HomeMy WebLinkAbout2007/05/15 RDA Item 1
RDA
CHULA VISTA
REDEVELOPMENT
AGENCY
AGENDA STATEMENT
May 15,2007 Item f
ITEM TITLE:
SUBMITTED BY:
REVIEWED BY:
JOINT RESOLUTION APPROVING AMENDMENT NO. I TO THE LETTER
OF INTENT BETWEEN THE CITY OF CHULA VISTA, THE
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, THE
UNIFIED PORT DISTRICT OF SAN DIEGO, AND GAYLORD
ENTERTAINMENT COMPANY EXTENDING THE TERM SIX MONTHS TO
NOVEMBER 30, 2007 AND ALLOWING FOR AN ADDITIONAL 90-DAY
EXTENSION OF THE TERM IF NEEDED AFTER NOVEMBER 30, 2007 BY
MUTUAL AGREEMENT OF ALL PARTIES, AND AUTHORIZING THE CITY
MANAGERlEXECUTIVE DIRECTOR TO SIGN AMENDMENT NO. I TO
THE LETTER OF INTENT ON BEHALF OF THE CITY AND THE
REDEVELOPMENT AGENCY
DENNY STONE, E~OMIC DEVELOPMENT OFFICER~
CITY MANAGER "1
Ii
4/5THS VOTE: YES
NO
x
BACKGROUND
The Chula Vista Bayfront Master Plan (CVBMP) planning effort, a joint planning effort between the
Port, the City of Chula Vista and Pacifica companies, has been in progress for over three years. The
planning team has worked closely with the community through the Bayfront Citizens Advisory
Committee (CAC) and with a team of planning and finance experts, including the renowned waterfront
planning firm of Cooper Robertson & Partners. In May of 2004, the Board of Port Commissioners and
the City Council authorized staff to proceed with preparation of an environmental impact report based
upon preliminary land use plans for the 550-acre study area. A recurrent theme that arose in these
discussions was the desire for an anchoring showcase facility that would make the Chula Vista Bayfront
a true "destination".
In June of 2005, the Port and City received an unsolicited letter of interest from Gaylord regarding
development of a major resort hotel and conference center on the Chula Vista Bayfront. Gaylord has
proposed a project that would consist of 1,500 - 2,000 hotel rooms, approximately 400,000 square feet
of meeting rooms and exhibit halls/ballrooms, and a significant retail/entertainment/restaurant
component. Gaylord has presented its qualifications, experience and concept to the Board, City Council,
and Citizens Advisory Committee at regular public meetings. The Gaylord concept has been well
received and is recognized as a more economically viable alternative to the stand-alone event center that
originally had been contemplated as an element of the CVBMP.
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May 15,2007
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Item I
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In August 2005 the Board of Port Commissioners (BPC) concluded that the Gaylord proposal
represented a potentially attractive concept and directed Port staff to conduct a broad solicitation of
qualifications to determine if there were other developers that would advance potentially superior
proposals. The BPC reviewed the results of the solicitation at its October 25, 2005 meeting, concluded
that the Gaylord proposal represented the most attractive alternative, and directed staff to enter into an
exclusive negotiating agreement with Gaylord. At that time, Port and City staff engaged in discussions
with Gaylord, in an effort to develop specific parameters that all parties could agree would be the basis
for negotiating a participation transaction to bring the convention center project to fruition. These
discussions established the terms embodied in a Letter of Intent approved by the Chula Vista City
Council and Redevelopment Agency, the Board of Port Commissioners, and Gaylord Entertainment
Company in July 2006.
Since the time of the LOI approval, Port and City staff have been engaged in substantive discussions and
negotiations with Gaylord. Approval of the LOI Amendment for the proposed extension of the LOI
term would facilitate the continuation of these negotiations, targeting November 30, 2007 for their
conclusion. The Amendment would also allow for an additional 90-day extension after November 30,
2007 if needed and mutually agreed to by the parties at that time.
LOI STRUCTURE
Two key principles are embodied in the existing Letter of Intent previously approved by the Port Board
and City CouncillRDA Board and proposed for extension:
. Only new revenues, generated by construction of the Gaylord project, will be used by the public
agencies to support the financing participation contemplated; the City's General Fund will not be
put at risk, and Gaylord will be responsible to insure successful development of the resort
conference center, and any ancillary development needed to generate new revenues necessary to
support the public financing.
. New revenues are defined as Port rent revenue, RDA Tax Increment funds, and public funds
equivalent to new City transient occupancy taxes, net of costs incurred by the Port and City in
providing services to the project, including operations and maintenance costs ("New Net
Revenues"). Existing General Fund revenues and new sales taxes generated by the project are
explicitly excluded from the New Net Revenues and no other public funding sources other than
the New Net Revenues are to be used for public financing associated with the project.
Using these principles, the LOI provides that the parties will negotiate a financing structure that will
provide first for bond financing of an estimated $178 million (net proceeds) in order to build public
infrastructure, including roads, utilities, parks and other public infrastructure for the Bayfront. The LOI
further anticipates $130 million of the convention center will also be publicly financed through a
structure to be negotiated, which may include bond proceeds and/or funds from New Net Revenues as
earned over time.
Incorporated into the LOI are assurances that the City's General Fund, the Port's general funds, and the
RDA's existing tax increment funding capacity will not be adversely affected by the public financing
component of the Gaylord deal. Indeed, with certain funds reserved to cover the costs of providing public
services to the Gaylord project, and other funds (such as sales tax) not being re-invested into the project, the
Gaylord development should still generate net positive revenues for the City even with substantial revenue
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Jtem~
Page 3 of 4
re-investment. Moreover, the proposed public investment will be consistent with the State Constitution's
restrictions on the use of public funds and will ensure that Gaylord is not unduly enriched by these
reinvestments of public dollars, but that the public funding will only be used to enhance the project's
feasibility up to market thresholds. Finally, the public sector's re-investment of funds in the Gaylord
project is not permanent; once sufficient funds have been re-invested to adequately address the feasibility
gap, all future revenues generated by the project will be retained by the City, RDA, or Port. It should be
emphasized that the City Council and the Redevelopment Agency will have full discretionary authority to
consider the proposed project at the time it is presented in a public hearing, with benefit of a final
Environmental Impact Report.
ENVIRONMENTAL REVIEW
The Environmental Review Coordinator has reviewed the proposed amendment to the Lor 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; therefore, pursuant to
Section l5060(c)(3) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no
environmental review is necessary.
RECOMMENDA nON
Adopt the resolution approving Amendment No. 1 to the Lor between the City of Chula Vista, the
Redevelopment Agency of the City of Chula Vista, the Unified Port District of San Diego, and Gaylord
Entertainment Company extending the term six months to November 30, 2007 and allowing for an
additional 90-day extension of the term if needed after November 30, 2007 by mutual agreement of all
parties, and authorizing the city manager/executive director to sign Amendment No. 1 to the Letter of
Intent on behalf of the City and the Redevelopment Agency.
BOARDS/COMMISSION RECOMMENDA nON
Not Applicable
DISCUSSION
The purpose of this staff report is to propose an extension to the term of existing Letter of Intent (Lor)
among the San Diego Unified Port District (Port), the City of Chula Vista, the City of Chula Vista
Redevelopment Agency, and Gaylord Entertainment Company (Gaylord) for the construction of a major
hotel, convention center, and retail space on the Chula Vista Bayfront.
The existing Lor term will expire on May 31, 2007. Staff estimates that negotiations among the parties
will be completed within six months and recommends an amendment to the LOI to extend the term
through November 30, 2007, with a provision allowing an additional 90-day extension if necessary and
agreed to by all parties.
No other changes to the LOI are being proposed.
The purpose of the existing L01 is to outline, in broad terms, key principles that are being used as the
basis for staff to negotiate agreements with Gaylord and the Port to implement participation in the
development of a conference center, resort hotel and other ancillary development on the Chula Vista
Bayfront.
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May 15,2007
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Item~
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DECISION MAKER CONFLICT
Staff has reviewed the property holdings of the City Council and Redevelopment Agency Board
Members and has found a conflict, in that Council/Agency Board Member Castaneda has property
holdings within 500 feet of the boundaries of the property, which is the subject of this action.
FISCAL IMP ACT
The Letter ofIntent establishes broad parameters and direction to staff to negotiate with the San Diego
Unified Port District and Gaylord Entertainment. There are no fiscal impacts associated with approval
of the Resolution extending the term of the LOr.
ATTACHMENTS
1. Letter ofIntent Amendment No. I
2. Letter of Intent approved July 25, 2006
3. Addendum to Letter of Intent
Prepared by: Denny Stone, Economic Development Officer, City Manager's Office
1-4
ATTACHMENT 1
RDA
AMENDMENT NO.1 TO
LETTER OF INTENT
BY AND AMONG SAN DIEGO UNIFIED PORT DISTRICT,
CITY OF CHULA VISTA, REDEVELOPMENT AGENCY
OF THE CITY OF CHULA VISTA,
AND GAYLORD ENTERTAINMENT COMPANY CONCERNING
BAYFRONT HOTEL, CONVENTION CENTER AND ANCILLARY
DEVELOPMENT
RECITALS
WHEREAS, the San Diego Unified Port District ("Port District"). the City of
Chula Vista, California ("City"). and the Redevelopment Agency of the City
of Chula Vista (RDA), (collectively, the "Governmental Entities"), and
Gaylord Entertainment Company ("Gaylord") have entered into a Letter Of
Intent dated July 25, 2006, and;
WHEREAS, the Letter Of Intent was also authorized by a Resolution of the
Board of Port Commissioners and was also authorized by a Resolution of the
Chula Vista City Council and the Redevelopment Agency Board, at public
meetings held on July 25, 2006, and;
WHEREAS, the Port District, the City, the RDA, and Gaylord desire to amend
said Letter of Intent;
NOW THEREFORE, the parties agree to amend the Term of The Letter Of
Intent in the following respect:
The Term of Letter of Intent shall be extended from May 31, 2007, to
November 30, 2007, and may be extended for an additional SO-day period
after November 30, 2007 by mutual written agreement of the parties. The
Term of the Letter of Intent may end earlier if any Option Agreement or
Lease is executed between the Port District and Gaylord and the basic
structure of the Public Financial Commitment finalized to the satisfaction of
the parties, or if any party elects to end negotiations as described in
paragraph 12 of the Letter of Intent.
(Signatures to Follow)
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ADDENDUM TO LETTER OF INTENT PAGE 2
Approved as to form:
By
Ellen Corey Born
Assistant Port Attorney
Approved as to form:
By
Ann Moore
City Attorney
City of Chula Vista
Approved as to form:
By
Ann Moore
Agency General Counsel
Redevelopment Agency of
the City of Chula Vista
Document No. 194068 V3
SAN DIEGO UNIFIED PORT DISTRICT
By
Randa J. Coniglio
Acting Director, Real Estate
CITY OF CHULA VISTA
By
Jim Thomson
Interim City Manager
REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA
By
Jim Thomson
Interim Executive Director
GAYLORD ENTERTAINMENT OMPANY
By
Signature
PRINT NAME:
PRINT TITLE:
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ATTACHMENT 2
RDA
San Diego Unified Port District
Document No. 50937
Filed AUG 0 3 (onn
Office of the District Clerk
LETTER OF INTENT
BY AND AMONG SAN DIEGO UNIFIED PORT DISTRICT,
CITY OF CHULA VISTA, REDEVELOPMENT AGENCY
OF THE CITY OF CHULA VISTA,
AND GAYLORD ENTERTAINMENT COMPANY CONCERNING
BAYFRONT HOTEL, CONVENTION CENTER AND ANCILLARY DEVELOPMENT
RECIT ALS
WHEREAS, the San Diego Unified Port District ("Port District") and the City of
Chula Vista, California ("City"), since 2003 have been engaged in a joint
planning process for the redevelopment of the Chula Vista Bayfront, resulting
in the Chula Vista Bayfront Master Plan, and;
WHEREAS, the three-year joint planning process included broad stakeholder
and community involvement in many forms including numerous public
outreach meetings and the formation of a Citizen's Advisory Committee, and;
WHEREAS, the joint planning process concluded that the early presence of a
significant "anchor" project is desirable and will serve as a catalyst for future
public and private development, and;
WHEREAS, the concept proposed by Gaylord Entertainment Company
("Gaylord"), and outlined in this Letter of Intent has the necessary features of
such an anchor project and is consistent with the Chula Vista Bayfront Master
Plan and the general direction of the Citizens' Advisory Committee, and;
WHEREAS, Gaylord's financial, managerial, and development qualifications
were validated in an open competitive Request for Qualifications process, and;
WHEREAS, the Project contemplated by this Letter of Intent will generate
substantial benefits to the local and regional community in the form of
increased tax and lease revenues, permanent jobs, and by providing the
people of California and local community with significant public amenities,
such as more than 200 acres of open space, parks and public access,
increased recreational and entertainment opportunities and environmental
enhancements, and;
TRIPLICATE-ORIGINAL
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WHEREAS, the Project contemplated by this Letter of Intent will generate
substantial direct and indirect statewide benefits including permanent and
temporary jobs, increased tax revenues, public facilities, and;
WHEREAS, the Port District, the City and the Redevelopment Agency of the
City of Chula Vista ("RDA") have agreed to form a partnership to achieve the
aforementioned benefits;
Now, Therefore:
1. Parties: This Letter of Intent (the "LOI") dated as of
~L 2 5 ' 2006, is by and among the Port District, the City, the
RDA, and Gaylord, (collectively "Parties"). The Port District, the City and the
RDA are referred to collectively herein as the "Governmental Entities."
2. Term of Letter of Intent: This LOI shall be for a term expiring on
the earliest of: (i) May 31, 2007, (ii) the date any Option Agreement or Lease
is executed between the Port District and Gaylord and the basic structure of
the Public Financial Commitment described below is finalized to the
satisfaction of the Parties, or (iii) the date any Party elects to end negotiations
as described in paragraph 12 below.
3. Subject Matter - Development of the Project: The purpose of the
LOI is to provide a broad outline of the basis on which the Parties will work
with each other during the term of the LOI to determine whether mutually
acceptable agreements can be reached relating to the development of the
private improvements and public infrastructure for Parcel H-3, which will not
be less than 32.23 acres in size (the "H-3 Site"), and the adjacent sites as
mutually determined by the Parties to be sufficient in scope to generate
revenues necessary to support the financing contemplated herein (collectively,
the "Project"), known collectively as the "Phase I Chula Vista Bayfront,"
located within the Port District and within the City and the RDA's Bayfront
Redevelopment Project. The Parties contemplate that Gaylord will act as the
developer of the Project.
4. Gaylord Development Obligation: Gaylord will be responsible for
the design, development, construction and operation of the Project in a
manner satisfactory to the Governmental Entities which, with respect to the
proposed hotel and convention center on the H-3 Site, will be similar to and
typical in type and quality to Gaylord's existing operations in Grapevine, Texas
and Orlando, Florida. Except to the extent of the Public Financial
Commitment described in paragraph 6 below and the other obligations of the
Port District, the City and the RDA described herein, Gaylord will be
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responsible for all costs and activities of every sort associated with the
development, operation and ownership of the Project. Gaylord shall invest, or
shall cause others to invest, the funds necessary to complete the Project. The
design, scope, timing, branding, theme, appearance and conditions of
operation of the Project shall be negotiated by the Parties during the term of
this LOI. The Parties expect the Project development to be substantially in
accordance with the Chula Vista Bayfront Master Plan. Gaylord will
participate with the Port District, the City and the RDA in a public outreach
process as agreed to by the Governmental Entities and Gaylord. Among other
material terms, a condition precedent to the obligation of the Governmental
Entities relative to the Public Financial Commitment will include evidence
satisfactory to each of them, that Gaylord will meet its development
obligations and financial obligations, with respect to the Project, including
with respect to the Public Financial Commitment.
5. Monetary Contribution to Cost of Entitlements: Subsequent to
execution of the LOI, the Parties will negotiate a mutually acceptable sharing
arrangement for costs associated with preparing the Environmental Impact
Report ("EIR") and processing the entitlements on a pro rata basis based on
the acreage of the Project related to the acreage of the overall Chula Vista
Bayfront Master Plan. It is currently estimated that these costs will not
exceed Two Million Dollars ($2,000,000) in total.
6. Public Financial Commitment: In exchange for the Gaylord
Development Obligation described in paragraph 4 above, the Port District, City
and RDA will provide a public financial commitment described in this
paragraph 6 ("Public Financial Commitment"). subject to delivery by Gaylord
of additional financial and other data to the satisfaction of the Governmental
Entities. In every case, the Public Financial Commitment shall be payable in
amounts to be negotiated by the Parties exclusively from the following
sources (or, as to the City, from other legally available amounts not to exceed
the amount described below):
(a) as to the Port District, all or a portion of lease revenues
derived by the Port District from any lease or other disposition of the Project
to private, non-governmental users.
(b) as to the City, from lawfully available funds of the City
which the City determines most appropriate, an amount equivalent to all or a
portion of transient occupancy taxes received by the City that are generated
by hotel occupancy on the Project.
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(c) as to the RDA, all or a portion of tax increment revenues
received by the RDA within existing plan limitations pursuant to the
Community Redevelopment Law, California Health and Safety Code Section
33000 et seq., attributable to taxes levied with respect to property located on
the Project, net of amounts payable to other taxing entities (other than the
City), amounts required to be deposited in the RDA's low and moderate
income housing fund, county administrative charges and any other mandatory
amounts payable to third parties from such tax increment funds. Any RDA
commitment of these dollars will also be subject in every respect to prior
pledges of tax increment from the RDA's merged Bayfront/Town Centre
Redevelopment Project.
In all cases, as to each Governmental Entity, the revenue sources
described in (a), (b) and (c) above, referred to herein as "New Net Revenues",
will be calculated net of costs, including operation and maintenance costs,
incurred by the Governmental Entities in providing services to the Project.
The Governmental Entities' obligations to provide the Public Financial
Commitment described in this paragraph 6 shall be limited to, and shall never
exceed, the New Net Revenues.
The Governmental Entities shall evaluate an additional charge, to
be measured by hotel occupancy, representing the equivalent of a two percent
(2%) increase in the transient occupancy tax applicable to the all or a portion
of the Bayfront Redevelopment Project area, provided such increase shall in no
event require voter approval, other than of Gaylord, the other affected
property tenants in the Bayfront Redevelopment Project area, and the
Governmental Entities. The Parties acknowledge that such an increase may
not be legally or practically feasible.
The Port District, on the one hand, and the City and RDA, on the
other, will contribute to the total Public Financial Commitment described
below, pro rata, in accordance with the total New Net Revenues derived from
the Project, as determined by the Governmental Entities.
The Public Financial
elements: the Infrastructure
Commitment.
Commitment will consist of two primary
Financing and the Convention Center
The Parties recognize that implementation of the Infrastructure
Financing and Convention Center Commitment are subject to further
legislative action of the Governmental Entities, compliance with applicable
legal restrictions, reasonable credit, timing and other public policy
considerations of the Government Entities, and the outcome is not assured. If
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the Infrastructure Financing and/or the Convention Center Commitment are
not provided, the Parties may agree to evaluate other mutually acceptable and
legally available means to develop the infrastructure component of the Project.
(i) Infrastructure Financing: The Governmental Entities will
apply New Net Revenues to the cost of the necessary infrastructure required
for development of the Project in the current estimated amount not to exceed
One Hundred Seventy-Eight Million Dollars ($178,000,000) (in 2006 dollars),
net of financing costs. The parties intend to evaluate the feasibility of
financing an amount not to exceed One Hundred Seventy-Eight Million Dollars
($178,000,000) in infrastructure costs through the Infrastructure Financing
described in paragraph 7 below. The Infrastructure Financing is intended to
finance the cost of designing and constructing all necessary wet and dry
utilities, roads, open spaces, landscaped areas, parks and promenades and
other public improvements associated with the development of the Project.
The Infrastructure Financing amount is based on preliminary cost estimates.
To the extent that future estimates differ from the current estimate, the
Parties will negotiate an adjustment to the Infrastructure Financing. The
Parties shall agree on the scope, design, and cost of the landscaped areas,
parks, and promenades associated with development of the Project. The
infrastructure improvements currently to be financed are detailed on the
attached Exhibit "A," but may be revised as a result of the requirements of
the California Environmental Quality Act ("CEQA") or a change to the
infrastructure requirements for the Project that occurs during the entitlement
process.
(ii) Convention Center Commitment: The Convention Center
Commitment of One Hundred Thirty Million Dollars ($130,000,000) (in 2008
dollars) will be provided to the extent available from New Net Revenues, plus
a credit equal to the amount of all City development impact fees that the
Project would otherwise have paid (collectively, the "Convention Center
Commitment"). The Parties agree to investigate feasible ways to finance the
Convention Center Commitment by means of the Convention Center Financing
described in paragraph 7 below. Any remainder of the Convention Center
Commitment not provided by the Convention Center Financing will be funded
from New Net Revenues as they are earned over time, on a "pay-as-you-go"
basis, on terms to be negotiated by the Parties, and will be paid or credited to
Gaylord from annual surpluses after payment of debt service and other
mutually agreed costs of the Infrastructure Financing and the Convention
Center Financing. Any portion of the Convention Center Commitment that is
funded on a "pay_as_you_go" basis shall be subject to a discount rate of 12%
(the "Pay-As-You-Go Amount") until the unfunded portion is fully funded from
New Net Revenues or untii such other time as the Parties may agree, (the
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"Pay-As-You-Go Term"). Receipt of the Pay-As-You-Go Amount will be
subject to certain minimum performance standards for Gaylord and the
Project, to be negotiated by the Parties. In the event that New Net Revenues
received during the Pay-As-You-Go Term are not sufficient in an amount to
fund the Pay-As-You-Go Amount, then the Governmental Entities shall have
no further obligation to pay such amount from any source.
7. Structure of Convention Center Financing and Infrastructure
Financing: In no event will the Governmental Entities be responsible for
payments with respect to the Convention Center Commitment or the
Infrastructure Financing except from the sources and in the manner described
in paragraph 6.
The Parties will evaluate the feasibility of issuing two series of
bonds. Series A (the "Infrastructure Financing") will be in an approximate
amount not to exceed One Hundred Seventy-Eight Million Dollars
($178,000,000) net construction proceeds to finance the infrastructure more
fully described in Exhibit" A." Series B represents a to-be-negotiated portion
of the One Hundred Thirty Million Dollar ($130,000,000) Convention Center
Commitment (the "Convention Center Financing"). the net proceeds of which
are to be used to finance a convention center. Gaylord will be responsible for
all costs associated with the Project not financed by the Infrastructure
Financing, the Convention Center Financing, and the balance of the
Convention Center Commitment paid from New Net Revenues.
The feasibility and structure of the two bond series is yet to be
determined, and is subject to further analysis and negotiation by the Parties.
The obligation of the Governmental Entities, and each of them, to
pursue the Infrastructure Financing and Convention Center Financing shall be
subject in all respects to the requirements of applicable state and federal laws,
including state and federal securities laws, the application of sound credit,
underwriting and public debt standards and requirements of the Government
Entities and applicable underwriters.
8. Acquired land: The City and Port District shall cooperate with
Gaylord in the purchase, subdivision, zoning and other actions required in
order for Gaylord to incorporate any acquired land into the Project. This may
include the Port District taking ownership of the acquired land.
9. Compliance with Additional laws; No Limitation of legislative
Discretion: Approval of the Project is subject to full compliance with CEQA,
including the certification of an EIR, and ultimate approval by the California
Coastal Commission.
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No provIsion of this LOI shall be construed to require or compel
the Governmental Entities to grant any approval with respect to the Project or
to limit the discretion of the governing bodies of the Governmental Entities to
approve, deny or condition the Project, including the imposition of mitigation
measures as required by CEQA.
The Parties agree that nothing in this LOI in any respect does or
shall be construed to affect or prejudge the exercise of discretion by the
Governmental Entities.
Moreover, nothing contemplated herein to be done by the
Governmental Entities will be inconsistent with the duties of the Governmental
Entities, including fiduciary duties of the Port District to its Tidelands Trust
and any constitutional and statutory requirement of the Governmental Entities
related to the use of public funds and activity related to the Project.
, O. Permits: City, RDA, and Port District shall agree to give
expedited status to all applications for approvals or permits for the Project.
, , . Negotiation of Additional Documents: After execution of this
LOI, if the Parties have determined that it is feasible to proceed with the
development of the Project as outlined in this LOI, the Parties shall negotiate
and produce any documents the Parties deem appropriate.
'2. Letter of Intent Not a Binding Agreement: The Parties agree that
this LOI is not intended to nor shall it be interpreted to create a binding
agreement between the Parties. Any agreement regarding the Project, or any
element of the Project, including methods of financing the Project, will be the
subject of other written agreements which must be approved by the governing
bodies of the Governmental Entities following appropriate public processes,
and is not embodied in this LOI. The Parties agree further that, while this LOI
is intended to guide the Parties in their negotiations relative to the Project, it
does not bind the Parties to continue negotiations if. in the judgment of any
such Party, such continued discussions do not serve the interests of that
Party. Moreover, each Party agrees that, to the extent it expends funds or
devotes resources to discussions relative to the feasibility of implementing the
Project, it does so of its own initiative and not in reliance on this LOI or any
representations of the other Parties. Except as set forth in paragraph 5
above, in no event will a Party be responsible for the costs or other losses,
real or imagined, of any other Party in pursuing the Project in the absence of a
definitive agreement entered into subsequent to this LOI relative to such cost
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sharing. No Party shall be entitled to sue to enforce the terms of this LOI or
to recover monetary damages for an alleged breach of this LO!.
Approved as to form:
By
~
Ellen Corey Bo
Assistant Po Attorney
San Diego Unified Port District
Approved as to form:
BY~~
City Attorney
City of Chula Vista
Approved as to form:
By ~'"?J.~
Ann Moore /~
Agency General Counsel
Redevelopment Agency of
the City of Chula Vista
Document #191489v2
By
UNIFIED P RT DISTRICT
!L
Dan E. Wilkens
Executive Vice President
CITY OF CHULA VISTA
iK~~
/
By /~
fl' Jim Thomson
Interim City Manager
REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA
By~/L
(J Jim Thomson ---
Interim Executive Director
By
Ignature
PRINT NAME: ~",V\J-+- WLstl>vcoL
PRINT TITLE: 0 V P - C;uA It{ D+ ~
Page 8
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RDA
Infrastructure Cost Estimates
Gaylord Only Scenario
20DtiOollars
Conslruc:tlo" Cat.....o'" Tolal P"bllc
Un. Item' Construcllon It.m ",. Unll Cost QL.lanllty COIls'
, Parkin $2.9M Parkln S ce$l.Irfoi:ll101 S~ 2400 '000 2. llllG 000
2 Remove1lllhicular " SF , 3414649 20.467994
, .""'" liar! SF , 77965 467,7
4 Remove l:I.IIbs LF . 43,711 420,202
, Cl8a,..nd rublandsCll lalll)O'l SF 0.15 1.1Q5..500 '~I
. RlIIlJOV<ltr_ EA 000 200 114,
7 RamOYllelee..al\dellblllllmlB LF 70 ""'" 465,
. OltfTlollt\Qn Remove Iln" LF 70 30000 370,8
, ($27.0M) RIllllO\IIt I .lllSBlhanl2" IF " <4"'" 601000
70 Removelll ~1048 LF 30 3211)0 1,171,200
71 RamoVGvlI I., >48 IF " '."'" 298,000
" Remove &eW9r ,lallon EA ''''00 . ""'"
" RlIm......awaHs& f8l1cec IF 70 16,199 194,3Il11
" R8lTlO"Iltbuiklln s SF , "'ti 1782920
" MiSl:.damolilion LS , OS. 102.
17 ~ h' III c, " " ." 00
76 I, C, JO J~.650 12.131,400
" Hn8l'dllusmllterlalsR silo LS 2800.000 7 3360000
'" Gnldln9andDr~nl1lll Allowance lor Other Ollis LS 1000,000 , 100000
27 ($3:l.3M) Romolllt-OO lid slre&ls "' " 134.483 2420.89<1
" RemOY..M1lH1lC nB asoi lots "' " 709529 12171523
23 , Dewateti LS , 100000 '''''''''
" OlIlllllllon~s/nll EA '" , 48,00
25 4-Lane Milor.....C. PlIYBml101 SF '.50 132423 135011
" CIQ'I-....C.Pavemenl SF '.50 ~2.57 ~3S 26
" Clanll.A.C.P~ SF /1.25 621,466 6211913
" Claalll-A.C. Pavamenl SF . 6,010 51696
" RoadGrad.in -OllsileGllIdl C, " 31.925 574650
" RoitdGradlll -1m , C, " 470 16""
" Cl.lrbT G LF 30 28,475 10ZS.100
" MudlanClJrb LF " 3,875 1162
" ROfIdandBrldge8. Sidllwillll SF '.50 13585 1051.563
" (US.OM} MudlanLand orPaYi SF 70 31022 372.26<
" Curb Ram , EA , 7S 45"'"
" Stlllel . EA """ " 360.000
" Tratllcsnals EA 17500 3.00 ""000
.. SIreeITIlIIIS EA '''''' '" 72'
., Vehlcularbri . SF 4SO "" 1.339,200
HstRom EA "'''''' , "5
44 HSt..I-StoBn:>edwel EA 1950000 7 2,340000
45 st.S6 EA '''''00 7 698.400
57 8"Wale~ir1e " 700 3161 319.320
" 16"Walllrline LF 200 7.023 1.885,520
6< 20"Wa\erllrHl " i 1.&41 531.684
50 FnH " EA " 145,920
" Wal/l'rServlceDom89tie EA , '.000
" inlSI!NlCll EA 4 7~1
" 16"Oflslle Walllr Main " 6<5 'JOO 2608,
" 16"RCP " 125 1.930 'SO
63 24"RCP LF '" ,,, 124.
" 36'RCP " 275 '" 15.90
" Curblnlel EA 4,000 " "
" Ulllltlea CO""'" EA 3.200 , 26."
.. ($13.4M) Slorm-Cetor EA 20.000 , ".0
.. "" C, '00 9 1.080
70 Headwall EA "00 , 2.6&0
" Cormec1to Exlstln EA '000 4 4600
72 S_, .,.."" EA 5,000000 7 6000,000
" SawerServlcllOo<rHlllt;c EA '.000 , ".
" M._ EA '000 , 76""
" 8"s.._Llne LF 700 74811 In,600
" llJ"SewurUnll LF 720 70s' 153,3
" 15" Saww Unll " "" '''' 4323&1
" ~1orcemaln LF 700 4."" 57/1400
8ll Connection 10 Malros_ EA 2,500 , 3."'"
48" Box Treee EA '''''' 30 6<.000
" 6lI"BoxTree. EA '''''' 7<0 S..OOO
.. PalmB15'BTH EA '000 70 ,..
.. ''''' SF 2.25 524240 1415
8S O.G.Surf;Gn SF 5.00 65700 '94""
00 PubllcPark PaYlldWalkB SF '.50 39,700 "".660
" Improvementa Parlri Lo. SF 7.50 127,296 1,1.015,664
" (JOKI'U) ShrubJGl',C~ SF '.00 254,482 1.832.126
94 1$12.JMI WllllandR8$lora\lon SF 10.00 136.62 1,639,476
" TotLo/'!. LS 15(l,OOO 7 100,000
S7 Dtlnkin Fr;l\,Inlalns LS '''''' 5 27000
" '" LS 4000 70 "'00
99 Rat Rocm B .. L9 27S000 , ..,
'" AddlUol'lll1 I'kdllMllo nlforGa orden -.. AO 369,000 . 3,542,.0100
70. -~. ~ .IN " EA 25,000 , 60,000
707 Ot'II~ami LS 4li , 480000
706 .I~ Ralocallor1l1eeB8 tforRV ark LS 10000 1 12000000
(UUM) FiI1ISh.lIon , 000 , 1~400~
'70 C_C riodslormwallt< .ISWPPP LS 0 3.897
'" TranaIt!lhlJlllllS """ EA "0 , 72
SIlwer F_ - Adminlsllll1Ml $45ko1Vl1!Ction EA 4S , 70.
'" "'" leesaI11.6%o1Wf11l.eotl 0 15910,
'" SoftCo,ta'orPubJlc Pllrmilti anchaekaI4.8"'otcoost. 0 654158
774 Conslrucllon ConsllucllonAdmin.aI4.0%oiconsl , . 1561
m ($40.311) SIIwe F""s-Parllcl tion Faa S20MJMGD ED" '" 459625 11031.000
'" Rnou.u " lUng LS 150000 , 1110,000
'" ~i\~~ta Swealwatar Auth. NOfI-Rn. Walllr Ca a LS 7 7 1.800
". SDCoo WaUlrAuth.f..... LS 7 '3,602 16.562
TolalCosb: . 177,999,995
"ThllHtoIalsincludllB20%o;:ontlnglmCV
E::~~IBIT
r;~". ;1'
..
1-15
ATTACHMENT 3
RDA
Port District39
sarOleQoU.ni1ied ~
ADDENDUM TO "0",,,<'0"'0. --'I n ')Mb..---
LETTER OF INTENT ",I.f,; ~.;;t,n~\.fk
BY AND AMONG SAN DIEGO UNIFIED PORT DISTRICT, Office
CITY OF CHULA VISTA, REDEVELOPMENT AGENCY
OF THE CITY OF CHULA VISTA,
AND GAYLORD ENTERTAINMENT COMPANY CONCERNING
BAYFRONT HOTEL, CONVENTION CENTER AND ANCILLARY
DEVELOPMENT
RECIT ALS
WHEREAS, the San Diego Unified Port District ("Port District"). the City of
Chula Vista, California ("City"), and the Redevelopment Agency of the City
of Chula Vista (RDA). (collectively, the "Governmental Entities"). and
Gaylord Entertainment Company ("Gaylord") have entered into a Letter Of
Intent dated July 25, 2006, and;
WHEREAS, the Letter Of Intent was authorized by a Resolution of the Port
District's Board of Port Commissioners at a special public meeting held on
July 25, 2006, and;
WHEREAS, said Port District Resolution further authorized that this
Addendum to the Letter Of Intent would be entered into, and;
WHEREAS, the Letter Of Intent was also authorized by a Resolution of the
Chula Vista City Council and the Redevelopment Agency Board, at a public
meeting held on July 25, 2006, and;
WHEREAS, said City Council and Redevelopment Agency Board of Directors
directed that this Addendum be brought back for subsequent Council and
RDA action;
Now, therefore the following provision is hereby added to and a part of the
aforementioned Letter Of Intent as Paragraph No.1 3:
13. Resolution of the Port District, the City and the RDA: The
Governmental Entities shall seek to continue efforts to promote job quality
and priority for the local workforce in hiring, to the extent allowed by law,
and to address impacts to the community, environmental resources and
environmental remediation as afforded by law. Further, the Governmental
Entities, in coordination with each other, shall develop and publish a
l'RIPLlCATE-ORIGINAL
1-16
RDA
schedule for public participation and hearings for the ongoing involvement in
the process of developing and implementing the Chula Vista Bayfront Master
Plan.
By ~& A
Ellen Corey B~
Assistant Port Attorney
San Diego Unified Port District
TRICT
Approved as to form:
By
Dan E. Wilkens
Executive Vice President
BY\~h~--,'/l Aitl~
Ann Moore
City Attorney
City of Chula Vista
CITY OF CHULA VISTA
~
/h~
Jim Thomson
Interim City Manager
By
Approved as to form:
Approved as to form:
REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA
j~ .r-7
By~{l~,- !2 /!~:&-BY Vf\ / k
Ann Moore ~ Jim Thomson
Agency General Counsel i Interim Executive Director
Redevelopment Agency of
the City of Chula Vista
GAYLORD ENTERT AINMENHOMPANY
Document No.194068
BY~~
Signature
PRINT NAME, ]1~~ v1s-\imK-
PRINT TITLE: '7I)P ePoFMf / Dft/
I
1-17
RDA
RESOLUTION NO.
JOINT RESOLUTION OF THE CITY COUNCIL AND
THE REDEVELOPMENT AGENCY OF THE CITY OF
CHULA VISTA APPROVING AMENDMENT NO. I TO
THE LETTER OF [NTENT BETWEEN THE CITY, THE
REDEVELOPMENT AGENCY, THE SAN DIEGO
UNIFIED PORT DISTRICT AND GA YLORD
ENTERTA[NMENT COMPANY EXTENDING THE
TERM SIX MONTHS TO NOVEMBER 30, 2007 AND
ALLOWING FOR AN ADDITIONAL 90-DA Y
EXTENSION OF THE TERM IF NEEDED AFTER
NOVEMBER 30, 2007 BY MUTUAL AGREEMENT OF
ALL PARTIES AND AUTHORIZING THE CITY
MANAGER! EXECUTIVE DIRECTOR TO SIGN
AMENDMENT NO. [ TO THE LETTER OF INTENT
ON BEHALF OF THE CITY AND THE
REDEVELOMENT AGENCY
WHEREAS, the City Council and the Redevelopment Agency of the City of
Chula Vista approved a Letter of Intent (LOI) between the City ofChula Vista, the
Redevelopment Agency of the City ofChula Vista, the San Diego Unified Port District
(Port), and Gaylord Entertainment Company (Gaylord) concerning Bayfront hotel,
convention center, and ancillary development on July 25, 2006, pursuant to RDA
Resolution No. 2006-1953 and City Council Resolution No. 2006-232; and
WHEREAS, the City Council and the Redevelopment Agency of the City of
Chula Vista approved an Addendum, and reconsidered that approval to the Addendum, to
the Letter ot. Intent between the City ofChula Vista, the Redevelopment Agency of the
City of Chula Vista, the San Diego Unified Port District, and Gaylord Entertainment
Company conceming Bayfront hotel, convention center, and ancillary development on
October 10,2006, pursuant to RDA Resolution No, 2006-1958 and City Council
Resolution No, 2006-307 and on November 7, 2006, pursuant to RDA Resolution No.
2006-1964 and City Council Resolution No. 2006-332, respectively; and
WHEREAS, since the approval ot'the LOI and the Addendum to the LOI, City
and Port statT have been engaged in substantive discussion and negotiations with
Gaylord; and
WHEREAS, approval of Amendment No, I to the LOI will facilitate the
continuation of these negotiations;
NOW THEREFORE, BE [T RESOLVED by the City Council of the City of
Chula Vista and the Redevelopment Agency of the City ofChula Vista that it approves
Amendment No, I to the Letter of Intent, a copy of which shall be kept on file in the
Office of the City Cleric
1-18
RDA
RESOLUTrON NO.
BE fT FURTHER RESOLVED by the City Council of the City of Clmla Vista
and the Redevelopment Agency of the City of Chula Vista that it authorizes the City
Manager/ Executive Director to execute Amendment No. 1 to the Letter of Intent on
behalf of the City and the Agency.
Presented by:
Approved as to fonn by:
'a-~ /J<~~
Ann Moore
City Attorney
.I]m Thomson
City Manager
I. i\llUlI1cy'TI.L\i\RFS()S,Rl"SU- r~uyli-()111liuyl\\i'tI l.()] i\l11endlllent No I doc
7
, --, 9