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HomeMy WebLinkAboutItem 12 - Additional Information CITY COUNCIL AGENDA STATEMENT -�- -- CITY OF E. CHULA VISTA July 23,2019 File ID: 19-0337 'TITLE RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING AMENDMENTS TO THE CHULA VISTA GAMING PLAN INCREASING THE MAXIMUM NUMBER OF TABLES FROM 20 TO 26, INCREASING PER TABLE LICENSE FEES, MAKING RELATED CHANGES AND UPDATES, AND APPROVING AN UPDATED FIVE-YEAR OPERATING AGREEMENT RRC MMEN ED ACTION Council conduct the public hearing and adopt the resolution. SUMMARY In 2018 the Stones South Bay Corp, dba Seven Mile Casino approached the City requesting amendments to the Gaming Plan and Operating Agreement governing their cardroom operations. After several months of discussions, the parties reached an agreement. City staff now recommends City Council approval of updates to these documents increasing the number of allowed gaming tables from 20 to 26, increasing the number of people allowed to backline bet from 16 people to 24, increasing the quarterly table fee from $7990 to $9,000 for fiscal year 2019/2020 and then to $9540 for fiscal year 2020/2021, including conversion to a percentage rate formula upon the opening of the Bayfront resort hotel and a five-year operating agreement with an automatic five year extension upon opening of the Bayfront resort hotel. ENVIRONMENTAL REVIEW The City Attorney's office has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because the activity consists of a governmental administrative/fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is required. Notwithstanding the foregoing, it has also been determined that the activity qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. Any required CEQA v f) 0 .1 a g 1 1 review would occur upon Seven Mile's application to the City for an amendment to their CUP. OARD/ OMMIS alb: N/COl l l'T"l"1n°:E RECOMMENDATION Not applicable. DISCUSSION Background Cardrooms are one of California's oldest forms of legal gambling with operations ranging from "mom and pop" storefronts, to larger, more sophisticated establishments. Historically, card clubs were regulated by local governments. Beginning in the mid-1980s the State gradually increased its regulatory oversight. The stated primary purpose of this increased oversight by the State was to attempt to prevent criminal activity from being associated with these businesses. In 1998, then Attorney General Daniel Lungren and Senate Pro Tem Bill Lockyer introduced and passed the California Gambling Control Act. (SB 8 was enacted; the language is in Business and Professions Code: 19800 - 19887.) The Act developed the California Gambling Control Commission ("State Gambling Commission") and the Bureau of Gambling Control ("Bureau") in the California Department of Justice. The State Gambling Commission and the Bureau are responsible for the development of policy, regulatory oversight and enforcement of the States gaming laws at California cardrooms. With these changes, California cardrooms are now regulated at both the local and state levels. Of the 80 or so cardrooms in California, the largest is the Commerce Club, located in the City of Commerce, with approximately 240 tables. The largest cardroom in San Diego County is Oceans 11 in Oceanside which is currently operating fifty (50) tables. History of Chula Vista Gaming Plan Prior to enactment of the City's Gaming Plan in 1995, cardroom operations were regulated by way of City ordinance. The ordinance was amended by the City Council on six different occasions between 1977 and 1995 for various reasons. The Gaming Plan concept was introduced to the City Council on November 28, 1995, because the City Attorney's Office determined that then pending state laws would have the effect of pre- empting local control by City code. By creating a structure under the City code where future changes would be adopted by resolution, the Gaming Plan preserved local Chula Vista authority over its cardroom operations. This made it so that the City Council is authorized to adopt or make amendments to the Chula Vista Gaming Plan by resolution after a public hearing. Under this revised structure, the initial Gaming Plan was adopted in February 1996. In 1998, the Gaming Plan was amended at the request of the City Council to eliminate the issuance of additional licenses without a vote of the people. At the time, there were 4 total licenses issued in the City. Two were held by the Chula Vista Bay Club, Inc., and two were held by Harvey Souza. In 2000, the Gaming Plan was amended again, this time to eliminate 2 of the outstanding 4 licenses and consolidate the remaining 2 licenses under Mr. Souza's ownership. �:q g 12 This was accomplished by Mr. Souza acquiring 2 licenses from Chula Vista Bay Club, Inc., and immediately turning them over to the City. Other updates at this time included: 1) expanding the allowed hours of operation; 2) allowing more types of games to be played; 3) increasing bet limits; 4) allowing the service of alcohol; 5) increasing license tax fees; and 6) enhancing employee screening; 7) allowing backline betting and enhanced security requirements. In 2009, consistent with state law changes, the maximum number of card tables allowed to operate was increased in the Gaming Plan from 12 to 16. In 2012, again consistent with state law changes, the maximum number of card tables was increased in the Gaming Plan from 16 to 18. In 2015, again consistent with state law changes, the maximum number of card tables was increased in the Gaming Plan from 18 to 20. Other changes included an increase to 15 the number of tables that could be operate as "Class II" or "Class IA" tables (allowing "back line" betting and other "higher stakes" games). In consideration of this, the Village Cardroom agreed to an increase in the quarterly license tax per table from the previous maximum of$5,000 up to $7,100. These changes, and some others, were requested and granted in anticipation of the Village Card Room moving its operations from 429 Broadway to a new establishment at 271 and 285 Bay Boulevard now known as the Seven Mile Casino. An Operating Agreement was also entered into to implement the license tax increase in consideration of a 5-year "vesting" of operations under then-applicable Gaming Plan regulations. History of Village Club Card Room (now Seven Mile Casino) Ownership and Operations The original Village Club card room operated at the Broadway location from 1946 until 2015. Harvey Souza managed the business from 1963 to 2015. As a police-regulated business, the Village Club Card Room operated by the Souza family had a solid track record of compliance with City regulations and positive interaction with the Police Department. In 2015, the Village Club Card Room moved its operations to a 20-table cardroom located at 271 and 285 Bay Boulevard, Chula Vista, California. The relocated business was renamed "Seven Mile Casino". On March 3, 2015, the City Council approved Resolution 2015-057, ratifying Chief Bejarano's approval of Stone Chula Vista Holdings, LLC members "financial interests" in Village Club Card Room's license after reviewing their applications and conducting background checks. The Stone Chula Vista Holdings, LLC members were told they would need to re-apply for approval with the Chief of Police if and when they proposed to exercise their option and obtain a direct interest in the cardroom license. In 2016, Stones Corp. exercised its option and entered into agreements to purchase 100 percent of Seven Mile Casino from VC Inc., conditioned upon approval of the State Gambling Commission and the City. g !;p 3 In February 2017, the City Attorney's Office reviewed the transfer and ownership documents in connection with this transaction and found no issues of concern in its review. The Police Department reviewed and approved the Seven Mile Casino security plan, financial interests, experience and expertise to operate a cardroom on accordance with state gaming laws and approved of the transfer. On March 23, 2017, the State Gambling Commission issued a Temporary State Gambling License to Stones Corp. and approved the transfer of the interests in Seven Mile Casino from VC Inc. to Stones Corp. The State Gambling Commission's approval was preceded by a substantial due diligence review of the Stones Corp. principals including review of the various financial and ownership interests of the principals and entities involved in the transfer, and confirmation of compliance with the Business and Professions Code Proposed Amendments to the Gaming Plan and Operating Agreement In 2018 the Stone Corp. approached the City requesting amendments to the existing Gaming Plan and Operating Agreement governing their cardroom operations on Bay Boulevard. After several months of discussions between the parties the following are the proposed amendments to the Gaming Plan and Operating Agreement that are being recommended by staff: • Increase the number of allowed tables from 20 to 26; • Increase the max number of players at the 15 allowed "backline" betting tables 16 to 24 people per table; • Increase the per table charge from $7,758 dollars per quarter to $9,000 effective July 1, 2019 and $9,540 dollars per quarter beginning July 2020; • Implement a percentage of gross revenue structure for license fees that would allow the City to benefit from an increase in patrons to the casino upon the opening of the Bayfront Resort and Convention Center. o Percentage rate fees shall be paid in advance, quarterly, calculated using annual gross revenues from the previous twelve months operating period. o Each August a certified financial statement of gross revenues will be submitted to the City for review and any necessary adjustments will be made through additional payments or refunds. o The City will be guaranteed a minimum payment of what it would have received under the "per table" rates structure. o In the event of law changes that materially limit the types of games allowed the parties will meet and confer to negotiate appropriate license fee rate adjustments. • Vested operating term to be for five years with the possibility of an automatic five-year extension upon opening of the Bayfront resort hotel and convention center; • The opening of the resort hotel would automatically extend Seven Mile's "vested rights" under the Operating Agreement to operate the cardroom without changes to the Gaming Plan. The proposed Gaming Plan also includes a number of miscellaneous changes including (a) reorganization of provisions for approval of license transfers; (b) updates to reflect changes in applicable state laws and terminology; (c) practical changes to how table game rules are made a 14 available to patrons; and (d) other minor corrections and updates. The City Attorney's office and the Police Department have reviewed and are comfortable of such changes. An underline/strikeout version of the Gaming Plan is attached that highlights all proposed changes. Staff has reviewed the Stones Corp. request and recommends that the City Council approve of the amended Gaming Plan and related five-year Operating Agreement. DECISION-MAKER CONFLICT Staff has reviewed the Councilmember's real estate holdings within Chula Vista and has determined that no property is within 500-foot of the project location. Staff is not independently aware and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision maker conflict of interest in this matter. LINK TO STRATEGIC GOALS The City's Strategic Plan has five major goals: Operational Excellence, Economic Vitality, Healthy Community, Strong and Secure Neighborhoods and a Connected Community. This action supports the Economic Vitality goal as facilitates the continued operation and success of the Seven Mile Casino under new ownership. The Seven Mile Casino employs approximately 305 people generating significant business activity and City revenues. CURRENT YEAR FISCAL IMPACT The estimated license tax revenue generated by Seven Mile Casino in fiscal year 2018-19 is $620,669.60 or $7,758 per table. These funds are considered discretionary revenues and support overall general fund services such as police, fire, libraries and recreation. ONGOING FISCAL IMPACT The increase in estimated license tax revenue will not be generated by Seven Mile Casino until fiscal year 2020-21 and will generate approximately $992,160 dollars or $9540 per table which represents about a 19.5% increase over fiscal year 2019/20 revenues. These funds will be included in the City Manager proposed 2020-21 budget and are considered discretionary revenues and support overall general fund services such as police, fire, libraries and recreation. ATTACHMENTS 1. Gaming Plan 2. Operations Plan Staff Contact: Eric Crockett, Economic Development Director, Roxanna Kennedy, Chief of Police, Glen Googins, City Attorney RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING AMENDMENTS TO THE CHULA VISTA GAMING PLAN INCREASING THE MAXIMUM NUMBER OF TABLES FROM 20 TO 26, INCREASING PER TABLE LICENSE FEES, MAKING RELATED CHANGES AND UPDATES, AND APPROVING AN UPDATED FIVE YEAR OPERATING AGREEMENT WHEREAS, Stones South Bay Corporation, a California Corporation dba: Seven Mile Casino ("Seven Mile")has proposed amendments to the City's Gaming Plan and related Operating Agreement; WHEREAS, the proposed changes would (1) increase the maximum number of allowed tables from 20 to 26, (2) increase the allowed number of players at the 15 tables allowing back- line betting from 16 to 24; WHEREAS, in consideration for this, Seven Mile and City staff negotiated an increase in the table license fees to a set rate of$9,000 per table per quarter effective July 1, 2019 and $9,540 per table per quarter beginning July 1, 2020, with annual increases thereafter of 3%; WHEREAS, in addition, the parties agree that upon the opening of the RIDA Bayfront resort hotel the per table rate would convert to a "percentage rate structure" with a guaranteed minimum payment and a five year extension to the Operating Agreement; WHEREAS,the Police Department has no other material concerns with security issues that might arise from the proposed changes to the Gaming Plan; WHEREAS, as required by Chula Vista Municipal Code Section 5.20.001 and Gaming Plan Section 5.3, prior to City Council action on the proposed Gaming Plan amendments a public hearing was properly noticed and held, and the City Council considered the proposed amendment and al I testimony presented with respect thereto; WHEREAS, the City Attorney's office has reviewed the proposed activity for compliance with the California Environmental Quality Act(CEQA) and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because the activity consists of a governmental administrative/fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is required. It has also been determined that the activity qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. Any required CEQA review would be conducted if and when Seven Mile applies for an amendment to its CUP. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Chula Vista as follows: 1. The proposed amendments to the Chula Vista Gaming Plan attached to this resolution, with changes presented in underline strikeout format, are hereby adopted, with such minor changes as may be required or approved by the City Attorney, a copy of which shall be kept on file with the City Clerk. 2. The City Manager is hereby authorized and directed,pursuant to Section 5.5 of the Gaming Plan to finalize and execute on behalf of the City an operating agreement with the Seven Mile license interest holders, in the form presented with such minor changes as may be required or approved by the City Attorney. 3. Seven Mile's rights under the amended Gaming Plan for cardroom operations under its license are contingent upon receiving any and all required approvals therefor from the California Department of Justice Division of Gambling Control and any and all required City land use approvals; Presented by Approved as to form by Eric C. Crockett Glen R. Googins Director of Economic Development City Attorney CHULA VISTA GAMING PLAN [Adopted July 23, 2019] In accordance with Chapter 5.20 of the Chula Vista Municipal Code (the "Gaming Code"), this document shall serve as the gaming plan for the operation of Cardrooms within the City of Chula Vista (the "Gaming Plan"). This Gaming Plan was originally adopted on February 13, 1996, after a public hearing, pursuant to city council Resolution No. 18212. The Gaming Plan has been amended as follows: (1) on January 13, 1998 pursuant to Resolution No. 18862; (2) on November 10, 1998 pursuant to Resolution No. 19251; (3) on September 26, 2000, pursuant to Resolution No. 2000-332; (4) on October 6, 2009, pursuant to Resolution No. 2009-238; (5) on March 14, 2012, pursuant to Resolution No. 2012-047; (6) on March 3, 2015, pursuant to Resolution No. 2015-056, and, (7) on April 11, 2017, pursuant to Resolution No. 2017-0128. The modifications contained in such amendments shall be deemed effective as of the dates of their adoption. Effective upon its adoption, this Gaming Plan implements, in its entirety, Subchapter 2 of the Gaming Code relating to Cardrooms. Pursuant to Subchapter 1, Section 5.20.004, of the Gaming Code any inconsistency between the Gaming Code and the Gaming Plan shall be governed by the provisions of the Gaming Plan. Except to the extent that this Gaming Plan expressly modifies or is otherwise inconsistent with the Gaming Code, the Gaming Code shall remain in full force and effect. This Gaming Plan is intended to deal only with the subject of Cardrooms. No other types of gaming permitted by the Gaming Code, shall be governed hereby. To be permitted, such other types of gaming must be the subject of further action by resolution of the City Council to amend or add to this Gaming Plan. This version of the Gaming Plan is adopted and effective as of July 23, 2019, pursuant to City Council Resolution No. CARDROOMS 1. Cardroom Defined. For the purpose of this Gaming Plan, a "cardroom" is defined to be any space, room, or enclosure furnished or equipped with a table or tables used or intended to be used, either exclusively or in conjunction with another business or activity, as a card table for the playing of cards and similar games, and the use of which is available to the public. 2. Licensing. 1 2.1 License Required to Operate Cardroom - Individual Licensees Must be 21 Years or Older. A license from the City issued pursuant to this Gaming Plan, is required for any person, group of persons, partnership, corporation, or any other entity or organization (each a "Person" hereinafter) to engage in or carry on, or to maintain or conduct, or cause to be engaged in, carried on, maintained or conducted, any cardroom in the City. Any such activity conducted without such a license, or otherwise in non-compliance with the terms of this Gaming Plan, the Gaming Code, or any and all other applicable federal, state and local laws and regulations shall be unlawful. No license shall be issued to any individual Person under the age of twenty-one years. 2.2 Number of Licenses Permitted - Existing Licenses. The number of licenses authorized to be issued or held, in the aggregate, under the provisions of this Gaming Plan shall be limited, based upon the population of the City according to the certified determination thereof by the state department of finance. All such licenses shall be issued and held in accordance with the provisions of this Gaming Plan; provided, however, any Person holding a license or licenses to conduct cardroom operation upon the effective date of this Gaming Plan may continue to hold such license or licenses subject to the terms and conditions set forth herein. For purposes of determining the number of licenses which are authorized to be issued by the City hereunder, any two licenses which are "consolidated" pursuant to Section 2.6 hereof shall still be treated as being two separate licenses counted against the total number authorized understate law, and shall be entitled to all rights, benefits, and restrictions as if the licenses were held separately, both under state law and the terms of this Gaming Plan. 2.3 Two Types of Gaming Classifications. 2.3.1 In General. There shall be two types of cardroom licenses: Category I and Category 11. The characteristics, rights, obligations and limitations attributable, respectively, to a Category I or Category II licenses are set forth throughout this Gaming Plan. Subject to all such provisions, in general, (a) a Category I license shall permit the playing of all games available for licensure through the Office of the Attorney General, except games involving "back-line" betting; and (b) a Category II license shall permit the playing of all games permitted under a Category I license and shall also permit games involving back- line betting. "Back-line" betting card games are card games which allow a player not seated at a cardroom table, but standing adjacent to the table, to bet on a hand being played by a player seated at that table. Subject to state and 2 local law, multiple "back-line" betters may be allowed to participate in any one game. 2.3.2 All licenses issued by the City shall initially be Category I licenses. In order to obtain a Category II license, the applicant (a) must have continuously operated a cardroom that plays Category I games for a period of three (3) years; and (b) must apply with the City and receive prior approval from the City for such conversion in accordance with the application procedures set forth in Section 2.4 hereof, below. 2.4 Application/Issuance Procedure. 2.4.1 In General. Any Person desiring a cardroom license must submit an application to the chief of police. The application shall be on a form issued by, or otherwise approved in advance by, the chief of police. Such application shall include, in addition to any other information required by the chief of police, (a) the true names and addresses of any and all Persons currently, or contemplated to have a "financial interest" in the cardroom operation proposed to be licensed; (b) the past criminal record, if any, of any and all such Persons; (c) the fingerprints of any and all such Persons; (d) the proposed location of the cardroom; and (e) a non-refundable fee, as presently designated, or as may in the future be amended, in the Master Fee Schedule, to cover the cost of processing the application and of any required investigation of the applicant. Upon the issuance of a cardroom license, the chief of police may authorize the refund of the investigation portion of the application fee to any Persons who were not subject to investigations. 2.4.2 Approval Required. Any and all proposed cardroom licensees must receive (a) prior written approval of the chief of police, which approval may be withheld in the sole discretion of the chief of police, (b) approval by the State of California Division of Gambling Control; and (c) the ratification of the City Council, which ratification may be withheld in the sole discretion of the City Council. Such approval and/or ratification may be conditioned as the acting parties deem appropriate, and may be based, but is not required to be based, entirely or in part on the assessment by the chief of police or, as applicable, the City Council, of the character of the proposed licensee, or on the opinion of the approving or ratifying entity, that there appears to be good cause why such Person should or should not operate a cardroom. Notwithstanding the foregoing in the event of a transfer directly caused by the death or divorce of a Person holding a financial interest in a license, the "prior approval" requirement, above, shall be amended to require that approval of the resulting transferee be obtained by no later than sixty (60) days following the death or divorce causing such transfer. The time limit may be extended provided the resulting transferee has submitted its application and such additional information as may have been requested with the licensing authorities in a timely fashion. 3 2.4.3 For purposes of this Section 2.4 and the Gaming Plan, the term "financial interest" shall mean any and all direct or indirect ownership, creditor or other interests, in a cardroom license, the cardroom business operated thereunder, the assets thereof, or the revenues generated thereby. 2.4.3.1 Such an interest shall include, without limitation, any and all interests held by building owners, landlords, tenants, equipment or fixtures owners, lessors or lessees, creditors, lenders or guarantors related in any way to the ownership, financing or operation of the cardroom; and (b) a parent, spouse, sibling or child of an individual Person holding a direct, majority or controlling ownership interest in a license or cardroom shall also be deemed the holder of a "financial interest" for purposes of this Section and this Gaming Plan. 2.4.3.2 The City shall decide, in its sole discretion, whether a particular circumstance or transaction falls within the scope of the definition of a "financial interest" that requires submission of an application to the chief of police and approval by the Council for separate licensure. 2.4.4 Any new or revoked cardroom license otherwise qualified for issuance may be issued during the period of May 1 through June 30 following the availability or revocation date of such a license. After the expiration of this period no further licenses shall be issued until the following May 1 through June 30 period. In the event that there are applications in excess of the number of licenses available in accordance with the limitations set forth in Section 2.2 hereof, a license may be issued to the most qualified of such applicants in accordance with a procedure established by the City. Notwithstanding the foregoing, the City shall decide, in its sole discretion, as to whether to issue any cardroom license authorized hereunder, and whether or how to condition such an issuance; furthermore, the City reserves the right, for any reason whatsoever, to reject any and all applications for a cardroom license hereunder. 2.5 Transfers. 2.5.1 In General. Any license issued pursuant to this Gaming Plan, a cardroom operated thereunder, or any direct or indirect interest therein, may only be transferred in accordance with the terms and conditions of this Section 2.5. Transfers governed by this section shall include,without limitation, any and all sales, leases, conveyances, assignments, grants, pledges, gifts, devises, donations and/or similar transfers by a Person of any or all of such Persons, direct or indirect, ownership interest in a license or cardroom operated thereunder, or "financial interest" in a license or cardroom operated thereunder, as such concept is defined in Section 2.4.3 hereof. 2.5.1 .1 Such transfers shall include, without limitation, (a) a transfer of all or any shares by a shareholder in a corporate licensee, (b) the 4 transfer of all or any partnership interest by a partner in a partnership licensee; (c) the transfer of all or any portion of a controlling shareholder or partnership interest in an entity which itself holds a direct or indirect ownership or financial interest in a license or cardroom; and (d) a transfer of a substantial portion of the assets of a Person holding a license or a cardroom operated thereunder. 2.5.1 .2 Such transfers shall not include (a) corporate structure reorganization where the individuals involved in the ownership and their respective percentage interests do not change; (b) transfer of ownership interest for estate planning purposes where the trustee is the same as the current licensed owner; or (c) such other situation that is similar to those described above that the City deems to be immaterial. 2.5.2 Application Required. Any applicant seeking a license transfer must comply with all of the application and approval requirements set forth in Section 2.4. 2.5.4 Three Years Operation Required Before Transfer. With the exception of those licenses which have been issued prior to September 1, 1992, no license may be transferred unless and until the holder thereof has been operating a cardroom governed by such license for three (3) years at a fixed location in the City. Licenses issued prior to September 1, 1992 may not be transferred unless and until the holder thereof has been operating a cardroom governed by such license for one (1 ) year at a fixed location within the City. 2.5.5 Non-Complying Transfers. In the event of a purported transfer of a license that does not comply with the terms of this Section, the purported transferor shall be subject to monetary penalties as provided in Section 4.2 hereof. The purported transferee shall have no rights to operate a cardroom in the City under the authority of such license. The license involved shall be subject to revocation by the City as provided in Section 4.3 hereof; and (d) the transfer may otherwise be declared null and void. 2.5.6 Special Rules for Transfers of Category II Licenses. 2.5.6.1 Except as otherwise provided herein, upon the transfer, either all at once or in a series of transfers, of a "material or controlling financial interest" (define below) in a Category II license, the Category II license, which is the subject of such transfer, shall immediately revert back to a Category I license. A Category II license so reverted may be converted back to a Category II license, but only in accordance with the provisions of Section 2.3.2 hereof. 2.5.6.2 Notwithstanding the foregoing, a material or controlling interest in a Category 11 license may be transferred without reversion of 5 the subject Category II license to Category I status subject to the following terms and conditions: (a) The transfer must be to a "pre-qualified transferee". For purposes of this Section, a "pre-qualified transferee" shall be defined as a Person on record with the chief of police as a Person holding a financial interest in the license, which, with the prior knowledge of the chief of police, acknowledged in writing thereby, has been substantially responsible for the management and operations of a licensed cardroom continuously for a period of three (3) years. (b) In addition to the agreement required pursuant to Section 5.5 hereof, any pre-qualified transferee shall enter into a written agreement with the City whereby such Person, on behalf of itself, any successors or assigns thereof, and any and all parties with a financial interest in the license or the cardroom operated thereunder, agrees that (a) the Category II status of the license to be transferred thereto shall be temporary and subject to reversion to Category I status in accordance with this Section; and (b) any action taken by the City to revert the Category 11 license to a Category I license shall not constitute a taking of any property or other interest held by such Person(s), and (c) such Person(s) waive and agree not to pursue any and all claims or other action against the City in connection with a City decision to revert the Category II license to a Category I license. (c) Until such time that Category 11 Games have been operated continuously by the pre-qualified transferee for a period of one (1) year following the effective date of the transfer of the Category 11 license, or such longer period as the Category II license, or such longer period as the chief of police may require (the "Temporary Category II Status Period"), the Category II statues of the license shall be temporary, and therefore subject to reversion to a Category I license upon a determination by the chief of police, in his/her sole discretion, for any or no reason whatsoever, that the transferee should be required to first operate as a Category I licensee prior to being permitted to operate as a Category 11 licensee in accordance with the terms and conditions of Section 2.3.2 hereof. Such determination may be made at any time within thirty (30) days after the expiration of the Temporary Category II Status Period. (d) Pre-qualification of a potential transferee hereunder shall not constitute City approval of a transfer to such potential transferee and any such transfer shall remain subject to the provisions of Section 2.5 hereof. 2.5.6.3 For purposes of this Section, the City shall determine, in its sole discretion, what constitutes a "material or controlling financial interest" provided; however, in general, a transfer of a financial interest for purposes of pre- p qualifying a Person under Section 2.5.6.2 shall not be considered the transfer of a "material or controlling financial interest". 2.5.7. Except as otherwise provided herein, upon the transfer, either all at once or in a series of transfers, of a material or controlling financial interest in a license or the cardroom operated thereunder, the holder of the license, which is the subject of such transfer shall be considered to be new holder of such license subject to any and all provisions hereunder applicable thereto. 2.5.8. Full Cost Recovery for Administrative Costs Associated with Transfer. Any person submitting an application for transfer of a license shall be responsible for payment to the City of all actual administrative costs incurred by the City including the cost of staff time, at the City's full cost recovery rate, associated with the investigation of the application for a license transfer and review of transfer documents. The chief of police shall estimate the cost of City staff and other administrative costs in connection with an application and the Person shall deposit such amount at the time of submitting the application for license transfer to the chief of police. If actual costs incurred exceed the initial deposit the chief of police may require the applicant to make additional deposits to offset costs incurred or to be incurred by the City. If the amount estimated is in excess of the cost incurred, the difference will be refunded to the applicant at the end of the City's review. 2.6 Consolidation. 2.6.1 In General. Notwithstanding any other section of this Gaming Plan to the contrary, the holder of a Category I or Category II license may acquire one, but only one, additional Category I or Category II license, subject to the consolidation rules and procedures of this Section 2.6. Under no circumstances may any Person acquire or hold more than two City licenses. 2.6.2 Required Qualifications/Procedures. In order to acquire an additional license, an existing license holder (a) must have continuously operated a cardroom under its existing license within the City for a period of three (3) years at a fixed location; and (b) must apply with the City and receive prior written approval from the City for such acquisition in accordance with the rules and procedures set forth in Section 2.4 hereof regarding the initial issuance of licenses. If the additional license is to be acquired from another existing license holder, such application shall also be made in accordance with the rules and procedures governing license transfers set forth in Section 2.5.3 hereof. 2.6.3 Effect of Consolidation; Deemed Consolidation. If an application for the acquisition of an additional license is granted, the two licenses held by the applicant shall become "consolidated". In addition, licenses shall be deemed to be "consolidated" in the event that the some Person holds, or comes to hold, a "financial interest" (as defined in Section 2.4.3 thereof) in such licenses 7 or the cardrooms operated thereunder. Under a consolidated license, the maximum number of tables permitted to be operated is twenty-six (26), subject to any additional or contrary terms and conditions set forth in Section 3.5 and/or other provisions of this Gaming Plan. All tables operated under a consolidated license must be operated in the same location. 2.6.4 Category I with Category II Consolidations. In the event that a Category I license is consolidated with a Category II license, the following rules shall apply: (a) if the previous owner of the Category 11 License retains majority ownership and control over the consolidated license, the full benefits and burdens hereunder of Category II status shall apply to all the card tables operated under such consolidated license (b) if the previous owners of the Category I License retains majority ownership and control over the consolidated license, the consolidated license shall retain Category I status and the requirements for conversion to a Category 11 License under Section 2.3.2 of this Gaming Plan shall continue to apply. 2.7 License Fee. 2.7.1 In General. There shall be a license fee on any licensed cardroom within the City in accordance with the terms of this Section 2.7. The license fee is for purposes of generating revenues to the general fund of the City and not for purposes of regulation. The fee shall be based upon the number of tables that are licensed by the City pursuant to the terms of this Gaming Plan that are also permitted to be operated by the City at the location where the license is being utilized pursuant to the City's land use laws and regulations. The fee shall be based upon the maximum number of tables so licensed and permitted based upon the category of license issued with respect thereto, regardless of the number of tables that may actually be operated on any given day or the category of game conducted thereon. Notwithstanding the foregoing, if the City approves new tables, but State approval is required before the operation of any such new tables, the license fee set forth below in sections 2.7.2 through 2.7.6, inclusive, with respect to such new tables, shall not go into effect until the date the required State approval is obtained. 2.7.2 Amount of Fee. The license fee to be assessed and collected on each licensed cardroom shall be the applicable "base rate" fee determined as follows: 2.7.2.1 Base Rate: a. Category I: Effective July 1, 2019 the base license fee for card tables licensed under a single, non-consolidated Category I license shall be $3,750 per card table per quarter. 8 b. Category II: Effective July 1, 2019 through June 30, 2020, the base license fee for each card table in a cardroom licensed to play Category II games under a Category II license shall be $9,000 per table per annual quarter. Effective July 1, 2020 through June 30, 2021, the base license fee for each card table in a cardroom licensed to play Category II games under a Category II license shall be $9,540. This rate shall apply to the maximum number of tables licensed and approved to be operated at the cardroom location regardless of whether or not such tables are actively being used, and regardless of whether or not Category II games are actually being played at such tables. c. Percentage Payment Structure The base rate license fee for operation of any tables licensed by the City to the cardroom as set forth in this Gaming Plan may be converted to a license fee based upon a percentage of gross revenue generated by Licensee from the play of any game or gaming activity ("Percentage Payment Structure"). Unless otherwise specified in an amendment to the Gaming Plan, the timing of any conversion to and the specific terms of any Percentage Payment Structure shall be set forth the agreement between the parties required pursuant to Section 5.5 hereof. 2.7.3 Procedures for Payment of Fee. 2.7.3.1 Advance Payment. The license fee provided hereunder shall be payable quarterly in advance by no later than the day falling fifteen (15) days prior to the first day of each calendar quarter. 2.7.4 Audit rights. The City shall have the right to conduct an independent audit of licensee's accounting records at any time upon three (3) days prior written notice to licensee. The audit shall be performed by a party designated by the City, subject to the reasonable approval of licensee. If the City elects to conduct such an audit, the licensee shall be responsible for reimbursing City costs incurred in connection therewith. The licensee's reimbursement obligation under this Section shall not exceed $10,000.00 per any twelve (12) month period. 2.7.5 Fee Receipt. The finance director shall issue a receipt for each licensed cardroom and such receipt shall be displayed on the premises during the full term for which such receipt was issued. 2.7.6 Annual Increase in Base License Fee Rate. The base rate license fee amounts set forth in Section 2.7 shall be increased by three percent (3%) per year. The first increase shall take effect on July 1, 2021 and each subsequent increase shall take effect on each July 1 thereafter. This annual base rate increase shall apply to all tables licensed and approved in the previous year regardless of whether or not such tables were put into service that year. Notwithstanding the above, if the Percentage Payment Structure becomes the 9 basis to calculate the base rate license fee, then the terms of increase in such fee shall be governed by the agreement entered into pursuant to Section 5.5 hereof. 3. Operating Limitations and Conditions. 3.1 City Land Use Regulations Shall Control. All cardrooms and card table operations shall be subject to the City's land use regulations. Notwithstanding any provision in this Gaming Plan to the contrary, no cardroom operations shall be permitted without the prior acquisition of any and all necessary approvals and permits from the City in connection therewith, and any cardroom operation with such approvals and permits shall operate in strict compliance with any and all terms and conditions thereof. For example, in no event shall the cardroom exceed the number of players it is restricted to in its conditional use permit based on parking limits or other imposed conditions. 3.2 Games Permitted. 3.2.1 Category I License: Subject to the terms and conditions of this Gaming Plan and the Gaming Code, the holder of a Category I cardroom license shall be permitted to operate a cardroom that conducts all card games that have been determined by the Office of the Attorney General of the State of California ("Attorney General") to be within the permissible subject of local licensing by California cities, excluding those games involving "backline betting." The games permitted under this section shall be referred to herein from time to time as "Category I Games." 3.2.2 Category II License: Subject to the terms and conditions of this Gaming Plan and the Gaming Code, the holder of a Category II cardroom license shall be permitted to operate a cardroom which conducts all card games permitted by a Category I license (as described in Section 3.2.1, above,), plus those card games which involve backline betting. Such games shall be referred to herein from time to time as "Category 11 Games." For purposes of this Gaming Plan, back-line betting may be conducted, as that term is understood pursuant to Business and Professions Code Section 19843. If the Office of the Attorney General authorizes a new game that would fall within Category I but has not previously been played in the City, then the Licensee will simultaneously send the chief of police a copy of the application request for game approval submitted to the Office of the Attorney General. The chief of police shall provide notice within 30 days whether it would like to further review the game before it is played at the cardroom. The chief of police shall have the right to approve or disapprove any proposed new games in his/her sole discretion, and such decision shall be final. If no notice is provided, it is assumed that the game is approved to be played in the City. 10 3.3 Game Rules. Except as specifically provided in this Gaming Plan, all rules for games played at a cardroom shall be governed by State law and the California Bureau of Gambling Control (the "CBGC"), the California Gambling Control Commission (the "CGCC"), or their successor entities (collectively "State Agencies"). Rules for every game allowed shall be made readily available to players and prospective players as follows: (1 ) in one or more binders within the cardroom; (2) on the cardroom's official website (if any); and (3) in printed fliers. In addition, each table shall identify the game currently being played using a prominently placed sign at said table. . A generic game name is permissible for the table sign (i.e., California Blackjack, Pai Gow Poker, Ultimate Texas Hold'Em, etc.). 3.4 Hours and Days of Operation. Licensed cardrooms may operate seven days per week, twenty-four hours per day subject to any and all land use conditions imposed by the City with respect to a specific site of operation. 3.5 Maximum Number of Tables. Subject to such limitations as may be imposed by local land use conditions, to a specific site of operation, the maximum number of tables that may be operated under a cardroom license are as follows 3.5.1 Category I - Non-Consolidated. The maximum number of tables that may be operated under a single, non-consolidated Category I license shall be sixteen (16). 3.5.2 Category I - Consolidated. The maximum number of tables permitted under a consolidated Category I license shall be twenty-six (26) during gaming operations. 3.5.3 Category II - Non-Consolidated. The maximum number of tables that may be operated under a non-consolidated Category 11 license shall be sixteen (16). 3.5.4 Category II - Consolidated. The maximum number of tables that may be operated under a consolidated Category 11 license shall be twenty- six (26). In no event shall more than fifteen (15) of such twenty-six (26) tables be operated with "backline" betting games at one time. 3.6 Maximum Number of Players Per Table. Subject to such limitations as may be imposed by local land use conditions, to a specific site of operation, the maximum number of players permitted at any one cardroom table are as follows 11 3.6.1 Category I Tables. No more than ten (10) players shall be permitted at any one card table conducting Category I games. Only persons seated at the card table as players shall be permitted to bet. 3.6.2 Category II. No more than eight (8) seated players with no more than two additional standing players per seat participating in "backline" betting behind the seated player (for a total number of twenty (24) players (standing and sitting) per table) shall be permitted at any one card table conducting Category 11 games. 3.7 Maximum Limits and Bets. 3.7.1 In General. Maximum limits and wagers shall be based on the approvals from the State Agencies. Maximum limit and wager approvals will be provided to the Chief of Police prior to implementation. 3.7.3 Adequate Financing on Hand/Payment Policy. At all times, licensee must have sufficient proceeds to reimburse any and all demands made upon said licensee for the payment of all monies that patrons have on deposit with that cardroom . In the alternative, and subject to notification to the Chief of Police, said licensee may have a written policy for full payment of all monies that patrons have on deposit with that cardroom to a cardroom patron clearly posted in a place visible to cardroom patrons. 3.8 Maximum House Charges Per Hand - - Posting Required. 3.8.1 . Approval. All house collection rates will be approved by the State Agencies and notification will be given to the Chief of Police prior to being imposed. 3.8.2 Posting Required. A copy of all collection rate schedules shall be provided to the Chief of Police. The collection rate in use shall be clearly posted at the table. 3.9 Work Permits and Identification Badges Required For Employees. 3.9.1 Work Permit Required. Unless other provided herein, prior to commencing work at a cardroom, each proposed employee of a cardroom, if such Person is other than the Person or Persons whose names appear on the application for the cardroom license, must obtain a work permit from the Chief of Police. Additionally, any employee of any ancillary business (Third Party Providers of Proposition Player Services, massage therapists, etc.) that is operating at the cardroom location must also obtain a work permit. 12 3.9.2 Temporary Probationary Work Permit. Temporary probationary work permits may be summarily issued upon payment of the requisite application fee for food and beverage servers,janitorial staff, and kitchen workers pending the issuance of a regular annual work permit. Such temporary probationary work permits may be subject to immediate summary revocation with or without cause by the chief of police and shall not be valid for more than thirty (30) days and shall automatically expire upon issuance of the regular annual work permit or upon denial of the regular annual work permit application by the chief of police. The fee for temporary probationary work permit shall be non-refundable and in addition to the fee for the regular annual work permit application. 3.9.3 Application Process. Each proposed employee shall submit an application for the required work permit to the Chief of Police. Such application shall be on a form issued by, or otherwise approved in advance by, the Chief of Police. Such application shall include, in addition to any other information required by the chief of police, (a) the past criminal record, if any, of such Person; (b) the fingerprints of such Person; and (c) a non-refundable fee, as presently designated, or as may in the future be amended, in the Master Fee Schedule for cardroom applications, to cover the cost of processing the application and of any required investigation of the applicant including a criminal background check to be performed by the police department at the applicant's expense. The work permit, when issued, shall be valid for one (1) year. Any renewal must also be approved by the chief of police and will be subject to a criminal background check to be performed by the chief of police at the applicant's expense. The chief of police may deny the initial approval or renewal of a work permit if, in the chief of police's opinion, (1) in the case of a proposed key employee the applicant therefore should not be permitted to act as key employee or employee in lieu of management by the licensee of the cardroom; and (2) in the case of a proposed employee the applicant therefore should not be permitted to be employed in a cardroom. 3.9.4 Identification badges to be worn. Every employee shall, at all times when present in such cardrooms, wear an identification badge containing such Person's photograph, first name and the police department issued employee identification number. The identification badges shall be worn at chest level. 3.9.5 Limitation of Discretion to Issue Work Permit. In addition to any other restrictions provided by law, no work permit shall be issued to any other restrictions provided by law, no work permit shall be issued to anyone who is disqualified from holding a state gambling license, for any of the reasons specified in California Business and Professions Code Section 19850. 3.9.6 Denial of an application for a Work Permit. Any application for a work permit shall be subject to objection by the State of California Bureau of 13 Gambling Control (hereafter Bureau). If the Bureau objects to the issuance of a work permit it shall be denied. Such a denial may be reviewed in accordance with the Gambling Control Act (Business and Professions Code Section 19801 et seq.). 3.9.8 Proposition Players. 3.9.8.1 A licensee shall use only employees or properly licensed independent contractors as proposition players. 3.9.8.2 A licensee shall not allow, permit, or suffer more than four (4) proposition players to play at a card table at any given time, subject to modification by the chief of police in his/her sole discretion. 3.9.8.3 The licensee shall not provide any compensation, reward, credit, chips, or any other thing of value or representation of value to an employee who acts as a proposition player other than drop reimbursement, salary or wages earned for the time the employee works as a proposition player. This prohibition does not prohibit a proposition player from receiving the same employment benefits as apply to all other employees of the licensee; provided that no employee or independent contractor shall be paid in chips. 3.9.8.4 A proposition player shall prominently display an identification badge pursuant to Section 3.9.3 at all times while present on the cardroom premises. 3.10 Intoxicating Beverages. 3.10.1 Intoxicating Beverages Permitted. Upon application to and approval by the chief of police, in his/her sole discretion and control and pursuant to a procedure to be implemented and administered by the chief, alcoholic beverages may be served and consumed in a cardroom from the hours of 6:00 A.M. to 2:00 AM. At all times that alcoholic beverages are served, food must also be made available and the cardroom shall comply with its ABC On-Site General Sale (Type 47) Eating Place license,where 50 percent or more of all sales must be food. The chief of police's decision concerning the consumption and service of intoxicating beverages shall be final. Additionally, licensee shall comply with all applicable state and local laws, rules and regulations, including the City's land use regulations, pertaining to the sale and service of intoxicating beverages. All servers are required to have a valid Responsible Beverage Service ("RBS") certification from an ABC accredited RBS training provider. 3.10.2 Key Employee/employee Consumption Prohibited. The drinking of any intoxicating beverage by any key employee, independent contractor or employee of a card room while on duty is prohibited. The licensee of a cardroom shall take all necessary and appropriate steps to assure compliance with this section. 14 3.10.3 Permitting Intoxicated Persons to Play in Games Prohibited. No licensee, key employee, independent contractor or employee shall permit any Person to play in any game or at any time which such Person is under the influence of an intoxicating beverage, narcotic, or drug. 3.10.4 Permitting Intoxicated Persons on Premises Prohibited. No licensee, key employee, independent contractor or employee shall permit any Person to enter a gambling establishment at any time when such Person appears to be under the influence of an intoxicating beverage, narcotic or drug. 3.11 Minors Prohibited from patronage or Employment. No person under twenty-one years of age shall be employed at a cardroom, allowed to play games at a cardroom, or permitted in a cardroom area where games are being played. Minors may be allowed in non-gaming areas of a cardroom (for example, in an associated restaurant) but only with the prior approval of the chief of police, of a written plan containing provisions that assure that no minor shall have no access to gaming areas or alcohol. Given the high level of concern with public safety, the Police Chief's approval of any plan allowing minor access to non-gaming areas shall be in his/her sole discretion and the Chief's decision shall be final. 3.12 Signs to be Posted. Licensee shall comply at all times with the sign requirements set forth in this Gaming Plan including,without limitation, Sections3.3, and 3.8.2 hereof, and any and all other signage or posting requirements contained in applicable federal, state or local laws, rules and regulations. 3.15 Licensee Responsible for Compliance and Supervision of Operations. The licensee of a cardroom shall be responsible for assuring that any cardroom operated under such license is operated in strict compliance with the terms of this Gaming Plan, the provisions of the Penal Code of the State of California and any and all other applicable federal, state, and local laws, rules, regulations, or permits. All cardrooms and/or card tables shall be supervised by the operator or an employee of the operator of the cardroom, to assure such compliance. Any violation of the cardroom operating limitations and conditions in this Section 3, or elsewhere in the Gaming Plan, whether or not caused by the licensee or any employee thereof, shall be considered a violation by the licensee of the terms and conditions of its license, and therefore subject to the City's enforcement rights and policies set forth in Section 4 hereof. 3.16 Patron Safety and Security. 15 3.16.1 Each licensee shall submit a written patron safety and security plan, designed to protect patrons and other persons who are lawfully on the premises of the permitted cardroom, to the chief of police for his/her approval prior to opening for operations. 3.16.2 The chief of police, in his/her sole discretion and control, shall have the right to require amendments to the patron safety and security plan that are, in his or her judgment, reasonably necessary to protect the public peace, health, safety, and general welfare. 3.16.3 Licensee shall be responsible for payment to the City of all actual administrative costs incurred by the City, including the cost of staff time, at the City's full cost recovery rate, associated with the oversight of the patron safety and security plans required by this section, including the administrative costs associated with the review and approval of a patron safety and security plan or any amendments thereto which may be mandated by the chief of police. The chief of police shall estimate the cost of City staff and other administrative costs in connection with oversight of the patron safety and security plans and the licensee shall deposit such amount at the time of submitting the patron safety and security plan to the chief of police. If actual costs incurred exceed the initial deposit the chief of police may require the applicant to make additional deposits to offset costs incurred or to be incurred by the City. If the amount estimated is in excess of the cost incurred, the difference will be refunded to the applicant at the end of the City's review. 3.17 Crime Reporting Requirement. 3.17.1 Every licensee, key employee, employee, or independent contractor of a cardroom shall immediately report to the Chula Vista Police Department any crime committed on the cardroom premises. 3.17.2 Each licensee shall maintain a chronological criminal activity log and such other reports as the chief of police may determine are needed in order to effectively assist the Chula Vista Police Department to carry out its law enforcement function and protect the public health, safety, and welfare. 3.17.3 It shall be unlawful for a licensee, manager, employee or independent contractor of a cardroom to disable any 911 access on any public telephone on the cardroom premises. 3.18 Licenses or Key Employee on Premises. A cardroom shall have on the premises, at all times the cardroom is open to the public, the licensee or a key employee. A "key employee" for purposes of this section is defined as an employee who shall have access to all cardroom premises for purposes of inspection or for purposes of compliance with 16 any provision of this Gaming Plan and who shall have the responsibility and authority to ensure immediate compliance with the Gaming Plan and all state laws and regulations pertaining to gaming. Further each cardroom licensee shall identify in writing the name, address, and telephone number of each key employee, and each key employee shall wear an identification badge designating the employee as a key employee. 4. Enforcement. 4.1 In General. It is unlawful and a violation of this Gaming Plan to obtain, transfer or consolidate a cardroom license, or to operate a cardroom in violation of any of the regulations and rules set forth in the Gaming Code, this Gaming Plan, and any and all other applicable federal, state and local laws, rules, regulations or permits. 4.2 Monetary Fines. 4.2.1 Amounts of Fines. For any violation of the terms of this Gaming Plan, the City shall have the right to impose a penalty of up to $1,000 per day for each day the licensee is in violation. In the event that a licensee is cited for a violation (not necessarily the same violation) more than three (3) times within a six-month period, upon the fourth such citation, and with respect to any occurrence thereafter, the City shall have the right to impose a penalty of up to $5,000 per day the licensee is in violation. 4.2.2 Imposition of Fine Not Election of Remedies. The pursuit of monetary fines against a licensee or the receipt of payment therefore shall not constitute an election of remedies on the part of the City and thus shall not preclude any other course of action such as may be available including, without limitation, the revocation of the cardroom license held or issued hereunder, the revocation of any and all permits or approvals permitting the operating of the cardroom, and any and all other remedies available to the City at law or in equity. 4.3 Revocation and Suspension. 4.3.1 City Right to Revoke or Suspend. Any cardroom license issued or held hereunder may be revoked or suspended by the City, after a public hearing, upon the determination by the City council and the chief of police that with respect to the license and/or cardroom operated thereunder, there has been a material violation, or repeated violations of this Gaming Plan or any or all other applicable federal, state or local laws, rules, regulations or permits. 4.3.2 Material Violation. The City shall determine, in its sole discretion, what shall constitute a material violation for purposes of revocation or 17 suspension under this Section 4.3. Material violations may include,without limitation, the following: (a) A misrepresentation or exclusion on any application for approval, report or statement of revenues required to be submitted under this Gaming Plan or under any other applicable federal, state or local law, rule, regulation or permit. (b) A non-complying purported transfer of a cardroom license held or issued hereunder. (c) Allowing persons other than those named in the application on file with the City, or otherwise previously approved by the City, to hold a financial interest in, or have direct management authority over, a cardroom. (d) Maintaining a greater number of tables than the number permitted by the license. (e) Failure to strictly comply with any and all federal, state, and local laws, rules, regulations, and permits applicable to the holding of a license or the operation of a cardroom hereunder, including,without limitation local land use and other code provisions. (f) Failure to pay, when due, the amount of license fee owed pursuant to Section 2.7 hereof. (g) Citation of five (5) or more minor violations of this Gaming Plan within any twelve (12) consecutive months. (h) The conduct of criminal or dangerous activities at or attributable to the licensed cardroom. (i) Failure to pay, when due, the amount of any monetary fine imposed pursuant to Section 4.2.1 hereof. (j) Refusal to permit City access to a cardroom for purposes of auditing or inspecting same. 4.4 Inspection Rights. The City shall have the right, at any time, without notice, to enter into any cardroom operating within the City and to conduct a reasonable inspection of all areas of such cardroom, and/or any or all fixtures, equipment, accounting materials or documents contained therein, in order to determine whether or not such cardroom is being operated in accordance with this Gaming Plan. This inspection right is in addition to the audit rights enumerated in Section 2.7.4 herein. 18 5. General Provisions. 5.1 Definitions. Except as otherwise expressly defined herein, capitalized terms, and terms otherwise requiring definitions for proper interpretation, shall have the meanings ascribed thereto by the Gaming Code. 5.2 Section Headings. Section headings contained herein are for reference purposes only and shall not be deemed to govern, limit, modify or in any manner affect the scope, meaning or intent of the provisions of any section hereof. 5.3 Gaming Plan Amendments. 5.3.1 City Council Approval Required. This Gaming Plan may be revoked or amended, in whole or in part, at any time, after a public hearing, by approval of the City Council, provided, however, different terms of operation may be provided in the agreement required by Section 5.5 hereof, below. 5.3.2 Full Cost Recovery for Administrative Costs Associated with modifications to Gaming Plan. Any Person requesting any modification to the Gaming Plan shall be responsible for payment to the City of all actual administrative costs incurred by the City including the cost of staff time, at the City's full cost recovery rate, associated with the request for modification of the Gaming Plan. The chief of police shall estimate the cost of City staff and other administrative costs in connection with the requested modification and the Person shall deposit such amount at the time of submitting his/her request for modification to the Gaming Plan. If actual costs incurred exceed the initial deposit the chief of police may require the applicant to make additional deposits to offset costs incurred or to be incurred by the City. If the amount estimated is in excess of the cost incurred, the difference will be refunded to the applicant at the end of the City's review. 5.4 Integrated Plan. All provisions of this Gaming Plan are intended to be integral parts of a comprehensive regulatory scheme. In the event that any material provision hereof is finally determined to be invalid, then, as of the date of such determination (a) the entire Gaming Plan shall, AB initio, become void and of no effect, and (b) the Gaming Code provisions otherwise implemented or superseded hereby shall become effective. 19 5.5 Agreement of Licensee to Accept Validity and Abide by all Provisions. Each licensee which holds or is issued a license hereunder, in order to legally operate a cardroom within the City must first enter into a written agreement with the City whereby, for the term specified therein, such licensee agrees, on behalf of itself, any successors or assigns thereof, and any and all parties with a financial interest in the license or the cardroom operated thereunder, that such Persons (a) shall abide by any and all provisions of the Gaming Plan, (b) acknowledge that all provisions of the Gaming Plan are valid and enforceable by the City against such Persons; and (c) waive and agree not to pursue any and all claims or other action against the City that any or all provisions of the Gaming Plan were not legally adopted, valid or enforceable with respect thereto. In consideration for licensee's commitments thereunder, such agreement may also provide for a specified time period for card room operations without being subject to City imposed changes to the Gaming Plan, all as more specifically provided therein. 20 CHULA VISTA GAMING PLAN [Adopted July 23, 20191 In accordance with Chapter 5.20 of the Chula Vista Municipal Code (the "Gaming Code"), this document shall serve as the gaming plan for the operation of Cardrooms within the City of Chula Vista (the "Gaming Plan"). This Gaming Plan was ori iq nally adopted on February 13, 1996, after a public hearing, pursuant to city council Resolution No. 18212. The Gaming Plan has been amended as follows: (1) on January 13, 1998 pursuant to Resolution No. 18862; (2) on November 10, 1998 pursuant to Resolution No.-_19251; (3) on September 26, 2000, pursuant to Resolution No. 2000-332; (4) on October 6, 2009, pursuant to Resolution No. 2009-238; (5) on March 14, 2012, pursuant to Resolution No. 2012-047; (6) on March 3, 2015, pursuant to Resolution No. 2015-056; and, 7 on April 11, 2017, pursuant to Resolution No. 2017-0128. The modifications contained in such amendments shall be deemed effective as of the dates of their adoption. Effective upon its adoption, this Gaming Plan implements, in its entirety, Subchapter 2 of the Gaming Code theeVo-n4 relatin_ to Cardrooms. Pursuant to Subchapter 1, Section 5.20.004, of the Gaming Code any inconsistency between thwisthe Gaming Code and the Gaming r V the -GRA;*;^ncPlan shall be governed by the provisions of the Gaming Plan shall govern. Except to the extent that this Gaming Plan expressly modifies or is otherwise inconsistent with the Gaming Code, the Gaming Code shall remain in full force and effect. This Gaming Plan is intended to deal only with the subject of e Cardrooms. No other types of gaming permitted by the , Gaming Code, shall be- per m¢*�d er governed hereby. To be permitted, such other types of gaming must be the subject of further action by resolution of the ' City Council to amend or add to this Gaming Plan. This version of the Gaming Plan is adopted and effective as of July 23, 2019, pursuant to City Council Resolution No. CARDROOMS 1 . Cardroom Defined. 1 For the purpose of this Gaming Plan, a "cardroom" is defined to be any space, room, or enclosure furnished or equipped with a table or tables used or intended to be used, either exclusively or in conjunction with another business or activity, as a card table for the playing of cards and similar games, and the use of which is available to the public. 2. Licensing. 2.1 License Required to Operate Cardroom - Individual Licensees Must be 21 Years or Older. A license from the ekyCity issued pursuant to this Gaming Plan, is required for any person, group of persons, partnership, corporation, or any other entity or organization (each a "Person" hereinafter) to engage in or carry on, or to maintain or conduct, or cause to be engaged in, carried on, maintained or conducted, any cardroom in the eityCity. Any such activity conducted without such a license, or otherwise in non-compliance with the terms of this Gaming Plan, the Gaming Code, or any and all other applicable federal, state and local laws and regulations shall be unlawful. No license shall be issued to any individual Person under the age of twenty-one years. 2.2 Number of Licenses Permitted - Existing Licenses. The number of licenses authorized to be issued or held, in the aggregate, under the provisions of this Gaming Plan shall be limited, based upon the population of theCity according to the certified determination thereof by the state department of finance. than two ,. All such licenses shall be issued and held in accordance with the provisions of this Gaming Plan; provided, however, any Person holding a license or licenses to conduct cardroom operation upon the effective date of this Gaming Plan may continue to hold such license or licenses subject to the terms and conditions set forth herein. For purposes of determining the number of licenses which are authorized to be issued by the . City hereunder, any two licenses which are "consolidated" pursuant to Section 2.6 hereof shall still be treated as being two separate licenses counted against the total number authorized understate law, and shall be entitled to all rights, benefits, and restrictions as if the licenses were held separately, both under state law and the terms of this Gamin Plan. 2 2.3 Two Types of Lieenses - Glass 1 ano Glass !!Gaminq Classifications. 2.3.1 _|n General. There shoU be two types ofcordroom licenses: GtassCateaory | and GhassCateaory U. The characteristics, rights, obligations and | limitations attributable, respectively, tOO | - --- | Or ---- =~~~- U licenses are set forth throughout this Gaming Plan. Subject to QU such provisions, in general, (a) a Glass 1 lieense shall permit the playing of all games permilRe-1 P11 y the state attorney general to _e w....... I.— perm -.e - -J­ 0. laeal lieensing-by- Gal;-'E)rn;.a eitlie_-, exeept games involving "baek4ne" net-.., _­ (n) a Glass 11 lieense shall permit the playing -ef. -A. Uparness porMittea un-der -- r shall also perm-N,gia-mmes involving back-Me (a) a Cateqory I license shall permit the playing of all games available for licensure throuqh the Office of the Attorney General, excepL_qgmes involvinq "back-line" bettina- and (b) a Cateaory 11 license shall permit the playing of all games permitted under a Category I license and shall also permit games involving back-line bettina. "Back-line" bettinq card qames are card ames which allow bet on a hand beina r)laved bv a olaver seated at that table. Subiect to state and local low, multiple "back-line" betters may be allowed to participate in any one acme. 2.3.2 All licenses issued byfhe shall initially be | licenses. |norder fo eenvertobtain a GhassCateaory U license, the (a) must have continuously operated Q CardrOOm un.der its Classthat plays Category | kense— for period of three (3) years ; and (b) | must apply with the � _,~�� 3�d receive phor��p[oY�| from the _` �fo[sUch . ~-. conversion in accordance with the application procedures set forth in Section 2.4 hereof, below. 2.4 . 2.4.1 In General. Any Person desiring (3 Cardroom license mU3f | submit an application #+efeforoO the chief Ofpolice. SuehThe application shall be on a form issued by, or otherwise approved in advance by, the chief of police. Such application shall include, in addition to any other information required by the chief of police, (a) the true names and addresses of any and all Persons currently, or contemplated to have a "financial interest" in the cardroom operation proposed to be licensed, (b)-the past criminal record, if any, of any and all such Persons; (c)--the fingerprints of any and all such Persons; (d)--the proposed location of the cardroom; and (e)--a non-refundable fee, as presently designated, or as may in the future be amended, in the Master Fee Schedule, to cover the cost of processing the application and of any required investigation of the applicant. Upon the issuance of a cardroom license, the chief of police may authorize the refund of the investigation portion of the application fee to any Persons who were not subject to investigations. 2.4.2 Approval Required. Any and all proposed cardroom licensees must receive (a) orior written approval of the chief of police, which approval may be withheld in the sole discretion of the chief of police, (b) approval by the State of California Division of Gambling Control; and (c) the ratification of the City Council, which ratification may be withheld in the sole discretion of the City Council. Such aQproval and/or ratification may be conditioned as the acting parties deem arpropriate, and may be based, but is not required to be based, entirely or in part on the assessment by the chief of police or, as applicable, the City Council, of the character of the proposed licensee, or on the opinion of the approving or ratifying entity, that there appears to be good cause why such Person should or should not operate a cardroom. Notwithstanding the foregoing in the event of a transfer directly caused by the death or divorce of a Person holding a financial interest in a license, the "prior approval" requirement, above, shall be amended to require that approval of the resulting transferee be obtained by no later than sixty (60) days following the death or divorce causing such transfer. The time limit may be extended provided the resulting transferee has submitted its application and such additional information as may have been requested with the licensing authorities in a timely fashion. . interest,'I Each cardroorn license application shall be totallyn dependent and unasseeiated-with. any other application being subr purpose of entaining such a license. No applicant requesting a license pHrSUant to this section may have a financial ,as deserinned in or any other interest fSection 'D.A.3 hereoO in any other car A room or appNeation pen-4 in y Wa of e . 4 2.4.3 For purposes of this Section 2.4 and the Gaming Plan, the term "financial interest" shall mean any and all direct or indirect ownership, creditor or other interests, in a cardroom license, the cardroom business operated thereunder, the assets thereof, or the revenues generated thereby. 2.4.3.1 Such an interest shall include, without limitation, any and all interests held by building owners, landlords, tenants, equipment or fixtures owners, lessors or lessees, creditors, lenders or guarantors related in any way to the ownership, financing or operation of the cardroom; and (b) a parent, spouse, sibling or child of an individual Person holding a direct, majority or controlling ownership interest in a license or cardroom shall also be deemed the holder of a "financial interest" for purposes of this Section and this Gaming Plan. 2.4.3.2 The City shall decide, in its sole discretion, whether a particular circumstance or transaction falls within the scope of the definition of a "financial interest" that requires submission of an application to the chief of police and approval by the Council for separate licensure. 2.4.4 Any new or revoked cardroom license otherwise qualified for issuance may be issued during the period of May 1 through June 30 following the availability or revocation date of such a license. After the expiration of this period no further licenses shall be issued until the following May 1 through June 30 period. In the event that there are applications in excess of the number of licenses available in accordance with the limitations set forth in Section 2.2 hereof, a license may be issued to the most qualified of such applicants in accordance with a procedure established by theCity. Notwithstanding the foregoing, theCity shall decide, in its sole discretion, as to whether to issue any cardroom license authorized hereunder, and whether or how to condition such an issuance; furthermore, the eltyCity reserves the right, for any reason whatsoever, to reject any and all applications for a cardroom license hereunder. 2.5 Transfers. 2.5.1 _In General. Any license issued pursuant to the Gaming '--eee or—this Gaming Plan, a cardroom operated thereunder, or any direct or indirect interest therein, may only-be transferred, in accordance with the terms and conditions of this Section 2.5. Transfers governed by this section shall include, without limitation, any and all sales, leases, conveyances, assignments, grants, pledges, gifts, devises, donations and/or similar transfers by a Person of 5 any or all of such Persons, direct or indirect, ownership interest in a license or cardroom operated thereunder, or "financial interest" in a license or cardroom operated thereunder, as such concept is defined in Section 2.4.3 hereof. 2.5.1 .1 Such transfers shall include, without limitation, (a)-_a transfer of all or any shares by a shareholder in a corporate licensee; (b)--the transfer of all or any partnership interest by a partner in a partnership licensee; (c)-the transfer of all or any portion of a controlling shareholder or partnership interest in an entity which itself holds a direct or indirect ownership or financial interest in a license or cardroom; and (d)-_a transfer of a substantial portion of the assets of a Person holding a license or a cardroom operated thereunder. 2.5.1 .2 Such transfers shall not include (a) corporate structure reorganization where the individuals involved in the ownership and their respective percentage interests do not change, (b) transfer of ownership interest for estate planning_purposes where the trustee is the same as the current licensed owner, or (c) such other situation that is similar to those described above that the City deems to be immaterial. 2.5.2 Application Required. Any applicant seeking a license transfer must comply with all of the application and approval of licensesrequirements set forth in Section 2.4 hereof. Feesfor the tic i n police,and i.n v es+L.;g a ti a n relating to transfers are adAresse A in Section O.S.0 hemin. -Appireva 1 Require- ..ny an- all propose- car-room license transfers must falreceive , , prior written approvall of the chief of police, which approval may bewithheld in the sale A isere'an of the chief of U LEE Control; approval b-y the -State of California Divi-sion of Gambling l the ratification of the eity and , .-I. iatilieati— may be vithhe. in the sale -iscretion of the city council. approval an A lor ratification may be con A itione A as the acting parties A eem- appropriateis net require A Ile he entirely or in part P an A may be base 9 f on the assessment by the chief of police PVVI P Council, t entity, that there appears to he good cause why such Person should or should not6 ff 11 2.5.4- Three Years Operation Required Before Transfer. With the exception of those licenses which have been issued prior to September 1, 1992, no license may be transferred unless and until the holder thereof has been operating a cardroom governed by such license for three (3) years at a fixed location in the eityCity. Licenses issued prior to September 1, 1992 may not be transferred unless and until the holder thereof has been operating a cardroom governed by such license for one (1 ) year at a fixed location within the Cit . 2.5.5 _Non-Complying Transfers. In the event of a purported transfer of a license that does not comply with the terms of this Section-,(-a4, the purported transferor shall be subject to monetary penalties as provided in Section 4.2 hereof; . The purported transferee shall have no rights to operate a cardroom in theCity under the authority of such license; _ The license involved shall be subject to revocation by theCity as provided in Section 4.3 hereof; and (d) the transfer may otherwise be declared null and void. 2.5.6 _Special Rules for Transfers of GlassCategory II Licenses. 2.5.6.1- Except as otherwise provided herein, upon the transfer, either all at once or in a series of transfers, of a "material or controlling financial interest" (define below) in aCategory II license, the Category II license, which is the subject of such transfer,shall immediately revert back to a QassCateaory I license. A Cate_ory II license so reverted may be converted back to a Category 11 license, but only in accordance with the provisions of Section 2.3.2 hereof. 2.5.6.2 _Notwithstanding the foregoing, a material or controlling interest in a GhassCategory 11 license may be transferred without 7 reversion of the subject Category II license to GhalssCategory I status subject to the following terms and conditions: (a) The transfer must be to a "pre-qualified transferee". For purposes of this Section, a "pre-qualified transferee" shall be defined as a Person on record with the chief of police as a Person holding a financial interest in the license, which, with the prior knowledge of the chief of police, acknowledged in writing thereby, has been substantially responsible for the management and operations of a licensed cardroom continuously for a period of three (3) years. (b) In addition to the agreement required pursuant to Section 5.5 hereof, any pre-qualified transferee shall enter into a written agreement with the eityCity whereby such Person, on behalf of itself, any successors or assigns thereof, and any and all parties with a financial interest in the license or the cardroom operated thereunder, agrees that (a) the GlassCateaory II status of the license to be transferred thereto shall be temporary and subject to reversion to Category I status in accordance with this Section; and (b) any action taken by the City to revert the GlassCategory II license to a Category I license shall not constitute a taking of any property or other interest held by such Person(s), and (c) such Person(s) waive and agree not to pursue any and all claims or other action against the City in connection with a City decision to revert the GkisssCategory II license to a GlassCategory I license. (-c) Until such time that Category 11 Games have been operated continuously by the pre-qualified transferee for a period of one (1) year following the effective date of the transfer of the Cate®ory II license, or such longer period as the Category 11 license, or such longer period as the chief of police may require (the "Temporary Category 11 Status Period"), the GtassCalegory 11 statues of the license shall be temporary, and therefore subject to reversion to a GlassCategory I license upon a determination by the chief of police, in his/her sole discretion, for any or no reason whatsoever, that the transferee should be required to first operate as a GfassCategory I licensee prior to being permitted to operate as a GlassCategory 11 licensee in accordance with the terms and conditions of Section 2.3.2 hereof. Such 8 determination may be made at any time within thirty (30) days after the expiration of the Temporary GlassCategory II Status Period. (d) Pre-qualification of a potential transferee hereunder shall not constitute City approval of a transfer to such potential transferee and any such transfer shall remain subject to the provisions of Section 2.5 hereof. 2.5.6.3- For purposes of this Section, the City shall determine, in its sole discretion, what constitutes a "material or controlling financial interest" provided}_ however, in general, a transfer of a financial interest for purposes of pre-qualifying a Person under Section 2.5.6.2 shall not be considered the transfer of a "material or controlling financial interest". 2.5.7. Except as otherwise provided herein, upon the transfer, either all at once or in a series of transfers, of a material or controlling financial interest in a license or the cardroom operated thereunder, the holder of the license,which is the subject of such transfer shall be considered to be new holder of such license subject to any and all provisions hereunder applicable thereto. 2.5.8. Full Cost Recovery for Administrative Costs Associated with Transfer. Any person submitting an application for transfer of a license shall be responsible for payment to the City of all actual administrative costs incurred by the City including the cost of staff time, at the City's full cost recovery rate, associated with the investigation of the application for a license transfer and review of transfer documents. The chief of police shall estimate the cost of City staff and other administrative costs in connection with an application and the Person shall deposit such amount at the time of submitting the application for license transfer to the chief of police. If actual costs incurred exceed the initial deposit the chief of police may require the applicant to make additional deposits to offset costs incurred or to be incurred by the City. If the amount estimated is in excess of the cost incurred, the difference will be refunded to the applicant at the end of the City's review. 2.6_ Consolidation. 2.6.1 In General. Notwithstanding any other section of this Gaming Plan to the contrary, the holder of a GlassCategory I or Category II license may acquire one, but only one, additional GlassCategory I or QassCategory II license, subject to the consolidation rules and procedures of this Section 2.6. 9 Under no circumstances may any Person acquire or hold more than two City licenses. 2.6.2_ Required Qualifications/Procedures. In order to acquire an additional license, an existing license holder (a) must have continuously operated a cardroom under its existing license within theCit for a period of three (3) years at a fixed location; and (b) must apply with theCity and receive prior written approval from theCity for such acquisition in accordance with the rules and procedures set forth in Section 2.4 hereof regarding the initial issuance of licenses. If the additional license is to be acquired from another existing license holder, such application shall also be made in accordance with the rules and procedures governing license transfers set forth in Section 2.5.3 hereof. 2.6.3_ Effect of Consolidation; Deemed Consolidation. If an application for the acquisition of an additional license is granted, the two licenses held by the applicant shall become "consolidated". In addition, licenses shall be deemed to be "consolidated" in the event that the same Person holds, or comes to hold, a "financial interest" (as defined in Section 2.4.3 thereof) in such licenses or the cardrooms operated thereunder. Under a consolidated license, the maximum number of tables permitted to be operated is twenty -six 26), subject to any additional or contrary terms and conditions set forth in Section 3.5 and/or other provisions of this Gaming Plan. All tables operated under a consolidated license must be operated in the same location. 2.6.4 Ghaiss Category I with t II Consolidations. In the event that aCategory I license is consolidated with aCategory II license, the following rules shall apply: (a) if the previous owner of the GkissCateaory II License retains majority ownership and control over the consolidated license, the full benefits and burdens hereunder of C4assCateaory II status shall apply to all the card tables operated under such consolidated license (b) if the previous owners of the GhassCateaory I License retains majority ownership and control over the consolidated license, the consolidated license shall retain GhassCategory I status and the requirements for conversion to a GhassCateaory 11 License under Section 2.3.2 of this Gaming Plan shall continue to apply. 2.7 License Fee. 10 2.7.1 _In General. There shall be a license tax4nipesedfee on any licensed cardroom within the eityCity in accordance with the terms of this Section 2.7. The license taxfee is-Imposed for purposes of generating revenues to the general fund of the City and not for purposes of regulation. The taxfee shall beimpeseu agaiastbased upon the number of tables that are licensed by the eityQty pursuant to the terms of this Gaming Plan that are also permitted to be operated by the City at the location where the license is being utilized pursuant to the City's land use laws and regulations. The taxfee shall be inipesed- based upon the maximum number of tables so licensed and permitted based upon the ekasscategory of license issued with respect thereto, regardless of the number of tables whiehthat may actually be operated on any given day or the e4asscateqory of game conducted thereon. Notwithstanding the foregoing, if the Cityaarproves new tables, but State arproval is required before the operation of any such new tables, the license fee set forth below in sections 2.7.2 through 2.7.6, inclusive, with respect to such new tables, shall notgo into effect until the date the required State approval is obtained. 2.7.2 Amount of Tax4R­a­teFee. The license taxfee to be assessed and collected on each licensed cardroom shall be the applicable "base rate" taxfee determined as follows: 2.7.2.1 _Base Rate: a. QassCategory I 14 nsi-e . Effective July 1, 2019 the base license taxfee for card tables licensed under a single, non- consolidated GlassCategory I license shall be $1,500 per ear-d tak-le per quarter " 7SO per ear- for a eafdfaoffi. --utherizedd to operate six (16.1 alays per week; andi 11-an-le per annual quarter for a eardreern aut h-;__A *_ --f- -- 500 per carA +able- 9 per annual quarter. 11 Bettinge The 10ase license tax for Glass 1 A ea r-4 +a1,Ies s"all 1,e it 3,750 per card table per annual quarter. Sue.h. games may 1--e referredd to herein as Glass !A gaFnes_q.u.arter. b. d. 11:1-;.eense: E)f- Effective July 1, 2019 through June 30, 2020, the agfeement provided S.S hereof, +L.'-,e base license taxfee for each card table in a cardroom licensed to play GlassCategory 11 games under a GfassCategory 11 license shall be $7-,4GO--per- tal.-le per annual quarter-.9.00000 per table per annual quarter. Effective July 1, 2020 through June 30, 2021, the base license fee for each card table in a cardroom licensed to olav Cateqory 11 qames under a Category 11 license shall be 19,540. This rate shall apply to the maximum number of tables licensed and penrAtedgppLoved to be operated at the cardroom location regardless of whether or not such tables are actively being used, and regardless of whether or not G4assCategory 11 games are actually being played at such tables. c. Percaae Pavment Structure The base rate license fee for operation of any tables licensed by the City to the cardroom as set forth in this Gaming Plan may be converted to a license fee based upon a percentage of gross revenue generated by Licensee from the play of any game or gaming - activitv("Percentaqe Payment Structure"). Unless otherwise specified in an amendment to the Gaming Plan, the timinq of any conversion to and the specific terms of any Percentage Payment Structure shall be set forth the agreement between the parties required pursuant to Section 5.5 hereof. 2.7.3 Procedures for Payment of T­axFee. 2.7.3.1 -Advance Payment. The license tax assessedfee provided hereunder shall be payable quarterly in advance by no later than the day falling fifteen (15) days prior to the first day of each calendar quarter. 2.7.4- Audit rights. The City shall have the right to conduct an independent audit of licensee's accounting records at any time upon three (3) days prior written notice to licensee. The audit shall be performed by a party designated by the City, subject to the reasonable approval of licensee. If the 12 City elects to conduct such an audit, the licensee shall be responsible for reimbursing City costs incurred in connection therewith. The licensee's reimbursement obligation under this Section shall not exceed $10,000.00 per any twelve (12) month period. 2.7.5 Receipt. The finance director shall issue a receipt for each licensed cardroom and such receipt shall be displayed on the premises during the full term for which such receipt was issued. 2.7.6 Annual Increase in Base License Rate. The base rate license taxfee amounts set forth in Section 2.7 shall be increased by three percent (3%) per year. The first increase shall take effect on July 1, 2021 and each subsequent increase shall take effect on each July 1 thereafter. This annual base rate increase shall apply to all tables licensed and approved in the previous year regardless of whether or not such tables were actually permiffe. or put into service that year. Notwithstanding the above, if the Percenta_e Payment Structure becomes the basis to calculate the base rate license fee, then the terms of increase in such fee shall be qoverned by the agreement entered into pursuant to Section 5.5 hereof. 3. Operating Limitations and Conditions. 3.1 City Land Use Regulations Shall Control. All cardrooms and card table operations shall be subject to the ' City's land use regulations. Notwithstanding any provision in this Gaming Plan to the contrary, no cardroom operations shall be permitted without the prior acquisition of any and all necessary approvals and permits from the ekyCity in connection therewith, and any cardroom operation with such approvals and permits shall operate in strict compliance with any and all terms and conditions thereof. For example, in no event shall the cardroom exceed the number of players it is restricted to in its conditional use permit based on parking limits or other imposed conditions. 3.2 —Games Permitted. 3.2.1 GlassCategoU I License: Subject to the terms and conditions of this Gaming Plan and the Gaming eadeCode, the holder of a Qa6sCategory I cardroom license shall be permitted to operate a cardroom whichthat conducts 13 all card games wh-i-eh ;,"� �that have been determined by the attorney- generalOffice of the Attorney General of the State of California ("Attorney General" I to be within the permissible subject of local licensing by California cities, but that do not-�veexcludina those games involving "backline betting—", 13C Onnn 11 and the*, haye been approved "by the chief of police as of -September .., �www.� The games permitted under this section shall be referred to herein from time to A list of permittle-4 Glass 1 Games shall be time as "GlaseCate aory I Games" maintained by the chief of police. Glass 1 Games include, 'Dut are n t Re- t the game of "caribbean st u d poker" 'em p,ek,er55 _` i 91 , , 11 W1 Spl . A ;14 pineappIe--high-low L - h.e 1 der of a Glass 1 or Glass 11 license me .L.e n th.e chief at peliee te add games to this list, ;­ WIU�� III Ully �WII�ULUV� - twelve menth per; The chief of police shall have flhe right tee �VVU­ - A;---­­_ any propose' new games in his/her sole discretion, and sue.". Adecision u shall be final.." 3.2.2 Gliass Cateciory 11 License: stfbjeetS�bect to the terms and conditions of this Gaming Plan and the Gaming eedeCode, the eklerholder of a Cate or 11 cardroom license shall be permitted to operate a cardroom which conducts all card games permitted by a GhassCategory I license (as described in Section 3.2.1, above,), plus those card games which involve backline betting. Such games shall be referred to herein from time to time as "Glass 11 Games", and include . gow poker" ........eFed a "Glass 11 Game"., no Aack;ack 4.0and all versions of 231$t y -centur , bust 21" century 1 . 11 " " "IU�FIJU­ N--­ are considered "Glass 11X games but are iffieluded under a e-1--- 11 I_ieense4Cateaory 11 Games." For purposes of this Gaming Plan, back-line betting may be conducted, as that term is understood pursuant to Business and Professions Code Section 19843-,-and-­pFev­Kted4hat-.1f the playe,--deale., position iss continuously and systernatically rotated amengst-Office of the -1...... A permitted Glass 11 games shall be maiimn+aine"Attorney General authorizes a new game that would fall within Category I but has not previously been played in the City, then the Licensee will simultaneously send the chief of police-.---P, heW-&r-a copy of a Glass 11 license may petition Lh.e chiefthe application reguest 14 for game approval submitted to the Office of the Attorney General. The chief of police shall provide notice within 30 days whether it would like to 111his liSt, 'But no more 'Uhan enee in any e-en-see-utive-twelve menth. pe4o�further review the game before it is played at the cardroom. The chief of police shall have the right to approve or disapprove any proposed new games in his/her sole discretion, and such decision shall be final. If no notice is provided, it is assumed that the game is approved to be plaved in the City. 3.3 Game Rules.31.2.3 Des* tkg­--e�ermitteo Games Q eing -Played. '. .here- Except asspecificallyprovided in this Gaming Plan, all rules for aames played at a cardroom shall be pested4ngoverned by State law - and the California Bureau of Gambling Control (the "CBGC"), the California Gambling Control Commission (the "CCC"), or their successor entities (collectively "State Agencies"). Rules for everyeafdroemg�gme al�Iowed�shall be made readily available to players and prospective players as follows: (1 ) in letters- M 0 -4 plainly v;.s;."-.Ie from all parts thereof, signs stating which ga es have ".e--.. appr ve. for play­a�one or more binders within the cardroom-.; (2) on the cardroom's official website (if any); and (3) in printed fliers. In addition to the foregeft, each table shall identify - _;__ I— Y F.­­­­ -W., leeated thereen the game whieh4s-currently being played using a prominently placed sign at said table. A aeneric'D.D '3 1 In General. ["a permitted I— _1_-_.4 tfRl 11 E3-1- 1 -F- -­�' - game 4as-beeri­- A + -1 suornitte E) + e chief of police ano appre, ed thereoy. Snaidd approval may o-e amended.P ceneitioned or revokeo frem time to time In the sole Aiscretien of the dhief of poliee. Eaeh. ana every-p-ennittled game must, at all times, be playeu in aeeordanee with. the approvea and-poslea Variations of a game, unless specifically ue s e r;.o e 04 In the Game Rules, shall net he aflowed-. 15 name is permissible for the appreved G- ules shewing-thereen the approval of 'the chief of police shall be poste. .n the ca rd,e.eM I ;U 1-1 Ua eenSpieueuS pi aae�e I ea AU 1;1PY, Uav�ai 11 aa WE�e te +U U�e pVU LI UI I or prespeetive patrons and v;.s;."-.Ie from any seat at any eard table on4he- ­_; Hes7sian (i.e., California Blackjack, Pai Gow Poker, Ultimate Texas Hold'Em, HE-....s etc.L 3.4 Hours and Days of Operation. Licensed cardrooms may operate seven days per week, twenty- four hours per day subject to any and all land use conditions imposed by the City with respect to a specific site of operation. 3.5 Maximum Number of Tables. Subject to such limitations as may be imposed by local land use conditions, to a specific site of operation, the maximum number of tables that may be operated under a cardroom license are as follows 3.5.1 Gkass Cateaory I - Non-Consolidated. The maximum number of tables that may be operated under a single, non-consolidated GtassiCategory I license shall be ekj"sixteen 16). 3.5.2 Ghass Category I - Consolidated. The maximum number of tables permitted under a consolidated Category I license shall be ninf �gLwentyjixL26) during gaming operations. _ 3.5.3 Glass Cateaory 11 - -Non-Consolidated. The maximum number of tables that may be operated under a non-consolidated GlasisCateciory 11 license shall be eight _0®. O"AF that eight, only twe f,3 N shall he + Le conduct f-'Iassr��.sixteen (16). 3.5.4 Glass Cateaory 11 ®- Consolidated. The maximum number of tables that may be operated under a consolidated GkassCate gory 11 license shall be twenty1,201). ni +he-4wen4, L Ly 16 --4 a maxi-m allowed to eenduet G-lass 11 or G-lass IIA game-- -at "any e-n-e time, um-ef- .F;,Ff tic% 4 1.,Leen tables shall "-a allowed to conduct E.3lass 1 games at any ene time,six L26L. In no event shall more than fifteen (15 of such twenty -six (26) tables be playedoperated with "backline" betting games at one time. 3.6 Maximum Number of Players Per Table. Subject to such limitations as may be imposed by local land use conditions, to a specific site of operation, the maximum number of players permitted at any one cardroom table are as follows 3.6.1 Glass CategoU I Tables. No more than ten (10) players shall be permitted at any one card table conducting GhassCategory I games. Only persons seated at the card table as players shall be permitted to bet._ 3.6.2 Glass Cateqory 11 & 1. 11 1.able`. No more than eight (8) seated players with one-414no more than two additional standingpfayerpLayers per seat participating in "backline" betting behind the seated player,*et emee,ed-(for a total number of ice en-+11-6LwentL24) players (standing and sitting) y _ per tablet shall be permitted at any one card table conducting GhassCate_ory 11 or 11A Gamesgames. 3.7 Maximum BetsUrnits and Bets. 3.7.1 -in General. ThefeMaximum limits and waqers shall be n-obased on the approvals from the State Agencies. Maximum limit on-bets-of- and waqer approvals will be provided to the Chief of Police iseretion. Maximum bets and betting rules may be Fnodif;ed by *,.'-.a e.hief of poliee, in 1-is ,'"er sale diseretion and 6entrel pursuant ta-a- 17 pfeeedtweprior to pollee's decision shall Ibe final.implementation. 3.7.17-4 Adequate FuftdsF!nancina on Hand/Payment Policy. At all times, licensee must have sufficient proceeds to reimburse any and all demands made upon said licensee for the payment of whnings-by-agil monies that patrons have on deposit with that cardroom pa4faff. In the alternative, and subject to appfeva4nofificafion to the Chief of the chief of police in his 'her sale A;sere"; tionPolice, said licensee may have a written policy for full payment of all monies that patrons have on it with that cardroom to a cardroom patron clearly posted in a place visible to cardroom patrons. 3.8 Maximum House Charges Per Hand - - Posting Required. 3.8.1 . Approval. All house charges per-handcollection rates will be approved by the State Agencies and any proposed charges subject 10herete shall- 1-e sul,qeetnotification will be given to the app­rev-a4Chief of the chief of pelieePolice prior to being imposed. 3.8.2 -Posting Required. A copy of all collection rate schedules e4- house e.harges shall be provided to the chief of police andChief of Police. The collection rate in use shall be clearly posted the table. 3.9 Work Permits and Identification Badges Required For N'a na Eiers­-Xey Employees and Effq#eye�.. 3.9.1- Work Permit Required. Unless other provided herein, prior to commencing work at a cardroom, each proposed employee of a cardroom, if such Person is other than the Person or Persons whose names appear on the application for the cardroom license, must obtain a work permit from the chief of policeChief of Police. Additionally, any employee of any ancillary business (Third Party Providers of Proposition Player Services, massage therapists, etc.) that is operating at the cardroom location must also obtain a work permit. 18 3.9.2- Temporary Probationary Work Permit. Temporary probationary work permits may be summarily issued upon payment of the requisite application fee for food and beverage servers,janitorial staff, and kitchen workers pending the issuance of a regular annual work permit. Such temporary probationary work permits may be subject to immediate summary revocation with or without cause by the chief of polices and shall not be valid for more than thirty (30) days and shall automatically expire upon issuance of the regular annual work permit or upon denial of the regular annual work permit application by the chief of police. The fee for temporary probationary work permit shall be non-refundable and in addition to the fee for the regular annual work permit application. 3.9.3 -Application Process. Each proposed key employee of- employee shall submit an application for the required work permit to the eh-iefChief of po4eeEorice. Such application shall be on a form issued by, or otherwise approved in advance by, the ehiefChief of pe4eeRoFice. Such application shall include, in addition to any other information required by the chief of police, (a) the past criminal record, if any, of such Person; (cb) the fingerprints of such Person; and (dc) a non-refundable fee, as presently designated, or as may in the future be amended, in the Master Fee Schedule for cardroom applications, to cover the cost of processing the application and of any required investigation of the applicant including a criminal background check to be performed by the police department at the applicant's expense. The work permit, when issued, shall be valid for one (1) year. Any renewal must also be approved by the chief of police and will be subject to a criminal background check to be performed by the chief of police at the applicant's expense. The chief of police may deny the initial approval or renewal of a work permit if, in the chief of police's opinion, (1) in the case of a proposed key employee the applicant therefore should not be permitted to act as key employee or employee in lieu of management by the licensee of the cardroom; and (2) in the case of a proposed employee the applicant therefore should not be permitted to be employed in a cardroom. 3.9.4 _Identification badges to be worn. Every employee employee of a cardroom shall, at all times when present in such cardrooms, wear an identification badge containing such Person's photograph, age, address and description e"Lteh.'.R.. first name and the police department issued 19 employee identification number. The identification badges shall be worn at chest level. 3.9.5_ Limitation of Discretion to Issue Work Permit. In addition to any other restrictions provided by law, no work permit shall be issued to any other restrictions provided by law, no work permit shall be issued to anyone who is disqualified from holding a state gambling license, for any of the reasons specified in California Business and Professions Code Section 19850. 3.9.6_ Denial of an application for a Work Permit. Any application for a work permit shall be subject to objection by the State of California Bureau of Gambling Control (hereafter Bureau). If the DivisimBureau objects to the issuance of a work permit it shall be denied. Such a denial may be reviewed in accordance with the Gambling Control Act (Business and Professions Code Section 19801 et seq.). V i Play Prohibited-. '3.0.7.11 R. shall I.-e unlawful fer any lie. 9 key , ependent or employee of a eandreem to engage or persua-de any- 1 whet.her financial or a 9 9sueh. rewaro or revenue is to be-dive.-tea to I.I.he f licensee, a manager or employee exeopt that the may use empfoyee proposition players- in striet leenferm-ily- h the provisions of Section 3.9.7 10elwew, not to veee Z9 at nointerest ®Le t +h ,e following: ly chips 'De ar Car ®lsnra , r /h® Th patron®7® st QLTOT �.Pc�rrrvnr+ _�k ;U+— +— eIg fe 'hen a patron requests ehips on the patron 9 applileatien to 9 20 creditor's driver's maintain a copy of the identification card for purposes of 9 e he original of the credit application and the eepy ---I the9 or photo -A The Ownie-r -F;I-- .."+;1 -11 Avances have been repaid. eperater shall produce a copy of such. records te th.e C.hula Vista P4i-c� 7 P credit, granted, at +L,',.e same time determines the credit Irmit and terms for has fundscover the a va nce fk% A+ +k- +;me credit is —anted the amount and �---yment terms are 9 and so are available te -the 9 7 computer and makes sure +L,k,.-+L the L. positively ;A 9 first from any Money !-joing tLes the 9 \ Xj . — patron shall he pre—vii-dedd aa receipt er statement recording each Iran h+9etb Yi. LIZlr CCfVrry A;+ cord elUA ereU.LS issued pursuant to this policy. Such re - shall in Ue the full name and address of each P he amount of credit a 9 the .ate the eredi.twas issued 9 t he eellateral posted (if 9 21 operator shall produce a eopy of the record te the C.hula Vista Police— Department upon request-, ..s a safeguard for responsib-le gambling, onee +,.',.e advanees to a patron- I �R-- equal the eredit lirnit, the patron shall net inerease +L.'-.e Fffft.ufftll Fo- -;A amount -U.ving is 1-1 — --fu+ fn All eredit extended under this policy shall be reported apprepriately 'F— state f M A;* Will 1- \01 ..e ere— ... be extended to eardreern employees er temporary lieense- holders. 3.9.8 E+npk)yL-e Proposition Players. 3.9.8.1 A licensee shall use only employees orproperly licensed independent contractors as proposition players. 3.9.8.2 _A licensee shall not allow, permit, or suffer more than two-�ZLfour (4 L) proposition players to play at a card table at any given time, subject to modification by the chief of police in his/her sole discretion.--The-,ehief- of police's decision shall be final. 3.9.8.3_ The licensee shall not provide any compensation, reward, credit, chips, or any other thing of value or representation of value to an employee who acts as a proposition player other than drop reimbursement, salary or wages earned for the time the employee works as a proposition player. This prohibition does not prohibit a proposition player from receiving the same employment benefits as apply to all other employees of the licensee; provided however-that no employee or independent contractor shall be paid in chips. 3.9.8.4_ A proposition player shall prominently display an identification badge pursuant to Section 3.9.3 at all times while present on the cardroom premises. 3.10 Intoxicating Beverages. 22 3.10.1 -Intoxicating Beverages Permitted. Upon application to and approval by the chief of police, in his/her sole discretion and control and pursuant to a procedure to be implemented and administered by the chief, alcoholic beverages may be served and consumed in a cardroom from the hours of 6:00 PMA.M. to 2:00 AM. At all times that alcoholic beverages are served, food must also be made available and the cardroom shall comply with its ABC On-Site General Sale (Type 47) Eating Place license, where 50 percent or more of all sales must be food. The chief of police's decision concerning the consumption and service of intoxicating beverages shall be final. Additionally, licensee shall comply with all applicable state and local laws, rules and regulations, including the City's land use regulations, pertaining to the sale and service of intoxicating beverages. All servers are required to have a valid Responsible Beverage Service ("RBS") certification from an ABC accredited RBS training provider. 3.10.2_ Key Employee/employee Consumption Prohibited. The drinking of any intoxicating beverage by any key employee, independent contractor or employee of a card room while on duty is prohibited. The licensee of a cardroom shall take all necessary and appropriate steps to assure compliance with this section. 3.10.3 Permitting Intoxicated Persons to Play in Games Prohibited. No licensee, key employee, independent contractor or employee shall permit any Person to play in any game or at any time which such Person is under the influence of an intoxicating beverage, narcotic, or drug. 3.10.4 -Permitting Intoxicated Persons on Premises -Prohibited. No licensee, key employee, independent contractor or employee shall permit any Person to enter a gambling establishment at any time when such Person appears to be under the influence of an intoxicating beverage, narcotic or drug. 3.11 Minors Prohibited from patronage or Employment. No person under twenty-one years of age shall be employed at a cardroom, allowed to play games at a cardroom, or permitted in a cardroom area where games are being played. Minors may be allowed in non-gaming areas of a cardroom (for example, in an associated restaurant► but only with therp for approval of the chief of police, of a written plan containing provisions that assure that no minor shall have no access to gaming areas or alcohol. Given the high level of concern with public safety, the Police Chief's approval of anyplan allowing minor access to non-Qamina areas shall be in his/her sole discretion wheseand the Chief's decision shall be final. 23 3.12 Signs to be Posted. Licensee shall comply at all times with the sign requirements set forth in this Gaming Plan including, without limitation, c6km—,Sections3.3. , and 3.8.32 hereof, and any and all other signage or posting requirements contained in applicable federal, state or local laws, rules and regulations. 3.15 Licensee Responsible for Compliance and Supervision of Operations. The licensee of a cardroom shall be responsible for assuring that any cardroom operated under such license is operated in strict compliance with the terms of this Gaming Plan, the provisions of the Penal Code of the State of California and any and all other applicable federal, state, and local laws, rules, regulations, or permits. All cardrooms and/or card tables shall be supervised by the operator or an employee of the operator of the cardroom, to assure such compliance. Any violation of the cardroom operating limitations and conditions in this Section 3, or elsewhere in the Gaming Plan, whether or not caused by the licensee or any employee thereof, shall be considered a violation by the licensee of the terms and conditions of its license, and therefore subject to the City's enforcement rights and policies set forth in Section 4 hereof. 3.16 Patron Safety and Security. 3.16.1_ Each licensee shall submit a written patron safety and security plan, designed to protect patrons and other persons who are lawfully on the premises of the permitted cardroom, to the chief of police for his/her approval prior to opening for operations. 3.16.2_ The chief of police, in his/her sole discretion and control, shall have the right to require amendments to the patron safety and security plan that are, in his or her judgment, reasonably necessary to protect the public peace, health, safety, and general welfare. 3.16.3 Licensee shall be responsible for payment to the City of all actual administrative costs incurred by the City, including the cost of staff time, at the City's full cost recovery rate, associated with the oversight of the patron safety and security plans required by this section, including the administrative costs associated with the review and approval of a patron safety and security plan or any amendments thereto which may be mandated by the chief of police. The chief of police shall estimate the cost of City staff and other administrative costs in connection with oversight of the patron safety and 24 security plans and the licensee shall deposit such amount at the time of submitting the patron safety and security plan to the chief of police. If actual costs incurred exceed the initial deposit the chief of police may require the applicant to make additional deposits to offset costs incurred or to be incurred by the City. If the amount estimated is in excess of the cost incurred, the difference will be refunded to the applicant at the end of the City's review. 3.17 Crime Reporting Requirement. 3.17.1_ Every licensee, key employee, employee, or independent contractor of a cardroom shall immediately report to the Chula Vista Police Department any crime committed on the cardroom premises. 3.17.2_ Each licensee shall maintain a chronological criminal activity log and such other reports as the chief of police may determine are needed in order to effectively assist the Chula Vista Police Department to carry out its law enforcement function and protect the public health, safety, and welfare. 3.17.3_ It shall be unlawful for a licensee, manager, employee or independent contractor of a cardroom to disable any 911 access on any public telephone on the cardroom premises. 3.18 Licenses or Key Employee on Premises. A cardroom shall have on the premises, at all times the cardroom is open to the public, the licensee or a key employee. A "key employee" for purposes of this section is defined as an employee who shall have access to all cardroom premises for purposes of inspection or for purposes of compliance with any provision of this Gaming Plan and who shall have the responsibility and authority to ensure immediate compliance with the Gaming Plan and all state laws and regulations pertaining to gaming. Further each cardroom licensee shall identify in writing the name, address, and telephone number of each key employee, and each key employee shall wear an identification badge designating the employee as a key employee. 4. Enforcement. 4.1 In General. It is unlawful and a violation of this Gaming Plan to obtain, transfer or consolidate a cardroom license, or to operate a cardroom in violation of any of the regulations and rules set forth in the Gaming Code, this Gaming Plan, and 25 any and all other applicable federal, state and local laws, rules, regulations or permits. 4.2 Monetary Fines. 4.2.1 _Amounts of Fines. For any violation of the terms of this Gaming Plan, theCjty shall have the right to impose a penalty of up to $1,000 per day for each day the licensee is in violation. In the event that a licensee is cited for a violation (not necessarily the same violation) more than three (3) times within a six--month period, upon the fourth such citation, and with respect to any occurrence thereafter, theCity shall have the right to impose a penalty of up to $5,000 per day the licensee is in violation. 4.2.2_ Imposition of Fine Not Election of Remedies. The pursuit of monetary fines against a licensee or the receipt of payment therefore shall not constitute an election of remedies on the part of the Cit and thus shall not preclude any other course of action such as may be available including, without limitation, the revocation of the cardroom license held or issued hereunder, the revocation of any and all permits or approvals permitting the operating of the cardroom, and any and all other remedies available to the d4yCity at law or in equity. 4.3 Revocation and Suspension. 4.3.1_ City Right to Revoke or Suspend. Any cardroom license issued or held hereunder may be revoked or suspended by theCit , after a public hearing, upon the determination by theCity council and the chief of police that with respect to the license and/or cardroom operated thereunder, there has been a material violation, or repeated violations of this Gaming Plan or any or all other applicable federal, state or local laws, rules, regulations or permits. 4.3.2 _Material Violation. The dty0ty shall determine, in its sole discretion, what shall constitute a material violation for purposes of revocation or suspension under this Section 4.3. Material violations may include, without limitation, the following: (a) A misrepresentation or exclusion on any application for approval, report or statement of revenues required to be submitted under this Gaming Plan or under any other applicable federal, state or local law, rule, regulation or permit. 26 (b) A non-complying purported transfer of a cardroom license held or issued hereunder. (c) Allowing persons other than those named in the application on file with the . City, or otherwise previously approved by the City, to ownanhold a financial interest in, or have direct management efauthority over, a cardroom. (d) Maintaining a greater number of tables than the number permitted by the license. (e) Failure to strictly comply with any and all federal, state, and local laws, rules, regulations, and permits applicable to the holding of a license or the operation of a cardroom hereunder, including, without limitation local land use and other code provisions. (f) Failure to pay, when due, the amount of license taxfee owed pursuant to Section 2.7 hereof. (g) Citation of five (5) or more minor violations of this Gaming Plan within any twelve (12) consecutive months. (h) The conduct of criminal or dangerous activities at or attributable to the licensed cardroom. (i) Failure to pay, when due, the amount of any monetary fine imposed pursuant to Section 4.2.1 hereof. (j) Refusal to permitCity access to a cardroom for purposes of auditing or inspecting some. 4.4 Inspection Rights. The City shall have the right, at any time, without notice, to enter into any cardroom operating within theCity and to conduct a reasonable inspection of all areas of such cardroom, and/or any or all fixtures, equipment, accounting materials or documents contained therein, in order to determine whether or not such cardroom is being operated in accordance with this Gaming Plan. This inspection right is in addition to the audit rights enumerated in Section 2.7.4 herein. 5. General Provisions. 27 5.1 Definitions. Except as otherwise expressly defined herein, capitalized terms, and terms otherwise requiring definitions for proper interpretation, shall have the meanings ascribed thereto by the Gaming Code. 5.2 Section Headings. Section headings contained herein are for reference purposes only and shall not be deemed to govern, limit, modify or in any manner affect the scope, meaning or intent of the provisions of any section hereof. 5.3 Gaming Plan Amendments. 5.3.1_ City Council Approval Required. This Gaming Plan may be revoked or amended, in whole or in part, at any time, after a public hearing, by approval of the ' City Council, provided, however, different terms of operation may be provided in the agreement required by Section 5.5 hereof, below. 5.3.2_ Full Cost Recovery for Administrative Costs Associated with modifications to gawdngQam1ng Plan. Any Person requesting any modification to the Gaming Plan shall be responsible for payment to the City of all actual administrative costs incurred by the City including the cost of staff time, at the City's full cost recovery rate, associated with the request for modification of the Gaming Plan. The chief of police shall estimate the cost of City staff and other administrative costs in connection with the requested modification and the Person shall deposit such amount at the time of submitting his/her request for modification to the Gaming Plan. If actual costs incurred exceed the initial deposit the chief of police may require the applicant to make additional deposits to offset costs incurred or to be incurred by the City. If the amount estimated is in excess of the cost incurred, the difference will be refunded to the applicant at the end of the City's review. 5.4 Integrated Plan. All provisions of this Gaming Plan are intended to be integral parts of a comprehensive regulatory scheme. In the event that any material provision hereof is finally determined to be invalid, then, as of the date of such determination (a) the entire Gaming Plan shall, AB initio, become void and of no 28 effect, and (b) the Gaming Code provisions otherwise implemented or superseded hereby shall become effective. 5.5 Agreement of Licensee to Accept Validity and Abide by all Provisions. Each licensee which holds or is issued a license hereunder, in order to legally operate a cardroom within theCity must first enter into a written agreement with theCity whereby, for the term specified therein, such licensee agrees, on behalf of itself, any successors or assigns thereof, and any and all parties with a financial interest in the license or the cardroom operated thereunder, that such Persons (a) shall abide by any and all provisions of the Gaming Plan; (b) acknowledge that all provisions of the Gaming Plan are valid and enforceable by theCity against such Persons; and (c) waive and agree not to pursue any and all claims or other action against theCity that any or all provisions of the Gaming Plan were not legally adopted, valid or enforceable with respect thereto. In consideration for licensee's commitments thereunder, such agreement may also provide for a specified time period for card room operations without being subject to City imposed changes to the Gaming Plan, all as more specifically provided therein. 29 CARD ROOM OPERATING AGREEMENT [Seven Mile Casino] This CARD ROOM OPERATING AGREEMENT ("Agreement") is entered into effective as of July 1, 2019 ("Effective Date")by and between Stones South Bay Corp., a California corporation, dba Seven Mile Casino ("Operator"), and the CITY OF CHULA VISTA, a chartered municipal corporation ("City") with reference to the following facts: A. Operator holds a consolidated cardroom license ("License") issued by the City that allows it to operate a cardroom within City limits subject to the terms and conditions of the Chula Vista Gaming Plan ("Gaming Plan"); use of the License is also subject to any and all requirements imposed by state law, the Chula Vista Municipal Code ("CVMC"), and local land use permits issued pursuant thereto. B. Pursuant to the terms of the License, the Gaming Plan, and the CVMC, Operator currently owns and operates a cardroom known as "Seven Mile Casino" located at 285 Bay Boulevard, Chula Vista California ("CV Cardroom")/ C. On July 23, 2019 pursuant to City Council Resolution 2019- (the "Gaming Plan Resolution"), City approved certain modifications to the Gaming Plan, conditioned, among other things, upon Operator, entering into an operating agreement with the City with respect to the operations of the CV Cardroom consistent with the requirements of Gaming Plan Section 5.5. D. In addition, in consideration of Operator's commitment to pay to the City any and all amounts required by the Gaming Plan and to implement a"Percentage Payment Structure" as provided for in Section 2.7.2.1.c of the Gaming Plan with respect to the CV Cardroom, City is willing to provide Operator with the certainty of a five year operating term for the CV Cardroom, with an extension option for an additional five years, on the terms set forth herein. E. This Agreement implements the requirements imposed by Gaming Plan Section 5.5., and the Percentage Payment Structure, on terms mutually agreeable to the parties, all as more particularly provided hereinbelow. NOW, THEREFORE, in consideration of the above recitals, the mutual covenants and conditions contained herein, and of other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, City and Operator hereby agree as follows: 1 1. Agreement to Abide by Gaming Plan. Operator agrees to abide by any and all provisions of the Gaming Plan and acknowledges and agrees that each and every provision of the Gaming Plan is valid and enforceable by the City with respect to the Operator and the CV Cardroom. Operator makes this Agreement on its own behalf, on behalf of any valid successors or assigns thereto, and on behalf of any and all parties deemed by the City to have a financial interest in the License or the CV Cardroom (collectively, the "Licensed Parties"). By signing this Agreement where indicated below, the Licensed Parties agree to be bound by this provision. 2. Specific Agreement to Make Payments Required by Gaming Plan and this Agreement. Operator agrees to pay to the City the "license fees"provided for in Section 2.7 of the Gaming Plan, in the amounts and on the terms specified therein, or in the amounts and on the terms specified under this Agreement if and when the Percentage Payment Structure is triggered pursuant to Section 3 hereof. Notwithstanding any legal challenge to this provision of the Gaming Plan, in consideration of City's agreement to amend the Gaming Plan pursuant to the Gaming Plan Resolution, and City's obligations under Section 4 of this Agreement, Operator further agrees: (a) to continue to make such payments to the City in the same amounts and on the same terms specified in Section 2.7 of the Gaming Plan or Section 3 hereof, as applicable; and (b) to meet and confer with the City to develop and implement, if City deems necessary or appropriate, an alternative mechanism for the continuation of such payments throughout the term of this Agreement, and thereafter. 3. Percentage Payment Structure. 3.1 In General. Upon the opening of the "Hotel" component of the Bayfront Hotel and Conventional Center Project substantially as proposed pursuant to the terms of that certain Disposition and Development Agreement dated May 7, 2018 between City, the San Diego Unified Port District and RIDA Chula Vista, LLC, as it may be amended from time to time (each a"Triggering Event"), in lieu of the "per table"license fees set forth in Section 2.7.2.1 and 2.7.6 of the Gaming Plan (the "Base Rate License Fees"), Operator agrees to pay to the City "Percentage Payment Structure" license fee, as contemplated by Section 2.7.2.1.c of the Gaming Plan (the "Percentage Rate License Fees"). 3.2 Percentage Rate License Fees. Following the Triggering Event, the amount of Percentage Rate License Fees due and payable for any time period of CV Cardroom operations shall be equal to the product of the "CV Cardroom Gross Revenues" (defined below) for such time period, multiplied by the "Applicable Percentage" (defined below). For purposes of this Section, "CV Cardroom Gross Revenues"means the total amount of any and all compensation received by Operator from any games or gaming activities at the CV Cardroom over the applicable time period. For purposes of this Section, the "Applicable Percentage"means a percentage figure equal to a fraction, the denominator of which shall be the CV Cardroom Gross Revenues for the twelve-month period immediately preceding the date of the Triggering Event, and the numerator of which shall be the amount of Base Rate License Fees owed during that 2 same twelve-month period under the Gaming Plan. For example, if(1) a Triggering Event occurred on July 1, 2021, (2) the CV Cardroom Gross Revenues for the twelve months preceding the Triggering Event equaled $ 20,000,000, and (3) the Base Rate License Fees owed for such twelve-month period for 20 tables equaled $ 741,600, the "Applicable Percentage"used for calculating the Percentage Rate License Fees under this Agreement would be three point seven zero eight percent (3.708%) (741,600divided by 20,000,000 equals 3.708%). 3.3 Quarterly Installments; Reports. Operator shall pay the Percentage Rate License Fees owed in quarterly installments based on CV Cardroom Gross Revenues for each 3-month operating period during a July 1 through June 30 fiscal year. Quarterly installments shall be due and payable as follows: October 15 (for the July 1 through September 30 quarter); January 1 (for the October 1 through December 31 quarter); April 15 (for the January 1 through March 31 quarter); and July 15 (for the April 1 through June 30 quarter). Each quarterly installment shall be accompanied by a written report stating CV Cardroom Gross Revenues for the previous 3-month period, the calculation used in determining the Percentage Rate License Fees owed for that quarter, and a running total of CV Cardroom Revenues and Percentage Rate License Fees for that fiscal year. The quarterly report shall be submitted in a form and with such back up information as may be reasonably required the City's Finance Director. Late payments shall accrue interest at a penalty rate of 10%per annum until paid. 3.4 Annual Statement; Reconciliation. Each August 1" Operator shall submit to the City's Finance Director a certified financial statement of CV Cardroom Gross Revenues for the previous fiscal year(July 1 through June 30) (the "Annual Financial Statement"). The Annual Financial Statement shall be submitted in a form and with such back up information as may be reasonably required by the City's Finance Director and shall include, at a minimum (a) the Percentage Rate License Fees paid for that fiscal year, (b) any proposed adjustments to such amount requiring additional payments or refunds, as the case may be, based upon the now certified financials for the previous fiscal year, and (c) any additional license fees payments required based upon the minimum payment requirements set forth in Section 3.5 of this Agreement, below. The timing for reporting and reconciliation process under this Section may be modified with the approval of the City's Finance Director. 3.5 Alternative Minimum Payment Requirement. Notwithstanding the occurrence of a Triggering Event, in the event that the Percentage Rate License Fees due and payable for any fiscal year are determined by City after review of the Annual Financial Statement to be less than the amount of Base Rate License Fees that Operator would otherwise have been obligated to pay with respect to the CV Cardroom on a"per table"basis pursuant to Sections 2.7.2.1 and 2.7.6 of the Gaming Plan (the "Alternative Minimum Payment Requirement"), then the total amount of CV Cardroom license fees due and payable for that fiscal year shall be the amount equal to the Alternative Minimum Payment Requirement. Any additional amount of license fees owed but not paid as a result of an Alternative Minimum Payment requirement determination shall be due and payable within 30 days after such determination. 3 3.6 Possible Adjustments Based Upon Law Changes. Notwithstanding the foregoing, if a court of law or a state agency determines that games or gaming activities that are currently licensed to be played at the CV Cardroom generating ten percent (10%) or more of CV Cardroom Gross Revenues can no longer be played("Material Law Changes"), the parties agree to meet and confer to evaluate possible alternative license fee payment structures and/or amounts to take into account the possible negative impacts such Material Law Changes are projected to have on CV Cardroom Gross Revenues. The parties will use their best efforts to negotiate a new agreement prior to the effective date of the Material Law Changes. Any such agreement shall be subject to City Council approval in its sole discretion. In the event that the parties are unable to reach such an agreement, if after the effective date of the Material Law Changes, CV Cardroom Gross Revenues over any 365 day operating period decrease by 10% or more (the "Reduced Gross Revenues Period") relative to the 365 day operating period immediately prior to the effective date of the Material Law Changes (the "Pre-Law Change Gross Revenues"), City agrees that until such time that CV Cardroom Gross Revenues are equal to or greater than the Pre-Law Change Gross Revenues, the Alternative Minimum Payment requirement in Section 3.5 of this Agreement throughout the duration of any Reduced Gross Revenues operating period shall be replaced by a reduced Alternative Minimum Payment requirement equal to the product of the per table Base Rate License Fees in effect immediately prior to the date of the Triggering Event, multiplied by the number of cardroom tables approved for operation during such Reduced Gross Revenues operating period. 4. Five Year Operating Term. 4.1 In consideration for Operator's commitments under Section 2 hereof, Operator shall have the right to operate a card room in the City for a period of five (5) years (the "Vested Operating Term"). The Vested Operating Term shall commence on the Effective Date hereof and shall expire on July 1, 2024. During the Vested Operating Term, the City's right to unilaterally revoke or amend the Gaming Plan pursuant to Section 5.3.1 thereof shall be suspended. Notwithstanding the foregoing, all other City rights and remedies under the Gaming Plan, the CVMC, and any permits issued thereunder, shall remain in full force and effect. 4.2 Operator rights under this Section 3 are expressly conditioned upon (a) owning and maintaining its License in good standing; (b)remaining in full compliance with any and all applicable federal, state, and local laws, regulations, and permits; and(c)remaining in full compliance with the terms of the Gaming Plan, and the terms and conditions of this Agreement. 4.3 If during the Vested Operating Term, the "Hotel" component of the Bayfront Hotel and Conventional Center Project opens for business substantially as proposed pursuant to the terms of that certain Disposition and Development Agreement dated May 7, 2018 between City, the San Diego Unified Port District and RIDA Chula Vista, LLC, as it may be amended from time to time, then the Vested Operating Term shall be extended for an additional five (5) years ("Automatic Extension"). The parties 4 agree to meet and confer in good faith regarding terms for an additional extension to the Vested Operating Term. The City reserves the right to condition any additional extension on modifications to the Gaming Plan including, without limitation, modifications or increases to licensing requirements, license fees or taxes, operating standards, security requirements and/or terms for enforcement. Any such additional extension beyond the Automatic Extension may be granted or denied in City's sole discretion. 5. Indemnity, Waiver and Release. 5.1 Indemnity. (a) To the maximum extent allowed by law, Operator agrees to protect, defend, indemnify and hold harmless City and its officers, agents, employees, attorneys, elected and appointed officials, including their respective successors and assigns (collectively, "Indemnified Parties"), from and against any and all losses, liabilities, costs, charges or fees (including reasonable attorneys' fees and court costs) arising from any legal challenges to City's adoption of the Gaming Plan Resolution, or the legal validity of any provision of the Gaming Plan or this Agreement; excluding, however, any such legal challenge initiated or directed by one or more Indemnified Parties. Any defense provided hereunder shall be with legal counsel of City's choice, subject to Operator's reasonable approval. The provisions of this Section 4.1 shall survive the termination of this Agreement, but shall be effective only as to those legal challenges which are made during the term of this Agreement. (b) This agreement to indemnify is conditioned on the representations of the City Manager and the City Attorney of Chula Vista that, to their actual knowledge to date, there have been no statements or threats indicating that there could be legal challenges to City's adoption of the Gaming Plan Resolution, or the legal validity of any provision of the Gaming Plan or this Agreement. 5.2 Release. Operator hereby releases, acquits and forever discharges City and its officers, agents, employees, attorneys, elected and appointed officials, including their respective successors and assigns, from any and all claims, rights, demands, actions, obligations, and causes of action (collectively, "Claims") arising out of or related to City's adoption of the Gaming Plan Resolution, or the legal validity of each and every provision of the Gaming Plan as applied to Operator, whether any such Claim is known or unknown, that Operator may now have or has ever had, against the City, including, without limitation, any and all Claims for damages, declaratory or injunctive relief or attorney's fees related thereto. It is understood and agreed that this is a full and final release applying not only to all Claims defined above that are presently known, anticipated or disclosed, but also as to all claims as defined above that are presently unknown, unanticipated, and undisclosed in any way, and all rights or benefits that Operator may now have, or may have in the future With respect to all releases and waivers made by Operator under or pursuant to this Agreement, Operator hereby waives the application and benefits of California Civil Code 5 § 1542 and hereby verifies that it has read and understand the following provision of California Civil Code § 1542: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." Operator's Initials: This release shall not apply to claims which Operator may have that have arisen due to the building permit/conditional use permit processes of the City by which Operator has applied in Chula Vista. 6. Default and Remedies. 6.1 In General. Failure by either party to perform any of its obligations as provided in this Agreement shall constitute an event of default under this Agreement. The non-defaulting party shall give written notice of a default to the defaulting party, specifying the nature of the default and the action required to cure the default. If the default remains uncured for twenty (20) days after the date of such notice it shall be deemed an"uncured default" and the non-defaulting party may pursue the remedies ascribed thereto, as provided below. In the case of a default which cannot reasonably be cured within 20 days, a party's failure to perform shall not constitute a default hereunder provided the party undertakes to cure the failure promptly, and in any event within twenty days, and diligently and continuously attempts to complete the cure as soon as reasonably possible. 6.2 Exclusive Remedies. (a) In the event of an uncured default by City, Operator's sole remedy shall be for specific performance, injunction, or other equitable relief. Operator acknowledges that City would not have entered into this Agreement if City could become liable for monetary damages with respect to this Agreement. Consequently, City shall have no liability for monetary damages for the breach of this Agreement to Operator or any third party; provided, however, if Operator is the prevailing party in any action for specific performance, injunction or other equitable relief, Operator may be entitled to attorneys' fees as provided in Section 8.1, below. The above proscription against Operator being awarded monetary damages shall not apply in the case where Operator proves that City unlawfully exercised its police powers in the regulation of the operation of the cardroom under the CVMC or the Gaming Plan. (b) In the event of an uncured default by Operator, City shall have all remedies available at law or in equity, including termination of this Agreement, specific performance and monetary damages. 6 7. Representation by Legal Counsel. Operator and its principals acknowledge and agree that they have been represented by legal counsel in the preparation of this Agreement; that they have read the agreement; that they are fully aware of its contents and of its legal effect; that all agreements and understandings between the parties to the Agreement are embodied and expressed herein; that they enter into this Agreement freely, without coercion, and based on the parties' own judgment and not in reliance on any representations or promises made by the City or any party; and that the parties exercising this agreement on behalf of Operator and its principals are fully authorized to do so without any further action by any other party or any governing board. 8. Assi ng ment. Operator shall not assign this Agreement or any of its rights or remedies, in whole or in part, without the prior written consent of the City in each instance, which may be withheld by the City in its sole discretion. For purposes of this Agreement, any transfer by Operator of any interest in the License, or in itself, shall constitute an assignment of this Agreement requiring City approval. Any assignment attempted by Operator of its rights under this Agreement without City's prior written consent shall be void ab initio. 9. General Provisions. 9.1 Attorneys' Fees. If any action at law or in equity is brought to enforce, defend or interpret any provisions of this Agreement by any party hereto, the prevailing party shall be entitled to recover all reasonable costs and expenses relating thereto, including, without limitation, reasonable attorneys' fees, in addition to any other relief to which that party may be entitled, subject to the limitations provided in Section 5.2 hereof. 9.2 Authority. Each party signing this agreement represents and warrants that he/she/it has full and legal power and authority to do so, without any further action or approval by any other party, 9.3 Entire Agreement; Amendment. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and any and all other verbal or written agreements with respect to same are hereby superseded. Any amendment hereto must be in writing and executed by all parties. 9.4 Further Assurances. The parties agree to perform such further acts and to execute such further documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the parties. 9.5 Inconsistency. The agreements, terms and conditions contained in this Agreement are in addition to, not in lieu of, the terms and conditions contained in the Gaming Plan, the requirements and regulations contained in the CVMC and any permit issued thereunder(the "Additional Card Room Requirements"). To the extent of any inconsistency between the terms of this Agreement and the Additional Card Room Requirements, the terms of this Agreement shall govern. 7 9.6 Headings. The headings of the Sections hereof are for convenience only and shall not control or affect the meaning or construction of any provision of this Agreement. 9.7 Notice. Any and all notices pertaining to this Agreement shall be in writing and delivered to the parties hereto by personal delivery via courier service or express mail, or by certified mail, postage pre-paid, at the addresses set forth above. All notices shall be deemed given: (a) if sent by certified mail, three days after deposited in the mail, certified and postage pre-paid; and(b) if delivered by hand, courier service, or express mail, when delivered. Notices shall be addressed to the parties as follows: If to Operator: Masis A. Kevorkian 7727 Herschel Ave. La Jolla, CA 92037 With a Copy To: Heather U. Guerena 7727 Herschel Ave. La Jolla, CA 92037 If to City of Chula Vista: City of Chula Vista Attn: City Manager 276 Fourth Avenue Chula Vista, CA 91910 With a copy to: City Attorney 276 Fourth Avenue Chula Vista, CA 91910 9.8 No Waiver. A failure by the City to strictly enforce its rights hereunder this Agreement in any instance shall not be deemed to be a waiver of any rights hereunder. No delay in exercising any right, power or privilege hereunder or under any applicable law or contract shall operate as a waiver thereof. No waiver shall affect any default other than the default specified in the waiver, and said waiver, and said waiver shall be operative as to the time and only to the extent therein stated. 9.9 No Partnership or Joint Venture. Nothing contained herein or inferred herein shall be deemed or construed to create any partnership,joint venture, or other 8 association by or between City and Operator. Neither City nor any agent of the City at any time has agreed or consented to direct or participate in any of the investments, business dealings,planning, or operation of Operator in any capacity. 9.10 Time of Essence. Time is of the essence of this Agreement and each of the covenants or conditions that is to be performed at a particular time or within a particular time. 9.11 Counterparts. This Agreement may be executed in multiple counterparts, which together shall constitute one full and final agreement. [NEXT PAGE IS SIGNATURE PAGE] 9 SIGNATURE PAGE TO CARD ROOM OPERATING AGREEMENT] IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the Effective Date. CITY: OPERATOR: City of Chula Vista Stones South Bay Corp By: Gary Halbert Ryan E. Stone, President City Manager Approved as to Form: Glen R. Googins, City Attorney 10 ACKNOWLEDGEMENT AND AGREEMENT BY HOLDERS OF FINANCIAL INTERESTS IN THE LICENSE HELD BY OPERATOR For purposes of this Agreement, as of the Effective Date, the undersigned each acknowledge and agree as follows: (a) Under the terms of the Gaming Plan, as amended by the Gaming Plan Resolution, it/he/she is a holder of a financial interest in the License owned by Operator pursuant to which Operator plans to operate a card room facility at 271 and 285 Bay Boulevard, Chula Vista, California. (b) Pursuant to the terms of Section 5.5 of the Gaming Plan, and as a necessary inducement for City to enter into this Agreement, it/he/she, agrees to abide by any and all provisions of the Gaming Plan, and acknowledges and agrees that each and every provision of the Gaming Plan is valid and enforceable by the City with respect thereto. (c) In the event Operator proposes to assign its rights under the Agreement to one or more of the undersigned, and City approves such assignment in its sole discretion, it/he/she will be fully bound,jointly and severally, by each and every provision of the Agreement. UPDATED INFORMATION AND SIGNATURE LINES TO BE INSERTED 11