6183ORDINANCE NO. 6183
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
ANAHEIM (i) APPROVING AMENDMENT NO. 2 TO THE
SECOND AMENDED AND RESTATED DEVELOPMENT
AGREEMENT NO. 99-01 BY AND BETWEEN THE CITY OF
ANAHEIM AND GARDENWALK HOTEL I, LLC (ii)
MAKING CERTAIN FINDINGS RELATED THERETO, AND
(iii) AUTHORIZING THE MAYOR TO EXECUTE SAID
AMENDMENT FOR AND ON BEHALF OF THE CITY.
WHEREAS, 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"). A copy of the Development Agreement is on file in the Office of
the City Clerk of the City of Anaheim; and
WHEREAS, the Original Developer assigned the Development Agreement with
respect to the Parking Structure No. 1, Retail No. 1 and Vacation Ownership Resort No. 1 to
Anaheim GW H pursuant to that certain Partial Assignment of Second Amended and Restated
Development Agreement No. 99-01 dated as of January 31, 2007 and recorded in the Official
Records of Orange County California on February 7, 2007 as Instrument No. 2007000092571;
and
WHEREAS, the Original Developer assigned, and 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-
01 dated as of July 19, 2007 and recorded in the Official Records of Orange County California
on July 19, 2007 as Instrument No. 2007000453402; and
WHEREAS, Anaheim GW II assigned the Development Agreement with respect
to the Timeshare Parcel and the Vacation Ownership Resort to Westgate Resorts pursuant to that
certain Partial Assignment of Second Amended and Restated Development Agreement No. 99-
01 dated as of February 29, 2008 and recorded in the Official Records of Orange County
California on March 6, 2008 as Instrument No. 2008000105443; and
WHEREAS, the Development Agreement addresses, among other things, the
Developer's construction of the Project phases, requiring that the Developer commence
construction of the various Project Elements within certain time frames; and
WHEREAS, GardenWalk Hotel and Westgate Resorts requested that the City
amend the Development Agreement to (i) redefine Hotel No. 1, Hotel No. 2 and Hotel No. 3 as
one (1) Project Element consisting of two (2) Hotels ("Hotels 1 and 2") totaling approximately
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eight hundred sixty-six (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; accordingly, the Development Agreement was amended by that certain Amendment No. 1
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 by and between the City, on the one hand, and GardenWalk Hotel and Westgate
Resorts, on the other hand ("Amendment No. I"). A copy of Amendment No. 1 is on file in the
Office of the City Clerk of the City of Anaheim; and
WHEREAS, GardenWalk Hotel has requested that the City further amend the
Development Agreement to require the Commencement of Construction of Hotels 1 and 2 to
occur on or before May 26, 2013 ("Amendment No. 2"). A copy of Amendment No. 2 is on file
in the Office of the City Clerk of the City of Anaheim; and
WHEREAS, the Anaheim City Planning Commission (hereinafter referred to as
"Planning Commission") did hold a public hearing at the Civic Center in the City of Anaheim on
August 2, 2010, 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 the Anaheim Municipal Code, Chapter 18.60, to
hear and consider evidence for and against Amendment No. 2, and to investigate and make
findings and recommendations in connection therewith; and
WHEREAS, the Planning Commission, by its Resolution No. PC2010-060, did
recommend that the City Council approve Amendment No. 2; and
WHEREAS, the City and the GardenWalk Hotel (each, a "Party" and jointly, the
"Parties") intend, in this Amendment No. 2, to amend said Development Agreement as set forth
above; and
WHEREAS, the City Council did hold a public hearing on Amendment No. 2,
notice of said public hearing having been duly given as required by law; and
WHEREAS, the Anaheim City Council has reviewed the proposal and does
hereby find that the previously -approved Mitigated Negative Declaration prepared in conjunction
with the Development Agreement is adequate to serve as the required environmental
documentation in connection with this request; and
WHEREAS, after careful consideration of the recommendations of the Planning
Commission and all evidence and reports offered at said hearing the City Council does hereby
find and determine, with respect to the request for said amendment to the Development
Agreement, that all of the conditions and criteria for the approval of said amendment are present
as follows:
1. The Project 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.
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2. The Project is compatible with the uses authorized in and the regulations prescribed
for the applicable zoning district in that the Project is in compliance with the Disneyland Resort
Anaheim GardenWalk Overlay requirements.
3. The Project 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 Project is not otherwise detrimental to the health and safety of the citizens of
the City of Anaheim.
5. Amendment No. 2 constitutes a lawful, present exercise of the City's police power
and authority under Article 2.5 of Chapter 4 of Division 1 of Title 7 (commencing with Section
65864) of the Government Code of the State of California (the "Statute"), Anaheim City Council
Ordinance No. 4377 (the "Enabling Ordinance") and Anaheim City Council Resolution No. 82R-
565 (the 'Procedures Resolution").
6. Amendment No. 2 is entered into pursuant to and in compliance with the Charter of
the City of Anaheim and the requirements of Section 65867 of the Statute, the Enabling
Ordinance and the Procedures Resolution.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ANAHEIM
DOES ORDAIN AS FOLLOWS:
SECTION 1.
That Amendment No. 2 to the Development Agreement be, and the same is
hereby, approved by the City Council of the City of Anaheim.
SECTION 2.
That the Mayor be, and is hereby, authorized to execute Amendment No. 2 to the
Development Agreement for and on behalf of the City.
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THE FOREGOING ORDINANCE was introduced at a regular meeting of the
City Council of the City of Anaheim held on the 24th day of August , 2010, and
thereafter passed and adopted at a regular meeting of said City Council held on the 31 st day of
August , 2010, by the following roll call vote:
AYES: Mayor Pringle, Council Members Sidhu, Hernandez, Galloway
NOES: NONE
ABSENT: NONE
ABSTAIN: Council Member Kring
CITY OF AN HEIM
By:
4
MA OR OF THE CITY OF ANAHEIM
ATTEST,
crrV CLERK OF THE CITY F ANAHEIM
78436.v 1/W ordon
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SEP -03-2010 11:03 ORANGE COUNTY REGISTER 714 796 3622 P.03
SUMMARY PUBLICATION
CIN OF ANAHEIM
ORDINANCE NO. 6183
AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF ANAHEIM (7 APPROVING AMENDMENT
NO. 2 TO THE SECOND AMENDED AND
RESTATED DEVELOPMENT AGREEMENT NO.
9301 BY AND BETWEEN THE CITY OF ANAHEIM
AND GARDENWALK HOTEL 1, LLC (Iq MAKING
CERTAIN FINDINGS RELATED THERETO, AND (iii)
AUTHORIZING THE MAYOR TO EXECUTE SAID
AMENDMENT FOR AND ON BEHALF OFTHE CIN.
This ordinance approves an amendment M Development
Agreement No. 99-01 (designated as 'Amendment No. 2 to
the Second Amended and Restated Development Agree-
ment No. 99-01') by and between the City of Anaheim and
GardenWalk Hotel I, I.I.C. to require the Commencement of
Conshuction of Hotels 1 and 2 to occur on or before May
26, 2013.
I. Linda N. Andal, City Clerk of the City of Anaheim, do here.
by earthy that the foregoing Is a summary of Ordinance No.
6183 which ordinance was introduced at a regular meeting
of the City Council of the ON of Anaheim on the 24h day of
August, 2010 and was duly passed and adopted at a regu-
lar meeting of said Council on the 31st day of August, 2010
by the following roll cell vote of the members thereof.-
AYES:
hereof:AYES: Mayor Pringle, Council Members Sidhu,
Hernandez, Galloway
NOES: NONE
ABSENT: NONE
ABSTAIN: Council Member Krfnq
The above summary is a brief description of the subject
matter contained in the led of Ordinance No. 6183, which
has been prepared pursuant to Section 512 of the Charter of
the City of Anaheim. This summary does riot include or de-
scribe every provision of the ordinance and should not be
relied on as a substitute for the MI text of the ardinanoe.
To obtain a copy of the full taxt of the ordinance, please
contact the Office of the City Clark, (7141766-6166, between
&00 AM and 5:00 PM, Monday through Friday. There is no
charge for the copy.
Publish: Orange County Register September 9, 2010 R-1451
TOTAL P.03
AFFIDAVIT OF PUBLICATION
STATE OF CALIFORNIA, )
) ss.
County of Orange )
I am a citizen of the United States and a resident of
the County aforesaid; I am over the age of
eighteen years, and not a party to or interested in
the above entitled matter. I am the principal clerk
of The Orange County Register, a newspaper of
general circulation, published in the city of Santa
Ana, County of Orange, and which newspaper has
been adjudged to be a newspaper of general
circulation by the Superior Court of the County of
Orange, State of California, under the date of
1/18/52, Case No. A-21046, that the notice, of
which the annexed is a true printed copy, has been
published in each regular and entire issue of said
newspaper and not in any supplement thereof on
the following dates, to wit:
September 9, 2010
"I certify (or declare) under the penalty of perjury
under the laws of the State of California that the
foregoing is true and correct":
Executed at Santa Ana, Orange County,
California, on
Date: September 9, 2010
Signature
The Orange County Register
625 N. Grand Ave.
Santa Ana, CA 92701
(714) 796-7000 ext. 2209
PROOF OF PUBLICATION
//0
Proof of Publication of
SUMMARY PUBLICATION
CITY OF ANAHEIM
ORDINANCE NO. 6183
AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF ANAHEIM (7 AMENDMENT
NO. 2 TO THE 3E pAMENDEb AND
RESTATED DEVELOPMEE VENANAHE.
99-M BY AND BETWEEN THE
AND GARDENWALK HOTEL 1 LLO , II MAKING
CERTAIN FINDINGS RELATED `fHERR r (W)
AUTHORIZING THE MAYOR TO SA10
AMENDMENT FOR AND ON BEHALF OF THE CITY.
This ordinance a proves an amerxlrnani to Development
Agreement No. 99-1)1 (d=nRated a s Development
No. 2 to
the Second Amended erid Agree-
ment No. 99-01") by and between the City of Anaheim and
GardenWalk Hotel 1, LLC, to require the Commencement of
Construction of Hotels 1 emd, 2 W occur on or before May
26, 2013.
I, Linda N. Andat, city Clerk bf dte City of Anaheim, do here-
by certify that the foregoing fs a summary ofOrdinance No.
aie3 which ordinance was introduced at a regular meetkfg
AYES: Mayor Pringle, 66uncil Members Sidhu,
Hernandez, Galloway
NOES: NONE
ABSENT:NONE
ABSTAIN: Council Member Kring,, I
The above summary is a brief descrfptlon'4f pts -*ct
matter axntained in the text of am, wtkh
h� been prepared pursuant m �
ttro City of Mahaim. This summary tlgpi 3ik)dud6,*r de
scribe every provision of the ordinance 1 shputd
inerws
relied on as a substitute for the full text of
OM -
To obtain a copy of the full text of of -6ncc
contact the Office of the City Clerk,
8:00 AM and 5:00 PM, Monday th I here is no
charge for the copy.
Publish: Orange CountyRegiatarr SePtembar 9, 20110-R-141611