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McDONNELL DOUGLAS - 1997-04-07
Recording requested by, and , when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Recorder! in Official DarleneR1oo Re1;0 ', Gou ni, laterim my 'derof Oraflue r Clerk-Reco i� 20020540924 1 . 3y.0 130 32 G02 4 1.47am 06127102 0_DD o r)& 20.a0 0.00 6.00 D_00 0.00 O.DD GRANT DEED .w The City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantor") grants to McDonnell Douglas Corporation (hereinafter referred to as "Grantee's all that real property situated in the City of Huntington Beach, County of Orange, California, and more particularly described in Exhibit A-1 and depicted on Exhibit A-2, which are attached hereto and hereby incorporated by reference. Executed on / , 2002, at Huntington Beach, California. GRANTOR CITY OF HUNTINGTOlti BEACH, a municipal corporation of the State of California ATTEST: i APPROVED AS TO FORM: 16, City Attorney INITIATED AND APPROVED: Director of Publi orks REVIEWED AND APPROVED: City AdLinistrator SF -Plead: UMisc: Grant deed • LEGAL DESCRIPTION WATER WELL SITE FEE LAND FOR WATER WELL SITE, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 11 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60 PAGE 13, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY, SOUTH 40024'05" EAST,172.00 FEET TO THE. TRUE PQISI OEflEGINNTNG; THENCE CONTINUING ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40°24'05" EAST,130:00 FEET; THENCE ALONG A LIN£ PARALLEL WITH AND 302.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49°34'06" WEST, 16.80 FEET TO A PoiNr ' ON A NON -TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS Of 200.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 37007' 1 S" EAST; THENCE WESTERLY 161.80 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46021'09" TO A POINT ON A REVERSE CURVE CONCAVE NORTHERLY AND. HAVING A RADIUS OF 156.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 10"13'5I" WEST; THENCE WESTERLY ALONG SAID CURVE 6.99 FEET THROUGH A CENTRAL ANGLE OF 02°34'o4"TO A POINT ON A LINE PARALLEL WITH AND 172.00 FEET SOU=ASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF- WAY; THENCE ALONG SAID PARALLEL LINE, NORTH 49034'06" EAST, TO THE P= OF BEGINNING. SAID PARCEL CONTAINS APPR03CMATELY 6,791 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT A-2, ATTACED HERETO AND MADE APART HEREOF. SFIx( ;SF-DouSlas:Lxb.B-I , 315I97.11 EXHIBIT A-1 ' �m n ` ,• ' . WATER WELL SrrF, . _P.O.B. s 0, y Ira 4O.B. &46',23' 09 • e �20p, 00 4, ��•� �, d• CL ASTRONAUT DR)VE ( PRIVATE } "kilzor w i • C'�SWCE\C"6\WQL--EX2 RXRIHIT A-2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California 1 } County of } ss. On �� before me, Date a 7,;e.la of Officer (e g.. 'J9A doe. Notary Public's id n_ A- A - - personally appeared od KA k-IM .ELSON Comrnlssion 0 1268758 %AAyCorrm.B#mA Notary PuWc - CoVorrid Orcnge county n 25, 2 0A Name(s) o' Signer(s) personally Known to me proved to me on the basis of satisfactory evidence to be the personiPj"whose nameVf(ji)are subscribed to the within trument and acknowledged to me that a he hey executed the same in his er their aut rized capacity(i ), and that by his er heir signature on the instrument the persono), or the entity upon behalf of which the person) acted, executed the instrument. WITN SS . y an and official seal. �v Place Notary Seal Above Signalure or Nola/public -I OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Dacurgpt � _ ,� � titlek Qor Type of Document: /- r , _ Document Date: o6 2;,2 /- A2, Number of Pages: 2 Signer(s) Other Than Named Above: 6449K Capacity Claimed by Signer Signer's N me: r MUR M. ❑ Jmdividual l M Top of thumb here Corporate Officer — Title a r Partner — El Limited C] eneral Attorney in Fact a Trustee Guardian or Conservator Other: Signer Is Representing:' 0 1999 Ngtioral Nolay Aaaociatior . 9350 Do Sots Ave - a,b Boa 2402, C^a:swonn, GA 91313.2602 • aw r-alionalno y o'g P,otl Na- 5907 Reordw. Gall Toll-F•ee 1-B00476-6e27 Recording requested by, and ) • � Retarded in Official RNcords, County of Orange when recorded, mail to Darlene: E3100111, Interim Cleek•Recorder II:.I�ltll�i;!lICI'I!'!!'I;II'i�lil��ll!lil;'I��il112.00 City Clerk ) City of Huntington Beach } 2002054092511:47am 06127102 2000 Main Street 0. 0 32 ❑10 4 ) U.QO 0.44 0.00 4.00 6,44 4.oU 0 44 4.00 Huntington Beach, CA 92648 } J A 57%&k QUITCLAIM DEED The City of Huntington Beach, a municipal corporation, quitclaims to McDonnell Douglas Corporation all its right, title, and interest in the real property situated in the City of Huntington Beach, Orange County, Califomia, more particularly described in Exhibit B-1 and depicted in Exhibit B-2, which are attached hereto and hereby incorporated by reference. .21,, -10o .2_ Executed on 6-!�' 2002, at Huntington Beach, California. GRANTOR CITY OF HUNiINGTON BEACH, a municipal corporation of the State of California ...1_.... , . ni►i Vic -Fill) ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 241TIATED AND APPROVED: Director of Public Works REVIEWED AND APPROVED: City A inistrator SF-2000 Plead: O1Mtsc: Qwitcleim LEGAL DESCRIPTION • UTILITY EASEMENT AN EASEMENT FOR PUBLIC UTILITY. PURPOSES; OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIPS SOUTH, RANGE 1 I WEST, SAN BERNAR.DINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY,FILED IN BOOK 60 PAGE 13, OF'RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT•THE INTERSECTION OF THE SOUTHHEASTERLY RIGHT OF -WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40024'05" EAST, 172.00 FEET; THENCE ALONG b. LTNE PARALLEL WITH AND 172.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49°34106" WEST, 20.00 FEET TO A POINT ON A LINE PARALLEL WITH AND 20.00 FEET SOUTHWESTERLY OF SAID SOUTHWESTERLY RIGHT-OF-WAY; THENCE ALONG SAID PARALLEL LINENORT:i 40°24'05" WEST; 172.00 FEET TO A POINT ON SAID SOUTHEASTERLY RIGHT-OF- WAY; THENCE ALONG SAID RIGHT-OF-WAY, NORTH 49034'06" EAST, 20.00 FEET, TO THE POINT OF BEGINNING. SAID PARCEL CONTAINS APPROXIMATELY 3,440 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT B-2, ATTACHED HERETO AND MADE A PART HEREOF. SF/3:Ct:SF-Do-.1u:Sxhb-C•1 1 il5/97 . # EXHIBIT B-1 . • i7TILrrY EASEMENT ' P.O.Bll • ���'� �1� �/ N.T.S. 4- �x�•3" `ice CE ASTRONAUTICS DRIVE PRIVATE EXHIBIT B-2 1 • • CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of �GU , On 10,41-4A before me, Data personally appeared KA7.HLE1=N NELSON Cornmisuon # 1268758 -r Notoiy PLt k - CaROMIG Orange Canty M C47rn. Eiqihs JtRi2aS,�7t P-ace Notary Sea: Above of Officer (e.g..'jangrpoe, Notary N,Irersonally known to me ❑ proved to me on the basis of satisfactory evidence to be the personV whose named 40are subscribed to the within strument and acknowledged to me that he f 'Jthey executed the same in hi their au nzed capacity(i�), and at by hislltheir signature[;A on the instrument the person(), or the entity upon behalf of which the person acted, executed the instrument. WITNSS my nd and off seal. -xJ Signature of Notary -5016 OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document 2"- Title or Type of Document: Document Date: — 0 6 ;�2 — d Number of Pages: 3 Signer(s) Other Than Named Above: Capacity() Claimed by Signer Signer's Name: _ ❑ Individual Top Of thumb here 91-16orporate Officer — Title ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact Trustee C Guardian or Conservator C. Other: r Signer Is Representing; 01999 NaLWal Notary Asaoc:ation • 9750 De S016 Ave.. P.o So. 2402 • Chatsworth, CA 91313-2402 • w .natara'notary.org Prod. No. 5907 Rao dar. Gall'roll•Fres 1.E00-876-M7 N'vj-t r. %"' L. IJb_ i Z Recording requested by, and . when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 L Recorded in Official Records, County of Orange Darlene Bloom, Interim Clerk-ftecoider 1al1!11111!111111Ell 111111111144112.00 2002054092611:47am 06127102 130 32 010 4 0.00 0.00 0.00 0.00 6.00 0.00 0.00 0.00 QUITCLAIM DEED The City of Huntington Beach, a municipal corporation, quitclaims to McDonnell Douglas Corporation all its right, title, and interest in the real property situated in the City of Huntington Beach, Orange County, California, more particularly described in Exhibit C-1 and depicted in Exhibit C-2, which are attached hereto and hereby incorporated by reference. CS Executed on. , 2002, at Huntington Beach, California. GRANTOR CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California ATTEST: F-0 " W P , =I APPROVED AS TO FORM: City AttornFw* ey � INITIATED AND APPROVED: Director of Public Works 61 REVIEWED AND APPROVED: 62117 City AdKinistrator e—� 6%1 VAV IN MU DRAtA� IP( m1aLT SF-2000 Plead: 02M4sc: Quitclaim LEGAL DESCRIPTION �CCESS EASEMENT 04W A PORTION OF A 44.00 FOOT EASEMENT FOR ACCESS PURPOSES, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE ll-WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE of CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60 PAGE 13, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID EASEMENT BEING 22.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED LINE; BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40024'05" EAST, 302.00 FEET; THENCE ALONG A LINE PARALLEL WITH AND 302.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49034-06" WEST, 16.80 FEET TO'A POINT ON A NON -TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 200.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 36"07'18" EAST; THENCE ALONG SAID RADIAL LINE SOUTH 360 07'18" WE.5T, 22.00 FEET TO A POINT ON A RADIAL CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 178.00 FEET. SAID POINT BEING THE TRUE POINT OF BEGINNING ; THENCE WESTERLY 144.0.0 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46" 21'09" TO A POINT ON A REVERSE CURVE,CONCAVE NORTHERLY AND HAVING A RADIUS OF 178.00 FEET. A RADIAL LINE THROUGH SAID POINT SEARS NORTH 10° 13-51" WEST; THENCE WESTERLY 186.96 FEET -ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 60010'52"; THENCE NORTH 40° 02'59" WEST, 39.64 FEET, TO A POINT ON SAID SOUTHEASTERLY RIGHT-OF-WAY THE SIDE LINES OF SAID STRIP TO BE SHORTENED OR LENGTHENED TO TERMINATE AT SAID SOUTHEASTERLY RIGHT-OF-WAY. SAID PARCEL CONTAINS APPROXIMATELY 16,304 SQUARE FEET. . AS MORE PARTICULARLY SHOWN ON EXHIBIT C.-2,'ATTACHED HERETO AND MADE A PART HEREOF. 03/17197 EXHIBIT C-1. CAM00CMEGAMC14 B-3 x ACCESS' EASEIOIT CL RANCH AVE.. Ln u P.O.B. y 37.5' f, - C to CL ASTRONAUTICS w . �J�a1 DRIVE t PRIVATEca ) 37.5Iry rm T.P.O.B. 10 l-�lWlcQicl4s%emu-EX3 EXHIBIT C-2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California -yam,, � County of P�a<n¢> SS. - On 6 "o? , before me, Date personally appeared KA:r:ILEEN NELSON Commission # 1268759 -ai Notary PuWC - CQli OMIG Orange County MY C0rrM motes Jun2A2t Name and/r; le of Officer f n..'Jane Doi NotaryPLbliC) / ! r ? 'personally known to me C proved to me on the basis of satisfactory evidence to be the person) whose name i . are subscribed to the within&hhey trurnent and acknowledged to me that het executed the same in his(otheir authorized capacity(i s), and that by his.ie their signature on the instrument the person), or the entity upon behalf of which the personiA acted, executed the instrument. WITNESS rny ha d andnl. P ace ..Notary Sea' Above Signatire of Notaryubh OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: I Document Date: � w � 1-D� Number of Pages: 2 Signer(s) Other Than Named Above: _ Capacity(io) Claimed by Signer Signer's Name: ❑ Individual Top of thumb nere corporate Officer ted — Titlegeneral ): ❑ Partner — ❑ LimiI` ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: i Signer Is Representing: 0 IM NaGortal Notary AssoceLon - 335C. De Sao Ave., PG. Boa 2402 - Cnatswonn, CA 9t313-24432 - x .raloiaftta-y org Prod. No. 5907 Reoroar; Call Toll -Free 1-800-876-6827 } 1NA! ;-A T"M pry- I 1 Recording requested by, and when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Recorded in Official Records, County of Orange tM Darlene Bloom, Interim Cleric -Recorder- �A I i11A 111 � 11'1€11111 11111111111111111111' 1111!1ITi NO FEE 2002054092711:47am 06/27102 130 32 G02 B ---- 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Huntington Beach, CA 92648 } 9784 Tax -Exempt -Government Agency ) � . � Tax- ITY n� u� � Tax-Exempt-Government Ag nc This document is sorely �r em official business of the City of Huntington Beach, as contem- BY:-.....-...»......».. GRA TT DEED plated under Government Code --t Sec. 6103 and should be recorded DePt" City Clerk free of charge. McDonnell Douglas Corporation (hereinafter referred to as "Grantor") grants to The City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee") all that real property situated in the City of Huntington Beach, County of Orange, California, and more particularly described in Exhibit D-1 and depicted on Exhibit D-2, which are attached hereto and hereby incorporated by reference. zr, C-0 Executed on , 2002. 110 GRANTOR McDONNELL DOUGLAS CORPORATION, A Maryland corporation By: Ce�� Ste en J. Barker Director olBusiness Operations meet' Signatory SF: 02Misc: Gran: deed 2 Grantee, City of Huntington Beach, hereby accepts the grant of the above -described property. CITY OF HU I'INGTON BEACH, a municipal corporation of the State of California ..'YOM MRS) WE a 2aw ATTEST: City Clerk APPROVED AS TO FORM: City Attorney M INITIATED AND APPROVED: Director of Public Works REVIEWED AND APPROVED: City Adfifnistrator 5F-2000 plead: 02Misc: Grant deed 2 R GAL DESCRIPTION A PORTION OF PARCEL 6, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP, FILED IN BOOK 1, PAGES 3 THROUGH 5, INCLUSIVE, OF PARCEL MAPS, 1N THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SAID PARCEL 6; THENCE ALONG THE NORTHEASTERLY LINE OF SAID PARCEL 6, SOUTH 40°24'05" EAST, 232.77 FEET; THENCE SOUTH 49°35'55" WEST, 40.19 FEET; THENCE NORTH 82*26-28" WEST, 62,44 FEET; THENCE NORTH 40024'05" WEST, 64.13 FEET; THENCE NORTH 49035'55" EAST, 37.86 FEET; THENCE NORTH 04'35'56" EAST, 20.00 FEET; THENCE NORTH 40"24'05" WEST, 108.12 FEET TO A POINT ON THE NORTHWESTERLY LINE OF SAID PARCEL. 6; THENCE ALONG SAID NORTHWESTERLYLINE. NORTH 49134'06" EAST, 30.00 FEET TO SAID POINT OF BEGINNING. THE AREA of THE ABOVE DESCRIBED LAND BEING APPROXIMATELY 0.272 ACRES. ALL AS SHOWN AS EXHIBIT D-2, ATTACHED HERETO AND tRADE A PART HEREOF. JAN• A. AD , R.C.E. 21687 MY RSGISTAATION EXPIRES 9130/05 N�o EXHIBIT D-1 7 S PMB. - I /3 5_ . PORTION PARCEL s �-Y SCALE: 1'=40' • 8Al \ i MUMS • Streeter crvrs. UonMSsa 2C— 00 9 340/EXHIBITSIMAPPING/OEOICATION/NAVY—ECHO EXEIBIT D-2 * 1 0 C¢ }�. On before me. personoly appeared % - Personally known to me (or proved to me on the bans of satisfactory evidence) to be the person(s) whose name(s) Is/are aubscr)bed to the within Instrument and acknowledged to me that he/st*/they. executed the same in his/herftheir authortzed capac y(les). and that by his/her/their slgncture(s) on the Instrument the person(s) or entity upon behalf of which the person(s) acted. executed the Instrument. WITNESS my hand and official sed. Signcrture ` M* ama *W alr1 via So* GOVERNMENT CODE 27361. 7 t certity under penalty of pedal that the Notary Seat on the nt to which this statement Is attached reads as follows NAME OF THE NOTARY: DQ E COMMSStON IDPM: COUNTY WHERE BOND 6 FILED: COMMIMON NUNS MANUFACTMM/V€MDOR NUMBEA PLACE OF DTCMN: DATE: S GNA)URE: I certify under penalty of perjury and the laws of the State of Caltfonya tfiart the IllegVe portion of this document to which this statement Is alfcched reads as fbil ws: Adams . Streeter CIVIL ENGINEERS WC. 13 Co nL Pvk 1r�fri., C► Q2606. Pb: 94Q474-2370 Ram (949) 47{-9261 4G(ID�4r1OtfRQ4m•-�trsdsr.com Picce of Execution. Date 0 CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK DEED CERTIFICATION CITY OF HUNTINGTON BEACH CALIFORNIA 92648 This is to certify that the .interest in real property conveyed by the Deed dated a2/ oZpo-;'- fromJ7o.el/ &1*s� Ccuru�aj to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: & Agog CITY OF HUNTINGTON BEACH CONNIE BROCKWAY, CMC l/ CITY CLERK g:1fo11owup1deeds1deedcert2001.doc Government Code § 2728t (Telephone: 714-536.5227 ) CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of A0A On _-_ /, " � / — before me, Date personally appeared KA nLEEN NELSON Cornrnl ki # 1268758 Notary PubfiC - C0IifOM10 Orange County lip MY Carm. 5pi s Jun 25, 2M4 Place Notary Seal Above ss. Punbe ) ersonally known to me ❑ proved to me on the basis of satisfactory evidence to be the person) whose name006re subscribed to the within 1 strument and acknowledged to me that hekh hey executed the same in hi h�their au orized capacity s), and that by hi her their signature on the instrument the person, or the entit upon behalf of which the person acted, executed the instrument. WITNE S rry and and a al. Signature of Notary u51 r 4 OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: L9� ,;,c /- A2- Number of Pages: Signer(s) Other Than Named Above: _ Capacit2�e": Claimed by Signer Signer's ❑ Individual Tcp of thurrD f e,e corporate Officer — Title}: C Partner — ❑ Limited General C Attorney in Fact E. Trustee ❑ Guardian or Conservator ❑ Other: n r .. Signer Is Representing: *I M Nabonal Notary Aaeoclabon • 93SO De Salo Ave.. P.O. Boa 26C2 • Cha'Swonh. CA 91313-2402 • ww mbonalnotaryorg Prod No. 5807 Reorder: Ca!! Toll -Free 1-800-878i827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Angeles ss. On �� Q I'� 1 Col before me. E • S_iA'rtr, MAOrg Pub "L Cate Name and Trle of DN cer ie.g.. -Ale Doe. Nomry Pu6:io } personally appeared t>�hcn 'T. Bntltcr Nameie! el S,�e•tsl Yi personally known to me :1 proved to me on the basis of satisfactory evidence DAWN E. SHAVER COMM. t« 132571 1 NOTARY WMLIC a CAUFORNN LOS ANGELES COUNTY Corslm. Imo. OCT. 2006 to be the person(sr) whose name(e) is/am subscribed to the within instrument and acknowledged to me that helehelt4" executed the same in his/her/their authorized capacity(iee, and that by his/#e*hs* signature(iq on the instrument the person(sr, or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. �uj:.-r, S>^,'lature o' Notary Put:; - OPTIONAL Though the information below is not required by taw, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: r Individual Tca o1 M .rrb he•e Corporate Officer — Title(s): i -! Partner — E: Limited C General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing: C .899 Natloral No'ay ASeocE3::or - 93S0 7e Sel_ Ave.. ?0 B3x 2402 - Ciaaswon§. CA 87313-24C2 - yr natioraiiotay c•B Prod_ No 597 Roomer: Lall ToG-Free 1.80C-676.6827 �- City of Huntington Beach INTER -DEPARTMENT COMMMUNICATION HUNTINGTON BEACH TO: Scott Field, Assistant City Attorney r� FROM: Connie Brockway, City Clerk��:; t!,, SUBJECT: Procedure Followed Boeing Escrow (Water Well #12) --r DATE: July 2, 2002 " Because the City Attorney's Office prepared the Council Resolution designating the City Clerk as Escrow Officer for the Boeing Water Well #12 property project, I am requesting your approval of the attached process that was followed by the City Clerk's Office at the recent meeting between Mike Heinke, Real Estate Agent, Administrative Services Department. Steps A through M were followed at the June 12, 2002 meeting held in the City Clerk's Office, as a representative from the City Attorney's Office was not present, I would appreciate written confirmation from your office that thus far the procedure is satisfactory. 5 d 4"/.f Cmek Attachment: Transmittal of Procedure dated 6/12/02 to City Clerk from Real Property Agent. BoeingEscrow We11#12.doc 7/3/2002 12:25 PM +� CITY OF HUNrINGTON BEACH INTERDEPARTMENTAL COMMUNICATION a To: Connie Brockway, City Cleric From: Michael L. Heineke, Real Property Agent Date: ,lane 12, 2002 Subject: BOEING ESCROW (Water Well #12) Connie, Karin scheduled us to meet on June 21'` at 10-1 lam for the closing of escrow for the BOEING Water Well #12. I have prepared a detailed process for the closing and have attached it to this memo for your review. I will sit with you and we will make sure the closing goes smoothly. If you have any questions regarding our activities you can contact me today, Thursday and Friday this week. I will be out of town through next Thursday (June loth). "i A1,30 ,To A. Verification of parties (authorized signers) B. MDC shall provide the FIRPTA affidavit C. MDC and City approve and initial deletion of paragraph 4 on MDC/BRC acknowledgement letter. D. City to approve the Preliminary Title Report for New Water Well Site. E. City to conduct and approve a Physical Inspection of the New Water Well Site. F. MDC to approve the Preliminary Title Report for Old Water Well Site. G. MDC to conduct and approve a Physical Inspection of the Old Water Well Site and easements. H. City shall reconvey by Grant Deed (in form of Exhibit "A") Old Well Site L City shall terminate by Quit Claim Deed (in form of Exhibit "B") utility Easement J. City shall terminate by Quit Claim Deed (in form of Exhibit "C") Access Easement K. MDC shall convey by Grant Deed (in form of Exhibit "D") New Water Well Site L. Attach City Acceptance Form to Grant Deed for New Water Well Site M. Affix "Tax Exemption" statement to Grant Deed for New Water WeU Site N. Real Estate Services to verify Chicago Title status to issue the Policies of Title Insurance 0. Record in the following sequence with two (2) conformed copies each. 1) Grant Deed Old Well Site 2) Quit Claim Deed Utility Easement 3) Quit Claim Deed Access Easement 4) Grant Deed New Water Well Site P. Provide a conformed copy of each recorded document to Real Estate Services for issuance of the Owner's Policy of Title Insurance by Chicago Title. Q. Real Estate Services to complete Tax Cancellation Form and attach to conformed copy of Grant Deed for New Water Well Site and notify County Tax Collector. R. Real Estate Services to contact Chicago Title, after recordation of documents, for issuance to City a Standard Form ALTA Owner's Policy of Title Insurance in the amount of $75,000, evidencing good and marketable title to the New Water Well Site. S. Real Estate Services to contact Chicago Title, after recordation of documents, for issuance to MDC a Standard Form ALTA Owner's Policy of Title Insurance in the amount of $75,000, evidencing good and marketable title to the Old Water Well Site. T. Provide parties with copies of all items A through S. CITY OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/ REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH DATE: May 7, 2002 TO: Boeing Realty Corporation ATTENTION: Stephen J. Barker Dame 3760 Kilroy Airport W ., Ste 500 DEPARTMENT: Street Long Beach, CA 90806 REGARDING: 2nd Amendment to City, State, Zip Water Facilities Agreement See Attached Action Agenda Item E-8 Date of Approval 4 / I / 02 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item. Remarks: Connie Brockway City Clerk Attachments: Action Agenda Page x Agreement x Bonds Insurance RCA Deed Other CC: R. Beardsley DPW x x Fume Department RCA Agreement Im-tmme Other T. Rtulla DPW x x Dame Department RCA Agreement tanu%nce Other Name Department RCA ,agreement Iruutance Other Name Department RCA Agreement ' Inwrance Other Name Department RCA lasuranec (Telephone: 714-536-5227 ) • • CITY OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/ REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH DATE: May 7, 2002 TO. McDonnell Douglas Corporation ATTENTION: Mike Zettel Name 5301 Bolsa Avenue DEPARTMENT: Dept. 700 Bldg. 28 street Huntington Beach CA 92647 REGARDING: 2nd Amendm,.nt to City, State. Zip Water Facilities Agreement See Attached Action Agenda Item E-8 Date of Approval 4/ 1 / 02 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item. Remarks: Connie Brockway City Clerk Attachments: Action Agenda Page x Agreement x Bonds Insurance RCA Deed Other CC: R. Beardsley DPW x x Name Department RCA Agrc=cw Insurance Other T. Rulla DPW x x Name Department RCA Agree -rent Insurance Other Dame Department RCA Agreement Insmaace Other Name Department RCA Agrcement Insurance Other Name Department RCA Insurance 1 Telephone: 714-536-5227 ) — T. xti��A , nrw Council/Agency Meeting Held: Deferred/Continued to: Approved ❑ Conditionally Approved :7 Denied )VhL� k Clty Clerp Signature Council Meeting Date: April 1, 2002 Department ID Number: PW 02-034 CITY OF HUNTINGTON BEACH Q REQUEST FOR ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City AdministratoreW w PREPARED BY: ROBERT F. BEARDSLEY, Director of Public Works SUBJECT: Approve Second Amendment to Water Facilities Agreement among McDonnell Douglas Corporation, Boeing Realty Corporation and the - City of Huntington Beach [Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of issue: It is necessary to `amend the Water Facilities Agreement with Boeing due to the revised McDonnell Centre Business Park Specific Plan No. 11. The revised plan modifies the well site boundary, impacts access and pipeline alignments and other issues related to development of the Water Well No. 12 by the City. Eundinq„Source: No funding is required at this time. Recommended Action: Motion to: Approve .and authorize the Mayor and City Clerk to execute the Second Amendment to. Water Facilities Agreement among McDonnell Douglas Corporation, Boeing Realty Corporation and the City of Huntington Beach. Alternative Action(s): Deny approval and direct staff accordingly. If the amendment is not executed, the City may forfeit the opportunity for an improved well site and various improvement obligations -by Boeing. Also; the design and construction of Water Well No. 12 by the City will be delayed. REQUEST FOR ACTION • MEETING DATE: April 1, 2002 DEPARTMENT ID NUMBER: PW 02-034 Analysis: Last year, Boeing approached the City to amend its McDonnell Centre Business Park Specific Plan No. 11 located adjacent to the City's water well site. Since the changes proposed by Boeing dramatically affected access, pipeline alignments, grading and other issues related to developing the water well, work was stopped on the well project until an agreement with Boeing was reached. The revised agreement requires Boeing to complete major improvements of benefit to the City, including design and construction of water well transmission lines. Modification to the existing well site boundaries will allow better access to the well site from a public roadway for maintenance, deliveries and emergencies. Boeing will also be required to complete various other improvements sooner than under the existing agreement. Modification to the existing Water Facilities Agreement is necessary in order for Boeing to record the parcel map and continue with its planned development as proposed in their amended Specific Plan No. 11. Additionally, the amended Agreement will enable the City to complete the development of Water Well No. 12, which is a Water Master Plan project. Public Works, Planning, Real Estate and City Attorney staffs have worked with Boeing over the past several months to develop the amended agreement. The proposed plan is mutually beneficial to Boeing and the City. Environmental Status: The execution of the amendment to the Water Facilities Agreement has been determined to be exempt from the provisions of the California Environmental Quality Act pursuant to Section 15061 (b)(3). Attachment(s): RCA Author: T.Rulla:jm D.Tocuments and Settingslkuhnkee\Local Settings\Temporary Internet Files10LK6102-034 April 1 Rulla (Amend Boeing Agreement Well 12).doc -2- 3/2012002 2:52 PM ATTACHMENT #1 ecording requested b ,and w n recorded, ma' o City C k City of ington Beach 2000 ain St t tinuton Beac . CA 92648 (110jell'- SECOND AMENDMENT TO WATER FACILITIES AGREEMENT This Second Amendment to Water Facilities Agreement ("Second Amendment") is entered into as of April 1 , 2002, by and among McDOiVNELL DOUGLAS CORPORATION, a Maryland corporation ("MDC"), BOEING REALTY CORPORATION, fik/a McDONNELL DOUGLAS REALTY COMPANY, a California corporation ("BRC"), and the CITY OF HUNTINGTON BEACH, a municipal corporation and charter city of the State of California ("Cite") (individually a "Party" and collectively, the "Parties"), as follows: RECITALS A. The Parties previously executed that certain Water Facilities Agreement dated on or about March 18, 1997 (the "Original Agreement"), and further amended the Original Agreement by that certain Amendment to Water Facilities Agreement dated August 12, 1997 (the "First Amend men t")(the Original Agreement and the First Amendment are collectively referred to as the "Water Agreement"). B. The Parties desire to further amend the Water Agreement as hereafter provided, and to clarify which portions of the Water Agreement have been performed by the Parties. SF:2001 Agree: Water Facilities 3:`13:02 NOW, THEREFORE, in consideration of the covenants and agreements contained herein and other valuable consideration, the sufficiency and receipt of which is hereby acknowledged by the Parties hereto, the Parties covenant and agree to amend the Water Agreement as follows: SECTION 1. EXISTING _W_ATER WELL AND WATER WELL SITE, UTILITY EASEMENT ACCESS EASEMENT WATER LINE EASEMENT,• NEW WATER WELL AND WATER WELL SITE. The Parties acknowledge that Sections 1, 2 and 3 of the Water Agreement have been performed; however, the Parties desire that the Water Well Site be relocated and the Utility Easement, Access Easement and Water Line Easements (such easements hereinafter defined and referred to collectively as, the "Easements") be reconveyed to MDC. Accordingly, City and MDC agree to perform the following: A. City shall reconvey by Grant Deed the "Old Well Site" that was previously conveyed to the City by deed dated March 18,1997, and recorded on March 4, 1997, as Instalment No. 19970371745 in the Official Records of Orange County, CA ("Official Records"). Said Grant Deed shall be in the form attached hereto as Exhibit A. The Old Well Site shall be conveyed free and clear of all recorded and unrecorded liens, encumbrances, assessments, easements, leases and taxes, subject only to those exceptions approved in writing by MDC. B. City shall terminate by Quit Claim Deed the Utility Easement (the "Utility Easement") previously conveyed by MDC to the City by easement recorded on August 4, 1997, as Instrument \o. 19970371743 in the Official Records. Said Quit Claim Deed shall be in the form attached hereto as Exhibit B. C. City shall terminate by Quit Claim Deed the Access Easement (the "Access Easement") previously conveyed by MDC to the City by easement recorded on SF:2001 AgreeMater Facilities 3113102 2 February 5, 1998, as Instrument No. 19970371746 in the Official Records. Said Quit Claim Deed shall be in the form attached hereto as Exhibit C. D. MDC agrees to convey by Grant Deed to City marketable fee simple title the "New Water Well Site." The Grant Deed shall be in the form of Exhibit D. The New Water Well Site is legally described and depicted in Exhibits A and B to Exhibit D. The New Water Well Site shall be conveyed free and clear of all recorded and unrecorded liens, encumbrances, assessments, easements, leases and taxes, subject only to those exceptions approved in writing by City. SECTION 2. TITLE INSURANCE POLICY. Promptly after execution of this Second Amendment, each Party shall obtain, at its expense, a preliminary title report on the Old Well Site and the New Water Well Site issued by Chicago Title Company (`Chicago Title"), together with copies of all exceptions to title set forth in such report ("PTR"). Prior to the recording of the Grant Deeds (Exhibits A and D) for the Old Well Site and the New Water Well Site, Chicago Title shall issue a standard farm ALTA Owner's Policies of Title Insurance in the amount of Seventy Five Thousand Dollars (S75,000.00) each, showing the title to the Old Water Site and the New Water Wall Site vested in the new owner, subject only to the exceptions approved by each respective Party pursuant to Sections 1A and 1 D. SECTION 3. CITY CLERK TO SERVE AS ESCROW. The Huntington Beach City Clerk shall serve as the escrow agent. This Second Amendment constitutes the joint escrow instructions of City and MDC, and the City Clerk is hereby empowered to act under this Second Amendment. The Parties hereto agree to do all acts reasonably necessary to close this escrow. sF:2001 AgreeMater Facilities 3113i02 3 SECTION 4. CONDITIOtiS PRECEDENT TO CLOSE OF ESCROW. City's obligation to complete the conveyances hereunder is conditional upon the following: (a) approval by City of the PTR for the New Water Well Site; if City shall disapprove or conditionally approve any item in the PTR, MDC shall, within fifteen (15) calendar days of receipt of such disapproval or conditional approval, advise City in writing whether or not MDC shall cause to be eliminated any such disapproved item or items; if MDC elects to eliminate such disapproved item or items, the escrow shall remain open; if MDC elects not to eliminate such item or items, the escrow shall be canceled upon written notice from MDC to the City Clerk; upon such termination, thereafter neither City nor MDC shall have any further liability hereunder; (b) City conducting a physical inspection of the New Water Well Site, and approving the physical condition of the Water Well; (c) performance by MDC, on or before the applicable time deadline, of each and all of its obligations pursuant to this Agreement; (d) the truth of each and every warranty and representation made by MDC in this Agreement as of the date of execution thereof and as of the Closing Date; (e) on the CIosing Date, Chicago Title shall be ready, willing and able to issue to City its standard form ALTA Owner's Policy of Title Insurance insuring City in the amount of Seventy Five Thousand Dollars - SE2001 AgreeMater facilities 3113iO2 4 • .7 (575,000.00) that good and marketable title to the New Water Well Site is vested in City subject only to the exceptions to title set forth in the PTR; (f) no destruction, damage or loss of or to the New Water Well Site having occurred on or before the Closing Date from any cause or casualty whatsoever; and (g) at any time or times before the Closing Date, City may be allowed to inspect, and approve, in City's sole and absolute discretion, the New Water Well Site and to make any investigations City or his assigned representative may desire with respect to the physical condition of the New Water Well Site or any other aspect of the Property, including, without limitation, the environmental condition of the New Water Well Site, the condition of title to the New Water Well Site and all matters related to compliance of the New Water Well Site with all applicable laws; MDC's obligation to complete the conveyances hereunder is conditional upon the following: (h) approval by MDC of the PTR for the Old Well Site; if MDC shall disapprove or conditionally approve any item in the PTR, City shall, within fifteen (I5) calendar days of receipt of such disapproval or conditional approval, advise MDC in writing whether or not City shall cause to be eliminated any such disapproved item or items, the escrow shall remain open; if City elects not to eliminate such item or items, the escrow shall be canceled upon written notice from City to Escrow Holder; SF2001 Agree: Water Facilities I'l3 02 5 upon such termination, thereafter neither City nor MDC shall have any further liability hereunder; (i) MDC conducting a physical inspection of the Old Well Site and the Easements; 0) performance by MDC, on or before the applicable time deadline, of each and all of its obligations pursuant to this Agreement; (k) the truth of each and every warranty and representation made by the City in this Agreement as of the date of execution thereof and as of the Closing Date; (1) on the Closing Date, Chicago Title shall be ready, willing and able to issue MDC its standard form ALTA Owner's Policy of Title Insurance insuring MDC in the amount of Seventy Five Thousand Dollars (575,000.00) that good and marketable title to the Old Well Site is vested in MDC subject only to the exceptions to title set forth in the PTR; (m) no destruction, damage or loss of or to the Old Well Site or Easements having occurred on or before the Closing Date from any cause or casualty whatsoever; and (n) at any time or times before the Closing Date, MDC may be allowed to inspect, and approve, MDC's sole and absolute discretion, the Old Well Site and the Easements and to make any investigations MDC or its assigned representative may desire with respect to the physical condition of the Old Well Site, the Easements or any other aspect of the Property, including, without limitation, the environmental condition of the Old Well SF:2001 Agree-Waier Facilkies 3. 13 02 6 0 • Site and Easements, of title to the Old Well Site and Easements, and all matters related to compliance of the Old Well Site and Easements with all applicable laws; SECTION 5. NOTICES. All notices called for herein shall be in writing and shall be delivered to MDC and City at the addresses set forth in this document. Notices shall be deemed delivered two (2) days after first-class mailing, or one day after facsimile or personal service. SECTION 6. OPENING AND CLOSING. (a) Escrow shall be deemed opened upon full execution of this Agreement (b) The City Clerk shall close escrow ("Close of Escrow") within sixty (60) days after opening of escrow. (c) MDC shall deliver or cause to be delivered to City through escrow: L The Grant Deed to the New Water Well Site in proper form duly executed and in recordable form conveying to City fee title to the New Water Well Site subject only to the exceptions approved by City pursuant to Section l D hereof. 2. A standard form ALTA Owner's Policy of Title Insurance issued by Chicago Title Insurance Company in the full amount of the Seventy Five Thousand Dollars ($75,000.00) insuring title vested in City subject only to the exceptions approved by City pursuant to Section I hereof. (d) City shall deliver or cause to be delivered to MDC through escrow the Grant Deed to the Old Well Site (Exhibit A) in proper form duly executed and in recordable form conveying to MDC fee title to the Old Well Site SF:2001 Agree-Waier Facilities 3 t3-02 7 • • subject only to the exceptions approved by MDC pursuant to Section I hereof, and the Quit Claim Deeds (Exhibits B and C) terminating the Easements. (e) Both Parties shall execute and deliver through escrow any other documents or instruments which are reasonably necessary in order to consummate the exchange of properties. SECTION 7. REPRESENTATIONS AND WARRANTIES OF MDC. MDC hereby represents and warrants as follows: (a) The New Water Well Site is free and clear of all liens, claims, encumbrances, easements, encroachments or rights of way of any nature whatsoever other than the matters set forth as exceptions in the PTR. (b) Until the Closing, MDC shall maintain the New Water Well Site in its present condition, ordinary wear and tear excepted. (c) MDC has no knowledge of any order or directive of any applicable Department of Building and Safety, Health Department or any other City, County, State or Federal authority, relating to the New Water Well Site. (d) MDC has complied with, and has no knowledge of any pending, threatened or potential investigation, proceeding or action (including legislative action) relating to the failure of MDC, or the improvements on the New Water Well Site, to comply with, any and all statutes, laws, ordinances, regulations, rules and orders of governmental authorities having or claiming jurisdiction relating to the ownership, operation and use of the New Water Well Site and the construction, completion and SF2001 AgreeMater Facilities RUM 8 • • occupancy of improvements thereon including, but not limited to, compliance with any and all zoning, health, safety, building and fire regulations and the obtaining and compliance with any and all necessary permits, licenses and certificates of authority. (e) The New Water Well Site is in compliance with all zoning and land use requirements. (0 MDC has no obligations to any finder or broker in connection with the sale of any or all of the New Water Well Site. (g) To the best of MDC's knowledge, no Hazardous Materials (as defined below) are or have been used, present, released, stored, manufactured, generated or disposed of on, -under or about, or transported to or from, the New Water Well Site (including, without limitation, the soil and groundwater thereunder). To the best of MDC's knowledge, no Hazardous Materials have been incorporated into or used in constructing any improvements in or on the New Water Well Site. As used in this Agreement, the phrase "Hazardous ?Materials" shall mean any hazardous, toxic, corrosive, reactive, ignitable, carcinogenic or reproductive toxic substance, material, product, compound, chemical or waste (including, without limitation, petroleum, including crude oil or any fraction thereof, asbestos or asbestos -containing materials, flammable explosives, radioactive materials, and polychlorinated biphenyls) as defined in or regulated by any federal, state or local law, ordinance, regulation or code regarding the environment or health, safety or welfare ("Environmental SF:2001 Agree -Water Facilities 3113102 9 .7 • Laws"). To the best of MDC's knowledge, the New Water Well Site (including, without limitation, the soil and groundwater thereunder) is not in violation of any Environmental Laws. No above -ground or underground tanks exist on, under or about the New Water Well Site. (h) All of the documents, information and records provided by MDC to City in accordance with this Agreement shall contain true and accurate information and do not omit any material fact. (i) MDC has no knowledge of any pending, threatened or potential litigation, action or proceeding against MDC or any other party before any court or administrative tribunal which is in any way related to the New Water Well Site. 0) There are no contracts, agreements, understandings and commitments, written or oral, with vendors, affecting any part of the New Water Well Site. (k) As of the time of the Closing Date, MDC shall have paid and settled all outstanding debts, claims and other obligations owed by MDC in connection with the ownership of the New Water Well Site, the construction of improvements thereon or the maintenance thereof ("MDC Debts"). City is not assuming any MDC Debts. MDC will indemnifv and defend City from all actions relating to collection of MDC Debts. sF:2001 Agree:Water I aci4tles 313 0-1 10 1�1 • SECTION S. REPRESENTATIONS AND WARRANTIES OF CITY. City hereby represents and warrants as follows: (a) The Old Water Well Site and the Easements are free and clear of all liens, claims, encumbrances, easements, encroachments or rights of way of any nature whatsoever other than the matters set forth as exceptions in the PTR. (b) 'Until the Closing, City shall maintain the Old Well Site and the Easements in their present condition, ordinary wear and tear excepted. (c) City has no knowledge of any order or directive of any applicable Department of Building and Safety, Health Department or any other City, County, State or Federal authority, relating to the Old Water Well Site or the Easements. (d) City has complied with, and has no knowledge of any pending, threatened or potential investigation, proceeding or action (including legislative action) relating to the failure of City, or the improvements on the Old Water Well Site or the Easements, to comply with. any and all statutes, laws, ordinances, regulations, rules and orders of governmental authorities having or claiming jurisdiction relating to the ownership, operation and use of the Old Water Well Site or the Easements and the construction, completion and occupancy of improvements thereon including, but not limited to, compliance with any and all zoning, health, safety, building and fire regulations and the obtaining and compliance with any and all necessary permits, licenses and certificates of authority. SF:2001 AgreeMa;er Facilities -' 13 0'_ 11 (e) The Old Well Site and Easements are in compliance with all zoning and land use requirements. (f) City has no obligations to any finder or broker in connection with the sale of any or all of the Old Water Well Site and the Easements. (g) To the best of City's knowledge, no Hazardous Materials are or have been used, present, released, stored, manufactured, generated or disposed of on, under or about, or transported to or from, the Old Water Well Site and the Easements (including, without limitation, the soil and groundwater thereunder). To the best of City's knowledge, no Hazardous Materials have been incorporated into or used in constructing any improvements in or on the Old Water Well Site and the Easements. To the best of City's knowledge, neither the Old Water Well Site nor the Easements (including, without limitation, the soil and groundwater thereunder) is in violation of any Environmental Laws. (h) All of the documents, information and records provided by City to 1b1DC in accordance with this Second Amendment shall contain true and accurate information and do not omit any material fact. (i) City has no knowledge of any pending, threatened or potential litigation, action or proceeding against City or any other party before any court or administrative tribunal which is in any way related to the Old Water Well Site or the Easements. 51:-2001 Agree:Water Facilities 3 11,02 12 • 0 0) There are no contracts, agreements, understandings and commitments, written or oral, with vendors, affecting any part of the Old Water Well Site or the Easements. (k) As of the time of the Closing Date, City shall have paid and settled all outstanding debts, claims and other obligations owed by City in connection with the ownership of the Old Water Well Site and the Easements, the construction of improvements thereon or the maintenance thereof ("City Debts"). MDC is not assuming any City Debts. City will indemnify and defend MDC from all actions relating to collection of City Debts. SECTION 9. PRORATIONS AND EXPENSES. Real property taxes on the New Water Well Site and the Old Well Site shall be prorated as of the date of Close of Escrow, based upon the latest tax bill available. Assessments of record shall be paid by the respective owner. SECTION 10. POSSESSION. Possession of the New Water Well Site shall be delivered to City at Close of Escrow. Possession of the -Old Well Site and the Easements shall be delivered to MDC at Close of Escrow. SECTION 11. FIRPTA. MDC shall deliver to City through escrow an affidavit executed by MDC under penalty of perjury stating MDC's United States taxpayer identification number and that MDC is not a foreign person, in accordance with Internal Revenue Code 1445(2). SECTION 12. WATER TRANSMISSION LINE. Section 4 of the Water Agreement is amended in its entirety to read as follows: sF:2001 AgreeMater Facilities 3.1102 13 "A. MDC shall design, construct, and dedicate to City water well transport lines from the New Water Well Site depicted on Tentative Parcel Map No. 2001-226 on file with the City Planning Department. Said lines will join with the existing water line located at Rancho Avenue approximately 275 feet northeast of Bolsa Chica to a point of connection in Spa Drive approximately 45 feet southeast of Rancho Avenue, and also a water line from Rancho Avenue at Astronautics Drive to a point of connection in Astronautics Drive approximately 900 feet north of Skylab Road. The water well transportation lines shall be located in streets dedicated to the City pursuant to the recordation of the Final Parcel Map in connection with Parcel Map No. 2001-226. B. If requested by MDC, City will execute a quit claim deed or other form of waiver, terminating the water line easement agreement referred to in the Water Agreement, following recordation of the Final Parcel Map No. 2001-226. Notwithstanding the foregoing, the Parties agree that upon recording of said Final Parcel Map, MDC is released by City from the requirement of making any offer of dedication regarding the water line easement, as provided in the Water Agreement. SECTION 13. NAVY RAILROAD RIGHT-OF-WAY. The Parties agree that Section II of the First Amendment relating to the Navy Railroad Right of Way has expired and are of no further force or effect. SECTION 14. RESERVOIR EASEMENT. The Parties agree that Section III of the Second Amendment relating to the Reservoir Easement has been performed. SECTION 15, SPRINGDALE WATER LINE. The Parties agree that of Section 7 of the Original Agreement has been performed. Sl-:2001 Agree -Water Facilities : `13 0-1 14 SECTION 16. AUTHORITY. Each signatory hereto warrants to the other party its authority to sign on behalf of the party for whom it purports to sign. SECTION 17. ENTIRE AGREEMENT. This agreement sets forth the entire agreement of the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, undertakings or agreements relating thereto. SECTION 18. NOTICES. The addresses for notices to the Parties are hereby confirmed or changed as follows: City: MDC: BRC: City of Huntington Beach McDonnell Douglas Corporation Boeing Realty Corporation 2000 Main Street 5301 Bolsa Avenue 3760 Kilroy Airport Way, P.O. Box 190 Dept. 700, Bldg. 28 Suite 500 Huntington Beach, CA 92648 Huntington Beach, CA 92647 Long Beach, CA 90806 Attn: Director of Public Works Attn: Mike Zettel Attn: Stephen J. Barker SECTION 19. COUNTERPARTS. This Second Amendment may be executed in any number of counterparts each of which shall be deemed an original and all of which when - executed shall constitute one and the same instrument. SECTION 20. CONFIRMATION OF WATER AGREEMENT Except as hereby amended, the Water Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the Parties hereto have caused this Second Amendment to be executed by and through their authorized offices the day, month and year first above written. SF:2001 Agree: Water Facilities 31IN02 15 L_J is m "BRC" BOEING REALTY CORPORATION, a California corporation ITS: Zvi DC" RECTdRrBUMESS OPERATIONS AND McDONN ELL DOUGLAS CORPORATION, a Maryland co oration �p By: T � ori�d'S ITS: CITY OF HUNTINGTON BEACH, a municipal corporation of he State of California Mayor ATTES t�V'4�4/ City Clerk APPROVED AS TO FORM: 3 city Attorney s1 �rl�� � -�p•�i ti :r7aa l AT D AND AP VED: Director of Public Works REVIEWED AND APPROVED: C a2 . e� Cit Kdministrator 51-:2001 AgreeMater Facilities 3.13--02 16 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of LOZ) or, Date before me, _), Oj_LT -► Name and Trio e1 Dllicor c g.. -Jane Doe Nwary PAIC`, personally appeared 4- Ato J. borrKee- =DAWNVER796CAL WOM"CoUMY. 1 ZOOS ^Janeisi c' Sigre•'s; [Xpersonally known to me ❑ proved to me on the basis of satisfactory evidence to be the person(,# whose name( is/are subscribed to the within instrument and acknowledged to me that he/sha their executed the same in his/herffimir authorized capacity(ins . and that by his/hertfh&ir signature(a}on the instrument the person(s), or the entity upon behalf of which the persons} acted, executed the instrument. WIT E=SS my hand and official seal. ccw-n_ t . �Aa.LAtx S.gnaara ct Not" Pto is OPTIONAL Though the information below is not required by law. it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: = Individual =.,�,-' T -'ore C Corporate Officer — Title(s): Partner -- ❑ Limited - General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing: 0 1999 Natmral Notary Assacallcn • S250 De Soto Na.. PO es: 2.102 • Chawworn CA 91313-2402 • Mawr raiionalmiaryorr Prce- No. SW7 Reorcer Ca!l loll -Free 1-8W-M-6827 PROM I VP L-EU--t- qW 205 644 4900 2002 M4 11144 USZ50 P.19/23 MCDONNE L DOUGLA,S C01WORATIQN DELEGATION OF COMMI'1'11+jENT AUTHORITY I_aurntts T. Koellner, President of Boeing Shared Services Group, acting pursuant to Compariy policy POG1, "Delegatinn nrAuthority to Authorize Bushicss Transactions and Agreements, and to Commit Company Kasource—%;' pis am coded, modtfed, supplemented, and updated to the date hereof, which .Policy was adopted by McDonnell Douglas Corporation, a Maryland corporation (the "Company") pursuant to a resolution of the Board of Directors of the Company duly adopted on September 30, 199M, heresy delegmm to each of Philip VV. CAurt and Stephen J. Harker the autharity to rnanaga the real property of the Company, including the authority to do any of the following: (a) To commit the Cortllrany to the purchaae, sale, or lease (A; Icssor or lessee or as u participant in any scab transaction) of real property and related personal property and to extend credit in connection with any of the foregoing; and (b) 'to grant mortgages, deeds of trust, and other liens on the Company's interest In real property; ,md (c; To commit the Company w easements, licenses, access agreements, development agreements, mitigation agreementq, proPerty management agreements, and similar agmernento; and (d) In connection with any of the foregoing, to make, enter into, execute, create and diver any 1►rnpv-snls, contracts, agreements, deeds, leases, subleases, bills of We. bonds. liens, tnor'.gages, deeds of trust, easements, licenses, permits, claims, indecmities, $uerantees, settlements, releuses, obligations, assignments, option agreements, consents, development agreements, mitigation agreements, and other instrtnxients and documents as deemed by either such individual to be necessary or desirable. The authority granted aerdn is limited to exclude any transaction that would involve: (i) expenditures or the commitment to make expenditures with respect to real property that in the aggregate exceed $30,000,000, or (il.) disposition of a real property asset foir a sale price in excess of $30,000,000; or (iii) ,ire granting of a lien on real property securing an obligation in *xcsas of $30,000,000, or (iv) a lease commitment (as lessee or Jessor) if the prosent vales of the committed rentals (discounted at the then current Prime Irate as announced publicly by The Chase Manhattan gartk in. New York) exceeds $30,0M,000. The authority heroin dslagatad shall be effective as of January 2, 2002 and remain in full force and affect through December 31, 2002 tuilGss revoked In writing in whole or in part by resolution of the J3oard of Directors or by the undersigned. Dated: January 2, 24U2 FROM eVP LEGp_ W 206 644 4930 20ta2.W4 11240 #830 P.10123 Bomn REALTY CORPORATION DJELEGATiom OF CQ1I mrmENT ATJTHQRITY Lauren- T. Koellner, President of Boeing Shared Scrvizes Ofaup, acting pursuant to Company policy T'OL-1, "Delegation of Authority to Authoriza Rusinen Transactions and Agrouwnts, and to Cumnlit Cutripany Rasourees," as amended, rra,oditied, supplamented, and updated to the date hereof, which Policy was adopted by Boeing Really Corporadon, a California corporation (the "Company') pursuant to a resolution of the Board of Directors of the Company duty adopted on MaMb 10, 1999, hereby delegates to each of Philip W. Cyburt and Stephen I Radler the authority to manage the. real property of the Company, including the authority to do any of tho fnllowir. g: (a) To commit the Company to the purchasA :ucla, or lasso (as lessor or lessee or a3 a participant in any such transaction) of real property and related personal property and to exlerid credit in counecdon with any of the foregoing; and (b) To grant mortgages, doEcla of trust, and other llena oo the Company's interest in real property; and (c) To cottunit tha Company to ease rants, licenses, access agreements, developniant agresaments, rn'sti.ig,erion ag-cemz�nts, property management agroonter.ts, and Airoilar agreements; and (d) ltt conmetimn with Any of the foregoing, to make, enter into, execute, croate and deliver nay proposals, contracts, agreements, deeds, lessor, sublease3s, hill" of sale, bonds, liens, rnorteages, deeds of trtast, easements, liccu3ea, permits, claittts, indemnities, guarantees, settlements, releases, obligations, assigiutuuts, option agreements, consents, development agreements, initigatim agtcerneatts, and other instruments n id docutncuts us deemed by either such individual to be necessary or desirable, 7',yc authority granted herein is lirnitcd to exclude any transacdon that would Involve; .i) axpertdinarus ur the commirmcrtt to make expenditures with respect to reel property that in the aggregate exceed S30,000,000; or (10 disposition of a Taal property RUN Tor a gala price in excess of $30,000,000; or (ii; ) the granting of a Lien on real property secwi ng an oftution in exccs9 of $30,000,000, or (iv) a lease. c;onvuiawnt (us lessee or lessor) if the preaeat value. of thu committed renmis (discounted at the then current prime Rate as announced publicly by TW Chase Manhattan Bank in New York) exceeds $30,000,000. Tho authority herein delegated shalt be effective as of January 2, 2002 and Temain in full force and effect through December 31, 2002 unless revoked in writing in whole or in part by resolution of the Board of Ditectors or by tho undersigned. Hated: January 2, 2001 N` Laurette T7. Koelltacr • EXHIBIT LIST Grant Deed from City to MDC for Old Water Well Site Exhibit A Quit Claim Deed from City to MDC terminating the Utility Easement Exhibit B Quit Claim Deed from City to MDC terminating the Access Easement Exhibit C Grant Deed from MDC to City for New Water Well Site Exhibit D SF:2001 AgreeMater Facilities 113 02 17 Recording requested by, and when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 GRANT DEED The City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantor") grants to McDonnell Douglas Corporation (hereinafter referred to as "Grantee") all that real property situated in the City of Huntington Beach, County of Orange, California, and more particularly described in Exhibit A-1 and depicted on Exhibit A-2, which are attached hereto and hereby incorporated by reference. Executed on , 2002, at Huntington Beach, California. GRANTOR CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Mayor ATTEST: City Clerk APPROVED AS TO FORM: City Attorney VITIATED AND APPROVED: Director of Public Works SF -Plead: 0210isc: Grant deed EXHIBIT A REVIEWED AND APPROVED: City Administrator LEGAL DESCRIPTION WATER WELL SITE FEE LAND FOR WATER WELL SITE, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 1 I WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60 PAGE 13, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY, SOUTH 40°24'05" EAST, 172.00 FEET TO THE TRUE POINT QE_BFQ2ghMC!-, THENCE CONTINUING ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40°24'05" EAST, 130.00 FEET; THENCE ALONG A LINE PARALLEL WITH AND 302.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49034'06" WEST, 16.80 FEET TO A POINT ON A NON -TANGENT CURVE CONCAVE SOUTHERLY AND 14AVING A RADIUS OF 200.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 37007' 18". EAST; THENCE WESTERLY 161.80 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46021'09" TO A POINT ON A REVERSE CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 156.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 10"13'51" WEST; THENCE WESTERLY ALONG SAID CURVE 6.99 FEET THROUGH A CENTRAL ANGLE OF 02034'04" TO A POINT ON A LINE PARALLEL WITH AND I72.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF- WAY; THENCE ALONG SAID PARALLEL LINE, NORTH 49034'06" EAST, TO THE TRUE SAID PARCEL CONTAINS APPROXIMATELY 6,791 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT A-2, ATTACED HERETO AND MADE A PART HEREOF. SFfs.GIF-Doaglu: Ub. 9-1 315197-41 EXHIBIT A-1 t s - :-0123/9? 11:44 -x 5T CIUI- anfhEERING - 7147562:a = Kv.'775 • WATER WELL SITE o P.Q.B. Y `S0, N.T.S. ���ob • 4 !� el 9O 1 "a - /� P. 0, 1W a• 1 � Av L"63. eb� s z i' 09 7. 4o clsi CL ASTRONAUTICS DRIVE r PRIVATE ' N 13-51- w w ¢.RC.~ 01/Z3/97 C:\SWC E\C 46\WEAL— EX2 EXHIBIT A-2 0 Recording requested by, and when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 QUITCLAIM DEED The City of Huntington Beach, a municipal corporation, quitclaims to McDonnell Douglas Corporation all its right, title, and interest in the real property situated in the City of Huntington Beach, Orange County, California, more particularly described in Exhibit B-1 and depicted in Exhibit B-2, which are attached hereto and hereby incorporated by reference. Executed on , 2002, at Huntington Beach, California. GRANTOR CITY OF HUNITINGTON BEACH, a municipal corporation of the State of California Mavor ATTEST: City Clerk APPROVED AS TO FORM: City Attorney INITIATED AND APPROVED: Director of Public Works SF-2000 Plead: 02Misc: Quitclaim EXHIBIT B REVIEWED AND APPROVED: City Administrator LEGAL DESCRIPTION UTILITY EASEMENT AN EASEMENT FOR PUBLIC UTILITY PURPOSES; OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 11 WEST, SAN BERNARDiNO = MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60- PAGE 13, OF*RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT -THE INTERSECTION OF THE SOUTHHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD., AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40024'05" EAST, 172.00 FEET; THENCE ALONG 4 LINE PARALLEL WITH AND 172.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49034'06" WEST, 20.00 FEET TO A POINT ON A LINE PARALLEL WITH AND 20.00 FEET SOUTHWESTERLY OF SAID SOUTHWESTERLY RIGHT-OF-WAY; THENCE ALONG SAID PARALLEL LINE NORTH 40024' 05" WEST; 172.00 FEET TO A POINT ON SAID SOUTHEASTERLY RIGHT-OF- WAY; THENCE ALONG SAID RIGHT-OF-WAY, NORTH 490 304106" EAST, 20.00 FEET, TO THE POINT OF BEGINNING. SAID PARCEL CONTAINS APPROXIMATELY 3,440 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT B-2, ATTACHED HERETO AND MADE A PART HEREOF. SF1s:G:SF-Douglas.Exhb-C-1 315197 - # 1 \ EXHIBIT B-1 __.-..-- '+.�.. :-� �i �:1uiL ait�`"�Jtrs -► ?147SE 1 NO.?75 UTZLZTY EASEMENT p.o.B. -:�'N �. �rl -- CL ASTRONAUTICS DRIVE( PRNATE) EXHIBIT B-2 Recording requested by, and when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 QUITCLAIM DEED The City of Huntington Beach, a municipal corporation, quitclaims to McDonnell Douglas Corporation all its right, title, and interest in the real property situated in the City of Huntington Beach, Orange County, California, more particularly described in Exhibit C-1 and depicted in Exhibit C-2, which are attached hereto and hereby incorporated by reference. Executed on , 2002, at Huntington Beach, California. GRANTOR CITY OF HUNTP_VGTON BEACH, a municipal corporation of the State of California Mayor ATTEST: City Clerk APPROVED AS TO FORM: City Attorney INITIATED AND APPROVED: REVIEWED AND APPROVED: Director of Public Works SF-2000 Plead: 02Misc: Quitclaim EXHIBIT C City Administrator • i LEGAL DESCRIPTION ACCESS EASEMENT A PORTION OF A 44.00 FOOT EASEMENT FOR ACCESS PURPOSES, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 11 -WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60 PAGE 13, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID EASEMENT BEING 22.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED LINE; BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40"24'05" EAST, 302.00 FEET; THENCE ALONG A LINE PARALLEL WITH AND 302.00 FEET SOUTHEASTERLY FROM SA'D SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49034'06" WEST, 16.80 FEET TO A POINT ON A NON -TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 200.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 36"07'18" EAST; THENCE ALONG SAID RADIAL LINE SOUTH 36"07'18" WEST, 22.00 FEET TO A POINT ON A RADIAL CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 178.00 FEET, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE WESTERLY 144.00 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46"21'09" TO A POINT ON A REVERSE CURVE,CONCAVE NORTHERLY AND HAVING A RADIUS OF 178.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 10013'51" WEST; THENCE WESTERLY 186.96 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 60° 10'52"; THENCE NORTH 40°02'59" WEST, 39.64 FEET, TO A POINT ON SAID SOUTHEASTERLY RIGHT-OF-WAY THE SIDE LINES OF SAID STRIP TO BE SHORTENED OR LENGTHENED TO TERMINATE AT SAID SOUTHEASTERLY RIGHT-OF-WAY. SAID PARCEL CONTAINS APPROXIMATELY 16,304 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT C-2,-ATTACHED HERETO AND MADE A PART HEREOF. 03117/97 EXHIBIT C-1 CAWPOOMLEGALS%C 148-3 ACCESS EASEMENT CL RANCHO AVE. Ul 37.5' ca c to z i N V V ` N � - T.P9.03, i 37.5' 03 f l7/97 '%<" C:`SWCE\Ct48\WELL-EX3 EXHIBIT C-2 WELL SITE P*OOB% N.T.S. I E Q dc' . R Zfl 00� s7180. Jad t' O, v CL ASTRONAUTICS DRIVE( PRIVATE �cna'ss w �.._ _.. FAD P.Ec- . a1/23/97. EXHIBIT C-2 e:`SCE1Cl�s\Fl l -�X� Recording requested by, and when recorded, mail to City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 GRANT DEED McDonnell Douglas Corporation (hereinafter referred to as "Grantor") grants to The City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee") all that real property situated in the City of Huntington Beach, County of Orange, California, and more particularly described in Exhibit D-1 and depicted on Exhibit D-2, which are attached hereto and hereby incorporated by reference. Executed on , 2002. GRANTOR McDONN-ELL DOUGLAS CORPORATION, A Maryland corporation c print name ITS: (circle one) Chairman/'President/Vice President AND By: print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - Treasurer SF-2000 Plead: 02Mim Grant deed 2 EXHIBIT D Grantee, City of Huntington Beach, hereby accepts the grant of the above -described property. CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Mayor ATTEST: City Clerk APPROVED AS TO FORM: City Attorney INITIATED AND APPROVED: Director of Public Works REVIEWED AND APPROVED: City Administrator SF-2000 Plead: 02Mfsc: Gram deed 2 7ti7 r" wm j.6 r. ice. LEGAL DESCRIPTION A PORTION OF PARCEL 6, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP, FILED IN BOOK 1, PAGES 3 THROUGH 5, INCLUSIVE, OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SAID PARCEL 6; THENCE ALONG THE NORTHEASTERLY LINE OF SAID PARCEL 6, SOUTH 40024'05" EAST, 232.77 FEET; THENCE SOUTH 49035'55' WEST, 40.19 FEET; THENCE NORTH 82°26'28" WEST, 62.44 FEET; THENCE NORTH 40'24'05" WEST, 64.13 FEET; THENCE NORTH 49035'55" EAST, 37.86 FEET; THENCE NORTH 04'35'55" EAST, 20.00 FEET; THENCE NORTH 40°24'05" WEST, 108.12 FEET TO A POINT ON THE NORTHWESTERLY LINE OF SAID PARCEL 6; THENCE ALONG SAID NORTHWESTERLY LINE, NORTH 49'34'06" EAST, 30.00 FEET TO SAID POINT OF BEGINNING. THE AREA OF THE ABOVE DESCRIBED LAND BEING APPROXIMATELY 0.272 ACRES. ALL AS SHOWN AS EXHIBIT D--2, ATTACHED HERETO AND MADE A PART HEREOF. r JAN A. ADAot, R. C. E. 21687 MY REGISTRATION EXPIRES 9/30/05 k \�CF CALIF e'� EXHIBIT D-1 0 ob o� h �o PM-3 1 /3-5 ui °S PORTION PARCEL 6 a � .y1 11 SCALE. 1"=40' of v 0.272 AC. sr k . rvaz - W za w Adams , Streeterw cram x3ja8 n+c. u W ur.... sin., e► raa �raa /a= iM *rmia 1 2-oa-oi 00 1 340/EX H I BITS/MAP PING/DEDICATION/NAVY-RANCHO EXHIBIT D-2 0 0 RCA ROUTING SHEET INITIATING DEPARTMENT: Public Works SUBJECT: Approve Second Amendment to Water Facilities Agreement among McDonnell Douglas Corporation, Boeing Realty Corporation and the City of Huntington Beach COUNCIL MEETING DATE: I Aril 1, 2002 RCA:ATTACHMENTS ... .. '. ..,. STATUS Ordinance (w/exhibits & legislative draft if applicable) Not Applicable Resolution (w/exhibits & legislative draft if applicabie Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (wlexhibits if applicable) (Signed in full by the City Attome Attached Subleases, Third Party Agreements, etc. A roved as to form by City Attome Not Applicable Certificates of: Insurance (Approved by the City Attorney) Not Applicable Financial Impact Statement Unbud et, over $5,000 Not Applicable Bonds If applicable) Not Applicable Staff Report If applicable) Not Applicable Commission, Board or Committee Report If applicable) Not Applicable Findings/Conditions for Approval and/or Denial Not Applicable -EXPLANATION. FOR .MISSING ATTACHMENTS REVIEWED ;:. RETURNED: FORWARDED Administrative Staff Assistant City Administrator initial City Administrator Initial City Clerkr `EXPLANATION FOR'RETURN:'OF-ITEM: Follow -Up Meeting to City Council Approval for the Second Amendment of the Water Facilities Agreement with McDonnell Douglas Corporation and Boeing Realty Corporation Preliminar itle ke orts review and Title insurance policies 1. City/Boeing shall disapprove or conditionally approve any item in the PTR 2. City/Boeing shall conduct a Physical Inspection Conveyance Completions • City/Boeing shall execute and deliver through escrow all documents/instruments: i. MDC deliver to City Grant Deed to the New Water Well Site ii. ALTA Owner's Policy of Title Insurance iii. City deliver to MDC Grand Deed to Old Well Site and Quitclaim Deeds terminating Easements ...and any other documents reasonably necessary At the time of the Closing Date, MDC shall have paid and settled all outstanding debts, claims and other obligations owed by VIDC in connection with the ownership of the New Water Well Site. Action Items• T. Rulla 4/30/02 MTb I—trm► ay`��--v2 f""ll (.rVjl,L �- , . — P txs fwj V*, P t-71 vis., s : z_ NAZ i�e� 36 oZ I 0�wp: Q r AP/toVV rTK IUD C FIK 1�1�s i 5�'1� fX41sir Twl 5RNb �N�r' d Pr QUEST FOR COUNCIL AC 97 GZ- �Pww� MEETING DATE: DEPARTMENT ID NUMBER: Council/Agency Meeting Held: oo, r o Deferred/Cori' d to: 4-1 Appro a ❑Conditionally Appro ed ❑Denied Cit lark' Signature unci Meeting ate: July l 19 Department ID Number: REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: ICHAEL T. UBERUAGA, City Administrator FLITIES PREPARED BY: DES M. JONES II, Director of Public WorksSUBJECT: APPROVAL OF AMENDMENT NO. 1 TO WATER F AGREEMENT BETWEEN MCDONNELL DOUGLAS COMPANY, MCDONNELL DOUGLAS REALTY COMPANY AND THE CITY OF HUNTINGTON BEACH Statement of Issue, Funding Source, Recommended Action, Alternative Action, Analysis, Environmental Status, Attachment(s) Statement of Issue: The land use entitlement for the development of the Sharp Electronics Corporation Parcel (City of Huntington Beach Conditional Use Permit No. 95-63) specifies that McDonnell Douglas Company (MDC) and McDonnell Douglas Realty Company (MDRC) are to enter into an Agreement with the City of Huntington Beach. This Agreement specifies the terms and conditions by which MDC and MDRC grant fee ownership of a water well site and easements for construction of water facilities to the City, and by which the City installs certain improvements to its water distribution facilities. This Agreement (Attachment 1) was previously approved by City Council and executed on March 18, 1997. Acquisition of certain easements is dependent upon whether or not the Navy will sell a railroad right-of-way easement to the City for an alternate pipeline alignment. Because the Navy has informed the City that this decision may not be rendered for a year or longer, an amendment to the Agreement (Attachment 2) is necessary to extend the deadlines previously imposed for easement acquisition to August 15, 1998. Funding Source. - Not applicable. No funding is required at this time. RCAMCDD2.JM -2- 07/01/97 1:38 PM OQUESTFOR COUNCIL ACIVN MEETING DATE: Recommended Action: DEPARTMENT ID NUMBER: Authorize the Mayor and City Clerk to execute the attached amendment to the Agreement between MDC and MDRC and the City of Huntington Beach. Aternative Action: Do not approve the amendment to this Agreement and advise staff on how to proceed. If the amendment is not executed, the City may forfeit its rights to acquire easements for pipeline and drainage facilities in the future. Analysis: MDC is the fee owner of certain real property located within the City (as depicted on Exhibit A of the Agreement), and MDRC is the fee owner of certain real property located within the City (also on Exhibit A). MDRC sold certain property to Sharp Electronics Corporation (see Exhibit A). The land use entitlement for the development of the Sharp Parcel (City of Huntington Beach Conditional Use Permit No. 95-63) specifies that MDC and MDRC are to enter into an Agreement with the City specifying the terms and conditions by which MDC and MDRC grant fee ownership of a water well site and easements for construction of water facilities to the City, and by which the City installs certain improvements to its water distribution facilities. The necessary Agreement was executed by City Council on March 18, 1997, a copy of which is attached to this report. This Agreement outlines the provisions by which the City may construct the pipeline alignment between Well 12 and Peck Reservoir. The two options discussed are (a) the alignment in (the currently MDRC owned) Astronautics Drive and Skylab Road, and (b) alignment via the Navy railroad right-of-way. The Agreement states: "Section 5. Navy Railroad Right -of -Way. City shall use its best good faith efforts to negotiate an easement to construct the well -water line within the Navy railroad Right -of -Way. The City, at its sole discretion, may decide to build the pipeline within the Navy right-of-way; in which case, MDC's and MDR's obligation under Section 4 of this Agreement shall cease. Further, in such event where the City constructs the pipeline in the Navy railroad right-of-way, MDRC agrees to dedicate an easement for a Peck Reservoir gravity flow drain line to connect to the storm water drain located in Skylab Road. Notwithstanding the above, the City's obligation to obtain an alignment within the Navy Right -of -Way and MDRC's offer to dedicate an easement shall expire on June 30, 1997. RCAMCDD2.JM -3- 07/01/97 1:38 PM NQUEST FOR COUNCIL ACAN MEETING DATE: DEPARTMENT ID NUMBER: "Section 6. Reservoir Easement. In the event the City does not acquire an easement from the Navy as is provided in Section 5 of this Agreement, MDRC shall sell to the City for Sixty-two Thousand Five Hundred Dollars ($62,500.00) a 20-foot easement for construction, operation and maintenance by the City of a 240-inch drain line and a 16-inch well water line from Skylab Road to Peck Reservoir. The easement shall be 20 feet wide and located within Parcel 2 of Parcel Map 93-202. The easement shall be used and maintained by the owner of Parcel 2 as a driveway or vehicular travelway and no parking, landscaping or structures shall be placed upon it. The roadway will not be used to provide access to Peck Reservoir. MDRC's offer to sell the easement shall expire on June 30, 1997." Because the Navy has informed the City that, although it looks promising, it will not have a decision with regard to the purchase of an easement in their Right -of -Way for a year or more, and that it is necessary to revise the Agreement to extend these deadlines until August 15, 1998. Environmental Status The execution of the amendment to the Water Facilities Agreement between MDC, MDRC and City of Huntington Beach has been determined to be exempt from the provisions of the California Environmental Quality Act pursuant to Section 15061 (b)(3). Attachment(s_): 1. Water Facilities Agreement between MDC, MDRC and CHB 2. Amendment No. 1 to Water Facilities Agreement JRR:DMD:jmlrcamcdd2 RCAMCDD2.JM -4- 07/01/97 1:38 PM Page 12 - Council/AgeniRgenda - 07/21/97 `] • (12) E-16. - Support For erection 202 Application - Bowen Court Senior Apartments - Corner To Redevelopment Agency Resolution Huntington Beach Redevelopment A Agency -owned land acquired at a co Redevelopment Housing Set Aside F Retirement Housing Foundation (RH Chairman and Agency Clerk to exec Foundation (RHF); 3. waive the req to the site control document, and onl Section 202 program. This waiver time; and authorize Agency staff to Agreement (DDA) with RHF, Orang special 501(C)(3) single asset nonp Section 202 funds are awarded to t Development Director [Approved 5-1-1 (Garofalo -- No; 71 �. r Other A enc (600.30) 1. Adopt . 283 authorizing funding support by the g ncy with a grant, or reduced sales price, of s of $885,000 and a loan of $215,000 in nds for the construction of senior apartments by ; 2. approve and authorize the Agency e the Option Agreement with Retirement Housing red liability insurance for RHF only as they apply for purposes of applying for the HUD II not be requested if a DDA is approved at a later egotiate a Disposition and Development Housing Development Corporation (OHDC), or a ofit corporation as may be required by HUD, if e proposed project. Submitted by the Economic -- Abstain)] E-17. (City Council) Amendment No. 1 To The Water Facilities Agreement - Between City And McDonnell Douglas Company & McDonnell Douglas Realty Company (600.10) - Authorize the Mayor and City Clerk to execute Amendment No. 1 to Water Facilities Agreement between McDonnell Douglas Company (MDQ and McDonnell Douglas Realty Company (MDRC) and the City of Huntington Beach. Submitted by the Public Works Director (Specifies the terms and conditions by which McDonnell Douglas Company (MDC) and McDonnell Douglas Realty Company (MDRC) grant fee ownership of a water well site and easements for construction of water facilities to the city, and by which the city installs certain improvements to its water distribution facilities.) [Councilman Harman requested that support of Congressman be requested by City to assist with easement problem -- Approved 6-1 (Julien out of room)] E-18. (600.10) - Approve and authorize execs Amendment to Professional Services C Psomas and Associates for GIS Data C services in connection with: 1. Phase I financing strategy, and developing an it initiate Phase I of the Implementation F requirement that the consultant have allow for $500,000 in this case. Subi [Approved 7-0] I -Amendment To_Insurance_Requirements in by the Mayor and City Clerk of the First Tact between the City of Huntington Beach and version Services to include professional consulting finalizing the IIMP, formulating a comprehensive lementation strategy; 2. appropriate $100,000 to i for finalizing the IIMP; and 3. waive the 50,008 [$100,000] in insurance per claim, and i by the Public Works Director (12) DatelTime 315/98 10:56:29 AM City of Huntington Beach Office of the City Clerk Records Page 1 Ref Category Subject Entered Status Document Expires Box ID Label / i 420.70 412197 Active 9052 Parcel Map No. 95-186 - Memorandum of Subdivision Agreement - McDonnell Douglas Realty Company - Recorded 5/20/97 450.30 460.30 550.40 •DA 600.10 ED 600.10 12/2197 Active 7/10/96 Active - 8121/96 Active 8/21 /95 Active 1/15/97 Active 9839 Public Hearing -Specific Plan No 11-McDonnell Centre Business Park -Zoning Text Amendment 96-1-Zoning Map Amendment 96-6-(307 Acre Site) -Rancho Rd/US Navy Spur Track-Springdale/Boisa/Bolsa Chica 1016/97 8425 McDonnell Douglas Corp - Letter to Korea Telecom certifying corporate standing of McDonnell Douglas 2/24/92 8510 Acceptance of Improvements - McDONNELL DOUGLAS REALTY COMPANY - Notice of Completion of public storm drain - SHARP ELECTRONICS 815196 5844 DALTON, GEORGE & ASSOCIATES Legal Services - Huntington Beach v McDonnell Douglas, et. al 8-21-95 8878 EDAW, INC - Preparation of McDonnell Centre Business Park Specific Plan and Environmental Impact Report 711196 to Present • DatelTime 315198 10:5629 AM City of Huntington Beach Office of the City Clerk Records Page 2 Ref Category Subject Entered Status Document Expires Box ID Label MC 600.10 1115/97 Active 8877 McDONNELL DOUGLAS REALTY COMPANY - Specific Plan and Environmental Impact Report Reimbursement Agreement - McDonnel Centre Business Park Specific Plan 7/1196 to Present MC 600.10 4115/96 Active 8259 MCDONNELL DOUGLAS REALTY COMPANY, INC - Water Facilities Design Reimbursement Agreement -Water lines to serve water well at Rancho Rd. & Astronautics Dr. - Southwest Civil Engineering, Inc. 411196 MC 600.10 7/31197 Active fl 9391 McDONNELL DOUGLAS CORP & MCDONNELL DOUGLAS REALTY -Water Facilities Agrmt-Grant Deed - utility Easement Agrmt-Access Easemnt Agrmt-Water nsmission Line Easemnt Agrmt-Easemnt Agrmt for 800.20 10/29/97 Active 9753 McDonnell Douglas Traffic Improvement Fee - McDonnell pay directly to City of Westminster $100,000 for street improvements - Office Tower Project - 517190 Total Records Detailed: 10 i CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK CALIFORNIA 92648 F F CITY CLERK LETTER OF TRANSMITTAL REGARDING ITEM APPROVED BY THE CITY COUNCILlREDEVELOPMENT AGENCY APPROVED ITEM DATE: ,Z % T 0: � —4� / / -1925r-d DEPARTMENT: i See Attached Action Agenda Item 4E-17 Date of Approval 2 L7 7 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Item For Your Records. 6X4� Connie Brockway City Clerk Attachments: Action Agenda RCA Remarks: CC: Page ✓ Agreement ✓ Bonds Deed Other Department RCA/ Department R7 Department RCA Risk Management Department Insurance Copy Insurance Ageement� insurance Oflf Agreor I:surancc Other Agreement 'nsurance Other r &Follow-pagrmts ira.•ts!r (Telephone; 714-536.5227 El 0 CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK CALIFORNIA 92648 CITY CLERK LETTER OF TRANSMITTAL REGARDItiG ITEM APPROVED BY THE CITY COUNCILIREDEVELOPMENT AGENCY APPROVED ITEM DATE:,2 7 �I TO: C + TTENTION: GG Dame ,Zf DEPARTMENT: s t 7 REGARD1NG: C City, State, See Attached Action Agenda Item ��� 7 Date of Approval Enclosed For Your Records Is An Executed Copy Of The Above Referenced Item For Your Records. &'�' �& 4r Connie Brockway City Clerk Attachments: Action Agenda Page RCA Remarks: CC: N ZAgreement ✓ Bonds Deed Other -'a�aw — --j—/ w1men RC.i / Azrtmelyaz��— RC.-1Department RCA Risk Management Department Insurance Copy Insurance ---k"l . Ag—reementt Insurance Othc / Agree:i:cnt/ Insurance Other Agreement Insurance Other r G:Follouup ag-n:s iranshr (Telephone: 7 i 4.536.5227 h He CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION ON BEACH TO: Connie Brockway, City Clerk Debbie DeBow, Associate Civil Engineer FROM: Scott Field, Deputy City Attorney %. DATE: June 18, 1997 SUBJECT: McDonnell Douglas Water Facilities Agreement I previously sent you the enclosed memo, dated March 21, 1997, regarding recordation of the McDonnell Douglas Water Facilities Agreement. There have been a few developments since that time which I wish to bring to your attention. 1. The Water Facilities Agreement is in the process of being amended in order to extend the time for the City to exercise its option to either acquire the property described in Exhibits E and F to the Agreement, or build a water line via the Navy right-of-way. The Amendment to the Agreement extending the time period has been forwarded to McDonnell Douglas, and I expect to receive it back within the next ten (10) days. I will be on vacation from June 23 to July 4, 1997. When the signed agreement comes back from McDonnell Douglas, my secretary, Sarajane Gorgura, has been instructed to forward the signed Agreement to Debbie Debow so that she can prepare the Request for Council Action and place approval of the Amendment to the Agreement on the July 21, 1997 agenda. 2. The City Clerk was previously instructed at paragraph 5 of the March 21, 1997 memo to expect to record Exhibits E and F to the Water Facilities Agreement on July 1, 1997. However, this instruction is now to be disregarded in light of the fact that McDonnell Douglas is in the process of granting the City the option to extend the time to either use the Navy right-of-way or to acquire the property described in these two exhibits. Consequently, the City Clerk should not record these exhibits until instructed otherwise, which instruction will not be given until close to June 30, 1998. SF-97Memos:C1erk618 6/19/97 - 42 Connie Brockway Debbie DeBow June 18, 1997 Page 2 :5 3. The March 21, 1997 memo directed that Exhibits B, C and D to the Water Facilities Agreement were to be recorded following approval of the Agreement by the City Council. It is my understanding this has not yet been done. I would request that Debbie DeBow meet with the City Clerk's office to straighten out any problems regarding recordation. I am also sending this memo to Dennis O'Neil, the attorney for McDonnell Douglas, and he will be able to provide any assistance in correcting any documents to permit recordation, should that be necessary while I'm on vacation. Dennis's phone number is 798-0500. Les Jones, Director of Public Works- (w/o attachments) Jeff Renna, Water Operations Manager (w/o attachments) Gail Hutton, City Attorney (w/o attachments) Dennis O'Neil, Esc. (w/copy of Water Facilities Agreement) SF-97Memos:C1edc618 6118197 - #2 Office of Huntington File .Votes the City CCerk "Po'�' Beach, California`' ,r � PCI ------------ N N File Notes Office of the City Cterk H-unting-ton Beach, _14 ix- &-775 e-- C-- e--1 V- Ca�lfrornia •f Tie Notes, Office of the City CCerk -_ Huntington Beach, CaCifornia i a ,File Notes Office of the City Clerk Huntington Beach, California 1� HUNTINGTON BEACH From the desk of: NP City of Huntington Beach Ti. O. Box 190 - 2000 Main Street Huntington Beach, California 92648 Christine Cleary Deputy City Clerk Telephone: (714) 536-5210 Fax. {714) 374-1557 s t i 7) C'o f1� cep , n ems! , Recording' req� ed by nand when recorded, mail to: City Clerk Giiy�of Huntington Beach 2000 Main Street /Huntington Beach, CA 92648 l r AMENDMENT TO WATER FACILITIES AGREEMENT WHEREAS, McDONNELL DOUGLAS CORPORATION, a Maryland corporation ("MDC"), McDONNELL DOUGLAS REALTY COMPANY, INC., a California corporation ("MDRC"), and the CITY OF HUNTINGTON BEACH, a municipal corporation and charter city of the State of California ("City") previously entered into a Water Facilities Agreement ("Agreement") as of March 18, 1997; and The parties desire to enter into this Amendment to the Water Services Agreement (the "Amendment"); and MDC is the fee owner of certain real property located within the City depicted on Fxhibit.A attached hereto and incorporated herein by this reference (the "MDC Property"), and MDRC is the fee owner of certain real property located within the City also depicted on Exhibit A (the "MDRC Property"); and SF/s:PCD: Agree: W FAAmend (SF -Douglas) 6/ l 1 /97 - #2 AMENDMENT NOW, THEREFORE, in consideration of the covenants and agreements contained herein and other valuable consideration, the sufficiency and receipt of which is hereby acknowledged by the parties hereto, the parties covenant and agree to amend the Water Facilities Agreement as follows: Section I. Section 4 of the Water Facilities Agreement is amended to read as follows: Section 4. Water Transmission Line. Upon execution of this Agreement, or within a reasonable time thereafter, MDC and/or MDRC will make an irrevocable offer of dedication, and the City will accept a 15 foot wide easement to be used to transport well water running from the well site to Peck Reservoir. The pipeline easement shall be dedicated to the City no later than when the Huntington Beach City Council identifies and funds the work necessary to design the pipeline, provided that the City shall not accept the offer of dedication it if decides to transport well water from the well site to Peck Reservoir via the Navy Railroad Right -of -Way. The pipeline easement shall be located within a vehicular travelway (no parking). The surface of the easement shall be paved with an all-weather road, of which MDC and/or MDRC shall be responsible for the construction and maintenance thereof, until such time as it may be dedicated as a public road to the City. The easement shall be generally located in Astronautics Drive and Skylab Road and extend in a reasonably direct route northerly to abut the well site, and southerly and easterly to the proposed 20-foot wide Reservoir Easement on the western side of Parcel 2 of Parcel Map 93-202 as shown on Exhibil_A as provided in Section 6 of this Agreement. The easement shall be in the form of Exhibit E. In addition, subject to obtaining all land use entitlements for the property adjacent thereto, it is agreed that MDRC shall have the option to widen said Water Transmission Line easement to 20 feet to accommodate a potable water line to serve MDRC's future development. , The City shall be responsible for building the well water line at a me of its choosing and shall make suitable arrangements to route traffic during con ruction and restore the base and the surface of the street. The City shall slurry seal to the full street width any street that it excavates. MDC and/or MDRC shall be responsible for 5 construction of any potable water line to serve the MDC and/or MDRC Property.'1 The City may extend the potable water line to serve the Vegas Tract (City of l._ Huntington Beach Tract Map No. 4370). .7 Py 2 SF/s:PCD:Agree:wFAAmend (SF -Douglas) 6/ 11197 - 42 Section II. Section 5 of the Water Facilities Agreement is amended to read as follows: Section 5. Navy Rai lroad_Rig t-of-Way. City shall use its best good faith efforts to negotiate an easement to construct the well -water line within the Navy railroad right-of-way. The City at its sole discretion may decide to build the pipeline within the Navy right-of-way in which case MDC's and MDRC's obligation under Section 4 of this Agreement shall cease. Further, in such event where the City constructs the pipeline in the Navy railroad right-of-way, MDRC agrees to dedicate an easement for a Peck Reservoir gravity flow drain line to connect to the storm water drain located in Skylab Road. Notwithstanding the above, the City's obligation to obtain an alignment within the Navy right-of-way and MDRC's offer to dedicate an easement shall expire on June 30, 1998. Section III. Section 6 of the Water Facilities Agreement is amended to read as follows: Section 6. - Reservoir Easement. In the event the City does not acquire an easement from the Navy as is provided in Section 5 of this Agreement, MDRC shall sell to the City for Sixty-two Thousand Five Hundred Dollars (562,500.00) a 20-foot easement for construction, operation and maintenance by the City of a 24-inch drain line and a 16-inch well water line from Skylab Road to Peck Reservoir. The easement shall be 20 feet wide and located within Parcel 2 of Parcel Map 93-202. The easement shall be used and maintained by the owner of Parcel 2 as a driveway or vehicular travelway and no parking, landscaping or structures shall be placed upon it. The roadway will not be used to provide access to Peck Reservoir. MDRC's offer to sell the easement shall expire on June 30, 1998. The easement shall be in the form of Exhibit F. Section IV. Authority. Each signatory hereto warrants to the other party its authority to sign on behalf of the party for whom it purports to sign. Section V. Entire Amendment. This Amendment sets forth the entire agreement of the parties ,with respect to the subject matter hereof and supersedes all prior discussions, negotiations, undertakings or agreements relating thereto. Section VI. No Oral Modification. It is mutually understood and agreed that no alteration or variation of this Amendment shall be valid or binding unless made in writing and signed by the parties hereto. k] SFIs: PCD:Agree: W FAArnend (SF -Douglas) 6/ 11 /97 - #2 s • Section VII. Cguaterparts. This Amendment may be executed in any number of counterparts each of which shall be deemed an original and all of which when executed shall constitute one and the same instrument. Section VIII. Notices. Any notices shall be in writing and shall be sent postage prepaid, by a nationally recognized overnight courier service or by first-class or registered or certified mail, return receipt requested, or by facsimile, addressed as follows: To City: City of Huntington Beach 2000 Main Street P.O. Box 190 Huntington Beach, California 92648 Attn: Les M. Jones, II Uk"618FORTIM c/o McDonnell MDRC Company 4060 Lakewood Boulevard, 6th Floor Long Beach, California 90808 Attn: Stephen J. Barker To MDC: McDonnell Douglas Corporation 5301 Bolsa Avenue, Dept. 700, Bldg. 28 Huntington Beach, California 92647 Attn: Cody Burton/Tom Atkins or to such other address as City or MDRC may from time to time designate by written notice to the other. Notice shall be deemed given upon delivery or refusal to accept delivery as indicated by return receipt or, in the case of a nationally recognized overnight courier service, by such similar document, or in the case of delivery by facsimile, upon confirmation of receipt by the stated addressee. Section IV. Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and assigns, including, without limitation, subsequent owners. 4 SF/s: PC D: Agree: WFAAmend (SF -Douglas) 6/I 1/97 - W2 Section X. Attorneys' Fees. In the event suit is brought by either party to enforce the terms and provisions of this Amendment or to secure the performance hereof, the prevailing party shall bear awarded its attorney's fees. Section XI. Governing Law. This Amendment shall be construed in accordance with and governed by the laws of the State of California. Section XII. Recordation. This Amendment shall be recorded against the following property, legally described in Exhibit A. Balance of page intentionally left blank 5 SFls: PCD:Agrce: wFA-Amcnd (SF -Douglas) 6/ I 1 /97 - #2 r IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto as of the date first written above. ATTEST: City Clerk / q 7 REVIEN APPROVED: City Administrator SF/s: PC D: Agree: W FAAmend (SF -Douglas) 6/11197 - N2 n "CITY" CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By 4 Mayor APPROVED AS TO FORM: T'(2' - or I- 4cr CAvlkl Attorney V INIT D A PPROVED: Director of P b! Works "MDRC" McDONNELL DOUGLAS REALTY COMPANY, INC., a California corporati By:4CSlh STEPHER J. BARKER (print name) Its: (circle one) Chairman/President/V ice President I0 (print name) Its: (circle one) Secretary/Chief Financial Officer/ Asst. Secretary -Treasurer 7 SF/s:PCD:AgreeMPAAmend (SF -Douglas) 6111147 - 42 "MDC" McDONNELL DOUGLAS CORPORATION a MW_land corporation LI-13 (print name) Its: (circle one) Chairman/President/Vice President (print name) Its: (circle one) Secretary/Chief Financial Officer/ Asst. Secretary -Treasurer State of California County of Los Angeles On July 11, 1997 before me, Dely De Leon, Notary Public, personally appeared Philip W. Cyburt personally known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument. MV09 M WITNESS my hand and official seal camntam# 1107175 tM Aradft 00 Odranla ,. si MM Document: Amendment to Water Facilities Agreement - City of Huntington Beach State of California County of Los Angeles On July 11, 1997 before me, Dely De Leon, Notary Public, personally appeared Stephen J. Barker personally known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument. 0ay DE MON T��7-OmWsdcn # 1107178 My Conn EVa AS 31. 2MD Ir WITNESS my hand and official seal Document: Amendment to Water Facilities Agreement - City of Huntington Beach EM11BIT A HUNTiNGTON BEACH PLOT PLAN 14ATER 14ELL SITE UTILITY EASEMENT WATER WELL SITE WATER WELL SITE 912 ACCESS EASEMENT�- J 50 ASTRONAUTICS o +� rq% Il49 (�� till ...+198,+ Iss c,' ' • f' S9G• DID45C uy 00I 11 to/ 3 In 46N 39 �-b E� `s a6N , —jig ANNEX L� �.� ISJ till �l ❑"` LL 1 45 j ❑Ino � rr Iltuu 3O 4 1 Ab5 ❑�59 ❑ , Iso ra Ix Ell) lJ'�ll) (� V •— �ttB ID m 17 l_1 j_ 14 13 �llr C)Ir 0t====Dc= C _71 B°II° Avin•l NDC PROPERTY CITY RESERVOIR EASEMENT PARCEL L 2 OF PARCEL HAP 93-202 �` R°�II°a4 II°c11 CITY ]DATER RESERVOIR SKY L&B ROAD N siinrcr PARCEL MDItc PROPERTY 0 3 CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION HUNTINGTON BEACH To: CONNIE BROCKWAY, City Clerk DEBBIE DEBOW, Associate Civil Engineer From: SCOTT FIELD, Deputy City Attorney yQe� Date: July 14, 1997 Subject: AMENDMENT TO McDONNEL DOUGLAS WATER FACILITIES AGREEMENT Attached please find the fully executed amendment to the McDonnel Douglas Water Facilities Agreement. By way of this memo, I am sending three originals of the Amendment to the City Clerk's office and I've sent a copy to Debbie DeBow. Once the Council approves the RCA, the following steps should be taken: 1. The Amendment provides at Section XII that it would be recorded. However, that is not necessary, and in fact, the property description attached as Exhibit A to the Amendment is insufficient to provide the recorder's office sufficient direction as to which property to record the Agreement against. Consequently, please disregard the recording provision. Even though McDonnel Douglas did notarize the Agreement, the Agreement is not be recorded. 2. A correction was made to the Agreement at the last paragraph of page 2 of the Agreement. McDonnel Douglas has initialed the correction, as have I. All other signatories to the Agreement should initial it, which means that the correction at page 2 should be initialed by the Mayor, City Clerk, City Attorney, City Administrator and Director of Public Works. 3. Also attached is a corporate resolution regarding the authority to sign the documents by McDonnel Douglas Realty Company and McDonnel Douglas Company. 4. Finally, regarding recordation. Exhibits B, C and D to th ri ina Water Facilities Agreement were to be recorded following approval of the Agreement by the City Council. To my knowledge, this still has not yet been done. These documents should be recorded promptly and copies should be made and mailed to Stephen J. Barker at McDonnel Douglas Realty Company and his attorney, Dennis D. O'Neil. If you have any other questions, please don't hesitate to call me. c: w/o attachments: Les Jones, Director of Public Works Jeff Renna, Water Operations Manager Gail Hutton, City Attorney Dennis D. O'Neil, Esq. U MCEPONNELL OOilGLAS McDonnell Douglas Realty Company P '-CEY4r' I-0 CITY AT ATTORNEY HU,NTiNNIGTON BEACH July 11, 1997 Federal Express Scott Field Deputy City Attorney Office of City Attorney 2000 Main Street Huntington Beach, CA 92648 Re: Water Facilities Agreement Dear Scott: Enclosed please find 3 originals of the Amendment to Water Facilities Agreement. They have been executed by authorized parties for MDRC and MDC. I have also enclosed copies of the authorizations for your files. Please let me know if I may be of further assistance at (562) 627-3063. Sincerely, Stephe J. Barker Directo of Business Operations cc: Dennis D. O'Neil, Esq. SJB:mh Enclosures 4 3- 4060 Lakewood Blvd., 6th Floor, Long Beach, CA 90808-1700 (370) 627-3200 Fax (310) 627-3109 0 0 RCA ROUTING SHEET INITIATING DEPARTMENT: PUBLIC WORKS SUBJECT: APPROVAL OF AMENDMENT NO. 1 TO WATER FACILITIES AGREEMENT BETWEEN MCDONNEL DOUGLAS COMPANY, MCDONNELL DOUGLAS REALTY COMPANY AND THE CITY OF HUNTINGTON BEACH COUNCIL MEETING DATE: , July 21, 1997 .... ................... ............................ .. ............ ..... ......... . . .................. ........ ....... -:... .. ..... .. ....... ........ ATTACHMENTS - HMENTS: T .. ........ :::STATUS:. Ordinance (w/exhibits & legislative_ draft if applicable) Not Applicable Resolution (w1exhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (w/exhibits if applicable) (Signed in full by the City Attomey) Attached Subleases, Third Party Agreements, etc. LAppoved as to form by City Attomey) Not Applicable Certificates of Insurance _(Approved by the City Attomeyj Not Applicable Financial Impact Statement (Unbudget, over $5,000) Not Applicable Bonds (If appricable) Not Applicable Staff Report_If applicable) Not Applicable Commission, Board or Committee Report if applicable) Not Applicable Findings/Conditions for Approval and/or Denial Not Applicable .. ..... .. . . ..... ........ ....... ....... . ... 1. TS EXPLANATIONfORAISSIN ATTACHMEN ..... .... . .. ... .. .. ...... ... V ITORWARDEQ....1 E .. ............. ,...'...'...'RETURNEV"::;:::- .. .... ..................... ........ .. .. . Administrative Staff Assistant City Administrator (Initial City Administrator (Initial)___ Citv Clerk .... ...... :EXPLANATI0.KF0R;';RETURN 01F']TEM.-:;: • 0 '4J z CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK CAL.IFOR NIA 92648 CITY CLERK LETTER OF TRANSMITTAL REGARDING ITEM APPROVED BY THE CITY COU NCILIREDEVELOPN•IENT AGENCY APPROVED ITEM DATE: � .23{ 199 7 TO:. --?e. �_ _Dad C' Tame O60 Street oY , A,.L , C4 90-Vo.P City, Stdffe, Zip See Attached Action Agenda Item ATTENTION; V DEPARTMENT: REGARDING: Date of Approval yZ2 /4 7 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Item For Your Records. Connie Brockway City Clerk Attachments: Action Agenda Page Agreement ✓ Bonds Insurance RCA Deed Other Remarks: /Leese ins c e .0 �/IF 97 &Xe"'K&'16' .._ er 67 CC: &4" da"�� _00 e, Name (7 Department RC. -IL Agreement Insurance Cnher To-11 Q ;1 zV1r .Dj1) &-� ✓ .no Name Department RCA Agreement Insurance O:hcr p ee- lame Department RCA Agreement Insurance Other Risk Management Department Insurance Copy G: Follouupm agrrntsIransltr 1 "telephone: 714.536.52271 0, CITY OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK CITY CLERK LETTER OF TRA•N5MITTAL REGARDING ITEM APPROVED BY THE CITY COUNCILIRED_EYELOP-MENT,ACIEaCY APPROVED ITEM DATE: TO: I c ?)oj]tje11I� n Name yob 0 Street (;4 City, Stat ip ATTENTION: S7`� ��•q�,�P/ DEPARTMENT: REGARDING: CU � &, /. /71P rPP/nov% See Attached Action Agenda Item E-./? Date of Approval 9 — 2 _ 9 % Enclosed For Your Records Is An Executed Copy Of The Above Referenced Item For Your Records. C c2-' (-�'P Le of - Connie Brockway City Clerk Attachments: Action Agenda Page j Agreement RCA Deed Remarks; CC: Bonds Insurance Other C, �r A-Ti Fame Department RCA ,(k J Name Department RCA / ao-31 7i�„c S_ 1, 1 t Name Department RCA Risk Management Department Insurance Copy Agreement Insurance A.-reement Insurance Agreement Insurance Other 7 ' / Z4' a� Other r Other C: rol lou up.%agrmts/transltr (Telephone. 714-536.5227) r I CITY OF HUNTINGTON BEACH 2000 MAIN STREETCALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK CITE' CLERK LETTER QE THALN-21II1TAL REGARDING ITEM APPROVED BY J1 E CITY COUNCILMEDEVELOPNIENT AGENCY APPROVED ITEM DATE: r+t I 62-11 199 ? TO: / jb�) v I & s v R Nam61 e 3o I �Q/s.4- p t 7oa street Bv,lcP►n-1 �t� City, State, Zip V ATTENTION: L �,/ 3611- -/an Zial? DEPARTMENT: q Q0 — 131 d REGARDING:._ d� �P/' Fqc. /. 4rs 4 rFf�p., 7- See Attached Action Agenda Item /�-/? - Date of Approval 1/-9 -)'7 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Item For Your Records. �ZjuplicaF- l Lz � Connie Brockway City Clerk Attachments: Action Agenda Paged Agreement t/ Bonds Insurance RCA Deed Other i?, �,r Remarks: 'Plea l the- A-ac-Ael) 3-91-9'7 '"to-n0 � 0,n C,l.r 0-f+ne.ve,r 16 C+ ray G�I< �D//�w•ri� r�corl)A-fits . CC: t Name Department L �yRCA Agreement Insurance Name Department RCA Agreement Insurance 'Fame Department ` RCA Agreement Insurance Risk Management Department Insurance Copy a1'r3 Other 1/ Co—"' .,.o 4'c"'-, Other c •i-1 +-f-f-1 j J Other G: Fol lo%sup/agrmts/transltr 1 Telephone : 714-536-5227 ) 0 CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION HGNTINGTOK BEACH TO: Connie Brockway, City Clerk Debbie DeBow, Associate Civil Engineer FROM: Scott Field, Deputy City Attorney DATE: June 18, 1997 SUBJECT: McDonnell Douglas Water Facilities Agreement I previously sent you the enclosed memo, dated March 21, 1997, regarding recordation of the McDonnell Douglas Water Facilities Agreement. There have been a few developments since that time which I wish to bring to your attention. 1. The Water Facilities Agreement is in the process of being amended in order to extend the time for the City to exercise its option to either acquire the property described in Exhibits E and F to the Agreement, or build a water line via the Navy right-of-way. The Amendment to the Agreement extending the time period has been forwarded to McDonnell Douglas, and 1 expect to receive it back within the next ten (10) days. I will be on vacation from June 23 to July 4, 1997. When the signed agreement comes back from McDonnell Douglas, my secretary, Sarajane Gorgura, has been instructed to forward the signed Agreement to Debbie Debow so that she can prepare the Request for Council Action and place approval of the Amendment to the Agreement on the July 21, 1997 agenda. 2. The City Clerk was previously instructed at paragraph 5 of the March 21, 1997 memo to expect to record Exhibits E and F to the Water Facilities Agreement on July 1, 1997. However, this instruction is now to be disregarded in light of the fact that McDonnell Douglas is in the process of granting the City the option to extend the time to either use the Navy right-of-way or to acquire the property described in these two exhibits. Consequently, the City Clerk should not record these exhibits until instructed otherwise, which instruction will not be given until close to June 30, 1998. SF-97Mcmos:C1erk618 6/ 18197 - #2 0 0 Connie Brockway Debbie DeBow June 18, 1997 Page 2 3. The March 21, 1997 memo directed that Exhibits B, C and D to the Water Facilities Agreement were to be recorded following approval of the Agreement by the City Council. It is my understanding this has not yet been done. I would request that Debbie DeBow meet with the City Clerk's office to straighten out any problems regarding recordation. I am also sending this memo to Dennis O'Neil, the attorney for McDonnell Douglas, and he will be able to provide any assistance in correcting any documents to permit recordation, should that be necessary while I'm on vacation. Dennis's phone number is 798-0500. c: Les Jones, Director of Public Works (w/o attachments) Jeff Renna, Water Operations Manager (w/o attachments) Gail Hutton, City Attorney (w/o attachments) Dennis O'Neil, Esq. (w/copy of Water Facilities Agreement) Sf-97Memos:C1erk618 6/18/97 - N2 H fff CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION HUNTINGTON BEACH TO: Connie Brockway, City Clerk Debbie DeBow, Associate Civil Engineer FROM: Scott Field, Deputy City Attorney (�OD DATE: March 21, 1997 SUBJECT: McDonnell Douglas Water Facilities Agreement Enclosed please find the fully executed McDonnell Douglas Water Facilities Agreement. By way of this memo, I am sending the original Agreement to the City Clerk's office and a copy to Debbie DeBow so she can prepare the Request for Council Action. - Please note the following about this Agreement: 1. The Water Facilities Agreement has attached to it Exhibits A through F. The Water Facilities Agreement provides at Section 16 that it is to be recorded. However, after further review, I have determined that it is not necessary to record the Water Facilities Agreement and consequently, please disregard the recording provision. Also note that although the Agreement has been signed and two originals have been provided so that one original can be returned to McDonnell Douglas, the Agreement itself has not been notarized so it cannot be recorded. 2. The purpose of the Agreement is to arrange for the granting of easements and conveyance of fee title to various pieces of property. This is to be done through the exhibits. Since all of the exhibits except for Exhibit F have been signed and notarized, they can be recorded once the Council approves the Agreement. 3. Also attached is a corporate resolution regarding the authority to sign the document for McDonnell Douglas Realty Company (Water Facilities Agreement). Corporation resolutions for McDonnell Douglas Company (Exhibits B, C, D and E) and Douglas Realty Company (Exhibit E) are forthcoming. G: SF-97Memos:Clerk3I 8 3r1I/97 - #3 i .0 4. This memo serves as instructions to the City Clerk to record Exhibits B, C, and D only following approval of the Agreement and execution of these exhibits by the Mayor. 5. Please note that Exhibits E and F. are not to be recorded until July 1, 1997. The reason is that these exhibits are intended to provide a means for building a water pipeline from the well site at the corner of Rancho Road and Astronautics to Peck Reservoir. However, this right- of-way need only be used if the City is unsuccessful in obtaining use of the Navy right-of-way for the same purpose. The Agreement contemplates that by dune 30, 1997, a decision will be made on the availability of the Navy right-of-way. If the Navy right-of-way is unavailable, the City Clerk will be so informed and Exhibits E and F should be recorded. 6. Finally, it should be noted that although Exhibit E is in a form to be recorded presently, Exhibit F is not because the proper legal description has not yet been incorporated at page 1. Further, contemporaneously with recordation of Exhibit F, we are to pay McDonnell Douglas $60,500.00 for this easement. Therefore, please do not record Exhibits E and F until you have been so instructed. And further be aware that Exhibit F will be replaced with a new Exhibit F fully executed by McDonnell Douglas on or about June_ 30, 1997, which will include the proper legal description. 7. Please note that we are not using an escrow company to process this transaction, nor is title insurance being obtained. Instead, it is requested that Debbie please confirm through Real Property Services or otherwise that the proper fee owner is the grantor on each of Exhibits B, C, D, E and F. This can probably be done through simply checking the property tax rolls, but alternatively a title company can be used if necessary. Debbie should confirm this information before any documents are recorded, but this does not need to hold up preparation of the Request for Council Action or Council approval. of the Agreement. In conclusion, this memorandum should be included as part of the Request for Council Action so that all responsible parties will be aware of how the City will be processing these documents and the fact that the parties will be aware that although the Water Facilities Agreement states that it is to be recorded, it will not be recorded. Enclosure: 2 Originals of Water Facilities Agreement c: Dennis O'Neil, Esq. (w/o enclosure) G:SF-97Memos: Clerk318 3121/97 - #3 0 6 MCDONNELL DOUGLAS REALTY COMPANY MINUTES OF ACTION OF THE BOARD OF DIRECTORS BY UNANIMOUS WRITTEN CONSENT IN LIEU OF MEETING January 10 , 1995 The following resolutions were adopted pursuant to Section 307(b) (Written Consent of Acrion in Lieu of Meeting) of the California General Corporation Law. - RESOLVED, that Thomas J. Motherway be and he hereby is authorized and empowered to execute and deliver, in the name and on behalf of the Corporation, any and all agreements, contracts, instruments, records, papers and other documents and writings, with the power to redelegate such authorization (without the power of funher redelegation) by a specific written delegation of authority to any employee of the Corporation, and RESOLVED, that Stephen J. Barker, Philip W. Cyburr and 77iomas A. Overturf be and they hereby are each authorized and empowered to execute and deliver, in the name and on behalf of the Corporation, any and all agreements, contracts, instruments, records, papers and other documents and writings, with the power to redelegate such authorization (without the power offurther redelegation) by a specific written delegation of authority to any employee assigned to a department or group which reports, directly or indirectly, to such delegating officer. RESOLVED, that this unnnimous written consent may be executed by the undersigned Members in separate counterparts, each of which shall be an original, but all of which when taken together shall be deemed to constitute one and the same document. MEMBERS. - WE- IF- f1000F r MCD95004.DOC Wim ft"'WORIA t RIQUEST FOR COUNCIL ACTN MDRe /1Z)bc MEETING DATE: DEPARTMENT ID NUMBER: Council/Agency Meeting Held: A/- -2-,97 Deferred/Continued to: C�Approved 0 Conditionally Approved 0 Denied City Clerk's Signature Council Meeting Date: Department ID Number: REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: MICHAEL T. UBERUAGA, City Administratorr,00'/ PREPARED BY: ES M. JONES II, Director of Public Works` SUBJECT: APPROVAL OF WATER FACILITIES AGREEMENT BETWEEN MCDONNELL DOUGLAS COMPANY, MCDONNELL DOUGLAS REALTY COMPANY AND THE CITY OF HUNTINGTON BEACH Statement of Issue, Funding Source, Recommended Action, Alternative Action, Analysis, Environmental Status, Statement of Issue: The land use entitlement for the development of the Sharp Electronics Corporation Parcel; (City of Huntington Beach Conditional Use Permit No. 95-63) specifies that McDonnell Douglas Company (MDC) and McDonnell Douglas Realty Company (MDRC) are to enter into an Agreement with the City of Huntington Beach. The agreement will specify the terms and conditions by which MDC and MDRC grant fee ownership of a water well site and easements for construction of water facilities to the City, and by which the City installs certain improvements to its water distribution facilities. This agreement (Attachment 1) has been signed by both MDC and MDRC and now must be approved by City Council. Funding.Source: Water facilities improvements will be funded via the OCWD Conjunctive Use Well Loan Program, which was approved by the City Council on June 19, 1991. The program funds the initial construction of the facilities and the City repays the loan over a 20 year period with a 3 1/2% interest rate. Repayment begins when the facilities become operational and will be funded from existing water rates. 1� .I RCAJUDY.MCD -2- 4 03/25/97 2:51 PM RQUEST FOR COUNCIL ACTIN MEETING DATE: Recommended Action: DEPARTMENT ID NUMBER: Authorize the Mayor and City Clerk to execute the attached agreement between MDC and MDRC and the City of Huntington Beach. Direct the City Clerk to record the appropriate documents only as directed by the City Attorney's office, pursuant to the attached memorandum from the City Attorney's office to the City Clerk's office, dated March 21, 1997. (Attachment 2) Alternative Action: Do not approve the agreement and advise staff on how to proceed. Analysis: MDC is the fee owner of certain real property located within the City (as depicted on Exhibit A of the Agreement), and MDRC is the fee owner of certain real property located within the City (also on Exhibit A). MDRC sold certain property to Sharp Electronics Corporation (see Exhibit A). The land use entitlement for the development of the Sharp Parcel (City of Huntington Beach Conditional Use Permit No. 95-63) specifies that MDC and MDRC are to enter into an Agreement with the City specifying the terms and conditions by which MDC and MDRC grant fee ownership of a water well site and easements for construction of water facilities to the City, and by which the City installs certain improvements to its water distribution facilities. The Recommended Action approves this agreement, which will satisfy Condition 4r of Conditional Use Permit No. 95-63. (Attachment 3 of this report) A copy of this Agreement in its entirety is attached to this report. In summary, the Agreement includes the following: 1. Water Well Site MDC shall dedicate a water well site to the City. City shall pay for all of the costs associated with drilling the water well and other associated improvements. 2. Utility Easement MDC shall grant City a twenty (20) foot wide underground utility easement. The easement shall run from the well site north to Rancho Road and may connect gas, electric, telecommunications, (sanitary and storm) sewer, and related utilities to serve the well site. The easement may also be used to extend the potable water service to the property. RCAJUDY.MCD -3- 03/27/97 9:10 AM REQUEST FOR COUNCIL ACTIN MEETING DATE: 3. Access Easement DEPARTMENT ID NUMBER: An access easement (ingress/egress) will be provided from Rancho Road to the water well site. The surface of the access easement shall be paved with an all- weather road of which MDC an/or MDRC shall be responsible for the construction and maintenance thereof. 4. - Water Transmission Line MDC and/or MDRC will make an irrevocable offer of dedication and the City will accept a 15 foot wide easement to be used to transport well water running from the well site to Peck Reservoir. The surface of the easement shall be paved with an all- weather road, of which MDC and/or MDRC shall be responsible for the construction and maintenance thereof, until such time as it may be dedicated as a public road to the City. The easement shall be generally located in Astronautics Drive and Skylab Road to a proposed 20-foot wide (Peck) Reservoir Easement. The City shall be responsible for building the well water line at a time of its choosing. MDC and/or MDRC shall be responsible for construction of any potable water line to serve the MDC and/or MDRC Property. 5. Navy Railroad Right -of -Way City shall use its best good faith efforts to negotiate an easement to construct the well -water line within the Navy railroad right-of-way, in which case MDC's and MDRC's obligation under Item No. 4 (above) shall cease. 6. Reservoir Easement In the event the City does not acquire an easement from the Navy as described in Item 5, above, MDRC shall sell to the City (for ($62,500.) a 20-foot easement for construction, operation and maintenance by the City of a 24-inch drain line and a 16-inch well water line from Skylab Road to Peck Reservoir to be used and maintained as a driveway or vehicular travel way and no parking, landscaping or structures shall be placed upon it. The roadway will not be used to provide access to Peck Reservoir. 7. Springdale Water Line City shall provide a secondary source of potable water service to the Sharp parcel via Springdale Street (by restoring the existing well line back to distribution service), at which time MDRC shall reimburse the City Two Thousand Seven Hundred Dollars ($2,700) as agreed. RCAJUDY.MCD -4- 03/27/97 9:10 AM RQUEST FOR COUNCIL ACTIN MEETING DATE: DEPARTMENT ID NUMBER: Environmental Status The execution of the Water Facilities Agreement between MDC, MDRC and City of Huntington Beach has been determined to be exempt from the provisions of the California Environmental Quality Act pursuant to Section 15061 (b)(3). Attachment(s): 1. Water Facilities Agreement between MDC, MDRC and CHB 2. Inter -department Memorandum from Scott Field, Deputy City Attorney, to Connie Brockway, City Clerk, dated March 21, 1997. 3. Conditions of Approval Sharp Electronics Corporation CUP 95-63 & ata.,4� 7te. I 'r (W tt , Fc" -LJ._ 4 JRR:DMD:jm �xh.�.{ �4, �, c, D ,- 44t_.AQn " s,f 4,+;, :n RCAJUDY.MCD -5- 03/27/97 9:10 AM MCDONNELL DOUGLAS REALTY COMPANY MINUTES OF ACTION OF THE BOARD OF DIRECTORS BY UNANIMOUS WRITTEN CONSENT IN LIEU OF MEETING January i0 , 1995 The following resolutions were adopted pursuant to Section .307(b) (Written Consent of Action in Lieu of Meeting) of the California General Corporation Law. RESOLVED, that Thomas J. Motherway be and he hereby is authorized and empowered to execute and deliver, in the name and on behalf of the Corporation, any and all agreements, contracts, instruments, records, papers and other documents and writings, with the power to redelegate such authorization (without the power of further redelegation) by a specific written delegation of authority to any employee of the Corporation, and RESOLVED, that Stephen J. Barker, Philip W. Cyburt and Thomas A. Overturf be and they hereby are each authorized and empowered to execute and deliver, in the name and on behalf of the Corporation, any and all agreements, contracts, instruments, records, papers and other documents and writings, with the power to redelegate such authorization (without the power of further redelegation) by a specific written delegation of authority to any employee assigned to a department or group which reports, directly or indirectly, to such delegating officer. RESOLVED, that this unanimous written consent may be executed by the undersigned Members in separate counterparts, each of which shall be an original, but all of which when taken together shall be deemed to constitate one and the same document. MEMBERS: MCD95004.DOC APR. -03' 97,1THU) 15:25 )!DC BITS � TEL:::j4 2- '226 _ -_ P. 002 MCDOAWELL DOUGUS CORPORATION DESIGNEE APPOWTMENT TO. J. A. Kapelier XC: Philip W. Cyburt Dirsctive(s): MIX Policy a, Appendix 1, 23 March 1996 Action(s) involved. Memo No. LM 1,11 Date April 2. 1991 To executive any and all contraets. deeds, cuemenr, and other documents incident to or connected with McDonnell Douglas Corporation's ant of land for a water well site and easements for construction of water facilities to the City of Huntington Beach, California_ To execute any and all deeds relating to the transfer of:utpius land located at the MDA-Huntingtatt Beach A03 campus from McDonnell Douglas Corporation to Douglas Realty Company, Inc. The following iudividual(s) are my designees) appointed for the above w&a(s). Name Philip W. Cyburt Thomas I. Motherway Robert L. Hrand Component/DeagaM MDRC-002 MDFC-001 MDA-00S Flaw provide for notification of the above to appmpriata ittdlviduWL 7M�Palrner Name SeniQr Yice PtzsidanL-CFI Position Title Component (714) 536-5271 October 31, 1996 OFFICE of the ZONING ADMINISTRATOR CITY OF HUtiTrgGTON BEACH • CALIFORNIA -------------------------------------- P.O. BOX 190 CALIFORNIA 92648 NOTICE OF ACTION Petition/Document: ENTITLEMENT PLAN AMENDMENT NO.96-1 (CONTINUED FROM THE OCTOBER 16,1996, ZONING ADMINISTRATOR -MEETING) Applicant: John P. Erskine, Esq., Nossaman, Guthner, Knox, and Elliott, LLP, 18101 Von Karman Avenue, Suite 1800, Irvine, CA 92612-1047 Request: Sharp Electronics Corporation, Sharp Plaza, 20600 S. Alameda Street, Carson, CA 90810-1105 Location: To amend certain conditions of approval for Conditional Use Permit No. 95- 63 which was previously approved for the construction of a distribution and regional headquarters for Sharp Electronics Corporation. The conditions of approval proposed for amendment include conditions 4.j., 4.m., 4.r., and 4.v., regarding water service, sewer connections, and bus turnouts. Dear Applicant: Your application was acted upon by the Zoning Administrator of the City of Huntington Beach on October 30, 1996 and your request was Conditionally Approved. Included in this letter are the revised Conditions of Approval for this application. Under the provisions of the Huntington Beach Zoning and Subdivision Ordinance, the action taken by the Zoning Administrator is final unless an appeal is filed to the Planning Commission by you or by an interested party. Said appeal must be in writing and must set forth in detail the action and grounds by which the applicant or interested party deems himself aggrieved. Said appeal must be accompanied by a filing fee of Two Hundred Dollars ($200.00) if the appeal is filed by a single family dwelling property owner appealing the decision on his own property and Six Hundred Fifty Dollars ($650.00) if the appeal is filed by any other party. The appeal shall be submitted to the Secretary of the Planning Commission within ten (10) calendar days of the date of the Zoning Administrator's action. The last day for filing an appeal and paying the filing fee for the above noted application is November 11, 1996. ATTACHMENT qMW 5 Entitlement Plan Amendment No. 96-1 Page No. 2 Provisions of the Huntington Beach Zoning and Subdivision Ordinance are such that any application becomes null and void one (1) year after the final approval, unless actual construction has begun. 1. Entitlement Plan Amendment No. 96-1 to amend Conditions of Approval Nos. 4J., 4.m., 4.r., and 4.v. of Conditional Use Permit No. 95-63 regarding water service, sewer connections, and bus turnouts will not be detrimental to the general welfare of persons working or residing in the vicinity or detrimental to the value of the property and improvements in the neighborhood. The amended conditions relate to infrastructure improvements that are necessary to serve the previously approved development. 2. The entitlement plan amendment regarding water service, sewer connections, and deletion of a bus turnout will be compatible with current surrounding uses because adequate water service and sewer connections will be provided for the site and other bus turnouts are existing along Bolsa Avenue to serve the current uses in the area. 3. The proposed amendments to conditions of approval will comply with the provisions of the base district and other applicable provisions in Titles 20-25 of the Huntington Beach Zoning and Subdivision Ordinance and any specific condition previously required for the proposed use. 4. The development and use of the 538,859 square foot office headquarters and warehouse/distribution facility for Sharp Electronics Corporation will continue to comply with the IL, Limited Industrial Zoning designation and with the previously approved findings and conditions of approval for Conditional Use Permit No. 95-63. 5. The granting of the entitlement plan amendment will not adversely affect the General Plan. It is consistent with the Land Use Element designation of IG, General Industrial on the subject property. In addition, it is consistent with the following goals and policies of the General Plan: a. Goal LU-1: Achieve development that maintains or improves the City's fiscal viability and reflects economic demands while maintaining and improving the quality of life for the current and future residents of Huntington Beach. b. Goal LU-2: Ensure that development is adequately served by transportation infrastructure, utility infrastructure, and public services. I 0 • Entitlement Plan Amendment No. 96-1 Page No. 3 NOTE: Conditions of Approval identified in bold print represent amended conditions as a result of the Zoning Administrator's action on Entitlement Plan Amendment No. 96-1. All other conditions as previously approved in Conditional Use Permit No. 95-63 shall remain in effect. The site plan, floor plans, and elevations received and dated August 8, 1995 shall be the conceptually approved layout with the following modifications: a. The Phase III site plan shall be revised to depict one (1) tree well every ten (10) parking spaces. (CDD) b. The Phase I, Phase II, and Phase III site plans and floor plan shall be revised to reflect compliance with the Transportation Demand Management Ordinance, including provision of parking for carpool.vehicles, shower and locker facilities, bicycle parking, commuter information areas, passenger loading areas, parking for vanpool vehicles tad . (CDD) c. The Phase I, Phase II, and Phase III site plans shall be revised to depict decorative wrought iron fencing interspersed with pilasters along the east and west sides of the property. The wrought iron and pilasters shall be identical in design, style, and height as the materials proposed along the south side of the property. The rear property line security fence may be green coated chain link at nine (9) feet high. (CDD) d. The Phase I, Phase II, and Phase III site plans shall be revised so that all parking stalls adjacent to landscape planters are reduced by two (2) feet in length. Conversely, landscape planters at the head of all parking stalls shall be increased by two ( 2) feet. There shall be no concrete wheel stops for any parking stalls adjacent to landscaping. (CDD) e. Driveway approaches shall be a minimum of twenty-seven feet (27') in width and shall be of radius type construction. (PW) 2. Prior to issuance of grading permits, the following shall be completed: a. Provide evidence acceptable to the City of Huntington Beach Public Works Department that grading and construction staging areas will be located as far as practical from residential areas. (CDD) Entitlement Plan Amendment No. 96-1 Page No. 4 b. A drainage fee will be paid. This drainage fee will be reimbursed to payer upon City acceptance of all required on -site and off -site drainage improvements. (PW) c. A National pollution Discharge Elimination System (NPDES) permit for construction activities shall be obtained from the Regional Water Quality Control Board. Evidence that the NPDES permit has been obtained shall be submitted to the City Engineer. (PW) 3. Prior to issuance of building permits, the following plans and items shall be submitted and/or completed: a. Plans depicting compliance with Condition of Approval #1, above, shall be submitted for review and approval. (CDD) b. A covenant which requires that any future user be subject to review and approval by the City shall be submitted. The covenant small be subject to review and approval by the City Attorney's Office. The covenant shall identify that the 300 provided parking spaces have been deemed sufficient for the Sharp Electronics Corporation requirements only and any other future user will be subject to provision of the remaining 503 code required parking spaces pursuant to the approved design and layout of Phase III. The covenant may specify that a further parking study may be provided to determine if the additional 503 parking spaces are necessary at the time a new tenant is proposed. However, any further parking study shall be subject to review and approval by the City. After approval of the covenant by both City Attorney's Office and the Community Development Department, but before Certificate of Occupancy, the covenant shall be recorded on the property. (CDD) c. A Landscape Construction Set for all on -site landscaping and landscape medians in Springdale Street shall be submitted to the Department of Public Works. The landscape construction set shall include a landscape plan prepared and signed by a State Licensed Landscape Architect which includes all proposed plant materials (location, type, size, quantity), irrigation plan, grading plan and approved site plan, and copy of conditions of approval. The landscape plan shall incorporate the goals and policies of the Urban Design Element and Circulation Element contained in the proposed update of the General Plan and shall also be in conformance with Chapter 232 of the Huntington Beach Zoning and Subdivision Ordinance. The set must be complete and approved by both Community Development Department and Public Works Department prior to issuance of building permits. (PW/CDD) d. Rooftop Mechanical Equipment Plan. Said plan shall indicate screening of all rooftop mechanical equipment and shall delineate the type of material proposed to screen said equipment. (CDD) e. All applicable Public Works fees shall be paid. (PW) Entitlement Plan Amendment No. 96-1 Page No. 5 f. All utility apparatuses such as but not Iimited to backflow devices and Edison transformers, shall be prohibited in the front yard and exterior sideyards unless properly screened by approved landscaping or any other method approved by the Director of Planning. All such apparatuses shall be depicted on the site plan prior to issuance of building permits. (PW) g. Plans for an automatic fire sprinkler system will be required throughout the building. This system shall be designed pursuant to National Fire Protection Association Standards to cover any high piled stock commodity, in -racks, or other storage areas. (FD) h. Plans for standpipes with fire hose connections shall be provided per Article 81 of the Huntington Beach Fire Code. (FD) i. Plans for curtain boards as required per Article 81 of the Huntington Beach Fire Code. (FD) j. Plans for a smoke removal system per Article 81 of the Huntington Beach Fire Code. (FD) k. Plans for Fire Department access doors designed for every 100 feet in exterior walls that lead to high piled merchandise storage areas per Article 81 of the Huntington Beach Fire Code. (FD) 1. Plans for approximately 13 new required fire hydrants, locations to be approved by the Fire Department. (FD) m. Plans for fire extinguishers as required per the Huntington Beach Fire Code. (FD) n. Plans for a 24 foot required fire access lane around the entire building. Turning radius shall comply with City Specification #401. Turning radius shall be a minimum of 17 ft. by 45 ft. Fire lanes shall be posted by approved signs per City Specification #415. (FD) o. Plans for building address numbers will comply with City Specification 4428. (FD) p. Plans for all electronic gates depicting "Knox" switches installed for Emergency Personnel access. All gates shall comply with City Specification #403. (FD) q. Plans for two, ten (10) inch firewater main services shall be required for fire protection. The 10 inch on -site fire water main shall loop the entire building. Fire Department connections shall be located at each entrance. (FD) A grading plan shall be submitted to the Department of Public Works for review and approval. (PW) Entitlement Plan Amendment No. 96-1 Page No. 6 s. A Parcel Map shall be recorded with the County Recorder's Office. (PW) t. A complete and detailed hydrology and hydraulic study will be performed by an engineer to design the required systems and verify that the existing facilities are adequate. On -site and off -site systems will be designed per the approved hydrology and hydraulic studies. City approval will be required. (PW) u. Williamson & Schmid Consulting Engineers shall be hired to revise the City's "Master Plan of Drainage" to reflect the proposed diversion of flow between drainage districts. Revisions must be approved by the City. (PW) v. Submit a separate utility plan, showing water system improvements including service connections to each building, public and private fire hydrants, valves, and other appurtenances iri accordance with applicable U.P.C., City Ordinances, Public Works Standards and Water Division Design Criteria prior to any construction. These plans shall be approved, by the Public Works Water Division and the City of Huntington Beach Fire Dept. (PW) w. Street improvement plans shall be prepared to show proposed improvements. Additionally, landscape and irrigation plans shall be required for Springdale medians. (PW) 4. Prior to final building permit inspection or Certificate of Occupancy, the following items shall be completed: a. Installation of required on -site and off -site landscaping and irrigation systems shall be completed prior to final inspection. (PW) b. Traffic Impact fees shall be paid. (PW/CDD) c. A copy of the recorded map shall be filed with the Department of Community Development. (PW/CDD) d. All Fire Department requirements and improvements as listed under Condition of Approval No. 3 shall be installed. (FD) e. All Public Works Department requirements and improvements listed under Condition of Approval No. 3 and in this Condition shall be installed. (PW) f. The City will allow a proposed diversion of storm water flows from the existing drainage area containing the easterly ±60 acres of the McDonnell Douglas property, into the adjacent drainage area to the west. Written approval from OCFCD to divert storm water into adjacent drainage area shall be obtained. (PW) 9 0 Entitlement Plan Amendment No. 96-1 Page No. 7 g. Design and construct at no cost to the City, a new public storm drain line along the south side of the McDonnell Douglas, Huntington Beach property to accept the additional flow and relieve the existing storm drain line in Bolsa Avenue. The new storm drain shall be designed to current City standards. The new storm drain shall also be designed to bring tributary drainage areas of both the new storm drain and the existing storm drain in Bolsa Avenue into conformance with current flood protection standards. Only the main line of the new storm drain will be public. All existing and proposed lateral pipes shall remain private. (PW) h. Nine acres of the proposed ±23 acre subject site will drain per the existing master plan into the existing 54" storm drain in Springdale Street provided that the existing storm drain in Springdale Street can accommodate the storm flow. The remaining area will be diverted to the west. (PW) i. All roof drains will be directly tied into the on -site storm drain system. (PW) j. Connect to the existing 12" City sewer main in Bolsa Avenue at Able Lane. (PW) k. The entire water and private fire systems shall be designed and installed per the City of Huntington Beach Water Division's design criteria, standards plans and specifications. (PW) The proposed on -site water system shall consist of one domestic water service sized per the Uniform Plumbing Code, one separate irrigation service sized per the developer's landscape architect, and a separate private fire protection system sized per the City of Huntington Beach Fire Department requirements. Additionally, the site shall be serviced by public and private fire hydrants located per the City of Huntington Beach Fire Department. Submit hydraulic calculations supporting proposed water system design with the first plan check submittal package. (PW) m. The private fire protection system shall consist of on -site piping looped around the proposed structure, with connection to the water mains in Able Lane and Bolsa Avenue. The service connections shall consist of water meters approved by the City's Water Division and double check detector backflow devices. Water meter installation shall be approved by the Water Division. The double check detector check backflow devices shall be installed per the Water Division Standard Plan No. 618. Developer shall enter into an agreement with the City that will, in perpetuity with the Iand, allow the City to operate and maintain the water meter on the backflow device. The private fire hydrants shall be located per the City of Huntington Beach Fire Department and are not to be painted the same color as public fire hydrants. Design and construction of the underground portion of the private fire system shall be per the City of Huntington Beach Water Division's Design Criteria, Standard Plans and Specifications. (PW) ! V Entitlement Plan Amendment No. 96-1 Page No. S n. All existing water services along the frontages of the subject parcel shall be abandoned at the main per the City of Huntington Beach Water Division Standard Plans and Specifications. (PW) o. The developer shall use "drought tolerant" plants and turf for all common area landscaping. The developer shall submit irrigation demands to ensure proper irrigation service sizing. (PW) p. All underground construction shall be per the City of Huntington Beach Water Division. (PW) q. Backflow protection shall be installed per the City of Huntington Beach Water Division Standard Plan No. 609 for both domestic and irrigation water services. All backflow devices shall be painted to match the surrounding aesthetics, and shall be screened from view to the satisfaction of the City of Huntington Beach Fire Department, Landscape and Water Division. The markings, indicating the size, model number and serial number shall be permanently affixed to the body of the backflow device and must remain visible after painting. (PW) 4r. The City and McDonnell Douglas Aerospace ("MDA") and. McDonnell Douglas Realty Company ("MDRC") shall enter into an agreement providing as follows: 1. MDA and/or MDRC shall dedicate a well site to the City in the northern corner of MDA/MDRC property, south of Rancho Road and north of Astronautics Drive. In addition, MDA/MDRC shall provide a 20 foot wide easement(s) to Rancho Road to provide vehicular access and connect gas, electric, telecommunications, sewer and related utilities to serve the well site. 2. McDonnell Douglas Aerospace ("MDA") and McDonnell Douglas Realty Company ("MDRC") will make an irrevocable offer of dedication and the City will accept a 15 foot wide easement to be used to transport well water running from the well site to Peck Reservoir. Additionally, it is agreed that MDRC shall have the option to widen said easement to 20 feet to accommodate a potable water line to serve MDRC's future development. The easement shall extend northerly to Rancho Road, abut the well site described at subparagraph (1) above, and extend southerly and easterly to the proposed 20-foot wide easement on the western side of Parcel 2 of Parcel Map 93-202. 3. The pipeline easement shall be dedicated to the City when construction costs are identified and funded, engineering plans are certified as complete, and the City has authorized construction of the water well line. The pipeline easement shall be located within a vehicular travelway (no parking) in a reasonably direct route from the water well to the proposed easement in Parcel Map 93-202. The surface of the easement shall be paved with an all-weather road. Entitlement Plan Amendment No. 96-1 Page No. 9 4. The City shall be responsible for building the well water line at a time of its choosing and shall make suitable arrangements to route traffic during .construction. MDA and/or MDRC shall be responsible for construction of the potable water line and construction and maintenance of the all-weather road. 5. City shall use its best good faith efforts to negotiate an easement to construct the well -water line within the Navy railroad right-of-way. The City at its sole discretion may decide to build the pipeline within the Navy right-of-way in which case MDA's and MDRC's obligation under Items 2 and 3 of this condition 4r. shall cease except for the easement north to Rancho Road. Further, in such event where the City constructs the pipeline in the Navy railroad right -of -way, MDRC agrees to dedicate an easement for a Peck Reservoir gravity flow drain line to connect to the storm water drain located in Skylab Road. Notwithstanding the above, the City's obligation to obtain an alignment within the Navy right-of-way and MDRC's offer to dedicate the gravity flow drain line easement shall expire on June 30, 1997. 6. In the event the City does not acquire an easement from the Navy as is provided in Item 5 of this condition 4r., MDRC shall offer to sell to the City for sixty-two thousand five hundred dollars (S62,500.00) or a different price as mutually agreed upon by the City and MDRC, a 20-foot right-of-way for construction by the City of a 24-inch drain line and a 16-inch well water line from Skylab Road to Peck Reservoir. The easement shall be 20 feet wide and located within Parcel 2 of Parcel Map 93-202. The easement shall be used primarily by the owner of Parcel 2 as a driveway or vehicular travelway and no parking or structures shall be placed upon it. The City shall have the right to use the surface for temporary construction purposes and thereafter, for maintenance, including equipment and vehicles. The roadway will not be used to provide access to Peck Reservoir. MDRC's offer to sell the easement shall expire on June 30, 1997. 7. Upon completion of the work (returning the existing 12-inch water line in Springdale to service) by the City, MDRC shall reimburse the City two thousand seven hundred dollars (S2,700.00) for the cost to return the existing'12-inch waterline in Springdale Street from Bolsa Avenue to Peck Reservoir to service. s, All new utilities shall be constructed underground. (PW) Underground all existing dry utilities less than 66 kv that front (or cross) the property on Springdale Street and Bolsa Avenue. Existing dry utilities on Able Lane will not require undergrounding. (PW) • • Entitlement Plan Amendment No. 96-1 Page No. 10 u. Able Road and Bolsa Avenue will be widened to their ultimate widths including curb, gutter, sidewalk and street pavement. New pavement thickness will be based on a 20 year design life. The existing structural section in Bolsa Avenue and Springdale Street may be inadequate to handle the increased truck traffic generated by the site. Sections of Bolsa Avenue and Springdale Street, may require overlay or reconstruction, pending a review of the proposed traffic study and pavement/soils testing report, to upgrade one half of the frontage streets to a 10 year design life. (PW) A bus ttff"ut, built to OCT-A standards, shall be required on west h- e un d- 1-R AG Il SO Avenue.AV)- (Condition No. 4.v. has been deleted in its entirety). w. Construction of landscaped medians shall be required on Springdale Street to the east of the subject parcel. (PW) x. The existing raised median on Bolsa Avenue may require modification to accommodate left turns at Able Lane and into the south entrance of the site. (PW) y. The entry gate on Springdale Street shall be located within 10' of the back of sidewalk. (PW) z. The entry gate on Bolsa Avenue shall be designed to allow a SU-30 standard design vehicle (e.g. UPS truck) a complete turn to exit. (PW) aa. Provide a "hammerhead" turn around with a "No Parking" area at the security gate in the northerly drive aisle, east of the truck loading/unloading bays. (PW) bb. Installation of a traffic signal at the intersection of Bolsa Avenue and Able Road shall be completed at no cost to the City. (PW/CDD) cc. The developer shall revise the striping on Springdale Street to provide for left turn pockets to the public streets on the east side. (PW) dd. Provide a travel aisle next to and parallel with the fence located at the west side pArking area security gate, south of the truck entrance. (PW) 5. Hours of truck loading, unloading, and delivery operation shall be Monday through Friday from 8:30 a.m. to 5:00 p.m. Occasional nighttime operations necessitated by unanticipated operational requirements, such as heavy traffic conditions on the freeway, may be permitted but should be avoided whenever possible. (CDD) 6. All truck traffic, which is oriented primarily to and from the Port of Long Beach, shall be directed by the management to use the Bolsa Chica/Bolsa Avenue/Able Lane route to get to and from the site. (CDD) 0 • Entitlement Plan Amendment No. 96-1 Page No. 11 7. All building spoils, such as unusable lumber, wire, pipe, and other surplus or unusable material, shall be disposed of at an off -site facility equipped to handle them. (CDD) 8. Low -volume heads shall be used on all spigots and water faucets. (CDD) 9. If lighting is included in the parking lot, high-pressure sodium vapor lamps shall be used for energy savings. All outside lighting shall be directed to prevent "spillage" onto adjacent properties. (CDD) 10. The Zoning Administrator shall be notified in writing if any changes in building height, floor area, setbacks, building elevations or parking are proposed as a result of the plan check process. Building permits shall not be issued until the Zoning Administrator has reviewed and approved the proposed changes. The Zoning Administrator reserves the right to require that an amendment to the original entitlement be processed if the proposed changes are of a substantial nature. (CDD) 11. Conditions of approval shall be printed verbatim on the cover sheet of all working drawing sets submitted for plancheck. (CDD) T r ` Entitlement Plan Amendment No. 96-1 Page No. 12 .►_ 1 ._. .► --- ►.. _. U. _. 1. The development shall comply with all applicable provisions of the Huntington Beach Zoning and Subdivision Ordinance, Building Division, and Fire Department. (CDD) 2. The applicant shall meet all applicable local, State, and Federal Fire Codes, Ordinances, and standards. (CDD) 3. The applicant shall obtain permits from the South Coast Air Quality Management District, if necessary. (CDD) 4. A detailed soils analysis shall be prepared by a registered Soils Engineer. This analysis shall include on -site soil sampling and laboratory testing of materials to provide detailed recommendations regarding grading, chemical and fill properties, foundations, retaining walls, streets, and utilities. (P`V) 5. An encroachment permit shall be required for all work within City right-of-way. (PW) 6. The Zoning Administrator reserves the right to revoke Conditional Use Permit No. 95-63 if any violation of these conditions of the Huntington Beach Zoning and Subdivision Ordinance occurs. (CDD) The Department of Community Development ,%ill perform a comprehensive plan check relating to all Municipal Code requirements upon submittal of your completed structural drawings. Please be advised that the Zoning Administrator reviews the conceptual plan as a basic request for entitlement of the use applied for in relation to the vicinity in which it is proposed. The conceptual plan should not be construed as a precise plan reflecting conformance to all Code requirements. It is recommended that you immediately pursue completion of the Conditions of Approval and address all requirements of the Huntington Beach Municipal Code in order to expedite the processing of your total application. I hereby certify that Entitlement Plan Amendment No. 96-1 was Conditionally Approved by the Zoning Administrator of the City of Huntington Beach, California, on October 30, 1996, upon the foregoing conditions and citations. Very truly yo s, Herb Fauland Zoning Administrator HF:]M:kjl (14) 0 04/07/97 - CounciflAgency Agenda - Page 14 E-14. E-15. E-16. E-17. Authorize the Finance Director to tray Fund balance to fiscal account No. E Maintenance Contractual Services $ napg_ropriated General Fund (320.45) - $19,500 from the city's unappropriated General 3W-530-3-90-00 for Wastewater Line Station (600.10) -Approve Amendm nt No. 4 to the Lease Agreement between the city and the Huntington Harbour Yacht CI b and authorize execution by the Mayor and City Clerk. e Comm(Will allow the exchange transfer of comparably sized parcels; ne deleted from the lease and one incorporated into the lease.) (Caty g2uncill) Downtown Main St et Libra[y - Rental Sparg Policy (950.10) - Approve the recommendation of staff that the ain Street Library Rental Space of 780 plus square feet be rented for a commercial, . retail U5e. Submitted by the Deputy City Administrator, Administrative Services Director Notlica Of Completion nc, aaut 600.10) - Accept the improvements completed by DBX, Inc. of the Pacific Coast y at Warner Avenue Traffic Signal Project, CC-1012 at a final cost of $222,590.29 andrize theCity Clerk to file a Notice of Completion with the County Recorder's Office.tted by the Public Works Directo E-18. Company - McDonnell Douglas Realty CornI2anyAnd_The_!Q1Jy Of Huntington Beach - Acceptance Of Grant Deed --utility-Easement Agreement -Access Easement Agreement & Water Easement Agreements (600.10) - Authorize the Mayor and the City Clerk to execute the Water Facilities Agreement between McDonnell Douglas Corporation (MDRC) and the City of Huntington Beach. Direct the City Clerk to record the appropriate documents only as directed by the City Attorney's Office, pursuant to the memorandum from the City Attorney's Office to the City Clerk's Office, dated March 21, 1997 (Attachment No. 2 to the Request for Council Action dated April 7, 1997). (City Clerk to record Exhibit]3/grant deed; Erhibpt Clutility easement agreement; Exhibit Dlaccess easement agreement and to approve but not record Exhibits E/water transmission line easement agreement or Exhibit F/easement agreement for water lines until instructed by the City Attorney.) Submitted by the Community Development (14) 40 0 CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK ,duly 24, 1997 Gary L. Granville, County Clerk-Recdrder P. O. Box 238 Santa Ana, CA 92702 CALIFORNIA 92648 Enclosed please find Grant Deed No. 5646, Access Easement Agreement, and Utility Easement Agreement to be recorded and returned to the City of Huntington Beach, Office of the City Clerk, 2000 Main Street, Huntington Beach, CA 92648. Please conform the enclosed copies of the documents and return to this office in the enclosed self-addressed stamped envelope. &Z �TConnie Brockway, CMC City Clerk Enclosures: Grant Deed No. 5645 Access Easement Agreement Utility Easement Agreement G:\:follon-up`:deedltr:McDonnell Douglas _deter hone_714-536-52271 l i l All C I E Rk' a =GxNa L. Recordin quested ,and ) when corded, to: ) ity Cle ) City untingt each ) 2 0 Main St et ) untingto each, CA 92648 ) WATER FACILITIES AGREEMENT c1 f., % "i,1977 This Water Facilities Agreement ("Agreement') is entered into as of , 1997, by and among McDOI NELL DOUGLAS CORPORATION, a Maryiand corporation ("MDC"), McDONF ELL DOUGLAS REALTY COMPANY, a California corporation ("MDRC"), and the CITY OF HIJ-,\:TINGTOi- BEACH, a municipal corporation and charter city of the State of California ("City"), with reference to the following facts: RECITALS A. MDC is the fee owner of certain real property located within the City depicted on Exhibit A attached hereto and incorporated herein by this reference (the "MDC Property"), and MDRC is the fee owner of certain real property located within the City also depicted on` i it A (the "MDRO Property"). ' 1 SFls:1'C Agme:lk'aterfac (SF -Douglas) 314197 - 14 i l All C I E Rk' a =GxNa L. Recordin quested ,and ) when corded, to: ) ity Cle ) City untingt each ) 2 0 Main St et ) untingto each, CA 92648 ) WATER FACILITIES AGREEMENT c1 f., % "i,1977 This Water Facilities Agreement ("Agreement') is entered into as of , 1997, by and among McDOI NELL DOUGLAS CORPORATION, a Maryiand corporation ("MDC"), McDONF ELL DOUGLAS REALTY COMPANY, a California corporation ("MDRC"), and the CITY OF HIJ-,\:TINGTOi- BEACH, a municipal corporation and charter city of the State of California ("City"), with reference to the following facts: RECITALS A. MDC is the fee owner of certain real property located within the City depicted on Exhibit A attached hereto and incorporated herein by this reference (the "MDC Property"), and MDRC is the fee owner of certain real property located within the City also depicted on` i it A (the "MDRO Property"). ' 1 SFls:1'C Agme:lk'aterfac (SF -Douglas) 314197 - 14 B. MDRC sold certain property to Sharp Electronics Corporation, which is also depicted on Exhibit A. The land use entitlement for the development of the Sharp Parcel (Conditional Use Permit No. 95-63) specifies that MDC and MDRC are to enter into an Agreement with the City specifying the terms and conditions by which MDC and MDRC grant fee ownership of a water well site and easements for construction of water facilities to the City, and by which the City installs certain improvements to its water distribution facilities. This Agreement satisfies the Condition 4r of Conditional Use Permit No. 95-63. AGREEMENT NOW, THEREFORE, in consideration of the covenants and agreements contained herein and other valuable consideration, the sufficiency and receipt of which is hereby acknowledged by the parties hereto, the parties covenant and agree as follows: Section l . Water Well and Water Weli Site. Upon execution of this Agreement, or within a reasonable time thereafter, MDC shall dedicate in fee by Grant Deed to the City the water well site located in the northern corner of the MDC Property, approximately 180 feet south of Rancho Road known as H.B. Well 12, as shown on Exhibit A. The Grant Deed shall be in the form of Exhibit B. City shall pay for all of the costs associated with drilling the water well and other water well associated improvements located on the water well site. The City makes no representation that the remainder lot created by the Grant Deed is a legal or buildable lot. Section 2. 11tility Easement. Upon execution of this Agreement, or within a reasonable time thereafter, MDC shall grant City a twenty (20) foot wide underground utility easement. The easement shall be in the form of Exhibit C, and shall provide that the surface use of 2 S F/s: PMAgree: Waterfac (SF -Douglas) 3/4M - 414 the easement shall be restricted to travelway purposes. Landscaping without trees may be installed over the easement subject to a separate Agreement with the City providing that maintenance and repair of the landscaping shall be the responsibility of MDC, even when resulting from the City's reasonable accessing of the utilities. The twenty (20) foot easement shall run from the well site north to Rancho Road and may connect gas, electric, telecommunications, sanitary and storm sewer, and related utilities to serve the well site as shown in Exhibit A. The easement may also be used to extend the potable water service to the property depicted in Exhibit A. The easement and utilities therein may be relocated at the sole cost and expense of MDC, subject to the approval of the utility owner. Section 3. Access Easement. An access easement (ingress/egress) in the form of Exhibit will be provided from Rancho Road to the water well site as shown on Exhibit . The surface of the access easement shall be paved with an all-weather road of which MDC and/or MDRC shall be responsible for the construction and maintenance thereof. Section 4. Water Transmission Line. Upon execution of this Agreement, or within a reasonable time thereafter, MDC and/or MDRC will make an irrevocable offer of dedication, and the City will accept a 15 foot wide easement to be used to transport well water running from the well site to Peck Reservoir. The pipeline easement shall be dedicated to the City no later than when the Huntington Beach City Council identifies and funds the work necessary to design the pipeline. The pipeline easement shall be located within a vehicular travelway (no parking). The surface of the easement shall be paved with an all-weather road, of which MDC and/or MDRC shall be responsible for the construction and maintenance thereof, until such time as it may be dedicated as a public road to the City. The easement shall be generally located in Astronautics Drive and S F/s: PMAgree: Waeerfac (SF -Douglas) 314/97 - # 14 Skylab Road and extend in a reasonably direct route northerly to abut the well site, and southerly and easterly to the proposed 20-foot wide Reservoir Easement on the western side of Parcel 2 of Parcel Map 93-202 as shown on Exhibit A as provided in Section 6 of this Agreement. The easement shall be in the form of Exhibit E. In addition, subject to obtaining all land use entitlements for the property adjacent thereto, it is agreed that MDRC shall have the option to widen said Water Transmission Line easement to 20 feet to accommodate a potable water line to serve MDRC's future development. The City shall be responsible for building the well water line at a time of its choosing and shall make suitable arrangements to route traffic during construction and restore the base and the surface of the street. MDC and/or MDRC shall be responsible for construction of any potable water line to serve the MDC and'or MDRC Property. The City may extend the potable water line to serve the property described in E2jbibij A. Section 5. Nave Railroad Right-of-Wak. City shall use its best good faith efforts to negotiate an easement to construct the well -water line within the Navy railroad right-of-way. The City at its sole discretion may decide to build the pipeline within the Navy right-of-way in which case MDC's and MDRC's obligation under Section 4 of this Agreement shall cease. Further, in such event where the City constructs the pipeline in the Navy railroad right-of-way, MDRC agrees to dedicate an easement for a Peck Reservoir gravity flow drain line to connect to the storm water drain located in Skylab Road. Notwithstanding the above, the City's obligation to obtain an alignment within the Navy right-of-way and MDRC's offer to dedicate an easement shall expire on .tune 30, 1997. 4 SF.is: PCD Agree:���aterfac {SF -Douglas} 314197 - # 14 0 Section 6. Reservoir Easement. In the event the City does not acquire an easement from the Navy as is provided in Section 5 of this Agreement, MDRC shall sell to the City for Sixty- two Thousand Five Hundred Dollars ($62,500.00) a 20-foot easement for construction, operation and maintenance by the City of a 24-inch drain line and a 16-inch well water line from Skylab Road to Peck Reservoir. The easement shall be 20 feet wide and located within Parcel 2 of Parcel Map 93-202. The easement shall be used and maintained by the owner of Parcel 2 as a driveway or vehicular travelway and no parking, landscaping or structures shall be placed upon it. The roadway will not be used to provide access to Peck Reservoir. MDRC's offer to sell the easement shall expire on .tune 30, 1997. The easement shall be in the form of E,xhi} it F. Section 7. Springdale Water Line. City shall provide a secondary source of potable water service to the Sharp parcel via Springdale Street. Upon City completion of the Springdale potable water line, MDRC shall reimburse the City Two Thousand Seven Hundred Dollars ($2,700.00). Section 8. Authority. Each signatory hereto warrants to the other party its authority to sign on behalf of the party for whom it purports to sign. Section 9. Entire Agreement. This Agreement sets forth the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, undertakings or agreements relating thereto. Section 10. No Oral Modification. It is mutually understood and agreed that no alteration or variation of this Agreement shall be valid or binding unless made in writing and signed by the parties hereto. 5 Sr/sTMAareeMaterfac (SF -Douglas} 314,97-Pld • Section 11. Counterparts. This Agreement may be executed in any number of counterparts each of which shall be deemed an original and all of which when executed shall constitute one and the same instrument. :Section 12. Notice . Any notices shall be in writing and shall be sent postage prepaid, by a nationally recognized overnight courier service or by first-class or registered or certified mail, return receipt requested, or by facsimile, addressed as follows: To City: City of Huntington Beach 2000 Main Street P.O. Box 190 Huntington Beach, California 92648 Attn: Les M. Jones, II To MDRC: c/o McDonnell MDRC Company 4060 Lakewood Boulevard, 6th Floor Long Beach, California 90808 Attn: Stephen J. Barker To MDC: McDonnell Douglas Corporation 5301 Bolsa Avenue, Dept. 700, Bldg. 28 Huntington Beach, California 92647 Attn: Cody Burton/Tom Atkins or to such other address as City or MDRC may from time to time designate by written notice to the other. Notice shall be deemed given upon delivery or refusal to accept delivery as indicated by return receipt or, in the case of a nationally recognized overnight courier service, by such similar document, or in the case of delivery by facsimile, upon confirmation of receipt by the stated addressee. Section 13. Successors and -Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and assigns, including, without limitation, subsequent owners. 6 SFIs:PCD:Agree: Waterfac (SF -Douglas) 3/4197 -.414 Section 14. Attorneys' Fees. In the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, the prevailing party shall bear awarded its attorney's fees. Section 15. Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of California. Section 16. Recordation. This Agreement shall be recorded against the following property, legally described in Exhibit A. Balance of page intentionally left blank 7 S FIs:PCD:Agrec: Watcrfac (SF -Douglas) 3:4197 - 414 IN WIThTESS WHEREOF, this Agreement has been executed by the parties hereto as of the date first written above. ATTEST: W" P1 Ive,�'_T.I, REVIEWED AND APPROVED: City A inistrator SF/s: PC D: AgreeMaterfac (SF -Douglas) 314r9i -#'14 "CITY" CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California APPROVED AS TO FORM: d b Attorney 3JL11l� �7 TED APPROVED: Director of orks "MDRC" McDONNELL DOUGLAS REALTY COMPANY, a California comoratican----- By: (Print name) •' Its: (circle one)�1 residen V4ee-14aiiWent By: PHEM! I BARKER (print name) Its: (circle ore) Secretary'Chief Financial Officer. Asst. Secretary -Treasurer 9 SF.'s:PMAerce: Waterfac (SF -Douglas) 3/4/97 - 14 "MDC" McDONNELL DOUGLAS CORPORATION a Maryland corporation By /� a- -� X . _ Ob L. (print name) Its: (circle one) C4&iFwan/P4*4"t ice Presiden (print name) Its: (circle one) Secretary•1Chier Financial Officer/ Ass[. Secretary -Treasurer ii uuJ inn MCDONNELL DOU" CAIi`i'ORAWW USIGNU APP0VfrhMT TO I A. KVeller Memo No. _ MF ,I I I _ )LC: Philip W, Cybtuc Date Aatit 2- 294 birective(s). MDC Policy 4, Appendix 1, 25 March 1996 c" ' c a E p �� N To accutive any and all cootrects. deeds, =%=cnts and other documents incident to or connected with McDowell Douglas Corpotatinn's glut of land for a water well site and easements for construction of water facilities to the City of Hunainown Reach, California. To execute any and all deeds relating to the. aausfer of surplus land located at the NMA-Piuntigton'deat h A03 campus 8•om McDonnell Douglas Corporation to Douglas Realty ComPa4Y, Inc. The following individoal(sr) at my desipse(s) appointed for the above wdun(s). Name C e t Philip W. Cyrburt MDRC-W2 Thomas J. Motherway "C-00 L Robert 1r- Brand NViDA-005 Plane provide for WMflcAoo of the above to appropriate indlvlduals. J LJV Name senlaVim EMsign t-CFQ Positioa Title Corporate Component 6 1V � '1 �.�rnr7m Gi vpCjA = p GO A— APR 03 '97 01: 9PM MD REALTY CO. 310 6373109 P.3i3 BOARD OF DOECTORS AND EXECU'I&E OFFICERS board board of Directors John F. MoDonnalf (58) Beverly B. Byren (64) 1(annath M. Duberstaln (52) Harry C. Stonnelpher (60) Chairman of the Board, Former Maryland Chairman and President and McDonnell Douglas Corp. Congressional Representative Chief Executive Officer, Chief Executive Officer, Director since 1973 Director since 1994 The Duhcrstein Croup Inc., McDonnell Douglas Corp. John H. owp (60) William L Cemefius (65) Washington, DC Director since 1994 Chairman and Retired Chairman and Director since .1989 Ronald L Thompson (47) Chief Executive Officer, Chief Executive Officer, William S. Kamp (71) Chairman and Teachers Insurance and Union Electric Company Retired Chairman, Chief E.xccutive Officer, Annuity Association of America Director since 1986 Arthur Young & Company Midwest Stamping Inc., and College Retirement William H. Danforth, M.D. (70) Director since 1987 Bowling Green, OH Equities Fund, New 'York. NY Chairman of the James S. McDonnell 111 (6 1) Dintetorsince 1994 Director since 1989 Board of Trustees, Retired Vice President, P Ray Vag". M.D. (67) B.A. BrldpwatorJL (62) Washington University, McDonnell Douglas Corp. Former Chairman and Chairman, President, and St. Louis, MO Director since 1973 Chief Executive Officer, Chief Executive Officer, Dineetor sines 1976 George L Sehan4er (68) Merck & Co. Inc. Brown Group Inc., Retired Chairman of the Board, Director since 1995 St. Louis, M0 Caterpillar Inc. Director since 1985 Director sinte 1990 Eltetutive Officers Harry C. Stonecipher (60)• Stanley Ebner (63)• President and Senior Vice President Chief Executive Officcr Washington Operations 2 years of sert+ite 2 years of service Jahn F. McCommil (58) George G. Reid (58) Chairman of the Board trice President/General Manager 36 years of service Product Support Edward C. Bavaria (64) 1Doug)as Aircraft Co. ?R of service Deputy President ►ears Douglas Aircraft Co. Patrick J. Finneran Jr. (51) 1 year ofserviee Vice President/General Manager Donald V. Black (55) Vice FIA-18 McDonnell Douglas Aerospace anjea151anager Slcsd Marketing ars of serviee Douglas Aircraft Co. Steven N. Frank (48) 26 years of service 'Vice President, Dean C. Borgasan (55) Associate General Counsel. Senior Vice President and Secretary 4 years of service Helicopter Systems McDonnell Douglas Aerospace Thomas M. Gunn (53) 15 years of service Senior Vice President Robert L. Brand (59) Business Development Vice I vesidentlGeneral Manager McDonnell Douglas Aerospace 21 years of tentim Business Management McDonnell Douglas Aerospace Frederick W. Hill (47) 25 years of service Senior Vice President Lauds A. Broedling (51) Communications and Senior vice President Community Relations 1 ofserrrrte Human Resources and Quality year 2 years of service Donald R. Kozlowski (59)' Michael J. Gee (36) Senior Vice President Vice President Military Transport Aircraft Business Operations 35 years of service and Chief Financial Officer Roger A. Krone (40) Douglas Aircraft Co, Vice President and Treasurer 14 years of service 4 _years of service Gerald F. Daniels (51) R Mark Kuhlmann (48) Vice htsidentrGeneral Manager Senior Vice President U.S. Ni%v and Marine Corps and General Counsel Programs 21 years ofser-jite McDonnell Douglas Aerospace 17 years of service `hlember, Office of the CEO Micheal D. Marks (54) Vice Pmsident/General Manager F•15 McDonnell Douglas Aerospace 8 }Mars of service Thomas J. Motherway (54) president McDonnell Douglas Finance Corp. McDonnell Douglas Realty Co. 18 years ofser%ice William A. Norman (57) N ice President/General Manager Engineering McDonnell Douglas Aerospace 32 )ears ofsmoice Walter J. Orlowski (53)' President Douglas Aircraft Co. 28 rears of service James F Palmer (47)" Senior Vice President and Chief Financial Officer 5 years of service James R. Peterson (52) Vice President/General Manager U.S. Air Force Programs McDonnell Douglas .aerospace 10 years Of .service James R. Phillips (53) Vice Pmsidenr/General Manager MD•95 Program Douglas Aircraft Co. 29 years of service James C. Restelll (55) Vice President/General Manger Aerospace Support McDonnell Douglas aerospace 33 years of service R. Cale Schluter (56) Vice PriesWrnt/General Manager Space and Defense Systems McDonnell Douglas Aerospace 29 years of service Mark N. Schroeder (40) Vice President and Controller 4 years of service Michael M. Sears (49)' . Presi dent _ McDonncll Douglas Aerospace 27 years of service James N. Sls"tt (57) Vice President Technolo 35 years I $rrvise L David Spong (58) Vice President/General Manager C•17 Program Military Transport Aircraft 32 years of service John W. Steurer (59) Vice President/General Manager Quality McDonnell Douglas Aerospace 30 sears of semice William L Stowers (49) Vice President/General Manager Supplier hfanagcmcnt and Procurement McDonnell D❑uglas Aerospace 25 years of service David 0. Swain (54) Vice President/Gencral Manager Advanced Systems and Technology —Phantom Works McDonnell Douglas Aerospace 32 years qfservice Jahn D.Tyson (54) Vice President Business Development McDonnell Douglas Aerospace 13 years of service John J. Van Gels (53) Vice President)General Manager Production Operations and General Services McDonnell Douglas Aerospace 33 years i fimiice 56 McDonntl Dowrlos C,rparatiun 109E ANNUAL REPORT HUNTINGTON BEACH PLOT PLAN WATER WELL SITE ACCESS EASEMENT -� EX][IBIT A — WATER WELL SITE UTILITY EASEMENT WATER WELL SITE #12 u° ASTRONAUTICS R J9A 490 DRIVE ell Cq�°` Milo 49 go 31 136U H �y 46N b 2 s[ 4NAssa�� rye upp 9 C 51N1 D 144 0 4$ 'S y130 r Ilrau 30) al a6S ❑�59 Q Ir0' U so d 21 2 2 i 1 1 '" >>. 12 022E 11D 10 1 21 rz ©Oily Arinrl - rsnc PROPERTY CITY RESERVOIR EASEMENT PARCEL 2 OF PARCEL MAP 93-202 a I I I D 0 4 if°cII 1 CITY 14ATER RESERVOIR SKYLAB ROAD •� Y e �{ J p r \ 9 C R�ce.Oi�•n \ SHARP PARCEL 6e110 Arinvi MD11c PROPERTY 40 ' Y Recording requested by ) City of Huntington Beach ) I KeCoraea in the county of orange, catlfornia IGary ff L.fl Granvi l Ie, Clerk/Recorder When recorded mail to ) �IIILIIIII I I II IIIIIIII.IIII��II II�II1111111111111111 No Fee City Clerk ) 19970371745 4:18pm 08/04/97 City of Huntington Beach ) ' 004 17004457 17 59 G02 10 04 0.00 7.00 27.00 0.00 0.00 0.00 0.00 2000 Main Street ) 0.00 0.00 Huntington Beach, CA 92648 ) Space above this line for recorder's use 1 T yo Q GRANT DEED z r' McDonnell Douglas Corporation, a Maryland corporation (hereinafter referred to as "Grantor") grants to City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee") all that real property situated in the City of Huntington Beach, County of Orange, California, and more particularly described in Exhibit A, B-L, and depicted on Exhibit B-2 which are attached hereto and hereby incorporated by reference. Executed on ' M &A-C tom., ! 9-� , 1997. GRANTOR McDONIvrELL DOUGLAS CORPORATION a Maryland corporation By:Z- �o e4,1j� (print name) Its: (circle one)�n;n,Rre9ic�w� ice President (print name) Its: (circle one) Secretary/Chief Financial Officer/ Asst. Secretary -Treasurer G:SF: Douglas:Gmtdeed 3/997 - #S This docllment is solely for the, Official business of tha City Of Hu::t`r,_7'tc: -3�-:- , a* contemn Plated undai, r;u'.wrnurant Code Sec. 6103 and should be recorded free of charge. Tax -Exempt -Government Agency 1 CITY --OF HUNTINGTON BEACH 93r t:puty City Clark 0 Grantee. City of Huntington Beach, hereby accepts the grant of the above -described property. ATTEST: City Clerk REVIEWED AND APPROVED: 61_2.-� c��- City Ad inistrator 2 G:S[': nouelas:Gmtdeed 3!5!97 - 45� "CITY" CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By 0 Mayor APPROVED AS TO FORM: �"�City Attorney 3,L�.y � � LK�9i INITIATED ND APPROVED: l.� Director of u c Works I 6-7 MCDONMELL DOUGLAS Co"ORA77Q,V DESIGNEE APPOLN-17 NT T.O. I A. Kapeller XC; Philip W. Cyburt Directive(s): I IMC Policy 4, Appendix 1, 25 March 1996 ActfQt(s)-involvcd. Memo No. u-1 ! I Date Ao_ rii 2- J 99_7 To executive any aad all contracts, dcods, casements and ocher documcurs incident to or connected with McDonnell Douglas Corporation's grant of land for a water well site and easements for construction of water facilities to the City ofHUntington Beach, Califaraia. To execute any and all deods relating to the transfer of surplus land located at the MDA-Huntington Beaeb A03 campus from McDonnell Douglas Corporation to Douglu Realty Company, Ine. The following individuW(s) ere my desipae(s) appointed for the above actioa(s). Name Philip W. Cyburt Thomas J. Motherwiy Robert L. Brand Compo,nenlMenacnent NORC--002 MnFC-00I MDA-005 Pease ptovide for notifrcWon of the above to appropriate indlviduals• Ames E. LajLaer Name Senior Vice President -CFO Position Title MIX CoEporate Component APR 03 '97 01t49F1.1 1.11) REALTY CO. 310 6273109 P.3i3 BOARD OF LECTORS AND EX.ECU•VE OFFICXRS Board of Dlrvictors John F MCDoanell (58) lieverty B. Byron (64) Kenneth M. Doberictaln (52) Harry C. Stonecipher (60) Chairman of the Board, Former mmyland Chairman and President and McDonnell Douglas Corp. Congressional Representative Chief Executive Officar, Chief Executive Officer, Director since 1973 Directorsinee 1994 The h• Duberstein Group Inc., �r McDonnell Douglas Corp. John H. Bias (60) Chairman and Chief Executive Officer, Teachers Insurance and Annuity Association of America and College Retirement Equities Fund, New York, MY Director since 1989 B.A. BrtdxewatorJr. (62) Chsirmanr President, anal Chief Executive Officer, Brown Group Inc., St. Louis, Mo Diriworsinte 19BS Erecutive Officers Harry C. Stonecipher (60)' President and Chief Executive Officer 2 years of service John F McDonnell (58) Chairman of the Board 36 years of service Edward C. Bavaria (04) Deputy President Douglas Aircraft Co. I year of service Donald V. Buck (55) Vice PresidcntiGeneral `tanager Sales and Marketing Douglas Aircraft Co. 26 years of sertrict Dean C. Borg nan (55) Senior Vice President Helicopter Systems McDonnell Douglas Aerospace 15 years of service Robert L. Brand (59) Vice President/General 5ian2ger Business Management McDonnell Douglas Aerospace 25 years of service Laurie A. Broadiing (51) Senior Vice President Human Resources and Qi3ality 2 years ofsemice Mlcheel 1. Cave (36) Vice President Business Operations and Chief Financial Officer Douglas Aircraft Co. 14 Nears of sennce Qerald r-Daniels (51) Vice President/General hianager u.s. Navv and Marine Corps Programs hicDennell Douglas Aerospace 17yeart ofse'rviee 'Member, Office of the CEO William I_ Cornelius (65) Was urgton, DC Director since 1991 Retired Cbairrnan and Director sinte.1989 Ronald L Thompson (47) Chief Executive Officer, Willlam S. Kanaga (71) Chairman and Union Electric Company Rctired Chairman, Chief Executive Officer, - Diraetor since 1936 Arthur Young & Company Midwest Stamping Inc., William H. Datrforth, M.D. (70) 1987 13 fin 1,Chairman of the Board of Trustees, Washington University, St. Louis, S10 Director s,'nee 1976 Stanley Ebner (63)' Senior Vice President Washington Operations 2 years of service George 0. Field (58) Vice President/General Manager Product Support Douglas Aircraft Co. 28 years ofseruiee Patrick J. Flnneran Jr. (51) Vice President/General Manager FrA-1 F McDonnell Douglas Aerospace 9 years of service Steven H. Frank (48) Vice President, ."ciciate General Counsel, and Secretary 4 years of service Thomas M. Gunn 03) Senior Vice President Business Development McDonnell Douglas Aerospace 21 years of .sercriee Frederick W. Hill (47) Senior Vice President Communications and Community Relations 1 Year Of serulce Donald R. Kazlotrsk, (39)• Sensor Tice President Military Transport Aircraft 35 Nears of service Roger A. Krupa (40) Vice President and Treasurer 4 vrars of re �t�ice F. Mark Kuhlmann (48) Senior Vice President and General Counsel 21 years of ser:.•ice Drrectorsinte ow g rem, pH James S. McDonnell III (61) Retired Vice President, McDonnell Douglas Corp. Director since 1975 George A. Schaefer (68) Retired Chairman of the Board, Catcrpitlar Inc. Director since 1990 Michael D. Marks (54) Vice Presidem/General Manager F•15 McDonnell Douglas Aerospace 8 years ofarrvite Thomas J. Motherway (54) President McDonnell Douglas Finance Corp. McDonneil Douglas Realty Co. 1 B yeori of smace William A. Hannan (5 7 ) Vice President,/General Manager Eaginecring McDonnell Douglas Aerospace 32 years of service Waiter J. Orlowski (53)A President Douglas Aircraft Co. 28 rears of sertnce James F. Palmer (47)' Senior Vice President and Chief Financial Officer 3 year$ of smite James ft. Peterson (52) Mice President/General Manager U.S.Air Forte Programs VcDonnell Douglas Aerospace 10 years of see -vice James R. Phillips 0-3) Vice Pm side nticeneral Manager mV-95 Program Douglas Aircraft Co. 29 years of service James C. Restefll'(55) Vice PresidentiGeneral N13nagcr Aerospace Support McDonnell Douglas Aerospace 33 ycars ofserviee R. Gale Schluter (56) Vice Pm5idcnt;'Gcnera1 Manager 5pacc and Defense Systems McDonnell Douglas Aerospace 29 years of senrk e Director since 1994 P. Roy Vagelof, M.D. (67) Forn-ior Chaimian and Chief Executive Officer, Merck & Co. Inc. Dinctnr since J995 Mark H. Schroeder (40) Vice President and Controller 4 years q f semite Michael M. Sean (49)' President - - McDonnell Douglas Aerospace 27 years of semite James H. Sinnelt (57) Vice President Technola 35 years o srrNGe E. David Spong (58) Vice President/General Manager C•17 Program Military Transport Aircraft 32 years Of senrice John W. Steurer (59) Vice PmsidentiGencral Manager Quality McDonnell Douglas Aerospace 30 years of service William L. Stowers (49) Vice PresidentiGeneral Manager Supplier Management and PrDcuremcnr hicDonnell Douglas Aerospace 23 years of service David 0. Sweln (54) Vice PresidentiGeneral Manager Advanced Systems and Technology-Phantoin Works McDonnell Douglas Aerospace 3 2 years of service John D. Tyson (54) Vice President Business Development McDonnell Douglas Aerospace 13 vears of serzried John 1. Van Gals (58) Vice PresidentiGeneral Manager Production Operations and General Ser,iccs McDonnell Douglas Aerospace 33 vears of srr'vicr 6 I MrDunwfl Do„l1as Carparan:n ME ANNUAL Br•PQIlT Acknowledgment State of California County of On 2P 1W[date], before me, QiYr �(- �U"t'e�4- title ame and of officer taking acknowledgment], personally appeared bea—vb [name(s) of person(s) signing instrument], proved to me on the basis of satisfactory evidence, to be the person(]' whose name]' [is acre] subscribed to the within instrument and acknowledged to me that [he or she or they] executed the same in hj�_ [his or her or their] authorized [capacity or capacities], and that by _h. • [his or her or their] signature[] on tfie instrument the personN, or the entity upon behalf of which the person[f] acted, executed the instrument. WITNESS my hand and official seal. CM Oki& A M- Signature [Seal] MI► Canes. 8 aj . G:SF: Douglas:Gmideed 3/5/97 - #5 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT • State of County of On _ �f�P �2 , [ gg7 before me, �,C�.cc.�� Q. /\ P�lrs-on NbFrAt-r�.f Pub L�_C� T Dare Name and Tite of O`fioe' le.g.. "Jane Coe. Notary P personally appeared Names; of S.gnerrsi personally known to me — e to be the person& whose name( i6 subscribed to the within instrument and acknowledged to me that +m4sl�e<erxecuted the same in ei uthorized capacity(asj and that by 1AURAA. NELSON signatur(D on the instrument the person(D Comfftlon#11066263 z or the entity upon behalf of which the persor(W acted, NotaryPubtlb— Callfba-da executed the instrument. ORANGE COUNTY 61mv comm. Exorm JU 23.1999 WITNESS m hand and official seal. S gnature of Notary Pjz:I.c OPTIONAL Though the information below is not required by law, if may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document C`� allJ iq C-1)vn-14a &W145 Document Date: l y f/I -) Number of Pages: Signer(s) Other Than Named Above: (LaW L. fir ; 4M S Iv{r+ Capacity(ies) Claimed by Signer(s) Signer's Name: 4a`&- ek 44 r 8r ti 1 OAndividual - Corporate Officer Title(s): Partner — r Limited r, General ,J Attorney -in -Fact n Trustee - Guardian or onservator -a Other: 1`{ Top of tnumb here f Signer Is Representing: <,t Signer's Name: ■ ■ r Individual Corporate Officer Title(s): Partner — Limited - General Attorney -in -Fact Trustee Guardian or Conservator Other: Cat C",l_ Signer Is Representing: RIGHT THUMBPRINT OF SIGNER 0 1995 %atiora 'wlay Assoe.aUan • 8236 Pemr•at Ave.. P.O. Box 7184 . Canoga Pars. CA 91309.7184 Prod. No. 5907 Reorder: Cal Tol -Free ---800.876.6827 1i 9 v V 0 m HUNTINGTON BEACH PLOT PLAN WATER WELL SITE ACCESS EASEMENT a — WATER 14ELL SITE UTILITY EASEMENT 14ATER WELL SITE #12 ASTRONAUTICS DRIVE r o� p `F• 0a 117— �' � I151q o t7an9� f,, 11]7 �,• ...� !9© 115 5�co 3 3 ]c 45 00I ]r 3T i>60 H i} vi (,• 11a/ CD a171 � 4bN 39 `b a ' 46N �,yA ANNEX 42 (3 1 T 5 II]� t� ❑laa n$ S ❑I1i0 �I]JU r C30� 4I 4GS �'�59 ���� ❑ ' r]s Ire r iw 2 11 z2 Ib 11 12 CITY RESERVOIR EASEMENT PARCEL 2 OF PARCEL HAP 93-202 0 s I 1 0 a 4 lroc►I CITY WATER 1 RESERVOIR SKYLA.B ROAD —:�:74~ ❑❑ 1 Q .��. H 220 Solla ��rn�r 14 ' M[)C PROPERTY v \ 13 �I1r 010 .11 o SHARP PARCEL Bello �Inul MIMIC PROPERTY • i EXHIBIT B-1 LEGAL DESCRIPTION WATER WELL SITE FEE LAND FOR WATER WELL SITE, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 11 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60 PAGE 13, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: _ BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY, SOUTH 40°24'05" EAST, 172.00 FEET TO THE TRUE P.QINT OF BEGINNING; THENCE CONTINUING ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40°24'05" EAST, 130.00 FEET; THENCE ALONG A LINE PARALLEL WITH AND 302.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49034'06" WEST, 16.80 FEET TO A POINT ON A NON -TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 200.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 37007' 18" EAST; THENCE WESTERLY 161.80 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46021'09" TO A POINT ON A REVERSE CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 156.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 10"13'51" WEST; THENCE WESTERLY ALONG SAID CURVE 6.99 FEET THROUGH A CENTRAL ANGLE OF 02034'04" TO A POINT ON A LTNE PARALLEL WITH AND 172.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF- WAY; THENCE ALONG SAID PARALLEL LINE, NORTH 49034'06" EAST, TO THE TRUE POINT OF BEGIN -KING. SAID PARCEL CONTAINS APPROXIMATELY 6,791 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT B-2, ATTACED HERETO AND MADE A PART HEREOF. SF/s:G-SF-Do uglas:BxS.B-I g 315/97 - e 01/23i97 i1:44 CIVIL QNG I f ,-ER I t `'I; -+ 714'7582511 NO. 775 G EXHIBIT 1 3-2 WATER WELL SITE P.O.B. r-1 . LA 500. t=163- 86' A-46' z 1' 09 o r 200 D jsl, 80. �� f o �a l lb/ CL ASTRONAUTICS DRIVE PRIVATE �N ,Crj3^51- W RAD P.RC .01/23/97 0 . ",eJJ T- CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK DEED CERTIFICATION CALIFORNIA 92648 E) This is to Certify that the interest in real property conveyed by the deed dated March 18, 1997 from McDonnell Douglas to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach, pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: July 24, 1997 CITY OF HUNTINGTON BEACH CONNIE BROCKWAY, CIVIC CITY ERK By: ty city Clerk g `.followurMeedcert 7/24/971deedeertMcDonnell Douglas/5646:je (Telephone: 714-536-5227 ) 0 Recording requested by } City of Huntington Beach ) When recorded mail to } City Clerk ) City of Huntington Beach ) 2000 Main Street ) Huntington Beach, CA 92648 } Kecoraea in the county of orange, callfarnia Gary L. Granville, Clerk/Recorder sill!!?lillL?1?l�lll�'?llill,'??iilll!??I�iIIII!11111l1!!IIII No Fee 19970371743 4 ,18pm 08/04/97 005 17004457 17 59 E01 12 7.00 33.00 0.00 0.00 0.00 0.00 Space above this line for recorder's use UTILITY EASEMENT AGREEMENT Preamble and Recitals This Agreement is entered into on O�C61. L 1 J3 , 1997, by and between McDonnell Douglas Corporation, a Maryland corporation (hereinafter referred to as "Grantor") and City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee") A. Grantor is the owner of certain real property situated in the City of Huntington Beach (hereinafter referred to as the "Servient Tenement"), and more particularly described in Exhibit CCl and depicted on Exhibit C-2, which are attached to this Agreement and hereby incorporated by reference. B. Grantee is the owner of certain real property known as H.B. Well 12, and situated in the City of Huntington Beach (hereinafter referred to as the "Dominant Tenement"), and more This document Ts solely ?cri ttly G:SF:0oug1as:We11-120ffieial bt1r1nea3 of the City 315 97 -46 of AS COntem— ]slated:U_ "' --F Clit Code See. 6103 and should be recorded frOO of charge. Tax -Exempt -Government Agency .CJ7^ HUNTINGTON BEACH eputy City Clerk particularly described in Exhibit C-3, which is attached to this Agreement and hereby incorporated by reference. C. Grantee desires to acquire in the Servient Tenement an easement for underground utilities to serve the Dominant Tenement; NOW, THEREFORE, in consideration of valuable consideration, the receipt and sufficiency of which is acknowledged, Grantor doe$ hereby: 1. Give and grant to Grantee a permanent easement across the Servient Tenement to construct, reconstruct, maintain, operate, enlarge, remove, and replace, at any time, underground utilities, including but not limited to gas, electric, telecommunications, water, storm and sanitary sewer and related utilities to serve the Dominant Tenement, with every appendage necessary or convenient thereto. The utilities that may be installed in the easement also include a water line to extend potable water service to the Vegas Tract, more specifically described as follows: City of Huntington Beach Tract Map No. 4370, Book 70, p. 13 and 14, Miscellaneous Maps, County of Orange, California 2. Agree that the easement is being granted upon substantially the following terms: (a) That Grantor may use the Servient Tenement to construct a roadway, provided however that Grantee may excavate the roadway for the purpose of maintaining the utilities if it repairs or repaves the road. 2 G:sF:Douglas: Well-12 31-5197 - 46 (b) That Grantor may use the Servient Tenement to install Landscaping, without trees, provided however that Grantee may excavate the Landscaping for the purpose of maintaining the utilities, without replacing the Landscaping. (c) That Grantor and its successors, assigns, and transferees guarantee Grantee the right of ingress and egress with any vehicles and construction equipment necessary or convenient for the maintenance and repair of the utilities. (d) That Grantor and its successors, assigns, transferees and transferee agree not to overbuild the Servient Tenement, with permanent buildings or structures, or to permit parking over the Servient Tenement. Further, Grantor shall submit, in advance, all plans for installation and construction or reconstruction of any improvement on the Servient Tenement to Grantee for review and written approval, which approval shall not be unreasonably withheld. (e) That Grantor shall not change the existing grade or otherwise modify the topography of the Servient Tenement without prior written consent of Grantee. (0 That Grantee's access over and across the Servient Tenement shall be reasonably maintained by Grantor during the term of this easement. (g) That, with Grantee's consent, which shall not be unreasonably withheld, Grantor may relocate the Servient Tenement and the utilities within it, at Grantor's sole expense. 3. Agree that this agreement shall be recorded and shall be construed to be a covenant running with the land and shall be enforceable by Grantor, Grantee, and their successors, assigns, and transferees. 3 G:SF:DouglaS:WCI1-12 3r5l97 - p6 4. ff any legal action or proceeding arising out of or relating to this Agreement is brought by either party to this Agreement, the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys' fees, costs,.and expenses incurred in the action or proceeding by the prevailing party. 5. This Agreement constitutes the entire agreement between Grantor and Grantee relating to the above easement. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force and effect. Any amendment to this Agreement shall be of no force and effect unless it is in writing and signed by Grantor and Grantee. Balance of page intentionally left blank. 4 G:sF: Dauglas:WcII-12 315i47 - 46 6. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of Grantor and Grantee, except as otherwise provided in this Agreement. Executed on Eck c". 13 _ , 1997 GRANTOR McDONNELL DOUGLAS CORPORATION a Maryland corporation By: x ko L . ,3Q� (print name) Its: (circle one) GhaisalPrruad� " ice Presiden (print name) Its: (circle; one) Secretary;`Chief Financial Officer/ Asst. Secretary -Treasurer REVIEWED AND APPROVED: City t'dministrator 5 G:SF:Daug1as:Well-l2 315/97 - 06 GRANTEE CITY OF HUNTfNGTON BEACH, a municipal corporation of the State of California ATTEST: �o City Clerk q_d�-97 APPROVED AS TO FORM:" F City Attorne_ 3 LW-17 r, L�ry1 II\ITIA`PED ADD APPROVED: f 4uv AV .-415� �7 i IiL� 1V :V .TlU4 �J L'J f AfUWdVIV-'C6 AUUGLt.S' Co"OpmVON DrSIGNEE APPOLTMENT TO: I A. KVeller XC: Philip W. Cyburt Directive(s): MDC Policy 4, Appendix 1, 25 M=h 1996 Accion(s) - involved: Memo No. .111 Date Anril2,1927 To wi=utiva any and all conuuts, deeds, cascmenta and otter docum=rs incident to or connected with McDonnell Douglas Corporation's gmt of land for a water well site and easements for construction of water facilities to ihe Ciry of Huraington Bc=h, California To execute any and all deeds relating to the. transfer of surplus land locatad at the NMA-Huntington B=b A03 =pus From WDoancil Douglas Corporation to Doug[a, Reafty Company, Inc. The following individual(s) are my desipee(s) appointed for the above acti.on(s). Name Philip W. Cyburt Thomas L Motherway Robert L. Brand Comp�iant(DeoaaMen IMMC-002 MDFC-001 MDA-005 Pirasa provide for notification of the ebove to appropriate indlvidua's. .lames F. P mer Name Senior'Vice Presidnot-CFC Position Title M C Carnorate Component Ac:-R 02- 197 0-1: -49F'11 HD FEALTY ,BOARD OF IORE CC). 310 E 22721- 09 F ..-;'. CTORS AND EXECLOVE OFFICERS Board of Directors John F. McDonnell (5a) Chairman of the Board, McDonnell Douglas Corp. Director since 1973 John H. EIZZI (60) Chairman and Chief ExcmEivc Qfliccr, Teachers Insurance and Annuity Association of Atnerica and College Retirement Equities Fund, New Vor)c, \r1' Directorsirtre 1989 BA. 9ddgewaterlr. (62) Chairman, President, and Chief txcc%i0vt Officer. Brown Group Inc., St. Louis, M0 Dirrerorsinee 1983 Executive Officers Harty 0. Stoneclphor (60)* President and Chief Even dve Officer 2 years ofstrzrrte Jahn F McDonnell (68) Chairman of &ie Board 36 yearn of servx!e Edward C. Bavaria (64) Deputy President Douglas Aircraft Co. I year of service Donald V. Black (55) Lice Presid+cnt/Gcr,eral Manager Sales and bLu•k,eting Douglas Aircraft Co. 6 years 6fseTria Dean C. Bergman (55) ScniorVice Pmsidem Helicopter Systems McDonnell Daug*!as Acrospacc 15 years of service Robert L. Brand (59) Vice President: Genert l Manager Business ?ianageroent McDonnell Douglas Aero=pace 35 Sears of service Laurie A. Broedling (51) Seriorvice President Human Resources and Quality 2 years ofse7 v.ce Michael J. Cave (86) Vice President Business Operations and Chief Financial Officer Douglas .a;rcra- Co. 14 Sear of =ertree Gerald E. Daniels (51) Vice President/General ?f nager N.-,ry ard',farinc Corps Programs McDonnel.) Douglas Aerospace 17 )cars of invite *`lember, OlTiice of :he CEO Beverty 9. Byron (64) Formcr Maryland Congressional Representative Direeror since 1994 William E. Cornelius (65) Retired Chairman and Chief Executive Officer, Union Electric Company Direclorsince 19e6 William H. Donfa►IJre M.D. (Ica) Chairman of the Board of Trustees, Washirigron University, St. Lo',sis, MO Directorsinee 1976 Stanley Ebner (63)* Senior dice President Washington Operations 2 years ofservce George G. Field (58) Vice President/Genera] Manager Prcduct Support Douglas Aircraft Co. 28 sears of service Patrick J. Finneran Jr, (51) Vice Presiden:/General Manager F/A•18 McDonnell Douglas Aerospace 9 years of serrrice Steven N. Frank (48) Vice President, A9sociare General Counsel, and Secretary 4 vear2 of service Thomas M. Gtrnrt (j 1) Senior Vice President Business Development McDonnell Douglas _4erosp3ce 21 years of seer tt Frederick W. Hill (47) Senior Vice President Cominurications and Community Relations 1 war ofstru;ce Donald R. Kozfrrtrski 59)' Sensor Vice President :Military Transport Aircraft 35..ears ajsen.ict Roger A. Krone (40) Vice President and Tre:,_urer -f ,ran nfserviee F. Mark Kuhlmann (4S; Senior Vicc President and Cenerxl Ccunscl 21 %ears efsrr ice Kenneth M. Duberstoln (52) Chairman and Chief £xecutive 01i1cer, The Duberstcirt Group Inc., l ashington. UC Direulor sirrct.1989 William S. Kamp (11) Rctircd Chairman, Arthur Young & Company Dirreforsince 1987 James S. McDonnell 111 (61) Rctircd Vicc President, McDonnell Douglas Corp. DiTeetor sinct 1973 George JL Schaefer (68) Retired Chairman of the Board, Caterpillar Inc, Director since 1990 Michael D. Marko (54) Vice Presidert/General Manager F•15 McDonnell Douglas Aerospace 3 years of srr:.ace Thomas J. Motherway (54) President McDonnell Douglas Finance Corp, NfeDonnetl Douglas Rr3lry Co. 13 years of sn-vice William A. Norman (57) Vice PresidenVGencral Manager Fr gincering McDonnell Douglas Aerospace 32 ymn cf servi re Walter J. Orlowski (53)' President Douglas Aircraft Co. 26., eaYi of service James F Palmer (47)* Senior Vice President and Chief Financial Officer 5 years of ser ice lames B. Patemon (52) � ice President/General Manager U.S. Air Force P: ograms McDonnell Douglas Acro5pacc 10 ye4rrofrervice James R, Phillips (58) Vice Arsiden- General Manager MD•95 Program Douglas Aircraft Co. ?$ years of sn uice James C. Restelll'(53) Vice PresidentiGenera! Manager Aerospace Support McDonnell Douglas .aerospace 33 Stars efservrce R. Gale Schluter 156) Vice F'residcnt;` neral Manager 51)3cc and Defense 5vuems McDonnell Douglas .aerospace -9'`ars of sen- ce Harty C. Stowipher (60) President and Chief Exccutive Officer, .. icDannell Douglas Corp. Direcrorsorce 1994 Ronald L. Thompson (47) Chairman and Chief Executive Officer, Midwest starnping inc,, Bowling Green, OH Director since 1994 P. Roy Vagelm. M.D. (67) Former Chairman and Chief Executive Qfficcr, Merck 3e Co. Inc. Director since J995 Mark N. 5chroedet (40) Vicc President aid Cort;oller 4 years of service Michael M. Sears (49)* President McDonnclI Douglas Aerospace 27 fears ofserv*e James N. Slnnett (57) vice President Technolo&)- 35 years of sm^ce E. David Spong (58) Vice fhesidenvGcneral Manager C•17 Program Military Transport Aircraft 32 years of senzce John W, Steurer (59) Vice Presidcnt/Gcncral Manager Quality McDonnell Douglass Ae-ospace 30 years ocser 4'iee William L. Stowers (49) Vice Presidem/Gencral '-Manager Supplier Management and Procuremcnt McDonnell Douglas Aerospace 2.5 years of sc! ,are David 0, Swain (54) Vice Presidcnt,Gcncral ,tanager Advanced Sv!tems and Technology —Phantom Works McDonnell Douglas Aerospace 32 Sears of : ezvice John D, Tyson (34) Vice Presider.[ Business Development McDonnell Douglas Aerospace 13 Years of se, -tee John J. Van Gels (359) 4lce Presid(zrt;Gcncral Manager Production Operations and General Scrvicts McDonnell f)oug:as Aerospace 33 lesrs of!m4c, 56 1 McDcgnrir Doi,11j, Cerparai,cn :eae A.._•A_ seroraT Acknowledgment State of California County of UCII, On jlhR �LC(t 1, f$17 [date], before me, =SuSt4nl R L-p PCZ Np gu [name and title of officer taking acknowledgment], personally appeared ko&-Y-T' L. 13KA-rt1D [name('4 of persons signing instrument], [ proved to me on the basis of satisfactory evidencelto be the person] whose namebe W [is or are] subscribed to the within instrument and acknowledged to me that ( [he ersh eP44or,] executed the same in 6 [his or h,-c nr Iliair] authorized [capacity az_capacaxiea], and that by -c.0 _ [his -r�] signaturevfon the instrum nt the person[]', or the entity upon behalf of which the personNi acted, executed the instrument. NVITNESS my hand and official seal. Signature [Seal] t4�p;� St1M R. LOPEZ Commb" #1OMI MV Comm. F 0 11 Jd 17.1999 6 &SI' Douglas:weii-1z 315197 - 46 �'CALIFORNIA ALL-PURPOS ACKNOWLEDGMENT • State of e&"O A k, County of Gr% On f.L_ of -� aA , 19 9 7 before me, LCLG�•�'Gc- 4• AJe! . r'�J�dt2' / 4(z Da!e Name and TiPe of Office, ie.g.. "fare Doe- Ncfa dblic"i personally appeared KQ Cpk E( , n Name{s) of Signarfsj _<` Irsonally known to me - GR- to be the persorz whose nameo-L-.40 subscribed to the within instrument and acknowledged to me that executed the same in h4AherOEDauthorized capacity e , and that by +49�r signatures on the instrument the persokssD tAuRAA.NELSON or the entity upon behalf of which the persoro acted, Comrrlaion#1066263 x executed the instrument. W Notary Public — Caklornla � ORANGE COUNTY My Comm. Expires JL123.1999 WITNESS -ow hand and official seal. Though the information below is not required bylaw, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document - Description of Attached Document Title or Type of Document: �f -fit �Ci f �/Yl-�*�.� a r►�P-y`r� Qod A eomffg of docR�&j Document Date: .3 Number of Pages: /�- Signer(s) Other Than Named Above: 4be✓t C• bra Ad leery Si[trt,,- Pac`l DCt2ef Ls/4.,6+a Capacity(ies) Claimed by Signer(s) Signer's Name: - 4a tj2k . —V Individual __j Corporate Officer Title(s): Partner — C Limited ❑ General - Attorney -in -Fact Trustee Guardian or Conservator S�? Other: W- -c sere Signer Is Representing: f /r Signer's Name: 'z-n-,e-G�r�'zu-! J Individual ❑ Corporate Officer Title(s): Partner — ❑ Limited C General - Attorney -in -Fact :D Trustee Guardian or Conservator ;LD Other: Cam, f 'per Signer Is Representing: RIGHT THUMBPRINT OF SIGNER j 0 1995 National Notary Asswianon • B236 Remme[ Ave., PO. Box 7194 • Canoga Park, CA 91309.7184 Prod No 5907 Reorder: Cal'Toll-Free 1-800-876-6827 EXHIBIT C-I LEGAL DESCRIPTION UTILITY EASEMENT AN EASEMENT FOR PUBLIC UTILITY PURPOSES, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 11 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN BOOK 60 PAGE 13, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTHHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40°24'05" EAST, 172.00 FEET; THENCE ALONG A LINE PARALLEL WITH AND 172.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49034'06" WEST, 20.00 FEET TO A POI\'T ON A LINE PARALLEL WITH AND 20.00 FEET SOUTHWESTERLY OF SAID SOUTHWESTERLY RIGHT-OF-WAY; THENCE ALONG SAID PARALLEL LINTE NORTH 40024'05" WEST; 172.00 FEET TO A POINT ON SAID SOUTHEASTERLY RIGHT-OF- WAY; THENCE ALONG SAID RIGHT-OF-WAY, NORTH 49° 34'06" EAST, 20.00 FEET, TO THE POINT OF BEGINNING. SAID PARCEL CONTAINS APPROXIMATELY 3,440 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT C-2, ATTACHED HERETO AND MADE A PART HEREOF. S Fl s: G: SF -Doug) as • Exho-C-1 3!5f97 - ft l . c.Y7r 11:43 SQUTH'WEST CIVIL ETGfh nINS 714?SM511 EXFIIBIT C-2 UTILITY EASEMENT P.O.B. CL ASTRONAUTICS DRIVE (PRNA7E ) No. 775 CPO 01/23/97 C'\SWCE\C I48\WEL -EX 1 • 01 r23ZS7 11: 4 4 SCUM -WEST C I U I L ENGINEERING y 7147562511 EXHIBIT C-3 WELL SITE lCD y Iva i A i p0 . ti CL ASTRONAUTICS DRIVE( PRIVATE ) P.O.B. }�H tGti3W5t�w RAD P.RC. NO. 775 I NJ.S. l ti �D s j- %i a1/23Is7 C:\SWCE\C)7s\4'<<LL 2 tog Recording requested by ) City of Huntington Beach ) When recorded mail to ) City Clerk ) City of Huntington Beach ) 2000 Main Street } Huntington Beach, CA 92648 } Recoraea in the county of orange, caiifornia Gary L. Granville, Clerk/Recorder '�11i1 lil'�1111lil�! lliill11111iii!1111iili 111111i111111ii111 No Fee 19970371744 4.18pm 08/04/97 005 17004457 17 59 E01 11 7.00 30.00 0.00 0.00 0.00 0.00 Space above this line for recorder's use ACCESS EASEMENT AGREEMENT Preamble and Recitals This Agreement is entered into on ( a ,t_ t 8___ , 1997, by and between McDonnell Douglas Corporation, a Maryland corporation (hereinafter referred to as "Grantor") and City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee"). A. Grantor is the owner of certain real property situated in the City of Huntington Beach (hereinafter referred to as the "Smient Tenement"), and more particularly described in Exhibit D-1 and depicted on Exhibit D-2, which are attached to this Agreement and hereby incorporated by reference. B. Grantee is the owner of certain real property known as H.B. Well 12, and situated in the City of Huntington Beach (hereinafter referred to as the "Dominant THSnTonc'tldand F.10 solely for t h i official business of the City of Huntir.,^* on "oac'n, as contem• plated un,;ar Government Code See. 6103 and should be reeordi free of charge. 1 fax-Lzarnpt-Government Agency G:SF:Doug1as:Roadesm+CITY OF HUNTING i ON BEACH 3/5/97-44 n++ie Brockway, CMC 8y Ci!Y erk eputy City Clerk particularly shown on Exhibit Dom, which is attached to this Agreement and hereby incorporated by reference. C. Grantee desires to acquire in a portion of the Servient Tenement an easement to ,accommodate a road to serve the Dominant Tenement; NOW, THEREFORE, in consideration of valuable consideration, the receipt and sufficiency of which is acknowledged, Grantor does hereby: I . Give and grant to Grantee a permanent access easement across the Servient Tenement for ingress and egress from Rancho Road to serve the Dominant Tenement, with every appendage necessary or convenient thereto. 2. Agree that the easement is being granted upon substantially the following terms: (a) That Grantor shall construct and maintain a twenty -foot wide all-weather road currently known as Astronautic Drive across the Servient Tenement from Rancho Road to the Dominant Tenement. (b) That Grantor shall not change the existing grade or otherwise modify the topography of the Servient Tenement without prior written consent of Grantee. (c) - That Grantee's access over and across the Servient Tenement shall be reasonably maintained by Grantor during the term of this easement. 2 G:SF:Douglas: Roadesmt 315/47 - #4 i (d) That, with Grantee's consent, which consent shall not be unreasonably withheld, Grantor may relocate the access easement on the Servient Tenement at Grantor's sole expense. 4. Agree that this agreement shall be recorded and shall be construed to be a covenant running with the land and shall be enforceable by Grantor, Grantee, and their successors, assigns, and transferees. _ 5. If any legal action or proceeding arising out of or relating to this Agreement is brought by either party to this Agreement, the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys' fees, costs, and expenses incurred in the action or proceeding by the prevailing party. 6. This Agreement constitutes the entire agreement between Grantor and Grantee relating to the above easement. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force and effect. Any amendment to this Agreement shall be of no force and effect unless it is in writing and signed by Grantor and Grantee. 3 G:SF:Douglas: Road:sm[ 3!5:97 - #A 7. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of Grantor and Grantee, except as otherwise provided in this Agreement. Executed on —V%N4,-. t.k ) , 1997 GRANTOR McDONNELL DOUGLAS CORPORATION a Maryland corporation By: �4'4.f X• (/� �ob,F,v, L. Se, 4---j o (print name) Its: (circle one) Gi�aiaact!1'�naiden ice Preside 0 (print name) Its: (circle one) Secretary/Chief financial Officer/ Asst. Secretary -Treasurer REVIEWED AND APPROVED: 2:::90 City A ministrator 4 G:S F: Douglas: Roadesmt 3!5,97 - #4 GRANTEE CITY OF HUNTINGTON BEACH, a municipal corporation of the State f Calomia !Q4 _.. Mayor AT EST:, City Clerk �!-9 APPROVED AS TO FORM: Ft�-- ? L-7 f7 City Attorney ` - 3- 2-�-5� Lri�9't INITIAT 'D APPROVED: Direct of P orks I. -k L Wu i t o /v +Lv.0 uua nfCDox,V.rLL DOUGIAs CalBMR19701►+ DFSIGNEE APPOWTWNT TO: I A. Xapeller Memo No. _ M-111 XC: Philip W. Cyburt Date Aoril2__1997 Direetive(s): MDC Policy 4, Appendix 1, 25 March 1996 Accioa(s)-involved: To En3tmutive any and all contracts, deeds, easements and other doeun=rs incid= to or connected with McDonnell Douglas Corpaaation's unit of land for a water well site and easements for construction of water facilities to the Ciry of Hutltinown Beach, California To execute any and all deeds relating to the-rrausfer of mupiva land located at the MICA-HuatLagtotl B=b A03 campus from McDonnell Douglas Corporatiott to Douglas Realty Company, iae. The following individuxl(s) are my designees) appointed for the above actico(s). Name Philip W. Cyburt Thomas 1. Motherwly Robert L. Braad ComgonentOm Qum nt MDRC-002 M17FC-00l i1DA-005 ?lase provide for notiftWon of the above to appropriate individuals. 7ames_L. FalMer Name Senioryjce PMaj&nt-CF(,� Position Title MM Corpom Component � r � s w CIP ., rn N ;u-ccyrn n, r- Z N r rn cq APR C19 '97 01:49F'i•1 i-Tn REALTY CO. D10 6273:109 BOARD OF LECTORS AND EXECUOVE OFFICERS Board of Directors John F. McDonnell (58) Chairman of the Board, McDonnell Douglas Corp. Dirww.,inee 1973 Ioho H. BUZ, (60) Chairman and Chief Executive Officer, Tcachcrs insurance and Annuity Association of America and College Retirement Equities Fund, New'kork, NY Director since 1989 9A 844vieater.1r. (62) Chairman, President, and Chief Executive Officer, Brown Gmup Inc., St. Louis, MO Director since 1983 Exeeutire Officers Harry C. Stonecipher (60)' President and Chief 1—tecutive Officer 2 year,; ofserviee John F. McDonnell (58) Chairman of the Board 36 years ofservict Edward C. Bavaria (64) Deputy President Douglas Aircraft Co, 1 yearofserr.•iee Donald V. Brack (55) Vice President/Gcreral Manager Sales and Mtukedng Douglas Aircraft Co. 26 years of se'rviu Dean C. SorVnan (55) Senior Vice President Helicopter Systems McDonnell hougias Aerospace 15 years of server Robert L. Brand (59) -'ice President/General :lanaber Business 'Managernent McDonnell Douglas Aerospacc 25 vears of semice Laurie A. Broedling (51) Senior Vice President Human Resources end Quality 2 years or service Mlehael 1. Cave (36) Vice President Business Operations and Chief Financial Ofneer Douglas Aircraft Co. 14 %ears of tcnree. Gerald E. Daniels (51) Vice President, General 51'_r:agc: U.S. Nary and Marine Corps Programs McDonnell Douglas Aerospace 17 yea rs of it'rt•Ke •`[ember, Office of the CEO Beverly B. Byron (64) Former Maryland Con uesslonal Representative Director since 1994 William E. Cornelius (65) Rer'ted Cbairnran and Chief Executive Officer. Union Electric Company Direttor since 1986 Wllllam H. Dndorth, M.D. (70) Chairman of the Board ofTrustecs, Washington University, St. Louis, MO Direetcr since 1976 Stanley Ebner (63)' Ser_ior Vice President Washington Operations 3 years ofserviee Ceorge C. Field (58) Vice PresidentiGeneral Manager Product Support Oouglas aircraft Co. 28,•ears of service Patrick J. Finneran Jr. (51) Vice PresidcntlGcnera) Manager F1A•18 McDonnell Douglas .aerospace 9 years of seruiee Steven N. Frank (48) Vice President, Associate General Counsel, and Secretary 4 yea rJ of ser•-ji ce Thomas M. GUnn (53) Senior Vice President Business Development hicbonnell Douglas Aerospace 21 years of .ser-i ce Frederick W.14111 (47) Senior Vice President Communications and Community Rclat:ons 1 liar of ter✓ier Donald R. Kozlasrakl (39)• Senior Vice President Military Tea:;spore. Aircraft 55.years of service Roger A. Krone (40) Vice President find Treasurer ;leers rer�•iee' F. Mark Kuhlmann (48) Senior Vice President and Gcneral Counscl 21 - ears of sir .'tee Kenneth M. Daberstoln (52) Chairman and Chief Fxecutive Officer, The Duhcrstcin Group Inc., NVashington, DC Director si7ee,1989 Wllltam S. Kanap (71) Retired Chairman, Arthur Young 8c Company Director since 1987 James S. Mcgannall III (61) Retired Vicc President, McDonnell Douglas Corp. Director since 1975 George A. Schsaler (68) Retired Chairman of the Board, Catcrpi(lar Inc. Director since 1990 Michael 0. Marks (51) Vice Pre side nt/General Mamgtr F•15 McDonnell Dcuglas Aerospace S years of service Thomas J. Metherway (54) President :McDonnell Douglas Finance Corp. McDonnell Douglas Realry Co- 18 year; of service William A. Korman (57) Vice President/General Manager Fnc't'n tcrirr g McDonnell Doug'.as Aerospace 32 years of service Walter 1.Orlo►rski (53)' President Douglas Aircraft Co. 28 -•ea rs of sen-4ce James F Palmer (47)' Senior Vice President and Chief Financial Officer S years of service lames R. Petetaon (52) Vice Presidem/Cerieral Manager U.S. Air Force! Programs McDonnell Douglas Aerospace 10::rart of servire Jamul R. phillivs (53) rice Fivsidenu'Generai Man:,ger MD-?S Program Douglas Aircraft Co. 29 years of se, :nice James C. Restelll (55) Vice PresidertrGeneral Maragcr Aerospace Support McDonnell Douglas .aerospace 33 Scars of servtee R_ Gala Schluter (56) Vice Presi(IentiGeneral ;Manager Spacc ::red Defense S)'stems McDonnell Douglas Aerospacc 29 years of SeT:,lt:e Herr, C. Stonecipher (60) President and Chief Executive Officer, McDonnell Douglas Corp. Directorzince 199.1 Ronald R. ntompson (-17) Chairman and Chief Exccutive Officer, Midwest Stamping Inc., Bowling Green, Off A'reefor since 1994 P. Ray Yt♦gelos, M.O. (67) Former Chairman and Chief Executive Ofiiccr, Merck Sc Co. Inc. Director since J995 Mark N. Schroeder (40) Vice President and Controller 4 years of service Michael M. Saari (49)' President McDonncll Douglas.4erospace 27 ~ears of env ce Jei"s N. Sinnott (57) Vice President Technology 35 years ofsert:ce- L David Spong (58) Vice President/General Manager C•17 Program Military Transport Aircraft 33 years of Service John W. Steurer (59) V ice President4crtcral Manager Quality McDonnell Douglas Aerospacc 30 Nears of see -,ice William L. Stowers (49) Vice President/Gencral 17anager Supplicr Managcrocnt and Procurement McDonnell Douglas Aerospace 25 )ears of service David 0, Swaln (54) Vfce PresidentiCcnerai tfanager Advanced Systems and Tech nology—Phantoin Woriu McDonnell Douglas Aerospace 32 sears of service Jahn D.Tyson (54) Vice Presiders Business Development McDonnell Douglas .aerospace 13 ►errs ofsermce John J. Van Gals (53) Vice PresidentlGcneral Manager Production Operations and General Services McDonnell Doug'-as.aerospace 33 eeari of srrince 5fi MrDI-1-ft 1D011•7!52 Co,Pnrcnn, :^-)t A..c't REPORT Acknowledgment State of California County of or Y On Q r l [date], before me, 606 [name and title of officer taking acknowledgment], personally appeared eD bMr L E31?IWD [name( of person(.Vsigning instrument], _ proved to me on the basis of satisfactory evidence�to be the person] whose name5Q L4, [is or fiFej- subscribed to the within instrument and acknowledged to me that -..hjL [he &"he .er-i�ay] executed the same in [his ] authorized [capacity ems], and that by h,C� [his - ] signatures on the instrun4bnt the person[]; or the entity upon behalf of which the person[ acted, executed the instrument. WITNESS my hand and official sea]. SUSAN R. LOPEZ Commhwani10SM31 [Seal] Signature zdU4all Notarya PLUIC_Cookff h AlMy Comm. Epq*uu 17.1999 G: SF: Douglas: Roadesmt 315197 -44 r 1 • CALIFORNIA ALL-PURPOR ACKNOWLEDGMENT State of County of Oraw4� On Ct p r r�i o� g , 1 a7 3 i before me, �c�-� 4, �p��� i jb Da'a Name and Tils o1 Officer ie.g.. "Jame Doe. Nclary P ) personally appeared /yt-cG_u.r?Lq Va naisi o' Signer(s) personally known to me - OR E to be the person whose namrubscribed to the within instrument and acknowledged to me that-heArs aff'fie)executed the same in NsA#e i authorized capacity fM, and that by hri,��signatureo on the instrument the persooLa� _ LAURAA'NEl90N or the entity upon behalf of which the person(Dacted, Comn-Winn i 1 OW63 z Notary Public - Callfomla executed the instrument. ORANGE COUNTY My Comm. ExpiresJW 23.1"9 WITNESS my hand and official seal. of 'OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document J Title or Type of Document: °t-aSS �aV-1k e J Q t^' u C 1 �'- -e� S Document Date: 3�l °17_ Number of Pages: Signer(s) Other Than Named Above: kbe,✓t L 4",( V46,s � (tS/Lt• Capacity(ies) Claimed by Signer(s) Signer's Name: r&aa, 14 /] u Individual Corporate Officer Title(s): Partner -- ❑ Limited ❑ General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing: NO Top c'thirrb here I Signer's Name: J n J Individual Corporate Officer Title(s): Partner — ❑ Limited u General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing: C.� D, f tit-�?=� RIGHT THUMBPRINT OF SIGNER Top. �it•�t.1 C 1995 Na'ional Notary Association - 8236 Remmet Ave.. PO. Box 7' 84 • Canoga Pa•k. CA 9' 3C9-7184 Prod. No. 59C7 Reorder: Ca I'_h-Free --800-876-5827 EXHIBIT D-1 LEGAL DESCRIPTION ACCESS EASEMENT A PORTION OF A 44.00 FOOT EASEMENT FOR ACCESS PURPOSES, OVER A PORTION OF FRACTIONAL SECTION 9, TOWNSHIP 5 SOUTH, RANGE 11 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON RECORD OF SURVEY, FILED IN'BOOK 60 PAGE 13, OF RECORDS OF -SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID EASEMENT BEING 22.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED LINE; BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY RIGHT-OF-WAY OF RANCHO AVENUE AND THE SOUTHWESTERLY RIGHT-OF-WAY OF THE U.S. NAVY RAILROAD, AS SHOWN ON SAID RECORD OF SURVEY; THENCE ALONG SAID SOUTHWESTERLY RIGHT-OF-WAY SOUTH 40024'05" EAST, 302.00 FEET; THENCE ALONG A LINE PARALLEL WITH AND 302.00 FEET SOUTHEASTERLY FROM SAID SOUTHEASTERLY RIGHT-OF-WAY, SOUTH 49°34'06" WEST, 16.80 FEET TO A POINT ON A NON -TANGENT CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 200.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 36007'18" EAST; THENCE ALONG SAID RADIAL LINE SOUTH 36007'18" WEST, 22.00 FEET TO A POINT ON A RADIAL CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 178.00 FEET. SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE WESTERLY 144.00 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46021'09" TO A POINT ON A REVERSE CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 178.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS NORTH 10013'51" WEST; THENCE WESTERLY 186.96 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 60° 10'52"; THENCE NORTH 40°02'59" WEST, 39.64 FEET, TO A POINT ON SAID SOUTHEASTERLY RIGHT-OF-WAY THE SIDE LINES OF SAID STRIP TO BE SHORTENED OR LENGTHENED TO TERMINATE AT SAID SOUTHEASTERLY RIGHT-OF-WAY. SAID PARCEL CONTAINS APPROXIMATELY 16,304 SQUARE FEET. AS MORE PARTICULARLY SHOWN ON EXHIBIT D-2, ATTACHED HERETO AND MADE A PART HEREOF. 03/17/97 CAWPDOCSILEGALSIC 14B-3 EXHIBIT D-2 ACCESS EASEMENT z—CL RANCHO AVE. Lrl LTI f .o ::7� CQ w� C) hl P.O.B. A � l0 ' s 37.5' c7 r a� rl cn q � z CL ASTRONAUTICS w� DRIVE( PRIVATE) CD q s N n � V V ` / N 00 < , �a \� o 37.5' LA cp o o rn N.T.S. ti T.P.o.B, �� �� ���� 03/17/97 F' C:\SWCE\C148\WELL-EX3 01 /23e 97 11: 44 SOLn hL.'EST C i U t L EMG i - ! NG - 711ir l 1 EXHIBIT D-3 WELL SITE p.o.B. r r� ate. ill 0,Sj. S �� • 8b � O qq 5 CL ASTRONAUTICS DRIVE( PRIVATE .) ,N }Ft13'51=w RAD P.RC. 01/23/97. C:\SWCE\C I'S\WELL--Ex2 Recording requested by ) City of Huntington Beach ) When recorded mail to ) City Clerk ) City of Huntington Beach ) 2000 Main Street ) Huntington Beach, CA 92648 ) Space above this line for recorder's use WATER TRANSMISSION LIFE EASEMENT AGREEMENT Preamble and Recitals a0";/X, /rr?l This Agreement is entered into on , 1997, by and between McDonnell Douglas Corporation, a Maryland corporation (hereinafter referred to as "Grantor") and City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee") A. Grantor is the owner of certain real property situated in the City of Huntington Beach (hereinafter referred to as the "Servient Tenement"),commonly known as Astronautics Drive, which runs from Rancho Road easterly to Skylab Road then easterly to Springdale Street. B. Grantee is the owner of certain real property known as H.B. Well 12 and Peck Reservoir situated in the City of Huntington Beach (hereinafter referred to as the "Dominant Tenement"), and more particularly described in Exhibit E-1; which is attached to this Agreement and hereby incorporated by reference. Exhibit E 1 G:SF: RougIns: Wateresmt 3/6/97 -45 C. Grantee desires to acquire in the Servient Tenement an easement for water transmission lines between H.B. Well 12 and Peck Reservoir; NOW, THEREFORE, in consideration of valuable consideration, the receipt and sufficiency of which is acknowledged, Grantor does hereby: I . Give and grant to Grantee a permanent access easement across the Servient Tenement to transmit well water from H.B. Well 12 to Peck Reservoir. The water line may be installed at any time. 2. Agree that the easement is being granted upon substantially the following terms: (a) That upon the grant of this easement, Grantor shall maintain a 1 5-foot wide all-weather road across the Servient Tenement from H.B. Well 12 to Skylab Road. (b) That Grantor and its successors, assigns, and transferees guarantee Grantee the right of ingress and egress with any vehicles and construction equipment necessary or convenient for the construction, maintenance and repair of the water line installed within the Servient Tenement. (c) That Grantor shall not change the existing grade or otherwise modify the topography of the Servient Tenement without prior written consent of Grantee. Any changes to the pipeline necessary to mitigate impacts of any grade change shall be paid for by Grantor. These changes shall be determined by Grantee. (d) That Grantee's access over and across the Servient Tenement shall be reasonably maintained by Grantor during the term of this easement. ,Exhibit E 2 G:S F: Doug I as: W ateresmt 316i47 - #5 • 0 (e) That with Grantee's consent, which shall not be unreasonably withheld, that Grantor may relocate the Servient Tenement and the water line within it, at Grantor's sole expense. (f) That Grantee shall be responsible for building the well water line at a time of its choosing and shall make suitable arrangements to route traffic during construction and restore the base and the surface of the all-weather street. (g) That Grantor shall have the option to widen the Servient Tenement to 20 feet to accommodate a potable water line, in which case Grantee may use such potable water line to extend water service to the Vegas Tract northerly of Grantor's property. 4. Agree that this agreement shall be recorded and shall be construed to be a covenant running with the land and shall be enforceable by Grantor, Grantee, and their successors, assigns, and transferees. If any legal action or proceeding arising out of or relating to this Agreement is brought by either party to this Agreement, the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys' fees, costs, and expenses incurred in the action or proceeding by the prevailing party. 6. This Agreement constitutes the entire agreement behveen Grantor and Grantee relating to the above easement. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force and effect. Any amendment to this Agreement shall be of no force and effect unless it is in writing and signed by Grantor and Grantee. Exhibit E G:SF:Douglas: Wateresmc 3/6/97 - 45 7. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of Grantor and Grantee, except as otherwise provided in this Agreement. Executed on I R' , 1997 GRANTOR McDONNELL DOUGLAS CORPORATION a Maryland corporation aD (print name) Its: (circle one) �eiuiPresede ice Preside (print name) Its: (circle one) Sccre[ary/Chief financial Officer/ Asst. Secretary" -Treasurer REVIEWED AND APPROVED: Q o-2�&dl O P City A inistrator Exhibit E 4 GRANTEE CITY OF HLYNrTINGTON BEACH, a municipal corporation of the State of California ATTEST: /J City Clerk APPROVED AS TO FORML : r City Attorney 1 :' - 2W 47 INITIATED D APPROVED: Director Pub is Works &SF:Douglas: Wa[eresml 3i6197 - *5 MCDONNELL DOUGLAS CO"ORlTION DESIGNEE APPOL "rXENT TO: I A. X4eller XC: Philip W. Cybust Direetive(s): IMDC Policy 4, Appendix 1, 25 March 1996 Action(s)-involved: Memo No. _ 5T.1 I I Date Apt -. To executivo auy aad a]i contracts, deeds, casements and other documents incident to or connected with McDonnell Douglas Corporatian's gra.at of land for a water wetf site and ea-sements for construction Ofwater fanilitics to d%e City of ijunrington Beach, California To execute any and all deeds relating to the transfer of surplus land located at the MDA-Huntington Beath A03 campus from 4icDoanell Douglas Corporation to Douglas Realty Compmy, Inc. The following individual(s) are my designee(s) appointed for the above acdoa(s). Name Philip W. Cyburt Thomas 1. Motherway Robert L. Btuad Coiagp�entlDeperrrnrn t .MDRC-002 MDFC-001 MDA-005 please provide for notifipxion of the above to appropriate individuals. Lames F. P rimer Name Senior Vice President -CFO Position Title MDC Cor arwe Component -� ��? ' .+� �J1 49F,'1 i 1D '.LTY CCF. S10 r•�7109 P. BOARD 0 D RECTORS ANn EXECU VE OFFICERS Board of Directors John F MCDonrmil (58) Chairman of the Board. McDonnell 1?ouglas Corp. Directoribize 1973 lobe? H. Mal (60) Chairman and Chief Exc"U%•e 011iccr, Teachers Insurance and Annuity Association of Aineric t and College Retirement Equities rimd, New York, N"V' Direcror since 1989 B.JI. Udgc*aterJr. (62) Chairman, Presidcnt, and Chicf Executive Q1i'scer, BroN-n Group Inc,, Sc. Louis, mo Directorlinee 1983 Executiva Officers Harry 0. Stonecipher (60)' President as;d Chief E.KecL iYc Officer 2yeers Dfse'rvicc Jahn F. McDonnell (58) Chairman of the Board 36 y'tars of smrre Edward C. J3avaria (64) Dcpu;y President Douglas Ai:cr ft Co. 1 year of see dce Donald V. Vick (55) Vice P'residcnt/Gcncril Manager Sales and N ..e-ktdag Douglas Aircraft Co. 26 years of se r.�,tl Dean C. Barunart (55) ScniorVice President frclicopter Systems McDonnell Douglas Aerospace J5 yfrrs of srnr ct Robert L. Brand (59) Vice PresidenUGeneral Xlanagcr Business ?ianageruent ',icDonncli Do Douglas Acrosacc 25 :;ears of ,,-,,e, Laurie A. Sresediing (51] Senior Vice F eslderr Huc:an Resources :,e,d Quality 2 years of ser-uice MlehaeJ 1. Cave (36) Vice Presidcnt Busir.css Operationz and Chicf r:r.ancial Officer Or-uglas Aircraft Co. 14 ,'ears of : rnr;ce Gerald r- Daniell (51) Vice Fi-esident; General ,ianagcr L•.S. ti ,w and Marirc Ccrpi PrOgrar^s V1cDcr.neU Douglas Aero-.pacc 1 7 S:Cr,t of feet -ice '.Member. Office of the CEO J3everty B. Byron (64) Formcr'daryland Congressional RepresentariYc D,reerr•r arse 1994 WJlilan E. Corrte)lus 165) Rctircd Chairman and Chief Executive 011ctr. Union Electric Company Direc(Or sinct 1936 W1111am H. Dor&rth, M,D. (70) Chairman of the Board ofTrustccs, Washirgron University, St. Louis, MO D rertorsiner 1976 Stanley Ebner (69)' Senior Vicc President Washington Operations 2 years of Serf-Ce CeorSe C. Field (58) Vice PresidentrGencral Manager Product Support Douglas Aircraft Co. 38 rears of smvice Patrick J. Flnneran Jr. (51) Vice President/General Manager F1A•J 1J :+.cDonnell Douglas Aerospace 9yeC7s of service Steven H. Frank (4B) Vice President, Associate General Counsel, and Secretary 4 yearl of !,-rviee Thomas M. Gunn (53) Senior Vice President Business Development McDonnell Douglas.kerosp2ce 2r years affect tr Frederick W. Hill (47 ) Senior Vice President Comtnunica!ions and Communih Relations 1 1[GT of Ser ier Donald R. kodntt-ski (59)' Sensor Vce President Nf ilstanv Transport Aircraft 35 .-Y'S of sen.-ice Roger A. Krone (40) Vice Presidcnt and Trezisorer 4 leers G1 senee F. Mark Kuhlmann f4s) Senior Vice President and Gcncral Ccunscl 21 cfirr.ic! Kennuth M. pvbentnln (52) Clairman and Chicf Executive Office The Duhcrstcin Group Inc., W.-ohingion, OC Director si++ee.1989 W1111arn S. Kanagst (71) Retired Chairman, Arthur Young & Company Dirtew since 1987 lames S. McDonnell lit (6)) Rctircd Vicc P-m'denl. McDonnell Douglas Corp. Dirretorsinee 1975 George A. Schtefer (68) Retired Chairman of the Board. Caterpillar Inc. Director since 1990 Michael D. Marks (54) Vicc President/General Manager F-15 McDonnell Douglas Aerospace 8 wars af5mier Thomas J. MotherwaY (54) President htcDonneU Douglas Finance Corp. McDonnell Douglas Rc2hy Co. 18 years of se -vice William A. Norman (5 7 ) Vice PresidentlGencral Manager Er.gincering McDonnell Douglas Aerospace 32 1 ears c jser`✓tCe Walter J. Orlowski (52)' President Douglas Aircraft Co. 38 years of sneer James F. Palmer (47)' Senior Vice President anal Chief Financial officer S years of service lames a. Paterson (52) Vice PresidentiGenerak bfanagcr U.S. tir Forcc Programs McDonnell Douglas Acro:pace 10 yraT1 of 'Fri, Cc lames R. Plsilffps (53) Vice P:,esidertlGeneraiMrmagcr M D-?5 I'MgTam Douglas Aircraft Co. =9 tie irs ofsrr:.nce James C. Rcstelll (55) Vice PresidenLlGencral Managcr Aerospacc Support McDonnell Douglas.acrospacc 33 %cars C] SLrat. ce R. Cale Schluter'156) V';cc PresidenE:Ccneral Manager $pact and Ocfense 5�-stents tilcDennell Douglas Aerospace 29 ve,2rs o f sent zee }carry C. Stnaft1pher (60) President and Chief Executive OJFcer, McDonnell Douglas Corp. bireetor;i+:cc 199.1 Ronald L Thompson (i7) Chairman and Chief Executive Officer, Midwest Stamping Inc.. bowling Green, On Direcfarsirce 1994 P. Roy VegaW, M.D. (67) Former Chairman and Chief £xecuticc OI?iccr, Merck 9: Co. Inc. Director since 1995 Mirk H. Schroeder (40) Vice President and Controller 4 Vicars ofsenree Michael M. Sears (49)' President McDonnell Douglas Aerospace 27 Years of Jen ct James H.Sinnctt (57) Vice Presidcnt Technology 35 ye ars of irr-L ce E. DBvld Spong (58) Vice President/Gcncral Manager C-17 Program Military Transport ridmraft 32 Years of sense John W. Sbaurer (59) Mce PresidentlGcncral Manager Qua!' "), McDnncll Douglas Aerospace 30 scarf of sn vice W1111am L. Stowers (49) %''ice PresidentiCcrncral Manager Supplier lfanagcrncnt and Procurcmc:tr AfcDonncll Douglas Aerosaacer 25 }ears cf scnrRee David 0, Swaln (54) Vice PresidcntiCcncral Managcr Ad%'anccd $YS�cros and Technc:ogy-phaistotn Works McDonnell Douglas Aerospace 32 revs vfservice labn D.Tywn (54) Vice President Business De,•elopmcnt McDonnell Douglas .aerospace 135errs ofs[ ,-te John J. Van Cell (595) Vice Presidert;Gcreral liassaccr Production Operations and General Services McDonnell Douglas Acrctpacc 33 ve--rs of,crvdc• 56 ; ..r,c.,—,.': 0:Cn po.aef:� :v,e,ti. '.: irFL1R- 0123/97 11:44 �57 CIUIL ENGINEERING i 714411 NO.775 C EXHIBIT F l WELL SITE �c) - olJ4• Sj. 00' 1:=76 of f4b. CL ASTRONAUTICS DRIVE( PRIVATE ) P.O.B. 1 �N l cr l3,5l, w RAD p.RC. CIV Acknowledgment State of California County of 0 �/Mwy On 711A11 L Li 1 [date], before me, (,O _ PUBLIC [name and title of officer taking acknowledgment], personally appeared RoI2 7CT L• (3iQA7V0 [name( of person(AY signing instrument], proved to me on the basis of satisfactory evidenc4to be the person[y] whose name[] [is ol- r subscribed to the within instrument and acknowledged to me that [he ap-sks y�] executed the same in -� [his - their] + authorized [capacity op- eapee•ities], and that by [his or her 191- tkenif] signature on t ie instru ent the persoRK or the entity upon behalf of which the person'4acted, executed the instrument. WITNESS my hand and official seal. i SUSANR.LOPEZ ComMId il06MI Signature1► Seal] lYl1► eornm. apmo M 17. IM Exhibit E G:SF:Douglas:Wateresmt 3W97 - �15 CALIFORNIA ALL-PURPoS41 ACKNOWLEDGMENT • State of County of On __ C p r�P a a , 1 9q"'? before me, LQ-LW A, Al e isz , A3.Dfaa. P+,c-l�C. Data /� Aame and Trtlo o' OYicor ta._., 'Jame Doa, Nola u�l c") personally appeared �' ur..��}-►u� �jh�G `_?$ersonally known to me - to be the person(s) whose name i�bscribed to the within instrument and acknowledged to me that executed the same in �is>r+9er �uthorized capacit es , and that by IAURAA. NELKW htaf+itr*r ei signature@ on the instrument the person, ComrrWon#1066 63 z or the entity upon behalf of which the personal acted, GOMY Notary Pubitc - CpIlfornta a executed the instrument. ORANGE COUNiV Comm. Expires Jd 23.1999 WITNESS my hand and official seal. 0211(0-01 S-ggatLre cf Nctary PJed,c i �TIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: I,u616V (V IACM&5.S d� t,4w-e, �Lc&GiH-a+ " f r w�- 64( Ive ,mA4 Document Date: N1� 1 �� _ Number of Pages: Signer(s) Other Than Named Above: K.O P - L• y�Sr�.,e r_ i'[7tr.i...P D'f�SSa>~6-�gt.ts • Capacity(ies) Claimed by Signer(s) /� _ Signer's Name: �&CnC r a. JG"^-- j Signer's Name: I� avvC t( Individual Corporate Officer Title(s): Partner — ❑ Limited u General Attorney -in -Fact Trustee Guardian r Conservator Other: Signer Is Representing: VICINS'. Top of tht.+nb nere -431 ME Ej Individual Corporate Officer Title(s): Partner — Limited _- General Attorney -in -Fact Trustee Guardians or Conservator RNEW Other: G To:) of lhumo here Signer Is Representing- 0 1995 Nat:onal Notary Association • a236 Remme1 Ave.. P.O. Box 7184 • Canoga Pars, CA 91309-7184 Prod. No. 5907 Reorder: Cali To.l-Free 1.900-876-6827 J i • Recording requested by ) City of Huntington Beach ) When recorded mail to ) City Clerk ) City of Huntington Beach ) 2000 Main Street } Huntington Beach, CA 92648 ) Space above this line for recorder's use EASEMENT AGREEMENT FOR WATER LINES Preamble and Recitals This Agreement is entered into on MA(-th I� , 1997, by and between Douglas Realty Company, a California corporation (hereinafter referred to as "Grantor") and City of Huntington Beach, a municipal corporation (hereinafter referred to as "Grantee") A. Grantor is the owner of certain real property situated in the City of Huntington Beach (hereinafter referred to as the "Servient Tenement"), and more particularly described as follows: (Exhibit F 1 i G:SrDou-[as:Watertin 315197 - W 0 B. Grantee is the owner of certain real property known as Peck Reservoir, and situated in the City of Huntington Beach (hereinafter referred to as the "Dominant Tenement"), and more particularly described as follows: The Southerly 150 feet of Block 3202 excepting therefrom the easterly 150 feet thereof; northerly 324 feet of Block 3101 and 3102; and the easterly 21 feet of the south half of Block 3201, all in the East Side Villa Tract as shown on the map recorded in Book 4, page 65, Miscellaneous Maps, Orange County. C. Grantee desires to acquire in the Servient Tenement an easement for the installation, operation and maintenance of two or more water lines and a reservoir drain line to serve the Dominant Tenement; NOW, THEREFORE, in consideration of valuable consideration, the receipt and sufficiency of which is acknowledged, Grantor does hereby: 1. Give and grant to Grantee a permanent easement to construct, reconstruct, maintain, operate, enlarge, remove, and replace two or more lines or pipes for water transportation and a separate drainage line, with every appendage necessary or convenient thereto, to be installed in Servient Tenement to serve the Dominant Tenement. The lines and pipes may be installed at any time. Said easement includes the right to stage equipment and Exhibit F 2 G: S r: Douglas: Waterl in 31:197 - 46 9 • vehicles on the surface of the easement to construct and maintain the water lines and drainage line. 2. Agree that the easement is being granted upon substantially the following terms: (a) That Grantor and its successors, assigns and transferees shall use the Servient Tenement as a driveway or vehicular travelway, provided however that Grantee may excavate the roadway for the purpose -of maintaining the water lines, reservoir drain line, and appurtenances, if it repairs or repaves the road. (b) That Grantor and its successors, assigns, and transferees guarantee Grantee the right of ingress and egress with any vehicles and construction equipment necessary or convenient for the maintenance and repair of the water lines, drainage line and appurtenances. (c) That Grantor and its successors, assigns, transferees and transferee agree not to overbuild the Servient Tenement, water lines, drainage line or appurtenances with structures or buildings, or to permit parking over the Servient Tenement. Further, Grantor shall submit, in advance, all plans for installation and construction or reconstruction of any improvement on the Servient Tenement to Grantee for review and written approval, which approval shall not be unreasonably withheld. (d) That Grantor shall not change the existing grade or otherwise modify the topography of the Servient Tenement without prior written consent of Grantee. (e} That Grantee's access over and across the Servient Tenement shall be reasonably maintained by Grantor during the term of this easement. Exhibit F 3 G: S F: Douglas: W aterl i n 3/5197 - #G 3. Agree that this agreement shall be recorded and shall be construed to be a covenant running against the Servient Tenement and in favor of the Dominant Tenement, and shall be enforceable by Grantor, Grantee, and their successors, assigns, and transferees. 4. If any legal action or proceeding arising out of or relating to this Agreement is brought by either party to this Agreement, the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys' fees, costs, and expenses incurred in the action or proceeding by the prevailing party. 5. This Agreement constitutes the entire agreement between Grantor and Grantee relating to the above easement. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force and effect. Any amendment to this Agreement shall be of no force and effect unless it is in writing and signed by Grantor and Grantee. Exhibit F 4 G: S F: Douglas: W arcrl in 31_197 - # • 0 6. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of Grantor and Grantee, except as othenvise provided in this Agreement. Executed on !!-(L i , 1997. GRANTOR DOUGLAS REALTY COMPANY,—INC. a California corporation Its: (circle orcr}6he . r.s:Ce n[ (print name) Its: (circle onc) Secretary/Chic[ Financial Oi�icerl Ass[. Secrctar;;-Treasurer REVIEIVED AND APPROVED: City A ministrator Exhibit F 5 GRANTEE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California --- An K )Mayor ATTEST: City Clerk APPROVED AS TO FORIM: W rft "'City Attorney � 17 ?/IX a. �- IN1TI E APPROVED: Director ot o is Works G:SF:Dou-.las: wa:er! i7 3/jr97 - =6 1J Aug MCDDNN.C'LD; D -OIJGI iO CQUORATiON DESIGNEE APML TIC MN*f TO: 1. A. iK461er Memo No. _ FFP-I I I XC: Philip W, Cyburt ilato g 2..]w Directive(s): IvLDC Policy 4, Appendix I, 25 March 1995 ACC]t7C(S�CT1v7IVCd: , . To e=LItive auy azd all conuwts, deeds, casements and other documents incident to or coazcctcd with yfcDonneil Douglas Cbtporadon's grant of land for a water weR sit- and easements for cow"ctioa of veatcr facilitirs to d c Ciry of Hu^tington Bca.Lh, Callfomia. To execute any and all deeds relating to the trsns`er of surplus land Iocatcd at the MDA-HunLagton B=b A03 ampt:s from Mrpoancll Douglas Corporation to Douglas Realty Corr,paay, Inc. The followiax individux:(s) arc my designees) appointod for twe above accron(s). Name Philip W. Cyburt Thomas 1. Motherway Robcrt L. Brand Co rnp +,ne nt/D en at tm to t :vMRC-002 MI?FC-00 I .YMA-005 i IWO provide for notific 4on of tho above to appropriata individuals. 7ar;es F. Pg ner Name Senior Vice President-CF0 Position Title MDC Corporate_ ComNncnt ArR C? ' a. .1 T-1F'I.1 I'iD RE' T`( CO BOARD OF D REC _:10 _Z73103 P. TORS AN]) EXEC UOVE OFFICERS Board of Directors John F. McDorir411 (52) Chairman of the Board, McDonnell Douglas Corp. Direrror since 1973 John H. 131"1 (60) Chairman and Chief Executive Officer, Teachers Insurance and Annuity Associa:io:t of AtnericA Ord College Retirement Equities Fund, New York, XY Direcror shire 1989 B.R.OddtaraterJr. (62) Chairman, Presidcni:, and Chief Executive Officer, Brown Croup Inc., St. Louis, M0 Dinerorsinfe 1983 Executive Officers Harty C. Stonecipher (60)' President and Chief E--ecutive Officer 2 )ears of icrrrice Jahn F McDonnell (58) Chahmian of the Board 34 dears of seru.:ee Edward C. Bavaria (64) Deputy Presi&nt Douglas Aircraft Co. I year of smyiee Donald V. Mack (55) Vice Presidcnt/Gcneral Manager Sales and him- edrig Douglrs Aircraft Co. 26 years ofse'rAu Dean C. SorV=n (55) Senior Vice President Helicopter Systems McDonnell Doug'.as .Acr05p3Ce 15 Years of ?rn'iee Robert L. Brand (59) Piece FjvsidenciGereml Mzn1ager Business Managerar.nt McDonnell Douglas Acro5p3ce 25 viars ofserriee Laurie A. Broaching (51) SeniorVrice President Human Resources ::,.d Quality 2 years of str'i e e Michael J. Gee (36) `'ice Presidcnt Business Operations and Chicf rinan631 Officer Douglas Aircraf, Co. 141tors of serrr;ee Gerald E. Danlels (5'.) trice President;'General Nl :r ,get u.5, N-,%-v and Marine Carpi Prcgraris McDonnell DouSIL s .Acros?ace 1 i yea is " f iat ce •>fember, Office of the CEO Severty 9. Byrtsn (64) Former Maryland CorgTesstonal Reprtsentativc Director since 1994 William F. Cornellus (65) Retired Cbairman and Chief Executive O:Ticer, Union Electric Company Dirt cIorsinu 19Sr6 YAIIlam H. panforth, M.D. (70) Chairian of the Board of Trusters, Washington Ur;iversicy. St. Louis, MO Dire,torsinee 1976 Stznley Ebner MY 5eP1DrV":Cc Presidcnt Washington Operations 2 year3 ofservice George G. Field (55) Vice Prcidcnt10crcr2l Mmuger Product Support Douglas .-',ircraft Co. 78 fears of scro ce Patrick J. Finneran Jr. (51) Vice President/General Manager FI.A•1 e McDonnell Douglas aerospace 9yea rsofsemt ce Steven N. Frank (49) Vice President, Associate General Counsel. and Secretary 4 Years of ser•✓ice Thomas M. Giran f5:3) Senior 'Vice President Business Developmem McDonnell Dougles.Aerospacc 21 )ears of fe T'ice Frederick W. Hill (47) Seniorl'ice Pi-esidem Communications and Corn.runicr R03:iors I vEar of service Donald R. Kozioerskl (39}' Senior Vice President Niilicary Transport Aircrsti 35tear{ of sena,ce Roger A. Krona (40) Vice Prtsidcr.t:mdTreLvorer 4 sre:rl Cfretwice F. Mnrk Kuhlmann (48) SrnicrVice President and Gencral Counsel 21 fairs e,(,in;i- Kenneth hf. Qvb n-Utn (52) Chairman and Chief Fxecuiive Officer, The Dubcrstein Group Inc., W:oh(ngcon, DC Dlreedor sixee.1989 William S. Kana,ga ("1) Rctircd Chairman, Arthur Young & Company Director since 1987 James S. McNitriall III (61) Rctircd VScc P;csidcm. }fcDonnell Douglas Corp. Director since 1975 George A. Sch&ehr (68) Retired Chairman of the Board, Caterpillar Inc. D!'reccorsirce 1990 Michael 0. Marrs (54) Vice Pre side r.:/General Manager F•15 McDonnell Douglas Acrospace 3 'Veers of Sm fee Thomas J. Metherway (54) President McDonnell Douglas Finance Corp. Nr1cDonnell Douglas Rcalty Co. 18 years ofservice vice William A. Norman (57) Vice President/Gcncral Matiagcr Fngincering .McDornell Doug)as Aerospace 32 )ears of semzre Walter 1.Orlowsk] (53)' President DouglasAi:c,:ift Co. ?b' r'rars of se7^ iet James F. Palmor (47)' Senior Vice Presidcnt and Chicf FM2111631 OftiCcr years of service Jamac B. Peterson (52) Vice PresidentlGenerai hianascr I.5, Air Force Prcrgams McDonnell Douglas Acro:paCC 10 _,r.: rs of ten-.-r James R. Phillips (55) vice hesidenuCeneral Manager uDA5 Program Douglas Aircr3ri Co, 9 years of st -iriee James C, Restelll (55) 'Vice Prcbident;GcncraI Nian3gcr Aero3pa[C 5:}"Feet McDonnell Douglas .aerospace 33 Scars Cf siru..ce R. Cate Schluter (56) V;cc P-c6ernt:Gcneral :Manager Sp3cc and Defense Systems McDonnell DoUel3s .Aeros_onec 251c015 of ser,,„'e Harry C. Stawiphar (60) President and Chief Executive Officer, McDonnell Douglas Corp. Director since 1994 Ronald L Thompson (47) Chairman and Chief Executive Officer, 'Midwest Stamping Inc., Bowling Green, off Director since 1994 P. Roy Vagelm, M.D. (67) Former Chairman and Chief Execu6vc Of?'icer, Merck & Co. Inc. Director sines 1995 Mark N. Schroedar (40) Vice President and Controller 4 )cars of srmwxe Michael M. Saari (49)' ?resident tiicDonnrl) Douglas Aerospace 27 )ears of service )arms H. Sinnett (57) Vice President Technology 35 ye°ars of sire :ce E. DATId Spong (58) Vice flresidertrGrneral \!anager C-1" Program Military Transport Aircraft 32 years cfsrr Xe John W. Steurer (59) VSce President/Ccncral Manager Quality '%4cDonncl) Douglas Aerospace 3Oyears ofse'm:ee William L. Stowers (49) Vice President4cncral Manager Supp'ier Management and Procurement hicDonncll Vouglas Aerospace 25 )fars of set ,nce Darid 0. Sxafn (541 Vice PresicicntiCencral Managcv Advanced SvsLcns and Tech not ogy—Phamoin lVorics \1cUonncll DnuSlas Aerospace 32 ieRrl of Fni wire Jahn D.Tysoa (5d) Vice President Business De,-cloprncm McDonnell Douglas .Aerospace 13 years ofserzace John J.Yan Cals (5�) Vice President;Gcr.cral N13nager Production Operations ar.d Gencral Services McDonnell Oougias .Acroipice 33 wc: rs t f . r7v c r -56 1 the Oc n�r.'i .'�: ur�5i r1'fe.unrr, '9)f w.ti�L..L arFOR- CALIFORNIA ALL-PURPOS ACKNOWLEDGMENT State of County of 0 �- On f.� ?rl�,V ;-;, ('1 g:2_..,.._ _ before me, f,�i NeQsy _ Al a �u R"`' 4L Date Name and Title of Cf`icer (e.g.. "Jand Coe. Notary Pu�') personally appeared r2�.pLL b� . 8&-- 4� �---� - r�-.-P- ��c stR �{ Narr'es) ❑f Signerrs) personally known to me - - - to be the person(s) whose nam rbscribed to the within instrument and acknowledged to me that hefst executed the same in l4iemet2D authorized capacity(ON, and that by hlaihaii;ei 'signature on the instrument the persorQ or the entity upon behalf of which the persort acted, tAURAA.NEUON executed the instrument. Cornrrisaion 01066263 Notary Public - Ca9famia ORANGE COUNTY %91y Comm. Expires JU 23.1999 WITNESS my hand and official seal. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: AA.QnA-Qv &-W avt-t, L L1j6Xi ----S - q-�i a.� �i,6k,"'af —.... _ , Document Date: _ _ -3I i 9111 Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: %f� .X1� 14, 1-3a", Individual * Corporate Officer Title(s): ❑ Partner — - Limited - General - Attorney -in -Fact Trustee ❑ Guardian or Conservator �4 Other: _NkaL-44 D-r- Tc� r :�umn a•a Signer Is Representing: R eS Xk.jcomas Signer's Name: Cam.+ta e �y1 L cJ�`�zt �f ❑ Individual ❑ Corporate Officer Title(s): ❑ Partner — - Limited - General '❑ Attorney -in -Fact Trustee _ ❑ Guardian or Conservator Pccct--r- ?'a Other: ag;:( CC2 v¢- -o -sere z Signer Is Representing: ; z` 0 1995 Na:icnal Notary Associa!ion • 0236 Femmet Ave., P0. Box 7184 • Canoga aa•k, CA 91309.7184 Prod. No. 5907 Reorder: Ca I Top -Free 1-800-876.6827