HomeMy WebLinkAboutOrd 2019-3460ORDINANCE NO. 3460
ORDINANCE OF THE CITY OF CHULA VISTA APPROVING
A DEVELOPMENT AGREEMENT AMENDMENT BETWEEN
THE CITY OF CHULA VISTA, VILLAGE II TOWN CENTER,
LLC AND SUNRANCH CAPITAL PARTNERS, LLC FOR THE
FREEWAY COMMERCIAL NORTH PORTION OF OTAY
RANCH PLANNING AREA 12
WHEREAS, the property which is the subject matter of this Ordinance is identified in the
Development Agreement attached hereto as Exhibit “A” and commonly known as the Freeway
Commercial North (or FC-2) portion of Otay Ranch Planning Area 12 (Property); and
WHEREAS, the Development Services Director has reviewed the proposed project for
compliance with the California Environmental Quality Act (CEQA) and has determined that the
project was covered in the previously adopted Final Environmental Impact Report for the Otay
Ranch Freeway Commercial Sectional Planning Area (SPA) Plan - Planning Area 12 (“FEIR 02-
04”) (SCH#1989010154). The Development Services Director has determined that only minor
technical changes or additions to this document are necessary and that none of the conditions
described in Section 15162 of the State CEQA Guidelines calling for the preparation of a
subsequent document have occurred; therefore, the Development Service Director has caused the
preparation of a Third Addendum to FEIR 02-04; and
WHEREAS, the Planning Commission set the time and place for a hearing on said
Development Agreement Amendment and notice of said hearing, together with its purpose, was
given by its publication in a newspaper of general circulation in the City and its mailing to property
owners within 500 feet of the exterior boundaries of the Property at least ten days prior to the
hearing; and
WHEREAS, the hearing was held at the time and place as advertised in the Council
Chambers, 276 Fourth Avenue, and the Planning Commission voted 6-1-0-0 to recommend to the
City Council approval of the Development Agreement Amendment; and
WHEREAS, a duly noticed public hearing was scheduled before the City Council of the
City of Chula Vista to consider adopting the Ordinance to approve the Development Agreement
Amendment.
NOW, THEREFORE, THE CITY COUNCIL of the City of Chula Vista does hereby order
and ordain as follows:
I. PLANNING COMMISSION RECORD
The proceedings and all evidence introduced before the Planning Commission at their
public hearing and the Minutes and Resolutions resulting therefrom, are hereby
incorporated into the record of this proceeding. These documents, along with any
documents submitted to the decision-makers, shall comprise the entire record of the
proceedings.
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
Ordinance No. 3460
Page No. 2
II. COMPLIANCE WITH CEQA
The City Council hereby finds, based upon their independent review and judgement, that
the adoption of the Ordinance approving the Development Agreement Amendment for the
project, as described and analyzed in the Third Addendum to Final EIR 02-04, would have
no new effects that were not examined in said Final EIR.
III. CONSISTENCY WITH GENERAL PLAN AND OTAY RANCH GENERAL
DEVELOPMENT PLAN
The City Council hereby finds that the proposed Development Agreement Amendment is
consistent with the City’s General Plan and Otay Ranch General Development Plan, both
as amended. The Development Agreement and Development Agreement Amendment
implement the General Plan and the Otay Ranch General Development Plan by providing
a comprehensive program to implement the Sectional Planning Area (SPA) Plan
Amendment and Tentative Map. The plans provide design incorporating a mixture of land
uses connected by a walkable system of public streets and pedestrian paths, neighborhood
parks and plazas, retail opportunities, and commercial activities designed to promote a safe
pedestrian environment. The Freeway Commercial North plan, including the number of
residential units, number of hotel rooms, park acreage, and commercial mixed use area, is
consistent with the General Plan and the Otay Ranch General Development Plan, as
amended.
IV. ACTION
The City Council hereby adopts an Ordinance approving the Development Agreement
Amendment between the City of Chula Vista, Village II Town Center, LLC and SunRanch
Capital Partners, LLC for the Freeway Commercial North portion of Otay Ranch Planning
Area 12 (a copy of which is on file in the City Clerk’s office), finding it consistent with the
California Government Code, adopted City policies, the General Plan, and the Otay Ranch
General Development Plan.
V. SEVERABILITY
If any portion of this Ordinance, or its application to any person or circumstance, is for any
reason held to be invalid, unenforceable or unconstitutional, by a court of competent
jurisdiction, that portion shall be deemed severable, and such invalidity, unenforceability
or unconstitutionality shall not affect the validity or enforceability of the remaining
portions of the Ordinance, or its application to any other person or circumstance. The City
Council of the City of Chula Vista hereby declares that it would have adopted each section,
sentence, clause or phrase of this Ordinance, irrespective of the fact that any one or more
other sections, sentences, clauses or phrases of the Ordinance be declared invalid,
unenforceable or unconstitutional.
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
Ordinance No. 3460
Page No. 3
VI. CONSTRUCTION
The City Council of the City of Chula Vista intends this Ordinance to supplement, not to
duplicate or contradict, applicable state and federal law and this Ordinance shall be
construed in light of that intent.
VII. EFFECTIVE DATE
This Ordinance shall take effect and be in full force on the thirtieth day from and after its
adoption.
VIII. PUBLICATION
The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause
the same to be published or posted according to law.
[SIGNATURES ON THE FOLLOWING PAGE]
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
Ordinance No. 3460
Page No. 4
Presented by Approved as to form by
Kelly G. Broughton, FASLA Glen R. Googins
Director of Development Services City Attorney
PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista,
California, this 23rd day of July 2019, by the following vote:
AYES: Councilmembers: Diaz, Galvez, McCann, Padilla, and Casillas Salas
NAYS: Councilmembers: None
ABSENT: Councilmembers: None
Mary Casillas Salas, Mayor
ATTEST:
Kerry K. Bigelow, MMC, City Clerk
STATE OF CALIFORNIA )
COUNTY OF SAN DIEGO )
CITY OF CHULA VISTA )
I, Kerry K. Bigelow, City Clerk of Chula Vista, California, do hereby certify that the foregoing
Ordinance No. 3460 had its first reading at a regular meeting held on the 18th day of June 2019
and its second reading and adoption at a regular meeting of said City Council held on the 23rd day
of July 2019; and was duly published in summary form in accordance with the requirements of
state law and the City Charter.
Dated Kerry K. Bigelow, MMC, City Clerk
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
8/5/2019
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
1
RECORDED AT REQUEST OFAND
WHEN RECORDED RETURN TO:
City of Chula Vista
276 Fourth Avenue
Chula Vista, California 91910
Attn: City Clerk
Fee Exempt B Gov’t Code '6103
(Space above for Recorder’s Use)
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
between the
City of Chula Vista,
Village II Town Center, LLC
and
Sunranch Capital Partners, LLC
THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT (Amendment) dated
for reference purposes only as of ________________, 2019, is entered into by and among THE
CITY OF CHULA VISTA, a California charter city and municipal corporation (City), VILLAGE
II TOWN CENTER, LLC, a California limited liability company (Village II) and SUNRANCH
CAPITAL PARTNERS, LLC, a Delaware limited li ability company (Sunranch). Village II and
Sunranch are collectively referred to in this Amendment as the “Owner.” The City or the Owner
are sometimes individually referred to in this Amendment as a “Party” and are collectively referred
to as the “Parties.” The Parties enter into this Amendment with reference to the following facts:
RECITALS
A. Development Agreement. Owner and City are parties to that certain Development
Agreement recorded in the Official Records of the County of San Diego, State of California, on
June 17, 2015 as Doc. No. 2015-0312805 (Agreement) for the property in the City of Chula Vista,
State of California, more particularly described in the Agreement. Terms defined in the Agreement
shall have same meaning when used in this Amendment.
B. First Hotel. A 148-room hotel meeting the requirements for the first hotel, as
described in Section 5.1.1 of the Agreement, has been completed.
C. CFD. A Community Facilities District (CFD) for the maintenance of the Park, as
described in Section 5.3.1.3 of the Agreement, has been created.
D. BRT Right of Way. The right-of-way for the Bus Rapid Transit (BRT) line right
of way, as described in Section 5.3.3 of the Agreement, has been dedicated.
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
2
E. Affordable Housing Agreement. An Amended and Restated Housing Development
Agreement, which provides for housing credits against Owner’s affordable housing obligations in
Planning Area (PA) 12, was entered into between Owner and the City in September 2017.
F. Transit-Oriented Development. The City would like Owner to construct mid-rise
higher density apartments with mixed-use ground floor commercial east of Town Center Drive
near the BRT line, because the City finds that:
a. This change to the project will promote the principles of smart growth,
maximizing land use potential within walking range of Otay Ranch BRT station and ensuring
transit-supportive densities near BRT line.
b. The transit-oriented development will establish a compact walkable
community by replacing surface parking with 5-level structured parking, benefiting the
environment by reducing carbon emissions.
c. This type of housing product, which is considered costly to construct and
has not been built in Chula Vista, will improve housing affordability and economic development
by providing a more diverse mix of housing types in a fiscally sustainable manner.
d. The City wants this form of development and Owner is willing to fund this
high-cost product.
G. Amendment. To achieve the City’s transit-oriented development objectives and
assure that both Parties can achieve the mutual benefits envisioned in the Agreement, Owner and
City would like to amend the Agreement as provided in this Amendment.
NOW, THEREFORE, in consideration of the above Recitals and the mutual obligations of
the Parties set forth herein, Owner and City agree as follows:
1. Residential Density. Maximum residential density for the FC-2 area of the
Sectional Planning Area (SPA) Plan shall be amended to allow for up to 900 residential units.
2. Second Hotel. The trigger for the commencement of construction of the Second
Hotel is hereby changed. Owner shall commence construction of the Second Hotel prior to
issuance of the building permit for the 651st residential unit. Section 5.1.2 of the Agreement is
hereby replaced in its entirety with the following:
“5.1.2 Owner shall commence substantial construction of the second hotel containing 150
hotel rooms (or the number of rooms needed to bring the total hotel room count of
the two hotels to a total of 300 rooms) (the “Second Hotel”) prior to issuance of the
building permit for the 651st residential unit for the Project. In the event that Owner
has not pulled building permits and, in the reasonable determination of the Director
of Development Services, commenced substantial construction of the Second Hotel
prior to the issuance of the building permit for the 651st residential unit for the
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
3
Project, Owner shall pay to the City the amount of $629,860 per year (the “In Lieu
Hotel Payment”) as provided herein.
Owner shall make the first In Lieu Hotel Payment to the City prior to the final
inspection for the building permit for the 651st residential unit for the Project.
Owner shall, thereafter, make the In Lieu Hotel Payment annually on the
anniversary date of the issuance of the building permit for the 651st residential unit
for the Project. Owner's obligation to make the In Lieu Hotel Payment shall
continue until the earlier to occur of (a) the beginning of substantial construction,
in the reasonable determination of the Director of Development Services, of the
Second Hotel, or (b) the twentieth (20th) anniversary of the Effective Date of the
Agreement. Owner's obligation to make the In Lieu Hotel Payment shall be secured
by a security interest in the Property or, at the Owner's request, by another security
interest reasonably acceptable to the City Manager and City Attorney. Owner shall,
at the City's request, enter into a separate promissory note and deed of trust to secure
the obligation to make the In Lieu Hotel Payment at the time of issuance of the
building permit for the 651st residential unit. Failure to make the In Lieu Hotel
Payment when due shall be a material breach of this Agreement and shall, in
addition to other available remedies, entitle the City to foreclose on its security
interest. Notwithstanding the foregoing, Owner's obligation to make the In Lieu
Hotel Payment hereunder shall terminate in the event that the City issues final
approval or enters into a contract for the provision of direct or indirect financial
incentives to another hotel development within the Otay Ranch community,
without first meeting and conferring with Owner in good faith regarding the
provision of substantially equivalent financial incentives, and, if Owner's hotel
qualifies for such incentives, tendering to the City Council for its consideration
approval of such incentives. City Council shall reserve the right to approve or
disapprove such incentives in its sole discretion.”
3. Commercial/Mixed Use. The requirement for construction of commercial
development on the Property is hereby reduced. Owner shall only be required to construct 15,000
square feet of commercial development on the Property. Section 5.2 of the Agreement is hereby
replaced in its entirety with the following:
“5.2 Construction of Commercial/Mixed Use. Owner agrees and acknowledges that the
SPA Plan originally contemplated only commercial development on the Property.
Although the City has agreed to amend the SPA Plan to allow residential
development on the Property, commercial development is still an important use for
the site. Therefore, Owner agrees to obtain building permits for and commen ce
substantial construction of 15,000 square feet of commercial development on the
Property in accordance with the Project Approvals prior to or concurrently with
obtaining building permits and commencing construction of the residential
development located east of Town Center Drive. The 15,000 square feet of
commercial development will be constructed to construction standards that qualify
for commercial occupancy “B” or “M”.”
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
4
4. Park
a. Park and Park Site. Section 5.3.1 of the Agreement is hereby replaced in its
entirety with the following:
“Based on City standards in effect as of August 2018, Owner’s park obligations
(land and improvements) related to the Project would require the dedication and the
improvement to City standards of up to a 7.05-acre park on the Property, if all 900
residential units are built. Owner’s actual baseline park obligations shall be
established for the first 600 residential units at the time park obligations become
due for those units in accordance with City standards, including, but not limited to,
Chapter 17.10 of the Chula Vista Municipal Code using the PAD fee rates in effect
as of the dates of final inspection for each of the units (“Baseline Park
Obligations”). Owner’s actual additional park obligations shall be established for
the final (up to) 300 residential units at the time park obligations become due for
those units in accordance with City standards, including, but not limited to, Chapter
17.10 of the Chula Vista Municipal Code using the PAD fee rates in effect as of the
dates of final inspection for each of the units (“Additional Park Obligations”).
Owner shall satisfy its actual park obligations as follows:”
b. Granting of Park Site and Development of the Park. Section 5.3.1.1 of the
Agreement is hereby replaced in its entirety with the following:
“Owner shall grant two (2) acres of the Property (the “Park Site”) to the City in a
permanent easement for public usage and shall develop a highly amenitized,
“turnkey” park (the “Park”) on the Park Site, as described in this Agreement, to the
satisfaction of the Director of Development Services. The Park shall generally be
located as depicted in Exhibit “B,” with the final location subject to City approval.
In order to create an extraordinary public space, the Park shall generally consist of
the elements described in Exhibit “E” to this Agreement. Owner shall invest
substantially more to the development and granting of the Park than would be
typical for a City standard park, up to and including the value equivalent to the
dedication and improvement required to achieve the Owner’s Baseline Park
Obligations. Owner shall commence construction of the Park prior to the issuance
of the five hundred thirtieth (530th) residential building permit and substantially
complete the Park within fifteen (15) months of commencement of construction.”
c. Audit and Payment of Excess Park Obligations. Section 5.3.1.2 of the
Agreement is hereby replaced in its entirety with the following:
“Owner shall, within sixty (60) days of the date on which the Director of
Development Services reasonably determines, in writing, that the Park has been
completed, exclusive of the warranty period, provide the City, for its review and
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
5
approval, all documentation the City reasonably requires, to determine the cost
(land and improvement) of the Owner’s construction of the Park on the Park Site.
The City shall use this information to prepare an audit of the actual costs of the
development of the Park on the Park Site. The audit shall also compare the actual
costs of the development of the Park on the Park Site (including the actual costs
incurred during the warranty period) with the value of the Owner’s actual Baseline
Park Obligations. Based on this audit, Owner shall satisfy its remaining park
obligations, if any, by paying the excess park obligations to the City’s PAD fee
account for the development of other parks in eastern Chula Vista. Such excess
park obligations shall be calculated through the audit and shall be paid as either a
pro rata permit fees collected in connection with any remaining residential permits
or, if no residential permits remain, in a lump sum payment to the City made within
sixty (60) days of the audit, or such later date as is approved by the Director of
Development Services.”
c. Park Benefit Fees. Section 5.3.1.5 is added, as follows:
“Park Benefit Fees. The development of the Park described in Section 5.3.1.1 of
the Agreement will satisfy the Developer’s Baseline Park Obligation. Given the
lack of available acreage that could be acquired to serve the Project, the City hereby
waives PAD fees for the remaining 300 residential units. Developer shall meet its
Additional Park Obligation for each residential unit in excess of 600 through
payment of a Park Benefit Fee. The Park Benefit Fee shall be in an amount equal
to the PAD fees that would otherwise have been due pursuant to Chapter 17.10 of
the Chula Vista Municipal Code. The Park Benefit Fee shall be due and payable
no earlier than building permit issuance, but no later than final inspection and shall
be assessed using the PAD fee rates in effect as of the date of payment. Park Benefit
Fees may be utilized by the City to acquire or develop parkland serving the City’s
eastern territories.”
5. Community Purpose Facilities. Section 5.3.2 of the Agreement is hereby replaced
in its entirety with the following:
“Owner shall provide a total of 3.24 acres of net usable land for Community
Purpose Facilities (CPF) if all 900 residential units are built. If not all 900
residential units are built, then Owner shall provide a pro-rated amount of CPF in
accordance with the actual amount of the total number of residential units built (e.g.
900 residential units = 3.24 acres of net usable land for CPF; while 700 residential
units = 2.52 acres of net usable land for CPF). Owner may satisfy this CPF
requirement in any manner consistent with Chula Vista Municipal Code Section
19.48.025, which may include the provision of the CPF land offsite, alternative
compliance, or adjustments to the percentage limitations on the types of facilities,
including recreational facilities, that may count toward satisfying the CPF
requirement, all in the discretion of the Director of Development Services. Owner
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
6
shall commence grading of the CPF land or begin alternative compliance prior to
the issuance of the building permit for the five hundred thirtieth (530th) residential
unit.”
6. Term. The Agreement shall have a remaining term of twenty (20) years from the
effective date of the enabling ordinance by which this Amendment is approved, subject to
extension as provided in Section 6.1.1.
7. Full Force. Except as expressly provided herein, all other terms and conditions of
the Agreement shall remain in full force and effect.
8. Authority. Each party represents that it has full right, power and authority to
execute this Amendment and to perform its obligations hereunder, without the need for any further
action under its governing instruments, and the parties executing this Amendment on the behalf of
such party are duly authorized agents with authority to do so.
[Signatures on following page]
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
7
Owner and City have executed this Amendment, which is effective as of the effective date
of the enabling ordinance which is at second reading of the City Council.
CITY
CITY OF CHULA VISTA, a California
charter city and municipal corporation
By:
Mary Casillas Salas, Mayor
Date:
ATTEST:
By:
Kerry K. Bigelow, City Clerk
APPROVED AS TO FORM:
By:
Glen R. Googins, City Attorney
OWNER
VILLAGE II TOWN CENTER, LLC, a
California limited liability company*
By:
Name:
Title:
By:
Name:
Title:
Date:
SUNRANCH CAPITAL PARTNERS, LLC, a
Delaware limited liability company*
By:
Name:
Title:
By:
Name:
Title:
Date:
J:\Attorney\MichaelSh\Freeway Commercial - 2019\DA-Amendment\DAAmend-FwyComml-4.25.19-5.13.19-Final.docx
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
8
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF )
On , ____, before me, ,
Notary Public in and for said State, personally appeared
_________________________________________________________, who proved to me on the
basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014
City of Chula Vista Amendment to Agreement No.: ________
PA 12 – DA amendment, April 2019
9
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF )
On , ____, before me, ,
Notary Public in and for said State, personally appeared
_________________________________________________________, who proved to me on the
basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
DocuSign Envelope ID: 448DC17E-08A9-4235-B43B-79AF0BA8C014