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pg. 1 BILLBOARD OPERATING AGREEMENT This Billboard Operating Agreement (“AGREEMENT”) is dated ,2025 between the City of Santa Ana, a charter city and municipal corporation (“CITY”) and MainPlace Shoppingtown LLC, a Delaware limited liability company (“OPERATOR”), collectively referred to as “the Parties”. This AGREEMENT shall become effective on the date that OPERATOR is issued a Permit by CITY (the “Effective Date”) for the modification and conversion of two (2) existing digital billboards (the “Digital Billboards”) from “on premise advertising only” to include “off premise advertising” at the following subject property location: 2800 N. Main Street, Santa Ana, California 92705, referred to as the “Subject Property”. 1. Public Benefit. A. Intent. The purpose of this AGREEMENT is to collect fees for the operation of freeway-oriented digital billboards and to provide fees for mitigation options to be used by CITY to compensate for impacts to CITY services, residents, and/or businesses as set forth in Santa Ana Municipal Code section 41-1100 et seq. The Parties agree that this AGREEMENT confers substantial private benefits on OPERATOR which should be balanced by commensurate public benefits. As part of the City’s billboard sign permit process, OPERATOR agrees to enter into this AGREEMENT. OPERATOR has elected to execute this AGREEMENT as it provides OPERATOR with important economic benefits. Accordingly, the Parties intend to provide consideration to the public to balance the private benefits conferred on OPERATOR by providing mitigation measures to the public and to pay for economic and community-oriented services using the operating agreement fees collected. B. Local Hiring and Sourcing. In the construction, operation, and maintenance of its Digital Billboards, OPERATOR agrees to use its reasonable efforts to retain the services of qualified contractors and suppliers who are located in the City of Santa Ana or who employ a significant number of City of Santa Ana residents. i. Economic and Community Benefits Plan: OPERATOR may exercise, and hereby does exercise, the option to reduce the billboard removal ratio for billboards that are nonconforming as resulting from the adoption of Ordinance No. NS-3023 , subject to detailing provisions for economic and community benefits in an Economic and Community Benefits Plan in full accordance with Section 41-1113 of the Santa Ana Municipal Code as detailed and approved in the BRP. The terms of the Community Benefit Plan within the BRP shall be subject to review and approval by the City Manager as recommended by the City Attorney and Executive Director of the Planning and Building Agency. All details of the OPERATOR Economic and Community Benefits Plan for are detailed herein. For the conversion of existing freeway-oriented on-premises digital signs to be considered for a reduction in or exemption from the required removal ratios, the Subject Property shall, and does, contain an existing business that satisfies all of the criteria enumerated below: