Resolution-PC 2013-035RESOLUTION NO. PC2013 -035
A RESOLUTION OF THE CITY OF ANAHEIM PLANNING COMMISSION
DETERMINING THAT THE FOURTH ADDENDUM TO THE PREVIOUSLY - APPROVED
POINTE ANAHEIM INITIAL STUDY/MITIGATED NEGATIVE DECLARATION
ANAHEIM GARDENWALK PROJECT SERVES AS THE APPROPRIATE
ENVIRONMENTAL DOCUMENTATION AND
RECOMMENDING TO THE CITY COUNCIL APPROVAL OF AMENDMENT NO.4 TO
THE SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO. 99-01
BY AND BETWEEN
THE CITY OF ANAHEIM, A MUNICIPAL CORPORATION. AND
GARDENWALK HOTEL I, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY
(DEV2013- 00025)
WHEREAS, the City of Anaheim (the "City ") and Anaheim GW, LLC, a
Delaware limited liability company (the "Original Developer"), entered into that certain Second
Amended and Restated Development Agreement No. 99 -01 dated as of April 11, 2006 and
recorded in the Official Records of Orange County, California on June 2, 2006 as Instrument No.
2006000373943 (the "Development Agreement") with respect to that certain real property
described in the "Legal Descriptions" which are attached hereto as Exhibit "A" and incorporated
herein by this reference;
WHEREAS, the Original Developer assigned the Development Agreement with
respect to the Parking Structure No, 1, Retail No. 1 and Vacation Ownership Resort No. I to
Anaheim GW 1I, LLC, a Delaware limited liability company (`Anaheim GW 11") pursuant to
that certain Partial Assignment of Second Amended and Restated Development Agreement No.
99 -1 dated as of January 31, 2007 and recorded in the Official Records of Orange County,
California on February 7, 2007 as Instrument No. 2007000092571;
WHEREAS, the Original Developer assigned, and GardenWalk Hotel I, LLC, a
California limited liability company ( "GardenWalk Hotel ") assumed, the Development
Agreement with respect to the Hotel Property and the Hotels pursuant to that certain Partial
Assignment of Second Amended and Restated Development Agreement No. 99 -1 dated as of
July 19, 2007 and recorded in the Official Records of Orange County, California on July 19,
2007 as Instrument No. 2007000453402;
WHEREAS, in 2008, Anaheim GW 11 completed construction of Retail No. 1 and
Parking Structure No. 1. Shortly thereafter, these components of Anaheim GardenWalk opened
to the public;
WHEREAS, Anaheim GW 11 assigned the Development Agreement with respect
to the Timeshare Parcel and the Vacation Ownership Resort to Westgate Resorts Anaheim LLC,
a Florida limited liability company ( "Westgate Resorts ") pursuant to that certain Partial
] This Partial Assignment defines "rimeshare Parcel" as a portion of the Property described in the Purchase
Agreement between the Assignor and Assignee. "Vacation Ownership Resort" is defined in Section 1.74 of the
Development Agreement, and this definition is different from the "Vacation Ownership Resort No. 1" defined in
Section 1.75 of the Development Agreement.
PC2013 -035
Assignment of Second Amended and Restated Development Agreement No. 99 -1 dated as of
February 29, 2008 and recorded in the Official Records of Orange County, California on
March 6, 2008 as Instrument No. 2008000105443;
WHEREAS, CardenWalk Hotel, Westgate Resorts and the City amended the
Development Agreement by entering into that certain Amendment No. I to Second Amended
and Restated Development Agreement dated as of March 1, 2010 and recorded in the Official
Records of Orange County, California on July 19, 2010 as Instrument No. 2010000341657 to (i)
redefine Hotel No. 1, Hotel No. 2 and Hotel No. 3 as one Project Element consisting of two (2)
Hotels ( "Hotels 1 and 2 ") totaling approximately 866 Hotel Rooms in the aggregate, (ii) require
the Commencement of Construction of Hotels 1 and 2 to occur on or before May 26, 2011, and
(iii) require the Commencement of Construction of Vacation Ownership No. 1 to occur on or
before March 23, 2019 ( "Amendment No. I");
WHEREAS, CardenWalk Hotel thereafter requested that the City further amend
the Development Agreement to require the Commencement of Construction of the Hotels to
occur on or before May 26, 2013. In Amendment No. 2 to the Second Amended and Restated
Development Agreement No. 99 -1 dated July 1, 2010 and recorded in the Official Records of
Orange County, California on August 17, 2011 as Instrument No. 2011000406499, the City and
CardenWalk Hotel amended the Development Agreement to require that Commencement of
Construction of the Hotels occur on or before May 26, 2013 and Completion of Construction and
Opening for Business (as defined in Amendment No. 2) occur no later than 36 months after
Commencement of Construction of the Hotels;
WHEREAS, as the successor in interest to Anaheim CW 11, Katella Anaheim
Retail, LLC (°Katella Anaheim ") thereafter requested an amendment to the Development
Agreement to make changes to the mix of uses and changes to the square footage of Retail No. 1.
Said changes were made via Amendment No. 3 to the Second Amended and Restated
Development Agreement No. 99 -01, dated August 23, 2011 and recorded in the Official Records
of Orange County, California on September 16, 2011 as Instrument No. 2011000459373
( "Amendment No. Y);
WHEREAS, pursuant to Section 7.5 of the Development Agreement and Chapter
18.60 of the Anaheim Municipal Code (the "Code "), CardenWalk Hotel has requested that the
City further amend the Development Agreement to require that Commencement of Construction
of the Hotels occur on or before May 26, 2015, unless Developer elects to phase the construction
of the Hotels, in which event CardenWalk Hotel will be allowed to commence construction of
the first Hotel on or before May 26, 2015 and to commence construction of the second hotel, if at
all, no later than November 26, 2019, as more particularly set forth in the proposed Amendment
No. 4 to Second Amended and Restated Development Agreement No. 99 -01 in the form
presented at the meeting at which this Resolution was adopted ( "Amendment No. 4 ");
WHEREAS, the Planning Commission did hold a public hearing at the Civic
Center in the City of Anaheim on April 8, 2013 at 5:00 p.m., notice of said public hearing having
been duly given as required by law and in accordance with the provisions of Chapter 18.60 of the
Amendment No. I calls it "Vacation Ownership No. I" and not "Vacation Ownership Resort No. 1," even though
that is the term defined in the Development Agreement.
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Code, to hear and consider evidence for and against the proposed Amendment No. 4 and to
investigate and make findings and recommendations in connection therewith; and
WHEREAS, in connection with the proposed Amendment No. 4, a fourth
Addendum to the previously- approved Pointe Anaheim Initial Study and Mitigated Negative
Declaration, dated Mach 27, 2013 (the "2013 Addendum "), a copy of which is on file in the
Planning Department and incorporated herein by this reference as though set forth in full, has
been prepared in order to determine whether any significant environmental impacts which were
not identified in the previously- approved Mitigated Negative Declaration would result or
whether previously identified significant impacts would be substantially more severe;
WHEREAS, in connection with the proposed Amendment No. 4 and the Planning
Commission's review of the 2013 Addendum, the Planning Commission has independently
reviewed all prior environmental documentation prepared for the Anaheim GardenWalk Project,
including The Disneyland Resort Specific Plan Environmental Impact Report No. 311 (the
"EIR "), the 1999 Pointe Anaheim Initial Study and Mitigated Negative Declaration (including
Mitigation Monitoring Program No. 004a), the 2001 Addendum to the Pointe Anaheim Initial
Study and Mitigated Negative Declaration, the 2006 Second Addendum to the Pointe Anaheim
Initial Study and Mitigated Negative Declaration, and the 2011 Addendum to the Pointe
Anaheim Initial Study/Mitigated Negative Declaration Anaheim GardenWalk Project (herein
referred to collectively as the "ISIMND "), and hereby finds and determines and recommends that
the City Council so find and determine pursuant to the requirements of the California
Environmental Quality Act ( "CEQA "), as follows:
1. That the 2013 Addendum was prepared in compliance with the
requirements of CEQA and the State CEQA Guidelines.
2. That based upon the evidence submitted and as demonstrated by the
analysis included in the 2013 Addendum, none of the conditions described in Section 15162 of
the State CEQA Guidelines eatling for the preparation of a subsequent EIR or negative
declaration have occurred; specifically:
a. There have not been any substantial changes in the Anaheim
GardenWalk Project that require major revisions of the previous EIR or ISIMND because
of new significant environmental effects or a substantial increase in the severity of
previously identified significant effects;
b. There have not been any substantial changes with respect to the
circumstances under which the Anaheim GardenWalk Project is undertaken that require
major revisions of the previous EfR or ISIMND due to the involvement of new
significant environmental effects or a substantial increase in the severity of previously
identified significant effects; and
c. There is no new information of substantial importance, which was
not known and could not have been known with the exercise of reasonable diligence at
the time the previous EIR was certified as complete or the ISIMND was adopted, that
shows any of the following: (a) the project will have one or more significant effects not
discussed in the previous EIR or negative declaration; (b) significant effects previously
3- PC2013 -035
examined will be substantially more severe than shown in the previous EIR; (c)
mitigation measures or alternatives previously found not to be feasible would, in fact, be
feasible and would substantially reduce one or more significant effects of the project, but
the project proponents decline to adopt the mitigation measure or alternative; or (d)
mitigation measures or alternatives which are considerably different from those analyzed
in the previous EIR or the IStMND would substantially reduce one or more significant
effects on the environment, but the project proponents decline to adopt the mitigation
measure or alternative.
3. The previously- approved EIR and the IStMND, together with the 2013
Addendum, are adequate to serve as the required environmental documentation for the proposed
Amendment No. 4 and that no further environmental documentation need be prepared for
Amendment No. 4;
WHEREAS, the Planning Commission, after due inspection, investigation and
study made by itself and in its behalf, and after due consideration of and based upon all of the
evidence and reports offered at said hearing, does find and determine that the proposed
Amendment No. 4, in the form presented at this meeting, meets all of the standards and
requirements set forth in Resolution No. 82R -565 (the "Procedures Resolution "), which was
adopted by the City Council on November 23, 1982; that is:
1. The proposed Amendment No. 4 is consistent with the City's General Plan in that
it is in conformance with the General Plan Commercial Recreation land use designation and with
the goals, policies and objectives for The Disneyland Resort Specific Plan as set forth in the
General Plan.
2. The proposed Amendment No. 4 is compatible with the uses authorized in and the
regulations prescribed for the applicable zoning district in that the proposed Amendment No. 4 is
in compliance with the Disneyland Resort Anaheim GardenWalk Overlay requirements.
3. The proposed Amendment No. 4 is compatible with the orderly development of
property in the surrounding area in that it is in conformance with and implements The
Disneyland Resort Specific Plan Land Use Plan and the Anaheim GardenWalk Overlay Zone
requirements.
4. The proposed Amendment No. 4 is not otherwise detrimental to the health and
safety of the citizens of the City of Anaheim.
5. The proposed Amendment No. 4 constitutes a lawful, present exercise of the
City's police power and authority under the Statute, the Enabling Ordinance and the Procedures
Resolution.
6. The proposed Amendment No. 4 is entered into pursuant to and is in compliance
with the City's charter powers and the requirements of Section 65867 of California Government
Code and the Procedures Resolution.
PC2013 -035
NOW, THEREFORE, BE H7 RESOLVED that based upon the aforesaid findings
and determinations, the Planning Commission does hereby recommend that the City Council
approve Amendment No. 4 to Second Amended and Restated Development Agreement No. 99-
01 in the form presented at the meeting at which this Resolution was adopted.
BE IT FURTHER RESOLVED that the Planning Commission does hereby find
and determine that adoption of this Resolution is expressly predicated upon GardenWalk Hotel's
compliance with each and all of the conditions set forth in the Development Agreement, as
amended by Amendment No. 4. Should any such condition, or any part thereof, be declared
invalid or unenforceable by the final judgment of any court of competent jurisdiction, then this
Resolution, and any approvals herein contained, shall be deemed null and void.
BE IT FURTHER RESOLVED that GardenWalk Hotel is responsible for paying
all charges related to the processing of this discretionary case application within 15 days of the
issuance of the final invoice. Failure to pay all charges shall result in the revocation of the
approval of this application.
THE FOREGOING RESOLUTION was adopted at the Planning Commission
meeting of April S, 2013. Said resolution is subject to the appeal provisions set forth in Chapter
18.60 (Zoning Provisions - General) of the Code pertaining to appeal procedures,
CHAIR PRO- TIMPORE, ANAHEIM CITY PLANNING COMMISSION
ATTEST:
SECRETARY. AiNAHE1M CITY PLANNING CONItMISSION
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STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF ANAHEIM
I, Eleanor Morris, Secretary of the Anaheim City Planning Commission, do
hereby certify that the foregoing resolution was passed and adopted at a meeting of the Anaheim
City Planning Commission held on April 8, 2013, by the following vote of the members thereof:
AYES: COMMISSIONERS: AGARWAL, BOSTWICK, FAESSEL, LIEBERMAN,
PERSAUD, SEYMOUR
NOES: COMMISSIONERS: NONE
ABSENT: COMMISSIONERS: RAMIREZ
IN WITNESS WHEREOF, I have hereunto set my hand this 8 day of April 2013.
.►
SECRETARY, ANAHEIM CITY PLANNING COMMISSION
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EXHIBIT "A"
DEV NO. 2013-00025
APN: 082- 551 -02
082- 551 -01
082 - 551 -03
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Source: Recorded Tract Maps andlor City GIS.
Please note the accuracy is +7- two to five feet.
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