Caltrans facilities; 12. Submit a traffic management plan to Caltrans; 13. With the exception of rare occasions where continuous concrete pour is required, construction activities shall be limited to Monday through Friday from 7:00 a.m. to 9:00 p.m. and from 8:00 a.m. to 6:00 p.m. on Saturdays. No construction activities shall occur on Sundays or any federal holidays; and 14. Provide a posted sign on the Project Site with hotline information for adjacent property owners to call and address specific issues or activities that may be causing problems at on-and-off-site locations. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 18

If the Project is constructed in phases, the foregoing transportation- related project design features and mitigation measures may be implemented in phases to correspond to such phased construction. Such phased implementation of the project design features and mitigation measures will be determined and monitored by the Enforcement Agency and the Monitoring Agency.

MM-24 Project construction shall not include the use of pile driving, to reduce construction noise and vibration impacts.

MM-25 A temporary six-foot-tall noise barrier wall would be installed at the construction area along Francisco Street where construction trucks are lining up prior to entering the Project’s construction site. The barrier shall be placed on the top of the two-foot-tall K- rail that shall increase the effective height of the noise barrier to eight feet.

MM-26 During operation, all mechanical equipment shall be enclosed and designed to meet the requirements of LAMC, Chapter XI, Section 112.02. The building mechanical/electrical equipment shall be designed not to exceed 63 dBA Leq (or 70 dBA CNEL) noise level at the Project Site property line. The building mechanical design shall be reviewed by a qualified acoustical consultant to ensure that the design shall meet the Project noise criteria.

MM-27 The sound output of the proposed outdoor amplified sound systems for the outdoor pool and bar areas would be limited to a maximum sound level of 80 dBA Leq as calculated in Section 5.4.1.4. The design of the outdoor amplified sound systems would be reviewed by a qualified acoustical consultant to ensure that the design would meet the Project noise criteria.

MM-28 The sound output of the proposed outdoor amplified sound systems for the outdoor plaza would be limited to a maximum sound level of 70 dBA (Leq) at 50 feet as calculated in Section 5.4.1.4. The design of the outdoor amplified sound systems would be reviewed by a qualified acoustical consultant to ensure that the design would meet the Project noise criteria.

MM-29 The podium and rooftop parapets for areas that include an outdoor amplified sound system shall be of solid panel construction to provide sound attenuation.

MM-30 If the proposed loading docks and trash/recycling areas would be located outside of the enclosed parking structure, all outdoor loading dock and trash/recycling areas shall be fully or partially enclosed such that the Ifne-of-sight between these noise sources and any adjacent noise sensitive receptor shall be obstructed. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 19

MM-31 Building construction (i.e exterior wall, window and door) shall provide adequate sound insulation to meet the acceptable interior noise level of 45 dBA CNEL, as required by Title 24 of the California Code of Regulations.

MM-32 Unless required for safety precautions, the Project’s related helicopters shall use the recommended flight paths as shown in Figure IV.C-2 of the Draft EIR.

MM-33 With the exception of required continuous concrete pours, construction activities shall be limited to Monday through Friday from 7:00 A.M. to 9:00 P.M., and from 8:00 A.M. to 6:00 P.M. on Saturdays. No construction activities shall occur on Sundays or national holidays.

MM-34 Power construction equipment shall be equipped with state-of-the-art noise shielding and muffling devices. All equipment shall be properly maintained to assure that no additional noise, due to worn or improperly maintained parts, would be generated.

MM-35 Stationary source construction equipment that may have a flexible specific location on-site (e.g., generators and compressors) shall be located so as to maintain the greatest distance from sensitive land uses and unnecessary idling of equipment shall be prohibited.

MM-36 To ensure that construction phase vibration impacts are less than significant, the Applicant or its successor shall comply with the specific requirements of the Metro construction design manual (MTA Design Criteria and Standard, Volume III, Adjacent Construction Design Manual, Section 2.3 - 2.4, R92-DE303-3.00, Revision 9: 02.02.99), when excavation is within 25 feet of the Metro subway tunnel.

MM-37 The Applicant shall implement the following requirements during construction activities in connection with the on-site building demolitions:

a. Construction materials/debris in excess of 2,000 pounds shall be lowered via a crane. b. Construction materials/debris drop shall be performed in accordance with Table IV.C-15, with the consideration given to the estimated drop weight and height, as required to maintain a maximum of 0.5 inch per second (PPV) at off-site receptors R0, R1, and R3 and a maximum of 0.25 inch per second (PPV) at off­ site receptor R2.

MM-38 All open areas not used for buildings, driveways, parking areas, recreational facilities or walks shall be attractively landscaped and maintained in accordance with a landscape plan, including an automatic irrigation plan, prepared by a licensed landscape architect to the satisfaction of the decision maker. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 20

MM-39 Every building, structure, or portion thereof, shall be maintained in a safe and sanitary condition and good repair, and free from graffiti, debris, rubbish, garbage, trash, overgrown vegetation or other similar material, pursuant to LAMC Section 91.8104.

MM-40 The exterior of all buildings and fences shall be free from graffiti when such graffiti is visible from a public street or alley, pursuant to l_AMC Section 91.8104.15.

MM-41 Multiple temporary signs in the store windows and along the building walls are not permitted.

MM-42 By issuance of building permit for signage, for every Integral Electronic Display to be erected in Level 3 on the Project Site, the Applicant or its successor shall remove or cause to have removed the number of billboards as determined by the Department of City Planning. Billboards considered for removal shall be located in the Central City and Westlake Communities.

MM-43 A building permit for a new Integral Electronic Display sign shall not be issued until any prohibited signs, on such parcel, have been removed.

MM-44 All signs in the Signage SUD shall meet the following criteria:

a) The building and ground area around signs shall be properly maintained at all times. All unused mounting structures, hardware and wall perforations From any previous sign shall be removed and building surfaces shall be restored to their original condition. b) All signage copy shall be properly maintained and kept free from damaged sign material and other unsightly conditions, including graffiti. c) Any sign structure shall be at all times kept in good repair and maintained in a safe and sound condition and in conformance with all applicable codes. d) Razor wire, barbed wire, concertina wire or other barriers preventing unauthorized access to any sign, if any, shall be hidden from public view. e) The signage copy must be repaired or replaced immediately upon tearing, ripping, or peeling or when marred or damaged by graffiti. f) No access platform, ladder, or other service appurtenance, visible from the sidewalk, street or public right-of-way, shall be installed or attached to any sign structure. g) Existing signs that are no longer serving the current tenants, including support structures, shall be removed and the building facades originally covered by the signs shall be repaired/resurfaced with materials and colors that are compatible with the facades. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 21

MM-45 The material, construction, mounting, and adhesive methods of all proposed signage shall be subject to the approval of the Fire Department and the Department of Building and Safety.

MM-46 All lighting related to construction activities shall be shielded or directed to restrict any direct illumination onto property located outside of the Project Site boundaries that is improved with light-sensitive uses.

MM-47 With the exception of rare occasions where continuous concrete pur is required, construction activities shall be limited to Monday through Friday from 7:00 a.m. to 9:00 p.m. and from 8:00 a.m. to 6:00 p.m. on Saturdays. No construction activities shall occur on Sundays or any federal holidays.

MM-48 Exterior lighting included within the Project shall incorporate fixtures and light sources that focus light on-site to minimize light trespass.

MM-49 Project lighting shall comply with LAMC Section 93.0117. As such, Project lighting shall not cause more than two footcandles of lighting intensity or direct glare from the light source at any residential property. This project design feature would preclude exceedance of the significance threshold listed previously regarding lighting sources that generate light intensity levels of 2.0 footcandles or more at the property line of a residential use.

MM-50 All buildings, parking structures, and signage within the Project Site shall be prohibited from the using highly reflective building materials such as mirrored glass in exterior fagades. Examples of commonly used non-reflective building materials include cement, plaster, concrete, metal, and non-mirrored glass, and would likely include additional materials as technology advances in the future.

MM-51 Project buildings shall not include large areas of reflective surfaces that could reflect light from signage into surrounding areas. No high brightness special effects lighting with brightness levels that shall exceed the lighting levels of permitted signage would be associated with the Project. On-site buildings, signage or thematic elements shall not incorporate reflective building materials or provide a source of auto headlight-related glare in proximity to glare sensitive uses.

MM-52 Outdoor lighting shall be designed and installed with shielding, so that the light source cannot be seen from adjacent residential uses.

MM-53 The exterior of the proposed building shall be constructed of materials such as high-performance tinted non-reflective glass and pre-cast concrete or fabricated wall surfaces. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 22

MM-54 Prior to issuance of a building permit for the signage displays, the Applicant or its successor shall retain a lighting design expert who shall develop plans and specifications for the proposed lighting displays, establish maximum luminance levels for the displays, and review and monitor the installation and testing of the displays, in order to insure compliance with all City lighting regulations and these mitigation measures.

MM-55 The Applicant or its successor’s lighting design expert shall implement the following protocol to determine compliance with all City lighting regulations (including without limitation, LAMC Section 93.0117 and the requirements of the Wilshire Grand SUD) and the lighting mitigation measures (including MM-56, MM-58, MM-60, MM-61, MM- 62, and MM-63 below). The results of the foregoing testing shall be provided to the Los Angeles Department of Building and Safety (LADBS) (and copied to the Department of City Planning) immediately prior to initial signage operation with a follow-up test to be performed 12 months after certificate of occupancy.

a) A representative testing site shall be established on or next to those light-sensitive receptors which have the greatest exposure to signage lighting on each of the four facades of the Project. b) A light meter mounted to a tripod at eye level, facing the Project buildings, should be calibrated and measurements should be taken to determine ambient light levels with the sign on. c) An opaque object (a board) should be used to block out the view of the sign From the light meter, at a distance of at least 4’ away From the tripod and blocking the light meter’s view of the building. A reading should be taken to determine the ambient light levels with the sign off. d) The difference between the two would be the amount of light the sign casts onto the sensitive receptor. e) An alternate method to measure light levels would be to use the same tripod and same light meter, but to turn on and off the signage. This method takes more coordination, but is more accurate.

In addition, if at any time LADBS has good cause to believe the Project’s signage lighting is not in compliance with the Code, regulations or mitigation measures, LADBS may request that the protocol be implemented to determine compliance, at the expense of the Applicant or its successor. If the testing determines that the signage is not in compliance with the Code, regulations or mitigation measures, the Applicant or its successor shall adjust the signage to bring it into compliance immediately.

MM-56 The proposed displays (all levels) shall have a wattage draw not to exceed 12 watts/sq. ft to meet Title 24 2008 requirements. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 23

MM-57 The proposed displays (all levels) shall be fully dimmable, and shall be controlled by a programmable timer so that luminance levels may be adjusted according to the time of day.

MM-58 The proposed displays (all levels) shall have a maximum total lumen output of no more than 20 lumens per square foot.

MM-59 The proposed displays (levels 1, 2, and 3) shall operate between the hours of dawn to 2:00 am, with the exception of the crown (level 4) of each of the Project buildings, which should be operable at all times for the purposes of building identification.

MM-60 Between the hours of sunset and 2 a.m., integral electronic displays on the North and West facades in Level 3 of Signage Subdistricts A and B shall conform to 130 candelas/m2 brightness limit. Level 4 and the south and east facades in Level 3 of Signage Subdistricts A and B shall conform to 270 candelas/m2.

MM-61 On Level 1 and Level 2 in Subdistricts A and B, all displays shall have a nighttime brightness of no greater than 1200 candelas/ m2.

MM-62 During the daytime hours, all displays (all levels) will have a brightness less than 3500 candelas/ m2 per Title 24 2008 wattage restrictions.

MM-63 The proposed displays shall transition smoothly at a consistent rate of speed from the permitted daytime brightness to the permitted nighttime brightness levels, beginning at 45 minutes prior to sunset and concluding the transition to nighttime brightness 45 minutes after sunset. Where applicable, they shall also transition smoothly at a consistent rate of speed from the permitted nighttime brightness to the permitted daytime brightness levels, beginning 45 minutes prior to sunrise and concluding the transition to daytime brightness 45 minutes after sunrise.

MM-64 All light emitting diodes used within the integral electronic display shall have a horizontal beam spread of maximum 165 degrees wide and 65 degrees vertically. With the exception of Level 4 displays, light emitting diodes shall be oriented downwards to the street, rather than up towards the sky.

MM-65 The Applicant or its successors shall submit a conceptual signage and lighting design plan to the Department of City Planning to establish lighting standards and guidelines.

MM-66 The Project shall be constructed in accordance with the Building Code including all provisions related to seismic safety. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 24

MM-67 The Project shall comply with all construction site runoff control and implement “Best Management Practices” under applicable state and local requirements, as discussed further in Section IV.L.2 (Water Quality) of the Draft ElR.

MM-68 Prior to the issuance of building or grading permits, a site-specific geotechnical report shall be prepared by a registered civil engineer and certified engineering geologist in accordance with and to the satisfaction of Building and Safety. Construction of the Project shall be performed according to the recommendations identified in the site- specific geotechnical report. The site-specific geotechnical report shall assess potential consequences of any liquefaction and soil strength loss, estimation of settlement, lateral movement or reduction in foundation soil-bearing capacity, and discuss mitigation measures that may include building design considerations. Building design considerations shall include, but are not limited to: soil stabilization, selection of appropriate foundation type and depths, selection of appropriate structural systems to accommodate anticipated displacements and slope stability or any combination of temporary stability measures.

MM-69 Since the Project Site is adjacent to the 7th Street/Metro Center station subway tunnel on 7th Street, the Project shall comply with the MTA Design Criteria and Standards, Volume III, Adjacent Construction Design Manual, dated March 3, 1999 as well as the Building Code to design appropriate measures to avoid surcharge loads.

MM-70 If a geothermal system such as a closed-loop ground source heat pump is proposed to be installed at the Project Site, the plastic tubing of the geothermal heat pump shall be placed underneath the foundation of the garage.

MM-71 A subdrain system, directed to the Project Site’s storm drains, shall be installed beneath the lower floor of the building and behind retaining walls and walls below grade to prevent the development of hydrostatic pressures on the floors and walls.

MM-72 If bio-filtration systems are proposed to be installed within the landscaped areas, biofiltration system shall be limited to five feet in depth underlain by an underdrain system with a geotextile fabric. The underdrain system shall be connected to the Project Site’s storm drains.

MM-73 The Project shall comply with SCAQMD Rule 403 regarding fugitive dust. Examples of the types of dust control measures currently required and recommended include, but are not limited to, the following: VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 25

• Water active grading/excavation sites and unpaved surfaces at least three times daily. • 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-rriinute 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.

MM-74 The Project shall use off-road equipment that meets Tier 2 emission standards, which will decrease PM and NOx emissions.

MM-75 The required application of architectural coatings for the proposed Project during construction will have a VOC rating of 125 grams per liter or less.

MM-76 Based on the VOC rating of the architectural coatings used for the proposed Project during construction, a maximum amount of 60 pounds of VOC emissions are allowed to be emitted daily. For example, the use of any architectural coatings with a VOC rating of 125 grams per liter shall not exceed approximately 58 gallons per day, while the use of any architectural coatings with a VOC rating of 50 grams per liter shall not exceed approximately 144 gallons per day.

MM-77 Wood burning fireplaces and stoves shall be prohibited within the Project.

MM-78 The Applicant or its successor shall implement measures to reduce the emissions of pollutants generated by heavy-duty diesel-powered equipment operating at the Project Site throughout the construction of the Project. The Applicant or its successor shall include in the construction contract documents the air quality control measures required by the SCAQMD. Examples of the types of measures currently required and recommended by SCAQMD include the following:

• Keep all construction equipment in proper tune in accordance with manufacturer’s specifications. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 26

• Use the most current grade of low-emission diesel fuel approved by CARB and available in the South Coast Air Basin for all heavy- duty diesel-powered equipment operating and refueling at the Project Site. • Limit truck and equipment idling time to five minutes or less, when equipment is not in active use, as required by CARB. • Rely on the electricity infrastructure surrounding the construction sites rather than electrical generators powered by internal combustion engines wherever possible.

MM-79 If human remains or other archaeological resources are discovered at the Project Site during construction, work in that area of the construction site where the remains have been uncovered shall be suspended, and the City Public Works Department and County Coroner shall be immediately notified. If the remains are determined by the County Coroner to be Native American, NAHC shall be notified within 24 hours, and the guidelines of the NAHC shall be adhered to in the treatment and disposition of the remains.

MM-80 A covenant and agreement shall be recorded prior to obtaining a grading permit stating that if any archaeological materials are encountered during the course of Project development, construction in that area of the construction site shall be halted. The services of an archaeologist shall be secured by contacting the Center for Public Archaeology at the California State University, Fullerton, a member of the Society of Professional Archaeologists (SOPA), or a SOPA- qualified archaeologist to assess the resources, evaluate the potential impact (if any), and prescribe an appropriate method for preserving the resource either by removing the resource from where it is found or by documenting the resource before construction may again commence. Copies of the archaeological survey, study, or report shall be submitted to the South Central Coastal Information Center (SCCIC), located at the Department of Anthropology at the California State University, Fullerton.

MM-81 The Project’s construction superintendent shall be instructed by an archaeologist or other qualified archaeological monitor regarding identification of conditions whereby potential archaeological resources could occur. The construction superintendent shall be sufficiently informed that he or she will be able to recognize when archaeological resources have been uncovered and require that grading be temporarily diverted around the resources site until the archaeological monitor has evaluated and, if warranted, recovered the resources. Other contractor personnel shall be briefed by the superintendent or other trained personnel on procedures to be followed in the event that archaeological resources or a previously unrecorded resource are encountered by earth-moving activities. The briefing shall be presented to new contractor personnel as necessary. The name and telephone number of the archaeological monitor shall be provided to appropriate contractor personnel. Similarly, and if necessary, the VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 27

monitor shall be empowered to temporarily divert grading around an exposed fossil specimen to facilitate evaluation and, if warranted, recovery.

MM-82 If any paleontological materials are encountered during the course of the earth-moving activities, the Project shall be halted or the work shall be diverted to avoid the potential paleontological resources in order to allow the resources and their significance to be assessed. The services of a paleontologist shall be secured by contacting the Center for Public Paleontology at the University of Southern California, University of California, Los Angeles, California State University, Los Angeles, California State University, 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. If paleontological resources are identified and determined to be significant, the paleontologist shall formulate a mitigation plan to mitigate impacts, which may include removing and preserving the paleontological resources in an appropriate manner. A covenant and agreement shall be recorded prior to obtaining a grading permit.

MM-83 The Project’s construction superintendent shall be instructed by a paleontologist or other qualified paleontological monitor regarding identification of conditions whereby potential paleontological resources could occur. The construction superintendent shall be sufficiently informed that he or she will be able to recognize when paleontological resources have been uncovered and require that grading be temporarily diverted around the resource site until the monitor has evaluated and, if warranted, recovered the resources. Other contractor personnel shall be briefed by the superintendent or other trained personnel on procedures to be followed in the event that paleontological resources or a previously unrecorded resource are encountered by earth-moving activities. The briefing shall be presented to new contractor personnel as necessary. The name and telephone number of the paleontological monitor shall be provided to appropriate contractor personnel. Similarly, and if necessary, the monitor shall be empowered to temporarily divert grading around an exposed fossil specimen to facilitate evaluation and, if warranted, recovery.

MM-84 All significant fossil specimens recovered at the Project Site as a result of the mitigation program shall be prepared, identified, curated, and catalogued in accordance with designated museum repository requirements.

MM-85 Maintenance of mechanical equipment in good operating condition with fully functional spark arresters shall be assured at all times. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 28

MM-86 During construction, the careful storage of flammable materials in appropriate containers and the immediate and complete cleanup of spills of flammable materials when they occur would be ensured.

MM-87 The Project shall provide adequate off-site public and on-site private fire hydrants and shall submit plot plans for Los Angeles Fire Department (LAFD) approval of access and fire hydrants.

MM-88 During demolition and construction, LAFD access from major roadways and internal roadways shall remain clear and unobstructed.

MM-89 The Applicant or its successor shall submit a plot plan to the LAFD prior to occupancy of the Project for review and approval that shall provide the capacity of the fire mains serving the Project Site and projected demands. Any required upgrades shall be identified and implemented prior to occupancy of the Project.

MM-90 The design of the Project Site shall provide adequate access for LAFD equipment and personnel to the structure.

MM-91 No building or portion of a building shall be constructed more than 300 feet from an approved fire hydrant. Distance shall be computed along the path of travel, except for dwelling units, where travel distances shall be computed to the front door of the unit.

MM-92 The Applicant or its successor shall submit plot plans for LAFD approval of access and fire hydrants.

MM-93 The Project shall provide adequate off-site public and on-site private fire hydrants.

MM-94 The Applicant or its successor shall install an automatic sprinkler system in accordance with Fire Code Section 57.118.11 and in conformance with LAFD Standard No. 59.

MM-95 Fire Code requirements that shall be implemented as part of the Project include compliance with all applicable state and local codes and ordinances, fire lane design (including width and clearances), fire hydrant locations, fire hydrant flow rates, access roads, turning areas, distances from street or fire lane to condominiums and hotels, requirements for accommodating LAFD equipment, and load bearing requirements for fire access areas to accommodate LAFD equipment.

MM-96 The Applicant or its successor shall take precautions to prevent trespassing through construction sites.

MM-97 Temporary fencing shall be installed around the construction site. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 29

MM-98 The Applicant or its successor shall deploy roving security guards on­ site as another effective strategy in preventing problems from occurring.

MM-99 The Applicant or its successor shall employ construction security features, such as fencing, that would serve to minimize the need for Los Angeles Police Department (LAPD) services.

MM-100 The Project design shall address access control to proposed structures including parking areas, proposed security lighting, landscaping planning, and minimization of dead space to eliminate areas of concealment, and provision of security patrol throughout the Project Site, if needed.

MM-101 The Project shall include closed circuit TV monitoring in all buildings, key card security systems, alarms, and design of building entrances and open spaces to be open and in view of surrounding areas.

MM-102 The Project design shall address access control to proposed structures including parking areas, security lighting, landscaping planning and minimization of dead space to eliminate areas of concealment, and provision of security patrol throughout the Project Site if needed. The Design Out Crime Guidelines: Crime Prevention Through Environmental Design, published by LAPD, shall be used for reference. All crime prevention features shall be reviewed and approved by LAPD prior to the issuance of a building permit.

MM-103 Upon completion of the Project, the Applicant or its successor shall provide the LAPD’s Central Area Commanding Officer with a diagram of all portions of the Project Site that includes access routes and any other applicable information that could facilitate police response.

MM-104 Prior to the issuance of a certificate of occupancy for each construction phase and on-going during operations, the Applicant or its successor shall develop an Emergency Procedures Plan to address emergency concerns and practices. The plan shall be subject to review by LAPD.

MM-105 The Applicant or its successor shall pay all required school fees to the Los Angeles Unified School District (LAUSD).

MM-106 The Applicant or its successor shall pay all applicable fees associated with the construction of the Project, including, but not necessarily limited to, Quimby fees, in accordance with the provisions applicable to each fee.

MM-107 The Applicant or its successor shall install new water meters as required. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 30

MM-108 The Project shall include water conservation features in accordance with Title 24 of the California Code of Regulations (CCR). Further, the Project design shall incorporate energy efficient appliances in compliance with proposed amendments to the California Energy Code.

MM-109 The Applicant or its successor shall install plumbing and plumbing fixtures that shall meet the following requirements:

• Toilets. All toilets installed shall be high efficiency fixtures. The maximum flush volume for high efficiency toilets shall not exceed 1.28 gallons of water (effective) per flush (gpf). • Urinals. All urinals installed shall be high efficiency fixtures. The maximum flush volume of high efficiency urinals shall not exceed 0.125 gpf. • Faucets. All faucets in public restrooms must be self-closing. The flow rate for all indoor faucets shall be 2.2 gallons per minute (gpm) except as follows: o The maximum flow rate for private or private use lavatory faucets shall be 1.5 gpm (5.6 liter per minute); o The maximum flow rate for public use lavatory faucets, shall be 0.5 gpm. Exception: Metering faucets shall deliver not more than 0.25 gallon (1.0 liter) of water per cycle; and o The maximum flow rate for a pre-rinse spray valve installed in a commercial kitchen to remove food waste from cookware and dishes prior to cleaning shall be 1.6 gpm (6.0 liter per minute). • Showerheads. All showerheads must be low-flow with a maximum flow rate that does not exceed 2.0 gpm. This requirement shall not apply to any emergency showerhead installed for health or safety purposes. • Dishwashers. o The maximum water use for high efficiency commercial dishwashers shall be in accordance with Table IV.J.1-1 (High Efficiency Commercial Dishwasher Use), o The maximum water use per washing cycle for high efficiency domestic dishwashers shall be 5.8 gallons. All installed dishwashers must be Energy Star® rated. • Cooling Towers. All cooling towers must be operated at a minimum of 5.5 cycles of concentration.

MM-110 The Applicant shall not use single pass cooling systems. Single-pass cooling systems are strictly prohibited for use in devices, processes, or equipment installed in commercial, industrial, or multi-family residential buildings. This prohibition shall not apply to devices, processes, or equipment installed for health or safety purposes that cannot operate safely otherwise.

MM-111 The Applicant or its successor shall use high efficiency clothes washers (Residential) - water savings factor of 5.0 or less; VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 31

MM-112 The Applicant or its successor shall use rotating sprinkler nozzles landscape irrigation - 0.5 gpm;

MM-113 The Applicant or its successor shall use drought tolerant and native plants for 25 percent of total landscaping;

MM-114 The Applicant or its successor shall use high efficient clothes washer (Commercial) - water savings factor of 7.5 or less;

MM-115 The Applicant or its successor shall use cooling tower conductivity controllers or Cooling Tower pH Conductivity Controllers;

MM-116 The Applicant or its successor shall use water-saving pool filter;

MM-117 The Applicant or its successor shall use leak detection system for swimming pools and Jacuzzi;

MM-118 The Applicant or its successor shall use drip/subsurface irrigation (Micro-Irrigation), weather-based irrigation controller, micro-spray and zoned irrigation; and

MM-119 The Applicant or its successor shall use landscaping contouring to minimize precipitation runoff.

MM-120 In the event that a land use exchange permitted under the Land Use Equivalency Program shows any net increase in water consumption, the Applicant or its successor shall identify additional measures that would reduce this net increase to zero or negative. LADWP shall certify to the Department of City Planning that the land use exchange, including such measures, will not result in a net increase in water demand, prior to the Department of City Planning approving the land use exchange under the Land Use Equivalency Program. Alternatively, the Applicant or its successor shall request and secure a new Water Supply Assessment approved by LADWP prior to approval of the land use exchange by the Department of City Planning.

MM-121 As part of the normal construction/building permit process, the Applicant or its successor shall confirm with the City that the capacity of the local and trunk lines are sufficient to accommodate the Project’s sewer flows during the construction and operation phases.

MM-122 The Project shall implement any upgrades to the sewer system serving the Project that could be needed to accommodate the Project’s sewer generation.

MM-123 The Project shall additionally implement the water conservation measures that would also reduce sewer flows, as described in Section IV.J.1 (Utilities - Water) of the Draft EIR. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 32

MM-124 The Applicant or its successor shall implement a demolition and construction debris recycling plan for all buildings constructed as part of the Project, with the explicit intent of requiring recycling during all phases of site preparation and building construction, Off-site recycling centers, such as asphalt or concrete crushers, would be utilized to provide crushed materials for roadbed base. In addition, trees unsuitable for relocation would be recycled and used for landscape mulch;

MM-125 All structures constructed or uses established within any part of the Project shall be designed to be permanently equipped with clearly marked, durable, source sorted recycling bins at all times to facilitate the separation and deposit of recyclable materials;

MM-126 Primary collection bins shall be designed to facilitate mechanized collection of such recyclable wastes for transport to on- or off-site recycling facilities; and

MM-127 The Applicant or its successor shall continuously maintain in good order clearly marked, durable, and separate recycling bins on the same lot or parcel to facilitate the deposit of recyclable or commingled waste metal, cardboard, paper, glass, and plastic therein; maintain accessibility to such bins at all times for the collection of such wastes for transport to on- or off-site recycling plants; and require waste haulers to utilize local or regional material recovery facilities as feasible and appropriate.

MM-128 During occupancy and operations, the Project shall have a solid waste diversion rate target of 65 percent of non-hazardous materials.

MM-129 As part of the Project’s pursuit of Leadership in Energy and Environmental Design (LEED) silver certification, the Project’s construction waste management program shall recycle and/or salvage at least 75 percent of non-hazardous materials.

MM-130 The Applicant or its successor shall design the building envelope, HVAC, lighting, other systems such as electric motor equipments, to maximize energy performance. Additionally, as part of the Project and to reduce its overall demand for electricity, the following electrical systems could be employed to meet the current 2008 Title 24 requirements or exceed the 2005 Title 24 requirements by 15 percent:

Automatic and day-lighting controls and zoning; Cool roofs or high reflectance, high emittance roof surfaces in all low-slope applications; Basic building commissioning for electrical and mechanical equipment; Energy efficient heating and cooling systems, transformers, and indoor and outdoor lighting; Energy Star appliances; Energy efficient pumps and motors for pools and spas; and VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 33

• Other building envelope components such as glazing, insulation, and energy efficient windows. • Install Energy Monitoring Dashboards to provide real-time and historical feedback to residents on their homes’ energy consumption (applicable to residential condo units only). • Provide education on energy efficiency.

MM-131 The Applicant or its successor shall include all gas service lines required for the new gas meters. The Project shall add additional gas service lines from Figueroa Street and 7th Street to distribute gas throughout the Project Site;

MM-132 The Applicant or its successor shall comply with State Energy Conservation Standards for New Residential and Non-Residential Buildings (Title 24, Part 6, Article 2, California Administrative Code, 2008) and exceed Title 24, Part 6, Article 2, California Administrative Code, 2005 by 15 percent;

MM-133 The Applicant or its successor shall install energy efficient heating and cooling systems, appliances (e.g., Energy Star®), equipment, and control systems;

MM-134 The Applicant or its successor shall specify low-flow water-usage fixtures, reducing water consumption and water heating fuel (natural gas);

MM-135 The Applicant or its successor shall use energy-efficient pumps and motors for, waste and storm water conveyance, fire water, domestic water, pools and spas;

MM-136 The Applicant or its successor shall provide education on energy efficiency, water conservation, and waste recycling services; and

MM-137 The Applicant or its successor shall commit to LEED Silver rating certification for Core and Shell for the office and hotel. Several potential energy conservation technologies and methods may include Enhanced Commissioning, Measurement & Verification, solar power, gas absorption chillers, and on-site generation systems.

MM-138 Soil sampling shall be conducted prior to excavation activities in the areas of the abandoned State of California Underground Storage Tanks (USTs) and the boiler sumps. At least one soil sample shall be collected beneath the base of each of the three concrete lined boiler sumps and analyzed for metals and total petroleum hydrocarbons. Approximately four or more soil samples shall be collected beneath the two 10,000 gallon USTs (a minimum of one sample beneath each end of each UST) and analyzed for total petroleum hydrocarbons and volatile organic compounds. If soil impacts are reported during this sampling, then the associated area(s) shall be designated for remediation. If suspected contaminated soil is observed (i.e., by sight, smell, etc.) elsewhere during other excavation and grading VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 34

activities, all construction activities within such an area shall be temporarily halted and redirected around the area until the appropriate evaluation and follow-up measures are implemented so as to render the area suitable for grading activities to resume. If contaminated soil is identified through soil sample analysis at any location on the Project Site, the contaminated soil shall be evaluated and excavated/disposed of, or otherwise managed in accordance with all applicable regulatory requirements. Following excavation of the contaminated soils, confirmation soil samples shall be collected and analyzed to ensure all areas of contamination were removed.

MM-139 To assess the presence of methane gas in the soils to be excavated and the soils underlying the Project Site, a soil gas investigation shall be conducted at the Project Site prior to construction. The soil gas investigation shall include at a minimum four sampling locations spread out on each quadrant of the Project Site. Vapor samples shall be collected through the installation of vapor probes at depths of approximately 5 and 10 feet beneath the bottom of the existing parking garage and also 5 and 10 feet beneath the expected base of the proposed parking garage. In addition to collecting the vapor sample for analysis for methane, the vapor pressure shall also be measured to determine if there is positive pressure that is a potential driving force for methane migration in the subsurface. The California Department of Toxic Substances guidance documents for assessing methane at school sites indicates that a methane gas concentration of 5,000 parts per million and a vapor pressure of greater than 0.5 pounds per square inch are general guidelines for determining when remediation is recommended, If methane concentrations are measured above 5,000 parts per million (10 percent of the lower explosive limit) in the soils beneath the Project Site, then appropriate remediation measures shall be conducted during construction. During excavation activities, the work areas being excavated shall be monitored for methane with a field methane and oxygen gas meter to ensure methane gas levels do not accumulate above 5,000 parts per million. If methane is detected, then engineering measures such as fans or other air circulation systems shall be implemented to reduce the methane gas concentrations to below 5,000 parts per million.

MM-140 If methane gas concentrations in soil gas collected below the bottom of the eight-level parking garage structure are above 5,000 parts per million, the design of the building shall incorporate methane mitigation as required by the City Department of Building and Safety that could include active or passive sub slab vent systems and or vapor barriers. The appropriate level of mitigation shall be determined through communication with City Department of Building and Safety personnel. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 35

MM-141 Prior to demolition of the existing structure, a demolition-level asbestos survey shall be conducted at the Project Site to identify asbestos containing materials. Destructive samples shall be collected of all suspected materials such as floor and ceiling tiles, insulation materials, roofing materials, and dry wall joint compound. If ACMs are detected, a licensed asbestos abatement contractor shall be retained to remove all ACMs from the Project Site during the Project’s demolition phase.

MM-142 Prior to demolition, potentially polychlorinated biphenyl-containing oils shall be sampled and analyzed for polychlorinated biphenyls and the known polychlorinated biphenyl-containing transformers and any other polychlorinated biphenyl-containing oils would be handled and disposed of in accordance with state and federal laws during future demolition activities.

MM-143 Prior to demolition of the existing structure, a lead-based paint survey shall be conducted at the Project Site. The survey shall include the sampling of paint in various representative areas (e.g., hotel rooms, maintenance areas, offices, outside structures, etc.). The samples shall consist of paint chips physically removed from the walls and analyzed for lead. If lead-based paint is detected, a licensed lead- based paint abatement contractor shall be retained to remove all lead- based paint from the Project Site during the Project’s demolition phase in accordance with all applicable regulations.

MM-144 Approximately 10,000 ballasts and nearly 20,000 fluorescent lights are present at the Project Site. During demolition activities, fluorescent lights and other similar materials would be collected and disposed of in accordance with state and federal laws and not introduced into general construction debris.

MM-145 All chemicals stored at the Wilshire Grand Hotel would be inventoried and disposed of in accordance with state and federal laws.

MM-146 Twenty-five-year post-development peak flows shall be controlled to levels that are equal to or less than existing conditions.

MM-147 The Applicant or its successor shall include landscape features primarily with native/drought tolerant vegetation and trees, and treatment BMPs (i.e., bioretention planter boxes) shall be incorporated into landscape areas that would help reduce runoff volumes.

MM-148 The Applicant or its successor shall include treatment control BMPs such as bioreterition planter boxes and proprietary stormwater media filtration systems to address the pollutants of concern for the Project. These BMPs shall be designed to minimize introduction of pollutants to the maximum extent practicable and to promote treatment and some volume reduction (given constraints on infiltration) to a level beyond the minimum SUSMP requirement. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 36

Project shall include a number of source control measures to control pollutants to the maximum extent practicable, including proper design of loading docks and trash storage areas, regular street sweeping of streets, parking areas, and pedestrian areas, proper storage and use of fertilizers and pesticides used in common area landscaping, use of native and/or non-invasive vegetation, and directing parking lot and road runoff to vegetated areas as feasible.

MM-149 Roof runoff shall be directed to vegetated planter boxes located in common areas to the extent feasible (no space constraints).

Only inert construction materials for exposed surfaces shall be used. No copper and zinc roofing materials and/or down spouts and no pressure treated woods shall be used.

MM-150 The Applicant or its successor shall provide building tenants with public education materials (available from the City of Los Angeles Bureau of Sanitation) on water quality.

MM-151 The introduction of pollutants of concern into the underlying groundwater shall be minimized by: 1) use of efficient irrigation systems (soil moisture or climate controlled) to reduce overwatering; 2) restrictions on the use of fertilizers and pesticides in landscape areas; and 3) selection of native and drought-tolerant plants to reduce watering needs and fertilizer applicant.

MM-152 The Project shall comply with all NPDES Permit and waste discharge requirements for temporary or permanent groundwater dewatering (of required) and with the Construction General Permit.

MM-153 All storm drain inlets and water quality inlets shall be stenciled or labeled. No public access points shall be located along channels within the Project area.

MM-154 The Applicant or its successor shall be responsible for maintaining storm drain stencils within their property.

MM-155 All trash facilities shall be covered and isolated from stormwater runoff.

MM-156 The Applicant or its successor shall be responsible for ensuring the ongoing maintenance of BMPs.

MM-157 Stormwater treatment facilities shall be designed to meet or exceed the sizing standards in the SUSMP manual. The size of the facilities shall be finalized during the design stage by the Project’s engineer with the final hydrology study, which shall be prepared and approved to ensure consistency with the EIR analysis prior to issuance of a final grading permit. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 37

Volume-based treatment control BMPs for the Project shall be designed to collect and treat, at a minimum, the volume of runoff produced from a 0.75-inch storm event at a minimum, prior to its discharge to a stormwater conveyance system.

Flow-based BMPs shall be sized to collect and treat the flow of runoff produced from a rain event equal to at least 0.2 inches per hour intensity.

Loading dock areas shall be covered or would be isolated from storm runoff (restrict run-on and runoff). Direct connections to storm drains from depressed loading docks (truck wells) shall be prohibited.

MM-158 Below grade loading docks for fresh food items shall drain through a Treatment Control BMP applicable to the use, such as a catch basin media filtration system.

Loading docks shall be kept in a clean and orderly condition through weekly sweeping and litter control, at a minimum. Spills and broken containers shall be cleaned immediately without the use of water that would drain to the storm sewers.

MM-159 Commercial areas shall not have repair/maintenance bays or the bays shall comply with design requirements.

MM-160 Minor routine maintenance of service vehicles such as oil changes, shall be conducted in designated areas indoors in the subterranean parking structure, and shall be isolated from the storm drain system. Any floor drains in the maintenance area shall be plumbed to the sanitary sewer system.

MM-161 Hotel laundry facilities shall be indoors and shall be isolated from the storm drain system.

MM-162 The vehicle/equipment wash areas shall comply with design standards intended to isolate wastewater from the storm drain system. All drainage from wash areas shall be treated in a clarifier and discharged to the sanitary sewer.

MM-163 Food preparation areas shall have either contained areas or sinks, each with sanitary sewer connections for disposal of wash waters containing kitchen and food wastes. If wash areas are located outside, the containment areas or sinks shall also be structurally covered to prevent entry of storm water. Adequate signs shall be provided and appropriately placed stating the prohibition of discharging washwater to the storm drain system.

MM-164 Any sumps, drains, or pumping from the subterranean structure shall be plumbed and/or pumped to the sanitary sewer system. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 38

MM-165 At least 58 trees, at a minimum size of 24-inch boxes, shall be planted in conformance with the recommendation provided in the Tree Inventory and Assessment.

MM-166 Placement of signage shall not interfere with the canopies of adjacent street trees.

MM-167 If lateral branches of street trees are removed below a height of 12 feet above the sidewalk elevation, then: a) no removed branch may be a diameter of more than % of the trunk diameter or three inches, whichever is less, and b) the total tree height must be three times the clear trunk height.

MM-168 Any tree that is topped or headed back on the sides to expose signs shall be replaced by the sign owner with a tree equal in size to the original tree’s height and canopy.

MM-169 As a means to reduce emission from mobile sources, the Applicant or its successor shall provide:

Flexible work schedules and telecommuting programs; Alternative work schedules; Pedestrian-friendly environment; Bicycle amenities, such as bicycle racks, lockers, showers, etc.; Rideshare/carpool/vanpool promotion and support; Mixed-use development; Education and information on alternative transportation modes; Transportation Management Information Center (TIC); Transportation Coordination Program; Discounted employee transit passes for eligible employees; and Guaranteed Ride Home Program.

MM-170 For the residential dwelling units and office tenants, the Applicant or its successor shall meet the 2008 Standards for Title 24 Part 6 energy efficiency standards and shall exceed the 2005 Standards by at least 15 percent. Specifically, the Project shall use at least 20 percent green power. The 20 percent usage shall be achieved through a combination of LADWP’s RPS commitment and the Project’s participation in LADWP’s Green Power Program. Further, appliances in the residential dwelling units shall be Energy Star® rated.

MM-172 The Applicant or its successor shall incorporate low-flow water fixtures, such as toilets, urinals, faucets, and showerheads, as well as high-efficiency appliances, such as dishwashers.

MM-173 Wood burning fireplaces and stoves shall be prohibited within the Project. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 39

MM-174 The Applicant or its successor shall use energy efficient pumps and motors for waste/stormwater conveyance, fire water, domestic water, pools, and spas.

36. Construction Mitigation Conditions - Prior to the issuance of a grading or building permit, or the recordation of the final map, the subdivider shall prepare and execute a Covenant and Agreement (Planning Department General Form CP-6770) in a manner satisfactory to the Planning Department, binding the subdivider and all successors to the following:

CM-1. That a sign be required on site clearly stating a contact/complaint telephone number that provides contact to a live voice, not a recording or voice mail, during all hours of construction, the construction site address, and the tract map number. YOU ARE REQUIRED TO POST THE SIGN 7 DAYS BEFORE CONSTRUCTION IS TO BEGIN.

a. Locate the sign in a conspicuous place on the subject site or structure (if developed) so that the public can easily read it. The sign must be sturdily attached to a wooden post if it will be freestanding.

b. Regardless of who posts the site, it is always the responsibility of the applicant to assure that the notice is firmly attached, legible, and remains in that condition throughout the entire construction period.

c. If the case involves more than one street frontage, post a sign on each street frontage involved. If a site exceeds five (5) acres in size, a separate notice of posting will be required for each five (5) acres or portion thereof. Each sign must be posted in a prominent location.

CM-2. All unpaved demolition and construction areas shall be wetted at least twice daily during excavation and construction, and temporary dust covers shall be used to reduce dust emissions and meet SCAQMD District Rule 403. Wetting could reduce fugitive dust by as much as 50 percent.

CM-3. The owner or contractor shall keep the construction area sufficiently dampened to control dust caused by construction and hauling, and at all times provide reasonable control of dust caused by wind.

CM~4. All loads shall be secured by trimming, watering or other appropriate means to prevent spillage and dust.

CM-5. All materials transported off-site shall be either sufficiently watered or securely covered to prevent excessive amount of dust. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 40

CM-6. All clearing, earth moving, or excavation activities shall be discontinued during periods of high winds (i.e., greater than 15 mph), so as to prevent excessive amounts of dust.

CM-7. General contractors shall maintain and operate construction equipment so as to minimize exhaust emissions.

CM-8. The project shall comply with the City of Los Angeles Noise Ordinance Nos. 144,331 and 161,574, and any subsequent ordinances, which prohibit the emission or creation of noise beyond certain levels at adjacent uses unless technically infeasible.

CM-9. Construction and demolition shall be restricted to the hours of 7:00 am to 9:00 pm Monday through Friday, and 8:00 am to 6:00 pm on Saturday.

CM-10. Construction and demolition activities shall be scheduled so as to avoid operating several pieces of equipment simultaneously, which causes high noise levels.

CM-11. The project contractor shall use power construction equipment with state-of-the-art noise shielding and muffling devices.

CM-12. The project sponsor shall comply with the Noise Insulation Standards of Title 24 of the California Code Regulations, which insure an acceptable interior noise environment.

CM-13. Excavation and grading activities shall be scheduled during dry weather periods. If grading occurs during the rainy season (October 15 through April 1), construct diversion dikes to channel runoff around the site. Line channels with grass or roughened pavement to reduce runoff velocity.

CM-14. Incorporate appropriate erosion control and drainage devices to the satisfaction of the Building and Safety Department shall be incorporated, such as interceptor terraces, berms, vee-channels, and inlet and outlet structures, as specified by Section 91.7013 of the Building Code, including planting fast-growing annual and perennial grasses in areas where construction is not immediately planned. These will shield and bind the soil.

CM-15. Stockpiles and excavated soil shall be covered with secured tarps or plastic sheeting.

CM-16. All waste shall be disposed of properly. Use appropriately labeled recycling bins to recycle construction materials including: solvents, water-based paints, vehicle fluids, broken asphalt and concrete, wood, and vegetation. Non recyclable materials/wastes must be taken to an appropriate landfill. Toxic wastes must be discarded at a licensed regulated disposal site. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 41

CM-17. Clean up leaks, drips and spills immediately to prevent contaminated soil on paved surfaces that can be washed away into the storm drains.

CM-18. Do not hose down pavement at material spills. Use dry cleanup methods whenever possible.

CM-19. Cover and maintain dumpsters. Place uncovered dumpsters under a roof or cover with tarps or plastic sheeting.

CM-20. Use gravel approaches where truck traffic is frequent to reduce soil compaction and limit the tracking of sediment into streets.

CM-21. Conduct all vehicle/equipment maintenance, repair, and washing away from storm drains. All major repairs are to be conducted off­ site. Use drip pans or drop cloths to catch drips and spills.

DEPARTMENT OF CITY PLANNING-STANDARD CONDOMINIUM CONDITIONS

C-1. That approval of this tract constitutes approval of model home uses, including a sales office and off-street parking. Where the existing zoning is (T) or (Q) for multiple residential use, no construction or use shall be permitted until the final map has recorded or the proper zone has been effectuated. If models are constructed under this tract approval, the following conditions shall apply:

1. Prior to recordation of the final map, the subdivider shall submit a plot plan for approval by the Division of Land Section of the Department of City Planning showing the location of the model dwellings, sales office and off-street parking. The sales office must be within one of the model buildings.

2. All other conditions applying to Model Dwellings under Section 12.22- A,10 and 11 and Section 17.05-0 of the LAMC shall be fully complied with satisfactory to the Department of Building and Safety.

C-2. Prior to the recordation of the final map, the subdivider shall pay or guarantee the payment of a park and recreation fee based on the latest fee rate schedule applicable. The amount of said fee to be established by the Advisory Agency in accordance with LAMC Section 17.12 and is to be paid and deposited in the trust accounts of the Park and Recreation Fund.

C-3. Prior to obtaining any grading or building permits before the recordation of the final map, a landscape plan, prepared by a licensed landscape architect, shall be submitted to and approved by the Advisory Agency in accordance with CP-6730. In the event the subdivider decides not to request a permit before the recordation of the final map, a covenant and agreement satisfactory to the Advisory Agency guaranteeing the submission of such plan before obtaining any permit shall be recorded. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 42

C-4. In order to expedite the development, the applicant may apply for a building permit for an apartment building. However, prior to issuance of a building permit for apartments, the registered civil engineer, architect or licensed land surveyor shall certify in a letter to the Advisory Agency that all applicable tract conditions affecting the physical design of the building and/or site, have been included into the building plans. Such letter is sufficient to clear this condition. In addition, all of the applicable tract conditions shall be stated in full on the building plans and a copy of the plans shall be reviewed and approved by the Advisory Agency prior to submittal to the Department of Building and Safety for a building permit.

OR

If a building permit for apartments will not be requested, the project civil engineer, architect or licensed land surveyor must certify in a letter to the Advisory Agency that the applicant will not request a permit for apartments and intends to acquire a building permit for a condominium building(s). Such letter is sufficient to clear this condition.

BUREAU OF ENGINEERING - STANDARD CONDITIONS

S-1. (a) That the sewerage facilities charge be deposited prior to recordation of the final map over the entire tract in conformance with Section 64.11.2 of the LAMC.

(b) That survey boundary monuments be established in the field in a manner satisfactory to the City Engineer and located within the California Coordinate System prior to recordation of the final map. Any alternative measure approved by the City Engineer would require prior submission of complete field notes in support of the boundary survey.

(c) That satisfactory arrangements be made with both the Water System and the Power System of the Department of Water and Power with respect to water mains, fire hydrants, service connections and public utility easements.

(d) That any necessary sewer, street, drainage and street lighting easements be dedicated. In the event it is necessary to obtain off-site easements by separate instruments, records of the Bureau of Right-of- Way and Land shall verify that such easements have been obtained. The above requirements do not apply to easements of off-site sewers to be provided by the City.

(e) That drainage matters be taken care of satisfactory to the City Engineer.

(f) That satisfactory street, sewer and drainage plans and profiles as required, together with a lot grading plan of the tract and any necessary topography of adjoining areas be submitted to the City Engineer.

(g) That any required slope easements be dedicated by the final map. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 43

(h) That each lot in the tract complies with the width and area requirements of the Zoning Ordinance.

(i) That 1-foot future streets and/or alleys be shown along the outside of incomplete public dedications and across the termini of all dedications abutting unsubdivided property. The 1-foot dedications on the map shall include a restriction against their use of access purposes until such time as they are accepted for public use.

0) That any 1-foot future street and/or alley adjoining the tract be dedicated for public use by the tract, or that a suitable resolution of acceptance be transmitted to the City Council with the final map.

(k) That no public street grade exceeds 15%.

(I) That any necessary additional street dedications be provided to comply with the Americans with Disabilities Act (ADA) of 1990.

S-2. That the following provisions be accomplished in conformity with the improvements constructed herein:

(a) Survey monuments shall be placed and permanently referenced to the satisfaction of the City Engineer. A set of approved field notes shall be furnished, or such work shall be suitably guaranteed, except where the setting of boundary monuments requires that other procedures be followed.

(b) Make satisfactory arrangements with the Department of Transportation with respect to street name, warning, regulatory and guide signs.

(c) All grading done on private property outside the tract boundaries in connection with public improvements shall be performed within dedicated slope easements or by grants of satisfactory rights of entry by the affected property owners.

(d) All improvements within public streets, private-streets, alleys and easements shall be constructed under permit in conformity with plans and specifications approved by the Bureau of Engineering.

(e) Any required bonded sewer fees shall be paid prior to recordation of the final map.

S-3. That the following improvements be either constructed prior to recordation of the final map or that the construction be suitably guaranteed:

(a) Construct on-site sewers to serve the tract as determined by the City Engineer.

(b) Construct any necessary drainage facilities. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 44

(c) Install street lighting facilities to serve the tract as required by the Bureau of Street Lighting.

(1) Construct new street light: one (1) on 7 Street.

(2) Construct new pedestrian lights: six (6) on Francisco Street, six (6) on Wilshire Boulevard, eight (8) on 7th Street, and four (4) on Figueroa Street.

(3) If street widening per BOE improvement conditions, relocate and upgrade street lights: four (4) on 7th Street, three (3) on Figueroa Street, and four (4) on Figueroa Street.

(d) Plant street trees and remove any existing trees within dedicated streets or proposed dedicated streets as required by the Street Tree Division of the Bureau of Street Maintenance. All street tree plantings shall be brought up to current standards. When the City has previously been paid for tree planting, the subdivider or contractor shall notify the Street Tree Division (213-485-5675) upon completion of construction to expedite tree planting.

(e) Repair or replace any off-grade or broken curb, gutter and sidewalk satisfactory to the City Engineer.

(f) Construct access ramps for the handicapped as required by the City Engineer.

(g) Close any unused driveways satisfactory to the City Engineer.

(h) Construct any necessary additional street improvements to comply with the Americans with Disabilities Act (ADA) of 1990.

(i) That the following improvements be either constructed prior to recordation of the final map or that the construction be suitably guaranteed:

D Support, protect and maintain in service the existing storm drain pipes in Francisco Street.

2) Improve 7th Street adjoining the subdivision by the construction of additional sidewalk to complete an average width 15-foot sidewalk.

3) Improve Francisco Street adjoining the subdivision by the construction of the following:

(a) Concrete curbs, concrete gutters, and 8-foot full-width concrete sidewalks with tree wells.

(b) Suitable surfacing to join the existing pavement and to complete 22-foot half roadway. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 45

(c) Any necessary removal and reconstruction of existing improvements.

(d) The necessary transitions to join the existing improvements.

NOTES:

The Advisory Agency approval is the maximum number of units permitted under the tract action. However the existing or proposed zoning may not permit this number of units.

Approval from Board of Public Works may be necessary before removal of any street trees in conjunction with the improvements in this tract map through Bureau of Street Services Urban Forestry Division.

Satisfactory arrangements shall be made with the Los Angeles Department of Water and Power, Power System, to pay for removal, relocation, replacement or adjustment of power facilities due to this development. The subdivider must make arrangements for the underground installation of all new utility lines in conformance with LAMC Section 17.05-N.

The final map must record within 36 months of this approval, unless a time extension is granted before the end of such period.

The Advisory Agency hereby finds that this tract conforms to the California Water Code, as required by the Subdivision Map Act.

The subdivider should consult the Department of Water and Power to obtain energy saving design features which can be incorporated into the final building plans for the subject development. As part of the Total Energy Management Program of the Department of Water and Power, this no-cost consultation service will be provided to the subdivider upon his or her request.

FINDINGS OF FACT (CEQA)

The Department of City Planning issued a Notice of Completion for Environmental Impact Report No. ENV-2009-1577-EIR (SCH No. 2009071035) on October 6, 2010. The project described below has been completed in compliance with the California Environmental Quality Act (“CEQA”), Public Resources Code Section 21,000 et seq. In connection with the following approvals granted to the Applicant. This Final EIR is being certified in connection with all discretionary or ministerial approvals and permits required to implement the Project.

The proposed Project will be developed on the property bounded by Figueroa Street, 7 th Street, Francisco Street, and Wilshire Boulevard in Los Angeles, California (“Property or “Project Site” interchangeably).

As described more fully in the EIR Project Description, the EIR analyzed a mixed-use development consisting of a 100-unit residential condominium, 560 hotel rooms and/or hotel condominiums, 1,500,000 square feet of commercial office space, and 275,000 square feet of commercial retail, restaurant, service, and amenity space on a 3.21 net- acre site. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 46

The Los Angeles Department of City Planning is acting as lead agency as defined by CEQA for environmental review of this Project. Upon certification of the Final EIR by the City of Los Angeles, a variety of discretionary and ministerial actions will be required.

Based on the City’s Environmental Review Committee, the City determined an EIR was necessary to analyze the potential environmental effects of the proposed Project. The Notice of Preparation (“NOP”) for a Draft Environmental Impact Report (the “Draft EIR”) was circulated for a 30-day review period starting on July 8, 2010.

The Department found that potential significant and unavoidable impacts could occur from the project’s implementation due to: noise (cumulative construction), visual resources (signage), air quality (mass daily ernissions-construction), and transportation (level of service, intersections, access). The Planning Department found that all other impacts were either considered less than significant or could be mitigated from the project’s implementation.

Significant Irreversible Environmental Changes. Section 15126.2(c) of the State CEQA Guidelines states that the “uses of nonrenewable resources during the initial and continued phases of the Project may be irreversible since a large commitment of such resources makes removal or nonuse thereafter unlikely.” Section 15126.2(c) further states that “irretrievable commitments of resources should be evaluated to assure that such current consumption is justified.”

The types and level of development associated with the Project would consume limited, slowly renewable and non-renewable resources. This consumption would occur during construction of the Project and would continue throughout its operational lifetime. The development of the Project would require a commitment of resources that would include: (1) building materials; (2) fuel and operational materials/resources; and (3) the transportation of goods and people to and from the Project Site.

Construction of the Project would require consumption of resources that are not replenishable or which may renew slowly as to be considered non-renewable. These resources would include certain types of lumber and other forest products, aggregate materials used in concrete and asphalt (e.g., sand, gravel and stone), metals (e.g., steel, copper and lead), petrochemical construction materials (e.g., plastics), and water. Fossil fuels, such as gasoline and oil, would also be consumed in the use of construction vehicles and equipment.

Operation of the Project would involve on-going consumption of nonrenewable resources such as natural gas and crude oil. Petroleum products (diesel Fuel, fuel oil, gasoline, and petrochemical synthetics) would be consumed directly and indirectly by Project activities in terms of electricity generation, and as fuels used by vehicles bringing residents, visitors, and employees to the Project Site. To the extent that fossil fuels remain a principal source of energy within the economy, the Project represents a long-term commitment of these resources. Development would irreversibly increase the commitment of public services, such as providing police and fire services. Operation of the Project would also result in an increased commitment of public maintenance services such as waste disposal and treatment, as well as an increased commitment of the infrastructure that serves the Project Site. The use of potentially hazardous VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 47 materials would occur on the Project Site. Such materials would be used, handled, stored, and disposed of in accordance with applicable government regulations and standards, which would protect against a significant and irreversible environmental change resulting from an accidental release of hazardous materials.

The commitment of resources required for the type and level of proposed development would limit the availability of these resources for future generations for other uses during the operation of the Project. However, this resource consumption would be consistent with growth and anticipated change in the City of Los Angeles, the County of Los Angeles, and the Southern California region as a whole. Further, use of such resources would be of a relatively small scale in relation to the Project’s fulfillment of regional and local urban design and development goals for the area. These goals are intended to promote smart growth that would reduce resource consumption by reducing vehicle trips and incorporating sustainable design features. Therefore, the use of such resources for the Project would be reduced as compared to development in other locations that would not fulfill such goals as fully. As such, the use of such resources would not be considered significant.

Growth Inducing Impacts. Section 15126.2(d) of the State CEQA Guidelines requires a discussion of the ways in which a Proposed Project could induce growth. This includes ways in which a Project would foster economic or population growth, or the construction of additional housing, either directly or indirectly, in the surrounding environment. Section 12126.2(d) of the State CEQA Guidelines states:

“Discuss the ways in which the proposed Project could foster economic or population growth, or the construction of additional housing, either directly or indirectly, in the surrounding environment. Included in this are projects which would remove obstacles to population growth (a major expansion of a waste water treatment plant might, for example, allow for more construction in service areas). Increases in the population may tax existing community service facilities, requiring construction of new facilities that could cause significant environmental effects. Also discuss the characteristic of some projects which may encourage and facilitate other activities that could significantly affect the environment, either individually or cumulatively. It must not be assumed that growth in any area is necessarily beneficial, detrimental, or of little significance to the environment.”

Implementation of the Project would involve the development of a maximum of 560 hotel rooms and/or hotel condominium units, 100 residential dwelling units, 1,500,000 square feet of office uses, and 275,000 square feet of amenity areas such as retail and restaurant uses, conference and meeting rooms, spa and fitness center. The Project would foster economic growth and revitalize an underutilized area by adding residents and businesses to the Project Site. These residents could, in turn, patronize existing local businesses and services in the area. Additionally, as described in Section IV.N (Population, Housing and Employment), short-term and long-term employment opportunities would be provided during construction and operation of the Project. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 48

As discussed in Section IV.N (Population, Housing and Employment), the Project would increase the permanent population of the area by approximately 189 persons and generate approximately 4,291 new employment opportunities. This increased residential and employee population would patronize local businesses and services in the area, and would foster economic growth. As discussed in Section IV.N (Population, Housing and Employment), Project-related growth would be within Southern California Association of Governments’ projections and would result in a less than significant impact. The development of the Project would serve projected growth in the Los Angeles area and concentrate growth within a jobs-rich, existing urban center. Additionally, the Project, as an in-fill development, would be adequately served by existing public services.

Development of the Project would result in employee, resident, and visitor populations that would create demand for goods, services, or facilities not directly provided or satisfied within the Project. However, as discussed in Section IV.N (Population, Housing and Employment), the supply and demand for housing and employment are within the region’s projected growth. Furthermore, Section IV.I (Public Services), addresses the demand for services created directly by the Project and the Project’s impacts.

As also discussed in this EIR, because the Project Site is already developed and is located in a highly urbanized setting, the Project would not involve any substantial extension of infrastructure such as roadways, water facilities, electricity transmission lines, natural gas lines, etc., or the construction of excess capacity of public facilities such as parks and recreation, schools, etc. beyond that required for currently anticipated growth. Any infrastructure associated with the Project would not induce growth because it would only serve the Project.

Alternatives. State CEQA Guidelines Section 15126.6(c) requires EIRs identify any alternatives that were considered by the lead agency. This EIR considers a range of alternatives to the Project to allow for informed decision-making in accordance with State CEQA Guidelines Section 15126.6. Alternatives to the Project are identified for the purpose of substantially reducing or avoiding the significant impacts of the Project. Alternatives to the Project that are analyzed in the EIR include the: 1) No Project Alternative; 2) Reduced Density Alternative; 3) Phased Construction Alternative; 4) Office-Only Alternative; 5) Residential-Only Alternative; 6) Reduced Height Alternative; 7) Zoning Compliant Alternative; 8) Reduced Signage Alternative; and 9) Zoning Compliant Signage Alternative. These alternatives were considered infeasible and rejected by the Lead Agency during the scoping process with reasons further discussed in the EIR.

Statement of Overriding Considerations. The Final EIR has identified significant and unavoidable impacts that would result from implementation of the Project. Section 21081 of the California Public Resources Code and Section 15093(b) of the CEQA Guidelines provide that when a public agency approves a project that will result in the occurrence of significant impacts that are identified in the EIR but are not at least substantially mitigated, the agency must state in writing the reasons to support its action based on the certified EIR and/or other information in the record. Section 21081 of the California Public Resources Code and Section 15093(b) of the CEQA Guidelines require that the decision maker adopt a Statement of Overriding Considerations at the time of approval of a project if it finds that significant adverse environmental effects VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 49 have been identified in the EIR which cannot be avoided or substantially mitigated to an insignificant level. These Findings and the Statement of Overriding Considerations are based on substantial evidence in the record, including but not limited to the EIR, and documents, testimony, and all other materials that constitute the record of proceedings. The EIR concluded that, despite the adoption of feasible mitigation, the Project would result in the following impacts that are not mitigated to a less than significant level: Transportation (Intersection LOS, Site Access); Noise (Cumulative Construction); Visual Resources (Signage); and Air Quality (Construction nitrogen oxide [NOx]).

Accordingly, the City adopts the following Statement of Overriding Considerations. The City recognizes that significant and unavoidable impacts would result from implementation of the Project. Having (i) adopted all feasible mitigation measures, (ii) rejected alternatives to the Project for the reasons discussed above, (iii) recognized all significant and unavoidable impacts, and (iv) balanced the benefits of the Project, including region-wide or statewide environmental benefits, against the Project’s significant and unavoidable impacts, the City hereby finds that the Project’s benefits outweigh and override the significant and unavoidable impacts for the reasons stated below.

The following reasons summarize the benefits, goals and objectives of the Project, and provide, in addition to the adopted findings, the rationale for the City’s determination that the benefits of the Project outweigh its significant and unavoidable impacts. These overriding considerations of the economic, social, aesthetic, and environmental benefits of the Project justify adoption of the Project and certification of the completed Final EIR. Many of these overriding considerations individually would be sufficient to outweigh the adverse environmental impacts of the Project and justify approval of the Project and certification of the completed EIR. In particular, achieving the underlying purpose and objectives for the Project would be sufficient to override the significant environmental impacts of the Project.

1. The Project would redevelop an existing underutilized site with new state-of-the- art facilities integrating Class-A office uses, a four-plus star hotel, residential, related retail, and amenities in direct proximity to existing intensive land uses and visitor and tourist attractions. In order to provide greater utilization of existing infrastructure, the Project would maximize the redevelopment potential of an urban infill site that is located in close proximity to the regional transit system and major transportation corridors. The Project would promote downtown Los Angeles as a regional center for business and serves as a catalyst for the future growth of the Los Angeles Convention and Exhibition Center.

2. The Project would reduce vehicle trips and infrastructure costs by concentrating development in an existing activity center with direct proximity to transportation alternatives and major transportation corridors. The Project would encourage the use of transit by employees, hotel guests, on-site permanent residents and their guests, and retail patrons given that the Project Site provides convenient accessibility to numerous bus lines and the 7th Street/Metro Center station. The Project would also provide convenient pedestrian accessibility by creating an outdoor plaza to support the use of the regional transit system. The Project would minimize vehicle trips on surface streets because of its proximity to the freeway system. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 50

3. Recent state legislation such as AB 32 and SB 375 require state and local agencies to achieve greenhouse gas emission reductions, in part by facilitating transit-oriented, energy-efficient infill development. Pursuant to SB 375, the Southern California Council of Governments (SCAG) will be formulating either a “sustainable communities strategy” (SCS) or an “alternative planning strategy” (APS) in connection with the next update of the SCAG Regional Transportation Plan (RTP). To the extent that the land use plans and approvals of the City of Los Angeles can contribute to regional reductions in per capita vehicle miles traveled and per capita greenhouse gas emissions, the City will be making it more likely that SCAG can adopt an SCS rather than an APS. Maximizing the redevelopment of existing urban sites near transit nodes and corridors with mixed-use development is recognized as one of the best ways to reduce vehicle miles traveled, thereby reducing greenhouse gas emissions associated with passenger vehicles. The Project would include a varied mix of land uses, including residential and commercial uses, in a location near several transit lines, allowing future residents, employees and visitors at the Project Site to minimize their use of passenger vehicles to travel to and from the site. The Project would also include several design elements that promote the efficient use of energy and water and minimize greenhouse gas emissions, and would achieve at minimum a LEED certification level of Silver.

4. The Project would build iconic state-of-the-art facilities for office tenants, hotel guests, residents, and visitors that would promote downtown Los Angeles as the center of business activity in the region and serve as a catalyst for future growth of the Los Angeles Convention and Exhibition Center. The Project would further the ongoing redevelopment of downtown Los Angeles by encouraging businesses to locate in the first modern high-rise office building in downtown in two decades, which strengthens downtown’s competitive position within the broader region. The Project would also provide an architecturally distinctive development that includes a creative signage program integral to the building design that identifies the Project Site and surrounding area as a major area of concentration for office, retail, and hotel uses in the City of Los Angeles.

5. Through the use of a bright, vibrant, and dynamic signage program that features state-of-the-art energy-efficient electronic signs integrated into the architecture of the buildings, the Project would create a prominent landmark recognizable throughout the Los Angeles area identifying the Project as a focal point for Downtown Los Angeles. The prominent signage program and Project identity would be designed to attract office tenants, hotel guests, tourists, and other visitors to the Project, thereby promoting the economic redevelopment of Downtown Los Angeles. The Project’s prominent and vibrant signage program aims to create a visually exciting pedestrian environment that will link the Financial District to the Los Angeles Sports and Entertainment District and the Los Angeles Convention and Exhibit Center.

6. The Project would provide a comprehensive development program that has the necessary flexibility to respond to the changing market conditions in the Los Angeles region. The Project would create a major mixed-use center in the downtown core enhancing business, resident, visitor, and cultural activities in the Financial Core, the Convention Center district, and Bunker Hill. The Project’s VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 51

flexibility would ensure that the precise mix of uses developed would meet the needs of the downtown core at the time of development.

7. The Project would provide a properly sized world-class hotel and supporting facilities to address the deficiency of high-quality hotel facilities in downtown Los Angeles that support major events and expected increased levels of activity at the Convention Center as well as the visitor-oriented uses in the Los Angeles Sports and Entertainment District. The Project would enable the Convention Center to compete more favorably against other convention centers for national conventions by expanding the base of four-plus star hotel rooms available for overnight guests in close proximity and along a visually exciting corridor accented with creative signage. The Project would also support the growth of the Convention Center by providing additional amenity spaces including meeting rooms, ballrooms, and related facilities.

8. The Project would provide the first new office building in Downtown Los Angeles in over two decades. The Project would provide an architecturally distinctive high-rise office building which would reinforce the long-term economic viability of downtown Los Angeles. The office building would enhance the downtown office market by providing premium office uses to attract new tenants from other cities, states, and countries to locate operations in the downtown core. The office building would accommodate a new helistop providing charter service between downtown and local airports to serve the Project office users, hotel guests, and visitors who require ready access to local and regional airports. The visual excitement created by the creative signage program would enhance the attractiveness of the Project for new tenants interested in locating their business in state-of-the-art Class A office uses in Downtown Los Angeles.

9. The Project would improve and enhance the economic vitality of the City of Los Angeles as well as the surrounding region through providing construction and permanent jobs and long-term enhancement of business opportunities. The Project would expand the base of four-plus star quality hotel rooms and amenities building upon the City’s existing investment in the Convention Center and supporting its future expansion. The Project would generate additional annual tax revenues for the region, including property taxes, sales taxes, utility taxes, and gross receipts taxes. The Project would maximize its potential contribution to the overall economy by including provisions that facilitate adjustments to the development program that may be needed in the future to respond to changing market conditions.

10. The Project would further walkability and design goals of the City by creating a pedestrian-oriented development including a one-quarter acre outdoor plaza, streetscape improvements and landscaping, public art, lighting, building setbacks, and other elements that provide a strong pedestrian presence along the Project edge. The Project would provide a pedestrian link to the surrounding community, including the 7th Street/Metro Center station, 7 + Fig retail center, L.A. Live! and the Convention Center. With the Project’s signage district, a visually exciting project would be created in the Financial District, which, when linked to the Los Angeles Sports and Entertainment District and the Convention Center, would activate the Figueroa Street corridor, thereby encouraging more VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 52

pedestrian travel and enhancing the visual experience for visitors. The Project would improve the quality and safety of the pedestrian environment through the development of an integrated streetscape program including the outdoor plaza which would provide convenient access to the 7th Street/Metro Center station, outdoor gathering space for special events, and serve as an amenity for employees, residents, guests, and visitors.

11. The Project would incorporate state-of-the-art mechanical and electrical elements that would be designed to meet, at minimum, a LEED certification level of Silver. The Project would implement sustainable development practices that promote efficient use of energy and water and minimize greenhouse gas emissions.

12. The Project would implement a number of key City and regional land use and transportation policies by focusing growth at a regional transportation hub, such as:

• Regional (from the Regional Comprehensive Plan and Guide, prepared by the Southern California Association of Governments, Chapter 3, Growth Management) Encourage patterns of urban development and land use which reduce costs on infrastructure and development. Encourage existing or proposed local jurisdictions’ programs aimed at designing land uses which encourage the use of transit. Encourage local jurisdiction plans that maximize the use of existing urbanized areas accessible to transit through infill and redevelopment. • City (from the General Plan Framework) Provide for the spatial distribution of development that promotes an improved quality of life by facilitating a reduction of vehicle trips, vehicle miles traveled, and air pollution (Objective 3.2). Encourage new multi-family residential, retail commercial, and office development in the City’s neighborhood districts, community, regional, and downtown centers as well as along primary transit corridors/boulevards, while at the same time conserving existing neighborhoods and related districts (Objective 3.4). Encourage future development in centers and in nodes along corridors that are served by transit and are already functioning as centers for the surrounding neighborhoods, the community, or the region (Objective 5.2). • City (from the Central City Community Plan) To improve Central City’s competitiveness as a location for offices, business, retail, and industry (Objective 2-1). To promote land uses in Central City that will address the needs of all the visitors to downtown for business, conventions, trade shows and tourism (Objective 2-3). Improve downtown’s pedestrian environment in recognition of its important role in the efficiency of downtown’s transportation and circulation systems and in the quality of life for its residents, workers and visitors (Policy 4.4-1). VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 53

Mitigation Monitoring Program. In accordance with the Requirements of Public Resources Code § 21081.6, the Advisory Agency hereby adopts the Mitigation Monitoring Program, which is described in full in Section IV of the Final EIR for the Proposed Project, and is incorporated herein by this reference. The City reserves the right to make amendments and/or substitutions of mitigation measures if the City or their designee determines that the amended or substituted mitigation measure will mitigate the identified potential environmental impacts to at least the same degree as the original mitigation measure, and where the amendment or substitution would not result in a new significant impact on the environment which cannot be mitigated.

Independent Judgment, The Applicant’s consultants prepared the screencheck versions of the Draft EIR, Final EIR and Traffic Study. All such materials and all other materials related to the EIR were extensively reviewed and, where appropriate, modified by the Planning Department or other City representatives. As such, the Draft EIR, Final EIR, Traffic Study, and all other related materials reflect the independent judgment and analysis of the Lead Agency.

Substantial Evidence. The City finds and declares that substantial evidence for each and every finding made herein is contained in the Draft EIR, Final EIR, Traffic Study, and other related materials, each of which are incorporated herein by this reference. Moreover, the City finds that where more than one reason exists for any finding, the City finds that each reason independently supports such finding, and that any reason in support of a given finding individually constitutes a sufficient basis for that finding.

Relationship of Findings to EIR. These Findings are based on the most current information available. Accordingly, to the extent there are any apparent conflicts or inconsistencies between the Draft EIR and the Final EIR, on the one hand, and these Findings, on the other, these Findings shall control and the Draft EIR and Final EIR or both, as the case may be, are hereby amended as set forth in these Findings.

Project Conditions of Approval. Each of the Project design features and mitigation measures referenced herein shall be conditions of Project approval to be monitored and enforced by the City pursuant to the building permit process and the Mitigation Monitoring Program. To the extent feasible, each of the other findings and conditions of approval made by or adopted by the Advisory Agency, the City Council, or other City agency, department, or body in connection with the Project are also incorporated herein by this reference.

Custodian of Documents. The custodian of the documents or other material which constitutes the record of proceedings upon which the Director’s decision is based is the City of Los Angeles, Planning Department, located at 200 North Spring Street, Room 750, Los Angeles, California 90012.

No Recirculation. CEQA requires that the lead agency recirculate an EIR when significant new information is added to the EIR after public notice of its availability has previously been given but prior to its certification. The City staff and the Advisory Agency have thoroughly reviewed the public comments received regarding the Project and the Final EIR to determine whether any of the public comments provide substantial evidence that would require recirculation of the EIR prior to its adoption. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 54

In accordance with the Requirements of Public Resources Code § 21081.6, the Advisory Agency hereby adopts the Mitigation Monitoring Program, which is described in full in Section IV of the Final EIR for the Proposed Project, and is incorporated herein by this reference. The City reserves the right to make amendments and/or substitutions of mitigation measures if the City or their designee determines that the amended or substituted mitigation measure will mitigate the identified potential environmental impacts to at least the same degree as the original mitigation measure, and where the amendment or substitution would not result in a new significant impact on the environment which cannot be mitigated.

Finding. The City finds that none of the public comments to the Draft EIR or subsequent public comments or other evidence in the record, including the changes in the Project in response to input from the community and the Council Office, include or constitute substantial evidence that would require recirculation of the Final EIR prior to its certification and that there is no substantial evidence elsewhere in the record of proceedings that would require substantial revision of the Final EIR prior to its certification, and that the Final EIR need not be recirculated prior to its certification.

FINDINGS OF FACT (SUBDIVISION MAP ACT)

In connection with the approval of Vesting Tentative Tract Map No. 71141-CN, the Advisory Agency of the City of Los Angeles, pursuant to Sections 66473.1, 66474.60, .61 and .63 of the State of California Government Code (the Subdivision Map Act), makes the prescribed findings as follows:

(a) THE PROPOSED MAP IS CONSISTENT WITH APPLICABLE GENERAL AND SPECIFIC PLANS.

The adopted Central City Community Plan designates the subject property for Regional Center Commercial land use uses with the corresponding zones of CR, C1.5, C2, C4, C5, R3, R4, R5, RAS3, and RAS4. The property contains approximately 3.21 net acres (140,165 net square feet after required dedication) and is presently zoned C2-4D and C4-4D.

The C2 and C4 Zones allow for a minimum density of one unit for every 400 square feet. The project site is located within the Downtown Greater Housing Incentives Area, which eliminates the maximum unit per lot area as long as it is within the allowable floor area ratio. The proposed subdivision for 100 residential units is allowable under the current adopted zone and the land use designation. The project, in addition to providing 100 residential units, proposes to develop 560 hotel rooms and/or condo-hotel units, 1,500,000 square feet of office space, and an additional 275,000 square feet of amenity areas including retail and restaurant, conference and meeting areas, ballrooms, spa, fitness center, and other service areas. The project will provide improvement to the area, as the current condition of the site is presently developed with a16-story structure, known as the Wilshire Grand Hotel and Centre, which consists of 896 hotel rooms, approximately 215,000 square feet of office uses, approximately 206,600 square feet of hotel amenity, accessory retail and restaurant uses. The new development will bring new home ownership opportunities, redevelop the area with new hotel rooms and condominiums, add office and retail space, and add other service amenities. The map will be consistent with Central City Community VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 55

Plan since the project will help reinvigorate the area, and contribute to making downtown Los Angeles a destination area. The subject site is not subject to a Specific Plan.

The site is not subject to the Specific Plan for the Management of Flood Hazards (floodways, floodplains, mud prone areas, coastal high-hazard and flood-related erosion hazard areas). Therefore, as conditioned, the proposed tract map is consistent with the intent and purpose of the applicable General and Specific Plans.

(b) THE DESIGN AND IMPROVEMENT OF THE PROPOSED SUBDIVISION ARE CONSISTENT WITH APPLICABLE GENERAL AND SPECIFIC PLANS.

Figueroa Street is a Modified Major Highway Class II dedicated to a variable width of 90 to 100 feet. Francisco Street is a Local Street dedicated to a width of 62 feet. 7th Street is a Modified Secondary Highway dedicated to a variable width of 85 to 90 feet. Wilshire Boulevard is a Modified Major Highway Class II dedicated to a width of 95 feet.

The project has been conditioned to provide a 20-foot radius property line returns at the intersection of Wilshire Boulevard and 7th Street with Figueroa Street and Francisco Street adjoining the tract all from the proposed sidewalk surface to a height of 20 feet above. The project will also be conditioned to provide an average 3-foot wide public sidewalk easement along Figueroa Street from the proposed sidewalk surface to 40 feet thereabove. The project provides a 4-foot wide and variable width sidewalk easement along Figueroa Street. The project provides limited dedications at the corner of Figueroa Street and 7th Street, at the corner of Figueroa Street and Wilshire Boulevard, and a proposed sidewalk surface area of dedication at the corner. The project includes the portion of Francisco Street 10 feet below the existing surface will be merged with the lot. The subdivider will be required confirmation from all public utility agencies that might have certain rights in the area being merged below Francisco Street, that there are no planned uses in the area that will conflict with such merger. The project proposes 1,900 parking spaces within eight parking levels. The Deputy Advisory Agency has reviewed the map and imposed conditions recommended by the Bureau of Engineering to ensure the proposed project are consistent with the applicable General and Specific Plans.

(c) THE SITE IS PHYSICALLY SUITABLE FOR THE PROPOSED TYPE OF DEVELOPMENT.

The site is an irregular-shaped lot bounded by 7th Street to the south, Wilshire Boulevard to the north, Figueroa Street to the east, and Francisco Street to the west. The development of this tract redevelop the site to provide residential units, hotel guest rooms and condominiums, office, retail, and other related services. The site would be physically suitable for the proposed development. The project site is presently developed with the Wilshire Grand Hotel and Centre. The project would be an infill development that would remove all structures and redevelop the site to include two towers and one podium. The development of this tract is an infill of an otherwise mix of commercial and residential area. With VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 56

the approval of CPC-2009-3416-TDR-CUB-CU-CUW-ZV-SN-DA-ZAD-SPR-GB, the project will be in compliance with the code. In the event that the subject City Planning Commission case is not approved, the project will be required to file for a modification to the tract map. The site is relatively level and is not located in a slope stability study area, high erosion hazard area, or a fault-rupture study zone.

The revised tract has been approved contingent upon the satisfaction of the Department of Building and Safety, Grading Division prior to the recordation of the map and issuance of any permits.

(d) THE SITE IS PHYSICALLY SUITABLE FOR THE PROPOSED DENSITY OF DEVELOPMENT.

The subject site is generally surrounded by office uses and ground floor commercial/retail use, with the exception of the 1000 Wilshire Boulevard building and the 777 Tower. The nearest multi-family residences include the Pegasus apartments, Roosevelt Lofts, the Piero Apartments, and the 1010 Wilshire apartments, are all located approximately 500 feet from the subject site to the east, southeast, north, and northwest, respectively. The Metropolitan Transportation Authority (MTA) subway runs in a tunnel beneath 7th Street adjacent to the project site, and the Metro Center subway station is located across Figueroa Street to the east. The proposed project would provide a development consistent with the land use patterns of this area. The site currently contains the Wilshire Grand Hotel, and would redevelop the site be demolishing all structures for the development of an office tower, hotel tower and podium. The project has filed for multiple entitlements, including a transfer of development rights, a Zoning Administrator’s Determination to permit shared parking, and site plan review, among others, as part of CPC-2009-3416-TDR-CUB-CU-CUW-ZV- SN-DA-ZAD-SPR-GB, and will be required to comply with all LAMC requirements. In the event that the City Planning Commission case is not approved, the project will be required a modification for the map. As conditioned the proposed tract map will be physically suitable for the proposed density of the development.

(e) THE DESIGN OF THE SUBDIVISION AND THE PROPOSED IMPROVEMENTS ARE NOT LIKELY TO CAUSE SUBSTANTIAL ENVIRONMENTAL DAMAGE OR SUBSTANTIALLY AND AVOIDABLY INJURE FISH OR WILDLIFE OR THEIR HABITAT.

The project site, as well as the surrounding area are presently developed with structures and do not provide a natural habitat for either fish or wildlife. The Department of City Planning issued Environmental Impact Report No. ENV-2009- 1755-El R-GB (SCH No. 2009071035) on October 6, 2010 and found that there may be environmental impacts which are individually limited, but significant when reviewed in connection with the effects of past projects, other current projects, and probably future projects.

However, these cumulative impacts will be mitigated to a less than significant level through compliance with the reference mitigation measures in this report and contained in ENV-2009-1755-EIR. VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 57

(f) THE DESIGN OF THE SUBDIVISION AND THE PROPOSED IMPROVEMENTS ARE NOT LIKELY TO CAUSE SERIOUS PUBLIC HEALTH PROBLEMS.

There appear to be no potential public health problems caused by the design or improvement of the proposed subdivision. The development is required to be connected to the City's sanitary sewer system, where the sewage will be directed to the LA Hyperion Treatment Plant, which has been upgraded to meet Statewide ocean discharge standards. The Bureau of Engineering reported that the proposed subdivision does not violate the existing California Water Code because the subdivision will be connected to the public sewer system and will have only a minor incremental impact on the quality of the effluent from the Hyperion Treatment Plant.

(g) THE DESIGN OF THE SUBDIVISION AND THE PROPOSED IMPROVEMENTS WILL NOT CONFLICT WITH EASEMENTS ACQUIRED BY THE PUBLIC AT LARGE FOR ACCESS THROUGH OR USE OF PROPERTY WITHIN THE PROPOSED SUBDIVISION.

No such easements are known to exist. Needed public access for roads and utilities will be acquired by the City prior to recordation of the proposed tract.

(h) THE DESIGN OF THE PROPOSED SUBDIVISION WILL PROVIDE, TO THE EXTENT FEASIBLE, FOR FUTURE PASSIVE OR NATURAL HEATING OR COOLING OPPORTUNITIES IN THE SUBDIVISION. (REF. SECTION 66473.1)

In assessing the feasibility of passive or natural heating or cooling opportunities in the proposed subdivision design, the applicant has prepared and submitted materials which consider the local climate, contours, configuration of the parcel(s) to be subdivided and other design and improvement requirements. Providing for passive or natural heating or cooling opportunities will not result in reducing allowable densities or the percentage of a lot which may be occupied by a building or structure under applicable planning and zoning in effect at the time the tentative map was filed.

These findings shall apply to both the tentative and final maps for Vesting Tentative Tract Map No. 71141-CN,

Michael J. LoGrande Advisory Agency

7/ tffM TOKUNAGA Deputy Advisory Agei

JT:HC: jq VESTING TENTATIVE TRACT MAP NO. 71141 PAGE 58

Note: If you wish to file an appeal, it must be filed within 10 calendar days from the decision date as noted in this letter. For an appeal to be valid to the Los Angeles City Planning Commission, it must be accepted as complete by the City Planning Department and appeal fees paid, prior to expiration of the above 10-day time limit. Such appeal must be submitted on Master Appeal Form No. CP-7769 at the Department’s Public Offices, located at:

Figueroa Plaza Marvin Braude San Fernando Valley 201 N. Figueroa St., 4th Floor Constituent Service Center Los Angeles, CA 90012 6262 Van Nuys Blvd., Room 251 213 482-7077 Van Nuys, CA 91401

818 374-5050

Forms are also available on-line at www.lacity.org/pln.

If you seek judicial review of any decision of the City pursuant to California Code of Civil Procedure Section 1094.5, the petition for writ of mandate pursuant to that section must be filed no later than the 90th day following the date on which the City's decision became final pursuant to California Code of Civil Procedure Section 1094.6. There may be other time limits which also affect your ability to seek judicial review.

If you have any questions, please call Subdivision staff at (213) 978-1362. NOTES CONTINUED: LEGAL DESCRIPTION: % NOTES: As PARCELS "A” AND ”B" OF PARCEL MAP L.A. NO. 5728, IN THE CITY OF LOS ANGELES. COUNTY OF LOS PROJECT SITE % £ ANGELES. STATE OF CALIFORNIA. AS PER MAP RECORDED IN BOOK 204, PAGES 14 AND 15, OF PARCEL Sr o & EXISTING CONDITIONS: ,<0 CONTACT INFORMATION: MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND FRANCISCO STREET CREATED BY & CITY OF LOS ANGELES ORDINANCE NO. 96682 AND INST. NO. 89-102718, BOUNDED IN THE NORTH BY EXISTING STRUCTURES: . . .ALL EXISTING STRUCTURES TO BE REMOVED. HANJ1N INTERNATIONAL CORPORATION / OWNER THE SOUTHERLY LINE OF WILSHIRE BOULEVARD AND BOUNDED IN THE SOUTH BY THE NORTHERLY LINE OF 7, WILSHIRE GRAND HOTEL 110 EXISTING UTILITIES: . . . UNDERGROUND UTILITIES SPECIFICALLY LISTED IN THE UTILITY INFORMATION 7TH STREET, AS SHOWN ON SAID PARCEL MAP. & 930 WILSHIRE BOULEVARD, SUITE 100 to TABLE ARE PLOTTED ON THIS SURVEY. OTHER UNDERGROUND UTILITIES NOT fi> A LOS ANGELES, CA 90017 LISTED (E.G. TRAFFIC SIGNAL AND STREET LIGHTING CONDUIT, ABANDONED So (213) 688-7777 & LINES, ETC.) HAVE NOT BEEN PLOTTED. THE LOCATION OF THOSE PLOTTED to s 'c. UTILITIES WERE OBTAINED FROM UTILITY MAPS AND PLANS AS LISTED UNDER CITY OF LOS ANGELES $ THE SUBSTRUCTURE PLAN INDEX. 200 NORTH SPRING STREET 'A A. LOS ANGELES, CA 90012 SHEET INDEX: X (213) 367-4211 .T PROPOSED CONDITIONS: 10 Y*. Q SHEET 1 - PROJECT NOTES M2 ft . . .THOMAS PROPERTIES GROUP SUBDIVIDER . . SHEET 2 EXISTING CONDITIONS AT GROUND LEVEL r0A ATTN: TOM PARADISE . . .THE PROJECT IS AN AIRSPACE SUBDIVISION WHICH CONSISTS OF TWO (2) THE PROJECT: . . SHEET 3 - PROPOSED CONDITIONS AT GROUND LEVEL % 515 SOUTH FLOWER STREET, SIXTH FLOOR MASTER LOTS AND 48 AIRSPACE LOTS. IT WILL CONTAIN AN OFFICE TOWER SHEET 4 - SUBTERRANEAN PARKING LEVELS P2 THROUGH P8 LOS ANGELES, CA 90071 WITH 1,500,000 SQUARE FEET OF FLOOR AREA, A HOTEL TOWER CONTAINING SHEET 5 - SUBTERRANEAN PARKING LEVEL PI (213) 613-1900 560 HOTEL ROOMS AND 100 RESIDENTIAL CONDOMINIUM UNITS AND AMENITIES VICINITY MAP SHEET 6 - PODIUM LEVEL 1 - 286’ TO 306’ WITH 275,000 SQUARE FEET. SHEET 7 - PODIUM LEVEL 2 - 306’ TO 331 * NOT TO SCALE PSOMAS SURVEYOR/ENGINEER SHEET 8 PODIUM LEVEL 3. 4, 5, 6-331’ TO 411’ ATTN: JOHN CHIAPPE PROPOSED PARKING: TOTAL 1900 SPACES. SHEET 9 PODIUM LEVEL 7-411’ TO 446’ 555 SOUTH FLOWER STREET. SUITE 4400 SHEET 10 - TOWER - 446’ TO 1028’ LOS ANGELES. CA. 90071 PROPOSED UTILITIES: . . . SEWAGE AND DRAINAGE WILL BE TO EXISTING CITY FACILITIES WITHIN ( WILSHIRE BOULEVARD, FIGUEROA STREET, 7TH STREET AND FRANCISCO SHEET 11 - TOWER - 1028' TO 1578’ (213) 223-1400 STREET. (TO BE PROVIDED BY THE CITY OF LOS ANGELES SYSTEMS). SHEET 12 - MASTER LOT ABOVE 1578' AND BELOW 196’ t. SHEET 13 - SECTION A-A, B~B AND C-C GENERAL PROJECT INFORMATION: SHEET 14 - SECTION D-D AND ISOMETRIC VIEWS NOTES: PROJECT ADDRESS 900. 930 WEST WILSHIRE BOULEVARD 655, 685, 695, 699 SOUTH FIGUEROA STREET LOT SIZES AND CONFIGURATIONS ARE ILLUSTRATIVE ONLY AND WILL BE FINALIZED ON THE FINAL MAP 916, 925, 935 WEST 7TH STREET BASED ON TENTATIVE MAP CONDITIONS AND FINAL BUILDING DESIGN, RESERVING THE RIGHT TO UTILITY INFORMATION LOS ANGELES CA, 90071 CONSOLIDATE LOTS. IiJuIlIrt Urft.v’, TKi.iL®.M*f* 38 m "mm- r rar 8>g m SEE . 5- I APN: 5144-008-020, 5144-008-021 THE SUBDIVIDER RESERVES THE RIGHT TO FILE MULTIPLE FINAL MAPS OF THIS PROJECT (PHASED FINAL 15 -MTCT-MI 1 A I 1 > iI-SK-M-M frOaOti MAPS). WNE as •Wll I AN £ ^AS nT§ DISTRICT MAP: 150A189 'M gni DRAIN L m LW-I’IW -»w lljSf frljwigia ALL EXISTING BUILDINGS TO BE DEMOLISHED. t.OS A) Sj m i THOMAS BROS. GUIDE: . , .LA634-E4 SUBSTRUCTURE PLAN INDEX A HAUL ROUTE IS REQUESTED WITH THIS MAP. FLOOD ZONE: SUBJECT PROPERTY LIES WITHIN FLOOD ZONE MC" (AREAS OF MINIMAL MEM -14 -129A I FLOODING) AS SHOWN ON FLOOD INSURANCE RATE MAP COMMUNITY PANEL THIS SUBDIVISION PROPOSES A MERGER OF FRANCISCO STREET. LOT BREAKDOWN: LOT 25 - PARKING ZT NO. 060137-0074C, DATED 12-2-80, AS PUBLISHED BY FEDERAL EMERGENCY I m LOT 26 - PARKING 5 WYE-IM-SaA1 MANAGEMENT AGENCY. LOT 1 - MASTER LOT LOT 27 - PARKING Th* only eutatruetura Information made available tv pubBc aganelaa and public utWthM ie their location within LOT 2 - OFFICE LOT 28 - PARKING public rigM*-of~way. Therefor* no an-ett* oubetructure* are shown on this map. Th* location of on-tit* LOT 3 - HOTEL PUBLIC EASEMENTS: .... THERE ARE PUBLIC EASEMENTS ON THE PROPERTY. LOT 29 - PARKING aH. LOT 4 - RETAIL A LOT 30 - PARKING isAPkldiiv i|k ilf/tjiinn AREA: . . . . BASED UPON RECORD BEARINGS AND DISTANCES AS SHOWN HEREON, LOT 5 - PLAZA LOT 31 - PARKING Mtmy#n**S {he «

AREA PLANNING COMMISSION:.CENTRAL LEGEND NEIGHBORHOOD COUNCIL:. . .DOWNTOWN LOS ANGELES JM . PROPERTY / BOUNDARY LINE . STREET R/W LHC PLANNING AND ZONING INFORMATION: . CURB LINE < FROM 1*«20‘ ON TO 1*-200’) . CURB LINE < T«10\ r«8\ r-16’) . CENTER LINE . FLOW LINE GENERAL PLAN DESIGNATION: REGIONAL CENTER COMMERCIAL . LOT LINE / PARCEL LINE ZZZI3E . EASEMENT LINE (W-W1DTH) EXISTING ZONING: C2-4D AD . CONTOUR LINE (APPROXIMATE) iLUJm . BUILDING FOOT PRINT LINE . OVERHANG LINE PROPOSED ZONING: C2-4D . FENCE LINE .JL . GUARDRAIL , RETAINING WALL . CONC. BLOCK WALL •Wilt ■Wit . EDGE OF ASPHALT PAVING . CONCRETE PAVING AD Si . AREA DRAIN saog_ . CATCH BASIN W/ACCESS HOLE (#1 o . MANHOLE (SEWER, STORM DRAIN, POWER, TELEPHONE) pp/tp ♦ . POWER POLE (P.P.) / TELEPHONE POLE (T.P.) s. . . SIGN (ALL KINDS) SL ■#- O . STREET LIGHT TS . TRAFFIC SIGNAL TS/SL-^I— i> . TRAFFIC SIGNAL W/STREET LIGHT YL |, , , . YARD LIGHT FH . FIRE HYDRANT OS * . DOWNSPOUT FDC * . FIRE DEPARTMENT CONNECTION P1V • . POST INDICATOR VALVE . DIRECTION OF WATER DRAINAGE FLOW PM • . PARKING ICIER GM/WM o...... GAS / WATER METER GV/WV o...... GAS / WATER VALVE EPB/SLPB/T SP8/UPBa . ELEC./STREET LIGHT/TRAFFIC/UNKNOWN PULL BOX . TRIE IN WELL W/TRUNK DIAMETER . PLANTER op • . GUARD POST APPR. . APPROACH (DRIVEWAY) BFP • . BACKFLOW PREVENTER CO o . CLEAN OUT CHLK . CHAINLINK (FENCE/GATE) . BENCHMARK . RECORD LOT / PARCEL NUMBER m « (100.00 * X ■ RECORD DIMENSION OR HEARING IF DIFFERENT THAN MEASURED . IMPROVEMENT FACE n rll^wiiw^Blpg§ieffiaaagm,...... /Ed . IMPROVEMENT END N/E/S/W . NORTH/EAST/SOUTH/WEST LOCATION OF IMPROVEMENT W/ RESPECT TO REFERENCE NORTH AND PROPERTY LINE. mmm\ . ADJACENT PROPERTY OWNER no . TOPOGRAPHIC SPOT ELEVATION, NO LEADER BW . BACK OF WALK ELEVATION EC . EDGE OF CONCRETE ELEVATION EG . EDGE OF GUTTER ELEVATION EP . EDGE OF PAVEMENT ELEVATION FL . FLOW LINE ELEVATION TC . TOP OF CURB ELEVATI ON TG . TOP OF GRATE ELEVATION TW . TOP OF WALL ELEVATION RIM . MANHOLE RIM ELEVATION 1NV . MANHOLE INVERT ELEVATION CD . CURB DRAIN a* ss . SANITARY SEWER (SIZE) a* so- . STORM DRAIN (SIZE) -a* w- . WATER LINE (SIZE) •8* 6- . GAS LINE (SIZE)

•8* 0- . OIL/PETROLEUM LINE (SIZE) ■E- . ELECTRICAL LINE ■C- . COMMUNICATION LHC AAA AAA . OVERHEAD UTILITY LINE(S)

A mrw.ngTWELS g..m:....ictiti VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER.AND RESUBDIVISION AND CONDOMINIUM PURPOSES.AND.PRIVATE DRIVEWAY: G.R.G. SGSSBmA AUGUST 2009 A CITY or L.A. SURVEY PBM STMPD *12-06474 1980* PSOMAS IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL CORP. ■*r» 555 South Rower Street, Suite 4400 G.R.G. FIGUEROA ST. Los Angeles, CA 90071 NO SCALE 31-2TO 1 ink (213) 223-1400 (213) 223-1444 fax WILSHIRE GRAND li85.,(NGyP2?) ——».2Sr.11..EEEE www.psomas.com J.D.C. VESTING TENTATIVE TRACT NO. 71141 1HAN040100 Ocl 12, 2009 - MS tow 8y ggokio 14 x-tbtt IN THE CITY OF LQS ANGELES COUNTY OF LQS ANGELES______STATE OF CALIFORNIA m i m V > /■ u E E E E E E E t xu. yi Concrete Curb ft \\ ft WOO J \ \\ 7' {XJ wv \ ' \ / s/ .0© □ 8"SS 8"SS 4* 8”S^\ 8 S3 8"SS M WV 7 \ 4. 8"W "V 8"V 8"W 8"W 8"W WILSHIRE 8"W 8"W 8"W 8"W 8" -jtn 8"W 8"W BOULEVARD i. 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COLUMN K LJ / - □ b 3 \ CURB / yzQ8 \ \ c V) A -s / V m AIR VENT (/) °8 •o °0 i v a> tv .8 J)Oj N z MoR\l’i DoSl ^ \ ASPH alt/ °9"J P O 7 Z! 161 o \ 285-] OVERH I SfPATCH © TMt- / □ 1© \ / / -S \ \ HA o 1 2 YT z U ■> uJ 3 VTTTT nrm NT \ bo'^R'i \ © ^ ^d'o6f^\ \ \ V \ \ \ V V ^oJdr\ d-h < \ 2* ^0} DOOR SLIDE DOOR ?i o rTTTTTTTTT V \ 3: /tjV5" 5b \ a 1 •§ 1 LJ \ \ 1 O / oc \ \ \ X . o o x: 3 30' a \ 1 C.J ID \ & D°o$ ir co s 00 •'3- \ ra (!) 50' Ld \| 5^ ,*V \ 3 Lj \ I LJ \ '28. tn 4"\/ y 2; \ \ a -SN° 15* o o LiJ \ / Building Tower Line 2: 7 TMH T .J f/) ft \ o \ \ .0° Future Sidewalk 1#l \ (A> \ Easement per P.M. to: \ u LA. No. 5728, PMB l : j 782 ^xv 204, Pgs 14 -15 D m-'s \ (To be abandoned) —i Park & f-A SLPf \ u At/ Station a a «L/' 1 O :mh \ 3 u ifSPHALl 1 \ \ I 5 T. \ I x \ \ \ \ \ \ a \ ,©1 Q \ £5 281 \ 1” \ s □ N '$m£. J 1 / h o? \ \ s 7 P \ yj m § EMIH^ 1 M \ m A0' 7 M C3 \ 11T * \ \ \ \:4 LJ o X HIRE GRAND HOTEL \ V © HEMH CM o TV-STORY BUILDING TMff \ a '280 < \ ADDRE! 930 WILSHIRE BOULEVARD © «- o \ \ Id Building Tower Line ,TfcH N ,7 1' 5 1 5\ > \ Wi \ % \ \ p,Q s i\ o CZ a s 279 ^wr~ •cf- % Concrete Curb \ \ IQ s sP Street Easement u \ Bee ’MH © \ *\\ -s?!eM. LA. No. 5728, 2 s PMB 204, Pgs 14 -15 \ \ o \ \ s Wc 1 (To be abandoned) \ 50* < £ & \ 4 ■278 \ \ \ \ £: 8 an Si .s' 1! •v-f------\ > z2. S J4 Building Tower Line LJ V B s 1 ? \ /\ / / \ ! \\\\\\\\ \ sIpbi M W \\\\\\\\\\\\v \ ‘B HI I ■277 \ I tiGV x 'to •28; \ \| m Q -■/- S, smt \ \ o I INSIDE FACE MTA STATION WALL \ ip! y\ O IM -I & IMN S‘ X» \ ASRHALT CXM I T7T / © CA [TRACKS \ COV nap \ 2S \ I N?^ LJ ^ \ fp-op 0^ El :Mh © \ text J fc0^ LJ!, o ii'G \ 'V^ 5^1 / u xG kA 3' G > \ S w \ c0^C Z9 7 -s. n"sc \ I x .ft' \ a © P0 \ LOADING D(XK dHx \ X o o ai EMH % cy 0 " 2 EMH ID \ 3 u i \ 'S^ " E Ti- E S' © \ .4 ©UMH V \ \ u f & "K "" CP' ...a : \ <3^ v ■ O c0^ 7C-.... A" \ ©1 ;co^ «^bo' \ B'\ Irrevocable Offer to Dedicate_ *3r 3"C ' \\ for Public Street Purposes per © ztL \ LJ a Doc Reed January 13, 1988 as rTTTTTTTTTTTTTTT a $ xJ\A sf\cWSS -A - v,g \\ GV \ Inst. No. 88-51267, O.R. 0 \ Brass Plug \\ Concrete Curb \ (To be abandoned). 0$S^ \\ CO 51jp. \ \ I* f \\ OJ A1 otIn |10* s’# \ !.A -S' \\ 70*4 \ \ \ < '3 3' -S. VLT 7 \ -ft t" ■vj \ ,s A Vft \ 30' •8 \2> \ \ u x. ..' ©Jt# " A&/ SKd 474-26 C" '\l " Concrete Curb \ \ c - A' V^G s" q\/€.B \ k \ IDMH 3‘ t ' g '1S« \ x> S‘3^ 'SA-W 3" \ O TMH { *s£t eu CP r 2 1* 1 »! s0 iff sV- © ZJ S'' '0 ip. 30© / ‘iO g !AL s' 7 3"G Concrete Curb ASPHALT CB (LOCKED^ .. A1 dt / 7 t // 3" / v \ v V V V.© ^ ©..S.T V V k\T.YV \ V VT.K.V V V K..^..r\ V V.V TV.7 V V V..f""‘\ \ \ \ \ \ \ \ ^ Vl \ \ \ \ \ \ \ \ \ \ \ \ \ i W 20’ 10’ 0’ 20’ 40’ A,,g 0 7 e"S \ / GRAPHIC SCALF '3”° \ \ SCALE: 1" = 20* CNI A"g O t CO •ss \ Q -r. \ 3”° X Wcon"' ! - \ 0 co^ ©vrVLT A‘ \ © o ©UMH Q SS \ CD \ 3"6 i 0 O \ 1 ' -^86 A',g ' o -i! VS.: s 3 \ R..P \ EXISTING CONDITIONS AT GROUND LEVEL O 0 ll I // x -- A \ \ A CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: DAIS £ G.R.G. A AUGUST 2009 i CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* X A PSOMAS 0 A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL C RP. •CALC o £/4F 555 South Flower Street, Suite 4400 CO No. 7230 ' G.R.G. FIGUEROA ST. o ★ ★ Los Angeles, CA 90071 1” =20’ 1 cP Exp. 12-31-2010/^ 2 x '7 A (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND ELEVATION 283.851 FPFT 1985 (NGVD 29)

'

------(£■

4 §

WILSHIRE BOULEVARD o in FIGUEROA STREET

/ LIMITED DEDICATION 286’ TO 306’ / 28a: BACK OF WALK /i S 51 *44’13" E 468.05* 84 SF tm CD O o 7F 123.4’ 7| 1 178.4’ V 86.4’ / A=89*30’ 01 i' R=20.0 CM L=31.2’ f o NO fl CM f to N 51 *43’ W 5: b>in rv 50’ to ■I.

/ LOT 7 / X LOT 4 In UE=306.0’ UE=306.0’ S LE=286.0’ ’o>. LE=286.0’ LOADING DOCK,4 wi °>v>' ^ N 52*01’ W 53.5’ 41432= Sq. Ft. L RETAIL / rs ~ , \\ r r 31.4’ HI 22. E=3 '1 \ o' 9,612 Sq. Ft. / LE! .0’ / / E 4) O CD ft Ft LlI Ixl □ I— % CO VfL°' •4,5' < 70 f rr' o d a: 3 rO r \ LU m v"'* n *» O) 3 u s? o X ro to loo in =?ls

’ £ 9.1' LO p Is? 'Mi V L E4=;iOp.O’ lie 379.83 s fi LE-586.0’ E

fe HR □ \ *00 1 (3 (/> 5 6 " ’ 1^09 0 ,i?f‘ PLAZA to 1 18,773 Sq. ^ r 1 37'58 "A 286’ - 296 09 >!! toK LOT 16 PROPOSED 4’ WIDE AND 22,203 SF 16 ,811 Sq. Ft VARIABLE WIDTH SIDEWALK IS 296’ 306’ EASEMENT FROM GROUND silllllilllj!®!] 1 j|| TO 40’ UP UE=NONE / LE=286.0’ PUBLIC ACCESS $ \ 50’ CM i UE=196.0’ / LE=NONE ct> io ■ / ■ 111 / / '1; P' ■ 5 ft .• 'U / ,51 .... K 1225 o o ft d>- PRIVATE llm / Vi \ v. i Ilf DRIVEWAY I / o. 2’ WIDE FRANCISCO STREET LOT 3 I UE=306.0’ fc VACATION BY SEPARATE ‘ LE=286.0’ O % INSTRUMENT SERVICE ACCESS FIGUEROA STREET a I LIMITED DEDICATION OTEL o 276’ TO 296’ 276’ - BACK OF WALK 48,835 F

\ §«*5 Ts.': oft 1 I

STREET / O //

MERGED) / PROPOSED 3* WIDE AND Q VARIABLE WIDTH SIDEWALK EASEMENT FROM GROUND BE

TO 40’ UP

/ (TO "jxq

FRANCISCO x \ *9*3.0®’ is» J 57° •fVA % .\ /

XcP ^21

vs.

nO TYPICAL PROPOSED PRIVATE DRIVEWAY SECTION

A <1 z H IT! R/W R/W T

\ 60’ \ \ \ \ 30’ 30’ \ \ 13* 17 17 13’ \ \

\ H 8’ LANE I LANE 8’ LINE LINE 4.

12’ 20’ 10’ 0’ 20’ 40’

SECTION 10’ 12’

h %,<■ GRAPHIC SCAIF

TYPICAL SCALE: 1” = 20’

| / 1

/ \ PRIVATE DRIVEWAY "A" (FORMERLY FRANCISCO STREET) PROPOSED CONDITIONS AT GROUND LEVEL NOT TO SCALE AT ELEVATION 286’ 06_1209-LeveL1

i

wg_podium CITY OF L.A. SURVEY PBM STMPD *12-06474 1980*

| PS O M A S IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR o o oc HANJIN INTERNATIONAL CORP. 555 South Flower Street, Suite 4400 ^ 0

FIGUEROA ST.

BD01

Los Angeles, CA 90071 ” = ’

1 1 20

ioP fO C (213) 223-1400 (213) 223-1444 fax WILSHIRE GRAND 3 b£vaton 283.851 FEET ADdUVTMMT 1985 (NGVD 29) www.psomas.com

O PATH/PUTT DATE c_ 0 o

VESTING TENTATIVE TRACT NO. 71141 Oct. 12. 2009 - 13:38:23 m Name: W:\Wilshire Grand\1HAN040100\Survey\SUB0IV!SiON\TENTATlV\Pltsht\PL-1TT03.dwg Updated By: ggaldo 1HAN040100 I x - tb tt § 14

| 0Y IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES STATE OF CALIFORNIA OF in ^ in WILSHIRE BOULEVARD Q ■*1-

S 51 *44*13" E 468.05’ & 60.0’ YV 123.4’ 274.0' % LOT 18 UE=213.0’ LE=196.0’ LOT 21 LOT 22 LOT 20 UE=213.0’ 50’ UE=223.0’ UE=213.0’ LE= 196.0’ LE=213.0’ LE=196.0* LOT 26 UE= 233.0* \ LE=223.0’ ■t- LOT 25 UE=223.0* <0 >0. r» LOT 30 LOT 24 ov LE=213.0’ $ in Vi oo UE=243.0’ r» UJ in UE=223.0’ cs LE= 233.0’ LE=213.0’ CT> % £ 4) IP 'O', ro ro I- LOT 34 ro LlJ PARKING CD UE=253.0’ LlJ 56,446 Sq. Ft. LOT 29 r*> LE= 243.0’ ro 0£ UE=233.0’ I— LE= 223.0’ to (/) LOT 38 LOT 28 UE=263.0* UE=233.0’ < LE=253.0’ LE=223.0’ o cr LOT 42 LOT 33 LlJ UE=273.0’ 3 UE=243.0’ LE=263.0’ LE=233.0’ o i LOT 32 *•5 PARKING 1 9,448 Sq. Ft. UE= 243.0’ I LE=233.0’ m cs ■ o> I LOT 37 mm S 52*01’ E 60.0’ u is UE=253.0’ s i■I LE= 243.0’ iUi LU ¥ }! 81 1 mi m 8 II m i oo SSI LOT 36 ■mi> i"- K) UE=253.0’ ■ LOT 19 * LE=243.0’ ■ UE=213.0’ ■ LOT 41 LE= 196.0’ B I 8 UE= 263,0’ 1 LE=253.0’ 50’ fi 1 m I > i*i LOT 23 I iAt«? I UE=223.0’ a illilK LE=213.0’ LOT 40 % ■ UE=263.0’ ■«o, I LE=253.0’ LOT 45

b> LOT 44 i UE=273.0’ 1 LOT 31 or LE=263.0’ UE-243.0’ LE=233.0’

PARKING V$i\l LOT 35 61,515 Sq. Ft. UE=253.0’ LE=243.0’ Q

LOT 39 UE=263.0’ LE=253.0’ .oa’

Sl° LOT 43 l UE=273.0’ LE= 263.0’ % ’ft m jg m 1 m PARKING , ^ §p s3> ■B 1 12,755 Sq. Ft. I «I

i; fi j to- t 6

O,

f

20’ 10’ 0’ 20’ 40’

GRAPHIC SCALE SCALE: 1" = 20’

SUBTERRANEAN PARKING - ELEVATION 196’ TO 273’

■ncmwhk CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: Mie G.R.G. A AUGUST 2009 A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* DRAFTED P S MAS A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR o HANJIN INTERNATIONAL CORP. SCALE O £/4? 555 South Flower Street, Suite 4400 O ★ ( No. 7230 ' * G.R.G. FIGUEROA ST. CD A 1* - 20’ I Exp. 12-31-201^1 Los Angeles, CA 90071 4 o IP A (213) 223-1400 (213) 223-1444 fox BJEVAnow 283.851 FEET 1985 (NGVD 29) WILSHIRE GRAND A ADJUnHMT www.psomas.com _a J.D.C. A MLTWHjQT date VESTING TENTATIVE TRACT NO. 71141 I Oct. 12, 2009 - 13:38:48 DWG Name: W:\Wilshire Grond\1HAN040100\Survey\SUB0IVISI0N\TENTATlV\Pltsht\PHn04.dwg Updated By: ggaldo 1HAN040100 14 X REV DATE BY APRS IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES _____ STATE OF CALIFORNIA r

£

in a In •sT <® WILSHIRE BOULEVARD -d-

1

S 51*44*13" E 468.05’ ! 60.0 7F 123.4’ j 274.0’

To 50' K) p^

J f I % ’

tf> 10 lO V) O'.

LJ in 218.48

LOT 49 & <§*> W 01 % UE=286.0’ SP LOT 46 ‘O'. LE=273.0’ *■ £ ‘ n UE=286.0* o z LE=273.0* -a

PARKING 37*46*33" 46,689 Sq. Ft. PARKING S 9,448 Sq. Ft. STREET

* * FIGUEROA 10’*6 iSl 1 3 0 .8 i V

3 s o> S 52*01’ E 60.0’ LOT 48 I LOT 5 ro UE=286.0' LU UE=286.0’ LE= 273.0’ 11 oi LE=273.0’ ■ s I «b I :S. S PARKING m§ PLAZA r-* 9,757 Sq. Ft. ro 61,515 Sq. Ft. 273' - 276' Si 9.718 Sq. Ft. 50’ 276’ - 286’ % Hill i 5 It 1 . ■ i§§: yjllii .!iM iiPiiHli lllpii! iff llt& jBgb* art STO] lj|$j \% J&4/ i£>_ 1 H VZ 3 CM l, 11 l UJ II 'tin O) FIGUEROA STREET LIMITED DEDICATION So I z L 276’ TO 296’ 276 BACK OF WALK m m F LOT 47 s UE=286.0’ 1 LE=273.0’ m1 ill?Ip m m PARKING 1 12,755 Sq. Ft.

Q

.o*’ * E. 5^

-|*0r\

B

. * 8 ■*$> I 6 No I I lit! l

w. k □ U p*

20’ 10’ 0’ 20’ 40’

GRAPHIC SCALE SCALE: 1” = 20’

SUBTERRANEAN PARKING - ELEVATION 273’ TO 286’

s CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: Ml* G.R.G. A i AUGUST 2009 A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* P S O M A S DRAFTED A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL CORP. o 555 South Flower Street, Suite 4400 Q No. 7230 ' )* G.R.G. FIGUEROA ST. CD A Los Angeles, CA 90071 1” =20’ i Exp. 12-31-201QLj 5 o ip A (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND elevator 283.851 FEET ADJUnMENT 1985 (NGVD 29) www.psomas.com 4s A XI OFlz J.D.C. PATWU3T DATE VESTING TENTATIVE TRACT NO. 71141 I A Oct. 12, 2009 - 13:40:23 DWG Name: W:\Wilshire Grand\1HAN040100\Survey\SUBDIVlS10N\TENTATlV\Pltsht\PL-1TT05.dwg Updated By: ggaldo 1HAN040100 14 X REV DATE BY IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES STATE OF CALIFORNIA OF Q tn WILSHIRE BOULEVARD FIGUEROA STREET LIMITED DEDICATION 286’ TO 306’ 286’ - BACK OF WALK 84 SF S 51*44*13" E 468.05*

\ CD 00 60.0’ 123.4’ 7I , 178.4’

7F W

A=89*30’ R=20.0’ L=31.2’ 219* 38*17’

s CO

o 04 to z

to 6 / 3c

CP r- 50’ to

r ’ 17,132 Sq. Ft. CP RETAIL 31.4* 22.1’ UE=306.0’ LE=286.0’ 9,612 Sq. Ft. ( A 218.48

13 (§ > W

OFFICE m 23,489 Sq. Ft. 3TA&33

S STREET

// * vAv, *1° o % ro * $ b> • ^

iSm % FIGUEROA

Vi T3078^ S * LOT 5

UE=306.0’ u»1 ro LE=286.0’ co «* r- 6 L ij PLAZA t 6

CO u 18,773 Sq. Ft. ■ ■ ■ to 286’ - 296’ PROPOSED 4’ WIDE AND Is £ LOT 16 I VARIABLE WIDTH SIDEWALK ro z 22,203 SF 18,811 Sq. Ft. EASEMENT FROM GROUND 296’ - 306’ TO 40’ UP

U£=NONE / LE= 286.0’ fi 50’ CN UE=196.0’ / LE=NONE at to LU ». I :i!n% is K ^ '---- ilLiiMitillii iifiliii lilli rO dk .22? Z & vi PRIVATE \n V v DRIVEWAY LOT 3 £l;j % .1 UE=306.0’ ■k LE=286.0’ FIGUEROA STREET

J. LIMITED DEDICATION 276’ TO 296’ ■ HOTEL 276’ - BACK OF WALK 48,835 Sq. Ft.

fc.

j

1

PROPOSED 3’ WIDE AND Q VARIABLE WIDTH SIDEWALK a EASEMENT FROM GROUND TO 40’ UP

s>0' I aI! 6 «Sf iff W: , 4 V V'

V i

m. L m mi. M

fc.

i

20’ 10’ 0’ 20’ 40’ *

GRAPHIC SCALE SCALE: 1” = 20’

PODIUM.LEVEL 1 - ELEVATION 286’ TO 306’

A ■hchiwk city OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: Mie G.R.G. A AUGUST 2009 A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* i A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR P S O M A S HANJIN INTERNATIONAL CORP. o i/#_____ 555 South Flower Street, Suite 4400 Q No. 7230 G.R.G. FIGUEROA ST. CD ★ ★ A Los Angeles, CA 90071 1” =20’ i Exp. 12-31-2010^ o & A (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND 6 bjevaton 283.851 FEET A 1985 (NGVD 29) www.psomas.com i _Q OF cMiS J.D.C. PATWIOT DATS VESTING TENTATIVE TRACT NO. 71141 I A Oct. 12, 2009 - 13:40:38 DWG Name: W:\Wilshire Grand\1HAN040100\Survey\SUBDtVlStON\TENTAT1V\Pltsht\PL-1TT06.dwg Updated By: ggaldo 1HAN040100 14 X REV DATE BY AFPO IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES ____ STATE OF CALIFORNIA OP In in WILSHIRE BOULEVARD a 2 •M"

S 51 ‘44’13” E 468.05’ CM OO oo l 60.0’ 154.5’ w 118.5’ 7I 106.3

7F W

’ 1 Csl LOT 6 2 T 9

CM 38*17

UE=446.0’ S

LE=331.0’ to

LOT 8 oo

K) to Z -4 N 52*01’ W in UE=331.0’ 04 >8

25.2* OPEN AREA LE=306.0’ t - A 00 4,104 Sq. Ft. \\* 4# in >8 \6- ro :4?> 50’ t-. ro 10 A* to LOT 4 fO >>■ s on J r

LOT 9 $ 4,473 Sq. Ft. W LE=306.0’

v> ’ UE=331.0’ ’

xf>\ l*1 1 »n . LE=306.0‘ in ■V 91-6* >8 22 r. 37*47 ’

«5> S'.

V4^ S 4 6*‘ , RETAIL a 9,088 Sq. Ft. iS'

'v2. RETAIL <5* N 52*01’ W < 11.4’ 1,604 Sq. irg 00 LOT 50 * M- I YlS* LE=306.0’ K) GO .1 ro LU n 2 ui «• RETAIL r*. LlJ K or 13,681 Sq. Ft. . ro a: r- 00 OFFICE h“ P NO 9,509 Sq. Ft. % cn ro * V) 'O P .0’ t*- 4 \*£ vN fiji. IO •Sfi >8 < in 14 10 14 10 **»0 V». o ft CM a: in LOT 12 u> M* LlJ UE=331.0’ in r 3 LE=306.0’ or* S 52*01’ E. O 11.0’ '«P. EZ S 37*59’ W N 52*01’ W 81.8’ RETAIL lA 8.7’ 2,733 Sq. Ft. i Vi S 37*59’ 14.2’ iff * 7 2.2' W Ok 4- * w ro uJl s a> r^. w w. ro UE=446.0' R LOT 16 LE= 331.0* to OS^ ro 22,203 SF itfsg. •c4 S

111 UE=N0NE / LE= 286.0’ PLAZA 18,273 Sq. Ft. 50’ *CN j . UE=196.0’ / LE=NONE o> I 1 Si j V; if u I 1 * 'jigSig? O \o. b 4> I PRIVATE 8 LOT 3 a? i£>. UE=331.0' DRIVEWAY J- i LOT 11 r" LE=306.0’ :lS f UE-331.0’ 4 of LE=306.0’

HOTEL su> Vi «p. 38,964 Sq. Ft. RETAIL 15,533 Sq. Ft. 1 0 & V m

t&Z ■ sJSTP*® I

, ^ .^,

.Oft’ - e T0'*6-31 'SH& -7^

»

•*y> oV nO r

fVm

&

5 l I

20’ 10’ 0’ 20’ 40’

GRAPHIC SCALE SCALE: 1” = 20’

PODIUM LEVEL 2.- ELEVATION 306’ TO 33T

CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: MTS G.R.G. A AUGUST 2009 jpm A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* P S O M A S DRAFTED A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL CORP. O 555 South Flower Street, Suite 4400 o G.R.G. FIGUEROA ST. 03 ★ No. 7230 * J* Los Angeles, CA 90071 1” =20* I Exp. 12-31-201 oLy 7 o A (213) 223-1400 (213) 223-1444 fax WILSHIRE GRAND ■station 283.851 FEET 1985 (NGVD 29) A AOJuancNT www.psomas.com FROJSCT jQ J. D. C. PATHTFLOT MTS VESTING TENTATIVE TRACT NO. 71141 I A Oct. 12, 2009 - 13:40:59 DWG Nome: W:\Wilshire Grond\1HAN040100\Survey\SUBDIVISI0N\TENTAT!V\Pltsht\PL-1TT07.dwg Updated By. ggaldo 1HAN040100 x 14 REV MTS BY IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES STATE OF CAL IFORNIA OF i

!: 1

m ij ^2) WILSHIRE BOULEVARD Q ''J-

S 51 *44’13” E 468.05’

154.5’ 135.1* 60.0’ 118.5* i LOT 6 UE=446.0’ LE=331.0’ mIO 9 00 OPEN AREA To P > ^ K) 50’ r» 4,104 Sq. Ft. 10rAS> rO in

; 33.2 I, LOT 2 UE=411.0’ LE—331.0’

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UE=N0NE / LE=286,0’ PLAZA 50’ 18,273 Sq. Ft. CM *% UE=196.0’ / LE=N0NE t Hr uj 1 /pygp~ I I

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GRAPHIC SCALE SCALE: 1" = 20’ PODIUM LEVEL 3 - ELEVATION 33T TO 35T PODIUM LEVEL 4 - ELEVATION 35T TO 37T PODIUM LEVEL 5 - ELEVATION 37T TO 391’ PODIUM LEVEL 6 - ELEVATION 39T TO 41T DATE nHWK CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: AUGUST 2009 G.R.G. o.N\ A A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* P S O M A S DRAFT® IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL CORP. A 555 South Flower Street, Suite 4400 o gfi 1" =20’ o No. 7230 )* G.R.G. FIGUEROA ST. 8 CO [■★ A Los Angeles, CA 90071 Exp. 12-31-201QLj (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND o i/> AV/ A aevAnoN 283.851 FEET 1985 (NGVD 29) www.psomas.com

S 51'44’13” E 468.05’

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s? yyCjP. \PY>. LOT 14 <2 UE=806.0’ LE=740.0* 17,081 Sq. Ft. HOTEL p v CONDOMINIUMS LOT 10 UE-1028.0’ i LE= 1003.0’ HOTEL AMENITIES \ '

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PODIUM LEVEL 7 - ELEVATION 41T TO 446’

A CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: DATE G.R.G. A AUGUST 2009 A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* P S O M A S IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL CORP. 555 South Flower Street, Suite 4400 o FIGUEROA ST. o No. 7230 ' * G.R.G. A Los Angeles, CA 90071 1” =20’ CD 9 o Exp. 12—31—2010/ > A (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND elevation..283.851 FEET 1985 (NGVD 29) A www.psomas.com _Q OF Qhlt J.D.C. PATWL0T DATE VESTING TENTATIVE TRACT NO. 71141 I A Oct. 12, 2009 - 13:43:02 DWG Name: W:\Wilshire Grand\1HAN040100\Survey\SU8DIVISI0N\TENTA'nV\Pltsht\PL-1TT09.dwg Updated By: ggaldo 1HAN040100 14 X DATS ! BY IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES STATE OF CALIFORNIA or Q In WILSHIRE BOULEVARD ■sf

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GRAPHIC SCALE SCALE: 1" = 20’

ELEVATION 446’ TO 1028’

DATE VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: iniaSwr^^fYOF LOS ANGELES BENCHMARK NO. 12-06474 AUGUST 2009 G.R.G. A A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* PSOMAS HANJIN INTERNATIONAL CORP. IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR OMFIB) A 555 South Flower Street, Suite 4400 1” * 20’ 10 fe/s? ?\9> FIGUEROA ST. Los Angeles, CA 90071 QO *( No. 7230 j* G.R.G. A WILSHIRE GRAND PROJECT CD (213) 223-1400 (213) 223-1444 fax iP Exp. 12-31-201 oA 1985 (NGVD 29) o > A elevation 283.851 FEET www.psomas.com A VESTING TENTATIVE TRACT NO. 71141 1HAN040100 14 PAltVHUOT DATE OP X5 J.D.C. Oct. (2, 2009 - 13:43:18 DWG Nome: W:\Wilshire Grand\lHAN04Ol00\Survey\aJBDiVISION\BITATlV\Plisht\PL-lTT10.dwg Updated By: ggaldo COUNTY OF LOS ANGELES______STATE OF CALIFORNIA I A IN THE CITY OF LOS ANGELES x DATE BY ¥ ^B) WILSHIRE BOULEVARD Q “in

S 51 *44’13” E 469105’

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GRAPHIC SCALE SCALE: 1" = 20’

ELEVATION 1028' TO 1578’

CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: DATE G.R.G. A AUGUST 2009 A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* P S O M A S A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL C0RP. o Y\9> 555 South Flower Street, Suite 4400 Q FIGUEROA ST. ,★ No. 7230 G.R.G. CD ★ A Los Angeles, CA 90071 1” =20’ AExp. 12—31—2010/ 1 1 o A (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND elevation 283.851 FEET ADJUSTMENT 1985 (NGVD 29) www.psomas.com fA

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S 51*44’13" E 468.05’

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DATE BBCMMnc CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: 4 AUGUST 2009 G.R.G. A A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* P S O M A S HANJIN INTERNATIONAL CORP. IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR s# ?\s A 555 South Flower Street, Suite 4400 1” =20’ o G.R.G. FIGUEROA ST. 12 mQ No. 7230 ★ A Los Angeles, CA 90071 i ^xp. 12-31-2010/^ WILSHIRE GRAND o A (213) 223-1400 (213) 223-1444 fox hjvauqm 283.851 FEET MMumxr 1985 (NGVD 29) www.psomas.com A VESTING TENTATIVE TRACT NO. 71141 1HAN040100 PATW10T date 14 -Q J. D. C. OF I A Oct 12, 2009 - 14:05:38 DWG Nome: W:\Wilshire Grand\1HAN040100\Survey\SUBDMStON\TNTAW\Pltsht\PL-1TT12.dwg Updated By: ggaldo STATE OF CALIFORNIA X COUNTY OF LOS ANGELES______DATE BY APPD IN THE CITY OF LOS ANGELES 1578’ LOT 17 1553*

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CD I CD I O IxJ m

O o CD SECTION A-A SECTION B-B SECTION C-C I o OEM. < CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: DATE c G.R.G. i A AUGUST 2009 o A CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* in P S O M A S A IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL C0RP. o 555 South Flower Street, Suite 4400 o ★ ( No. 7230 * G.R.G. FIGUEROA ST. CD ★ A Los Angeles, CA 90071 1” =60’ I Exp. 12-31-20107 o 13 V Z-S A (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND hevation 283.851 FEET 1985 (NGVD 29> & www.psomas.com ~Q PA1MIUT DATE J.D.C. A VESTING TENTATIVE TRACT NO. 71141 1HAN040100 I Oct 12, 2009 - 13:35:28 DWG Name: i:\Wilshire Grand\1HAN040100\Survey\SUBDIVlS10N\TENTATlV\Pltsht\PL-1TT13.dwg Updated By: ggaldo 14 X REV DATE BY IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES______STATE OF CALIFORNIA OF =

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LOT 3 LOT 5 LOT 3 LOT 6 1 29^ 33i: i 30! 331’ 331* l°t5 & A 65 fcOf 14 s F-~^wz^2 2S£ 306* 306’ 243! 27T LOT 3 ^53’ 49 45 ^6’ LOT 7 LOT 46 265 286’ L& 41 LOT 8 LOT 42 LOT 49 iOT 3 lQI 21^ LOT 48 273’ ^3’ 57 ^$3’ LOT 2 LOT 38 243! lQX LOT 4 ______LOT 44 LOT 45 263’ 48 33 LOT 34 uqt LOT 196! ______LOT 40 LOT 41 253’ 4i 29 ^3’ LOT 49 LOT 30 223! LOT 37 LQl 25 ______LOT 36 243’ I96> roi 40 LOT 45 LOT 26 LOT 33 LOl ______LOT 32 233’ L® 36 21 Sly LOT 41 LOT 22 LOT 29 47 lot ______LOT 28 196! 223’ lQI 32 LOT 37 LOT 18 LOT 25 43 196’ ______LOT 24 213’ lQJ l® LOT 33 39 LQl 28 LOT 20 LOT.16 LOT 21 lQJ 2i LOT 29 O 196’ 35 lQI lot 1 LOT 25 Q LOT 1 31 20 L0T I lot XL lot LOT 21 o lQI 23 lot 1 W Lot 1 E5I F|Qu^ 1 19 tp#' BOULEVARD O P**N lot OA Q WILSHIRE CD C|Sc 16 7TH s lOt S^T O 0 S^T I o CO SECTION D-D 7TH STREET AND FRANCISCIO STREET ISOMETRIC FIGUEROA.STREET AND WILSHIRE BOULEVARD ISOMETRIC o o CD I DATE X b«i« CITY OF LOS ANGELES BENCHMARK NO. 12-06474 VESTING TENTATIVE AIRSPACE TRACT MAP FOR MERGER AND RESUBDIVISION AND CONDOMINIUM PURPOSES AND PRIVATE DRIVEWAY: AUGUST 2009 G.R.G. CO o.NX A i CITY OF L.A. SURVEY PBM STMPD *12-06474 1980* o A CO P S O M A S IN S. CURB WILSHIRE BL 15.0 FT E/0 BCR HANJIN INTERNATIONAL C0RP. 1 A 555 South Flower Street, Suite 4400 o 1” = 60’ o No. 7230 ' * G.R.G. FIGUEROA ST. CD ,★ A Los Angeles, CA 90071 14 i cP Exp. 12-31-2010/ j (213) 223-1400 (213) 223-1444 fox WILSHIRE GRAND x A PROJECT A elevation 283.851 FFFT 1985 (NGVD 29) www.psomos.com PATTVP10T DATE VESTING TENTATIVE TRACT NO. 71141 1HAN040100 JD J.D.C. A 14 i Oct 12. 2009 - 13:36:28 DWG Nome: W:\Wilshire Grond\1 HAN040100\Survey\SUBDIV1SiON\TENTAT1 V\Pftsht\PL-1TT14.dwg Updated By: ggaldo OP x PEV DATE Wt APPD IN THE CITY OF LOS ANGELES COUNTY OF LOS ANGELES______STATE OF CALIFORNIA