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HomeMy WebLinkAbout2008 CON CDC Buxton Community / Marina Gateway - Retail Attraction & Retention ProgramAGREEMENT BY AND BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AND BUXTON COMMUNITY ID THIS AGREEMENT is entered into this 19TH day of February 2008, by and between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY, a municipal corporation (the "CDC"), and Buxton Community ID (the "CONSULTANT"). RECITALS WHEREAS, the CDC desires to employ a CONSULTANT to provide a comprehensive marketing strategy to recruit retail/restaurant tenants to the Marina Gateway Area; and WHEREAS, the CDC has determined that the CONSULTANT is a retail marketing company and is qualified by experience and ability to perform the services desired by the CDC, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CDC hereby agrees to engage the CONSULTANT, and the CONSULTANT hereby agrees to perform the services hereinafter set forth in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services required hereunder will be performed directly by the CONSULTANT, or under direct supervision of the CONSULTANT. 2. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A". The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CDC for such services, except as authorized in advance by the CDC. The CONSULTANT shall appear at meetings cited in Exhibit "A" to keep staff and the Community Development Commission advised of the progress on the project. The CDC may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CDC and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services, not to exceed a factor of 40%, or $20,000 from the base amount ($50,000). The CONSULTANT agrees to provide future retail matching and marketing services for $20,000 for an additional 2 sites and 1) define the selected sites' retail trade area, 2) analyze the selected sites' retail potential and site determination criteria, 3) identify (10) retail matches for the selected sites, 4) publish 2 retail marketing packages for each targeted retailer, and 5) assist with setting appointments between targeted retail matches and the City; at a later date. 3. PROJECT COORDINATION AND SUPERVISION. Jacqueline Reynoso is hereby is designated as the Project Coordinator for the CDC and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Lisa Hill thereby is designated as the Project Director for the CONSULTANT. 4. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed the schedule given in Exhibit "A" ($50,000) without prior written authorization from theExecutive Director of the CDC. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A"as determined by the CDC. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (5) years from the date of final payment under this Agreement, for inspection by the CDC and for fumishing of copies to the CDC, if requested. 5. LENGTH OF AGREEMENT. Completion dates or time durations for specific portions of the Project are set forth in Exhibit "A". 6. DISPOSITION AND OWNERSHIP OF DOCUMENTS. Memoranda, reports, maps, drawings, plans, specifications and other documents prepared by the CONSULTANT for this Project, whether paper or electronic, shall become the property of the CDC for use with respect to this Project, and shall be tumed over to the CDC upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CDC, and CONSULTANT thereby expressly waives and disclaims, any copyright in, and the right to reproduce, all written material, drawings, 2 plans, specifications or other work prepared under this Agreement, except upon the CDC's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CDC, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CDC may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium or method utilize the CONSULTANT's written work product for the CDC's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CDC of documents, drawings or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14 but only with respect to the effect of the modification or reuse by the CDC, or for any liability to the CDC should the documents be used by the CDC for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 7. INDEPENDENT CONSULTANT. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT'S employees are employees of the CDC and are not entitled to any of the rights, benefits or privileges of the CDC's employees, including but not limited to retirement, medical, unemployment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CDC for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement nor any interest herein may be assigned by the CONSULTANT without the prior written consent of the CDC. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees or subcontractors as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONSULTANT with its subcontractor(s) shall require the subCONSULTANT to adhere to the applicable terms of this Agreement. 8. CONTROL. Neither the CDC nor its officers, agents or employees shall have any control over the conduct of the CONSULTANT, or any of the CONTRACTOR's employees except as herein set forth, and the CONSULTANT expressly agrees not to represent that the CONSULTANT or the CONSULTANT's agents, servants or employees are in any manner agents, servants or employees of the CDC, it being understood that the CONSULTANT, its agents, servants and employees are as to the CDC wholly independent contractors, and that the CONSULTANT 's obligations to the CDC are solely such as are prescribed by this Agreement. 3 9. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT, and each of its subcontractors, shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 10. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications and approvals of whatever nature that are legally required to practice its profession. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit or approval which is legally required for the CONSULTANT to practice its profession. 11. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT 's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this agreement, the CONSULTANT warrants to the CDC that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings conceming the CONSULTANT's professional performance, or the fumishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CDC, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CDC otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CDC are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -paragraph will render the CONSULTANT liable to the CDC for any increased costs that result from the CDC's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 12. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or 4 medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CDC setting forth the provisions of this non-discrimination clause. 13. CONFIDENTIAL INFORMATION. The CDC may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CDC. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 13, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CDC. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CDC for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 14. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify, and hold harmless the Community Development Commission of the City of National City, its officers and employees, against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attomeys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligent performance of this Agreement. 15. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Government Code and all amendments thereto; and all similar state or Federal acts or laws applicable; and shall indemnify, and hold harmless the CDC and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable 5 attomey's fees and defense costs presented, brought or recovered against the CDC or its officers, employees or volunteers for, or on account of, any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. 16. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its subcontractors, when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies: ❑ A. If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include non -owned vehicles. C. Comprehensive general liability insurance, with minimum limits of $1,000,000 combined single limit per occurrence, covering all bodily injury and property damage arising out of its operation under this Agreement. D. Workers' compensation insurance covering all of CONSULTANT's employees. E. The aforesaid policies shall constitute primary insurance as to the CDC, its officers, employees, and volunteers so that any other policies held by the CDC shall not contribute to any Toss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CDC of cancellation or material change. F. Said policies, except for the professional liability and worker's compensation policies, shall name the CDC and its officers, agents and employees as additional insureds. G. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agree- ment. H. Any aggregate insurance limits must apply solely to this Agree- ment. I. Insurance shall be written with only Califomia admitted companies which hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the City's Risk Manager. J. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the CDC may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. 17. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements, or any inaccuracies in any of the representations and warranties on the part of the other party arising out of 6 this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attomeys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CDC shall, in addition, be limited to the amount of attorney's fees incurred by the CDC in its prosecution or defense of the action, irrespective of the actual amount of attomey's fees incurred by the prevailing party. 18. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. Any controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, Califomia, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be bome equally by the parties to the arbitration, provided that each party shall pay for,and bear the costs of, its own experts, evidence and attomeys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 19. TERMINATION. A. This Agreement may be terminated with or without cause by the CDC. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CDC for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement, or the performance of services, or the failure to perform services as directed by the CDC. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. D. In the event of termination, all finished or unfinished memoranda reports, maps, drawings, plans, specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall immediately become the property of, and be delivered to, the CDC, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CDC by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CDC all rights set forth in Section 6. 7 E. The CDC further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To the CDC: To the CONSULTANT: Brad Raulston Executive Director Community Development Commission of the City of National City 1243 National City Boulevard National City, CA 91950-4301 Lisa Hill Territory Business Manager Community ID Division Buxton 2651 S. Polaris Drive Forth Worth TX 76137 Phone (817) 332-3681 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept, or the inability to deliver because of changed address of which no notice was given, shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. 8 21. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the Community Development Commission of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CDC of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CDC in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CDC. ❑ If checked, the CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CDC for all damages, costs or expenses the CDC may suffer by virtue of any violation of this Paragraph 21 by the CONSULTANT. 22. MISCELLANEOUS PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or Federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or Federal, state or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. 9 G. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. H. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Califomia. I. Entire Agreement. This Agreement supersedes any prior agree- ments, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto, shall be of any effect unless it is in writing and executed by the party to be bound thereby. J. Successors and Assigns. This Agreement shall be binding upon, and shall inure to the benefit of the successors and assigns of the parties hereto. K. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with, or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY By: Ron Morrison, Chairman APPROVED AS TO FORM: George H. Eiser, III CDC Legal Counsel By: BUXTON COMMUNITY ID (Two - gna res required for corporations) David Glover Chief Financial Officer President, Community ID Division 10 no communitylD® Proposal to Develop: A RETAIL ECONOMIC DEVELOPMENT STRATEGY For: City of National City, CA From: Lisa Hill February 11, 2008 Expiration Date: May 12, 2008 EXHIBIT "A" CommunitylD' INDEX I. SUMMARY II. INTRODUCTION TO BUXTON III. NEEDS/CHALLENGES IV. GOALS/DESIRED RESULTS V. PROCEDURES/SCOPE OF WORK VI. PROJECT TEAM VII. PROJECT REQUIREMENTS VIII. TIMELINE IX. FEES FOR SERVICES X. SIGNATURE PAGE XI. ENDORSEMENTS/REFERENCES Buxton roe Community!!? I. SUMMARY Community/D® is a proven retail development strategy that can be immediately implemented by National City. Buxton integrated proprietary technical capabilities with more than 500 cumulative years experience in retail management and local economic development to create Community/CO. This unique strategy has brought both innovation and a disciplined approach to municipal retail development efforts. During the 60 business days it takes to complete Community/Do, civic leaders are actively involved in the process and make important decisions that guide the direction and results. The four main phases of the process are: Researching and Verifying National City's Retail Trade Area This phase starts with the in-depth collection of the same location variables that Buxton uses to qualify locations for retail clients. Because of Buxton's unique capabilities, we can translate this retail -specific information into market intelligence that community leaders need to attract and grow their retail sectors. Evaluating National City's Retail Potential The evaluation phase will clarify what makes National City distinctive and valuable from a retailer's viewpoint. Through daily involvement in retail location analysis, Buxton has acquired the unmatched ability to evaluate a community's retail potential. Matching Retailers and Restaurants to National City's Market Potential The consumer profile of National City's trade area will be matched against the customer profiles of over 5,000 retailers and restaurants in Buxton's proprietary database. The final match list is developed with the input of community leaders so that it reflects the needs and desires of the residents. Delivering National City's Marketing Packages Individual marketing (pursuit) packages for each retailer match are delivered in hard copy. With Community/Do), National City can unleash its full retail potential, seize new retail opportunities and expand existing businesses. Buxton nil CommunitylU 11. INTRODUCTION TO BUXTON Since our founding in 1994, Buxton has been a leading force in retail location and development. We are recognized for creating solutions that provide results. Buxton began as a service to help retailers make informed site selection decisions by understanding their customers and precisely determining their markets. Buxton leaders soon realized that the company's expertise in retail location and market analysis could also be leveraged to benefit communities desiring retail expansion. Please note that in this proposal the term "retail" is inclusive of all retail concepts. Community/D Designed specifically for use in community economic development programs, Buxton's Community/D process has assisted more than 350 public sector clients nationwide, resulting in the development of more than 20 million square feet of retail space. We integrate our impressive technical capabilities with more than 500 cumulative years of retail management and local economic development experience to help municipalities achieve their retail goals. More than simply providing data, Community/Do supplies custom marketing materials and strategies targeting the unique location requirements of retailers, developers and commercial real estate brokers. Community/Do clients achieve outstanding success using our tools for retail identification, selection and recruitment. And our clients benefit from our unique understanding of retail site selection from the retailer's point of view. The combination of technical expertise and professional guidance gives municipalities the capacity to immediately implement an effective retail development program. Benefits of Community/D© With Community/D(0 you have immediate access to: • Retail Industry Expertise. Gain a competitive position by working with professionals who have years of retail management experience plus current insights into your community and site selection processes and trends. • Community Development Best Practices. Expand and sharpen your retail development focus by incorporating best practices discovered by Buxton through daily work with municipalities across the nation. • Proprietary Systems. Gather useful information by having Buxton's technology specialists analyze your trade area accessing data stored on Buxton's in-house databases. Buxton 3 MI Community/D. • Personalized Content. Advance your retail recruitment program by receiving personal guidance from our staff and ongoing insight into key industry topics via our monthly e-newsletter, webcasts and other interactive tools. • Long -Term Partnership. As a Buxton client and partner you have unlimited access to our staff to help optimize your marketing efforts at the International Council of Shopping Centers (ICSC) annual meeting in Las Vegas, NV. • Add -On Research. Keep your CommunityID® updated and focused by getting special rates on additional research, including retail marketing packages and refreshes of basic information. Buxton 4 nil CommunityllY III. NEEDS/CHALLENGES National City wants to understand and then capitalize on the retail development opportunities. As communities increasingly compete for retail dollars, attracting the attention of retailers has become more challenging than ever. Marketing your community plays a dominant role in today's competitive economy. The challenge for the community is to attract retailers and developers by providing trade area information that is complete, accurate and up-to-date. Using our proprietary methodologies, Buxton will collect and analyze your community's trade area information and give it to you in a format that is easy -to - use and appealing to real estate executives and developers. The best information, however, is useless without a plan for using it. Much more than data collection, CommunityV' is an execution strategy that can help you build or revitalize your existing marketing and economic development program. With Community/De, you will be prepared to: • Achieve your retail potential by establishing a long-term partnership with Buxton • Integrate retail development into your economic development program • Increase your success by preparing National City to meet the needs of retailers • Effectively position your community by leveraging your locations' strengths and minimizing weaknesses • Convey National City 's advantages over competitors' advantages • Establish credibility with retail decision makers • Maximize time and resources by not pursuing unqualified prospects • Win the confidence and trust of prospects by understanding their priorities • Use competitive analysis to close the sale Buxton 5 CommunityID• IV. GOALS AND DESIRED RESULTS The primary goal of Community/D© is to prepare National City to successfully expand its retail sector. Community/De serves as the framework for developing a sustainable marketing program that not only achieves short-term goals but also endures to ensure the economic viability of the retail sector over the long-term. Such a marketing program will bring the following desired results: • Residents' desires to shop and dine at home will be fulfilled • Retail leakage will be minimized • Tax revenues (property and sale/use taxes) will increase • Employment opportunities will grow • National City's ability to capture other economic opportunities will be enhanced Buxton a..rr.rc.�,.. 6 rill Communityll Y V. PROCEDURES/SCOPE OF WORK Once you have engaged Buxton to work with you in developing Community/De, a project team will be assigned to guide you through the entire process from initial data collection to final presentation of the results. This team consists of: • Client services manager, who will serve as your primary source of communication during the project • Geographic Information System specialist, who will analyze your trade areas and create customized maps and reports • Professionals with backgrounds as retail executives and economic development practitioners, who will address your unique challenges and help maximize National City's retail opportunities Staff Visits During visits to the community, Buxton's staff is able to make clear and candid assessments of the community's strengths, weaknesses and potential by using the same analytical programs and location matrixes that are used to qualify communities and sites for our retail clients. Our daily involvement with over 1,700 retail and restaurant clients in finding optimal locations keeps us current on retail location trends. This provides a rational and analytical basis for helping National City decide how to best focus resources on the most promising retail opportunities. Data Collection Buxton uses over 250 consumer and business databases that are updated throughout the year, and in some cases, every month. Although it is possible to obtain these databases for less expense on a community or regional basis, Buxton buys and is licensed to use the complete U.S. datasets. With this information Buxton will compare the city's potential location to the universe of all retail locations operating in the U.S. The following are some of the more well-known sources used in our studies, but there are dozens more that we employ to provide additional insight: • Mediamark • Acxiom • InfoUSA • Claritas • National Research Bureau • Navteq Geographic Data • Dunn & Bradstreet Business Data Buxton; CommunitylU Identify Market Influencers All communities have special and often unique features that impact the local retail market and have to be taken into consideration to fully understand the market potential of the community. Such influencers include larger ethnic populations, significant new or expanded developments, military bases, universities and colleges, destination tourist attractions, prisons, medical facilities or major employers. After identifying these market influencers in your community, Buxton will quantify and qualify their influence on the retail market and help to match retailers that can capitalize on these customer bases. You will benefit from the project team's expertise and insight in these four areas: 1. Researching and verifying National City's retail trade area 2. Evaluating National City's retail potential 3. Matching retailers and restaurants to National City's market potential 4. Delivering National City's marketing packages These four major components comprise the Community/De process. Each component is explained in detail as follows: 1. Researching and Verifying National City's Retail Trade Area The location decision process for all retailers begins with the collection, analysis and evaluation of numerous location variables such as demand density, customer buying habits, economic trends, competition, traffic volumes, and available sites, to name a few. The Community/De process for National City will also start with the in-depth collection of data using the same location variables that we use for our retail clients to qualify sites for the location of their retail stores and restaurants. One goal is to define current retail situations in National City, in the trade area and in any neighboring communities that impact on National City's retail environment. The other goal is to understand the community's expectations and desires. This analysis includes personal visits to the community, collection of data components necessary to conduct the analysis and identification of market influencers. Buxton 8 CommunitylU Drive -Time Trade Area Definition Customers today shop by convenience, measuring distance based on time, not mileage. Community/D® will employ a custom drive -time analysis to determine National City's trade area. An example of a drive -time trade area is shown in Figure 1. This custom analysis is developed using an in-house database supported by our knowledge of individual retail client's actual trade areas. The resulting drive -time trade area map will be a polygon that more accurately depicts consumer shopping patterns than trade rings. To assure the accuracy of the drive -time trade area, the draft maps are reviewed with community leaders and verified before proceeding with the next step. Figure 1 .Example - Drive -Time Trade Area Buxton 9 CommunityID' 2. Evaluating National City's Retail Potential The purpose of the evaluation phase is to understand what makes National City distinctive and valuable from a retailer's viewpoint and scrutiny. Our evaluations capitalize on Buxton's knowledge about the retail marketplace and the location requirements and expectations of retailers. Combining this knowledge with our economic development competencies allow us to evaluate and recommend proven community practices. Our evaluations do not rely on dated government research or national/state statistics, all of which fail to reflect local realities. Rather, we implement our real -world experience gained from working with municipalities that have opened more than 20 million square feet of new or expanded retail space. We know how to help National City sharpen your retail marketing strategy, aggressively market the city and improve your competitive performance. Retail Leakage/Supply Analysis The Retail Leakage/Supply Analysis provides an estimate of retail dollars flowing in or out of the trade area. The two main components of this analysis are: 1) current actual sales (supply) by retail store type and products, in dollar amounts, and 2) estimated sales potential (demand) for retail store type and products, in dollar amounts. We first calculate a sales gap index that illustrates your ability to capture your residents' expenditures. An example of this index is shown in Figure 2. The sales gap index provides a relative comparison of leakage/surplus and an estimate of the dollars that are being spent outside the trade area (leakage) and the amount of dollars coming in from outside the trade area (surplus). Figure 2.Example - Sale Gap Index Buxton 10 CommunityID- Customer Profiling The Community/De process will identify and analyze all the households in National City's drive -time trade area. Based on more than 4,500 categories of lifestyles, purchase behaviors and media reading and viewing habits (psychographics), the households in your trade area are assessed to gain an understanding of the types of retailers that would be attracted to your community. Our in-house databases include both traditional demographic data and the most current psychographic lifestyle information for over 116 million households in the United States (as well as up to seven individuals living in each of these households). Each household in a trade area falls into one of 66 market segments reflecting the buying habits of customers in the household. The blue line in Figure 3 graphically profiles the households in a city's trade area. Figure 3: Example - Psychographic Profile c 11111/11111111111111 iiA!i!VIIIL I1 2 3 e s e 7 e via naanaaraas amnaeemeneaaeaawxanaamcaaewnsamemm me Buxton I I CommunitylD* Retail Site Assessment One (1) site is submitted by National City for analysis. Based on our collective experience in retail locations, the following factors are considered the analysis: • Psychographic analysis of households in trade area • Demand for retail goods and services • Existing Retail and retail trends in the trade area and surrounding region • Site setting, situation and configuration • Growth plans and relevant development • Retail goals of the community Buxton will develop a demand density profile of National City's trade area. Demand density measures the bottom -line value of the customers in the trade area —who they are, how many there are and what they buy. One of the significant advantages of Buxton is our ability to take the demand density data and to creatively translate it into a proactive market strategy tailored to take advantage of National City's strengths and to achieve its retail goals. Buxton CommunitylU 3. Matching Retailers and Restaurants to National City's Market Potential Once consumer profiles in National City's trade area have been determined, the Community/Do process will match these profiles against the customer profiles of 5,000+ retailers in our proprietary database. In Figure 4, the blue line indicates the customer profile of households in a community's trade area. The red line represents a specific retailer's customer profile. A similarity between the two profiles as shown in Figure 4 analyzed using Buxton's proprietary retail matching algorithm concludes that this site is an opportunity for a specific retailer to open a successful store. This matching results in a list of possible retailers. To develop the preliminary retail match list, Buxton analyzes a number of factors about each possible retailer to qualify it. This analysis is designed to eliminate those retailers that for any reason would not be a candidate for National City. Considered in this analysis are such factors as, verification of a retailer currently operating or expanding into your market, location of operations in similar cities, and competition and cannibalization from nearby locations. Once this analysis is complete, the preliminary list of retailers will be discussed and reviewed with the National City. Based on the selections by the sponsor, a final list of up to ten (10) retailers will be created for the development of marketing (pursuit) packages. Figure 4: Example - Trade Area Consumers Matched with Retailer Customer Profile 1 2 3 4 5 C 7 8 Glwnaan91a71844192 Pese72@mmfla'9oR0z!®GtaN]{3YMEIM71al425I8ab'iS55mT,86Om1528aeSB Buxton 13 Commun'rty1D' 4. Delivering National City's Marketing Packages Buxton will assemble two (2) individualized marketing (pursuit) packages for each targeted retailer. At National City's request, Buxton will customize each marketing package for presentation to individual retailers, developers, real estate brokers or potential franchisees. Because it is tailored to the specific needs of the target audience, each marketing package is ready to use as collateral marketing materials providing compelling and precise information that demonstrates National City's qualifications as a location. Buxton will also provide National City with a PDF copy of each individualized marketing package for each targeted retailer. Each marketing package contains: 1. Map of the retail site and trade area 2. Map of retailer's potential customers 3. Retailer match report that compares the site's trade area characteristics with the retailer's locations in similar trade areas 4. Demographic and psychographic profiles of the households in the trade area 5. Contact information for the person at the retailer who has location decision responsibilities Additionally, the client will receive a reference binder that includes information provided in the retail marketing packages. The reference binder will also include the retailer's site requirements, the contact information for the retailer's local decision maker, and any other relevant information to assist National City in their recruitment efforts. Community/Eci targets not only specific companies but also the individual in the company who has the responsibility for location decisions. To provide the best possible reception when National City contacts the targeted retailer, Buxton notifies each company that National City has been qualified by Buxton as a potential viable location for a store, restaurant or development and should expect to be contacted by a representative of the city. If the scheduling permits, Buxton will contact these retailers prior to ICSC in order to assist National City with creating appointments at the conference. Buxton 14 CommunitylL Figure 5: Example - Retail Match Report (Retail Match Report summarizes a city's location advantages for a specific retailer). CommunitylL Retailer Match Report (otipafy: IT/ Canon, Lyon Date: 4/15/7115 Site Stine Highway 314 1 Griu had Tose (ormo e/. USA Segmentation Pro1Nc(1) (15 In(atte Drive Timer) 7 a eUinta"7IsifTh 7 Seri any Se Sm reS) Ton 32131M53.1723e1041 4704r41e4rt 449WN Ib0 MBrF aselNt tl1174t16S Company Profit (DorNnw Segmentary NM Company Prone (Al Caw Segments) — Sloe Pry') Trade Idea Carquad (15 Ni. Oa re liege) 7' l CiRarry Atuage Trade Area./ Tau tammoniq, USA Sete Trade ku 7113 Ettinnte4 3101 Projected Total Nance 43,175 44,516 47311 Total Haaehddt IT,211 17.117 13.t03 Wailer Umlaut Semen llosielsolk 1,777 11.170 13.411 Dayorae (Wutday) Popelaaee* 11.170 27.160 71,177 .SapreeeMon wetle Odle Tams u, Oosedsst feO3rmp firs hags Anmge Trent Ana +' 0g6+psMYee EYm+y 548. .some d s dmsreed into err OW riserd mopnmar dewOW by AM rrounnoltt kw91e sne mown; Nam. DnJe Imes we 'deem Or nee . . esanen+ew mime Jo r loam tree Daman a. 'make. mama ma, mono OARaI, Those sspw0 earn tr sMY A}W WM tees SW (OWE U lla. XYZ Carron! end. moss amid in ere comers= ws sn*Fr ti popleron ant market typo to You Cerrenerdtr. USA min number of parsons Annoyed n!hearer mare tree amen Yews Orr�1.�eN e0...__ erIN1'JiM.r.••ww.e•_Ali _— rr.n..►Y • 4 J••M•'A• Buxton 15 re Communityll DELIVERABLES Community/De deliverables will be presented to National City in two bound hard copies. Deliverables include the following: • Drive Time Trade Area Map • Retail Site Assessment — includes Retail Leakage/Supply Analysis and Customer Profile • Retail Match List with contact information for the key decision maker(s) for each targeted retailer • Final Report and (2) Marketing (Pursuit) Packages per each of the 10 targeted retail matches, as well as a PDF copy of the Marketing Packages for each of the targeted retail matches • An electronic presentation highlighting the Community/De process and findings will be a part of the deliverables. It is designed for local presentations to chambers of commerce, civic clubs and other groups interested in the retail development of National City. Buxton 16 re CommunityllY VI. PROJECT TEAM Team members for your project will include Buxton personnel with strong retail and economic development backgrounds as well those from operations: the Territory Business Manager, appropriate Senior Vice President and Client Services representative. isa Hill Territory Business Manager Community/D® Division As a Community/0/ territory business manager, Lisa works with municipalities in their retail economic development efforts. By understanding what retailers need to make site selection decisions, Lisa enables community leaders to understand and "speak retail." Prior to covering California, she focused on communities in Missouri and Kansas. Lisa brings a strong knowledge of the CommunitylD' retail economic development strategy and a solid background in client service to his position. Lisa received her B.A. degree from Texas Wesleyan University and is a member of the International Council of Shopping Centers (ICSC). Amy Wetzel Senior Vice President, Community/D® Division, Western Region Amy brings more than 15 years of marketing, retail and business development experience to her position. Prior to joining Buxton, Amy held positions with the Colleyville (Texas) Chamber of Commerce, Baylor Health Care System and Andersen. Amy has worked with numerous communities to establish or enhance their retail recruitment strategies and has been a featured presenter at many organizations, including the Association of Washington Cities, the Urban Land Institute, the National League of Cities, and the League of California Cities. She is a member of the California Association of Local Economic Developers, the California Redevelopment Association and the Association of Washington Cities. Amy holds a bachelor's degree in communications from Baylor University. Buxton 17 FM Community) U Philip Davis Manager/Senior GIS Analyst, Community/Do Division As senior analyst for the Community/Do division, Philip oversees every aspect of Community/Do projects in Buxton's GIS department. His duties include supervising daily operations, working with clients, managing projects and serving as a liaison between analysts and the sales team. Philip has managed the GIS function for more than 350 Community/Do projects for such clients as San Jose, CA; Atlanta, GA.; and Birmingham, AL. Working on projects for two divisions in the company has given Philip a complete understanding of both the retail industry and municipal needs, adding to his expertise in community retail recruitment. Philip graduated from the University of North Texas with a degree in Geography. Bill R. Shelton, CEcD Partner Community/Do Division Bill is a founding partner of Community/Do, Buxton's retail development program for communities. For more than 20 years, Bill worked for the Fort Worth Chamber of Commerce, serving 16 years as its president. He is a Certified Economic Developer and is past chair of the American Economic Development Council. A founding member of the Texas Economic Development Council, he has served as the organization's president. Bill was honored with a lifetime membership to the International Economic Development Council. Bili's professional service also includes serving as dean of the Basic Economic Development Course at Texas A&M University. Bill holds a bachelor's degree in marketing from the University of Texas at Austin, and he completed post -graduate studies at Texas A&M University. Buxton 18 rviCommunityllY Harvey H. Yamagata Chief Marketing Officer & President Community/LY Division Clients benefit from the expertise Harvey has gained during 35 years in retail, including leadership roles in brick and mortar, catalog and website retailing. His 20-year career at Tandy Corporation covered the time when the company grew from $350 million to $3.5 billion in sales and took him from retailing in Europe to opening distributors in Asia. He headed the marketing efforts of the RadioShack Business Products division at a time when they held the major share in the burgeoning personal computer market. Harvey received a bachelor's degree from the University of Wisconsin and a master of business administration degree from Texas Christian University. Buxton 19 CommunityID VII. PROJECT REQUIREMENTS To effectively initiate this project, we request that you provide the following: 1. Project Liaison • National City will designate a project manager who will serve as Buxton's primary contact during the project. 2. Community Information and Reports • National City logo (vector file — request your ad agency and/or printer) • Addresses and descriptive information for the site that will be evaluated • Current traffic count data • List of planned retail, commercial or mixed use (either proposed or in development) in the community • List of major, national or regional retailers that have closed, left or moved from the community • General community marketing materials, data and economic reports Project Launch A conference call with representatives of National City and the Buxton Project Team will officially launch the project. The project launch will occur when: 1. An agreement is executed 2. The initial payment is received, and 3. The Community Information and Reports are received Buxton CommunityllY VIII. TIMELINE The following timeline is sequential and cumulative. It starts on the day of the project launch conference call. Business Days Client Responsibilities Buxton Responsibilities Start Provide to Buxton all necessary community information. Day 1 Participate in the launch call. Participate in the launch call. Day 6 Trade Area Map ships. Day 13 Approve Trade Area Map. Day 18 Retail Site Assessment ships. Day 25 Approve Retail Site Assessment Day 40 Retail Match List ships. Day 50 Submit selections of all retail matches to be included in the Final Report and Retail Marketing Packages. Day 60 Final Report and Retail Marketing Packages ship. By adhering to this timeline, the Community/De deliverables will be sent on or before 60-days after the launch date. Any missed target dates can delay the final delivery date. If there are extenuating circumstances that prevent target dates from being met, a new timeline will be developed. Delays of more than 45 days in timeline schedule by the community will result in an administrative fee of five percent (5%) of the contract price to be charged. Buxton 21 CommunitylID' IX. FEE FOR SERVICES The Cost of Community/Do is $50,000. The compensation for the CONSULTANT shall be in accordance with the terms of the Agreement By and Between The Community Development Commission of the City of National City and Buxton Community/Do. The monthly billings fee will be based on the actual work performed. The anticipated monthly billing for the actual work performed and the related Buxton delivery items is as follows: 1. $12,500 upon delivery of the trade area map 2. $12,500 upon delivery of the retail site assessment 3. $12,500 upon delivery of the retail match list 4. $12,500 upon delivery of the final report and marketing packages Hard copies of all Community/ " deliverables including marketing packages will be provided. Buxton to provide future services for $20,000 for an additional 2 sites and 1)define the selected sites' retail trade area 2) analyze the selected sites' retail potential and site determination criteria 3) identify (10) retail matches for the selected sites and 4) publish 2 retail marketing packages for each targeted retailer, and 5) assist with setting appointments between targeted retail matches and the City; at a later date. Upon Buxton's review, specifics on the Marina Gateway area and Marina Gateway Development Company, LLC'c PKF study will be provided where appropriate. Buxton 22 re CommunitylU Fee W-9 Mee Docents teal Lemma a rlwrry Bear twee. seas Request for Taxpayer Ideutifcation Number and Certification - Gina farm to the raga's -Ws Do NOT send 20 the IRS. g ts Iea i �M join*mount lowx7t9dL) b 2.) a y0m c w acme;a e Sao* owilene on Pere pr),�_v Itumak T Ide. Nor Swink trearootant ume< LI rarwwmowv on age rpPoed.er ease: C botairrellSale proprietor VC -lawman 0 ►aowsnp draw ► Manta Washer, sent reni at. a ate no.) ,CDC-4,17(. O �2r'i.f i a; q h Neausie's new end assets teeth ere cand 7IP .r71 Z.(XJPI T,{� 7.6/_? 7 Pa-t I Taxpayer Identificet`mn Number (TR" lir Kayo writ e% here Optimal Erne yell' 1IN in the appropriate Inaddiants, tits b you ISSN). However, if you sok prnpricao, see the ;Of oirne entities, at Is your Identification number PhD ernes, see Hoar To Get Note: IIMe &rouse Is In see e chart on page 2 the number to enter. box. For social security number s.aral equity ranee. + area resident elan OR a 1 1 tn:tructions on page 2.I t I -It I I I employer OR If you de ram have a11/Ithisolding Part II Fry Payees Emma From Backup (See theInstructions m pe9B 2.7 a Teh or. page 2 ttrne'rltao �aeerrr���yes manna, mere tram one name, for gu'eeftres on whose 1! 'I1 17'I / ICI f I ► Part 1)) Certification Undo, ?end is of perjury. I cold* met 1. The menace shown on this fort is my Coma rexpeYer klenarntbn melba (nr I em waking fora number in be heated to mei, and 2. I am not subject to backup wh1Wadirg beaus (ai I en exempt ham besurp wktamehg, err MI hem not beta sadiron by the Internal Revenue Service (IRS) Usk I am safest to backup withholding es a rest of a faYne to report err interest cr dividends, or (4 the IRS has notified me Ma 1 am no longer silo% a bednrl withholding. CjWu9bo Ibevuctio s.—Yes man ores an kw 2 'bow 'you have Peer rotated by the IRS than you are twenty subject to badwo whhhoiling because you have fled to repro eh interest and dividends on your tax return. For rut estate becsectan;, Item 2 doss not apply. For mortgage interest paid, eau of abandonment of spored property. cancalatknn redebt, corarlbutbro wan Irdviduel rearemenr arrangement (MA), and general , pa end addends. you are not required to sign Cie C.Vcatbn, but you oust prowde your correct TIN. (5 y in r._ 2 Sign Hera Sigrrauec Purpose of Form. -A gumbo who LS requted to lee an Information return with the IRS must get your correct texpey2 identification number INN) to report kr exempt, Income paid to you. red estate rrarrgeo2Jons, mortgage interest you paid. acquisition or abandonment at Maud property, cancellation of debt, or contdbudnns you nnrde is an IRA. Use Fen We to give your cermet TIN to the person requesting It fuse requester) and, when applicable, to: 1. Certify the TIN you ore g»itg is t.mruct (or you are wabtlg for a number to he iaailed), 2. Certify you are not SubJett t0 becktp withholding, or 3. Cahn exemption horn backup withholding it you are an exempt payee. Note: If a requester glees you a far other Nun a W-9 m request your Tb1, you must use Mc interssIO2 9 form t a 12 substanlaxy smear to Usk Form W-P. Whet Is Backrp WinlwWhg7—Persons me d le certain paragon to you must with old and pay to do IRS 31% et such payments under certain conditions. Th( s caked'buch1p wthhrbkhg.' Payments that nary be su(act to backup wtltadbng inckrde Interest dmdenda, broker and barter exchange transactions. rents. royoties, rolemphgyee say, and curtail payments from fisting boat operators. Real estate trensedfeas are not subject to beciwp .. o(Ang. If you give the requester your correct TIN, make the proper certification, enC report all your taxable interest and dlvinemes on your tax return, payments you receive eittl not be subject to backup WigtMkfing. Payments you receive er2It be subject to bpctwp withholding it 1. Y07 do no: turners your TIN to the requester. or 2. The IRS lets the requester that you furnished of incorrect TIN. or S. The IRS oaks you that you ere subject to backup vndanobing because you did not report as you Intent% and addends on your lox return Fur reportable Everest and dividends only). or 4. You do not certify to the requester that you arc not subject to backup widxnbtlp under 3 ashore Po- reportable entreat and dividend accounts opened after 1983 tray), n1 Cr:. Na. tp2]1 x bate ► 5. You do not candy year TIN when required. see the Part III instructions on page 2 for debts. Certain payees and payments are exempt from bedsit Withholding, See the Par U Imburdwts mutt thy separate Instructions nor the k.queNar of Form w.e. Penalties Failure To Furnish T1N.--R you ink to furnish your correct TIN )n artale3tOr, you ere subject to a penally oa 55n for each Such :allure unless your feline k. due to reasonable cause and not to willful neglect CMt Penalty for False hdormadon With Respeot So wh2hddktg.—Ifyou make e (else statement wtl: no reasonable bests that sassier a nc backup Mthhoidfng, you are subject to 8 sbee penalty. Criminal Penalty for FNsNying Information.— Willfully falsifying certifications or dtkm pions may subject you to crtmina' perne2icr, Including fines e2d)ot tnprborxnent Misuse of Tlais..—if the requester dgr9Ose5 or ast3 YIN'S ea violation of Fedaial Isw. the requester may be rubJ801 to UvI end criminal pennies. Form W-9 (Rol. lbeq Buxton 23 re Community/D. XI. ENDORSEMENTS/REFERENCES Buxton prides itself on exceptional client service that results in ongoing client satisfaction. Following are just a few of many endorsements from Community/D® clients. Buxton 24 Buxton - City of AlbertvilleR AL Jennifer Palmer 316 Sand Mountain Drive East Albertville, AL 35950 (256) 878-3821 jmooreoalmer@charter.net Village of Broadview. IL I lenry Vicenik Village President 2350 South 25'h Avenue Broadview, IL 60155-3800 (708) 681-3600 hvicenik@villageofbroadview.com City of Clemson, SC Chip Boyles Assistant City Manager 1200 - 3 Tiger Blvd. Clemson, SC 29633 - 1566 (864) 653-2030 cboyles@cityofclemson.org City of Colleyville, TX Scott Welmaker Director of Economic Development 100 Main Street Colleyville, TX 76034 (817) 503-1060 welmakers@ci.collevville.tx.us City of Colonial Heights, VA Richard Anzolut City Manager PO Box 3401 Colonial Heights, VA 23834 (804) 520-9265 citvmanager@colonial-heights.com City of Covington. TN Mayor David Gordon 200 W. Washington Covington, TN 38019 (901) 476-9613 dgordon@covingtontn.com Community/D References City of Denton, TX Linda Ratliff Director of Economic Development 101 S I ocust, Suite 500 Denton, TX 76201 (940) 349-8303 lindasatliff@citvofdenton.com City of Duncanville. TX Earle Jones Director of Economic Development 203 E. Wheatland Road Duncanville, TX 75138 (972) 780-5093 ciones@ci.duncanville.tx.us City of Edinburg, TX Ramiro Garza Executive Director 602 West University Drive, Suite B Edinburg, TX 78539 (956) 383-7124 Ramiro@edinhurgedc.corn City of Fuquay-Varina, NC Carla Morgan Director of Finance 401 OId Honeycutt Road Fucluay Varina, NC 27526 (919) 552-1439 chmorgan@fuouav-varina.org City of Gardena, CA G. Yvonne Mallory Economic Development Manager 1700 West 1620tl Street Gardena, CA 90247-3778 (310) 217.9533 vmallorv@ci.gardena.ca.us City of Gary, IN Ben Clement 839 Broadway 2nd Floor Gary, IN 46402 ben clement 99@vahoo.com Last Revised 12-17-07 City of Hercules, CA Steve Lawton Director of Community Development 1 1 1 Civic: Drive Hercules, CA 94547 (510) 799-8233 slawton@ci.hercules.ca.us City of Hesperia, CA Lisa LaMere 15776 Main Street Hesperia, CA 92345 (760) 947-1910 Ilamere@citvothesocria.us City of Jacksonville. FI Glenda Washington 5000-3 Norwood Ave. Jacksonville, FL 32208 (904) 924-1100 genda.washington@myiaxchamher.com 1 ogan County (CO) Planning and Zoning. CO Jim Neblett County Planner 315 Main Street, Suite 2 Sterling, CO 80751 (970) 522 7879 nebletti@Ioganco.Qov City of Marion. IN Wayne Seybold Mayor 301 S. Branson Street Marion, IN 46952 (765) 668-4401 wsevbold@marionindiana.us City of Maryville. MO Lee Langerock Maryville Chamber of Commerce 423 N. Market Maryville, MO 64468 (660) 582-8643 ecodev@asde.net City of McKinney. TX John Kessel Executive Director of Development Services 222 North Tennessee McKinney, TX 75070 (972) 547-7402 jkessel@mckinnevtexas.org City of Moore, OK Deidre Ebrey Director of Economic Development 301 N. Broadway Moore, OK 73160 (405) 793-5224 DiedreEcityofmoore.com City of Morganton, NC Sharon Jablonski Mainstreet Director 112 B West Union Street Morganton, NC 28655 (828) 438-5252 downtownmorganton@compascable.net City of New Braunfels. TX Mike Meek President Greater New Braunfels Chamber of Commerce 390 South Seguin New Braunfels, TX 78131 (830) 608-2808 meek@nbcham.org City of Palm Springs. CA John S. Raymond, Comrunity & FD Director Cathy Van Horn, ED Administrator 3200 East Tahquitz Canyon Way Palm Springs, CA 92263-2743 (760) 323-8259 johnr@ci.palm-sorings.ca.us cathvvci.palm-springs.c:a.us City of Paramount. CA Joe Perez Community Development Director 16400 Colorado Avenue Paramount, CA 90723 (562) 220-2225 jperez@paramountcitv.com Last Revised 12-17-07 City of_Park Ridge.Jt Kim Uhlig Economic Development Director 505 Butler Place Park Ridge, IL 60068 (847) 318-6013 kuhlig@parkridge.us City of Perris. CA Michael McDermott Director, Real Estate and Development 101 North "D" Street Perris, CA 92570 (951) 943-6100 ext 245 mmcdermott@cityofperris.org Town of Pinetop-Lakeside, AT Connie Boggs Executive Director 1715 Wrest John I . Fish Pinetop-Lakeside, AZ 85929 (928) 368-4000 mainst@cybertrails.com Richmond/Wayne County (IN) Convention and Tourism Bureau IN Mary Walker Executive Director 5701 National Road East Richmond, IN 47374 (765) 9 35-8687 mwalker@visitrichrnond.org City of Rochelle IL Peggy Friday Commercial/Retail Development Coordinator 420 N. 6th Street P.O. Box A Rochelle, IL 61068 (815) 561-2058 pfriday@rochelle.net City of San Jose. CA Office of Fconomic Development Nanci Klein Manager of Corporate Outreach 200 East Santa Clara Street, 14th floor San lose, CA 95113 (408) 535-8184 nklein@sariioseca.gov City of San Jose CA San lose Redevelopment Agency Anne Stedler Senior Development Officer 200 Fast Santa Clara Street, 14th floor San lose, CA 95113 (408) 795-1817 anne.stedler@sanjoseca.gov City of Salem. II Tracey McDaneld Fconomic Development Director 321 W. Main Street Salem, IL 62881 (618) 548-7021 ecodev@salernilus City of Selma. CA D. B. Heusser 1710 Tucker Street Selma, CA 93662 (559) 260-4577 dbh@cityofselma.corn City of South Bend, IN Bill Schalliol Economic Development Planner 1200 County City Building South Bend, IN 46601 (574) 235-5842 bschalli a.southbendin.00v City of St. Paul, MN Craig Blakely Strategic Planner 25 West Fourth Street City Hall Annex, 1100 St. Paul, MN 55102 (651) 266-6697 Craig.Blakely@ci.stoaul.mn.us City of Suisun CA Suzanne Bragdon City Manager 701 Civic Center Blvd Suisun City, CA 94585 (707) 421-7300 sbragdon@suisun.com Last Revised 12-17-07 City of Sumter. SC Kay Keich Downtown Director 21 North Main Street Sumter, SC 291 50 (803) 436-2535 rreich@sumter-sc.com City of West Plains. MO Kris Norman Economic Development Director 401 Jefferson Avenue West Plains, MO 65775 (417) 256-4433 kris@wocharnher.com city of Yukon. OK Jim Crosby City Manager 500 W. Main Street Yukon, OK 73085 (405) 354-1895 jcrosby@ci.yukon.ok.us Last Revised 12-17-07 Additional references who took positions at different cities: City of San Jose CA Kelly Kline City of Cupertino, CA Redevelopment/Economic Dev. Manager 10300 Torre Avenue Cupertino, CA 95(J14 (408) 777-3200 kellyk©cupertino.ora Last Revised 12-17-07 Population 10,000 and below City of Andalusia, Al Richard "Tucson" Roberts Economic Development Director 505 E. Three Notch Street Andalusia, AL 36420 (334) 222-7040 ccedc@alaweb.com City of Bridgeport. TX Mr. William Myers Director of Economic: Development City of Bridgeport 1 107 8fO Street Bridgeport, TX 76426 (940) 683-6633 Village of Broadview, 11, Henry Vicenik Village President 2350 South 25th Avenue Broadview, 11 60155-3800 (708) 681-3600 hvicenik@villageofhroadview.corn Sity of Covington. TN Mayor David Cordon 200 W. Washington Covington, TN 38019 (901) 476-9613 dgordon@covingtontn.com 1 awrenre County. Al Vicki Morese Executive Director 12001 Al Highway 157 Moulton, Al 35650 (256) 974-1658 Icc@hiwaay.net Sealy Economic Development Corporation, TX Kim Meloneck Economic Development Director 415 Main Sealy, TX 77474 (979) 88.5-3.511 kmeloneck@ci.sealv.tx.us Town of Pinetop-Lakeside, a7 Connie Boggs Fxecutive Director 1715 West John L. fish Pinetop-Lakeside, AL 85929 1928) 368-4000 rnainst@cvhertrails.com Population 10,000 - 30,000 City of Alber*ville,al Jennifer Palmer 316 Sand Mountain Drive Last Albertville, AL 35950 (256) 878-3821 imooreoalmer@charter.net Sity of Clemson, SC Chip Boyles Assistant City Manager 1200 - 3 Tiger Blvd. Clemson, SC 29633 - 1566 (864) 653-2030 choyles@cityofclemson.org City of Colonial Heights. VA Ric hard Anzolut City Manager PO Box 3401 Colonial Heights, VA 23834 (804) 520-9265 citvmanaser@colonial-heights.corn City of Fairmont, WV Jay Rogers City Planner 200 Jackson Street Fairmont, WV 26.554 (304) 366-6211 cityplanner@citvoffairmonb,vv.com City of Fuquay-Varina. NC Carla Morgan Director of Finance 4010Id Honeycutt Road Fuquay Varina, NC 27526 (919) 552-1439 chmorgan@fuauay.varina.org Last Revised 12-17-07 City of Hercules, CA Steve Lawton Director of Community Development 111 Civic Drive Hercules, CA 94547 (510) 799-8233 slawton@ci.hercules.ca.us Logan County Planning and Zoning. CO Jim Neblett County Planner 315 Main Street, Suite 2 Sterling, CO 80751 (970) 522-7879 nebletti@loganco.gov City of Maryville. MO Lee Langerock Maryville Chamber of Commerce 423 N. Market Maryville, MO 64468 (660) 582-8643 ecodev@ascle.net City of Morganton NC Sharon Jablonski Mainstreet Director 112 B West Union Street Morganton, NC 28655 (828) 438-5252 downtownmorgantonOcompascable.net City of Park Ridge. II Kim Uhlig Economic Development Director 505 Butler Place Park Ridge, IL 60068 (847) 318-6013 kuhlig©parkridge.us City of Rochelle, II Peggy Friday Commercial/Retail Development Coordinator 420 N. 6th Street P.O. Box A Rochelle, IL 61068 (815) 561-2058 pfriday@rochelle.net City of Salem —II Tracey McDaneld Economic Development Director 321 W. Main Street Salem, II 62881 (618) 548-7021 ecodev@salemil.us City of Selma.CA D. B. Heusser 1710 Tucker Street Selma, CA 93662 (559) 260-4577 dbh@cityofselma.com City of Suisun, CA Suzanne Bragdon City Manager 701 Civic Center Blvd Suisun City, CA 94585 (707) 421-7300 sbragdon@suisun.com City of West Plains, MO Kris Norman Economic Development Director 401 Jefferson Avenue West Plains, MO 65775 (417) 256-4433 kris@wochamber.com City oflukon QK Jim Crosby City Manager 500 W. Main Street Yukon, OK 73085 (405) 354-1895 jcrosby©ci.yukon.ok.us Population 30,000 — 50,000 City of Duncanville. TX Earle Jones Director of Economic Development 203 E. Wheatland Road Duncanville, TX 75138 (972) 780-5093 eiones@ci.duncanville.tx.us Last Revised 12-17-07 City of Edinburg. TX Ramiro Garza Executive Director 602 West University Drive, Suite B Edinburg, TX 78539 (956) 383-7124 Ramiro@edinburgedc.com City of Moore, OK Deidre Ebrey Director of Economic Development 301 N. Broadwav Moore, OK 73160 (405) 793-5224 DiedreE(a�citvofmoore.com City of Palm Springs. CA John S. Raymond, Community & ED Director Cathy Van Horn, ED Administrator 3200 East Tahquitz Canyon Way Palm Springs, CA 92263-2743 (760) 323-8259 johnr@ci.valrn-springs.ca.us cathtiv@ci.oalm-springs.ca.us City of Perris. CA Michael McDermott Director, Real Estate and Development 101 North "D" Street Perris, CA 92570 (951) 943-6100 ext 245 rnmcderrnott@cityofnerris.org Richmond/Wayne County Convention and Tourism Bureau. IN Mary Walker Executive Director 5701 National Road East Richmond, IN 47374 (765) 935-8687 mwalkerOvisitrichmond.org Population 50,000 — 70,000 Citylx_aLCupertino,CA Kelly Kline Redevelopment/Economic Dev. Manager 10300 Torre Avenue Cupertino, CA 95014 (408) 777-3200 kellvk@cunertino.org city of Duncanville. TX Earle Jones Director of Economic Development 203 E. Wheatland Road Duncanville, IN 75138 (972) 780-5093 eiones©ci.duncanville.tx.us City of Marion, IN Wayne Seybold, Mayor 301 S. Branson Street Marion, IN 46952 (765) 668-4401 wsevbold@marionindiana.us City of New Braunfels. TX Mike Meek President Greater New Braunfels Chamber of Commerce 390 South Seguin New Braunfels, TX 78131 (830) 608-2808 meek©nbcham.org City of Paramount. CA Joe Perez, Community Development Director 16400 Colorado Avenue Paramount, CA 90723 (562) 220-2225 Jperezgparamountcity.com Population 70,000 + City of Denton. TX Linda Ratliff Director of Economic Development 101 S Locust, Suite 500 Denton, TX 76201 (940) 349-8303 lnda.ratliffAcityofdenton.com City of Gary. IN Ben Clement 839 Broadwav 2nd Floor Gary, IN 46402 ben clement 99@yahoo.com Last Revised 12-17-07 City of Jacksonville. FI Glenda Washington .5000-3 Norwood Ave. Jacksonville, FL 32208 (904) 924-1100 Rlenda.washington@mviaxchamber.corn City of Gardena, CA G. Yvonne Mallory Economic Development Manager 1700 West 162"d Street Gardena, CA 90247-3778 (310) 217-9533 vmallory®ci.gardena.ca.us City of Hesperia, CA Lisa LaMere 15776 Main Street Hesperia, CA 92345 (760) 947-1910 Ilamere@cityofhesperia.us city of McKinney. TX John Kessel Lxecutive Director of Development Services 222 North Tennessee McKinney, TX 75070 (972) 547-7402 jkessel@mckinneytexas.org city of San Jose, CA San Jose Redevelopment Agency Anne Stedler Senior Development Officer 200 Last Santa Clara Street, 14th floor San Jose, CA 951 13 (408) 795-1817 anne.stedler@sanioseca.gov City of San Jose, CA Office of Economic Development Nanci Klein Manager of Corporate Outreach 200 East Santa Clara Street, 14th floor San Jose, CA 95113 (408) 535-8184 nklein@sanioseca.gov City of Sumter. SC Ray Reich Downtown Director 21 North Main Street Sumter, SC 29150 (803) 436-2535 rreich@sumter-sc.com City of South Bend, IN Bill Schalliol Economic Development Planner 1200 County City Building South Bend, IN 46601 (574) 235 5842 bschalli@southbendin.gov City of St. Paul. MN Craig Blakely Strategic Planner 25 West Fourth Street City Hall Annex, 1100 St. Paul, MN 55102 (651) 266-6697 Craig.Blakelv@ci.stpaul.mn.us Last Revised 12-17-07 SmallCitylD References City of Andalusia. AL Richard 'Tucson" Roberts Economic Development Director 505 E. Three Notch Street Andalusia, AL 36420 (334) 222-7040 ccedc@alaweb.com City of Bridgeport. TX Mr. William Myers Director of Economic Development City of Bridgeport 1 107 8th Street Bridgeport, TX 76426 (940) 683-6633 Lawrence County. Al Vicki Morese Executive Director 12001 Al Highway 157 Moulton, Al 35650 (256) 974-1658 Icc@hiwaay.net ,Se cnnomic Development Corporation. TX Kim Meloneck Economic Development Director 415 Main Sealy, TX 77474 (979) 885-351 1 kmeloneck@ci.sealv.tx.us Last Revised 12-17-07 CommunitylLY nano Wag eta, December 1e8g been a ere Imam, Request for Taxpayer Identification Number and Certification Glee form to the raqueeter. Do NOT Send to the IRS. err w:,r uw,alt .nwrm g Neat r loot .seat or es eke spec* b me. see spec* was 2I c on *At.) 4-1 Bairn. emit If newest freer moue. See Swift Irearecialer on peas L) meek C inekidamlacer mrowenon ❑ eateee.Ip our,►. i eppropriee nen mower Aaeess (number, beet. end eat. or suite no.) - Q S / ..-Q 4C O/CLre" �1ri vC J Neques nno end address bpJmee aan. Ott11 11. eM� 21p mot _y -PT/f jJrfi( C e /6I7 7 Par tI Taxpayer Idmttilkaieeon NtanbarrTlN) uc mecum mediate) hue n bledee Enter ya (n5Md b this is you social aecurlty number (SSW. Hat/lever, if you are a nailed elan OR a sob prnprfctar, see he Instructions on page 2. Sean seamy owner I i+ I 1 I I I l h =err other entitles, It Is your employer OR identification number CDR) If you do not have a Pill II ForPayees Exempt From Bastrop Illfilhholditto (See the instructions number, see How To fiat a TIN or page 2- Note: If Me /Ccouf a nmat than one mate, seweyerlderallicattse number 00 NV 2. see die chartpage 2for gebdwhm'onte'hdae . '/ /, 1SIZIV 1/Id/IJ` �. ► cerueemidn Under marlin of perjury. I certify that 1. The mobs 911Q1,11 on ibis form is my contest taxpayer kienlrratlon number for * ant wakpg for a number to be eared to reel, send 2. I am not subject to backup wIthlKdkq Lemma. W I ern exempt horn backup wxhhoki ng. or (b11 hove not boon Banned by the Interne Revenue Service ORS) Chet I am subject to backup wxhttokdhq ea a result of a allure to report all Mersa or divkends, a (y the IRS hos neared me that 1 am to longer subject to bad withholding. Certification InetnradoaarYau must caws out hem 2 'bare If you have been notated by tie IRS that you are currently subject to backup .d hhodng because you revs freed to meat all intasest arid dividends an your for mom. Fa real ester transactions, Ram 2 does not apply Fix magma Merest pee]. mem' or abandonment err seamed property, annotation d Wbt cantrleutc s to an indlsrduet retirement arrangement ORA). and general nrro Ot err Myer ksymet end dividends, you ere not required to sign Ow Cerhlcation, but you roust provide your correct TIN. R Fees Purpose of Fond. --A parson who is required to tee an Information return weft the IRS mdu get your arrest taxpayer Nentlicetion number (fiN) to report, kr example become paid to you, real ester transact/one. mortgage interest you peed, acqulsitlon or ebendonment or secured property, cancellation of debt, or conalbutloes you made wan IRA. Use Porn W-11 to give your corect TIN to the passe requesting It hoe requester) and, when twits Ole, to. 1. Certify Me T1N you are gang is cancel (or you are walling for a number to he esseedd. 2. Certify you ere not subject iO beat* withholding, or a. Germ exemption from backup withholding Y you are en exempt payee, Note. Ye requester guns par a form other than a W-9 to request your T&, you must use the requester's form of k d subsfntlasy smear :b fhb Form W-P.. Whet F, encamp WithholdbIg?—Persons maxis; chain paymera to you must withheld and pay to the IRS 3 i% or such payments under certer. conditions. This is called "backup wehrodng.^ Payments that may be subject to backup withholding include Merest dhidenris, broker and barter exchange transactions, rents, royalties, nwnempioyee pay, end torten payments from fishing boat operators. Reel estate cense:lions are not sulhact to backup withholding. R you ghee the requester your correct TIN, make the proper amilicedons, ead report all your tscaob MUM and dividends on you tax return, payments you receive will not be subjeot to backup withhaktng. Payments you receive era be subject to beet*Jp withholding le 1. Yob do no: furnish you* TIN to the requester. or 2. The IRS tells the requester that you furnished on incon'0 TIN. or a. The IRS tots you that you ere subject to backup withholding because you did not report erg you Interest and ddvelenos on your tax ratan (for reptxoable Interest and dividends anti) , or 4. You oc nor certify In. the requ esio that you are not subject to Death; vdthhoklitg under 3 above po; 1epo*tabk* :Merest and dividend accounts opened after 1983 oriy), or li. You do not certify yore TIN when required. See the Pelt III irslructbns on page 2 for delaeb. Certain payees and payments are exempt from backup withholding. See the Pert 11 Ineauetara end the separate Inatrvedens for Hta Requester of Ferm Wa. Penalties Failure To Fterdeh TIN. --If you fel to furnish your coirea TIN In a requester, you ere subject to a penaey of 360 for each such :Mere unless your failure b due to reasonable cause and nut to willful neglect Chit Penalty for False &formation With Respect b Whhtrolding.—Y you make a fame statement with no reasonable bests that results in no backup withholding, you are subject to a 5500 penalty. Criminal Penalty for Falsifying Irdormetlon.— WIIWIy rlslydng certifications nr affirmations may subject you to crimine'' Ponders bmknang fines and/or maisormurn. Misuse of TINS-9 the rtequester dbtloses or Uses TINS in violation of Federal Isw, the requester may be subject to chi end crbnkal penalties. Cr.. tic 1023,X form W-9 1ev.124.9 Buxton uowsrve irate,.. 25 Client#: 66735 18BUXTOCOM ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE ( 08DnrvY) PRODUCER Wortham Insurance & Risk Mgt 1600 West Seventh Street Fort Worth, TX 76102-2505 817 336-3030 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Buxton Company Mr. David Glover 2651 S. Polaris Drive Fort Worth, TX 76137 INSUi2ERA. Continental Insurance Company INSURERB: Continental Casualty Company INSJRF_R C. Valley Forge Insurance Company INS,,RER D National Fire Insurance Co of Hartfo INSJKER E. COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BFFN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PER:OO INDICA-ED. NO'WITHS-ANDIN', ANY REQU RCMEN7. TERM OR CONDITION OF ANY CONTRACT OR 0-HER DOCUMENT WITH RESPFCT TO WHICH TI IIS CERTIFICATE MAY BF ISSIIED OR MAY PERTAIN THE NSURANCE AFFORDED BY THE POLICIES DESCRIBED HERFN iS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE I IMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CI AIMS. 1NSR LTR • ERTL NSRC TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/Dp/YY) POUCY EXPIRATION DATE IMM/OD/YYI LIMITS A GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY 2093358583 07/13/07 07/13/08 EACH OCCURRENCE S1,000,000 X D EMIS'-9 Ea RENT Crorce) s300 000 CIAINIS MADE X OCCUR MED EXP!Any one person; $5,000 PERSONA. A AV! INJJRY S1,000,000 GENERAI AGORFGATC $2,000,000 GEN'L AGGREGATE _IMIT APPLIES PER: PRODUCTS - COMP/OP AGO $2,000,000 7 POI ICY n jE T n LOC D AUTOMOBILE LIABILITY ANY AUTC ALL O'NNEJ AUTCS SCHEDULE.) AUTOS HIRED AUTOS NON -OWNED AJI OS 1079708301 07/13/07 07/13/08 CC/WAKED SINGLE LIMII (Faamlee'El S1,000,000 X BODI_V INJURY (Pei person) $ X BODILY INJURY (Per accdentl $ X PROPERTY DAMAGE !Per ncrideetj $ LIABILITY ANY AUTO AUTO ONLY - FA ACCIDENT $ �GARAGE j urHER IHAN _A ACC $ AUTO ONLY: AGG $ B EXCESS/UMBRELLA LIABILITY 2093460191 07/13/07 07/13/08 EACH OCCURRENCE s5,000,000 7 OCCUR ❑ CLAIMS MADE AGGREGATE $5,000,000 DEDUCTIBLE RETENTION $ 10000 $ X $ C. WORKERS COMPENSATION AND EMPLOYERS' LIABILITY BI ANY PROPRIETOR'VARTNERJEXFCUTIVF Cr FICER'MEMBER EXCLUDED? If yrs, rnscribe under SPECIAL PROVISIONS eels. 2093007771 05/03/07 05/03/08 WC STATU- OT I - TORYIIMIiS FR E L. EACH ACCIDENI $500,000 E.L. DISEASE -EA EMPLOYEE S500,000 E.I DISEASE - PC_ICY LIMII $500,000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES' EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION Community Development Commission of National City Attn: Jacqueline L Reynoso 1243 National city Blvd National City, CA 91950 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL _ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES, AIITHORQED REPRESENTATIVE 18KKL ACORD 25 (2001/08) 1 of 2 #S229751M12661 O ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. CANCELLATION NOTICE The CANCELLATION NOTICE on the CERTIFICATE OF INSURANCE is amended to include the following additional wording: The Insurance Company may cancel the described policy(ies) by mailing or delivering ten (10) days written notice of cancellation to the Certificate Holder for: (1) Non Payment of premium or (2) any other circumstance pemtitted by state law or policy conditions. ACORD 25-S (2001/08) 2 of 2 #S22975/M 12661 Client#: 66735 18BUXTOCOM ACDRD,. CERTIFICATE OF LIABILITY INSURANCE DATE IMM/DD/YYYY) 02/21/08 PRODUCER Wortham Insurance & Risk Mgt 1600 West Seventh Street Fort Worth, TX 76102-2505 817 336-3030 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Buxton Company Mr. David Glover 2651 S. Polaris Drive Fort Worth, TX 76137 INSURER A. Continental Insurance Company INSURER R. Continental Casualty Company INSURER C. Valley Forge Insurance Company INSURER D. National Fire Insurance Co of Hartfo INSURER L: COVERAGES THE POI ICIFS OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POL ICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO W H CH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 'Mk LTR ADM NSRp TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE IDDNYI MMI POLICY EXPIIIATION DATE IMINDEVYY1 LIMITS A GENERALUABILITY COMMERCIAL GENERAL LIABILITY 2093358583 07/13/07 07/13/08 EACHOCCURRENCE $1,000,000 X DAMAGE EMP T(FR NTU.) TORENTLDcnl DA $300,000 CLAIMS MADE X OCCUR MED EXP IAny one leIWn) $5,000 PERSONAL S ADV INJURY $1,000,000 GENERAI AGGREGATE $2,000,000 $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG POLICY PRO- pi I OC JECI I I D AUTOMOBILE LIABILITY ANY AUTO Al_ OWNED AUTOS SCHEDULED AUTOS -MED AUTOS NUN-U'NNED AUTOS 1079708301 07/13/07 07/13/08 COMP.INFO SINGI r LIMIT (Ea accident) S1.000,000 X BODILY INJURY (Per person] $ X BODILY INJURY (Per awdb111) $ X PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO AUTO ONI Y- I'A ACCIDLNI $ OTHER THAN FA ACC $ H AUTO ONLY: AGG $ B EXCESS/UMBRELLA LIABILITY 2093460191 07/13/07 07/13/08 EACH OCCURRENCE $5,000,000 7 OCCUR CLAIMS MADE AGGREGATE $5,000,000 DEDUCTIBLE RETENTION $ 10000 $ X $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNEREXECLTNE OFFICER'MFMBPR EXCLUDED? If yen. describe uncer SPECIAL PPRCVISKNIS below 2093007771 05103/07 05/03108 WC STAI U- I OTH- TORYItUII FR E.L. EACH ACCIDENT $500,000 E.L DISEASE - EA EMPLOYEE $500,000 E.L. DISEASE -POLICY LIMIT $500,000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT 1 SPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION Community Development Commission of National City Attn: Jacqueline L Reynoso 1243 National city Blvd National City, CA 91950 ACORD 25 (2001/08) 1 of 2 *S22975/M12661 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. A RRED REPRESENTATIVE B1..L.A'a • 4Lr / !!F 16KKL O AGGRO CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. CANCELLATION NOTICE The CANCELLATION NOTICE on the CERTIFICATE OF INSURANCE is amended to include the following additional wording: The Insurance Company may cancel the described policy(ies) by mailing or delivering ten (10) days written notice of cancellation to the Certificate Holder for: (1) Non Payment of premium or (2) any other circumstance permitted by state law or policy conditions. ACORD 25S (2001/08) 2 of 2 #S22975/M12661 MEMORANDIJM OF UNDERSTANDING BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF NATIONAL CITY AND MARINA GATEWAY DEVELOPMENT COMPANY, LLC FOR ALLOCATING RESPONSIBILITY TO PAY FOR THE BUXTON COMMUNITY ID CONTRACT FOR $50,000 AND FOR EXTENDING CDC'S EXCLUSIVE NEGOTIATING AGREEMENT WITII MARINA GATEWAY DEVELOPMENT COMPANY, LLC RECITALS This Memorandum of Understanding (hereafter referred to as "MOU") is entered into by the Community Development Commission of National City, a public body, corporate, and politic (hereafter referred to as the "CDC"), and Marina Gateway Development Company, LLC, a California limited liability corporation (hereafter referred to as "Developer"), for the purpose of designating the agencies responsible for payment of the Buxton Community ID marketing contract for $50,000 and for extending CDC's Exclusive Negotiating Agreement with the Developer. WHEREAS, On May I, 2007, City Council adopted the City's 5-Year Strategic Plan and Action Plan 9a of the Strategic Plan that sets out to "Develop (a) Business Attraction and Retention Program;" and, WHEREAS, the Economic Development Division has budgeted funds for a Business Attraction and Retention Program for fiscal year 2007-08 (Project Account Number 900747); and, WHEREAS, the City's business attraction and retention efforts include attracting three quality restaurants to the Marina Gateway Area; and, WHEREAS, the City and the DEVELOPER are working together to recruit 3 restaurants to Marina Gateway; and, WIIEREAS, attracting and retaining businesses requires that the City and the DEVELOPER build a compelling case to meet the retailer's site selection criteria; and, WHEREAS, CDC desires to enter into a contract with Buxton Community ID to provide a comprehensive marketing strategy for the City's business attraction program, and focus on the Marina Gateway site under Buxton's $50,000 proposal (see Exhibit A); and, WHEREAS, the Developer will pay $25,000 toward the cost of CDC's proposed $50,000 contract with Buxton Community Ill; and, WHEREAS, on June 19, 2007, the CDC entered into an EXCLUSIVE NEGOTIATING AGREEMENT with the DEVELOPER (see Exhibit B); and, WIIEREAS, the CDC and the DEVELOPER agree to extend the FIRST NEGOTIATION PERIOD under the EXCLUSIVE NEGOTIATING AGREEMENT' for Assessor Parcel Number 559- 118-02 and the adjacent property roughly described as running from the southeast corner of the APN parcel, along the western edge of the Caltrans right of way, to the intersection of the projection of the MEMORANDUM OF INDERSTANDING BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF N:Ynor: .A I. CITY AND MARINA GATEWAY DEVELOPMENT COMPANY, I -LC PAGE t or 3 centerline of McKinley Avenue; and then, along the centerline projection, to the projection of the northern boundary of the Site; and then, along the northern boundary projection, to the northeast corner of the Site and (ii) Assessor Parcel Numbers 559-1 17-04, 05, 06, 07, 12, 16, 17 in National City (ENA for Sites A & B) with the DEVELOPER for 12 months to March 19, 2009; and, WHEREAS, the CDC and the DEVELOPER agree to extend the EXCLUSIVE NEGOTIATION PERIOD under the EXCLUSIVE NEGOTIATING AGREEMENT to June 19, 2009; and, WHEREAS, the CDC recognizes the DEVELOPER's investment and effort on the Marina Gateway Plaza Site, and that such investment increased the value of Sites A&B, the subjects of the ENA mentioned above, and that DEVELOPER accepted great risk in such a project; and, WHEREAS, in light of the foregoing recital, if the CDC and the Developer proceed to a DDA with Sites A and B, when the CDC determines the consideration to he paid by the Developer under the DDA. the Developer's risk and effort to create Marina Gateway may properly be considered by the CDC. NOW THEREFORE, in consideration of the above recitals and mutual covenants and conditions set forth herein, and for good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Parties agree to the following: 1. 1'he Recitals set forth above are true and correct, and fully incorporated and agreed to herein. 2. Any portion of the Buxton Community ID contract with the CDC that the DEVELOPER is financially responsible for under the terms of this MOI.l, shall be paid as follows: (a) The DEVELOPER will pay 50% of CDC's $50,000 contract with Buxton Community ID, at a not to exceed amount of $25,000; and, (b) The DEVELOPER will place $25,000 on receipt with the CDC into the Business Attraction and Retention Program project account, to be drawn down to pay for the invoices submitted by Buxton Community ID; and, 3. Upon receipt of an invoice from Buxton Community ID, CDC shall promptly fax a copy of the invoice to the DEVELOPER; and, 4. Upon payment to Buxton Community ID, CDC shall promptly fax a copy of the payment stub to the DEVELOPER; and, 5. DEVELOPER shall have equal access and input to Buxton Community ID's final work product, for example: meaningful participation in meetings and conference calls, and selecting who shall receive restaurant and retail marketing packages; and, MEMORANDUM or UNDERSTANDING BETWEEN THE COMMUNIEY DEVF.LOPMFNT COMMISSION OF NATIONAL CITY AND MARINA GATEWAY DEVELOPMENT COMPANY, LLC PAGE 2 OF 3 6. CDC and the DEVELOPER acknowledge and agree this MOU, as well as any paytnents hereunder, may be subject to approval by their City Council or other governing bodies; and, 7. The FIRST NEGOTIATION PERIOD under the EXCLUSIVE NEGOTIATING AGREEMENT is extended to March 19, 2009, and the EXCLUSIVE NEGOTIATION PERIOD under the EXCLUSIVE NEGOTIATING AGREEMENT is extended to June 19, 2009; and, This MOT) fully expresses the final and complete understanding of the CDC and the DEVELOPER concerning the matters covered therein. No change, alteration, or modification of the terms or conditions of this MOU, and no verbal understanding, shall be valid unless made in writing and signed by each parties' duly authorized representatives. All prior negotiations and agreements concerning the matters covered herein are merged into this MOU. IN WITNESS WHEREOF, the CDC and DEVELOPER agree to abide by the terms of this MOU, and hereby execute the same by and through their duly authorized representatives. DEVELOPER: Marina Gateway Development Company, LLC By Sycuan Tribal Develop}nent Corporation, Manager Date: 3/ 3/C9 8_ Approved as to form: By J. Tucker, Chairman Diane Vitols, Legal Counsel THE C�OJNITY DEVELOPMENT COMMISSION OF NATIO AL ITY Date: February 19, 2008 By Date: February 19, 2008 By Approved as to form: By orrison. Chairman Brad eutlsterr? Secretary George iser, City Attorney MEMORANDUM OF UNDERSTANDING BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF NATIONAI. CITY AND MARINA GATEWAY DEVELOPMENT COMPANY, LI .0 PAGE 3 or 3 RESOLUTION NO. 2008 — 39 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY (CDC) AUTHORIZING THE CHAIRMAN TO EXECUTE AN AGREEMENT WITH BUXTON COMMUNITY ID IN THE AMOUNT OF $50,000, TO PROVIDE RETAIL MATCHING AND MARKETING SERVICES FOR THE CITY'S RETAIL ATTRACTION AND RETENTION PROGRAM, AND A MEMORANDUM OF UNDERSTANDING WITH MARINA GATEWAY DEVELOPMENT COMPANY (MGDC) TO PAY THE NOT TO EXCEED AMOUNT OF $25,000 OF THE COST OF THE AGREEMENT, AND PROVIDING FOR THE EXTENSION OF THE CDC'S EXCLUSIVE NEGOTIATING AGREEMENT WITH MGDC WHEREAS, on May 1, 2007, City Council adopted the City's 5-Year Strategic Plan and Action Plan 9a of the Strategic Plan, which includes a plan to "Develop [a] Business Attraction and Retention Program;" and WHEREAS, the City's business attraction and retention efforts include attracting three quality restaurants to the Marina Gateway area to create new sales tax revenue for the City; and WHEREAS, the City and Marina Gateway Development Company are working together to attract three restaurants to the Marina Gateway area, and entered into an Exclusive Negotiating Agreement which expires on June 19, 2008; and WHEREAS, the City currently Tacks a comprehensive marketing strategy to attract revenue -generating retailers to the City; and WHEREAS, the Community Development Commission of National City desires to obtain the services of Buxton Community ID to provide a comprehensive marketing strategy for the City's business attraction program, focusing on the Marina Gateway site; and WHEREAS, Marina Gateway Development Company has agreed to pay $25,000 to the City toward the cost of the $50,000 agreement with Buxton Community ID to 1) define the selected site's retail trade area (using drive -time analysis), 2) analyze the selected site's retail potential and site determination criteria (including psychographic analysis of households), 3) identify retail matches for the selected site, 4) publish the retail marketing packages for each targeted retailer, and 5) assist with setting appointments between targeted retail matches and the City; and WHEREAS, based on Hinderliter, Dellamas and Associates (HDL) projections, the three proposed restaurants at Marina Gateway may generate an estimated $72,000 to $117,000 in new annual sales tax to the City; and NOW, THEREFORE, BE IT RESOLVED that the Community Development Commission of the City of National City (CDC) hereby authorizes the Chairman to execute an agreement with Buxton Community ID in the amount of $50,000 to provide retail matching and marketing services for the City's business attraction and retention program, focusing on the Marina Gateway site. Resolution No. 2008 — 39 February 19, 2008 Page 2 BE IT FURTHER RESOLVED that the Chairman is hereby authorized to execute a Memorandum of Understanding with Marina Gateway Development Company (MGDC) providing that MGDC shall pay the CDC the not to exceed amount of $25,000 (50%) of the cost of the Agreement with Buxton Community ID, and further providing for the extension of the First Negotiation Period and the Exclusive Negotiation Period under the Exclusive Negotiating Agreement between the CDC and MGDC. PASSED and ADOPTED this 19th day of Feb�•,�j"008. Ron Morrison, Chairman APPROVED AS TO FORM: George H. iser, III Legal Counsel Passed and adopted by the Community Development Commission of the City of National City, Califomia, on February 19, 2008, by the following vote, to -wit: Ayes: Commissioners Morrison, Natividad, Parra, Ungab. Nays: None. Absent: Commissioner Zarate. Abstain: None. AUTHENTICATED BY: RON MORRISON Chairman, Community Development Commission Secretanity Development Commission By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2008-39 of the Community Development Commission of the City of National City, Califomia, passed and adopted on February 19, 2008. Secretary, Community Development Commission By: Deputy ca00-� City of National City, California COMMUNITY DEVELOPMENT COMMISSION AGENDA STATEMENT MEETING DATE February 19, 200g AGENDA ITEM NO 4 I (ITN 'I'I'I'I,F; RESOLUTION OF THE COMMUNTTY DE.VET..OPMENT COMMISSION OF THE CITY OF NATIONAI. CITY Al1THORIZING THE CHAIRMAN TO EXECUTE AN AGREEMENT WITH Bl1XTON COMMI.JNITY ID IN THE AMOUNT OF $50,000, TO PROVIDE RETAIL. MATCHING AND MARKETING SERVICES FOR THE CITY'S RETAII. ATTRACTION AND RETENTION PROGRAM, AND A MEMORANDUM OF UNDERSTANDING WITH MARINA GATEWAY DEVELOPMENT COMPANY TO PAY $25,000 OF THE COST OF THE AGREEMENT. PREPARED BY DEPARTMENT Jacqueline Reynoso (ext. 4293) Economic Development Divisio Community Development Coordinator Strategic Action Plan 9a EXPLANATION On May 1, 2007, City Council adopted the City's -Year Strategic Plan. Action Plan 9a of the Strategic Plan sets out to "Develop (a) Business Attraction and Retention Program." The City's business attraction and retention efforts include attracting three quality restaurants to the Marina Gateway Area. The City currently lacks a comprehensive marketing strategy to attract revenue -generating retailers to the City. Staff recommends that the Community Development Commission of National City obtain the services of Buxton Community ID to provide a comprehensive marketing strategy for the City's business attraction program. 1'he City and Marina Gateway Development Company are working together to bring 3 restaurants to Marina Gateway. Marina Gateway Development Company has agreed to pay $25,000 toward the cost of the proposed $50,000 contract with Buxton. Based on Hinderliter, Dellamas and Associates (HJ.)L) projections, the 3 restaurants can generate an estimated $72,000 to $117,000 in new annual sales tax to the city. Environmental Review N/A Financial Statement The cost of the services under the contract is $50,000. Marina Gateway Development Company has agreed to fund 50% of the costs, not to exceed $25,000. Stalk is requesting authority to use funds from the Business Attraction & Retention Program (Account number 900747) to pay for CDC's $25,000 proposed commitment. STAFF RECOMMENDATION Adopt the resolution. ATTACHMENTS 1. Staff Report 4. MOTJ 2. Agreement 5. Resolution L3. Buxton Letter of Recommendation Resolution No. ' °Q`t- A-200 (9/80) City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Dalla, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 March 11, 2008 Ms. Lisa Hill Territory Business Manager Buxton Community ID 2651 S. Polaris Drive Fort Worth, TX 76137 Dear Ms. Hill, On February 19, 2007 Resolution No. 2008-39 was passed and adopted by the Community Development Commission of National City, authorizing execution of an Agreement with Buxton Community ID and a Memorandum of Understanding with Marina Gateway Development Company. We are enclosing for your records a certified copy of the above Resolution and a fully executed original Agreement. Michael R. Dalla, CMC City Clerk Enclosure cc: Community Development Commission ® Recycled Paper City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Dalla, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 March 11, 2008 Mr. Ivar Leetma Marina Gateway Development Company, LLC 922 West 23rd Street, Suite 200 National City, CA 91950 Dear Mr. Leetma, On February 19, 2007 Resolution No. 2008-39 was passed and adopted by the Community Development Commission of National City, authorizing execution of an Agreement with Buxton Community ID and a Memorandum of Understanding with Marina Gateway Development Company. We are enclosing for your records a certified copy of the above Resolution and a fully executed original Memorandum of Understanding. Michael R. Dalla, CMC City Clerk Enclosure cc: Community Development Commission ® Recycled Paper