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Home My WebLink AboutPLC LAND CO. - 1999-08-16 9� ZPLeFs1,cY-P.Annj n a Council/Agency Meeting Held: / C? '/0 D,eff red/Continued to: Approved Conditionally Approved ❑ Denied " wy City rWs Signature Council Meeting Date: August 16, 1999 Department ID Number: PL 99-55 CITY OF HUNTINGTON BEACH REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administrator n.W PREPARED BY: HOWARD ZELEFSKY, Plannning Di rector 11T-PV4Z— SUBJECT: Approve Consent For Pending Sale of Tentative Tract No. 15675 the Holly Seacliff Development Agreement Area Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s) Statement of Issue: Transmitted for your consideration is a request by PLC for the City Council to provide consent to the pending sale of Tentative Tract No. 15675, the residential project Peninsula Park, (a 91 single family unit project at Garfield and Goldenwest) to Peninsula Park, LLC. The project is subject to the Holly Seacliff Development Agreement. Section 4.2 of the Development Agreement requires the City to provide consent to the sale of the properties covered by the Development Agreement if the sale,is to a party not affiliated with the Developer and if all public improvements have not been completed. Staff has performed due diligence regarding the pending sale of this property and recommends that the City Council provide consent to the sale of the property to Peninsula Park, LLC. Funding Source: Not applicable. Recommended Action: Motion to: 1. "Pursuant to Section 4.2 of the Holly Seacliff Development Agreement, approve the request by PLC,for the City Council to provide consent for the pending sale of the property known as Tentative Tract No. 15675 to Peninsula Park, LLC; and 2. Authorize the Mayor and City Clerk to execute the Certificate of Consent to the Sale of Property and the Assumption of Rights, Duties and Obligations and to record same with the County Recorder." REQUEST FOR COUNCIL ACTION MEETING DATE: August 16, 1999 DEPARTMENT ID NUMBER: PL 99-55 Alternative Action: The City Council may make the following alternative motion: "Continue the request for consent for the pending sale of the property known as Tentative Tract No. 15675 in the Holly Seacliff Development Agreement area and direct staff accordingly." Analysis: A. PROJECT PROPOSAL: Applicant: PLC Location: Approximately 18.3 acres located at the southwest corner of Garfield and Goldenwest B. BACKGROUND: On November 5, 1990, the City Council adopted the Holly Seacliff Development Agreement for the properties owned by Pacific Coast Homes and other Chevron Land and Development Company subsidiaries in the Holly Seacliff area. The Development Agreement requires the Developer to provide numerous public improvements. To date, the Developer is in compliance with the terms of the Development Agreement as determined by the annual compliance reports reviewed by the Planning Commission and the City Council. The most recent report, for 1998, was approved by the Planning Commission on January 26, 1999 and the City Council on February 16, 1999. On May 6, 1996 the City Council approved the consent for the pending sale of approximately 383 acres of property governed by the Development Agreement to PLC. The subject property was included in the 383 acre total. C. STAFF ANALYSIS AND RECOMMENDATION: PLC has entered into a purchase and sale agreement with Peninsula Park, LLC for the sale of Tentative Tract No. 15675 (Attachment No. 2). The property is located in the Holly Seacliff Development Agreement area. Pursuant to Section 4.2 of the Holly Seacliff Development Agreement, the City Council must provide consent prior to the sale or transfer of properties to buyers not affiliated with the Developer. PL99-55 -2- 07/28/99 10:38 AM REQUEST FOR COUNCIL ACTION MEETING DATE: August 16, 1999 DEPARTMENT ID NUMBER: PL 99-55 The subject property is currently vacant. The buyer proposes a project consisting of 91 detached single family units. The tentative map and conditional use permit were approved by the Planning Commission on January 12, and January 26, 1999, respectively. The letter from PLC indicates that PLC will generally retain responsibility for the obligations of the Development Agreement. The buyer would be responsible for items such as undergrounding utilities at time of development, payment of certain fees and maintenance of perimeter landscaping. The Fire Department does not have any concerns regarding sale of the property; PLC will retain the obligation of Fire Station construction costs. The annual paramedic payment has been paid in full. The City Attorney has determined that all of the obligations of the development agreement run with the land covered by the development agreement. The City Attorney has prepared a Certificate of Consent Agreement (Attachment No. 4) which has been signed by the seller, the buyer; the Certificate will be signed by the City if the consent request is approved. The Certificate includes a recommended condition of sale that requires that PLC enter into an implementation agreement regarding the infrastructure items. This condition was developed specifically with respect to performance on the water reservoir, for which PLC has posted a bond. Staff recommends that the City Council provide consent to the sale of the subject property and authorize the Mayor and City Clerk to execute the Certificate of Consent. Environmental Status: The Holly Seacliff Development Agreement No. 90-1 is covered by Final Environmental Impact Report No. 89-1 which was certified by the City Council on January 8, 1990. No additional environmental review is necessary. Staff has prepared a mitigation measure compliance matrix for Final Environmental Impact Report No. 89-1 which requires the Developer to complete necessary studies and complete the requirements of the studies prior to development. Attachments : City Clerk's Page Number 1. Vicinity Map 2. Letter from PLC dated April 19, 1999 3. Tentative Tract No. 15675 Conditions of Approval 4. Certificate of Consent Agreement for Peninsula Park, LLC (g:tircaforms\p199-55) RCA Author:HZ:MBB PL99-55 -3- 07/28/99 10:38 AM is m°Kn` IMAM foal � kscmr .. � l PROJECT rH IL f u�or r . AAQIM • � f l 1 3LR4MaT D pL • , SITE TTM NO. 15675/CUP NO. 98-51NAR NO. 98-27 NL9R�r�p iiAC1 . �etOiCn3M fL�17i1�`QtC+G alYQtplf '- rY F X :Fri✓`�'— ��:rn•N�. . �k -o : "d R�CEI y�D . N APR 1 g 19gg April 12, 1999 ONO OF Mr. Howard Zelefsky, Director Planning Department 2000 Main Street Huntington Beach, CA 92648 Subject: Request for City's Consent to Sale of Property Holly Seacliff Development Agreement'No. 90-1 Peninsula Park Residential Development Tentative Tract Map\o. 15675 Dear Howard: PLC has entered into an agreement to sell the above property, located west of Goldenwest Street, north of Summit Drive, to Peninsula Park LLC. In accordance with Section 4.2 of Development Agreement No. 90-1, we are formally requesting the City's consent to this sale. Similar to other approved sales of development agreement properties, PLC will retain the obligations for installation of offsite utilities to serve this property in accordance with the development agreement. In addition, this property will be eligible to utilize PLC's credits for park dedication, traffic impact fees and water capital facilities fees payable at the time of development, subject to PLC's approval. I have attached an information form including a legal description of the property to be sold and pertinent entitlement information. Also attached is an exhibit clarifying development agreement rights, duties and obligations between PLC and Peninsula Park LLC for attachment to the Certificate of Consent to be prepared by the City Attorney's Office. Please let me know if there is any other information you need. We would like to have this scheduled for consideration by the City Council concurrent with the approval of Final Map No. 15675 in June 1999. Very truly yours, N illiam D. Holman Planning & Government Relations Encl. Information Form and Legal Description cc: Mary Beth Broeren Paul D'Alessandro Graham Jones PLC Land Company 23 Corporare Plaza,Suite 250 949. 721. 9777 Telephone Nevrport Beach,Calitorria 92660 949. 729. 1214 Facs;rn,ie t ��N.elr 11 I Z• - _ -- a' -- �� I k � '�l�' �r� �3 5`t- 3 �.-- � s'i I "�e F - - � 3 -_: � ICI � CONDITIONS OF APPROVAL- TENTATIVE MI AP NO. 15675: 1. The tentative map received and dated September 24, 1998 shall be the approved layout. 2. Prior to submittal of the final map for approval by the City Council, the following shall be required: ✓ a. At least 60 days before City Council action on the final map, CC&Rs shall be submitted to the Planning Department and approved by the City Attorney. The CC&Rs shall reflect the maintenance of all walls and common areas including private streets and Iandscape areas by the Homeowners' Association. It shall also include the location of the earthquake fault setback lines as well as water quality BMP and education information. The CC&Rs must be in recordable form prior to recordation of the map. Y b. The project shall comply with the Affordable Housing Plan for the HoIly- Seacliffarea. Final inspection(certificate of occupancy) shall not be approved for residential units in the project if the affordable housing requirements for the Holly-Seacliff area are not met at the time that final inspection is requested. 3. The following conditions shall be completed prior to recordation of the final map unless otherwise stated. Bonding may be substituted for construction in accordance with the provisions of the Subdivision Map Act. (PW) a. All vehicular access rights to Garfield Avenue, Summit Drive, Saddleback Lane and Goldenwest Street shall be released and relinquished to the City of Huntington Beach except at locations approved by the Planning Commission. b. Hydrology and hydraulic studies shall be submitted for Public Works review and approval. The developer shall design and construct drainage improvements as required by the Department of Public Works to mitigate impact of increase run off due to development or deficient downstream systems. c. The sewer and storm drain systems located within the private streets shall be private and maintained by the Homeowners Association. d. Drainage from the public park shall be routed under"A" Street into the public storm drain system within the paseo area and not into the private storm drain within"C" Street. e. The park site shall be dedicated to the City of Huntington Beach in "Fee Time" on the final map. (99cLo 11Z-20) f. The following shall be dedicated to the City of Huntington Beach on the final map: 1. An easement over the private streets for Police and Fire Department access purposes. 2. A 2.00 foot public utility easement as shown on said map. 3. The water system and appurtenances as shown on the improvement plans. 4. Access rights in, over, across, upon and through the private streets for the purpose of maintaining, servicing, cleaning, repairing, and replacing the water system. g. The engineer or surveyor preparing the final map shall tie the boundary of the map into the Horizontal Control System established by the County Surveyor in a manner described in Sections 7-9-330 and 7-9-337 of the Orange County Subdivision Code and Orange County Subdivision Manual, Subarticle 18.' h. The engineer or surveyor preparing the final map shall submit to the County Surveyor a digital-graphics file of said map in a manner described in Sections 7-9-330 and 7-9-337 of the Orange County Subdivision Code and Orange County Subdivision Manual, Subarticle 18. i. All improvement securities(Faithful Performance, Labor and Material, and Monument Bonds) and Subdivision Agreement shall be posted with the Public Works Department and approved as to form by the City Attorney. j. A Certificate of Insurance shall be filed with the Public Work_ s Department and approved as to form by the City Attorney. k. A reproducible mylar copy and a print of the recorded final map, along with digital graphic files of the recorded map per the City of Huntington Beach "CAD Standards Manual for Consultants", shall be submitted to the Department of Public Works. 4. The development shall comply with all applicable mitigation measures in Environmental Impact Report No. 89-1. 5. The Planning Director ensures that all conditions of approval herein are complied with. The Planning Director shall be notified in writing if any changes to the tract map are proposed as a result of the plan check process. The tract map shall not be recorded until the Planning Director has reviewed and approved the proposed changes for conformance with the intent of the Planning Commission's action and the conditions herein. If the proposed changes are of a substantial nature, an amendment of the original entitlement reviewed by the Planning Commission may be required pursuant to the HBOC. (99CLo 11Z-21) XNFORMATION ON SPECIFIC CODE REOUE[ EMENTS - TENTATIVE MAP NO. 15675• 1. All applicable Public Works fees shall be paid prior to map recordation. (PW) 2. Park and Recreation dedication shall be met or accrued credits assigned, prior to acceptance of the final map by City Council. 3. Tentative Tract Map No. 15675 and Conditional Use Permit No. 98-51 shall not become effective until the ten day appeal period has elapsed. 4. Tentative Tract Map No. 15675 and Conditional Use Permit No. 98-51 shall become null and void unless exercised within two (2) years of the date of final approval. An extension of time may be granted by the Planning Director pursuant to a written request submitted to the Planning Division a minimum 30 days prior to the expiration date. 5. The applicant shall submit a check in the amount of$38 for the posting of the Notice of Exemption at the County of Orange Clerk's Office. The check shall,be.._ made out to the County of Orange and submitted to the Planning Department within two (2) days of the Planning Commission's action. ("CLO 1I2-22) B. LU 9.3.2--Require that the design of new residential subdivisions consider the following: 1. Establish a street configuration involving the interconnection of individual streets that emphasize a pattern of"blocks" rather than cul-de-sacs. 2. Integrate public squares, mini-parks, or other landscaped elements. 3. Orient housing to neighborhood and collector streets. 4. Consider an increase in front yard setbacks, sidewalk widths, and the inclusion of landscaped parkways, especially in neighborhoods where the street width is reduced. C. RCS 3.1. —Provide a variety of amenities within recreation areas in order to accommodate persons with different interests. FINDINGS FOR PROJECTS EXEMPT FROM CEOA: The Planning Commission finds that the project will not have any significant effect on the environment and is exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to Section 15182 of the CEQA Guidelines, because the proposal is a residential project undertaken pursuant to and in conformity with a specific plan covered under Environmental Impact Report No. 89-1 which was certified by the City Council on January 8, 1990. CONDITIONS OF APPROVAL- CONDITIONAL USE PERMIT NO. 98-51: 1. The site plan received and dated December 10, 1998, fence plan received and dated I September 24, 1998, and floor plans and elevations received and dated November 30 ,1998 shall be the conceptually approved layout with the following modifications: f a. The perimeter tract wall along Garfield Avenue and Goldenwest Street (lot 36 only) shall i be increased to eight (8) feet high. b. All street side yard walls shall be setback a minimum of five feet (lots 8, 45, 69, 70, and 91). c. The wrought iron fence along the main entry shall follow the outline of the private landscape parcels. d. The site plan for lot 75 shall provide the minimum rear yard setback. e. The side yard projections (master bath, TV niche)for Plans One and Three must be cantilevered and not have floor area. Otherwise, they must comply with setbacks. These projections shall be shown on the site plan with the setback. I f. Eaves for Plans IC and 3A shall be reduced to 2.5 feet and meet setbacks. g. The water heater for PIans One and Two shall be relocated to provide a minimum unobstructed parking area 18 feet wide and 19 feet long for two parking spaces. (99CIA 126)4 h. Delete any reference to a second garage for Plan Two. Delete any reference to a 5t' or d' bedroom for Plan Three. i. The den for Plans Two and Three must be at minimum 50 percent open to an adjacent room or hallway so.as not to count as a bedroom. j. Depict all utility apparatus, such as but not limited to back flow devices and Edison transformers on the site plan or grading plan. Utility meters shall be screened-from view from public rights-of-way. Electric transformers in a required front or street side yard shall be enclosed in subsurface vaults. Backflow prevention devices shall be prohibited in the front yard setback and shall be screened from view. (Code Requirement) k. Depict all gas meters, water meters, electrical panels, air conditioning units, mailbox facilities and similar items on the site plan and elevations. If located on a building, they shall be architecturally designed into the building to appear as part of the building. They shall be architecturally compatible with the building and non-obtrusive, not interfere with sidewalk areas and comply with required setbacks. 2. Prior to submittal for building permits, the following shall be completed: _ a. Zoning entitlement conditions of approval shall be printed verbatim on the second page of all the working drawing sets used for issuance of building permits.(architectural, structural, electrical, mechanical and plumbing). b. Names of streets shall be submitted to and approved by the Huntington Beach Fire Department in accordance with City Specification No. 429. (FD) c. Submit three (3) copies of the site plan and the processing fee to the Planning Department for addressing purposes after street name approval by the Fire Department. d. All Fire Department requirements shall be noted on the building plans as follows: (FD) 1) Fire hydrants must be installed before combustible construction begins. Prior to installation, shop drawings shall be submitted to the Public Works Department and approved by the Fire Department. This project requires seven(7) hydrants (City Specification 407). 2) Security gates shall be designed to comply with City Specification 403. 3) Address numbers shall be installed to comply with City Specification 428. 4) Street names must be approved by the Fire Department prior to use per City Specification 409. 5) The project shall comply with all provisions of the HBFC and City Specification 422 (Well Abandonment). 5) The project shall comply with all provisions of the HBMC Section 17.04.085 and City Specification 429, Methane District Building Permit Requirements. (99CLO126)5 e. Residential type structures on the subject property, whether attached or detached, shall be constructed in compliance with the State acoustical standards set forth for units that lie within the 60 CNEL contours of the property. Evidence of compliance shall consist of submittal of an acoustical analysis report and plans, prepared under the supervision of a person experienced in the field of acoustical engineering, with the application for building permit(s). This requirement pertains to lot nos.6-20, 30-49, 67-72, 87-91. (Code Requirement) f. An engineering geologist shall be engaged to submit a report indicating the ground surface acceleration from earth movement for the subject property. All structures within this development shall be constructed in compliance with the g-factors as indicated by the geologist's report. Calculations for footings and structural members to withstand anticipated g-factors shall be submitted to the City for review prior to the issuance of building permits. (Code Requirement) g. Floor plans shall depict natural gas and/or 220V electrical shall be stubbed in at the location of clothes dryers; natural gas shall be stubbed in at the locations of cooking facilities, water heaters and central heating units. 3. Prior to issuance of grading permits, the following shall be completed: a. A grading plan, prepared by a Registered Civil Engineer, shall be submitted to the Department of Public Works for review and approval. This plan shall also include an erosion and silt control plan for all water runoff during construction and site preparation work. Final grades and elevations on the grading plan shall not vary by more than one foot from the grades and elevations on the approved Tentative map unless approved by the City Engineer. (PW) b. A detailed soil analysis shall be prepared by a qualified registered Soils Engineer. This analysis shall include on-site soil sampling and laboratory testing of materials to provide detailed recommendations regarding: grading, liquefaction, foundations, retaining walls, streets, pavement sections, utilities, and chemical and fill properties. (PW) c. In accordance with NPDES requirements, a"Water Quality Management Plan" shall be prepared by a Civil or Environmental Engineer. Water quality BMP and education information shall be included in the CC&Rs. All catch basins shall be grated. (PW) d. Block wall/fencing plans shall be submitted to and approved by the Planning and Building and Safety Departments. The plans shall include section drawings, a site plan and elevations. The plans shall identify materials, seep holes and drainage. e. The grading of the public park shall be modified to have the park lower than the grade of Summit Drive. Any slope requirement shall be adjacent to Street"C" and be part of the H.O.A., north of the fenced area. (99CLO]26)6 ' r f A landscape and irrigation plan for the public park, prepared by a Licensed Landscape Architect, shall be submitted to the Department of Public Works for review and approval by the Park, Tree, and Landscape Division. The Police Department and Community Services Department shall be included in the review of the plans. (PW) 4. Prior to issuance of building permits, the following shall be completed: a. Submit copy of the revised site plan, floor plans and elevations pursuant to Condition No. 1 for review and approval and inclusion in the entitlement file to the Planning Department. b. A Landscape Construction Set must be submitted to the Department of Public Works and approved by the Departments of Public Works and Planning. The Landscape Construction Set shall include a landscape plan prepared and signed by a State Licensed Landscape Architect which identifies the location, type, size and quantity of all existing plant materials to remain, existing plant materials to be removed and proposed plant materials; an irrigation plan; a grading plan; an approved site plan and a copy of the entitlement conditions of approval. The landscape plans shall be in conformance with the Holly-Seacliff Specific Plan and applicable Design Guidelines. Any existing mature trees that must be removed shall be replaced at a two to one ratio (2:1)with minimum 36 inch box trees and shall be incorporated into the project's landscape plan. (PW) (Code Requirement) c. The Final Map shall be accepted by the City Council, recorded with the Orange County Recorder and a copy filed with the Planning Department. (Code Requirement) d. The developer shall coordinate with the City of Huntington Beach Traffic Engineering Division in developing a truck and construction vehicle routing plan. This plan shall specify the hours in which transport activities can occur and methods to minimize construction related impacts to adjacent residents. This plan must be approved by the Department of Public Works. (PW) e. Submit gated entryway (access control devices) plans to the Planning Department. The gated entryway shall comply with Fire Department Standard No. 403. Prior to the installation of any gates, such plan shall be reviewed and approved by the Planning, Building, Fire and Public Works Departments. f. The applicant shall submit the final marketing plan for this development which shall indicate that all three house plans have two-car garages only with extra storage area that does not count as parking to comply with code. It shall also indicate that no additional bedroom can be constructed beyond the maximum of four existing bedrooms either through interior or exterior alterations without providing additional parking per code. (99CL0126)7 g. The applicant shall submit recorded CC&Rs and deed restrictions on the property indicating that all three house plans have two-car garages only with a storage space and that no additional bedroom can be added beyond the maximum of four existing bedrooms either through interior or exterior alterations without providing additional parking per code. It shall also note that the excess storage area for all three house plans does not count towards the required parking because they are substandard in interior dimension size per the zoning code. At least 60 days prior to the issuance of the-first building permit for a house, the applicant shall submit the CC&Rs and deed restriction to the Planning Department for approval as to form and content by the Planning Department and the City Attorney prior to recordation. 5. During construction, the applicant shall: a. Use water trucks or sprinkler systems in all areas where vehicles travel to keep damp enough to prevent dust raised when leaving the site; b. Wet down areas in the late morning and after work is completed for the day; c. Use low sulfur fuel (.05%)by weight for construction equipment; - d. Attempt to phase and schedule construction activities to avoid high ozone days(first stage smog alerts); e. Discontinue construction during second stage smog alerts. 6. Prior to final building permit inspection and approval of the first unit(occupancy), the following shall be completed: (PW) a. Each proposed dwelling unit shall have a separate domestic meter(touch and read type) and service lateral, sized to meet the minimum requirements set by the Uniform Plumbing Code (UPC) and Uniform Fire Code (UFC). The domestic water service lateral size shall be a minimum'of one (1) inch. b. The developer shall construct a separate irrigation system(i.e. service, meter, and backflow protection device)to serve reclaimed water, if available, to the perimeter landscaping along Garfield Avenue and to the park area. . c. Separate backflow protection shall be installed for domestic water services in areas served by reclaimed water(i.e. park area) and buildings over two stories in height. d. Reclaimed water, if available, shall be utilized in the public park. (99CL.4126)8 e. All existing overhead utilities, except for 66KV lines, shall be installed underground in accordance with the City's Underground Utility Ordinance. In addition, all electrical transformers shall be installed underground. f. Installation of all public park facilities shall be completed and approved prior to occupancy and release of the first unit. g. Full street improvements on Goldenwest Street between Summit Drive and Ellis Avenue, and Garfield Avenue between Saddleback Lane and the westerly boundary of the shopping center shall be constructed prior to occupancy release of the first unit. h. The developer shall provide for the installation of street lights along the frontage of Goldenwest Street, Garfield Avenue and within all the subdivision internal streets per City of Huntington Beach guidelines. i. The developer shall prepare traffic signing and striping plans for the entrances into the subdivision. j. The developer shall provide for 11 pullout public parking spaces along Summit Drive and 30 public parking stalls on site. k. All improvements to the property shall be completed in accordance with the approved plans and conditions of approval specified herein. 1. 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. 7. All conditions of Tentative Tract Map No. 15675 shall be complied with. 8. The development shall comply with all applicable mitigation measures of Environmental Impact Report No. 89-1. 9, The Planning Director ensures that all conditions of approval herein are complied with. The Planning Director shall be notified in writing if any changes to the site plan, elevations and floor plans are proposed as a result of the plan check process. Building permits shall not be issued until the Planning Director has reviewed and approved the proposed changes for conformance with the intent of the Planning Commission's action and the conditions herein.. If the proposed changes are of a substantial nature, an amendment to the original entitlement reviewed by the Planning Commission may be required pursuant to the HBOC. (99CL0126) INFORMATION ON SPECIFIC CODE REQUIREMENTS: 1. Conditional Use Permit No. 98-51 shall not become effective until the ten day appeal period has elapsed. 2. Conditional Use Permit No. 98-51 shall become null and void unless exercised within two (2) years of the date of final approval or such extension of time as may be granted by the Planning Director pursuant to a written request submitted to the Planning Department a minimum 30 days prior to the expiration date. 3. The Planning Commission reserves the right to revoke Conditional Use Permit No. 98-51, pursuant to a public hearing for revocation, if any violation of these conditions or the Huntington Beach Ordinance Code or Municipal Code occurs. 4. All applicable Public Works fees shall be paid. (PW) 5. Traffic Impact Fees shall be paid at the time of final inspection. (PW) b. An encroachment permit shall be required for all work within the right-of-way. (PW) 7. State-mandated school impact fees, or such fees as have been agreed to by the applicant and the school districts, shall be paid prior to issuance of building permits. 8. The development shall comply with all applicable provisions of the Municipal Code, Building and Safety Department, and Fire Department as well as applicable local, State and Federal Fire Codes, Ordinances, and standards, except as noted herein. 9. Construction shall be limited to Monday- Saturday 7:00 AM to 8:00 PM. Construction shall be prohibited Sundays and Federal holidays. 10. The applicant shall submit a check in the amount of$38.00 for the posting of the Notice of Exemption at the County of Orange Clerk's Office. The check shall be made out to the CouM of Orange and submitted to the Planning Department within two (2) days of the Planning Commission's action. (99CL.0126)10 ATTA:C.HM, ENT 4- .. 1 s ' Recording requested by,4�a0-I*c•al Recr,tae-� ill Vie ,ou,ty of orange, California n '� �-IyI LI. cranIlv.�.l 1 a,+ clerk/Recorder when recorded, mail to: , �c 'c, 13 iI�I��fill��Iidll��i1 ll�Il�:��l��l�i�l"ill"1 ll N0 Fee vii V City of Huntington Beach 19990110M 09; 19am 10/06/99 2000 Main Street 005 17a1743e2 17 77 Huntington Beach, CA 92648 18 14 -3.00 a:> . as 0.00 0.00 0.00 0.00 Attn: City Clerk r�P 2 •,_ CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE C �' ASSUMPTION OF RIGHTS, DUTIES AND OBLIGATIONS BY AND BETWEEN THE CITY OF HUNTINGTO>\ BEACH, PLC, AND PENINSULA PARK, LLC M m -a� THIS CERTIFICATE OF CONSENT is made and entered into this 16""'day of 1999, by and between the City of Huntington Beach, a California o : u U m rnunicipdi corporation; PLC, a California general partnership; and Peninsula Park, L.L.C., a Delaware corporation. o * C C N p M 0 o WHEREAS, on November 14, 1990, Development Agreement No. 90-1 (hereinafter :� to ° N C'} referred to as the "Agreement") by and between the City of Huntington Beach, a municipal m c o corporation (hereinafter referred to as the "City"). and Pacific Coast Homes, a California c o F corporation, and Garfield Partners, a California corporation was recorded in the Official Records o _ :3 of Orange County, California as Document No. 90-599766; and .10 .5 _ 0 ow io -a Clio rs On May 6, 1996, the City Council of the City gave its consent to the sale of property and o assignment of the rights, duties and obligations arising under the Agreement to PLC and M.S. Vickers II, L.L.C. (hereinafter collectively referred to as the "Developer"); and By that certain grant deed dated March 1, 1996, and recorded on May 9, 1996 as Document No. 19960234746 of Official Records of Orange County, California, PLC acquired all right, title and interest in and to that certain real property (hereinafter referred to as the "Property") described in the legal description and sketch attached hereto as Exhibits "A-1" and p "A-2", respectively; and PLC desires to sell the Property, which is a portion of the entire site covered by the Agreement, to Peninsula Park, LLC (hereinafter referred to as the "Buyer,") and to assign certain of the Developer's rights, duties and obligations under the Agreement to the Buyer; and ra � n The Agreement provides in part at Paragraph 4.2 that: � 0 w .W rp X- Prior to making the dedications and improvements required herein, � z o Developer may sell, assign or transfer the Property in whole or in ! c- - n (D part with the consent of the City, such consent not to be c� 9, n . unreasonably withheld. City's consent will not be required if suchVJ 2 assignment is made to an affiliate of Developer. Any purchaser, assignee or transferee shall have all of the rights, duties and obligations arising under this Agreement insofar as such rights, c r. `:� • U _ 1 '0 7r'abree.pennsula.09.i02,199 to +4S duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred; and The City is willing to consent to the sale of the Property and to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, and the Buyer wishes to memorialize its acknowledgment of all its rights, duties and obligations it shall assume upon the sale of the Property and assignment of the Agreement; NOW, THEREFORE, the City, PLC and the Buyer do hereby agree and acknowledge as follows: I. CONSENT TO SALE OF PROPERTY The City hereby consents to the sale of the Property to the Buyer. 2. CONSENT TO ASSIGNMENT The City hereby consents to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, as described herein. 3. ACKNOWLEDGMENT OF RIGHTS, DUTIES AND OBLIGATIONS The Buyer hereby acknowledges that by accepting this assignment, it accepts all of the rights, duties and obligations arising under the Agreement insofar as such rights, duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred. 4. INCORPORATION OF EXHIBITS Attached hereto and incorporated by this referenced as though fully set forth herein are the following exhibits: A-1: Legal Description of the Property. A-2: Sketch of the Property. B. Clarification of Development Agreement Rights and Duties. 5. RELEASE OF DEVELOPER The City acknowledges that upon acceptance of the assignment of the rights, duties and obligations under the Agreement by the Buyer as provided above, the Developer shall have no further obligations with respect to the Property arising out of any acts, omissions, or events occurring subsequent to the effective date of the transfer, except for those specific obligations retained by the Developer as identified in Exhibit B and Paragraph 6 below. 2 7/agreei-ennsuIai0O/02r9,) 6. COMPLETION OF DEVELOPMENT AGREEMENT OBLIGATIONS. The consent hereby given is expressly conditioned upon the items stated above, and the completion of all of the following items: a. All terms and conditions of the [-lolly Seacliff Development Agreement No. 90-1, not explicitly defined within Exhibit B shall continue to be the responsibility of the Developer; and b. The Developer shall be responsible for construction of all infrastructure in conformance with pages 20 and 21 of the Holly Seacliff Development Agreement No. 90-1 and further clarified by the Developer in its letter to the City, dated May 7, 1996. C. The Buyer shall pay the Library Development Fee pursuant to Huntington Beach City Council Resolution 96-71 for all of its building permits in accordance with Ordinance No. 3344. d. PLC shall enter into an implementation agreement with the City that provides a schedule for the construction of the infrastructure referred to hereinabove. IN' WITNESS WHEREOF, the parties hereto have executed this Certificate by and through their authorized officers on the date first above written. PLC, a California general partnership CITY OF HL'NTINGTON BEACH, a Calif is municipal corporation By: PLC Holdings, a California general partnership (general partner of PLC) By: Paclaco, Inc., a Califo is corporation, its Mavor general partner By: ATTEST: Name: �/�- 1Y? -;�T4) , (type or print) y Deputy ty Clerk for Connie k�Br ci�;y , City Clerk circle one)Chairman of the BoardT reside n Anv Vi Presides APPROVED AS TO FORM: A 'D � � 7 City Attorney By q lqq C1 I fp 0 n 0 ' REVIEWED AND APPROVED: (type or print) ITS: (circle on �ny Assistant SecretaryiChief Financial Officer/Anv.assistant Treasurer Cit Administrator fNITIATE AND APPROVED: Director o arming Signature block continued on next page lov Wagrecipennsulaa09iGM9 BY: T/L HUNTINGTON BEACH, LLC, a Delaware limited liability company, its general partner By: LENNAR LAND PARTNERS 11, a Florida general partnership, its managing member By: LENTNAR HOMES OF CALIFORNIA, INC., a California co on Its Attorney-In-F c IT) By: �' .Name: (type or print) ITS: cir ne)Chairman of the Board/President an Vice President AND By: Name: Of (type or print) ITS: (circle one)Secretary ny Assistant Secreta hief Financial Officer/Any Assistant reasurer AND Buyer: PENINSULA PARK, LLC, a Delaware Co oration b / Name: EWWromeP (type or print) ITS: (circle one)Chairma , reside Vice President AND --'game: (type or prin ITS: (circle one)Secretary/ ief Financial Officer ny Asst. Secretary-Treasurer 4 WagreelpennsuEa09M 99 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of - -- County of On A44. /9 Q I before me, 'e Z% Dd� Name and Ti11e of Officer(e.g..-Jan. otary Public") personally appeared Name{s'cf Signer(s) personally known to me l ❑ proved to me on the basis of satisfactory evidence to be the person hose nam sfere subscribed to the l within instrument and acknowledged to me that the executed the same in that authorized capaci and that by W air ignatureMon the instrument the person(s), or the entity upon behalf of which the person® E_IZA;3=iFk EhIR1hG acted, executed the instrument. CommiSVO.1# 115W21 Z WITNESS my hand and official seal. s NO-ay Public-California < C•onge County MY Co►".—.Expires Aug 24,24D 1 Signalure of Nola ublic 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 Document Title o Type of Document: " vL 19JS' o 0u Gib �j4.}-s ►s , I pe �vr+ �' _ BNB, �G� �.a�►ihsrel6- errc� L Docuni"ent Date: f'T 6 -P4 7 v Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: loe-4� Q�ne.� Signer's Name: ❑ Individual ' Individual R Corporate Officer Corporate Officer Title(s): Title(s): n1$r ❑ Partner—- Lim fed General ❑ Partner— Limited ❑ Gene I ❑ Attorney-in-Fact ❑ Attorney-in-Fact 0 Trustee _ Trustee _ - Guardian or Conservator - Guardian or Conservator Other: Too of-,numo here i ❑ Other: Tap of thumb here i Signer Is Representing: Signer Is Representing: 0 1996 National Notary Association•8236 Rommel Ave..P.O.Box 71B4•Canoga Park.CA 91309-71134 Prod.No.5907 Reorder;Call Toll-Free 1-800.876.6827 STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE } On ,1999,99 Jbefore me, (1 personally appeared CDI. 1, �l/19�?� and personally known to me( o be the person(s) whose name (s)4s!are subscribed to the within instrument and acknowledged to me that heA e.`they executed the same in his+ ritheir authorized capaciry(ies), and that by hiff+eritheir signature(s) on the instrument the person(s)or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. MARTHA J.DICKEY Comm15S1ort# 1147120 z Notary Public-Cafifomia z Orarge County 9My Comm.Expires Jul 18,2001 Signatu Notary Public STATE OF CALIFORNIA } } ss. COUNTY OF ORANGE ) 9/14/99 Janice L. Zlaket, Notary Public On ,1999,before me, _ , personally appeared Jonathan Jaffe and Cindy Thompson personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name (s 'are subscribed to the within instrument and acknowledged to me thaNIAMOVthey executed the same in MDW/their authorized capacity(ies), and that bye/their signature(s) on the instrument the person(s)or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. JANICE L. ZLAKET -� Comm.#1228574 NOTARY PUBLIC•CALIFORNIA ^ Oringe County My Comm. Expires July o 1,1003 ? 2 Signature of N t Pubiie - gam S_ iki� F�'�[-K.r o�A .�t� �-- .�.. ._tl. s .-gym"_ - _ �- .:-ti " -P' 'c'I�' •ti"'��-.� ° .-�a s ' Exhibit A-1 REQUEST FOR CONSENT TO SALE OF PROPERTY DEVELOPMENT AGREEMENT NO. 90-1 HOLLY SEACLIFF AREA Date: April12. 1999 Property Location: West of Goldenwest Street, North of Summit Drive Property Address: No current address Assessor's Parcel No(s).: por. 159-432-05 Legal Description: Lots 1-91 and Lettered Lots A-1 of Tract 15675 Acreage: 18.28 acres Current Owner: Name: PLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Bill Holman Assignee/Buyer: Name: Peninsula Park LLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Chris Gibbs Existing Use of Property: Vacant Residential Intended Use of Property: 91 single family homes Existing Entitlements/Permits: Approval Date: Environmental Impact Report No. 89-1 January 8, 1990 Development Agreement No. 90-1 November 5, 1990 Holly Seacliff Specific Plan (SP 9) April 20, 1992 General Plan Amendment No. 97-2 July 6, 1998 Zoning Text Amendment No. 97-1 July 6, 1998 Local Coastal Program Amendment No. 97-1 July 6, 1998 Tentative Tract Map No. 15675 January 12, 1999 Conditional Use Permit No. 98-51 January 26, 1999 Attachments: Exhibit B for attachment to Certificate of Consent C.: f F% _ ; 1 H. ScR fn,�kE' -R'•• -L Yy�M1 fE3 Yy_ "1� l -„�f- S017 nPN TRACT NO. 15675 ,I- - - -- -- -- - --- -- - - ...-- . . ..... - --- ------------ uero aq S ; 9 4r•�11 1/ 15 16 .. ..... __._._, _- I �I ;• - — —._— - _.�. AD 13 'C4 3 51. gy ne In 6772 r'-1��-- - I f9 •�}}r, i I .r..� ..� fl. n v 11n `3..�—�'m �'�� F.F ti .I • •� + ! �� {''.. � - �\`\�, j vt>I�,;� �:1z sl :u : r., as ,,_I', I I -t :� :�?� _ �/:✓'G3 `4 `\_� . � `_sue\� ` .� � a'� x .� ` I I � .�-k..^i ll - N 62 \ .\ •• ^\ - % - '°7'�f- +III'• `� 1I 1 LV&2KA5, ••.�. `�\ . � . ., � � �`�- it � 10 as NT \ a. — '" YY.IIYTf - — _�.�� `^ �:Y �,� W — •1��rf i_.1•��1( --- —" -- eorw• PLAN ..M' � �'�F .. +�.) �._. � Ir�,r' - _ ..-__— _ - ��'• r=:. _ 91iAC1PLAN fi U. 11.075 tlr, '�ir�alaf;c ,r —xJr*t_ _[t>11"et5:`IR I JuLC12!S'K7_. _ --___—_. — F _ PI/'IANU l'11Y1•AN11 �rX� - -•? "sS fYVr °r-r- = "''s.'�'T.'r ''y'o-J�" "n'-� � � �w xa w'�-.: *�9'�ci�`u"� 'ts�.l�lsmsn+�.�":,_z..x w..Ti�- ss,F.� '+yi �� 4•� ,gam,GIs �� t e ; - s.' -er .y 4-y ."� _. i rt� ..�;Ff+.�a�^-eC', .,�. •a.IS .e�5y _ ^x ' F ,£ -N..4.- -i'i"a} ..F-, - .[n�` YlMa�"-. L r'L;..": -:�• .•.0 4 t.��._ _�.t_ '�... EXHIBIT "B" CLARIFICATION OF DEVELOPMENT AGREEMENT 90-1 RIGHTS. DUTIES & OBLIGATIONS BETWEEN PLC (SELLER) AND PENINSULA PARK LLC (BUYER) FOR PENINSULA PARK RESIDENTIAL PROJECT (PROPERTY) Section 2.2.1. Linear Park. Seller will be responsible for all park dedications required by the Agreement. In lieu of paying park and recreation fees to the City, Buyer will provide a letter from Seller assigning 1.56 acres of park dedication credits to Buyer. Section 2.22. Neighborhood Parks. Seller will retain all obligations for design, dedication, improvement and initial maintenance of neighborhood parks as required by the Agreement. Section 2.2.3, Public Right of Way.and Private Streetscape Improvements. Seller will retain all obligations for arterial right of way and Streetscape improvements as required by the Agreement. Buyer will assume responsibility for maintenance of perimeter landscape improvements. Section 2.2.4. Traffic and Circulation Improvements, Seller will retain all obligations,with the following clarifications: 2.2.4(f); Seller will retain all traffic impact fee credits for Developer improvements. In lieu of paying traffic impact fees to City, Buyer will provide a letter from Seller assigning$130,650 in traffic impact fee credits to Buyer. 2.2.4(g); Buyer will be responsible for payment of future traffic fees, if any, imposed by ordinance and applicable to the Property. 2.2.4(h) and (i), Seller will retain all credits and reimbursements for traffic and circulation improvements due under this section of the Agreement, unless modified by subsequent agreement with the City. Section 2.2.5: Water. Sewer. Drainaae and Utility Improvements, Seller will retain all obligations, with the following clarifications: 2.2.5(g): Seller will retain all credits and reimbursements for sewer, drainage, utility and water improvements due under this section of the Agreement unless modified by subsequent agreement with the City. 2.2.5(h). Seller will retain all obligations, credits and reimbursements for water system improvements due under this section of the Agreement unless modified by subsequent agreement with the City. In lieu of paying water capital facilities fees to the City, Buyer will pay Seller(AMOUNT TBD) for offsite water facilities to serve the Property. Section 2.2.6. Fire and Emergency Medical, Seller will retain all obligations, with the following clarification: 2.2;6(b): Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Sec ion 2.2.7. Police, Seller will retain all obligations, with the following clarification: 2.2.7(a): Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2.2.8. School Facilities. Seller will retain the obligation for designation of a public elementary school site. Buyer will be responsible for payment of school impact fees associated with development of the Property. Section 2.2.9: Other Development Controls 2.2.9(a):Not applicable to Property. 2.2.9(b): The Property will remain subject to all provisions of the Holly Seacliff Specific Plan. Seller will retain the obligation to provide affordable housing (14 moderate income units) in accordance with the Holly Seacliff Specific Plan Affordable Housing Plan for Seacliff Partners' Properties, dated February 28, 1994, or as such plan may be amended from time to time. Section 2.2.10: Fees, with the following clarifications: 2.2.1.0(a)._(b). (c). (f). (g), (i) and (6): Buyer will be liable for payment of any development fees applicable to the development of the Property, not already paid or mitigated by Seller. 2.2- 10(d): Buyer will be liable for payment of any Police/Fire operating fee if such fee is adopted by the City and applicable to the development of the Property. To the extent Seller may have credits under Sections 2.2.6(b) and 2.2.7(a), Seller may assign such credits to Buyer or Buyer's successor(s)to meet fee obligations for the development of the Property. 2.2.10(e): Buyer will be liable for the payment of water service fees and water capital facilities fees applicable to the development of the Property. To the extent Seller may have credits or be eligible for reimbursement under Section 2.2.5(h), Seller may assign such credits to Buyer or Buyer's successor(s) to meet fee obligations for the development of the Property. 2.2.10(h): Traffic Impact Fees, refer to 2.2.4(f)above. 70 46 69AIFOif CONFORMED COPY Recording requested by, and NOt Compared with Original when recorded, mail to: Rec,:,roed in vie ;,o,aity of oran e,Gary L. cr,31_�. 1 1 a g California g ,,1#'11 � k.Rec NoeFee City Of Huntington Beach ii ;i i i i;i i li � " II� i n u�� 2000 Main Street Huntington Beach, CA 92648 ae3 17t317i32? 1999�T1s2�0 09: 19am 10/06/99 Attn: City Clerk "f 14 s•0.) :,,,.�a 0.00 0.00 0.00 00 CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE ASSUMPTION OF RIGHTS, DUTIES AND OBLIGATIONS BY AND BETWEEN THE CITY OF HUNTINGTON BEACH, PLC, AND PENINSULA PARK, LLC ai o m THIS CERTIFICATE OF CONSENT is made and entered into this&-�!day of 0 1999, by and between the City of Huntington Beach, a California o U u municip4l corporation; PLC, a California general partnership; and Peninsula Park, L.L.C., a a 0 •� Delaware corporation. o L 'o E 5 � � ` 0 WHEREAS, on November 14, 1990, Development Agreement No. 90-1 (hereinafter G W �0 W referred to as the "Agreement") by and between the City of Huntington Beach, a municipal m e a C corporation hereinafter referred to as the "City"), E .N rn c rp { y }, and Pacific Coast Homes, a California C C. r corporation, and Garfield Partners, a California corporation was recorded in the Official Records 0_ " 0 �- of Orange County, California as Document No. 90-599766; and 3 4 a On May 6, 1996, the City Council of the City gave its consent to the sale of property and assignment of the rights, duties and obligations arising under the Agreement to PLC and M.S. Vickers II, L.L.C. (hereinafter collectively referred to as the "Developer"); and By that certain grant deed dated March 1, 1996, and recorded on May 9, 1996 as Document No. 19960234746 of Official Records of Orange County, California, PLC acquired all right, title and interest in and to that certain real property(hereinafter referred to as the "Property") described in the legal description and sketch attached hereto as Exhibits "A-1" and "A-2", respectively; and PLC desires to sell the Property, which is a portion of the entire site covered by the Agreement, to Peninsula Park, LLC (hereinafter referred to as the "Buyer,") and to assign certain of the Developer's rights, duties and obligations under the Agreement to the Buyer; and {5 rn The Agreement provides in part at Paragraph 4.2 that: 09 z*a Prior to making the dedications and improvements required herein, �� .; c Developer may sell, assign or transfer the Property in whole or in •- 0 . �? y c Part with the consent of the City, such consent not to be n -� unreasonably withheld. City's consent will not be required if such O z 3 assignment is made to an affiliate of Developer. Any purchaser, s pQ assignee or transferee shall have all of the fights, duties and ,a Tm g : . N m obligations arising under this Agreement insofar as such fights, n � g g g , • o 7 agree pennSula.'D9 02:'94 Q ri duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred; and The City is willing to consent to the'sale of the Property and to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, and the Buyer wishes to memorialize its acknowledgment of all its rights, duties and obligations it shall assume upon the sale of the Property and assignment of the Agreement; NOW, THEREFORE, the City, PLC and the Buyer do hereby agree and acknowledge as follows: I. CONSENT TO SALE OF PROPERTY The City hereby consents to the sale of the Property to the Buyer. 2. CONSENT TO ASSIGNMENT The City hereby consents to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, as described herein. 3. ACKNOWLEDGMENT OF RIGHTS, DUTIES AND OBLIGATIONS The Buyer hereby acknowledges that by accepting this assignment, it accepts all of the rights, duties and obligations arising under the Agreement insofar as such rights, duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred. 4. INCORPORATION OF EXHIBITS Attached hereto and incorporated by this referenced as though fully set forth herein are the following exhibits: A-1: Legal Description of the Property. A-2: Sketch of the Property. B. Clarification of Development Agreement Rights and Duties. 5. RELEASE OF DEVELOPER The City acknowledges that upon acceptance of the assignment of the rights, duties and obligations under the Agreement by the Buyer as provided above, the Developer shall have no further obligations with respect to the Property arising out of any acts, omissions, or events occurring subsequent to the effective date of the transfer, except for those specific obligations retained by the Developer as identified in Exhibit B and Paragraph 6 below. 2 7/agree'pennsuIw09 02199 6. COIMPLETION OF DEVELOPMENT AGREEMENT OBLIGATIONS. The consent hereby given is expressly conditioned upon the items stated above, and the completion of all of the following items: a. All terms and conditions of the Holly Seacliff Development Agreement No. 90-1, not explicitly defined within Exhibit B shall continue to be the responsibility of the Developer; and b. The Developer shall be responsible for construction of all infrastructure in conformance with pages 20 and 21 of the Holly Seacliff Development Agreement No. 90-1 and further clarified by the Developer in its letter to the City, dated May 7, 1996. C. The Buyer shall pay the Library Development Fee pursuant to Huntington Beach City Council Resolution 96-71 for all of its building permits in accordance with Ordinance No. 3344. d. PLC shall enter into an implementation agreement with the City that provides a schedule for the construction of the infrastructure referred to hereinabove. IN WITNESS WHEREOF, the parties hereto have executed this Certificate by and through their authorized officers on the date first above written. PLC, a California general partnership CITY OF HUNTINGTON BEACH, a Calif is municipal corporation By: PLC Holdings, a California general partnership (general partner of PLC) By: Paclaco, Inc., a Caiifo is corporation, its Mayor general partner ATTEST: By: Name: �A.G+<.l16i')'1 I'S—CT4)ES (type or print) y Deputy( ty Clerk for Connie Brc)cicvi, City Cl-erk circle one)Chairman of the Board/Presiden An Vi CPresidenb APPROVED AS TO FORM: AND Tom- ' q Ld ry By � _ City Attorney 9q Name: LrP1570Pft C: n• lam! REVIEWED AND APPROVED: (type or print) ITS: (circle on ecreta ny Assistant Secretary Chief . Financial Ofticer,'Any Assistant Treasurer Cit fAdministrator INITIATE AND APPROVED: 7-461, Durector ofWanning Signature block continued on next page 3 7lagree/pennsu1a'09`02i99 BY: T/L HUNTINGTON BEACH, LLC, a Delaware limited liability company, its general partner By: LENNAR LAND PARTNERS II, a Florida general partnership, its managing member By: LENNAR HOMES OF CALIFORNIA, INC., a California corpoyhpn Its Attorney-IrlrA By: Name: X2 —Scs � (type or print) ITS: :(ci ne)Chairman of the Board/President an Vice President ` AND By: Name: (type or print) ITS: (circle one)Secretary ny Assistant Secretary: hief Financial Officer/Any Assistant Treasurer AND Buyer: PENINSULA PARK, LLC, a Delaware Crattion o o By: v Name: 5 0 (type or print) ITS: (circle one)Chairma reside ice President AND ame: (type or prin ITS: (circle one)Secretary/ ief Financial Officer ny Asst. Secretary-Treasurer 4 7/agree/pennsula109102/99 •CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of `r! County of On A44. / before me, Difle Name and Tile of Officer(e.g..'Jane 'Jan-W." otary Punlic') personally appeared Narre(s)of Signers; personally known to me proved to me on the basis of satisfactory evidence to be the person(ovhose named isfere subscribed to the within instrument and acknowledged to me that the executed the same in theg authorized capaci and that by W eir ignature(non the instrument the person(s), or the entity upon behalf of which the person(D acted, executed the instrument. E�°ih3�M ERRING ;S + 1 COMM'-5si0 # i i5002t Z WITNESS my hand and official seal. No'Qy PjntiC-C011orniO > t � ororge COurtty =Ages Aug 29,200 1 S-griature of Nora. ubllc 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 ocument Title oo Type of Document: .< At Ac. b Docu e �f�.}-ors nt Date: 8�/ 6 / �4 � Number of Pages: Signer(s) Other Than Named Above: K Capacity(ies) Claimed by Signer(s) Signer's Name: -ea..-,� Signer's Name: S' Individual C Individual AV. Corporate Officer Corporate Officer Title(s): Title(s): ❑ Partner—= Lim ed - General C Partner--- Limited ❑ Gene al ❑ Attorney-in-Fact C Attorney-in-Fact ❑ Trustee ❑ Trustee _ ❑ Guardian or Conservator • ❑ Guardian or ConservatorNNY Other: Top of thumb'tere ❑ Other: Top of thurro here Signer Is Representing: Signer Is Representing: /d O 1996 National Notary Associahon-8236 Remmet Ave.,P.O.Box 7184•Canoga Park.CA 91309-7184 Prod.No.5907 Reorder.Call Toll-Free 1-800-876-6827 STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE ) On f ! ' - ,1999,before me, AA(1 1 personally Cl appeared ueslok � � _and personally known to me (errpt be the person(s) whose name (s)-is/are subscribed to the within instrument and acknowledged to me that hekihe/they executed the same in his.-•'Iter'their authorized capacity(ies), and that by his+tr/their signature(s) on the instrument the person(s)or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. MAJr,HA J.DICKEY + Commission# 114712D Notary public••California Orange Co. Ity My Comm.Expires Jul 18,2001 S ignatu�o Notary Public STATE OF CALIFORNIA ) ) SS. COUNTY OF ORANGE ) On 9/14/99 ,1999, before me, Janice L. Ziaket, NotarypzrPsoalc appeared Jonathan Jaffe and Cindy Thompson personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name (s /are subscribed to the within instrument and acknowledged to me thaklthey executed the same in NDW/their authorized capacity(ies), and that bye/their signature(s) on the instrument the person(s)or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. JANICE L. RAKET Comm.#1228574 vl , NOTARY PUBLIC•CALIFORNIA �! Orange Comy My Comm.Expires July 11,2003 `a �L F Signature of N t Public �1'S��'f',i��'r�e�'�K S�Y ,s�.yeti a t r�';, � Y I�k.i i,•, �r � � J��: r.,.,r�; „s��K k�,,Y1,�'S�r�J" F. `''' ;� }!�t�� ,� ��•' :r� ',z, 1,'. ,�^�'�°��ra Grit .A'� �.. .�..ff�;�' ��lYhi ,; j;e,�� y.��'�t,', Exhibit A-1 REQUEST FOR CONSENT TO SALE OF PROPERTY DEVELOPMENT AGREEMENT NO. 90-1 HOLLY SEACLIFF AREA Date: April 12, 1999 Property Location: West of Goldenwest Street, North of Summit Drive Property Address: No current address Assessor's Parcel No(s).: por. 159-432-05 Legal Description: Lots 1-91 and Lettered Lots A-1 of Tract 15675 Acreage: 18.28 acres Current Owner: Name: PLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Bill Holman Assignee/Buyer: Name: Peninsula Park LLC Address: 23 Corporate Plaza Drive, Suite 250 CitylST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Chris Gibbs Existing Use of Property: Vacant Residential Intended Use of Property: 91 single family homes Existing Entitlements/Permits: Approval Date: Environmental Impact Report No. 89-1 _ January 8, 1990 Development Agreement No. 90-1 November 5, 1990 Holly Seacliff Specific Plan (SP 9) April 20, 1992 General Plan Amendment No. 97-2 July 6, 1998 Zoning Text Amendment No. 97-1 July 6, 1996 Local Coastal Program Amendment No. 97-1 July 6, 1998 Tentative Tract Map No. 15675 January 12, 1999 Conditional Use Permit No. 98-51 January 26, 1999 Attachments: Exhibit B for attachment to Certificate of Consent SO f . ! ny Q. ' \ . ;zl� ll 7 «wCa:2 • % Q Ir TRACT NO. 15675 ' — -- .w ,J --- - — _ ' � `� � 10 I[12` 17� 1, �!� n IS r6 � -. 7---r----�--. -�- ?I . I _ I PAD n ' _..� � �_ dai .�.y— •fly i -..—r--_.r {�1 � rn v-l4r r 1 ILI F)ruc srcxir rt NJ ••`\ ` `\�`\`\`• J.. � , r •� _�� _L , r ��s nil�?7r � 1 r.r vr.�w•••gin ------------------- N .g" �\• •11�� r .rl F • - �i�a i I I mzL �_ .. ,� / �••._ ! '� .--L.--- -- -�1. .IJ! i5 ��•�' 7n. ner lcn -vt-vr lrm --- Iff `e a. _ F� r—L�� -�. � ,�,��•� �r= ''' - -- �y�{.s�.I wn. �w TF: 1N +F rry��[Jr }�'L��w9_�( I .��•.. '•----- _ i�•,ue'Ln-. — TI[.1t:l'T NO. 15I175 �M�r- ITr1fi•lLrrpn�l�rS l'6!i!i"+I —i_Ml y11 =ttLe `L:�IafL S+ndLD!MU— - - _ � � •.-.. nr IA uND:[OM �• ��YYC..t��"' no rF„y r Yr j t .•r y EXHIBIT'`B" CLARIFICATION OF DEVELOPMENT AGREEMENT 90-1 RIGHTS, DUTIES R OBLIGATIONS BETWEEN PLC (SELLER) AND PENINSULA PARK LL.0 (BUYER) FOR PENINSULA PARK RESIDENTIAL PROJECT (PROPERTY) Section 2.2.1: Linear Park. Seller will be responsible for all park dedications required by the Agreement. In lieu of paying park and recreation fees to the City, Buyer will provide a letter from Seller assigning 1.56 acres of park dedication credits to Buyer. Section 2.2.2: Neighborhood Parks. Seller will retain all obligations for design, dedication, improvement and initial maintenance of neighborhood parks as required by the Agreement Section 2.2.3, Public Right of Wav and Private Streetscape Improvements. Seller will retain all obligations for arterial right of way and streetscape improvements as required by the Agreement. Buyer will assume responsibility for maintenance of perimeter landscape improvements. Section 2.2.4; Traffic and Circulation Improvements, Seller will retain all obligations, with the following clarifications: 2.2.4(f), Seller will retain all traffic impact fee credits for Developer improvements. In lieu of paying traffic impact fees to City, Buyer will provide a letter from Seller assigning$130,650 in traffic impact fee credits to Buyer. 2.2.4(s): Bayer will be responsible for payment of future traffic fees, if any, imposed by ordinance and applicable to the Property. 2.2.4(h) and(i); Seller will retain all credits and reimbursements for traffic and circulation improvements due under this section of the Agreement, unless modified by subsequent agreement with the City. Section 2.2.5: Water, Sewer, Drainage and Utility Improvements, Seller will retain all obligations, with the following clarifications: 2.2.5(g); Seller will retain all credits and reimbursements for sewer, drainage, utility and water improvements due under this section of the Agreement unless modified by subsequent agreement with the City. 2.2.5(h): Seller will retain all obligations, credits and reimbursements for water system improvements due under this section of the Agreement unless modified by subsequent agreement with the City. In lieu of paying water capital facilities fees to the City, Buyer will pay Seller(AMOUNT TBD)for offsite water facilities to serve the Property. Section 2.2.6; Fire and Emergency Medical, Seller will retain all obligations, with the following blarification: 2.2.6(b); Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2.2.7; Police, Seller will retain all obligations, with the following clarification: 2.2.7(a): Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2.2.8. School facilities, Seller will retain the obligation for designation of a public elementary school site. Buyer will be responsible for payment of school impact fees associated with development of the Property. Section.2.2.9: Other Development Controls 2.2.9(a): Not applicable to Property. 2.2.9(b): The Property will remain subject to all provisions of the Holly Seacliff Specific Plan. Seller will retain the obligation to provide affordable housing(14 moderate income units) in accordance with the Holly Seacliff Specific Plan Affordable Housing Plan for Seacliff Partners' Properties, dated February 28, 1994,or as such plan may be amended from time to time. Section 2.2.10. Fees, with the following clarifications: 2.2.10(a). (b). (c). (f). (g). (i) and -Buyer will be liable for payment of any development fees applicable to the development of the Property, not already paid or mitigated by Seller. 2.2.10(d): Buyer will be liable for payment of any Police./Fire operating fee if such fee is adopted by the City and applicable to the development of the Property. To the extent Seller may have credits under Sections 2.2.6(b) and 2.2.7(a), Seller may assign such credits to Buyer or Buyer's successor(s)to meet fee obligations for the development of the Property. 2.2.10(e): Buyer will be liable for the payment of water service fees and water capital facilities fees applicable to the development of the Property. To the extent Seller may have credits or be eligible for reimbursement under Section 2.2.5(h), Seller may assign such credits to Buyer or Buyer's successor(s)to meet fee obligations for the development of the Property. 2.2.1MY.Traffic Impact Fees, refer to 2.2.4(f)above. >' BY: 6- 9-99 GALLAGHER HEFFER:�.a` N- 9 1214:# 2! 5 L A-COa . CERTIFICATE OF LIABILITY INSURANCE v°6J`o9`J9 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Gallagher Heffernan Insurance (coo./ ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Brokere, Inc . - CA Lic #0726293 �7 el HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR One Market Spear Twr Ste 200 �u � lt� ALTER THE COVERAGE AFFORDED 8Y THE POLICIES BELOW. San Francisco, CA 94105 I INSURERS AFFORDING COVERAGE INSURED �- S'I� lS.NsUaEAa:caliber' one PLC U3RLI e Company ---------- _+.scsnerL Insurancom 23 Corporate Plaza, Suite 250 P Unenc: Newport Beach, CA 92660 INS . - TxC- /SGW/S I INSURERE- ------ COVERAGES THE POLICIES OF'NSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NO1 WI I HS I ANUING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR 01HER DOCUMIrNr WrrFt RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY NtH1AIN. 1Ht INSUIIANCE AtFORUEU BY IHr POLGILS UtSCHIIILD HLHtIN 15 SUtSJLCI IO ALL tHL TERMS•EXCLUS IONS AND CONDITLONSOFSUCH POLICIES. AGCREGATE LIMITS SHOWN VAY HAVE RE:FN RF-CUCED BY PAID CLAIMS. ItI6R° POLICY EFFECTIVE POLICY EXPIHATiOM T TYPE OF INSURANCE POLICY NUMBER r , r LIMITS A GONERALLIA910T'A 1CG0000108501 ' 05/OB/99 ! 05/08/00 1 EACH OCCURRENCE 'S1 000 000 i X 'COMMERCIAL GENCRAL LIAI31LI7Y FIRE DAMAOE(Any one•Ire)$5 p—[)Q i CLAIM6MADE. XI OCCUR, I-VIEDEXP(Any one poraon) iy - Xl$10, 000 Ded. i ; PERSONAL dADVINjuRY_'a1, 000, 000 'The limits of Ilability shown reflect the limits at inWp6An. ;GENERA_ACIGREGATE _ s2, 000, 000 GEWLAGGRFGATELIMITAPPLIESPER_- Arthtr J. Gallagher$CO BOGS riot QSSUMS anyre4ponSibijity i PRODUCTS-cOMwDPADa sZ, 000, 000 +I POLICY: FRn' I LOG - for noti/r-2bon in the avant Of depletion of the aggrpgste. � � �� AUTOMOBILE LIABILITY _ i ''COM91NED 61VOLE LIMIT 3 ANY Au'C lEa accident) ALL OWNED AU-OS j I 5001-YiNJURY I S i SC�!EDULCDAW-OS I :'(PeI pers0�) } ) I HIRED AUTOS BODILYIVJU.Rv : I %0.4 OWNED AU-OS j(per acriaenq PROPFATY DAMAo= t ("eraccidem) I GARAGE LIAOILITY* I AU 0ONLY-EA ACCIDENTi f I r aNvaurp I I OT EAACL' i --------'- + TERTHAN AU.00NI.Y: AGO IS A 'E)(CI;SSLIABILITY* IOUL0031633 . 05/08/99 05/08/00 EACHOCCURRENCE S9, 000, 000 X: OCCUR I CLAWSwADEI AOOgEO,ATE i59, 000, 000 I ��-� ; SIR 310, ooa . De�ucr�gLE pFPA; i S I I C V L ti:j� ..�I.— RETETIOri S ='. I WORKERS COMPEN6ATIOh AND ;: :.P'' -T=y wG SraT,. I FR OrH-' EMPLOYERS,LIABILITY rOFtY L1hdLtid.___ C.L.EACH ACCIDENT S - q 4-41. E.L.015EAS�-EAEMPLDYEq S E.L.D)$EASE-POL-CYLIMI�S ]OTHER ] I OF RIj7TIONQFOPERATLONEJLOCATION61VEHICLESIEkCLUSION6ADDEDSYE4DORBEMENTJBPE CIA LPROVISIONS Certificate holder named as additional insured per form CG2010 attached. CERTIFICATE HOLDER I ADDRIONALINSUPED'INSURER LETMR; CANCELLATION GHOU LD ANYOF THE ABOVE DESCRIBED POLICIES BE CANCELLED 9EFORE THE MMUT1ON City Of Huntington Beach Its DATE THE REOF,THEISGUING INSURE RWILL IUAIL3fl—DAYAWArfTEN lAgents, officers & Employees NCMCrzTO THE!GERTIFICATE HOLDER NAMED M THE LFFT 2000 Main Street Huntington Beach, CA 92648 ATTN• Chris Mendoza AUTraoRlzEOR PPRESENTATIVE ACORD z6-5(7I97)1 of 2 J#S 1 S 0 4 9/MI 5 0 8 CAD o ACORD CORPORATION 19" _ell ;SENT BY: 6- 9-99 : 3:35PM : GALLAGHER HEFFERNAN— 942 729 1214:T 4i 5 :'OLICY NUMBER CG0000I08501 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED OWNERS, LESSEES OR CONTRACTORS (FORM B) This enaorsernent modifies insurance providea unaer tie following: COMMERCIAL GENERAL LIABILITY COVERAGE PART, SCHEDULE Name of Person or Organization: City of Huntington Beach its Agents , Officers & Employees 2000 Main Street Huntington Beach, CA 92648 ATTN: Chris Mendoza (If no entry appears move. information reauirea ,o comotete this endorsement will be shown in the Ueclarations as applicable to this endorsement.) WHO IS AN INSURED (Section il) is amended to include as an insured the person or organization shown in the Schedule. but only with respect to liability arising out of "your work" for that insured by or for you. CG 20 10 1185 Copyright. tnsurance Services Office, Inc.. 1984 SEtiT BY: 6- 9-99 3:33PM : GALLAGHER HEFFERNAN- 949 729 1214:T 3/ 3 IMPORTANT If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the Certificate holder In lieu o'such endorsement(s). If SUBROGATION 1S WAIVED, subject to the terms and Conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate Molder In lieu of such andorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the Issuing insurer(s), authorized represerrtative or producer,and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. i I AC0RD25-S(t97)2 of 2 #S15049/1415048 Y"Z -79 - y�--Yw -izc�C ��m�nt.� tc +rI . ersdo en r,slc 1'IdMT j-r : 2C da7`ecl ['e e�. �F �n'bUr�n I cr,4M eg;q ne JOU iL s2 af}f"!�s U ra: .e,e:J 7��, h e d 1 l?e7- box- �,, k, AVnory he h t � I , 1 N� � ilzC� ( ba �- INV �° ca Case, Janelle ' From: Broeren, Mary Beth Sent: Friday, September 10, 1999 9:50 AM To: Case, Janelle Subject: Release of Final Map15575 Greetings: Per our brief conversation yesterday and in talking w/ Bill Holman, I understand that there is a concern about releasing the final map to the County for recordation b/c the consent to sale is being revised and is not in yet. I think that it is okay to release the map for the following reasons: 1. There is no legal connection between the consent to sale and recordation of the map. In other words, we do not have any condition on the project that says the consent must be recorded before we release the map to the County. z. In any event, the consent to sale has been approved by the City Council and it is just clean-up to get the revised wording. 3. I received the revised consent from the City Attorney's office on Tuesday (9/7) and gave it to PLC for their signature on Wed (9/8). Thus, we should expect to have it back soon. 4. Bill Holman has been very responsive in the past on addressing these matters and the wording error in the consent was not their mistake. Recordation at the County will take a bit of time. It would be helpful to overall project timing to release the map now, and I do not believe we would be compromising any city requirements or obligations. Let me know if there are questions and what the outcome is. Thanks for considering the above. Mary Beth. q _ �'` ,fro �� f� l J� C'Y1 r) i J It-5 o . K `y � 4 1' Recording requested by, and when recorded, mail to: City of Huntington Beach - 2000 Main Street `T Huntington Beach, CA 92648 Attn: City Clerk CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE ASSUMPTION OF RIGHTS, DUTIES AND OBLIGATIONS BY AND BETWEEN THE CITY OF HUNTINGTON BEACH, PLC, AND PENINSULA PARK, LLC WHEREAS, on November 14, 1990, Development Agreement No. 90-1 (hereinafter referred to as the "Agreement") by and between the City of Huntington Beach, a municipal corporation (hereinafter referred to as the "City"), and Pacific Coast Homes, a California corporation, and Garfield Partners, a California corporation was recorded in the Official Records of Orange County, California as Document No. 90-599766; and On May 6, 1996, the City Council of the City gave its consent to the sale of property and assignment of the rights, duties and obligations arising under the Agreement to PLC and M.S. Vickers 11, L.L.C. (hereinafter collectively referred to as the "Developer"); and By that certain grant deed dated March 1, 1996, and recorded on May 9, 1996 as Document No. 19960234746 of Official Records of Orange County, California, PLC acquired all right, title and interest in and to that certain real property (hereinafter referred to as the "Property") described in the legal description and sketch attached hereto as Exhibits "A-1" and "A-2", respectively; and PLC desires to sell the Property, which is a portion of the entire site covered by the Agreement, to Peninsula Park, LLC (hereinafter referred to as the "Buyer,") and to assign certain of the Developer's rights, duties and obligations under the Agreement to the Buyer; and The Agreement provides in part at Paragraph 4.2 that: Prior to making the dedications and improvements required herein, Developer may sell, assign or transfer the Property in whole or in part with the consent of the City, such consent not to be unreasonably withheld. City's consent will not be required if such assignment is made to an affiliate of Developer. Any purchaser, assignee or transferee shall have all of the rights, duties and obligations arising under this Agreement insofar as such rights, duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred; and I 7lagreclpennsu1a/07/19!99 { S 4 ,n �j,c•ur.� G (.� 1 �1�t f�v.r✓• � �,�u-� L+'f Y l �� 1 / 1 I CVLAACILt Lo Recording requested by, and at when recorded, mail to: ah al a� "' C� CitYof Huntington Beach pEP 9200Main Street � A �+� Huntington Beach, CA 92648 �y� o- ' ��' PIANNjN r o ttn: City Clerk C� �C ^ Q CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE ASSL_ TION OF RIGHTS, DUTIES AND OBLIGATIONS BY AND BETWEEN THE C Y OF HL`NTINGTON BEACH, PLC, AND PENINSULA PARK, LLC WHERE S, on November 14, 1990, Development Agreement No. 90-1 (hereinafter referred to as the 'Agreement") by and between the City of Huntington Beach, a municipal corporation (hereinar referred to as the "City"), and Pacific Coast Homes, a California corporation, and Garfi ld Partners, a California corporation was recorded in the Official Records of Orange County, California as Document No. 90-599766; and On May 6, 1996, the City Council of the City gave its consent to the sale of property and assignment of the rights. duties,and obligations arising under the Agreement to PLC and M.S. Vickers II, L.L.C. (hereinafter collectively referred to as the "Developer"); and By that certain grant deed�da d March 1, 1996, and recorded on May 9, 1996 as Document No. 19960234746 of Offici Records of Orange County, California, PLC acquired all right, title and interest in and to that certain real property(hereinafter referred to as the "Property") described in the legal desenptllo and sketch attached hereto as Exhibits "A-l" and "A-2", respectively; and PLC desires to sell the Property, which is a,portion of the entire site covered by the Agreement, to Peninsula Park, LLC (hereinafter referred to as the "Buyer,") and to assign certain of the Developer's rights, duties and obligations under\the Agreement to the Buyer; and The Agreement provides in part at Paragraph 4.2 th t: Prior to making the dedications and improvements required herein, Developer may sell, assign or transfer the Property in whole or in part with the consent of the City, such consent\not to be unreasonably withheld. City's consent will not be required if such assignment is made to an affiliate of Developer. Any purchaser, assignee or transferee shall have all of the rights, dutiA\and obligations arising under this Agreement insofar as such righ s, duties and obligations are applicable to the Property or portio thereof purchased, assigned or transferred; and 1 7;a2recipennsula 07!19�99 The City is willing to consent to the sale of the Property and to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, and the Buyer wishes to\memorialize its acknowledgment of all its rights, duties and obligations it shall assume upon the sale of the Property and assignment of the Agreement; NOW, T EREFORE, the City, PLC and the Buyer do hereby agree and acknowledge as follows: 1. CONS •NT TO SALE OF PROPERTY The City hereby consents to the sale of the Property to the Buyer. 2. CONSENT T ASSIGNMENT The City ,hereby%Cnsents to the assignment of the rights, duties and obligations arising under the Agreement from � C to the Buyer, as described herein. 3. ACKNOWLEDGMEN OF RIGHTS DUTIES AND OBLIGATIONS The Buyer hereby acknowle des that by accepting this assignment, it accepts all of the rights, duties and obligations arising under the Agreement insofar as such rights, duties and obligations are applicable to the Property or,portion thereof purchased, assigned or transferred. 4. INCORPORATION OF EXHIBITS Attached hereto and incorporated by this referenced as though fully set forth herein are the following exhibits: A-1: Legal Description of the Property. A-2: Sketch of the Property. B. Clarification of Development Agreement Rights and Duties. 5. RELEASE OF DEVELOPER The City acknowledges that upon acceptance of the assignment of the rights, duties and obligations under the Agreement by the Buyer as provided above, the Developer shall have no further obligations with respect to the Property arising out of any acts, omissions, or events occurring subsequent to the effective date of the transfer, except for those specific obligations retained by the Developer as identified in Exhibit B and Paragraph 6 below. 6. COMPLETION OF DEVELOPMENT AGREEMENT OBLIGATIQNS. The consent hereby given is expressly conditioned upon the items stated"above, and the completion of all of the following items: 2 7:`agree.'pen nsu{a107i 14:`99 D a. All terms and conditions of the Holly Seacliff Development Agreement No. 90-1, \an y defined within Exhibit B shall continue to be the responsibility of the and Developer shall be responsible for construction of all infrastructure in cone with pages 20 and 21 of the Holly Seacliff Development Agreement No. ther clarified by the Developer in its letter to the City, dated May 7, 1996. Buyer shall pay the Library Development Fee pursuant to Huntington Beach City Counci Resolution 96-71 for all of its building permits in accordance with Ordinance No 3344. d. PLC shal `enter into an implementation agreement with the City that provides a schedule for the co truction of the infrastructure referred to hereinabove. IN WITNESS WHE QF, the parties hereto have executed this Certificate by and through their authorized officers \(Iateifirstbove written. PLC, a California general partnerITY OF HUNTINGTON BEACH, a alifornia municipal corporation By: PLC Holdings, a California partnership (general partner of PBy: Paclaco, Inc., a California c Mayor general partn BY: ATTEST: Name: G aA&kAiA (type or print) City Clerk ITS: (circle one)Chairman of the Boardit'reside Any Vice reside APPROVED AS TO FORM: AND >�y r/ City Attorney ,� 14 141 _L�-5 � REVIEWED AND APPROVED: t� Name: R-1517 P 00?- I t 5 \ C (type or print �\ ITS: (circle on ccretar -fkny Assistant Secretary/Chief Financial Officer/Any Assistant Treasurer City AKministrator\ INITIA ED AND APPRO D: BY: T/L HUNTINGTON BEACH LLC, a Delaware limited liability company, its general partner Director qWannfng 6 Signature block continued on next page - 3 7 agreerpennsula/071ib%99 e8:41 PLC LAND COMPANY 95988640 N0-637 903 C4 JOB Nuo toloutlWaial Amos(Suo R10410) ii�P &A .. QUIDII IuUd IWP!824d air U4:)rawo alo-ow :Sll 0 US 7 ,a :A8 wi*S 4 B!NV AT4 LeaTawas(Quo 3j2j!*) :SjLj (tupd to adA) apt Aug PI G2L9no a oq 10 um pq)(ato at used jo ado4) -milijualu luollwo .3 Avedwoo fq!qvi.T p;ttiur IQJ .1,onu .31-1 vmom-rvo valykma :All By: BRAMALEA CALIF NIA, LLC, a Cali rnia limited liability ompany L AR E OF CALIFORNIA, a ifo oration, manager ?' �0.� By: Name: e. y or ri ) / ITS: circ e o ) airman of the Board/President/ y Vice President A Name: (type or print) ITS: circle one)Secretary ny A sis nt,Secreta CChief Fina ial Officer/Any Assistant vas jei— Buyer: PENrN'SULA PARK, LL a Delaware corporation By: T" 6 li ('e- ?457 print name ITS: (circle one)ChairrnanCRest en ice President ND print name ITS: (circle one)Secretary Chief Financial Office sst. Secretary-Treasurer 4 71agreeipennsulal07/16199 STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE ) OnA &A jk1999, before me, lQ V d personally appeared and personally known to me ( to be the person(s)whose name (s)4e&ubscdbed to the within instrument and acknowledged to me that W64Ithe xecuted the same in tftAItheir authorized capacity(ies), and that by W&4m�r/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. MARTI HA J.01CKE`! _Fo��,X _ cornmission# 1147120 ' z ;4d Notary PubiiC-Ca4;torni0 > Orange County My Comm.Expires v 18.2XI Sign of Notary Public V� California All-Purpose Acknowledgment State of Cali ) ss County of Orange On Au st 11 before me, Dee Baker, Notary Public, personally appeared Peter Kie=ker and 'e personally known to me to be the persons whose names are subscribed to a within instrument and acknowledged to me that they executed the same in their autho 'zed capacities and that by their signatures on the instrument the persons or the entity u n behalf of which the persons acted, executed the instrument. Witness my hand and official seal. oEEeA1cER Cormr"m 0 IGMM1 Notary Puboa—wfornks orange CouMy My Comm.FxpIroa Apr 14,2O Dee Baker, Notary Public Description of Attached Document n Title or Type of Document: CrA&a'1,+t S rac,f- lsb S Document Date: _ No date Number of Pages Signer(s) Other Than Named Above: . � . a - - ' a�K I.I.P. \ \1.1 R Exhibit A 1 REQUEST FOR CONSENT TO SALE OF PROPERTY DEVELOPMENT AGREEMENT NO. 90-1 HOLLY SEACLIFF AREA Date: April 12, 1999 Property Location: West of Goldenwest Street, North of Summit Drive Property Address: No current address Assessor's Parcel No(s).: por. 159-432-05 Legal Description: Lots 1-91 and Lettered Lots A-1 of Tract 15675 Acreage: 18.28 acres Current Owner: Name: PLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Bill Holman Assignee/Buyer: Name: Peninsula Park LLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Chris Gibbs Existing Use of Property: Vacant Residential Intended Use of Property: 91 single family homes Existing Entitlements/Permits: Approval Date: Environmental Impact Report No. 89-1 January 8, 1990 Development Agreement No. 90-1 November 5, 1990 Holly Seacliff Specific Plan (SP 9) April 20, 1992 General Plan Amendment No. 97-2 July 6, 1998 Zoning Text Amendment No. 97-1 July 6, 1998 Local Coastal Program Amendment No. 97-1 July 6, 1998 Tentative Tract Map No. 15675 January 12, 1999 Conditional Use Permit No. 98-51 January 26, 1999 Attachments: Exhibit B for attachment to Certificate of Consent ........... � r , r rx TRACT N0. 15675 a_ n _____. ,Ij SJ 4 r, e=i I i5 ; IG' ' ;g �1' FPI� e x� S. .,��i . � 'Aft R � ...�.. / Ir`,. Iri II':. II •� y'lL iL'.r.[.1_+�. f *s I I - �.,..-.:.,.- .. 5 Sr,9 4:� .. „P x�•wJSw ,�'IY�I: ��ry �r``7 S�'� Y\�•I.I 1I�}1.'I :'.=r I F I I w..s '-i • ` �� Imo- �^ j��::`��,M��_ � - , - /�i � I I I ww.s,w—nur� sxw. !1} I 1"L 5-•i�=c t I'-�•i`6"7 rn ar.1Tl MAnK!.T I I E'i�u • � M��' ' � I�L:-�.� �$ie'm -��'��:i fr` IM :.J •' 'Ir /�� `- •y'°� L•-••�'4'� �' 'sty- ..rf ....w.....r TO •;•�. '„�R..- i�.Cd �.�/7•�e \ � \ •I :.: .r'./»l///�� (,,37�-'i ¢ � t'%✓ I �I . i+/,•� P: I p'. r�� N '� � .�"�, .t� I `�� '��'\ °� /,C �s% � '-. .Y,/i�^ `��_'•.J�-�_YPPP A� ip"�_}"�a''� ♦ � 5 r! i �1: '�'�'��a '}S .. ..... - • � `'�w.`�, . ~s `9Yy •r �l ,l - .I � '-.."' .'%.: I i 'I ...,e ye:".wu�:sv.:n .` `' � h"SlA � •a n ' '�\' ..� � \�:. l� a��r'�ia.:�'I S-I Mtn,•_'�ao�'+`i'�I•�'Ik_ �_ w y ti I 'I Ja .\ ..-.- � �:� �_ •I��_�mil_.�� ,':C` . Ix I .� f• ....4 =fir_ w'' .'VA '� .. r yu mot.- `' ,�:.1 _� ': •, �\-: -- - - •,w —r — n � a,.l a I -- I I senxlr DROVE t -'-�' `�� i�� ! '' � '---'- : '. i I •ncuurr r<sP-L .LLB.. I'I c ' s !�� _ lam•- 1` •.._` �. y.. r L a. ::5• --— - Inln• S[TE FLAN ��i' IRA5 ]' NO 1.3 f XM-ICJ A — •..n — — _ Plf IAhU romp AY — ur.waq vi 1 rT . . ......... -ARM J qA I EXHIBIT"B" CLARIFICATION OF DEVELOPMENT AGREEMENT 90-1 RIGHTS, DUTIES & OBLIGATIONS BETWEEN PLC (SELLER) AND PENINSULA PARK LLC (BUYER) FOR PENINSULA PARK RESIDENTIAL PROJECT(PROPERTY) Section 2.2.1: Linear Park. Seller will be responsible for all park dedications required by the Agreement. In lieu of paying park and recreation fees to the City, Buyer will provide a letter from Seller assigning 1.56 acres of park dedication credits to Buyer. Section 2.2.2,Neighborhood Parks. Seller will retain all obligations for design, dedication, improvement and initial maintenance of neighborhood parks as required by the Agreement. Section 2.2.3: Public Rip-lit of Wav and Private Streetscape Improvements. Seller will retain all obligations for arterial right of way and streetscape improvements as required by the Agreement. Buyer will assume responsibility for maintenance of perimeter landscape improvements. Section 2.2.4, Traffic and Circulation Improvements. Seller will retain all obligations, with the following clarifications: 2.2.4(fl; Seller will retain all traffic impact fee credits for Developer improvements. In lieu of paying traffic impact fees to City, Buyer will provide a letter from Seller assigning $130,650 in traffic impact fee credits to Buyer. 2.;A(g); Buyer will be responsible for payment of future traffic fees, if any, imposed by ordinance and applicable to the Property. 2.2.4(h) and(j); Seller will retain all credits and reimbursements for traffic and circulation improvements due under this section of the Agreement, unless modified by subsequent agreement with the City. Section 2.2.5; Water, Sewer, Drainage and Utility Improvements, Seller will retain all obligations, with the following clarifications: 2.2.5 - Seller will retain all credits and reimbursements for sewer.drainage, utility and water improvements due under this section of the Agreement unless modified by subsequent agreement with the City. 2.2.5(h); Seller will retain all obligations, credits and reimbursements for water system improvements due under this section of the Agreement unless modified by subsequent agreement with the City. In lieu of paying water capital facilities fees to the City, Buyer will pay Seller(AMOUNT TBD)for offsite water facilities to serve the Property. Section 2.2.6; Fire and Emergency Medical, Seller will retain all obligations, with the following clarification: 2.2.6(b); Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2 2.7: Police, Seller will retain all obligations, with the following clarification: 2.2.7(a); Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2.2.8; School Facilities, Seller will retain the obligation for designation of a public elementary school site. Buyer will be responsible for payment of school impact fees associated with development of the Property. Section 2.2.9: Other Development Controls 2.2.9(a),Not applicable to Property. 2.2.9(b), The Property will remain subject to all provisions of the Holly Seacliff Specific Plan. Seller will retain the obligation to provide affordable housing(14 moderate income units) in accordance with the Holly Seacliff Specific Plan Affordable Housing Plan for Seacliff Partners' Properties, dated February 28, 1994, or as such plan may be amended from time to time. Section 2.2.10: Fees, with the following clarifications: 2.2.10 a . b . c , i and ' : Buyer.will be liable for payment of any development fees applicable to the development of the Property, not already paid or mitigated by Seller. 2 2.10(d); Buyer will be liable for payment of any Police/Fire operating fee if such fee is adopted by,the City and applicable to the development of the Property. -To the extent Seiler may have credits under Sections 2.2.6(b)and 2.2.7(a), Seller may assign such credits to:Buyer or Buyer's successor(s)to meet fee obligations for the development of the Property. 2.2.10(e): Buyer will be liable for the payment of water service fees and water capital facilities fees applicable to the development of the Property. To the extent Seller may have credits or be eligible for reimbursement under Section 2.2.5(h), Seller may assign such credits to Buyer or Buyer's successor(s)to meet fee obligations for the development of the Property. 2.2.10(h); Traffic Impact Fees, refer to 2,2.4(f)above. RCA ROUTING SHEET INITIATING DEPARTMENT: PLANNING DEPARTMENT SUBJECT: Consent for Pending Sale of Tentative Tract No. 15675 in the Holly Seacliff Development Agreement Area COUNCIL MEETING DATE: August 16, 1999 RCA:ATTACHMENTS: STATUS Ordinance (w/exhibits & legislative draft if applicable) Not Applicable Resolution (wlexhibits & 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 Attome Attached Subleases, Third Party Agreements, etc. (Approved as to form by City Attome Not Applicable Certificates of Insurance (Approved by the Ct!y Attorney) Not Applicable Financial Impact Statement (Unbudget, 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 I Not Applicable EXPLANATION::FOR MISSING.-ATTACHMENTS:: :REVIEWED'. -:RETURNED. FORWARDED Administrative Staff -7 z9 Assistant City Administrator Initial City Administrator Initial City Clerk 'EXPLANATION FOR°RETURWOF ITEM: . (Below SpaceOnly) CITY OF HUNTINGTON BEACH INTER-DEPARTMENT COMMUNICATION HUNTYNLTON BEACH Connie Brockway, City Clerk Office of the City Clerk To: Date:_ _6_:_W Meeting Date: Agenda Item:�r proposed City C"neil Agenda Items: The City Clerk's Office/City Administrator's Office must return your agenda item due to the following requirements that have not been met. When your Agenda Item is ready to resubmit, please return to: Pat Dapkus, Management Assistant, City Administrator's Office. 1. Signature(s)Needed A On RCA B On Agreement C Other 2. 1 Attachments A Missing B Not identified C Other 3. Exhibits A Missing B Not identified C Other 4. Insurance Certificate(Proof Of Insurance) A Not attached B Not approved by City Attorney's Office C Signed form notifying City Clerk that department will be responsible for obtaining insurance certificate on this item.(See form attached) 5. Wording On Request For Council Action(RCA)Unclear A Recommended Action on RCA not complete B Clarification needed on RCA C Other 6. 1 City Attorney Approval Required 7. Agreement Needs To Be Changed A Page No. S. Other 0 -Cc g nge+�dalrmschceda�m 4 , CITY OR HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK October 1, 1999 Gary L. Granville, County Clerk-Recorder P, O. Box 238 Santa Ana, CA 92702 [Enclosed please find a Certificate Of Consent To The Sale Of Property And The Assumption Of Rights, Duties And Obligations By And Between The City Of Huntington Beach, and PLC a California General Partnership; and Peninsula Park, L.L.C., a Delaware Corporation to be recorded and returned to the City of Huntington Beach, Office of the City Clerk, 2000 Main Street, Huntington Beach, CA 92648. Please return a conformed copy of the Consent To Sale when recorded and return to this office in the enclosed self-addressed stamped envelope. G Connie Brockway, CIVIC City Clerk Enclosures gAfollowupldeedltr:PLC, Peninsula Park, L.L.C. GAfo]lo%vupldeed]it (Telephone:714-536.5227) e Recording requested by, and when recorded, mail to: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92645 Attn: City Clerk CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE ASSUMPTION OF RIGHTS, DUTIES AND OBLIGATIONS BY AND BETWEEN THE CITY OF HUNTINGTON BEACH, PLC, AND PENINSULA PARK, LLC a Q •h THIS CERTIFICATE OF CONSENT is made and entered into this/day of zo T , 1999, by and between the City of Huntington Beach, a California municip,k corporation; PLC, a California general partnership; and Peninsula Park, L.L.C., a ?� a E � Delaware corporation. o C in WHEREAS, on November 14, 1990, Development Agreement No. 90-1 (hereinafter M M ° to referred to as the "Agreement") by and between the City of Huntington Beach, a municipal m r. C ; _ corporation (hereinafterreferred to as the "City"), and Pacific Coast Homes, a California a i r n corporation, and Garfield Partners, a California corporation was recorded in the Official Records a :3 ° ; of Orange County, California as Document No. 90-599766; and m z On May 6, 1996, the City Council of the City gave its consent to the sale of property and assignment of the rights, duties and obligations arising under the Agreement to PLC and M.S. Vickers II, L.L.C. (hereinafter collectively referred to as the "Developer"); and By that certain grant deed dated March 1, 1996, and recorded on May 9, 1996 as Document No. 19960234746 of Official Records of Orange County, California, PLC acquired all right, title and interest in and to that certain real property(hereinafter referred to as the "Property") described in the legal description and sketch attached hereto as Exhibits "A-l" and y "A-2", respectively; and PLC desires to sell the Property, which is a portion of the entire site covered by the Agreement, to Peninsula Park, LLC (hereinafter referred to as the "Buyer,") and to assign certain of the Developer's rights, duties and obiigations under the Agreement to the Buyer; and 0 n The Agreement provides in part at Paragraph 4.2 that: erJ rr b CC m c R Prior to making the dedications and improvements required herein, a o Developer may sell, assign or transfer the Property in whole or in yr n part with the consent of the City, such consent not to be n -t unreasonably withheld. City's consent will not be required if such " 'c z ,a, assignment is made to an affiliate of Developer. Any purchaser, assignee or transferee shall have all of the rights, duties and ' µ Sri g ;_:�:: n obligations arising under this Agreement insofar as such rights, �- - o ee/pennsula'09:02r99 1 �N• G) duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred; and The City is willing to consent to the sale of the Property and to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, and the Buyer wishes to memorialize its acknowledgment of all its rights, duties and obligations it shall assume upon the sale of the Property and assignment of the Agreement; NOW, THEREFORE, the City, PLC and the Buyer do hereby agree and acknowledge as follows: 1. CONSENT TO SALE OF PROPERTY The City hereby consents to the sale of the Property to the Buyer. 2. CONSENT TO ASSIGNMENT The City hereby consents to the assignment of the rights, duties and obligations arising under the Agreement from PLC to the Buyer, as described herein. 3. ACKNOWLEDGMENT OF RIGHTS, DUTIES AND OBLIGATIONS The Buyer hereby acknowledges that by accepting this assignment, it accepts all of the rights, duties and obligations arising under the Agreement insofar as such rights, duties and obligations are applicable to the Property or portion thereof purchased, assigned or transferred. 4. INCORPORATION OF EXHIBITS Attached hereto and incorporated by this referenced as though fully set forth herein are the following exhibits: A-1: Legal Description of the Property. A-2: Sketch of the Property. B. Clarification of Development Agreement Rights and Duties. S. RELEASE OF DEVELOPER The City acknowledges that upon acceptance of the assignment of the rights, duties and obligations under the Agreement by the Buyer as provided above, the Developer shall have no further obligations with respect to the Property arising out of any acts, omissions, or events occurring subsequent to the effective date of the transfer, except for those specific obligations retained by the Developer as identified in Exhibit B and Paragraph 6 below. 2 Vagreefpensu1a/09 02i99 6. COMPLETION OF DEVELOPMENT AGREEMENT OBLIGATION'S. The consent hereby given is expressly conditioned upon the items stated above, and the completion of all of the following items: a. All terms and conditions of the Holly Seacliff Development Agreement No. 90-1, not explicitly defined within Exhibit B shall continue to be the responsibility of the Developer; and b. The Developer shall be responsible for construction of all infrastructure in conformance with pages 20 and 21 of the Holly Seacliff Development Agreement No. 90-1 and further clarified by the Developer in its letter to the City, dated May 7, 1996. C. The Buyer shall pay the Library Development Fee pursuant to Huntington Beach City Council Resolution 96-71 for all of its building permits in accordance with Ordinance No. 3344. d. PLC shall enter into an implementation agreement with the City that provides a schedule for the construction of the infrastructure referred to hereinabove. IN WITLESS WHEREOF, the parties hereto have executed this Certificate by and through their authorized officers on the date first above written. PLC, a California general partnership CITY OF HUNTINGTON BEACH, a Calif is municipal corporation By: PLC Holdings, a California general partnership (general partner of PLC) �Alez�� By: Paclaco, Inc., a Califo is corporation, its Mayor general partner ATTEST: B y: Name: �/t- Ph , CTA)ES (type or print) y Deputy ty Clerk for Connie k3rc)cP.taay, City Clerk circle one)Chairman of the Board/Presiden Anv Vi CPresidenb APPROVED AS TO FORM: AND By City Attorney I� /} REVIEWED AND APPROVED: Name: �rl (type or print) ITS: (circle on �ny.assistant Secretary'Chief Financial Officer/Any Assistant Treasurer Cit Administrator INITIATE AND APPROVED: Director o anning Signature block continrted on nest page IJV 7 agree.'pennsula..'09:'02,99 BY: T/L HUNTINGTON BEACH, LLC, a Delaware limited liability company, its general partner By: LENNAR LAND PARTNERS II, a Florida general partnership, its managing member By: LENNAR HOMES OF CALIFORNIA, INC., a California corpo ion Its Attorney-In-F c By: Name: --%a_49e- (type or print) ITS: cir ne)Chairman of the Board/President an Vice President " AND By: Name: (type or print) YTS: (circle one)Secretary ny Assistant Secretary/ hief Financial Officer/Any Assistant reasurer AND Buyer: PENINSULA PARK, LLC, a Delaware Co 6 oration By: ' Name: S TPNa (type or print) ITS: (circle one)Chairma reside ice President AND ame: (type or prin ITS: (circle one)Secretary/Aief Financial Officer ny Asst. Secretary-Treasurer 4 7/agree/pennsula/09102/99 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT a C State of County of On5e eZ /9Q`) beforeme, ' Dd�^ Name and T.11e o1 ORicer(e.g., �,=- -W�ryP.bh.l personally appeared Name(s)or Signe'(s) ' Xpersonally known to me C proved to me on the basis of satisfactory evidence to be the person hose namedais4are subscribed to the within instrument and acknowledged to me that the executed the same in W �4WED authorized capacit and that by W&Iho< eir ignatureMon the instrument the person(s), or the entity upon behalf of which the person(D }� acted, executed the instrument. ] +, CoM.M;SSion# 1150021 WITNESS my hand and official seat z . I z ;ts Noway Pu--:'c-Cc(ifornia z < ' Pro-ge county HX:);re!Aug 29,2001 S1gna[cre o1 Nola ut11Sc OPTIONAL Though the information below is not required by law,it may prove valuable to persons retying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached ocument e fr cowet, <sv;E s.a 74 VLO 14LA_r Title o Type of Document: 4ss m ��jf by je �G1 J�.a►al►IhS[ll ar�i L Docu ent Date:8�/f6/ �^ „ , Number of Pages: . ., i Signer(s) Other Than Named Above: _ Capacity(ies) Claimed by Signer(s) Signer's Name. /0&40'Ld� 62 -�-.ri_ Signer's Name: S - Individual C Individual AV, Corporate Officer E)ACorporate Officer Title(s): Title(s): Partner Lim fed General ❑ Partner— Limited/Gene I Attorney-in-Fact ❑ Attorney-in-Fact ❑ Trustee 7 Trustee❑ Guardian or Conservator MIAMID Guardian or Conservator ON ❑ Other: Too o'fhurro here ] Other: Top of tht,r-D here I Signer Is Representing: Signer Is Representing: 0 1998 National Notary Associatmon-8236 Remmet Ave.,P.O.Bo,7184•Canoga Park,CA 91309.7184 Prod-140-5907 Reorder.Call Toil-Free 1.800-876.6827 STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE } On j 999, before me, 0 personally appeared (2 rl//'1�1 d and personally known to me { o be the person(s) whose name (s)-is/are subscribed to the within instrument and acknowledged to me that her'she/they executed the same in hdsFh r/their authorized capacity(ies), and that by his+er/their signature(s) on the instrument the person(s)or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. MARTHA J.DICKEY Commission# 1147120 sNatary PuNGc-Callornia Orange County My Co—.m.Exp;res:uf 18,2001 Signatu Notary Public STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE ) 9/14/99 Janice L. Zlaket, Notary Pubic On 11999,before me, _� persona y appeared Jonathan Jaffe and Cindy Thompson personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name (s)�U/are subscribed to the within instrument and acknowledged to me that a/they executed the same in MWItheir authorized capacity(ies), and that bye/their signature(s) on the instrument the person(s)or the entity upon behalf of which the person(s)acted, executed the instrument. WITNESS my hand and official seal. JANICE L. ZLAKET _ r`rhh Comm.#1228574 VI p NOTARY PUBLIC-CALIFORNIA Orange County ` Ely Comm.Expires July 11,2003 ~` �Ix Signature of N t Public ti� I! �� ' Y��lr��-fV�� '��r�.;�?L yy.ri wr�s5 ',La`..'r,7�,,r�MSti.. �.'�Cj�=.'4 y'� ;.(`' � �, .;, s n a �r i�' r;�<��i.u� s� yeti: �;t, .; ^;, r � ��:. n s '-V.'��' Sib ��• �1';'': r` ; �... _:A�, p� '��'• .,3iF't i�'sf.`. ��.:� .: I u•'f r�n��'�`" �I ;, ,,�f`�,'�', 6� '�sr�f Ztf� �.l,..f y i',ti '�� IT''� 3 h~ Exhibit A-1 REQUEST FOR CONSENT TO SALE OF PROPERTY DEVELOPMENT AGREEMENT NO. 90-1 HOLLY SEACLIFF AREA Date: April12. 1999 Property Location: West of Goldenwest Street, North of Summit Drive Property Address: No current address Assessor's Parcel No(s).: por. 159-432-05 Legal Description: Lots 1-91 and Lettered Lots A-1 of Tract 15675 Acreage: 18.28 acres Current Owner: Name: PLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Bill Holman Assignee/Buyer: Name: Peninsula Park LLC Address: 23 Corporate Plaza Drive, Suite 250 City/ST/Zip: Newport Beach, CA 92660 Telephone: (714) 721-9777 Contact: Chris Gibbs Existing Use of Property: Vacant Residential Intended Use of Property: 91 single family homes Existing Entitlements/Permits: Approval Date: Environmental Impact Report No. 89-1 January 8, 1990 Development Agreement No. 90-1 November 5, 1990 Holly Seacliff Specific Plan (SP 9) April 20, 1992 General Plan Amendment No. 97-2 July 6, 1998 Zoning Text Amendment No. 97-1 July 6, 1998 Local Coastal Program Amendment No. 97-1 July 6, 1998 Tentative Tract Map No. 15675 January 12, 1999 Conditional Use Permit No. 98-51 January 26, 1999 Attachments: Exhibit B for attachment to Certificate of Consent �.r �.}fib.,. .�41.`I:`f r i�� •tf cyA� ��f��" .RTC_ ,,,,(,, ?� .. ,^i r f.,>. . 1. �r.t�s 9 .�� .I� �9:�� .. 'Y��i. `��::Y Y ��.Y.1. �,�,,�tii. .rr,: .✓:��l. i+: �..}:.L ;�(. 1 ::ham TRACT NO. 15675 - ! 10 16 Pi PAD R dY ' 3�•, I I � a — �`• � _ _ _ .mod 19 FA V-M •r G5 rS � C 21 FAMMC.Tft 37 cr _ • 4 I }-r T r \ \ I 1 '! �� \`_-,- '� • / �� I � ��]J.,,�J� 7r t r � � IFFY._{INi�S ` ' �� \'•:.f.1`� - h s,�� Sri dT ' '��!r ,° �,�� I - .i � i- II ---� \�� - _ ter \� ' � •� [ " — _� ' I ,�,- rl \` .C•�-_`s.- --- - ._'�L gip'% 4 1 —�+^�'�('�.��t' �•i— / � /� -+- A-�,-- II~ ` I - - i1�� f - :� �.� _ _- - . - -- Vim:"•:-_.. ; ' - ••�J�1J i`��j____s,i__.__�— i..�i�.-__.; --- — .I n C }, •lm-r NO. r rrl:, , {� rrr�i•'��i��6��IFl�t�ll�n r ��;, �.:�....... - _..__.� -- .-� �- �. Pu•unalnrvr�Nr _ a4 EXHIBIT'" CLARIFICATIO`' OF DEVELOPiIN1ENT AGREEMENT 90-1 RIGHTS. DUTIES & OBLIGATIONS BETWEEN PLC (SELLER) AND PENINSULA PARK LLC (BUYER) FOR PENINSULA PARK RESIDENTIAL PROJECT (PROPERTY) Section 2.2.1: Linear Park. Seller will be responsible for all park dedications required by the Agreement. In lieu of paying park and recreation fees to the City, Buyer will provide a letter from Seller assigning 1.56 acres of park dedication credits to Buyer. Section 2.2.2: Neighborhood Parks. Seller will retain all obligations for design, dedication, improvement and initial maintenance of neighborhood parks as required by the Agreement. Section 2.2.3: Public Right of Wav and Private_Streetscape Improvements. Seller will retain all obligations for arterial right of Way and streetscape improvements as required by the Agreement. Buyer will assume responsibility for maintenance of perimeter landscape improvements. Section 2.2.4;Traffic and Circulation Improvements, Seller will retain all obligations,with the following clarifications: 2.2.4 • Seller will retain all traffic impact fee credits for Developer improvements. In lieu of paying traffic impact fees to City, Buyer will provide a letter from Seller assigning$130,650 in traffic impact fee credits to Buyer. 2.2.4 • Buyer will be responsible for payment of future traffic fees, if any, imposed by ordinance and applicable to the Property. 2.2.4(h)and M. Seller will retain all credits and reimbursements for traffic and circulation improvements due under this section of the Agreement, unless modified by subsequent agreement with the City. Section 2.2.5. Water. Sewer, Drainage and Utility Improvements, Seller will retain all obligations,with the following clarifications: 2.2.5 La ' Seller will retain all credits and reimbursements for sewer, drainage, utility and water improvements due under this section of the Agreement unless modified by subsequent agreement with the City. 2.2.5 h - Seller will retain all obligations, credits and reimbursements for water system improvements due under this section of the Agreement unless modified by subsequent agreement with the Ciq,. In lieu of paying water capital facilities fees to the City, Buyer will pay Seller(AMOUNT TBD) for offsite water facilities to serve the Property. Section 2.2.6• Fire and Emergency Medical, Seller will retain all obligations, with the following clarification: 2.2.6 b • Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2.2.7; Police, Seller will retain all obligations, with the following clarification: 22.7 a . Seller will retain all obligations, credits and reimbursements due under this section of the Agreement unless modified by subsequent agreement with the City. Section 2.2.8: School Facilities, Seller will retain the obligation for designation of a public elementary school site. Buyer will be responsible for payment of school impact fees associated %vith development of the Property. Section 2.2.9: Other Development Controls 2.2.9(a):Not applicable to Property. 2_ 2.9(b): The Property will remain subject to all provisions of the Holly Seacliff Specific Plan. Seller will retain the obligation to provide affordable housing (14 moderate income units) in accordance%with the Holly Seacliff Specific Plan Affordable Housing Plan for Seacliff Partners' Properties, dated February 28, 1994, or as such plan may be amended from time to time. Section 2.2.10. Fees, with the following clarifications: 2.2.1 O(a). (b). (c)_(f). (g). M and (i): Buyer will be liable for payment of any development fees applicable to the development of the Property, not already paid or mitigated by Seller. 2.2.10(d). Buyer will be liable for payment of any Police/Fire operating fee if such fee is adopted by the City and applicable to the development of the Property. To the extent Seller may have credits under Sections 2.2.6(b) and 2.2.7(a), Seller may assign such credits to Buyer or Buyer's successor(s)to meet fee obligations for the development of the Propem•. 2.2.10(e): Buyer will be liable for the payment of water service fees and water capital facilities fees applicable to the development of the Property. To the extent Seller may have credits or be eligible for reimbursement under Section 2.2.5(h), Seller may assign such credits to Buyer or Buyer's successor(s)to meet fee obligations for the development of the Property. 2.2_ 1 O(h):Traffic Impact Fees, refer to 2.2.4(f)above.