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HomeMy WebLinkAboutMAYER FINANCIAL, LP - HUNTINGTON BEACH WETLANDS CONVERVANCY - 2001-05-07On ;L�-rl RECORDING REQUES6 BY This Document was electronically recorded by Fidel!, lationaf ffa_j~ a counts FIDELITY NATIONALTITLE OFFICIAL BUSINESS Document entitled to free recording per Government Code Section 6103 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH 2000 Main Street, PO Box 190 Huntington Beach, California 92648 Attn: Agency Secretary Recorded In Official Records, County of Orange Tam Daly, Clerk -Recorder filiflIj®rg NO FEE 2002001172264 04:27pm 12120102 12142 Q01 A04 8 0.00 O.OD 0.00 0.00 0.00 D.00 0.00 0.00 IJ tJo-r rs/eY.f" .J _r lei r�J �_•�c` /6 szr - SPACE ABOVE TKtS UNE FCR RECORDER'S USE a a, a � _ 7 QUITCLAIM DEE (Degraded Wetland Area) ' �yJ FOR A VALUABLE CONSIDERATION; receipt of which is hereby acknowledged; MAYEft FINANCIAL, L.P., a California limited partnership (herein called "Grantor") hereby remises, releases and quitclaims to the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body, corporate and politic of the State of California (herein called "Grantee") all of Grantcr's right, title and interest In the real property located in the City of Huntington Beach, County of Orange, State of California, and legally described In Exhibit A, which is attached hereto and incorporated herein by this reference. . [remainder of page left intentionally blank] i��l6s'S 600.30 A - IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument dated as of December 11 , 2002 to be executed on their behalf by their respective officers hereunto CAWNDOWSXTENPORARY NTERNET FRES%OLKE3241D1AYER.QLMt-LUL%I.WPD Page 1 of 2 duly authorized. "Grantor" MAYER FINANCIAL, L.P., a California limited Partnership By: RLM Management, Inc., a California Corporation, its General Partner Date: ' 6Y By. /& Robert L. Mayer - President and Chief Executive Officer Date: �� D� By: Robe L ye , Jr. 5ecre C:1V4' NI)OWSITEMPORARY NMP NET FM EMLKE324VNAYER.QUrrCLALM.WPD Page 2 of 2 Exhibit "A" Legal Description [behind this page] k.! Exhibit A LEGAL DESCRIPTION OF DEGRADED WETLAND AREA THE LAND DESCRIBED HEREIN IS SITUATED IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALMORNIA;BELNG A PORTION OF SECTION 14, TOWNSHIP 6 SOUTH, RANGE 1 l WEST OF THE RANCHO LOS BOLSAS, AS PER MAP RECORDED IN BOOK 51, PAGE 14, RECORDS OF THE COUNTY OF ORANGE. MORE PARTICULARLY DESCRIBED AS FOLLOWS: THOSE PORTIONS OF THAT LAND DESIGNATED AS REMAINDER ON MAP THEREOF OF TRACT NO. 15535 RECORDED SEPTEMBER 14, 1999 IN BOOK 790, PAGES 44 THROUGH 50, INCLUSIVE, OF MAPS, RECORDS OF THE COUNTY OF ORANGE. MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNLNG AT THE NORTHEAST CORNER OF THE SOUTH ONE-HALF OF THE NORTHEAST ONE -QUARTER OF SAID SECTION 14, PER SAD) TRACT MAP; THENCE ALONG THE NORTHERLY LINE OF SAID SOUTH ONE-HALF, NORTH 89015'39" WEST 50.00 FEET TO THE WESTERLY RIGHT OF WAY OF BEACH BOULEVARD AS SHOWN ON SAID TRACT MAP; THENCE ALONG SAID WESTERLY RIGHT OF WAY, SOUTH 00" ITO1" WEST 681.85 FEET TO THE TRUE POINT OF BEGINNING; THENCE, CONTINUING ALONG SAID WESTERLY RIG'zIT OF WAY, SOUTH 0001TO1" WEST 257.55 FEET; THENCE, LEAVING SAIDWESTERLY RIGHT OF WAY, NORTH 87°33'37" WEST 14.00 FEET, THENCE NORTH 01008-12" EAST 8.59 FEET; THENCE NORTH . 45" 1 1'30"'WEST 65.40 FEET; THENCE NORTH 85023'00" WEST 35.27 FEET; THENCE SOUTH 2405548" WEST 21.3I FEET; THENCE NORTH 87°17'23" WEST 48.09 FEET; THENCE SOUTH 47°2351" WEST 104.14 FEET, THENCE SOUTH 84°57'19" WEST 7.30 FEET; THENCE NORTH 35°2646" WEST 36.33 FEET; THENCE NORTH 25°58'40" EAST 262.04 FEET; THENCE NORTH 22°2735" WEST 4.50 FEET; THENCE NORTH 46°37'29" EAST 23.07 FEET; THENCE NORTH 24021'30" EAST 120.69 FEET; THENCE NORTH 93027'33" EAST 17.12 FEET; THENCE SOUTH 02°55'37" WEST 92.82 FEET; THENCE SOUTH 52005'49" WEST 37.38 FEET; THENCE SOUTH 25°20'52" EAST 21.31 FEET; THENCE NORTH 60023'17" EAST 33.54 FEET; THENCE SOUTH 48"29'43" EAST 37.00 FEET; THENCE SOUTH 13*5724" WEST 77AO FEET; THENCE SOUTH 44°05'07" WEST 34.49 FEET; THENCE NORTH 56*31'38" WEST 2I.74 FEET; THENCE SOUTH 29°01'58" EAST 26.68 FEET; THENCE SOUTH 78°10'37" EAST I8.00 FEET; THENCE NORTH 33111911" FAST 98.78 FEET; THENCE NORTH 00° 14'09" EAST 65.86 FEET; THENCE NORTH 89042'50" EAST 5.99 FEET; TO SAID WESTERLY RIGHT OF WAY AND THE TRUE POINT OF BEGTNN WG. CONTAINS 43,651 SQUARE FEET OR 1.002 ACRES OF LAND, MORE OR LESS. M IN STATE OF __ CALIFORNIA COUNTY OF ORANGE ) ss. On'. December 11, 2002 before me, Jan Smith personally appeared ROBERT L. MAYER personally known to me +' ) to be the person() whose names) Isk" subscribed to the within Instrument and acknowledged to me that homey executed the same in hisN eif�authorized capacity(ie*, and that by hisl#e#t�.w signatures) on the instrument the person(, or the entity upon behalf of which the persons} acted, executed the Instrument. WITNESS my hand and official seal. Signature STATE OF CALIFORNIA COUNTY OF ORANGE .uw s>urn� _ COmmission 1134888137 Notary Public - Gliior Orange County My camm. Expirat Apr 26, 2005 --- )Ss. On December 11, 2002 before me, Jan Smith , personally appeared ROBERT L. MAYER, JR. personally known to me (eF preved-tnethe basis of 6 Dvidenge) to be the person() whose name(s) Wm subscribed to the within instrument and acknowledged to me that helshehbey executed the same in hisl;"''4thek authorized capacity(fe5 , and that by his%edthek signature;�&) on the instrument the person(-), or the entity upon behalf of which the persons) acted, executed the instrument. ' WITNESS my hand and official seal. Signatur im SMITH _ Commission # 1348M Notary Public - Calit mia + Orange County 6y Court Ex; uM Apr 26, 2006 W k..) CERTIFICATE OF ACCEPTANCE .. This is to certify that -the interest in the real property conveyed by the within Quitclaim . Deed from Mayer. Financial, L.P., a ' California limited partnership, to the Redevelopment Agency of the City of Huntington Beach, a public body corporate and politic is hereby accepted by the undersigned officer on behalf of the Redevelopment Agency of the City of Huntington Beach pursuant to authority conferred by Resolution No. 278 of the Redevelopment Agency of the City of Huntington Beach adopted on October2l, 1996 and the Grantee consents to recordation thereof by its duly authorized officer. "Grantee' REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH (Agency) jr Date. - .. •� "_Z v�,o Z .r.';•= By:� .`:;• :r.`:, ' •: -`%"; Chairman BY:- Agency Clerk .. APPROVED AS TO FORM AND LEGALITY: Agency General Counsel APPROVED: KANE, BALLMER & BERKMAN Agency Special Counsel CALIFORNIA ALL-PURi..rSE ACKNOWLEDGMENT i j State of County of 0R4fAx_ E _ , , NofaNy PON;"L On ,a F_r_F_k? L eR ZQ,,A00j_ before me, PeAl Avwe.Ec,� , c Dan Name and Tale of Off cw (a.q..'jans Doa, Notary Puble personally appeared ar _ boa r4ran, ftisc� �haie ��oC_ � Narnafa) of sgnw(q [!?personally known to me — OR —❑ pa;auedta-r* be the persor(D whose name} isle r�subscrlbed to the within instrument and acknowledged to me that helshe./tr a +7executed the same in his/he authorized capacity Ee , and that by his/her 10signature(p on the instrument the person D> or the entity upon behalf of which the persorCsDacted, executed the instrument. KELLY LOUME MANDIC Commission 11372899 WITNESS my hand and official seal. -: Notary Public - CoEfornla Orange County My Comm. Exp res Sep l Sgnawn of Notary PUb*C 7� 1 OPTIONAL Though the Information below k: not ragWred bylaw. B may prove tv+uable to persons relying on the document and could prevent fraudulent removal and rea=chment of this form to another document. Description of Attached Document Title or Type of Document: j)Pr,/ � �� r,4D FD l ✓�1��. D 'Q"V,4 ) Document Date: Number of Pages: c��..f,� -,U f•..rPRt�j J Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: o - r ❑ Individual Corporate Officer Title(s): CAA-n ❑ Partner —❑ Limited ❑ General ❑ Attomey-in-Fact ❑ Trustee ❑ Guardian or Conservator r ❑ Other: I Top or thumb -e•.e I Sigret Is Representing: Signer's Name: ecA n4E—1Sre.&,:•. e ❑ Individual - QMorporate Officer Title(s):—_/Ar-fc of ❑ Partner — ❑ Limited ❑ General ❑ Attomey-in-Fact ❑ Trustee ❑ Guardian or Conservator - r ❑ Other: Top or thumb here Signer Is Representing: 44[� /�Ct7c�! Oat a 0 7995 Na:xml Notary AafOdar on - a_36 Fammet Avo.. P.O. Box 71 ga -Canoga Park..s 013CS-7184 Prod No 5907 Raor eir Gat Tom -Fran i-9C*416-U2' Government Coda 27361,7 I certify under the penalty of perjury that the notary seal on this document read as fottows: Name of Notary: Jan Smith Date Commission Expires; 04/26/00 County where bond is Filed; Orange Commission No.; 1348$$3 ManufactVrerNendar tlo.; NNA1 Place of execution • Newport Beach A^ E COMPANY . Date • December 20, 2002 FIDELITY NATIONAL TITLE COMPANY 1300 DOVE STREET, SUITE 310 NEWPORT BEACH, CALIFORNIA 92660 (949) 622-4845 FAX (949) 477,6813 RANSMITTAL TO: City of Huntington Beach YOUR REFERENCE: Lot AA/Waterfront Attn: City Clerk FILE NO. 9722793-JO 2000 Main Street DATE: 12-20-02 Huntington Beach, CA 92648 PLEASE FIND ENCLOSED ITEMS CHECKED BELOW: PRELIMINARY TITLE REPORT POLICY OF TITLE INSVRANCE COPIES OF UNDERLYING DOCUMENTS -X - CONFORMED, RECORDED OUITCLAIM DEED UPDATED PRELIMINARY TITLE REPORT INDEMNITY AGREEMENT TO BE EXECUTED IN TRIPLICATE QUESTIONNAIRE ITO BE COMPLETED) Bryant Brislin Title Assistant to Janis Okedund, Esquire Phone: (949) 477-3608 Fax: (949) 477•3798 Bbrislin@fnf.cgm CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION Economic Development Department To: Connie Brockway, City Clerk From: David C. Biggs, Director of Economic Development Subject: Certificate of Acceptance, Lot AA (Degraded Wetlands), Waterfront Residential Project Date: December 19, 2002 Attached is the orginal quitclaim deed signed by Robert Mayer conveying title to Lot AA (Degraded Wetland) to the Redevelopment Agency. Upon its acceptance, Mayer's obligation to transfer the property is fulfilled as stipulated in the Second Implementation Agreement to the Amended and Restated Disposition and Development Agreement (Section 4(a); page 4) between the Redevelopment Ageecy of the City of Huntington Beach and Mayer Financial, L.P., approved on February 5, 2001. On behalf of the Redevelopment Agency, please arrange for the Agency Chairman to sign the Certificate of Acceptance and with your signature accept the property and cause the quitclaim deed to be recorded with the Orange County Recorder's Office. Upon receipt of the recorded document, please send a copy to the attention of Carol Runzel, Assistant Project Manager. U globs, �' • ��- E.VAAAN � JZ(ar► kv Council/Agency Meeting Held: U-61-01 Deferred/Continued to: >r4 -- IXARroved ❑ Conditionally Approved ❑ Dend W- i Cler Signature I Council Meeting Date: May 7, 2001 Department ID Number: ED-01-18 CITY OF HUNTINGTON BEACH REQUEST FOR REDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE CHAIRMAN AND REDEVELOPMENT A(tNt MEMBERS = c-_ SUBMITTED BY: RAY SILVER, Executive Directorajo c)-4c-) J � r PREPARED BY: DAVID C. BIGGS, Deputy Executive Director SUBJECT: Approve License Agreement by and Between Mayer FinaeciapL.P., Huntington Beach Wetlands Conservancy, and the Rede%lopment Agency of the City of Huntington Beach Relating to the Degraded Weiland Area Statement of Issue, Funding Source, Recommended Action, Alternative Action(s). Analysis. Environmental Status, Attachments) Statement of Issue: A Settlement Agreement was reached with the Coastal Commission to protect and preserve a portion of land occupied with a degraded wetland area. This property was owned by the Agency and was originally scheduled to be developed with single-family homes by Mayer Financial, L.P., the developer of the Hyatt Regency Grand Coast Resort. Subsequently, the Agency Board selected the Huntington Beach Wetlands Conservancy to maintain the degraded wetlands while the property was in control by Mayer Financial and until such time as the property reverted back to the Agency as a separate parcel. Agency staff, Mayer Financial and the Conservancy have reached an agreement to permit the maintenance of the degraded wetlands during that period of time. It is now being submitted for the Agency's Board approval. Funding Source: NA 1. Recommended Action: Motion to: Approve the License Agreement by and between Mayer Financial, L.P., Huntington Beach Wetlands Conservancy, and the Redevelopment Agency of the City of Huntington Beach relating to the degraded wetland area, and Authorize the Agency Chairman and Agency Clerk to execute the agreement. REQUESTYOR REDEVELOPMENT AGEW:Y ACTION MEETING DATE: May 7, 2001 DEPARTMENT ID NUMBER: ED-01-18 Alternative Action{s}: Not approve the License Agreement and refer back to staff for modifications. Analysis: The California Coastal Commission entered into a Settlement Agreement with the Redevelopment Agency of the City of Huntington Beach and Mayer Financial to institute a conservation easement to protect an area of land previously owned by the Redevelopment Agency and recently conveyed to Mayer Financial. This property is located within an area designated to be developed with single family homes. As a result of this Settlement Agreement, the Agency and Mayer Financial have agreed to conserve the area and to permit its interim maintenance by the Huntington Beach Wetlands Conservancy. The Conservancy was the group selected by the Council's Bolsa Chica Committee, after interviewing several local non-profit groups which expressed interest in the interim management of the site. Ultimately the Agency Board will decide the long term program for this parcel of land, which will be reconveyed back to the Agency once a separate parcel of land is created and detached from the residential portion of the site. Environmental Status: Not Applicable Attachments}: RCA Auhor: Gus Duran x1529 14$L cRCA -2- 4117101 9:45 AM IM ATTACHMENT #1 LICENSE AGREEMENT BY AND BETWEEN MAYF,R FINANCIAL., L.P. HUNTINGTON BEACH WETLANDS CONSERVANCY AND THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH RELATING TO THE DEGRADED NVETLAND AREA ARTICLE 1 PARTIES AND DATE This License Agreement ("Agreement") is entered into as of May _ 7 , 2001, by and between MAYER FINANCIAL, L.P., a California limited partnership ("Mayer'); HUNTINGTON BEACH WETLANDS CONSERVANCY, a California non-profit corporation ("Conservancy"); and the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic ("Agency"). ARTICLE 2 RECIT.rkLS 2.1 Mayer is the fee owner of that certain real property located in Huntington Beach, California, and described in the attached Exhibit "A" ("Degraded Wetland Area") and incorporated herein by this reference, and owns such property subject to the terms and conditions in the Deed Restriction and easement described in Section 2.2, below. 2.2 Agency has expressly reserved for itself a perpetual, non-exclusive easement on, over and across the Degraded Wetland Area ("Conservation Easement") pursuant to a Grant Deed recorded on or about the date of this Agreement which Grant Deed conveys certain Agency property (including the Degraded Wetland Area) to Mayer. The Conservation Easement was reserved by Agcncy for those purposes sct forth in that certain Opcn SpaccMctland Preservation and Restoration Deed Restriction recorded against the Degraded Wetland Area on December 19, 2000 as Instrument No.20000689468 in the Orange County Recorder's Office ("Deed Restriction"), under which Agency is a beneficiary. The Deed Restriction was recorded pursuant to that certain Settlement Agreement entered into on or about November 29, 2000 by and between the City of Huntington Beach ("City"), the California Coastal Commission ("Commission'), the Agency, Mayer, and Mayer related entities (the "Settlement Agreement"). The easement reserved in the Grant Deed by Agency constitutes a "conservation easement" in favor of Agency pursuant to California Civil Code Section 815.1. The terms, conditions and restrictions in the Grant Deed and Deed Restriction are incorporated herein by reference. 2.3 Conservancy has been selected to maintain the Degraded Wetland Area and ensure that the use of the Degraded Wetland Area is in compliance with the Deed Restriction until such time as fee ownership of the Degraded Wetland Area is conveyed back to the Agency by Mayer pursuant to that certain Amended and Restated Disposition and Development Agreement entered into by and between Agency and Mayer on September 14, 1998, as amended by the First implementation Agreement to Amended and Restated Disposition and Development Agreement (the "First Implementation Agreement'') entered into on or about May 15, 2000, and the Second Implementation Agreement to Amended and Restated Disposition and Development Agreement (the "Second Implementation Agreement") entered into on or about February 5, 2001 (collectively, the "DDA"). Nothing contained in this Agreement shall change the rights or obligations of the respective parties under the DDA. 2.4 Mayer and Agency desire to give Conservancy permission to gain access to the Degraded Wetland Area, and Conservancy desires to obtain permission to gain access to the Degraded Wetland Area, for purposes related to the performance of Conservancy's duties under this Agreement, the Deed Restriction and the Conservation Easement. ARTICLE 3 TERMS 3.1 Permitted Uses. Mayer and Agency hereby grant to Conservancy (including Conservancy's employees, consultants, subconsultxnts, representatives, and agents) a temporary, nonexclusive right to enter onto the Degraded Wetland Area for the purposes described below relating to interim maintenance of the Degraded Wetland Area, in accordance at all times with the requirements of the Deed Restriction, the Conservation Easement and the Settlement Agreement (collectively, the "Permitted Uses"): a. Maintain the Degraded Wetland Area by removing accumulated trash and debris from the Degraded Wetland Area, and take any and all other steps required by the Deed Restriction for maintenance of the Degraded Wetland Area. b. Inspect the Degraded Wetland Area on a regular basis and report promptly to Agency and Mayer any condition causing or likely to cause significant damage or destruction to the Degraded Wetland Area. C. Comply with all other requirements of the Deed Restriction, Conservation Easement, and Settlement Agreement. With the exception of the Permitted Uses described in this Agreement and other uses first approved in writing by Mayer and Agency, Conservancy shall not be authorized to use the Degraded Wetland Area for any other purpose whatsoever. Without limiting the foregoing, in no event may the Conservancy place any signs, placards or related items on or around the Degraded Wetland Area on a permanent or temporary basis without the prior express written consent of the Agency and Mayer. Additionally, the express written consent of the Agency and Mayer (which consent shall be in the Agency's and Mayer's sole and absolute discretion) shall be obtained prior to the Conservancy (i) allowing the entry of any person to the Degraded Wetland Area except those direct representatives of the Conservancy who enter for the specific purposes of performing the Conservancy's obligations hereunder, (ii) planting any plant materials, performing any restoration or alteration of any nature whatsoever to the Degraded Wetland Area 2 V or surrounding property, (iii) filing each and any specific permit application with any governmental agency regarding the Degraded Wetland Area or surrounding property, (iv) seeking each and any specific grant or loan or engaging in any other specific fund raising effort for the Degraded Wetland Area, or (v) making any use thereof other than for the uses specifically prescribed in this Agreement. Conservancy shall use the Degraded Wetland Area at reasonable times and in a reasonable manner. frothing herein shall constitute a grant of any real property interest in the Degraded Wetland Area to the Conservancy other than the limited license. 3.2 Compliance with Laws. The Conservancy shall comply with all federal, state and local laws, statutes and ordinances in connection with Conservancy's entry on the Degraded Wetland Area and performance under this Agreement. 3.3 Effective Date. The effective date of this Agreement shall be the date set forth above in Article I of this Agreement ("Effective Date'). 3.4 Term. This Agreement shall be effective for the entire period during which Mayer holds fee title to the Degraded Wetland Area, and shall expire upon Mayer's conveyance of fee title to the Degraded Wetland Area to Agency pursuant to the DDA, but in no event shall Us Agreement be effective for longer than twenty (20) months from the Effective Date ("Term"), unless earlier terminated or extended pursuant to this Agreement. Upon the expiration of the Term, no additional instrument, consent or action by either party shall be required to terminate this Agreement. With the prior written approval of the Agency, the Term referred to in this Section 3.4 may be extended for a specified period, provided, however, that upon reconveyance of fee title to the Degraded Wetland Area to the Agency and concurrent termination of this Agreement, Mayer shall be automatically released from any and all obligations for the maintenance, restoration or preservation of the Degraded Wetland Area. 3.5 Compensation. Neither Agency nor Mayer shall be required to pay Conservancy any monetary compensation for Conservancy's performance under this Agreement. 3.6 Condition of Licensed Property. Upon the expiration or termination of this Agreement, Conservancy shall cause the Degraded Wetland Area to be left in the same condition as the Degraded Wetland Area was in prior to Conservancy's entry onto the Degraded Wetland Area, subject to any changes to the condition of the Degraded Wetland Area that are required or necessary in order to satisfy or comply with the Deed Restriction. Conservancy shall, at its sole cost and expense, repair or cause to be repaired any damage to the Degraded Wetland Area caused by Conservancy to the Degraded Wetland area. Conservancy acknowledges that on the Effective Date of this Agreement that Mayer is and shall be engaged in significant construction activity adjacent to the Degraded Wetland Area for an extended period of time. Nothing in this Agreement shall be construed as a limitation upon such construction activity or an obligation of Mayer or Agency to restore or otherwise improve the existing condition of the Degraded Wetland Area in any manner. 3.7 Vector Control. Orange County Vector Control shall be permitted to enter the Degraded Wetland Area for vector control purposes as it deems necessary. 3.8 Entry by Mayer -and Agency. Nothing in this Agreement shall be construed to restrict or prevent Mayer and Agency, and their respective agents, consultants and assigns, entry to the Degraded Wetland Area. 3.9 Adjacent Property. Conservancy acknowledges that Mayer intends to seek various governmental permits regarding the development of property adjacent to the Degraded Wetland Area and the establishment of a suitable buffer zone between the Degraded Wetland Area and such development. 3.10 Hazardous Materials. Conservancy shall not store or use or consent to the storage or use of any Hazardous Materials on the Degraded Wetland Area at any time during the Term. As used in this Agreement, "fazardous Materials," means any substance, material or waste which is or becomes regulated by the United States government, the State of California, or any local or other governmental authority, including, without limitation, any material, substance or waste which is (i) defined as a "hazardous waste", "acutely hazardous waste", "restricted hazardous waste", or "extremely hazardous waste" under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140, of the California Health and Safety Code; (ii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code; iii defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California Health and Safety Code; (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code; (v) petroleum; (vi) asbestos; (vii) a polychlorinated biphenyl; (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Code of Regulations, Chapter 20; (ix) designated as a "hazardous substance" pursuant to Section 311 of the Clean Water Act (33 U.S.C. Section 1317); (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act (42 U.S.C. Section 6903); (xi) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. Section 9601); or (xii) any other substance, whether in the form of a solid, liquid, gas or any other form whatsoever, which by any governmental requirements either requires special handling in i+.s use, transportation, generation, collection, storage, treatment or disposal, or is defined as "hazardous" or is harmful to the environment or capable of posing a risk of injury to public health and safety. 3.11 No Encumbrances. Conservancy shall keep the Degraded Wetland Area free from all encumbrances and liens of any kind during the Term of this Agreement. Conservancy shall promptly pay and discharge all demands for payment relating to Conservancy's entry on and investigation of the Degraded Wetland Area and take all other steps to avoid the assertion of claims of lien against the Degraded Wetland Area. In the event a claim of lien is recorded by reason of Conservancy's or its agents' entry on the Degraded Wetland Area, Conservancy, within twenty (20) days from the date of such recordation, shall either (i) record or deliver a surety bond sufficient to release such claim or lien in accordance with applicable law; or (ii) provide Mayer and Agency with such other assurance as Mayer and Agency may require for the payment of the claim or lien. 4 3.12 Insurance. 3.12.1 Conservancy shall obtain, at its sole cost and expense, and keep in full force and effect, during the Term, the following insurance policies: (a) General Liability Insurance with a minimum coverage limit per occurrence of not less than S1,000,000. A "Claims made" designation is only acceptable for professional or pollution liability insurance. (b) Workers' Compensation Insurance in an amount and form sufficient to meet all applicable governmental requirements, with a minimum coverage of at least S 100,000 for bodily injury per disease or accident per occurrence. 3.12.2 Mayer and the Agency and City and their agents, officers and employees shall be named as the "Certificate Holder" and as additional insureds for each insurance policy required herein. Each such policy shall contain a provision that: (a) for all claims, accidents, injuries and damages occurring in or about the Degraded Wetland Area, provides primary coverage without contribution from any other insurance carried by or for the benefit of Mayer and/or Agency, (b) the policy shall not be cancelled and the amount thereof shall not be reduced unless thirty (30) days' written notice shall have been given to Mayer and Agency by certified mail, return receipt requested, which notice shall contain the policy number and the names of the insured and additional insureds, except that the policy shall not be cancelled for non-payment of premiums unless ten (10) days' written notice shall have been given to Mayer and Agency in the manner set forth herein. All insurance required to be carried by Conservancy pursuant to the terms of this Agreement shall be effected under valid and enforceable policies issued by reputable and independent insurers licensed in the State of California with a current A.M. Best's rating of no less than ANII. 3.12.3 Prior to entry onto the Degraded Wetland Area, Conservancy shall deliver to Mayer and Agency appropriate certificates of insurance evidencing the insurance required to be carried pursuant to this Section 3.12. 3.12.4 Conservancy agrees to indemnify, defend, protect and hold Mayer and the Agency and the Degraded Wetland Area free and harmless from any and all loss, liability, claims, damages and expenses (including, but not limited to, reasonable attorneys' fees and costs) arising directly or indirectly from the exercise of said license. Such undertaking of indemnity shall survive the termination of this Agreement for any reason. 3.13 Default. 3.13.1 Failure or delay by any party to perform any term or provision of this Agreement constitutes a default under this Agreement. The non -defaulting party shall give written notice of default to the defaulting party, specifying the default complained of. The defaulting party must cure, correct or remedy such failure or delay within ten (10) days after receipt of such written notice of default. Failure or delay in giving such notice of default shall not constitute a waiver of any default, nor shall it change the time of default. Delays by any party in asserting any of its rights and remedies stall not deprive any party of its right to institute W and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. 3.13.2 Any notice of default that is transmitted by electronic facsimile transmission during regular business hours of regular business days followed by delivery of a "hard" copy, shall be deemed delivered upon its transmission; any notice of default that is personally delivered (including by means of professional messenger service, courier service such as United Parcel Service or Federal Express, or by U.S. Postal Service), shall be deemed received on the documented date of receipt; and any notice of default that is sent by registered or certified mail, postage prepaid, return receipt required shall be deemed received on the date of receipt thereof. 3.13.3 In the event a default is not cured by the defaulting party within the time set forth in this Section 3.13, then the non -defaulting party may terminate this Agreement in writing. 3.14 Termination. Notwithstanding Section 3.13, this Agreement may be terminated in writing by any party in its sole and absolute discretion upon thirty (30) days' prior written notice to the other parties. 3.15 Attorneys' Fees. In any action beteeen any of the parties seeking enforcement or interpretation of any of the terms and provisions of this Agreement or a declaration as to the meaning hereof, or in connection with the Degraded Wetland Area, the prevailing party in such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable costs and expenses, not limited to taxable costs, reasonable attorneys' fees and reasonable fees of expert witnesses. 3.16 Assi ng meats. This Agreement may not be assigned by Conservancy without the prior written consent of Mayer and Agency which consent may be withheld in Mayer's or Agency's sole discretion. 3.17 Bindine Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns. 3.18 Amendments. No provision of this Agreement may be amended or added to except by an Agreement in writing signed by the parties hereto or their respective successors in interest and expressly stating that it is an amendment of this Agreement. 3.19 Further Assurances. Each of the parties hereto shall execute and deliver any and all additional papers, documents and other assurances, and shall do any and all acts and things reasonably necessary in connection with the performance of their obligations hereunder and to cam out the intent and agreements of the parties hereto. 3.20 Governing Law. This Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the'Statc of California. I C 3.21 Authority to Enter Into Agreement. The individual(s) executing this Agreement on behalf of each party is (are) authorized to execute this Agreement on behalf of said party. Each party has taken all actions required by law to approve the execution of this Agreement. 3.22 Representatives. The following individuals shall be designated as representatives of the parties hereto. Larry Brose is designated as Mayer's representative; Gary Gorman is designated as the Conservancy's representative; and Gustavo A. Duran is designated as the representative of the Agency. Any of the parties may change such designated representatives by giving the other party written notice of such change. 3.23 Counterparts. This Agreement may be executed in counterparts and when so executed, each such counterpart will constitute an original document and such counterparts will constitute one and the same agreement. IN WITNESS WHEREOF, the parties hereto have executed this License Agreement. "Mayer" MAYER FINANCIAL, L.P., a California limited partnership By: RLM Management, Inc., a California corporation, Its General Partner C Date: , 2001 By: �J L Robert L. Mayer, Pre ent "Conservancy" HUNTINGTON BEACH WETLANDS CONSERVANCY, a California non-profit corporation 4 L Date:A?r;l 2-1 , 2001 By: � W Gordon W. Smith hairman 7 "Agency" REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body, corporate and politic Dated: G5 '9 , 2001 By: %T A 4utj*t' ffAairman ATTEST: APPROVED AS TO FORM: Agency Clerk = Agency General Counsel REVIEWED AND APPROVED: INITIATED AND APPROVED: Ray Sil(�-r, Executive Director David Biggs, Depu , Executive Director APPROVED AS TO FORM: 0. /�.•;- Kane, Ballmer &: Berkman Agency Special Counsel Hb1W MosingPamlA-B\L1ctnsc5 8 t'.01 EXHIBIT "A" LEGAL, DESCRIPTION OF DEGRADED WETLAND AREA THE LAND DESCRIBED HEREIN IS SITUATED IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF SECTION 14, TOWNSHIP 6 SOUTH, RANGE I I WEST OF THE RANCHO LOS BOLSAS, AS PER MAP RECORDED IN BOOK 51, PAGE 14, RECORDS OF THE COUNTY OF ORANGE, MORE PARTICULARLY DESCRIBED AS FOLLOWS: THOSE PORTIONS OF THAT LAND DESIGNATED AS REMAINDER ON MAP THEREOF OF TRACT NO. 15535 RECORDED SEPTEMBER 14, 1999 IN BOOK 790, PAGES 44 THROUGH 50, INCLUSIVE, OF MISCELLANEOUS MAPS, RECORDS OF THE COUNTY OF ORANGE. MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE SOUTH ONE-HALF OF THE NORTHEAST ONE -QUARTER OF SAID SECTION 14, PER SAID TRACT NO. 15535; THENCE ALONG THE NORTHERLY LINE OF SAID SOUTH ONE-HALF, NORTH 89015'39" WEST 50.00 FEET TO THE WESTERLY RIGHT OF WAY OF BEACH BOULEVARD AS SHOWN ON SAID TRACT NO. 15535; THENCE ALONG SAID WESTERLY RIGHT OF WAY, SOUTH 00017.01" WEST 681.85 FEET TO THE TRUE POINT OF BEGINNING; THENCE, CONTINUING ALONG SAID WESTERLY RIGHT OF WAY, SOUTH 00017'10" WEST 257.55 FEET; THENCE, LEAVING SAID WESTERLY RIGHT OF WAY, NORTH 87033'37" WEST 14.00 FEET; THENCE NORTH 01 °08' 12" EAST 8.59 FEET; THENCE NORTH 45011'30" WEST 65.40 FEET; THENCE NORTH 85023'00" NEST 35.27 FEET; THENCE SOUTH 24°55'48" WEST 21.31 FEET; THENCE NORTH 87017'23" WEST 48.09 FEET; THENCE SOUTH 47°23'51" WEST 104.14 FEET; THENCE SOUTH 84057' 19" WEST 7.30 FEET; THENCE NORTH 35°26'46" WEST 36.33 FEET; THENCE NORTH 25°58'40" EAST 262.04 FEET; THENCE NORTH 22027'35" WEST 4.50 FEET; THENCE NORTH 46°37'29" EAST 23.07 FEET; THENCE NORTH 24°21'30" EAST 120.69 FEET; THENCE NORTH 83°27'33" EAST 17.12 FEET; THENCE SOUTH 02055'37" WEST 92.82 FEET; THENCE SOUTH 52°05'49" WEST 37.38 FEET; THENCE SOUTH 25020'52" EAST 21.31 FEET; THENCE NORTH 60°23' 17" EAST 33.54 FEET; THENCE SOUTH 48°29143" EAST 37.00 FEET; THENCE SOUTH 13°57'24" WEST 77.40 FEET; THENCE SOUTH 44°05'07" WEST 34.49 FEET; THENCE NORTH 56°31'38" WEST 21.74 FEET; THENCE SOUTH 29°01'58" EAST 26.68 FEET; THENCE SOUTH 78°10'37" EAST 18.00 FEET; THENCE NORTH 33°19'31" EAST 98.78 FEET; THENCE NORTH 00°14'09" EAST 65.86 FEET; THENCE NORTH 89"42'50" EAST 6.00 FEET; TO SAID WESTERLY RIGHT OF WAY AND THE TRUE POINT_ OF, BEGINNING. CONTAINS 43,651 SQUARE FEET OR 1.002 ACRES OF LAND, MORE LESS OR LESS. EXHIBIT "A" TO LICENSE AGREEMENT apQ-29-2nn>_ 14:07 FRANEY, PARR & MLMA\ INC. r. Cc�r:c dZY�{�!-�n����� A � �•r {��' ' ��},. ��� � a���;y ��, ��� h^�K �._ t ! : � Dart (wwawr►) pMaoi3�til""""'"''"" ,,,,a..,w.�„„�, �:,.,.,;�....•��:z,,.,� . .� •._ -` :.. - -:.�� L»;:; �Frs�cs __ THIS CERTIFICATWOIS ISSUED AS A MATTER OF INFORMATION Franey. Parr i Iluke, ino. ONLY AND CONIFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND. EXTEND OR 13221 Park Center Raid ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Sulte 180 COMPANIES AFFORDFNa COVERAGE liernden, 93 20171 COWANY 1703) 307-0977 A Federal Insur•nee Company- INGjamo COWPANY Nvntlniton beach llatlenda Conservancy 8 COWANY P.O. lax 3903 11unttngtsn leach, CA 2244% C COWANY D f�'r r' '+J-•;rG,r Y ?""xt•`9:i�; � �,y. :V�•;;{r w,.+:c;.- + �` -;�X`'i•.?u<-•,^•�:1�. ;1.���;.�,_.� T^� ,. xs.:aouaw:eL.';L+.2..t`:Li+.►.� \.relwwtix.Aid,.bi:o:`�iA u: h''j1ic-:l�A.i�,:ir.►:...C`�'w.o�ai .�1....h�. J.� 1._.ksi• THS13TOCERTiFYTHATTHEPOLICIES OF INSURANCELISTED8ELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR T14E POUCY PER] 00 INCICATF_D,NOTWITHSTANOLP40ANYREQUIREMEN't TERMORCONDITIONOFANYCQNTRACTOR0TWE iOCUMENTWtTliF{ESPECT-tOWHCMTMtS CERTFICATE MAYBE ISSUED OR MAY PERTAIN, THE NEUAANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN I8 8UBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS QF SUCH POLICIES. LIM1TA SHOWN MAY WAVE BEEN REDUCED BY PAID CLAIMS. CO LIM TYPt Of NUMANCE pOUCY I u"CR PCLICY 1pF[CTtVt DATt (MM1DUNT) POLI" F PtRATION CAT[ IMIarDOtM tti mr" A CsksaALLIAaaJrY 74351�10 121D1/CO t2/01101 QEW5LAL AaGRE ATE I 2.000.000 PRCOMTS•COUProP AM I 2.11O0000 x CO►UMCIALGERERALL►ASPOrl x_ cLAw WADE Fi-1 ocam rMMAL i ADv IN .M I 1 COQ Ct70 EACH OC.:SFd NCE I 1-0000� Ow►4I'9 L CONTRACTOR'S TROT FIRS DAMAW Wry W Ilrel I Personal lire erf MW EXP Wry arse parson) tf t li OCO AuroavosaA�►ssm ANY AUTO s5]S171D 12101/00 12/01l01 COIMINED SINOLE 1.11AT I 1 C7Q.OG0 BOOILY INJJAY Vat peraaN = ALL 0*%&9 AUKS SCr EDI1.E'J AUTOS x Klkm AUTOS x N%t Ow%= AUTCS APPROVED AS TO FORM:, CAIL Ini' lNO 0CD1LY DA Y (Pw rctidanT) _ CITY - Y PROPERTY DAUAoa S DAJIAO[ LIA&Lry ANY ALrO -wl City AU' DA err-ev AUTO Ora-Y , EA ACCIOW, I OTHM flIAN At1T0 OILY. '-.- EACH ACCIDENT I AC CKdATE 2 s lXLtuLIAatIC[ 7311Li1:s3 121as/0>S 12)01)01 EACH Oc cE r� S ls,000,000 AOOPEOATE ! E,Q00,OCZ X LAMA&LA FORM I OT1iw4 THAN LWZrJ LA FORW WOPIKKASCOMPGkOATIOefAND [iwrtorNwe• Llasalty " EL EACH ACO:ENT i TIE PAMIETOF'J � PAA•�, 3JEXF.GITIYE Dt= JkSE POLICY oust S EL 017ASE.EA C61PLOYEE I OFFICERS Ass EXCL oTfIxIL A JSICAWT ON Or pP 14TIONa A1FOkafY i NSC ITsaea Clfy of lluntlagts-k Roach, Its Agents, Offleers end Fwpleya•s are added as an Addltlanal Insured as thelr Interest may appear. .N,M\��,\.l�•'_F /{.�.��'"r" !{, ����wy �.x-•.•.y 1-. �. � y ¢�aP F-w�.' ^"J4.I lr T�. L!"1tA_'R.A•L'ilLii �1 MOM r. �:�,,: •• a•. ,-..� �.,y.t , v,--....,+. .•w�..-,-. Y.. ... - .- L�.. 't Y i"`4.� yy f..--4 �.�1�^��•: ••r.Y'.�.�r w.w 101* A ANY OF TKa "OVE DaeCAIBRD POLIONS: Of CANC .L90 SWORN TNt Clty of Nuntlagten leash EtPMATTON OAT1 THEItlaP, THE M%JN10 COMTANT trLL eAa. P.O. if ex seal 3C DAVI i mrrrau NOTMA TO TW2 CaRnMCAU KOLM MAMED TO THE LRPT, lluhttngton (leash. CI 9261S xwDf111601R1h1MDtaM/0IGiDIt760w1I AL,THQMaZ P&PPREMiTATiVIN Jahn R. suha. It yl» �ww'erM}�-�+ww ww�wA'<'r�.r � dYs`•'Y:.�s.� Cr yr"�:r J[ ` G �`g:l_[IQCr ti.. ,,�I .19ry►`r l.: C <L�.'. t.A~ 3 : .#Ar't;." � " -S-�, px-, -'�'�S"rT'+'� w•'�. 1•r.......-.+p.r �..... L :A'.,.wr:s ]X�tr, .',.�'g�: x" L -(Ebi0 � r......_._.. _...._- TOTF�. P.02 99' P.E2 ���, �- i�w�•aiii�i avii YVKV�■ „ so„„ 2000n Street Calitornta 92Gd8 _ DECLARATION of NON-EMPLOYER5TATU5 In oracr to comply with City Council Resolution No. 6277, you are required to provide proof of_ Workers' Compensation insurance. IF you have no employees, this form must 6e signed and returned to: City of Huntington beach Risk Management Division ZOOO Main Street Huntington beach, CA 926+8 I certify that in the performance of the activity or work for which this permit is issued, I shall not employ any person in any manner so as to become su6Ject to California Workers' Compensation insurance requirements_ I authorize the City of Huntington E)each to immediately and retroactively revoke the license or - permit issued under this declaration if I hire any employees) or become sub cct to the provisions of the laws requiring workers' Compensation Insurance. ApplicanVCompany Name: flvri} l �m 13*1t Itt in&fS G�wS6VLrc vti Address: P-a 00?c aJ (-) 3 9 Applicant's Signature: Title: Location Signcd: Telephone (\lumber: 7 14 - %3--2-I23 Date: 'Q ZS/ 0 ( G:1RiskNigmt\Cert-ins1WC-Wvr.Doc (Rev. 5/31/00) LICENSE AGREEMENT BY AND BETWEEN MAYER FINANCIAL L.P. HUNTINGTON BEACH WETLANDS CONSERVANCY, AND THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH RELATING TO THE DEGRADED N'VETLAND AREA ARTICLE: 1 PARTIES AND DATE This License Agreement ("Agreement') is entered into as of May 7 12001, by and between MAYER FINANCIAL, L.P., a California limited partnership ("Mayer'); HUNTINGTON BEACH WETLANDS CONSERVANCY, a California non-profit corporation ("Conservancy"); and the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic ("Agency"). ARTICLE 2 RECITALS 2.1 Mayer is the fee owner of that certain real property located in Huntington Beach, California, and described in the attached Exhibit "A" ("Degraded Wetland Area) and incorporated herein by this reference, and owns such property subject to the terms and conditions in the Deed Restriction and easement described in Section 2.2, below. 2.2 Agency has expressly reserved for itself a perpetual, non-exclusive easement on, over and across the Degraded Wetland Area ("Conservation Easement") pursuant to a Grant Deed recorded on or about the date of this Agreement which Grant Deed conveys certain Agency property (including the Degraded Wetland Area) to Mayer. The Conservation Easement was reserved by Agency for those purposes set forth in that certain Open Space/Wetland-Preservation and Restoration Deed Restriction recorded against the Degraded Wetland Area on December 19, 2000 as Instrument No.20000689468 in the Orange County Recorder's Office ("Deed Restriction'), under which Agency is a beneficiary. The Deed Restriction was recorded pursuant to that certain Settlement Agreement entered into on or about November 29, 2000 by and between the City of Huntington Beach ("City"), the California Coastal Commission ("Commission"), the Agency, Mayer, and Mayer related entities (the "Settlement Agreement"). The easement reserved in the Grant Deed by Agency constitutes a "conservation easement" in favor of Agency pursuant to California Civil Code Section 815.1. The terms, conditions and restrictions in the Grant Deed and Deed Restriction Are incorporated herein by reference. 2.3 Conservancy has been selected to maintain the Degraded Wetland Area and ensure that the use of the Degraded Wetland Area is in compliance with the Deed Restriction until such time as fee ownership of the Degraded Wetland Area is conveyed back to the Agency by Mayer pursuant to that certain Amended and Restated Disposition and Development Agreement entered into by and between Agency and Mayer on September 14, 1998, as amended by the First Implementation Agreement to Amended and Restated Disposition and Development Agreement (the "First Implementation Agreement") entered into on or about May 15, 2000, and the Second Implementation Agreement to Amended and Restated Disposition and Development Agreement (the "Second Implementation Agreement") entered into on or about February 5, 2001 (collectively, the "DDA'�. Nothing contained in this Agreement shall change the rights or obligations of the respective parties under the DDA. 2.4 Mayer and Agency desire to give Conservancy permission to gain access to the Degraded Wetland Area, and Conservancy desires to obtain permission to gain access to the Degraded Wetland Area, for purposes related to the performance of Conservancy's duties under this Agreement, the Deed Restriction and the Conservation Easement. ARTICLE 3 TERMS 3.1 Permitted Uses. Mayer and Agency hereby grant to Conservancy (including Conservancy's employees, consultants, subconsultants, representatives, and agents) a temporary, nonexclusive right to enter onto the Degraded Wetland Area for the purposes described below relating to interim maintenance of the Degraded Wetland Area, in accordance at all times with the requirements of the Deed Restriction, the Conservation Easement and the Settlement Agreement (collectively, the "Permitted Uses"): a. Maintain the Degraded Wetland Area by removing accumulated trash and debris from the Degraded Wetland Area, and take any and all other steps required by the Deed Restriction for maintenance of the Degraded Wetland Area. b. Inspect the Degraded Wetland Area on a regular basis and report promptly to Agency and Mayer any condition causing or likely to cause significant damage or destruction to the Degraded Waland Area. C. Comply with all other requirements of the Deed Restriction, Conservation Easement, and Settlement Agreement. With the exception of the Permitted Uses described in this Agreement and other uses first approved in writing by Mayer and Agency, Conservancy shall not be authorized to use the Degraded Wetland Area for any other purpose whatsoever. Without limiting the foregoing, in no event may the Conservancy place any signs, placards or related items on or around the Degraded Wetland Area on a permanent or temporary basis without the prior express written consent of the Agency and Mayer. Additionally, the express written consent of the Agency and Mayer (which consent shall be in the Agency's and Mayer's sole and absolute discretion) shall be obtained prior to the Conservancy (i) allowing the entry of any person to the Degraded Wetland Area except those direct representatives of the Conservancy who enter for the specific purposes of performing the Conservancy's obligations hereunder, (ii) planting any plant materials, performing any restoration or alteration of any nature whatsoever to the Degraded Wetland Area 2 or surrounding property, (iii) filing each and any specific permit application with any governmental agency regarding the Degraded Wetland Area or surrounding property, (iv) seeking each and any specific grant or loan or engaging in any other specific fund raising effort for the Degraded Wetland Area, or (v) making any use thereof other than for the uses specifically prescribed in this Agreement. Conservancy shall use the Degraded Wetland Area at reasonable times and in a reasonable manner. Nothing herein shall constitute a grant of any real property interest in the Degraded Wetland Area to the Conservancy other than the limited license. 3.2 Compliance with Laws. The Conservancy shall comply with all federal, state and local Iaws, statutes and ordinances in connection with Conservancy's entry on the Degraded Wetland Area and performance under this Agreement. 3.3 Effective Date. The effective date of this Agreement shall be the date set forth above in Article 1 of this Agreement ("Effective Date'). 3.4 . Term. This Agreement shall be effective for the entire period during wrach Mayer Bolds fee title to the Degraded Wetland Area, and shall expire upon Mayer's conveyance of fee title to the Degraded Wetland Area to Agency pursuant to the DDA, but in no event shall this Agreement be effective for longer than twenty (20) months from the Effective Date ("Term'), unless earlier terminated or extended pursuant to this Agreement. Upon the expiration of the Term, no additional instrument, consent or action by either party shall be required to terminate this Agreement. With the prior written approval of the Agency, the Term referred to in Us Section 3.4 may be extended for a specified period, provided, however, that upon reconveyance of fee title to the Degraded WetI:md Area to the Agency and concurrent termination of this Agreement, Mayer shall be automatically released from any and all obligations for the maintenance, restoration or preservation of the Degraded Wetland Area. 3.5 Compensation. Neither Agency nor Mayer shall be required to pay Conservancy any monetary compensation for Conservancy's performance under this Agreement. 3.6 Condition _of Licensed Property. Upon the expiration or termination of this Agreement, Conservancy shall cause the Degraded Wetland Area to be left in the same condition as the Degraded Wetland Area was in prior to Conservancy's entry onto the Degraded Wetland Area, subject to any changes to the condition of the Degraded Wetland Area that are required or necessary in order to satisfy or comply with the Deed Restriction. Conservancy shall, at its sole cost and expense, repair or cause to be repaired any damage to the Degraded Wetland Area caused by Conservancy to the Degraded Wetland Area. Conservancy acknowledges that on the Effective Date of this Agreement that Mayer is and shall be engaged in significant construction activity adjacent to the Degraded Wetland Area for an extended period of time. Nothing in this Agreement shall be construed as a limitation upon such construction activity or an obligation of Mayer or Agency to restore or otherwise improve the existing condition of the Degraded Wetland Area in any manner. 3.7 Vector Control. Orange County Vector Control shall be permitted to enter the Degraded Wetland Area for vector control purposes as it deems necessary. 3 3.8 Ent-byEntly-by Mayer and A enc . Nothing in this Agreement shall be construed to restrict or prevent Mayer and Agency, and their respective agents, consultants and assigns, entry to the Degraded Wetland Area. 3.9 Adiacent Property. Conservancy acknowledges that Mayer intends to seek various governmental permits regarding the development of property adjacent to the Degraded Wetland Area and the establishment of a suitable buffer zone between the Degraded Wetland Area and such development. 3.10 Hazardous Materials. Conservancy shall not store or use or consent to the storage or use of any Hazardous Materials on the Degraded Wetland Area at any time during the Term. As used in this Agreement, "Hazardous Materials" means any substance, material or waste which is or becomes regulated by the United States government, the State of California, or any local or other governmental authority, including, without limitation, any material, substance or waste which is (i) defined as a "hazardous waste", "acutely hazardous waste", "restricted hazardous waste", or "extremely hazardous waste" under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140, of the California health and Safety Code; (ii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code; (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California Health and Safety Code; (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code; (v) petroleum; (A) asbestos; (vii) a polychlorinated biphenyl; (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article I 1 of Title 22 of the California Code of Regulations, Chapter 20; (ix) designated as a "hazardous substance" pursuant to Section 311 of the Clean Water Act (33 U.S.C. Section 1317); (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act (42 U.S.C. Section 6903); (xi) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. Section 9601); or (xii) any other substance, whether in the form of a solid, liquid, gas or any other form whatsoever, which by any governmental requirements either requires special handling in its use, transportation, generation, collection, storage, treatment or disposal, or is defined as "hazardous" or is harmful to the environment or capable of posing a risk of injury to public health and safety. 3.11 No Encumbrances. Conservancy shall keep the Degraded Wetland Area free from all encumbrances and liens of any kind during the Term of this Agreement. Conservancy shall promptly pay and discharge all demands for payment relating to Conservancy's entry on and investigation of the Degraded Wetland Area and take all other steps to avoid the assertion of claims of lien against the Degraded Wetland Area. In the event a claim of lien is recorded by reason of Conservancy's or its agents' entry on the Degraded Wetland Area, Conservancy, within twenty (20) days from the date of such recordation, shall either (i) record or deliver a surety bond sufficient to release such claim or lien in accordance with applicable law; or (ii) provide Mayer and Agency with such other assurance as Mayer and Agency may require for the payment of the claim or lien. n V 3.12 Insurance. 3.12.1 Conservancy shall obtain, at its sole cost and expense, and keep in full force and effect, during the Term, the following insurance policies: (a) General Liability Insurance with a minimum coverage limit per occurrence of not less than $1,000,000. A "'CIaims made" designation is only acceptable for professional or pollution liability insurance. (b) Workers' Compensation Insurance in an amount and form sufficient to meet all applicable governmental requirements, with a minimum coverage of at least $100,000 for bodily injury per disease or accident per occurrence. 3.12.2 Mayer and the Agency and City and their agents, officers and employees shall be named as the "Certificate Holder" and as additional insureds for each insurance policy required herein. Each such policy shall contain a provision that: (a) for all claims, accidents, injuries and damages occurring in or about the Degraded Wetland Area, provides primary coverage without contribution from any other insurance carried by or for the benefit of Mayer and/or Agency, (b) the policy shall not be cancelled and the amount thereof shall not be reduced unless thirty (30) days' written notice shall have been given to Mayer and Agency by certified mail, return receipt requested, which notice shall contain the policy number and the names of the insured and additional insureds, except that the policy shall not be cancelled for non-payment of premiums unless ten (10) days' written notice shall have been given to Mayer and Agency in the manner set forth herein. All insurance required to be carried by Conservancy pursuant to the terms of this Agreement shall be effected under valid and enforceable policies issued by reputable and independent insurers licensed in the State of California with a current A.M. Best's rating of no less than A:VII. 3.12.3 Prior to entry onto the Degraded Wetland Area, Conservancy shall deliver to Mayer and Agency appropriate certificates of insurance evidencing the insurance required to be carried pursuant to this Section 3.12. 3.12.4 Conservancy agrees to indemnify, defend, protect and hold Mayer and the Agency and the Degraded NVetland Area free and harmless from any and all loss, liability, claims, damages and expenses (including, but not limited to, reasonable attorneys' fees and costs) arising directly or indirectly from the exercise of said license. Such undertaking of indemnity shall survive the termination of this Agreement for any reason. 3.13 Default. 3.13.1 Failure or delay by any party to perform any term or provision of this Agreement constitutes a default under this Agreement. The non -defaulting party shall give written notice of default to the defaulting party, specifying the default complained of. The defaulting party must cure, correct or remedy such failure or delay within ten (10) days after receipt of such written notice of default. Failure or delay in giving such notice of default shall not constitute a waiver of any default, nor shall it change the time of default. Delays by any parry in asserting any of its rights and remedies shall not deprive any party of its right to institute 5 V and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. 3.13.2 Any notice of default that is transmitted by electronic facsimile transmission during regular business hours of regular business days followed by delivery of a "hard" copy, shall be deemed delivered upon its transmission; any notice of default that is personally delivered (including by means of professional messenger service, courier service such as United Parcel Service or Federal Express, or by U.S. Postal Service), shall be deemed received on the documented date of receipt; and any notice of default that is sent by registered or certified mail, postage prepaid, return receipt required shall be deemed received on the date of receipt thereof. 3.13.3 In the event a default is not cured by the defaulting party within the time set forth in this Section 3.13, then the non -defaulting party may terminate this Agreement in writini. 3.14 Termination. Notwithstanding Section 3.13, this Agreement may be terminated in writing by any party in its sole and absolute discretion upon thirty (30) days' prior written notice to the other parties. 3.15 Attorneys' Fees. In any action between any of the parties seeking enforcement or interpretation of any of the terms and provisions of this Agreement or a declaration as to the meaning hereof, or in connection with the Degraded Wetland Area, the prevailing party in such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable costs and expenses, not limited to taxable costs, reasonable attorneys' fees and reasonable fees of expert witnesses. 3.16 Assignments. This Agreement may rot be assigned by Conservancy without the prior written consent of Mayer and Agency which consent may be withheld in Mayer's or Agency's sole discretion. 3.17 Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns. ._ 3.18 Amendments. No provision of this Agreement may be amended or added to except by an Agreement in writing signed by the parties hereto or their respective successors in interest and expressly stating that it is an amendment of this Agreement. 3.19 Further Assurances. Each of the parties hereto shall execute and deliver any and all additional papers, documents and other assurances, and shall do any and all acts and things reasonably necessary in connection with the performance of their obligations hereunder and to carry out the intent and agreements of the parties hereto. 3.20 Governing Law. This Agreement sh311 be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California. N. 3.21 Authority to Enter Into -Agreement. The individual(s) executing this Agreement on behalf of each party is (are) authorized to execute this Agreement on behalf of said party. Each party has taken all actions required by law to approve the execution of this Agreement. 3.22 Representatives. The following individuals shall be designated as representatives of the parties hereto. Larry Brose is designated as Mayer's representative; Gary Gorman is designated as the Conservancy's representative; and Gustavo A. Duran is designated as the representative of the Agency. Any of the parties may change such designated representatives by giving the other party written notice of such change. 3.23 Counterparts. This Agreement may be executed in counterparts and when so executed, each such counterpart will constitute an original document and such counterparts will constitute one and the same agreement. ' IN WITNESS WHEREOF, the parties hereto have executed this License Agreement. Date: , 2001 Date: (�uAv 1 1 , 2001 "Mayer" MAYER FINANCIAL, L.P., a California limited partnership By: RLM Management, Inc., a California corporation, Its General Partner By: ' L Robert L. Mayer, Pre i e:nt "Conservancy" -- HUNTiNGTON BEACH WETLANDS CONSERVANCY, a California non-profit corporation By: 1j,4 4 Gordoif W. Smith, Fhairman 7 V Dated: IG— 09 , 200I ATTEST: -&t-v� Agency Clerk REVIEWED AND APPROVED: Q Ray Sih r, Executive Director APPROVED AS TO FORM: Kane, Ballm r & Berkman Agency Special Counsel Hb1W f,Closin&ParcelA-81LicenseS "Agency" REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body, corporate and politic By: A», hairman APPROVED AS TO FORM: Agency General Counsel + INITIATED AND APPROVED: - Aftw David Biggs, Deputy Iflecutive Director V EXHIBIT "A" LEGAL DESCRIPTION OF DEGRADED WETLAND AREA THE LAND DESCRIBED HEREIN IS SITUATED IN THE CITY OF HUNTINGTON, BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF SECTION 14, TOWNSHIP 6 SOUTH, RANGE 11 'VEST OF THE RANCHO LOS BOLSAS, AS PER MAP RECORDED IN BOOK 51, PAGE 14, RECORDS OF THE COUNTY OF ORANGE, MORE PARTICULARLY DESCRIBED AS FOLLOWS: THOSE PORTIONS OF THAT LAND DESIGNATED AS REMAINDER ON MAP THEREOF OF TRACT NO. 15535 RECORDED SEPTEMBER 14, 1999 IN BOOK 790, PAGES 44 THROUGH 50, INCLUSIVE, OF MISCELLANEOUS MAPS, RECORDS OF THE COUNTY OF ORANGE. MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE SOUTH ONE-HALF OF THE NORTHEAST ONE -QUARTER OF SAID SECTION 14, PER SAID TRACT NO. 15535; THENCE ALONG THE NORTHERLY LINE OF SAID SOUTH ONE-HALF, NORTH 89°15'39" WEST 50.00 FEET TO THE WESTERLY RIGHT OF WAY OF BEACH BOULEVARD AS SHOWN ON SAID TRACT NO. 15535; THENCE ALONG SAID WESTERLY RIGHT OF WAY, SOUTH 00017.01" WEST 681.85 FEET TO THE TRUE POINT OF BEGINNING; THENCE, CONTINUING ALONG SAID WESTERLY RIGHT OF WAY, SOUTH 00017'10" WEST 257.55 FEET; THENCE, LEAVING SAID WESTERLY RIGHT OF WAY, NORTH 8703317" WEST 14.00 FEET; THENCE NORTH 010081211 12" EAST 8.59 FEET; THENCE NORTH 45011'30" WEST 65.40 FEET; THENCE NORTH 85023'00" WEST 35.27 FEET; THENCE SOUTH 24055'48" WEST 21.31 FEET; THENCE NORTH 87017'23" WEST 48.09 FEET; THENCE SOUTH 47°23'51" WEST 104.14 FEET; THENCE SOUTH 84057' 19" NEST 7.30 FEET; THENCE NORTH 35026'46" WEST 36.33 FEET; THENCE NORTH 25058'40" EAST 262.04 FEET; THENCE NORTH 22°27'35" WEST 4.50 FEET; THENCE NORTH 46°37'29" EAST 23.07 FEET; THENCE NORTH 24021'30" EAST 120.69 FEET; THENCE NORTH 83027'33" EAST 17.12 FEET; THENCE SOUTH 02055'37" WEST 92.82 FEET; THENCE SOUTH 52°05'49" NEST 37.38 FEET; THENCE SOUT11 25020'52" EAST 21.31 FEET; THENCE NORTH 60°23' 17" EAST 33.54 FEET; THENCE SOUTH 48029'43" EAST 37.00 FEET; THENCE SOUTH 13°57'24" WEST 77.40 FEET; THENCE SOUTH 44°05'07" WEST 34.49 FEET; THENCE NORTH 56*31'38" WEST 21.74 FEET; THENCE SOUTH 29*01'58" EAST 26.68 FEET; THENCE SOUTH 78°10'37" EAST 18.00 FEET; THENCE NORTH 33°19'31" EAST 98.78 FEET; THENCE NORTH 00014'09" EAST 65.86 FEET; THENCE NORTH 89042'50" EAST 6.00 FEET; TO SAID WESTERLY RIGHT OF WAY AND THE TRUE POINT OF BEGINNING. CONTAINS 43,651 SQUARE FEET OR 1.002 ACRES OF LAND, MORE LESS OR LESS. EXHIBIT "A" TO LICENSE AGREEMENT aa rr==rr�W-M}—��F/�J))'-4cdc.r i dZY.]�.r��e'4•.ac R�i:.i ' �••, ■r; �i�Y .�y, p� '�110Dp+i �x•wwr.rn.u�dit"' wv.•dd L�:aa+-r-s:i 11xr'rrk�f +iw.7..Lw'nak6 l�C[� �,.. «t-s11 is 11261A 1 :::a u wNdlkr�� : .ZJ by '- THIS CERTIFICA ISSUED AS A MATTER Of INFORMATION Franey. Parr i Ilulta, lea. ONLY AND co �lS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CEATIFICATE DOES NOT AMEND, EXTEND OR 13321 Fort Canter Read ALTER T141E COVERAGE AFFORDED BY THE POUCLES BELOW. COMPANIES AFFOROING COVERAGE: Suite ISO COirAIrY lbrajon. Yi 20111 (lag) ml-HT7 A Fad•ral Insvr•aeo Cep • im a Lln to c01a mm 1(untlntt4R ieath ttatland■ Canaarrancy B COWANY P.C. lax 3903 Iluntlettan larch, CA U142 C COWARY D ` .t r - �1 --!.3[�`f: ''� t - ,ti�� �t, `i�_` a•�'i: '�:�,•'�-trx.�. +•/-riyU-, :. +�+ •_ THIStITOCERTIFYTHATTHEPOLICIESOFW$URANCEUSTEDBELOWWIVG3EENISSUrLDTOTHEWSLMEDNAMED ABOVE FORTI-CPOLICYPERIOD INDICATED,NOTWITMSTANDINOANYAEOUTAEMENT,TERMORCONDITIONOr-ANYCONTRACTOA OTI"EADO ctPAENT WITHRESPECTTO WHCHTMIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY TH9 POLICIES DESCRIBED HEREIN M SUBJECT TO ALL THE TERMS, EXMUSION8 AND CONDITIONS OF SUCH POLICIES. LIMIT8 SHOWN MAY HAVE BEEN pEOUCED BY PAID CL.A1M2. f:0 L-R TYPROPINIUMANCS POLICYNUirssn rcucYlrFECTTVS GAMS (M"WM POLICYSVmATION DATE "MOfM LwArrs A osw[aAituua.nY 36361910 121a11DA 12121101 QEW-AALAa(1 GATE t 2,000.000 PPICOUCis•CcwAw Acts t 2.oa0 low x COI4EAC1ALjV4M&L1A82uTY :.w CLAWS MACE Q Oc" PERSOKAL t ADr µLLRY S 1 a00 000 EACH 0=rJIE Ott s f.0oo.0G0 0* ER'9 t C'tNTRACTOR'S PROT FLRIZ DAMAGE (Any One nts) I 'arsenal Pro ert ►ED EXP Vm ore Pareortl t 5 DOD AUTola0auL1ut1TY AMY AUTO 2S3'l1i1Q 12lQS►04 12la1101 CC*M NM ZINME LIMIT I 1 A00.OA0 nOOILY TNLAT (Par Ferran) t ALI. CWNE� AUTL`t SZIMLED AUTOS Y H-Am AUTCS x ! X� Cwl= AUTOS APPRPETD AS TO '6 G[LIY, I'.T�T' C_1 S A.Y WARY (ter acaldenQ t T CITE J`'1+�%:..._i PAOPERTY DAUAGE . t AARAQ1LIAsLJTY Ater AUTO Y �=�• tr Orney AUTO ONLY - EA ACCrMa s oT►fE�4 T1fAH A.rTo OhiY: ... EACH ACCIDDr. t ABQAEDATE I _ A e[C[tauAsLnY 7A766555 12113ilDA 121A11Q1 EACK 0=UUWAa S S.m too AGWOATE S 6,D00,Or+0 is X ULIt aLA FORM OD04 THAW t&SRE LA FOFAt IQR WORASC01•ARafATIONA0 t1t1 hLQTRR a• LiJ�a ay'rlr �■ _ ITQej F' - '�� ?".�«•�;� EL EACK ACC.'" t• Tw PAOPRIETOFV Oct PAA'NVM/EXCWIYE REXCL EL 011EA E•POLICY t MIT t EL DISEASE -EA C61PLOYEE t OFFICERS ATE oYH st1 A 06ICAimu'l a OF Fail nor ako CAMNary am RC f oms t1ty of Nvatlnaton tech. Its Agants. Offloors and Eotloyees are added as on lidltlsnal lesurad as lhslr Interact may appear. r ��. �r���r ,�+y.. �14y f'.:.Y Y,� r. �'-.-_��#�t�}.1 )(-]L{ J Li .i.T.� �'...�.T!:A/.'L�=Mi42wti F/'�w���`�.lw�.*�lL� �'� �i�w..�wV��' •� �1I� � � �ii'+q+.L�.�i.?'ri�4�*at�wy.[i�/../�.�w RwOULb sAY OF Twa AROW Haaanlaa0 Pouch* 1il cAxc2L.LO tisrotls THE Csty of llunetPctee I deal% ta►IAATION LATs TKaI1aa}, TH1 I"U192 COWAni Iat,L Q FAL P.Q. 19IL 1wil 10 DAY@IW11frTaf NOYWATOTHICRRTrICATSHOLM NAMIMTOWLE". Huntloston loath. LA 92115 211101111" t0e10O1gKNRN0= A1fTMOR rlPaRa A llla 1 John A. umh4, 11 -4'%e1,!'i'�� 'r•�c •YST�w•4rr�- ,/`Ci! r'= sr i`"?Y:`.- 'Y.tlwsr. !h3eses iir;w.1c•'.. y.»-• .v...�y.r. e'W"...y+w.n.••..w 14T1OTi1+�� 99% P.e2 2000 6' Street JgUN7MTQNft-O&M California 92648 _ DECLARATION of NON-ELMPLOYE.R5TATU5 in order to comply with City Council Resolution No. 6z77, you are required to Provide proof of ` Vlor6rsr Compensation insurance. If you have no employees, this form must lie signed and returned to: City of Huntington 5cach Risk Management Division 2000 Main 5trcct Huntington beach, CA 926t8 S certify that in the performance of the activity or work for which this Permit is issued, 1 shall not employ any person in any manner so as to become subject to California Workers' Compensation insurance requirements. f authorize the City of Huntington f)each to immediate4y and retroactively revoke the license or Permit issued under this declaration if ( hire any employees) or become subject to the Provisions of the laws requiringWorLers' Compensation Insurance. Applicart/Company Name: Nv4x " 17e'W �c � e A vic(5 v2SevL/li Vl Address: _PO L l ox boo 3_ 9 Applicant's 5;gnature:,,� Title: Location Signed: Telephone Number: -7 !-4 - %3—?, (23 a c/y Date: _ 412s10 G:IRiskMsmt\Cert-ins\%VC-Wvr.Doc (Rev. 5131/00) RCA ROUTING SHEET INITIATING DEPARTMENT: Economic Development Department SUBJECT: Huntington Beach Wetlands Conservancy License Agreement COUNCIL MEETING DATE: May 7, 2001 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Not Applicable Resolution (wlexhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (wlexhibits if applicable) (Signed in full by the City Attomey) Attached Subleases, Third Party Agreements, etc. (Approved as to form by CityAffomey) Not Applicable Certificates of Insurance (Approved by the CityAttomey) Attached Financial Impact Statement (Unbudget, over S5,000) Not Applicable Bonds (If applicable) Not Applicable Staff Report (If applicable) Not Applicable Commission, Board or Committee Report (If applicable) Not Applicable Findings/Conditions for Approval and/or Denial Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FORWARDED Administrative Staff { )1 ( ) Assistant City Administrator (Initial) ( ) ( } City Administrator (Initial) ) City Clerk ( ) , 7-r,—Itt EXPLANATION FOR RETURN OF ITEM: