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Recorded in Official Records, County of Orange
Gary Granville, Clerk -Recorder
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RECORDED RETURN TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attn: City Clerk
Recorded in Official Records, County of Orange
Gary Granville, Clerk -Recorder
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FIRST AMENDED AND RESTATED DEVELOPMENT
AGREEMENT
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Agency
Ci F HU GTO�l BEACH
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140268-0001 City CI rk
1. DEFINITIONS AND EXHIBITS..................................4
1.1 Definitions..........................................4
1.2 Exhibits ............................................. 8
2. GENERAL PROVISIONS ............................................ 8
2.1 Binding Covenants .................................... 8
2.2 Interest of Developer ................................ 8
2.3 Term of Agreement .................................... 8
2.3.1 Stated Term .................................... 8
2.3.2 Extension of Term .............................. 8
2.3.3 Referendum on Enacting Ordinance ............... 9
2.4 Termination .......................................... 9
2.4.1 Events of Termination .......................... 9
2.4.2 'germination upon Sale of Individual
Parcels........................................ 10
2.5 Closure of Airport .................................. 10
2.6 Assignment .......................................... 11
2.7 Amendment ........................................... 12
2.8
Notices .............................................
13
3. CONFLICTS OF LAW .........................................
14
3.1
Conflict with State or Federal Laws .................
14
3.2
Notice and Copies ...................................
14
3.3
Modification Conferences ............................
14
3.4
City Council Hearing ................................
15
3.5
Cooperation in Securing Permits or
Approvals ...........................................
15
3.6
Challenge of New Law or Regulation ..................
15
4. DEVELOPMENT
OF THE PROPERTY ..............................
16
4.1
Rights to Develop ...................................
16
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l
4.2 Effect of Agreement on Land Use Regulations ......... 17
4.3 Timing of Development ............................... 17
4.4 Phasing Plan ........................................ 18
4.5 Initiatives and Moratoria ........................... 19
4.6 Environmental Review ................... .............20
4.7. Changes and Amendments .............................. 21
4.8 Application of Subsequently Revised
Construction Codes .................................. 22
4.9 Enforcement.........................................23
4.10 Public Benefits ..................................... 24
4.11 Applications........................................24
4.12 Cooperation in Securing Approvals ...................25
4.13 Development Exactions...............................25
5. RESTRICTION ON SPECIAL DISTRICTS .........................26
6. REVIEW.FOR COMPLIANCE .................................... 26
6.1 Periodic Review.....................................26
6.2
Procedure ............................................
27
6.3
Proceedings Upon modification or
Termination.........................................27
6.4
Hearing on Modification or Termination ..............28
6.5
Certificate of Agreement Compliance ..................28
7. DEFAULT AND REMEDIES .......... .........................29
7.1
Cumulative Remedies.................................29
7.2
Cooperation in the Event of Legal Challenge .........29
7.3
Termination of Agreement for Default of
Developer.........................................29
7.4
Termination of Agreement for Default of
City................................................30
7.5
No Cross -Defaults ...................................
31
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7.6 Attorneys' Fees.....................................31
8. ENCUMBRANCES OF THE PROPERTY .............................31
9. MISCELLANEOUS PROVISIONS.................................33
9.1 Authority to Execute................................33
9.1.1 City .......................................... 33
9.1.2 Developer ..................................... 33
9.2 Consent.............................................34
9.3 Interpretation and Governing Law .................... 34
9.4 Construction ........................................ 34
9.5 Covenant of Good Faith and Fair Dealing ............. 35
9.6 Enforced Delay and Extension of Times of
Performance.........................................35
9.7 Entire Agreement....................................36
9.8 Further Actions and Instruments .....................36
9.9 Time of Essence.....................................36
9.10 No Third Party Beneficiaries ........................37
9.11 No Waiver...........................................37
9.12 Project as a Private Undertaking ....................37
9.13 Releases............................................38
9.14 Severability ......... .................38
9.15 Successors and Assigns..............................38
9.16 Tentative Tract Map Extension .......................39
9.17 Integrated Project..................................39
9.18 Recordation of Agreement ............................39
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Exhibit "A" Legal Description
Exhibit "B" Existing Development Approvals
Exhibit "C" Existing Land Use Regulations
Exhibit "D" Meadowlark Airport Closure Plan
iv
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FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
AND
CATELLUS RESIDENTIAL MEADOWLARK, LLC
This First Amended and Restated Development Agreement
("Agreement") is made and entered into this 19th day of
June 2000, by and between the CITY OF HUNTINGTON BEACH, a
municipal corporation (the "City") and CATELLUS RESIDENTIAL
MEADOWLARK, LLC, a Delaware limited liability company (the
"Developer").
RECITALS
A. City is authorized to enter into binding
development agreements with persons having legal or equitable
interest in real property for the development of such property,
pursuant to Government Code section 65865(a).
B. Pursuant to Government Code section 65865, City
has adopted City Council Resolution No. 5390 and Resolution No.
6287 establishing rules, regulations and procedures for the
consideration ofdevelopment agreements.
C. On March 15, 1999, the City Council, following a
noticed public hearing, approved the Meadowlark Specific Plan
Amendment (ZTA 97-04/ZMA 97-01), Conditional Use Permit 97-80,
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Tentative Tract Map. No. 15469 and Negative Declaration 97-21,
(collectively, the "Land Use Approvals"), and authorized City
planning staff to coordinate with applicant to initiate an
extension of the Meadowlark Development Agreement ("Existing
Agreement") for three (3) years ("Extended Term"), subject to the
rules, regulations and procedures, and public hearing
requirements referenced herein.
D. On May 4, 1999, Catellus Residential Meadowlark,
LLC ("Developer") became the legal owner of certain uninhabited
real property consisting of approximately 45 acres generally
located approximately 500 feet north of Warner Avenue and south
of Heil Avenue, between Roosevelt and Graham. The property is
more particularly described in Exhibit "A" attached hereto and
made.a part hereof by this reference (the "Property").
E. On July 24, 1999, the term of the Existing
Agreement expired. The Parties thereto have agreed to amend and
restate the Existing. Agreement and to extend the term of said
Existing Agreement for a period of three (3) years commencing on
July 24, 1999 and expiring on July 24, 2002, and the Planning
Commission has approved the Agreement on March 28, 2000 and
the City Council has approved the Agreement on June 19, 2000.
F. City and Developer.desire to enter into this
Agreement in order to assure development ofrthe Property in
accordance with the Land Use Approvals and provide for vesting of
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I
same for the three (3) year Term of the Agreement, to assure the
City of timely installation of required public facilities, and to
assure the orderly development of the Property in accordance with
the terms of the Land Use Approvals.and the Agreement.
G. The City further finds that this Agreement will
r
provide significant public benefits to the City in that Developer
has agreed to dedicate and improve a new neighborhood park, of
2.4 acres, improve .80 acres of the existing Norma Gibbs Park,
and pay significant local park in -lieu fees.
H. On March 28 2000, the City Planning
Commission, the.advisory agency for purposes of review of
development agreements pursuant to Government Code section 65867,
held.'a duly noticed public hearing regarding this Agreement and;
at -the conclusion,of the.hearing, and.after consideration of
evidence and testimony submitted by City staff, the Developer and
all interested parties, adopted Resolution No. 1551
recommending that the City Council approve the Agreement.
I. On june 19 , 2000, the City Council held a duly
noticed public hearing regarding this Agreement and, at the
conclusion of the hearing, and after considering the
recommendation of.the Planning Commission, -the evidence and
testimony submitted by City staff, the Developer and all
interested.parties, adopted -Ordinance -.,No. 3471 approving
this Agreement.
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J. The City hereby finds that this Agreement and the
Land Use Approvals are consistent with the City's General Plan,
and that Environmental Impact Report No. 87-2 (the "EIR") and
Negative Declaration 97-21 satisfy all the requirements of the
California Environmental Quality Act ("CEQA," Public Resources
Code section 21000 et seq.) and the State CEQA Guidelines (4
California Code of Regulations 15000 et seq.) with.respect to
this Agreement and the Project.
NOW, THEREFORE, in further consideration of the above
recitals, all of which are expressly incorporated into this
Agreement, and in consideration of the mutual promises and
covenants herein contained.and other valuable consideration, the
receipt.and adequacy of which -are hereby acknowledged, the
Parties hereto .agree as follows:
1. DEFINITIONS AND EXHIBITS.
1.1 Definitions. As used in this.First Amended And
Restated Development Agreement, the following terms shall have
the meanings set forth below:
1.1.1 "Agreement" means this First Amended and
Restated Development -Agreement.
1.1.2 "DEVELOPER" means CATELLUS RESIDENTIAL
MEADOWLARK, LLC.
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1.1.3 "City" means the City of Huntington Beach, a
municipal corporation organized and existing under the laws of
the State of California.
1.1.4 "Development" means the.improvement of .the
Property for the purposes of completing the structures,
improvements and facilities comprising the Project including but
not limited to: grading; the construction of infrastructure and
public facilities related to the Project, whether located within
or outside the Property; the construction of buildings,and
structures; and the installation of landscaping. "Development"
does not -include the maintenance, repair, reconstruction or
redevelopment of any building, structure, improvement or facility
after the construction and completion thereof.
1.1.5 "Development Approvals" means.all enactments
permits,and other entitlements for use subject to'enactment,
approval or issuance by City in connection with Development of
the Property, including, but not limited to:
amendments;
(a) Specific plans and specific plan
(b) Tentative and final subdivision and
parcel maps, including vesting tentative maps and vesting final
maps;
(c) Conditional use permits;
(d) Zoning;
(e) Grading and building permits.
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1.1.6 "Development Exaction" means any requirement
of City in connection with or pursuant to any Land Use Regulation
or Development Approval for the dedication of land, the
construction of improvements -,or public facilities., or.the.:payment
of fees in order to lessen, offset, mitigate or compensate for
the impacts of -development -on the environment or.other public
interests.
1.1.7 "Development Plan" means the Existing
Development Approvals and the Existing Land Use Regulations
applicable to Development of the Property.
1.1.8 . "Effective:Date" means the date this
Agreement is recorded with the County Recorder.
1.1.9 "Existing.Development Approvals" means all.
Development Approvals,approved;or;issued prior to,the Effective
Date. Existing..Development.Approvals'includes''the'Approvals
incorporated herein as Exhibit "B" and all other Approvals which
are a matter of public record on the Effective Date.
1.1.10 "Land Use Regulations" means all ordinances,
resolutions, codes, rules, regulations and official policies of
City governing the development and use of land, including,
without limitation: the permitted uses of land; the density or
intensity of.use; subdivision requirements; the maximum height
and.size of proposed ..buildings; Development Exactions including
provisions for reservation or.dedication of�land for public
purposes; design, improvement and construction standards and
specifications applicable to the Development of the Property; and
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regulations regarding the rate, time or sequence of Development.
'.'Land Use Regulations" includes any regulation adopted by
initiative or referendum.
1-1.11 ".Mortgage" means a mortgage, a..deed..of..trust,
or any other security.device..securing financing -with -respect to
the Property or any part thereof.
1.1.12 "Mortgagee" means the holder of the beneficial
interest under any Mortgage and its successors and assigns.
1.1.13 "Party or Parties". The City and Developer
are referred to individually as a "Party" and collectively as
"Parties". Following a sale, assignment or transfer of the
Property, or a part thereof, as provided by Section 2.6 of this
Agreement, any purchaser, assignee or transferee, shall also be a
"Party".
1.1.14 ",Project" meansthe Development of the
Property contemplated by the Development Plan as such Plan may be
further defined, enhanced.or modified pursuant to the provisions
of this Agreement.
1.1.15 "Property" means the real property described
on Exhibit "A."
1.1.16 "Subsequent Development Approvals" means all
Development.Approvals required subsequent to the Effective Date
in connection with.Development of the Property.
1.1.17 "Subsequent° Land -Use -Regulations" means any
Land Use Regulations adopted and effective after the Effective
Date of this Agreement.
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1.2 Exhibits.
The following documents are attached to, and by this
reference made a part of, this Agreement:
Exhibit "A" -,Legal Description of..the Property.
Exhibit "B" —Existing Development Approvals.
Exhibit "C" Existing.Land.Use Regulations.
Exhibit "D" - Meadowlark Airport Closure Plan
2. GENERAL PROVISIONS.
2.1 Binding Covenants.
The Property is hereby made subject to this Agreement.
Development of .the Property shall be subject to the -terms and
conditions of this.Agreement. The burdens of this Agreement
shall be.binding upon; -and the benefits of this Agreement inure
to, all successors in.Anterestto,the'Parties to this -.Agreement.
2.2 Interest of Developer.
Developer represents that it is the owner of the fee
simple title to the Property.
2.3 Term of Agreement.
2.3.1 Stated Term. The term of this Agreement
shall commence on July 24, 1999, and shall continue for a period
of three (3) years, expiring on July 24, 2002, unless this term
is modified or extended pursuant to the provisions of this
Agreement.
2.3.2 Extension of Term. The term provided for
herein is intended to provide sufficient time for completion of
the Project in accordance with the Development Plan. In the
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event that the Parties determine that a longer period is
necessary to achieve the foregoing purpose, the term of this
Agreement may be extended by the further written agreement of the
Parties in accordance with Section 2.7 hereof.
2.3.3 Referendum on.Enactinq Ordinance. In the
eventa referendum petition protesting adoption.of the ordinance
approving this Agreement is presented to the City Council -prior
to,the effective date of such ordinance and -the City Council
repeals such ordinance, or the City Council in lieu of repealing
such ordinance submits the ordinance to voters and a.majority of
the voters vote against-the;ordinance, this Agreement shall be
null and void as of the date.the City Council repeals such
ordinance, or as of the,date of the final declaration by the City
Council -of the disapproval. of such ordinance�by:.the:referendum
election, whichever the case may be.
2.4 Termination.
2.4.1 Events of Termination. This Agreement shall
be terminated and of no further effect upon the occurrence of any
of the following events:
(a) Expiration of the stated term hereof
pursuant to Section.2.3.1;
(b) Completion of the Project in accordance
with the Development Plan and the issuance by City of all
required occupancy permits or final inspection approvals, and
acceptance of all dedications required under the Development Plan
and this Agreement;
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(c) Entry after all appeals have been
exhausted of a final judgment or issuance of a final order
directing City to set aside, withdraw, or abrogate City approval
of this Agreement; or
(d) The effective date of a successful
referendum protesting the ordinance approving this Agreement.
Termination of this Agreement shall not result in the
termination of any Development Approvals applicable to the
Property.
2.4.2 Termination upon Sale of Individual Parcels.
Notwithstanding any provisionhereof to the contrary, the burdens
of this Agreement shall terminate as to any lot or unit which has
been finally_ subdivided and individually (and not in "bulk")
leased ( for a period greater. -than -one (1) year) or sold -to the
purchaser.or user thereof, and thereupon and without the
execution or recordation of any further document or instrument,
such lot or unit .shall be released from and no longer be subject
to, or.burdened by, the provisions of this Agreement; provided,
however, that the benefits hereof shall continue to run as to any
such lot or unit until completion of the construction permitted
under the Development'Plan.
2.5 Closure of Airport.
The Parties acknowledge that the Meadowlark Airport
formerly on.the site ceased to operate as an airport as of
September 1, 1989. All airport operations were terminated on or
before September 1, 1989, and the runway has subsequently been
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demolished. Cessation of operation as an airport as provided in
this Agreement shall constitute an abandonment of the existing
nonconforming use of the Property, and after September 1, 1989,
City may utilize any remedies provided by law to enforce such
abandonment. The Parties acknowledge that closure of the airport
was completed in accordance with the closure plan and phasing
schedule set forth in Exhibit "D" to this Agreement.
2.6 Assignment.
Developer shall have the right to sell, assign or
transfer the Property in whole or in part, to any person,
partnership, joint venture, firm or corporation at any time
during the term of this Agreement, provided that any such sale,
assignment or transfer shall include the pro rata assignment of
those rights, duties:.and..obligations arising under or from this
Agreement,which.are applicable to the Property or part thereof
being assigned, transferred or sold. The express written
assumption of any or -all of the obligations of Developer under
this Agreement by such assignee, transferee or purchaser shall,
without any act or concurrence by City, relieve Developer of its
legal duty to perform said obligations under this Agreement. The
City shall not impose any conditions on or otherwise have any
rights of approval over any such sale,.assignment or transfer.
Any purchaser, assignee or transferee of.Developer shall have all
of the rights, duties and obligations of Developer under this
Agreement insofar as such rights, duties and obligations are
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applicable to the Property or part thereof purchased, assigned or
transferred.
It is understood and agreed by the Parties that the
Property may be further subdivided after the Effective Date of
this Agreement. One..or more of such subdivided parcels may be
sold, assigned or transferred to persons or entities for
development by them in accordance with the provisions of this
Agreement. Effective upon such sale, assignment or�transfer, the
obligations of Developer shall become several and not joint.
Noncompliance by any such persons or entities with the terms and
conditions of this Agreement or with applicable City rules and
regulations shall not be deemed to be a default hereunder or
grounds for termination hereof, or constitute cause for the City
to initiate enforcement.action against; .other persons•or entities
then owning the Property or a portion thereof -and not themselves
in default hereunder. Upon completion of Development of any
phase or tract of the Project as determined by City, City shall
release that completed phase or tract from any further
obligations under this Agreement.
2.7 Amendment.
This Agreement may be amended from time to time by the
mutual written consent of the Parties and in accordance with the
procedures provided in California Government Code Sections 65867,
65867..5 and 65868,.including the requirements for notice and
public hearing.
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2.8 Notices.
As used in this Agreement, "notice" includes all
notices, statements, demands, and other communications required
or permitted hereunder. All notices required or -provided for
under this Agreement shall.be in writing,,.shall be delivered in
person or sent by certified mail, Postage prepaid, return receipt
requested, and shall be effective on the date delivered in
person, or the date when the postal authorities indicate that the
mailing was delivered to the address of the receiving party. All
notices shall be addressed as follows:
Notice to City: Director of Planning
Planning Department
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Notice to Developer: Bruce D'Eliscu
Catellus Residential Meadowlark, LLC
400 Westerly Place
Newport Beach, California 92660
With a Copy to: Nossaman, Guthner, Knox & Elliott, LLP
18101 Von Karman Ave., Suite 1800
Irvine, California 92612
Attn: John P. Erskine, Esq.
Any Party may, by notice given at any time, require
subsequent notices to be given to another person or entity, or
to a different address, or both. Notices effective prior to
actual receipt of any such notice of change shall not be
invalidated by the change.
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3. CONFLICTS OF LAW.
3.1 Conflict with State or Federal Laws.
In the event that State or Federal laws or regulations,
enacted after the Effective.Date of this Agreement, prevent or
preclude compliance with one or more of the -provisions of this
Agreement, such provisions of this Agreement shall be modified or
suspended as may be necessary to comply with such State or
Federal laws or,regulations; provided, however, that this
Agreement shall remain in full force and effect to the extent it
is not inconsistent with such laws or regulations and to the
extent such laws or,regulations do not render such remaining
provisions impractical to enforce.
3.2 Notice and Copies.
Any Partywhich,determines.that.it cannot perform any
act authorized -.or required�by this•Agreement due toa conflict
described in Section 3.1 shall, within fifteen (15) days of
making such determination, provide all other Parties with written
notice of such State or Federal law or regulation and a statement
of the conflict with the provisions of this Agreement.
3.3 Modification Conferences.
The Parties -shall, within thirty (30) days after notice
as provided in Section 3.2 hereof, meet and confer in good faith
in a reasonable attempt to modify this Agreement to comply with
such law or.regulation..
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3.4 City Council Hearing.
Within a reasonable time thereafter; regardless of
whether the Parties reach an agreement on the effect of such law
or regulation upon.this Agreement, the. matter...shall.:be .scheduled
for hearing before the :City Council. Notice.of.-such hearing
shall be given pursuant to Section 6.5090 of the Government Code.
The City Council, at such hearing, shall determine the exact
modification or suspension which.shall be.necessitated by such
law or regulation. Developer shall have.the right to offer oral
and written testimony.at the hearing. No modification or
suspension of this Agreement.shall be effective unless approved
by the affirmative vote of not less than a majority of the
authorized voting members of.the City Council and by Developer.
3.5-Cooueration,in Securina-Permits:or-Approvals.
City shall cooperate with Developer -in the timely
securing of any permits or approvals which may be required as a
result of such modifications to, or suspensions of,- all -or any
part of this Agreement.
3.6 Challenge of New Law or Regulation.
Developer or City shall have the right to challenge by
appropriate judicial proceedings any such new law or regulation
preventing compliance with the terms of this Agreement. In the
event that such challenge is successful, this Agreement shall
remain unmodified.and in full force and effect, except that the
term shall be extended for a period of time equal to the period'
such law or regulation prevented or precluded compliance with the
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provisions of this Agreement.
4. DEVELOPMENT OF THE PROPERTY.
4.1 Rights to Develop.
Subject to the..terms of this Agreement, Developer .:shall
have a vested right to -develop the -Property in. -accordance with,
,and to the extent of, the Development Plan. Except as otherwise
provided in this Agreement, the permitted uses of the Property,
the density and intensity of use, .the maximum..height.and,size of
proposed buildings, and provisions for reservation and dedication
of land for public purposes shall be those set forth in the
Development Plan. The.Project-shall remain subject to all
Subsequent Development.Approvals required to complete the Project
as contemplated by the Development Plan. In exercising its
discretion on.,.such..Subsequent, Development .Approvals,, � City:.shal"1
act,.reasonably and in.accordance with the -Development —Plan. In
acting on any application for a Subsequent Development Approval
within.the residential part of the Project which complies with
the development standards of Section 4. of the Amended Meadowlark
Specific Plan ("Specific Plan"), and is otherwise consistent with
the Specific Plan, the provisions of Sections 65589.5 of the
Government Code shall apply and City shall not disapprove the
application or approve it on condition that it be developed at a
lower density unless the City's decision is based upon written
findings .supported:by substantial evidence of the record that
both the following conditions exist:
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(a) The proposed housing development would have a
specific, adverse impact upon the public health or safety unless
the housing development is disapproved =-approved upon the
condition.that it be developed at a lower density; and,
(b) There -is no feasible method to:.satisfactorily
mitigate or avoid the adverse impact identified pursuant to (a)
above, other than the disapproval of the housing development or
its approval upon the condition that it be developed at a lower
density.
The provisions of Section 65589.6 of the Government
Code shall apply in any action to challenge any such City
decision to disapprove, a•housing development application or
approve it on the condition it.be developed at a lower density.
4.2 Effect ofAgreement-on Land Use Regulations.
Except as.otherwise provided under the terms,of this
Agreement, the Land Use Regulations applicable to Development of
the Property shall be the Existing Land Use Regulations on the
Effective Date of this Agreement, and no Subsequent Land Use
Regulations shall be applicable to Development of the Property.
4.3 Timing of Development.
The parties acknowledge that Developer cannot at this
time predict when or the rate at which phases of the Property
will be developed. Such decisions depend -upon numerous factors
which are not.within the control of Developer such as market
orientation and demand, interest rates, absorption, competition
and other similar factors. Since the California Supreme Court
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held in Pardee Construction Co. v. Cit, of Camarillo (1984) 37
Cal.3d 465, that the failure of the parties therein to provide
for the timing of development resulted in a later adopted
initiative restricting. the timing of..development to prevail over
such parties' agreement, it is the Parties' intent to cure that
deficiency by acknowledging and providing that'.Developer shall
have the right to develop the Property in such order and at such
rate and at such times as Developer deems appropriate within the
exercise of its subjective business judgment, subject only to any
phasing requirements set forth in the Development Plan and its
Phasing Plan as specified -in Section 4.4.
4.4 Phasing Plan.
Development.of the Property shall be subject to the
phasing. requirements,establi-shed:by.,the,,Development Plan. City
agrees that the "Phasing Plan for Development", required by
Section 6.0 Appendix N. of the Meadowlark Specific Plan (the
"Phasing Plan") shall be limited solely to providing assurances
to City that Development of the Property will include timely
installation of necessary on -site and off -site improvements as
required by the Existing Land Use Regulations and that the
Project will not exceed the available capacity of either the
sewer system or the water system. With respect to the provision
of water service to the Project, City agrees that the Phasing
Plan shall..provide for the granting.of firm -commitments for the
provision of water service by the City concurrent with the
approval of the conditional use permit or tentative tract map for
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each phase of Development. With respect to the provision of
sewer service to the Property, the Parties acknowledge that the
provision of sewer service is not within the control of City in
that the Property is within the service area of the Orange County
Sanitation District. City, however, agrees to use its best
efforts to assist and support Developer in securing firm
commitments for sewer service from the Orange County Sanitation
District at the earliest feasible time, and.agrees that the
Phasing Plan will not restrict Development of any phase of the
Project with respect to sewer service except for requiring
clearance from the Orange County Sanitation District. Upon City
approval of the Phasing Plan, as required by Section 6.0 Appendix
N. of the Meadowlark Specific Plan, the Project shall not be
subject to any further limitations with regard to time, rate or
sequence of Development, other than the public facility
conditions, or any other requirements, of the Land Use Approvals.
4.5 Initiatives and Moratoria.
In the event any subsequent Land Use Regulation is
enacted (whether by action of the City Council, by initiative, by
referendum, or otherwise) which relates to the rate, timing or
sequencing of development of -property within the City, City
agrees that such Subsequent Land Use Regulation shall not apply
to the Project. In addition to and not in limitation of the
foregoing -;..City agrees that no -moratorium -and other limitation
affecting subdivision maps; building permits or other
entitlements for use within the City or any part of the City,
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shall apply to the Project to the extent it is in conflict with
this Agreement. Notwithstanding the foregoing, in the event any
such ordinance, measure, moratorium or other limitation is
determined by a court to invalidate or prevail over all or any
part of this Agreement,..Developer:shall have.no.recourse.against
City pursuant to this Agreement, but Developer shall retain all
other rights, claims, and causes of action which Developer may
otherwise have at law or in equity including, without limitation,
the right to appeal any such determination. To the maximum
extent permitted by law, City agrees to use its best efforts to
prevent any such ordinance, measure, moratorium or other
limitation from invalidating or prevailing over all or any part
of this Agreement, and City agrees to cooperate in all reasonable
ways to keep this Agreement in full force.and effect. City shall
not take any action which would violate the intent of this
Section. Developer reserves the right to challenge any such
ordinance, measure, moratorium or other limitation in a court of
law in order to protect the development rights vested in the
Property pursuant to this Agreement.
4.6 Environmental Review.
City certifies that Environmental Impact Report,
No. 87-2 (the "EIR") and Negative Declaration 97-21 have been
prepared and adopted in conjunction with the Meadowlark Specific
Plan, and satisfy all the requirements of the California
Environmental Quality Act ("CEQA", Public Resources Code, Section
21000 et seq.) and the State CEQA Guidelines (14 California Code
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of Regulations 15000 et seq. with respect to this Agreement and
the Project. City agrees that no mitigation measures arising out
of environmental concerns that are not expressly identified in
the Negative Declaration shall be imposed on..Development of the
Property except as o.therwise.,provided below. City agrees that
Section 65457 of the Government Code shall apply to all
Subsequent Development Approvals for residential Development of
the Property, and City further agrees that no -.subsequent or
supplemental environmental impact report shall be required for
any Subsequent Development Approval, whether residential or
commercial, unless one of the events specified in Section 21166
of the Public Resources Code occurs.
4.7 Changes and Amendments.
The Parties acknowledge that refinement and further
development of the Project will require Subsequent Development
Approvals and may demonstrate that changes are appropriate and
mutually desirable in the Existing Development Approvals. In the
event Developer finds that a change in the Existing Development
Approvals is necessary or appropriate, Developer shall apply for
a Subsequent Development Approval to effectuate such change and
City shall process and act on such application in accordance with
the Existing Land Use Regulations, except as otherwise provided
by this Agreement. If approved, any such change in•the Existing
Development Approvals shall be incorporated herein as an addendum
to Exhibit "B", and may be further changed from time to time as
provided in this Section. Unless otherwise required by law, a
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change to the Existing Development Approvals shall be deemed
"minor" and not require an amendment to this Agreement provided
such change does not:
whole; or,
(a) Alter.the permitted uses of the Property as a
(b) Increase the density or intensity of use of the
Property as a whole; or,
(c) Increase the.maximum height and.size of.permitted
buildings; or,
(d) Delete a requirement for the reservation or
dedication of land for public purposes within the -Property -as a
whole; or,
(e) Constitute a project requiring a subsequent or
supplemental environmental impact.report:pursuant to Section
21166 of the Public Resources Code.
4.8 Application of Subsequently Revised Construction Codes.
Improvement standards and specifications set forth in
the .City building, plumbing, mechanical, electrical, fire and
grading codes that are revised during the term of this Agreement
shall apply to the Development of the Property pursuant to this
Agreement -provided -that:. (a) such standards and specifications
apply to all development within the City; (b) their application
to the Property is prospective only, applying only to
applications for building and other development permits or
approvals of tentative subdivision maps -not yet accepted for
processing; and (c) any future amendment to the grading code
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which materially reduces the amount of land within the Property
which can be utilized for structures and improvements or which
materially increases the amount of open space within the Project
shall not be applicable..to.the Project.
4.9 Enforcement.
Unless amended or canceled, this Agreement shall be
enforceable by any party to it and shall be controlling for the
purposes of the vested land use entitlements for.the.Property,
notwithstanding any Subsequent Land Use Regulation adopted by
the City which might otherwise be applicable to the Property.
In the event of an emergency, declared by the City Council,
creating a danger to health and safety which would prevent or
preclude compliance with any provisions of this Agreement, such
provisions may be modif.ied.or.suspended during:the period of
such emergency. However, if such modificationlor suspension
substantially deprives any of the Parties of the
bargained -for -benefits of this Agreement, such Party may
terminate this Agreement because of that frustration of purpose.
Any termination by Developer or an assignee of Developer
pursuant to this Section 4.9 shall be effective only as to the
obligations of the terminating Party and shall not effect a
termination of this Agreement as to all remaining Parties. Any.
Party terminating -this Agreement pursuant to this Section 4.9
shall provide..written notice,.of such termination to all other
Parties.
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4.10 Public Benefits.
The City, by entering into this Agreement, will
receive the benefit of .land dedications, developer fee payments,
the construction.and installation of various public
infrastructure facilities, and cessation of airport operations
in accordance with this Development Agreement. Developer's
obligation to dedicate land, pay fees, provide such facilities,
and cease airport operations is in c,onsideraticn of and subject
to receipt by Developer of the benefits of this Agreement.
4.11 Applications.
City agrees to accept for processing and expeditious
review all applications for Subsequent.Development Approvals in
accordance with the Development Plan and this Agreement and to
promptly commence and diligently proceed to complete the review
of all such applications. City shall inform.Developer, upon
request, of the necessary submission requirements for each
application for a Subsequent Development Approval and the time
necessary for review of. such application by the appropriate
authority. Subject to (a) Developer's compliance with this
Agreement; and (b) payment of the usual and customary processing
and.plan.check fees and charges for such applications, permits
and certificates, City shall issue to Developer, upon application
therefor all necessary building permits, occupancy certificates,
or other.required permits for the construction, use and occupancy
of the Project, or any portion thereof, as,applied for, including
connection to all utility systems under the City's jurisdiction.
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No application once lawfully approved by the City
shall be subject to subsequent disapproval, and no plan or
document shall be disapproved for reasons which are inconsistent
with the terms of a previous plan or document approval. Any
disapproval by the City shall state in writing the reasons for
disapproval.
4.12 Cooperation in Securing Approvals.
The City agrees to fully cooperate with Developer in
securing all permits, licenses, approvals or consents which may
be required by City or other agencies having jurisdiction over
Development of the Property. City further agrees that no
additional conditions or Development Exactions, whether or not
authorized by this Agreement, shall be imposed on any part of
the Project for which building permits have been issued.
4.13 Development Exactions.
Except as expressly set forth in this Agreement, no
Development Exaction shall be required by City of Developer in
connection with the Development of the Property except as
authorized by the Development Plan. Notwithstanding the
foregoing limitation, Development of the Property shall be
subject to a Subsequent Land Use Regulation imposing a fee for
the mitigation of traffic impacts. The Parties acknowledge that
City is presently preparing a traffic impact mitigation fee
ordinance.
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S. RESTRICTION ON SPECIAL DISTRICTS.
City and Developer agree that during the term of this
Development Agreement, no special tax or assessment district
within the Property, other than as exists prior to the Effective
Date of this Agreement, will be created by the City or any agency
or instrumentality of the City, unless Developer expressly then
grants such authority and concurs in the creation of said
district and the terms and conditions of assessments or special
taxes to be levied thereunder. The foregoing limitation shall
terminate upon expiration of this Agreement, and shall not apply
to any assessment district created by the City that includes the
entire City or any special tax or assessment that is intended to
be applied on a citywide basis to all properties within the City.
6. REVIEW FOR COMPLIANCE.
6.1 Periodic Review.
The Director of Planning shall review this Agreement
annually, on or before the anniversary of the Effective Date, in
order to ascertain the good faith compliance by.Developer with
the terms of the Agreement. Developer shall submit an Annual
Monitoring Report, in a form reasonably acceptable to the
Director of Planning within 30 days after written notice from the
Director of Planning. The Annual.Monitoring Report shall be
accompanied by an annual review and administration fee sufficient
to defray the costs of review and administration of the
Agreement. The amount of the annual review and administration
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fee shall be set by the City but shall not exceed the reasonable
costs incurred by City in review and administration of the
Agreement.
6:2 Procedure.
(a) Upon completion ofa periodic review, the Director
of Planning shall submit a report to the City Council setting
forth the evidence concerning good faith compliance by Developer
with the terms of this Agreement and:his recommended finding on
that issue.
(b) If the City Council finds on the basis of
substantial evidence that Developer has complied in good faith
with the terms and conditions of this Agreement, the review shall
be concluded.
(c) If the City Council makes a preliminary,finding
that Developer has not complied in good faith with the terms and
conditions of this Agreement, the City Council may modify or
terminate this Agreement as provided in Section 6.3 and Section
6.4. Notice of default as provided under Section 7.3 of this
Agreement may be given to Developer prior to or concurrent with,
proceedings under Section 6.3 and Section 6.4.
6.3 Proceedings.Upon.modification:or Termination.
If, upon a preliminary finding under Section 6.2, City
determines to proceed with modification or termination of this
Agreement, City.shall give written notice to Developer of such
intention. The notice shall be given at least ten calendar days
prior to the scheduled Hearing and shall contain:
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(a) The time and place of the hearing;
(b) A statement as to whether City proposes to
terminate or to modify the Agreement and the nature of any
proposed modifications;.and,
(c) Such other information as is reasonably necessary
to inform Developer of the nature of the proceeding.
6.4 Hearing on Modification or Termination.
At the time and place set for the hearing on
modification or termination, Developer shall be given an
opportunity to present oral and written testimony. If the City
Council finds, based upon substantial evidence, that Developer
has not complied in good faith with the terms and conditions of
the Agreement, the City Council may terminate.this Agreement or
modify,this Agreement.. The decision.of the City Council shall be
final, subject to judicial review pursuant to Section 1094.5 of
the Code of Civil procedure or as otherwise provided by law.
6.5 Certificate of Agreement Compliance.
If at.the conclusion of a.Periodic Review, Developer
is found to be in compliance with this Agreement, City shall,
upon request by Developer, issue a Certificate of Agreement
Compliance ("Certificate") to Developer stating that after the
most recent Periodic Review and based upon the information known
or made known to the Director of Planning and City Council that
(1) . this Agreement -remains. -in effect. and• (2) Developer is not in
default. The Certificate shall be in recordable form and shall
contain information necessary.to communicate constructive record
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notice of the finding of compliance. Developer may record the
Certificate with the County Recorder.
7. DEFAULT AND REMEDIES.
7.1 Cumulative Remedies.
Each of the,Parties:hereto may.pursue any.remedy at law
or equity available for the breach of any provision of this
Agreement. Any Party may.institute legal action to cure correct
or remedy any default, to enforce any covenant or agreement
herein, or to enjoin any threatened or attempted violation of
this Agreement, including suits for declaratory.relief, specific
performance and relief in the nature of mandamus. All of the
remedies described above shall be cumulative and not exclusive of
one another, and the exercise of any one or more of the.remedies
shall not..cons.titute a.waiver or election with respect to any
other available remedy.
7.2 Cooperation in the Event of Legal Challenge.
In the event of any legal action instituted bya third
party, including.any other governmental entity or official,
challenging the validity of this Agreement or any Development
Approval granted pursuant to this Agreement, the Parties hereby
agree to cooperate fully,with each other.in defending such
action; provided, however, that each Party shall bear its own
costs -and legal expenses in_defendingsuch action.
7.3 Termination,of Agreement for Default of Developer.
City may terminate this Agreement for any failure of
Developer to perform any material duty or obligation of Developer
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under this Agreement (hereinafter referred to as "default");
provided, however, City may terminate this Agreement only after
providing written notice to Developer of.default setting forth
the nature of the default and the actions, if any, required.by
Developer to cure such default and, where the default.can be
cured, Developer has failed to take such actions and cure such
default within 60 days after the effective date of such notice
or, in the event that such.default cannot be cured within such 60
day period but can be cured within a longer time, has failed to
commence the actions necessary to cure.such default within such
sixty (60)-day period.and to diligently proceed to.complete-such
actions and cure such default.
7.4 .Termination of Agreement for Default of Citv.
Developer may,.:terminate this Agreement in the event of
a default by City in the performance of a material term of this
Agreement and only after providing written notice to City of
default setting forth the nature of the default and the actions,
if any, required by City to cure such default and, where the
default can be cured, City has failed to take such actions and
cure such default within 60 days after the effective date of such
notice or, in the event that such default cannot be cured within
such 6.0 day period but can be cured within a longer time, has
failed to commence the actions necessary.to.cure such default
within such 60 day period and to diligently proceed to complete
such actions and cure such default.
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7.5 No Cross -Defaults.
In the event of a default by Developer which default
adversely impacts the Development of that part of the Property
owned by non -defaulting Parties, such default.shall not
constitute a default.hereunder.by such non -defaulting Parties as
to such part of the Property.
7.6 Attorneys' Fees.
In any action or proceeding brought by any Party to
enforce any provision of this Agreement, or otherwise arising
under this Agreement,. the prevailing party shall be entitled to
reasonable attorneys' fees and all costs, expenses and
disbursements in connection.with such action or proceeding,
including the costs of reasonable investigation, preparation and
professional.or.,expert-consultation, which sums may be.included
in any judgment.or decree.entered in such -.action in,favor of the
prevailing party.
8. ENCUMBRANCES OF THE PROPERTY.
The Parties hereto agree that this Agreement shall not
prevent or limit Developer, in any manner, at Developer's sole
discretion, from encumbering the Property, or any part thereof or
any improvement thereon, by any Mortgage. City acknowledges that
Mortgagees may require certain Agreement interpretations and
modifications and agrees upon request from time -to -time, to meet
with Developer .and representatives of such Mortgagees to
negotiate in good faith any such request for interpretation or
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modification. City will not unreasonably withhold its consent to
any such requested interpretation or modification. Any Mortgagee
of the Property shall be entitled to the following rights and
privileges:
(a) Neither entering into this Agreement nor a breach of
this Agreement shall defeat, render invalid, diminish or impair
the lien of any Mortgage made in good faith and for value, unless
otherwise required by law.
(b) Any Mortgagee which has submitted a request in writing
to the City in the manner specified herein for giving notices,
shall be entitled -,to receive -written notification from City of
any default by Developer in the performance of Developer's
obligations under this Agreement.
(c) If City timely:receives-a request from.a Mortgagee
requesting a copy of any notice of default given to Developer
under the terms of this Agreement, City shall provide a copy of
that notice to the Mortgagee within ten (10) days of sending the
notice of default to Developer. The Mortgagee shall have the
right, but not the obligation, to cure the default during the
remaining cure period allowed such party under this Agreement..
(d) Any Mortgagee.who comes into possession of the
Property, or any part thereof, pursuant to foreclosure of the
Mortgage, or deed in lieu of such foreclosure, shall take the
Property, or part thereof, subject to.the terms of this
Agreement. Notwithstanding any other provision of this Agreement
to the contrary, no Mortgagee shall have an obligation or duty
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under this Agreement to perform any of Developer's obligations or
.other affirmative covenants of Developer hereunder, orto
guarantee such performance; provided, however, that to the extent
that any covenant to be performed.by Developer is a condition
precedent to the performance of a covenant by .City, the
performance thereof shall continue to be a condition precedent to
City's performance hereunder.
9. MISCELLANEOUS PROVISIONS.
9.1 Authority to Execute.
9.1.1 City. By the execution hereof, City confirms
and acknowledges that City, acting through its City Council and
the City Planning Commission have complied in full with the
requirements of Section 65867 of the Government Code for -public
hearing and the giving.of notice ofintention to consider
adoption of this Agreement, and that this Agreement has been
approved by ordinance as required by Section 65867.5 of the
Government Code. City warrants and represents that the City has
given all notices, held all hearings and complied with all other
procedures required to make this a valid agreement.
9.1.2 Developer. The persons executing this
Agreement on behalf of Developer warrant and represent that they
have the authority to execute this Agreement and represent that
they have the authority to bind.Developer to the performance of
ita obligations hereunder.
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9.2 Consent. Where the consent or approval of a Party is
required or necessary under this Agreement, such consent or
approval shall not be unreasonably withheld.
9.3 Interpretation and Governing Law.
This Agreement :and.any.dispute arising hereunder.shall
be governed and interpreted in accordance with the laws of the
State of California. This Agreement shall be construed as a
whole according to its fair language and common meaning to
achieve the objectives and purposes of. the Parties hereto, and
the rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not be employed in
interpreting this Agreement., all parties having been represented
by counsel in the negotiation and preparation hereof. This
Agreement is.intended:to:bind future members•of .the City Council.
The Parties understand -and agree that.this Agreement is not
intended to constitute, nor shall it be construed to constitute,
an impermissible attempt to contract away the legislative and
governmental functions of,the City.:
9.4 Construction.
As used in this Agreement, the masculine, feminine or
neuter gender -.and the.singular or plural numbers shall each be
deemed to include the other whenever the context so indicates.
All section readings and subheadings are inserted for convenience
;'_ only.and shall not affect-any.construction:or interpretation of
this Agreement..
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9.5 Covenant of Good Faith and Fair Dealing.
Neither Party shall do anything which shall have the
effect of harming or injuring the right of the other Party to
receive the.benefits of this Agreement; each.Party shall refrain
from doing anything which would render its•.performance.under this
Agreement impossible; and each Party shall do.everything which
this Agreement contemplates that such Party shall do to
accomplish the objectives and purposes of this Agreement.
9..6 Enforced Delay and Extension of Times of Performance.
In addition.to specific -provisions of this Agreement,
performance by either..Party hereunder shall not be deemed to be
in default where the failure or delay in performance is due to
war, insurrection, strikes, walkouts, shortages of necessary
building materials,riots, floods; earthquakes, fires,
casualties,. Acts of God, governmental restrictions imposed or
mandated by other governmental entities, enactment of conflicting
state or federal laws or regulations, judicial actions (such as
restraining orders. or injunctions), or other, causes beyond the
Party's control. If any such events shall occur, the term of
this Agreement.and the time for performance by either Party of
any of,its,.obligations_::hereunder shall be extended for the period.
of time that,such events prevented such performance, provided
that.the term of this Agreement shall not be extended under any
circumstances. .for more than,, five (5) years:.
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9.7 Entire Agreement.
This Agreement sets forth and contains the entire
understanding and agreement of the Parties, and there are no oral
or written representations,.understandings or ancillary
covenants, undertakings.or agreements,which'are not contained .or
expressly referred to herein. No testimony or evidence of any
such representations, understandings or covenants shall be
admissible in any proceeding of any kind or.nature to.interpret
or determine the terms or conditions of this Agreement.
9.8 Further Actions and Instruments.
Each of the Parties shall cooperate with and provide
reasonable assistance to the other to the extent contemplated
hereunder in the performance of all obligations under this
Agreement and,the.satisfaction of the_conditions'of this
Agreement.. Upon the request -of either Party at anytime, the
other Party shall promptly execute, with acknowledgment or
affidavit if reasonable required, and file.or record such
required instruments and writings and take,any actions as may be
reasonably necessary under the terms of this Agreement to carry
out the.intent and to fulfill the provisions of this Agreement or
to evidence-.or.consummate the transactions contemplated by this
Agreement.
9.9 Time of Essence.
Time,is of the essence in the performance of the
provisions of this Agreement as to which time is an element.
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0
9.10 No Third Party Beneficiaries.
This Agreement is made and entered into for the sole
protection and benefit of the Parties and their successors and
assigns. No other person.shall have any right of .action based
upon any provision in this Agreement.
9.11 No Waiver.
No delay or omission by either Party in exercising any
right or power accruing upon noncompliance.or failure.to perform
by the other Party under the provisions of this Agreement shall
impair any such right or power or be construed be a waiver
thereof. A waiver by -either Party of -any of the covenants or
conditions to be performed by the other Party shall not be
construed as a waiver of any future breach or nonperformance of
the same or other..covenants and conditions,hereof.
9.12 Project as a Private Undertaking.
It is specifically understood and agreed by and between
the Parties hereto that the Project is a private development,
that neither Party is acting as the agent of the other in any
respect hereunder, and that each Party is an independent
contracting entity with respect to the terms, covenants and
conditions contained,in.this Agreement. No partnership, joint
venture or other association of any kind is formed by this
Agreement. The only relationship between.•the City and Developer
is that.of a government.entity regulating the development of
private property and the owner of such private property.
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9.13 Releases.
City hereby covenants and agrees that upon completion
of the Project as required under this Agreement with respect to
the Property, or any part thereof, City shall execute and .
deliver to the Orange County Recorder an appropriate release of
further obligations under this Agreement.
9.14 Severability.
If any term, provision, covenant or.condition.of this
Agreement shall be determined invalid, void,.or unenforceable,
the remainder.of..this Agreement shall not be affected thereby to
the extent such remaining provisions are not rendered impractical
to perform taking into consideration the Purposes of this
Agreement. In the event that all of any portion of this
Agreement is found to be unenforceable, this Agreement or that
portion which is found to be unenforceable shall be deemed to be
a statement of intention by the Parties; and the Parties further
agree that in such event they shall take all steps necessary to
comply with such public hearings and/or notice requirements as
may be necessary in order to make valid this Agreement or that
portion which is.found to be unenforceable.
9.15 Successors and Assigns.
The burdens of this Agreement shall be binding upon,
and the benefits of the Agreement inure to, all successors in
interest and assigns of the Parties to this Agreement.
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9.16 Tentative Tract Map Extension.
In accordance with Section 66452.6 of the Government
Code, tentative tract maps and tentative parcel maps processed
for Development of the Property pursuant to this Agreement may be
extended for any period of time not extending beyond the'term of
this Agreement. City shall not add any new conditions of
approval to a tentative tract map extension or tentative parcel
map extension.
9.17 Integrated Project.
City acknowledges, by imposing the phasing plan for
dedications of land and completion of the.public infrastructure
and utility improvements as provided for, and executing this
Agreement for the Project as a whole, that the Project is and
shall be considered a single, integrated development project and
that each component of the Project is dependent-upon.the
completion and occupancy of each other component, and that the
viability of each component of the Project is and shall.be
dependent upon the completion and occupancy of each other
component and the full performance of this Agreement.
9.18 Recordation of Agreement.
This Agreement and any amendment or cancellation
thereof shall be recorded with the County Recorder by the City
Clerk within the period required by Section 65868.5 of the
Government Code.
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IN WITNESS WHEREOF, the parties have duly signed this
Agreement as of the date first written above.
"CITY"
ATTEST: CITY OF HUNTINGTON BEACH,
a munic al cor ration
By:
By. By.
Its : 'City Clerk 3�l its: Mayor Pro Tem
ot,
"DEVELOPER"
CATELLUS RESIDENTIAL MEADOWLARK, LLC
a Delaware limited liability company
BY:
Bruce D'Eliscu
APPROVED AS TO FORM:
Ci` AvAttorney
,o
Reviewed And Approved:
621, 5dplz�
City administrator
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STATE OF CALIFORNIA
ss .
COUNTY OF Viler
On J Mb ZU 1 2O06before me, [Chef e
a Notary Public, personally appeared 6eUW'b' (lS
personally known to me o f
sata,sfac orT Pvidence to be the person �ff whose name (z'rare
0/she/they
scribed to the within instrument and acknowledged to me that
executed the same in Li:-
,)/her/their authorized
capacity(i-e , and that by ,(fiD/her/their signature( on the
instrument the personk<, or the entity upon behalf of which the
person,zs acted, executed the instrument.
W TNESS my harfi and official seal.
[SEAL]
GWWddM# 126M
kft1► N* - oallM to
ounty @WCM"-8*WAw6.Mjc
1957140
6/26/00
140268-0001
CALIFORNIA ALL-PURPOR ACKNOWLEDGMENT
State of
Coog
County of
On 3 /, 1) before me, X�/ZG� .C.4
Date Name and Title of O icer (e.g., "Jane
personally appeared G3"d C SYYys.c.G
Name(s) of Signer(s)
S�personally known to me
❑ proved to me on the basis of satisfactory evidence
to be the persor4owhose nam®s are ubscribed to the
within instrument and acknowledged to me that e
executed the same i thhei authorized capacity es
and that by 4itheirIsigna7u_rba on the instrument the
person(5 or the entity upon behalf of which the persor(so
ELIZABETH ERRING acted, executed the instrument.
f Commission # 1150021
Z Notary Public -California ; WITNESS my hand and official seal.
Orange County
My Comm. Expires Aug 29, 2001
Signature of Not Public
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 15
Title or Type of Document:
IG"G,
Document Date:
Signer4<Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: +%rJYy1 , �
❑ Individual
k� Corporate Officer
Title(al: blAe2 dAa,_e.
❑ Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other: Top 6kthumb here
Signer Is Representing:
Numberof Pages:+
Signer's Name:
❑ Individual
Corporate Officer
Title(s.-
❑ Partner — ❑ ited General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator IlU
❑ Other: �Tof
thumb here
Signer Is Representing:
0 199614ational Notary Association • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7194 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827
EXHIBIT "A"
Legal Description of the Property
1957140
6/26/00
140268-0001
A UNIT OF TENTATIVE TRACT NO. 15469
48.362 ACRES
6 NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH 0
DATE OF SURVEY: MAY, 1993 AND MAY, It"
BLOCK: 5745
MODULE 07
OWWRSHIP CERTIFICATE
TRACT NO. 15470
IN THE CEI OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CAUFORNIA
RONC A SUBDIVISION OF PARCELS 1. 2 3 AND 4 OF PARCEL MAP 41 92-228 AS 940" ON MAP FILED N
PARCEL MAP BOCK 280. PAGES 13 TO 35 NCU9VE. TOGETHER NTH PLAZA LAME AND ROOSEVELT LANE
AS 910'M ON SAID PARCEL YAP NO., 92-228, RECORDS OF ORANGE CLXINTY, CALIFORNIA,
MDS CONSULTING MAY, 1999 GARY W. DOKICH, LS. 4693
TIE, THE UNOERSIM. BEND ALL PARCELS HAVNC ANY RECORD IIRt INTEREST N THE LAID C01fMD BY
THIS MAP, DO -HEREBY CONSENT TO THE PREPARATION AND RECORDATION OF SAID MAP, AS SHOWN LWTMN THE
DISTINCTIVE BORDERLINE. WE HEREBY DEDICATE TO, THE PUBLIC FOR STREET PURPOSES HEIL AVENUE PLAZA
LINE PEARCE DICK AND ROOSEVELT LINE. It ALSO HEREBY DEDICATE TO THE CITY OF H WTW70N BEACH:
1. LOT 1 IN FEE SIMPLE FOR PUBLIC PARR PURPOSES
2 THE DOMESTIC WRIER SYSTEM AD.APPURTDRA DIES AS SNOW ON TIE IMPROVEMENT PANS FOR THS TRACT.
3. THE 200 FOOT EASEMENT FOR PUBLIC UTIITY PURPOSES AS SHORN ON SAD MAP.
WE ALSO HEREBY RELEASE AND RELUIQ ASH TO THE CRY OF HLNTINCTRL BEACH
I. ALL VEHICULAR ACCESS RIGHTS TO HEAL AVENUE NO PLAZA LANE DWI AT LOCATIONS APPROVED BY
THE PLANNING COMMISSION.
CATTSLUS RESIDENTIAL MEADOMARX. UA A DELAWARE LIMITED LIABILITY COMPANY, DIRER
BY: CATELLUS RESDDMAL MR, NC., A CNJFORRIA CORPORATION. ITS MEMBER
BY: BY: O� L19r—•
Ow T. LEHIAN BRUCE 0
EXECUTIVE VICE PRESIDENT SENIOR VICE PRER"T
HOUSING CAPITAL COMPANY A MNNESOTA PARTNERSHIP AS BENEFICIARY UNDER DEED OF TRUST RECORDED
MAY 4. 1919 ASN NS UEENT NO. 19M326916 a OFTTCAL RECORDS
BY: is"" " BY:
RUSS WAEWAN
VICE PRESIDENT
NOTARY ACpKMnCYE
STATE a('x(:�ornTT+
COUNTY OF F�)f'a A"7 )) SS
ON TH it.-hoAr a 1999, BVORE AF UI�IdaM.GiennGlh/ . A NOTARY PUBIC N
AND FOR SAID STARE Y APVFAaPF� D c r E + Ah
R
IEINT THE PERS011(S), OR TNF ENTIIT' UPON BE}tAF a rIRaN 1HE PERSONS ACTED, ED¢T.urED THE
INSTRUMENT.
WMESS MY "NO.
MY PRINCIPAL PLACE OF BUSIRM IS
NOTARY PUBLIC N ARID FOR YID STATE N n r c now COUNTY
Ueda M. Clzb-i"t(FIR MY cOMMIS9DN EXPIRES 12 O r
PRINT NAME
STATE OF
COUNT' OF ��,yy D.GOAH/�E� )) A
ON T6�LAY OF , 1999, BEFORE ME. "PA-'w -A NOTARY PUBLIC N
AND FOR SAID STATE PERSOM41Y APPEARED '; W
PERSONALLY KNOWN TO ME (OR MMD TO ME ON THE BASIS OF SATISFACTORY MOENCE) TO BE THE PERSONS)
WrIOSE HIME(S3 IS/ARE SLIBSCRIBED TO THE WHIN DOCUIFD THE SAW N ��MER/rHEIRR AUTHORIZED GAPAWY(IES). AND THATHSAND D/NER/TWER WKTI fE( TO WE THAT O N
THE INSTTWJIEElNr THE PEFt56N(S). OR THE ENTITY UPON KK49 OF WHOP THE PERSONS ACTED. EXECUTED TIE
K6TRUMM.
WINIESS MY HIND
MY PRIRIP a TKA9NNFSs IS
ART PUBLIC P AIO FOR SAD $LATE M �'�ACOUNTY
A�i97�i�/c�/.I MBewE.✓ MY COMMIssoN EXPRES / c
PRINT NAME
HONE.
-TU TRACT MAP IS FOR FI VCM/WWVEWICE PUIkPWS MY, NO THE 1.071 CREAED BY THIS
TRACT MAP APPROAL ARE NOT LUAU QAODK SRTES'
�9.�94n
ALL LOTS CREATED BY TM MAP APO Atl 9U88E0UEMT
MAPS OVEW THESE LOTS WALL COMPLY WITH THE FNDOM AND COMM" OF APMOAL FOR
T VIM TRACT MAP 1544 CONDITIONAL RISE PERM NCI 97.80 AND WE"TTVE DECLARATION 97•D
SS
SHIM 1 OF 7 SHEETS
ACCEPTED AND FILED A' THE
REQUEST OF
FIRST AMERICAN TITLE NSRANGE COMPANY
DATE -DST for tft5
TIME l i q•�..l�_,,, -FEE �_�,� � .0�0
NSmmxT i 1'f l tL-E.1(Y�L�Z.=-
BOON Z rf j PAGE M `i(
NARY L OUKNLLE
i EC UDER
SURVEYOR'S STATEMENT DEPUTY
I HEREBY STATE THAT THIS MAP OWS!" O OF 7 9#FIS CORPECICY REPRESENTS TRUE AND COMPLETE
SURVEY AS 940" MADE N MAY. 199E AND N MAY. 19M KKS MADE BY ME 00 UNDER MY CRECROt
THAT THE MONUWNTS ARE OF TFE CWNACTER AID OCCUPY (OR CULL OCCUPY) THE POSITION; INDICATED
BY SAID MAP. AND THAT SAD MOWNDNIS ARE (CR WILL BE) SUFFICIENT TO ENABLE THE SUR2Y TO BE
RETRACED.
�i-
GARY W. DOOM' o z
UCENSED LAND SWVDM NO. 4693
MY LICENSE EXPIRES: 9/30/99
ter,
COUNTY' SURVEYOR'S STATEMENT
I HUM STATE THAT I NAVE EXAMINED THIS MAP AID HAVE FOUND THAT ALL MAPPING PMISGR
OF THE SIBDLV4M MAP ACT HAVE SEEN COMPLIED WTDI AND AM SATISFIED SAID MAP IS TECMOCALLY
CORRECT RELATIVE TO THE /TTRAAC__TT� MAP BOUNDARY,
. ! DAY O4.G7�C�L . 1999. 7
DATED THIS WI
By:
JOHN CAN�RV" N►o
ROBERT ELINEK;DEPUTY COUNTY SURVEYOR MMr,WMOAa
CITY ENGINEER'S STATEMOR CFCs&
I HEREBY STATE THAT I WV'E EXI'MED THIS MAP AND HIVE FOUND ITTO BE SUBSTANILALY N .
CONFORMWCE WITH THE TENTATIVE MAP. F RECU ILA. AS FILM WIN, AMENDED AND APPROVED BY
THE CITY PLANNING CONOSSION; THAT ALL PROVISIONS OF THE SU PASCH MAP ACT AND CUT• SUDIVI OM
REQAATIONS HAVE BEEN COMPLIED WIM NO THE MAP IS TECH?CALY CORRECT N ALL RESFECTS NOT
STATED TO Or THE COUNTY SLUR4WR.
DATED IRS L DAY aJFVA*-At!. 1999 ..�
ROBERT E. EICNLATT, R.C.E. 20921
EXPIRES 9/30/2001 • A . CITY ENGINEER ENGINEER OF THE CRY OF HNINUM BEACH ,
CiTY PUNNING COMMISSION CERTIFICATE
L HOWARD ZELEFSKY, SECRETARY TO THE PLANNING C MMISSICH OF THE CITY OF HUNTNGTON SE/CH.
CALFORNiA DO HEREBY CERTIFY TENT I WINE EXAYNED THIS MAP NO FMVE FOUND IT TO BG
SUBSTANTIALLY THE SAGE AS THE TENTATIVE MAP AS FEED WITH. AMENDED AND APPROVED BT THE
NUNTMCION BEACH =ftAO WG COMNW"014.
_ DATED THIS _ DAY OF j&fbhbf-' , 1999. -7
SECRETARY TO THE PLANHO COMMISSION % I.'
CITY CLERK'S CERTIFICATE
STATE OF CAODPW )
CITY OF HLNTINGTON BEACH ) A
COURT OF ORANGE )
I HEREBY CERTIFY THAT THIS MAP llS PRESENTED FOR iD ibE L'QLUKl a 4 NiMRTd1
BEACH AT A REGULAR MEETING THEKOF HELD ON THE WY 0 RFC QR_C1999. 40 TMIT
THEREUPON SAID COUNCIL DD. BY AN ORDER MAY PASSED AND ENE ARP. YD WP AND 010
ACCEPT ON BDw OF THE PUBIC. SIBEGT TO 9RRmmENR. TIE DEDcam FCR STREET PURPOSES
OF HEL AVENUE• PLAZA LAZE. FARCE DRIVE AD ROOSEVIIT LAME WRMN THE BOM)ARY 0' THIS MMAP:
AO DID ALSO ACCEPT ON BEHALF Or THE CITY OF HUNTIICTON BEACH:
1. L04 1 N FEE PARE FOR RAW PAR( PIRF%[S AS CANhA
2. THE DOMESTIC WATER SYSTEM AND APPURRIANCES AS DEDICATED.
3. THE 2.00 FDOT EASEMENT FOR PUIIUC UILM PURPOSES AS DED4ATM
4. ALL VEHICULAR ACCESS RIGHTS ID H CL AVENUE AND PLAZA LANE AS RELEASED NO RELINIMED.
NO DD ALSO APPROrE SUECT MAP PIRSUMIT TO THE PROVISIONS OF SECTION 0" (a)(3XA) OF
.. THE SAROMSON IMP ACT.
WE ALSO HEREBY ABANDON, PIRSIJ" TO SECTION 66499.2D 1/2 NO SECTION 66446 (Q IF THE
SUBDIVISION MAP ACT. ALL STREETS AND EASEMENTS WTHII THE BOUNDARY O T14S Mw MICA WERE
AWURED BY THE Cm OF HNTI GTON BEAN PER PARCEL IMP NO. 92-228 AS SHIN % PARCEL
IMP BOOK 280, PACES 33 TO 35 "MUM RECODS O ORANGE COLNtt. CAUOMW W 940WN
ON TIC MAP.
DATED THIS,? - DAY a�[d&1�(. F999
BY.
COINS BROC"AY _ 7] DEPUTY —
Cltt CLFFK OF
SIGNATURE OWISSpNS:
PfiSW TO SECTION 66436 (DIES) OF THE SWISICN MAP ACT, TE FDLLDRBIC %PKIl1RES RAVE an OMITTED:
L ART K NEW AO LAY Y, HERO, TRUSTEES OF THE HMO FAAM.Y TRUST DIKED JANUARY 11. 1990
AND OTHM FINDER OF MINERAL RIGHTS RECORDED N INSTRUMENT MOS. 19990326812 TO
I999036815, ALL CIF OFFICIAL RECORDS.
2 THE CITY OF HARK M BEACH, HIDER OF AN EASDEM FOR STREET PURPOSES FOR ROOSEVELT LAZE AS
SOWN AD DEDICATED ON TIE MAP OF PARCEL MAP NO. 92-223 FILED N PARCa MAP BOOK 28D, PALES 33 TO
35 INMUSIVL
3 VARQA OTHERS OF RECORD, MOLDER O AN EASEMENT FOR PRIVATE ROADS AS SHOWN ON TRACT NO. 86 FKID
N BOO M PEES M NO 36 Of MISCELLANEOS. YAPS AND AS 90M ON PARCEL MAP W0. 92-228 RID N
PARM MAP BOCK 280. PONES 33 TO 33 INCLUSIVE. THE SRUFAiURE(S) OF SAID VARIOUS OWNERS ARE MPOS9fEE
OR WMCDCAL TO 08TAN DUE TD CHANCED CONDITIONS AND LONG OSUSE.
COUNTY TREASURER -TAX COLLECTOR'S CERTIFICATE
STATE OF GNIFOR)M )
COUNTY OF ORANGE I) ¢
I HEREBY BY CEWTWY THAT ACCORDING ID TIE. RaCOR05 Or MY II W 11411E AAE ND UFkS A MST TH
LAND COVERED BY THIS MAP OR ANY PART THEREOF FOR UNPAID S ATL COUNTY. MLNICPK OR LOCAL
TAXES OR SPECK ASSESSMENTS COLLECTED AS TAXES, EXCEPT TAILS OR SPECIAL ASSESSIENS
COLLECTED AS TAXES NOT YET PAYA9i.
AND DID ALSO CERTIFY TO IRE RECORDER OF ORAIIGE COUITY 11,07 THE PRNSONS OF TW 93KPA R
MAP ACT HAVE MIN COMBED ARM REGWOPIG DEPOSITS TO SECURE THE PAYMENT OF TAX OR SPECK
ASSESSMENTS CCUlgTED ASTAXES
.ONTH�E LAD GDVVI RED BY THIS MAP.
DATED RIs DAY aR f"1999
JOHN M. ■. MOOR" BY:
COUNTY TREASURLR- 0 ER - '¢ CAU CTOR
VV
TA
/175�
EXHIBIT "A"
NOV 151999
PAGE 1 OF 7
k
A UNIT362 ACRES OF TENTATIVE TRACT NO. ' °
8.362 4TRACT N 0 . 15470
6 NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROWN 0 IN THE CITY OF HUNTINGTON BELCH, COUNTY OF ORANGE. STATE OF CALIFORNIA
DATE OF SURVEY: MAY, 1993 AND MAY, 19" MOS CONSULTING MAY, 1999 DIARY W. DOKICH, L.S. 4593
BASIS OF BEARINGS:
THE BEAR910S SHOWN HEREON ARE B154D ON THE
BE'ARINC BETWEEN O.CS. HORTZONGL CONTROL STATION
GPS NO. 51ftS AND STATION CPS NO. 5102 BEING
NORTH 8728'SY WEST PER RECORDS ON ME N THE
OFFICE OF THE ORANGE COINTY WRYEYOR
DATUM STATEMENT:
COORDWM SHOWN ARE BASED ON THE CALIFORNIA
COORDINATE SON (CCS63) ZONE iL 1993 NOD.
(1991.35 EPOCH OCS GPS AOJU516ETT�
All DLSTM CM SHOWN ARE GROUND UNLESS OTHERWISE
NOTED. TO 09TAN GRID DISTANCES NIRIPLY MIND
DISTANCE BY 0.9999E197
GENERAL NOTES:
1. LOTS A TH RO1OM 0 ARE FOR OPEN SPACE PURPOSES
AND ARE NOT SEPARATE PAM SITS.
2. LOT 1 IS FOR PUBLIC PAW PURPOSES AND 6 NOT A ,
SEPARATE SA M SITE
3. LOTS 2 TPROM 8 ARE FOR CONVEYANCE PURPOSES
NO FOR FUTURE S WIVISIONN PURPOSES.
4. THE MTNCINE BORDOW BFMNOS APO DISTANCES
ARE MEIgNRED AND RECORD PER PA19CEL MAP NO.
92-22& P.M.B. 280/33 TO 35.
EASEMENT NOTES:
1. 'P.U.E' INDICATES PUBLIC V111 ' EASEM M DEDICATED
TO THE QTY OF HUNFTWGTON W".
2 NDMATES RESERVED FOR PRNAE STREET PURPOSES
3 Roars AN EASEMENT FOR PRVATE Room PER
TRICE N0. 86, MM. 10/35-36.
WS SWOH 5102
W. 2211233.9"
E. 001694 -m
FD. HD( BAR IN CITY OF HNINGTON BTAOH WU
MO4AOR PER CiiA, 2/45 t PM. NO 90-M6
ON. S1 , tACCEP RID AS r 1/4 COL SEC. 21.
MONUMENT NOTES;
1. • INDIGUTES FOUND MONU1,M AS NOTED.
2. ■ NDICATCS FOUND r FM PIPE TA=D'LS. 46.95, FIM OR A SPOKE:
AND WASHER STAMPED 'LS. 469S N ASPHALT, OR A LEAD AND TACK
TAGGED "tS 4895' N CONCRETE PER PARCEL MAP NO. 90-266.
P.M.B. 280/79 TO 32, AS NOTED.
3.0 INDICATES FOLIO f NON PPE TAGGED 'L S. 4693'• RUSH, OR A SPINE
AND WASHER STAMPED 'LS 469T N ASPHALT, OR A LEAD AND TACT!
TAGGED 'LS. 4693' N CONCRETE PER PARCEL MAP NO. 90-268.
PIM 280/29 TO 32, AS NOTED.
4. f IM PPE, TAGGED'LS. 4693' OR WIL AND TAG 'LS. 469T N
CONCRETE OR A SPIKE WITH WASHER STAMPED 'L.S. 409s N ASPHALT
PAVEMENT HAVING A TM70ESS OF f OR MORE TO BE SET AT ALL
TRACT BOUNDARY CORNERS WITHIN 90 DAYS AFTER THE ACCEPTANCE
OF INPROVEMENIS (NO MONUMENTS WILL BE SET FOR NfaE POTS.
CORNER CUTOFFS. B.C.S, E.C.S. P.C.C.S OR PRC.S THAT ABUT A
STREET W4CH ARE NOT TRACT CORNERS, UNLESS OTHOWSE NOTED).
5. - T' RON PIPE. TAGGED 'LS 4693' OR NAIL AND TAG 'LS 469s TO
BE SET AT ALL LOT CORNERS WTHN 90 DAYS AFTER THE ACCEPTANCE
OF b"ON MENR (NO MONUMENTS WWE BE SET FOR ANGLE POINTS
CORNER CUTOFFS. B S, E.C.S. P.C.C.'S OR PRC.S T1MT ABUT A
STREET "11CH ARE NOT LOT CORNERS HARKING SICO NES, UNLESS
OEHERMISE NOTED).
0. 0 NOICATES LOCATION OF SPAT WIN WASHER STAMPED 'LS 462f N
ASPF4ALT PAVEMW HAVING A TWWESS OF f OR MORE. OR IAA. AND
TAG, 'LS 4693' N CONCRETE TO BE SET WTHI N 90 DAYS AFTER
ACCEPTANCE OF NPROVEMENTS, UNLESS OTHERWISE NOTED,
^ M. 1' LP. TAG= L.S.
4693, DOWN 02
-•� N 8926'S0' r 96551'-•�
N D131•�16' E �-
'^ PJLL M 90-m
PJLK& 280/29.32
iA 3/4' LP.'R.CE 12W
S 7751'3V E, OJr, PR n
rPY NO. 90-20. PAR
260/29-32 t PA MO.
0-728, PMD. 280/JJ-3S
-N W277*221. W 44455�0�-/1�
4AAV. "m am �I
• R61L 203/41-411 b(
ED. SPWE t FEASTER SIA M
'LS 4RS PER PAL MG 260jJ3-55,
N e "mr r 263111' CIRWIO
PD. SPEC t TNISTER .... •...... .
_tus HEIR AVENUE STAFED'IS 4691. Na2.br SEE
N:
N er4s•Tf r uM.4i i�•---'
_._ N r
M. f iP. 'U 2321• PR P.M NO
9a26e, PAR 280/29-32 t P.M.
NO 97-2M, PYfl 280/33-5 -
9D-260. PJIIL M/I9-.II t PA
NO 92-228, PRA 260/33-35
TRACT HM 7808
D11L 238/2$-24 V4
b
IOTrN. IdND =
NOHADT 10 at SET PER
MD4U ENT I'll
NO 4.
i PME DRIVE
TL f LP. 'LS 4279' PER TR In 12206 ----
NY &/49-50, P.M. NO. 90-268• PAR
N B927S1• N
2ROr19-32 ! PY NO. 92-M PYH: W J31.W
2eo/3s-J:s
M 89'2751'
}45 42'
M 6527
SEE 9EBl r JS h P,^ I�•21.
' ...............
LOT C _
LOT D-
" LOT 2
eism AM
R•7100' L0172I'
Sf2nP i-
N 8778 W
M21l8'
w LOT
11
13
I
RK 339/14M23-24 M
R
II
S4 N 6927Sf N JJt.lI9' 3T 33.ar
PENa DRIVE R �
ennr, tr xs.47
I JO I
1m la3to LOT 6
I
10.028 AM
692rsr r se9D4' -
I
I L
I
='
Ih
b
LOT 5
UE �S 17C�
IJ46 ACS
3
Jpl
L•716r
49N•1f E
RAKE-PK
i2t
N15BA'3fQ-0,07
L•125.77
7I14'S?
67'SC3f3'3rE
'
1 I
N765Q W NS.Sr-iI
I I 1
DETAIL 8•
SCNE r• tar
A A TSTE (1ELOM TOR Y7NlAEMAtON NOTES)
CPS VA" SHOT
M• 22112=7
E. 801959 C9
NL Nm OF�(HBpM�ISCRM TLA/OR TN31
r
R P�
STAMPED'NB SLOVEr PER PQ WIWI
�2lS1,IR)................
NEET3NT4Dir3
t P.N. MO 90-268, DN. kV N LIEU OF t LP.
TAM 'RC2 10665 PER CS.1A 9-30.
simm'ts MaSlp 1
2.87
..
E bw.Tr tE
..... .LOT 0
N e7Ds4? ,
LOT 0 :
w
-LOT PI
LOT 3
/296 ACS
g
:
2.400T ACS
/
^$I �13 LOT 6
19 R I W HW P. 10028 ACS
13
LOT F : -LOT N
Ib Ib :e
TRACT M0. 96
FJ L KK 13/36-"
b
_
FD. WON ROD. NO
P.M. 21/11, Pm. I
. . ... . ..... .......... .......
_ N
I I <b
2 16A U-LDT M w e1T2rsr r
3 33LTC
90DY S
1 t SAB O4_ _ - - PAL N0. 92-126
Y�1•31tP `. PALL, 200/33-0.f'
ON ll6 SHEET k R :PAL Mm 92-M m L LOT 4
h �A & 290/3 46 � G
^' aJ153 A[S
40 o •4Q4915
11 U.
U 'Ls. 2e6r PER vm RD
1 MJI. 24 PM N0 90-M4
4'.Mfl 280/79- t P.M MO. 92-223,
PMA 260/3J-36
TRACT 1A0. �449
111E 44&*6-16
_
R.10i.W' l•72.6T
N �4r € � S � D'
�;
14 AMA t TAG u 4MJ M
�R 10019C' COIN OS'
LS 481 DORM DSOS
AM
RENT Kr;,.
M M27-A W IUZ'
/,�IN6
R•4&W L"6�'
N 2714'S91E bD,
I.15RS7f
P•4607 L.12S72•
9T
:LOTH
LOT J
LP. IA=
E GOWN 07' TRACT NM WW
r 611E
FD. WK t sASIER�PTJJrt
7116' M
LOT I.319ST3-35
E 09Ss 44V*-16
. •LS 4693' PER P.IL 92-220.SUPPED
lS 4693
t PJI. 90-160. P.MA 280/19-32
II 6P46'71W ,
M 89'2650' r 985.51'
`m. r Uiygpm
...... ..
.. ..-�••N 642r1r W 44530'. .
F0. r I.P. to m I
I, tS 4063.WNN OJ
SET DEUL'A'
I
LS. W31 DOWN OS'
LS 469.T. DON 0S
PAL MHO, 90-M
2W/2(a-U
�3r
ON THIS SWEET*,PJL4A
I
TRACT M0. 6490W...I
MI1l t03/4446
agPoar CIRCLE
EXHIBIT "A"
PAGE 2 OF 7
NOV 15 1999
i
z
0
E8
to
4 UN2T Of TENTATIVE TRACT W. iS,69 TRACT N 0. 15470 �" OF
SHEETS
4&362 ACRES
1 6 NUMBERED LOTS. AND LETTERED LOTS
LOTS A THROUGH 0 IN THE CITY OF HUNTINGTON BEACH. COUNTY OF ORANGE, STATE OF CALJFORNIA
DATE Of SURVEY: MAY. 1993 AND MAY, 1999 MOS CONSULTING MAY, 1999 OARY W. DOKICH LS. Ib93
.0
CURVE TABLE
-� NO CaTA koz AX Lo TM
3 1003'Or 294Aa 513r 23AT
e 3nr3r 19W 124r 1.4r e
9 990D'o0' 27M 42.41' I7.Oa
10 VOW 2e4,W 41er 21.er
11 3B1r4S 19,W 12Dr air
13 731'W 2%W IIJC' SST
14 3'4S'3i 25ow 16.43• e2r
Is n4vr 5 oa 20.93' lia
16 17"If 264-W XW 39.e7
aOVJ r.0
FO sw ! too f0- SP< ! Ml4fR
s is b9r HEIL AVENUE �r oil WSKR ° P 1�210� sT�,v�D Ls ,bar
�N B9'2BSYV 265121' �--
1 1
I I 1
N
j N B92a57V 6QW 1
J2B.12' - R
4/1' to I 3344r '
LOT A D0e6 Fc T fsy� I 4 +. LOT 0 uv nc w 3v zn44'
N 89•Ze'S3'V 27132' 'ef0� _ ��
N 49'23'45'V CAT
1 NIABY 39'E N 89'2853'V 27532'
19.89
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AIDS CONSULTING NAY, 1999 GARY W. DOKICH, LS. 4693
DATE OF SURVEY: MAY, 1993 AND MAY, 1999
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PAGE 6 OF 7
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A UNIT AC TENTATIVE TRACT NO. 15469 TRACT N O . 15 4'7 0
48 *A`NIT ACRES
6 NUMBERED LOTS: AND LETTERED LOTS
LOTS A THROUGH 0 IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CAUFORNIA
DAZE OF SURVEY: MAY, 1993 AND MAY. 1998 MDS CONSULTING MAY. 1999 GARY ' W. OOKICH, LS. 4693
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EXHIBIT "A"
PAGE 7 OF 7
NOV 15Im
I
I
EXHIBIT "B"
Existing Development Approvals
1. The Meadowlark Specific Plan Amendment (ZTA 97-04/ZMA
97-01), Conditional Use Permit 97-80, Tentative Tract Map.
No. 15469 and Negative Declaration 97-21.
1957140
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EXHIBIT "C"
Existing Land Use Regulations
1. The General Plan of the City of Huntington Beach as
amended through the effective date of the existing
Development Approvals.
2. The Huntington Beach Ordinance Code, as amended through
the effective date of the existing Development
Approvals.
Copies of the Existing Land Use Regulations listed above are on
file in the City of Huntington Beach Department of Community
Development and are incorporated herein by reference.
1957140
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I% -
EXHIBIT "D"
Meadowlark Airport Closure Plan
The Meadowlark Airport shall be closed in accordance with
the schedule set forth in this Closure Plan.
(1) On or before September 1, 1989, Developer shall take
all of the following actions:
(a) Terminate all airport operations, including, but
not limited to, all takeoffs, landings, and flight school.operations;
(b) Remove all signs which identify the Property as an
airport;
(c) Remove all airport wind socks, airport lights and
other pilot aids;
(d) Paint out all runway markings and mark the runway
with X's;
(e) Give all notices and take all other actions
required by the Orange County Airport Commission, the California
Department of Transportation and the Federal Aviation Administration
in order to terminate airport operations;
(f) Give all notices and take all other actions
necessary to remove all aircraft from the Property. In the event any
aircraft is not voluntarily removed by its owner, Developer shall
diligently take all steps allowed by law to remove such aircraft.
(2) As soon as possible after September 1, 1989, and in no
event later than September 8, 1989, Developer shall demolish and
remove the airport runway.
(3) Developer shall commence by April 30, 1990, and
complete by May 31, 1990, removal or demolition of all buildings
on the Property except the existing building located north of the
northwest corner of the Fernhill residential development (the
"Fernhill Building"). The Fernhill Building may be used for
purposes ancillary to Development of the Property such as
construction offices, material storage or equipment storage, but
the Fernhill Building shall not be used for any airport -related
purpose after September 1, 1989. The Fernhill Building shall be
removed or demolished. upon Development of that part of the
Property.
1957140
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140268-0001
0
16
of cgcc rn .off r THIS IMFOPMATinN
RECORD ING�� LESTED BY:
0
AND WHEN RECORDED MAIL TO:
fee L
TITLE OF DOCUMENT:
N
Recorded in Official Records, County of Orange
Gary Granville, Clerk -Recorder
IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII(IIIIIIIIIII�O FEE
20000571998 02:07pm 10/24100
106 3 Al2 59
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
CONFORMED COPY
Not Compared with Original
PHIS SPACE FOR RECORDER'S USE ONLY
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
(Additional recording fee applies)
RECORDING REQUESTED BY AND WHEN
RECORDED RETURN TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attn: Citv Clerk
Recorded in Official Records, County of Orange
Gary Granville, Clerk -Recorder
I Illlll IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII Nill IIIII NO FEE
20000490170 03:37pm 09119100
109 73 A17 58
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
o a
o
FIRST AMENDED AND RESTATED DEVELOPMENT
AGREEMENT
p a;
�Po o a�
M 04 Z
Q o
BETWEEN
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THE CITY OF HUNTINGTON BEACH
N 4 -)
. p q -,
AND
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u�
043
a
CATELLUS RESIDENTIALMEADOWLARK,
LLC
N
o
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44
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ro
49
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N -H r-i _p ro
a :5 4Ca Q O
This document is solely for the
;: as contem-
*
Code
a .nd s you."d EEC recorded
free oA Char@0.
1957144
6/26/00 g
140268-0001
Y:-------------- ---------_---------------
Ci v Cl 1 k
:j
1. DEFINITIONS.AND EXHIBITS .................................. 4
1.1 Definitions .......................................... 4
1.2 Exhibits ............................................. 8
2. GENERAL PROVISIONS ........................................ 8
2.1 Binding Covenants....................................8
2.2 Interest of Developer ................................ 8
2.3 Term of Agreement .................................... 8
2.3.1 Stated Term ..................................... 8
2.3.2 Extension of Term .............................. 8
2.3.3 Referendum on Enacting Ordinance ............... 9
2.4 Termination .......................................... 9
2.4.1 Events of Termination .......................... 9
2.4.2 Termination upon Sale of Individual
Parcels ........................................ 10
2.5 Closure of Airport .................................. 10
2.6 Assignment .......................................... 11
2.7 Amendment ........................................... 12
2.8 Notices ............................................. 13
3. CONFLICTS OF LAW ......................................... 14
3.1 Conflict with State or Federal Laws ................. 14
3.2 Notice and Copies .................................. 14
3.3 Modification Conferences ............................ 14
3.4 City Council Hearing ................................ 15
3.5 Cooperation in Securing Permits or
Approvals ........................................... 15
3.6 Challenge of New Law or Regulation .................. 15
4. DEVELOPMENT OF THE PROPERTY, .............................. 16
4.1_ Rights to Develop ................................... 16
i
195714v4
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140268-0001
4.2 Effect of Agreement on Land Use Regulations .........17
4.3 Timing of Development...............................17
4.4 Phasing Plan ........................................ 18
4.5 Initiatives. and Moratoria ...........................19
4.6 Environmental Review................................20
4.7 Changes and Amendments..............................21
4.8 Application of Subsequently Revised
Construction Codes..................................22
4.9 Enforcement..........................................23
4.10 Public Benefits.....................................24
4.11 Applications........................................24
4.12 Cooperation in Securing Approvals ...................25
4.13 Development Exactions...............................25
5. RESTRICTION ON SPECIAL DISTRICTS .........................26
6. 'REVIEW FOR COMPLIANCE....................................26
6.1 Periodic Review.....................................26
6.2 Procedure...........................................27
6.3 Proceedings Upon modification or
Termination.........................................27
6.4 Hearing on Modification or Termination ..............28
6.5 Certificate of Agreement Compliance .................28
7. DEFAULT AND REMEDIES.....................................29
7.1 Cumulative Remedies.................................29
7.2 Cooperation in the Event of Legal Challenge .........29
7.3 Termination of Agreement for Default of
Developer...........................................29
7.4 Termination of Agreement for Default of
City................................................30
7.5 No Cross-Defaults...................................31
ii
1957144
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140268-0001
7.6 Attorneys' Fees ..................................... 31
8. ENCUMBRANCES OF THE PROPERTY ............................. 31
9. MISCELLANEOUS PROVISIONS ................................. 33
9.1 Authority to Execute................................33
9.1.1 City .......................................... 33
9.1.2 Developer ..................................... 33
9.2 Consent ............................................. 34
9.3 Interpretation and Governing Law .................... 34
9.4 Construction ........................................ 34
9.5 Covenant of Good Faith and Fair Dealing ............. 35
9.6 Enforced Delay and Extension of Times of
Performance ......................................... 35
9.7 Entire Agreement ................................ '.... 36
9.8 Further Actions and Instruments ..................... 36
9.9 Time of Essence ..................................... 36
9.10 No Third Party Beneficiaries ........................37
9.11 No Waiver ........................................... 37
9.12 Project as a Private Undertaking .................... 37
9.13 Releases............................................38
9.14 Severability ........................................ 38
9.15 Successors and Assigns 38
9.16 Tentative Tract Map Extension .................... .39
9.17 Integrated Project..................................39
9.18 Recordation of Agreement ............................ 39
iii
1957144
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140268-0001
Exhibit "A" Legal Description
Exhibit "D" Existing Development Approvals
Exhibit "C" Existing Land Use Regulations
Exhibit "D" Meadowlark Airport Closure Plan
iv
1957144
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140268-0001
V
FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
AND
CATELLUS RESIDENTIAL MEADOWLARK, LLC
This First Amended and Restated Development Agreement
("Agreement") is made and entered into this 19th day of
June 2000, by and between the CITY OF HUNTINGTON BEACH, a
municipal corporation (the "City") and CATELLUS RESIDENTIAL
MEADOWLARK, LLC, a Delaware limited liability company (the
"Developer").
RECITALS
A. City is authorized to enter into binding
development agreements with persons having legal or equitable
interest in real property for the development of such property,
pursuant to Government Code section 65865(a).
B. Pursuant to Government Code section 65865, City
has adopted City Council Resolution No. 5390 and Resolution No.
6287 establishing rules, regulations and procedures for the
consideration of development agreements.
C. On March 15, 1999, the City Council, following a
noticed public hearing, approved the Meadowlark Specific Plan
Amendment (ZTA 97-04/ZMA 97-01), Conditional Use Permit 97-80,
195714A
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140268-0001
-1-
Tentative Tract Map. No. 15469 and Negative Declaration 97-21,
(collectively, the "Land Use Approvals"), and authorized City
planning staff to coordinate with applicant to initiate an
extension of the Meadowlark Development - Agreement ("Existing
Agreement") for three (3) years ("Extended Term"), subject to the
rules, regulations and procedures, and public hearing
requirements referenced herein.
D. On May 4, 1999, Catellus Residential Meadowlark,
LLC ("Developer") became the legal owner of certain uninhabited
real property consisting of approximately 45 acres generally
located approximately 500 feet north of Warner Avenue and south
of Heil Avenue, between Roosevelt and Graham. The property -is
more particularly described in Exhibit "A" attached hereto and
made a part hereof by this reference (the "Property")
E. On July 24, 1999, the term of the Existing
Agreement expired. The Parties thereto have agreed to amend and
restate the Existing Agreement and to extend the term of said
Existing Agreement for a period of three (3) years commencing on
July 24, 1999 and expiring on July 24, 2002, and the Planning
Commission has approved the Agreement on March 28, 2000
, and
the City Council has approved the Agreement on June 19, 2000.
F. City and Developerdesire to enter into this
Agreement in order to assure development of the Property in
accordance with the Land Use Approvals and provide for vesting of
-2-
195714v4
6/26/00
140268-0001
same for the three (3) year Term of the Agreement, to assure the
City of timely installation of required public facilities, and to
assure the orderly development of the Property in accordance with
the terms of the Land Use Approvals and the Agreement.
G. The City further finds that this Agreement will
provide significant public benefits to the City in that Developer
has agreed to dedicate and improve a new neighborhood park, of
2.4 acres, improve .80 acres of the existing Norma Gibbs Park,
and pay significant local park in -lieu fees.
H . On March 28
2000, the City Planning
Commission, the advisory agency for purposes of review of
development agreements pursuant to Government Code section 65867,
held a duly noticed public hearing regarding this Agreement and,
at the conclusion of the hearing, and after consideration of
evidence and testimony submitted by City staff, the Developer and
all interested parties, adopted Resolution No. 1551
recommending that the City Council approve the Agreement.
I. On june 19 , 2000, the City Council held a duly
noticed public hearing regarding this Agreement and, at the
conclusion of the hearing, and after considering the
recommendation of the Planning Commission, the evidence and
testimony submitted by City staff, the Developer and all
interested parties, adopted Ordinance No. 3471 approving
this Agreement.
-3-
195714v4
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140268-0001
r 1
J. The City hereby finds that this Agreement and the
Land Use Approvals are consistent with the City's General Plan,
and that Environmental Impact Report No. 87-2 (the "EIR") and
Negative Declaration 97-21 satisfy all"the requirements of the
California Environmental Quality Act ("CEQA," Public Resources
Code section 21000 et seq.) and the State CEQA Guidelines (4
California Code of Regulations 15000.,et seq.) with respect to
this Agreement and the Project.
NOW, THEREFORE, in further consideration of the above
recitals, all of which are expressly incorporated into this
Agreement, and in consideration of the mutual promises and
covenants herein contained and other valuable consideration, the
receipt and adequacy of which are hereby acknowledged, the
Parties hereto agree as follows:
1. DEFINITIONS AND EXHIBITS.
1.1 Definitions. As used in this First Amended And
Restated Development Agreement, the following terms shall have
the meanings set forth below:
1.1.1 "Agreement" means this First Amended and
Restated Development Agreement.
1.1.2 "DEVELOPER" means CATELLUS RESIDENTIAL
MEADOWLARK, LLC.
1957144
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140268-0001
-4-
1.1.3 "City" means the City of Huntington Beach, a
municipal corporation organized and existing under the laws of
the State of California.
1.1.4 "Development" means the improvement of the
Property for the purposes of completing the structures,
improvements and facilities comprising the Project including but
not limited to: grading; the construction of infrastructure and
public facilities related to the Project, whether located within
or outside the Property; the construction of buildings and
structures; and the installation of landscaping. "Development"
does not include the maintenance, repair,. reconstruction or
redevelopment of any building, structure, improvement or facility
after the construction and completion thereof.
1.1.5 "Development Approvals" means all enactments
permits, and other entitlements for use subject to enactment,
approval or issuance by City in connection with Development of
the Property, including, but not limited to:
amendments;
(a) Specific plans and specific plan
(b) Tentative and final subdivision and
parcel maps, including vesting tentative maps and vesting final
maps;
(c) Conditional use permits;
(d) Zoning;
(e) Grading and building permits.
-5-
1957144
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140268-0001
1.1.6 "Development Exaction" means any requirement
of City in connection with or pursuant to any Land Use Regulation
or Development Approval for the dedication of land, the
construction of improvements or public -facilities, or the payment
of fees in order to lessen, offset, mitigate or compensate for
the impacts of development on the environment or other public
interests.
1.1.7 "Development Plan" means the Existing
Development Approvals and the Existing Land Use Regulations
applicable to Development of the Property.
1.1.8 "Effective Date" means the date this
Agreement is recorded with the County Recorder.
1.1.9 "Existing Development Approvals" means all
Development Approvals approved or issued prior to the Effective
Date. Existing Development Approvals includes the Approvals
incorporated herein as Exhibit "B" and all other Approvals which
are a matter of public record on the Effective Date.
1.1.10 "Land Use Regulations" means all ordinances,
resolutions, codes, rules, regulations and official policies of
City governing the development and use of land, including,
without limitation: the permitted uses of land; the density or
intensity of use; subdivision requirements; the maximum height
and size of proposed buildings; Development Exactions including
provisions for reservation or dedication of land for public
purposes; design, improvement and construction standards and
specifications applicable to the Development of the Property; and
-6-
195714A
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140268-0001
regulations regarding the rate, time or sequence of Development.
"Land Use Regulations" includes any regulation adopted by
initiative or referendum.
1.1.11 "Mortgage" means a mortgage, a deed of trust,
or any other security device securing financing with respect to
the Property or any part thereof.
1.1.12 "Mortgagee" means the holder of the beneficial
interest under any Mortgage and its successors and assigns.
1.1.13 "Party or Parties". The City and Developer
are referred to individually as a "Party" 'and collectively as
"Parties". Following a sale, assignment or transfer of the
Property, or a part thereof, as provided by Section 2.6 of this
Agreement, any purchaser, assignee or transferee, shall also be a
"Party".
1.1.14 "Project" means the Development of the
Property contemplated by the Development Plan as such Plan may be
further defined, enhanced -or modified pursuant to the provisions
of this Agreement.
1.1.15 "Property" means the real property described
on Exhibit "A."
1.1.16 "Subsequent Development Approvals" means all
Development Approvals required subsequent to the Effective Date
in connection with Development of the Property.
1.1.17 "Subsequent Land Use Regulations" means any
Land Use Regulationsadopted and effective after the Effective
Date of this Agreement.
-7-
195714v4
6/26/00
140268-0001
1.2 Exhibits.
The following documents are attached to, and by this
reference made a part of, this Agreement:
Exhibit "A" - Legal Description of the Property.
Exhibit "B" - Existing Development Approvals.
Exhibit "C" - Existing Land Use Regulations.
Exhibit "D" - Meadowlark Airport Closure Plan
2. GENERAL PROVISIONS.
2.1 Binding Covenants.
The Property is hereby made subject to this Agreement.
Development of the Property shall be subject to the terms and
conditions of this Agreement. The burdens of this Agreement
shall be binding upon, and the benefits of this Agreement inure
to, all successors in interest to the Parties to this Agreement.
2.2 Interest of Developer.
Developer represents that it is the owner of the fee
simple title to the Property.
2.3 Term of Agreement.
2.3.1 Stated Term. The term of this Agreement
shall commence on July 24, 1999, and shall continue for a period
of three (3) years, expiring on July 24, 2002, unless this term
is modified or extended pursuant to the provisions of this
Agreement.
2.3.2 Extension of Term. The term provided for
herein is intended to provide sufficient time for completion of
the Project in accordance with the Development Plan. In the
-s-
1957144
6/26/00
140268-0001
r r
event that the Parties determine that a longer period is
necessary to achieve the foregoing purpose, the term of this
Agreement may be extended by the further written agreement of the
Parties in accordance with Section 2.7-hereof.
2.3.3 Referendum on Enacting ordinance. In the
event a referendum petition protesting adoption of the ordinance
approving this Agreement is presented to the City Council prior
to the effective date of such ordinance and the City Council
repeals such ordinance, or the City Council in lieu of repealing
such ordinance submits the ordinance to voters and a majority of
the voters vote against the ordinance, this Agreement shall be
null and void as of the date the City Council repeals such
ordinance, or as of the date of the final declaration by the City
Council of the disapproval of such ordinance by the referendum
election, whichever the case may be.
2.4 Termination.
2.4.1 Events of Termination. This Agreement shall
be terminated and of no further effect upon the occurrence of any
of the following events:
(a) Expiration of the stated term hereof
pursuant to Section 2.3.1;
(b) Completion of the Project in accordance
with the Development Plan and the issuance by City of all
required occupancy permits or final inspection approvals, and
acceptance of all dedications required under the Development Plan
and this Agreement;
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(c) Entry after all appeals have been
exhausted of a final judgment or issuance of a final order
directing City to set aside, withdraw, or abrogate City approval
of this Agreement; or
(d) The effective date of a successful
referendum protesting the ordinance approving this Agreement.
Termination of this Agreement shall not result in the
termination of any Development Approvals applicable to the
Property.
2.4.2 Termination upon Sale of Individual Parcels.
Notwithstanding any provision hereof to the contrary, the burdens
of this Agreement shall terminate as to any lot or unit which has
been finally subdivided and individually (and not in "bulk")
leased (for a period greater than one (1) year) or sold to the
purchaser or user thereof, and thereupon and without the
execution or recordation of any further document or instrument,
such lot or unit shall be released from and no longer be subject
to, or burdened by, the provisions of this Agreement; provided,
however, that the benefits hereof shall continue to run as to any
such lot or unit until completion of the construction permitted
under the Development Plan.
2.5 Closure of Airport.
The Parties acknowledge that the Meadowlark Airport
formerly on the.site ceased to operate as an airport as of
September 1, 1989. All airport operations were terminated on or
before September 1, 1989, and the runway has subsequently been
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demolished. Cessation of operation as an airport as provided in
this Agreement shall constitute an abandonment of the existing
nonconforming use of the Property, and after September 1, 1989,
City may utilize any remedies provided by law to enforce such
abandonment. The Parties acknowledge that closure of the airport
was completed in accordance with the closure plan and phasing
schedule set forth in Exhibit "D" to this Agreement.
2.6 Assignment.
Developer shall have the right to sell, assign or
transfer the Property in whole or in part, to any person,
partnership, joint venture, firm or corporation at any time
during the term of this Agreement, provided that any such sale,
assignment or transfer shall include the pro rata assignment of
those rights, duties and obligations arising under or from this
Agreement which are applicable to the Property or part thereof
being assigned, transferred or sold. The express written
assumption of any or all of the obligations of Developer under
this Agreement by such assignee, transferee or purchaser shall,
without any act or concurrence by City, relieve Developer of its
legal duty to perform said obligations under this Agreement. The
City shall not impose any conditions on or otherwise have any
rights of approval over any such sale, assignment or transfer.
Any purchaser, assignee or transferee of Developer shall have all
of the rights, duties and obligations of Developer under this
Agreement insofar as such rights, duties and obligations are
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applicable to the Property or part thereof purchased, assigned or
transferred.
It is understood and agreed by the Parties that the
Property may be further subdivided.after the Effective Date of
this Agreement. One or more of such subdivided parcels may be
sold, assigned or transferred to persons or entities for
development by them in accordance with the provisions of this
Agreement. Effective upon such sale, assignment or transfer, the
obligations of Developer shall become several and not joint.
Noncompliance by any such persons or entities with the terms and
conditions of this Agreement or with applicable City rules and
regulations shall not be deemed to be a default hereunder or
grounds for termination hereof, or constitute cause for the City
to initiate enforcement action against, other persons or entities
then owning the Property or a portion thereof and not themselves
in default hereunder. Upon completion of Development of any
phase or tract of the Project as determined by City, City shall
release that completed phase or tract from any further
obligations under this Agreement.
2.7 Amendment.
This Agreement may be amended from time to time by the
mutual written consent of the Parties and in accordance with the
procedures provided in California Government Code Sections 65867,
65867.5 and 65868, including the requirements for notice and
public hearing.
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2.8 Notices.
As used in this Agreement, "notice" includes all
notices, statements, demands, and other communications required
or permitted hereunder. All notices required or provided for
under this Agreement shall be in writing, shall be delivered in
person or sent by certified mail, Postage prepaid, return receipt
requested, and shall be effective on the date delivered in
person, or the date when the postal authorities indicate that the
mailing was delivered to the address of the receiving party. All
notices shall be addressed as follows:
Notice to City: Director of Planning
Planning Department
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Notice to Developer: Bruce D'Eliscu
Catellus Residential Meadowlark, LLC
400 Westerly Place
Newport Beach, California 92660
With a Copy to: Nossaman, Guthner, Knox & Elliott, LLP
18101 Von Karman Ave., Suite 1800
Irvine, California 92612
Attn: John P. Erskine, Esq.
Any Party may, by notice given at any time, require
subsequent notices to be given to another person or entity, or
to a different address, or both. Notices effective prior to
actual receipt of any such notice of change shall not be
invalidated by the change.
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3. CONFLICTS OF LAW.
3.1 Conflict with State or Federal Laws.
In the event that State or Federal laws or regulations,
enacted after the Effective Date of th,i"s Agreement, prevent or
preclude compliance with one or more of the provisions of this
Agreement, such provisions of this Agreement shall be modified or
suspended as may be necessary to comply with such State or
Federal laws or regulations; provided, however, that this
Agreement shall remain in full force and effect to the extent it
is not inconsistent with such laws or regulations and to the
extent such laws or regulations do not render such remaining
provisions impractical to enforce.
3.2 Notice and Copies.
Any Party which determines that it cannot perform any
act authorized or required by this Agreement due to a conflict
described in Section 3.1 shall, within fifteen (15) days of
making such determination, provide all other Parties with written
notice of such State or Federal law or regulation and a statement
of the conflict with the provisions of this Agreement.
3.3 Modification Conferences.
The Parties shall, within thirty (30) days after notice
as provided in Section 3.2 hereof, meet and confer in good faith
in a reasonable attempt to modify this Agreement to comply with
such law or regulation.
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3.4 City Council Hearing.
Within a reasonable time thereafter, regardless of
whether the Parties reach an agreement on the effect of such law
or regulation upon this Agreement, the matter shall be scheduled
for hearing before the City Council. Notice of such hearing
shall be given pursuant to Section 65090 of the Government Code.
The City Council, at such hearing, shall determine the exact
modification or suspension which shall be necessitated by such
law or regulation. Developer shall have -the right to offer oral
and written testimony at the hearing. No modification or
suspension of this Agreement shall be effective unless approved
by the affirmative vote of not less than a majority of the
authorized voting members of the City Council and by Developer.
3.5 Cooperation in Securing Permits or Approvals.
City shall cooperate with Developer in the timely
securing of any permits or approvals which may be required as a
result of such modifications to, or suspensions of, all or any
part of this Agreement.
3.6 Challenge of New Law or Regulation.
Developer or City shall have the right to challenge by
appropriate judicial proceedings any such new law or regulation
preventing compliance with the terms of this Agreement. In the
event that such challenge is successful, this Agreement shall
remain unmodified and in full force and effect, except that the
term shall be extended for a period of time equal to the period
such law or regulation prevented or precluded compliance with the
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provisions of this Agreement.
4. DEVELOPMENT OF THE PROPERTY.
4.1 Rights to Develop.
Subject to the terms of this'Agreement, Developer shall
have a vested right to develop the Property in accordance with,
and to the extent of, the Development Plan. Except as otherwise
provided in this Agreement, the permitted uses of the Property,
the density and intensity of use, the maximum height and size of
proposed buildings, and provisions for reservation and dedication
of land for public purposes shall be those set forth in the
Development Plan. The Project shall remain subject to all
Subsequent Development Approvals required to complete the Project
as contemplated by the Development Plan. In exercising its
discretion on such Subsequent Development Approvals, City shall
act reasonably and in accordance with the Development Plan. In
acting on any application for a Subsequent Development Approval
within the residential part of the Project which complies with
the development standards of Section 4. of the Amended Meadowlark
Specific Plan ("Specific Plan"), and is otherwise consistent with
the Specific Plan, the provisions of Sections 65589.5 of the
Government Code shall apply and City shall not disapprove the
application or approve it on condition that it be developed at a
lower density unless the City's decision is based upon written
findings supported by substantial evidence of the record that
.both the following conditions exist:
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(a) The proposed housing development would have a
specific, adverse impact upon the public health or safety unless
the housing development is disapproved or approved upon the
condition that it be developed at a lower density; and,
(b) There is no feasible method to satisfactorily
mitigate or avoid the adverse impact identified pursuant to (a)
above, other than the disapproval of the housing development or
its approval upon the condition that it be developed at a lower
density.
The provisions of Section 65589.6 of the Government
Code shall apply in any action to challenge any such City
decision to disapprove a housing development application or
approve it on the condition it be developed at a lower density.
4.2 Effect of Agreement on Land Use Regulations.
Except as otherwise provided under the terms of this
Agreement, the Land Use Regulations applicable to Development of
the Property shall be the Existing Land Use Regulations on the
Effective Date of this Agreement, and no Subsequent Land Use
Regulations shall be applicable to Development of the Property.
4.3 Timing of Development.
The parties acknowledge that Developer cannot at this
time predict when or the rate at which phases of the Property
will be developed. Such decisions depend upon numerous factors
which are not within the control of Developer such as market
orientation and demand, interest rates, absorption, competition
and other similar factors. Since the California Supreme_Court
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held in Pardee Construction Co. v. City of Camarillo (1984) 37
Cal.3d 465, that the failure of the parties therein to provide
for the timing of development resulted in a later adopted
initiative restricting the timing of development to prevail over
such parties' agreement, it is the Parties' intent to cure that
deficiency by acknowledging and providing that Developer shall
have the right to develop the Property in such order and at such
rate and at such times as Developer deems appropriate within the
exercise of its subjective business judgment, subject only to any
phasing requirements set forth in the Development Plan and its
Phasing Plan as specified in Section 4.4.
4.4 Phasing Plan.
Development of the Property shall be subject to the
phasing requirements established by the Development Plan. City
agrees. that the "Phasing Plan for Development", required by
Section 6.0 Appendix N. of the Meadowlark Specific Plan (the
"Phasing Plan") shall be limited solely to providing assurances
to City that Development of the Property will include timely
installation of necessary on -site and off -site improvements as
required by the Existing Land Use Regulations and that the
Project will not exceed the available capacity of either the
sewer system or the water system. With respect to the provision
of water service to the Project, City agrees that the Phasing
Plan shall provide for the granting of firm commitments for the
provision of water service by the City concurrent with the
approval of the conditional use permit or tentative tract map for
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each phase of Development. With respect to the provision of
sewer service to the Property, the Parties acknowledge that the
provision of sewer service is not within the control of City in
that the Property is within the service area of the Orange County
Sanitation District. City, however, agrees to use its best
efforts to assist and support Developer in securing firm
commitments for sewer service from the Orange County Sanitation
District at the earliest feasible time, and agrees that the
Phasing Plan will not restrict Development of any phase of the
Project with respect to sewer service except for requiring
clearance from the Orange County Sanitation District. Upon City
approval of the Phasing Plan, as required by Section 6.0 Appendix
N. of the Meadowlark Specific Plan, the Project shall not be
subject to any further limitations with regard to time, rate or
sequence of Development, other than the public facility
conditions, or any other requirements, of the Land Use Approvals.
4.5 Initiatives and Moratoria.
In the event any subsequent Land Use Regulation is
enacted (whether by action of the City Council, by initiative, by
referendum, or otherwise) which relates to the rate, timing or
sequencing of development of property within the City, City
agrees that such Subsequent Land Use Regulation shall not apply
to the Project. In addition to and not in limitation of the
foregoing, City agrees that no moratorium and other limitation
affecting subdivision maps, building permits or other
entitlements for use within the City or any part of the City,
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0
shall apply to the Project to the extent it is in conflict with
this Agreement. Notwithstanding the foregoing, in the event any
such ordinance, measure, moratorium or other limitation is
determined by a court to invalidate or prevail over all or any
part of this Agreement, Developer shall have no recourse against
City pursuant to this Agreement, but Developer shall retain all
other rights, claims, and causes of action which Developer may
otherwise have at law or in equity including, without limitation,
the right to appeal any such determination. To the maximum
extent permitted by law, City agrees to use its best efforts to
prevent any such ordinance, measure, moratorium or other
limitation from invalidating or prevailing over all or any part
of this Agreement, and City agrees to cooperate in all reasonable
ways to keep this Agreement in full force and effect. City shall
not take any action which would violate the intent of this
Section. Developer reserves the right to challenge any such
ordinance, measure, moratorium or other limitation in a court of
law in order to protect the development rights vested in the
Property pursuant to this Agreement.
4.6 Environmental Review.
City certifies that Environmental Impact Report,
No. 87-2 (the "EIR") and Negative Declaration 97-21 have been
prepared and adopted in conjunction with the Meadowlark Specific
Plan, and satisfy all the requirements of the California
Environmental Quality Act ("CEQA", Public Resources Code, Section
21000 et se .) and the State CEQA Guidelines (14 California Code
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of Regulations 15000 et seq. with respect to this Agreement and
the Project. City agrees that no mitigation measures arising out
of environmental concerns that are not expressly identified in
the Negative Declaration shall be imposed on Development of the
Property except as otherwise provided below. City agrees that
Section 65457 of the Government Code shall apply to all
Subsequent Development Approvals for residential Development of
the Property, and City further agrees that no subsequent or
supplemental environmental impact report shall be required for
any Subsequent Development Approval, whether residential or
commercial, unless one of the events specified in Section 21166
of the Public Resources Code occurs.
4.7 Changes and Amendments.
The Parties acknowledge that refinement and further
development of the Project will require Subsequent Development
Approvals and may demonstrate that changes are appropriate and
mutually desirable in the Existing Development Approvals. In the
event Developer finds that a change in the Existing Development
Approvals is necessary or appropriate, Developer shall apply for
a Subsequent Development Approval to effectuate such,change and
City shall process and -act on such application in accordance with
the Existing Land Use Regulations, except as otherwise provided
by this Agreement. If approved, any such change in the Existing
Development Approvals shall be incorporated herein as an addendum
to Exhibit "B", and may be further changed from time to time as
provided in this Section. Unless otherwise required by law, a
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change to the Existing Development Approvals shall be deemed
"minor" and not require an amendment to this Agreement provided
such change does not:
(a) Alter the permitted uses of the Property as a
whole; or,
(b) Increase the density or intensity of use of the
Property as a whole; or,
(c) Increase the maximum height and size of permitted
buildings; or,
(d) Delete a requirement for the reservation or
dedication of land for public purposes within the Property as a
whole; or,
(e) Constitute a project requiring a subsequent or
supplemental environmental impact report pursuant to Section
21166 of the Public Resources Code.
4.8 Application of Subsequently Revised Construction Codes.
Improvement standards and specifications set forth in
the City building, plumbing, mechanical, electrical, fire and
grading codes that are revised during the term of this Agreement
shall apply to the Development of the Property pursuant to this
Agreement provided that: (a) such standards and specifications
apply to all development within the City; (b) their application
to the Property is prospective only, applying only to
applications for building and other development permits or
approvals of tentative subdivision maps not yet accepted for
processing; and (c) any future amendment to the grading code
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which materially reduces the amount of land within the Property
which can be utilized for structures and improvements or which
materially increases the amount of open space within the Project
shall not be applicable to the Project.-
4.9 Enforcement.
Unless amended or canceled, this Agreement shall be
enforceable by any party to it and shall be controlling for the
purposes of the vested land use entitlements for the Property,
notwithstanding any Subsequent Land Use Regulation adopted by
the City which might otherwise be applicable to the Property.
In the event of an emergency, declared by the City Council,
creating a danger to health and safety which would prevent or
preclude compliance with any provisions of this Agreement, such
provisions may be modified or suspended during the period of
such emergency. However, if such modification or suspension
substantially deprives any of the Parties of the
bargained -for -benefits of this Agreement, such Party may
terminate this Agreement because of that frustration of purpose.
Any termination by Developer or an assignee of Developer
pursuant to this Section 4,.9 shall be effective only as to the
obligations of the terminating Party and shall not effect a
termination�of this Agreement as to all remaining Parties. Any
Party terminating this Agreement pursuant to this Section 4.9
shall provide written notice of such termination to all other
Parties.
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4.10 Public Benefits.
The City, by entering into this Agreement, will
receive the benefit of land dedications, developer fee payments,
the construction and installation of various public
infrastructure facilities, and cessation of airport operations
in accordance with this Development Agreement. Developer's
obligation to dedicate land, pay fees, provide such facilities,
and cease airport operations is in consideraticn of and subject
to receipt by Developer of the benefits.of this Agreement.
4.11 Applications.
City agrees to accept for processing and expeditious
review all applications for Subsequent Development Approvals in
accordance with the Development Plan and this Agreement and to
promptly commence and diligently proceed to complete the review
of all such applications. City shall inform Developer, upon
request, of the necessary submission requirements for each
application for a Subsequent Development Approval and the time
necessary for review of such application by the appropriate
authority. Subject to (a) Developer's compliance with this
Agreement; and (b) payment of the usual and customary processing
and plan check fees and charges for such applications, permits
and certificates, City shall issue to Developer, upon application
therefor all necessary building permits, occupancy certificates,
or other required permits for the construction, use and occupancy
of the Project, or any portion thereof, as applied for, including
connection to all utility systems under the City's jurisdiction.
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No application once lawfully approved by the City
shall be subject to subsequent disapproval, and no plan or
document shall be disapproved for reasons which are inconsistent
with the terms of a previous plan or document approval. Any
disapproval by the City shall state in writing the reasons for
disapproval.
4.12 Cooperation in Securing Approvals.
The City agrees to fully cooperate with Developer in
securing all permits, licenses, approvals or consents which may
be required by City or other agencies having jurisdiction over
Development of the Property. City further agrees that no
additional conditions or Development Exactions, whether or not
authorized by this Agreement, shall be imposed on any part of
the Project for which building permits have been issued.
4.13 Development Exactions.
Except as expressly set forth in this Agreement, no
Development Exaction shall be required by City of Developer in
connection with the Development of the Property except as
authorized by the Development Plan. Notwithstanding the
foregoing limitation, Development of the Property shall be
subject to a Subsequent Land Use Regulation imposing a fee for
the mitigation of traffic impacts. The Parties acknowledge that
City is presently preparing a traffic impact mitigation fee
ordinance.
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5. RESTRICTION ON SPECIAL DISTRICTS.
City and Developer agree that during the term of this
Development Agreement, no special tax or assessment district
within the Property, other than as exists prior to the Effective
Date of this Agreement, will be created by the City or any agency
or instrumentality of the City, unless Developer expressly then
grants such authority and concurs in the creation of said
district and the terms and conditions of assessments or special
taxes to be levied thereunder. The foregoing limitation shall
terminate upon expiration of this Agreement, and shall not apply
to any assessment district created by the City that includes the
entire City or any special tax -or assessment that is intended to
be applied on a citywide basis to all properties within the City.
6. REVIEW FOR COMPLIANCE.
6.1 Periodic Review.
The Director of Planning shall review this Agreement
annually, on or before the anniversary of the Effective Date, in
order to ascertain the good faith compliance by Developer with
the terms of the Agreement. Developer shall submit an Annual
Monitoring Report, in a form reasonably acceptable to the
Director of Planning within 30 days after written notice from the
Director of Planning. The Annual Monitoring Report shall be
accompanied by an annual review and administration fee sufficient
to defray the costs of review and administration of the
Agreement. The amount of the annual review and administration
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fee shall be set by the City but shall not exceed the reasonable
costs incurred by City in review and administration of the
Agreement.
6.2 Procedure.
(a) Upon completion of a periodic review, the Director
of Planning shall submit a report to the City Council setting
forth the evidence concerning good faith compliance by Developer
with the terms of this Agreement and his recommended finding on
that issue.
(b) If the City Council finds on the basis of
substantial evidence that Developer has complied in good faith
with the terms and conditions of this Agreement, the review shall
be concluded.
(c) If the City Council makes a preliminary finding
that Developer has not complied in good faith with the terms and
conditions of this Agreement, the City Council may modify or
terminate this Agreement as provided in Section 6.3 and Section
6.4. Notice of default as provided under Section 7.3 of this
Agreement may be given to Developer prior to or concurrent with,
proceedings under Section 6.3 and Section 6.4.
6.3 Proceedings Upon modification or Termination.
If, upon a preliminary finding under Section 6.2, City
determines to proceed with modification or termination of this
Agreement, City shall give written notice to Developer of such
intention. The notice shall be given at least ten calendar days
prior to the scheduled Hearing and shall contain:
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(a) The time and place of the hearing;
(b) A statement as to whether City proposes to
terminate or to modify the Agreement and the nature of any
proposed modifications; and,
(c) Such other information as is reasonably necessary
to inform Developer of the nature of the proceeding.
6.4 Hearing on Modification or Termination.
At the time and place set for the hearing on
modification or termination, Developer shall be given an
opportunity to present oral and written testimony. If the City
Council finds, based upon substantial evidence, that Developer
has not complied in good faith with the terms and conditions of
the Agreement, the City Council may terminate this Agreement or
modify this Agreement. The decision of the City Council shall be
final, subject to judicial review pursuant to Section 1094.5 of
the Code of Civil procedure or as otherwise provided by law.
6.5 Certificate of Agreement Compliance.
If at the conclusion of a Periodic Review, Developer
is found to be in compliance with this Agreement, City shall,
upon request by Developer, issue a Certificate of Agreement
Compliance ("Certificate") to Developer stating that after the
most recent Periodic Review and based upon the information known
or made known to the Director of Planning and City Council that
(1) this Agreement remains in effect and (2) Developer is not in
default. The Certificate shall be in recordable form and shall
contain information necessary to communicate constructive record
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notice of the finding of compliance. Developer may record the
Certificate with the County Recorder.
7: DEFAULT AND REMEDIES.
7.1 Cumulative Remedies.
Each of the Parties hereto may pursue any remedy at law
or equity available for the breach of any provision of this
Agreement. Any Party may institute legal action to cure correct
or remedy any default, to enforce any covenant or agreement
herein, or to enjoin any threatened or attempted violation of
this Agreement, including suits for declaratory relief, specific
performance and relief in the nature of mandamus. All of the
remedies described above shall be cumulative and not exclusive of
one another, and the exercise of any one or more of the remedies
shall not constitute a waiver or election with respect to any
other available remedy.
7.2 Cooperation in the Event of Legal Challenge.
In the event of any legal action instituted by a third
party, including any other governmental entity or official,
challenging the validity of this Agreement or any Development
Approval granted pursuant to this Agreement, the Parties hereby
agree to cooperate fully with each other in defending such
action; provided, however, that each Party shall bear its own
costs and legal expenses in defending such action.
7.3 Termination of Agreement for Default of Developer.
Citymay terminate this Agreement for any failure of
Developer to perform any material duty or obligation of Developer
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under this Agreement (hereinafter referred to as "default");
provided, however, City may terminate this Agreement only after
providing written notice to Developer of default setting forth
the nature of the default and the actions, if any, required by
Developer to cure such default and, where the default can be
cured, Developer has failed to take such actions and cure such
default within 60 days after the effective date of such notice
or, in the event that such default cannot be cured within such 60
day period but can be cured within a longer time, has failed to
commence the actions necessary to cure such default within such
sixty (60) day period and to diligently proceed to complete such
actions and cure such default.
7.4 Termination of Agreement for Default of City.
Developer may terminate this Agreement in the event of
a default by City in the performance of a material term of this
Agreement and only after providing written notice to City of
default setting forth the nature of the default and the actions,
if any, required by City to cure such .default and, where the
default can be cured, City has failed to take such actions and
cure such default within 60 days after the effective date of such
notice or, in the event that such default cannot be cured within
such 60 day period but can be cured within a longer time, has
failed to commence the actions necessary to cure such default
within such 60 day period and to diligently proceed to complete
such actions and cure such default.
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7.5 No Cross -Defaults.
In the event of a default by Developer which default
adversely impacts the Development of that part of the Property
owned by non -defaulting Parties, such default shall not
constitute a default hereunder by such non -defaulting Parties as
to such part of the Property.
7.6 Attorneys' Fees.
In any action or proceeding brought by any Party to
enforce any provision of this Agreement, or otherwise arising
under this Agreement, the prevailing party shall be entitled to
reasonable attorneys' fees and all costs, expenses and
disbursements in connection with such action or proceeding,
including the costs of reasonable investigation, preparation and
professional or expert consultation, which sums may be included
in any judgment or decree entered in such action in favor of the
prevailing party.
8. ENCUMBRANCES OF THE PROPERTY.
The Parties hereto agree that this Agreement shall not
prevent or limit Developer, in any manner, at Developer's sole
discretion, from encumbering the Property, or any part thereof or
any improvement thereon, by any Mortgage. City acknowledges' that
Mortgagees may require certain Agreement interpretations and
modifications and agrees upon request from time -to -time, to meet
with Developer and representatives of such Mortgagees to
negotiate in good faith any such request for interpretation or
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modification. City will not unreasonably withhold its consent to
any such requested interpretation or modification. Any Mortgagee
of the Property shall be entitled to the following rights and
privileges:
(a) Neither entering into this Agreement nor a breach of
this Agreement shall defeat, render invalid, diminish or impair
the lien of any Mortgage made in good faith and for value, unless
otherwise required by law.
(b) Any Mortgagee which has submitted a request in writing
to the City in the manner specified herein for giving notices,
shall be entitled to receive written notification from City of
0
any default by Developer in the performance of Developer's
obligations under this Agreement.
(c) If City timely receives a request from a Mortgagee
requesting a copy of any notice of default given to Developer
under the terms of this Agreement, City shall provide a copy of
that noticeto the Mortgagee within ten (10) days of sending the
notice of default to Developer. The Mortgagee shall have the
right, but not the obligation, to cure the default during the
remaining cure period allowed such party under this Agreement.
(d) Any Mortgagee who comes into possession of the
Property, or any part thereof, pursuant to foreclosure of the
Mortgage, or deed in lieu of such foreclosure, shall take the
Property, or part thereof, subject to the terms of this
Agreement. Notwithstanding any other provision of this Agreement
to the contrary, no Mortgagee shall have an obligation or duty
-32-
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under this Agreement to perform any of Developer's obligations or
other affirmative covenants of Developer hereunder, or to
guarantee such performance; provided, however, that to the extent
that any covenant to be performed by Developer is a condition
precedent to the performance of a covenant by City, the
performance thereof shall continue to be a condition precedent to
City's performance hereunder.
9. MISCELLANEOUS PROVISIONS.
9.1 Authority to Execute.
9.1.1 City. By the execution hereof, City confirms
and acknowledges that City, acting through its City Council and
the City Planning Commission have complied in full with the
requirements of Section 65867 of the Government Code for public
hearing and the giving of notice of intention to consider
adoption of this Agreement, and that this Agreement has been
approved by ordinance as required by Section 65867.5 of the
Government Code. City warrants and represents that the City has
given all notices, held all hearings and complied with all other
procedures required to make this a valid agreement.
9.1.2 Developer. The persons executing this
Agreement on behalf of Developer warrant and represent that they
have the authority to execute this Agreement and represent that
they have the authority to bind Developer to the performance of
its obligations hereunder.
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9.2 Consent. Where the consent or approval of a Party is
required or necessary under this Agreement, such consent or
approval shall not be unreasonably withheld.
9.3 Interpretation and Governing Law.
This Agreement and any dispute arising hereunder shall
be governed and interpreted in accordance with the laws of the
State of California. This Agreement shall be construed as a
whole according to its fair language and common meaning to
achieve the objectives and purposes of the Parties hereto, and
the rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not be employed in
interpreting this Agreement, all parties having been represented
by counsel in the negotiation and preparation hereof. This
Agreement is intended to bind future members of the City Council.
The Parties understand and agree that this Agreement is not
intended to constitute, nor shall it be construed to constitute,
an impermissible attempt to contract away the legislative and
governmental functions of the City.
9.4 Construction.
As used in this Agreement, the masculine, feminine or
neuter gender and the singular or plural numbers shall each be
deemed to include the other whenever the context so indicates.
All section readings and subheadings are inserted for convenience
only and shall not affect any construction or interpretation of
this Agreement.
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9.5 Covenant of Good Faith and Fair Dealing.
Neither Party shall do anything which shall have the
effect of harming or injuring the right of the other Party to
receive the benefits of this Agreement; each Party shall refrain
from doing anything which would render its performance under this
Agreement impossible; and each Party shall do everything which
this Agreement contemplates that such Party shall do to
accomplish the objectives and purposes of this Agreement.
9.6 Enforced Delay and Extension of Times of Performance.
In addition to specific provisions of this Agreement,
performance by either Party hereunder shall not be deemed to be
in default where the failure or delay in performance is due to
war, insurrection, strikes, walkouts, shortages of necessary
building materials, riots, floods, earthquakes, fires,
casualties, Acts of God, governmental restrictions imposed or
mandated by other governmental entities, enactment of conflicting
state or federal laws or regulations, judicial actions (such as
restraining orders or injunctions), or other causes beyond the
Party's control. If any such events shall occur, the term of
this Agreement and the time for performance by either Party of
any of its. obligations. hereunder shall be extendedfor the period
of time that such events prevented such performance, provided
that the term of this Agreement shall not be extended under any
circumstances for more than five (5) years.
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9.7 Entire Agreement.
This Agreement sets forth and contains the entire
understanding and agreement of the Parties, and there are no oral
or written representations, understandings or ancillary
covenants, undertakings or agreements which are not contained or
expressly referred to herein. No testimony or evidence of any
such representations, understandings or covenants shall be
admissible in any proceeding of any kind or nature to interpret
or determine the terms or conditions of this Agreement.
9.8 Further Actions and Instruments.
Each of the Parties shall cooperate with and provide
reasonable assistance to the other to the extent contemplated
hereunder in the performance of all obligations under this
Agreement and the satisfaction of the conditions of this
Agreement. Upon the request of either Party at any time, the
other Party shall promptly execute, with acknowledgment or
affidavit if reasonable required, and file or record such
required instruments and writings and take any actions as may be
reasonably necessary under the terms of this Agreement to carry
out the intent and to fulfill the provisions of this Agreement or
to evidence or consummate the transactions contemplated by this
Agreement.
9.9 Time of Essence.
Time is of the essence in the performance of the
provisions of this Agreement as to which time is an element.
-36-
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9.10 No Third Party Beneficiaries.
This Agreement is made and entered into for the sole
protection and benefit of the Parties and their successors and
assigns. No other person shall have any right of action based
upon any provision in this Agreement.
9.11 No Waiver.
No delay or omission by either Party in exercising any
right or power accruing upon noncompliance or failure to perform
by the other Party under the provisions of this Agreement shall
impair any such right or power or be construed be a waiver
thereof. A waiver by either Party of any of the covenants or
conditions to be performed by the other Party shall not be
construed as a waiver of any future breach or nonperformance of
the same or other covenants and conditions hereof.
9.12 Project as a Private Undertakinci.
It is specifically understood and agreed by and between
the Parties hereto that the Project is a private development,
that neither Party is acting as the agent of the other in any
respect hereunder, and that each Party is an independent
contracting entity with respect to the terms, covenants and
conditions contained.in.this Agreement. No partnership, joint
venture or other association of any kind is formed by this
Agreement. The only relationship between the City and Developer
is that of a government entity regulating the development of
private property and the owner of such private property.
-37-
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9.13 Releases.
City hereby covenants and agrees that upon completion
of the Project as required under this Agreement with respect to
the Property, or any part thereof, City shall execute and .
deliver to the Orange County Recorder an appropriate release of
further obligations under this Agreement.
9.14 Severabilitv.
If any term, provision, covenant or condition of this
Agreement shall be determined invalid, void, or unenforceable,
the remainder of this Agreement shall not be affected thereby to
the extent such remaining provisions are not rendered impractical
to perform taking into consideration the Purposes of this
Agreement. In the event that all of any portion of this
Agreement is found to be unenforceable, this Agreement or that
portion which is found to be unenforceable shall be deemed to be
a statement of intention by the Parties; and the Parties further
agree that in such event they shall take all steps necessary to
comply with such public hearings and/or notice requirements as
may be necessary in order to make valid this Agreement or that
portion which is.found to be unenforceable.
9.15 Successors .and Assigns.
The burdens of this Agreement shall be binding upon,
and the benefits of the Agreement inure to, all successors in
interest and assigns of the Parties to this Agreement.
-38-
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9.16 Tentative Tract Map Extension.
In accordance with Section 66452.E of the Government
Code, tentative tract maps and tentative parcel maps processed
for Development of the Property pursuant to this Agreement may be
extended for any period of time not extending beyond the'term of
this Agreement. City shall not add any new conditions of
approval to a tentative tract map extension or tentative parcel
map extension.
9.17 Integrated Project.
City acknowledges, by imposing the phasing plan for
dedications of land and completion of the public infrastructure
and utility improvements as provided for, and executing this
Agreement for the Project as a whole, that the Project is and
shall be considered a single, integrated development project and
that each component of the Project is dependent upon the
completion and occupancy of each other component, and that the
viability of each component of the Project is and shall.be
dependent upon the completion and occupancy of each other
component and the full performance of this Agreement.
9.18 Recordation of Agreement.
This Agreement and any amendment or cancellation
thereof shall be recorded with the County Recorder by the City
Clerk within the period required by Section 65868..5 of the
Government Code.
-39-
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IN WITNESS WHEREOF, the parties have duly signed this
Agreement as of the date first written above.
ATTEST:
By: Z�� &tcx- �.
Its: City Clerk %1,1 ix
APPROVED AS TO FORM:
"CITY"
CITY OF HUNTINGTON BEACH,
a muniAnal cor ration
BY:
By:
"DEVELOPER"
CATELLUS RESIDENTIAL MEADOWLARK, LLC
a Delaware limited liability company
By:
Bruce D'Eliscu
Av=pCiorney ,o
4� f-l3-ov
Reviewed And Approved:
City dministrator
-40-
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STATE OF CALIFORNIA
ss .
COUNTY OF
r p
On J ()AL before me;
a Notary Public, personally appeared w -D`-((S(
personally known to me o f
Sat 3Q-Far+-nrT evi dense -to be the person (.s-r whose name Gal'(Oare
M/she/they
scribed to the within instrumeIand acknowledged to me that
executed the same in i /her/their authorized
capacity 4es}, and that by zi /her/their signature�s on the
instrument the person.k(<, or the entity upon behalf of which the
person(,acted, executed the instrument.
W TNESS m��y���� han and of f icial seal.
1957140
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[SEAL]
Moan PROUIr
CWWh*M# 12600tyhaftynAft-c�
CMr" %ANXW rM°
- Le-- Aw&2004
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of
County of _----
67
On 31, 2,061) before me, CA r1
Date Name and Title of Officer (e.g., "Jane e, Public")
personally appeared -,'-
Name(s) of Signer(s)
Sepersonally known to me
❑ proved to me on the basis of satisfactory evidence
to be the persor(g)whose nam s are ubscribed to the
within instrument and acknowled to me that hell; t e
executed the same i thhei authorized capacity(es
and that by their igna ur�o on the instrument the
person s) or the entity upon behalf of which the persor5
_ EL;7,53=,h Er RING acted, executed the instrument.
Comrnission 1150021
z
Z Nofay Public - California ;_ WITNESS my hand and official seal.
Orange County
WMy COrnm. , xpires Aug 29, 2001
Signature of Not Public
OPTIONAL
Though the information below is not required bylaw, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document2t G�eCt� 2rt�
Title or Type of Document:
Document Date: �� - Number of Pages:
SignerKOther Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: %1>*P7 .
❑ Individual
5� Corporate Officer
Title(aj:
❑ Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other; I Top akthumb here
Signer Is Representing:
Signer's Name:
❑ Individual
[� Corporate Officer
Title(: �h�c
❑ Partner — ❑ ited General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other: T Q of thumb he...
Signer Is Representing:
® 1996Aational Notary Association - 82§6 Remmet Ave., P.O. Box 7184 - Canoga Park, CA 91309-7194 Prod. No. 5907 Reorder: Call Toll -Free 1.800-876-6827
EXHIBIT "A"
Legal Description of the Property
1957140
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A OF TETFTATTYE TRACT N0. 15169
' ' °" SWETS
362
48.362 ACRES
TRACT -NO. 15 4'70
6 NVWVERED LOTS; AND LETTERED LOTSACCEPTED
NO FILED A' THE
LOTS A THROUGH O
IN THE CiTY OF HUNTINGTON BEACH. COUNTY OF ORANGE, STATE OF CAUFORNiA
REQUEST OF
DATE OF SURVEY: NAY, 1993 AND MAY. 1999
FACING A SLFBOMSION OF PARCELS 1. 2 3 AHD A OF PARCEL MAP MQ 92-228 AS SHOWN ON MAP FILED N
PARCEL MAP BOOK 2M PACES 33 TO 35 NCLUSK. TOGERENE R WITH PLAZA LAAND ROOSEM17 LANE
FIRST AAERICAN TITLE INS II NCE COMPANY
AS SHOWN ON SAID PARCEL MAP HO' 92-228, RECORDS OF GRANGE CWUY. CALIFORNIA.
DATE OCT b' �4t5
BLACK: 5745
MOS CONSULTING MAY, 1999 GAiTY W. DOKICH, LS. 4693
MODULE: 07
.00
TIME on nil�,'
?
INsRUww 14 Etc 1l1071��"/�
m :Z4r PACE JAIL ,
CARY L W JXV4.LE
REC ORDER
try
OWNERSHIP CERTIFICATE
SURVEYOR'S STATEMENT
DEPUTY
VC THE UNDERSIGNED. BONG All PARM HAVING ANY RECORD TANG INTEREST N THE LAND COVERED BY
THIS MAP. DO-MUY CONSENT TO THE PREPARATION AND RECORDA7I0I1 OF SAID MAP, AS -SHOWN IAIIN THE
DNSTNCRVL BORDERLINE. WE HEREBY DEDICATE TO THE MAW FOR STREET PURPM— HEX ANERIE. PLAZA
LANE PEARCE DRILE AND ROOMNUT LANE, K ALSO HEREBY DEDICATE TO THE CITY OF HANTNCtQN BEACH:
1. LOT I N FEE SIMPLE FOR PUBLIC PARR PLAPOM
2 THE DpESLIC WATER SYSTU AND V URTDWKES AS SHOWN ON M I PROVEME I RIMS FOR NHS TRACT.
3. ME 200 FOOT EASEMENT FOR PUBLIC UTILITY PURPOSES AS SHOWN CN SAID MAP.
WE ALSO HUM REUSE AND RFI QUASH M THE CITY OF HUNTINGTON BEACH:
I. ALL VOMAR ACCESS RIGHTS TO HER AVENUE AM PLAZA LANE DWT AT LOCATIONS APPROVED BY
THE PLANNING COWS".
CATFILUS RESIDENTIAL MEADOIM1ARIL U.C. A DE.AWARE LIMITED LIABILITY COMPANY. 0*0
BY'. CATELUS RESIDENTIAL GROUP. NC. A CALIFORNIA CORPORATION, ITS IEIIBER
BY. ..� BY: 0� t.A"=
BRU T. LAWN EIFBUGE DrEIA
ETECUTK VICE PRESIDENT SENIOR VICE PRESIDENT
HOUSING CAPITAL COMPANY A MNNESOTA PAR71ER91P AS BENEFICIARY UNDER DEED OF TRUST RECORDED
MAY 4, 19P ASA NS T NO. 19990326916 OF OFFMAL RECORDS
FIT: BY
PUSS WAA2MAN 'rs"'t,"we .
VICE PRESIDENT
NOTARY ACKNOWLEDGMENTS
STATE OF rZIX0r„ 12.
))
COUNTY OF (-)far'T� SS
ON TMIL!45N DKY or 1999. TI oRE ME'ur4am.1✓115.%nctki . A NQTA$f Pt1BLc N
AND FOR SAID RATE Y MOFAaT�1 t LA/ t. r D'L I E Y rr
PWtT>HTFQRDEe901NT
NWE E :s)M�ERM4HIENuSPR-A9BCA�TYE(5Ma-O)fA,-►D9AARDMAOF1O1AACgfiTNRBFtY'DiOAVeED9D/►ETNEOtRE/MMjQ��ITi.IO�1�RBTESOITEHUfET5U1ilR�XER(UsI) LYO(SIH
) uroN eELUF aF wHRaN TIE PERSDH(s ACTED, EXQxI1ED THE
INSTRUMENT.
NTIM MY HIND:
i-ff�^�`�-Q.- MY PRINCIPAL PUCE OF BUSINESS IS
NOTARY PUBLIC N AND FOR SVD STATE N !S r tv !:4 4-- COUNTY
V PTE:i's M. F I a n n G (1 V MY wArssm EXRRES 12 o T
PRINT MARE
I HEREBY STATE THAT MIS MAP CONSISTING OF 7 94EM CORRECTLY REPRESENTS TRUE AND COMPLETE
SURVEY AS SIKIWN MADE N MAY. 1993 AND N MAY. 19WP, WAS MADE BY WE OR UNDER MY CRECIKft
THAT THE MONIMI TS ARE OF THE C ARACTR AID OCCUPY (CA WILL OCCUPY) THE P09T1GU MUTED
BY SAID MAP. AND THAT SAID MOHIHE4IS ARE (OR WILL BE) SUFFICIENT TO ENABLE THE SPRY TO BE
RETRACED.
� LANE J`
yV� YM a vi
CART T DWCH u ? i
LICENSED LAND SORVM No. 4693 * 4 AVSAM
MY LICENSE EXPRES 9/30/99 ,rI ► ..� * '
COUNTY SURVEYOR'S STATEMENT I
I HUM STATE THAT I HAVE EXAMINED THIS MAP AND HAVE MID THAT ALL MAPPW PRUISIOIS
OF THE SUBDM-CON MAP ACT HAYS BEEN CGPt;m WIiN AND AM SATISFU SAID MAP IS TECHNICALLY
CORRECT RELATIVE TO THE /TTRAAC__TT� WP BOUNDARY.
DAY OU..QTY.CL . IAAD
DAZED THIS 1W99. (acorON,
Wl
By w s
ROBERT JE INEK; DEPUTY COUNTY SIRYEYpR
41ItoRM
CiTY ENGINEER'S STATEMENT
I HEREBY STATE THAT I HAVE EXAMED TIn IMP AD LINK TOM IT M BE SUVANTIALY M
CONFORMANCE WITH THE TECTATNE MAP, IF REQUOU. AS FEED WYK AMENDED NO WVRO' ED BY
THE CRY PLANNING CO WIS510N: THAT ALL PROVISIONS OF THE S BMISICN MAP ACT AND Cr' SUBONISDN
REGULATIONS HAVE BETH COLPLO WITH NO THE MAP IS TECHNICALLY CORRECT N ALL RESPECTS NOT
STATED TO BY THE COUNTY 5URVEIOR.
DATED TMS 1A At DAY OF 1999.
ROBERT E. E)DIRAT1, RC.E. 20921
CITY ENGINEER NC�ER OF THE CITY OF HURNOTON BEACH . M
CiTY PLANNING COMMISSION CERTIFICATE
I HOWARD ZLU SKY, SECRETARY TO THE PI/AWWIQ COMMISSION O THE Cttt OF HRRNCTON REACH,
CALIFORNIA. DO HEREBY CUT:Y' THAT I KT4 EXAMINED THIS W➢ AND INK FOUND IT TO B(
SUBSTANTIALLY THE SAME AS THE TIMATHE WP AS IUD WTM AMENDED AND APPROKD B+ THE
HUNTINGTON BEACH CTY RANHONI6 Cd4M"0Y4.
p
DATED THS � DAY OF 1999
SECRETARY TO THE PLANNINGOO1MtSSgN V.^ / /'.M _
CITY CLERK'S CERTIFICATE
STATE OF CAUFORMA )
CRY OF HUNTINGTON BEACH i SS
COUNTY OF ORANGE )
STATE OF I HOSBY CEI m nNr THIS MAP WAS PRESENTED FOR To GQlW1R a Nl1MiWICiON
SS 8MM AT A REGULAR NQING IWRLOF IUD ON THE 01�(A¢�1999. AND Tw
COUNTY OF D.GOA✓eF� ) THEREUPON SAID COUNCIL OD. Br AN ORDER DUY PASSED AND DMIE APPROVE SAID NAP NO DID
��yy nn ,�// D ACCEPT ON BDKF OF ME PUBLIC. SUBJECT TO IMPROVEMENTS, THE DEDICATION FOR STREET PURPOSES
ON THIS a Y 6,�� 1999, I �.Y4yw,,e w /F'._ N2Qa CV. A� NOTARY 4PUBLIC IN AOF HEIL 10 OD ALSO E. PLAZA TP ON BEIME Q THE CRY ROOSHWWE M I LANE
BEACH:
RE BOUNDARY 0' MIL MAP:
AND FOR SAD STATE PERSOWILY APPEARED
PETWAUY KNM TO W (OK MO&D TO K CH PE BASIS OF SATISFACTORY EVIDENCE) TO BE THE PERSON(S) 1. LOT 1 N RE SIMPLE FOR PUBLIC PANIC PURPOSE AS WINED.
WHOSE NWE(S) IS/ARE SUBSCRIBED TO THE WITM NSTRUNE T AND ACKNOWLEDGED TO ME IHAT HE/SHE/THEY 2. THE DOMESTIC WATER SYSTEM AD APPURTENANCES AS DEDICATED.
EXECUTED THE SAW N HS(TE WTR A'M RIZED CMACIPY(IES). AND THAT BY HIS/HRfMER SOAIUZE(S) ON 3. THE 2.00 FDOT E/SMNA FOR PUBIC URM PURPOSES AS OCDICATD.
IRE INSTRUMENT THE PER50H(S). OR THE EIm UPON BEHALF of w" THE PERON(s) ACTED, EXECUTED nE 4, ALL VDIICULAC A,.� RKNIS TO FA AVENUE NO PLAZA LANE A5 RELEASCO APO REU0JSED.
NSIRULC4.
WRMSS MY HAND
MY AA OF BUSINESS
S
nn PUBLIC IN AND FOR
SA STATE IN AW>~rLCOUNTY
fizx/Lll,o A BtaJ-,l MY OMMISSION EXPIRES Z11W101,
PRINT HOME
MITTS:
'TM TRACT MAP 6 FOR FWWR_WG/C NVE'AMCE P1RPOnS DRY, AAD ME lOT3 CIUM BY TM
TRACT MAP APRROWIL ARE OUT LUFAL BUQCNG SIFEV
BE M0.464rL
0-04WALL LDR aWlED BY THIS MM AID All 3UDbEWEXr
MAPS orfTN THEM LOTS IR4ui CO6LY WITH THE FNVM AD OODITIM CF APPROVAL FOR
TTDWNE TRACT MAP 154M CODI'MIAL USE FEIWMR M0. 9T•90 AND 11EiA M DECLA.WION 1741
AND DD ALSO APPROVE 9MCT IMP PUHSUVR M THE PROASIONS OF SECTION 0" (c)(3XA) Or
RIE SUAMMSION MAP ACT.
WE ALSO HEREBY ABANDON, PUTMANT 70 SECtIOM 66499.40 1/2 NO SECTION WM (D (F THE
SUBONISION MAP ACT. ALL ST1w AID EIS VEIN S W TIWN THE BWQWf OF MS WP WHICH WERE
ACWIRED BY THE CRY OF M NTNOTON. BEACN PER PARCEL MAP NO. 92-228 AS S40WH M PARCEL
MAP BOOK 250. PAGES 33 TO 35 NCEUSA?r. RECORDS Or MANGE COUNTY, Ck"I RIA NO SHOWN
ON I'm MAP.
DATED THS,9! - DAY 1999.
BY: l^H•
CON[ BROCKWAY _ _ 7J DCPLRY
Cftt CILRK OF CRY O WINCTOm EIMH
COUNTY TREASURER -TAX COLLECTOR'S CERTIFICATE
STATE OF CALIFORNIA 1
COUNTY OF ORAINGE
I H OW-W -__VWY THAT ACCOMM TD TW R.COTY OF MY MW TIVERE ARE NO Ira AWIST THE
LAD COIERED Br IRS NAP, OR ANY PART IIHEREOF FOR UPAD STATE. GAMY. KNICpK OR LOCK
TAXES OR SPECK ASSESSUONTS COLLECTED AS TAXES. EXCEPT TALES OR SPECIAL ASSMA_NIS
CCILCTED AS IATES NOT YET PAYWf.
SIGNATURE OWSSKINS: AND DID ALSO CORTY TO TIE RLComOR OF ORAL[ COURT THAT THE PROVISIONS OF DC SILIBLMSMON
RMWB TO 51Y 0 60436 (0)(3) OBE SJBNYL1510H MAP ACT, 111E FOLLDWNO SIGMAYURE3 NAVE BEEN OMITTED: MAP ACT HAVE BEEN COMPLIED WITH REGARDING DEPOSITS TO SECURE THE PAYMENT Or TAXES OR SPECK
t ART K WWO AND LILY Y, WW. TRUSTEES Of THE N'.Yt' IO F MtL.Y TRUST DATED JAMMRY 11.1990 ASSESSMENTS COLWM AS TARS ON M LAND CO EM BY THIS MAP.
AND OMM. HO M Of MINERAL PIWTS RECEDED N NSTRLINENT MOS. 19990326812 TO �¢}�, j��� �
1999036815, ALL OF OFFICIAL RECORDS DATED TER$ DAY Oa. '�i°'f999.
2. THE CITY OF HFMWToN BFAOM. HOLDER OF AN EASEYEM FOR STREET PURPOSES FOR RODGEVELi NNE AS
SHOWN AND DEDICATED ON THE MAP OF PARCEL MAP NO. 92-228 FILED N PARCEL MAP 9001E 280. PAGES 33 TO
35 NOUSILE.
3 VARIOUS OWNERS OF RECORD. HUM O AN EASOAEPIT FOR PRIVATE ROADS AS SHOW ON TRACT AID, B6 FILED
N BOO( K PAGES 35 AID 36 OF WSCELLAHEOUS MAPS AID AS SINEW ON PARCEL MAP Na 92-228 RID N
PARCEL MAP BOCK 284 PAGES 33 TO 35 NCLUSVE THE STO(ATURE(S) OF SAID VARICIS DOWERS ARE IMPOSSIBLE
OR IMPRACTICAL TO OBTAIN DUE M CHANGED CONDITIONS AND IOHG ONSUSE.
JCNN M. W. MOCRI" BY:
ER - c COLU CTOR
EXHIBIT "A"
NOY 151999
PAGE 1 OF 7
A 8OF TENTATIVE TRACT N0. IS469 TRACT N O . 15470 2 ' s
48-3.362 ACRES
6 NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH 0 IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA
DATE OF SURVEY: MAY, 1993 AND MAT, 19" MDS CONSULTING MAY, 1999 GARY W. DOKICH, L.S. 4693
BASIS of BEARINGS:
THE BEARINGS 90" HEREON ARE BASED ON THE
SEARING BETWEEN O.C.S. HWIZONTAL CONTROL STATOR
GPS NO. 5103 AND STATION CPS NO. 5102 BERG
NORTH 8728 SS WEST PER RECORDS ON FIRE N THE
OFFICE OF THE ORANGE COUNTY SUTTM
DATUM STATEMENT:
COORDINM SHOWN ARE BASED ON THE CALIFORNIA
COORDINATE SYSTEM (OS83) ZONE K 1983 RAO.
AL991.35 EPOCH OCS GPS ADAhTAn
Au oQrAANGLt sAWNI ARE MOUND UNLESS OTHERWISE
RM. TO OBTAIN GRO DISTANCES MULIPLY OMM
DISTANCE 6Y 0.99996197
GENERAL NOTES:
1. LOTS A TFROLCH 0 ARE FOR OPEN SPACE PURP0$ES
AND ARE NOT SEPARATE 1RIlDNG 9TES,
2. LOT I IS FOR A" PARK PLII'4lOEi3 AND b NOT A .
SEPARATE BUILDING ATE.
3. LOTS 2 TIMM 6 ARE FOR COMYMNCE PURPOSE
ATO FOR FUTURE SUBOIAISON PURPOSES
4. DIE ZTINCiNE BORDERUIE SEARNCS AND DISTANCES
ARE MEASURED AND RECORD PER PARCEL MAP NO.
92-2m P.M.8. 280/33 TO 35.
EASEMENT NOTES:
1. 'P.U.E.' I DCATES PUSUC UTIIM CASEMENT DEDICATED
TO THE CM OF NNTNMON BEAU.
8 INDICATES RIMM FOR PRIVATE STREET PURPOSES
! INDICATES AN EASEMENT FOR PFWATE RGVOS PER
TRACI PC 86, It 10/35-36.
MONUMENT NOTES:
I. • INDICATES FOUND MONU ER(l AS NOTED.
Z. IN NDK'ATES FOUR r RON PPE TAM 'LS 4693', FI Sl OR A SP6Q
AND WARIER STAMPED 'LS. 469Y N ASPHALT. OR A LEAD AND TACK
TAXED'lS 489Y N 00RCETE PER PARCEL MAP NO. 90-268.
P.Y.B. 280/29 TO 32. AS NOTED.
3. 0 INDICATES FOUND f IRON PPE TACOED'LS. 469Y. FLUSH. OR A 9W2
AND WASHER STAMPED 'LS. 469r N ASPHALT. OR A LEAD AND TALK
TAGGED 'LS. 469S N CONCRETE PER PARCEL MAP NO. 90-268•
P.Ma 280/29 TO 32, AS NOTED.
4. T IRON PPE• TAIGGED'LS 4895 OR NAIL AND TAG'LS. 489.r N
CONCRETE OR A SPICE WITH WA90 STAMPED *LS. 489Y N ASPIMIT
PAVEMENT KAYI4G A D9004SS Or t OR MORE TO BE SET AT ALL
TRACT BOUNDARY CORNERS WITHIN 90 DAYS AFTER THE ACCEPTANCE
OF LVR04VENM (NO IIOWAINTS WILL BE SET FUR ANGLE POINTS.
CORNER CUTOFFS, B.C.S, E.C.'S, P.C.C.S OR PRC.'S THAT ABUT A
STREET WITCH ARE NOT TRACT CORNERS. DRESS OMEMNISE NOTED).
S. 1' RON PPE TAGGED 'LS. 4695 OR MAR. AND TAG 'IS 469r TO
BE SET AT ALL LOT CORNERS WITHIN 90 DAYS AFTER THE ACCEPTANCE
OF FAF' MVENIS. (NO MONUMENTS WILL BE SET FOR ANGLE PONTS,
CORNER CUTOFFS. B.C.S. LC.'S, P.C.C.'S OR PP VS THAT ABUT A
STREET Wt" ARE NOT LOT CORNERS MARKING SIDELINES. UNLESS
OTHERWISE NOTED).
L O INDICATES LOCATION OF SPIKE WITH WASHER STAMPED 'LS 469.Y N
ASPKkT PAVEMENT HO'NO A THICKNESS OF f OR LIM OR MAIL AND
TAG. 'LS 4693' N CONCRETE TO BE SET WHIR 90 DAYS AFTER
ACCEPTANCE Or NIPRO'EMEM$ UNLESS OTHERWISE NOTED.
FD. 1' UP. TAM LS,
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n 4693• DOWN OI
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TRACT TWO. M90
ttal 2D2/41.19
EXHIBIT "A"
PAGE 2 OF 7
NOV IS 1999
Ill
l
Z
A UNIT OF TENTATIVE TRACT NO. 15462
4&362 ACRES
i 6 NUMBERED MATS; AND LETTERED LOTS
LOTS A THROUGH 0
.i
DATE OF SURVEY: WAY, W AND MAY, 19"
i
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I
SEE SHEET 2 FOR BASIS OF OWINGS, DATUM STATEMENT,
MONUMENT NOTES, GENERAL NOTES AND EASEMENT NOTES.
TRACT NO. 15470
IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CAUFORNLA
WOS CONSULTING WAY, 1999 GARY W. DOKICH, LS. 4693
51W l OF 7 SHESTS
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I NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH O IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA
GATE OF SURVEY: MAY, 1493 AM MAY, 1999 MDS CONSULTING MAY, 1999 GARY W. DOKICH, L.S. 4693
CURVE TABLE
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EXHIBIT "A"
PAGE 5 OF 7
1
SEE SHEET NO. 2
W
SEE SHEET 2 MO BASIS Or KAM"= DATUM STATEMENT, —b
MONWENT NOTES, GENERAL NOTES AND EASEMENT NOTES
NOV. 5IM
. I 1
Nowi
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MT U A 82 OF TENTATIVE TRACT N0, 15169 TRACT N 0 . 15470
A ACRES ERED SHEET I OF 7 SHEETS
6 NUMBERED LOTS; AND LETTLOTS
LOTS A THROUGH 0 IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA
DATE OF SURVEY: MAY, 1993 AND NAY, 1999 MDS CONSULTING MAY. 1999 GARY W. DWC.H, LS. 4693
SEE SHEET NO. S
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SEE SHEET $0. 2 I SEE. SHEET NO. 7 I, r SEE SHEET NO. 2 MOKAIW NOTES, GENERAL NOTES AND EASEWENT NOTES.
EXHIBIT "A"
PAGE 6 OF 7
NOY 151999
D
A UNIT OF TENTATIVE TRACT N0. 15469 TRACT N 0 . 15 4'7 0 �"" °" =H s
t8.362 ACRES
6 NUMBERED LOTS; AND IETTERED LOTS
LOTS A THROUGH 0 IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CAUFORNIA
MDS CONSULTING MAY, 1999 GARY W. DOKICH, L.S. 4093
DATE OF SURVEY: MAY, 1293 AND MAY, 1299
SEE SHEET NO. 9
1
CURVE TABLE
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MONUMENT NOTES, GENERAL NOTES
EASEMEITT NOTES.
1
EXHIBIT "A"
PAGE 7 OF 7
NOV15IM
EXHIBIT "B"
Existing Development Approvals
1. The Meadowlark Specific Plan Amendment (ZTA 97-04/ZMA
97-01), Conditional Use Permit 97-80, Tentative Tract Map.
No. 15469 and Negative Declaration 97-21.
1957140
6/26/00
140268-0001
EXHIBIT "C"
Existing Land Use Regulations
1. The General Plan of the City of Huntington Beach as
amended through the effective date of the existing
Development Approvals.
2. The Huntington Beach Ordinance Code, as amended through
the effective date of the existing Development
Approvals.
Copies of the Existing Land Use Regulations listed above are on
file in the City of Huntington Beach Department of Community
Development and are incorporatedherein by reference.
1957140
6/26/00
140268-0001
EXHIBIT "D"
Meadowlark Airport Closure Plan
The Meadowlark Airport shall be closed in accordance with
the schedule set forth in this Closure Plan.
(1) On or before September 1, 1989, Developer shall take
all of the following actions:
(a) Terminate all airport operations, including, but
not limited to, all takeoffs, landings, and flight school operations;
(b) Remove all signs which identify the Property as an
airport;
(c) Remove all airport wind socks, airport lights and
other pilot aids;
(d) Paint out all runway markings and mark the runway
with X's;
(e) Give all notices and take all other actions
required by the Orange County Airport Commission, the California
Department of Transportation and the Federal Aviation Administration
in order to terminate airport operations;
(f) Give all notices and take all other actions
necessary to remove all aircraft from the Property. In the event any
aircraft is not voluntarily removed by its owner, Developer shall
diligently take all steps allowed by law to remove such aircraft.
(2) As soon as possible after September 1, 1989, and in no
event later than September 8, 1989, Developer shall demolish and
remove the airport runway.
(3) Developer shall commence by April 30, 1990, and
complete by May 31, 1990, removal or demolition of all buildings
on the Property except the existing building located north of the
northwest corner of the Fernhill residential development (the
"Fernhill Building"). The Fernhill Building may be used for
purposes ancillary to Development of the Property such as
construction offices, material storage or equipment storage, but
the Fernhill Building shall not be used for any airport -related
purpose after September 1, 1989. The Fernhill Building shall be
removed or demolished upon Development of that part of the
Property.
1957140
6/26/00
140268-0001
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
October 19, 2000
Gary L. Granville ,
County Clerk -Recorder
P. O. Box 238
Santa Ana, CA 92702
CALIFORNIA 92648
Enclosed please find First Amended and Restated Development Agreement to be
re -recorded due to blanks'left in the body of the document. After recordation please
return the document 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 Agreement when recorded to this office in the
enclosed self-addressed stamped envelope.
Thank you,
Connie Brockway, CMC
City Clerk
Enclosures
g:/follow up/misc/record.doc - First Amended and Restated Development Agreement — Catellus Residential Meadowlark, LLC
2nd Recordation Request
(Telephone: 714-536.5227 )
ir, i
RECORDING REQUESTED BY AND WHEN
RECORDED RETURN TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attn: City Clerk
1957144
6/26/00
140268-0001
Recorded in Official Records, County of Orange
Gary Granville, Clerk -Recorder
i lillli illli iilil IIIII IIIII Illll IIIII IIIII IIIII IIII! IIIII NO FEE
20000490170 03:37pm 09/19100
109 73 A17 58
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
WE
CATELLUS RESIDENTIAL MEADOWLARK, LLC
This document is solely for the
of the City
- 9 i
E ci i, as contem-
Y. Geode
fao. 0 nd s ou'd ba recorded
free of c a rge.
Fa; A�:mo,
-1GT,i BEACH r
By:- ------------ - ----- ------------------
Ci/ Cl-;-k
1. DEFINITIONS AND EXHIBITS..................................4
1.1 Definitions..........................................4
1.2 Exhibits ............................................. 8
2. GENERAL PROVISIONS........................................8
2.1 Binding Covenants....................................8
2.2 Interest of Developer ................................ 8
2.3 Term of Agreement .................................... 8
2.3.1 Stated Term ..................................... 8
2.3.2 Extension of Term ..............................8
2.3.3 Referendum on Enacting Ordinance ............... 9
2.4 Termination .......................................... 9
2.4.1 Events of Termination .......................... 9
2.4.2 'germination upon Sale of Individual
Parcels ........................................ 10
2.5 Closure of Airport...................................10
2.6 Assignment .......................................... 11
2.7 Amendment ........................................... 12
2.8 Notices ............................................ 13
3. CONFLICTS OF LAW...... ........... .......................14
3.1 Conflict with State or Federal Laws ........ 14
3.2 Notice and Copies...................................14
3.3 Modification Conferences .............................14
3.4 City Council Hearing ................................ 15
3.5 Cooperation in Securing Permits or
Approvals...........................................is
3.6 Challenge of New Law or Regulation ..................is
4. DEVELOPMENT OF THE PROPERTY .............................. 16
4.1 Rights to Develop...................................16
i
1957144
6/26/00
140268-0001
r
4.2 Effect of Agreement on Land Use Regulations......... 17
4.3 Timing of Development ............................... 17
4.4 Phasing Plan ........................................ 18
4.5 Initiatives and Moratoria ........................... 19
4.6 Environmental Review................................20
4.7 Changes and Amendments .............................. 21
4.8 Application of Subsequently Revised
Construction Codes...................................22
4.9 Enforcement ......................................... 23
4.10 Public Benefits ..................................... 24
4.11 Applications........................................24
4.12 Cooperation in Securing Approvals ...................25
4.13 Development Exactions...............................25
S. RESTRICTION ON SPECIAL DISTRICTS ......................... 26
6.
REVIEW FOR COMPLIANCE ...................... ............26
6.1
Periodic Review ................. ..................26
6.2
Procedure...........................................27
6.3
Proceedings Upon modification or
Termination.........................................27
6.4
Hearing on Modification or Termination ..............28
6.5
Certificate of Agreement Compliance .................28
7.
DEFAULT AND REMEDIES.....................................29
7.1
Cumulative Remedies.................................29
7.2
Cooperation in the Event of Legal Challenge .........29
7.3
Termination of Agreement for Default of
Developer...........................................29
7.4
Termination of Agreement for Default of
City................................................30
7.5
No Cross-Defaults...................................31
ii
195714A
6/26/00
140268-0001
7.6 Attorneys' Fees.....................................31
8. ENCUMBRANCES OF THE PROPERTY .............................31
9., MISCELLANEOUS PROVISIONS.................................33
9.1 Authority to Execute................................33
9.1.1 City..........................................33
9.1.2 Developer.....................................33
9.2 Consent.............................................34
9.3 Interpretation and Governing Law ..................... 34
9.4 Construction........................................34
9.5 Covenant of Good Faith and Fair Dealing ............. 35
9.6 Enforced Delay and Extension of Times of
Performance ......................................... 35
9.7 Entire Agreement....................................36
9.8 Further Actions and Instruments .....................36
9.9 Time of Essence.....................................36
9.10 No Third Party Beneficiaries .........................37
9.11 No Waiver...........................................37
9.12 Project as a Private Undertaking ....................37
9.13 Releases............................................38
9.14 Severability ...................... .................38
9.15 Successors and Assigns..............................38
9.16 Tentative Tract Map Extension .......................39
9.17 Integrated Project..................................39
9.18 Recordation of Agreement ............................39
iii
1957144
6/26/00
140268-0001
Exhibit "A" Legal Description
Exhibit "B" Existing Development Approvals
Exhibit "C" Existing Land Use Regulations
Exhibit "D" Meadowlark Airport Closure Plan
1V
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FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
AND
CATELLUS RESIDENTIAL MEADOWLARK, LLC
This First Amended and Restated Development Agreement
("Agreement") is made and entered into this 19th day of
June
, 2000, by and between the CITY OF HUNTINGTON BEACH, a
municipal corporation (the "City") and CATELLUS RESIDENTIAL
MEADOWLARK, LLC, a Delaware limited liability company (the
"Developer").
RECITALS
A. City is authorized to enter into binding
development agreements with persons having legal or equitable
interest in real property for the development of such property,
pursuant to Government Code section 65865(a).
B. Pursuant to Government Code section 65865, City
has adopted City Council Resolution No. 5390 and Resolution No.
6287 establishing rules, regulations and procedures for the
consideration of development agreements.
C. On March 15, 1999, the City Council, following a
noticed public hearing, approved the Meadowlark Specific Plan
Amendment (ZTA 97-04/ZMA 97-01), Conditional Use Permit 97-80,
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Tentative Tract Map. No. 15469 and Negative Declaration 97-21,
(collectively, the "Land Use Approvals"), and authorized City
planning staff to coordinate with applicant to initiate an
extension of the Meadowlark Development Agreement ("Existing
Agreement") for three (3) years ("Extended Term"), subject to the
rules, regulations and procedures, and public hearing
requirements referenced herein.
D. On May 4, 1999, Catellus Residential Meadowlark,
LLC ("Developer") became the legal owner of certain uninhabited
real property consisting of approximately.45 acres generally
located approximately.500 feet north of Warner Avenue and south
of Heil Avenue, between Roosevelt and Graham. The property is
more particularly described in Exhibit "A" attached hereto and
made .a part hereof by this reference (the "Property").
E. On July 24, 1999, the term of the Existing
Agreement expired. The Parties thereto have agreed to amend and
restate the -Existing Agreement and to extend the term of said
Existing Agreement for a period of three (3) years commencing on
July 24, 1999 and expiring on July 24, 2002, and the Planning
Commission has approved the Agreement on March 28, 2000
the City Council has approved the Agreement on June 19, 2000.
F. City and Developer desire to enter into this
Agreement in order to assure development of the Property in
and
accordance with the Land Use Approvals and provide for vesting of
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same for the three (3) year Term of the Agreement, to assure the
City of timely installation of required public facilities, and to
assure the orderly development of the Property in accordance with
the terms of the Land Use Approvals and the Agreement.
G. The City further finds that this Agreement will
provide significant public benefits to the City in that Developer
has agreed to dedicate and improve a new neighborhood park, of
2.4 acres, improve .80 acres of the existing Norma Gibbs Park,
and pay significant local park in -lieu fees.
H . On March 28
2000, the City Planning
Commission, the advisory agency for purposes of review of
development agreements pursuant to Government Code section 65867,
helda duly noticed public hearing regarding this Agreement and,
at the conclusion of the hearing, and after consideration of
evidence and testimony submitted by City staff, the Developer and
all interested parties, adopted Resolution No. 1551
recommending that the City Council approve the Agreement.
I. On June 19 , 2000, the City Council held a duly
noticed public hearing regarding this Agreement and, at the
conclusion of the hearing, and after considering the
recommendation of the Planning Commission, -the evidence and
testimony submitted by City staff, the Developer and all
interested parties, adopted Ordinance No. 3471 approving
this Agreement.
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J. The City hereby finds that this Agreement and the
Land Use Approvals are consistent with the City's General Plan,
and that Environmental Impact Report No. 87-2 (the "EIR") and
Negative Declaration 97-21 satisfy all -the requirements of the
California Environmental Quality Act ("CEQA," Public Resources
Code section 21000 et seq.) and the State CEQA Guidelines (4
California Code of Regulations 15000 et seq.) with respect to
this Agreement and the Project.
NOW, THEREFORE, in further consideration of the above
recitals, all of which are expressly incorporated into this
Agreement, and in consideration of the mutual promises and
covenants herein contained and other valuable consideration, the
receipt and adequacy of which are hereby acknowledged, the
Parties hereto agree as follows:
1. DEFINITIONS AND EXHIBITS.
1.1 Definitions. As used in this First Amended And
Restated Development Agreement, the following terms shall have
the meanings set forth below:
1.1.1 "Agreement" means this First Amended and
Restated Development Agreement.
1.1.2 "DEVELOPER" means CATELLUS RESIDENTIAL
MEADOWLARK, LLC.
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1.1.3 "City" means the City of Huntington Beach, a
municipal corporation organized and existing under the laws of
the State of California.
1.1.4 "Development" means the improvement of the
Property for the purposes of completing the structures,
improvements and facilities comprising the Project including but
not limited to: grading; the construction of infrastructure and
public facilities related to the Project, whether located within
or outside the Property; the construction of buildings and
structures; and the installation of landscaping. "Development"
does not include the maintenance, repair, reconstruction or
redevelopment of any building, structure, improvement or facility
after the construction and completion thereof.
"Development Approvals" means all enactments
permits, and other entitlements for use subject to enactment,
approval or issuance by City in connection with Development of
the Property, including, but not limited to:
amendments;
(a) Specific plans and specific plan
(b) Tentative and final subdivision and
parcel maps, including vesting tentative maps and vesting final
maps;
(c) Conditional use permits;
(d) Zoning;
(e) Grading and building permits.
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1.1.6 "Development Exaction" means any requirement
of City in connection with or pursuant to any Land Use Regulation
or Development Approval for the dedication of land, the
construction of improvements or public -facilities, or the payment
of fees in order to lessen, offset, mitigate or compensate for
the impacts of development on the environment or other public
interests.
1.1.7 "Development Plan" means the Existing
Development Approvals and the Existing Land Use Regulations
applicable to Development of the Property.
1.1.8 "Effective Date" means the date this
Agreement is recorded with the County Recorder.
1.1.9 "Existing Development Approvals" means all
Development Approvals approved or issued prior to the Effective
Date. Existing Development Approvals includes the Approvals
incorporated herein as Exhibit "B" and all other Approvals which
are a matter of public record on the Effective Date.
1.1.10 "Land Use Regulations" means all ordinances,
resolutions, codes, rules, regulations and official policies of
City governing the development and use. of land, including,
without limitation: the permitted uses of land; the density or
intensity of use; subdivision requirements; the maximum height
and size of proposed buildings; Development Exactions including
provisions for reservation or dedication of land for public
purposes; design, improvement and construction standards and
specifications applicable to the Development of the Property; and
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regulations regarding the rate, time or sequence of Development.
"Land Use Regulations" includes any regulation adopted by
initiative or referendum.
1.1.11 "Mortgage" means a mortgage, a deed of trust,
or any other security device securing financing with respect to
the Property or any part thereof.
1.1.12 "Mortgagee" means the holder of the beneficial
interest under any Mortgage and its successors and assigns.
1.1.13 "Party or Parties". The City and Developer
are referred to individually as a "Party" and collectively as
"Parties". Following a sale, assignment or transfer of the
Property, or a part thereof, as provided by Section 2.6 of this
Agreement, any purchaser, assignee or transferee, shall also be a
"Party".
1.1.14 "Project" means the Development of the
Property contemplated by the Development Plan as such Plan may be
further defined, enhanced -or modified pursuant to the provisions
of this Agreement.
1.1.15 "Property" means the real property described
on Exhibit "A."
1.1.16 "Subsequent Development Approvals" means all
Development Approvals required subsequent to the Effective Date
in connection with Development of the Property.
1.1.17 "Subsequent Land Use Regulations" means any
Land Use Regulations adopted and effective after the Effective
Date of this Agreement.
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1.2 Exhibits.
The following documents are attached to, and by this
reference made a part of, this Agreement:
Exhibit "A" - Legal Description of the Property.
Exhibit "B" Existing Development Approvals.
Exhibit "C" - Existing Land Use Regulations.
Exhibit "D!' - Meadowlark Airport Closure Plan
2. GENERAL PROVISIONS.
2.1 Binding Covenants.
The Property is hereby made subject to this Agreement.
Development of the Property shall be subject to the terms and
conditions of this Agreement. The burdens of this Agreement
shall be binding upon, and the benefits of this Agreement inure
to, all successors in interest to the Parties to this Agreement.
2.2 Interest of Developer.
Developer represents that it is the owner of the fee
simple title to the Property.
2.3 Term of Agreement.
2.3.1 Stated Term. The term of this Agreement
shall commence on July 24, 1999, and shall continue for a period
of three (3) years, expiring on July 24, 2002, unless this term
is modified or extended pursuant to the provisions of this
Agreement.
2.3.2 Extension of Term. The term provided for
herein is intended to provide sufficient time for completion of
the.Project in accordance with the Development Plan. In the
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event that the Parties determine that a longer period is
necessary to achieve the foregoing purpose, the term of this
Agreement may be extended by the further written agreement of the
Parties in accordance with Section 2.7 hereof.
2.3.3 Referendum on Enacting Ordinance. In the
event a referendum petition protesting adoption of the ordinance
approving this Agreement is presented to the City Council prior
to the effective date of such ordinance and'the City Council
repeals such ordinance, or the City Council in lieu of repealing
such ordinance submits the ordinance to voters and a majority of
the voters vote against the ordinance, this Agreement shall be
null and void as of the date the City Council repeals such
ordinance, or as of the date of the final declaration by the City
Council of the disapproval of such ordinance by the referendum
election, whichever the case may be.
2.4 Termination.
2.4.1 Events of Termination. This Agreement shall
be terminated and of no further effect upon the occurrence of any
of the following events:
(a) Expiration of the stated term hereof
pursuant to Section 2.3.1;
(b) Completion of the Project in accordance
with the Development Plan and the issuance by City of all
required occupancy permits or final inspection approvals, and
acceptance of all dedications required under the Development Plan
and this Agreement;
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(c) Entry after all appeals have been
exhausted of a final judgment or issuance of a final order
directing City to set aside, withdraw, or abrogate City approval
of this Agreement; or
(d) The effective date of a successful
referendum protesting the ordinance approving this Agreement.
Termination of this Agreement shall not result in the
termination of any Development Approvals applicable to the
Property.
2.4.2 Termination upon Sale of Individual Parcels.
Notwithstanding any provision hereof to the contrary, the burdens
of this Agreement shall terminate as to any _lot or unit which has
been finally subdivided and individually (and not in "bulk")
leased (for a period greater than one (1) year) or sold to. the
purchaser or user thereof, and thereupon and without the
execution or recordation of any further document or instrument,
such lot or unit shall be released from and no longer be subject
to, or burdened by, the provisions of this Agreement; provided,
however, that the benefits hereof shall continue to run as to any
such lot or unit until completion of the construction permitted
under the Development Plan.
2.5 Closure of Airport.
The Parties acknowledge that the Meadowlark Airport
formerly on the site ceased to operate as an airport as of
September 1, 1989. All airport operations were terminated on or
before September 1, 1989, and the runway has subsequently been
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demolished. Cessation of operation as an airport as provided in
this Agreement shall constitute an abandonment of the .existing
nonconforming use of the Property, and after September 1, 1989,
City may utilize any remedies provided by law to enforce such
abandonment. The Parties acknowledge that closure of the airport
was completed in accordance with the closure plan and phasing
schedule set forth in Exhibit "D" to this Agreement.
2.6 Assignment.
Developer shall have the right to sell, assign or
transfer the Property in whole or in part, to any person,
partnership, joint venture, firm or corporation at any time
during the term of this Agreement, provided that any such sale,
assignment or transfer shall include the pro rata assignment of
those rights, duties and obligations arising under or from this
Agreement which are applicable to the Property or part thereof
being assigned, transferred or sold. The express written
assumption of any or all of the obligations of Developer under
this Agreement by such assignee, transferee or purchaser shall,
without any act or concurrence by City, relieve Developer of its
legal duty to perform said obligations under this Agreement. The
City shall not impose any conditions on or otherwise have any
rights of approval over any such sale, assignment or transfer.
Any purchaser, assignee or transferee of Developer shall have all
of the rights, duties and obligations of Developer under this
Agreement insofar as such rights, duties and obligations are
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applicable to the Property or part thereof purchased, assigned or
transferred.
It is understood and agreed by the Parties that the
Property may be further subdivided after the Effective Date of
this Agreement. One or more of such subdivided parcels may be
sold, assigned or transferred to persons or entities for
development by them in accordance with the provisions of this
Agreement. Effective upon such sale, assignment or transfer, the
obligations of Developer shall become several and not joint.
Noncompliance by any such persons or entities with the terms and
conditions of this Agreement or with applicable City rules and
regulations shall not be deemed to be a default hereunder or
grounds for termination hereof, or constitute cause for the City
to initiate enforcement action against, other persons or entities
then owning the Property or a portion thereof and not themselves
in default hereunder. Upon completion of Development of any
phase or tract of the Project as determined by City, City shall
release that completed phase or tract from any further
obligations under this Agreement.
2.7 Amendment.
This Agreement may be amended from time to time by the
mutual written consent of the Parties and in accordance with the
procedures provided in California Government Code Sections 65867,
65867.5 and 65868, including the requirements for notice and
public hearing.
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2.8 Notices.
As used in this Agreement, "notice".includes all
notices, statements, demands, and other communications required
or permitted hereunder. All notices required or provided for
under this Agreement shall be in writing, shall be delivered in
person or sent by certified mail, Postage prepaid, return receipt
requested, and shall be effective on the date delivered in
person, or the date when the postal authorities indicate that the
mailing was delivered to the address of the receiving party. All
notices shall be addressed as follows:
Notice to City: Director of Planning
Planning Department
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Notice to Developer: Bruce D'Eliscu
Catellus Residential Meadowlark, LLC
400 Westerly Place
Newport Beach, California 92660
With a Copy to: Nossaman, Guthner, Knox & Elliott, LLP
18101 Von Karman Ave., Suite 1800
Irvine, California 92612
Attn: John P. Erskine, Esq.
Any Party may, by notice given at any time, require
subsequent notices to be given to another person or entity, or
to a different address, or both. Notices effective prior to
actual receipt of any such notice of change shall not be
invalidated by the change.
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3. CONFLICTS OF LAW.
3.1 Conflict with State or Federal Laws.
In the event that State or Federal laws or regulations,
enacted after the Effective Date of this Agreement, prevent or
preclude compliance with one or more of the provisions of this
Agreement, such provisions of this Agreement shall be modified or
suspended as may be necessary to comply with such State or
Federal laws or regulations; provided, however, that this
Agreement shall remain in full force and effect to the extent it
is not inconsistent with such laws or regulations and to the
extent such laws or regulations do not render such remaining
provisions impractical to enforce.
3.2 Notice and Copies.
Any Party which determines that it cannot perform any
act authorized or required by this Agreement due to a conflict
described in Section 3.1 shall, within fifteen (15) days of
making such determination, provide all other Parties with written
notice of such State or Federal law or regulation and a statement
of the conflict with the provisions of this Agreement.
3.3 Modification Conferences.
The Parties shall, within thirty (30) days after notice
as provided in Section 3.2 hereof, meet and confer in good faith
in a reasonable attempt to modify this Agreement to comply with
such law or regulation.
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3.4 City Council Hearing.
Within a reasonable time thereafter, regardless of
whether the Parties reach an agreement on the effect of such law
or regulation upon this Agreement, the 'matter shall be scheduled
for hearing before the City Council. Notice of such hearing
shall be given pursuant to Section 65090 of the Government Code.
The City Council, at such hearing, shall determine the exact
modification or suspension which shall be necessitated by such
law or regulation. Developer shall have the right to offer oral
and written testimony at the hearing. No modification or
suspension of this Agreement shall be effective unless approved
by the affirmative vote of not less than a majority of the
authorized voting members of the City Council and by Developer.
3.5 Cooperation in Securing Permits or Approvals.
City shall cooperate with Developer in the timely
securing of any permits or approvals which may be required as a
result of such modifications to, or suspensions of, all or any
part of this Agreement.:
3.6 Challenge of New Law or Regulation.
Developer or City shall have the right to challenge by
appropriate judicial proceedings any such new law or regulation
preventing compliance with the terms of this Agreement. In the
event that such challenge is successful, this Agreement shall
remain unmodified and in full force and effect, except that the
term shall be extended for a period of time equal to the period
such law or regulation prevented or precluded compliance with the
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provisions of this Agreement.
4. DEVELOPMENT OF THE PROPERTY.
4.1 Rights to Develop.
Subject to the terms of this Agreement, Developer shall
have a vested right to develop the Property in accordance with,
and to the extent of, the Development Plan. Except as otherwise
provided in this Agreement, the permitted uses of the Property,
the density and intensity of use, the maximum height and size of
proposed buildings, and provisions for reservation and dedication
of land for public purposes shall be those set forth in the
Development Plan. The Project shall remain subject to all
Subsequent Development Approvals required to complete the.Project
as contemplated by the Development Plan. In exercising its
discretion on such Subsequent Development Approvals, City shall
act reasonably and in accordance with the Development Plan. In
acting on any application for a Subsequent Development Approval
within the residential part of the Project which complies with
the development standards of Section 4. of the Amended Meadowlark
Specific Plan ("Specific Plan"), and is otherwise. consistent with
the Specific Plan, the provisions of Sections 65589.5 of the
Government Code shall apply and City shall not disapprove the
application or approve it on condition that it be developed at a
lower density unless the City's decision is based upon written
findings supported by substantial evidence of the record that
both the following conditions exist:
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(a) The proposed housing development would have a
specific, adverse impact upon the public health or safety unless
the housing development is disapproved or approved upon the
condition that it be developed at a lower density; and,
(b) There is no feasible method to satisfactorily
mitigate or avoid the adverse impact identified pursuant to (a)
above, other than the disapproval of the housing development or
its approval upon the condition that it be developed at a lower
density.
The provisions of Section 65589.6 of the Government
Code shall apply in any action to challenge any such City
decision to disapprove a housing development application or
approve it on the condition it be developed at a lower density.
4.2 Effect of Agreement on Land Use Regulations.
Except as otherwise provided under the terms of this
Agreement, the Land Use Regulations applicable to Development of
the Property shall be the Existing Land Use Regulations on the
Effective Date of this Agreement, and no Subsequent Land Use
Regulations shall be applicable to Development of the Property.
4.3 Timing of Development.
The parties acknowledge that Developer cannot at this
time predict when or the rate at which phases of the Property
will be developed. Such decisions depend upon numerous factors
which are not within the control of Developer such as market
orientation and demand, interest rates, absorption, competition
and other similar factors. Since the California Supreme Court
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held in Pardee Construction Co. v. City of Camarillo(1984) 37
Cal.3d 465, that the failure of the parties therein to provide
for the timing of development resulted in a later adopted
initiative restricting the timing of development to prevail over
such parties' agreement, it is the Parties' intent to cure that
deficiency by acknowledging and providing that Developer shall
have the right to develop the Property in such order and at such
rate and at such times as Developer deems appropriate within the
exercise of its subjective business judgment, subject only to any
phasing requirements set forth in the Development Plan and its
Phasing Plan as specified in Section 4.4.
4.4 Phasing Plan.
Development of the Property shall be subject to the
phasing requirements established by the Development Plan. City
agrees that the "Phasing Plan for Development", required by
Section 6.0 Appendix N. of the Meadowlark Specific Plan (the
"Phasing Plan") shall be limited solely to providing assurances
to City that Development of the Property will include timely
installation of necessary on -site and off -site improvements as
required by the Existing Land Use Regulations and that the
Project will not exceed the available capacity of either the
sewer system or the water system. With respect to the provision
of water service to the Project, City agrees that the Phasing
Plan shall provide for the granting of firm commitments for the
provision of water service by the City concurrent with the
approval of the conditional use permit or tentative tract map for
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each phase of Development. With respect to the provision of
sewer service to the Property, the Parties acknowledge that the
provision of sewer service is not within the control of City in
that the Property is within the service area of the Orange County
Sanitation District. City, however, agrees to use its best
efforts to assist and support Developer in securing firm
commitments for sewer service from the Orange County Sanitation
District at the earliest feasible time, and agrees that the
Phasing Plan will not restrict Development of any phase of the
Project with respect to sewer service except for requiring
clearance from the Orange County Sanitation District. Upon City
approval of the Phasing Plan, as required by Section 6.0 Appendix
N. of the Meadowlark Specific Plan, the Project shall not be
subject to any further limitations with regard to time, rate or
sequence of Development, other than the public facility
conditions, or any other requirements, of the Land Use Approvals.
4.5 Initiatives and Moratoria.
In the event any subsequent Land Use Regulation is
enacted (whether by action of the City Council, by initiative, by
referendum, or otherwise) which relates to the rate, timing or
sequencing of development of property within the City, City
agrees that such Subsequent Land Use Regulation shall not apply
to the Project. In addition to and not in limitation of the
foregoing, City agrees that no moratorium and other limitation
affecting subdivision maps, building permits or other
entitlements for use within the City or any part of the City,
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shall apply to the Project to the extent it is in conflict with
this Agreement. Notwithstanding the foregoing, in the event any
such ordinance, measure, moratorium or other limitation is
determined by a court to invalidate or prevail over all or any
part of this Agreement, Developer shall have no recourse against
City pursuant to this Agreement, but Developer shall retain all
other rights, claims, and causes of action which Developer may
otherwise have at law or in equity including, without limitation,
the right to appeal any such determination. To the maximum
extent permitted by law, City agrees to use its best efforts to
prevent any such ordinance, measure, moratorium or other
limitation from invalidating or prevailing over all or any part
of this Agreement, and City agrees to cooperate in all reasonable
ways to keep this Agreement in full force and effect. City shall
not take any action which would violate the intent of this
Section. Developer reserves the right to challenge any such
ordinance, measure, moratorium or other limitation in a court of
law in order to protect the.development rights vested in the
Property pursuant to this Agreement.
4.6 Environmental Review.
City certifies that Environmental Impact Report,
No. 87-2 (the "EIR") and Negative Declaration 97-21 have been
prepared and adopted in conjunction with the Meadowlark Specific
Plan, and satisfy all the requirements of the California
Environmental Quality Act ("CEQA", Public Resources Code, Section
21000 et sect.) and the State CEQA Guidelines (14 California Code
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of Regulations 15000 et seq. with respect to this Agreement and
the Project. City agrees that no mitigation measures arising out
of environmental concerns that are not expressly identified in
the Negative Declaration shall be imposed on Development of the
Property except as otherwise provided below. City agrees that
Section 65457 of the Government Code shall apply to all
Subsequent Development Approvals for residential Development of
the Property, and City further agrees that no subsequent or
supplemental environmental impact report shall be required for
any Subsequent Development Approval, whether residential or
commercial, unless one of the events specified in Section 21166
of the Public Resources Code occurs.
4.7 Changes and Amendments.
The Parties acknowledge that refinement and further
development of the Project will require Subsequent Development
Approvals and may demonstrate that changes are appropriate and
mutually desirable in the Existing Development Approvals. In the
event Developer finds that a change in the Existing Development
Approvals is necessary or appropriate, Developer shall apply for
a Subsequent Development Approval to effectuate such change and
City shall process and act on such application in accordance with
the Existing Land Use Regulations, except as otherwise provided
by this Agreement. If approved, any such change in the Existing
Development Approvals shall be incorporated herein as an addendum
to Exhibit "B", and may be further changed from time to time as
provided in this Section. Unless otherwise required by law, a
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change to the Existing Development Approvals shall be deemed
"minor" and not require an amendment to this Agreement provided
such change does not:
whole; or,
(a) Alter the permitted uses of the Property as a
(b) Increase the density or intensity of use of the
Property as a whole; or,
(c) Increase the maximum height and size of permitted
buildings; or,
(d) Delete a requirement for the reservation or
dedication of land for public purposes within the Property as a
whole; or,
(e) Constitute a project requiring a subsequent or
supplemental environmental,impact report pursuant to Section
21166 of the Public Resources Code.
4.8 Application of Subsequently Revised Construction Codes.
Improvement standards and specifications set forth in
the City building, plumbing, mechanical, electrical, fire and
grading codes that are revised during the term of this Agreement
shall apply to the Development of the Property pursuant to this
Agreement provided that: (a) such standards and specifications
apply to all development within the City; (b) their application
to the Property is prospective only, applying only to
applications for building and other development permits or
approvals of tentative subdivision maps not yet accepted for
processing; and (c) any future amendment to the grading code
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which materially reduces the amount of land within the Property
which can be utilized for structures and improvements or which
materially increases the amount of open space within the Project
shall not be applicable to the Project.-
4.9 Enforcement.
Unless amended or canceled, this Agreement shall be
enforceable by any party to it and shall be controlling for the
purposes of the vested land use entitlements for the Property,
notwithstanding any Subsequent Land Use Regulation adopted by
the City which might otherwise be applicable to the Property.
In the event of an emergency, declared by the City Council,
creating a danger to health and safety which would prevent or
preclude compliance with any provisions of this Agreement, such
provisions may be modified or suspended during the period of
such emergency. However, if such modification or suspension
substantially deprives any of the Parties of the
bargained -for -benefits of this Agreement, such Party may
terminate this Agreement because of that frustration of purpose.
Any termination by Developer or an assignee of Developer
pursuant to this Section 4.9 shall be effective only as to the
obligations of the terminating Party and shall not effect a
termination of this Agreement as to all remaining Parties. Any
Party terminating this Agreement pursuant to this Section 4.9
shall provide written notice of such termination to all other
Parties.
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4.10 Public Benefits.
The City, by entering into thi.s Agreement, will
receive the benefit of land dedications, developer fee payments,
the construction and installation of various public
infrastructure facilities, and cessation of airport operations
in accordance with this Development Agreement. Developer's
obligation to dedicate land, pay fees, provide such facilities,
and cease airport operations is in consideraticn of and subject
to receipt by Developer of the benefits.of this Agreement.
4.11 Applications.
City agrees to accept for processing and expeditious
review all applications for Subsequent Development Approvals in
accordance with the Development Plan and this Agreement and to
promptly commence and diligently proceed to complete the review
of all such applications. City shall inform Developer, upon
request, of the necessary submission requirements for each
application for a Subsequent Development Approval and the time
necessary for review of such application by the appropriate
authority. Subject to (a) Developer's compliance with this
Agreement; and (b) payment of the usual and customary processing
and plan check fees and charges for such applications, permits
and certificates, City shall issue to Developer, upon application
therefor all necessary building permits, occupancy certificates,
or other required permits for the construction, use and occupancy
of the Project, or any portion thereof, as applied for, including
connection to all utility systems under the City's jurisdiction.
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No application once lawfully approved by the City
shall be subject to subsequent disapproval, and no plan or
document shall be disapproved for reasons which are inconsistent
with the terms of a previous plan or document_ approval. Any
disapproval by the City shall state in writing the reasons for
disapproval.
4.12 Cooperation in Securing Approvals.
The City agrees to fully cooperate with Developer in
securing all permits, licenses, approvals or consents which may
be required by City or other agencies having jurisdiction over
Development of the Property. City further agrees that no
additional conditions or Development Exactions, whether or not
authorized by this Agreement, shall be imposed on any part of
the Project for which building permits have been issued.
4.13 Development Exactions.
Except as expressly set forth in this Agreement, no
Development Exaction shall be required by City of Developer in
connection with the Development of the Property except as
authorized by the Development Plan. Notwithstanding the
foregoing limitation, Development of the Property shall be
subject to a Subsequent Land Use Regulation imposing a fee for
the mitigation of traffic impacts. The Parties acknowledge"that
City is presently preparing a traffic impact mitigation fee
ordinance.
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S. RESTRICTION ON SPECIAL DISTRICTS.
City and Developer agree that during the term of this
Development Agreement, no special tax or assessment district
within the Property, other than as exists prior to the Effective
Date of this Agreement, will be created by the City or any agency
or instrumentality of the City, unless Developer expressly then
grants such authority and concurs in the creation of said
district and the terms and conditions of assessments or special
taxes to be levied thereunder. The foregoing limitation shall
terminate upon expiration of this Agreement, and shall not apply
to any assessment district created by the City that includes the
entire City or any special tax or assessment that is intended to
be applied on a citywide basis to all properties within the City.
6. REVIEW FOR COMPLIANCE.
6.1 Periodic Review.
The Director of Planning shall review this Agreement
annually, on or before the anniversary of the Effective Date, in
order to ascertain the good faith -compliance by Developer with
the terms of the Agreement. Developer shall submit an Annual
Monitoring Report, in a form reasonably acceptable to the
Director of Planning within 30 days after written notice from the
Director of Planning. The Annual Monitoring Report shall be
accompanied by an annual review and administration fee sufficient
to defray the costs of review and administration of the
Agreement. The amount of the annual review and administration
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fee shall be set by the City but shall not exceed the.reasonable
costs incurred by City in review and administration of the
Agreement.
6.2 Procedure.
(a) Upon completion of a periodic review, the Director
of Planning shall submit a report to the City Council setting
forth the evidence concerning good faith compliance by Developer
with the terms of this Agreement and his recommended finding on
that issue.
(b) If the City Council finds on the basis of
substantial evidence that Developer has complied in good faith
with the terms and conditions of this Agreement, the review shall
be concluded.
(c) If the City Council makes a preliminary finding
that Developer has not complied in good faith with the terms and
conditions of this Agreement, the City Council may modify or
terminate this Agreement as provided in Section 6.3 and Section
6.4. Notice of default as provided under Section 7.3 of this
Agreement may be given to Developer prior to or concurrent with,
proceedings under Section 6.3 and Section 6.4.
6.3 Proceedings Upon modification or Termination.
If, upon a preliminary finding under Section 6.2, City
determines to proceed with modification or termination of this
Agreement, City shall give written notice to Developer of such
intention. The notice shall be given at least ten calendar days
prior to the scheduled Hearing and shall contain:
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(a) The time and place of the hearing;
(b) A statement as to whether City proposes to
terminate or to modify the Agreement and the nature of any
proposed modifications; and,
(c) Such other information as is reasonably necessary
to inform Developer of the nature of the proceeding.
6.4 Hearing on Modification or Termination.
At the time and place set for the hearing on
modification or termination, Developer shall be given an
opportunity to present oral and written testimony. If the City
Council finds, based upon substantial evidence, that Developer
has not complied in good faith with the terms and conditions of
the Agreement, the City Council may terminate this Agreement or
modify this Agreement. The decision of the City Council shall be
final, subject to judicial review pursuant to Section 1094.5 of
the Code of Civil procedure or as otherwise provided by law.
6.5 Certificate of Agreement Compliance.
If at the conclusion of a Periodic Review, Developer
is found to be in compliance with this Agreement, City shall,
upon request by Developer, issue a Certificate of Agreement
Compliance ("Certificate") to Developerstating that after the
most recent Periodic Review and based upon the information known
or made known to the Director of Planning and City Council that
(1) this Agreement remains in effect and (2) Developer is not in
0
default. The Certificate shall be in recordable form and shall
contain information necessary.to communicate constructive record
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e
notice of the finding of compliance. Developer may record the
Certificate with the County Recorder.
7. DEFAULT AND REMEDIES.
7.1 Cumulative Remedies.
Each of the Parties hereto may pursue any remedy at law
or equity available for the breach of any provision of this
Agreement. Any Party may institute legal action to cure correct
or remedy any default, to enforce any covenant or agreement
herein, or to enjoin any threatened or attempted violation of
this Agreement, including suits for declaratory relief, specific
performance and relief in the nature of mandamus. All of the
remedies described above shall be cumulative and not exclusive of
one another, and the exercise of any one or more of the remedies
shall not constitute a waiver or election with respect to any
other available remedy.
7.2 Cooperation in the Event of Legal Challenge.
In the event of any legal action instituted by a third
party, including any other governmental entity or official,
challenging the validity of this Agreement or any Development
Approval granted pursuant to this Agreement, the Parties hereby
agree to cooperate fully with each otherin defending such
action; provided, however, that each Party shall bear its own
costs and legal expenses in defending such action.
7.3 Termination of Agreement for Default of Developer.
City may terminate this Agreement for any failure of
Developer to perform any material duty or obligation of Developer
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. i t
under this Agreement (hereinafter referred to as "default");
provided, however, City may terminate this Agreement only after
providing written notice to Developer of default setting forth
the nature of the default and the actions, if any, required by
Developer to cure such default and, where the default can be
cured, Developer has failed to take such actions and cure such
default within 60 days after the effective date of such notice
or, in the event that such default cannot be cured within such 60
day period but can be cured within a longer time, has failed to
commence the actions necessary to cure such default within such
sixty (60) day period and to diligently proceed to complete such
actions and cure such default.
7.4 Termination of Agreement for Default of City.
Developer may terminate this Agreement in the event of
a default by City in the performance of a material term of this
Agreement and only after providing written notice to City of
default setting forth the nature of the default and the actions,
if any, required by City to cure such default and, where the
default can be cured, City has failed to take such actions and
cure such default within 60 days after the effective date of such
notice or, in the event that such default cannot be cured within
such 60 day period but can be cured within a longer time, has
failed to commence the actions necessary to cure such default
within such 60 day period and to diligently proceed to complete
such actions and cure such default.
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• I O}
7.5 No Cross -Defaults.
In the event of a default by Developer which default
adversely impacts the Development of that part of the Property
owned by non -defaulting Parties, such default shall not
constitute a default hereunder by such non -defaulting Parties as
to such part of the Property.
7.6 Attorneys' Fees.
In any action or proceeding brought by any Party to
enforce any provision of this Agreement, or otherwise arising
under this Agreement, the prevailing party shall be entitled to
reasonable attorneys' fees and all costs, expenses and
disbursements in connection with such action or proceeding,
including the costs of reasonable investigation, preparation and
professional or expert consultation, which sums may be included
in any judgment or decree entered in such action in favor of the
prevailing party.
8. ENCUMBRANCES OF THE PROPERTY.
The Parties hereto agree that this Agreement shall not
prevent or limit Developer, in any manner, at Developer's sole
discretion, from encumbering the Property, or any part thereof or
any improvement thereon, by any Mortgage. City acknowledges that
Mortgagees may require certain Agreement interpretations and
modifications and agrees upon request from time -to -time, to meet
with Developer and representatives of such Mortgagees to
negotiate in good faith any such request for interpretation or
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modification. City will not unreasonably withhold its consent to
any such requested interpretation or modification. Any Mortgagee
of the Property shall be entitled to the following rights and
privileges:
(a) Neither entering into this Agreement nor a breach of
this Agreement shall defeat, render invalid, diminish or impair
the lien of any Mortgage made in good faith and for value, unless
otherwise required by law.
(b) Any Mortgagee which has submitted a request in writing
to the City in the manner specified herein for giving notices,
shall be entitled to receive written notification from City of
any default by Developer in the performance of Developer's
obligations under this Agreement.
(c) If City timely receives a request from a Mortgagee
requesting a copy of any notice of default given to Developer
under the terms of this Agreement, City shall provide a copy of
that notice to the Mortgagee within ten (10) days of sending the
notice of default to Developer. The Mortgagee shall have the
right, but not the obligation, to cure the default during the
remaining cure period allowed such party under this Agreement.
(d) Any Mortgagee who comes into possession of the
Property, or any part thereof, pursuant to foreclosure of the
Mortgage, or deed in lieu of such foreclosure, shall take the
Property, or part thereof, subject to the terms of this
Agreement. Notwithstanding any other provision of this Agreement
to the contrary, no Mortgagee shall have an obligation or duty
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under this Agreement to perform any of Developer's obligations or
other affirmative covenants of Developer hereunder, or to
guarantee such performance; provided, however, that to the extent
that any covenant to be performed by Developer is a condition
precedent to the performance of a covenant by City, the
performance thereof shall continue to be a condition precedent to
City's performance hereunder.
9. MISCELLANEOUS PROVISIONS.
9.1 Authority to Execute.
9.1.1 City. By the execution hereof, City confirms
and acknowledges that City, acting through its City Council and
the City Planning Commission have complied in full with the
requirements of Section 65867 of the Government Code for public
hearing and the giving of notice of intention to consider
adoption of this Agreement, and that this Agreement has been
approved by ordinance as required by Section 65867.5 of the
Government Code. City warrants and represents that the City has
given all notices, held all hearings and complied with all other
procedures required to make this a valid agreement.
9.1.2 Developer. The persons executing this
Agreement on behalf of Developer warrant and represent that they
have the authority to execute this Agreement and represent that
they have the authority to bind Developer to the performance of
its obligations hereunder.
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9.2 Consent. Where the consent or approval of a Party is
required or necessary -under this Agreement, such consent or
approval shall not be unreasonably withheld.
9.3 Interpretation and Governing Law.
This Agreement and any dispute arising hereunder shall
be governed and interpreted in accordance with the laws of the
State of California. This Agreement shall be construed as a
whole according to its fair language and common meaning to
achieve the objectives and purposes of the Parties hereto, and
the rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not be employed in
interpreting this Agreement, all parties having been represented
by counsel in the negotiation and preparation hereof. This
Agreement is intended to bind future members of the City Council.
The Parties understand and agree that this Agreement is not
intended to constitute, nor shall it be construed to constitute,
an impermissible attempt to contract away the legislative and
governmental functions of the City.
9.4 Construction.
As used in this Agreement, the masculine, feminine or
neuter gender and the singular or plural numbers shall each be
deemed to include theother whenever the context so indicates.
All section readings and subheadings are inserted for convenience
only and shall not affect any construction or interpretation of
this Agreement.
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9.5 Covenant of Good Faith and Fair Dealing.
Neither Party shall do anything which shall have the
effect of harming or injuring the right of the other Party to
receive the benefits of this Agreement; each Party shall refrain
from doing anything which would render its performance under this
Agreement impossible; and each Party shall do everything which
this Agreement contemplates that such Party shall do to
accomplish the objectives and purposes of this Agreement.
9.6 Enforced Delay and Extension of Times of Performance.
In addition to specific provisions of this Agreement,
performance by either Party hereunder shall not be deemed to be
in default where the failure or delay in performance is due to
war, insurrection, strikes, walkouts, shortages of necessary
building materials, riots, floods, earthquakes, fires,
casualties, Acts of God, governmental restrictions_ imposed or
mandated by other governmental entities, enactment of conflicting
state or federal laws or regulations, judicial actions (such as
restraining orders or injunctions), or other causes beyond the
Party's control. If any such events shall occur, the term of
this Agreement and the time for performance by either Party of
any of its obligations hereunder shall be extended. for the period
of time that such events prevented such performance, provided
that the term of this Agreement shall not be extended under any
circumstances for more than five (5) years.
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9.7 Entire Agreement.
This Agreement sets forth and contains the entire
understanding and agreement of the Parties, and there are no oral
or written representations, understandings or ancillary
covenants, undertakings or agreements which are not contained or
expressly referred to herein. No testimony or evidence of any
such representations, understandings or covenants shall be
admissible in any proceeding of any kind or nature to interpret
or determine the terms or conditions of this Agreement.
9.8 Further Actions and Instruments.
Each of the Parties shall cooperate with and provide
reasonable assistance to the other to the extent contemplated
hereunder in the performance of all obligations under this
Agreement and the satisfaction of the conditions of this
Agreement. Upon the request of either Party at anytime, the
other Party shall promptly execute, with acknowledgment or
affidavit if reasonable required, and file or record such
required instruments and writings and take any actions as may be
reasonably necessary under the terms of this Agreement to carry
out the intent and to fulfill the provisions of this Agreement or
to evidence .or consummate the transactions contemplated by this
Agreement.
9.9 Time of Essence.
Time is of the essence in the performance of the
provisions of this Agreement as to which time is an element.
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r
9.10 No Third Party Beneficiaries.
This Agreement is made and entered into for the sole
protection and benefit of the Parties and their successors and
assigns. No other person shall have any right of action based
upon any provision in this Agreement.
9.11 No Waiver.
No delay or omission by either Party in exercising any
right or power accruing upon noncompliance or failure to perform
by the other Party under the provisions of this Agreement shall
impair any such right or power or be construed be a waiver
thereof. A waiver by either Party of any of the covenants or
conditions to be performed by the other Party shall not be
construed as a waiver of any future breach or nonperformance of
the same or other covenants and conditions hereof.
9.12 Project as a Private Undertaking.
It is specifically understood and agreed by and between
the Parties hereto that the Project is a private development,
that neither Party is acting as the agent of the other in any
respect hereunder, and that each Party is an independent
contracting entity with respect to the terms, covenants and
conditions contained:in this Agreement. No partnership, joint
venture or other association of any kind is formed by this
Agreement. The only relationship between the City and Developer
is that -of a government entity regulating the development of
private property and the owner of such private property.
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i I �
9.13 Releases.
City hereby covenants and agrees that upon completion
of the Project as required under this Agreement with respect to
the Property, or any part thereof, City shall execute and
deliver to the Orange County Recorder an appropriate release of
further obligations under this Agreement.
9.14 Severability.
If any term, provision, covenant or condition of this
Agreement shall be determined invalid, void, or unenforceable,
the remainder of this Agreement shall not be affected thereby to
the extent such remaining provisions are not rendered impractical
to perform taking into consideration the Purposes of this
Agreement. In the event that all of any portion of this
Agreement is found to be unenforceable, this Agreement or that
portion which is found to be unenforceable shall be deemed to be
a statement of intention by the Parties; and the Parties further
agree that in such event they shall take all steps necessary to
comply with such public hearings and/or notice requirements as
may be necessary in order to make valid this Agreement or that
portion which is.found to be unenforceable.
9.15 Successors and_Assigns.
The burdens of this Agreement shall be binding upon,
and the benefits of the Agreement inure to, all successors in
interest and assigns of the Parties to this Agreement.
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i i 1
9.16 Tentative Tract Map Extension.
In accordance with Section 66452.6 of the Government
Code, tentative tract maps and tentative parcel maps processed
for Development of the Property pursuant to this Agreement may be
extended for any period of time not extending beyond the'term of
this Agreement. City shall not add any new conditions of
approval to a tentative tract map extension or tentative parcel
map extension.
9.17 Integrated Project.
City acknowledges, by imposing the phasing plan for
dedications of land and completion of the public infrastructure
and utility improvements as provided for, and executing this
Agreement for the Project as a whole, that the Project is and
shall be considered a single, integrated development project and
that each component of the Project is dependent upon the
completion and occupancy of each other component, and that the
viability of each component of the Project is and shall.be
dependent upon the completion and occupancy of each other
component and the full performance of this Agreement.
9.18 Recordation of Agreement.
This Agreement and any amendment or cancellation
thereof shall be recorded with the County Recorder by the City
Clerk within the period required by Section 65868.5 of the
Government Code.
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-39
IN WITNESS WHEREOF, the parties have duly signed this
Agreement as of the date first written above.
ATTEST:
By: 25�� 2t1C;C-- �,
Its: City Clerk/�
APPROVED AS TO FORM:
"CITY"
CITY OF HUNTINGTON BEACH,
a munic al ccr ration
By:
By:
Its: Mayor Pro Tem
"DEVELOPER"
CATELLUS RESIDENTIAL MEADOWLARK, LLC
a Delaware limited liability company
r
B y : C ���.t:k. � �---
Bruce D'Eliscu
Ci Attorney o,o
czz f-)U-ov
Reviewed And Approved:
ait22 5•s
City 10ministrator
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STATE OF CALIFORNIA
ss .
COUNTY OF
� On JUG 2V � ZOOy before me. I p
(CV11C v-cltt+L
a Notary Public, personally appeared 6LUCK -D' Elt5ft(_
personally known to me o f
g fmt- i _<<riennc to be the person(' whose name (ef, l: are
(hbscribed to the within instrument -,and acknowledged to me that
/she/they executed the same in Li /her/their authorized
capacity(yes•, and that by 4�i/her/their signature(s� on the
instrument the person,(< , or the entity upon behalf of which the
person,(T acted, executed the instrument.
W TNESS my ha and official seal.
[SEAL)
1957140
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of CA 1
County of -Q�-
On 3 /,, 24Vy before me,
Date Ala
Name and Title of Officer (e.g., "Jane
personally appeared �O'YyJ l7'Q�'�s� CZhd
Name(s) of Signer(s)
&'copersonally known to me
❑ proved to me on the basis of satisfactory evidence
to be the persor(1 whose nam®s are ubscribed to the
within instrument and acknowledged to me that -he/sh e
executed the same i thhei authorized capacity es
and that by their ignaTurea on the instrument the
person(s) or the entity upon behalf of which the persor0
ELiZ,,i5—HT, n EnRING acted, executed the instrument.
Commission_ 1150021
Z �� . Notary Public - California ; WITNESS my hand and official seal.
Orange County
MY Comm. Expires Aug 29, 2001
Signature of Nomy Public
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 i�iLt L
Title or Type of Document:
Document Date:Number of Pages:
SignerKOther Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Individual
� Corporate Officer
❑ Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other: Top thumb here
Signer Is Representing:
Signer's Name: ee_,� '46(/
❑ Individual
Corporate Officer
Title(e aalewccie
❑ Partner — ❑ ited General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other: T of thumb here
Signer Is Representing:
0 199EAational Notary Association • 82'36 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7194 Prod. Nb. 5907 Reorder: Calf Toll -Free 1.800-876-6827
I I �
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EXHIBIT "A"
Legal Description of the Property
a, I
l� I
SS
A LOF ENTATTYE TRACT NO. 15469
' ' "' SHIM
d6,362 S62 ACRES
TRACT -NO. 15470
6 NUMBERED LOTS: AND LETTERED LOTSACCEPTED
AND F% n A• THE
LOTS A THROUGH 0
IN THE CITY Of HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALEFORNIA
REQUEST OF
DATE OF SURVEY: MAY, 1993 AND MAY, It"
REINQ A SUBOIVISI011 OF PARCEIS 1. 2. 3 AND 4 OF PARL31 MAP NQ 92-226 AS 90ORN ON MAP FILED N
PARCEL MAP BOOK 26Q PACES 33 TO 35 WW91E. TOGETHER WITH PLAZA WE AND RODSENELT LAW
FIRST AMERICAN TIDE MY9RWCE COMPANY
AS 91M ON SAD PARCEL MAP N .' 92-226, RECORDS OF ORANGE COUNLTY, CALIFORNIA.
CONSULTING
DATE OGT b. LEES
BLOCK: 5745
MOS MAY, 1929 GARY W. DOKICH, I-S. 4693
MODULE: 07
TU(� FEE: Moor
Msmumw 141" *7 1071
Bock Z4( PAGE
CARY L G RM(VLLE
- REC)RDER
BY
OWNERSHIP CERTIFICATE
SURVEYOR'S STATEMENT
DEPUTY
WL THE UNOERSICIED, BEIG ALL PARSES HAVING ANY RECORD MU INTEREST M THE. LAMA COVERED BY
THIS MAP, DO'HEWEITY CONSENT TO THE PREPARAPO1 AND RECORDATION OF SAD MAP, AS -SHOWN UP" THE
D6TNCDVL BORDERLK 1W: HEREBY DEDICATE TO THE PUBLIC FOR STREET PURPM- HEIL AVENUE, PLAZA
LAIC PEARCE DRIVE AND ROOSMT LANL If AIM HEREBY DEDICATE TO THE CITY OF HUNTNCiON BEACH:
1. LOT I M FEE SIMPLE FOR PUBLIC PARR PURPOSES,
1 ICE DOMESTIC WATER SIM APO APPIIRTDIAN13Ci AS SNON ON THE NA"OVEMENT PWIS FOR THIS TRACT.
3. ME 2.00 FOOT EASEMENT FCR PUBLIC UTILITY PURPOSES AS SHOWN ON SAID MAP.
WE ALSO FIERM RELEASE AND RELINQUISH TO THE CITY OF HUNTINGTON BEACH: .
ALL VD9CLAR ACC1 RIGHTS TO HER AVENUE NO PLAZA LANE DWI AT LOCATIONS APPROVED BY
ME PLANNING COWS".
CAMILUS RESIODMAL MEADOWLARK LLCM A DELAWARE LIMITED LIABILITY COMPANY. 0*0
BY: CATFIIUS RESIDENTIAL CHOP. NC. A CALIFORNIA CORPORATION, ITS 14NBER
BY: 2. �51 -
BRIT T. LEHUN BHICE D
DECUTTVE VICE PRESIDENT SENIOR VICE PRESIDENT
HO MO CAPITAL CO
MPANY A UIE OTA
Nor. RTHIN 6�d16 SSOF OFFICIAL RECORDS DEED OF TRUST RECORDED
BY: BY
RUSS WAKEMAN
VICE PRESIDENT
NOTARY ACKHOiMLEDGMENTS
STATE OF rtIX02112% -
)) SS
M„OCRNIY a (_Oro,-Tc;e_
ON TTH61�jDn Ix 1999.�ED�L MINE YTO1a (i1. 1Y IpAL
ANALGIIy . A tNOTATY PUBLC N
D FUR SAD STALL, Y APPiAPf 15rLAc- _
Rd�W),
ME (olt-PR6,�i0 dE-ONTHE 1KDD mERSCI(S), OR THE ENTRY UPON BEAU OF wHa1 1M PEtSON(S AGTFD, ExETxITED THE
14MVENT.
WITNESS MY HMO:
. P 4- MY PRIO-AL PLACE OF BUSINESS IS
NOTARY PUBLIC IN AND FOR SAID STATE M rj r r no 4^ COUNTY
u/td-eM. G an•,cfiX/ MYoouMTS"Ex -S 12 oN
PRINT NIL E
STATE OF
CONY OF ��,,yy D.4'iO/✓�� )) SS
ON TH Aly or . I999, UE, )•AtiY.II A'.. w/. A IDnRr vtALlc M
AND FOR SAD STATE PMWQ LY APPEARED a= r"
POW4041Y KNOWN M ME (OR. PRMO TO ME ON THE BASIS OF SATISFACTORY ENDENCL) TO BE THE PERSON(S)
WHOSE NWE(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND AOODWLED(FD TO ME THAT NE/S�
EXECUTED THE SAME N H6jj4IEEAA/DENR NITHORRED CWACM(ES), AHD THAT BY HISjNER)C SIGNATURES) ON
THE ILSTRLNE T THE PER50M(S). OR THE ENTITY UPON BDALF OF MUCH THE PQRSON(S. EXECUTED TIE
INSTRUMENT.
VATIIFSS MY 1MND
le.IN PLR9NCP aF BUSMFSS 6
�MJI PUBLIC IN AND FEAR yD�7SUIE INn'.yw,N=,f cDUHm
r/�iX/LA/iI /Y. 1D41yE� MY COMMISSION EXPIRES
PRINT NAME
NDTL.
7M TRACT MAP IS FAIR F7ANCINC/CWW-IILMCE "POSES My. AID THE LOTS CI ECED BY tW
TRACT MAP MPRO^L AM NOT LEFAL MA -INK SFTU'
Au LODE CREATED BY Tits MAPRio ALL NJ66E000R
NAPS oM51I THUSE LOTS WALL COMPLY WTH THE FIDIM APO CONDITIONS OF APMROAL FOR
TDFTATNE TMCT MAP 154A CONDITIOWAL USE PEW K 97.90 AND NEGATIVE OEC APIATIQN 97-15
1 HEREBY STATE THAT THS MAP CONSISTING OF 7 SKIN CORRECTLY MMSENTS TRUE AND CO PATE
SURVEY AS SHOWN MADE IN MAY, 1993 AND N MAY, INt.. WAS MACE BY ME OR UNDER MY CRECRCX
THAT THE MONUMENTS ARE OF W CHARACTER AND OCCRY (OR WLL OCOIPY) THE P=Mki INDICATED
BY SAIL MAP. AND THAT SAID MONUMENTS APE (OR 01 BE) SUFFICIENT TO ENABLE IHE SIRA:Y TO BE
RETRACED.
///�/��'•
DART W. DCOCH
LICENSED LAND I NO. 4693
MY LICENSE EXPRES 9/30/P9 ✓�", �A
COUNTY SURVEYOR'S STATEMENT i
I HUM STATE THAT I NAVE E%NMlNED TINS MAP AND HAVE FOND THAT ALL MOPING PRO151dS
OF THE SUBDIVL" MAP ACT HAVE BEEN OOIPLIED WIN AND AM SATISFIED SAID MAP IS TE(HICAiLY
CORRECT RELATIVE TO THE /TRACT
TI�IAAP BOUNDARY. LAM
DAIED THS,-5/,4 DAY OW„cC7PYlL , 19". 10
BY: ��
a._
Su Q NW4MC141oXW
ROBEIIT JELINEN; DEPUTY COUNTY SURVEYOR
CiTY EN(INEER'S STATEMENT -NarDµTW
I HEREBY STATE THAT i HAVE DVW0 THIS MAP AD WYt FOUND IT TO BE SIASTA(iVILLY N
CONFORMANCE WITH THE TENTATIVE MAP, IF REQUIRED. AS FtM WITH. AMENDED AND APPROVED BY
THE CITY PLANING COMMISSION: THAT ALL PROVMIS OF THE SBDINZ)N MAP ACT AID Cr' SU80N6►JN
RFIUATIONS MOVE KEN COIPin WITH 40 THE MAR IS TECHNICALLY CORRECT M ALL RESFECTS NOT
STATED TO BY THE COUNTY SUR0m
DATED TARS /A DAY OF 1999.
ROOM E. ETCI9AATT, RC.E. 20921
EXPIRES 9
CITY ENGINEER OF 7HE CITY OF HUNTNCTON BEACH
CiTY PUNNING COMMISSION CERTIFICATE
L HOWARD 2EUFSKY, SECRETARY TO THE PL~ COMMISSION OF THE CITY OF FRRRNOION BEACH,
CALIFORNIA. DO HEREBY CERTIFY THAT 1 HIVE EXAMINED THIS MAP AND HAVE FEW IT TO BI
SUBSTANTIALLY THE SINE AS THE TEXTATWE MAP As FLED WITH. AMENDED AND APPR'OYEO BY THE
HUNTNCTON BEACH CITY 1' A~G COMAW4'9TON.
DATED THIS t9 DAY OF . IM. -7
SECRETARYTO THE RNwNG OONWSSION N.^ /
CITY CLERK'S CERTIFICATE
STATE OF CAFORNN )
CITY OF HUNTINGTON BEACH ) SS
COUNTY OF ORANGE )
I HEREBY' CEWTIFY THAT THIS MAP IA s PRESENTED FOR TO a AMTIMIC"
BE" AT A REO" MEETING THEREOF HELD, OR THE ' OFF V, " TWO
THEREUPON SAID COUNCL DD. BY AN ONRppR DULY PASSED AND D(m MAP AND DID
ACCEPT ON eDMU OF THE PUBLIC, sumo To NPROJOED(m THE DEDICATION FOR sTEEr PURPOSES
OF KX AVENUE. PLAZA L AE. FTMRCE DRIVE A►D ROOSEMIT LAM WT HI N THE BO►IDWY 0 • T46 IMP,
AND DID ALSD ACCEPT ON BEHALF OF THE CITY OF HUNTINGTON BEACH:
1. LOT 1 IN FEE SIMPLE FOR PEBIIC PARK PUIMSFS AS OWAm.
2. THE OOMIESTIC WATER T61DI HID APPURTENANCES AS DEDICATED.
3. THE 2.00 FOOT EASEMENT FOR PUBLIC URTT' PURPOSES AS OEDI'ATED.
4. ALL V49QAAR ACCESS RIGXTS TO NQ AVENUE AND PLAZA LANE AS RELMD APO RE11.101SED.
NO DID ALSO AMM SUNECT WP PURSUANT TO THE PROM6 OF SECTION 0436 (4)(3XA) OF
ICE SIBDMSDN MAP ACT.
WE ALSO FERRETY ABANDON, PUN& NT TO SECTION GN"20 1/2 NO SECTION 66446 (0 (F THE
SUODMSAAN MAP ACT. ILL STREETS AND EASEMENTS WITHIN THE BOUNDARY Or INS MAP WHCH WERE
ACQUIRED BY THE CITY OF HUNTINGTON BEACH PED PARCEL MAP 100. 92-226 AS SOWN OM PARCEL
MAP BOOK 250. PACTS 33 TO 35 INCLUSIVE. RECORDS OF ORANGE COUNTY, CA FDRH A H0 SHOWN
ON TM MAP.���WAr..
DATED TMS,aL���1 OAY OF A1!/r!7<t�. I999.
Br:
COINS LLRN e1R0001'AY U DEPUTY
CRY Ct)F OF HUNTINGTON BEACH (�
COUNTY TREASURER -TALE COLLECTOR'S CERTIFICATE
STATE OF C411FOwN )
COUNTY OF ORANGE))
� NGE
1 117M r-MIFY THAT ACCDK MG TO THE RECCADS OF MY OF:IO TM ERE AIS MO U G A TN67 THE
LAND CINERm BY IRS MAP OR ANY PINT THEREOF FOR UNPAID STAIL COUNTY. MLMVCPM OR LOCH
TAXES OR SPECIAL ASSESSMENTS COLLECTED AS TAXES, EXCEPT TAXES OR SPECIAL ASSMENTS
CCIECUE) AS TAXES NOT YET MYINBIE.
SIONATURE OWMS*RS:
AND DID AIM CERTIFY TO THE REDO M Or OAHE COUNTY THAT THE PANISION15 OF TH'. SUBOW M AI
MIRS1ANT TO SECTION 68436 (ILX3) CF THE SUBDIVISION MAP ACT, THE FCAIVI NC 51CNATIIRES NAVE BEEN OMITTED:
MAP ACT HAVE BEEN CUMPEFD WIN REGNRONG DEPOSITS .TO SECURE THE PAYMENT Or TAXIS OR SPEpML
L ART AL NEW AND LILY Y. NEW. TRUSTEES OF THE HMO FX LY TRUST DATED JAN A" 11. 19"
ASSESS:EIOS =gM AS TAXES ON THE LARD COMBED BY THIS IMP,
AND OTTERS, HOLDER OF MINERAL F40M RECURDED N INSTRUAENT NOS. 19990326012 TO
Qom_
DATED THIS DAY
1999036015, ALL OF OFFIGAL RECORDS
2. THE CITY OF HNT1NCiON BFAiN. HOIDEN Or AN EASDEM FOR STREET PURPOSES FOR R7OSMT LANE AS
SN7WN go DEDICATED ON THE MP OF PARCEL TAP ND. 92-228 FAMED N PARCEL MAP M 280, PACES 33 TO
35 NCIUSFVL
JOHN M W. MOO6Ar.H BY:
COUNTY iTM11-11- 0 ER - COLU CIOR
3 VARIOUS OHNINERS GE HOLDER a RECORD. D/JI EASCTENT FOR PRIVATE ROADS AS 940NM ON TRACT INQ T>6 FILED
N DOOM M PALES 35 AND 36 OF MISCELAECIS MAPS AND AS SHIM ON PARCEL MAP HQ 92-228 FILED M
PAM MAP BOCK M PAU3 33 TO 35 INCLUSIVE THE"SKNATURE(S) OF SAID VARIOUS MINERS ARE UPOSSIBLE
OR OPRACTICAL TO OBTAIN DUE TO CHANCED CONOTANS AND ICING DISUSE
1
A'V
EXHIBIT "A"
PAGE 1 OF 7
NOY 151999
oil
A .362 AC TENTATIVE ,PACT NO. 15469 TRACT N 0. 15470
48362 ACRES
6 NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH 0 IN THE CITY OF NUHTTNGTON BEACH, COUNTY OF ORANGE. STATE OF CALUFORNIA
DATE OF SURVEY: MAY, 1"3 AND MAT, 19" NDS CONSULTING MAY, 1999 GARY W. DOKICH, LS. 4693
9AStS OF BEARINGS:
THE O W"M SHONN WEREON AW BASED ON THE
DEARNG BEnvEEN O.CS. HORIZONTAL CONTROL STATION
GPS NO. $103 ,VD STATION CPS NO. 5102 BEING
NORTH 8725'ST MST PER RECORDS ON FTLE N THE
OFTTCE OF'THE ORANGE COURY SURVEYOR
DATUM STATEMENT:
ON THE CALIFORNIA
CO*It SYSTEM (CC'.�03�ZD OFtO E A 1%3 N D,
(1991m EPOCH OCS GPS ADJU nwoit'3
ALL DISTANCES 90" ARE GROUND UINIESS OTHERWISE
NOTED. TO OBTNN G180 OMAN= NUUPLY CROLM
DISTANCE BY 0.99998197
GENERAL NOTES:
1. LOTS A TFROUCH 0 ARE FOR OPEN SPACE PURPOSES
AND ARE NOT SEPNUTE BIADI NG SITES,
2. LOT 1 IS FOR PUBUC PW PLRPM AND 4 NOT A .
SEPARATE SUIUM STIL
I LOTS 2 THROUGH 0 ARE FOR CDNYEY•ANCC PURPOSES
RD FOR FUTURE SUB(NASION PURPOSES
4. THE DMIW CTK 9MCIERUE BFARM AND 04WES
ARE NEAR= *0 RECORD PER PARCEL MAP W.
92-22& P.Y.B. 280/33 TO 36.
EASEMENT NOTES:
1. 'P.U.L' HDOTES PUOUC MANY EASEMENT DEDICATED
TO THE CTIY OF HUNTNOTON BEACH.
8 INDICATES RUSE M FOR POAATE STREET PUIPOS[S
3 NOKNIES AN EASEMENT FOR PFWATE ROADS PER
TRACT NO. 86, W.M. 10/35-36.
MONUMENT NOTES:
1. •INDICATES FOUND MONLI EtN1 AS NOTED.
2 • MOTES FOUND f RON PIPE TAM *LS 469T. RISK OR A SPIKE
AND MASHER STAMPED 'LS. 4095 N ASPINU• OR A LEAD AND TACK
TAmm'u 4893* N CD410iETE PER PARCEL MAP NO. 90-266.
P.Y.B. 280/22 TO '32. AS NOTED.
3. o N0101TES FOUND T IRON PPE TAGGED 'L.S 469T. RUSH, OR A SPIKE
AND MASHER SUPPED 'LS 4693* N ASPHALT. OR A LEAD AND TACK
TAGGED 'LS. 469T N CONCRETE PER PARCEL MAP NO. 90-268.
PJL& 210/29 TO 32. AS MUM
4. T PON PPE. TAGGED 'U 4693* OR NK AND TAG 'LS. 489T N
CONCRETE OR A SPIKE WITH MASER STAMPED 'LS. 409r N ASPVKT
PAYEVENT HAVING A THM H3S OF T OR MORE TO BE SR AT ALL
TRACT BOUNDARY CORNERS MRMN 90 DAYS Wn THE ACCEPTANCE
OF 10PPOvEME7411 (NO MONUMENTS WILL BE SET FOR HOLE POINTS.
C016TER Cll10FFS, B. S. LC.-S, P.C.C.S O2 PAC.S THAT ABUT A
STREET WCH ARE NOT TRACT CORPIERS, UNLESS OTHOWa NOTED).
S. "I' IRON PPt. TADCCD 'L & 4693- OR NIL N0 TAG 'IS 4e9T TO
BE SET AT ALL LOT CORNERS KIRK 90 DAYS AFTER THE ACCEPTANCE
Or NPRO'EMEMS. (NO MONUMENTS WILL BE SET FOR ANGLE PONTS,
CORNER CUTOFFS. &
S. LC.S. P.C.C.'S OR PRC.'S THAT ABUT A
STREET W" ARE NOT LOT CORNERS MMA1 M S113ELNES, UHILSS
OTHERWISE NOTED).
e. O NVATES LOCATION OF SPIEL: WITH WASHER STAMPED 'LS. 469T N
ASPMLT PAM474T HMNG A THIME'SS OF T OR MORE. OR NAIL AND
TAG.'LS 450' N CONCRETE TO BE SET WTHeN 90 DAYS AFTER
ACCEPTANCE Or NIPRO/ENENTS, UNLESS OTERARE NOTED.
N. 1' IP. IA= LS.
m J/f LP. -ILCL 1244.r
DOME 0?
W2R 1
S 77.511T L CST. PR r,4693,
PY IIO. 90-}68, PYfl
f4 uPMAJP=Y 1M3J3.
-A
ti NatLu C [
.
872r21 t 445-W4-+
R
ilhC PAL In 90-268
I
PA& 280/29-22
( TRACT NO, am W
UL
MPL 203/4*46
ME'S AAGN 5102
0W 2211233.9%
E. 101em-m
FD. 10 BAR N OFF OF NURN M BTAM TNE11
MOMENT PER CSIA. V45 A P.M. NO 90-M
FD. SPACE 8 MASER STAMPED
DN I.I' ACCEPTED AS W 1/4 CELL SEC. 21.
'LS, 469S PER PA NO. 200/33-3.,
TSSit11r
FD SPIE f won N.w2CST..if.. 765,111', GROUND
132s_ f� HEIL AVENUE StAMKD *LS. 401.
Rer4sTTi im:4T iF•------•--
l
b
I FD. f tP. 14 2J71' PW PA NO.,
90-264 PMA 780/29-32 It PM.
Na 92-221. PYa 280/33-35
pp
ml
_ N 89ZR71 W ]J1�'
HA f LP. 'LS 232r Ps P.M. N
90-268, PIA 783/3-32 A PA
NO 92-228, PJIA 2D0/33-35
TRACT LBO. 7606
KK 338/22'24 s
b
M"m FDA =
IIx4m TO At SET PER
wxJwDNT tort AIO. 4.
t PEARCE DRNE 9
FD f lP.'Li 41N PER 1R IIO IT N ij A
YA 538/49-K P.M. NO. 90-268, PKA �
210/79-32 A PY NO. 92-M PYA;
280/33-35 Z N 89:7Sr t
s 3LS42'
L-117J1'
LOT C
LOT D-
LOT 2
1588 AM j
tF
LOT
%.n 69Tn1 t 36Cat2
rr
I R•f25.00r L�V2r
`
LOT 6
10.020 Am :.
LOT
S
'� �.b A-4d1A'Ai ...
�� . f JS - A I�-21D0' t•33.1a
x ry -
ON tMs SHEET W� x � ' ►Y IBOL 62-1161
h :PAUL 215A0/33-A6
yy b :.evar75
R•IN1t0a I.726T
LFD.l 4 3. tkC(D ' N 27 4e' j LOT S
LS 4693. oOtY Q1 - pp IJ44 AM
A'n'��� A"&W1f
t-46A0' L•SUJ5.: R-46dr L•Iri7?
M�t4�SVE N1i0__M[ Jr
>ocsHiW�' 71v�3•Jft
SLN1Pm LS 4w ;
N K467f W , M 89'20SP W
lens . I � t v.' MDcm
FD. f U TAM � 1 I I Ls. 4893•:Dow of
AL WM 00-266
I I PAA 260/2P32
'� I t'� ( A1
...gPORT CIRCLE
LOT
LOT H
LOT
■ y'
SHEET 2 OF 7 SHEETS
I2,f
I
I
TRACT Nto T'DO16
KKL 3MW/25-24
- - - -- b
3Z N N_f t 311.Ar 3T
PEARCE DRIVE U0
ALr�
TR
39.ar
_
t
N 8422Sr r 345.42•
Its
'Fla"
JCI �
R nO laT31a LOT 9
IO.MF26 AM{
I
i
�I
N e92T5f IF sMDt•
-+--
I h
1 t
I b
==
LET S
L=
9J46 AM
- I ZS
3
Sal
I
r
H
i
N
12
A-w4r1S
R•ImOr t-rL6r
__11
N 4924'1C E
^ PIo-PRt
�19
I
I
�r
A-15CJ5.3f
R-4L0a L• WT
27.Ur
N 221 i7� J
-
M6rSC37'
�
e.4uo, I•SL95'
N a1T31-E
71.t6'
�1
e%JS -4--•
1 1
I
N W26V R 96ST4-
{ I
{
DEWL B
Sarc r. lea
•1d
SP (SC BDOW FOR MxAEMANON IIm)
CPS STATONI 510)
M. 2211210D07
E• OD195P7.429
M an OF�HLN�WOM KAC M TELL
Disc
ur NA PEx ft 85-•293
A P.Y. NO 90-268, OLV N UEU OF T LP.
TAGGD 'SCE 10665 PEGI. ,
CS.IA 9-.11
I?Rt))................
GET 110. 3
�' SP�F J �
ANP(D 'Ls 46BS�
- .134.Ir
-
ez
- • • =-
-"-"1i nior4� E IMa7r tc
LAI
6
- LOT O ;
�,
LOT P
LOT 3
42% AM
.,...
Q�
;
ri
Id
RAT 0
- TRACT 110. 96
B b KK 10/36-M
I
b
r
LOT 1
_
2.4W AC$ F
-LOT N
.................
OT M I
SCALE r • par
No
FD 7 f I►. 1S 106r Put ma No
Ui , M.M. 26, PM NO W-2M5.
�N Ma Zell/T- 8 P.N. ND 92-M
MA 280/.1.5-b
... .................... ...
g
PAL NO. 92-m -
PULLd 200/3110-W TRACT In ID440
_Ln. L LOT 4 KK 44u15-48
LLWO.TLaKt
3153 AM
Oan FOOTPC• Wo aS'
B977S9' • 11173'
fII f lP, tNDOmLS an WMt OY TRACT IAA i7SP73Snr E 093a MA 44VWIII
- - p 3/f LP.'LS. 4mr PDt P.M. 92-17e,
.,. h = PMA 7BOJ31-3 t ►ll. 9a268, v.Na 280j79-37
......J1 W272r r 445d0'--"SPA f V. TADGD
SEE DCTK 'A' I I LS. AtII, WIN OS'
ON THIS SHEET
I TRACT NO, 8430
UK 2WAII-4111
EXHIBIT "A"
PAGE 2 OF 7
NOV 15 1999
a
El
? 7
A UNIT OF TENTAITVE TRACT N0. ISM TRACT N � . 15470 �' �' SHED
46.362 ACRES
6 NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH O IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE. STATE OF CAL1FOiWLA
L.S. "93
-6
DATE OF wRVEI: MAr, 1993 AND MAY, 1996 MOS CONSUCTTNG MAY, 1999 CA" W. OOKLCH,
CURVE TABLE
G 10 DATA 94M NC LO IM
3 =Mr 294W 61.Sr nW
t mr3r 19ty ma 4.4T
I 970M 77M 4141' DAD'
10 64W 264W 43.8? 21.65
11 36'1r4tf 19X ILW 61r
IS 73156 mw IIAY s33•
N 3433T 250Av 16.43• 0.2r
IS u4vf 500 20.W IO.a
K 17D4.19' 261A0' 7&W 39Ar
SovE r-m
F6. SPOT t t490 FL SPPF t IM4(R
�+ STUPM "lS 4691 FD. SP91 t INSKR SIA&M 'LS 4F6S Si>aPLD "lS 4W
HEIL AVENUE KR PLL Na 92-M PAR 260/M-8
-------- _ �" e921r3ry tsuzr tt-
LOT 328.4r 1 334 W A a008 w- h LOT B 0a6T c " 3v zn44•
' N er28'S3'v 2I1]2' z N er28S3v 27552' a: .
N 40W 4SV 1 "14B a•39'L
19.8Y
N 992953'v 200• 2.N• 294• I1 if me,," ZaP
N r31'07•E t3N' 3r ]W I y
" r319rt IIX
PUE I A� - �=
Yj y t� 1 r TIP .
31 a1 • FS to PAE
CD
s� 10D
wbu
LOT 2 `} ; awD SY"`
3s66 AM LOT 3
/396 NS
25y o+ N Ir01'Is _E
r-
a /i I
r v
LOT P ; c
LOT D
I �f j`r�r
SEE StKEt NO. 2 i �� 1� PLE ' SEE SHEET NO. 2
(iI LOT 0
SEE SHEET 2 FOR BASZS OF BEARINGS, DATUM STATEMENT, SEE SHEET NO. 4
MONUMENT NOTES, GENERAL NOTES AND EASEMENT NOTES. t\35to6\rYst�154A aiORc I/m/99
n
c
D
m
rn
SEE SHEET 00. 2
�s
IS &AS ►.2E_/
s�
15$ ►#SSA ;.\ T16 \
Xm
S,2v
Atli
�yW�u47 \,p►R: ► 1�
1`
16L
N S N OY'i12 2o000• "N "'UT
N l�
b LOT D
►'265Y17 1'24&71•----------------
Qt56 W- 1
N�}1•pY R'S3000• l'J2DS►'
J,s
d• �s �y�•11 11 f_-�_ tr_-�.��—�$►OP l'101 Y7 7+d���'��_��-' My
W.
_/-
-LA
-----------o-1
giC21-4 v rina 5sw !
c 9~ u Ng � Iry
9 xo
e a 211
�•� g287
Nd�\+
•� N ram% 673r
�b
O
--1
w
SEE SHEET W 2
1^
ft)Q
r
A UNR OF TENTATIYE TRACT NO, 15469
48.302 ACRES
I NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH 0
DATE OF SURVEY; MAY, t993 AND MAY, 1992
SEE SHEET NO.
LOT D 37
1 �b
10
3`' �/VI LiVfll L
TRACT NO. 1540 0 SHEET S OF 7 SHEETS
IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANOE, STATE OF CALIFORNIA
MDS CONSULTING MAY, 1999 GARY W. DOKICH, L.S. 4693
CURVE TABLE
KD OQU R/p73 Ni LA IN
4 2 271.175 75,w 21.73' Is.Or
3 3r3zlT um' lo.4r W
s 5C4*V XW t1.W Iose
at IM14 too(' ItAr aW
lewr mo.W 4%7r 248Y
1 a r" W-0:r Io.79' is
WmT 33o.v of?T 3e13r
\1 is aa'2Q 173.W 14.17- 7,or
SEE SHEET NO. 2 SCALE 1'-30'
LOT 0 I
LOT 2
3—W AM
l `
xr r 4291 acs
1
—4-
4 1
LOT E —
0,008 AC. S W
Z4
_ I I
4442 P.U.L
p' �] I
0pd0' i 00 • N ' 1
ri /0j77? 4 �TJr 3r SI
2 4/ S
TIP
s '
o.ut. LOT t
14M AM
r
ILOT 6 r c ' " D�DI(Xi[D M W CITY OF IIUIlI� MR BUCH
TAMC
�, p N ni: %FU FOR IWR tom, e
� r
/ x �
P rm /
/ r
/
/
N ryl^1
�♦ ♦♦ , �� \♦�\ `� ISM! AM � 1
/ �♦ ♦�J SEE SHEET ND. 2
. �' / 'A' ♦♦ � 'D♦sue W
SEE SHEET 2 NO BASIS Or /EARfIDS, DATUM STATEMDIT, �
SEE SHEET NO. A MONUMENT NOTES, GENERAL NOTES AND CASEMENT MOTES
t M1F/! I
EXHIBIT "A"
PAGE 5 OF 7
NOY.5IM
Ko
A UNIT OF TENTATTYE TRACT NO. 15469
48.362 ACRES
6 NUMBERED LOTS; AND UTTERED LOTS
LOTS A THROUGH 0
DATE OF SURYEY: MAY, 1993 AND MAT, 1999
SW f•37
TRACT NO. 15470
IN THE CITY OF HUNTINGTON BEACH. COUNTY OF ORANGE, STATE OF CAUFORNIA
MDS CONSULTING MAY, 1999 GARY W. DOKICH, L.S. 4693
LOT 6
Io.02A AM
SHEET 6 OF 7 SHEETS
SU SHCET NO. 5
LOT I
�/ e'� � / �s5• $szT -�--
�%`
wi
a •S
f o
ti
�b &v
6 B41,44'
,
11.1/'
� /
z
~
s kr
4'k
LOT 4
II.151 RS
b 4
IA
gg
ao
1
M !19•liSi' w
I
Of
LOT S
9."4 Ks
SEE SHEET 40. 2
i CURVE TABLE
A n BtTIEt�1'[_
ID
1
MIX ft" MC to
m"s mw airxi0T
um
2
1357? 520ar 51.77
7]!T
14 II
'I �\
I11t �`
i t
SEE, SHEET NO. 7 It SEE SHEET
S
4
5
t
101
SEE 9E�NT M20rmTES, �
NO. 2
Twe 129.ar 22JT
u
7'af SAar "
270'3T SSO� 2LA
451wiP xiar I&W
210'2S 500ar 21b'
OF KWTTiS s, oc�Sm sT
t IjI1tIq
11tt'
t1TT
I11S'
W
1IK
Nw: C
1
EXHIBIT "A"
PAGE 6 OF 7
NOY 15 1999
u
��� �� rV1 L, V• 111�
A UNIT TENTATIVE TRACT N0. 15469 TRACT N 0 . 15 4'7 0
A UNIT ACRES
RES
6 NUMBERED LOTS; AND LETTERED LOTS
LOTS A THROUGH O IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE. STATE OF CALIFORNIA
DATE Of SURVEY: MAY, 1993 AND MAY, 1999 MOS CONSULTING MAY, 1999 GARY W. DOKICH, L•S. 4693
SfLEET) OF 7 1
SEE SHEET NO. 6
CURVE TABLE
f
wo
2
W%W
NrW
S&W
5110M
4eef
2l.2/'
n f
14.14'
\
{
I
3
4
KWIC
X V43'
179W
20,07
35JP
12.40'
11.7r
440'
I
I
s
3940`3C
2o.0-7c
v
n
LOY
LOT 4
I
7
ST4P37
rm* r
2DD0
500DP
II.>ti
SL&
105
2SIT
:%*
132u /LS.
`
I
1
?WV
179D7
LIV
t.SR
I
f
44rfS3R
20DP
I&W
W
10
Srs1'1r
2D.W
1930'
10.W
i
11
Yin'
520DT
2993'
149r
I
O.1P
1
13
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MONUMENT NOTES, GCI[RAL ROTES A110 EASEMENT NOTES. 161t 10ti/4*+N 1I.M r
EXHIBIT "A" NOV 15 IM
PAGE 7 OF 7
n
EXHIBIT "B"
Existing Development Approvals
1. The Meadowlark Specific Plan Amendment (ZTA 97-04/ZMA
97-01), Conditional Use Permit 97-80, Tentative Tract Map.
No. 15469 and Negative Declaration 97-21.
1957140
6/26/00
140268-0001
EXHIBIT "C"
Existing Land Use Regulations
1. The General Plan of the City of Huntington Beach as
amended through the effective date of the existing
Development Approvals.
2. The Huntington Beach Ordinance Code, as amended through
the effective date of the existing Development
Approvals.
Copies of the Existing Land Use Regulations listed above are on
file in the City of Huntington Beach Department of Community
Development and are incorporated herein by reference.
1957140
6/26/00
140268-0001
, .�..AL'
EXHIBIT "D"
Meadowlark Airport Closure Plan
The Meadowlark Airport shall be closed in accordance with
the schedule set forth in this Closure Plan.
(1) On or before September 1, 1989, Developer shall take
all of the following actions:
(a) Terminate all airport operations, including, but
not limited to, all takeoffs, landings, and flight school operations;
(.b) Remove all signs which identify the Property as an
airport;
(c) Remove all airport wind socks, airport lights and
other pilot aids;
(d) Paint out all runway markings and mark the runway
with X's;
(e) Give all notices and take all other actions
required by the Orange County Airport Commission, the California
Department of Transportation and the Federal Aviation Administration
in order to terminate airport operations; .
(f) Give all notices and take all other actions
necessary to remove all aircraft from the Property. In the event any
aircraft is not voluntarily removed by its owner, Developer shall
diligently take all. steps allowed by law to remove such aircraft.
(2) As soon as possible
event later than September 8, 1989,
remove the airport runway.
after September 1, 1989, and in no
Developer shall demolish and
(3) Developer shall commence by April 30, 1990, and
complete by May 31, 1990, removal or demolition of all buildings
on the Property except the existing building located north of the
northwest corner of the Fernhill residential development (the
"Fernhill Building"). The Fernhill Building may be used for
purposes ancillary to Development of the Property such as
construction offices, material storage or equipment storage, but
the Fernhill Building shall not be used for any airport -related
purpose after September 1, 1989. The Fernhill Building shall be
removed or demolished upon Development of that part of the
Property.
1957140
6/26/00
140268-0001
Fe,n CITY OF HUNTINGTON BEACH
LW" 2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
September 1, 2000
Gary L. Granville
County Clerk -Recorder
P. O. Box 238
Santa Ana, CA 92702
Enclosed please find First Amended and Restated Development Agreement to be
recorded and returned to the City of Huntington Beach, Office of the City Clerk, 2000
Main Street, Huntington Beach, CA 92648.
Please return a conformed copy of the Agreement when recorded to this office in the
enclosed self-addressed stamped envelope.
i
Connie Brockway, CIVIC
City Clerk
Enclosures
g:/follow up/misc/record.doc - First Amended and Restated Development Agreement — Catellus Residential Meadowlark, LLC
(Telephone: 714-536-5227 )
LAW OFFICES
NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP
WALTER L. NOSSAMAN
(1886.1964)
WILLIAM E. GUTHNER, JR.
(1932-1999)
SAN FRANCISCO
THIRTY-FOURTH FLOOR
50 CALIFORNIA STREET
SAN FRANCISCO, CA 94111-4799
(415) 3 9 8 - 3 8 0 0
LOS ANGELES .
THIRTY-FIRST FLOOR
445 SOUTH FIGUEROA STREET
LOS ANGELES, CA 90071.1602
(213) 612-7800
VIA HAND DELIVERY
Bob Wheeler, Esq.
Special Counsel
Office of the City Attorney
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Dear Bob:
SUITE 1800,
18101 VON KARMAN AVENUE
P.O. BOX 19772
IRVINE, CALIFORNIA 92623-9772
TELEPHONE (949) 833-7800
FACSIMILE (949) 833-7878
August 17, 2000
JOHN T. KNOX
WARREN G. ELLIOTT
OF COUNSEL
WASHINGTON, D.C.
SUITE 370-S
601 13'" STREET N.W.
WASHINGTON• D.C. 20005
(202) 783.7272
SACRAMENTO
SUITE 1000
915 L STREET
SACRAMENTO, CA 95814.3701
(916) 442.8888
REFER TO FILE NUMBER
Re: First Amended and Restated Development Agreement between the City of
Huntington Beach and Catellus Residential Meadowlark, LLC
In response to your request, we are transmitting a letter from Tim Unger,
President of Catellus Residential Group, which authorizes Bruce D'Eliscu's execution of the
above referenced document. We trust this letter will enable you to arrange for the prompt
execution of the document by the City.
Please contact the undersigned or my assistant, Roxanne Templeton, if you have
any additional questions regarding this matter.
Sincerely,
John P. Erskine
of NOSSAMAN, GUTHNER, KNOX & ELLIOTT, L±P
.. ra C-
JPE/rst a
Enclosures 47'
cc: Connie Brockway, City Clerk;
Paul D'Alessandro, Deputy City Attorney - r .
Amy Wolfe, Associate Planner ;� J
LAW
CITY OF HUNTINGTON BEACH
Inter -Department Communication
TO: Connie Brockway, City Clerk
FROM: ' Paul D'Alessandro, Assistant City Attorney
DATE: August 25, 2000
SUBJECT: Catellus Residential Meadowlark, LLC
Attached is the signed First Amended and Restated Development Agreement between the
City of Huntington Beach and Catellus Residential Meadowlark, LLC.
Attachment
13 ho M"b % QA4)c cliv Selo k 24kc/4,
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4/s:4-2000 Memos: Clerk — Catellus Residential Meadowlark LLC
q TW)4)Nti
Council/Agency Meeting Held:
I
Deferred/Continued to:
'X')Ap roved ❑ Conditionally Approved 0 Denied
4y dfer 's Signature
Cou cil Meeting Date: June 5, 2000
Department ID Number: PL00-30
6-5-00 : AfNivo 11,Tko. To CRp. t4o.. 311I LG — I— I l Yj%LWYgN Ivo; Win Rv F41jj
CITY OF HUNTINGTON BEACH
onb. Na. 3W11 REQUE T FOR ACTION :;-
WRoq
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administrator d2a
PREPARED BY: HOWARD ZELEFSKY, Director of Planning
SUBJECT: ADOPT ORDINANCE NO. 3471 APPROVING THE FIRST �
AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO.
88-1(R) (MEADOWLARK DEVELOPMENT AGREEMENT.
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s)
Statement of Issue:
Transmitted for your consideration is Amended and Restated Development Agreement No.
88-1 (R) for the residential portion of the Meadowlark Specific Plan area. This application
represents a request to modify the -Meadowlark Development Agreement in order to
substitute parties to the agreement; provide a new three (3) year term; establish new legal
descriptions; revise references to =exhibits and dates to reflect previously approved
amendments to the Meadowlark Specific,Plan. The Planning Commission is recommending
approval (Recommended Action) because the amended and restated development
agreement will be consistent with the General Plan and the Meadowlark Specific Plan. Staff
is recommending approval of the proposal.
Funding Source: Not applicable.
REQUEST FOR ACTION
MEETING DATE: June 5, 2000 DEPARTMENT ID NUMBER: PL00-30
Recommended Action:
PLANNING COMMISSION AND STAFF RECOMMENDATION:
Motion to:
1. "Adopt Ordinance No. 3 f 1 (Attachment No. 1) approving the First Amended and Restated
Development Agreement No. 88-1 (R)." .
Planning Commission Action on March 28-2000:
THE MOTION MADE BY LIVENGOOD,'SECONDED BY SPEAKER, TO ADOPT RESOLUTION NO.
1551 BY RECOMMENDING APPROVAL OF DEVELOPMENT AGREEMENT NO. 88-1 (R) WITH
FINDINGS AND FORWARD TO THE CITY COUNCIL AS MODIFIED BY STAFF AND THE
PLANNING COMMISSION CARRIED BY THE FOLLOWING VOTE:
AYES:
SHOMAKER, MANDIC, LIVENGOOD, SPEAKER
NOES:
KERINS, CHAPMAN, BIDDLE
ABSENT:
NONE
ABSTAIN:
NONE
MOTION PASSED
Alternative Action(s):
The City Council may make the following alternative motion(s):
1. "Deny the First Amended and Restated Development Agreement No. 88-1 (R) with findings
of denial."
2. "Continue the First Amended and Restated Development Agreement No. 88-1 (R) and
direct staff accordingly."
Analysis:
A. PROJECT PROPOSAL:
Applicant: John P. Erskine. Esq., 18101 Von Karman Ave. ste #1800, Irvine, CA 92612
Location: Meadowlark Specific Plan Area (approx. 600 ft. east and north of the Bolsa
Chica Avenue and Warrier'Avenue intersection, south of Heil Avenue)
The First Amended and Restated Development Agreement No. 88-1 (R ) represents a
request to extend the term and amend the existing Meadowlark Development Agreement
No. 88-1.
PI00-30.doc -2- 05/24/00 8:23 AM
REQUEST FOR ACTION
MEETING DATE: June 5, 2000 DEPARTMENT ID NUMBER: PL00-30
The proposed modifications include substitution of parties to the existing Meadowlark
Development Agreement; provision of a new three (3) year term; property description
updates; revisions to referenced exhibits and dates to reflect previously approved
amendments to Meadowlark Specific Plan (ZTA No. 97-4, ZMA No. 97-1); and approvals for
the Meadowlark residential development (CUP 97-80, TTM No. 15469).
The applicant has indicated that the update and 3 year extension of the agreement is
necessary because it will provide added assurance to project developer(s) regarding
implementation of the Meadowlark residential development. The amended agreement will
also update and maintain the Development Agreement while allowing additional time for
market absorption of the project.
B. BACKGROUND
On July 19, 1989, the City Council approved a Development Agreement with the Nerio
Family allowing development of the Meadowlark airport site. The City and the developer
entered into this agreement in order to establish development rights for the property; to
provide for the cessation of all airport operations on the property before September 1, 1989;
to provide a secure means of financing needed public improvements; and to generate
substantial additional revenues to the City. The agreement was intended to ensure specific
development rights to the developer, in accordance with the Meadowlark Specific Plan, as
adopted on March 7, 1988 and other land" d§-e' regulations in existence at that time. The
Development Agreement was applicable to the entire 65 acre Meadowlark Specific Plan
Area which includes commercial and residential districts and its term was limited to ten years
from its effective date (July 24, 1989 — July 24, 1999).
On March 15, 1999, the City Council, approved revisions to the Meadowlark Specific Plan
(ZTA 97-01, ZMA 99-04) affecting development standards and reduced the maximum
residential density for the subject site from 600 to 345 dwelling units. In addition, the City
Council approved a conditional use permit (CUP NO. 97-80), a tentative tract map (TTM No.
15469), and an environmental assessment`(Negative Declaration No. 97-21) for the
development of 313 single family detached' residences. In addition the City authorized staff
to coordinate with the applicant to initiate'an extension of the Meadowlark Development
Agreement for three (3) years. .,
On May 4, 1999, Catellus Residential: Meadowlark, LLC became the legal owner of the
undeveloped residential land within the Meadowlark Specific Plan. A request to extend the
Development Agreement was filed by'the'applicant on July 14, 1999. On July 24, 1999, the
term of the existing agreement expired.
PI00-30.doc
-3-
05/24/00 8:23 AM
REQUEST FOR ACTION
MEETING DATE: June 5, 2000 DEPARTMENT ID NUMBER: PL00-30
C. PLANNING COMMISSION MEETING AND RECOMMENDATION:
On March 28, 2000, the Planning Commission held a public hearing on the First Amended
and Restated Development Agreement for Meadowlark. Two members of the public spoke
regarding Meadowlark project construction non-compliance issues which were not related to
the Meadowlark Development Agreement. Some Commissioners spoke against the
proposed extension based on non-compliance with General Plan objectives which were
previously raised at the time of specific plan, conditional use permit and tentative tract map
approvals. The Planning Commission recommended that appropriate language be added to
the Amended and Restated Agreement ,to permit special taxes or assessments to be levied
on the subject property, if such taxes or assessments are applicable to all properties
citywide. The proposed language was reviewed and approved by the City Attorney and has
been incorporated in the draft document dated April 24, 2000.
D. STAFF ANALYSIS AND RECOMMENDATION:
The Huntington Beach Zoning and Subdivision Ordinance Chapter 246, establishes
procedures and requirements for consideration of Development Agreements. Traditionally, a
Development Agreement is a contract between the City and developer that provides
assurance to the developer that existing regulations and policies, in effect today, will apply in
the future. In exchange for this commitment, the City should derive benefits that it would not
typically derive through standard development exactions.
The ability for cities to enter into development agreements is permitted by State law because
the State Legislature recognized that there'is a lack of certainty in the approval of
development projects, which results in a waste of resources, escalation in the cost of
housing and discourages investment in, and commitment to comprehensive planning.
The proposed Amended and Restated Development Agreement for Meadowlark is intended
to update information relative to; parties to.' the, agreement to reflect new ownership,
references to applicable development approvals and extend the term of the agreement for
three (3) years (July 24, 1999 — July 24, 20`02). Also the agreement will revise the legal
description for the property to include only''the'residential portion, excluding the commercial
portion because it is fully developed and under different ownership.
The Amended and Restated Development'Agreement is consistent with the General Plan
designation for the site and the Land;Use Element goals, objectives and policies of the City's
General Plan. The subject Agreement will reference and will be consistent with the revised
Meadowlark Specific Plan which is in compliance with the requirements of the General Plan
land use designation of Mixed Use - Specific Plan Overlay (M-sp) and which includes
product development provisions and design requirements to ensure high quality
development and compatibility with existing development; adequate infrastructure inclusive
of drainage, sewer and water facilities as'well as traffic control devices; park dedication; and
affordable housing provisions.
PI00-30.doc -4- 05/24/00 8:23 AM
y ' ,
REQUEST FOR ACTION
MEETING DATE: June 5, 2000 DEPARTMENT ID NUMBER: PL00-30
The City has already derived certain anticipated benefits from the original Meadowlark
Development Agreement (e.g. cessation of airport operations) and the developers'
obligations to install various public infrastructure improvements, land dedications and
developer fee payments have been ensured by the Meadowlark Specific Plan and tentative
tract map and conditional use permit conditions applicable to the site. The proposed time
extension will extend the developer's rights to develop the site in accordance with the
development plan approved by the City in 1999.
There is no fiscal impact associated with the proposed development agreement
modifications. The agreement does not limit development fees such as building permit fees
to current levels and will ensure implementation of the recently approved development plan
which addresses housing needs of the community.
The Amended and Restated Development Agreement will be reviewed annually, on or
before the anniversary of the effective date. Upon completion of the annual review, the
Planning Director will submit a report to the City Council setting forth the evidence
concerning good faith compliance by the developer with the terms of the Agreement. If the
City Council makes a preliminary finding that the developer has not complied in good faith
with the conditions of this Agreement, the City Council may modify or terminate the
Agreement.
Minor changes to the existing development approvals will not require an amendment to the
subject Agreement provided such changes do not alter the permitted uses of the property;
do not increase the density or intensity of use of the property; do not increase the maximum
height and size of permitted buildings; do not delete a requirement of the reservation or
dedication of land for public purposes within the property; do not constitute a project
requiring a supplemental environmental impact report pursuant to Section 21166 of the
Public Resources Code.
E. SUMMARY:
The Amended and Restated Development Agreement will not result in any fiscal impacts to
the City and as modified, based on Planning Commission's recommendation, will allow for
special taxes or assessments to be levied on the subject property if such taxes or
assessments are applicable to all properties citywide. In addition no significant additional
benefits to the City will be derived by approving the requested Development Agreement
amendments and term extension. Based upon the foregoing information, staff supports the
request.
PI00-30 -5- 05/24/00 12:07. PM
REQUEST FOR ACTION
MEETING DATE: June 5, 2000 DEPARTMENT ID NUMBER: PL00-30
Environmental Status:
Development Agreement No. 88-1 (R) is covered by Environmental Impact Report No. 87-2
and Environmental Assessment/ Mitigated 'Negative Declaration No. 97-21 covering the
Meadowlark Specific Plan.
Aftachment(s):
Ordinance No.
First Amended: and Restated Development Agreement No. 88
(R) dated 4/24/00
3
Planning Commission Resolution No. 1551
4
Narrative dated March 21, 2000
5
Planning Commission Staff Report dated March 28, 2000
6
Planning 'Commission Minutes dated March 28, 2000
AW�
,,RCA,'Aq
P100-30.doc �:.- , -6- 05/24/00 8:23 AM
ORDINANCE NO. 3471
AN ORDINANCE OF THE CITY OF HUNTINGTON BEACH
ADOPTING THE AMENDED AND RESTATED
DEVELOPMENT AGREEMENT NO. 88-1(R) BY AND BETWEEN
THE CITY OF HUNTINGTON BEACH
AND
CATELLUS RESIDENTIAL MEADOWLARK LLC
WHEREAS, in recognition of the complexity and planned loner term development of
certain property commonly known as the Meadowlark Specific Plan area ("the Site"), in 1989
the City and the property owner ("the Nerio family") entered into a development agreement for
the development of the Site for commercial and residential uses ("the Original Agreement"); and
Since adoption of the Original Agreement, development has been completed on the
commercial portion of the Site in accordance with the criteria established in that Agreement, but
development of the residential portion has not occurred as anticipated by the Original
Agreement; and
In addition, the Nerio family has assigned their rights and obligations as set forth in the
Original Agreement as to the residential portion of the Site to Catellus Residential Meadowlark
LLC ("Catellus"); and
The City Council of the City of Huntington Beach amended the Meadowlark Specific
Plan and adopted the revised Meadowlark Specific Plan and approved site specific development
plans (CUP No. 97-80, TTM No. 15469) ("the Existing Land Use Approvals") in 1999; and
The Parties desire to amend the Original Agreement in order to update the criteria for the
development of the Property in accordance with the Existing Land Use Approvals and to restate
the obligations and rights of the parties and to provide for vesting of same for an additional three
(3) year term to assure installation of required public facilities, and to assure the orderly
development of the property in accordance with the terms of the Existing Land Use Approvals;
and
The Amended and Restated Development Agreement has been prepared and reviewed at
a duly noticed public hearing held by the Planning Commission of the City of Huntington Beach
on March 28, 2000; and
The Amended and Restated Development Agreement has been reviewed at a duly noticed
public hearing by the City Council of the City of Huntington Beach on June Dv . 2000,
NOW, THEREFORE, the City Council of the City of Huntington Beach does hereby
ordain as follows:
4/s:4-2000 Ordinance: Catellus Residential Meadowlark
RLS 00-372
4/ 14/00
SECTION 1. .The City Council of the City of Huntington Beach hereby finds that:
a. The Amended and Restated Development Agreement is consistent with the City's
General Plan, and Local Coastal Program, as they apply to the Site; and
b. The Amended and Restated Development Agreement is consistent with
Chapter 246 of the Huntington Beach Zoning and Subdivision Ordinance, the
Huntington Beach Municipal Code, and the Subdivision Map Act, as they apply
to the Site; and
C. The Amended and Restated Development Agreement will not be detrimental to
the health, safety and general welfare, and will not adversely affect the orderly
development of the property because it is consistent with the applicable land use
regulations and incorporates applicable mitigation measures from Environmental
Impact Report No. 87-2 and Mitigated Negative Declaration No. 97-21 covering
the Meadowlark Specific Plan; and
d. The City Council has considered the fiscal effect of the Amended and Restated
Development Agreement on the City and the effect on the housing needs of the
region in which the City is situated, and has balanced these needs against the
public service needs of its residents and available fiscal and environmental
resources.
SECTION 2. Based on the above -findings, the City Council of the City of Huntington
Beach hereby approves the Amended and Restated Development Agreement and adopts it by this
ordinance pursuant to Government Code Section 65867.5. This action is subject to a
referendum.
SECTION 3. This Ordinance shall take effect 30 days after its passage.
PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a
regular meeting thereof held on the 19th day of June , 2000.
ayo Pro Tem
ATTEST:
City Clerk
REVIEWED AND APPROVED:
ty Administrator
2
4/s:4-2000 Ordinance: Catellus Residential Meadowlark
RLS 00-372
4/ 14/00
APPROVED AS TO FORM:
City Attorney ,Ott/�rD
FAJ I��AYP
Ord. No. 3471
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss:
CITY OF HUNTINGTON BEACH )
I, CONNIE BROCKWAY, the duly elected, qualified City Clerk of the
City of Huntington Beach, and ex-officio Clerk of the City Council of said City, do
hereby certify that the whole number of members of the City Council of the City of
Huntington Beach is seven; that the foregoing ordinance was read to said City Council
at a regular meeting thereof held on the 5th day of June, 2000, and was again read to
said City Council at a re ular meeting thereof held on the 19th day of June, 2000, and
was passed and adopted by the affirmative vote of at least a majority of all the members
of said City Council.
AYES: Julien, Harman, Green, Dettloff, Bauer
NOES: Sullivan
ABSENT: Garofalo
ABSTAIN: None
I, Connie Brockway CITY CLERK of the City of
Huntington Beach and ex-0fficio Clerk of the City Council,
do hereby certify that a synopsis of this ordinance has been
published in the Independent on C6 0 -,' eCt`rJ,
Vcane .� o4.%!L,413 ,2000
In accordance with the City Charter of said City
Connie Brockwav City Clerk
d-�
City Clerk and ex-officio C1 erk
of the City Council of the City
of Huntington Beach, California
g Jordinanc/ordbkpg.doc
7/10/00
RECORDING REQUESTED BY AND WHEN
RECORDED RETURN TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attn: City Clerk
FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
MEADOWLARK,CATELLUS RESIDENTIAL
....
NERIG
195714v4
424/00
140268-0001
1. DEFINITIONS AND EXHIBITS ................................. 10
1.1 Definitions.........................................10
1.2 Exhibits ............................................ 14
2. GENERAL PROVISIONS .................. 14
2.1 Bindirig Covenants ................................... 14
2.2 Interest of Developer ............................... 14
2.3 Term of Agreement .................................... 14
2.3.1 Stated Term ................................... 14
2.3.2 Extension of Term ............................. 15
2.3.3 Referendum on Enacting Ordinance .............. 15
2.4 Termination ......................................... 15
2.4.1 Events of Termination ......................... 16
2.4.2 Termination upon Sale of Individual
Parcels ........................................ 16
2.5 Closure of Airport ................................... 18
2.6 Assignment .......................................:.. 18
2.7 Amendment ............................................ 20
2.8 Notices ............................................ 20
3. CONFLICTS OF LAW .......................................... 22
L
3.1 Conflict with State or Federal Laws .................. 22
3.2 Notice and Copies .................................... 23
3.3 Modification Conferences ............................. 23
3.4 City Council Hearing .................................. 23
3.5 Cooperation in Securing Permits or
Approvals ........................................... 24
3.6 Challenge of New Law or Regulation .................. 24
4. DEVELOPMENT OF THE PROPERTY .............................. 24
4.1 Rights to Develop ................................... 25
i
195714v4
4/24/00
140268-0001
4.2
Effect of Agreement on Land Use Regulations .........
26
4.3
Timing of Development...............................26
4.4
Phasing Plan........................................27
4.5
Initiatives and Moratoria ...........................28
4.6
Environmental Review.................................30
4.7
Changes and Amendments..............................31
4.8
Application of Subsequently Revised
Construction Codes..................................32
4.9
Enforcement.........................................32
4.10
Public Benefits .....................................
33
4.11
Applications ........................................
34
4.12
Cooperation in Securing Approvals ...................
35
4.13
Development Exactions...............................35
5. RESTRICTION ON SPECIAL DISTRICTS .........................35
6. REVIEW FOR COMPLIANCE ......................... .........36
6.1
Periodic Review.....................................36
6.2
Procedure...........................................37
6.3
Proceedings Upon modification.or
Termination.........................................38
6.4
Hearing on Modification or Termination ..............38
6.5
Certificate.bf Agreement Compliance .................39
7. DEFAULT AND REMEDIES .............. ... ....... ....39
7.1
Cumulative Remedies.................................39
7.2
Cooperation in the Event of Legal Challenge .........40
7.3
Termination of Agreement for Default of
Developer .................... ......................40
7.4
Termination of Agreement for Default of
City................................................41
7.5
No Cross-Defaults...................................41
ii
195714v4
4n4/00
140268-0001
7.6 Attorneys' Fees.....................................42
8. ENCUMBRANCES OF THE PROPERTY .............................42
9. MISCELLANEOUS PROVISIONS.................................44
9.1 Authority to Execute......... ......................44
9.1.1 City..........................................44
9.1.2 Developer ...................................... 44
9.2 Consent ............................................. 45
9.3 Interpretation and Governing Law ....................45
9.4 Construction........................................45
9.5 Covenant of Good Faith and Fair Dealing .............46
9.6 Enforced Delay and Extension of Times of
Performance .......................................... 46
9.7 Entire Agreement....................................47
9.8 Further Actions and Instruments ........... ..47
9.9 Time of Essence ......................... ...........48
9.10 No Third Party Beneficiaries ........................49.
9.11 No Waiver...........................................49
9.12 Project as a Private Undertaking ....................49
9.13 Releases ............................................ q1
9.14 Severability......................................... 51
9.15 Successors and Assigns .............................. 51
9.16 Tentative Tract Map Extension. 53
9.17 Integrated Project..................................53
9.18 Recordation of Agreement ............................ 53
iii
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Exhibit "A" Legal Description
Exhibit
"B"
Existing
Development Approvals
Exhibit
"C"
Existing
Land Use Regulations
Exhibit "D" Meadowlark Airport Closure Plan
1v
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FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
AND
CATELLUS RESIDENTIAL MEADOWLARK, LLC
. . . . . . . .. -3b ffftMNIIAMA. . .
... . . . . .....
. .
- - - - - - - -
This First Amended and Restated Ddevelopment
Aagreement
("Agreement") is made and entered into
this
_1�
day of
20000:,aly,; !984, by and between
the CITY
OF
HUNTINGTON BEACH, a municipal corporation (the "City") and
CATELLUS RESIDENTIAL MEADOWLARK, LLC, a Delaware -limited
nr, V�Rm T m TGM K H! NBRIG-(ee , et__,=, j• the "Developer") .
RECITALS
A. City is, authorized to.enter into binding
development agreements with persons having legal or
equitable interest in real property for the development of
such property, pursuant to Government Code section 65865(a).
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B. Pursuant to Government Code section 65865,
City has adopted City Council Resolution No. 5390 and
Resolution No. 6287 establishing rules, regulations and
procedures for the consideration of development agreements.
C. On March 15, 1999, the City Council, following
a noticed public hearing, approved the Meadowlark Specific
Plan Amendment (ZTA 97-04/ZMA 97-01), Conditional Use Permit
97-80, Tentative Tract Map. No. 15469 and Negative
Declaration 97-21, (collectively, the "Land Use Approvals"),
and authorized City planning staff to coordinate with
applicant to initiate an extension of the Meadowlark
Development Agreement ("Existing Agreement") for three (3)
years ("Extended Term"), subject to the rules, regulations
and procedures, and public hearing requirements referenced.
z
herein.
D. On May 4, 1999, Catellus Residential
Meadowlark, LLC ("Developer") became the legal.owner of
certain uninhabited real property consisting of
approximately 45 acres generally located approximately 500
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feet north of Warner Avenue and south of Heil Avenue,
between Roosevelt and Graham. The property is more
particularly described in Exhibit."A" attached hereto and
made a part hereof by this reference (the "Property").
E. On July 24, 1999, the term of the Existing
Agreement expired. The Parties thereto have agreed to amend
and restate the Existing Agreement and to extend the term of
said Existing Agreement for, a.period of three (3) years
commencing on July 24, 1999 and expiring on July 24, 2002,
and the Planning Commission has approved the Agreement on
, and the City Council has approved the
Agreement on
F. City and Developer desire.to enter into this
Agreement in order to assure development of the Property iii
accordance with the Land Use Approvals and provide for
vesting of same for the three (3) year Term of the
Agreement, to assure the City of timely installation of
required public facilities, and to assure the orderly
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development of the Property in accordance with the terms of
the Land Use Approvals and the Agreement.
G. The City further finds that this Agreement
will provide significant public benefits to the City in that
Developer has agreed to dedicate and improve a new
neighborhood park, of 2.4 acres, improve .80 acres of the
existing Norma Gibbs Park, and pay significant local park
in -lieu fees.
H. On _, .2000, the City Planning
Commission, the advisory agency for purposes of review of
development agreements pursuant to Government Code section
65867, held a duly noticed public hearing regarding this
Agreement and, .at the conclusion of the hearing, and after
consideration of evidence and testimony submitted by City Z
staff, the Developer and all interested parties, adopted
Resolution No. recommending:that the City
Council approve the Agreement.
I. On
, 2000, the City Council held a
duly noticed public hearing regarding this Agreement and, at
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the conclusion of the hearing, and after considering the
recommendation of the Planning Commission, the evidence and
testimony submitted by City staff, the Developer and all
interested parties, adopted Ordinance No.
approving this Agreement.
J. The City hereby finds that this Agreement and
the Land Use Approvals are consistent with the City's
General Plan, and that Environmental Impact Report No. 87-2
(the "EIR") and Negative Declaration 97-21 satisfy all the
requirements of the California Environmental Quality Act
("CEQA," Public Resources Code section 21000 et seq.) and
the State CEQA Guidelines (4 California Code of Regulations
15000 et seq.) with respect to this Agreement and the
Proj ect .
NOW, THEREFORE, in further consideration of the
L
above recitals, all of which are expressly incorporated into
this Agreement, -and in consideration of the mutual promises
and covenants herein contained and other valuable
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consideration, the receipt and adequacy of which are hereby
acknowledged, the Parties hereto agree as follows:
deve-lepment having legal
-ems -equitable
agreementswith peesens
~ ceeties-FrS864 the-Gera=ernment
Cede —
ru= - _ant = , ef
"A", attaehed herete--and faade-a- part -hereef by this- eferenee-
-4-the r_ ep- _ t 1L�
-r
IN
0-1
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fer
of dewepment
Gemmissien, the adviser-egeney
purpeses
hearing
cede, �iel-d-ra duly-netieed
publi-
City -staff,
the Beveleper,
evidenee—and argument
submitted y
peso lut
e n N e. 1494—
all -interested parties,
edepted
reeeiteeding that
the
-- -- --- -- _ -- -- _ _
ie—heariTg
Agreement
� n }
and, at the
the
ne t-weed-ub3 regarding
eenelusien of the hearing
an
and after eensidoring
by
the
Develep
and al
argument submitted
staff,
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- - -- -- - -- - -
- -- -- - -
J. The City hereby finds -that this Agreement, the
Plan. Develepment
ef the Preperty
with the City General
is
the Gener-al
parsuant
n, , ..d the
this Agreement eensistent
P-len,
with
uses,
Meedewlark speeifie. will previdebalaneedland
and is
in the best
premete an eeenemieally seund eeffhnunity,
welfare
ef the Gty,
interests of thehealth, safety
its —residents -and the pug.=
and general
-
-
---
- - -- --- - - -
- --
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p-ep--r-_y-and
finanee-the
puA==e
the de-velepment of the
f T
with this
y=eemen
ef
substanti
en site and eff sites
and prIvatee;
f- l a d f
payment
erpub l i
e benefit
and
develepereee dedieateiens
a
-ill be unable t e-make-andrealze-the
eemmitment-s- and eseurees-iwitheut
the
rep
benefits
ve-sted
e t ` •
ef sia
r4ghts
.,�.
=-"'-
by , this
t�3s Pees eiL-E e'o�e� e�ii�e
t^e irP
previded
a
a----
,ry ,-
e
e f sueh vested rights
, +-e
assuranees
�e�e�ei��—e�
nr, pert,
.,a
El
2
undertake
De - tk-fir
�a ago
r
,
eease-
a±rpert eperatiensthe
r
-9-
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l f wh i
i n car a t_ ��t h a
r ee-i t a c, all e ehare expressly
eerp e-d
Agreement, the
the
and mutual premises
herein aentained and €er ether geed
and eevenants ef parties
andvaluable eensid ratieir-
the
is- hereby -aeknev-1 the-
reeeipt-and suffi-eieneyefoieh
.«. , agree.as fe , .
edged,
1. DEFINITIONS AND EXHIBITS.
1.1 Definitions. As used in this First Amended And
Restated Development Agreement, the following terms shall have
the meanings set forth below:
1.1.1 "Agreement" means this First Amended and
Restated Development Agreement.
1.1.2 "DEVELOPER" means CATELLUS RESIDENTIAL t
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1.1.3 "City" means the City of Huntington Beach, a
municipal corporation organized and existing under the laws of
the State of California.
1.1.4 "Development" means the improvementof the
Property for the purposes of completing the structures,
improvements and facilities comprising the Project including but
not limited to: grading; the construction of infrastructure and
public facilities related to the Project, whether located within
or outside the Property; the construction of buildings and
structures; and the installation of landscaping. "Development"
does not include the maintenance, repair, reconstruction or
redevelopment of any building, structure,.improvement or facility
after the construction and completion thereof.
1.1.5 "Development Approvals" means all enactments
permits, and other entitlements for use subject to enactment,
approval or issuance by City in connection with Development of
the Property, including, but not limited to:
(a) Specific plans and specific plan
amendments;
(b) Tentative and final subdivision and
parcel maps, including vesting tentative maps and vesting final
maps;
(c) Conditional use permits;
(d) Zoning;
(e) Grading and building permits.
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1.1.6 "Development Exaction" means any requirement
of City in connection with or pursuant to any Land Use Regulation
or Development Approval for the dedication of land, the
construction of improvements or public facilities, or the payment
of fees in order to lessen, offset, mitigate or compensate for
the impacts of development on the environment or other public
interests.
1.1.7 "Development Plan" means the Existing
Development Approvals and the Existing Land Use Regulations
applicable to Development of the Property.
1.1.8 "Effective Date" means the date this
Agreement is recorded with the County Recorder.
1.1.9 "Existing Development Approvals" means all
Development Approvals approved or issued prior to the Effective
Date. Existing Development Approvals includes the Approvals
incorporated herein as Exhibit "B" and all other Approvals which
are a matter of public record on the Effective Date.
1.1.10 "Land Use Regulations" means all ordinances,
resolutions, codes, rules, regulations and official policies of
City governing the development and use of land, including,
without limitation:.the permitted uses of land; the density or
intensity of use; subdivision requirements; the maximum height
and size of proposed buildings; Development Exactions including
provisions for reservation or dedication of land for public
purposes; design, improvement and construction standards and
specifications applicable to the Development of the Property; and
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regulations regarding the rate, time or sequence of Development.
"Land Use Regulations" includes any regulation adopted by
initiative or referendum.
1.1.11 "Mortgage" means a mortgage, a deed of trust,
or any other security device securing financing with respect to
the Property or any part thereof.
1.1.12 "Mortgagee" means the holder of the beneficial
interest under any Mortgage and its successors and assigns.
1.1.13 "Party or Parties". The City and Developer
are referred to individually as a "Party" and collectively as
"Parties". Following a sale, assignment or transfer of the
Property, or a part thereof, as provided by Section 2.6 of this
Agreement, any purchaser, assignee or transferee, shall also be a
"Party".
1.1.14 "Project" means the Development of the
Property contemplated by the Development Plan as such Plan may be
further defined, enhanced or modified pursuant to the provisions
of this Agreement.
1.1.15 "Property" means the real property described
on Exhibit "A."
1.1.16 "Subsequent Development Approvals" means all
Development Approvals required subsequent to the Effective Date
in connection with Development of the Property.
1.1.17 "Subsequent Land Use Regulations" means any
Land Use Regulations adopted and effective after the Effective
Date of this Agreement.
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1.2 Exhibits.
The following documents are attached to, and by this
reference made a part of, this Agreement:
Exhibit "A" - Legal Description of the Property.
Exhibit "B" - Existing Development Approvals.
Exhibit "C" - Existing Land Use Regulations.
Exhibit "D" - Meadowlark Airport Closure Plan
2. GENERAL PROVISIONS.
2.1 Binding Covenants.
The Property is hereby made subject to this Agreement.
Development of the Property shall be subject to the terms and
conditions of this Agreement. The burdens of this Agreement
shall be binding upon, and the benefits of this Agreement inure
to, all successors in interest to the Parties to this Agreement.
2.2 Interest of Developer.
Developer represents that it is the owner of the fee
simple title to the Property.
2.3 Term of Agreement.
2.3.1 Stated Term. The term of this 'Agreement
shall commence on July 24, 1999, the e€f-eetiire 46 and shall
continue for a period of three (3) ten -years, expiring on July
24, 2002, thereafter- unless this term is modified or extended
pursuant to the provisions of this Agreement.
2.3.2 Extension of Term. The term provided for
herein is intended to provide sufficient time for completion of
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0
the Project in accordance with the Development Plan. In the
event that the Parties determine that a longer period is
necessary to achieve the foregoing purpose, the term of this
Agreement may be extended by -the further written agreement of the
Parties in accordance with Section 2.7 hereof.
2.3.3 Referendum on Enacting ordinance. In the
event a referendum petition protesting adoption of the ordinance
approving this Agreement is presented to the City Council prior.
to the effective date of such ordinance and the City Council
repeals such ordinance, or the City Council in lieu of repealing
such ordinance submits the ordinance to voters and a majority of
the voters vote against the ordinance, this Agreement shall be
null and void as of the date the City Council repeals such
ordinance, or as of the date of the final declaration by the City
Council of the disapproval of such ordinance by the referendum
election, whichever the case may be.
2.4 Termination.
2.4.1 Events of Termination. This Agreement shall
be terminated and of no further effect upon the occurrence of any
of the following events:
(a) Expiration of the stated term hereof.
pursuant to Section 2.3.1;
(b) Completion of the Project in accordance
with the Development Plan and the issuance by City of all
required occupancy permits or final inspection approvals, and
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-15-
acceptance of all dedications required under the Development Plan
and this Agreement;
(c) Entry after all appeals have been
exhausted of a final judgment or issuance of a final order
directing City to set aside, withdraw, or abrogate City approval
of this.Agreement; or
(d) The effective date of a successful
referendum protesting the ordinance approving this Agreement.
Termination of this Agreement shall not result in the
termination of any Development Approvals applicable to the
Property.
2.4.2 Termination upon Sale of Individual Parcels.
Notwithstanding any provision hereof to the contrary, the burdens
of this Agreement shall terminate as to any lot or unit which has
been finally subdivided and individually (and not in "bulk")
leased (for a period greater than one (1) year) or sold to the
purchaser or user thereof, and thereupon and without the
execution or recordation of any further document or instrument,.
such lot or unit shall be released from and no longer be subject
to, or burdened by, the provisions of this Agreement; provided,
however, that the benefits hereof shall continue to run as to.any
such lot or unit until completion of the construction permitted
under the Development Plan.
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2.5 Closure of Airport.
The Parties acknowledge Develeper agrees and
ants that the Meadowlark Airport formerly on the site
shall ceased to operate as an airport as of ne later than
September 1, 1989. All airport operations were shall terminated
on or before September 1, 1989, and the runway has subsequently
been shall be demolished. and refRevedze-later than September-8,
1989. Cessation of operation as an airport as provided in this
Agreement shall constitute an.abandonment of the.existing
nonconforming use of the Property, and after September 1, 1989,
City may utilize any remedies provided.by law to enforce such
abandonment. The Parties acknowledge that cElosure of the
airport was shall be -completed in accordance with the closure
plan and phasing schedule set forth in Exhibit I'D" to this
Agreement.
2.6 Assignment.
Developer shall have the right to sell, assign or
transfer the Property in whole or in part, to any person,
partnership, joint venture, firm or corporation at.any_time
during the term of this Agreement, provided that any such sale,
assignment or transfer shall include the pro rata assignment of
those rights, duties and obligations arising under or from this
Agreement which are applicable to the Property or part thereof
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Z
being assigned, transferred or sold.
The express written
assumption of any or all of the obligations of Developer under.
this Agreement by such assignee, transferee or purchaser shall,
without any act or concurrence by City, relieve Developer of.its
legal duty to perform said obligations under this Agreement.. The
City shall not impose any conditions on or otherwise have any
rights of approval over any such sale, assignment or transfer.
Any purchaser, assignee or transferee of Developer shall have all
of the rights, duties and obligations of Developer under this
Agreement insofar as such rights, duties and obligations are
applicable to the Property or part thereof purchased, assigned or
transferred.
It is understood and agreedby the Parties that the
Property may be further subdivided after the Effective Date of
this Agreement. One or more of such subdivided parcels may be
sold, assigned or transferred to persons or entities for
development by them in accordance with the provisions of this
Agreement. Effective upon such sale, assignment or transfer, the
T.
obligations of Developer shall become several and not joint.
Noncompliance by any such persons or entities with the terms and
conditions of this Agreement or with applicable City rules and
regulations shall not be deemed to be a default hereunder or
grounds for termination hereof, or constitute cause for the City
to initiate enforcement action against, other persons or entities
then owning the Property or a portion thereof and not themselves
in default hereunder. Upon completion of Development of any
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phase or tract of the Project as determined by City, City shall
release that completed phase or tract from any further
obligations under this Agreement.
2.7 Amendment.
This Agreement may be amended from time to time by the
mutual written consent of the Parties and in accordance with the
procedures provided in California Government Code Sections 65867,
65867.5 and 65868, including the requirements for notice and
public hearing.
2.8 Notices.
As used in this Agreement, "notice" includes all
notices, statements, demands, and other communications required
or permitted hereunder. All -notices required or provided for
under this Agreement shall be in writing, shall be delivered in
person or sent by certified mail, Postage prepaid, return receipt
requested, and shall be effective on the date delivered in
person, or the date when the postal authorities indicate that the
mailing was delivered to the address of the receiving party. All
2
notices shall be addressed as follows:
Notice to City: Director of Planning ^" a-c-to '
Dig-eeter ef Gemmunity „eve t
Planning. Department e f ^-_-~-Rarity
-1
D e l e ., t
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
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Notice to Developer: Bruce D'Eliscu
Catellus Residential Meadowlark, LLC
5 Park Plaza, Suite 400
Irvine, California 92614
With a Copy to: Nossaman, Guthner, Knox & Elliott, LLP
18101 Von Karman Ave., Suite 1800
Irvine, California 92612
Attn: John P. Erskine, Esq.
DrAfffffty Garrett King
3299 **,
arle Gente� DriveGesta 926
69
Attn: Kenneth P4. Kaplan, Esq.
Any Party may, by notice given at any time, require
subsequent notices to be given to.another person or entity, or
to a different address, or both. Notices effective prior to
actual receipt of any such notice of change shall not be
invalidated by the change.
3. CONFLICTS OF LAW.
3.1 Conflict with State or Federal Laws.
Z
In the event that State or Federal laws or regulations,
enacted after the Effective Date of this Agreement, prevent or
preclude compliance with.one or more of the provisions of this
Agreement, such provisions of this Agreement shall be modified or
suspended as may be necessary to comply with such State or
Federal laws or regulations; provided, however, that this
Agreement shall remain in full force and effect to the extent it
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is not inconsistent with such laws or regulations and to the
extent such laws or regulations do not render such remaining
provisions impractical to enforce.
3.2 Notice and Copies.
Any Party which determines that it cannot perform any
act authorized or required by this Agreement due to a conflict
described in Section 3.1 shall, within fifteen (15) days of
making such determination; provide all other Parties with written
notice of such State or Federal law or regulation and a statement
of the conflict with the provisions of this Agreement.
3.3 Modification Conferences.
The Parties shall, within thirty (30) days after notice
as provided in Section 3.2 hereof, meet and confer in good faith
in a reasonable attempt to modify this Agreement to comply with
such law or regulation.
3.4 City Council Hearing.
Within a reasonable time thereafter, regardless of
whether the Parties reach an agreement on the effect of such law
Z
or regulation upon this Agreement, the matter shall be scheduled
for hearing before the City Council. Notice of such hearing
shall be given pursuant to Section 65090 of the Government Code.
The City Council, at -such hearing, shall determine the exact
modification or suspension which shall be necessitated by such
law or regulation. Developer shall have the right to offer oral
and written testimony at the hearing. No modification or
suspension of this Agreement shall be effective unless approved
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by the affirmative vote of not less than a majority of the
authorized voting members of the City Council and by Developer.
3.5 Cooperation in Securing Permits or Approvals.
City shall cooperate with Developer in the timely
securing of any permits or approvals which may be required as a
result of such modifications to, or suspensions of, all or any
part of this Agreement.
3.6 Challenge of New Law or Regulation.
Developer or City shall have the right to challenge.by
appropriate judicial proceedings any such new law or regulation
preventing compliance with the terms of this Agreement. In the
event that such challenge is successful, this Agreement shall
remain unmodified and in full force and effect, except that the
term shall be extended for a period of time equal to the period
such law or regulation prevented or precluded compliance with the
provisions of this Agreement.
4. DEVELOPMENT OF THE PROPERTY.
4.1 Rights to Develop.
Subject to the terms of this Agreement, Developer shall
have a vested right to develop the Property in accordance with,
and to the extent of, the Development Plan. Except as otherwise
provided in this Agreement, the permitted uses'of the Property,
the density and intensity of use, the maximum height and -size of
proposed buildings, and provisions for reservation and dedication
of land for public purposes shall be those set forth in the
Development Plan. The Project shall remain subject to all
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Subsequent Development Approvals required to complete the Project
as contemplated by the Development Plan. In exercising its
discretion on such Subsequent Development Approvals, City shall
act reasonably and in accordance with the Development Plan. In
acting on any application for a Subsequent Development Approval
within the residential part of the Project which complies with
the development standards of Section 4.N of the Amended
Meadowlark Specific Plan ("Specific Plan"), and is otherwise
consistent with them Specific Plan, the provisions of Sections
65589.5 of the Government Code shall apply and City shall not
disapprove the application or approve it on.condition that it be
developed at a lower density unless the City's decision is based
upon written findings supported by substantial evidence of the
record that both the following conditions exist:
(a) The proposed housing development would have a
specific, adverse impact upon the public health or safety unless
the housing development is disapproved -or approved upon the
condition that it be developed at a lower density; and, '
(b) There is no feasible method to satisfactorily
mitigate or avoid the adverse impact identified pursuant to (a)
above, other than the disapproval of the housing development or
its approval upon the condition that it be developed at a lower
density.
The provisions of Section 65589.6 of the Government
Code shall apply in any action to challenge any such City
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decision to disapprove a housing development application or
approve it on the condition it be developed at a lower density.
4.2 Effect of Agreement on Land Use Regulations.
Except as otherwise provided under the terms of this
Agreement, the Land Use Regulations applicable to Development of
the Property shall be the Existing Land Use Regulations on the
Effective Date of this Agreement, and no Subsequent Land Use
Regulations shall be applicable to Development of the Property.
4.3 Timing of Development.
The parties acknowledge that Developer cannot at this
time predict when or the rate at which phases of the Property
will be developed. Such decisions depend upon numerous factors
which are not within the control of Developer such as market
orientation and demand, interest rates, absorption, competition
and other similar factors. Since the California Supreme Court
held in Pardee Construction Co. v. City of Camarillo_(1984) 37
Cal.3d 465, that the failure of the parties therein to provide
for the timing of development resulted in a later adopted
L
initiative restricting the timing of development to prevail over
such parties' agreement, it is the Parties' intent to cure that
deficiency by acknowledging and providing that Developer shall
have the right to develop the Property in such.order and at such
rate and at such times as Developer deems appropriate within the
exercise of its subjective business judgment, subject only to 'any
phasing requirements set forth in the Development Plan and its
Phasing Plan as specified in Section 4.4.
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4.4 Phasing Plan.
Development of the Property shall be subject to the
phasing requirements established by the Development Plan. City
agrees that the "Phasing Plan for Development", required by
Section 6.0 Appendix N.D.4. of the Meadowlark Specific Plan
(the "Phasing Plan") shall be limited solely to providing
assurances to City that Development of the Property will include
timely installation of necessary on -site and off -site
improvements as required by the Existing Land Use Regulations and
that the Project will not exceed the available capacity of either
the sewer system or the water system. With respect to the
provision of water service to the Project, City agrees that the
Phasing Plan shall -provide for.the granting of firm commitments
for the provision of water service by the City concurrent with
the approval of the conditional use permit or tentative tract map
for each phase of Development. With respect to the provision of
sewer service to.the Property, the Parties acknowledge that the
provision of sewer service is not within the control of City in
2
that the Property is within the service area of the Orange County
Sanitation District. City, however, agrees.to.use_its best
efforts to assist and support Developer in securing firm
commitments for sewer service from the Orange County Sanitation
District at the earliest feasible time, and agrees that the
Phasing Plan will not restrict Development of any phase of the
Project with respect to sewer service except for requiring
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clearance from the Orange County Sanitation District. Upon City
approval of the Phasing Plan, as required by Section 6.0
Appendix N. D.4—of the Meadowlark Specific Plan, the Project
shall not be subject to any further limitations with regard to
time, rate or sequence of Development, other than the public
facility conditions, or any other requirements, of the Land
Use Approvals.
4.5 Initiatives and Moratoria.
In the event any subsequent Land Use Regulation is
enacted (whether by action of the City Council, by initiative, by
referendum, or otherwise) which relates to the rate, timing or
sequencing of development of property within the City, City
agrees that such Subsequent Land Use Regulation shall not apply
to the Project. In addition to and not in limitation of the
foregoing, City agrees that no moratorium and other limitation
affecting subdivision maps, building permits or -other
entitlements for use within the City or any part of the City, L
shall apply to the Project to the extent it is in conflict with
this Agreement. Notwithstanding the foregoing, in the event any
such ordinance,measure, moratorium or other limitation is
determined by a court to invalidate or prevail over all or any
part of this Agreement, Developer shall have no recourse against
City pursuant to this Agreement, but Developer shall retain all
other rights, claims, and causes of action which Developer may
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otherwise have at law or in equity including, without limitation,
the right to appeal any such determination. To the maximum
extent permitted by law, City agrees to use its best efforts to
prevent any such ordinance, measure, moratorium or other
limitation from invalidating or prevailing over all or any part
of this Agreement, and City agrees to cooperate in all reasonable
ways to keep this Agreement in full force and effect. City shall
not take any action which would violate the intent of this
Section. Developer reserves the right to challenge any such
ordinance, measure, moratorium or other limitation in a court of
law in order to protect the development rights vested in the
Property pursuant to this Agreement.
4.6 Environmental Review.
City certifies that Environmental Impact Report,
No. 87-2 (the "EIR") and Negative Declaration 97-21 have
been,- prepared and adopted in conjunction with the Meadowlark
Specific Plan, and satisfy is-a-eempleteand. aeeur-ate-dee:ufnent
whieh satisfies --all the requirements of the California Z
Environmental Quality Act ("CEQA", Public Resources Code, Section
21000 et.seg.) and the State CEQA Guidelines (.14 California Code.
of Regulations 15000 et sect• with respect to this Agreement and
the Project. City agrees that no mitigation measures arising out
of environmental concerns that are not expressly identified in
the Negative Declaration EIR-shall be imposed 4-3-on Development
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of the Property except as otherwise provided below. City agrees
that Section 65457 of the Government Code shall apply to all
Subsequent Development Approvals for residential Development of
the Property; and City further agrees that no subsequent or,
supplemental environmental impact report shall be required for
any Subsequent Development Approval, whether residential or
commercial, unless one of the events specified in Section 21166
of the Public Resources Code occurs.
4.7 Changes and Amendments.
The Parties acknowledge that refinement and further
development of the Project will require Subsequent Development
Approvals and may demonstrate that changes are appropriate and
mutually desirable in the Existing Development Approvals. In the
event Developer finds that a change in the Existing Development
Approvals is necessary or appropriate, Developer shall apply for
a Subsequent Development Approval_to effectuate such change and
City shall process and act on such application in accordance with
the Existing Land Use Regulations, except as otherwise provided
by this Agreement. If approved, any such change in the Existing
Development Approvals shall be incorporated herein as an addendum
to Exhibit ."B", and may be further changed from time: to time, as
provided in this Section. Unless otherwise required by law, a
change to the Existing Development Approvals shall be deemed
"minor" and not require an amendment to this Agreement provided
such change does'not:
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whole; or,
(a) Alter the permitted uses of the Property as a
(b) Increase the density or intensity of use of the
Property as a whole; or,
(c) Increase the maximum height and size of permitted
buildings; or,
(d) Delete a requirement for the reservation or
dedication of land for public purposes within the Property as a
whole; or,
(e).Constitute a project requiring a subsequent or
supplemental environmental impact report.pursuant.to Section
21166 of the Public Resources Code.
4.8 Application of Subsequently Revised Construction Codes.
Improvement standards and specifications set forth in
the City building, plumbing, mechanical, electrical, fire and
grading codes that are revised during the term of this Agreement
shall apply to the Development of the Property pursuant to this
Agreement provided that: (a) such standards and specifications
apply to all development within the City; (b) their applicationx
to the Property is prospective only, applying only to
applications for building and other development permits or.
approvals of tentative subdivision maps not yet accepted for
processing; and (c) any future amendment to the grading code
which materially reduces the amount of land within the Property
which can be utilized for structures and improvements or which
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materially increases the amount of open space within the Project
shall not be applicable to the Project..
4.9 Enforcement.
Unless amended or canceled, this Agreement shall be
enforceable by any party to it and shall be controlling for the
purposes of the vested land use entitlements for the Property,
notwithstanding any Subsequent Land Use Regulation adopted by
the City which might otherwise be applicable to the Property.
In the event of an emergency, declared by the City Council,
creating a danger to health and safety which would prevent or
preclude compliance with any provisions of .this Agreement, such
provisions may be modified or suspended during the period of
such emergency. However, if such modification or suspension
substantially deprives any.of the Parties of the
bargained -for -benefits of this Agreement, such Party may
terminate this Agreement because of that frustration of purpose.
Any termination by Developer or an assignee of Developer
pursuant to this.Section 4.9 shall be effective only as to the
obligations of the terminating Party and shall not effect a
termination of this Agreement as to all remaining Parties. Any
Party terminating this Agreement pursuant.to this Section 4.9
shall provide written notice of such termination to all other
Parties.
4.10 Public Benefits.
The City, by entering into this Agreement, will
receive the benefit of land dedications, developer fee payments,
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the construction and installation of various public
infrastructure facilities, and cessation.of'airport operations
in accordance with this Development Agreement. Developer's
obligation to dedicate land, pay fees, provide such facilities,
and cease airport operations is in consideration of and subject
to receipt by Developer of the benefits of this Agreement.
4.11 Applications.
City agrees to accept for processing and expeditious
review -all applications for Subsequent Development Approvals in
accordance with the Development Plan and this Agreement and to
promptly commence and diligently proceed to complete the review
of all such applications. City shall inform Developer, upon
request, of the necessary submission requirements for each
application for a Subsequent Development Approval and the time
necessary for review of such application by the appropriate
authority. Subject.to (a) Developer's compliance with this
Agreement; and (b) payment of the usual and customary processing
and plan check fees and charges for such applications, permits
and certificates, City shall issue to Developer, upon application
therefor all necessary building permits, occupancy certificates,
or other required permits for the construction, use and occupancy
of the Project, or any portion thereof, as applied for, including
connection to all utility systems under the City's jurisdiction.
No application once lawfully approved by the City
shall be subject to subsequent disapproval, and no plan or
document shall be disapproved for reasons which are inconsistent
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with the terms of a previous plan or document approval. Any
disapproval by the City shall state in writing the reasons for
disapproval.
4.12 Cooperation in Securing Approvals.
The City agrees to fully cooperate with Developer in
securing all permits, licenses, approvals or consents which may
be required by City or other agencies having jurisdiction over
Development of the Property. City further agrees that no
additional conditions or Development Exactions, whether or not
authorized by this Agreement, shall be imposed on any part of
the Project for which building permits have been issued.
4.13 Development Exactions.
Except as expressly set forth in this Agreement, no
Development Exaction shall be required by City of Developer in
connection with the.Development of the Property except as
authorized by the Development Plan. Notwithstanding the
foregoing limitation, Development of the Property shall be
subject to a Subsequent Land Use Regulation imposing a fee for
the mitigation of traffic impacts. The Parties acknowledge that
City is presently preparing a traffic impact mitigation fee
ordinance.
5. RESTRICTION ON SPECIAL DISTRICTS.
City and Developer agree that during the term of this
Development Agreement, no special tax or assessment district
within the Property, other than as exists prior to the Effective
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Date of this Agreement, will be created by the City or any agency
or instrumentality of the City, unless Developer expressly then
grants such authority and concurs in the creation of said
district and the terms and conditions of assessments or special
taxes to be levied thereunder. The foregoing limitation shall
terminate upon expiration of this Agreement, and shall not
apply to any assessment district created by the City that
includes the entire City or any special tax or assessment
that is intended to be applied on a citywide basis to all
properties within the City.
6. REVIEW FOR COMPLIANCE.
6.1 Periodic Review.
The Director of Planning Gemmunity Develepment shall
review this Agreement annually, on or before the anniversary of
the Effective Date, in order to ascertain the good faith
compliance by Developer with the terms of the Agreement.
z
Developer shall submit an Annual Monitoring Report, in a form
reasonably acceptable to the Director of Planning G_TTunity
--1
De=ielepme-Rt—within 30 days after written notice from the Director
of Planning Gemmu ' ty Deye_ pment . The Annual Monitoring Report
shall be accompanied by an annual review and administration fee
sufficient to defray the costs of review and administration of
the Agreement. The amount of the annual review and
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administration fee shall be set by the City but shall not exceed
the reasonable costs incurred by City in review and
administration of the Agreement.
6.2. Procedure.
(a) Upon completion of a periodic review, the Plig
Direet irector of Planning shall submit a report to the City
Council setting forth the evidence concerning good faith
compliance by Developer with the terms of this Agreement and his
recommended finding on that issue.
(b) If the City Council finds on the basis of
substantial evidence that Developer has complied in good faith
with the terms and conditions of -this Agreement, the review shall
be concluded.
(c) If the City Council makes a preliminary finding
that Developer has not complied in good faith with the terms and
conditions of this Agreement, the City Council may modify or
terminate this Agreement as provided in Section 6.3 and Section
6.4. Notice of default as provided under Section 7.3 of this
Agreement may be given to Developer prior to or concurrent with,
proceedings under Section 6.3 and Section 6.4.
6.3. Proceedings Upon modification or Termination.,
If, upon a preliminary finding under Section 6.2, City
determines to proceed with modification or termination of this
Agreement, City shall give written notice to Developer of such
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intention. The notice shall be given at least ten calendar days
prior to the scheduled Hearing and shall contain:
(a) The time and place of the hearing;
(b) A statement as to whether City proposes to
terminate or to modify the Agreement and the nature of any
proposed modifications; and,
Cc) Such other information as is reasonably necessary
to inform Developer of the nature of the proceeding.
6.4 Hearing on Modification or Termination.
At the time and place set for the hearing on
modification or termination, Developer shall be given an
opportunity to present oral and written testimony. If the City
Council finds, based upon substantial.evidence, that Developer
has not complied in good faith with the terms and conditions of
the Agreement, the City Council may terminate this Agreement or
modify this Agreement. The decision of the City Council shall be
final, subject to judicial review pursuant to Section 1094.5 of
the Code of Civil procedure or as otherwise provided by law.
6.5 Certificate of Agreement Compliance. '
If at the conclusion of a Periodic Review, Developer
is found to be in compliance with this Agreement, City.shall,
upon request by Developer, issue a Certificate of Agreement
Compliance ("Certificate") to Developer stating that after the
most recent Periodic Review and based upon the information known
or made known to the Director of Planning Gemmun ty D=--_lepme t
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and City Council that (1) this Agreement remains in effect and
(2) Developer is not in default. The Certificate shall be in
recordable form and shall contain information necessary to
communicate constructive record notice of the finding of
compliance. Developer may record the Certificate with the. County
Recorder.
7. DEFAULT AND REMEDIES.
7.1 Cumulative Remedies.
Each of the Parties hereto may pursue any remedy at law
or equity available for the breach of any provision of this
Agreement. Any Party may institute legal action to cure correct
or remedy any default, to enforce any covenant or agreement
herein, or to enjoin any threatened or attempted violation of
this Agreement, including suits.for declaratory relief, specific
performance and relief in the nature of mandamus. All of the
remedies described above shall be cumulative and .not exclusive of
one another, and the exercise of any one or more of the remedies
shall not constitute a waiver or election with respect to any
t
other available remedy.
7.2 Cooperation in the Event of Legal Challenge.
-In the event of any legal action instituted -by a third
party, including any other governmental entity or official,
challenging the validity of this Agreement or any Development
Approval granted pursuant to this Agreement, the Parties hereby
agree to cooperate fully with each other in defending such
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action; provided, however, that each Party shall bear its own
costs and legal expenses in defending such action.
7.3 Termination of Agreement for Default of Developer.
City may terminate this Agreement for any failure of
Developer to perform any material duty or obligation of Developer
under this Agreement (hereinafter referred to as "default");
provided, however, City may terminate this Agreement only after
providing written notice to Developer of default setting forth
the nature of the default and the actions, if any, required by
Developer to cure such default and, where the default can be
cured, Developer has failed to take such.actions. and cure such
default within 60 days after the effective date of such notice
or, in the event that such default cannot be cured within such 60
day period but can be cured within a longer time, has failed to
commence the actions necessary to cure such default within such
sixty (60) day period and to diligently proceed to complete such
actions and cure such default.
7.4 Termination of Agreement for Default of City-
Developer may terminate this Agreement in the event ok
a default by City in the performance of a material term of this
Agreement and only after providing written notice to Cityof.
default setting -forth the nature of the default and the actions,
if any, required by City to cure such default and, where the
default can be cured, City has failed to take such actions and
cure such default within 60 days after the effective date of such
notice or, in the event that such default cannot be cured within
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r
such 60 day period but can be cured within a longer time, has
failed to commence the actions necessary to cure such default
within such 60 day period and to diligently proceed to complete
such actions and cure such default.
7.5 No Cross -Defaults.
In the event of a default by Developer which default
adversely impacts the Development of that part of the Property
owned by non -defaulting Parties, such default shall not
constitute a default hereunder by such non -defaulting Parties as
to such part of the Property.
7.6 Attorneys' Fees.
In any action or proceeding brought by any Party to
enforce any provision of this Agreement, or otherwise arising
under this Agreement, the prevailing party shall be entitled to
reasonable attorneys' fees and all costs, expenses and
disbursements in connection with such action or proceeding,
including the costs of reasonable investigation, preparation and
professional or expert consultation, which sums may be -included
Z
in any judgment or decree entered in such action in favor of the
prevailing party.
8. ENCUMBRANCES OF THE PROPERTY...
The Parties hereto agree that this Agreement shall not
prevent or limit Developer, in any manner, at Developer's sole
discretion, from encumbering the Property, or any part thereof or
any improvement thereon, by any Mortgage. City acknowledges that
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Mortgagees may require certain Agreement interpretations and
modifications and agrees upon request from time -to -time, to meet
with Developer and representatives of such Mortgagees to
negotiate in good faith any such request for interpretation or
modification. City will not unreasonably withhold its consent to
any such requested interpretation or modification. Any Mortgagee
of the Property shall be entitled to the following rights and
privileges:
(a) Neither entering into this Agreement nor a breach of
this Agreement shall defeat, render invalid, diminish or impair
the lien of any Mortgage made in good faith and for value, unless
otherwise required by law.
(b) Any Mortgagee which has submitted a request in writing
to the City in the manner specified herein for giving notices,
shall be entitled to receive written notification from City of
any default by Developer in the performance of Developer's
obligations under this Agreement.
(c) If City timely receives.a request from a Mortgagee
r
requesting a copy of any notice of default given to Developer
under the terms of this Agreement, City shall provide a copy of
that notice to the Mortgagee within ten..(10) days of sending the
notice of default to Developer. The Mortgagee shall have the
right, but not the obligation, to cure the default during the
remaining cure period allowed.such party under this Agreement.
(d) Any Mortgagee who comes into possession of the
Property, or any part thereof, pursuant.to foreclosure of the
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Mortgage, or deed in lieu of such foreclosure, shall take the
Property, or part thereof, subject to the terms of this
Agreement. Notwithstanding any other provision of this Agreement
to the contrary, no Mortgagee shall have an obligation or duty
under this.Agreement to perform any of Developer's obligations or
other affirmative covenants of Developer hereunder, or to
guarantee such performance; provided, however, that to.the extent
that any covenant to be performed by Developer is a condition
precedent to the performance of a covenant by City, the
performance thereof shall continue to be a condition precedent to
City's performance hereunder.
9. MISCELLANEOUS PROVISIONS.
9.1 Authority to Execute.
9.1.1 City. By the execution hereof, City confirms
and acknowledges that City, acting through its City Council and
the City Planning Commission have complied in full with the
requirements of Section 65867 of the Government Code for public
hearing and the giving of notice of intention to consider
adoption of this Agreement, and that this Agreement has been
approved by ordinance as required by Section 65867.5 of the
Government Code. City warrants and represents that the City has
given all notices, held all hearings and complied with all other
procedures required to make this a valid_ agreement.
9.1.2 Developer. The persons executing this
Agreement on behalf of Developer warrant and represent that they
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have the authority to execute this Agreement and represent that
they have the authority to bind Developer to the performance of
its obligations hereunder.
9.2 Consent. Where the consent or approval of a Party is
required or necessary under this Agreement, such consent or
approval shall not be unreasonably withheld.
9.3 Interpretation and Governing Law.
This Agreement and any dispute arising hereunder shall
be governed and interpreted in accordance with the laws of the
State of California. This Agreement shall be construed as a
whole according to its fair language and common meaning to
achieve the objectives and purposes of the Parties hereto, and
the rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not be employed in,
interpreting this Agreement, all parties having been represented
by counsel in the negotiation and preparation hereof. This
Agreement is intended to bind future members of the City Council.
The Parties understand and agree that this Agreement is not
intended to constitute, nor shall it be construed to constitute;
an impermissible attempt to contract away the legislative and
governmental functions of_the City.
9.4 Construction.
As used in this Agreement, the masculine, feminine or
neuter gender and the singular or plural numbers shall each be
deemed to include the other whenever the context so indicates.
All section readings and subheadings are inserted for convenience
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only and shall not affect any construction or interpretation of
this Agreement.
9.5 Covenant of Good Faith and Fair Dealing.
Neither Party shall do anything which shall have the
effect of harming or injuring the right of the other Party to
receive the benefits of this Agreement; each Party shall refrain
from doing anything which would render its performance under this
Agreement impossible; and each Party shall do everything which
this Agreement contemplates that such Party shall do to
accomplish the objectives and purposes of this Agreement.
9.6 Enforced Delay and Extension of Times of Performance. -
In addition to specific provisionsof this Agreement,
performance by either Party hereunder shall not be deemed to be
in default where the failure or delay in performance is due to
war, insurrection, strikes, walkouts, shortages of necessary
building materials, riots, floods, earthquakes, fires,
casualties, Acts of God, governmental restrictions imposed or
mandated by other governmental entities, enactment.of conflicting
state or federal laws or regulations, judicial actions (such as'
restraining orders or injunctions), or other causes beyond the
Party's control.. If any .such eventsshall.occur, the term of
this Agreement and the time for performance by. either Party of
any of its obligations hereunder shall be extended for the period
of time that such events prevented such performance, provided
that the term of this Agreement shall not be extended under any
circumstances for more than five (5) years.
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9.7 Entire Agreement.
This Agreement sets forth and contains the entire
understanding and agreement of the Parties, and there are no oral
or written representations, understandings or ancillary
covenants, undertakings or agreements which are not contained or
expressly referred to herein. No testimony or evidence of any
such representations, understandings or covenants shall be
admissible in any proceeding of any kind or nature to interpret
or determine the terms or conditions of this Agreement.
9.8 Further Actions and Instruments.
Each of the Parties shall cooperate with and provide
reasonable assistance to the other to the extent contemplated
hereunder in the performance of all obligations under this
Agreement and the satisfaction of the conditions of this
Agreement. Upon the request of either Party at any time, the
other Party shall promptly execute, with acknowledgment or
affidavit if reasonable required, and file or record such
required instruments and writings and take any actions as may be
Z
reasonably necessary under the terms of this Agreement to carry
out the intent and to fulfill the provisions of this Agreement or
to evidence or consummate the transactions contemplated by this
Agreement.
9.9 Time of Essence.
Time is of the essence in the performance of the
provisions of this Agreement as to which time is an element.
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9.10 No Third Party Beneficiaries.
This Agreement is made and entered into for the sole
protection and benefit of the Parties and their successors and
assigns. No other person shall have any right of action based
upon any provision in this Agreement.
9.11 No Waiver.
No delay or omission by either Party in exercising any
right or power accruing upon noncompliance or failure to perform
by the other Party under the provisions of this Agreement shall
impair any such right or power or be construed be a waiver
thereof. A waiver by either Party of any of the covenants -or
conditions to be performed by the other Party shall not -be
construed as a waiver of any future breach or nonperformance of
the same or other covenants and conditions hereof.
9.12 Project as a Private Undertaking.
It is specifically understood and agreed by and between
the Parties hereto that the Project is a private development,
that neither Party is acting as the agent of the other in any
respect hereunder, and that each Party is an independent f
contracting entity with respect to the terms, covenants and
conditions contained in this Agreement. No partnership, joint
venture or other association of any kind is formed by this
Agreement. The only relationship between the City and Developer
is that of a government entity regulating the. development of
private property and the owner of such private: property.
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9.13 Releases.
City hereby covenants and agrees that upon completion
of the Project as required under this Agreement with respect to
the Property, or any part thereof, City shall execute and .
deliver to the Orange County Recorder an appropriate release of
further obligations under this Agreement.
9.14 Severability.
If any term, provision, covenant or condition of this
Agreement shall be determined invalid, void, or unenforceable,
the remainder of this Agreement shall not be affected thereby to
the extent such remaining provisions.are not rendered impractical
to perform taking into consideration the Purposes of this
Agreement. In the event that all of any portion of this
Agreement is found to be unenforceable, this Agreement or that
portion which is found to be unenforceable shall be deemed to be
a statement of intention by the Parties; and the Parties further
agree that in -such event they shall take all steps necessary to
comply with such public hearings and/or notice requirements as
may be necessary in order to make valid this Agreement or that X
portion which is found to be unenforceable.
.9.15 Successors and Assigns.
The burdens of this Agreement shall be binding upon,
and the benefits of the Agreement inure to, all successors in
interest and assigns of the Parties to this Agreement.
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9.16 Tentative Tract Map Extension.
In accordance with Section 66452.6 of the Government
Code, tentative tract maps and tentative parcel maps processed
for Development of the Property pursuant to this Agreement maybe
extended for any period of time not extending beyond the term of
this Agreement. City shall not add any new conditions of
approval to a tentative tract map extension or tentative parcel
map extension.
9.17 Integrated Project.
City acknowledges, by imposing the phasing plan for
dedications of land and completion of the public infrastructure
and utility improvements as provided for, and executing this
Agreement for the Project as a whole, that the Project is and
shall be considered a single, integrated development.project and
that each component of the Project is dependent upon the
completion and occupancy of each other component, and that the
viability of each component of the Project is and shall be
dependent upon the completion and occupancy of each other
V.component and the full performance of this Agreement.
9.18 Recordation of Agreement.
This Agreement and any amendment or cancellation
thereof shall be recorded with the County Recorder by the City. -
Clerk within the period required by Section 65868.5 of the
Government Code.
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IN WITNESS WHEREOF, the parties have duly signed this
Agreement as of the date first written above.
"CITY"
ATTEST: CITY OF HUNTINGTON BEACH,
a municipal corporation
By:
By: By:
Its: City Clerk Its: Mayor
"DEVELOPER"
CATELLUS RESIDENTIAL MEADOWLARK,
LLC
a Delaware.limited liability
company
By:
Bruce D'Eliscu
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APPROVED AS TO FORM:
City Attorney
Reviewed And Approved:
City Administrator
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STATE OF CALIFORNIA )
)ss.
COUNTY OF ORANGE )
On before me, a Notary Public of the State of
California personally appeared.. known to me
to be the Mayor., and known to me to be the
City Clerk of the City of Huntington Beach and known to me to be
the persons who executed the with instrument on behalf of said
public agency and acknowledged to me that such municipal
corporation executed the same.
WITNESS my hand and official seal.
[SEAL]
STATE OF CALIFORNIA )
) ss.
COUNTY OF ORANGE )
On beforeme, a Notary Public of the State of
California personally appeared known to me
to be the City Attorney., and known to me to
be the City Administrator of the City of Huntington Beach and
known to me to be the persons who executed the with instrument on
behalf of said public agency and acknowledged to me that such
municipal corporation executed the same.
WITNESS my hand and official seal. v
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STATE OF CALIFORNIA )
ss.
COUNTY OF )
On before me,
a Notary Public, personally appeared
personally known to me or proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized
capacity (ies), and that by his/her/their signatures) 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.
[SEAL]
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EXHIBIT "A"
Legal Description of the Property
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EXHIBIT 'Ar
NOY 1 S im
PAGE 1 OF 7
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EXHIBIT PAP 40V t S oM
PAGE 2 OF 7
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ESBIBIT "A" NOV.510
PAGE 5 OF 7
W yoUUHLK,hl
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EXHIBIT 'A'
NOY 1 S 9fl9
PAGE 6 OF 7
EXHIBIT "B"
Existing Development Approvals
1. The Meadowlark Specific Plan Amendment (ZTA 97-04/ZMA
97-01), Conditional Use Permit 97-80, Tentative Tract
Map. No. 15469 and Negative Declaration 97-21.
by-mane—Ne . 2 9 2 9-(one—Ghange Ne . 87-9:3).
V
195714v3
4/24/00
140268-0001
If
EXHIBIT "C"
Existing Land Use Regulations
1. The General Plan of the City of Huntington Beach as
amended through the eHffective dDate of the existing
Development Approvals . ThAgreement.
2. The Huntington Beach Ordinance Code, as amended through
the eHffective dDate of the existing Development
Approvals. }'_Agreement.
Copies of the Existing Land Use Regulations listed above are on
file in the City of Huntington Beach Department of Community
Development and are incorporated herein by reference.
1957140
424/00
140268-0001
V
EXHIBIT "D"
Meadowlark Airport Closure Plan
The Meadowlark Airport shall be closed in accordance with
the schedule set forth'in this Closure Plan.
(1) On or before September 1, 1989, Developer shall take
all of the following actions:
(a) Terminate all airport operations, including, but
not limited to, all takeoffs, landings, and flight school operations;
(b) Remove all signs which identify the Property as an
airport;
(c) Remove all airport wind socks, airport lights and
other pilot aids;
(d) Paint out all runway markings and mark the runway
with X's;
(e) Give all notices and take all other actions
required by the Orange County Airport Commission, the California
Department of Transportation and the Federal.Aviation Administration
in order to terminate airport operations;
(f) Give all notices and take all other actions
.necessary to remove all aircraft from the Property. In the event any
aircraft is not voluntarily removed by its owner, Developer shall
diligently take all steps allowed by law to remove such aircraft.
(2) As soon as possible after September 1, 1989, and in no
event later than September 8, 1989, Developer shall demolish and
remove the airport runway.
(3) Developer shall commence by April 30, 1990, and
complete by May 31, 1990, removal or demolition of all buildings
on the Property except the existing building located north of the
northwest corner of the Fernhill residential development (thee
"Fernhill Building"). The Fernhill Building may be used for.
purposes ancillary to Development of the Property such as
construction offices, material storage or equipment storage, but
the Fernhill Building shall not be used for any airport -related
purpose after September 1, 1989. The Fernhill Building shall be
removed or demolished upon Development of that part.of the
Property.
1957140 _
4/24100
140268-0001
area, s�'i":: ..`c: a: ��: ,7�� 3e iF%'�i�fr� _g�;m$a�x� r; lN4s`,:i��•
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<bnS';. ,I.+D s :.:w�;„s✓i- i.i� ;,.isa,e'}'"aJfwir , �`
RESOLUTION NO. 1551
41',
A REVOLUTION OF THE PLANNING COMMISSION OF THE
CITY OF HUN"TINGTON BEACH RECOMMENDING TO THE
CITY COUNCIL APPROVAL OF
DEVELOPMENT AGREEMENT NO. 88-1(R)
WHEREAS, in recognition of the complexity and planned long-term development of certain
property commonly known as the Meadowlark Specific Plan area (Site;), in 1989 the City and the property
owner ( the ` Nerio family") entered into a development agreement for the development of the Site for
commercial and residential uses (the "Original Development Agreement"); and
Since adoption of the Original Development Agreement, development has been completed on a
portion of the Site (the commercial portion) in accordance with the criteria established in that Agreement,
but development of the other portion (the residential portion) has not occurred as anticipated by the
Original Development Agreement; and
In addition, the Nerio family have assigned their rights and obligations as set forth in the Original
Development Agreement as to that portion of the Site for which development in accordance with the terms
of the Original development Agreement has not taken place (the "Property") to Catellus Residential
Meadowlark LLC; and
The City Council of the City of Huntington Beach amended the Meadowlark Specific Plan in effect
at the time of the Original Agreement and adopted the revised Meadowlark Specific Plan and approved site
specific development plans -CUP No. 97-80, TTM No. 15469- (Existing Land Use Approvals) in 1999;
and
The Parties desire to amend the Original Development Agreement in order to update the criteria for
the development of the Property in accordance with the Existing Land Use Approvals and to restate the
obligations and rights of the parties and to provide for vesting of same for an additional three (3) year term
to assure installation of required public facilities, and to assure the orderly development of the property in
accordance with the terms of the Existing Land Use Approvals; and
Development Agreement No. 88-1(R) between the City of Huntington Beach and Catellus
Residential, Meadowlark. LLC has been reviewed at a duly noticed public hearing held by the Planning
Commission of the City of Huntington Beach on March 28, 2000.
The Planning Commission is required to make a recommendation to the City Council on any
proposed development agreement or amendment to a development agreement pursuant to Government
Code Section 95868.
NOW THEREFOkE BE IT RESOVED BY THE PLANNING COMMISSION OF THE CITY
OF HUNTINGTON BEACH AS FOLLOWS:
SECTION 1. The Planning Commission desires to update, extend and refine the Original
Development Agreement in keeping with the changing circumstances applicable to the Site.
SECTION 2. Development Agreement No. 88-1(R) is necessary to accomplish that updating and
refinement.
SECTION 3. The Planning Commission hereby finds that Development Agreement No. 88-1R is
consistent with the City's General Plan, and Local Coastal Program, as they apply to the Site;
BE IT FURTHER RESOLVED , on the basis of the finding set forth in Section 3 of this
Resolution, that said Development Agreement No. 88-1(R) is recommended for adoption by the City
Council of the City of Huntington Beach.
PASSED AND ADOPTED by the Planning Commission of the City of Huntington Beach at a
regular meeting thereof held on the 28th day of March, 2000, by the following roll call vote:.
AYES: Shomaker, Mandic,
NOES: Kerins, Chapman,
ABSENT: None
ABSTAIN: None
ATTEST:
14--1 �Z/�
HAAd Zelefsky> cretary
Livengood, Speaker
Biddle
Planning to Sion Chairperson
44,
-M,
ro
MI,
77
MAP.-21-2000 17:18
WA,rGR L. 1,106SAMAM
(1366.10441
WILLIAM 0 CUTHIJR4 JA
0132•I111;
t.��,tAANoltS4.
1*0%TV.F0VAT)4 FLOOR
18 CALIFCANIA 6rRear
SAN FRARCI6CO3 CA 84111•a796
(4151 311.1604
kCS AI10.SI."
THIRTY-FIRST FLOOR
441 SCUTM F11SU9110A SrR_Sr
606 ANUEL60. CA 100T1.1601
(210) $12•7104
NG:SArtAN GUNTHER n7 bs;
LAW OFFICES
NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP
SUITE TSCC
1610/ VON KARMAN AVENUE
P O*PDX 19772
IRVINF. CALIFORNIA 92$23-2772
TELEPNCNE (alit 033•7900
FA.^,sjw%.9 1649) 133.7876
March 21, 2000
VIA FACSIMILE
Mr. Scott Hess
Community Development Department
2000 Main Street
Huntington Beach, CA 92648
'34:9 975 :aaj
JCrN T KACX
WARR:N O ELLIOTT
OF C3UM.[L
W A21'Uh c.LAa. D C.
t VITE 270.a
61, 01- STAEET M.W,
WAIIWNOTON, O C. &WOOS
1202) 713.7212
SACRA y(1;pL(Z .
O15 I. trRIST
3ACAAMEN"0. CA 611IA.1701
(116) 442.1118
RareA TO FILE MUMESR
140268-0001
Re: July 8,1999 Application for Amended and Restated Development
Agreement - Catellus Residential Meadowlark, LLC
Dear Scott:
As you are aware, the attached application (Attachment A) for an "Amended and
Restated Development Agreement between the City of Huntington Beach and Catellus
Residential Meadowlark, LLC" ("Agreement") was filed on July 14, 1999, along with the
requested filing fee of S 12,000.
The purpose of the Agreement is to provide for a continuation of the vested rights
afforded by the existing Meadowlark Development Agreement which expired on July 24, 1999,
subsequent to the City Council's approval of the Meadowlark Specific Plan Amendment on
March 15, 1999.
By its action on March 15,1999 to approve ZTA 97-04/ZMA 97-01 (Meadowlark
Specific Plan Amendment), CUP 97-80, Tentative Tract Map No.15469, and N ontive
Declaration 97-2.1, as conditioned, the City Council also directed staff to process a three (3) year
extension of the Meadowlark Development Agreement as part of the negotiated compromise
which resulted in Catellus' agreement to make improvements and pay, among other public
facility exactions, park in -lieu fees substantially in excess of existing City local park
code -required fees.
196812 1.DOC
ATTACHMENT fi O ......
MAR-21-2000 17: 19 NOSSAhPN GUNTHER KNOX 949 9?5 1413 P. ez/-08
NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP
Mr. Scott Hess
March 21, 2000
Page 2
Asa result, the City Aili benefit from the protections afforded by the Agreement
in assuring that the project will be implemented in the manner provided for in the land use
approvals.
Please feel free to contact me if there are any questions related to the Amendment
or the status of the project approvals.
Sincerely,
. Erskine
rPEtnt .
cc: Paul D'Alessandro, Esq.
Amy Wolfe
, GUTf NER, KNOX & ELLIOTT, LLP
ATTACHMENT NO. ___
MAR-21-2000 17 19
HURNM QEACH
NOSSAMAN GUNTHER KNOX
%Q,
City of Huntinoton'Beach
Department of Community Development
2000 Maln Stre-ct
Huntington Beach, CA 92648
(714) 536.5271
GENERAL APPLICATION:
x Plaanins COmrnisskn
Zoning Administrator
Staff Review
Design Revlow
John. Erskine, Esq.
Ai�i•.h�ri IAA An<+nt
Applicant or Autltorized ftmt
18101 Von Kaiman
Mailing Address
Irvine, CA 92612.___ y
City State Zip
949-4-77-7633
Telephone Number ' •
Catelluiv Residential Meadowlark, LL
Property Owoor a ,rayaw� a i = •• • %.oaa
liability company
Bruce D'Eliscu, Senior
Mailleg Address VICE PTUSICU"t
5 Park Plaza, Suite 400
Irvine, CAA 992614
City • ' State Zip
949-251-6100
Telephone Number • .
AUQ!2m (Use nEdltional.om ilaeaessaNN
A li.cation is hereby -made for ta
"Amended and Restated Development
Agreement" between.t a Citx of
Huntington Beach and Cate lus
Residential kaadowlark LLC for
t.e 5-acre remaining Meadowlark
Specific Elan (.residential Dortior.
only) property:
i ContiAMF.d, p,n Attachment . "A"1
Exlsting Use: Vacant property
9`-9 975 141-5 r.64:/Ud
C
LOC.A�'IQCI AND DIrSCRiI'I'IOL %* PItOPEItTYATTACHMENT NO.
• Street Address; ( See Attachment "B" -. Legal Description)
• Assessor's Parcel Number Parcel
4o£ A2 e; forty-five 1451 :aerrej
ParcelMap No.
• Traot• - nine$ , ,See attached Losam l no CC-T-i p ion)
I, Bruce D' E1 i sett (Properly Owner), havd read and understood all statements laoladlag the filing
rwm.tr►mnnit fin fhw wwrrew erri.. ARlhr• �„+,ttMttnn 1 +n. fh. nr n.,r.3v nwn►r of►hw errht.nl „wa,.�rh, t h�r.i.v er4lrm t�nrr�r
...... v . w.. v.'w+. .y.s........,v.« a..... wa.. Z.. v�..n e,7 v..... v. .. .r.. �v... �..,.�....y. •.,r.vv -----
penaity of perjury that the feregdiag statesmen% Mcts snd attAchuse W ire tree mid correct. I understand• that this application for
entitlement or variance maybe denied. modised or approved with eondidmu and that such eaiditions or medifications must be
satisfied prior tv issuanca of buitdln= permits. I heroby authorize _ -John P . Erskine Rent) to act as my
representative and to bind me In oil mette:s ooneembg this eppliwtion.
Siencture Di.�+
Property owner Data 7 thmizcd Agent Data
ATTACHMENT A
ATTACHMENT NO. -
MAR--21-2000 17: 20 NOSSAVIAN GUNTHFP. KNOX 9�9 515 141.5 P.
10 Y
APPLICATIOK REq ; (C.o apicts the foUowing 8jrciad items prior to submittal and return th[s apgllcaiion with
ycursubmlttt�
t. This applicatioa must be typed or printed and filled In completely,
2. if the applleant is not Vhs property ow=, tha prcptrty o>Yrtershall designate the appIlcant a3 the autborizcd agent to act on his
bdmif and bq-t snail alga this application.
3. Plnnalag Cotnralsslont Twelve (14 preliminary site plans, floor plans acid building elevations (and for new corutmction
submit prvllmladry gradhig plats) A =dmum of24" X 36" In slza. Upon acceptance and acheduling of hearing date, two (2)
eats of plans redacted to 1i 1112% X I I" and one (1) sot of plans colored to illustrate the design and devclopriteat concept of the -
pmJect snail be submritcd. Other plans may ba required depending on tho'complexity of the project.
4. Zoning Adm1nlstrator. Ten (10) acts of site plans, floor plants and building elevations (and for new construction submit
preliminary gmdiag pirne) a tnaadmum of24" X 3b" in size, and one (1) set of plans reduced to 8-lt2" X 11". other plans tray
bo roqulrod depending on the complexity of this project.
3. Sta1f Raricw or Designr Rcvkwa Six (6) acts ofaito plans, floor plants and building alovadons a maxlatuar 9f24" X 36" In
size. A materials palette PAd colored tendering Ineludbg all proposed walls is also required for design review.
6,. All plans shall conform to the following requirements: ,
.-(a) Draw to wale (minimum seal lilt" or 307; tndlcato scale; irtdteata dimensions of building and floor uses; and north
direction arrow. Plans shalt be oriented so that nottlt is at the top of the page.
(b) Plot the entlry p$rcol and ditt=sion all penchant data such as easerrronts, driveways, landscaping, parking, and distances to
Oil property Bane. 111dic21e atq grade dlffercnttal betwdeu h4acont properties, alleys, or atrceta.
(c) Plot all existing and proposed physical fcsturea and struetum, on the subject p;opc* and abutting properties.
(d) Dimension to the nearest intersecting sheet and Identify all street manes.
(c) Include a Icgand (locate In lower right comer of the $lta plan) which lists the name, address, and phone number of the
recorded owner and Inn appilcuL .0
(0 Identify rho logol description of the subject property on the site plan.
(g) JA. ct cac4*g held pmpowd uszs of mch room on Boor plat.
(h) Fold all plans to a maximum sim of 8-W" X t4" (lower•right corner out).
(i) Indleam colors and materials on all building oloYations.
7. Public notification rcquir=cnis for Coastal DavelopmentPermit, Varlance, Conditional Use Permit, Zonlag Map Amendment,
Praise Plan Street; Alignment, Ckncral Plan Amendment, and Special Sign Permit (See attached sheet).
S. All Planning Commtsslon hems require photographs and slides of tho suWcct site and sun=ding properties. All other
cndtlancnts requirc photographs caly.
9. Eavironmantal AsseumcctForm Ifdetarmined nccessaryper CaltfornIA Envinnmontal Quality Act.
10. A maufn$ model will be regttked for all canmerclat development and for all residential deveiopancnts of ton (10) units or
more (throo t31 units of more In redevelopment project areas). Mlnimum state 118" or 30'. _
11, A written nwrative of the proposed use or project shell accompany this application. The narratlYe shall contain the following
minimum Infzrmadort:
(a) It,easoas for initiating this application,
(b) Area description and popalatFon salved by the proposed uaa of project:
(e) Dascrlptlon of p4eet and cervices, including sgtmm footage, hours and days of operatlon, number of employees, and
erne ittformadoa as nppeoptlate.
(d) Description of surrounding uses to the north, south, cat and west.
(c) A signed statement deaWng whether the project site Is Z Is not located within a Hazardous Waste and Substance
alto pussuaat to Section 65961:5 of the Government Code.
12, In order to support futdings for approval for it Variance answer the following questions:
(a) What pateaptionnl clrcur'WaAcm apply to the subject property (Including size, ahapc, topography, location or surroundings)
that depAvo It of privilsgcs normally enjoyed?
(b) aplein win► the requmtwW not constitute n grant of special privilege inconsistent with normal iimitctions.
(a) Witt' is this request atxessary & the pratervatlon and cn; oymcnt of ono or more substandul property d;hts?
(6) State reasoas why the granting of this request will act be nmteti Ily dotrimental to tlto public welrarc.
13. If required by the Police Dayanmen4 an entertainment permit shall accompany this application.
14. Supplemental application submittal rtVircments (see attached sheet). ATTACHM ENT NO.
• ••• �•••� ��.� ..C...wS. r:.vieirtl. t•t[Q
r0R YOUR 1NFoRMAT1QNs All entitlemont decisions are finalvntcss appaa,eaw►tnta ten %iu j uuy, 4,
appeal shall be to writing apocibtng tisa areas of aggriovert =L in•Ao case tboll buildlag pmrits, ccrtifEcatcs of occupancy, or
lleonses be Issued until the oppml paled has elapsed. All appeals shalt be accvmpanledby a procassing Fee. -
All applications shaft become null and void if the approved use orprojod has not been inittated within one (1) year from ilia
approval date.
Other submittal Iniarmadon may bo cheated rx4e=uY 67 Staff. Completion oftho apptIcatlon does not pr=ma approval of the
application. Such approval Is dis retlonaq with tho Director, 24nlag Admlalstrator or tiro Piarutlq Commission. 'The Zoning
Admlrtlattntor or Planning Commluton mly deny,�modify orieoadltlsonally approveutethe o Mna llan. �tlo has been submitted for Is
ATACHMEENT No.
MAP.-21-2000 17:20 NOSSAMPN GUNTHEP, KNOX 9=9 975 1413 P.06i08
ATTACHMENT "A"
DEVELOPNMENTi AGREEMENT APPLICATION REQUEST
(Additional Pave)
This application is for a First Amended and Restated Development Agreement
("Amended and Restated Agreement") between the City of Huntington Beach and Catellus
Residential Meadowlark, LLC.
This Amended and Restated Agreement is necessary due to the expiration of the
current term of the Meadowlark Development Agreement during the processing of this
application and review of same by the Planning Commission and City Council.
The Amended and Restated Agreement will provide for a new definition of
' nevelopet" and "Effective Date"; new Exhibits to reflect a new legal description of the
property, incorporation of the March 15, 1999 land use approvals, and revised land use
regulations through the effective date of the approvals, a new three (3) year term of the Amended
and Restated Agreement, and revision of the Notice provisions to reflect the new ownership of
the property.
This Amended and Restated Agreement will provide for the orderly development
of the subject property in accordance with the land use approvals granted by the City on March
15,1999 pursuant to:
• Meadowlark Specific Plan Amendment (ZTA 97-04/ZMA 97-01)
+ Conditional Use Permit 97-80
• Tentative Tract Map No. I W9
• Negative Declaration 97-21
In addition, this Amended and Restated Agreement will provide assurances to
'each party that the completion of public facilities, payment of foes and land use density, heights
and setbacks, will be in accordance with the above -referenced land use approvals.
This Amended and Restated Agreement complies with all provisions of the
Development Agreement Act (section 65967 et seq. of the Government Code), City of
Huntington Beach Council Resolutions No. 5390 and No. 6287, and Chapter 246 of the
Huntington Beach Zoning and Subdivision Ordinance, and is consistent with the City's .General
Plan and Specific Plan as amended in ZTA 97-04/ZMA 97-01.
Environmental Impact Report No. 87-2 and Negative Declaration 97-21 satisfy all
requirements of the California Environmental Quality Act ("CEQA," Public Resources Code
"133aoaz
:ATTt\GWAENT NO. - --=
MAR-21-2000 17:21 NOSSAMAN GUNTHER�KNOX
9 975 1413 P.07/08
section 21000 et seq.) and the State CEQA Guidelines (4 Califomia Code of Regulations 15000
et seq.) with respect to this Amended and Restated Agreement.
A proposed First Amended and Restated Development Agreement between the
City of Huntington Beach and Catellus Residential Meadowlark, LLC, a Delaware limited
liability company, dated September 1999, is attached to this application.
.ATTACHMENT NO. - -
MAP-21-2000 17:21
NOSSAMAN GUNTHER Y.NUX..
Legal Description
ATTACHMENT "B"
PROPOSED TRACT NO. 15838 BEING A SUBDIVISION OP A PORTION OF:
PARCEL 4 OF PARCEL MAP No. 92-228 AS SHOWN ON A MAP FILED.IN BOOK 280,
PAGES 33 TO 35 INCLUSIVE OF PARCEL MAPS, RECORDS OF ORANGE COUNTY,
CALVORNIA.
oct"1820042
TOTAL P.08
ATTACHMEN NO. �_
MAR-21-2000 17:09 NOSSAhIAN GUNTHER KNOX
'349 975 1413 P.09
section 21000 et seq.) and the State CEQA Guidelines (4 Califomia Code of Regulations 15000
et seq.) with respect to this Amended and Restated Agreement.
A proposed First Amended and Restated Development Agreement between the
City of Huntington Beach and CateIlus Residential. Meadowlark, LLC, a Delaware limited
liability company, dated September IM, is attached to this application.
MAR-21-2000 17:09 N09jAMAN GUNTHER KNOX 949 9,15 1413 P.10
ATTACHMENT "B"
Legal Description
PROPOSED TRACT NO. 15838 BEING A SUBDIVISION OF A PORTION OF:
PARCEL 4 OF PARCEL MAP No, 92-228 AS SHOWN ON A MAP FILED IN BOOK 280,
PAGES 33 TO 35 INCLUSIVE OF PARCEL MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA.
00"t180042
TOTAL P.10
ATTACHMENT NO.
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• City of Huntington Bea'ch;-Planning-Departnrientf'V�
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HUNTINGTON :
TO: Planning Commission
FROM: Howard Zelefsky, Director of Planning
BY: Amy Wolfe, Associate Planner
DATE: March 28, 2000
SUBJECT: AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO.88-1(R)
(Meadowlark Development Agreement)
APPLICANT: John P. Erskine Esq., 18101 Von Karman Ave., Suite 1800, Irvine, CA 92612
PROPERTY Catellus Residential Meadowlark, LLC., Bruce D'Eliscu, 5 Park Plaza, Suite 400,
OWNER: Irvine, CA 92614
LOCATION: Meadowlark Specific Plan, six hundred (600) ft. north and east of the intersection of
Bolsa Chica Street and Warner Avenue, south of Heil Avenue.
STATEMENT OF ISSUE:
Amended and Restated Development Agreement No. 88-1(R) request:
- Substitute parties to Meadowlark Development Agreement
- Extend the term of the Agreement for an additional 3 year period
- Update property description and revise referenced exhibits and dates to reflect previously
approved amendments to Meadowlark Specific Plan ( ZTA No. 97-4, ZMA No. 97-1, ND No. 97-
21) and approvals for the Meadowlark planned residential development (CUP No. 97-80, TTM
No. 15469)
The applicant's request to amend the Meadowlark Development Agreement is based on the following:
- Development Agreements are typically drafted for 15 year terms. The Meadowlark Development
Agreement term was 10 years.
- A three (3) year extension would allow time for the implementation of the Meadowlark planned
residential development in accordance with approvals previously granted by the City in 1999, and
will allow for market absorption of the project while the Development Agreement is in effect.
Staffs Recommendation:
Approve Development Agreement No. 88-1(R) based upon the following:
- The proposed amendment to the Development Agreement will be consistent with the General
Plan. The Development Agreement will be modified to include references to the General Plan and
revised Meadowlark Specific Plan.
3-
2
r'-
VICZM MAP
Amended and Restated Development Agreement No, 88_1
(Meadowlark Development Agreement) (R)
RECOMMENDATION:
Motion to:
"Adopt Resolution No. 1551 by recommending approval of Development Agreement No. 88-l(R) with
findings and forward to the City Council with the following modifications:
The Draft Amended and Restated Development Agreement submitted on February 28, 2000, shall be
amended to:
a. Specify that the term of the Amended and Restated Development Agreement is limited to three (3)
years commencing on July 24, 1999 and expiring on July 24, 2002 and revise Recital E. and
Section 2.3.1 of said Agreement accordingly.
b. Section 4.4 of the Draft Amended and Restated Agreement shall be revised in accordance with the
language proposed in Attachment No. 6 to update the reference to the Phasing Plan section of the
Meadowlark Specific Plan.
ALTERNATIVE ACTION(S):
The Planning Commission may take alternative actions such as:
A. "Deny Development Agreement No. 88-l(R) by denying Resolution No. 1551 with findings and
forward to the City Council."
B. "Continue Development Agreement No. 88-l(R) and direct staff accordingly."
PROJECT PROPOSAL:
Development Agreement No. 88-1(R) represents a request for the following:
To extend the term and amend the existing Development Agreement No. 88-1 (Meadowlark Development
Agreement) pursuant to Section 2.3.2 Extension of Term and Section 2.7 Amendment, of said Agreement.
The Amended and Restated Development Agreement includes substitution of parties to the Meadowlark
Development Agreement; provision of a new three (3). year term; property description updates; revisions
to referenced exhibits and dates to reflect previously approved amendments to Meadowlark Specific Plan
(ZTA No. 97-4, ZMA No. 97-1); and approvals for the Meadowlark residential development (CUP 97-80,
TTM No. 15469)
The applicant has indicated that the update and 3 year extension of the development agreement is desirable
because it will provide added assurance to project developer(s) regarding implementation of the
Meadowlark residential development and will update and maintain the Development Agreement while
allowing additional time for market absorption of the project.
Staff Report —3/28/00 2 (00sr24)
Background:
On November 7, 1988, the City Council approved in concept a Development Agreement with the Nerio
Family allowing development of the Meadowlark airport site. The agreement included a provision
requiring the closure of the airport on or before September 1, 1989. On July 19, 1989, the City Council
approved the Development Agreement in its final form. The Meadowlark Airport ceased to operate as of
September 1, 1989.
On March 7, 1988, the City Council adopted a specific plan for the orderly development of the former
Meadowlark Airport site with commercial and residential uses. On March 15, 1999, the City Council,
approved revisions to the Meadowlark Specific Plan (ZTA 97-01, ZMA 99-04) affecting development
standards and reduced the maximum residential density for the subject site from 600 to 345 dwelling
units. In addition, the City Council approved a conditional use permit (CUP NO. 97-80) a tentative tract
map (TTM No. 15469) and an environmental assessment (Negative Declaration No. 97-21) for the
development of 313 single family detached residences and authorized staff to coordinate with the
applicant to initiate an extension of the Meadowlark Development Agreement for three (3) years.
On May 4, 1999, Catellus Residential Meadowlark, LLC became the legal owner of the undeveloped
residential land within the Meadowlark Specific Plan. On July 24, 1999, the term of the existing
agreement expired.
ISSUES:
Subiect Property And Surrounding Land Use, Zoning And General Plan Designations:
;LOCATION='�ey `'
GENERAL•:PLAN
ZONINC'i::�`� �;�>:: ���=m
;�::.. •
�--'; �r� L AND:.0
`z;�;': _ s"
oa�;".r ;;vi3'•n. evc;.?^
,r„.� .a.:":.��,^,,;,it ;:t�:.�.
„�=r�s:,.ii: s .r:`�°.��z'r_ �tia;
Subject Property:
Mixed -Use Specific plan
SP-8 (Meadowlark
Vacant
Overlay (M-sp)
Specific Plan)
North of Subject
RL-7 Residential Low
RL-Low Density
Single family detached
Property
Density
Residential
residential uses
(across Heil Ave):
East of Subject
OS-P Park, P(RL) Public,
OS -PR -Open Space Parks
Norma Gibbs Park, a
Property:
RL-7 Residential Low
& Recreation, RL-Low
church, single family
Density, RH-30
Density Residential, RH-
residential detached &
Residential High Density
High Density Residential
attached uses
South of Subject
Mixed -Use Specific plan
SP-8 (Meadowlark
Meadowlark Shopping
Property:
Overlay (M-sp)
Specific Plan)
Center
West of Subject
RM-15 Residential
RMP- Manufactured
Mobile home park,
Property:
Medium Density, RL-7
Home Park, RL-Low
single family detached
Residential Low Density,
Density Residential, RM-
and attached
CG-F1 Commercial
Medium Density
residential uses
General
Residential
Staff Report —3/28/00 3 (00sr24)
General Plan Conformance:
The General Plan Land Use Map designation on the subject property is Mixed Use - Specific Plan
Overlay (M-sp). The Amended and Restated Development Agreement is consistent with this designation
and the Land Use Element goals, objectives and policies of the City's General Plan as follows:
L U Goal 2: Ensure that development is adequately served by transportation infrastructure, utility
infrastructure, and public services.
LUPolicy2.1.2: Require that the type, amount, and location of development be correlated with the
provision of adequate infrastructure and services (as defined in the Circulation and Public Utilities and
Service Elements).
L U Goal 4.: Achieve and maintain high quality architecture, landscape and public open spaces in the
City.
L U Objective 4.1: Promote the development of residential, commercial, industrial and public
buildings and sites that convey a high quality visual image and character.
L U Goal 9.: Achieve the development of a range of housing units that provides for the diverse
economic, physical, and social needs of existing and future residents of Huntington Beach.
LU Objective 9.3: Provide for the development of new residential subdivisions and projects that
incorporate a diversity of uses and are configured to establish a distinct sense of neighborhood and
identity.
The Amended and Restated Development Agreement will reference the revised Meadowlark Specific Plan
which is in compliance with the requirements of the Mixed Use - Specific Plan Overlay (M-sp) land use
district. The Specific Plan includes product development provisions and design requirements to ensure
high quality development and compatibility with existing development. In addition, the Specific Plan
includes language for adequate infrastructure inclusive of drainage, sewer and water facilities as well as
traffic control devices (i.e. traffic signals) and park dedication. Affordable housing provisions would also
become a part of the development agreement by reference to the Meadowlark Specific Plan.
Zoning Compliance:
The project site is located in the SP-8 (Meadowlark Specific Plan) zone. The Amended and Restated
Development Agreement will reference and ensure implementation of the requirements of that zone in
accordance with previously approved development plans for the Meadowlark residential community.
Staff Report—3/28/00 4 (OOsr24)
i
Environmental Status:
Development Agreement No. 88-1(R) is covered by Environmental Impact Report No. 87-2 and
Environmental Assessment/ Mitigated Negative Declaration No. 97-21 covering the Meadowlark Specific
Plan.
Coastal Status: Not applicable.
Redevelopment Status: Not applicable.
Desi,n Review Board: Not applicable.
Subdivision Committee: Not applicable.
Other Departments Concerns:
The Departments of Public Works, Fire, Community Services and Building and Safety have no concerns
regarding this Development Agreement request and have not recommended any conditions of project
approval.
Public Notification:
Legal notice was published in the Huntington Beach/Fountain Valley Independent on March 16, 2000,
and notices were sent to property owners of record within a 300 ft. of the subject property, and
individuals/organizations requesting notification, applicant, and interested parties. As of March 22, 2000,
no communication supporting or opposing the request has been received.
Application Processing Dates:
DATE OF COMPLETE APPLICATION:
Development Agreement No. 88-1(R):
February 28, 2000
ANALYSIS:
Background:
MANDATORY PROCESSING DATE(S):
N/A
The Huntington Beach Zoning and Subdivision Ordinance Chapter 246, Development Agreements,
establishes procedures and requirements for consideration of Development Agreements. Traditionally, a
Development Agreement is a contract between the City and developer that provides assurance to the
developer that existing regulations and policies, in effect today, will apply in the future. In exchange for
this commitment, the City should derive benefits that it would not typically derive through standard
development exactions.
Staff Report —3/28/00 5 (00sr24)
The ability for cities to enter into development agreements is permitted by State law because the State
Legislature recognized that there is a lack of certainty in the approval of development projects, which
results in a waste of resources, escalation in the cost of housing and discourages investment in, and
commitment to comprehensive planning.
On July 19, 1989, the City Council approved a Development Agreement with the Nerio Family allowing
development of the Meadowlark airport site. The City and the developer entered into this agreement in
order to establish development rights for the property; to provide for the cessation of all airport operations
on the property before September 1, 1989; to provide a secure means of financing needed public
improvements; and to generate substantial additional revenues to the City. The agreement was intended
to ensure specific development rights to the developer, in accordance with the Meadowlark Specific Plan,
as adopted on March 7, 1988 and other land use regulations in existence at that time. The Development
Agreement was applicable to the entire 65 acre Meadowlark Specific Plan Area which includes
commercial and residential districts and its term was limited to ten years from its effective date (July 24,
1989 — July 24, 1999).
On March 15, 1999, the City Council, approved revisions to the Meadowlark Specific Plan (ZTA 97-01,
ZMA 99-04) affecting development standards and reduced the maximum residential density for the
subject site from 600 to 345 dwelling units. In addition, the City Council approved a conditional use
permit (CUP NO. 97-80), a tentative tract map (TTM No. 15469), and an environmental assessment
(Negative Declaration No. 97-21) for the development of 313 single family detached residences. In
addition the City authorized staff to coordinate with the applicant to initiate an extension of the
Meadowlark Development Agreement for three (3) years.
On May 4, 1999, Catellus Residential Meadowlark, LLC became the legal owner of the undeveloped
residential land within the Meadowlark Specific Plan. A request to extend the Development Agreement
was filed by the applicant on July 14, 1999. On July 24, 1999, the term of the existing agreement expired.
Amended and Restated Development Agreement:
The proposed Amended and Restated Development Agreement is intended to update information relative
to; parties to the agreement to reflect new ownership, references to applicable development approvals and
extend the term of the agreement for three (3) years (July 24, 1999 — July 24, 2002). Also the agreement
will revise the legal description for the property to include only the residential portion, excluding the
commercial portion because it is fully developed and under different ownership.
The Amended and Restated Development Agreement is consistent with the General Plan designation for
the site and the Land Use Element goals, objectives and policies of the City's General Plan. The subject
Agreement will reference and will be consistent with the revised Meadowlark Specific Plan which is in
compliance with the requirements of the General Plan land use designation of Mixed Use - Specific Plan
Overlay (M-sp) and which includes product development provisions and design requirements to ensure
high quality development and compatibility with existing development; adequate infrastructure inclusive
of drainage, sewer and water facilities as well as traffic control devices; park dedication; and affordable
housing provisions.
Staff Report—3/28/00 6 (00sr24)
The City, by extending the Meadowlark Agreement, will continue to receive the previously cited benefits
of cessation of airport operations, land dedications, developer fee payments, and the construction and
installation of various public infrastructure facilities. The developer's obligations are in consideration of
and subject to the rights to develop the site in accordance with the development plan approved by the City
in 1999. The City has fully cooperated with the developer in securing all permits, licenses, approvals or
consents which have been required by the City or other agencies having jurisdiction over development of
the property.
The Amended and Restated Development Agreement will be reviewed annually, on or before the
anniversary of the effective date. Upon completion of the annual review, the Planning Director will
submit a report to the City Council setting forth the evidence concerning good faith compliance by the
developer with the terms of the Agreement. If the City Council makes a preliminary finding that the
developer has not complied in good faith with the conditions of this Agreement, the City Council may
modify or terminate the Agreement.
Minor changes to the existing development approvals will not require an amendment to the subject
Agreement provided such changes do not alter the permitted uses of the property; do not increase the
density or intensity of use of the property; do not increase the maximum height and size of permitted
buildings; do not delete a requirement of the reservation or dedication of land for public purposes within
the property; do not constitute a project requiring a supplemental environmental impact report pursuant to
Section 21166 of the Public Resources Code.
Summary:
Staff has determined that since a revised Specific Plan has been adopted by the City and specific
development approvals have been granted to Catellus Residential Meadowlark, LLC., development rights
have already been ensured. Staff has concluded that although no additional benefits to the City will be
derived by approving the requested Development Agreement amendments and term extension, the
requested term extension is not inconsistent with that for other Development Agreements (Holly Seacliff
—15 years) and supports the requested amendments and term extension with the following modifications:
♦ The Legislative Draft submitted on February 28, 2000, shall be amended to:
a. Specify that the term of the Amended and Restated Development Agreement is limited to three (3).
years commencing on July 24, 1999 and expiring on July 24, 2002 and revise Recital E. and
Section 2.3.1 of said Agreement accordingly.
b. Section 4.4 of the Draft Amended and Restated Agreement shall be revised in accordance with the
language proposed in Attachment No. 6 to update the reference to the Phasing Plan section of the
Meadowlark Specific Plan.
Staff Report —3/28/00 7 (00sr24)
ATTACHMENTS:
1. Suggested Findings of Approval - Development Agreement No. 88-1 (R)
2. Legislative Draft - Development Agreement No. 88-1 (R)
3. Resolution No. 1551
4. Draft Ordinance No.
5. Narrative, dated March 21, 2000
6. Letter from Applicant, dated March 21, 2000
SH:AW:kjl
Staff Report —3/28/00 8 (OOsr24)
ATTACHMENT NO. 1
SUGGESTED FINDINGS OF APPROVAL
DEVELOPMENT AGREEMENT NO. 88-1(R)
SUGGESTED FINDINGS FOR APPROVAL - DEVELOPMENT AGREEMENT NO.88-1(R):
Development Agreement No. 88-1(R) is consistent with the General Plan and the Meadowlark Specific
Plan. The Development Agreement has been updated to reference and ensure compliance with the
Meadowlark Specific Plan and with the requirements of the Mixed Use - Specific Plan Overlay (M-sp)
land use district. The Amended and Restated Development Agreement is consistent with Land Use
Element goals, objectives and policies of the City's General Plan as follows:
L U Goal 2. Ensure that development is adequately served by transportation infrastructure, utility
infrastructure, and public services.
LUPoligy2.1.2: Require that the type, amount, and location of development be correlated with the
provision of adequate infrastructure and services (as defined in the Circulation and Public Utilities and
Service Elements).
L U Goal 4.: Achieve and maintain high quality architecture, landscape and public open spaces in the
City.
L U Objective 4.1: Promote the development of residential, commercial, industrial and public
buildings and sites that convey a high quality visual image and character.
L U Goal 9.: Achieve the development of a range of housing units that provides for the diverse
economic, physical, and social needs of existing and future residents of Huntington Beach.
LU Objective 9.3: Provide for the development of new residential subdivisions and project that
incorporate a diversity of uses and are configured to establish a distinct sense of neighborhood and
identity.
The Specific Plan includes product development provisions and design requirements to ensure high
quality development and compatibility with existing development. In addition, the Specific Plan includes
language for adequate infrastructure inclusive of drainage, sewer and water facilities as well as traffic
control devices (i.e. traffic signals) and park dedication. Affordable housing provisions would also
become a part of the development agreement by reference to the Meadowlark Specific Plan.
(00sr24) — 3/28/00 Attachment No. 1.1
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- MINUTES
HUNTINGTON BEACH PLANNING COMMISSION
TUESDAY, MARCH 28, 2000
Council Chambers Civic Center
2000 Main Street
Huntington Beach, California
B-2 DEVELOPMENT AGREEMENT NO. 88-1R (MEADOWLARK DEVELOPMENT
AGREEMENT):
APPLICANT: John P. Erskine, Esq.
LOCATION: Meadowlark Specific Plan Area (approximately 600 feet east and north
of the Bolsa Chica Avenue intersection, south of Heil Avenue)
PROJECT
PLANNER: Amy Wolfe
11 • Amended and Restated Development Agreement No. 88-1(R) request: .
— Substitute parties to Meadowlark Development Agreement
— Extend the term of the Agreement for an additional 3 year period
— Update property description and revise referenced exhibits and dates to reflect previously'
approved amendments to Meadowlark Specific Plan (ZTANo. 97-4, ZMA No. 97-1,
ND No. 97-21) and approvals for the Meadowlark planned residential development (CUP
No. 97-80, TTM No. 15469)
• The applicant's request to amend the Meadowlark Development Agreement is based on the
following:
— Development Agreements are typically drafted for 15-year terms. The Meadowlark
Development Agreement term was 10 years.
— A three (3) year extension would allow time for the implementation of the Meadowlark
planned residential development in accordance with approvals previously granted by the
City in I999, and will allow for market absorption of the project while the Development
Agreement is in effect.
STAFFS RECOMMENDATION:
Approve Development Agreement No. 88-1(R) based upon the following:
The proposed amendment to the Development Agreement will be consistent with the
General Plan. The Development Agreement will be modified to include references to the
General Plan and revised Meadowlark Specific Plan.
PC Minutes — 3/28/00 5 (00pcm328)
THE PUBLIC HEARING WAS OPENED.
Ralph Ricks, 5362 Old Pirate, stated concerns regarding the possible structural damage to
existing homes due to construction and that the construction company is working outside their
conditions of approval for hours of operation.
Sally Graham, stated concerns with non-compliance with conditions of approval during the
construction of the site. She stated that the problems include stockpiling dirt, delaying traffic,
and working outside their hours of.operation.
Bruce D'Eliscu, 4000 Westerly, Newport Beach, representing applicant, addressed the concerns
of the previous speakers. He stated that he is aware the construction company has been working
outside their hours of operation, and they have installed a security gate that will not open until
7:00 AM to prohibit construction from beginning. He stated that the project is big and some
problems will arise, but they are working to maintain any construction problems that may incur.
Commissioner Chapman asked the applicant if the city allows them an extension of time, what
would the city gain?
John Erskine, representing applicant, stated that this would allow the city to remove from the
development agreement the restriction of paying city development fees.
THERE WERE NO OTHER PERSONS PRESENT TO SPEAK FOR OR AGAINST THE
REQUEST AND THE PUBLIC HEARING WAS CLOSED.
Some Commission members were opposed to the extension due to the applicant letting the
agreement expire, the city's.loss of land, parks and reduced street widths because of the project
and the small front yard and rear yard setbacks are inconsistent with the General Plan.
A MOTION WAS MADE BY LIVENGOOD, SECONDED BY SPEAKER, TO ADOPT
RESOLUTION NO.1551 BY RECOMMENDING APPROVAL OF DEVELOPMENT
AGREEMENT NO.88-1(R) WITH FINDINGS AND FORWARD WO THE CITY
COUNCIL AS MODIFIED BY STAFF AND THE PLANNING COMMISSION, BY THE
FOLLOWING VOTE:
AYES:
Shomaker, Mandic, Livengood, Speaker
NOES:
Kerins, Chapman, Biddle
ABSENT:
None
ABSTAIN:
. None
MOTION PASSED
I -
PC Minutes — 3/28100 6 (00pcm328)
FINDINGS FOR APPROVAL - DEVELOPIMNT AGREEMENT NO. 88-1(R):
Development Agreement No. 88-l(R) is consistent with the General Plan and the Meadowlark
Specific Plan. The Development Agreement has been updated to reference and ensure
compliance with the Meadowlark Specific Plan and with the requirements of the Mixed Use -
Specific Plan Overlay (M-sp) land use district. The Amended and Restated Development
Agreement is consistent with Land Use Element goals, objectives and policies of the City's
General Plan as follows: .
LUGoal 2: Ensure that development is adequately served by transportation infrastructure,
utility infrastructure, and public services.
LUPolicy2.1.2: Require that the type, amount, and location of development be correlated
with the provision of adequate infrastructure and services (as defined in the Circulation and
Public Utilities and Service Elements).
LUGoal 4.: Achieve and maintain high quality architecture, landscape and public open
spaces in the City.
LUObiective 4.1: Promote the development of residential, commercial, industrial and public
buildings and sites that convey a high quality visual image and character.
LUGoal 9.: Achieve the development of a range of housing units that provides for the
diverse economic, physical, and social needs of existing and future residents of Huntington
Beach.
LU Obiective 9.3: Provide for the development of new residential subdivisions and project
that incorporate a diversity of uses and are configured to establish a distinct sense of
neighborhood and identity.
The Specific Plan includes product development provisions and design requirements to ensure
high quality development and compatibility with existing development. In addition, the Specific
Plan includes language for adequate infrastructure inclusive of drainage, sewer and water
facilities as well as traffic control devices (i.e. traffic signals) and park dedication. Affordable
housing provisions would also become a part of the development agreement by reference to the
Meadowlark Specific Plan.
PC Minutes — 3/28/00 7 (00p=328)
RCA ROUTING SHEET
INITIATING DEPARTMENT:
Planning Department
SUBJECT:
- Amended and Restated Development Agreement No. 88-
I I I (R) (Meadowlark Development Agreement)
COUNCIL MEETING DATE:
June 5, 2000
N
ATTACHMENT
fl K
Ordinance (w/exhibits & legislative draft if applicable)
Attached
Resolution (w/exhibits & 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 Attorney)
Not Applicable
Subleases, Third Party Agreements, etc.
(Approved as to form by City Attorney) "
Not Applicable
Certificates of Insurance (Approved by the City Attorney)
Not Applicable
Financial Impact Statement (Unbudget, over $5,000)
Not Applicable
Bonds (if applicable)
Not Applicable
Staff Report (if applicable)
Attached
Commission, Board or Committee Report (If applicable)
Not Applicable
L Findings/Conditions for Approval and/or Denial
Not Attached (Explain)
R, M I SS I N
X
E, P
t 0 G,ATTACHMENTS
Included as part of the Ordinance
XPLA
NAT!"O
KfOl R il,,ETURN OF. ITEM:,,—
RCA Author: HZ:SH:AW:kjl
)RE
onnie Brockway, City Clerk
City of Huntington Beach
Office of the City Clerk
--- P.O. Box 190
F;
146-601-38
Gary Cogan
1920 Beckonridge Ln
Huntington
Beach, Ca 92649
RETURN; RETURN
To*
LEGAL NOTICE - PUBL EA�t�
SSri % it ittillidtill, it 11,11111 Hit ill
I--
pwmpmv ......... . . . . . ...... ...............
MEAb'0,W,E'?"-_,_ EVIELOPMMf,!,",' G'R."Ef'E'A
• HISTORY
* 1988 - Meadowlark Specific Plan was adopted
allowing 15 acres of commercial and 600 DU
* 1999 - Meadowlark Specific Plan was revised -
for 345 DU .
* Nerio Family -transfers ownership of residential
portion of Meadowlark to Catellus
• HISTORY (cont.).
• July 14, 1999, Cdtollus files request to modify
the Meadowlark Development Agreement
• July 24, 1999, existing Meadowlark Agreement
expires
• March 28, 2000, Planning Commission
approves Meadowlark Development Agreement
and forwards it to City Council
LATE c�mMUN)O\ToN
. k
.,.
1VIEAD.OWLARX DEVELOPMENTf `AGREE'1VIENT EE---
x
• PROPOSED MODIFICATIONS
• Substitute parties to Development Agreement
• Extend Agreement term for 3 years (July 24,
1999 - July 24, 2002)
• Update property description, references to
recent zoning approvals
• Permit special taxes or assessments to be levied
on property, if applied city-wide
.•xxx.......... .,," ems'"D.,'�i:
...,s,,,-,,, E�-- ,��..a�:..�,,,.a.�;
...:. ......
1VIEADOWL� N DEVELOPIVIENT�AGREElVIENT� .,
............__ _i a..
• RECOMMENDATION
• Approve because:
• Consistent with General Plan and
Meadowlark Specific Plan;
• Conforms to HMZSO;
• Will not be_ detrimental to the health safety
and general'* elfdre of the community.
..
2
[J-4
HUNTINGTON BEACH
Frnm the desk of:
City of Huntington Beach
P. O. Box 190 - 2000 Main Street
Huntington Beach, California 92648
Connie Brockway
City Clerk
Telephone: (714) 536-5404
Fax: (714) 374-1557
Internet: www.ci.huntington-beach.ca.us
PHONE CALL
FOR
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AGAIN
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Mr)
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STATEMENT OF ACTION OF THE CITY COUNCIL
CITY OF HUNTINGTON BEACH
* * * * * * * * * - Indicates Portions Of The Meeting Not Included In The Statement Of Action
Council Chamber, Civic Center
Huntington Beach, California
Monday, June 19, 2000
An audiotape of the 5:00 p.m. portion of this meeting
and a videotape of the 7:00 p.m. portion of this meeting
are on file in the Office of the City Clerk.
Mayor Garofalo called the regular meetings of the City Council and the Redevelopment
Agency of the City of Huntington Beach to order at 5:00 p.m. in Room B-8.
CITY COUNCIL/REDEVELOPMENT AGENCY ROLL CALL
Present: Julien, Sullivan, Harman, Garofalo, Green, Dettloff, Bauer
Absent: None (Garofalo left the meeting 11 p.m.)
(City Council) Adopted Ordinance No. 3471 to Approve Amended and Restated
Development Agreement No. 88-1 (R) (Catellus Residential Meadowlark LLC)_
Meadowlark Specific Plan Area — (600 Feet East and North of the Intersection at
Bolsa Chica and Warner Avenues, South of Heil Avenue) (640.10) Adopted
Ordinance No. 3471 after City Clerk read by title — "An Ordinance of the City of
Huntington Beach Adopting the Amended and Restated Development Agreement No.
88-1(R) By and Between the City of Huntington Beach and Catellus Residential
Meadowlark LLC."The motion carried by the following roll call vote:
AYES: Julien, Sullivan, Harman, Green, Dettloff, Bauer
NOES None
ABSENT: Garofalo
Statement of Action
City Council Meeting of 6/19/00
Page Two
Mayor Pro Tempore Harman adjourned the regular meetings of the City Council and the
Redevelopment Agency of the.City of Huntington Beach to July 5, 2000 at 5:00 p.m. in
Room B-8, Civic Center, 2000 Main Street, Huntington Beach, California 92648.
ATTEST:
/s/ Connie Brockway
City Clerk/Clerk
STATE OF CALIFORNIA )
County of Orange ) ss:
City of Huntington Beach )
/s/ Connie Brockway
City Clerk and ex-officio Clerk of
the City Council of the City of
Huntington Beach, California
/s/ Tom Harman
Mayor Pro Tem/Vice Chairman
I, Connie Brockway, the duly elected City Clerk of the City of Huntington Beach,
California, do hereby certify that the above and,foregoing is a true and correct Statement
of Action of the City Council of said city at their regular meeting held on the 19th day of
June, 2000.
Witness my hand and seal of the said City of Huntington Beach this the 28th day of
June, 2000.
/s/ Connie Brockway
City Clerk and ex-officio Clerk of
the City Council of the City of
Huntington Beach; Califomia
TRANSMISSION VERIFICATION REPORT
TIME : 06/25/2000 23:38
DATE,TIME
06/25 23:38
FAX NO./NAME
919499751413
DURATION
00:00:29
PAGE(S)
01
RESULT
OK
MODE
STANDARD
ECM
'1/3
(23) June 19, 2000 - Council/Agency Agenda - Page 23
G. Ordinances
G-1. Ordinance for Adoption
G-1a. (City Council) Approve Adoption of Ordinance No. 3471 to Approve Amended and
Restated Development Agreement No. 88-1 (R) (Catellus Residential Meadowlark
LLC) - Meadowlark Specific Plan Area — (600 Feet East and North of the
Intersection at Bolsa Chica and Warner Avenues, South of Heil Avenue) (640.10)
Ordinance No. 3471 —An Ordinance of the City of Huntington Beach Adopting the
Amended and Restated Development Agreement No. 88-1(R) By and Between the City
of Huntington Beach and Catellus Residential Meadowlark LLC." Submitted by the
Planning Director. Introduction approved by Council on June 5, 2000.
Recommended Action: After City Clerk reads by title, adopt Ordinance No. 3471, by
roll call vote.
[Adopted 6-0-1 (Garofalo absent)]
5 votes G-1b. (City Council) Approve Adoption of an Urgency Ordinance No. 3474 Re an Interim
Required Traffic Impact Fee ( . ) Ordinance No. 3474 — "An Urgency Ordinance of the City of
to Adopt Huntington Beach Adopting an Interim Traffic Impact Fee Ordinance Pursuant to
California Government Code Section 66017(b) and Making Findings in Support Thereof."
Recommended Action: After City Clerk reads by title, adopt Ordinance No. 3474
(Effective Immediately)
[Adopted 6-0-1 (Garofalo absent)]
G-2. Ordinances for Introduction
G-2a. (City Council) Deferred from June 5. 2000 —Approve Continuance to July 5, 2000 -
Introduction of Ordinance No. 3469 —To Amend HB Municipal Code Relating to
Public Nudity and Approve Introduction of Ordinance No. 3470 — To Amend HB
Municipal Code Relatina to Penaltv for Sexual Oriented Business Regulations
Violations (640.10) - 1. Ordinance No. 3469 - "An Ordinance of the Huntington Beach
Municipal Code Amending Chapter 9.36 Relating to Public Nudity;"and 2. Ordinance
No. 3470 — "An Ordinance of the City of Huntington Beach Amending Chapter 5.70 of
the Huntington Beach Municipal Code Relating to Penalty for Violation of Regulations
and Requirements of Sexual Businesses."
Recommended Action: Motion to: Continue presentation of this issue to the July 5,
2000 City Council meeting, to allow for additional time to further research the legal
issues regarding the regulation of Sex Oriented Businesses.
[Continued to 7-5-00 6-0-1 (Garofalo absent)]
(24) June 19, 2000 - Council/Agency Agenda - Page 24 V
REVISED PAGE
H. City Council/Redevelopment Agency Items
HAA. Submitted By Council/Agency Member Pam Julien
(City Council) Direct Staff to Study Feasibilitv of the City Providing Services for
Animal Welfare (100.10)
Communication from Councilmember Julien submitting the following Statement of
Issue: In response to community support and my concern for the future of animal
services in Huntington Beach, I believe the City Council should direct the City
Administrator to prepare a study to determine the feasibility of the. city providing pro -
humane animal services. Research by city staff indicates that the cost to conduct such a
study would be approximately $50,000.
Included with this memorandum is a copy of a draft scope of service and fee proposal for
an animal services feasibility study prepared by Meyer & Allen Associates. In addition to
examining a Huntington Beach operation, the proposed scope service will investigate
joint agreements with neighboring cities that have expressed interest in a regional
animal services solution.
Meyer & Allen recently developed an animal services master plan for the city of Los
Angeles and created the attached proposal based on information provided by staff. The
feasibility study will examine the following issues:
• An organizational plan. for an animal services agency
• An outline of future staffing requirements
• . An outline of future facility requirements
• An estimate of the cost to implement future facility requirements
• Criteria for projecting operating costs -
• Joint powers authority possibilities
Recommended Action: Motion to:
1. Direct the City Administrator to prepare a feasibility study of the city providing a
pro -humane animal control facility;
and
2. Appropriate $50,000 for the feasibility study from the General Fund:
[Approved recommended action 6-0-1 (Garofalo absent)]
—► 1-1-1 B. -City Council) Entryway Art Element
Communication from Councilmember Julien submitting the issue of entryway art element
for Council consideration. and possible action (communication from Council Member
Julien will be available at the meeting).
1. Direct staff to include the "Surf Circle" entryway art piece
prepared by the Meehan's in the South Beach Master Plan
instead of the "Whalebone" entryway piece, and
2. Direct staff to work with the Meehan's and the Council
subcommittee to develop and recommend a title for the
entryway piece.,
[Approved 4-2-1 (Sullivan, Harman NO, Garofalo absent)]
LAW OFFICES
NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP
WALTER L. NOSSAMAN
(1886-1964)
WILLIAM E. GUTHNER, JR.
(1932-1999)
SAN FRANCISCO
THIRTY-FOURTH FLOOR
50 CALIFORNIA STREET
SAN FRANCISCO. CA 94111-4799
(415) 3 9 8 - 3 8 0 0
LOS ANGELES
THIRTY-FIRST FLOOR
445 SOUTH FIGUEROA STREET
LOS ANGELES, CA 90071.1602
(213) 612-7800
VIA HAND DELIVERY
Paul D'Alessandro, Esq.
Deputy City Attorney
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Dear Paul:
SUITE 1800
18101 VON KARMAN AVENUE
P.O. BOX 19772
IRVINE, CALIFORNIA 92623-9772
TELEPHONE (949) 833.7800
FACSIMILE (949) 833-7878
June 26, 2000
Re: Catellus Residential Meadowlark, LLC
First Amended and Restated Development Agreement
JOHN T. KNOX
WARREN G. ELLIOTT
OF COUNSEL
WASHINGTON, D.C.
SUITE 370-S
601 13" STREET N.W.
WASHINGTON, D.C. 20005
(202) 7 8 3 - 7 2 7 2
SACRAMENTO
SUITE 1000
915 L STREET
SACRAMENTO, CA 95814-3701
(916) 442.8888
REFER TO FILE NUMBER
Enclosed is the original First Amended and Restated Development Agreement
Between The City of Huntington Beach and Catellus Residential Meadowlark, LLC. This
document has been executed by Bruce D'Eliscu and has been notarized. We are forwarding this
document to you for execution by the Mayor, City Clerk, City Attorney and City Administrator.
All signatures should be notarized.
We understand you will then forward the executed document to Connie Brockway
for recordation.
If you have any questions, please feel free to call.
Sincerely,
John P. Erskine
of NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP
JPE/rst
Enclosures
cc: Gail Hutton, Esq., City Attorney
Connie Brockway, City Clerk
Ray Silver, City Administrator
PROOF OF PUBLICATION
STATE OF CALIFORNIA)
) SS.
County of Orange )
I am a Citizen of the United States and a
resident of the County aforesaid; I am
over the age of eighteen years, and not a
party to or interested in the below
entitled matter. I am a principal clerk of
the HUNTINGTON BEACH INDEPENDENT, a
newspaper of general circulation, printed
and published in the City of Huntington
Beach, County of Orange, State of
California, and that attached Notice is a
true and complete copy as was printed
and published in the Huntington Beach
and Fountain Valley issues of said
newspaper to wit the issue(s) of:
May 25, 2000
._!
I declare, under penalty of perjury, that
the foregoing is true and correct.
Executed on May 25 , 2000
at Costa Mesa, California.
Signature
ON FILE: A copy of the•
proposed request is on,
'NOTICE OF
file in the Office of the
PUBLIC HEARING
City Clerk, 2000 Main
BEFORE THE CITY
Street, Huntington.
Beach, California
COUNCIL OF THE
I
the
'for inspection ..by.y, the l
CITY OF
public. A copy; of thel
HUNTINGTON
staff report will be avail-,
. •BEACH
able to interested parties;
NOTICE IS HEREBY
at City Hall or .the Main
GIVEN that on Monday, I
City Library (7111 1
June 5, 2000 at 7:00 PM
Talbert `Avenue) after.
j in the City Council I
June 1, 2000. {
Chambers, 2000 Mai I
ALL INTERESTED1
Street, . Huntington
PERSONS are invited tot
-said
Beach, the City Council
attend hearing and,
j will hold a public hearing
on the following item:
express opinions or
submit evidence for or
I AMENDED AND RE-
against the application
STATED DEVELOP-
as outlined above. If you
i MENT AGREEMENT
challenge the City Coun-
•
N O . 8 8 -1 (R)
cil's action in court, you
(MEADOWLARK DE-
may be limited to raising,
i VELOPMENT AGREE-
only those issues you or
MENT): Applicant: John
someone else raised at
P. Erskine, Esq. Re=
the public hearing . de-
quest: 1) To substitute I
scribed in this notice, or
parties; 2) to provide a !
in written ! cor-
new three (3) year term;
respondence delivered
and 3) to update prop-
to the City at, or.pnor to,
erty description and re- II
the public hearing. Ill
vised exhibits and dates.
there are any; further.I
Location:' Meadowlark
questions please; call the
Specific Plan Area (ap-
Planning Department at
I
prox. 600 ft. east ands,
536-5271 and ,refer to
north of the Bolsa Chica i
the above items Direct
Street and Warner Ave-1
your written communica-
I nue intersection, south
tions to the City'Clerk.
of Heil Avenue)' Project
Connie Brockway,
City Clerk
Planner: Amy Wolfe
". NOTICE IS HEREBY
City of
#�
#�
GIVEN the above item is
Huntington Beach,
covered by Environmen-
2000 Main Street,
tal Assessment/1
2nd Floor
Mitigated Negative Dec- '
Huntington Beach,
laration No. ' 97-21,.;
California 92648
adopted by City;Councili,
(714) 536-5227
on March 15, 1999; and I
Published Huntington
Environmental .' Impact]',
Beach -Fountain : Valley
Report . No.- 87.2,�;
certified by City'. Council
Independent May 25,
2000
on March 7, 1988.
L 054-567
MEETING DATE: June 5, 2000
DEPARTMENT SUBJECT:
REQUESTING:
Planning Amended and Restated Development Agreement No. 88-1
(Meadowlark Development Agreement)
TODAY'S DATE
May 18, 2000
VERIFIED BY
ADMININSTRATION:
APPROVED BY:
Ray Silver
City Administrator
5/18/00 3:24 PM
J ` CENTRAL SERVICE REPROGRAPHICS
PRINTING REQUEST
ram' FORM TO BE FILLED OUT COMPLETELY BY DEPARTMENT
General Description: -T (�* dIF Todays Date: S �-ZL-vi
A
Department: C"M (-W�4
Date Needed: 5- 3-0 — as ( )AM (;JPM
Quanity:
Paper Size:
No. of Originals:
Color: VkF�C-
Print/Front & Back ( ) Yes 'ANo
( )Collate ( )Staple ( )3-Hole Drill
Padded: () Yes bkNo Cut: () Yes )q No Fold: MYes ( ) No
l'n1h V01.b
Is there a plate already on file? () Yes No
Is this a permanent form and should a metal plate be made and kept? ( ) Yes x No
Before any changes are made on a permanent form your department head must
approve before it will be printed.
Approved by: �6� Ext:
Special
Instructions:
0
j
CITY COUNCIL/REDEVELOPMENT AGENCY PUBLIC HEARING REQUEST
SUBJECT:voPIUC,uEa�DU(?'
DEP L-A MEETING DATE: S'00
CON, TACT: A q (J 0 L:L PHONE: SO -IS
'NIA YES NO
( ) ( ( ) Is the notice attached?
{ ) NM ( ) Do the Heading and Closing of Notice reflect City Council (and/or
RedeveIopment Agency )hearing?
Are the date, :day and time of the public hearing correct?
( ) ( ) If an appeal, is the appellants name included in the notice?
i
(�) ( ) ( ) If Coastal DeIvelopment Permit, does the notice include appeal language?
{ ) ( ) Is there an Environmental Status to be approved by Council?
Is a map attached for publication?
Is a larger ad required? Size
Is the verification statement attached indicating the source and accuracy of the
mailing list? i
( ) ( ( ) Are the applicant's name and address part of the mailing labels?
Are the appellanes name and address part of the mailing labels?
If Coastal Development Permit, is the Coastal Commission part of the mmling
IabcUZ _.
( () O If Coastal Development Permit, are the resident labels attached?
YV
Is the Report 33433 attached? (Economic Development Dept. iteras only)
Pleas complete the following: _
f •
1. Minimum days days from publication to hearing date .10
2. Number of times to be published !
3. Number of days between publications i� I
21
takY d 619- 00
00
NOTICE OF PUBLIC HEARING :t4 AY
BEFORE THE CITY COUNCIL OF THE
CITY OF HUNTINGTON BEACH
NOTICE IS HEREBY GIVEN that on Monday, June 5, 2000, at 7:00 PM in the City Council
Chambers, 2000 Main Street, Huntington Beach, the City Council will hold a public hearing on the
following item:
❑ AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO.88-1 (R)
(MEADOWLARK DEVELOPMENT AGREEMENT): Applicant: John P. Erskine,
Esq. Request: 1) To substitute parties; 2) to provide a new three (3) year term; and 3) to
update property description and revised exhibits and dates. Location: Meadowlark
Specific Plan Area (approx. 600 ft. east and north of the Bolsa Chica Street and Warner
Avenue intersection, south of Heil Avenue) Project Planner: Amy Wolfe
NOTICE IS HEREBY GIVEN the above item is covered by Environmental Assessment/Mitigated
Negative Declaration No. 97-21, adopted by City Council on March 15, 1999, and Environmental
Impact Report No. 87-2, certified by City Council on March 7, 1988.
ON FILE: A copy of the proposed request is on file in the Office of the City Clerk, 2000 Main
Street, Huntington Beach, California 92648,16r inspection by the public. A copy of the staff
report will be available to interested parties -at City Hall or the Main City Library (7111 Talbert
Avenue) after June 1, 2000.
ALL INTERESTED PERSONS are invited to attend said hearing and express opinions or submit
evidence for or against the application as'outlined above. If you challenge the City Council's
action in court, you may be limited to,raising only those issues you or someone else raised at the
public hearing described in this notice, -or ihi written correspondence delivered to the City at, or
prior to, the public hearing. If there are any -further questions please call the Planning
Department at 536-5271 and refer to the above item. Direct your written communications to the
City Clerk.
Connie Brockway, City Clerk
City of Huntington Beach
2000 Main„Street, 2nd Floor
Huntington Beach, California 92648
(7t4)536-5227
G:\LEGALS\COUNCIL\00\00ccO6O5.doc
JJ CITY OF HUNTINGTON BEACH
INTER -DEPARTMENT COMMUNICATION
HUNTINGTON BEACH
TO: Connie Brockway, City Clerk
FROM: Amy Wolfe, Associate Planner
SUBJECT: Amended and Restated Development Agreement No. 88-1 (R)
(Meadowlark Development Agreement)
DATE: May 16, 2000
Please be advised that on May 16, 2000, the Planning Department (Krista Parsley) confirmed the
accuracy of the 300 ft. mailing radius map and labels for the Amended and Restated
Development Agreement No. 88-1 (R) (Meadowlark Development Agreement) proposal which is
tentatively scheduled for consideration by the City Council on June 5, 2000.
PUBLIC HEARING NOTIFICATION CHECKLIST "B"
MAILING LABELS -'January 13, 1999
President 1
.' H.B. Chamber of Commerce
2100 Main Street, Suite 200
Huntington Beach, CA 92648
Judy Legan 2
Orange County Assoc. of Realtors
25552 La Paz Road
Laguna Hills, CA 92653
President 3 '
Amigos De Bolsa Chica
16531 Bolsa Chica Street, Suite 312
Huntington Beach, CA 92646
i
Sunset Beach Community Assoc. 4
Pat Thies, President
PO Box 215
Sunset Beach, CA 90742-0215 i
i
President 5
Huntington Beach Tomorrow
PO Box 865
Huntington Beach, CA 92648
Julie Vandermost 6
BIA OC
9 Executive Circle #100
Irvine Ca 92714-6734
Richard Spicer
SCAG
818 West 7th,12th Floor
Los Angeles; CA 90017
E.T.L CoaJ100
Mazy Bell
20292 Eastwood Cir.
Huntington Beach, CA 92646
Huntington Harbor POA
P. O. Box 791
Sunset Beach, CA 90742
William D. Holman
PLC
23 Corporate Plaza, Suite 250
Newport Beach CA 92660-7912
Mr. Tom Zanic
New Urban West
520 Broadway Ste.100
Santa Monica, CA 90401
Pres., H.B. Hist Society
C/O Newland House Museum
19820 Beach Blvd.
Huntington Beach, CA 92648
10 FANS
John Miles
19425 Castlewood Circle
Huntington Beach, CA 92648
it Sue Johnson
19671 Quiet Bay Lane
Huntington Beach, CA 92648
12 I Edna Littlebury
Gldn St Mob. Hm. Owners Leag.
11021 Magnolia Blvd.
Garden Grove, CA 92642
13 Pacific Coast Archaeological
Society, Inc. `
P.O. Boa 10926
Costa Mesa, CA 92627
Attn: Jane Gothold
16
16
17
18
Community Services Dept. 14 County of Orange/EMA 19
Chairperson Michael M. Ruane, Dir.
Historical Resources Bd. P.O. Box 4048
Santa Ana, CA 92702-4048
Council on Aging -
1706 Orange Ave.
Huntington Beach, CA 92648
7 Jeff Metzel
Seacliff HOA
19391 Shady Harbor Circle
Huntington Beach, CA 92648
8 John Roe
Seacliff HOA
19382 Surfdale Lane,
Huntington Beach, CA 92648
John Scandura 9
Environmental Board Chairman
17492 Valeworth Circle
Huntington Beach, CA 92649 1
h:langel phlbl
Lou Mannone
Seacliff HOA
19821 Ocean Bluff Circle
Huntington Beach CA 92648
- 15 County of Orange/EMA 19
Thomas Mathews
P. O. Boa 4048
Santa Ana, CA 92702-4048
16 Planning Department is
Orange County EMA
P. O. Boa 4048
Santa Ana, CA 92702-4-48
16 County of Orange/EMA . 11
Tim Miller
P.O. Bog 4048
Santa Ana, CA 92702-4048
16 Planning Dir.
City of Costa Mesa
P. O. Boa 1200
Costa Mesa, CA 92628-1200
01
Planning Din
City of Fountain Valley
10200 Slater Ave.
Fountain Valley, CA 92708
PUBLIC HEARING NOTIFICATION CHECKLIST "B"
MAILING LABELS - January 13, 1999
21 Dr. Duane Dishno 29 Country View Estates HOA
HB City Elementary School Dist Carrie Thomas
PO Box 71 I 6642 Trotter Drive
Huntington Beach, CA 92626 i Huntington Beach CA 92648
i
Planning Director 22
City of Westminster
8200 Westminster Blvd.
Westminster, CA 92683 I
Planning Director 23
City of Seal Beach
211 Eight St
Seal Beach, CA 90740
California Coastal Commission
Theresa Henry
South Coast Area Office
200 Oceangate, loth Floor
Long Beads, CA 92802-4302
California Coastal Commission
South Coast Area Office
200 Oceangate, loth Floor
Long Beach, CA 92802-4302
Robert Joseph
Caltrans District 12
3347 Michelson Drive, Suite 100
Irvine, CA 92612-0661
Director
Local Solid Waste En£ Agy.
O.C. Health Care Agency
P.O. Box 355
Santa Ana, CA:92702
t .
New Growth Coordinator
Huntington Beach Post Office
6771 Warner Ave.
Huntington Beach, CA 92647
Marc Ecker
Fountain Valley
Elementary School District
17210 Oak Street .
Fountain Valley CA 92708
h:langetphlbl
24
Jerry Buchanan
HB City Elementary School Dist
20451 Craimer Lane
Huntington Beach, CA 92648
James Jones
Ocean View Elementary
School district
17200 Pinehurst Lane
HuntingtodBeach CA 92647
Barbara Winans
Westminster School District
14121 Cedarwood Avenue
Westminster CA 92683
24 Patricia Koch
HB Union High School Disnkt
10251 Yorktown Avenue
Huntington Beads, CA 92646
25 CSA
730 El Camino Way #200
Tustin, CA 92680
29
i
i
30
i .
Country View Estates HOA
Gerald Chapman
6742 Shire Code
Huntingfon Beach CA 92648
37
37
HB Hamptons HOA 37
Keystone Pacific Prop. Mangmt Inc.
16845 Von Kannan Avenue, Suite 200
Irvine, CA 92606
31 Sally Graham 38
Meadowlark Area
5161 Gelding Circle
Huntington Beach, CA 92649
32 Cheryle Browning 38
Meadowlark Area
16771 Roosevelt Lane
Huntington Beads, CA 92649 .
33 CA Coastal Communities, Inc. 39
6 Executive Circle, Suite 250
Irvine, CA 92614
i
26 Goldenwest College 34 -
Bolsa Chica Land Trust 40
Attu: Fred Owens
15744 Goldenwest St '
Nancy Donovan
4831 Los Patos
Huntington Beach CA 92647
Huntington Beach, CA 92649
27 OC County Harbors, Beach 35
Bolsa Chica Land Trust 40
and Parks Dept
Paul Horgan, President
P. O. Box 4048
207-21n Street
Santa Ana, CA 92702-4048
Huntington Beach, CA 92648
28 Huntington Beach Mall 36
SEHBNA 41
Attn: Pat Rogers-Laude
22032 Capistrano Lane
7777 Edinger Ave. #300
Huntington Beads, CA 92646-8309
Huntington Beach CA 92647
i
I
Smooth Feed SheetsTm
Use template for 51600
.4604331
146 043 32
:azol Darlene Jacobs
Jorge & Irma Gonzalez
;50 Cumberland Cir
Family Gonzales
rving, TX 75063
5202 Caliente Dr
Huntington Beach, CA 92649
14604334
146 043 35
.uke Adam & Lacey Sunshine Kruger
Doreen & Doreen Goo
5222 Caliente Dr
5232 Caliente Dr
3untington Beach, CA 92649
Huntington Beach, CA 92649
146 043 37 146 043 38
fohn & Mary Woodfin Annette Saintamand
5241 Heil Ave 5231 Heil Ave
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 043 40
Judith Braddon
5211 Heil Ave
Huntington Beach, CA 92649
146 043 43 146 055 01
Fred Hicks -Beach Harold Jensen Smith
5181 Heil Ave 5362 Caliente Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649
14605503
146 055 04
David Randall Black
Jamas & Lillian Agalsoff
5342 Caliente Dr
James Agalsoff
Huntington Beach, CA 92649
5332 Caliente Dr
Huntington Beach, CA 92649
146 055 06
146 055 07
Roy Gibson
Florian Lekavich
5302 Caliente Dr
4872 Oahu Dr
Huntington Beach, CA 92649
Huntington Beach, CA 92649
14605509
146 055 10
Lila h
AlbertWard.
5331 He a
5341 Heil Ave
Huntingt n Beach, CA 92649
Huntington Beach, CA 92649
146 055 12 146 056 01
Robert Kenyon Lloyd Braun
5361 Heil Ave 5282 Caliente Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 056 03 146 056 04
Scott kin iarsha & Darrin Grove Peggy Ann Hooberman
17401 Cha Ln 5251 Heil Ave
Huntingt Beach, CA 92649 Huntington Beach, CA 92649
146 043 33
Jeffrey Baragar
5212 Caliente Dr
Huntington Beach, CA 92649
146 043 36
Fritz Oehlerking
5242 Caliente Dr
Huntington Beach, CA 92649
146 043 39
Mary Makena
301 Broadway
Costa Mesa, CA 92627
146 043 42
Anthony Heaverlo
5191 Heil Ave
Huntington Beach, CA 92649
146 055 02
Jimmy & Elizabeth Wells
5352 Caliente Dr
Huntington Beach, CA 92649
14665505
Arthur Tice
5312 Caliente Dr
Huntington Beach, CA 92649
146 055 08
Hugo Ruthling
5311 Heil Ave
Huntington Beach, CA 92649
146 055 11
David Michael Kallal
5351 Heil Ave
Huntington Beach, CA 92649
146 056 02
Kelvin Cox
5272 Caliente Dr
Huntington Beach, CA 92649
146 056 05
Austin Berry Jr. & Silvia Berry
5271 Heil Ave
Huntington Beach, CA 92649
n-7 AVIE�t�� Address. Labels
Laser 5960TM
Smooth Feed Sheets7m
Use template for 51600
46 056 06
lanoy Scott & Marie Scott
.281 Heil Ave
iuntington Beach, CA 92649
.46 062 22
:onstance Foster.
5382 Caliente Dr
Huntington Beach, CA 92649
14606225
Howard Lott & Kathryn Lott
5401 Heil Ave
Huntington Beach, CA 92649
146 201 10
Arthur Hausen Jr. & Gloria Hausen
5401 Old Pirate Ln
Huntington Beach, CA 92649
146 201 16
Stanley Rosenblatt
16707 Graham St
Huntington Beach, CA 92649
146 201 22
Ralph Ricks
5362 Old Pirate Ln
Huntington Beach, CA 92649
14620127
Michael & Rebecca Holzer
5491 Meadow Cir
Huntington Beach, CA 92649
146 201 30
Gary & Sandra Lucas
5451 Meadow Cir
Huntington Beach, CA 92649
146 062 20
Martin Lee Hoffman
5402 Caliente Dr
Huntington Beach, CA 92649
146 062 23
Robert & Robin Arnott
5381 Heil Ave
Huntington Beach, CA 92649
146 062 26
Carolyn Mcclure
5411 Heil Ave
Huntington Beach, CA 92649
146 201 04
Clarence Walter
16701 Graham St
Huntington Beach, CA. 92649
146 20108
Leroy Graser
5431 Old Pirate Ln
Huntington Beach, CA 92649
146 201 11
Michael Mossler
383 23Rd St
Newport Beach, CA 92660
146 201 20
Barbara Youngblood
5404 Old Pirate Ln
Huntington Beach, CA 92649
146 201 28
Elsa Saucedo
5471 Meadow Cir
Huntington Beach, CA 92649
146 201 31
Paul & Kathryn Hanson
5431 Meadow Cir
Huntington Beach, CA 92649
14606221
John Corson
5392 Caliente Dr
Huntington Beach, CA 92649
146 062 24
Dennis & Norma Girard
5391 Heil Ave
Huntington Beach, CA 92649
146 201 06
Robert Runyard
5451 Old Pirate Ln
Huntington Beach, CA 92649
146 201 09
Ronald & Meghan Catt
5415 Old Pirate Ln
Huntington Beach, CA 92649
146 201 14
Ronald Catt & Meghan Catt
5415 Old Pirate Ln -
Huntington Beach, CA 92649
146 201 21
Peter & Kendra Dacquisto
5372 Old Pirate Ln
Huntington Beach, CA 92649
14b LU1 Ly
Kenji Miyai & Linda Miyai
5461 Meadow Cir
Huntington Beach, CA 92649
146 201 32
Marion Gene Neff & Melinda Neff
5421 Meadow Cir
Huntington Beach, CA 92649
0AVERY0 Address labels Laser 5960TM
Smooth !geed SheetsTM
Use template for 51600
146 201 33
146 201 34
146 201 35
Trung Thai & Connie Nguyen
Gregory & Charleen Nerio Meisenheim
Gayle Mullen & Tyler Moallem
5411 Meadow Cir
5401 Cir
radow
5402 Meadow Cir
Huntington Beach, CA 92649
Hun on Beach, CA 92649
Huntington Beach, CA 92649
146 201 36
146 201 37
146 201 38
Ronald & Lisa Mark
David Lee
Mark Frankel
5412 Meadow Cir
5422 Meadow Cir
5432 Meadow Cir
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 201 39
146 201 40
146 201 41
Jerry Rich & Vicky Rich
Sephen & Sherri Parsons
Scott & Susan Pihl
5452 Meadow Cir
i 5462 Meadow Cir
5472 Meadow Cir
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 201 42
146 201 43
146 201 44 -
Gregory & Jack Wiggins
Wilberta Gaiennie
Paul & Luann Sauer
Mary
16832 Stonehaven Cir
16822 Stonehaven Cir
5492 Meadow Cir
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 201 45
146 20146
146 201 47
Barbara Richardson
Grant Johnson & Rhonda Johnson
James & June Dee
16812 Stonehaven Cir
16802 Stonehaven Cir
16801 Stonehaven Cir
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 201 48 146 201 49
Shunwei Yang Tuyen Kim & Mary Nguyen
16811 Stonehaven Cir 16821 Stonehaven Cir
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 201 51 '146 20152 146 201 53
Walter Schluender Fred Maidenberg Joyce Nagatini
16841 Stonehaven Cir 16851 Stonehaven Cir 16861 Stonehaven Cir
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 201 54 146 201 55 146 201 56
Donald Stevenson & Christine Stevenso James Jefferson Harry Derderian & De Lores Derderian
16871 Stonehaven Cir 16881 Stonehaven Cir 5402 Old Pirate Ln
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 201 58
Mary Levy
5442 Old Pirate Ln
Huntington Beach, CA 92649
146 211 02 146 211 04 -- ---- --
Corp Of The Presiding Bishop Of The Gary Nakase
NO STREET NAME or NUMBER 16521 Graham St
Salt Lake City, UT 84150 Huntington Beach, CA 92649
SAVERY(g) Address Labels Laser 5960TM
Smooth Feed SheetsgIA Use template for 51600
146 211 15 146 211 18
Robert Stellrecht Albert Benardo & Albert Famil Benard
15261 Transistor Ln 16612 Graham PI
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 221 08 146 22109
Melvin & Joan Jay Richard Deam & Melvin Jay
Joan Jay 5200 Heil Ave
3261 Druid Ln Huntington Beach, CA 92649
Los Alamitos, CA 90720
146 221 37 146 221 38
Peter Vukas Haril Whetsell
1 Princeton Trl 629 Frankfort Ave
Coto De Caza, CA 92679 Huntington Beach, CA 92648
146 233 28 146 233 30
Michael & Sylvia Nieto Gerald Floyd
16691 Graz Cir 16682 Graz Cir
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 233 31
146 233 38
146 233 39
Lloyd & Kathleen Joly
John Benadom & Lynn Benadom
Thomas Taing & Melissa Chhour
16672 Graz Cir
16671 Roosevelt Ln
16681 Roosevelt Ln
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 233 41
146 233 42
Jon & Susan Welfringer
Akira Imamura & Hisako Imamura
16701 Roosevelt Rd
16721 Roosevelt Ln
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 233 43
- - -
Eugene & Paulene Carrothers .
5091 Pearce St
Huntington Beach, CA 92649
146 233 46
140 Zj3 Ds — - -- — - -
Jeffrey & Lisa Thompson
Guest Betty B & John R
5061 Pearce St
5161 Stallion Cir
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 233 54
146 233 55 ---
146 233 56
John Brady
James Wentz
N Crespin
5171 Stallion Cir
5181 Stallion Cir
5182 Stallion Cir
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
MAVERY(g) Address labels
Laser 5960TM
Smooth .Feed SheetsTM
Use template for 51600
146 233 57
John Louie & Kimberly Reinhardt
5172 Stallion Cir
Huntington Beach, CA 92649
14623360
Nadine Davis
5142 Stallion Cir
Huntington Beach, CA 92649
14623363
Richard Graham
5161 Gelding Cir
Huntington Beach, CA 92649
146 233 66
Ralph Bowers
5182 Gelding Cir
Huntington Beach, CA 92649
14623369
Ronald Roys
5152 Gelding Cir
Huntington Beach, CA 92649
146 233 72
Nathan Yacono
40480 Via Caballos
Murrieta, CA 92562
146 241 62
Dick Yukio Nerio
PO Box 5010
Antioch, CA 94531
146 233 58
Janet Karasawa
5162 Stallion Cir
Huntington Beach, CA 92649
146 233 61
Timothy & Amber Cartmell
5141 Gelding Cir
Huntington Beach, CA 92649
146 233 64
Robert & Vicki Perkins
5171 Gelding Cir
Huntington Beach, CA 92649
146 233 67
Richard Ellis
5172 Gelding Cir
Huntington Beach, CA 92649
146 233 70
Jacqueline Edwards
Michael & Sheree Keohen
5142 Gelding Cir
Huntington Beach, CA 92649
146 233 73
Steve & Eva Weisz
5161 Pearce St
Huntington Beach, CA 92649
146 233 62
Robert & Donna Roy
5151 Gelding Cir
Huntington Beach, CA 92649
146 233 65
Kirkor Yaraciyan & Fazela Yaraciyan
5181 Gelding Cir
Huntington Beach, CA 92649
146 233 68
Chris Batchelor
5162.Gelding Cir
Huntington Beach, CA 92649
146 233 71
David Clark
5141 Pearce St
Huntington Beach, CA 92649
146 233 77
James Trotter
5141 Stallion Cir
Huntington Beach, CA 92649
146 492 U2
Tina Drebushenko
5341 Overland Dr
Huntington Beach, CA 92649
AVER@ Address labels
Laser 5960TM
Smooth Feed SheetsTm Use template for 51600
14649203 146 492 04 146 492 05
Lee Jr Doble & Elizabeth Nilsen-Doble Vaughn Alan Jenkes & Patricia Jenkes Anna Young
5331 Overland Dr Psc 3 #201 5315 Overland Dr
Huntington Beach, CA 92649 Apo, AE 09021 Huntington Beach, CA 92649
14649206 146 492 07 146 492 08
Sam & Virginia Mccall Wayne Kratzer Chris Calcinari
5311 Overland Dr 3846 Humboldt Dr 5301 Overland Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 492 09� 146 492 10
Frank& Anita Kelly Lloyd Wilson
He Box i546 16861 Canyon Ln
Blythe, CA 92225 Huntington Beach, CA 92649
146 492 12 146 492 13 146 492 14
Gregory Grahek Diana Babcock Sarah Clark
16871 Canyon Ln 16875 Canyon Ln 16881 Canyon Ln
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 492 16 146 492 30
Peter & Andree Scalissi Petronella Arnold
16901 Canyon Ln 16912 Canyon Ln
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 492 31 146 492 32 146 492 33
Mary & Bertha Hoffmann Paula Larosa Louis & Irene Scalise
16902 Canyon Ln 16892 Canyon Ln 8882 Boyd Ave
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Garden Grove, CA 92844
146 492 34 146 492 35
A D Dunkin Esther Hart & Hart
2601 E Ocean Blvd #405 5322 Overland Dr
Long Beach, CA 90803 Huntington Beach, CA 92649
146 492 37 146 492 38 146 492 39
Bernadine Kussman Gladys Stein Smith & Gladys Smith Robert & Roberta Cook
5331 Bonanza Dr 5332 Bonanza Dr 5342 Bonanza Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 492 40 146 492 51 146 493 01
Richard & Harriet Kelley Ruth Gordon & Gordon Suzanne Moulton & Paul & Margaret P
16922 Ruby Cir 16921 Ruby Cir 16971 Edgewater Ln
Huntington Beach, CA 92649 Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 493 02 146 493 03
Lloyd Gray Earl Jones
5362 Bonanza Dr 5372 Bonanza Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649
GAVERYO Address Labels Laser 5960TM
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146 493 05
14649306
146 493 07
Frances Chase
Evelyn Skinas
Anne Plewe
438 Main St #C
5422 Bonanza Dr
5432 Bonanza Dr
Huntington Beach, CA 92648
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 493 12
14649313
146 493 14
Kathleen Feldstein
Joann Pell & Family Trust Pell
James Barker
5451 Bonanza Dr
5441 Bonanza Dr
305 Dundas Rd
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Crescent City, CA 95531
146 493 15
14649316
146 493 17
Gwen Leyhe
Marlene Weiss
Kelly Mcallister
5421 Bonanza Dr
5411 Bonanza Dr
5391 Bonanza Dr
Huntington Beach, CA 92649
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 493 19
146 493 20
Clinton & Maggy Hutchison
Robert Orosco
5361 Bonanza Dr
5351 Bonanza Dr
Huntington Beach, CA 92649
Huntington Beach, CA 92649
146 493 22
Lynn Gray
5371 Overland Dr
Huntington Beach, CA 92649
146 493 24 14649325
Richard Brough Kevin & Lynette Palmquist
5391 Overland Dr 5401 Overland Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 493 27 146 493 28
Michael Wiliam s Suzann Cummings
18510 Morongo St 5431 Overland Dr
Fountain Valley, CA 92708 Huntington Beach, CA 92649
146 493 30 146 493 31
Gary Brand Bruce Holman
5441 Overland Dr 5445 Overland Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 493 33 146 493 34
James Smith Harry Naeve
5591 Serene Dr 5461 Overland Dr
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 494 06 146 494 07
Jean Peterson David Hooper
16921 Red Rock Cir 16922 Red Rock Cir
Huntington Beach, CA 92649 Huntington Bea814 CA 92649
146 493 23
Gerald & Beth Montegani
5381 Overland Dr
Huntington Beach, CA 92649
146 493 26
Brian Hitchman & Mary Hitchman
5411 Overland Dr
Huntington Beach, CA 92649
146 493 32
Michael Meacham
5451 Overland Dr
Huntington Beach, CA 92649
146 494 05
James & Janeth Russell
16931 Red Rock Cir
Huntington Beach, CA 92649
146 494 08
Bryan Williams
16932 Red Rock Cir
Huntington Beach, CA 92649
WAVERY(g) Address Labels laser 5960TM
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146 601 14
Francis M King
PO Box 5971
Huntington Beach, CA 92615
146 601 17
Grage-Willson
2062 Business Center Dr #105
Irvine, CA 92612
146 601 18 146 601 19
Mark Browning & Cheryle Browning Manfred & Kuniko Asmuss
16771 Roosevelt Ln 16781 Roosevelt Rd
Huntington Beach, CA 92649 Huntington Beach, CA 92649
146 60123
Jos Lynn Marlow
1744 Begen Ave
Mountain View, CA 94040
146 601 34
146 601 39
Robert & Doris Hsieh
Robert Moody
Hsieh
4641 Los Patos Ave
965 Sunnyhill PI
Huntington Beach, CA 92649
Diamond Bar, CA 91765
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MAVERVO Address Labels Laser 5960TM
Smooth Feed SheetsTm
Use template for 51600
146-201-57
Kenneth Kelter
18281 Gothard Unit 201
Huntington Beach, Ca 92648
146-601-20
Mark Browning
.16771 Roosevelt Ln
Huntington Beach, Ca 92649
146-601-38
Gary Cogan
1920 Beckonridge Ln
Huntington Beach, Ca 92649
146-492-09
Frank & Anita Kelley
HCR 20 PO Box 1546
Blythe, Ca 92225
146-492-33
Louis & Irene Scalise
16822 Canyon Ln
Huntington Beach, Ca 92649
146-493-18
Jim Mezzano
13928 Hawes St
Whittier, Ca 90605
146-493-30
Gary Brand
906 Falcon Ln
Redlands, Ca 92374
146-211-18
Albert Bemado
16612 Graham Pl
Huntington Beach, Ca 92649
146-601-21
Janet Moody
4641 Los Patos
Huntington Beach, Ca 92649
146-492-01
Edmund Zysk
5351 Overland Dr
Huntington Beach, Ca 92649
146-492-11
Timothy Dobbins
PO Box 31186
Honolulu, Hl 96820
146-492-36
Margo Alexander
138 E 92°d St
New York, NY 10128
146-493-21
Doris Nordyke-Johnson
8619 Calviton Court
Granbury, Tx 76049
146-601-12,13
Claude Kouchi
7721 Colgate Ave
Westminster, Ca 92683
146-221-36
Rodrigo Bundalian
21242 Cupar Ln #3
Huntington Beach, Ca 92646
146-601-24
Art Nerio
17122 Marina View
Huntington Beach, Ca 92649
146-492-03
Lee Doble, Jr
21182 Beach Blvd
Huntington Beach, Ca 92648
146-492-15
Don Beattie
4738 Antelope Wells Dr
Las Vegas, NV 89129
146-493-04
George Beck
5392 Bonanza Dr
Huntington Beach, Ca 92649
146-493-29
Craig Bohi
5435 Overland Dr
Huntington Beach, Ca 92649
146-601-15,16
Satinder Swaroop
8 Oakmont Ln
Newport Beach, Ca 92660
MAVERYO Address Labels Laser 5960TM
146-233-29'
John'Halden
16692 Graz Circle
Huntington Beach, Ca 92649
146-233-52
Phillip Dyskow
5151 Stallion Circle
Huntington Beach, Ca 92649
146-233-40
Scott McKenzie
16691 Roosevelt Rd
Huntington Beach, Ca 92649
146-233-59
Alan McKeating
5152 Stallion Circle
Huntington Beach, Ca 92649
146-233-44
Steven Morefield
5081 Pearce Dr
Huntington Beach, Ca
146-233-76
Raymond LeDesma
16885 E Pacific Coast Highway Unit 97,
Sunset Beach, Ca 90742
146-23343
146-233-45
146-22346
Eugene & Paulene Carrothers
William Walker
Jeffrey & Lisa Thompson
5091 Pearce Dr
5071 Pearce Dr
5061 Pearce Dr
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
146-241-36
146-242-58,59,63.64
146-242-04
Wood Investments
Dick Yukio Nerio
Hoag Memorial Hospital
Ralph's Grocery Co Property Acctg Dept
9340 Bolsa Ave
Attn: Diane Laird
PO Box54143
Westminster, Ca 92683
301 Newport Blvd PO Box Y
Los Angeles, Ca 92651
Newport Beach, Ca 92658
146-043-41
146-055-09
146-201-47
Ruben Armendariz
Lila McHugh
James Dee
6602 Kirkland Circle
16529 Harbour Ln
PO Box 1339
Huntington Beach, Ca 92647
Huntington Beach, Ca 92649
Garden Grove, Ca 92842
146-201-59
146-211-03
146 211-20,21,22,23
Carl Smith
Jerry Gabel
Capital Foresight Harborscape Llc
5452 Old Pirate Ln
15571 Container Ln
9892 Gloucester Dr
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Beverly Hills, Ca 90210
146-201-07
146-201-50
146-211-02
Norman Vinn
Charles Williams
LDS Church Tax Division
5441 Old Pirate Ln
16831 Stonehaven Circle
50 E North Temple St
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Salt Lake City, Utah 84150
146-211-16
146-055-04
146-201-34
Sean Lee
James Agalsoff
Gregory & Charleen Nerio Meisenheime
16572 Graham PI
5332 Caliente Dr
5401 Meadow Circle
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
146=492-17
146-492-18
146-492-19
Sharon Casserly
Margaret Copp
Alan Ankerstar
16911 Canyon Ln
PO Box 3463
6792 Corral Circle
Huntington Beach, Ca 92649
Sunriver, Or 97707
Huntington Beach, Ca 92649
146-492-20
146-492-21
146-492-22
Douglas Young
Betty Jane Crane
John Terry Spence
4949 Warner Ave
16951 Canyon Ln
16961 Canyon Ln
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
146492-23
146-492-24 I
146-492-25
Kirt Quack
Robert Beckstrom
Darla Shelton
16971 Canyon Ln
16841 Harkness Circle
16972 Canyon Ln
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
146-492-26
146-492-27
146-492-28
Martin Greenhalgh
Harriet Payne
Edward Johnson
16962 Canyon Ln
16952 Canyon Ln
16942 Canyon Ln
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
146-492-29
146-492-41
146-492-42-
Stacy Flout Hendricks
Gloria Stoner Beckstrom
Lois Dorrance
16932 Canyon Ln
16841 Harkness Circle
16942 Ruby Cicle
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649 i
Huntington Beach, Ca 92649
146-492-43
146-492-44
146-492-45
Dorothy La Fever
Matthew Miller
Helen Froley
16952 Ruby Circle
16962 Ruby Circle
16972 Ruby Circle
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
i
146-492-46
146-492-47
146-492-48
Katherine Kendall
Joan Bennet
Winton Warner
Jane F Cain Trust
16961 Ruby Circle -
16951 Ruby Circle
16971 Ruby Circle -
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
Huntington Beach, Ca 92649
146-492-49 ' 146-492-50 163-042-04
Wilma Hicks Marion Louise Shomaker Thomas Budds
16941 Ruby Circle 16931 Ruby Circle 17011 Newquist Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-042-05 163-042-06 163-042-07
Harlan Rabe Robert Ligenfelter Lucille Field
17031 Newquist Ln 17051 Newquist Ln 17071 Newquist Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-042-08 163-042-09 163-042-10
Paul McLeod Ronald Engblom Donald Clemens
17081 Newquist Ln 17091 Newquist Ln 17101 Newquist Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-042-19 163-042-20 163-042-21
Lisa Clark Ronald Lamperts Manohar Hinduja
17102 Greentree Ln 17092 Greentree Ln 6462 Oakcrest Circle
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92648
163-042-022 163-042-023 163-042-024
Maynard Axvig Kathleen Strode -Coach Bodh Subherwal
17072 Greentree Ln 12052 Greentree Ln 17042 Greentree Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-042-025 163-042-026 163-042-15
Mark De La Fuente Wellman Branstrom Christine Chittum
17032 Greentree Ln 17012 Greentree Ln 5331 El Dorado Dr
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-042-16 163-042-17
Hans Borutzki David Grover
5321 El Dorado Dr 5311 El Dorado Dr
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
I
163-046-01 163-046-02 163-046-03
Hisa Ota Bodh Subherwal Ronald Berglund
5242 Warner Ave 17042 Greentree Ln 17051 Greentree Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-046-04 163-046-05 163-046-06
Kenneth Dunn Stratton J Matins Henry Palan
17083 RoundhM 17081 Greentree Ln 17091 Greentree Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-046-07 163-041-01 163-041-02
Mark J Flores Rene Sportes John Obrien
17101 Greentree Ln 17042 Newquist Ln 17052 Newquist Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
163-122-05
James :Talley
202 20111 Street
Huntington Beach, Ca 92648
163-122-09
Surendra Shah
12727 Nottingham St
Cerritos, Ca 90703
163-123-02
James Lu
6071 Manorfield Dr
Huntington Beach, Ca 92648
163-123-05
James Ching-Jen Tsai
PO Box 9947
Fountain Valley, Ca 92728
163-123-08
Esther Ke
876 Via Del Monte
Palos Verdes Estates, Ca 90274
163-123-11
Jeffrey Sargent
27672 Hidden Trail Rd
Laguna Hills, Ca 92653
163-123-15
Jay Kim
1225 Via Landeta
Palos Verdes Estates, Ca 90274
163-122-06
Phyllis K Leung
c/o Kelby Chan
571 27'h Ave
San Francisco, Ca 94121
163-122-10
William Wood
17092 Harbor Bluffs Circle Unit A
Huntington Beach, Ca 92649
163-123-03
Enza Cianfanelli
17122 Bolsa Chica
Huntington Beach, Ca 92649
163-123-06
Elmar John Baxter
j' 7492 Seabluff Dr #122
Huntington Beach, Ca 92649
163-123-09
David Blakeman Bishop
5082 Dunbar Ave #D
Huntington Beach, Ca 92649
163-123-13
Robert Hancock
5166 Dunbar Ave Unit A
Huntington Beach, Ca 92649
163-123-18,20,21,22
Emil I Ratsiu
5142 Dunbar Ave #A
Huntington Beach, Ca 92649
163-122-07,08,11
Franklin J Buccella
3541 Courtside Circle
Huntington Beach, Ca 92649
163-123-01
Warren Ziebarth
17082 Bolsa Chica Rd
Huntington Beach; Ca 92649
163-123-04
Dawson Enterprises
PO Box 6039
Long Beach, Ca 90806'
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163-123-07
Allison Prop LP
6264 Via Cananda
Rancho Palos Verdes, Ca 90275
163-123-10
Hatfield Investment Inc
c/o Esther Ke
PO Box 248
Palos Verdes, Ca 90274
163-123-14
Farouk Al-Mussawir
56 Battery Ave Brooklyn
NY 11228
163-123-19
Joseph Buffington
16892 Coral Cay Ln
Huntington Beach, Ca 92649. .
163-041-03- 161-041-04 161-041-05
Norman Michaud Tim Rasmussen Harry Richard Boyer
17072 Newquist Ln 17082 Newquist Ln 17092 Newquist Ln
Huntington Beach, Ca 92649 Huntington Beach, Ca 92649 Huntington Beach, Ca 92649
161-041-06
Thomas D Glenn
17102 Newquist Ln
Huntington Beach, Ca 92649
146-601-27
Winchica Community Water
PO Box 103
Sunset Beach, Ca 90742
146-601-33
Robert Vaughn
2525 Ocean Blvd #cl
Corona Del Mar, Ca 92625
163-121-02
Larry Francis Griffith
5002 Warner Ave
Huntington Beach, Ca 92649
163-121-07,24
Rocky Beach Properties Ltd
c/o Stephen Downs
70400 Kindcin Rd
Montrose, Co 81401
163-121-22
Rodolfo Espinoza
5121 Dunbar Ave
Huntington Beach, Ca 92649
163-121-26
Ching Chung Weng
16402 Hobart Ln
Huntington Beach, Ca 92647
163-121-29
Esther Ke Hsu
876 Via Del Monte
Palos Verdes Estates, Ca 90274
146-601-25
Enrique Chang
c/o McDonald's Corp
One McDonald's Plaza
Oak Brook, I190523 .
146-601-29,30,31
Sid Crossley
c/o Tempest Eqities
1799 Newport BLvd Suite B
Costa Mesa, Ca 92627
146-601-34
Robert Hsieh
965 S Sunnyhill
Diamond Bar, Ca91765
163-121-03
Richard Deam
c/o John Alan Macgillivray
26171 Hitching Rail Rd
Laguna Hills, Ca 97457
163-121-08,09
John Westmoreland
4047 Mistral Dr
Huntington Beach, Ca 92649
163-121-23
Albert Head
6279 Avenida Gorrion
Goleta, Ca 93117
163-121 27
John Gardner
5051 Dunbar St
Huntington Beach, Ca 92649
163-121-30
Barbara Fenenga
17042 Bolsa Chica
Huntington Beach, Ca 92649
46-601-26,28
Richard Joslyn
24273 Park Granada
Calabasas, Ca 91302
146-601-32
Falling Leaves LLC
c/o Equity Concepts
16902 Bolsa Chica #102
Huntington Beach, Ca 92649
163-121-01
Douglas Oil Co. of Ca
Attn: Property Tax Division
PO Box 1267
Ponca City, Ok 74602
163-121-04
Chabad Of West Orange County
5052 Warner Ave
Huntington Beach, Ca 92649
163-121-21
Margaret Yarema
9271 Thistle Rd
Anaheim, Ca 92804
163-121-25
Joe D Itson
18262 Sharon Ln
Villa Park, Ca 92861 .
163-121-28
Doris Alyea
2525 Ocean Blvd #D-2
Corona Del Mar, Ca 92625
163-121-31
Nasser Zeighami
17062 Bolsa Chica
Huntington Beach, Ca 92649
163-121-48 163-121-49 163-122-04
Martin Edwards Tommy Nakachi Ray-Rong Lin Wang
3917 Aruba Circle 19395 Mac Gregor Circle Attn: James Wright
Huntington Beach, Ca 92649 Huntington Beach, Ca 92648 9121 Atlanta Ave #329
Huntington Beach, Ca 92646
Connie Brockway, City Clerk
City of Huntington Beach
Office of the City Clerk
PO. Box 190
Huntington Beach CA 92648
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City of Huntington Beach
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City of Huntington Beach
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City of Huntington Beach
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Huntington Beach, CA 92648
Connie Brockway, City Clerk
City of Huntington Beach
Office of the city Clerk
P.O. BOX 190
Huntington Beach, CA 92648
146-492-46
Katherine Kendall
Jane F Cain Trust
16971 Ruby Circle,
Hunting on Beach, Ca 92649
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(23) June 19, 2000 - Council/Agency Agenda - Page 23
G. Ordinances
G-1. Ordinance for Adoption
G-1a. (City Council) Approve Adoption of Ordinance o. 3471 to Approve Amended
Restated Development Agreement No-88-1-(R) (Catellus Residential Meadowlark
LLC) - Meadowlark Specific Plan Area — (600 Feet East and North of the
Intersection at Bolsa Chica and Warner Avenues, South of Heil Avenue) (640.10)
Ordinance No. 3471 — "An Ordinance of the City of Huntington Beach Adopting the
Amended and Restated Development Agreement No. 88-1(R) By and Between the City
of Huntington Beach and Catellus Residential Meadowlark LLC." Submitted by the
Planning Director. Introduction approved by Council on June 5, 2000.
Recommended Action: After City Clerk reads by title, adopt Ordinance No. 3471, by
roll call vote.
[Adopted 5-1-1 (Sullivan, NO; Garofalo absent)]
5 votes G-1b. (City Council) Approve Adoption of an Urgency Ordinance No. 3474 Re an Interim
Required Traffic Impact Fee (640.10) Ordinance No. 3474 — "An Urgency Ordinance of the City
of to Adopt Huntington Beach Adopting an Interim Traffic Impact Fee Ordinance Pursuant to
California Government Code Section 66017(b) and Making Findings in Support Thereof."
Recommended Action: After City Clerk reads by title, adopt Ordinance No. 3474
(Effective Immediately)
[Adopted 6-0-1 (Garofalo absent)]
G-2. Ordinances for Introduction
G-2a. (City Council) Deferred from June 5, 2000 — Approve Continuance to July 5, 2000 -
Introduction of Ordinance No. 3469 — To Amend HB Municipal Code Relating to
Public Nudity and Approve Introduction of Ordinance No. 3470 — To Amend HB
Municipal Code Relatina to Penaltv for Sexual Oriented Business Regulations
Violations (640.10) - 1. Ordinance No. 3469 - "An Ordinance of the Huntington Beach
Municipal Code Amending Chapter 9.36 Relating to Public Nudity" and 2. Ordinance
No. 3470 — "An Ordinance of the City of Huntington Beach Amending Chapter 5.70 of
the Huntington Beach Municipal Code Relating to Penalty for Violation of Regulations
,and Requirements of Sexual Businesses."
Recommended Action: Motion to: Continue presentation of this issue to the July 5,
2000 City Council meeting, to allow for additional time to further research the legal
issues regarding the regulation of Sex Oriented Businesses.
[Continued to 7-5-00 6-0-1 (Garofalo absent)]
C+
(6) June 5, 2000 Council/Agency Agenda - Page 6
D. PUBLIC HEARINGS
Anyone wishing to speak on an OPEN public hearing is requested to complete the attached
pink form and give it to the Sergeant -at -Arms located near the Speaker's Podium.
D-1. (City Council) Public Hearing to Approve Amended and Restated Development
Agreement No. 88-1 (R) (Catellus Residential Meadowlark LLC) - Meadowlark
Specific Plan Area — (600 Feet East and North-of_the--inter-section at Bolsa Chica
anti Warner Aveniiee Cnii+h of Wail Avem Annrnve In+rntiisc+inn nf--
Ordinance No. 3471 (600.10)
Applicant: John P. Erskine, Esquire
Request: 1. To substitute parties; 2. To provide a new three year term; and 3. To
update property description and revised exhibits and dates.
Location: Meadowlark Specific Plan Area (approximately 600 feet east and north of
Bolsa Chica Avenue and Warner Avenue intersection, south of Heil Avenue).
Environmental Status: The above item is covered by Environmental
Assessment/Mitigated Negative Declaration No. 97-21 and Environmental Impact Report
No. 87-2.
On file: A copy of the proposed request is on file in the Planning Department, 2000 Main
Street, Huntington Beach, California for inspection by the public. A copy of the staff
report will be available to interested parties at City Hall or the Main City Library,
(7111 Talbert Avenue) after June 1, 2000.
All interested persons are invited to attend said hearing and express opinions or submit evidence for or
against the application as outlined above. If you challenge the City Council's action in court, you may be
limited to raising only those issues you or someone else raised at the public hearing described in this notice
or in written correspondence delivered to the city at or prior to the public hearing. If there are any further
questions please call the Planning Department at 714/536-5271 and refer to the above item. Direct your
written communications to the City Clerk.
1. Staff Report
2. City Council Discussion
3. Open Public Hearing
4. Following Public Input, Close Public Hearing
Plannning Commission and Staff Recommendation: Motion to:
Approve introduction of Ordinance No. 3471 — "An Ordinance of the City of Huntington
Beach Adopting the Amended and Restated Development Agreement No. 88-1(R) By
and Between the City of Huntington Beach and Catellus Residential Meadowlark LLC."
[Approved Introduction of Ordinance No. 3471 — 5 - 1 - 1 -
(Sullivan No, Bauer absent)]
File Notes
Office of the City Clerk
Huntington Beach, California
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