HomeMy WebLinkAboutRobert J. Koury Owner Participation Agrmt/OPA Parking Structure 1988-1995 - 1988-12-19 V fir►
CITY OF HUNTINGTON BEACH
INTER-DEPARTMENT CONLMUNICATION
Economic Development Department
TO: Connie Brockway, City CIerk
BY: David C.Biggs, Director of Economic Development PW
DATE: April 1, 1997
SUBJECT: TRANSMITTAL OF CERTIFICATE OF COMPLETION-KOURY
After much too long of a delay, I have finally had the opportunity to review the Koury
Owner Participation Agreement in relation to*e Certificate of Completion. The OPA is
silent as to the Certificate of Completion and the authority for it to have been issued
administratively. Clearly,the Certificate if Completion was provided to Mr. Koury as an
administrative action in 1994.
We have researched our files for a copy of any transmittal letter, and have asked Mr.
Koury to do the same. This investigation has not revealed the existence of a transmittal
letter for the Certificate of Completion. We suspect that a copy was merely sent or hand-
delivered to?-.1r.Koury without the formality of a transmittal.
We have verified that Mr. Koury has a copy of the Certificate of Completion for his
records. As such, I wanted to provide you with this memorandum to close the loop.
I would also like to note that in future Disposition and Development Agreements or
Owner Participation Agreements we will delete the recordation information/blank from the
form, and will ensure that the Agency's Executive Director is clearly empowered to
execute the Certificate of Completion as an administrative function.
Thank you for your assistance on this matter.
VMm3 'koury1d1w
CITY OF HUNTINGTON BEACH
INTER-DEPARTMENT COMMUNICATION
HUPMhCFoY If4Cw
TO: David Biggs, Economic Development Director
FROM: Connie Brockway, City Clerk Ck
SUBJECT: Certificate of Completion- Robert J. Koury
DATE: December 19, 1995
Please send our office a copy of your letter to Robert J. Koury transmitting a copy of
the Certificate of Completion of the Main Promenade.
A copy of the transmittal letter your department sent to Mr. Koury is required to
complete the records on this project.
This is the second request for a copy of a letter of transmittal, see attached memo
dated 7/10/95 to Acting Director.
CITY OF HUNTINGTON BEACH
•r INTER-DEPARTMENT COMMUNICATION
HUKrIr+Gro+sra[n
TO: Ray Silver,Assistant City Administrator
FROM: Connie Brockway, City Clerk G6
SUBJECT: Certificate of Completion-Main Promenade- Robert J. Koury
DATE: July 10, 1995
The City Clerk's Office has explored all avenues available to record this Certificate of
Completion with the Orange County Recorder. The Recorder refuses to record the
Certificate of Completion for the Main Promenade due to lack or Government Code
authority. This unrecorded document will be retained as a permanent record in the City
Clerk's Office.
Enclosed is a copy of the unrecorded Certificate of Completion for the Economic
Development Department to transmit to Robert Koury. Also enclosed is a sample letter
Barbara Kaiser used when a different Certificate of Completion could not be processed
by the County. �J, �,Jr
Please send a copy of your letter transmitting the Certificateh our office so this file can
be inactivated. ff
9:�ct�esmem95 002 fro �' / R `
from the desk of:
EVELYN SCHUBERT, CMC
DEPUTY CITY CLERK 5405- •rigtUn Beach
536
CALIFORNIA926U
-MIC DEVELOPMENT
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.� 2
'ate .O. BOX 190
HUNTINGTON BEACH, CA 9264
1ae 4/�
Enclosed is a copy of the Certificate of Con,pletion for the
Ile County of Orange is no longer accepting
such documents for recording however, you may consider that we have issued the
Certificate to you as required under the Loan Agreement. The original Certificate will
be retained by the City Clerk as part of the permanent file.
We are very pleased with the project and wish you continuing success.
Sincerely, n r r"
.pLn r't
In
n
' to
Barbara A. Kaiser "'
from the desk of:
EVELYN SCHUBERT
Deputy City Clerk
City of Huntington Beach
P.O. Box 190
Huntington Beach, CA 92648
(714) 536-5405
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91=345710
CORDING REQUESTED BY
FIRST AMERICAN TITLE INS.CO.
RECORDING REQUESTED BY ) REOMED IN 0FF1C&M
AND WHEN RECORDED MAIL TO: } OF ORANGE COU".Q4}p0QM
}
City Cleric > -II12 AM JUL 3 '91
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648 } 420cl ,�RECOWES
(Space Above Line For Recorder's Use)
COV!AM
WHEREAS, Robert J. Koury, an individual (the "Covenantor"), and the
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH (the "Agency") have
entered into a certain Owner Participation Agreement dated December 29, 1988
(the "Agreement", a copy of which is on file with the Agency at its offices
and which is incorporated herein by reference) pursuant to which the
Covenantor has agreed to subject certain real property belonginq_to__the_
Covenantor (which property is referred to herein as the "Affected Property",
and_is described in the "Legal Description of the Affected Property", which is
attached hereto as Exhibit A and incorporated herein) to certain covenants; and
WHEREAS, the. enforcement of said covenants will ensure proper
Implementation of the Redevelopment Plan for the Agency approved by Ordinance
No. 2578 and amended by Ordinance No. 2634 of the City Council of the City of
Huntington Beach (the "Redevelopment Plan"), and will, therefore, benefit the
Covenantor, the City of Huntington Beach (the "Covenantee"), and the property
owners located within the Redevelopment Project Area affected by the
Redevelopment Plan; and
WHEREAS, the Covenantor and the Agency desire and intend that these
Covenants shall be enforceable by the Agency to the greatest extent allowable
by law; and
WHEREAS, the Community Redevelopment Law (California Health & Safety Code
§33000 it =.) provides that a redevelopment agency shall establish covenants
running with the land in furtherance of the relevant redevelopment plan;
NOW, THEREFORE, the Covenantor agrees and covenants as follows:
1. Covenantor agrees for itself, and its successors and assigns, and
every successor in interest to the Affected Property, or any part thereof that
the Covenantor, and such successors and assigns shall:
(a) Devote the Affected Property to those uses permitted by the
Redevelopment Plan (which covenant shall run with the land);
(b) Not unlawfully discriminate against or segregate any person or
group of persons on account of race, color, origin, sex, marital status,
national origin, religion or ancestry in the sale, lease, sublease,
transfer, use, occupancy, tenure, or enjoyment of the premises herein
conveyed, nor shall the Covenantor itself or any person claiming under or
through the grantee, establish or permit any such unlawful practice or
practices of discrimination or segregation with reference to the
selection, location, number, use or occupancy of tenants, lessee,
subtenants, sublessees, or vendees in the premises herein conveyed. All
deeds, leases, or contracts for the sale, lease, sublease or other
transfer of the Affected Property shall contain such non-discrimination
provisions. The foregoing covenant shall run with the land.
2. Agreements and covenants contained herein shall be covenants running
with the land and shall, in any event, and without regard to technical
classification or designation, legal or otherwise, except only as otherwise
specifically provided in the Agreement, be binding, to the fullest extent
permitted by law and in equity with the benefit and in favor of, and
enforceable by, the Agency and its successors and assigns against the
Covenantor, its successors and assigns and every successor in interest to the
Affected Property, or any part thereof or any interest therein.
3. The agreements and covenants contained herein pertaining to the uses
of the Affected Property shall remain in effect from the date hereo until the
expiration date of the Redevelopment Plan as said expiration date may be
extended by proper amendment to the Redevelopment Plan. Covenants regarding
discrimination shall remain in effect 0
rpetuity.
ROEERT KOURY
05/24/91
9620r/2460/18 -2-
STATE OF CALIFORNIA )
) ss.
COUNTY OF
On JuUe 13, 1991 before me, the undersigned, a Notary Public
in and for said State, personally appeared Robert J. Koury, personally known
to me or proved to me on the basis of satisfactory evidence to be the person
Who executed the within instrument.
WITNESS my hand and official seal.
OFFICIAL NOTARY SEAL
gARBARAA.HUMPHREY
Notarypub6c-California Si ature of Notary Public
+ ORANGE COUNTY
' r My Comm.Exp.JAM.30.1995
(SEAL)
05/24/91
9820r/2450/18 -3-
EXHIBIT A
Legal Description_off the-Affected Property
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE,
CITY OF HUNTINGTON BEACH, DESCRIBED AS FOLLOWS:
PARCEL 1:
UNIT B, AS SHOWN ON THE CONDOMINIUM PLAN (THE "PLAN") RECORDED APRIL 10, 1991
AS INSTRUMENT NO. 91-168227 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN AND TO THAT PORTION OF LOT 1 OF
TRACT NO. 14133, AS SHOWN CN A MAP RECORDED IN BOOK 674, PAGES 46, 47 AND 48
OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, DEFINED AS
"COK40N AREA" IN THE PLAN AND IN THE DECLARATION OF COVENANTS, CONDITIONS AND
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED APRIL 10, 1991
AS INSTRUMENT NO, 91-165226 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 3: . (FOR UNIT B)
THE EXCLUSIVE RIGHT TO USE THE APPURTENANT EXCLUSIVE USE CCKMON AREA SET ASIDE
AND ALLOCATED FOR TEE EXCLUSIVE USE OF THE OWNER OF THE CONDOMINIUM DESCRIBED
IN PARCEL 1 ABOVE, AS DESCRIBED IN THE CC&R'S AND AS SHOWN ON THE PLAN.
05/24/91
9820r/2460/18 Exhibit A
SUMMARY REPORT
i
This summary report has been prepared for the Huntington Beach
Redevelopment Agency -( "Agency" ) pursuant to Section 33433 of the
California Health and Safety Code. This report sets forth certain
details of the proposed Disposition and Development Agreement
( "Agreement" ) between the Agency and Robert Koury ( "Participant" ) .
The agreement requires the Agency to purchase ten parcels owned by
the Participant, six parcels owned by various third parties and one
parcel owned by the City of Huntington Beach in order to assemble
the entire block on Main Street bounded by Walnut and Olive
Avenues. This land assemblage is taking place to allow for the
construction of an 828-space public parking garage to serve exist-
ing downtown developments. The proposed parking structure is lo-
cated in the Main-Pier Redevelopment Project Area in the City of
Huntington Beach. This report describes and specifies:
1. The cost of the proposed agreement to the Agency, includ-
ing relocation costs, site clearance costs, infrastrcu-
ture costs and the expected interest on any loans or
bonds required to finance the Agreement;
2. The estimated value of the interests conveyed, determined
at the highest uses permitted under the Redevelopment
Plan;
3. The purchase price to be paid by the Participant for the
interests being Conveyed.
This report and the proposed Agreement are to be made available for
public inspection prior to the approval of the Agreement.
A. SALIENT POINTS OF THE AGREEMENT
1. Eatticipant Responsibilities
Under the proposed Agreement, the Participant agrees to convey
the ten Participant-owned parcels, in the subject block, to
the Agency. In return, the Agency will construct a 32, 000
square foot commercial shell within the parking garage, and
will reconvey a condominium ownership in this shell to the
Participant. The Participant shall be responsible for provid-
ing tenant improvements to the commercial shell. The Par-
ticipant will be entitled to use 154 of the parking spaces in
the public parking garage, like any number of the general
public. The right to use these spaces will act as a credit
towards meeting the parking code requirements for the commer-
cial space.
r
r .
Page 2
2 . Agency Besponsibilities
The Agency is responsible for and shall commit the following
to the project:
a. Purchase the 17 Participant, third party and City parcels
necessary for assemblage of the site.
b. Compensate the current tenants in the existing projects
on the subject block for legitimate relocation costs.
c. Demolish the existing improvements located on the subject
block.
d. Construct an 828-space parking garage containing a 32,000
square foot commercial shell.
e. Compensate the participant .for 50% of lost rental income
for the time period between tenant notification and the
conveyance of parcels ti to the Agency.
f. Reconvey a condominium ownership in the commercial shell
to the Participant.
g. Provide the use of 154 parking spaces in the garage at no
capital cost to the Participant.
3. Method of Financing
The proposed Agreement requires the Agency to acquire the 17
parcels located on the subject block. Additionally, the
Agency must relocate the current tenants, compensate the Par-
ticipant for lost rental income and incur all costs associated
with constructing the parking garage, including the commercial
shell. The Agency costs will be financed with a loan from the
City General Fund. This loan will be repaid over time with
the tax increment revenues generated throughout the Main-Pier
Redevelopment Project Area.
1 . •, r a
i
. Page 3
B. COST OF AGREEMENT TO AGENCY
The estimated costs of the agreement to the Agency are as fol-
lows:
Eliminate trust deed encumbrances
on 10 Participant Parcels $ 11235,000
Third Party Parcel Acquisition 21981,500
Acquisition of City Parcel 152,000
Tenant Relocation Costs 340,500
Demolition Costs 85,000
Construct Garage and Commercial Shell 10,000,000
Construction Period Interest Costs 690,000
Compensate Participant for 50% of
Lost Rental Income 55,000
Total Costs to Agency $15,539,000
(Less) Participant Acquisition of
Commercial Shell (1,235,000)
(Less) Capitalized Value of Parking
Revenues (11660,000)
----------
Net Costs to Agency $12, 644, 000
C. ESTIMATED VALUE OF THE INTERESTS TO HE CONVEYED TO THE PAR-
TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE
REDEVELOPMENT PLAN
The determination of the estimated value of the interests to
be conveyed to the Participant pursuant to the proposed Agree-
ment was made by Keyser Marston Associates, Inc. , in an
economic analysis dated November 41 1988. The total value of
the interests being conveyed to the participant is estimated
at $5,835,000. This includes the Agency land purchase,
Agency compensation for lost rental income, interest on the
conveyance payment and the present value of the commercial
project income stream.
lConsists of the current appraised value of five of the third
party parcels, plus the net costs of the Clark Hotel land
swap.
Page 4
D. PURCHASE PRICE PAID BY PARTICIPANT AND REASONS FOR DIFFERENCE
IN FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOP-
MENT PLAN
The costs incurred by the Participant to implement the
proposed Agreement include the appraised value of the Par-
ticipant parcels, the costs of acquiring the commercial shell,
tenant improvement costs, leasing and legal fees, and lost
rental income. As detailed in the November 41 1988 analysis
by Keyser Marston Associates, Inc. , the total costs incurred
by the participant are estimated at $5,300,000.
The City of Huntington Beach has established a policy of
providing ample public parking to serve the needs of the ex-
isting downtown uses, as well as the overflow needs of the new
major developments planned for the downtown. To that end, the
City has earmarked the Main Street block bounded by Walnut and
Olive Avenues for the construction of a major public parking
garage. The Participant parcels must be acquired to allow
this parking structure to be developed, and the proposed
Agreement represents a negotiated settlement for the acquisi-
tion of 10 key parcels. The estimated $5,835,000 value of the
interests being conveyed to the Participant versus the es-
timated $5,300, 000 costs to be incurred by the Participant
provides a return to the Participant of $535,000 . As dis-
cussed in the November 4, 1988 Keyser Marston Associates, Inc.
analysis, this level of return is warranted given the foregone
opportunities and risk being assumed by the Participant under
the proposed Agreement.
}
r� RECORDING REOVESTED BY 89- 1 1 65 91
AND WHEN fECORDED MAIL THIS DEED AND. ij'(;ii;ii)i4u iic'uuEsit:u t5y
UNLESS OTHERWISE SHOWN BELOW. MAIL TAX STATEME VTS TO: FIRST pA1EA1CAN TITLE INS.CO.
RECORDED IN OFFICIAL RECORDS
THE REDEVELOPMENT AGENCY OF THE OFORANGE COUNTY.CAUFCRNIA
.CITY OF HUNTINGTON BEACH 4:00
2000 MAIN STREET PM MAR 6 1989
HUNTINGTON BEACH, CALIFORNIA 92648
/y cOVKty
J EXEMPT "``'G Cj
t:[ Rt tltp$R
ESCROW NO. C12w
TITLE ORDE14 r �_
SPACE ABOVE THIS LINE FOR RECORDER'S USE
r z
GRANT DEED
5vs6
The undersi.-Pi d grantor(s) declire(s): yf
Documentary transfer tax is S SEE BELOW** A.P.N. Imo_
( X ) computed on full value of property conveyed, or 10, ly, 1:
( f computed on full value less value of liens and encumbrances remaining at time of sale.
( ) Unincorporated area: ( X ) City of HUNTINGTON BEACH ,and
By this instrtttl ant dated FIRST DAY OF MARCH, 1989 for a valuable considerdtiotl
ROBERT J. KOURY, A MARRIED MAN
hereby GRANTS to
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, A PUBLIC BODY,
CORPORATE AND POLITIC
the following described real prolvrty in the CITY OF HUNTINGTON BEACH
County of ORANGE , State o(CALIFORNIA
SEE LEGAL DESCRIPTION ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT "A".
SEE EXHIBIT "B" INCORPORATED HEREIN AND MADE A PART HEREOF
NO DOCUMENTARY TRANSFER TAX PER REVENUE AND TAXATION CODljLc4n. FREE RECORD
CODE 6103. NO PRELIMINARY CHANGE OF OWNERSHIP REQUIRED.
STATE OF CALIFORNIA.
COUNTY OF ORANGE --------------------
on MARCH 2� 1989 before me ss ROBE t(OURY
the undersigned,•a Notary Public in and for said County and State,
Personally appeared Ill)
ROBERT J. KOURY
Proved to me on the basis of satisfactory evhdence to be the Persons)
'� —%Lhusc 'nante(s)'Is/arc subscribed to the within instrument. and
acknowledged.to me that he/she they executed the same.
W'ITN'- Vh,.d Ad om ' sea
OFFICIAL SEAL Sea Wig 096C2,0w Va., J"C•
�LINDA J CA„1. BELL
,, „s.,.]N�TA��fPUELIC-CA.IfePNtA;? Post Office Box1840
PRINCIPAL OFFICE IN
ORANGE COUNTY Huntington Beach,California 92647
1 My commiss!on expires 10.14.90 tt
MAIL TAX STATI•:ML'NTS TO PARTY SHOWN ON FOLLOWING LINE;II: NO PARTY IS SHOWN,MAIL.AS DIRECTED ABOVE.
APD730 Name Street Address City d State
&-116589
ESCROW NO: 01-10612-JR
HATE: FEBRUARY 15, 1989
"EXHIBIT A"
LEGAL DESCRIPTION
PARCEL 1: LOTS 6 AND S IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP
THEREOF RECORDED IN BOOK 39 PAGE 36 OF MISCELLANEOUS MAPS, IN THE OFFICE OF
THE COUNTY RECORDER OF SAID COUNTY.
PARCEL 2: LOT 10 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP THEREOF
RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, IN 1HE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
PARCEL 3: LOT 12 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP THEREOF
RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
PARCEL 4: LOT 14 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP THEREOF
RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY
FECORDER OF SAID COUNTY.
PARCEL 5: LOT 16, 18 AND THE SOUTHWESTERLY 6.5 INCHES OF LOT 20, BLOCK 203
DF HUNTINGTON BEACH, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 3, PAGE 36
OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE: COUNTY RECORDER OF SAID COUNTY.
PARCEL 6: LOTS 15, 17 AND 19 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON
A MAP THEREOF RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, IN THE
OFFICE OF THE COUNTY RECORDED OF SAID COUNTY.
PARCEL 7: LOT 22 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP THEREOF
FECORDED IN BOOK 3, PAGE. 36 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY
FECORDER OF SAID COUNTY.
PARCEL 8: LOT 24 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP THEREOF
RECORDED IN BOOT( 3, PAGE 36 OF MISCELLANEOUS; MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
PARCEL 9: L❑T 26 IN BLOCK 203 OF HUNIINGTON BEACH, AS SHOW4 ON A MAP THEREOF
RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
80z116590 �j
. RECORDING REQUESTED BY
• FIRST A1.IERICAN TITLE iNS.CO.
RECORDED IN OFFICIAL RECORDS
OF ORANGE COUNTY.CALIFORNIA
RECORDING REQUESTED BY ) 4.00
AND WHEN RECORDED MAIL TO: ) PM MAR S 1989
City Clerk }City of Huntington Beach } covHn
COUNW
2000 Main Street ) EXEMPT
Huntington Beach, CA 92648 ) C�2
DEED OF TRUST
This document is exempt from payment of recording fee
pursuant to Goverment Code 16103 .
Dated: March 6, 1989 THE REDEVELOPMENT AGENCY OF THE
CITY OF HUNTINGTON BEACH
By:
Its:_ Dep Y Clerk
This DEED OF TRUST, made March 6 , 1989,
between The Redevelopment Agency of the City of Huntington
Beach ( the "Trustor" ) , whose address is 2000 Main Street,
Huntington Beach, California, First American Title Insurance
Company, a California corporation (the "Trustee" ) , and Robert
J. Koury, (the "Beneficiary" ) .
WITNESSETH: That Trustor Grants to Trustee in Trust, with
Dower of Sale, that property in the County of Orange, State of
California, described in Exhibit A attached hereto and
incorporated herein.
For the Purpose of Securing the Trustor' s performance under
that certain Owner Participation Agreement dated Dec. 19, 1988
(the "OPA" ) .
A. To protect the security of this Deed of Trust, Trustor
agrees:
( 1 ) To pay when due all claims for labor performed and
materials furnished therefor: to comply with all laws affecting
said property or requiring any alterations or improvements to
be made thereon; not to commit, suffer or permit any act upon
said property in violation of law.
(2 ) To pay: at least ten days before delinquency all taxes
and assessments affecting said property, incurred during
Trustor' s ownership, all incumbrances, charges and liens, With
J9_1 16590
• interest, on said property or any part thereof, which appear to
be prior or superior hereto.
Should Trustor fail to make any payment or to do any act as
herein provided. then Beneficiary or Trustee, but without
obligation so to do and without notice to or demand upon
Trustor and without releasing Trustor from any obligation
hereof, may make or do the same in such manner and to such
extent as either may deem necessary to protect the security
hereof, Beneficiary or Trustee being authorized to enter upon
said property for such purposes; appear in and defend any
action or proceeding purporting to affect the security hereof
or the rights or powers of Beneficiary or Trustee; pay,
purchase, contest or compromise any incumbrance, charge or lien
which in the judgment of either appears to be prior or superior
hereto; and, in exercising any such powers, pay necessary
expenses, employ counsel and pay his reasonable fees.
B. It is mutally agreed:
( 1) That at any time or from time to time, without
liability therefor and without notice, upon written request of
Beneficiary and presentation of this Deed and said OPA for
endoresement, and without affecting the personal liability of
any person for payment of the indebtedness secured hereby,
Trustee may: reconvey any part of said property; consent to
the snaking of any map or plat thereof; join in granting any
easement thereon; or join in any extension agreement or any
agreement subordinating the lien or charge hereof.
(2) That upon written request of Beneficiary stating that
the performance of Trustor and all sums secured hereby have
been paid, and upon surrender of this Deed and said OPA to
Trustee for cancellation and retention or other disposition as
Trustee in its sole discretion may choose and upon payment of
its fees, Trustee shall reconvey, without warranty, the
property then held hereunder. The recitals in such
reconveyance of any matters or facts shall be conclusive proof
of the trustfulness thereof. The Grantee in such reconveyance
may be described as "the person or persons legally entitled
thereto. "
(3 ) That upon default by Trustor in performance of any
agreement hereunder, Beneficiary may declare *all sums, - as set
out in the applicable termination provisions of the OPA,
secured hereby immediately due and payable by delivery to
Trustee of written declaration of default and demand for sale
and of written notice of default and of election to cause to be
sold said property, which notice Trustee shall cause to be
filed for record. Beneficiary also shall deposit with Trustee
this Trust Deed, said OPA and all documents evidencing
expenditures secured hereby.
5673r/2460/018
T
89=116590
r
• After the lapse of such time as may then be required by law
following the recordation of said notice of default, and notice
of sale having been given as then required by law, Trustee,
without demand on Trustor, shall sell said property at the time
and place fixed by it in said notice of sale, either as a whole
or in separate parcels, and in such order as it may determine,
at public auction to the highest bidder for cash in lawful
money of the United States, payable at time of sale. Trustee
may postpone sale of all or any portion of said property by
public announcement at such time and place of sale, and from
time to time thereafter may postpone such sale by public
announcement at the time fixed by the preceding postponement.
Trustee shall deliver to such purchaser its deed conveying the
property so sold, but without any covenant or warranty, express
or implied. The recitals in such deed of any matters or facts
shall be conclusive proof of the truthfulness thereof. Any
person, including Trustor, Trustee, or Beneficiary as
Hereinafter defined, may purchase at such sale .
After deducting all costs, fees and expenses of Trustee and
of this Trust, including cost of evidence of title in
connection with sale, Trustee shall apply the proceeds of sale
to payment of: all sums expended under the terms hereof, not
then repaid, with accrued interest at the amount allowed by law
in effect at the date hereof; all other sums then secured
herEb-y; and the remainder, if any, to the person or persons
legally entitled thereto.
(4) Beneficiary, or any successor in ownership of any
indebtedness secured hereby, may from time to time, by
instrument in writing, substitute a successor or successors to
any Trustee named herein or acting hereunder, which instrument,
executed by the Beneficiary and duly acknowledged and recorded
In the office of the recorder of the county or counties where
said property is situated, shall be conclusive proof of
property substitution of such successor Trustee or Trustees,
who shall. without conveyance from the Trustee predecessor,
suc :eed to all its title, estate, rights powers and duties.
Said instrument must contain the name of the original Trustee
and Beneficiary hereunder, the book and page where this Deed is
recorded and the name and address of the new Trustee.
(5 ) That this Deed applies to, inures to the benefit of,
and binds all parties hereto, their heirs, legatees, devises,
administrators, executors, successors and assigns. The term
Beneficiary shall mean the owner and holder, including
pledgees, of the OPA secured hereby, whether or not named as
Beneficiary herein. In this Deed, whenever the context so
requires, the masculine gender includes the feminine and/or
neuter, and the singular number includes the plural .
(6) That Trustee accepts this Trust when this Deed, duly
executed and acknowledged, is made a public record as provided
5673r/2460/016
�9
• =116590
by law. Trustee is not obligated to notify any party hereto of
• pending sale under any other Deed of Trustee or of any action
or proceeding in which Trustor, Beneficiary or Trustee shall be
a part unless brought by Trustee.
Ill WITNESS WHEREOF, Trustor has executed this Deed of Trust
as of the day and year first above written.
Q�tttr
Trustor
Chairman of the Redevelopment
Agency of the City of Huntington
Beach
ATTEST:
_ 0 Me Brockway
Agency Clerk 1
By. DeputeWerk
STATE OF CALIFORNIA }
} ss .
COUNTY OF �0KfJ4e--_ _ }
On this day of 1987, before me,
the undersigned, a Notary Public in and for said State, -
personally appeared VJ,q.,C Rm ';a4-,--.6, personally
known to me or proved to me on the basis of satisfactory
evidence to be the person who exe utedV the within instrument as
the Chairman, and T "M e' ecretary, the public
entity therein named, and a knowledged to me that such public
entity executed the within instrument pursuant to a resolution
of its Board of Directors.
WITNESS my hand and official seal .
OFFGAL SEAL
(SEAL) BETTE BARILLA
0 Notary Public-Caulornu
ORANGE COUNTY
My Comm. Exp.Jan.E. 19W
5673r/2460/016
8F] 16590
EXHIBIT A
LEGAL DESCRIPTION OF EACH OF TRUSTOR' S PARCELS
PARCEL l :
'LOTS 6 AND 0 IN BLOCK 203 Of HUNTINGTON BEACH, AS PER MAP
RECORDED IN BOOT: 3, PACE 36 OF MISCELLANEOUS MAPS, IN THE
OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPT THEREFRO" ALL OIL, GAS, MINERALS AND OTHER HYDROCARBONS
BELOW A DEPTH OF 500 FEET, WITHOUT THE RIGHT OF SURFACE ENTRY,
AS RESERVED IN INSTRUMENTS OF RECORD.
PARCEL 2 :
LOT 10 10 BLOCK 203 OF HUNTINGTON BEACH TRACT, AS SHOWN ON A
HAP RECORDED IN BOOT: 3, PACE 36 OF MISCELLANEOUS MAPS, RECORDS
OF ORANGE COUNTY, CALIFORNIA.
EXCEPTI14G ALL OIL, GAS MINERALS AND OTHER HYDROCARBON
SUBSTANCES LYING IN OR UNDER SAID LAND AS RESERVED BY WILLY
LINDEROTH AND ELIZABETH M. LINDEROTH BELOW 500 FEET WITH RIGHT
OF SURFACE ENTRY IN THE: DEED RECORDED JUNE: 30, 197S IN BOOK
12741 , PACT; 997 OF OFFICIAL RECORDS.
PARCEL 3 :
LOT 12 111 BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN Orr A MAF
RECORDED IN BOOK 3, PAGE: 36 OF MISCELLANEOUS MAPS, RECORDS OF
ORANCE COUNTY, CAL I FORU I A.
RESERVING THEREFROM IN FAVOR OF GRANTOR HEREIN, ALL OIL, GAS,
MINERALS AND OTHER HYDROCARBONS, BELOW A DEPTH OF 500 FEET
WITHOUT THE RIGHT OF SURFACE ENTRY, 10 THE DEED RECORDED
AUGUST 29, 1900 IN BOOK 13722, PACE 1003 OF OFFICIAL RECORDS.
PARCEL 4:
LOT 14 IN BLOCK 2.03 OF HUHTINCTON BEACH, AS SHOWN ON A MAP
RECORDED IN BOOK 3, PAGE 36 OF MISCELL,AUEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
PARCEL, 5:
LOTS 16, 10 AND THE: SOUTHWESTERLY 6 1/2 INCHES OF LOT 20 I14
BLOCK 203 OF BUNTIMGTON BEAM AS SHOWN ON A MAF RECORDED 114
BOOK 3 , PACE 36 OF MISCELLANEOUS MAPS, RECORDS OV ORAUCE
COUNTY, CALIFORNIA.
SG73 r/2460/016
89='1 1 659Q
EXCEPTING THEREFROM ALL OIL, AND MINERAL RIGHTS IN AND UNDER
SAID LAND, WITHOUT, HOWEVER, THE RICHT OF SURFACE ENTRY WITHIN
500 FEET OF THE SURFACE OF SAID LAND, AS RESERVED IN THE DEED
FROM EDWARD F. BRAY AND BEATRICE E. BRAY, HUSBAND AND WIFE,
RECORDED JANUARY 15, 1976 IN BOOK 11621, PAGE 724 OF OFFICIAL
RECORDS.
PARCEL 6:
LOTS 15, 17 AND 19 IN BLOCS; 203 , OF HUNTINGTON BEACH, AS PER
MAP RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, RECORDS
OF ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL AND MINERAL RIGHTS I0 AND UNDER
SAID REAL PROPERTY WITHOUT ANY RIGHT OF SURFACE ENTRY WITHIN
500 FEET OF THE SURFACE OF SAID LAND.
PARCEL 7:
LOT 22 IN BLOCS: 203, AS SHOWN ON A MAP RECORDED IN BOOK 3, PAGE
36 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, GAS OR MINERAL RIGHTS AS RESERVED
BY MARY D. REYNOLDS IN THE DEED RECORDED JULY 1 , 1981 IN BOOK
14123 , PACE 1056 OF OFFICIAL RECORDS.
THE ABOVE MINERAL RIGHTS WERE. CONVEYED TO DANIEL PATRICK REGAN
AIJD JULIE MARIE REGAN, BY MARY D. REYNOLDS, HOWEVER RESERVING
RIGHTS OF SURFACE ENTRY TO A DEPTH OF 500 FEET AS EVIDENCED BY
DEED RECORDED JULY 1 , 1981 IN BOOK 14123, PAGE 10S7 OF OFFICIAL
RECORDS.
PARCEL 8:
LOT 24 IN BLOCK 203 OF HUNTINCTON BEACH, AS SHOWN ON A MAP
RECORDED IN BOOS: 3 , PAGE 36 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
PARCEL 9:
LOT 26 IN BLOCS: 203 OF "HUNTINGTON BEACH" AS SHOWN ON A MAP
RECORDED IN BOOS: 3 , PACE 36 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, GAS AND MINERAL RIGHTS AS RESERVED
BY ACACIA REBEKAH LODGE C314 I .O.O. F. IN A DEED RECORDED
NOVEMEER 21, 1900 IN BOOK 13845, PACE 659 OF OFFICIAL RECORDS.
5673r/2460/018
Order No.
Escrow No. l
Loan No.
- 89- O�Sl�
ftOt;VS^=By •! RECORDED W OFFICIAL RECORDS
V'lHEh RECORDED MAIL T0:
OF ORANGE COUNTY,CALIFORNIA
CITY OF HUNTINGTON BEACH =C1'6
45 PM EEB Z 8 '89
Redevelopment Agency
2000 Main Street -2nd Ftoox
P.O. Box 190 49:_ Q•V- a' u RECORDER
Huntington Beach, CA 92648
SPACE ABOVE THIS LINE FOR RECORDER'S USE
MAIL TAX STATEMENTS TO:
CITY OF HUNTINGTON BEACH DOCUMENTARY TRANSFER TAX $......................................._.w..
Redevelopment Agency -) Computed......
Computed on the consideration or value of property conveyed;OR
•) ......Computed on the consideration or value less liens or encumbrances
2000 Main Street remaining at time of sale.
P.O. Box 190
Huntington Beach, CA 92648 ��� Signature of Declarant or Agent determining tax—Firm Dame
-CITY OF HUNTINGTON BEACH
CORPORATION GRANT DEED Connie Brockwsy, CfjC
City Clerk
FOR A VALUABLE CONSIDERATION, receipt of which is herebtr acknowledged,
The City of Huntington Beach, a municipal corporation VePLITY Cty Clerk
a corporation orcanized under the laws of the State of Califcrnia does hereby
GRANTto The Redevelopment Agency of the City cf Huntington Beach
the real property in the City of Huntington Beach
County of Orange , State of California. described as
Lots 1, 2, 3, 4, 1, 7, 9, 11, 13, 20, 21, and 23, in Block 203 of
Huntington Beach, as per map recorded in Book 3, Page 36 of Miscellaneous Maps,
in the Office of the County Recorder cf said County.
"Excepting therefrom all oil, gas, and other hydrocarbon substances
and minerals lying below a depth of 50C feet from the surface of said
land, including the right of surface entry at any time upon said land
or within the top 500 feet thereof, for the purpose of exploiting for,
developing, producing, removing and marketing said substances."
(City of Huntington Beach Ordinance 2636, 21 September 1983) .
This document is solely for the
official business of the City
of Runtin7ton Beach, as contem-
plated under Goverment Code
!;so. 6103 and should be recorded
tree of charge.
CITY OF HUNTINGTON BEACH, a municipal
corporation
Dated
f
STATE OF CALIFORNIA Ess I
COUNTY OF .I
before me, - — B .C/� �'�• -
Y
I'm unde-signed a Notary Public in and for said State,personally appear- Mayor
kct
and_
yersonary known to me(or proved to me on the basis of satisfactory By
evidence)to be the persons who executed the within instrument as City Clerk
President and
Secretary.
on behalf a
_•`':]tf.Gi+ ri is
the corporation therein named and acknowledge)to me that such COr
poration executed the within Instrument pursuant to its by-laws or a ,;•r.
resolution of its board of directors ;,':, .;';.:1�:. . :.�! Att orne7,,
WITNESS my hand and official seal.
Signature (This area for official notarial seal) 1144 (6182)
MAIL TAX STATEMENTS AS DIRECTED AROVE
Aut+,or zed to Publish Advertisements of all kinu, including public
notices by Decree of the Superior Court of Orange County,
Caiitorn,a. Number A-6214, dated 29 September 1961. and
A-24831 dated 11 June. 1963
STATE OF CALIFORNIA
County of Orange PupIK Noels A0VOMUng c0w6d
oy urns smdw it lt Is s ie r pant
.mlh 10 pK•colum. .dlh
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 Orange
Coast DAILY PILOT, with which is combined the
NEWS-PRESS. a newspaper of general circulation,
Printed and published in the City of Costa Mesa, PUBLIC NOTICE
PuraI:IC
County ,of Orange, State of California, and that a NOTICE
NOTICE OF
Notice of Joint Public H earl nQ JOINT PUBLIC
HEARINO CITY KKIC NOTICE
COUNCIL/
REDEVELOPMENT hour$Of 8:00 a-m.and'5:00
AGENCY OWNER P.M., Monday throeph Fri-
PARTICIPATION day,exclusive of holidays.
of which copy attached hereto is a true and complete AGREEMENT- Interested persons may
ROBERT KOURY IsubmIt written comments
copy, was printed and published in the Costa Mesa, addressed to tfte City Clerk
REDEVELOPMENT of the CIty of Huntington
Newport Beach, Huntington Beach, Fountain Valley,
PROJECT AREA) Beach,Post Office Box 190,
Notice of a Joint Public Huntington Beach, Cali-
Irvtne, the South Coast communities and Laguna hearing by the City Council fornia 92648 prior to the
of Huntington Beach and the hour of 5:00 p.m.on Decem-
Beach issues of said newspaper for 2 (two) Redevelopment Agency of bar 16,1988.
the City of Huntington Beach At the time and place
regarding an Owner Partici- noted above, all persona
consecutive weeks to wit the issue(s) of pation Agreement between Interested In the above mat-
the Redevelopment Agency ter may appear and be'
and Robert Koury. heard.
NOTICE IS HEREBY CGN�E BROCKWAYeCity GIVEN that the City Council Clerk
of the City of Huntington Dec Dated:December 5, 1988
Aber 5 198 8 Bment each of t City of Published Orange Coast
Huntington Beach will hold a Deily Pilot December 5, 12,
DeCeTtber 12 198 8 iJolnt Public Hearing on De- 1988
cember 19, 1988 at 7:00 M-824
p.m. In the Council
Chambers, City Hall, 2000
Main Street, Huntington
t 98 Beach, California, to con-
sider and act upon an Owner
Participation Agreement for
Main-Pier Parking Facility.
198 The agreement provides for
the development of a five
level parking structure with
approximately 838 parking
98 spaces and approximately
32.073 square feet of com-
mercial office use located
within the block founded by
ON" Avenue, Third Street,
Walnut Avenue, and Main
I declare, under penalty of perjury, that the Street In the City of Hunt-
foregoing is true and correct. 1nThe proposed project is
covered by a final En-
vironmental Impact Report
88-4 prepared by Sanchez
De-ct� r 12 S Talarico Associates,Inc.
Executed on 198 — Copies of the Environmen-
tal Impact Report and
at Costa Mesa, Calif Wise Owner Participation Agree-
ment for this project are on
file for public Inspection and
copying for the cost of dupll-
cation at the office of the
Ignature City Clerk, City of Hunt-
4 Beach, 2000 Main
Street, Huntington Beach,
California, teleen the
a
PUBLIC NOTICE
NOTICE OF JOINT PUBLIC HEARING
CITY COUNCIL/REDEVELOPMENT AGENCY
OWNER PARTICIPATION AGREEMENT- ROBERT KOURY
(AIAIN-PIER REDEVELOPMENT PROJECT AREA)
Notice of a Joint Public Hearing by the City Council of Huntington Beach and the
Redevelopment Agency of the City of Huntington Beach regarding an Owner Participation
Agreement between the ]Redevelopment Agency and Robert Koury.
NOTICE IS HEREBY GIVEN that the City Council of the City of Huntington Beach and
the Redevelopment Agency of the City of Huntington Beach will hold a Joint Public
Hearing on December 19, 1988 at 7:00 p.m. in the Council Chambers, City Hall, 2000 Main
Street, Iluntington Beach, California, to consider and act upon an Owner Participation
Agreement for Main-Pier Parking Facility. The agreement provides for the development
of a five level parking structure with approximately 838 parking spaces And approximately
32,073 square feet of commercial office use located within the block founded by Olive
Avenue, Third Street, Walnut Avenue, and Main Street in the City of Huntington Beach.
The proposed project is covered by a final Environmental Impact Report 88-4 prepared by
Sanchez Talarico Associates, Inc.
Copies of the Environmental Impact Report and Owner Participation Agreement for this
project are on file for public inspection and copying for the cost of duplication at the
office of the City Clerk, City of Huntington Beset, 2000 Main Street, Huntington Beach,
California, between the hours of 8:00 a.m. and 5:00 p.m., ]Monday through Friday,
exclusive of holidays.
Interested persons may submit written comments addressed to the City Clerk of the City
of Huntington Beach, Post Office Box 190, Huntington Beach, California 92648 prior to
the hour of 5:00 p.m. on December 16, 1988.
At the time and place rioted above, all persons interested in the above matter may appear
and be heard.
City of Huntington Beach
Connie Brockway
City Clerk
Dated: December_5,_l988
(PUBLISH DECEMBER 5 do 12, 1988)
3890r
.JEROME M. BAME
ATTORNEY AT LAW
2130 MAIN STPEET SUITE 140
HUNTINGTON BEACH, CALWORNIA 924546
f714l 060-4329
December 14, 1988
City Council/Redevelopment Agency
CITY OF HUNTINGTON BEACH
2000 Main Street
Huntington Beach, CA 92648
Re: AGENDA ITEM NO.
OWNER PARTICIPATION AGREEMENT
H.B. Redevelopment Agency and Robert J. Koury
Subject: 200 Block of Main Street
Parking Structure/Commercial Center
To The CITY COUNCIL/REDEVELOPMENT AGENCY of the City of Huntington
Beach:
This letter is on behalf of our client ROBERT J. KOURY, who is the
Owner Participant ("Participant") in the OWNER PARTICIPANT
AGREEMENT ("Agreement") that has been negotiated by and between
Staff of the City of Huntington Beach ("City") and the
Redevelopment Agency of the City of Huntington Beach ("Agency") ,
that you will consider for Approval on December 19, 1988.
Participant 's Interest
Participant currently owns a substantial majority of the
commercial properties fronting on Main Street situated in the 200
Block of Main Street boardered by Main Street, Olive Avenue, 3rd
Street and Walnut Avenue, as well as other parcels located
elsewhere within that same Block ("Project Block") .
Participant 's land acquisition efforts in the Project Block have
been consistent with the City's/Agency's early pronounced
objective of having individual property owners procure contiguous
parcels of real property within the Downtown Redevelopment Area,
with the hope of ultimately consolidating parcels for
redevelopment projects.
The Prnpnned Project
The Agency has identified a need for public parking facilities to
support future commercial development in the Downtown
Redevelopment Area. To satisfy a portion of the anticipated
demand for public parking, the Agency selected the subject
' f y
CITY COUNCIL/REDEVELOPMENT AGENCY
December 14, 1988
Page 2
southern 200 Block of Main Street as the site for an approximate
850-space public parking garage.
The Agency Staff has developed a plan in which an approximate 850-
space public parking garage would be built that would also include
approximately 26,000 sq. ft. of Ground Floor and approximately
6,000 sq. ft. of Second Level commercial space. This plan would
allow the Participant to regain his interest in the commercial
space once the Parking Structure/Commercial Center is developed by
the Agency.
The Agency will purchase 10 parcels of real property owned by
Participant in the Project Block, and will also acquire the
remaining 7 parcels from their current owners (one or more of
which are owned by the City of Huntington Beach) .
After completion of the Parking Facility/Commercial Center, the
Agency will reconvey a condominium ownership interest to
Participant in the approximate 32,000 sq. ft . of commercial space,
and Participant will re-enter the Project as the Owner of the
commercial space. The Participant will be responsible for
providing tenant improvements in the commercial space.
Participant shall be entitled to use 154 of the parking spaces in
the Parking Facility, in the same manner as any member of the
general public, which right shall act as a credit towards meeting
the parking code requirements for the commercial space.
The Agreement
The Owner Participant Agreement provides for the conveyance of
Participant's 10 parcels of property in the 200 Block of Main
Street to the Agency, to facilitate construction of the Project,
and the Agency's reconveyance of the commercial space to the
Participant upon successful completion of the Project.
The Agreement is consistent with the established redevelopment
goals for the Main-Pier Project area, as well as authorizing
provisions of State Law.
Substantial Time and (fort Expended Tndate
It has taken Participant more than two years to acquire the 10
parcels that Participant currently owns in the Project Block.
City/Agency Staff and Participant have been discussing and
negotiating the Parking Structure/Commercial Center Project for
over a year.
•
CITY COUNCIL/REDEVELOPMENT AGENCY
December 14, 1988
Page 3
All of this effort now comes to fruition in the Agreement for your
Approval on December 19, 1988.
Prior ppr9vals
On October 18, 1988, the Planning Commission approved the
Project's Conditional Use Permit No. 88-34 with special permits,
Coastal Development Permit No. 88-27, Tentative Parcel Map No. 88-
385, and Environmental Impact Report No. 88-4 . On Appeal, the
City Council also approved the above specified documents and
permits on November 7, 1988 .
In Conclusion
The consolidated effort by and between the City/Agency Staff and
Participant, culminating in the Agreement before you, has been
totally positive throughout, and meets the mutual objectives of
all interested parties---namely, the City of Huntington Beach, the
Huntington Beach Redevelopment Agency, the General Public, and the
Participant.
Participant, therefore, respectfully requests your favorable
consideration and Approval of the Owner Participation Agreement,
which Participant executed on November 10, 1988.
Respectfully submitted,
JEROME M. BAME
Legal Counsel for Participant
Robert J. Koury
JMB:mgw
xc: Robert J. Koury
. :. REQUL"T FOR CITY COUNJIL/ _
REDEVELOPMENT AGENCY ACTION RH 88-76
Date November 21, 1988
es
Submitted to. honorable 111layor/Chairman & City Council/Redevelopment Agency Members
Submitted by: Paul E. Cook, City Administrator/Chief Executive Officer '
Prepared by: Douglas N. Lh Belle, Deputy City Administrator/Economic Developmen
Subject: OWNER PARTICIPATION AGREEMENT - THE REDEVELOPMENT AGENCY
OF THE CITY OF HUNTINGTON BEACH AND ROBERT KOURY
Consistent with Council Policy? Yes ( ] New Policy or Exceptio APPROVED$y IT•y C
C OUNCE.
Statement of Issue, Recommendation,Analysis, Funding Source,Alternative
STATEMENT OF ISSUE:
CITY cI. XX
Under California Redevelopment Law, the Redevelopment Agency is authorized to
provide certain kinds of assistance directed at supporting and promoting private sector
investments in redevelopment project areas. Mr. Robert Koury currently owns the
majority of commercial properties fronting Ruin Street within the redevelopment
project commonly referred to as the Second Block parking structure located between
Main Street, Olive Avenue, Third Street, and Walnut Avenue. The Agency staff has
developed a plan which would allow Mr. Koury to regain his interest in the commercial
property once the parking structure with support foundations for the commercial space
is developed by the Agency. The project will incorporate approximately 850 parking
spaces and approximately 26,000 square feet of ground flbor and approximately 6,000
square feet of second level commercial retail space. Following the completion of the
project Mr. Koury would re-enter the project as owner of the commercial space.
The attached Agreement provides for the conveyance of property from Robert Koury to
to the Agency to facilitate construction of the project, and the Agency reconveyance of
the commercial space to Robert Koury upon successful completion of the project within
the time frame'spi?cified in the schedule of performance (Attachment No. 4 of O.P.A.).
The Agreement also specifies the escrow procedures which require the Agency to
deposit an amount equal to the encumbrances on the properties owned by Robert Koury
($1,235 million) prior to the conveyance of the properties, and the subsequent deposit of
funds ($1,235 million) as the reconveyance price by Robert Koury prior to the
reconveyance of the commercial space from the Agency to Robert Koury.
The Agreement includes a Declaration of Covenants, Conditions and Restrictions
(CC&R's) for the project as Attachment No. 8. The CC&R's govern the parking
structure, commercial space and all common areas and provides for an association
represented by the Redevelopment Agency and Robert Koury.
This Agreement is consistent with the established redevelopment goals for the
Main-Pier project area, as well as authorizing provisions of State Law.
On October 18, 1988, the Planning Commission approved the proposed ?rojects
Conditional, Use Permit No. 88-34 with special permits, Coastal Development- Permit
No. 88-27, Tentative Parcel Map No. 88-385, and Environmental Impact Report
No. 88-4. Upon appeal, the City Council also approved the above specified documents
and permits on November 7, 1988.
RH 88-76
November 21, 1988
Page Two
RECOMMENDATION:
Staff recommends that the following separate actions be taken:
1. Conduct a joint public hearing on the Owner Participation Agreement between the
Redevelopment Agency and Robert Koury.
2. Adopt appropriate resolutions between the City Council/Agency and Robert Koury.
3. Approve the attached O.P.A.
ANALYSIS:
Approval of the attached Owner Participation Agreement would:
1. Commit the Redevelopment Agency to pay the sum of $1.235 million (the purchase
price) to satisfy the outstanding trust deeds on the commercial properties owned by
Robert Koury.
2. Commit the Redevelopment Agency to accept the sum of $1.235 million (the
reconveyance price) from Robert Koury in exchange for conveyance of the
completed commercial shell consisting of approximately 26,000 square feet of
ground floor and approximately 6,000 square feet of second level commercial retail
space.
3. Commit the Redevelopment Agency to the specified time schedule for the project
as represented in the schedule of performance (Attachment No. 4 of the O.P.A.).
4. Commit the Redevelopment Agency to participate in the "Property Owner
Association" as discussed in the Owner Participation Agreement attachment
number 8 CC&R's.
For these commitments, the Redevelopment Agency will benefit by; consolidating all
parcels within the project site, implement a redevelopment project with an owner
participant, provide the plain-Pier project area with approximately 850 parking spaces,
offer parking solutions so that other Main-Pier projects may be implemented, generate
new sales tax and increase the tax Increment revenue in the Alain Pier project area.
FUNDING SOURCE:
The project will be financed with proceeds from Certificates of Participation (Civic
Center Project).
l
L/
RH 88-76
November 21, 1988
Page Three
ALTERNATIVE ACTION:
1. Continue action on the Owner Participatior. Agreement and related documents to
allow for additional review time.
2. Direct staff to further negotiate specific points of the agreement. '
3. Deny the approval of the agreement and/or related documents.
ATTACHMENTS:
1. Redevelopment Agency Resolutions (2).
2. City Council Resolutions (2).
3. Health and Safety Code 33433 report.
4. Economic Analysis letter dated November/4, 1988 from Keyser Marston Associates.
5. Owner Participation Agreement.
PI:C/DLB/EN:sar
3927r
Order No.
Escrow No.
Loan No.
CERTIFICATE OF COMPLETION
MAIN PROMENADE
(2nd Block Retail Center/Parking Structure)
WHEREAS, the developer, ROBERT J. KOURY, has requested a Certificate of
Completion for the above captioned project; and
We the undersigned have reviewed the attached Owner Participation Agreement within
our respective jurisdictions relating to such project; and
All of the developer's responsibilities have been completed, including but not limited to
all construction and development together with all of the improvements off of the site which are
required to be completed by the developer prior to the commencement of business on said
site;
NOW THEREFORE, we the undersigned do hereby certify that the project has been
completed in accordance with the Owner Participation Agreement.
This Certificate of Completion is hereby approved this 15th day of August, 1994.
Michael T. Uberuaga
Executive Director
Barbara Kaiser
Director of Economic Development
APPROVED AS TO FORM:
GAIL HU�'TO , Agency Attorney
C,C-
F ��
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT NMS907
State of
County of _ __a6��
On �1 y • C/ 7/1
5L before me, ,
DATE , AME.TITLE OF OFFICER•E.G..'JANE 60E.NOTARY PUTAX'
personally appeared -77
NAMES)OF SIGNER(S) '
E personally known to me - OR - ❑ proved to me on the basis of satisfactory evidence
to be the personasl whose name (Rian
subscribed to the within instrtltne -tit and ac-
knowledged to me that he/she/they executed
the same in hi &Ohek uthorixed
o>MML SFAL capacity(ie&), and that by his Leif
LINDA sus: SURAC01f0r l si naturepf on the instrument the person
A,
PubtlCOUNTmla or g the entity upon behalf of which t e�
•"+ OItAHG E COUNTY
My Corr1r11)alon EgIte:
AugLW 21. IW5 persons) acted, executed the instrument.
WITNESS my hand and official seal.
SIGNATVAEOFNOTARY
OPTIONAL
Though the data below is not required by law,it may prove valuable to persons relying On the document and could prevent
fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL_
❑ CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TM EtS)
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT NUMBER OF PAGES
❑ TRUSTEE(S)
❑ GUARDIAWCONSERVATOR
❑ OTHER:
DATE OF DOCUMENT
SIGNER IS REPRESENTING:
N W1E OF PERSONS)OR EWITY(IES)
SIGNER(S)OTHER THAN NAMED ABOVE
01993 NATIONAL NOTARY ASSOCIATION•8236 Rommel Ave..P.O.Box 7184-Canoga Park,CA 91309-7184
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT Na3907
State of
Coun of
On elute .30 ./9�before me, ,
DATE NA OF OFF ER-E.G. JANE DOE,NOTAF3Y MBW
personally appeared
NAM
ES)MES)OF 5 ER{S)
2'-personally Known to me - OR - ❑ proved to me on the basis of satisfactory evidence
to be the person(st whose name(-&)(e-
subscribed to the within instrument and ac-
kno,.vledged to me that*eA /they executed
the same in h4sAtghhe4r authorized
.VAL capacity(ies), and that by .h os)thei-r-
I.MASMtact signature(s) on the instrument the person(s};
Naar PuW-Cd tomb
COAMF COLMY or the entity upon behalf of which the
My C*T1r tmftn E4*0!
Iwoud 21- IM person(&) acted, executed the instrument.
WI NESS my hand and official seal.
SIGNATURE OF NOTARY
OPTIONAL
Though the data below Is not required by law,it may prove valuable to persons relying on the document and could prevent
fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TITLE(S)
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT NUMBER OF PAGES
❑ TRUSTEE(S)
❑ GUARDmrONSERVATOR
❑ OTHER:
DATE OF DOCUMENT
SIGNER IS REPRESENTING:
KWE OF KRSONIS)OR ENTTTY¢ES)
SIGNER(S)OTHER THAN NAMED ABOVE
e1993 NATIONAL NOTARY ASSCCIATION-W36 Remmet Ave.,P.O.Box 71 S4-Canoga Park,CA 91309-7184
RECAST FOR CITY COLF�CIL/ _ Y�
REDEVELOPMENT AGENCY ACTION RH 88-76
J (.� 4— November 21, 1988
G I Do"
AJC.G des �-s9sa ys
Submitted to. Honorable A,nyor/Chairman & City Council/Redevelopment A ency Members
Submitted by: Paul E. Cook, City Administrator/Chief Executive Officer
Prepares!by, Douglas N. La Belle, Deputy City Administrator/Economic Developmen
Subject: OWNER PARTICIPATION AGREEMENT - THE REDEVELOPMENT AGENCY
OF THE CITY OF HUNTINGTON BEACH AND ROBERT KOURY
Consistent with Council Policy? �j,(� Yes [ ] New Policy or Exceptio APp$OYED By CITY GOUtiCi,
Statement of Issue, Recommendation,Analysis, Funding Source,Alternative Zttoft.-Astsch=
STATEMENT OF ISSUE:
Ca s i Rs
Under California Redevelopment Law, the Redevelopment Agency is authorized to
provide certain kinds of assistance directed at supporting and promoting private sector
Investments In redevelopment project areas. Air. Robert Koury currently owns the
majority of .commercial properties fronting Main Street within the redevelopment
project commonly referred to as the Second IIlock parking structure Iocated between
Main Street, Olive Avenue, Third Street, and Walnut Avenue. The Agency staff has
developed a plan which would allow Air. Koury to regain his interest in the commercial
property once the parking structure with support foundations for the commercial space
Is developed by the Agency. The project will incorporate approximately 850 parking
spaces and approximately 26,000 square feet of ground floor and approximately 6,000
square feet of second level commercial retail space. Following the completion of the
project Air. Koury would re-enter the project as owner of the commercial space.
The attached Agreement provides for the conveyance of property from Robert Koury to
to the Agency to facilitate construction of the project, and the Agency reconveyance of
the commercial space to Robert Koury upon successful completion of the project within
the time frame specified in the schedule of performance (Attachment No. 4 of O.P.A.).
The Agreement also specifies the escrow procedures which . require the Agency to
deposit an amount equal to the encumbrances on the properties owned by Robert Koury
($1,235 million) prior to the conveyance of the properties, and the subsequent deposit of
funds ($1,235 million) as the reconveyance price by Robert Koury prior to the
reconveyance of the commercial space from the Agency to Robert Koury.
The Agreement Includes a Declaration of Covenants, Conditions and Restrictions
(CC&R's) for the project as Attachment No. 8. The CC&R's govern the parking
structure, commercial space and all common areas and provides for an association
represented by the Redevelopment Agency and Robert Koury.
This Agreement is consistent with the established redevelopment goals for the
Alain-Pier project area, as well as authorizing provisions of State Law.
On October 18, 1988, the Planning Commission approved the proposed rojects
Conditional Use Permit No. 88-34 with special permits, Coastal Development, Permit
No. 88-27, Tentative Parcel Map No. 88-385, and Environmental Impact Report
No. 88-4. Upon appeal, the City Council also approved the above specified documents
and permits on November 7, 1988.
PIC 4B4
I
RII 88-76
November 21, 1988
Page Two
RECOMMENDATION:
Staff recommends that the following separate actions be taken:
1. Conduct a joint public hearing on the Owner Participation Agreement between the
Redevelopment Agency and Robert Koury.
2. Adopt appropriate resolutions between the City Council/Agency and Robert Koury.
3. Approve the attached Q.P.A.
ANALYSIS:
Approval of the attached Owner Participation Agreement would:
1. Commit the Redevelopment Agency to pay the sum of $1.235 million (the purchase
price) to satisfy the outstanding trust deeds on the commercial properties owned by
Robert Koury.
2. Commit the Redevelopment Agency to accept the sum of $1.235 million (the
reconveyance price) from Robert Koury in exchange for conveyance of the
completed commercial shell consisting of approximately 26,000 square feet of
ground floor and approximately 6,000 square feet of second level commercial retail
space.
3. Commit the Redevelopment Agency to the specified time schedule for the project
as represented In the schedule of performance (Attachment No. 4 of the O.P.A.).
4. Commit the Redevelopment Agency to participate in the "Property Owner
Association" as discussed in the O►rrner Participation Agreement attachment
number 8 CC&R's.
For these commitments, the Redevelopment Agency will benefit by; consolidating all
parcels within the project site, implement a redevelopment project with an owner
participant, provide the Main-Pier project area with approximately 850 parking spaces,
offer parking solutions so that other Main-Pier projects may be implemented, generate
new sales tax and increase the tax Increment revenue in the Alain-Pier project area.
FUNDING SOURCE:
The project will be financed with proceeds from Certificates of Participation (Civic
Center Project).
RH 88-i 6
November 21, 1988
Page Three
ALTERNATIVE ACTION:
1. Continue action on the Owner Participation Agreement and related documents to
allow for additional review time.
2. Direct staff to further negotiate specific points of the agreement.
3. Deny the approval of the agreement and/or related documents.
ATTACHMENTS:
I. Redevelopment Agency Resolutions (2).
2. City Council Resolutions (2).
3. Health and Safety Code 33433 report.
4. Economic Analysis letter dated Novembcrl,E, 1988 from Keyser Marston Associates.
5. Owner Participation Agreement.
PEC/DLB/EN:sar
3927r
- serMaz stonAssodatesInc.
Richard L.Botti 500 South Grand Avenue.Suite 1480
Calvin E.Hollis,11 Los Angeles.California 90071
213/622-8095 Fax 213/622-5204
SAN DIEGO 619/942-0380
Heinz A.Schilling
SAN FRANCISCO 415/398-3050
Timothy C.Kelly
A.Jerry Keyser
Kate Earle Funk
Robert I Wetmore
Michael Conlon _
Denise E.Conley RECEIVED
NOV 151988
November 14 i .1988 • DEPARTMENT OF
COMMUNITY DEVELOPMENT
BUILDING DIVISION
Mr. Dennis 'Krejci
Building Director
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92t648
RE: Koury Transaction - Cost/Benefit Analysis
Dear Mr. Krejci:
In accordance with your request, Keyser Marston Associates, Inc.
(KMA) analyzed the economic components of the proposed transaction
between the Agency and Robert Koury for the property located at 200
North Main Street in the City of Huntington Beach. This memorandum
provides our analysis and conclusions regarding the costs and
benefits incurred by Koury in this transaction.
BACKGROUND
The Agency has identified a need for parking facilities to support
proposed future commercial development in the vicinity of Main
Street and Pacific Coast Highway. To fulfill a portion of this
demand, the Agency selected the southern 200 block of Main Street
as the site for an approximately 828 space public parking garage,
which will contain 32,000 square feet of retail space fronting Main
Street. This site includes 17 parcels, 10 of which are owned by
Koury. These properties have a current appraised value of $2. 91
million. The Agency is currently proposing to provide Koury with
the 32,000 square feet of retail space in the parking garage in
return for the conveyance of these properties. The major terms of
the proposed transaction can be summarized as follows:
1 . The Agency will purchase the 10 Koury-owned parcels for
$1.235 million, and will acquire the remaining 7 parcels
from their current owners. One of these 7 parcels is
owned by the City of Huntington Beach.
eal Eitate Predeveloprrignt&Evaluation5ervices
-`•tom^ .-._ .. � ._ .. _. � __ _
Mr. Dennis Krejci
City of Huntington Beach
November 14, 1988
Page 2
2. The Agency will construct and finance an - 828 space park-
ing facility, containing a 32, 000 square foot retail
shell.
3. Upon completion of the structure, Koury will purchase the
retail apace, in ' theform of a condominium ownership,
from the Agency for $1 .235 million. His condominium
share will be in proportion to the percentage of space
the retail component occupies in the total structure.
:4. The Agency will compensate Koury for one--half of lost
rent -revenues from the existing uses on these properties
from:-thedate tenants were converted to month-to-month
tenancies, -until the agreement between the Agency and
Koury is executed. 4
ANALYSIS
KMA. identified the costs incurred by Koury as a result of the
proposed transaction, including .the value of the land holdings
being conveyed by Koury and the costs associated with finishing the
.retail space, such as tenant improvements, legal costs and leasing
fees. The benefits were also determined, which mainly consist of
the value of the 32,000 square feet of retail space being conveyed
by the Agency.
COSTS
The costs expected to be incurred by the developer can be sum-
marized as follows :
I. The value of the 10 Koury parcels was appraised at $2.91 mil-
lion, as of July, 1988 . The breakdown by parcel is shown in
Table A at the conclusion of this memorandum.
2. The developer must pay $1.235 million to acquire the completed
retail shell.
3. Tenant improvements costs are estimated at $625,000, assuming
direct costs of $15 per square foot for the 32,000 square feet
of retail space. Indirect costs such as permits and fees,
taxes, insurance, interest during construction and finance
fees, development management and a contingency allowance were
calculated as a percentage of direct costs.
K r t nA iateslnc.
Mr. Dennis Krejci
City of Huntington Beach
November 14, 1988
Page 3
4. Leasing fees were estimated at 20% of gross effective income,
or $115,0OO, . and a $25,000 allowance was provided for legal
fees. "
5. The developer will forego rental revenues on the currently ex-
isting retail space while the new facility is being con-
structed. Assuming -the- space is completed in March -of 1990,
the present value- of •the lost revenues is estimated at
$390,000.
REVENUES
1. The Agency will pay Koury "$1 .235 - million to acquire the 10
parcels included in the subj6ct ' site. -This payment will ac-
crue interest until the corgpletion of construction. Assuming
an 8% interest rate and a fifteen month .construction period
the benefits total $125,000.
2. As shown in Table B, the Agency is proposing to repay Koury
for 50% of the lost rent revenues from the date -of tenant
notification in August, 1988 until the anticipated date of
conveyance. These revenues are estimated at $55,000.
3. A projection of the discounted future value of income genera-
ted by new retail space is presented in Table C. This is
based on the estimated net operating income, at assumed rents
of $1.75 per square foot per month for ground floor space and
$1.25 for second floor space, capitalized at 20% . These
revenues were discounted for a period of 1 .5 years at a 10%
discount rate.
DEVELOPER RETURN
The developer is entitled to a return that reasonably reflects the
risk he must assume under the terms of the proposed agreement.
This risk is comprised of: 1) the uncertainty that future achiev-
able rent levels will be sufficient to compensate for the
developer's capital contribution in this project, and 2) the
developer's new space will be located within a parking structure,
which eliminates the possibility for converting the use on the site
at a later date. in the event the highest and best use changes
over time, the developer will be unable to capitalize on the in-
creased value of his property.
KaserMarstmAssmiatesInc.
Mr. Dennis Krejci
City of Huntington Beach
November 14, 1988
Page 4
Table 1 summarizes KMA' s analysis of the developer' s costs and
revenues associated with this project. As illustrated in Table 1,
the estimated developer costs total $5. 3 million and revenues equal
$5 . 84 million. This results in a net developer benefit of
$535, 000, or 13.2% of capital costs, or 11. 6% of the project value.
Given the nature and degree of the developer' s risk, it is our
opinion that a return in the range of 10% to 13% would be justifi-
able. Therefore, based on the terms embodied in the proposed Dis-
position and Development Agreement it is our opinion that the
transaction is fair and reasonable . However, it should be noted
that this conclusion is directly related to the restrictions em-
bodied in the proposed DDA. In the event these restrictions are
materially changed, the findings of this evaluation are subject to
revaluation.
CERTIFICATION
We hereby certify that neither Keyser Marston Associates, Inc. , nor
any of its officers have any present or prospective interest in the
properties being analyzed; that our employment is not contingent in
any way upon the value reported; that we have personally inspected
the property and the environment; that the statements made and the
information contained in this economic analysis are true, to the
best of our knowledge and belief.
Respectfully submitted,
KEYSER MARSTOLNASSOCIATES, INC.
Kathleen H. Head
ark E. Pickell
KHH:MEP:gbd
88414 .HTB
14066 . 0013
KeyserMarstonAssociatesInc.
TABLE A
KOURY APPRAISALS
200 N. MAIN
HUNTINGTON BEACH, CALIFORNIA
PARCEL I OWNER VALUE
-------- -------- --------
024-148-2 KOURY $258,000
024-148-3 KOURY 258,000
024-148-4 KOURY 185,000
024-148-7 KOURY 234,000
024-148-8 KOURY 391,500
024-148-9 KOURY 295,000
024-140-10 Y,CURY 508,000
024-148-6,14,15 KOURY 779,000
TOTAL 12,908,500
SOURCE: KEYSER MARSTON ASSOCIATES, INC.
NOVEMBER, 1988.
TABLE B
DEVELOPER LOST REVENUE CALCULATIONS
200 N. MAIN
HUNTINGTON BEACH, CALIFORNIA
LOST RENT LOST RENT
DESCRIPTION TENANT MONTHLY RENT 9/88 - 1/09 (1) 2/89 - 2/90 (3)
------------------------------------------------------------------------------------------------------
RESIDENTIAL UNITS
-----------------
1 VACANT t0 t0 $0
1 @ t500/MONTH 500 4,000 (2) 6,500
7 @ t1000/MONTH 7,000 35,000 91,000
COMMERCIAL UNITS
----------------
208 MAIN ALEEDA 2,310 11,550 30,030
210 MAIN ROCK SHOP 1,500 7,500 19,500
212 MAIN WEPPLO 1,250 6,250 16,250
214 MAIN UNICORN 1,300 6,500 16,900
218 MAIN PERDUE 600 3,000 7,800
218 MAIN ELAINE'S GIFTS 450 2,250 5,850
218 MAIN ELAINE'S GIFTS 300 1,500 3,900
218 MAIN GIBAS L ASOC. 400 s 2,000 5,200
218 MAIN AGUILA 300 1,500 3,900
218 MAIN PARKER 175 875 2,275
218 MAIN NALFORD 175 875 2,275
218 MAIN SOUTHWEST INV. 225 1,125 2,925
218 MAIN SOUTHWEST.INV. 250 1,250 3,250
218 MAIN GLASS -RETAIL 175 875 2,275
218 MAIN RUI'[A 150 750 1,950
218 MAIN KOURY 0 0
222 MAIN TRAVEL 600 3,000 7,800
222 1/2 MAIN CAFE 600 3,000 7,800
224 MAIN ALEEDA 1,500 7,500 19,500
226A MAIN RESTAURANT 1,100 5,500 14,300
2269 MAIN ART STUDIO 750 3,750 9,750
---------- ---------- ----------
TOTAL MONTHLY REVENUE $21,610
100% LOST REVENUE 9/88 - 1/89 $109,550
100% LOST REVENUE 2/89 - 2/90 $200,930
(1) MONTHLY REVENUE TIMES 5 MONTHS; ASSUMES NOTIFICATION 8/88.
(2) MONTHLY REVENUE TIMES 8 MONTHS; NOTIFIED 5/88.
(3) MONTHLY REVENUE TIMES 13 MONTHS; ASSUMES CONSTRUCTION 2/89 - 2/90.
SOURCE: KEYSER MARSTON ASSOCIATES, INC.
NOVEMBER, 1988.
TABLE C
DFVELOP.ER RETAIL REVENUE PROJECTION
260 N. MAIN
WITINGTON BEACH, CALIFORNIA
INCOME
FIRST FLOOR RETAIL 26,000 SF $1.75 /SF $546,000
SECOND FLOOR RETAIL 6,000 SF $1.25 /SF $90,000
(LESS) VACANCY E COLLECTION 10.001 GROSS INCOME 63,600
GROSS EFFECTIVE INCOME $572,400
EXPENSES
CAM 3,200 SF $3.00 /SF $9,600
RESERVES 32,000 SF $0.15 /SF 4,800
MANAGEMENT 5.001 GROSS INCOME 31,800
TOTAL EXPENSES $46,200
NET OPERATING INCOME $526,200
CAPPED @ 10% LESS IMPUTED COSTS OF SALE $5,100,000
DISCOUNTED 1.5 YEARS @ 101 $4,420,000
SOURCE: KEYSER MARSTON ASSOCIATES, INC.
NOVEMBER, 1988.
Aulhoriled IO *'„c:. r 10:erhsemenlS �' a Js including public
notices by Dec.,ee of the Superior Court of Orange County,
California. Number A-6214, dated 29 September. 1961, and
A-24831, dated 11 June. 1963
i
STATE OF CALIFORNIA
County of Orange Pubs[ %011f ♦0VW1 ng cor.60
by thnl MR1O\ru to Mt T 7 point f
+Ih 10 PW-$[oh1Tn Idth �I
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 Orange j r
Coast DAILY PILOT, with which is combined the
NEWS-PRESS, a newspaper of general circulation,
printed and published in the City of Costa Mesa, --
TNC NOTICE ! PUBLIC NOTICE
County of Orange, State of California, and that a -----
Notice of Public H e a r i n g NOTICE OF PUBLIC NOTE ;ington Beach.
The proposed project is
JOINT covered by a final En-
PUBLIC HEARING vironmental Impact Report
CITY COUNCIL/ B8-4 prepared by Sanchez
REDEVELOPMENT Talarico Associates,Inc.
AGENCY Copies of the Environmen-
of which copy attached hereto is a true and complete OWNER PARTICIPATION 'Ital Impact Report and
AGREEMENT !owner Participation Agree-
copy, was printed and published in the Costa Mesa, ROBEM T KOUp Y ment for this project are on
REDEVELOPMENT lIER T file for public inspection and
Newport Beach, Huntington Beach, Fountain Valley, {copyingforthecostofdupli-
PROJECT AREA) cation at the office of the
Irvine, the South Coast communities and Laguna Notice of a Joint Public City Clerk, City of Hunt-
Hearing by the City Council ington Beach, 2000 Main
Beach issues of said newspaper for One 1 ) of Huntington Beach and the (Street, Huntington Beach,
Redevelopment Agency of California, between the
the City of Huntington Beach hours of 8:00 a.m.and 5:00
consecutive weeks to wit the issue(s) of regarding an Owner Partici p.m., Monday through Fri-
pation Agreement between day,exclusive of holidays.
the Redevelopment Agency Interested persons may
and Robert Koury. submit written comments
$ NOTICE IS HEREBY addressed to the City Clerk
November 7 GIVEN that the City Council of the City of Huntington
198 of the City of Huntington Beach,Post Office Box 190,
Beach and the Redevelop Huntington Beach, Cali-
8 ment Agencyy of the City of fornia 92648 prior to the
Huntington 13each will hold a hour of 5:00 P.M.on Novem-
N O V em r 1 4 98 ,Joint Public Hearing on NO-, ber 18,1988.
vember 21; 1988 at 7:00 At the time and place
;p.m. In the Council noted above, all persons
j Chambers, City Hall, 2000 (interested in the above mat-
198 Main Street, Huntington Iter may appear and be
IBeach, California, to tarn heard.
sider and act upon an Owner' { City of Huntington
Participation Agreement for Beach, Con(ft!' Brockway,
198 'Main-Pier Parkinq,Facillty. pity Clark ,
The agreement provides for Dated:November 7,1988
the development of a five published Orange Coast
level parking 9tirt)ure with Daily Pilot November 7, 14,
198 approximately 838 parking 1988
spaces and approximately M776
32,073 square.feet of tom-
mercial office'use located
within the block founded by
j Olive Avenue, Third Street,,
I declare, under penalty of perjury, that the Is lnutin eenue, and Main
foregoing is true and correct.
Executed on November 1 5 198
at Co a Mesa, California.
Signature
PROOF OF PUBLICATION
r
PUBLIC NOTICE �
NOTICE OF JOINT PUBLIC HEARING _
CITY COUNCIL/REDEVELOPMENT AGENCY
OWNER PARTICIPATION AGREEMENT- ROBERT KOURY
(MAIN-PIER REDEVELOPMENT PROJECT AREA)
Notice of a Joint Public Hearing by=the City Council of Huntington Beach and the
Redevelopment Agency of the City of Huntington Beach regarding an Owner Participation
Agreement between the Redevelopment Agency and Robert Koury.
NOTICE IS HEREBY GIVEN that the City Council of the City of Huntington Beach and
the Redevelopment Agency of the City of Huntington Beach will hold a Joint Public
Hearing on November 21, 1988 at 7:00 p.m. in the Council Chambers, City Hall, 2000 Main
Street, Huntington Beach, California, to consider and act upon an Owner Participation
Agreement for ,Main-Pier. Parking Facility. The agreement provides for the development
of a five level parking structure with approximately 838 parking spaces and approximately
32,073 square feet of commercial office use located within the block founded by Olive
Avenue, Third Street, Walnut Avenue, and Main Street in the City of Huntington Beach.
The proposed project is covered by a final Environmental Impact Report 88-4 prepared by
Sanchez Talarico Associates, Inc.
Copies of the Environmental Impact Report and Owner Participation Agreement for this
project are on file for public inspection and copying for the cost of duplication at the
office of the City Clerk, City of Huntington Beach, 2000 Main Street, Huntington Beach,
California, between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday,
exclusive of holidays.
Interested persons may submit written comments addressed to the City Clerk of the City
of Huntington Beach, Post Office Box 190, Huntington Beach, California 92648 prior to
the hour of 5:00 p.m. on November 18, 1988.
At the time and place noted above, all persons interested in the above matter may appear
and be heard.
t
City of Huntington Beach
Connie Brockway
City Clerk
Dated: November 7, 1988
(PUBLISH G-Q� VE THROUGH NOVEMBER 21, 1988) Z_
3890r ���
OWNER PARTICIPATION AGREEMENT
by and between the
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH,
AGENCY,
and
ROBERT J. KOURY
PARTICIPANT
l J �
TABLE OF CONTENTS
I . [ §100) SUBJECT OF AGREEMENT
A. [ §101] Purpose of Agreement
B. [ §102 ] The Redevelopment Plan
C. [ 9103] The Site
D. [ §104] Parties to the Agreement
1. [ §105] The Agency
2 . [ §106] The Participant
3 . [ §107] Representations and Warranties of the
Parties
4. [ §108] Prohibition Against Change in
Ownership, Management and Control of
Participant
S. [ 6109 ] Relationship of Agency and Participant
II . [ §200] ASSEMBLY OF THE SITE
A. [ §201] Conveyance Escrow
B. [ §202] Reconveyance Escrow
C. [ §203] Conveyance of Title
D. [ §204] Form of Deed for the Conveyance and
Reconveyance
E. [ §205] Condition of Title for the Conveyance and
Reconveyance
F. [ §206] Time for and Flac• of Delivery of Documents
G. [ §207] Title Insurance for the Conveyance and
Reconveyance
H. [ §208] Taxes and Assessments
I . [ §209] Condition of the Participant Parcels
J. [ §210] Construction of the Site
(i)
K. [ §211] Conditions Precedent to the Participant
Conveyance
L. [ §212 ] Conditions Precedent to the Agency
Reconveyance
M. [ §213 ] Zoning of the Site
III . [ §300] DEVELOPMENT Of THE SITE
A. [ §301] Development of the Site by the Agency
1. 1 §3021 Scope of Development
2. 15303] Site Plan
3. [ §304] Construction Drawings and Related
Documents
4. [ §3051 Cost of Construction
5. [ §306] Construction Schedule
6. [ §3071 Anti discrimination During Construction
B. 1 §3081 Completion of Commercial Shell
C. [ §309] Subrogation of Rights
IV. [ §400] USE OF THE SITE
A. [ §4011 Uses
B. [ §402 ] Maintenance
C. [ §403] Reciprocal Rights of Access
D. [ §4041 Effect of Violation of the "erns and
Provisions of this Agreemen After
Completion of Construction
(ii)
V. [ §500] GENERAL PROVISIONS
A. [ §501 ] Notices, Demands and Communications Between
the Parties
B. [ §502 ] Conflicts of Interest
C. [ §503 ] Enforced Delay; Extension of Times of
Performance
D. [ §504] Nonliability of Officials and Employees of
the Agency
VI . [ §600] DEFAULTS AND REMEDIES
A. [ §601 ] Defaults -- General
B. [ §602 ] Legal Actions
1. [ §603 ] Institution of Legal Actions
2. [ §604] Applicable Law
3 . [ §605] Acceptance of Service of Process
C. [ §606] Rights and Remedies Are Cumulative
D. [ §607] Inaction Not a Waiver of Default
E. [ §608] Remedies and Rights of Participant for
Failure of the Agency to Complete the
Commercial Shell On Schedule
F. [ 6609] Remedies and Rights of Termination Prior to
Conveyance
1 . [ §610] Damages
2 . [ §611] Specific Performance
3. 1 §6121 Termination by the Participant
4. [ §613 ] Termination by the Agency
(a) [ §614] Termination Due to Default by
Participant
(b) [ §615] Termination Due to Participant
Actions
(G) [ §616] Appraisal Procedure
(iii )
VII . [ §700] SPECIAL PROVISIONS
A. [ §701] Approval of Initial Tenants
B. [ §702 ] Real Estate Commissions
C. [ §703 ] Amendments to this Agreement
D. [ §704] Relocation Benefits
E. [ §705] Attorney Fees
VIII . [ §800] ENTIRE AGREEMENT, WAIVERS
IX. [ §900] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY
ATTACHMENTS
Attachment No. I Site Map
Attachment No. 2 Legal Description
Attachment No. 3 Proposed Site Plan
Attachment No. 4 Schedule of Performance
Attachment No. 5 Grant Deed
Attachment No. 6 Quitclaim Deed
Attachment No. 7 Scope of Development
Attachment No. 8 CC&Rs
Attachment No. 9 Lease
Attachment No. 10 Deed of Trust
Attachment No.11 Agency Grant Deed
Attachment No. 12 City/Agency Agreement
Attachment No. 13 Covenants
Attachment No. 14 Preliminary Title Reports
(iv)
OWNER PARTICIPATION AGREEMENT
THIS AGREEMENT is entered into by and between the
Redevelopment Agency of the City of Huntington Beach, a public
body, corporate and politic, (the "Agency" ) and Robert J.
Koury, an individual (the "Participant" ) . The Agency and the
Participant hereby agree as follows:
I . [ §100] SUBJECT OF AGREEMENT
A. [ §101 ] Purpose of Agreement
The purpose of this Agreement is to effectuate the
Redevelopment Plan (as hereinafter defined) for the Main Pier
Redevelopment Project (the "Project") by providing for the
disposition and development of certain property situated within
the Project Area (the "Project Area") of the Project. The
Project is to be developed, pursuant to this Agreement, as a
public parking structure (the "Parking Facility" ) for
approximately 850 parking spaces and includes within it
approximately 26,000 square feet of ground floor and
approximately 6,000 square feet of second level commercial
retail space (the "Commercial Shell" ) as described more fully
in The Scope of Development attached as Attachment No. 7 and
incorporated herein by this reference. The Parking Facility
and the parcel upon which it is to be constructed (the "Site" )
is depicted on the "Site Map" , which is attached hereto as
Attachment No. I and incorporated herein by reference. This
Agreement is entered into for the purpose of developing the
Site and not for speculation in land holding. Completing the
development on the Site pursuant to this Agreement, is in the
vital and best interest of the City of Huntington Beach,
California (the "City" ) and the health, safety and welfare of
its residents, and in accord with the public purposes and
provisions of applicable state and local laws and requirements
under which the Project has been undertaken.
B. [ §102 ] The Redevelopment Plan
The Redevelopment Plan was approved and adopted by the
City Council of the City of Huntington Beach by Ordinance
No. 2578, as amended by Ordinance No. 2634; said ordinances and
the Redevelopment Plan as so approved and amended (the
"Redevelopment Plan" ) are incorporated herein by reference.
C. [ §103 ] The Site
The Site is that portion of the Project Area
designated on the Site Map (Attachment No. 1) and described in
the "Legal Description", which is attached hereto as Attachment
No. 2 and is incorporated herein by reference.
The Site consists of the following:
1. Certain parcels owned by the Participant (the
"Participant Parcels" ) ;
2. Certain parcels, including certain public rights
of way, owned by the City (the "City Parcels" ) ;
3 . Certain parcels owned by third parties (the
"Third Party Parcels") .
Each of the foregoing enumerated Parcels is
designated on the Site Map (Attachment No. 1) . The Participant
Parcels, the City Parcels, . and the Third Party Parcels
collectively constitute the Site.
D. 1 §1041 Parties to the Agreement
1. [ §105] The Agency
The Agency is a public body, corporate and
politic, exercising governmental functions and powers and
organized and existing under Chapter 2 of the Community
Redevelopment Law of the State of California. The principal
office of the Agency is located at City Hall, 2000 Main Street,
Huntington Beach, California 92648.
"Agency", as used in this Agreement, includes the
Redevelopment Agency of the City of Huntington Beach, and any
assignee of or successor to its rights, powers and
responsibilities.
2. - 15106] The Participant
The Participant is Robert J. Koury, an
individual. The address of the Participant for the purposes of
this Agreement is P.O. Box 65176, Los Angeles, California 90065.
3. [ §107] Representat:ions and Warranties of the
Parties
A. The Participant, to the best of his
knowledge, represents and warrants to the Agency as follows:
i. The Participant has duly authorized,
executed and delivered this Agreement and any and all other
agreements and documents required to be executed and
delivered by the Participant in order to carry out, give
effect to, and consummate the transactions contemplated by
this Agreement.
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fi . Except for those obligations approved by the
Agency pursuant to Section 204 of this Agreement, the
Participant does not have any material contingent
obligations or any material contractual agreements which
could materially adversely affect the ability of the
Participant to carry out its obligations hereunder.
iii . There are no known material pending or, so
far as is known to the Participant, threatened, legal
proceedings to which the Participant is or may be made a
party or to which any of its property is or may become
subject, which has not been fully disclosed in the material
submitted to the Agency which could materially adversely
affect the ability of the Participant to carry out its
obligations hereunder.
iv. There is no action or proceeding pending or,
to the Participant' s best knowledge, threatened, looking
toward the dissolution or liquidation of the Participant,
and there is no action or proceeding pending or, to the
Participant' s best knowledge, threatened by or against the
Participant which could affect the validity and
enforceability of the terms of this Agreement, or
materially and adversely affect the ability of the
Participant to carry out its obligations hereunder.
V. The Participant has performed all of its
obligations to be performed at or prior to the date of
Participant' s Execution of the Agreement in accordance with
the Schedule of Performance and is not in default hereunder.
Each of the foregoing items i to v, inclusive
shall be deemed to be an ongoing representation and warranty.
The Participant shall advise the Agency in writing if there is
any change pertaining to any matters set forth or referenced in
.the foregoing items i to v, inclusive.
B. The Agency, to the best of its knowledge,
warrants and represents to the Particpants as follows:
i . The Agency has duly authorized, executed and
delivered this Agreement and any and all tither agreements
and documents required to be executed and delivered by the
Agency in order to carry out, give effect to, and
consummate the transactions contemplated by this Agreement.
ii . The Agency does not have any known material
contingent obligations or any known material contractual
agreements which could materially adversely affect the
ability of the Agency to carry out its obligations
hereunder.
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` iii. There are no known material pending or
threatened, legal proceedings to which the Agency is or may
be made a party or to which any of its property is or may
become subject, which has not been fully disclosed in the
material submitted to the Agency which could materially
adversely affect the ability of the Agency to carry out its
obligations hereunder.
iv. There is no action or proceeding pending or,
to the Agency' s best knowledge, threatened, looking toward
the dissolution or liquidation of the Agency, and there is
no action or proceeding pending or, to the Agency' s best
knowledge, threatened by or against the Agency which could
affect the validity and enforceability of the terms of this
Agreement, or materially and adversely affect the ability
of the Agency to carry out its obligations hereunder.
V. The Agency has performed all of its
obligations to be performed at or prior to the date of
Agency' s execution of this Agreement in accordance with the
Schedule of Performance and is not in default hereunder.
Each of the foregoing items i to v, inclusive
shall be deemed to be an ongoing representation and warranty.
The Agency shall advise the Participant in writing if there is
any change pertaining to any matters set forth or referenced in
the foregoing items i to v, inclusive.
3. [ §108] Prohibition Against Change in
Ownership, Management and Control of
Participant
The qualifications and identity of the
Participant are of particular concern to the City and the
Agency. It is because of those qualifications and identity
that the Agency has entered into this Agreement with the
Participant. No voluntary or involuntary successor in interest
of the Participant shall acquire any rights or powers under
this Agreement except as expressly set forth herein.
The Participant shall not assign or transfer all
or are part of this Agreement or the Site or any rights
hereunder for a period of three years after Participant' s
execution of this Agreement without the prior written approval
of the Agency. The Agency shall not unreasonably withhold its
approval of an assignment.
Notwithstanding any other provision of this Agreement
to the contrary, the Participant shall have the right to assign
this Agreement and any rights hereunder or in the Site without
obtaining Agency approval in connection with any of the
following:
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(i ) Transfers resulting from the death or mental
or physical incapacity of an individual .
(ii ) Transfers or assignments in trust for the
benefit of a spouse, children, grandchildren, or other family
members .
( iii ) The granting of an interest in any portion
of the Site to a lender which does not exceed eighty percent
(80%) of the fair market value of Participant' s interest as
evidenced by a letter to that effect from the lender seeking an
interest, or a sale of any portion of the Site at foreclosure
(or a conveyance thereof in lieu of a foreclosure) pursuant to
a foreclosure thereof by a lender approved by the Agency
pursuant to Section 313 .
(iv) The conveyance or dedication of any portion
of the Site to the City or other appropriate governmental
agency, or the granting of easements or permits to facilitate
the development of the Site.
(v) Transfers aggregating an amount of up to
thirty percent (30%) of Participant' s interest so long as
Participant retains the management and control of the property.
All of the terms, covenants and conditions of
this Agreement shall be binding upon and shall inure to the
benefit of the Parties and the permitted successors and assigns
of the Parties. Whenever the term "Participant" or "Agency" is
used herein, such term shall include any other permitted
successors and assigns as herein provided. Upon the expiration
of three years after the execution of this Agreement by
Participant this Section 108 shall be of no further force or
effect.
4. [ §109 ] Relationship of Agency and Participant
It is hereby acknowledged that the relationship
between the Agency and the Participant is not that of a
partnership nor a joint venture and that the Agency and the
Participant shall not be deemed or construed for any purpose to
be the agent of the other.
II . [ §200] ASSEMBLY OF THE SITE
The Agency agrees to negotiate to acquire the City
Parcels and the Third Party Parcels and, if negotiations are
unsuccessful, to conduct appropriate proceedings for the
consideration of resolutions of necessity relative to the
acquisition of the Third Party Parcels by the use of eminent
domain, provided that the Participant shall not be in default
of this Agreement.
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Prior to the Conveyance by Participant to the Agency,
the Agency shall lease certain residential and commercial space
from Participant pursuant to the Lease attached hereto as
Attachment No. 9 and incorporated herein by this reference.
Upon acquisition by the Agency of all of the City
Parcels, pursuant to the City/Agency Agreement attached hereto
and incorporated herein as (Attachment No. 12) , and the
acquisition of all of the Third Party Parcels, and subject to
applicable terms and conditions of this Agreement, the
Participant agrees to sell to the Agency and the Agen--y shall
purchase from the Participant the Participant Parcels pursuant
to the following terms and conditions:
1. Agency shall pay the sum of $1.235 million (the
"Purchase Price" ) to satisfy the outstanding trust
deeds on the Participant' s Parcels.
2. Participant shall transfer the Participant Parcels
with clear title, pursuant to Section 205 of this
Agreement, to Agency.
3 . Agency shall grant to Participant a Deed of Trust
securing Agency' s performance under this Agreement as
to the Commercial Portion of the Site (Attachment
No. 10) .
4. In conjunction with the construction of the Parking
Facility the Agency shall provide a 32,000 square foot
shell :pace on the ground and second level floors of
the Parking Facility according to the description in
the Scope of Development (Attachment No. 7) and to the
plans as approved by Participant and Agency.
5. After condominium subdivision of the Assembled Parcel
into the "Commercial Parcel" and the "Parking Parcel"
as illustrated on the Proposed Site Plan (Attachment
No. 3) and after completion of the Commercial Shell in
the Parking Facility the Commercial Parcel shall be
conveyed to the Participant pursuant to the
Reconveyance Escrow Instructions in Section 202 of
this Agreement ar. ' the Agency Grant Deed substantially
in the form of At- schment No. 21.
6. The Participant shall pay the sure of $1.235 million
(the "Reconveyance Price") to the Agency simultaneous
to the conveyance of the Commercial Parcel.
7. The Commercial Parcel shall receive credit for
providing 153 parking spaces for the approved
. commercial uses pursuant to Section 401 of this
Agreement. Access to those spaces shall be
memorialized in the Covenants, 'Conditions and
Restrictions for the Parking Facility (Attachment
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No. 8) . In addition, the Participant may purchase
credit for additional spaces, as needed to the extent
available, from the Agency at the time of the
Reconveyance escrow for the amount of Seven Thousand
Five Hundred Dollars ($7,500) per space in cash due at
the close of the Reconveyance escrow or upon such
terms as the Agency deems reasonable through a note
secured by a deed of trust to be placed on
Participant' s condominium unit interest.
Notwithstanding anything to the contrary set forth in
this Agreement, the Agency shall have no obligation to purchase
the Participant' s Parcel as hereinabove set forth unless all
"Conditions Precedent to the Participant Conveyance" (as
hereafter defined in Section 212 of this Agreement) have been
satisfied. Further, the Agency shall have no obligation to
convey the Commercial Parcel as hereinabove set forth unless
all "Conditions Precedent to the Agency Reconveyance" pursuant
to Section 212 of this Agreement have been satisfied.
A. ( §201] Conveyance Escrow
The Agency agrees to open an escrow (the "Conveyance
Escrow" ) with a mutually agreeable escrow company (the "Escrow
Agent") , by the time established therefor in the Schedule of
Performance (Attachment No. 4) . The escrow described in this
Section 201 shall be referred to as the "Conveyance Escrow",
and shall govern the Participant Conveyance. The Escrow Agent
shall accomplish the recordation of the Grant Deed (Attachment
No. 5) , the Quit Claim Deed (Attachment No. 6) and the Deed of
Trust on the Commercial Parcel (Attachment No. 13) all as more
particularly set forth herein. This Agreement constitutes the
joint basic escrow instructions of the Agency and the
Participant for the Participant Conveyance, and a duplicate
original of this Agreement shall be delivered to the Escrow
Agent upon the opening of the Escrow. The Agency and the
Participant shall provide such additional escrow instructions
as shall be necessary for and consistent with this Agreement.
The Escrow Agent is hereby empowered to act under this
Agreement, and the Escrow Agent, upon indicating within five
(5) days after the opening of the Escrow its acceptance of the
provisions of this Section 202, in wr ting, delivered to the
Agency and the Participant, shall carry out its duties as
Escrow Agent hereunder.
Upon delivery of the Participant' s Grant Deeds
substantially in the form of Attachment No. 5, the Quit Claim
Deeds from Participant' s Spouse substantially in the form of
(Attachment No. 6) and the Deed of Trust on the consolidated
parcel less any street dedications as indicated on tentative
parcel map No. Substantially in the form of (Attachment
No. 10) to the Escrow Agent by the Agency pursuant to
Section 207 of this Agreement, the Escrow Agent shall record
such Deed when title can be vested in the Agency in accordance
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with the terms and provisions of this Agreement. The Escrow
Agent shall pay any applicable transfer tax. Any insurance
policies covering the Participant Parcel or any parcel are not
to be transferred.
The Participant shall pay in escrow to the Escrow
Agent all fees, charges and costs promptly after the Escrow
Agent has notified the Participant of the amount of such fees,
charges and costs, but not earlier than ten (10) days prior to
the scheduled date for closing the Escrow, including, without
limitation, the following:
1. Costs necessary to place title to the Participant
Parcel in the condition for conveyance pursuant
to Section 204 of this Agreement;
2. The escrow fee;
3 . Cost of drawing the deeds;
4. Recording fees;
5. Notary fees;
6. Any State, County cr City documentary stamps;
7. Any transfer tax;
8. The premium for title insurance as set forth in
Section 209 of this Agreement; and
9. Ad valorem taxes, if any, upon the Participant' s
Parcels for any time prior to transfer of title.
The Participant shall timely and properly execute,
acknowledge and deliver a deed in substantially. the form of the
"Grant Deed" (which is attached to this Agreement as Attachment
No. 5 and is incorporated herein) , together with any other
documents reasonably necessary to entitle the Agency to such
conveyance.
The Agency shall deposit the Purchase P- ice and the
executed Deed of Trust (Attachment No. 10) prior ;o the
Conveyance.
The Escrow Agent is authorized to:
1. Pay, and charge the Participant for any fees,
charges and costs payable under this Section 202
of this Agreement. Before such payments or
charges are made, the Escrow .Agent shall notify
the Participant of the fees, charges and costs
necessary to clear title and close the Escrow.
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%,wo►
2 . Disburse funds deposited as part of the Purchase
Price to satisfy all outstanding deeds of trust
necessary to satisfy the title requirements of
Section 207 of this Agreement, and shall deliver
the deeds and other documents to the parties
entitled thereto when the conditions of this
Escrow have been fulfilled by the Agency and the
Participant.
3 . Record any instruments delivered through this
Escrow, if necessary or proper, to vest title in
the Participant and the Agency, respectively, in
accordance with the terms and provisions of this
Agreement.
All funds received in this Escrow shall be deposited
by the Escrow Agent, with other escrow funds of the Escrow
Agent in an interest earning general escrow account or accounts
with any state or national bank doing business in the State of
California. Such funds may be transferred to any other general
escrow account or accounts. All disbursements shall be made by
check of the Escrow Agent. All adjustments are to be made on
the basis of a thirty (30) day month.
If this Conveyance Escrow is not in condition to close
on or before the time for conveyance established in the
Schedule of Performance (Attachment No. 4) of this Agreement,
either party who then shall have fully performed the acts to be
performed before the conveyance of title may, in writing,
demand from the Escrow Agent the return of its money, papers or
documents deposited with the Escrow Agent. No demand for
return shall be recognized until ten (10) days after the Escrow
Agent shall have mailed copies of such demand to the other
party or parties at the address of its or their principal place
or places of business. Objections, if any, shall be raised by
written notice to the Escrow Agent and to the other party
within the ten (10) day period, in which event the Escrow Agent
is authorized to hold all money, papers and documents with
respect to the Participant Parcels until instructed by a mutual
agreement of the parties or by a court of competent
jurisdiction. If no such demands are made, the Escrow sha 1 be
closed as soon as possible.
The Escrow Agent shall not be obligated to return any
such money, papers or documents except upon the written
instructions of both the Agency and the Participant or until
the party entitled thereto has been determined by a final
decision of a court of competent jurisdiction.
Any amendment to these Escrow instructions shall be in
writing and signed by both the Agency and the Participant. At
the time of any amendment, the Escrow Agent shall agree to
carry out its duties as Escrow Agent under such amendment.
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All communications from the Escrow Agent to the Agency
or the Participant shall be directed to the addresses and in
the manner established in Section 501 of this Agreement for
notices, demands and communicaticns between the Agency and the
Participant.
The liability of the Escrow Agent under this Agreement
is limited to performance of the obligations imposed upon it
under Sections 202 to 209, both inclusive, of this Agreement.
E. [ §202 } Reconveyance Escrow
The Agency agrees to open an escrow (the "Reconveyance
Escrow" ) with a mutually agreeable escrow company (the "Escrow
Agent" ) , by the time established therefor in the Schedule of
Performance (Attachment No. 4) . The escrow described in this
Section 202 shall be referred to as the "Reconveyance Escrow",
and shall govern the Agency Reconveyance. The Escrow Agent
shall accomplish the recordation of the Agency Grant Deed
. (Attachment No. 14) all as more particularly set forth herein.
This Agreement constitutes the joint basic escrow instructions
of the Agency and the Participant for the Agency Reconveyance,
and a duplicate original of this Agreement shall be delivered
to the Escrow Agent upon the opening of the Escrow. The Agency
and the Participant shall provide such additional escrow
instructions as shall be necessary for and consistent with this
Agreement. The Escrow Agent is hereby empowered to act under
this Agreement, and the Escrow Agent, upon indicating within
five (5) days after the opening of the Escrow its acceptance of
the provisions of this Section 202, in writing, delivered to
the Agency and the Participant, shall carry out its duties as
Escrow Agent hereunder.
Upon delivery of the Agency Grant Deed to the
Commercial Parcel substantially in the form of (Attachment
No. 14) to the Escrow Agent by the Agency and the Covenants
(Attachment No. 8) by the Participant, the Escrow Agent shall
record such Grant Deed and the Covenants when title can be
vested in the Participant in accordance with the terms and
provisions of this Agreement. The Participant shall accept
reconveyance of title of the Commercial Parcel to be reconveyed
by the Agency as provided in Sections 202 through 214 of this
Agreement. The Escrow Agent shall pay any applicable transfer
:tax. Any insurance policies covering the Commercial Parcel or
any parcel are not to be transferred.
The Agency shall pay in escrow to the Escrow Agent all
fees, charges and costs promptly after the Escrow Agent has
notified the Agency of the amount of such fees, charges and
costs, but not earlier than ten (10) days prior to the
scheduled date for closing the Escrow, including, without
limitation, the following:
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1. Costs necessary to place title to the Commercial
Parcel in the condition for reconveyance required
by the provisions of this Agreement;
2 . The escrow fee;
3. Cost of drawing the deeds;
4. Recording fees;
5. Notary fees;
6. Any State, County or City documentary stamps;
7. Any transfer tax;
8. The premium for title insurance as set forth in
Section 207 of this Agreement; and
9. Ad valorem taxes, if any, upon the Commercial
Parcels for any time prior to transfer of title.
The Participant shall deposit the Reconveyance
Purchase Price One Million Two Hundred Thousand Dollars
($1,235,000) prior to the Reconveyance.
The Escrow Agent is authorized to:
1. Pay, and charge the Agency for any fees, charges
and costs payable under this Section 204 of this
Agreement. Before such payments or charges are
made, the Escrow Agent shall notify the Agency of
the fees, charges and costs necessary to clear
title and close the Escrow.
2. Disburse funds deposited as part of the
Reconveyance Price or otherwise for the benefit
of the Agency in those escrows established
pursuant to Section 202 of this Agreement, and
shall deliver the deeds and other documents to
the parties entitled thereto when the conditions
of this Escrow have been fulfilled by the Agency
and the Participant.
3 . Record in the office of the County Recorder for
Orange County any instruments delivered through
this Escrow, if necessary or proper, to vest
title in the Participant in accordance with the
terms and provisions of this Agreement.
All funds received in this Reconveyance Escrow shall
be deposited by the Escrow Agent, with other escrow funds of
the Escrow Agent in an interest earning general escrow account
or accounts with any state or national bank doing business in
the State of California. Such funds may be transferred to any
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tither general escrow account or accounts. All disbursements
shall be made by check of the Escrow Agent. All adjustments
are to be made on the basis of a thirty (30) day month.
If this Reconveyance Escrow is not in condition to
close on or before the time for reconveyance established in the
Schedule of Performance (Attachment No. 4) , either party who
then shall have fully performed the acts to be performed before
the reconveyance of title may, in writing, in addition to
whatever rights are provided the Parties hereunder, including
those provided under Sections 611 and/or 612, demand from the
Escrow Agent the return of its money, papers or documents
deposited with the Escrow Agent. No demand for return shall be
recognized until ten (10) days after the Escrow Agent shall
have mailed copies of such demand to the other party or parties
at the address of its or their principal place or places of
business. Objections, if any, shall be raised by written
notice to the Escrow Agent and to the other party within the
ten (10) day period, in which event the Escrow Agent is .
authorized to hold all money, papers and documents with respect
to the Participant Parcels until instructed by a mutual
agreement of the parties or by a court of competent
jurisdiction. If no such demands are made, the Escrow shall be
closed as soon as possible.
The Escrow Agent shall not be obligated to return any
such money, papers or documents except upon the written
instructions of both the Agency and the Participant or until
the party entitled thereto has been determined by a final
decision of a court of competent jurisdiction.
Any amendment to these Escrow instructions shall be in
writing and signed by both the Agency and the Participant. At
the time of any amendment, the Escrow Agent shall agree to
carry out its duties as Escrow Agent under such amendment.
All communications from the Escrow Agent to the Agency
or the Participant shall be directed to the addresses and in
the manner established in Section 501 of this Agreement for
notices, demands and communications between the Agency and the
Participant.
The liability of the Escrow Agent under this Agreement
is limited to performance of the obligations imposed upon it
under Sections 202 to 211, both inclusive, of this Agreement.
C. [ §203 ] Conveyance of Title
Subject to any extensions of time mutually agreed upon
between the Agency and the Participant, the Conveyance and
Reconveyance shall be completed on or prior to the dates
specified therefor in the Schedule of Performance (Attachment
No. 4) . Said Schedule of Performance (Attachment No. 4) is
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subject to revision from time to time as mutually agreed upon
in writing between the Participant and the Agency.
D. [ §204] Form of Deed for the Conveyance and
Reconveyance
The Participant shall convey to the Agency title to
the Participant Parcels by grant deed in the form of the Grant
Deed (Attachment No. 5) and Participant' s spouse shall execute
Quit Claim Deeds substantially in the form of Attachment
No. 6. The Agency shall convey title to the Commercial Parcel
in the form of the Agency Grant Deed (Attachment No. 14) .
E. [ 6205) Condition of Title for the Conveyance and
Reconveyance
The Participant shall convey title to the Participant
Parcels free and clear of encumbrances except as may hereafter
be expressly approved by the Agency at its discretion, such
approval to be given if such encumbrances do not materially
hinder the utility of such property for the uses required by
this Agreement. Copies of the current preliminary title
reports are attached as Attachment No. 14 solely for
informational purposes and not to imply Agency approval of the
listed exceptions. The Agency shall convey title to the
Commercial Parcel, free and clear of encumbrances except as may
be hereafter expressly approved by the Participant, such
approval to be given if such encumbrances do not materially
hinder the utility of such property for the uses required by
this Agreement.
F. [ §206] Time for and Place of Delivery of Documents
Subject to any mutually agreed upon extension of time,
the Agency and the Participant shall deposit the Grant Deed
(Attachment No. 5) with the Escrow Agent on or before the date
established for the date of the Conveyance pursuant to the
Schedule of Performance (Attachment No. 4) . The Agency shall
deposit the Agency Grant Deed (Attachment No. ) and the
"Covenants", which are attached hereto as Attachment No. 9 and
are incorporated herein by reference, with the Escrow Agent on
or before the date established for the date of the Reconveyance
pursuant to the Schedule of Performance (Attachment No. 4) .
G. [ §207] Title Insurance for the Conveyance and
Reconveyance
Concurrently with recordation of the Grant Deed
(Attachment No. 5) in the Conveyance Escrow and the Agency
Grant Deed (Attachment No. 11) in the Reconveyance Escrow, the
Title Company shall deliver to the Buyer in each respective
escrow a title insurance policy issued by the Title Company
insuring that the title to the Parcel being transferred is
vested in the Buyer in the condition required by Section 204 of
this Agreement. All costs and premiums incurred for or related
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to such title insurance shall be borne solely by the Seller in
the respective escrows. The Buyer in the respective escrow,
may, at its option and at its cost, obtain coverage in excess
of the foregoing amount and may cbtain endorsements or an ALTA
policy.
H. [ §208] Taxes and Assessments
Ad valorem taxes and assessments, if any, on the
Participant Parcels, levied, assessed or imposed for any period
commencing prior to conveyance of title to the Agency in the
Conveyance Escrow, shall be borne by the Participant.
Similarly, ad valorem taxes and assessments, if any,
on the Commercial Parcel, levied, assessed or imposed for any
period commencing prior to conveyance of title to the
Participant, shall be borne by the Agency.
I . [ §209 ] Condition of the Participant Parcels
Participant warrants that he has no knowledge of any
contamination of the soil or any subsurface condition that
would make the Participant' s Parcels unsuitable or
impracticable to develop as the Parking Facility.
After close of the Conveyance Escrow Participant
agrees to indemnify and defend the City and/or Agency for any
future claims which may be asserted against the City and/or the
Agency under the Comprehensive Environmental Response and
Compensation and Liability Act; as amended, (42 U.S.C. Section
9601 et. seg. ) ( "CERCLA") and/or any other remedial
environmental legislation which claims are based on alleged
contamination which occurred during the period of Participant' s
ownership of the Participant Parcels.
J. t §2101 Construction of the Site
The Agency shall award a contract for construction of
the Parking Facility and the commercial space therein to the
lowest responsible bidder using procedures as approved by the
Agency Legal Counsel.
K. [ §211.] Conditions Precedent to the Participant
Conveyance
Prior to and as conditions to the close of escrow for
the Participant Conveyance, the Agency will complete items 4
and 5, below, and the Participant shall complete items 1, 2 and
3, below, by the respective times established therefor in the
Schedule of Performance (Attachment No. 4) (or, if no time is
specified, prior to the Participant Conveyance) :
1. the Participant executes the Grant Deed
(Attachment No. 5) ;
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2. the Participant shall not be in material default
of this Agreement;
3 . the Participant shall have reasonably reviewed
and approved the site plan and conceptual plan
for the Parking Facility.
4. the Agency confirms that it has acquired fee
title or a right to possession, (pursuant to
judicial order) to the remainder of the Site; and
S. land use entitlements have been obtained pursuant
to the Schedule of Performance.
The foregoing items numbered I to 5, inclusive, together
constitute the "Conditions Precedent to the Participant
Conveyance. "
L. [ §212] Conditions Precedent to the Agency
Reconveyance
1. Participant deposits Reconveyance Price in the
amount of One Million Two Hundred and Thirty-Five
Thousand Dollars ($1,235,000) into Reconveyance
Escrow;
2. Agency completes construction of Parking Facility
including the Commercial shell pursuant to the
Scope of Development (Attachment No. 7) ;
3 . Participant executes the Convenants (Attachment
No. I3) ; and
4. Agency executes the P.gency Grant Deed for
Commercial Parcel (Attachment No. 11) .
The foregoing items numbered 1 to 4, inclusive, together
constitute the Conditions Precedent to the Agency
Reconveyance. In the Event that the Agency or the Participant
have not performed their respective obligations under 1
through 4 in acc -ordance to the Schedule of Performance, such
failure shall no-. vitiate their respective responsibilities
under this Agreen. nt.
M. [ §213] Zoning of the Site
Zoning of the Site at the time of Participant
Conveyance of the Participant Parcels, shall be such as to
permit development of the Parking Facility and the use,
operation and maintenance of such improvements.
The Agency shall be responsible and the Participant
shall cooperate and assist in making appropriate application to
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the City of Huntington Beach to satisfy all provisions of the
California Subdivision Map Act (Government Code Section 66410,
et sect. . ) and local enactments pursuant thereto as well as any
other land use entitlements that are applicable with respect to
the development of the Site.
III . [ §300] DEVELOPMENT OF THE SITE
A. 1 §3011 Development of the Site by the Agency
1. [ §302] Scope of Development
The Agency shall commence and complete
construction of the Parking Facility by the respective times
established therefor in the Schedule of Performance (Attachment
No. 4) .
The Site shall be developed as provided in the
"Scope of Development", which is attached hereto as Attachment
No. 6 and is incorporated herein.
The development shall include any plans and
specifications approved by the City and/or Agency, and shall
incorporate or show compliance with all applicable mitigation
measures.
2 . [ §303 ] Site Plan
By the respective times set forth therefor in the
Schedule of Performance (Attachment No. 4) , the Agency shall
prepare and submit to the Participant for its reasonable
approval Preliminary Design Drawings for the Commercial space
portion of the Parking Facility and Site Plan and related
documents containing the overall plan for development of the
Site in sufficient detail to enable the Participant to evaluate
the proposal for conformity to the requirements of this
Agreement. The Site shall be developed as established in this
Agreement and such documents except as changes may be mutually
agreed upon between the Participant and the Agency. Approval
of this Agreement shall constitute general concept approval of
the Proposed Site Plan (Attachment No. 3) generally in the form
submitted.
3. [ §304] Construction Drawings and Related
Documents
By the time set forth therefor in the Schedule of
Performance (Attachment No. 4) , the Agency shall prepare and
submit to the City, construction drawings, landscape plan, and
related documents for development of the Site for written
approval. Approval of the drawings and specifications, as
provided in the Schedule of Performance (Attachment No. 4) ,
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'will be granted by the City if they conform to Site Plan
theretofore approved.
4. [ §305] Cost of Construction
The cost of develcping the Site and constructing
all improvements thereon shall he borne by the Agency with the
exception of the completion of the Commercial Parcel with the
applicable Tenant Improvements which cost shall be borne by the
Participant.
5. 1 §3061 Construction Schedule
The Agency shall promptly begin and thereafter
diligently prosecute to completion the construction and the
development of the Site within the times specified therefor in
the Schedule of Performance (Attachment No. 4) .
6. [ §307) Anti Discrimination During Construction
The Agency, for itself and its successors and
assigns, agrees that in the construction of the improvements
provided for in this Agreement, the Agency will not
discriminate against any employee or applicant for employment
because of race, color, creed, religion, age, sex, marital
status, handicap, national origin or ancestry.
B. 1 §308j Completion of Commercial Shell
Promptly after completion of the commercial shell
required by this Agreement to be completed by the Agency in
conformity with this Agreement and the specifications in the
Scope of Development, the Participant shall inspect the
commercial shell and shall reasonably determine compliance with
this Agreement. Within 30 days of Participants inspection,
Participant shall notify the Agency in writing of any
determination that the commercial shell is not in substantial
compliance with this Agreement. Failure to provide such notice
shall result in the shell being deemed to conform with this
Agreement. Participant' s approval as to conformance of the
Commercial Shell shall not operate to waive any rights
including the rights for remedies as t latent defects, that
the Participant or the Agency may have .,rith respect to the
contractor/builder of the Parking Facility.
C. 1 §3091 Subrogation of Rights
The Agency, at its sole discretion, shall either
represent itself and the Participant or assign and subrogate to
the Participant all rights against the Contractor for claims
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'related to the construction of the the Commercial Parcel.
Regardless of whether the Agency determines to subrogate under
this paragraph this Section shall not prevent the Participant
from pursuing any right or claim he may have against the
Contractor.
IV. ( §400] USE OF THE COMMERCIAL PARCEL
A. 1 §4011 Uses
The Participant covenants and agrees for itself, its
successors, its assigns, and every successor in interest to the
Commercial Parcel that the Participant, such successors and
such assignees, shall devote the Commercial Parcel to the uses
specified in the Redevelopment Flan, the Covenants (Attachment
No. 13 ) and this Agreement (in conformity with the limitations
of the Scope of Development, Attachment No. 7) for the periods
of time specified therein. The foregoing covenant shall run
with the land.
The Participant covenants by and for itself and any
successors in interest that there shall be no discrimination
against or segregation of any person or group of persons on
account of race, color, creed, religion, sex, marital status,
age, handicap, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the
Site, nor shall the Participant itself or any person claiming
under or through it establish or permit any such practice or
practices of discrimination or segregation with reference to
the selection, location, number, use or occupancy of tenants,
lessees, subtenants, sublessees or vendees of the Site. The
foregoing covenants shall run with the land.
The Participant shall refrain from restricting the
rental, sale or lease of the Commercial Parcel on the basis of
race, color, creed, religion, sex, marital status, handicap,
national origin or ancestry of any person. All such deeds,
leases or contracts shall contain or be subject to
substantially the following nondiscrimination or nonsegregation
clauses:
1. In deeds: "The grantee herein =, -nants by and
for himself or herself, his or her : :irs,
executors, administrators and assigns, and all
persons claiming under or through them, that
there shall be no discrimination against or
segregation of, any person or group of persons on
account of race, color, creed, religion, sex,
marital status, age, handicap, national origin or
ancestry in the sale, lease, sublease, transfer,
use, occupancy, tenure or enjoyment of the land
herein conveyed, nor shall the grantee himself or
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herself or any person claiming under or through
him or her, establish or permit any such practice
or practices of discrimination or segregation
with reference to the selection, location,
number, use or occupancy of tenants, lessees,
subtenants, sublessees or vendees in the land
herein conveyed. The foregoing covenants shall
run with the land. "
2 . In leases: "The lessee herein covenants by and
for himself or herself, his or her heirs,
executors, administrators and assigns, and all
persons claiming under or through him or her, and
this lease is made and accepted upon and subject
to the following conditions:
"There shall be no discrimination against or
segregation of any person or group of persons on
account of race, color, creed, religion, sex,
marital status, handicap, age, ancestry or
national origin in the leasing, subleasing,
transferring, use, occupancy, tenure or enjoyment
of the premises herein leased nor shall the
lessee himself or herself, or any person claiming
under or through him or her, establish or permit ,
any such practice or practices of discrimination
or segregation with reference to the selection,
location, number, use or occupancy of tenants,
lessees, sublessees, subtenants or vendees in the
premises herein leased. "
3 . In contracts: "There shall be no discrimination
against or segregation of, any person, or group
of persons on account of race, color, creed,
religion, sex, marital status, age, handicap,
ancestry or national origin, in the sale, lease,
sublease, transfer, use, occupancy, tenure or
enjoyment of the premises, nor shall the
transferee himself or herself or any person
claiming under or through him or her, establish
or permit any such practice or practices of
discrimination or segregation with reference t ,%
the selection, location, number, use or occupa.cy
of tenants, lessees, subtenants, sublessees or
vendees of the premises. "
Except for covenants against discrimination or
segregation, which shall continue in effect in perpetuity, the
covenants set forth in this Section 401 shall terminate on the
expiration date of the Redevelopment Plan.
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B. [ §402 ] Maintenance
The Participant and the Agency shall maintain the
Parking Facility according to the covenants, conditions and
restrictions (the "CC&R" ) set out in Attachment No. 8 to this
Agreement, which shall be incorporated herein by this reference.
C. [ §4031 Rights of Access
The Agency, for itself and for the City and other
public agencies, at their sole risk and expense, reserves the
right to enter the Commercial Space of the Parking Facility or
any part thereof which is owned or controlled by the
Participant, at all reasonable times for the purpose of
construction, reconstruction, maintenance, repair or service of
any public improvements or public facilities located on the
Site. Any such entry shall be made only after reasonable
notice to Participant, and Agency shall indemnify and hold
Participant harmless from any costs, claims, damages or
liabilities pertaining to any entry. Except for emergency
situations or with the consent of the Participant, the Agency
shall not exercise its rights of access pursuant to this
Section 403 between July 1 and August 31. This Section 403
shall not be deemed to diminish any rights the Agency, the
City, or any other public agencies may have without reference
to this Section 403 .
The Participant shall have the right to enter the
parking facility for purposes of construction, reconstruction,
maintenance, repair or service of the Commercial Parcel after
providing reasonable notice of same to the Maintenance
Association pursuant to the CC&Rs (Attachment No. 8) . Such
notice may be waived in the event of an emergency. Participant
shall indemnify and hold Agency harmless from any costs,
claims, damages or liabilities pertaining to any entry. Except
for emergency situations or with the consent of the Agency, the
Participant shall not exercise its rights of access pursuant to
this Section 403 between July 1 and August 31.
It is the intent of the Agency that the Parking
Facility shall provide parking for the public use and that
Participant and its tenants, employees and invitees shall have
access to utilize the parking in the Parking Facility on the
same terms and conditions as said parking is available to the
general public.
D. [ §4041 Effect of Violation of the Terms and
Provisions of this Agreement After
Com letion of Construction
The covenants established in this Agreement and the
deeds shall, without regard to tezhnical classification and
designation, be binding for the benefit and in favor of the
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Agency and the Participant, their respective successors and
assigns, as to those covenants which are for their respective
benefits. The covenants, contained in this Agreement and the
Deeds shall remain in effect until the termination date of the
Redevelopment Plan. The covenants against racial
discrimination shall remain in perpetuity.
The Agency is deemed the beneficiary of the terms and
provisions of this Agreement and of the covenants running with
the land, for and in its own rights and for the purposes of
protecting the interests of the community and other parties,
public or private, in whose favor and for whose benefit this
Agreement and the covenants running with the land have been
provided. The Agreement and the covenants shall run in favor
of the Agency, without regard to whether the Agency has been,
remains or is an owner of any lard or interest therein in the
Site or in the Project Area. The Agency and the Participant
shall have the right, if the Agreement or cotenants are
breached, to exercise all rights and remedies, and to maintain
any actions or suits at law or in equity or other proper
proceedings to enforce the curing of such breaches to which it
or any other beneficiaries of this Agreement and covenants may
be entitled.
V. [ §500] GENERAL PROVISIONS
A. [ §501] Notices, Demands and Communications Between
the Parties
Written notices, demands and communications between
the Agency and the Participant shall be sufficiently given if
delivered by hand (and a receipt therefor is obtained or is
refused to be given) or dispatched by registered or certified
trail, postage prepaid, return receipt requested, to the
principal offices of the Agency and the Participant. Such
written notices, demands and communications may be sent in the
same manner to such other addresses as either party may from
time to time designate by mail as provided in this Section 501.
Any written notice, demand or communication shall be
deemed received immediately if delivered by hand or if
delivered by registered or certified mail return receipt
requested on the date received.
B. [ §502 ] Conflicts of Interest
No member, official or employee of the Agency shall
have any personal interest, direct or indirect, in this
Agreement, nor shall any member, official or employee
participate in any decision relating to the Agreement which
affects his personal interests or the interests of any
corporation, partnership or association in which he is directly
or indirectly interested. No member, official or employee of
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the Agency shall be personally liable to the Participant, or
any successor in interest, in the event of any default or
breach by the Agency, or for any amount which may become due to
the Participant or successor or cn any obligations under the
terms of this Agreement.
The Participant warrants that it has not paid or
given, and will not pay or give, any third party any money or
other consideration for obtaining this Agreement.
C. ( §503 ) Enforced Delay; 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, and all performance and other dates specified in
this Agreement shall be extended, where delays or defaults are
due to: war; insurrection; strikes; lockouts; riots; floods;
earthquakes; fires; casualties; arts of God; acts of the public
energy; epidemics; quarantine restrictions; freight embargoes;
lack of transportation; governmental restrictions or priority;
litigation delays beyond the reasonable control of the party
claiming an extension of time to perform; unusually severe
weather; inability to secure necessary labor, materials or
tools; delays of any contractor, subcontractor or supplier;
acts or omissions of the other party; acts or failures to act
of the City of Huntington Beach or any other public or
governmental agency or entity (other than the acts or failures
to act of the Agency which shall not excuse performance by the
Agency) ; or any other causes beyond the control or without the
fault of the party claiming an extension of time to perform.
Notwithstanding anything to the contrary in this Agreement, an
extension of time for any such cause shall be for the period of
the enforced delay and shall commence to run from the time of
the commencement of the cause, if notice by the party claiming
such extension is sent to the otter party within thirty (30)
days of the commencement of the cause. Times of performance
under this Agreement may also be extended in writing by the
mutual agreement of Agency and Participant.
D. ' 1 §5041 Nonliability of Officials and Employees of
the Agency ~'
No member, official or employee of the Agency shall be
personally liable to the Participant, or any successor in
interest, in the event of any default or breach by the Agency
or for any amount which may become due to the Participant or
its successors, or on any obligations under the terms of this
Agreement.
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• ' VI . [ §600] DEFAULTS AND REMEDIES
A. [ §601] Defaults -- General
Subject to the extensions of time set forth in
Section 503, failure or delay by either party to perform any
term or provision of this Agreement constitutes a default under
this Agreement. The party who so fails or delays must
immediately commence to cure, correct, or remedy such failure
or delay, and shall complete such cure, correction or remedy
with diligence.
The injured party shall give written notice of default
to the party in default, specifying the default complained of
by the injured party. Except as required to protect against
further damages, the injured party may not institute
proceedings against the party in default until thirty (30) days
after giving such notice or, provided that the party is
proceeding with diligence to cure, such greater time as may be
necessary to cure given the nature of the default. Failure or
delay in giving such notice shall not constitute a waiver of
any default, nor shall it change the time of default.
B. [ §602 ] Legal Actions
1. [ §603] Institution of Legal Actions
In addition to any other rights or remedies and
subject to the restrictions in Section 601, either party may
institute legal action to cure, correct or remedy any default,
to recover damages for any default, or to obtain any other
remedy consistent with the purpose of this Agreement. Such
legal actions must be instituted in the Superior Court of the
County of Orange, State of California, in an appropriate
municipal court in that county, or in the Federal District
Court in the Central District•of California.
2. [ §604] Applicable Law
The laws of the State of California shall govern
the interpretation and enforcement of this Agreement.
3 . [ §605] Acceptance of Service of Process
In the event that any legal action is commenced
by the Participant against the Agency, service of process on
the Agency shall be made by personal service upon the Director
or in such other manner as may be provided by law.
In the event that any legal action is commenced
by the Agency against the Participant, service of process on
the Participant shall be made by personal service and shall be
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valid whether made within or without the State of California or
in such other manner as may be provided by law.
C. [ §606] Rights and Remedies Are Cumulative
Except as otherwise expressly stated in this
Agreement, the rights and remedies of the parties are
cumulative, and the exercise by either party of one or more of
such rights or remedies shall not preclude the exercise by it,
at the same or different times, of any other rights or remedies
for the same default or any other default by the other party.
D. [ §607] Inaction Not a Waiver of Default
Any failures or delays by either party in asserting
any of its rights and remedies as to any default shall not
operate as a waiver of any default or of any such rights or
remedies, or deprive either such party of its right to
institute and maintain any actions or proceedings which it may
deem necessary to protect, assert or enforce any such rights or
remedies.
E. ( §608] Remedies and Rights of Participant for
Failure of the_ Agency to Complete_ the
Commercial Shell on Schedule
In the event that the Agency fails to reconvey the
Commercial Shell within thirty (30) days of the time for said
reconveyance set forth in the Schedule of Performance
(Attachment No. 4) , then the Reconveyance Purchase Price shall
be reduced by an amount calculated according to the following
definitions and formula:
1. "Net Pre-leased Rent" means the total amount of rent
obligated under a Approved Rental Contract minus the
proportional carrying cost of a loan of Two Million allocated
over the total space of the commercial shell and the cost to
the Participant for association dues, insurances or other costs
associated with renting the space.
2. "Reasonable Delay Costs" means those reasonable costs
incurre - by Participant due solely to the Agency' s delay in
transfei :ing the Commercial Shell.
3. "Average Net Pre-leased Rent" means the total Net
Pre-leased Rent divided by the number of square feet in the
preleased space.
4. "Approved Rental Contract" means a rental contract
which the penalty for late delivery of possession has been
reviewed by the Agency and reasonably approved based on market
practices in leasing similar business space.
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Days Following
Reconveyance Date
(as set forth in item
No. 12 of the Schedule of
Performance (Attachment No. 4) Late Payment
31 - 60 100% of the Net
Pre-leased Rent plus
Reasonable Delay Costs
incurred by the
Participant solely due to
the delay.
61 - 90 100% of the Net
Pre-leased Rent plus 50%
of the Average Net
Pre-leased Rent times the
remainder of the
commercial space plus
Reasonable Delay Costs.
91 - until Reconveyance 100% of the Net
Closed. Pre-leased Rent plus 1000'
of the Average Net
Pre-leased Rent times the
remainder of the
commercial space plus
Reasonable Delay Costs.
F. [ §609 ] Remedies and Fights of Termination
1. [ §610] Damages.
If either party defaults with regard to any of
the provisions of this Agreement, the non-defaulting party
shall serve written notice of such default upon the defaulting
party. If the default is not cured or commenced to be cured by
the defaulting party within thirty (30) days after service of
the notice of default (or within such other period as is set
forth herein) , the defaulting party shall be liable to the
other party for ar. '• damages caused by such default.
Notwithstanding the foregoing, the Participant agrees
and acknowledges that any failure or delay of the Agency in
acquiring title to the Third Party Parcel shall not give rise
to any cause of action for damages and shall not be deemed to
constitute breach of this Agreement.
2. [ §611] Specific Performance
If either party defaults under any of the provisions
of this Agreement, the non-defaulting party shall serve written
notice of such default upon the defaulting party. If the
default is not cured by the defaulting party within thirty (30)
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days of service of the notice of default, or such other time
limit as may be set forth herein with respect to such default,
the non-defaulting party at its option may thereafter (but not
before) commence an action for specific performance of terms of
this Agreement.
3. 1 §6121 Termination by the Partici ant
In the event that:
(a) The Agency fails or refuses to acquire the
City Parcels or any of the Third Party Parcels not acquired by
the Participant by the date provided in this Agreement for the
Participant Conveyance; or
(b) The Agency fails to obtain all necessary land
use entitlements by the date provided in the Schedule of
Performance (Attachment No. 4) ; or
(c) The Agency fails to tender the Purchase Price
for the Participant Conveyance or fails in any other manner to
perform those actions necessary to complete the Participant
Conveyance by the time set forth in the Schedule of Perfomance
(Attachment No. 4) ; and any such failure is not cured or
commenced to be cured within thirty (30) days after the date of
written demand by the Participant; then this Agreement may, at
the option of the Participant, be terminated by written notice
thereof to the Agency (the "Notice of Termination" ) .
Simultaneous with such termination notice the Participant shall
also give notice of termination of the Lease (Attachment No. 9)
attached hereto and incorporated herein by this reference.
Upon issuance and receipt of a valid Notice of Termination
pursuant to this Section 612, the Agency and the Participant
shall execute any documents deemed necessary by the Escrow
Officer to close the Escrow and return all monies and documents
on deposit to the party which initially deposited same.
Thereafter, neither the Agency nor the Participant shall have
any further rights against or liability to the other under the
Agreement with respect to the Site. In the event of the Agency
failure or default with respect to any event set forth in this
Section 612, said right of termination provided in this
Section 612 shall be Partici; ant' s sole and exclusive remedy.
4. ( §613 ] Termination by the Agency
(a) [ §614] Termination due to default by
Participant
In the event that:
(i ) The Participant (or any successor in
interest) assigns or attempts to assign the
Agreement or any rights therein or in the
Site in violation of this Agreement; or
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(ii) The Participant fails to execute and deposit
into escrow the Grant Deed (Attachment
No. 5) or the Covenants (Attachment No. 9)
by the times established therefor in the
Schedule of Ferformance (Attachment No. 4)
for the Participant Conveyance; or
(iii ) Any Conditions Precedent to the Participant
Conveyance are not satisfied by the time
established therefor in the Schedule of
Performance (Attachment No. 4) ; or
(iv) The Participant fails or refuses to convey
the Participant Parcels to the Agency by the
time established therefor in the Schedule of
Performance (httachment No. 4) ; or
(v) The Participant fails to submit the $1.235
million Reconveyance Price into the
Reconveyance Escrow;
then this Agreement and any rights of the Participant or any
assignee or transferee in the Agreement, or arising therefrom
with respect to the Agency or the Site, shall, at the option of
the Agency, be terminated by the Agency. In the event of
Participant' s failure or default under this Section 614
(i) - (iv) above and any such failure is not cured or commenced
to be cured within thirty (30) days after the date of written
demand by the Agency; then this Agreement may, at the option of
the Agency, be terminated by written notice thereof to the
Participant. Simultaneous with such Termination Notice the
Agency shall also give notice of termination of the Lease
(Attachment No. 9) attached hereto and incorporated herein by
this reference. Upon issuance and receipt of a valid
Termination Notice pursuant to this Section 612, the Agency and
the Participant shall execute any documents deemed necessary by
the Escrow Officer to close the Escrow and return all monies
and documents on deposit to the party which initially deposited
same. Thereafter, neither the Agency nor the Participant shall
have any further rights against or liability to the other under
the Agreement with respect to the Site. In the event of the
Participant failure or default with res ect to any event set
forth in this Section 612, said right of termination provided
in this Section 612 shall be Agency' s sole and exclusive
remedy.
In the evert of Participant' s failure or default under this
Section 614(v) and any such failure is not cured within thirty
(30) days after the date of written demand by the Agency; then
this Agreement may, at the option of the Agency, be terminated
by written notice thereof to the Participant. In the event of
Agency termination pursuant to Section 614(v) , Participant
shall be entitled to a Payment in the amount of the Fair Market
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Value of Participant' s Original Properties conveyed in the
Participant Conveyance minus the 1.235 Million Dollar Purchase
Price plus the Net Rental Income from the time of the close of
the Participant Conveyance at an internal rate of return of 6%.
(b) [ §615] Termination Unrelated to
Participant Actions
In the event that the Agency determines to
terminate this Agreement because of a decision not to complete
the Project, the Participant shall be entitled at his option to
one of the following In Lieu Payments:
(i) The "Current In Lieu Payment" shall equal
the Fair Market Value of Participant' s
Original Properties as of the date of
termination, to be determined according to
the appraisal Section 616 below, minus the
1.235 million Purchase Price, plus an amount
equal to the loss of net rental income (the
"Net Rental Income") , as determined
according to Section 616 below, from the
time of the close of the Conveyance Escrow
until the payment of this current In Lieu
payment plus a annual 10% internal rate of
return on the Net Rental Income if the
termination occurs within one year of the
execution of this Agreement or 12% interal
rate of return for a termination under this
Section which occurs more than one year
after execution; or
(ii) The "Original In Lieu Payment" shall equal
the Fair Market Value of Participant' s
Original Properties as of the date of the
close of the Conveyance Escrow to be
determined according to the appraisal
Section 616 below, less the 1.235 million
Purchase Price, plus the Net Rental Income
and a annual 10% internal rate of return on
the Net Rental Income if the termination
occurs within one year of the e -ecution of
this Agreement or 12% internal . ate of
return for a termination under this Section
which occurs more than one year after
execution.
In the event of the Agency exercising termination under
this Section 615, said rights to an In Lieu Payment shall be
Participant' s sole and exclusive remedy.
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(G) [ §616) Ap2raisal Procedure
In the event that a value must be determined for the
Participant' s Original Properties under Sections [614) or [615)
above (the "Fair Market Value of the Fee" ) and the Net Rental
Value (the "Market Rental Value" ) , as determined by like
property rentals during the approprate period of time, and the
parties are unable to agree upon the Fair Market Value and
Market Rental Value of Participant' s original properties at the
applicable time, then the appropriate Fair Market Value and
Market Rental Value shall be determined by arbitration
conducted within the times, and in the manner, set forth below:
(i) Agency and Participant shall jointly attempt
to agree on the appointment of a real estate appraiser
who is a member of the American Institute of Real
Estate Appraisers or any successor thereto or the
Society of Real Estate Appraisers, or any successor
thereto (or in the event the American Institute or
Society of Real Estate Appraisers or any successor
shall not then be in existence, a disinterested real
estate appraiser having appropriate qualifications to
appraise commercial real estate set forth immediately
below) , with at least ten (10) years professional
experience in Southern California in appraising land
and improvements similar to Participant' s Original
Properties (the "Premixes" ) . All appraisers selected
pursuant to the provisions hereof shall be impartial
and unrelated, directly or indirectly, so far as
employment of services is concerned, to any of the
parties hereto, or their successors. The cost of the
services performed by such appraiser shall be borne
equally by the parties. The single appraiser jointly
appointed by the parties shall determine the Market
Value of the Fee of the Premises at the time of the
Participant Conveyance and at the time of termination,
the Market Rental Value of the Premises from the time
of the Participant Conveyance until the time of
termination, in the manner herein specified and shall
render his or her appraisal within sixty (60) days
after said appraiser has been selected.
(ii) Failing the joint action of Agency and
Participant shall each, within fifteen (15) days,
separately at its own cost designate an appraiser
meeting the qualifications stated in subparagraph (i)
above. If two appraisers are appointed and they
concur on the Market Value of the Fee of the Premises
and the Market Rental Value of the Premises in the
manner hereinabove specified, the Values determined by
them shall be the Fair Market Value of the Premises
and the Fair Rental Value of the Premises for purposes
of determining the Payments pursuant to the formula
11/08/88
0166n/2460/18 -29-
set forth in Sections 614 and 615 above. If the
appraisers do not concur, and the difference between
the respective higher and lower determinations of
Market Value of the Fee or Fair Rental Value is an
amount less than ten percent (10%) of the amount of
the higher determination of the Market Value of the
Fee or the Fair Rental Value, the mean average of the
two determinations shall be the Fair Market Value and
Fair Rental Value of the Premises for purposes of
determining the Payments pursuant to the formula set
forth in Sections 614 or 615 above. The two
appraisers shall render their respective appraisals
within sixty (60) days after they have been selected.
If the difference between the two determinations
exceeds the amount specified above, the two appraisers
shall jointly select a third appraiser meeting the
qualifications set forth in subparagraph (i ) above,
and if they are unable to agree on a third appraiser,
either of the parties to this Lease, by giving fifteen
(15) days notice to the other party, may apply to the
presiding judge of the Superior Court of Orange County
to select a third appraiser who meets the
qualifications set forth in subparagraph (i) above.
The third appraiser, however selected, shall be a
person who has not acted in any capacity for either
party. Within fifteen (15) days from the date of the
selection of the third appraiser, all three appraisers
shall meet and the first two appraisers shall present
to the third appraiser all of their findings, data,
and conclusions as to the Market Value of the Fee of
the Premises and the Market Rental Value of the
Premises. The third appraiser shall review all such
findings, data, and conclusions, and shall determine
which of the two appraisers' respective determinations
f of the Market Value of the Fee of the Premises and the
Market Rental Value of the Premises are the most
i
reasonable determinations under the criteria set forth
above. The third appraiser shall not be permitted to
make any other independent determination of the Market
Value of the Fee of the Premises or the Market Rental
Value of the Premises. The appraiser' s determinations
found by the third appraiser to be the most reasonable
determinations shall be the Market Value of the Fee of
the Premises and the Market Rental Value of the
Premises for purposes of determining the In Lieu
Payment pursuant to the formula set forth above. The
third appraiser' s conclusions shall be reached within
thirty (30) days from the selection of the third
appraiser. The expenses related to the selection and
services of the third appraiser shall be shared
equally by the Agency and Participant.
11/08/88
016+5n/2460/'18 -30-
(iii) The Fair Market Value of the Fee and the
Fair Rental Value established under this Section 616
shall be binding and conclusive on the parties for
purposes of determining the Payments pursuant to the
formula set forth in Section 614 or 615 above. If for
any reason a Fair Market Value of the Fee or Fair
Rental Value is not established under this Section
616, no party may avail itself of a Fair Market Value
of the Fee or the Fair Rental Value more favorable to
such party than the value determined by the appraiser
appointed by such party.
(iv) Each appraiser shall certify that he or she
has personally inspected all properties used as
comparisons, that he or she has no past, present or
contemplated future interest in the Premises, the
Improvements or the "Site" (as defined in the •DDA) , or
any part thereof, that the compensation to be received
by him or her from any source for making the appraisal
is solely in accordance with this Agreement, that he
or she has followed the instructions as set forth in
this Section 616 for valuing the Premises and
Improvements as of the applicable date, that neither
his or her employment to make the appraisal nor his or
her compensation therefor is contingent upon reporting
a predetermined value or values, or a value or values
within a predetermined range of values, that he or she
has had at least ten (10) years professional
experience in Southern California in appraising land
and improvements similar to the Premises, that he or
she is a member of the American Institute of Real
Estate Appraisers or the Society of Real Estate
Appraisers or respective successors thereto and that
his or her appraisal was prepared in conformity with
the standards of professional practice of the
Institute or Society or successor thereto.
VII . [ §700] SPECIAL PROVISIONS
A. ( §701 ] Real Estate Commissions
Each of the Agency and the Participant represents to
the other party that it has not engaged the services of any
finder or broker and that it is not liable for any real estate
commissions, broker' s fees, or finder' s fees which may accrue
by means of the acquisition of the Agency Parcel, and agrees to
hold harmless the other party from such commissions or fees as
are alleged to be due from the party making such
representations.
11/08/88
0166n/2460/18 -31-
B. [ §702 ] Successors In Interest
The terms, covenants, conditions and restrictions of
this Agreement shall extend to and shall be binding upon and
inure to the benefit of the heirs, executors, administrators,
successors and assigns of the Parties.
Upon the termination of the restrictions imposed by
Section 107 of this Agreement, which terminate upon the
issuance by the Agency of a Certificate of Completion for all
of the Participant Improvements, all of the terms, covenants,
conditions and restrictions of this Agreement which do not
terminate upon the issuance by the Agency of the Certificate of
Completion for the entire Site shall be deemed to be, and
shall, constitute terms, covenants, conditions and restrictions
running with the land.
C. [ §703 ] Amendments to this Agreement
The Participant and the Agency agree to mutually
consider reasonable requests for amendments to this Agreement
provided said requests are consistent with this Agreement and
would not substantially alter the basic business terms included
herein.
D. [ §704] Relocation Benefits
Agency shall satisfy all relocation benefits to which
tenants are entitled under state law without contribution from
Participant. Participant shall consider re-entry of current
tenants who are interested in occupying the new space according
to the following criteria:
I. Current tenants shall be notified at the
forwarding address left with Participant at the time
Participant begins taking applications and the date through
which applications shall be considered.
2. For those current tenants that send in an
application a preference will be given if they meet the
Participant' s standards for (1) financial stability; (2)
previous record of timely payments; (3) level of rent to be
generated from the space; (4) compatibility of proposed use
with the overall scheme of uses and the intent and
objective of the Redevelopment Plan; (5) experience in
developing the proposed use; and (6) effectiveness of use
in providing a service to the community.
E. [ §705] Attorney Fees
If either party to this Agreement is required to initiate
or defend litigation in any way connected with this Agreement,
the prevailing party in such litigation, in addition to any
11/08/88
0166n/2460/18 -32-
1 �
other relief which may be granted, whether legal or equitable,
shall be entitled to reasonable attorney' s fees. Except as may
be expressly provided elsewhere in this Agreement, if either
party to this Agreement is required to initiate or defend
litigation with a third party because of the violation or
alledged violation of any term or provision of this Agreement,
or obligation of the other part to this Agreement, then the
party so litigating shall be entitled to reasonable attorney' s
fees from the other party to this Agreement. Attorney' s fees
shall include attorney' s fees on any appeal, and in addition a
party entitled to attorney' s fees shall be entitled to all
other reasonable costs for investigating such action, taking
depositions and discovery, and all other necessary costs
incurred in such litigation. All such fees shall be deemed to
have accrued on commencement of such action and shall be
enforceable whether or not such action is prosecuted to
judgment.
VIII . [ §800] ENTIRE AGREEMENT, WAIVERS
This Agreement may be signed in counter-parts, each of
which is deemed to be an original. This Agreement includes
pages 1 through 37 and Attachments 1 through 10, which
constitutes the entire understanding and agreement of the
parties.
This Agreement integrates all of the terms and conditions
mentioned herein or incidental hereto, and supersedes all
negotiations or previous agreements between the parties or
their predecessors in interest with respect to all or any part
of the subject matter hereof.
All waivers of the provisions of this Agreement must be in
writing by the appropriate authorities of the Agency and the
Participant, and all amendments hereto must be in writing by
the appropriate authorities of the Agency and the Participant.
In any circumstance where under this Agreement either party
is required to approve or disapprove any matter, approval shall
not be unreasonably withheld.
11/08/88
0166n/2460/18
STATE OF CALIFORNIA )
COUNTY OF ORANGE )
On ?2 19 �J, before me, a Notary Public of the State of
California, personally appeared ik:&S L&q ki. 514.7V1j l5-r,j- , known to me to
be the Chairman of the Redevelopment Agency of the City of Huntington Beach
and the Mayor of the City of Huntington Beach, and Connie Brockway, known
to me to be the Clerk of the Redevelopment Agency of the City of Huntington
Beach and the City Clerk of the City of Huntington Beach and known to me to be
the persons in instrument on behalf of said public
agefick�s xnd ack Wd�tq me �that such public agencies executed the same.
LA URR,A. IY�I
Wit-Ow lyw � .,
} MW
WN
r' MY Oomrtdss m OOM J*a, 1991
R
GENERAL ACKNOWLEDGMENT NO.201
i
¢� State of On this the day of 19.k�before me,
County of SS.
the undersigned otary Public, personally appeared
�onally known to me
proved to me on the basis of satisfactory evidence
OFFKMISM to be the person hose names �\ - subscribed to the
• UNDA&PAMNSON within instrument,and acknowledged that `-z-'"" executed it.
Notary• P� WITNESS my hand a official seal. '-
t /t /
'1 •r My Comm Exp,June 24 19S^
Notary's SI atur
7110 122 NATIONAL NOTARY ASSOCIATION • 23012 Ventura Blvd. • P.O.Box 4625 9 Woodland Hills,CA 91365-4625
1
IN WITNESS WHEREOF, the Agency and the Participant
have signed this Agreement on the respective dates set forth
below.
L)EQ1902AAn .2 / , 1919F REDEVELOPMENT AGENCY OF THE CITY
OF HUNTIN TON BEACH
By
'Chairman
ATTEST:
vw�
-Agency Clerk
APPROVED AS TO FORM:
Stradling, Yocca, tarlson & Rauth,
Special Counsel to the Agency
C
Agency Counsel 6L
li- io- y
Robert . Koury
By:
11/08/88
0166n/2460/18
GARFIELD AVE E
LZ
Ui
F
� Y J
z
s
PACIFIC OCEAN
5�
Project Site
• Source: Sanchez Talarico Associates. Inc.
SQI�Ght�Z
PROJECT SITE assocraes,
1m
EiR 88-4 no
City of Huntington Beaoh scale
Exhibit 4
• ter/ ��
ATTACHMENT NO. 2
LEGAL DESCRIPTION
Block 203 of The Huntington Beach M.M. 3-36 Tract as shown
a map recorded in book 24, page 14 of Assessor' s Maps, records
of Orange County.
11/08/88
0166n/2460/18
1 �
_
MUM RAM PLM
n1 110
�.. V w
_
' ATTACMENT NO. 4
SCHEDULE OF PERFORMANCE
I. GENERAL PROVISIONS (Terms shall be defined as set out in the Owner
Participation Agreement to which this do=ument is attached as Attachment
No. 4.)
1. Execution of Agreement Not later than forty (40)
by Agency. The Agency days after EIR and CUP
shall approve and execute this approved by the City.
Agreement, and shall deliver
one (1) copy thereof to
the Participant.
II. CONSTRUCTION
2. Notice Requesting Proposals Within six (6) weeks after execution
to Desk and Construct the of this Agreement.
Parking Facility Published.
3. Review of Contract to Design within eight (8) weeks after
and Construct Parking Facility. submittal of Notice Requesting
Acceptance or, if necessary, Proposals.
rejection of all bids and issue
new notice requesting proposals.
4. Award of Contract. within four (4) weeks of submittal
of an acceptable bid.
S. Contractor shall submit Within four (4) weeks after
schedule of Construction. award of contract.
6. Parking Facility shall be open within eight (8) weeks of
for public parking. close of Reconveyance Escrow.
III. SITE ASSEMBLAGE
7. Opening of Escrow. Within four (4) weeks after execution
Participant opens Conveyance of this Agreement.
Escrow for conveyances to
Agency.
8. Purchase Price. Agency Prior to the Agency Conveyance and not
deposits the Purchase later than three (3) days prior
Price (and any additional to close of escrow.
amounts payable pursuant to
Section 201) into escrow.
11/08/88 ATTA=1:-.1T NO. 4
0166n/2460/18 Page 1 of 2
9. Participant Conveyance. Not later than sixty (60) days
Participant conveys after all of the Conditions
Participant Farcels to Precedent to the Agency Conveyance,
Agency. as specified in Section 211 of the
OPA, have been satisfied.
10. opening of Reconveyance Upon reasonable approval of Commercial
Escrow. Agercy opens Shell construction by Participant.
Reconveyance Escrow.
11. Reconveyance Price. Prior to the Reconveyance and not
Participant deposits the later than three (3) days prior
Reconveyance Price into to the scheduled close of escrows.
escrow.
12. Reconveyance. Not later than nineteen (19) months
from award of contract under
paragraph 11.4. above.
With regard to the foregoing Agency agrees to use its best efforts to
expedite the construction of the Parking.
11/08/88 ATTACHMENT No. 4
0166n/2,160/18 Page 2 of 2
+c`
ATTACHMENT NO. 5
GRANT DEED
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO: )
Huntington Beach, CA )
GRANT DEED
The undersigned declares that the documentary transfer tax is
$ and is
/ computed on the full value of the interest or property
conveyed, or is
computed on the full value less the value of liens or
encumbrances remaining thereon at the time of sale.
The land, tenements or realty is located in
unincorporated area / / city of
and
FOR A VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, GRANTOR: [Participant] , a California
. a partnership duly organized under the
laws of the State of California hereby GRANT(S) to THE
REDEVELOPMENT AGENCY OF THE CITY OF HMITINGTON BEACH, a public
body, corporate and politic, the following described real
property in the City of Huntington Beach, County of Orange,
State of California:
See Exhibit "A" attached hereto and made a part hereof.
a
California
By:
Its:
21/08/88 ATTACHMENT NO. 5
0166n/2460/18 Page 1 of 2
EXHIBIT A
LEGAL DESCRIPTION OF EACH OF PARTICIPANT'S PARCELS
[To Be Inserted]
11/08/88 ATTACHMENT NO. 5
0166n/2460/18 Page 2 0£ 2
DEED AUTHORIZATION
This is to certify that the interest in real property
conveyed by the Grant Deed dated , 198
from the [Participant) a California
to the , a public
body corporate and politic, (the 'Rgency ' ) , is hereby accepted
by the undersigned officer or agent on behalf of the Agency
pursuant to authority conferred by Resolution No. , 198
and the Agency as Grantee consents to recordation thereof by
its duly authorized officer.
Dated: 198
By
11/08/88 ATTACHMENT NO. 5
0166n/2460/18
r STATE OF CALIFORNIA )
ss.
COUNTY OF ORANGE )
On this day of 198 , before me,
the undersigned, a Notary Public in and for said State,
personally appeared ,
personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person who executed this
instrument as the Chairman of the and
acknowledged to me that said Agency executed it.
(SEAL)
r
11/08/88 ATTACHMENT NO. 5
0166n/2460/18
ATTACHDIE14T NO. 6
QUITCLAIM DEED
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO: )
City Clerk )
City of Huntington Beach )
2000 Main Street )
Huntington Beach, CA 92648 }
Space above this line for Recorder' s use.
The undersigned grantor declares:
Documentary transfer tax is $
FOR A VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, Virginia A. Koury hereby REMISES, RELEASES AND
QUITCLAIMS TO The Redevelopment Agency of the City of
Huntington Beach the real property described in Exhibit A
attached hereto and incorporated herein in the City of
Huntington Beach, California, County of Orange, State of
California:
Dated:
STATE OF CALIFORNIA )
ss.
COUNTY OF )
On this day of 19_, before me,
the undersigned, a Notary Public in and for said State,
personally appeared Virginia A. Koury, personally known to me
or proved to me on the basis of satisfactory evidence to be the
person whose name is subscribed to the within instrument and
acknowledged that she executed the same.
WITNESS my hand and official seal.
11/08/88 ATTACHMENT NO. 6
0166n/2460/18
ATTACHMENT NO. 7 �
SCOPE OF DEVELOPMENT
ARCHITECTUSAL_ANDPESIGN:
The Site shall be designed and developed as an integrated complex in which the
Parking Facility and the Commercial Space shall be of a high quality unified
architectural theme.
The shape, scale of volume, exterior design, and exterior finish of each building,
structure and other improvement shall be consonant with, visuaIIy related to, physically
related to, and an enhancement to each other and to adjacent improvements within the
Project Area.
The Parking Facility shall provide parking according to City code standards for
approximately 822 vehicles on 5 levels.
COMMERICAL SHELL:
The Commercial Shell shall consist of 26,000 square feet on the ground level and
6,000 square feet on the second level which shall be ultimately finished by the
Participant for the retail/office uses as approved in CUP No. 88-34 by the City. The
Commercial Shell when completed by the Agency and ready to be reconveyed to the
Participant shall consist of the following components:
STRU ORAL:
o Type I or 11 construction as described in 1985 Uniform Building Code
o Includes masonry walls, concrete walls, steel stud walls or glazing
o Includes an envolope that will be weather proofed from the elements in
accordance with the Uniform Building Code.
o Includes exposed ceilings (no dropped ceilings)
o Includes basic exiting system from structure.
o Does not include wall coverings and floor coverings
o Does not include insulation
PLUMBING:
o Includes building sewer
o Includes building drains
o Includes water, waste lines and vents for two groups of common restroom
facilities on the ground floor and two groups of common restroom facilities on
the second floor to serve the Commercial shell.
o Includes water, waste lines and vents for restroom facilities to serve a
restaurant containing approximately 5,000 square feet on the ground floor.
1
o Includes water, waste lines and vents to serve a restroom in the retail space
fronting on Walnut containing approximately 1,400 square feet.
o Includes gas lines to serve heating units
o Does not include any fixtures (i.e.: lavatories, water closets, etc.)
o Does not include plumbing drains lines, vents or fixtures for floor sinks, or
drains, etc.
o Does not include installation of water heaters
ELECTRICAL:
o Includes electrical service adequate to serve 25,000 square feet of normal retail
and 7,000 square feet of restaurant use.
o Includes 20 runs of 2 inch conduit from the electrical service to the attic areas
of the retail shell on the first floor.
o Includes S runs of 2 inch conduit from the electrical service to the attic areas of
the retail shell on the second floor.
o Includes conduit run (minimum size one inch) from attic areas to each air
conditioning location.
o Includes conduit run to air conditioning location for thermostat cable from each
unit.
o Does not include the installation of subpanels, branch circuits, fixtures, switches
receptacles, or other electrical equipment.
o Includes platforms for the future installation of air conditioning/heating
equipment.
o Includes installation of gas piping to be stubbed to each equipment location
o Includes the installation of condensate lines from the location to the retail shell.
o Provisions will be made to allow for installation of ducts
o Does not include the installation of grease hoods, heating/air conditioning ducts
or thermostats
PRINKL EM :
o Includes the installation of fire sprinkler system installation per the City of
Huntington Beach Fire Department standards
Note: Plugged tees will be installed to allow dropped heads to be installed at
a later date.
o Does not include installation of dropped heads
o Does not include dry chemical systems
1.. j k.'.'01
The above is intended to generally describe the retail/office shell. As the
development of construction plans progress, the parties may by mutual agreement amend
this Scope of Development, provided that the changes are technical and/or minor in
nature and do not substantially alter the description of the shell provided herein.
(1b04d)
ATTACHMENT NO. 8
DECLARATION OF
COVENANTS, CONDITIONS AND RESTRICTIONS FOR
SECOND BLOCK PARKING FACILITY
TABLE OF CONTENTS
P�
ARTICLE I . DEFINITIONS . . . . . . . . . . . . . . . . 2
2.01 "Assessment" . . . . . . . . . . . . . . . . . . 3
1.02 "Association" . . . . . . . . . . . . . . . . . 3
1.03 "Common Area" • . . . . . . . . . . . . . . . 3
1.04 "Common Expenses" . . . . . . . . . . . . . . . 3
1.05 "Condominium" . . . . . . . . . . . . . . . 5
1.06 "Condominium Plan" . . . . . . . . . . . . . . . 5
1.07 "Conveyance" . . . . . . . . . . . . . . . . . . 5
1.08 "Declarant" . . . . . . . . . . . . . . . . . . 5
1 .09 "Facility" . . . . . . . . . . . . . . . . . . . 5
1. 10 "Member" . . . . . . . . . . . . . . . . . . . 5
1. 11 "Mortgage" . . . . . . . . . . . . . . . . . . . 5
1. 12 "Mortgagee" . . . . . . . . . . . . . . . . . . 5
1. 13 "Owner" . . . . . . . . . . . . . . . . . . . 5
1 . 14 "Project" . . . . . . . . . . . . . . . . . . . 6
1. 15 "Property" . . . . . . . . . . . . . . . . . . . 6
1.16 "Unit" . . . . . . . . . . . . . . . . . . . . . 6
ARTICLE II . MEMBERSHIP . . . . . . . . . . . . . . . . 6
2.01 Membership . . . . . . . . . . . . . . . . . . . 6
2.02 Transfer . . . . . . . . . . . . . . . . . . . . 6
2.03 Voting Rights . . . . . . . . . . . . . . . . . 7
ARTICLE III . PROPERTY RIGHTS IN THE UNITS AND
COMMON AREAS . . . . . . . . . . . . . . 7
3.01 Title to the Units . . . . . . . . . . . . . . . 7 {
3 .02 Title to the Common Area . . . . . . . . . . . 7
3.03 Members' Easements of Enjoyment . . . . . . . . 7
3 .04 Delegation of Use . . . . . . . . . . . . . . . 8
3.05 Waiver of Use . . . . . . . . . . . . . . . . . 8
3 .06 Encroachments . . . . . . . . . . . . . . . . . 8
3 .07 Utilities . . . . . 8
3.08 Discharge of Rights and Obligations 9
3.09 Parking. . . . . . . . . . . . . . . . . . . . . 9
3. 10 Maintenance Easement . . . . . . . . . . . . . . 9
i
11/08/88
5046r/2460/018 Attachment No. 8
+Table of Contents (Continued)
Page
ARTICLE IV. COVENANTS FOR MAINTENANCE ASSESSMENTS 9
4.01 Creation of the Lien and Personal Obligation
of Assessments . . . . . . . . . . . . . . . . 9
4.02 Regular Assessments . . . . . . . . . . . . . . 9
4.03 Special Assessments . . . . . . . . . . . . . . 10
4.04 Capital Improvement Assessments . . . . . . . . 10
4.05 Reserve Assessment . . . . . . . . 20
g 4.06 Date of Commencement of Regular Assessments
and Fixing Thereof . . . . . . . . . . . . . . 11
4.07 Assessment Allocation . . . . . . . . . . . . . 11
4.08 Certificate of Payment . . . . . . . . . . . . . . 11
4.09 Duties of the Board of Directors . . . . . . . . 11
4. 10 Assessment of Condominiums Owned by
Declarant . . . . . . . . . . . . . . . . . . 12
4. 11 Nonuse and Abandonment . . . . . . . . . . . . . 12
4. 12 Exempt Property . . . . . . . . . . . . . . . . 12
ARTICLE V. NONPAYMENT OF ASSESSMENTS . . . . . . . . . 12
5.01 Delinquency . . . . . . . . . . . . . 12
5.02 Association' s Powers to Sue and Establish
Assessment Liens . . . . . . . . . . . . . . . 13
5.03 Creation of Assessment Liens . . . . . . . . . . 13
5.04 Foreclosure Sale . . . . . . . . . . . . . . . . 14
5.05 Cumulative Remedies . . . . . . . . . . . . . . 14
5.06 Subordination of Assessment Liens . . . . . . . 14
ARTICLE VI . ARCHITECTURAL CONTROL. . . . . . . . . . . 14
6.01 Architectural Approval . . . . . . . . . . . . . 15
6.02 Review of Plans and Specifications . . . . . . . 15
6.03 Notice of Noncompliance or Noncompletion . . . . 15
6.04 Correction of Defects . . . . . . . . . . . . . 16
6.05 Rules and Regulations . . . . . . . . . . . . . 16
6.06 Variances . . . . . . . . . . . . 16
6.07 Appointment and Designation . . . . 17
6.08 Review Fee and Address . . . . . . . . . . . . . 17
6.09 Inspection . . . . . . . . . . . . . . . . . . . 17
6.10 Compliance with Governmental Laws . . . . . . . 17
ii
11/08/83
5046r/2460/018 Attachment No. 8
• {Table of Contents (Continued)
Page
ARTICLE VII . DUTIES AND POWERS OF THE ASSOCIATION 17
• 7.01 Duties and Powers . . . . . . . . . . . . . . . 17
7.02 Association Rules . . . . . . . . . . . . . . . 19
7 .03 Right of Entry . . . . . . 19
7.04 Financial Statements and Documents . . . . . . . 20
ARTICLE VIII . REPAIR AND MAINTENANCE . . . . . . . . . 21
8.01 Repair and Maintenance by Association 21
8.02 Repair and Maintenance by Owner . . . . . . . . 22
ARTICLE IX. USE RESTRICTIONS . . . . . . . . . . . . . 23
9.01 Business Usage . . . . . . . . . . . . . . . . . 23
9 .02 No Residential Use . . . . . . . . . . . . . . . 23
9.03 Signs . . . . . . . . . . . . . . . . . . . . 23
9.04 Nui sance2 . . . . . . . . . . . . . . . . . 23
9.05 Outside Installation . . . . . . . . . . . . . . 23
9.06 Antennas . . . . . . . . . . . . . . . . . . . . 24
9.07 Animals . . . . . . . . . . . . . . . . . . . . 24
9.08 Rubbish . . . . . . . . . . . . . . . . . . . 24
9.09 Store Front Glass . . . . . . . . . . . . . . . . 24
9. 10 Compliance with City Ordinances . . . . . . . . 24
ARTICLE X. INSURANCE . . . . . . . . . . . . . . . . . 24
10.01 Types . . . . . . . . . . . . . . . . . . . . . 24
20.02 Waiver by Members . . . . . . . . . . . . . . . 25
10.03 Other Insurance . . . . . . . . . . . . . . . . 25
10.04 Premiums, Proceeds and Settlement . . . . . . . 26
10.05 Annual Insurance Review . . . . . . . . , . . . 26
10.06 Trustee . . . . . . . . . . . . . . . . . . 26
10.07 Individual Casualty Insurance Prohibited . . . . 27
10.08 Rights of Owners to Insure . . . . . . . . . . . 27
10.09 Required Waiver . . . . . . . . . . . . . . . . 27
RTICLE XI . DESTRUCTION OF IMPROVEMENTS . . . . . . . 28
11.01 Automatic Reconstruction . . . . . . . . , . , . 28
11.02 Decision Not to Reconstruct. . . . . . . . . . . 30
11.03 Certificate of Intention tc Reconstruct. . . . . 30
11.04 Compliance with Condominium. Plan . . . . . . . , 30
11/08/88
5046r/2460/018 Attachment No. 8
. .. . {� T
table of Contents (Continued)
Page
11.05 Negotiations with Insurer. . . . . . . . . . . . 30
11.06 Repair of Units . . . . . . . . . . . . . . 30
11.07 Amendment of Condominium Plan . . . . . . . . . 31
11.08 Availability of Labor and Material . . . . . . . 31
11.09 Contracting for Reconstruction . . . . . . . . . 31
11. 10 Costs of Collecting Insurance Proceeds . . . . . 31
ARTICLE XII . EMINENT DOMAIN . . . . . . . . . . . . . 31
'12.01 Definition of Taking . . . . . . . . . . . . . . 31
12.02 Representation by Board in Condemnation
Proceeding . . . . . . . . . . . . . . . . . . 32
12.03 Award for Condominium . . . . . . . . . . . . . 32
12.04 Inverse Condemnation . . . . . . . . . . . . . . 32
12.05 Revival of Right to Partition . . . . . . . . . 32
12 .06 Awards for Members' Personal Property and
Relocation Allowances . . . . . . . . . . . . 33
12.07 Notice to Members . . . . . . . . . . . . . . . 33
12.06 Change of Condominium Interest . . . . . . . . . 33
ARTICLE XIII . LIMITATIONS UPON THE RIGHT TO
PARTITION AND SEVEP.ANCE . . . . . . . . . 33
13.01 No Partition . . . . . . . . . . . . . . . . . . 33
13.02 No Severance . . . . . . . . . . . . . . . . . . 34
13.03 Proceeds of Partition Sale . . . . . . . . . . . 34
ARTICLE XIV. ARBITRATION . . . . . . . . . . . . . . . 35
ARTICLE XV. GENERAL PROVISIONS . . . . . . . . . . . 37
15.01 Enforcement . . . . . . . . . . 37
15.02 Negligence and/or Willful Misconduct . . . . . . 38
15.03 Severability . . . . . . . . . . . . . . . . . . 36
15.04 Term . . . . . . . . . . . . . . . . . . . . . . 38
15.05 Cor.3truction . . . . . . . . . . . . . . . . . . 39
15.06 Ame. dments . . . . . . . . . . . . . . . . . . . 39
15.07 Mori .,age Protection Clause . . . . . . . . . . . 39
15.06 Singular Includes Plural . . . . . . . . . . . . 39
15.09 Nuisance . . . . . . . . . . . . . . . . . . . . 40
15. 10 Mergers and Consolidations . . . . . . . . . 40
15. 11 Enforcement by City of Huntington Beach. . . . . 40
15.12 Applicability of Governmental Regulation 40
15. 13 Notices . . . . . . . . . . . . . . . . . . . . 41
iv
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Table of Contents (Continued)
P_ age
15. 14 Leases . . . . . . . . . . . . . . . . . . . 41
15.15 Estoppel Certificates . . . . . . . . . . . . . 42
EXHIBIT A - SITE PLAN INCLUDING LANDSCAPE MAINTENANCE
AREAS
v
11/08/88
5046r/2460/018 Attachment No. 8
RECORDING REQUESTED BY AND }
WHEN RECORDED RETURN TO: )
}
)
Space , Above_Provided For Recorder
DECLARATION OF
COVENANTS, CONDITIONS AND RESTRICTIONS
SECOND BLOCK PARKING FACILITY
THIS DECLARATION is made this day of , 198_,
by The Redevelopment Agency of the City of Huntington Beach,
hereinafter referred to as "Declarant" :
W I T N E S S E T H:
WHEREAS, Declarant is the owner of the real property
in the City of Huntington Beach, County of Orange, State of
California, more particularly described as
WHEREAS, Declarant deems it desirable to impose a
general plan for the improvement, development and maintenance
of the Property as a condominium project consisting of a public
parking structure and retail space, and to adopt and establish
covenants, conditions and restrictions upon the Property for
the purpose of enforcing and protecting the value, desirability
and attractiveness thereof;
WHEREAS, ,
a .nonprofit corporation, will be incorporated under the laws of
the State of California to which shall be delegated and
assigned the powers of disbursing funds pursuant to the
assessments and charges hereinafter created and referred to,
and administering and enforcing hese covenants, conditions and
restrictions; and
WHEREAS, Declarant will convey title to all portions
of said Property subject to certain protective covenants,
conditions, and restrictions hereinafter set forth;
NOW, THEREFORE, Declarant hereby covenants, agrees
and declares that all of the Property shall be held, sold,
conveyed, hypothecated, encumbered, leased, rented, used,
occupied and improved, subject to the following covenants,
conditions, restrictions and easements which are hereby
declared to be for the benefit of the whole parcel and their
successors and assigns. These covenants, conditions,
restrictions and easements shall run with the Property and
shall be binding on all parties having or acquiring any right,
title or interest in the Property or .any part thereof and shall
inure to the benefit of each owner thereof and are imposed upon
the Property and every part thereof as a servitude in favor of
each and every parcel thereof as the dominant tenement or
tenements.
ARTICLE I
r
DEFINITIONS
Section 1.01. "Assessment" shall mean and refer to
any or all of the Assessments hereinafter defined:
(a) "Regular Assessment" shall mean and refer to a charge
against each Owner and his Condominium representing a portion
of the cost to the Association to provide for and promote the
health, safety and welfare of the Members of the Association
and, in particular, for the improvement and maintenance of the
properties, services, and facilities devoted to this purpose
and related to the use and enjoyment of the Common Area,
including, without limitation, establishing and maintaining
reserves for such purposes.
(b) "Special Assessment" shall mean and refer to a charge
against a particular Owner and his Condominium, directly
attributable to such Owner, for certain costs incurred by the
Association or Declarant for materials or services furnished to
such Owner or his Condominium at the request of or on behalf of
such Owner as a result of any Owner failing to maintain any
portion of his Condominium in accordance with the provisions of
this Declaration or for material or services furnished to the
Common Area or any portion of any Condominium which the
Association maintains pursuant to this Declaration, as a result
of the negligence or willfull misconduct of any Owner, his
employees, guests or invitees, or for excessive use or special
use of the services or facilities provided by the Association,
including but not limited to trash removal and maintenance of
improvements.
(c) "Capital Improvements Assessment" shall mean and
refer to a charge against each Owner and his Condominium
representing a portion of the cost to the Association for the
installation, construction, unexpected repair or replacement of
any capital improvements, including the necessary fixtures and
personal property related thereto, on any Common Area or any
other portion of the Property upon which the Association may be
required to install, construct, repair or replace any capital
improvements as provided in this Declaration.
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(d) "Reserve Assessments" shall mean a charge against
each Owner and his Condominium representing a portion of the
reserves for future major repair, replacement or renovation of
capital improvements or the Common Area which the Association
may authorize pursuant to the terms hereof.
(e) "Reconstruction Assessment" shall mean a charge
against each Owner and his Condominium representing a portion
of the cost to the Association for the reconstruction of any
portion of the Common Area pursuant to the provisions hereof.
Section 1.02. "Association" shall mean and refer to
a nonprofit corporation, incorporated under the laws of the
State of California.
Section 1.03 . "Common Area" shall mean all portions
of the Property except the Units and, without limiting the
generality of the foregoing, specifically including:
(a) all structural projections within a Unit which are
required for the support of the Facility;
(b) water, waste pipes, all sewers, all ducts, chimneys,
chutes, conduits, wires, meters and other utility installations
of the structures wherever located (except the outlets thereof
when located within the Units) ;
(c) the land upon which the structures are located, those
landscaped areas shown on Exhibit "A", and the air space above
said structures;
(d) all bearing walls, columns, floors, the roof, the
slab foundation, window glass, and including the areas
designated on the Condominium Plan as "Stairway; "
(e) any automatic fire detection system;
(f) the restrooms, drinking fountains, telephone
equipment and associated facilities except when located within
a Unit;
(g) that portion of the Project where the electr • c meters
for all the Units are located and the access thereto;
Section 1 .04. "Common Expenses" shall mean and refer
to the actual and estimated costs of:
(a) maintenance, management, operation, repair and
replacement of the Common Area, and all other areas on the
Property which are maintained by the Association including, but
not limited to those areas shown on Exhibit "A" attached
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hereto, costs of exterior window washing and costs of
janitorial services required for the maintenance of the Common
Area;
(b) unpaid Assessments;
(c) maintenance by the Association of areas within the
public right-of-way of public streets in the vicinity of the
Property if provided in this Declaration or pursuant to
agreements with the City;
(d) management and administration of the Association,
including, but not limited to, compensation paid by the
Association to nanagers, accountants, attorneys and employees;
(e) the following, to the extent not metered or billed to
Owners: utilities, trash pickup and disposal, gardening,
security and other services which generally benefit and enhance
the value and desirability of the Property;
(f) fire, casualty, liability, worker' s compensation and
other insurance covering the Common Area;
(g) any other insurance obtained by the Association;
(h) bonding of the members of the Board, any professional
managing agent or any other person handling the funds of the
Association;
(i) taxes paid by the Association; if all of the
Condominiums are taxed under a blanket tax bill covering the
entire Project, each Owner shall pay his proportionate share of
any installment due under said blanket tax bill to the
Association at least ten (10) days prior to the delinquency
date for payment by the Association. Taxes shall be allocated
among the owners in proportion to the total square footage of
floor area of the Condominiums owned by each of the Owners.
Provided, however, in the event the blanket tax bill has been
reduced by reascn of tax exempt status of any Owner, such Owner
shall receive the full benefit of such tax exemption and the
taxes will be allocated among the remaining Owners.
(j ) amounts paid by the Association for discharge of any
lien or encumbrance levied against the Common Area or portions
thereof;
(k) expenses incurred by the Architectural Committee or
other committee established by the Board;
(1) other expenses incurred by the Association for any
reason whatsoever in connection with the Common Area, or the
costs of any other item or items designated by this
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Declaration, the Articles, Bylaws or Association Rules, or in
furtherance of the purposes of the Association or in the
discharge of any duties or powers of the Association.
Section 1.05. "Condominium" shall mean an estate in
real property as defined in California Civil Code Section 1351
(f) and shall consist of a fractional undivided interest in the
Common Area owned in common with the other Owners, coupled with
a separate interest in space called a Unit, the boundaries of
which are described on the Condominium Plan for the Project.
Section 1.06. "Condominium Plan" shall mean that
certain condominium plan to be recorded by Declarant in the
Office of the County Recorder of Orange County for the Project,
and any amendments thereto, showing such information reasonably
necessary to identify a Condominium. In interpreting deeds,
leases, declarations and plans, the existing physical
boundaries of a Unit constructed in substantial accordance with
the Condominium Plan shall be conclusively presumed to be its
boundaries rather than the description expressed in the deed,
lease, declaration or plan, regardless of settling or lateral
movement of the building and regardless of minor variances
between boundaries as shown on the. plan or in the deed, lease,
or declaration and those of the building as constructed.
Section 1 .07. "Conveyance" shall mean and refer to
conveyance of a fee simple title cr lease of any part of the
Property.
Section 1 .08. "Declarant" shall mean and refer to
the Redevelopment Agency of the City of Huntington Beach, its
successors and assigns.
Section 1.09. "Facility" shall mean the public
parking structure and retail space containing the Units.
Section 1 .10. "Member" shall mean and refer to every
person or entity who holds membership in the Association as
provided in Article II, Section 2.01.
Section 1. 11. "Mortgage" shall mean and refer to any
duly recorded mortge_ge or deed of trust encumbering a
Condominium. A "First Mortgage" shall refer to a Mortgage
which has priority over any other Mortgage encumbering a
specific Condominium.
Section 1. 12. "Mortgagee" shall mean and refer to
the mortgagee or beneficiary under any Mortgage. A "First
Mortgagee" shall mean the holder of a Mortgage that has
priority over any other Mortgage encumbering a Condominium.
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Section 1.13 . "Owner" shall mean and refer to the
person or entity who is the record owner of a Condominium, and
including contract purchasers, but excluding those having such
interest merely as security for the performance of an
obligation.
Section 1. 14. "Project" shall mean and refer to the
real property and all improvements constructed thereon known as
Section 1 . 15. "Property" shall mean and refer to all
of the real property known as,
Section 1. 16. "Unit" shall mean a separate interest
in space as defined in California Civil Code Sections 1351(f)
and 1351(1) (2) and shall consist of the portion of a
Condominium not owned in common with the Owners of other
Condominiums in the Project. It is intended that there will be
two (2) Units in the Project, as indicated on Exhibit B
attached hereto: Unit A, which shall consist of a public
parking structure; and Unit B, which shall consist of retail/
office space.
ARTICLE II
MEMBERSHIP
Section 2.01. Membership. Every Owner that is
subject by these covenants to assessment by the Association,
shall be a Member of the Association.
The terms and provisions set forth in this
Declaration, which are binding upon all Owners and all Members
in the Association, are not exclusive as both the Member and
the Member's Condominium shall also be subject to the terms and
provisions of the Articles of Incorporation and the Bylaws of
the Association. The foregoing is not intended to include
persons or entities who hold an interest merely as security for
the performance of an obligation. Membership shall be
appurtenant to and may not be separate from the ownership of
the fee interest in 'any Condominium which is subject to
assessment by the Association. Ownership of such Condominium
shall be the sole qualification for membership.
Section 2.02. Transfer. The Membership held by any
Owner of a Condominium shall not be transferred, pledged or
alienated in any way, except upon the sale or assignment of
such Condominium and then only to the purchaser or assignee
thereof. Any attempt to make a prohibited transfer is void,
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kwow
and will not be reflected upon the books and records of the
Association. In the event the Owner of any Condominium should
fail or refuse to transfer the membership registered in his
name to -the purchaser of such Condominium, the Association
shall have the right to record such transfer upon the books of
the Association.
Section 2.03. Voting Rights. Each Owner shall be
entitled to one vote for each Condominium in which he holds the
interest required for membership by Section 2 .01 above. Until
such time, if any, as additional Condominiums are added to the
Project (which addition of Condominiums shall require the
consent of all Owners) , there shall be two (2) Condominiums and
therefore a total of two (2) votes. When more than one person
holds the requisite interest in any Condominium, the vote for
such Condominium shall be exercised as such co-owners among
themselves determine, but in no event shall there be more than
one vote for such Condominium. Any votes cast with regard to
any such Condominium in violation of this provision shall be
null and void.
ARTICLE III
PROPERTY RIGHTS IN THE UNITS AND COMMON AREAS
Section 3.01. Title to the Units. The Declarant
hereby covenants for itself, its successors and assigns, that
it will convey the Units by deed and such interest shall be
free and clear of all encumbrances and liens, except current
real property taxes, which taxes shall be prorated to the date
of transfer, and easements, conditions and reservations then of
record, including those set forth in this Declaration.
Section 3 .02. Title to the Common Area. The
Declarant hereby covenants for itself, its successors and
assigns, that it will convey a fractional undivided interest to
the Common Area to each Owner free and clear of all liens and
encumbrances, except current real property taxes, which taxes
shall be prorated to the date of transfer, and easements,
conditions and reservations then of record, including those set
forth in this Declaration. Said conveyance shall be made to
the Owner prior to or concurrently with the conveyance of a
Unit to such Owner.
Section 3 .03. Members' Easements of Enjoyment.
Every Member shall have a nonexclusive right and easement in
and to the Common Area, including but not limited to a right of
access and easements for utilities, sewage and drainage; such
easements shall be appurtenant to and shall pass with the title
to every Condominium, subject to the following provisions:
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(a) The right of the Association to establish
uniform rules and regulations pertaining to the use of the
Common Area;
(b) The right of the Association or Declarant to
grant or transfer all or any part of its easements in the
Common Area to any public agency, authority or utility for such
purposes and subject to such conditions as may be agreed to by
the Members. No such grant or transfer shall be effective
unless an instrument signed by every Member has been recorded,
agreeing to such dedication or transfer.
Section 3 .04. Deleaatien of Use. Any Member may
delegate in accordance with the Bylaws, his right of enjoyment
to his employees, contract purchasers and invitees.
Section 3 .05. Waiver of Use. No Member may exempt
himself from personal liability for Assessments duly levied by
the Association nor release his Condominium from the liens and
charges hereof, by waiver of the use and enjoyment of the
Common Area and the facilities thereon or by abandonment of his
Condominium.
Section 3 .06. Encroachments. Each Unit within the
Project is hereby declared to have an easement over all
adjoining property (including Units and Common Area) for the
purpose of:
(a) Accommodating eaves, overhangs and other similar
projections created during the original construction of the
Project, if any, or the reconstruction or repair of any
improvements in accordance with plans and specifications
approved by the Board pursuant to Article VI hereof; or
maintenance or repair of necessary services, including but not
limited to fire protection systems, security lighting systems
and utilities.
(b) Accommodating minor encroachments due to
original engineering or surveying errors, errors in original
construction, errors in reconstruction or repair in accordance
►ith plans and specifications approved by the Board pursuant to
, �-ticle VI hereof, or settlement or shifting or movement of a
b .ilding or other structure; and
(c) Maintaining, repairing and reconstructing such
eaves, overhangs, projections and encroachments.
(d) Each Owner agrees for himself and his heirs,
successors, executors, administrators and assigns and the
Association agrees, for itself, and its successors and assigns,
that each will permit free access at reasonable times and upon
reasonable notices by each Owner for whose benefit an easement
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k.✓
is created hereunder for the purpose of exercising his rights
with respect to such maintenance, repair and/or reconstruction.
Section 3 .07. Utilities. There are hereby reserved
by Declarant, together with the right to grant and transfer the
same, easements over the Common Area and the Units for the
installation, maintenance, service, repair, reconstruction and
replacement of electric, telephone, water, gas, sanitary sewer
lines and drainage facilities as shown on the recorded tract or
parcel maps of the Property, or otherwise created.
Section 3 .08. Discharge of Rights and Obligations.
Easements over the Property are hereby granted for the purpose
of permitting the Association, the Board of Directors,
Declarant and others to discharge their rights and obligations
as described in this Declaration.
Section 3 .09. Parking. Subject to such reasonable
rules and regulations as the Owner of Unit A may from time to
time institute, the parking structure comprising Unit A shall
be for the use of the general public, and the Owner of Unit B
shall have the perpetual right of access to and use of said
parking structure on the same terns and conditions and subject
to the same rules and regulations as shall from time to time be
applicable to such use of the general public.
Section 3 . 10. Maintenance Easement. A perpetual and
non-exclusive easement for the purpose of ingress and egress in
connection with the maintenance of the Common Area is hereby
granted to the Association by each Owner, over the entire
Common Area and over each Unit.
ARTICLE IV
COVENANT FOR MAINTENANCE ASSESSMENTS
Section 4.01. Creation of the Lien and Personal
Obligation of Assessments. The Declarant, for each Condominium
owned by it within the Property, hereby covenants and agrees to
pay, and each Owner of a Condominium by acceptance of a deed,
is deemed to covenant and agree to pay to the Association: (1)
Regular Ass ssments, (2) Special Assessments, (3) Capital
Inprovement ,ssessments, (4) Reserve Assessments and (5)
Reconstruction Assessments, such Assessments to be fixed,
established and collected from time to time as hereinafter
provided. The Assessments, together with such interest thereon
and costs of collection thereof, as hereinafter provided, shall
be a charge on the land and shall be a continuing lien upon the
Condominium against which each such Assessment is made. Each
such Assessment, together with such interest, costs and
reasonable attorneys' fees, shall also be the personal
obligation of the person who was the Owner of such property at
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the time when the Assessment fell due. The personal obligation
shall not pass to his successors in title unless expressly
assumed by them.
Section 4.02 . Regular Assessments. The amount of
Regular Assessments shall be determined annually by the Board
of Directors of the Association pursuant to this Declaration,
the Articles of Incorporation and Bylaws of said Association
after giving due consideration to the current maintenance costs
and future needs, including the buildup of reserves for working
capital and contingencies, (i .e. painting and asphalting) of
the Association. The Regular Assessments shall be paid on a
monthly basis. In the event the amount budgeted to meet Common
Expenses for any period proves to be excessive or insufficient
in light of the actual Common Expenses, the Board of Directors
in its discretion may, by resolution and subject to the terms
hereof, reduce or increase, as necessary, the amount of the
Regular Assessments.
Section 4.03 . Special Assessments. Each Owner shall be
liable to the Association by way of special assessment for any
damage to the Common Area or to any of the equipment or
improvements thereon which may be sustained by reason of the
negligence or willful misconduct of said Owner or of his
employees, agents, guests or invitees, both minor and adult.
In the case of joint ownership of a Condominium, the liability
of such Owner shall be joint and several. Any expense incurred
by the Association in repairing such damage, together with
costs and attorneys' fees, shall be a debt of the Owner causing
the same, and the Board may specifically assess, by way of
special assessment, said Owner for the amount thereof to the
extent that any such damage shall not be covered by a policy of
insurance. The Board may also levy special assessments for
Owners who are specifically found to be excessive users of the
services or facilities furnished or provided by the
Association, including, but not limited to, janitorial service,
trash removal or parking facilities, or for any wrongful
violation of this Declaration.
Section 4.04. Capital Improvement Assessments. In
addition to the Regular and Special Assessments, the
Association may levy i. any calendar year, an assessment
applicable to that yeas only, -for the purpose of defraying in
whole or in part, the cost of any Capital Improvement
Assessment.
Section 4.05. Reserve Assessment. At the time the
Board determines the amount of the Regular Assessment, the
Board shall also determine the amount of the Reserve Assessment
to be paid by each Member. Each Member shall thereafter pay to
the Association his Reserve Assessment in installments as
established by the Board. The Reserve Assessment shall be
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collected as reserves for the future periodic major repair,
reconstruction, or replacement (other than due to destruction)
to the extent the same is not covered by the provisions
affecting Reconstruction Assessments in the Article hereof
entitled "Destruction of Improvements" of all or a portion of
the Common Area. All amounts collected as reserves shall be
deposited by the Board in a separate bank account to be held in
trust for the purposes for 'which -hey are collected and are to
be segregated from and not commingled with any other funds of
the Association. Such reserves shall be deemed a contribution
to the capital account of the Association.
Section 4.06. Date of Commencement of Regular
Assessments and Fixing Thereof. The Regular Assessments
provided for herein shall commence as to all Condominiums on
the first day of the month following the conveyance of the
first Condominium to an individual Owner.
Section 4.07. Assessment Allocation. Regular,
Reserve, Capital Improvement and Reconstruction Assessments
shall be determined for each Condominium by multiplying the
total amount required to be collected by a fraction, the
numerator of which is the total square footage of floor area of
the Unit owned by the Owner of such Condominium and the
denominator of which is the total square footage of floor area
of all Units in the Project.
Section 4.08. Certificate of Payment. The
Association shall, upon demand, furnish to any Owner liable for
said Assessment, a certificate in writing signed by an officer
of the Association, setting forth whether the Assessments on a
specified Condominium have been paid and the amount of the
delinquency, if any. A reasonable charge may be made by the
Board for the issuance of these certificates. Such certificate
shall be conclusive evidence of payment of any Assessment
therein stated to have been paid.
Section 4.09. Duties of the Board of Directors. The
Board of Directors of the Association shall fix the amount of
Regular Assessment against each Condominium for each year at
least thirty (30) days in advanc. of such year and shall, at
that time, prepare a roster of tt . Condominiums and Regular
Assessments applicable thereto wh =h shall be kept in the
Office of the Association and shall be open to inspection by
any owner during the normal business hours.
Written notice of the Regular Assessments shall be sent to
every Owner subject thereto at least fifteen (15) days prior to
each fiscal year of the Association.
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The Board of Directors shall fix the amount of all Capital
Improvements Assessments at least thirty (30) days in advance
of the date such Assessments shall become due and shall give
written notice at least fifteen (15) days in advance of the
date such Assessments shall become due to each Owner subject
thereto.
Notwithstanding any other provision in this Declaration ,to
the contrary, the Board of Directors may not (1) impose a
regular assessment for any fiscal year more than twenty percent
(20%) above the Regular Assessment for the Association' s
preceding fiscal year, or (2) impose special assessment which
in the aggregate exceed five percent (5%) of the budgeted gross
expenses of the Association for that fiscal year without the
approval of a majority of the votes at a meeting of the Members
at which a quorum is present. For purposes of this Section, a
quorum means more than fifty percent (50%) of the Owners. The
foregoing restrictions on assessment increases do not apply to
increases necessary for emergency situations. An emergency
situation is any of the following:
(a) An extraordinary expense required by an order of
court.
(b) An extraordinary expense necessary to repair or
maintain the Project or any part of it that the Association is
responsible to maintain when a threat to personal safety on the
Property is discovered.
(c) An extraordinary expense necessary to repair or
maintain the Project or any part of it that the Association is
responsible to maintain that could not have been reasonably
foreseen by the Board of Directors in preparing and
distributing the proforma operating budget pursuant to
Section 7.04 below, provided that before the imposition or
collection of any assessment under this Section the Board of
Directors must pass a resolution containing written findings as
to the necessity of the extraordinary expense involved and why
the expense was not or could not have been reasonably foreseen
in the budgeting process, and shall distribute the resolution
to the Members with the notice of assessmen• .
Section 4.10. Assessment of Condo-iniums Owned by
Declarant. Without exception, each Condominium owned by
Declarant shall be subject to assessment in the same manner as
any other Condominium owned by any individual Owner in
accordance with the terms hereof.
Section 4. 11. Nonuse and Abandonment. No Owner may
waive or otherwise escape personal liability for the
assessments provided for herein by nonuse of the Common Area or
abandonment of his Condominium.
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Section 4. 12 . Exempt Property. The following
property subject to this Declaration shall be exempted from the
Assessments, charges and liens created herein (a) all
properties dedicated to and accepted by a local public
authority other than Declarant; (b) all Common Area; (c) all
properties, other than any Condominium owned by Declarant,
exempted from taxation by the laws of the State of California,
upon the terms and to the extent of such legal exemption.
ARTICLE V
NONPAYMENT OF ASSESSMENTS
Section 5.01. Delinquency. Any Assessment provided for
in this Declaration which is not received by the Association
within fifteen (15) days after the: date when due shall be
delinquent. There shall be a late: charge of ten percent (10%)
of the delinquent Assessment or Ten Dollars ($10.00) , whichever
is greater, imposed on each and every delinquent Assessment. A
late charge may not be imposed mcre than once on any delinquent
Assessment, but it shall not eliminate or supersede any charges
imposed on prior delinquent Assessments. Interest shall also
accrue on any delinquent Assessment, commencing thirty (30)
days after such Assessment becomes due, at the rate of twelve
percent (12%) per annum.
Section 5.02. Association' s Powers to Sue and Establish
Assessment Liens. The Association has the right to collect and
enforce Assessments. In addition_ to the other enforcement
powers described herein, and subject to the restrictions set
forth herein, the Association may enforce delinquent
Assessments by suing the Owner directly on the debt established
by the Assessment, or by establishing a lien against the
Owner' s Condominium as provided in Section 5.03 below and
foreclosing the lien through either judicial proceedings or
nonjudicial proceedings under a power of sale as provided in
Section 5.04 below. The Association may commence and maintain
a lawsuit directly on the debt without waiving its right to
establish a lien against the Owner' s Condominium for the
delinquent Assessment. In any action instituted by the
Association to collect delinquent Assessments, accompanying
late charges, or interest, the prevailing party shall l 'i
entitled to recover costs and reasonable attorneys' fee
Section 5.03. Creation of Assessment Liens. A delinquent
Assessment, together with any accompanying late charges,
interest, costs (including reasonable attorneys' fees) , and
penalties as may be authorized under this Declaration shall
become a lien on the Condominium against which the Assessment
was levied on the recordation of a notice of delinquent
Assessment in the office of the County Recorder of Orange
County. The notice shall describe the amount of the delinquent
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Assessment, the related charges authorized by this Declaration,
a description of the Condominium, the name of the Owner, and,
if the lien is to be enforced by power of sale under
nonjudicial foreclosure proceedings, the name and address of
the trustee authorized by the Association to enforce the lien
by sale. The notice shall be signed by any officer of the
Association, or any agent of the Association authorized to do
so by the Board of Directors.
Unless the Board of Directors considers the immediate
recording of such notice to be in the best interests of the
Association, the notice shall not be recorded until fifteen
(15) calendar days after the Association has delivered a
written notice of default and demand for payment. If the
delinquent Assessment and related charges are paid or otherwise
satisfied, the Association shall record a notice of
satisfaction and release of lien.
Section 5.04. Foreclosure Sale. The Board of Directors
may enforce any assessment lien established under Section 5.02
above by filing an action for judicial foreclosure or, if the
notice of delinquent Assessment contained the name and address
of the trustee authorized by the Association to enforce the
lien by nonjudicial foreclosure, by recording a notice of
default in the form described in Section 2924c(b) (1) of the
Civil Code of the State of California to commence a nonjudicial
foreclosure. Any nonjudicial foreclosure shall be conducted in
accordance with the requirements of Sections 2924, 2924b,
2924c, 2924f, 2924g, and 2924h of the Civil Code of the State
of California that apply to nonjudicial foreclosures of
mortgages or deeds of trust. The sale shall be conducted by
the trustee named in the notice of delinquent assessment or by
a trustee substituted in accordance with the provisions of
Section 2934a of the Civil Code of the State of California.
The Association may bid on the Condominium at the sale, and may
hold, lease, mortgage, and convey the acquired Condominium. If
the default is cured before the sale, or before completing a
judicial foreclosure, including payment of all costs and
expenses incurred by the Association, the Association shall
record a notice of satisfaction and release of lien, and on
receipt of a written request by the Owner, a notice of recision
of the declaration of default and demand for sale.
Section 5.05. Cumulative Remedies. The Assessment
lien and the rights to foreclosure and sale thereunder shall be
remedies which the Association and its assigns may have
hereunder and by law, including a suit to recover a money
judgment for unpaid Assessments, as above provided.
Section 5.06. Subordination of Assessment Liens.
If any Condominium subject to a monetary lien created by any
provision hereof shall be subject to the lien of a deed of
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trust: (1) the foreclosure of any lien created by anything set
forth in this Declaration shall not operate to affect or impair
the lien of such deed of trust; and (2) the foreclosure of the
lien of deed of trust or the acceptance of a deed in lieu of
foreclosure of the deed of trust shall not operate to affect or
impair the lien hereof, except that the lien hereof for said
charges as shall have accrued up to the foreclosure or the
acceptance of the deed in lieu of foreclosure shall be
subordinate to the lien of the deed of trust with the
foreclosure-purchaser or deed-in-lieu-grantee taking title free
of the lien hereof for all of said charges that have accrued up
to the time of the foreclosure or deed given in lieu of
foreclosure, but subject to the lien hereof for all said
charges that shall accrue subsequent to the foreclosure or deed
given in lieu of foreclosure.
ARTICLE VI
ARCHITECTURAL CONTROL
Section 6.01. Architectural Approval. No building,
wall, permanent partition, sign or other structure shall be
commenced, erected or maintained upon the Property (including
Common Area) , nor shall any exterior addition to or change or
alteration therein (including painting of exteriors and
interiors) be made until the plans and specifications showing
the nature, kind, shape, height, materials, color and location
of the same shall have been submitted to and approved in
writing by the Board. In the event the Board fails to approve
or disapprove such design and location within thirty (30) days
after said plan and specifications have been submitted to it,
said plans and specifications shall be deemed approved and this
Article will be deemed to have been fully complied with. All
improvement work approved by the Board shall be diligently
completed.
Section 6.02. Review of Plans and Specifications.
The Board shall approve proposals or plans and specifications
submitted for its approval (the "Plans' ) only if it deems that
the construction, alterations or additions contemplated in the
Plans in the locations indicated will not be detrimental to the
appearance of the surrounding area of the Property as a whole,
that the appearance of any structure affected will be in
harmony with the surrounding structures, that the construction
will not detract from the beauty, wholesomeness, and
attractiveness of the Common Area or the enjoyment thereof by
the Members, and that the upkeep and maintenance thereof will
not become a burden on the Association. The Board may
condition its approval of the Plans upon: the applicant
furnishing the Association with security acceptable to the
Association against any mechanics liens or other encumbrances
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which may arise from performance of such work; such changes to
the Plans as the Board deems appropriate; the agreement by the
applicant to grant appropriate easements to the Association for
the maintenance of such improvement; applicant agreeing to
install at the applicant' s sole cost and expense an addition of
utilities to the Condominium, water, gas or electrical meters
to measure the increased consumption caused by such alteration;
the agreement of the applicant to reimburse the Association for
the cost of the maintenance; or all of the above.' The Board
may require submission of additional plans and specifications
or other information prior to approving or disapproving such
items. Until receipt by the Board of complete plans and
specifications the Board may postpone its review until complete
plans and specifications are submitted.
Section 6.03 . Notice o= Noncompliance or
Non_c_omp_letion. Notwithstanding anything to the contrary
contained herein, after the expiration of the later of: (a) one
(1) year from the date of issuance of a building permit by
municipal or other governmental authority for any improvements
or, (b) one (1) year from the date of commencement of
construction of any improvements within the Property, said
improvement shall, in favor of purchasers and encumbrancers in
good faith and for value, be deemed to be in compliance with
all provisions of this Article VI, unless actual notice of such
noncompliance and noncompletion, executed by the Board or its
designated representatives, shall appear of record in the
office of the County Recorder of Orange County, California, or
unless legal proceedings shall have been instituted to enforce
compliance or completion.
Section 6.04. Correction of Defects. If, after
inspection of the work of improvement, the Board, either
directly or through its duly authorized representative shall
discover any defects or alterations to the previously approved
Plans, the Owner shall take such action as may be necessary to
effect compliance within ten (10) days from receipt of written
notice from the Board specifying the particulars of such
non-compliance. If, upon the expiration of such ten (10) day
period, the Owner shall have failed to remedy such
non-compliance, the Board shall then determine the estimated
cost of effecting such compliance. If the Owner does not then
comply with the ruling of the Board within ten (10) days from
receipt of written notice of such ruling, the Board, may at its
option, peacefully remedy the non-compliance at the Owner' s
sole cost and expense including attorney' s fees or record a
notice of non-compliance against the Owner' s Condominium. If
such costs and expenses are not promptly paid to the
Association within ten (10) days from receipt of written notice
specifying the particulars of such expenses, the Board shall
levy a Special Assessment against the Owner for reimbursement
as provided in this Declaration. Remedies provided in this
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section are in addition to all other remedies or rights that
the Association may have at law or in equity or in this
Declaration.
Section 6.05. _Rules and Regulations. The Board may
from time to time, in its sole discretion, adopt, amend and
repeal rules and regulations interpreting and implementing the
provisions hereof.
Section 6.06. Variances. Where circumstances, such
as topography, location of property lines, location of trees,
or other matters require, the Board, by the vote or written
consent of a majority of the members thereof, may allow
reasonable variances as to any of the covenants, conditions or
restrictions contained in this Declaration under the
jurisdiction, on such terms and conditions as it shall require;
provided, however, that all such variances shall be in keeping
with the general plan for the improvement and development of
the Property, the laws and ordinances of the City of Huntington
Beach and all other applicable gcvernmental laws or regulations.
Section 6.07. Appointment_and Designation. The
Board may from time to time, by the vote or written consent of
a majority of its members, delegate any of its rights or
responsibilities hereunder to one or more duly licensed
architects or other qualified persons who shall have full
authority to act on behalf of Board in all matters delegated.
Section 6.08. Review Fee and Address. Any plans and
specifications shall be submitted in writing for approval
together with a reasonable proceEsing fee. The address for
submitting such plans and specifications shall be the principal
place of business of the Association or such other place as the
Board may from time to time designate.
Section 6.09. Inspection. Any member or agent of
the Board may, from time to time, at any reasonable hour or
hours, and upon reasonable notice, enter and inspect any
property subject to the jurisdiction of the Board as to its
improvement or maintenance in compliance with the provisions
hereof.
Section 6. 10 Compliance with Governmental Laws. The
Declarant, its successors and assigns, and all future Owners of
any Condominium, and their successors and assigns by their
acceptance of their respective deeds, and the Association, each
agrees to be, and they hereby are, bound by and subject to all
laws and ordinances of the City of Huntington Beach and all
other applicable governmental laws or regulations. No building
or other structure or addition or change or alteration thereof
shall be commenced, constructed, erected, places altered,
maintained or permitted to remain on any of the real property
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within the Property, including the Common Area, which is in
violation of any of the laws or ordinances of the City of
Huntington Beach or any other applicable governmental laws or
regulations.
ARTICLE VII
DUTIES AND POWERS OF THE ASSOCIATION
Section 7.01 . Duties and Powers. In addition to the
duties and powers enumerated in its Articles of Incorporation,
Bylaws, or elsewhere in this Declaration, and without limiting
the generality thereof, the Association shall:
(a) Maintain and otherwise manage all of the Conlon
Area, the landscaping area as shown on Exhibit "A" attached
hereto and all facilities, improvements, and landscaping
thereon, and all property acquired by the Association;
(b) Have the authority to obtain and maintain, for
the benefit of all of the Common Area, all fire hydrants, all
water, gas and electric services and refuse collection;
(c) Grant easements where necessary for utilities
and sewer facilities over the Common Area to serve the Common
Area and the Units;
(d) Maintain such policy or policies of insurance as
the Board of Directors of the Association deems necessary or
desirable for furthering the purposes of and protecting the
interests of the Association and the Members; if the particular
type of business, use or special circumstances of any
individual Owner is responsible for an increase in the premiums
to obtain said policy or policies of insurance, the Board of
Directors of the Association may require reimbursement from
such Owner to compensate the Association for the higher premium
payments or may levy a Special Assessment upon such Owner;
(e) Have the authority to employ a manager or other
persons and to contract with independent contractors or
managing agents to perform all or any part of the duties and
responsibilities of the Association, provided that any contract
with a person or firm appointed as a manager or managing agent
shall be limited to a duration of one (1) year, except with the
approval by vote or written consent by Members entitled to
exercise not less than a majority of the voting power of the
Association;
(f) Have the power to establish and maintain a
working capital and contingency fund from Regular Assessments
in an amount to be determined by the Board of Directors of the
Association;
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� i I
(g) Piave the exclusive duty to maintain (i) the
exterior walls of all buildings and canopies on the Property,
including roofs and repainting of all exterior painted surfaces
and hallway surfaces, and (ii) any landscaping which has been
installed by Declarant on the Property, including the
replacement thereof; all in an attractive, neat and orderly
condition. The Association shall be responsible for the
maintenance and replacement of light bulbs and fixtures for the
lights above entryways to the Facility and interior hallways
and elevators constructed on the Property;
(h) Have the power and duty, subject to the rights
of the Declarant as provided herein, to enforce the provisions
of this Declaration by appropriate means, including without
limitation, the expenditure of funds of the Association, the
employment of legal counsel and the commencement of actions;
(i ) Have the responsibility and duty to manage and
maintain all of the Common Area, and improvements thereon,
including but not limited to, providing for common trash
collection areas and containers, maintenance of the exterior
and interior hallways, stairways and elevators, exterior
security lighting, maintenance of all landscape areas and water
irrigation system and any electrical timers on the irrigation
system for such landscape areas, all lighting controls for
Common Area, all fire sprinkling units and fire prevention
systems including fire protection as required by the Huntington
Beach Fire Code, and mail delivery and mail collection
facilities. Requests for entry shall be made in advance and at
titres as are reasonable; however, in case of emergency, such
right of entry shall be immediate and absolute. Such
management and maintenance shall be of a high quality so as to
keep the Project in a first class condition and in a good state
of repair.
Section 7.02. Association Rules. The Board shall
also have the power to adopt, amend and repeal such rules and
regulations as it deems reasonable (the "Association Rules")
which may include the establishment of a system of fines and
penalties enforceable as Special Assessments, all as provided
in the Bylaws. The Association Rules shall govern such matters
in furtherance of the purposes of the Association, including,
without limitation, the use of the Common Area; provided,
however, that the Association Rules may not discriminate among
Owners, and shall not be inconsistent with this Declaration,
the Articles or Bylaws. A copy of the Association Rules as
they may from time to time be adopted, amended or repealed or a
notice setting forth the adoption, amendment or repeal of
specific portions of the Association Rules shall be delivered
to each Owner in the same manner established in this
Declaration for the delivery of notices. Upon completion of
the notice requirements, said Association Rules shall have the
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same force and effect as if they were set forth in and were
part of this Declaration and shall be binding on the Owners and
their successor: in interest whether or not actually received
thereby. The Association Rules, as adopted, amended or
repealed, shall be available at the principal office of the
Association to each Owner and Mortgagee upon. request. In the
event of any conflict between any such Association Rules and
any other provisions of this Declaration, or the Articles or
Bylaws, the provisions of the Association Rules shall be deemed
to be superseded by the provisions of this Declaration, the
Articles or the Bylaws to the extent of any such conflict.
Section 7.03. Right of--Entry. The Association or
any person authorized by the Association may enter any Units
pursuant to the provisions of this Section.
(a) Emergency. Entry may be made without notice in the
event of any emergency involving illness or potential danger to
life or property or as necessary to repair or maintain the
Common Area so as not to deprive other Owners of the proper use
thereof, for example, but without limitation, to repair
plumbing stoppages.
(b) Repair, - Maintenance__ or Construction. Upon notice of
not less than seven (7) days, and at atime reasonably
convenient for the Owner, entry may be made by the Association
or a person or entity approved or authorized by the
Association, for the installation, alteration, repair,
replacement or maintenance of improvements, or the
installation, alteration, repair or maintenance of utilities,
utility lines or services.
Section 7.04. Financial Statements and Documents.
The Association shall prepare and distribute the following
financial statements, reports, and copies of the governing
instruments as indicated:
(a) A pro forma operating budget for each fiscal year
consisting of: (i) estimated revenue and expenses on an
accrual basis, (ii) amount of cash reserves currently
available for replacement or major repair of Common Area
facilities and for contingencies, and (iii) an itemized
estimate of the remaining life of the major components of the
Common Area for which the Association is responsible, a
description of the methods of funding used to defray the costs
of future repairs, replacement, or additions to such
components, and a general statement of the procedures used by
the Board of Directors in calculating and establishing reserves
to defray such costs. The budget shall be prepared
consistently with the prior fiscal year' s pro forma operating
budget, and shall include adequate reserves for contingencies
and for maintenance, repairs, and replacement of the Common
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Area improvements and other Association owned or maintained
improvements or personal property. A copy of the preliminary
pro forma operating agreement shall be prepared and distributed
to each Owner that has requested a copy not less than ninety
(90) days prior to the beginning of the fiscal year for which
the budget applies; a copy of the final budget shall be
distributed to each Owner that has requested a copy not less
than forty-five (45) days prior to the beginning of that fiscal
year. Any Owner may submit written comments on the preliminary
or final pro forma operating budgets to the Board of Directors.
(b) An annual report consisting of a balance sheet
rendered as of the last day of the fiscal year, an operating
statement for the fiscal year, and a statement of changes in
financial position for the fiscal year. A copy of the annual
report shall be distributed to each Owner that has requested a
copy within one hundred twenty (120) days after the close of
the fiscal year. In any fiscal year in which the gross income
of the Association exceeds $75,000, a copy of the review of the
annual report prepared by a licensee of the California State
Board of Accountancy in accordance with generally accepted
accounting principals shall be distributed with the annual
report. If the annual report is not reviewed by an independent
accountant, the report shall be accompanied by the certificate
of an authorized officer of the Association that the report was
prepared from the books and records of the Association without
independent audit or review.
(c) A statement of the Association' s policies and
practices in enforcing its remedies against Owners for
delinquent Assessments including the recording and foreclosing
of liens against a delinquent Owner' s Lot. A copy of this
statement shall be distributed to each Owner that has requested
a copy within sixty (60) days prior to the beginning of each
fiscal year.
(d) Copies of this Declaration, the Articles, Bylaws,
Association Rules, and the statement regarding delinquent
assessments as described in Section 15. 15 below shall be
provided any Owner within ten (10) days of the mailing or
deliver of a written request. The Board of Directors may
impose a fee to provide these materials not to exceed the
Association' s reasonable costs in preparing and reproducing the
materials.
ARTICLE VIII
REPAIR AND MAINTENANCE
Section 6.01. Repair and Maintenance by
Association. Except to the extent that an Owner may be
obligated to maintain and repair as hereinafter provided, and
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without limiting the generality of the statement of duties and
powers contained in this Declaration, the Articles, Bylaws or
Association Rules, the Association shall have the duty to
accomplish the following upon the Property, in such manner and
at such times as the Board shall prescribe:
(a) maintain, repair, restore, replace and make
necessary improvements to the Common Area, including, without
limitation, the following:
(i ) the exterior surfaces of the Facility, to
include the painting thereof;
(ii) private streets and private walkways, or
other pedestrian paths;
(iii) drainage facilities and easements in
accordance with the requirements of the Orange County Flood
Control District and the City of Huntington Beach;
(iv) the automatic fire detection system;
(v) all centrally metered utility systems,
including without limitation, heating and cooling systems,
water charges and mechanical and electric equipment, and
utility systems or equipment that is part of the Common
Area but is separately metered or exclusively serves an
Owner' s Unit.
(vi) all window glass excepting that such
maintenance shall not include the cleaning of the interior
surface thereof.
(b) maintain the landscaped areas shown on Exhibit "A"
and all other areas, facilities, equipment, services or aesthetic
components of whatsoever nature as may from time to time be
requested by the vote or written consent of a majority of the
voting power of the Members;
The costs of any maintenance and repair by the Association
cursuant to this Section shall be paid out of the general funds
f the Association.
Section 8.02 . Repair and Maintenance by Owner. Except
as the Association shall be obligated to maintain and repair as
may be provided in this Declaration, every Owner shall:
(a) maintain, repair, replace and restore all of the
Unit.
(b) be responsible for the interior cleaning of window
glass for his own Unit.
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(c) naintain, repair, replace and restore all portions
of the Unit, including without limitation, the interior walls,
ceilings, floors and doors in a clean, sanitary and attractive
condition.
(d) install, maintain, repair, replace, and restore
all signage for such Owner, wherever the same may be located in
the Project pursuant to the approval of the Board in accordance
with article VI hereof.
(e) in the event the Board shall determine that the
walls, ceiling, floors, doors or any other portion of the Common
Area forming the boundaries of a Unit have been damaged from
within the Unit, or that any other damage to the Common Area
wherever situated on the Property including, without limitation,
plumbing stoppages, or the breakage of windows has been caused by
an Owner or by a person occupying a Unit with the permission of
an Owner (including, without limitation, an Owner' s employees or
the employees of a tenant of Owner) , notwithstanding that such
damage may be to the' Common Area, the Owner at fault shall be
responsible for repairing such danage in a timely manner and in
accordance with such rules as the Board or Architectural
CO.T.mittee shall from time to time adopt.
(f) maintenance, repair, restoration, replacement or
installation by the Association of any plumbing, heating, cooling
equipment, other utilities or services that are Common Area, but
are separately metered to and exclusively serve an Owner' s Unit,
shall be charged to the affected Owner, and if not paid in a
timely manner shall be a Special Assessment.
ARTICLE IX
USE RESTRICTIONS
Section 9.01 . Business Usage. All Units and
improvements constructed thereon shall only be used for public
parking, office or retail business purposes consistent with the
zoning and other applicable ordinances of the City of Huntington
Beach or other governmental agencies having jurisdiction thereof,
and any otl r document of record, save and except for the Common
Area on whi, a there may be placed landscaping, parking areas,
private streets and such uses which the Association may deem
necessary or proper to maintain the Property; provided, however,
ancillary activities and businesses associated with the
above-described permissible uses shall also be permitted on any
of the Condominiums.
Section 9.02. No Residential Use. No part of the
Property shall ever be used or caused to be used or allowed or
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authorized in any way, directly or indirectly, for any
residential or other nonbusiness purpose.
Section 9.03 . Signs. No sign or billboard of any kind
shall be displayed on any portion of the Property or any Unit,
except such sign or signs as may be approved by the Architectural
Committee, and shall conform to the regulations of the City of
Huntington Beach.
Section 9.04. Nuisances. No noxious or offensive
trade or activity shall be carried on in any Unit or any part of
the Property, nor shall anything be done thereon which may be, or
may become an annoyance or nuisance to the neighborhood, or which
shall in any way interfere with the quiet enjoyment of each of
the Owners of his respective Unit, or which shall in any way
increase the rate of insurance thereon.
Section 9.05. Outside Installation. No wiring or
installation of any air conditioning, water softeners, or other
machines shall be installed on the exterior of the Facility or
the Property or be allowed to protrude through the walls or roof
of the Facility with the exception of that installed as part of
the initial construction by Declarant unless the prior written
approval of the Architectural Cormittee is first had and
obtained. Nothing shall be done in a Unit or in or to the Common
Area, which will or may tend to impair the structural integrity
of any portion of the Facility except as expressly provided
herein. No doors or windows in the Facility shall be covered or
obstructed so az to be visable from any portion of the Common
Area without the prior written consent of the Architectural
Committee. No building wall in the Facility shall be pierced or
otherwise altered in any way without the prior written approval
of the Architectural Committee. Further, no Owner shall cause or
allow any mechanic' s lien to be filed against any portion of the
Property for labor or materials alleged to have been furnished or
delivered to the Project or any Unit for such Owner. Any such
Owner shall immediately cause any such lien to be discharged
within ten (10) days after notice to the Owner from the Board.
If the Owner fails to do so the Board may discharge the lien and
charge the Owner a Special Assessment for cause of such discharge.
Section 9.0. . Antennas. No television, radio or other
electronic antenna or - evice of any type shall be erected,
constructed, placed 'or permitted to remain on the Project unless
and until the same shall have been approved in writing by the
Architectural Committee.
Section 9.07. Animals. No animals, livestock, or
poultry of any kind shall be raised, bred or kept in any Unit.
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Section 9.08. Rubbish. All rubbish, trash and garbage
shall be regularly removed from the Property and the Units and
shall not be allowed to accumulate thereon. All exterior refuse
containers, woodpiles, storage areas, machinery and equipment .
shall be prohibited upon any Unit without the prior written
approval of the Architectural Committee.
Section 9.09. Store Front Glass. Each Owner is
individually responsible for the maintenance, repair and
replacement of all glass windows included in or attached to his
Unit. If any such glass window is broken, the Owner shall
promptly replace the broken glass window with new undamaged glass.
Section 9. 10. Compliance with City Ordinances.
Nothing contained herein shall be deemed to permit any use,
activity, building or structure orherwise prohibited by any
ordinance of the City of Huntington Beach.
ARTICLE X
INSURANCE
Section 10.01. Tomes. The Association shall obtain
and maintain in effect the following types of insurance:
(a) A comprehensive public liability insurance
insuring the Association, the Declarant and the agents and
employees of each and the Owners and the respective employees,
guests and invitees of the Owners against any liability incident
to the ownership or use of the Common Area, and including, if
obtainable, a cross-liability endorsement insuring each insured
against liability to each other insured. The limits of such
insurance shall not be less than One Million Dollars ($1,000,000)
for death of or injury to any one person in any one occurrence,
One Million Dollars ($1,000,000) for death of or injury to more
than one person in any one occurrence, and One Hundred Thousand
Dollars ($100, 000) for property damage in any one occurrence.
(b) A master or blanket policy of fire insurance for
one hundred percent (100%) of th • current replacement value,
without deduction for depreciatit •i, of all the improvements
within the Property that comprise the Common Area. Such policy
and any endorsements thereon shall be in the form and content for
such term and with such company as may be reasonably satisfactory
to any Mortgagees. Such policy shall contain inflation guard,
extended coverage and replacement cost endorsements, if
available, and may also contain vandalism and malicious mischief
coverage, special form endorsement, stipulated amount clause and
a determinable cash adjustment clause, or a similar clause to
permit cash settlement covering full value of the improvements on
the Property that comprise the CoTxion Area in the event of
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destruction of such improvements and a decision not to rebuild
pursuant to the Article herein entitled "Destruction of
Improvements. " Such policy shall be in such amounts as shall be
determined from time to time by the Board, shall name as insured
the Association, the Owners and Declarant, so long as Declarant
is the Owner of any of the Condominiums, and all Mortgagees as
their respective interests may appear, and shall contain a
loss-payable endorsement in favor of the Trustee (as defined in
Section 10.06 below) .
(c) Fidelity coverage against dishonest acts on the
part of directors, officers, employees or volunteers who handle
or who are responsible to handle the funds of the Association.
Such fidelity bonds shall name the Association as obligee, shall
be written in an amount equal to one hundred fifty percent (150%)
of the estimated annual operating expenses of the Association,
including reserves, and shall contain waivers of any defense
based on the exclusion of persons who serve without compensation
or from any definition of "employee" or similar expression.
(d) Officer and director liability insurance.
Section 10.02. Waiver by Members. All insurance
obtained by the Association shall be maintained by the
Association for the benefit of the Association, the Owners and
the Mortgagees as their interests may appear. As to each of said
policies which will not be voided or impaired thereby, the Owners
hereby waive and release all clains against the Association, the
Board, other Owners, the Declarant and agents and employees of
each of the foregoing, with respect to any loss covered by such
insurance, whether or not caused by negligence of or breach of
any agreement by said persons, but to the extent of insurance
proceeds received in compensation for such loss only.
Section 10.03. Other Insurance. The Board may, and if
required by any Mortgagee, shall purchase and maintain in force
demolition insurance on the improvements on the Property in
adequate amounts to cover demolition in the event of total or
partial destruction and a decision not to rebuild, as well as a
blanket policy of flood insurance. The Board shall also purchase
and maintain worker' s compensation i.nsurancit, to the extent that
the same shall be required by law, for all mployees of the
Association. The Board shall also purchase ;nd maintain in
effect such insurance on personal property owned by the
Association, and such other insurance, as it deems necessary or
as is required by any Mortgagee including, without limitation,
earthquake insurance, and plate-glass insurance.
Section 10.04. Premiums, Proceeds and Settlement.
Insurance premiums for any such blanket insurance coverage
obtained by the Association and any other insurance deemed
necessary by the Association shall be a Common Expense to be
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included in the Regular Assessments levied by the Association.
Casualty insurance proceeds shall be used by the Association for
the repair or replacement of the property for which the insurance
was carried, or shall otherwise be disposed of as provided in the
Article hereof entitled "Destruction of Improvements. " The
Association is hereby granted the authority to negotiate loss
settlements with the appropriate insurance carriers. All
directors of the Association must sign a loss claim form and
release such form in connection with the settlement of a loss
claim, and such signatures shall be binding on the Association
and the Members.
Section 10.05. Annual Insurance Review. The Board
shall annually determine whether the amounts and types of
insurance it has obtained provide adequate coverage for the
Property in light of increased construction costs, inflation,
practice in the area in which the Property is located, or any
other factor which tends to indicate that either additional
insurance policies or increased coverage under existing policies
are necessary or desirable to protect the interests of the Owners
and of the Association. If the Board determines that increased
coverage or additional insurance is appropriate, it shall obtain
the same.
Section 10.06. Trustee. Except as provided below, all
insurance proceeds payable under the Section entitled "Fire and
Extended Coverage Insurance" of this Article shall be paid to a
Trustee. The Trustee shall hold, distribute and expend such
proceeds for the benefit of the Owners, Mortgagees and others, as
their respective interests shall appear, pursuant to the
provisions of the Article herein entitled "Destruction of
Improvements. " The Trustee shall be appointed by the Board and
shall be a commercial bank, or branch thereof, or a trust company
in Orange County, which has agreed in writing to accept such
trust. When proceeds from a single claim do not exceed Fifty
Thousand Dollars ($50,000) , such proceeds shall be paid to the
Association to be used as provided in the Article hereon entitled
"Destruction of Improvements. "
Section 10.07. Individual Casualty Insurance
Prohibited. Except as expressly provided in the Sect: on of this
Article entitled "Rights of Owners to Insure, " no Owne • will
separately insure his Condominium or any part thereof . gainst
loss by fire or other casualty covered by any insurance carrier
under the Section entitled "Fire and Extended Coverage Insurance"
of this Article. Should any Owner violate this provision, and
should any loss intended to be covered by insurance carried by
the Association occur, and the proceeds payable thereunder be
reduced by reason of insurance carried by any Owner, such Owner
shall assign the proceeds of such insurance carried by it to the
extent of such reduction to the Trustee for application by the
Board to the same purposes as the reduced proceeds are to be
applied.
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�l
In the event that such Owner has failed to pay such
amount within thirty (30) days of a written demand therefor by
the Association or the Trustee, the Board may levy a Special
Assessment against such Owner and his Condominium for such
amount. In the event such Special Assessment is not paid within
thirty (30) days of its due date, the Board may effect the
remedies of Section 1366 of the California Civil Code and the
Article hereof entitled "Nonpayment of Assessments. "
Section 10.08. Rights of Owners to Insure.
Notwithstanding the other provisions of this Article, an Owner
shall be permitted to insure his personal property against loss
by fire or other casualty and may carry public liability
insurance covering his individual liability for damage to persons
or property occurring inside his individual Unit. In addition,
any improvements made by an Owner to his Unit may be separately
insured by such Owner, provided such insurance shall be limited
to the type and nature of coverage commonly known as "tenant' s
improvements" coverage. All such policies as may be carried by
the Owners shall contain waivers of subrogation of claims against
the Association, the Board, other Owners, Declarant and the
agents and employees of each of the foregoing, with respect to
any loss covered by such insurance, whether or not caused by
negligence or of breach of any agreement by said persons, but to
the extent of insurance proceeds received in compensation for
such loss only; provided, however, such other policies shall not
adversely affect or diminish any liability under any insurance
obtained by the Association, and duplicate copies or certificates
of such other policies shall be deposited with the Board.
Section 10.09. Required Waiver. All policies of
physical damage insurance shall provide for waiver of the
following rights to the extent such waivers are obtainable from
the respective insurers:
(a) Subrogation of claims against the Owners or
tenants of the Owners;
(b) Any defense based on co-insurance;
(c) Any right of set-off, counterclaim, apportionment.
proration or contribution by reason of other insurance not
carried by the Association;
(d) Any invalidity, other adverse effect or defense on
account of any breach of warranty or condition caused by the
Association, any Owner or any tenant of any Owner or arising from
any act, neglect or omission of any named insured or the
respective agents, contractors, and employees of any insured;
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(e) Rny right of the insurer to repair, rebuild or
replace and, in the event the structure is not repaired, rebuilt
or replaced following loss, any right to pay under the insurance,
the lesser of the replacement value of the improvements insured
or the fair market value thereof;
(f) Notice of the assignment of any Owner of its
interests in the insurance by virtue of a conveyance of any Unit;
and
(g) Any right to require any assignment of any
Mortgage to the insurer.
ARTICLE XI
DESTRUCTION OF IMPROVEMENTS
Section 11.01. Automatic Reconstruction. In the event
of partial or total destruction of the Common Areas of the
Facility, the Board shall promptly take the following action:
(a) The Board shall ascertain the cost of
reconstruction by obtaining bids in accordance with all
requirements for public bidding as set forth in the California
General Public Contract Code.
(b) The Board shall determine the amount of insurance
proceeds, if any, payable by contacting the appropriate
representative of the insurer of the Facility.
(c) The Board shall meet and determine whether the
insurance proceeds, if any, will cover one hundred percent (100%)
of the estimated cost of reconstruction as determined pursuant to
subsection (a) of this Section. Such percentage covered by
insurance shall hereinafter be referred to as the "Acceptable
Range of Reconstruction Cost. "
(i) If the Board finds that a bid obtained under
this Section is within the Acceptable Range of
Reconstruction Cost, the Board shall cause a notice to
be sent to all Owners of Units in the Project and to
the Mortgagees of Mortgages encumbering Units in the
Facility setting forth such findings and informing said
Owners and said Mortgagees that the Board intends to
commence reconstruction pursuant to this Declaration.
In the event that all of the Owners object in writing
to such reconstruction by the date indicated therefore
on such notice, which in no event shall be sooner than
ten (10) days or later than thirty (30) days after the
date on which the Board sends such notice to the
Members, the Board shall not cause reconstruction to
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take place and the procedures set forth in the Section
entitled "Decision Not to Reconstruct" shall be
followed. In the event that the foregoing requirements
are satisfied and less than all of the Owners object in
writing by such date, the Trustee shall pay such
insurance proceeds as are available to the Board and
the Board shall cause reconstruction to take place as
promptly as practicable.
(ii ) If the Board finds that no bid obtained under
this Section is within the Acceptable Range of
Reconstruction Cost, the Board shall cause a notice to
be sent to all Owners of Units in the Project and to
the Mortgagees of Mortgages encumbering Units in the
Facility setting forth such findings and informing said
Owners and said Mortgagees that the Board does not
intend to commence reconstruction pursuant to this
Declaration. In the event that all of the Owners
object in writing to such decision not to reconstruct
by the date indicated therefore on such notice, which
in no event shall be sooner than ten (10) days or later
than thirty (30) days after the date on which the Board
sends such notice to the Members, the Board shall cause
reconstruction to take place and shall levy a
Reconstruction Assessment against each Owner at such
time and in such amount as the Board shall determine is
necessary to cover the costs of reconstruction in
excess of insurance proceeds. In the event that the
foregoing requirements are satisfied and less than all
of the Owners object in writing to such decision not to
reconstruct by such date, the Board shall not cause
reconstruction to take place and the procedures set
forth in the Section entitled "Decision Not to
Reconstruct" shall be followed.
(d) If the Board determines that any Unit has become
unuseable by reason of its total or partial destruction, Regular
Assessments shall abate against the Owner thereof until the Board
determines that the reconstruction of the Unit has restored its
useability. However, if the Board determines that such abatement
will adversely and substantially affect the management,
maintenance and operation of the Property, it may elect to
disallow such abatement.
Section 11.02. Decision Not to Reconstruct. In the
event that the Owners decide not to reconstruct, the right of any
Owner to partition through legal action shall forthwith revive
and the proceeds of the partition action shall be governed by
Section 13.03 herein, and the Trustee shall disburse all
insurance proceeds to the Owner of the Condominium consisting of
Unit A and a fractional undivided interest in the Common Area.
In addition, the Board shall levy a Reconstruction
r
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Assessment against all Owners equal to the costs of clearing of
the debris of the totally or partially destroyed Facility and
cleaning of the area.
Section 11.03 . Certificate of Intention to
Reconstruct. In the event that the Association undertakes
reconstruction pursuant to this Article, the Board shall execute,
acknowledge and record in the Office of the County Recorder of
Orange County, California, a certificate declaring the intention
of the Association to rebuild not later than one hundred eighty
(160) days from the date of destruction. If no such certificate
of reconstruction is so filed within said one hundred eighty
(160) day period, it shall be conclusively presumed that the
Association has determined not to undertake reconstruction
pursuant to this Article.
Section 11 .04. Compliance_ with Condominium Plan.
Any reconstruction undertaken pursuant to this Article shall
substantially conform to the Condominium Plan, as amended
pursuant to the Section entitled "Amendment of Condominium Plan"
of this Article, or otherwise, if appropriate.
Section 11 .05 . Negotiations with Insurer. The Board
shall have full authority to negotiate in good faith with
representatives of the insurer of the totally or partially
destroyed Facility or any other portion of the Common Area, and
to make settlement with the insurer for less than full insurance
coverage on the damage to the Facility or any other portion of
the Common Area. Any settlement made by the Board in good faith
shall be binding upon all Owners.
Section 11 .06. Repair of Units. Installation of
improvements to, and repair of any damage to, the interior of a
Unit shall be made by and at the individual expense of the Owner
of that Unit and, in the event of a determination to reconstruct
after partial or total destruction, shall be completed as
promptly as practical and in a lawful and workmanlike manner.
Section 11.07. Amendment of Condominium Plan. In the
event that reconstruction is to take place pursuant to this
Article, the Board shall have the power to record an amendment to
the Condominium Plan so that the Condominium Plan conforms to the
Building as designed to be reconstructed; provided, however, the
Board shall not file an amendment to the Condominium Plan without
the prior authorization of the Mortgagee of a Mortgage
encumbering any Condominium, the plan of which shall be altered
by such amendment. In the event that the Board, together with
said Mortgagees, if appropriate, decides to record such amendment
to the Condominium Plan, all Owners and the record holders of all
security interests in the Project shall execute and acknowledge
said amendment so that it will comply with Section 1351 of the
California Civil Code or any similar statute then in effect.
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Said Owners and holders of security interests shall also execute
such other documents or take such other actions as required to
make such amendment effective.
Section 11 .08. Availability of Labor and Material.
In determining whether the plans for the reconstructed Facility
are in substantial conformance with the: Condominium Plan, the
Board may take into consideration the availability and expense of
the labor and materials in the original construction of the
Project. If such labor or material is not available or is
prohibitively expensive at the time of reconstruction, the Board
may permit the substitution of other labor or material as it
deems proper.
Section 11 .09. Contracting for Reconstruction. In the
event repair or reconstruction is undertaken pursuant to this
Article, other than the Section entitled "Repair of Units"
hereof, the Board or its delegates shall have the sole ability to
contract for such work as may be necessary for said repair and
reconstruction.
Section 11. 10. Costs of Collecting Insurance
Proceeds. If it should become necessary in the judgment of the
Board to incur costs for appraisals, legal fees, court costs and
similar expenses in order to determine or collect insurance
proceeds, such costs shall be first deducted before distribution
or application of insurance proceeds as provided in this Article.
ARTICLE XII
EMINENT DOMAIN
Section 12 .01. Definition of Taking. The term
"taking" as used in this Article shall mean condemnation by
eminent domain, or by sale under threat thereof, of all or part
of the Property.
Section 12.02. Representation by Board in Condemnation
Proceeding. In the event of a taking, the Board shall, subject
to the right of all Mortgagees who have requested the right to
j in the Board in the proceedings, represent all of the Members
is an action to recover all awards. No Member shall challenge
the good faith exercise of the discretion of the Board in
fulfilling its duties under this Article. The Board is further
empowered, subject to the limitations herein, as the sole
representative of the Members, in all aspects of condemnation
proceedings not specifically covered herein.
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Section 12 .03 . Award for Condominium.
(a) In the event of a taking of a Condominium, the
Board shall distribute the award forthcoming from the taking
authority according to the provisions of this Section after
deducting therefrom fees and expenses related to the condemnation
proceeding including, without limitation, attorneys' and
appraisers' fees and court costs. In the event that the taking
is by judgment of condemnation and said judgment apportions the
award among the Owners and their respective Mortgagees, the Board
shall distribute the amount remaining after such deductions among
such Owners and Mortgagees on the allocation basis set forth in
such judgment. In the event that the taking is by sale under
threat of condemnation, or if the judgment of condemnation fails
to apportion the award, the Board shall distribute the award
among the Owners and their respective Mortgagees based upon the
relative values of the Condominium affected by such taking as
determined by: (i) an independent licensed appraiser chosen by
the Board in accordance with paragraph (b) below, and (ii) the
degree to which each Condominium has been affected by the
taking. The determination by the Board as to the degree each
Condominium has been affected by the taking shall be final and
binding on all Owners and Mortgagees. Nothing contained herein
shall entitle an Owner to priority over a Mortgagee of his
Condominium as to the portion of the condemnation award allocated
to his Condominium. In no event shall any portion of such award
be distributed by the Board to an Owner and/or the Mortgagees of
his Condominium in a total amount greater than the portion
allocated hereunder to such Condominium.
(b) In the event that the values of one or more of the
Condominiums must be determined pursuant to paragraph (a) above
by an independent licensed appraiser, the appraiser shall be
chosen by the Board as set forth below:
(i) The directors comprising the Board shall
jointly attempt to agree on the appointment of a real
estate appraiser who is a member of the American
Institute of Real Estate Appraisers or any successor
thereto or the Society of Real Estate Appraisers, or
a) y successor thereto (or in the event the American
Ir. -titute or Society of Real Estate Appraisers or any
su :essor shall not then be in existence, a
disinterested real estate appraiser having appropriate
qualifications to appraise commercial real estate set
forth immediately below) , with at least ten (10) years
professional experience in Southern California in
appraising land and improvements similar to the
Facility. All appraisers selected pursuant to the
provisions hereof shall be impartial and unrelated,
directly or indirectly, so far as employment of
services is concerned, to any of the Owners. The cost
of the services performed by such appraiser shall be
borne equally by the directors comprising the Board.
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The single appraiser so jointly appointed shall
determine the relative values of the Condominium
affected by a taking, and shall render his or her
appraisal within sixty (60) days after said appraiser
has been selected.
(ii) Failing the joint action of the directors
comprising the Board, each such director shall, within
fifteen (15) days, separately at its own cost designate
an appraiser meeting the qualifications stated in
subparagraph (i ) above. If two appraisers are
appointed and they concur on the relative values of the
Condominium affected by a taking, the relative values
determined by them shall be the relative values of the
Condominium for purposes of paragraph (a) above. If
the appraisers do not concur, and the difference
between the respective higher and lower determinations
of the relative values of the Condominium is an amount
less than ten percent (10%) of the amount of the higher
of the relative values, the mean average of the two
determinations shall be the relative values of the
Condominium for purposes of paragraph (a) above. The
two appraisers shall render their respective appraisals
within. sixty (60) days after they have been selected.
If the difference between the two determinations
exceeds the amount specified above, the two appraisers
shall jointly select a third appraiser meeting the
qualifications set forth in subparagraph (i) above, and
if they are unable to agree on a third appraiser, any
of the directors comprising the Board, by giving
fifteen (15) days notice to the other directors, may
apply to the presiding judge of the Superior Court of
Orange County to select a third appraiser who meets the
qualifications set forth in subparagraph (i ) above.
The third appraiser, however selected, shall be a
person who has not acted -in any capacity for any
Owner. Within fifteen (15) days from the date of the
selection of the third appraiser, all three appraisers
shall meet and the first two appraisers shall present
to the third appraiser all of their findings, data, and
conclusions is to the relative values of the
Condominium. The third appraiser shall review all such
findings, data , and conclusions, and shall determine
which of the two appraisers' respective determinations
of the relative values of the Condominium are the most
reasonable determinations under the criteria set forth
above. The third appraiser shall not be permitted to
make any other independent determination of the
relative values of the Condominium. The appraiser' s
determinations found by the third appraiser to be the
most reasonable determinations shall be the relative
values of the Condominium for purposes of paragraph (a)
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above. The third appraiser' s conclusions shall be
reached within thirty (30) days from the selection of
the third appraiser. The expenses related to the
selection and services of the third appraiser shall be
shared equally by the directors comprising the Board.
(ifi) Each appraiser shall certify that he or she
has personally inspected all properties used as
comparisons, that he or she has no past, present or
contemplated future interest in the Facility, or any
part thereof, that the compensation to be received by
him or her from any source for making the appraisal is
solely in accordance with this Agreement, that he or
she has followed the instructions as set forth in this
Section 12.03, that neither his or her employment to
make the appraisal nor his or her compensation therefor
is contingent upon reporting a predetermined value or
values, or a value or values within a predetermined
range of values, that he or she has had at least ten
(10) years professional experience in Southern
Califcrnia in appraising land and improvements similar
to the Facility, that he or she is a member of the
American Institute of Real Estate Appraisers or the
Society of Real Estate Appraisers or respective
successors thereto and that his or her appraisal was
prepared in conformity with the standards of
professional practice of the Institute or Society or
successor thereto.
Section 12.04. Inverse Condemnation. The Board is
authorized to bring an action in inverse condemnation. In such
event, the provisions of this Article shall apply with equal
force.
Section 12.05. Revival of Right to Partition. Upon a
taking which renders more than fifty percent (50%) of the Units
in the Project incapable of being restored to at least
ninety-five percent (95%) of their floor area and substantially
their condition prior to the taking, the right of any Owner
within such Project to partition through legal action as
described in the Article hereof eititled "Limitations Upon the
Right to Partition and Severance" shall forthwith revive. The
determination as to whether Units partially taken are capable of
being so restored shall be made by the Board, whose decision
shall be final and binding on all Owners and Mortgagees.
Section 12.05. Awards for Members' Personal Property
and Relocation Allowances. Where all or part of the Property is
taken, each Member shall have the exclusive right to claim all of
the award made for his personal property, and any relocation,
moving expense, or other allowance: of a similar nature designed
to facilitate relocation. Notwithstanding the foregoing
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provisions, the Board shall represent each Member in an action to
recover all awards with respect to such portion, if any, of
Members' personal property as is at the time of any taking, as a
matter of law, part of the real estate comprising any
Condominium, and shall allocate to such Member so much of any
awards as is attributable in the taking proceedings, or failing
such attribution, attributable by the Board, to such portion of
Members' personal property.
Section 12.07. Notice to Members. The Board,
immediately upon having knowledge of any taking or threat thereof
with respect to the Property, or any portion thereof, shall
promptly notify all Members.
Section 12.08. Change of Condominium Interest. In the
event of a taking, and notwithstanding the Section entitled
"Amendments" of the Article herein entitled "General Provisions, "
the Board may amend the Condominium Plan to reflect the change in
the Project affected by a taking. In the event that the Board
decides to record such amendment -o the Condominium Plan, all
Owners and the record holders of all security interest in the
Project shall execute and acknowledge said amendment so that it
will comply with Section 1351 of :he California Civil Code or any
similar statute then in effect. Said Owners and holders of
security interests shall also execute such other documents or
take such other actions as required to make such amendment
effective. The Board shall cause a notice of change in the
Condominium Plan to be sent to each Owner and Mortgagee in such
Project within ten (10) days of the filing of such amendments in
the County Recorder' s Office of Orange County, California.
ARTICLE XIII
LIMITATIONS UPON THE RIGHT TO PARTITION AND SEVERANCE
Section 13 .01. No Partition. The right of partition
is hereby suspended, except that the right to partition shall
revive and the Project may be sold as a whole when the conditions
for such action set forth in the Articles hereof entitled
"Destruction of Improvements" and "Eminent 17main" have been met;
provided, however, notwithstanding the foreg ing, any Owner may,
upon the prior written approval of the Mortgagee of the First
Mortgage encumbering his Condominium, bring an action for
partition by sale of the Project as provided in Section 1359 of
the California Civil Code or any similar statute then in effect
upon the occurrence of any of the events therein provided.
Provided, further, that if any Condominium shall be owned by two
(2) or more co-tenants, nothing herein contained shall be deemed
to prevent a judicial partition as between such co-tenants. This
Section shall not be construed to prohibit the transfer of a
condominium by an Owner that is otherwise permitted under this
Declaration.
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Section 13 .02. No Severance. Each Owner agrees that
he shall not, while this Declaration or any similar declaration
is in effect, make any conveyance of less than an entire
Condominium. This limitation is not intended to restrict the
ability of an Owner to convey the entire condominium to a
partnership, corporation, trust or other similar entity which may
be composed of multiple interests. Any deed, Mortgage or other
conveyance that purports to convey less than an entire
Condominium shall be deemed to transfer and convey the entire
Condominium including the omitted interests even though such
omitted interests were not expressly mentioned in such conveyance
document. The provisions of this Section shall terminate on the
date that judicial partition shall be decreed.
Section 13 .03. Proceeds of Partition Sale.
(a) Whenever an action is brought for the partition by
sale of the Project, whether upon the occurrence of any of the
events provided in Section 1359 of the California Civil Code (or
similar statute then in effect) or upon the revival of the right
to partition pursuant to the Articles hereof entitled
"Destruction of Improvements" or "Eminent Domain", the Owners
shall share in the proceeds of such sale in accordance with the
following. So long as the Project consists of only the two
Condominiums comprised of Unit A and a fractional undivided
interest in the Common Area and Unit B and a fractional undivided
interest in the Common Area, forty-three percent (43%) of the
proceeds from such partition sale shall be allocated and
distributed to the Owner of the Condominium comprised of Unit A
and a fractional undivided interest in the Common Area, and
fifty-seven percent (57%) of the proceeds from such partition
sale shall be allocated and distributed to the Owner of the
Condominium comprised of Unit B and a fractional undivided
interest in the Common Area. At such time, if any, as the
above-described composition of the Project is changed, the
provisions of this Section 13 .03 (a) for the allocation and
distribution of proceeds from a partition sale shall be
appropriately amended.
(b) The distribution of the proceeds of any such
partition sale shall be adjusted as necessary to refle, t any
prior distribution of insurance proceeds or condemnatiti award as
may have been made to Owners and their Mortgagees pursu...zt to the
Articles hereof entitled "Destruction of Improvements" and
"Eminent Domain" . In the event of any such partition and sale,
the liens and provisions of all Mortgages or Assessment liens
encumbering Condominiums within the Project so encumbered shall
extend to each applicable Owner' s interest in the proceeds of
such partition and sale. The interest of an Owner in such
proceeds shall not be distributed to such Owner except upon the
prior payment of any Mortgage or assessment lien encumbering such
proceeds as aforesaid.
11/08/88 Attachment No. 8
5046r/2460/018 Page -37- of 45
ARTICLE XIV
ARBITRATION
Disputed issues arising under this Agreement between the
Owners, the Members, or the Directors shall be resolved by
arbitration pursuant to this Article. A party desiring to
initiate a permitted arbitration under this Article shall give
notice to the other party specifying (i) the natter to be
arbitrated, and (ii ) the name and address of the person
designated to act as arbitrator, which person shall be qualified
to act as arbitrator in accordance with the terms of this
Article. Within fifteen (15) days after receipt of such notice,
the second party shall give notice to the first party specifying
the name and address of the person designated to act as
arbitrator on the second party' s behalf who shall be qualified to
act as arbitrator in accordance with the provisions of this
Article. If the second party fails to give notice to the first
party of the appointment of the second party' s arbitrator within
the required period, the appointment of the second arbitrator
shall be made by application to the court in the same manner as
provided for below for the appointment of a third arbitrator in a
case where the two arbitrators appointed by the parties, or the
parties, are unable to agree on the appointment of the third
arbitrator.
The arbitrators chosen in accordance with the above
provisions shall promptly meet to attempt to resolve the disputed
matter. If the two arbitrators are unable to agree upon the
question at issue within thirty (30) days after the second
arbitrator was appointed, they shall then have fifteen (15) days
jointly to appoint a third arbitrator who shall be qualified to
act as arbitrator in accordance with the provisions of this
Article. If the two arbitrators are unable to agree upon a third
arbitrator within such fifteen (15) day period, the parties shall
then have an additional fifteen ( 15) days to select together the
third arbitrator. If the parties are unable to agree upon the
third arbitrator within the required period, either party, by
giving prior notice to the other, shall have thirty (30) days to
request the Presiding Judge of the Superior Court for the County
of Orange, State of California, to appoint as the third
arbitrator an impartial person qualified to act as arbitrator in
accordance with the provisions of this Article, and the other
party shall not raise any question as to the judge' s full power
and jurisdiction to entertain the application and make the
appointment. The three (3) arbitrators shall decide the dispute
(if it has not previously been resolved) by following the
procedure set forth below.
The arbitrators shall be chosen from a class of
disinterested experts qualified by training and experience to
resolve the particular issue in dispute in an informed and
efficient manner.
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In the evert of the failure, refusal, or inability of any
arbitrator to act, he shall appoint his successor; provided,
however, that any successor to the third arbitrator shall be
appointed in the same manner as the third arbitrator is to be
appointed. The arbitrators shall, if possible, render a written
decision within fifteen (15) days after the appointment of the
third arbitrator. A decision in which any two arbitrators concur
shall in all cases be binding and conclusive upon the parties.
Each party shall pay the fees and expenses of its arbitrator and
both shall share the fees and expenses of the third arbitrator,
if any. Each party shall pay the fees and expenses of its
attorneys and any witnesses it may call.
The arbitrators shall have the right to consult experts and
competent authorities skilled in the matters under arbitration,
but any such consultation shall be made in the presence of both
parties with full right to cross-examine. The arbitrators shall
give a counterpart copy of their written decision to each party.
The arbitrators shall have no power to modify the provisions of
this Declaration, and the jurisdiction of the arbitrators is
limited accordingly.
Where an issue cannot be resolved by agreement between_ any
two arbitrators, or by settlement between the parties during the
course of arbitration, the issue shall be resolved by the three
arbitrators in accordance with the following procedure. The
arbitrator selected by each of the parties shall prepare a
written proposed resolution of the dispute and the reasons
therefor and give counterpart copies to each party and each of
the other arbitrators, with the third arbitrator arranging for a
simultaneous exchange of these proposed resolutions. The third
arbitrator shall select which of the two proposed resolutions
most closely approximates his determination of the issue. The
third arbitrator shall have no right to propose a middle ground
or any modification of either of the two proposed resolutions.
The resolution which the third arbitrator selects shall
constitute the decision of the arbitrators and shall be final and
binding upon the parties.
The judgment or the award rendered in any arbitration
initiated and conducted in accordance with this Article may be
entered as a judgment in any court of competent jurisdiction and
shall be final and binding upon the parties. The arbitration
shall be conducted and determined at any location in Orange
County, upon which the parties agree, in accordance with the then
prevailing commercial arbitration rules of the American
Arbitration Association or its successor except to the extent
such rules are modified as set forth in this Article.
11/08/8E• Attachment No. 8
5046r/2460/018 Page -39- of 45
ARTICLE XV
GENERAL PROVISIONS
Section 15.01. Enforcement.
(a) The Association, Declarant, and the Owner of any
Condominium shall have the right to enforce by proceedings at law
or in equity all covenants, conditions, restrictions, easements,
reservations, liens and charges now or hereafter imposed by this
Declaration, as amended and supplemented, the Articles and
Bylaws, including without limitation the right to prosecute a
proceeding at law or in equity against the person or persons who
have violated or are attempting to violate any of these
covenants, conditions, restrictions, easements, reservations,
liens or charges to enjoin or prevent them from doing so, to
cause said violation to be remedied and/or to recover damages for
said violation.
(b) Should the Association fail to perform its duties
of repair and maintenance as specified herein, or should any
Owner fail to comply with any of the provisions of this
Declaration hereof and should any such failure of the Association
or an Owner continue for a period of thirty (30) days following
written notice of such failure from Owner to the Association or
from Owner and/or the Association to the Owner, (unless different
time periods are therein stated) Owner shall have the right, but
not the duty to perform all or a portion of such repair and
maintenance by the Association, and Owner and/or the Association
shall have the right, but not the duty, to correct any such
noncompliance by Owner, and the cost thereof shall be borne by
the Association or any such Owner, respectively; provided,
however, that in the event such costs are not paid to Owner or
the Association, as the case may be, within thirty (30) days
after Owner or the Association has furnished a statement
therefor, Owner in the case of a failure by the Association and
Owner and/or the Association in -he case of a failure by an
Owner, shall have the right, but not the duty, to levy a Special
Assessment against each Owner on a pro rata basis to cover such
costs of maintenance and repair or against such Owner to cover
the costs of correction, if any, of such noncompliance, as the
case may be. Owner shall have the same remedies as the
Association has pursuant to 'Article V hereinabove to collect
delinquent Special Assessments. No one or more failures or
refusals by Owner to accomplish such repair and maintenance work
or by Owner and/or the Association to accomplish such compliance
which the Association or an Owner shall have failed to perform
shall be deemed a waiver of the right in Owner or the
Association, as the case may be, to perform such work at a later
time as to the same or different work or compliance.
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(c) The result of every action or omission whereby any
covenant, condition, restriction, easement, reservation, lien or
charge herein contained is violated in whole or in part is hereby
declared to be and to constitute a nuisance, and every remedy
allowed by law or equity against an Owner, either public or
private, shall be applicable against every such result and may be
exercised by the Association or any Owner subject to these
restrictions.
(d) In any legal or equitable proceeding for the
enforcement or to restrain the violation of these covenants,
conditions, restrictions, easements, reservations, liens or
charges or any provisions hereof, the losing party or parties
shall pay the attorneys' fees of the prevailing party or parties
in such amount as may be fixed by the court in such proceedings.
All remedies provided herein or at law or in equity shall be
cumulative and not exclusive.
(e) Failure by the Owner, the Association or by an
Owner to enforce any covenant, condition, restriction, easement,
reservation, lien or charge herein contained shall in no event be
deemed a waiver of the right to do so thereafter.
(f) nothing herein contained shall be deemed to
require the Owner to enforce any covenant, condition,
restriction, easement, reservation, lien, charge or provision
hereof.
Section 15.02. Negligence and/or Willful Misconduct.
The cost of any maintenance services required to be performed by
the Association which are caused by the negligence or willful
misconduct of any Owner, or his employees, guests or invitees
shall be borne entirely by such Owner.
Section 15.03 . Severability. Invalidation of any one
of these covenants, conditions or restrictions by judgment or
court order shall in no way affect any other provisions which
shall remain in full force and effect.
Section 15.04. Term. The covenants, conditions and
restrictions of this Declaration shall run with and bind the
Condominiums and shall inure to the benefit of and be enforceable
by the Association or the Owner of any Condominium subject to
this Declaration, their respective, legal representatives, heirs,
successors and assigns, for a term of ninety-nine (99) years from
the date this Declaration is recorded, after which time said
covenants, conditions and restrictions shall be automatically
extended for successive periods of ten (10) years, unless an
instrument, signed by a majority of the then Owners of the
Condominiums, has been recorded, agreeing to change said
covenants, conditions and restrictions in whole or in part.
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5046r/2460/018 Page -41- of 45
Section 15.05. Construction. The provisions of this
Declaration shall be liberally construed to effectuate its
purpose of creating a uniform plan for the development of a
public parking structure, retail space and Common Area within the
Property. The article and section headings have been inserted
for convenience only and shall not be considered or referred to
in resolving questions of interpretation or construction.
Section 15.06. Amendments. This Declaration of
Covenants, Conditions and Restrictions may be amended only by an
instrument in writing signed by not less than one hundred percent
(100%) of the voting power of the membership of the Association
and, further, this amendment provision shall not be amended to
allow amendments by the assent or vote of less than one hundred
percent (100%) of the voting power of the membership of the
Association, and in conformance with all applicable laws,
ordinances and regulations. In the event a Condominium is owned
by more than one Owner, any one of the Co-Owners may sign such
instrument in writing on behalf of all Co-Owners. Any amendment
must be properly recorded.
Section 15.07. Mortgage Protection Clause. No breach
of the covenant, conditions or restrictions herein contained,
nor the enforcement of any lien provisions herein, shall defeat
or render invalid the lien of any Mortgage made in good faith and
for value, for all of said covenants, conditions and restrictions
shall be binding upon and effective against any Owner whose title
is derived through foreclosure or trustee' s sale, or otherwise.
Section 15.08. Singular Includes Plural. Whenever the
context of this Declaration requires same, the singular shall
include the plural and the masculine shall include the feminine.
Section 15.09. Nuisance. The result of every act or
omission, whereby any provisions, condition, restriction,
covenant, easement or reservation contained in this Declaration
is violated in whole or part, is hereby declared to be and
constitutes a nuisance, and every remedy allowed by law or equity
against a nuisance, either public or private, shall be applicable
against every such result and may be exercised by the
Architectural Committee, the Association or any Owner. Such
re .,edy shall be deemed cumulative and not exclusive.
Section 15. 10. Mergers and Consolidations. Upon a
merger or consolidation of the Association with another
association, its properties, rights and obligations may be
transferred to the surviving or consolidated association or,
alternatively, the properties, rights and obligations of another
association may be added to the properties, rights and
obligations of the Association as a surviving corporation
pursuant to a merger. The surviving or consolidated association
ray administer the covenants, conditions and restrictions
11/08/88 Attachment No. 8
5046r/2460/018 Page -42- of 45
established by this Declaration, together with the covenants,
conditions and restrictions established upon any other property,
as one general plan and scheme.
Section 15. 11 . Enforcement by City of Huntington
Beach. The City of Huntington Beach shall have the right, but
not the obligation, to enforce any of the terms or provisions of
this Declaration as the same relate to the maintenance of the
Common Area of the Project or for any other purpose which, in the
opinion of City, is necessary to protect the interests of the
City of Huntington Beach and its citizens.
Section 15. 12. Applicability of Governmental
Regulation. The covenants, conditions and restrictions contained
herein are separate and distinct from any zoning, building or
other law, ordinance, rule or regulation of the City of
Huntington Beach or any governmental authority having
jurisdiction over the Property; which law, ordinance, rule or
regulation now or in the future may contain different
requirements from or in addition to those contained herein or
which may prohibit uses permitted herein or permit uses
prohibited herein. In the event of any conflict between the
provisions hereof and the provisions of any such law, ordinance,
rule or regulation, the Owner must first comply with all
governmental laws, ordinances, rules or regulations and then to
the extent possible, the Owner must comply with these covenants,
conditions and restrictions unless such compliance would result
in a violation of such law, ordinance, rule or regulation, in
which case, upon a finding that compliance herewith would result
in such violation, the Board shall waive any such covenant,
condition or restriction to the extent that compliance therewith
results in such violation, and in connection therewith, the Board
may impose such conditional covenants, conditions and
restrictions as may be necessary to carry out the intent of this
Declaration.
Section 15. 13. Notices. Any notice to be given to an
Owner, the Association or a Mortgagee or mortgage servicing
contractor under the provisions of this Declaration shall be in
writing and may be delivered as follows:
(a. Notice to an Owner shall be deemed to have been
properly deli ,ered when delivered to the Owner' s Unit, whether
said Owner personally receives said notice or not, or placed in
the first class United States mail, postage prepaid, to the most
recent address furnished by such Owner in writing to the
Association for the purpose of giving notice, or if no such
address shall have been furnished, then to the street address of
such Owner' s Unit. In the case of co-owners, any such notice may
be delivered or sent to any one of the co-owners on behalf of all
co-owners and shall be deemed delivery on all such co-owners.
11/08/88 Attachment No. 8
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(b) Notice to the Asso--cation shall be deemed to have
been properly delivered when placed in the first class United
States mail, postage prepaid, to the address furnished by the
Association or the address of its principal place of business.
(c) Notice to a Mortgagee or its mortgage servicing
contractor shall be deemed to have been properly delivered when
placed in the first class United States mail, postage prepaid, to
the address furnished to the Association by such Mortgagee or
such contractor for the purposes of notice or, if no such address
is furnished, to any office of the Mortgagee in the County, or if
no such office is located in the County, to any office of such
Mortgagee.
(d) The affidavit of an officer or authorized agent of
the Association declaring under penalty of perjury that a notice
has been mailed to any Owner or Owners, to any Mortgagee or
Mortgagees, or to all Members or all Mortgagees, to the address
or addresses shown on the records of the Association, shall be
deemed conclusive proof of such mailing, whether or not such
notices are actually received.
Section 15. 14. Leases. Any agreement for the leasing
or rental of a Condominium (hereinafter in this Section referred
to as a "lease" ) shall provide that the terms of such lease shall
be subject in all respects to the provisions of this Declaration,
the Articles, the Bylaws and the Association Rules. Said lease
shall further provide that any failure by the lessee thereunder
to comply with the terms of the foregoing documents shall be a
default under the lease. All leases shall be in writing. Any
Owner who shall lease his Condominium shall be responsible for
assuring compliance by such Owner' s lessee with this Declaration, .
the Articles, the Bylaws and the Association Rules.
Section 15. 15. Estoppel Certificates. Within ten (10)
days of the mailing or delivery of a written request by any
Owner, the Board of Directors shall provide the Owner with a
written statement containing the following information: (i)
whether to the knowledge of the Association, the Owner or the
Owner' s Lot is in violation of any of the provisions of this
Declaration, the Articles, Bylaws, or the Association Rules; (ii)
the amount of Regular a d Special Assessments paid by the Owner
during the fiscal year tte request is received; and (iii) the
amount of any Assessment levied against the Owner' s Lot that are
unpaid as of the date of the statement, including any late
charges, interest, or costs of collection that as of the date of
the statement are or may be made a lien against the Owner' s Lot
that are unpaid as of the date of the statement, including any
late charges, interest, or costs of collection that as of the
date of the statement are or may be made a lien against the
Owner' s Lot as provided by this Declaration, the Articles,
Bylaws, or the Association Rules.
11/08/88 Attachment No. 6
5046r/2460/018 Page -44- of 45
IN WITNESS WHEREOF, Declarant has executed this instrument
the day and year first hereinabove written.
REDEVELOPMENT AGENCY OF THE CITY OF
HUNTINGTON BEACH
By:
Its-
11/08/88 Attach.-nent No. 8
5046r/2460/018 Page -45- of 45
r
1
I V
ATTACHMENT NO. 10
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO: )
City Clerk )
City of Huntington Beach )
2000 Main Street )
Huntington Beach, CA 92648 )
DEED OF TRUST
This DEED OF TRUST, made between The
Redevelopment Agency of the City of Huntington Beach (the
"Trustor" ) , whose address is 2000 Main Street, Huntington
Beach, California, , (the "Trustee" ) and
Robert J. Koury, (the "Beneficiary" ) .
WITNESSETH: That Trustor Grants to Trustee in Trust, with
Power of Sale, that property in the County of Orange, State of
California, described in Exhibit A attached hereto and
incorporated herein.
For the Purpose of Securing the Trustor' s performance under
that certain Owner Participation Agreement dated
(the "OPA" ) .
A. To protect the security of this Deed of Trust, Trustor
agrees:
(1) To pay when due all claims for labor performed and
materials furnished therefor: to comply with all laws affecting
said property or requiring any alterations or improvements to
be made thereon; not to commit, suffer or permit any act upon
said property in violation of law.
(2) To pay: at least ten days before delinquency all taxes
and assessments affecting said property, incurred during
Trustor' s ownership, all incumbrances, charges and liens, with
interest, on said property or any part thereof, which appear to
be prior or superior hereto.
Should Trustor fail to make any payment or to do any act as
herein provided, then Beneficiary or Trustee, but without
obligation so to do and without notice to or demand upon
Trustor and without releasing Trustor from any obligation
hereof, may make or do the same in such manner and to such
11/03/88 ATTACHMENT NO. 10
0166n/2460/18 Page 1 of 4
l
extent as either may deem necessary to protect the security
hereof, Beneficiary or Trustee being authorized to enter upon
said property for such purposes; appear in and defend any
action or proceeding purporting to affect the security hereof
or the rights or powers of Beneficiary or Trustee; pay,
purchase, contest or compromise any incumbrance, charge or lien
which in the judgment of either appears to be prior or superior
hereto; and, in exercising any such powers, pay necessary
expenses, employ counsel and pay his reasonable fees.
B. It is mutally agreed:
(1) That at any time or from time to time, without
liability therefor and without notice, upon written request of
Beneficiary and presentation of this Deed and said OPA for
endoresement, and without affecting the personal liability of
any person for payment of the indebtedness secured hereby,
Trustee may: reconvey any part of said property; consent to
the making of any map or plat thereof; join in granting any
easement thereon; or join in any extension agreement or any
agreement subordinating the lien or charge hereof.
(2 ) That upon written request of Beneficiary stating that
the performance of Trustor and all sums secured hereby have
been paid, and upon surrender of this Deed and said OPA to
Trustee for cancellation and retention or other disposition as
Trustee in its sole discretion may choose and upon payment of
its fees, Trustee shall reconvey, without warranty, the
property then held hereunder. The recitals in such
reconveyance of any matters or facts shall be conclusive proof
of the trustfulness thereof. The Grantee in such reconveyance
may be described as "the person or persons legally entitled
thereto. "
(3) That upon default by Trustor in performance of any
agreement hereunder, Beneficiary may declare all sums, as set
out in the applicable termination provisions of the OPA,
secured hereby immediately due and payable by delivery to
Trustee of written declaration of default and demand for sale
and of written notice of default and of election to cause to be
sold said property, which notice Trustee shall cause to be
filed for record. Beneficiary also shall deposit with Trustee
this Trust Deed, said OPA and all documents evidencing
expenditures secured hereby.
After the lapse of such time as may then be required by law
following the recordation of said notice of default, and notice
of sale having been given as then required by law, Trustee,
without demand on Trustor, shall sell said property at the time
and place fixed by it in said notice of sale, either as a whole
or in separate parcels, and in such order as it may determine,
at public auction to the highest bidder for cash in lawful
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0166n/2463/18 Page 2 of 4
money of the United States, payable at time of sale. Trustee
may postpone sale of all or any portion of said property by
public announcement at such time and place of sale, and from
time to time thereafter may postpone such sale by public
announcement at the time fixed by the preceding postponement.
Trustee shall deliver to such purchaser its deed conveying the
property so sold, but without any covenant or warranty, express
or implied. The recitals in such deed of any matters or facts
shall be conclusive proof of the truthfulness thereof. Any
person, including Trustor, Trustee, or Beneficiary as
hereinafter defined, may purchase at such sale.
After deducting all costs, fees and expenses of Trustee and
of this Trust, including cost of evidence of title -in
connection with sale, Trustee shall apply the proceeds of sale
to payment of: all sums expended under the terms hereof, not
then repaid, with accrued interest at the amount allowed by law
in effect at the date hereof; all other sums then secured
hereby; and the remainder, if any, to the person or persons
legally entitled thereto.
(4) Beneficiary, or any successor in ownership of any
indebtedness secured hereby, may from time to time, by
instrument in writing, substitute a successor or successors to
any Trustee named herein or acting hereunder, which instrument,
executed by the Beneficiary and duly acknowledged and recorded
in the office of the recorder of the county or counties where
said property is situated, shall be conclusive proof of
property substitution of such successor Trustee or Trustees,
who shall, without conveyance frcm the Trustee predecessor,
succeed to all its title, estate, rights powers and duties.
Said instrument must contain the name of the original Trustee
and Beneficiary hereunder, the bcok and page where this Deed is
recorded and the name and address of the new Trustee.
(5) That this Deed applies to, inures to the benefit of,
and binds all parties hereto, their heirs, legatees, devises,
administrators, executors, successors and assigns. The term
Beneficiary shall mean the owner and holder, including
pledgees, of the OPA secured hereby, whether or not named as
Beneficiary herein. In this Deed, whenever the context so
requires, the masculine gender in=lodes the feminine and/or
neuter, and the singular number includes the plural.
11/03/88 ATTACHMENT NO. 10
0166n/2460/18 Page 3 of 4
(6) That Trustee accepts this Trust when this Deed, duly
executed and acknowledged, is made a public record as provided
by law. Trustee is not obligated to notify any party hereto of
pending sale under any other Deed of Trustee or of any action
or proceeding in which Trustor, Beneficiary or Trustee shall be
a part unless brought by Trustee.
In Witness Whereof, Trustor has executed this Deed of Trust
as of the day and year first above written.
Trustor
Chairman of the Redevelopment
Agency of the City of Huntington
Beach
ATTEST:
Agency Secretary
STATE OF CALIFORNIA )
ss.
COUNTY OF )
On this day of 19 before me,
the undersigned, a Notary Public in and for said State,
personally appeared , personally
known to me or proved to me on the basis of satisfactory
evidence to be the person who executed the within instrument as
the Chairman, and Secretary, the public
entity therein named, and acknowledged to me that such public
entity executed the within instrument pursuant to a resolution
of its Board of Directors.
WITNESS my hand and official seal.
(SEAL)
11/03/88 ATTACMENT NO. 10
0166n/2460/18 Page 4 of 4
ATTACHMENT NO. 11
AGENCY GWtT DEED
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO )
AND Y.AIL TAX STATEMENTS TO: )
(Space above line !or recorder's use only.)
AGENCY DEED
For a valuable consideration receipt of which is hereby acknowledged,
The REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body,
corporate and politic, of the State of California, herein called "Grantor"
acting to carry out the Redevelopment Plan, herein called "Redevelopment Plan"
for the Main Pier Redevelopment Project. herein called "Project", under the
Community Redevelopment Law of California. hereby grants to Robert J. Koury
herein called "Grantee", the real property hereinafter referred to as
"Property", described in Exhibit A attached hereto and incorporated herein,
subject to the existing easements, restrictions and covenants or record
described there, and reserving in the Grantor those certain easements
referenced in Sections of the "CPA" (as hereinafter defined).
1. Said Property is conveyed in accordance with and subject to the
Redevelopment Plan which was approved and adopted by ordinance No. of the
City Council of the City of Huntington Beach, and a Owner Participation
Agreement entered into between Grantor and the Grantee, dated
(the "OPA"), a copy of which is on file with the Grantor at
its offices as a public record and which is incorporated herein by reference.
%
The Property is conveyed to grantee at a purchase price, herein
call i "Purchase Price", determined in accordance with the uses permitted.
Therefore, Grantee hereby covenants and agrees for itself, its successors, its
assigns, and every successor in interest to the Property that the Grantee,
such successors and such assigns, shall develop, maintain, and use the
Property only as followss
(a) Grantee shall develop the Property as required by the OPA, and
with parking conforming to the requirements of the Huntington Beach City Code.
11/08/86 ATTACHMENT NO. 11
0166n/2460/18
(b) Grantee shall maintain the improvements on the Property and
shall keep the Property free from any accumulation of debris or waste
materials.
3. The Grantee agrees for itself and any successor in interest not to
discriminate upon the basis of race, color, creed or national origin in the
sale, lease, or rental or in the use or occupancy of the Property hereby
conveyed or any part thereof. Grantee covenants by and for itself, its
successors, and assigns, and all persons claiming under or through them that
there shall be no discrimination against or segregation of, any person or
group of persons on account of race, color, creed, national origin or ancestry
in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment
of the Property, nor shall the Grantee itself or any person claiming under or
through it, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location,
number, use or occupancy of tenants, lessees, 'sub-tenants, sublessees, or
vendees in the Property. The foregoing covenants shall run with the land.
4. All covenants without regard to technical classification or
designation shall be binding for the benefit of the Grantor, and such
covenants shall run in favor of the Grantor for the entire period during which
such covenants shall be in force and effect, without regard to whether the
Grantor is or remains an owner of any land or interest therein to which such
covenants relate. The Grantor, in the event of any breach of any such
covenants, shall have the right to exercise all the rights and remedies and to
maintain any actions at law or suits in equity or other proper proceedings to
enforce the curing of such breach.
IN WITNESS WHEREOF, the Grantor and Grantee have caused this instrument to
be executed on their behalf by their respective officers hereunto duly
authorized, this day of , 198
REDEVELOPMENT AGENCY OF THE CITY OF
HUNTINGTON BEACH
By
ATTEST:
Secretary
The Grantee consents to the foregoing
covenants
ROBERT J. KOURY
11/08/88 ATTACHMENT No. 21
0166n/2460/18
STATE OF CALIFORi7IA )
ss.
COUNTY OF ORANGE )
On this day of 198 before
me, the undersigned, a Notary Public in and for said State,
personally appeared
known to me (or proved to me on the basis of satisfactory
evidence) to be the person who executed this instrument as the
Chairman of the Redevelopment Agency of the City of Huntington
Beach and acknowledged to me that the Redevelopment•Agency of
the City of Huntington Beach executed it.
Signature of Notary Public
STATE OF CALIFOPVIA )
} ss.
COUNTY OF ORANGE }
On before me, the
undersigned, a Notary Public in and for said State, personally
appeared ROBERT L. KOURY, personally known to me or proved to
me on the basis of satisfactory evidence to be the person whose
name is subscribed to the within instrument and acknowledged
that he executed the same.
WITNESS my hand and official seal.
(SEAL)
11/08/88 ATTACHMENT NO. 11
0166n/2460/18
EXHIBIT "A"
LEGAL DESCRIPTION OF THE PROPERTY
[To Be Inserted]
11/08/88 ATTACHMENT NO. 11
0166n/2460/18
ATTACHMENT NO. 12
CITY AND AGENCY AGREEMENT FOR THE SALE
OF PROPERTY AND THE LOAN OF MONEY FOR THE CONSTRUCTION
OF A PUBLIC PARKING FACILITY
THIS AGREEMENT, dated as of 1988,
by and between the REDEVELOPMENT AGENCY OF THE CITY OF
HUNTINGTON BEACH, a public body, corporate and politic,
organized and existing under and by virtue of the laws of the
State of California, (the "Agency" ) , and the CITY OF H=111GTON
BEACH, a municipal corporation organized and existing under and
by virtue of the laws of the State of California (the "City") .
WHEREAS, the Agency is agreeable to buying from the City
and the City is agreeable to sell to the Agency the Property,
the legal description of which is described in Exhibit A
attached hereto and incorporated herein by this reference, for
the fair market value as determined by appraisal; and
WHEREAS, the acquisition of the Property by the Agency will
facilitate the assembly of a developable site within the
Main-Pier Project Area for the purpose of constructing a
Parking Facility including the Commercial Shell; and
WHEREAS, the Agency agrees to accept conveyance of the
Property; and
WHEREAS, the City agrees to loan the Agency an amount
necessary to develop the Parking Facility including the
Commercial Shell to be located in part on the Property.
NOW, THEREFORE, in consideration of the foregoing
recitals and the mutual covenants hereinafter contained the
parties hereby agree as follows:
Section 1. Sale of the Property. The City agrees to sell
and the Agency agrees to purchase the Property for the amount
of Dollars ($ ) .
Section 2 . Development Loan. The City agrees to loan to the
Agency on an as needed basis the funds necessary to develop the
Parking Facility including the Commercial Shell (the
'Development Loan" ) pursuant to that certain Owner
Participation Agreement dated by and between The
Redevelopment Agency of the City of Huntington Beach and Robert
J. Koury (the "OPA" ) .
Section 3 . Payment of Purchase Price and Development Loan.
The City agrees and acknowledges that payment of the Purchase
Price and Development Loan hereunder shall be made only from
tax allocation revenues received by the Agency pursuant to
11/08/88 ATTACHMENT NO. 12
0166n/2460/18
Section 33670 of the Health and Safety Code ( "Tax Increment" ) .
All such payment shall be due within the 1989 calendar year;
provided that the City shall extend the time for payment in the
event that the Agency does not have sufficient Tax Increment to
meet all of the Agency' s other financial obligations whether
incurred prior or subsequent to the approval of this Agreement.
The obligation of the Agency shall bear interest until
paid in full at the rate of ten percent (20%) per annum or the
maximum interest rate that may lawfully be paid by a
redevelopment agency as may from time to time be revised.
This Agreement constitutes an indebtedness of the
Agency incurred in carrying out the Project and a pledging of
the tax allocations from the Project to repay such indebtedness
under the provisions of Section 19 of Article XIII of the
California Constitution and Sections 33670-33677 of the Health
and Safety Code; provided, however, that such pledge of tax
allocations shall always be subordinate and subject to the
right of the Agency to pledge or commit tax allocations from
the Project to repay bonds or other indebtedness incurred by
the Agency in carrying out the Project.
Section 3. Titles Grant Deed. Conveyance shall be effected
by grant deed acceptable in forn to the legal counsel of the
Agency and City, in form readable by the County Recorder of the
County of Orange. The Agency assumes the obligation to pay all
costs associated with the conveyance of title.
Section 4. Obligation to Refrain from Discrimination. There
shall be no discrimination against or segregation of any
person, or group of persons, on account of race, color, creed,
religion, sex, martial status, national origin, or ancestry, in
the sale, lease, sublease, transfer, use, occupancy, tenure, or
enjoyment of the City, nor shall the Agency itself or any
person claiming under or through it establish or permit any
such practice or practices of discrimination or segregation
with reference to the selection, location, number, use of
occupancy of tenants, lessees, subtenants, sublessees, or
vendees of the City or any portion thereof.
11/08/88 ATTACHMENT NO. 12
0166n/2460/18
IN WITNESS WHEREOF, the parties hereto have caused
this Agreement to be executed by their respective officers
thereunto duly authorized, all as of the date first above
written.
CITY OF M7INGTON BEACH
By:
Mayo.-
SEAL
Attest:
City Clerk
REDEVELOPMENT AGENCY OF THE CITY
OF HUNTINGTON BEACH
By:
Chairman
SEAL
Attest:
Secretary
ATTACHMENT NO. 13
COVENANTS
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO: }
City Clerk )
City of Huntington Beach )
2000 Main Street )
Huntington Beach, CA 92648 }
(Space above for recorder only)
WHEREAS, Robert J. Koury, an individual (the
"Covenantor") , and the REDEVELOPMENT AGENCY OF THE CITY OF
HUNTINGTON BEACH (the "Agency" ) have entered into a certain
Owner Participation Agreement dated , 19_ (the
"Agreement", a copy of which is on file with the Agency at its
offices and which is incorporated herein by reference) pursuant
to which the Covenantor has agreed to subject- certain real
property belonging to the Covenantor (which property is
referred to herein as the "Affected Property" , and is described
in the "Legal Description of the Affected Property", which is
attached hereto as Exhibit A and incorporated herein) to
certain covenants; and
WHEREAS, the enforcement of said covenants will ensure
proper implementation of the Redevelopment Plan for the Agency
approved by Ordinance No. 2578 and amended by Ordinance No.
2634 of the City Council of the City of Huntington Beach (the
"Redevelopment Plan") , and will, therefore, benefit the
Covenantor, the City of Huntington Beach (the "Covenantee" ) ,
and the property owners located within the Redevelopment
Project Area affected by the Redevelopment Plan; and
WHEREAS, the Covenantor and the Agency desire and intend
that these Covenants shall be enforceable by the Agency to the
greatest extent allowable by law; and
WHEREAS, the Community Redevelopment Law (California
Health & Safety Code §33000 et seq. ) provides that a
redevelopment agency shall establish covenants running with the
land in furtherance of the relevant redevelopment plan;
11/08/88 ATTACHMENT NO. 13
0166n/2460/18
NOW, THEREFORE, the Covenantor agrees and covenants as
follows:
1. Covenantor agrees for itself, and its successors and
assigns, and every successor in interest to the Affected
Property, or any part thereof that the Covenantor, and such
successors and assigns shall:
(a) Devote the Affected Property to those uses
permitted by the Redevelopment Plan (which covenant shall
run with the land) ;
(b) Not unlawfully discriminate against or segregate
any person or group of persons on account of race, color,
origin, sex, marital status, national origin, religion or
ancestry in the sale, lease, sublease, transfer, use,
occupancy, tenure, or enjoyment of the premises herein
conveyed, nor shall the Covenantor itself or any person
claiming under or through the grantee, establish or permit
any such unlawful practice or practices of discrimination
or segregation with reference to the selection, location,
number, use or occupancy of tenants, lessee, subtenants,
sublessees, or vendees in the premises herein conveyed.
All deeds, leases, or contracts for the sale, lease,
sublease or other transfer of the Affected Property shall
contain such non-discrimination provisions. The foregoing
covenant shall run with the land.
2 . Agreements and covenants contained herein shall be
covenants running with the land and shall, in any event, and
without regard to technical classification or designation,
legal or otherwise, except only as otherwise specifically
provided in the Agreement, be binding, to the fullest extent
permitted by law and in equity with the benefit and in favor
of, and enforceable by, the Agency and its successors and
assigns against the Covenantor, its successors and assigns and
every successor in interest to the Affected Property, or any
part thereof or any interest therein.
3. The agreements and covenants contained herein
pertaining to the uses of the Affected Property shall remain in
effect from the date hereo until the expiration date of the
Redevelopment Plan as said expiration date may be extended by
proper amendment to the Redevelopment Plan. Covenants
regarding discrimination shall remain in effect in perpetuity.
ROBERT J. KOURY
11/08/88 ATTACHMENT NO. 13
C166n/2460/18
STATE OF CALIFORNIA )
COUNTY OF )
On before me, the
undersigned, a Notary Public in and for said State, personally
appeared Robert J. Koury, personally known to me or proved to
Me on the basis of satisfactory evidence to be the person who
executed the within instrument.
WITNESS my hand and official seal.
(SEAL)
11/08/88 ATTACHMENT NO. 13
0166n/2460/18
EXHIBIT A
"LEGAL DESCRIPTION OF SHE AFFECTED PROPERTY"
All that certain land situated in the State of California,
County of Orange, City of Huntington Beach, described as
follows:
ATTACHMENT NO. 14
PRELIMINARY TITLE REPORT
[To Be Inserted]
LEASE AGREEMENT BETWEEN THE REDEVELOPMENT
AGENCY OF THE CITY OF HUNTINGTON BEACH AND
ROBERT KOURY
This Lease, dated, for reference purposes
only, , 19gf- , is made by and between
ROBERT KO RY rerein' called "Lessor" ) and the Redevelopment
Agency of the City of Huntington Beach (herein called "Lessee" ) .
WHEREAS, Lessee desires to hire certain real
property owned by Lessor as described more fully in Exhibit A
attached hereto and incorporated herein by this reference, and
Lessor desires to let such real property to Lessee,
NOW, THEREFORE, In-consideration of the covenants
and promises herein contained, the parties do hereby agree as
follows: _
SECTION 1. PREMISES.
Lessor hereby leases to Lessee and Lessee leases
from Lessor for the term, at the rental, and upon all of the
conditions set forth herein, real property situated in the
County of Orange, State of California commonly known by the
addresses set out in Exhibit A and collectively referred to as
the "Premises".
SECTION 2, TERM.
The term of this Lease shall be for a minimum of
three months commencing on May 1, 1988 and ending sixty days
from receipt of termination notice.
SECTION 3. RENT.
A. Residential Rent. Lessee shall pay to Lessor
without any .offset or deduction, except as may be otherwise
expressly provided in this Lease, on the first day of each month
on the term hereof , monthly payments in advance of $1,500.00 for
that part of the Premises known as the Residential Units in the
upper floors located at 210 1/2 and 212 1/2 Main Street (the
"Residential Rent" ) . Rent for either the Residential Units or
the Commercial Units for any period during the `erm hereof which
is for less than one month shall be a pro rata . ortion of the
Residential or Commercial Rent. Until such time as the entire
Premises is vacant for occupancy by Lessee the Residential Rent
shall be allocated and due as follows: $500.00 for Premise 210
1/2 shall be due and payable from May 1, 1988 and $1,000 for
Premise 212 1/2 shall be due and payable from July 1, 1988 .
Rent shall be payable to Lessor at the address stated herein or
to such other persons or at such other places as Lessor may
designate in writing.
B. Commercial Rent. Lessee shall pay to Lessor
without any offset or deduction, except as may be otherwise
expressly provided in this Lease, on the first day of each month
-1-
• of the term the a ant set out in Exhibit A 144 the Loan Payment
for each commercial unit. The Commercial Rent applicable for
each unit' shall become due as each Commercial Unit. becomes
vacant. In addition, in the event that prior to each Unit
becoming vacant the Lessor 's total income from all sources of
the Premises is less than the Lessor's debt service on the
entire Premises as set out in Exhibit A, then the Agency shall
pay to the Lessor the difference between the total income and
the total debt service (the "Short Fall Amount" ) .
C. Operating Expenses. The Residential Rent and
the Commercial Rent shall include payment for. operating expenses
as hereinafter defined, during each calendar year of the term of
this Lease. "Operating Expenses" is defined, for purposes of
this Lease, as all costs incurred by Lessor, if any, for :
(1) The operation, repair and maintenance,
in neat, clean, good order and condition; 6f' t66' following:
~ (a) The Common Areas, including parking
areas, loading and unloading areas,
trash areas, roadways , sidewalks,
walkways, parkways, driveways,
landscaped areast striping,
bumpers, irrigation systems, Common
Area lighting facilities and fences
and gates;
(b) Fire detection systems including
sprinkler system maintenance and
repair; (if applicable)
(c) Security Services; (if applicable)
(2) The cost of water, gas and electricity
to service the Common Areas.
SECTION 4. - NOTICE TO CURRENT TENANTS.
Lessor shall give a ninety day notice to vacate to
all current tenants within ten days of the execution by both
parties of this agreement in conjunction with the Agency's
notice of relocation benefits.
SECTION 5. RELOCATION.
Lessor and Lessee shall cooperate in the noticing,
counseling and, if necessary, eviction of the present tenants of
the subject properties. The Agency through its relocation
consultants and legal advisors shall assume the primary
responsibility for coordinating and sole responsibility for
funding the relocation of all current tenants.
SECTION b . USE.
A. Use. As each of the current tenants vacates
-2-
the Residential or Cl mmercial Units, the Premises shall remain
Vacant and be secured by Lessor. The* methods of securing for
each unit shall be agreed upon on an individual basis by the
Lessor and the Lessee.
B. Change in use. If.Lessee decides to utilize
the premises in a different manner than stated above, Lessor 's
written approval first must be obtained.
C. Condition of Premises.
Al) Lessor shall deliver the Premises to
Lessee reasonably secured from breakin and free of debris.
(2 ) Except as otherwise provided in this
Lease, Lessee hereby accepts the Premises in their condition
• existing as of the Lease commencement date or the date that
Lessee takes possession of the Premises, whichever is earlier,
subject to all applicable zoning, municipal, county and state
laws, ordinances and regulations governing and regulating the
use of the Premises, and any covenants or restrictions of
record, and accepts this Lease subject thereto and to all
matters disclosed thereby and by any exhibits attached hereto.
SECTION 7. MAINTENANCE,_ REPAIRSI, ALT_ERNA_TIONS AND COMMON AREA
SERVICES.
A. Lessor 's Obligations. Subject to the
provisions of paragraphs 3 .0 (Operating Expenses) , 6 (Use) and
7.B (Lessee's Obligations) and except for damage caused by any
negligent or intentional act or omission of Lessee, Lessee's
employees, suppliers, shippers, customers, or invitees, in which
event Lessee shall repair the damage, Lessor, at Lessor 's
expense, shall keep in good condition and repair the Premises,
as well as the parking lots, walkways, driveways,. landscaping,
fences, signs and utility installations of the Common Areas and
all parts thereof. Lessor shall riot, however, be obligated to
paint the exterior or interior surface of exterior walls, nor
shall Lessor be required to maintain, repair or replace windows,
doors or plate glass of the premises. Lessor shall have no
obligation to make repairs under this paragraph 7.A until a
reasonable time after receipt of written notice from Lessee of
the need for such repairs. Lessee expressly waives the benefits
of any statute now or hereafter in effect which would otherwise
afford Lessee the right to make repairs at Lessor 's expense or
to terminate this Lease because of Lessor's failure to keep the
Premises in good order, condition and repair . Lessor shall not
be liable for damages or loss of any kind or nature by reason of
Lessor 's failure to furnish any Common Area Services when such
failure is caused by accident, breakage, repairs, strikes,
lockout, or other labor disturbances or disputes of any
character, or by any other cause beyond the reasonable Control
of Lessor .
B. Lessee's Obligations. On the last day of the
term hereof, or on any sooner termination, Lessee shall
-3-
surrender the Premises to Lessor in the same condition as
received.
SECTION S. INSURANCEI INDEMNITY.
A. Liability Insurance - Lessee. Lessee shall,
at Lessee's expense; obtain and keep in force during the term of
this Lease a policy of Combined Single Limit Bodily Injury and
Property Damage Insurance insuring Lessee and Lessor against any
liability arising out of the use, occupancy or maintenance of
the Premises . Such insurance shall be in an amount not less
than $500,000 per occurrence. The-.policy shall insure
performance by Lessee of the indemnity provisions of this
paragraph 8. This provision, may be satisfied at Lessee 's option
by a self-insurance program.
B. Liability Insurance - Lessor. Lessor shall
obtain and keep in force during the term of this Lease a policy
of Combined Single Limit Bodily Injury and Property Damage
Insurance, insuring against any liability 'arising out of the
ownership, use, occupancy or maintenance of the Building in an
,amount not less than $500,000 per occurrence.
C. Property Insurance. Lessor shall obtain and
keep in force during the term of this Lease a policy or policies
of insurance covering loss or damage to the Building, in an
amount not to exceed the full replacement value thereof, as the
same may exist from time to time, providing protection against
all perils included within the classification of fire, extended
coverage, vandalism, malicious mischief, flood (in the event
same is required by a lender having a lien on the Premises) ,
special extended perils ("all risk" , as such term is used in the
insurance industry) , plate glass insurance and such other
• insurance as Lessor deems advisable.
D. Waiver of Subrogation. Lessee and Lessor
each hereby. release and relieve the other, and waive their
entire right of recovery against the other for loss or damage
arising out of or incident to the perils insured against which
perils occur in, on or about the premises, whether due to the
negligence of Lessor or Lessee or their agents, employees,
contractors and/or invitees. Lessee and Lessor shall , upon
obtaining the policies of insurance required hereunder, give
notice to the insurance carrier or carriers that the foregoing
mutual waiver of subrogation is contained in this Lease.
E. Indemnity. Lessee shall indemnify and hold
harmless Lessor from and against any and all claims arising from
Lessee's actual use of the Building, any relocation obligations
that the Lessee may have as to previous tenants, or from the
conduct of Lessee's business or from any activity, work or
things done or permitted by Lessee in or about the Premises and
shall further indemnify and hold harmless Lessor from and
against any and all claims arising from any breach or default in
the performance of any obligation on Lessee's part to be
performed under the terms of this Lease, or arising from any act
-4-
or omission of Lessee; or any of Lessee's agents, contractors,
or employees, and from and against all costs, attorney's fees,
expenses and liabilities incurred in the defense of any such
claim or any action or proceeding brought thereon; and in case
any action or proceeding be brought against Lessor by reason of
any such claim, Lessee upon notice from Lessor shall defend the
same at Lessee 's expense by counsel reasonably satisfactory to
Lessor and Lessor shall cooperate with Lessee in such defense.
SECTION 9. REAL PROPERTY TAXES.
A. Payment of Tax Increase. Lessor shall pay
the real property tax, as defined in paragraph 9.B....applicable
to the Premises.
B. Definition of "P.eal Property Tax" . As used
herein, the term "real property tax" shall include any form of
real estate tax or assessment, general, special, ordinary or
extraordinary, and any license fee, commercial rental tax,
improvement bonds or -bonds, levy or tax (other than inheritance,
personal income or estate taxes) imposed on the Building by any
authority having the direct or indirect power to tax, including
any city, county, state or federal government, or any school ,
agricultural, sanitary, fire, street, drainage or other
improvement district thereof, as against any legal or equitable
interest of Lessor in the Building or in any portion thereof, as
against Lessor 's right to rent or other income therefrom, and as
against Lessor 's business of leasing the Building. The term
"real property tax" shall also include any tax, fee, levy,
assessment.'or charge (i ) in substitution of, partially or
totally, any tax, fee, levy, assessment or charge hereinabove
included within the definition of "real property tax" , or (ii )
the nature of which was hereinbefore included within the
definition of "real property tax", or (iii) which is imposed by
reason of this transaction, any modifications or changes hereto,
or any transfers hereof.
SECTION 10. .UTILITIES,
Lessor shall pay for all water, gas, heat, light,
power, telephone and other utilities and services supplied to
the Premises, together with any taxes thereon. If any such
services are not separately metered to the Premises, Lessee
shall pay at Lessor 's option, either Lessee's share or a
reasonable proportion to be determined by Lessor of all charges
jointly metered with other premises in the Building.
SECTION 11. ASSIGNMENT AND SUBLETTING.
A. Lessee's Right to Sublet. Upon Lessor 's
written approval, Lessee shall have the right to assign,
transfer, mortgage, sublet, or otherwise transfer or encumber
all or any part of Lessee 's interest in the Lease or in the
Premises.
B. No assignment shall release Lessee of
-5-
• r •� Tf .«Laa
Lessee 's obligations- hereunder or alter the primary 'liability of
Lessee to pay the Residential Rent and the Commercial Rent and
to perform all other obligations to be performed by Lessee
hereunder.
SECTION 12. DEFAULTS REMEDIES.
A. Default. The occurrence of any one or more
_ of the following events shall constitute a material .default of
this Lease by Lessee:
(1) The failure by Lessee to make any
payment of rent or any other payment required to be made by
Lessee hereunder , as and when due, where such failure shall
continue for a period of three ..(3 ) days after ten (10) days
written notice thereof from Lessor to Lessee.
(2 ) Except as otherwise provided in this
Lease, the failure by Lessee to observe or perform any of the
covenants, conditions or provisions of this Lease to be observed
- or performed by Lessee where such failure shall continue for a
period of ten (10) days after written notice thereof from Lessor
to Lessee; provided, however, that if the nature of Lessee's
noncompliance is such that more than ten (10) days are
reasonably required for its cure, then Lessee shall not be
deemed to be in default if Lessee commenced such cure within
said ten (10 ) day period and thereafter diligently prosecutes
such cure to completion.
B. Remedies. In the event of any such material
default by Lessee, Lessor may at any time thereafter , with or
without notice or demand and without limiting Lessor in the
exercise of any right or remedy which Lessor may have by reason
of such default:
(1 ) Terminate Lessee's right to possession
of the Premises by any lawful means, in which case this Lease
and the term hereof shall terminate and Lessee shall immediately
surrender possession of the Premises to Lessor .
(2 ) Maintain Lessee's right to possession in
which case this Lease shall continue in effect whether or not
Lessee shall have vacated or abandoned the Premises. In such
event Lessor shall be entitled to enforce all Lessor 's rights
and remedies under this Lease, including the right to recover
the rent as it becomes due hereunder.
(3) Pursue any other remedy now or hereafter
available to Lessor under the laws or judicial decisions of the
state wherein the Premises are located. Unpaid installments of
rent and other unpaid monetary obligations of Lessee under the
terms of this Lease shall bear interest from the date due at the
maximum rate then allowable by law.
C. Default by Lessor. Lessor shall not be in
default unless Lessor fails to perform obligations required of
the Lessor within a reasonable time, but in no' event 'later than
thirty (30) days after written notice by- Lessee to Lessor and to
the holder of any first mortgage or deed of trust covering the
Premises whose name • and address shall have theretofore been -
furnished to Lessee in writing, specifying wherein Lessor has
failed to perform such obligation; provided, however, that if
the nature of Lessor 's obligation is: such that more than thirty
(30) days are required for performance then Lessor shall not be
in default if Lessor commences performance within such thirty
(30) day period and thereafter diligently prosecutes the same to
completion.
D. Remedies for Lessee. In the event of a
default by Lessor, Lessee may abate its rent due to recover any
damages suffered as a result. of..the. default.
SECTION 13. CONDEMNATION. . ••
if the Premises or any portion thereof or the
Building are taken under the power of eminent domain, or sold
under the threat •of the exercise of said power (sill of which are
herein called "condemnation" ) , this Lease shall terminate as to
the part so taken as of the date the condemning authority takes
title or possession, which ever first occurs. If more than ten
percent of the floor area of the Premises, or more than
twenty-five percent of that portion of the Common Areas
designated as parking for the Building is taken by condemnation,
Lessee may, at Lessee's option, to be exercised in writing only
within ten (10) days after Lessor shall have given Lessee
written notice of such taking (or in the absence of such notice,
within ten (10) days after the condemning authority shall have
taken possession) terminate this Lease as of the date the
condemning authority takes such possession. . If Lessee does not
terminate this Lease in accordance with the foregoing, this
Lease shall remain in full force and effect as to- the portion of
the Premises remaining, except that the rent shall be reduced in
the proportion that the floor area of the Premises taken bears
to the total floor area of the Premises. No reduction of rent
shall occur if the only area taken Is that which does not have
the Premises located thereon. Any award for the taking of all
or any part of the Premises under the power of eminent domain or
any payment made under threat of the exercise of such power
shall ie the property of Lessor, whether such award shall be
made a. compensation for diminution in value of the leasehold or
for the taking of the fee, or as severance damages; provided,
however, that Lessee shall be entitled to any award for loss of
or damage to Lessee's trade fixtures and removable personal
property. In the event that this Lease is not terminated by
reason of such condemnation, Lessor shall to the extent of
severance damages received by Lessor - in connection with such
condemnation, repair any damage to the Premises caused by such
condemnation except to the extent that Lessee has been
reimbursed therefor by the condemning authority. Lessee shall
pay any amount in excess of such severance damages required to
complete such repair.
7-
SECTION 14, BROKER'S7FEE. ,
Each party certifies that no brokerage fee is due as
a result of this Lease.
SECTION 15. SEVERABILITY. "
The invalidity of any provision of this Lease as
determined by a court of competent jurisdiction, shall in no way
affect the validity of any other provision hereof.
SECTION 16. INTEREST ON PAST-DUE OBLIGATIONS.
Except as expressly herein provided, any amount due
to Lessor not paid when due shall bear interest at the maximum
rate then allowable by law from the date due. Payment of such
interest shall not excuse or cure any default by Lessee under
this Lease, provided, however, that interest shall not be
payable on late charges incurred by Lessee nor on any amounts
upon which .late charges are paid by Lessee.
SECTION 17. TIME "OF ESSENCE.
Time is of the essence with respect to the
obligations to be performed under this Lease.
SECTION 16. AMENDMENTS.
This Lease may be modified in writing only, signed
by the parties in interest at the time of the modification.
SECTION 19. NOTICES.
Any notice required or permitted to be given
hereunder shall be in writing and may be given by. personal
delivery or by certified mail, and if given personally or by
mail, shall be deemed sufficiently given if addressed to Lessee
or to Lessor at the address noted below the signature of the
respective parties, as the case may be. Either party may by
notice to the other specify a different address for notice
purposes. A copy of all notices required or permitted to be
given to Lessor hereunder shall be concurrently transmitted to
such party or parties at such addresses as Lessor may from time
to time hereaftei designate by notice to Lessee.
SECTION 20. RECORDING.
Either Lessor or Lessee shall, upon request of the
other, execute, acknowledge and deliver to the other a "short
form" memorandum of this Lease for recording purposes.
SECTION 21. HOLDING OVER.
If Lessee, with Lessor 's consent, remains in
possession of the Premises or any part thereof after the
expiration of the term hereof, such occupancy shall be a tenancy
-g_ & *, ,
from month to monthTipon all the .provisions of�11' is Lease
pertaining to the obligations of Lessee..
SECTION 22, CUMULATIVE REMEDIES.
No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all•
other remedies at law or in equity.
-SECTION 23. BINDING_ EFFECT; CHOICE OF LAW.
Subject,to any provisions hereof restricting
assignment or subletting by Lessee,'•this Lease shall bind the -
parties, their personal representatives, successors and
assigns. This Lease shall be governed by the laws of the State
of California and any litigation concerning this Lease between
the parties hereto shall be initiated in Orange County.
SECTION 24 . SUBORDINATION AND NONDISTURBANCE.
A. This Lease, at Lessor's option', shall be
subordinate to any ground lease, mortgage, deed of trust, or any
other hypothecation or security now or hereafter placed upon the
Building and to any and all advances made on the security
thereof and to all renewals, modifications, consolidations,
replacements and extensions thereof. Notwithstanding such
subordination, Lessee 's right to quiet possession of the
Premises shall not be disturbed if Lessee is not in default and
so long as Lessee shall pay the rent and observe and perform all
of the provisions of this Lease, unless this Lease is otherwise
terminated pursuant to its terms. If any mortgagee, trustee or
ground lessor shall elect to have this Lease and any Options
granted hereby prior to the lien of its mortgage, deed of trust
or ground lease, and shall give written notice thereof to
Lessee, this Lease and such Options shall be deemed prior to
such mortgage, deed of trust or ground lease, whether this Lease
or such Options are dated prior or subsequent to the date of
said mortgage, deed of trust or ground lease or the date of
recording thereof.
B. Lessee agrees to execute any documents
required to effectuate an attornment, subordination or to make
this Lease or any Option y -anted herein prior to the lien of any
mortgage, deed of trust or ground lease, as the case may be.
Lessee's failure to execute such documents within ten (10) days
after written demand shall constitute a material default by
Lessee hereunder without further notice to Lessee or, at
Lessor's option, Lessor shall execute such documents on behalf
of Lessee as Lessee 's attorney-in-fact. Lessee does hereby
make, constitute and irrevocably appoint Lessor as Lessee 's
attorney-in-fact and in Lessee's nacre, place and stead, to
execute such documents in accordance with this paragraph 24 .B.
SECTION 25. ATTORNEY'S FEES.
If either party brings an action to enforce terms
hereof or declare rights hereunder, the prevar ing party in any
such action, on• tr3al or appeal, shall be entitled to his
reasonable attorney's fees to be paid by the losing party as
fixed by the court. Subject to Section B.E. of this Agreement,
the parties shall share in the cost to defend any action brought
by a third party as a result of this Agreement.
SECTION 26. LESSOR'S ACCESS.
Lessor and Lessor's agents shall have the right to
enter the Premises at reasonable times for the purpose of
inspecting the same, showing the same to prospective purchasers,
lenders, or lessees, and making such alterations, repairs,
improvements or additions to 'the Premises or to the Building as
Lessor may deem necessary or desirable. Lessor may at any time
place on or about the Premises or the building any ordinary "For
Sale" signs and Lessor may at any time during the last 60 days
of the term hereof place on or about the Premises any ordinary
"For Lease" signs. All activities of Lessor pursuant to this
paragraph shall be without abatement -of rent, nor shall Lessor
have'-any .liability to Lessee for the same.
SECTION 27, CONSENTS.
Wherever in this Lease the consent of one party is
required to an act of the other party such consent shall not be
unreasonably withheld or delayed.
SECTION 28. QUIET POSSESSION.
Upon Lessee paying the rent for the Premises and
observing and performing all of the covenants, conditions and
provisions on Lessee's part to be observed and performed
hereunder , Lessee shall have quiet possession of the Premises
for the entire term hereof subject to all of the provisions of
this Lease.
SECTION 29. EASEMENTS.
Lessor reserves to Itself the right-1 from time to
time, to grant such agreements, easements, rights and
dedications that Lessor deems necessary or desirable, and to
cause the recordation of Parcel Ma.p , and restrictions.
REST OF PAGE NOT USED
—14—
SECTION 3 D.. li'DTHORI 11j
The individuals executing this Lease on behalf of
Lessor represent and warrant to Lessee that they are fully
authorized and legally capable of executing this Lease on behalf
of Lessor and that such execution to binding upon all parties
holding an ownership interest in the Building.
LESSEE
Attest: ��.� Cha ma
A OVED SAS ORM: 0 _
gency Co sel ry
APPROVED AS T. 'T NT:-
Special Agency Cbtlfsel
-z 1--
• � - F.70iIEIT � •-s --
x
COMMERCx.AI. URITs .
P►SSESSORS
-- SIT - ADDDRESS MRCEL NUMBER -U M NT
1. 208 Main Street 024-148-10 $2,320.35
2. 210 Main Street 024-148-9 1,508.29
3. 212 Main, Street 024-148-8 1,600.00
4. 214 Main Street 024-148-7 1,083 .33
218 Main Street - 024-148-6
5. Suite A 467.45
6. Suite B & D 350.58
7. Suite E 233 .72
8. Suite F & G 311.63
9. Suite I 233.72
10. Suite P 116.86
11. Suite J 136 .33
22. Suite K 136.33
• 13. Suite H 175.29
14 . Suite L 194 .77
15. Suite M 135.33
16. Suite N 389 .54
17. Suite R 194 .77
222 Main Street 024-148-4
28. 222 Main Street 438.32
19 . 222 1/2 Main St. 438.32
20. 224 Main Street 024-148-3 704 .00
21. 226 Main Street 024-148-2 600,00
RESIDE!l TAT UNITS
ASSESSORS
ADDDEERS IA_.RCEL_NUMBER
210 1/2 Main Street 024-148-9
212 1/2 Main Street 024-148-8
TOTAL DEBT SERVICE 111 ,968.93
(1179d)
EXHIBIT "A"
$. A r it
LITIGATION GUARANTEE OR-1506604
(CLTA - REV. 5-3--73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-07
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
THE CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LASS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDErDl SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 26, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY CD. . -KENNEDY PRESIDEIrT
BY
GERA D MOND - ASSISTANT SECRETARY
LITIGATION GUARANTEE OR-1506604
(CLTA - REV. 5-3--73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
THE EFFECT OF A DEED DATED AUGUST 1, 1988, EXECUTED BY ROBERT J.
KOURY, A SINGLE MAN, TO ROBERT J. KOURY, A MARRIED MAN AS HIS SOLE
AND SEPARATE PROPERTY, RECORDED SEPTEMBER 30, 1988 AS INSTRUMENT NO.
88-501259 OF OFFICIAL RECORDS.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $1,023.28.
SECOND INSTALLMENT: $1,023.28.
CODE AREA: 04-035.
A. P. NO. : 024-148-07.
2 . THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. AN EASEMENT AS SET FORTH IN AN INSTRUMENT RECORDED MARCH 29, 1940
IN BOOK 1039, PAGE 110 OF OFFICIAL RECORDS, CONSISTING OF THE RIGHT
TO MAINTAIN AND TO HAVE THE BUILDING REMAIN IN ITS PRESENT LOCATION,
INCLUDING THE RIGHT TO EXTEND THE HEIGHT THEREOF, IN, UNDER, OVER,
ALONG AND ACROSS APPROXIMATELY THE SOUTHWESTERLY 1 FOOT OF SAID LOT
14 , AS AN APPURTENANCE TO AND FOR THE BENEFIT OF LOT 12.
4 . A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $65,000. 00, RECORDED
JULY 22 , 1977 IN BOOK 12302 , PAGE 126 OF OFFICIAL RECORDS.
DATED: JULY 6, 1977.
TRUSTOR: JACK H. FLECKENSTEIN AND EDNA M. FLECKENSTEIN, HUSBAND
AND WIFE.
TRUSTEE: WESTERN MUTUAL CORPORATION, A CALIFORNIA CORPORATION.
.BENEFICIARY: WALTER SCHULZE AND ALLETTA .SCHULZE, HUSBAND AND WIFE AS
JOINT TENANTS.
NOTE: THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST WAS ASSIGNED
BY ASSIGNMENT RECORDED AUGUST 26, 1962 AS INSTRUMENT NO. 82-301632 OF
PAGE 2
�.r A1NER �C
LITIGATION GUARANTEE OR-1506604
(CLTA - REV. 5-3-73)
OFFICIAL RECORDS TO GUIDE DOGS FOR THE BLIND, INC. AND SCRIPPS
MEMORIAL HOSPITAL FOUNDATION, IN EQUAL SHARES.
5. AN ALL-INCLUSIVE DEED OF TRUST" TO SECURE AN INDEBTEDNESS OF
$130,000.00, RECORDED MAY 19, 1980 IN BOOK 23610, PAGE 1536 OF
OFFICIAL RECORDS.
DATED: APRIL 14, 1980.
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: STEWART TITLE COMPANY OF CALIFORNIA, ORANGE COUNTY, A
CALIFORNIA CORPORATION.
BENEFICIARY: JACK H. FLECKENSTEIN A11D EDNA M. FLECKENSTEIN, HUSBAND
AND WIFE AS JOINT TENANTS.
NOTE: THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST WAS ASSIGNED
BY ASSIGNMENT RECORDED MAY 5, 1986 AS INSTRUMENT NO. 86-180807 OF
OFFICIAL RECORDS TO JACK H. FLECKENSTEIN AND EDNA M. FLECKENSTEIN,
TRUSTEES OF THE JACK AND EDNA FLECKENSTEIN TRUST DATED 2/14/86.
6. A SUBSURFACE COMMUNITY OIL AND GAS LEASE, EXECUTED BY ROBERT J.
KOURY, A SINGLE MAN, AS LESSOR, AND R. K. SUMMY, INC. , A CORPORATION,
AS LESSEE, RECORDED DECEMBER 1, 1981 IN BOOK 14306, PAGE 1345 OF
OFFICIAL RECORDS, COVERING SAID LAND LYING BELOW A DEPTH OF 500 FEET
FROM THE SURFACE THEREOF, WITHOUT THE RIGHT OF SURFACE ENTRY ABOVE
SAID DEPTH, FOR THE PERIOD AND UPON THE TERMS, COVENANTS AND
CONDITIONS THEREIN PROVIDED, REFERENCE BEING MADE TO THE RECORD
THEREOF FOR FULL PARTICULARS.
NOTE: VARIOUS INSTRUMENTS APPEAR OF RECORD AFFECTING OR PURPORTING
TO AFFECT THE INTEREST OF THE LESSORS AND LESSEES UNDER SAID LEASE,
BUT THIS GUARANTEE DOES NOT COVER AN EXAMINATION OF OR INSURANCE AS
TO THE EFFECT THEREOF, OR THE PRESENT OWNERSHIP OR CONDITIONS OF SAID
LEASEHOLD.
7. THE TERMS, PROVISIONS AND CONDITIONS CONTAINED IN A DOCUMENT
ENTITLED "DECLARATION OF USE OF PARKING AREA", EXECUTED BY AND
BETWEEN ROBERT KOURY AND RON LINGENFELTER, RECORDED APRIL 5, 1983 AS
INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS.
8. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $131,000. 00,
RECORDED SEPTEMBER 30, 1988 OF OFFICIAL RECORDS, AS INSTRUMENT NO.
88-501260.
DATED: AUGUST 1, 1988.
TRUSTOR: ROBERT J. KOURY, A MARRIED VAN AS IS SOLE AND SEPARATE
PROPERTY.
. TRUSTEE: GATEWAY TITLE COMPANY,
BENEFICIARY: LINCOLN NATIONAL BANK, A CALIFORNIA CORPORATION.
PAGE 3
TIGATION GUARANTEE OR-1506604
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1, 2, 3 AND 7) TO
BE MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE CITY OF
HUNTINGTON BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
ROBERT J. KOURY
P.O. BOX 65176
LOS ANGELES, CA 90065
(OWNER)
WESTERN MUTUAL CORPORATION
(TRUSTEE UNDER ITEM 4)
GUIDE DOGS FOR THE BLIND, INC. AND
SCRIPPS MEMORIAL HOSPITAL FOUNDATION
C/O THOMAS A. HENRY, JR.
ATTORNEY AT LAW
7855 IVANHOE, SUITE 315
P.O. BOX 1168
LA JOLLA, CALIFORNIA 92038
(BENEFICIARY UNDER ITEM 4)
STEWART TITLE COMPANY OF CALIFORNIA
(TRUSTEE UNDER ITEM 5)
JACK H. FLECKENSTEIN
EDNA M. FLECKENSTEIN
TRUSTEE OF THE JACK AND EDNA FLECKENSTEIN TRUST
DATED 2-14-86
C/O JAMES A. HUMPHREYS, JR. , ESQ.
HUMPHREYS & BROWN
P.O. BOX 2129
LAGUNA HILLS, CA 92654
(BENEFICIARY UNDER ITEM 5)
GATEWAY TITLE COMPANY
1010 NORTH MAIN STREET
SANTA ANA, CA 92701
(TRUSTEE UNDER ITEM 8)
LINCOLN NATIONAL BANK
16030 VENTURA BLVD.
ENCINO, CA 91436
ATTN: - NOTE DEPT.
(BENEFICIARY UNDER .ITEM 8)
PAGE 4
St AMER /
LITIGATION GUARANTEE OR-1506604
(CLTA -- REV. 5-3-73) -
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
LOT 14 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP RECORDED
IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, RECORDS of ORANGE COUNTY,
CALIFORNIA.
GD:Bz
PAGE 5
CRAMX
to
M
m!1s 1 ®!i !!��
14)
to 9
wifs .1 �w7� i!1 �� lb
7�
imp' ► ..� " irIf
n ( ) �Je
J-9� � .� rarer ►
WALAVT AVENUE
. ,
gq E. R �C
LITIGATION GUARANTEE OR-1506500
(CLTA - REV. 5-3-73)
L I T I G A T I O N GUARANTEE
LIABILITY $5,000.00
FEE $1.25.00 YOUR REF: 024-148-02
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LOSS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE -ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
I. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 260 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY KENNEDY PRESIDENT
BY
GERA OND---ASSIST-ANT SECRETARY
�S•t A ER �C'
LITIGATION GUARANTEE OR-1506500
(CLTA - REV. 5-3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN BY DEED TO HIM DATED JULY 21, 1980 FROM
ACACIA REBEKAH LODGE #314 I.O.O.F. , RECORDED NOVEMBER 21, 1980 AS
INSTRUMENT NO. 31099 IN BOOK 13845, PAGE 659 OF OFFICIAL RECORDS.
STAMPS $118.25.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $687.36.
SECOND INSTALLMENT: $687.36.
CODE AREA: 04--035.
A. P. NO. : 024-148-02.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 of THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. AN AGREEMENT DATED JULY 13, 1922 FOR A PARTY WALL ALONG THE
NORTHERLY LINE OF THE HEREINAFTER DESCRIBED LAND, BETWEEN DAVID PEREL
AND WIFE, AND HAROLD C. DEWEY AND WIFE, RECORDED JULY 27, 1922 IN
BOOK 430, PAGE 193 OF DEEDS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
NOTE: SAID PARTY WALL AGREEMENT WAS AMENDED BY AN INSTRUMENT
RECORDED NOVEMBER 30, 1945 IN BOOK 1375, PAGE 139 OF OFFICIAL
RECORDS.
4. A LEASE DATED MARCH 15, 1923, EXECUTED BY LOIS LEBARON AVERY AND
MA.RY PLANT AS LESSOR, AND BY HARRY BAKRE, AGGELOY ANTONIO, TOM
HARRIS, GUST BARKAS AS LESSEE, FOR THE PERIOD AND UPON THE TERMS,
CONDITIONS AND COVENANTS THEREIN CONTAINED, RECORDED MARCH 23, 1923
•III BOOK 36, PAGE 208 OF OFFICIAL RECORDS, REFERENCE BEING HEREBY MADE
TO THE RECORD THEREOF FOR FULL PARTICULARS.
PAGE 2
��S Z 1► 1►1 E R �C'
46
A
Nv'
LITIGATION GUARANTEE OR-1506500
(CLTA -• REV. 5-3--73)
5. AN AGREEMENT DATED NOVEMBER 17; 1945 EXECUTED BY AND BETWEEN A.E.
SHANDRICK AND SYLVIA SHANDRICK, HUSBAND AND WIFE, W. R. MCKEE, A
WIDOWER AND ROSCOE E. MCINTOSH, RECORDED NOVEMBER 30, 1945 IN BOOK
1375, PAGE 139 OF OFFICIAL RECORDS UPON THE TERMS, COVENANTS,
CONDITIONS AND RESTRICTIONS AS CONTAINED THEREIN. .
6. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $800000.00, RECORDED
NOVEMBER 21, 1980 I11 BOOK 13845, PAGE 661 OF OFFICIAL RECORDS.
DATED: JULY 21, 1980.
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: STEWART TITLE COMPANY OF ORANGE COUNTY, A CALIFORNIA
CORPORATION.
BENEFICIARY: ACACIA REBEKAH LODGE #314 I.O.O.F.
7. THE TERMS, PROVISIONS AND CONDITIONS CONTAINED IN A DOCUMENT
ENTITLED "DECLARATION OF USE OF PARKING AREA" , EXECUTED BY AND
BETWEEN ROBERT KOURY AND RON LINGENFELTER RECORDED APRIL 5, 1983 A5
INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS.
PAGE 3
S•L ANIER �C
♦ L 1
r 4
1:1 IGATION GUARANTEE OR-1506500
(CLTA -• REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1-5, 7) TO BE MADE
DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE CITY OF HUNTINGTON
BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
MR. ROBERT J. KOURY
226 MAIN STREET
HUNTINGTON BEACH, CA.
(OWNER)
ROBERT J. KOURY
P.O. BOX 65176
IDS ANGELES, CA 90065
(OWNER)
STEWART TITLE COMPANY OF ORANGE COUNTY
(TRUSTEE UNDER ITEM NO. 6)
ACACIA REBEKAH LODGE t314 I.O.O.F.
8780 WARNER AVENUE, SUITE B
FOUNTAIN VALLEY, CA. 92708
(BENEFICIARY UNDER ITEM NO. 6)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
LOT 26 IN BLOCK 203 OF "HUNTINGTON BEACH" AS SHOM4 ON A MAP RECORDED
IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, GAS AND MINERAL RIGHTS AS RESERVED BY
ACACIA REBEKAH LODGE #314 I.O.O.F. IN A DEED RECORDED NOVEMBER 21,
1980 IN BOOK 13845, PAGE 659 OF OFFICIAL RECORDS.
LM
PAGE 4
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31 tr Yt 36 , Z ►.. 4 1
(5.) 19
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24 „ Ir 12 /! { �' 7
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yZ s J 9 6 Qel
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I 1 AMRCN/949 t 1 Jrw►'nN6IQN BE �AJ,M.d-d NOT -ASSr ESS� BLOCK A55£SSO� R'S Af P
PARCEL NUMBERS BOOK 24 PAGE /4
SHOWN IN CIRCLES COUNf1' OF ORANGE
• � �i;i. ... ray i ;1���• i.... '. i
.. I r.1.4 Tlav E:1fil;lll.e.t<
LITIGATION GUARANTEE OR-1506601
(CLTA -- REV. 5-3-73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-03
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED.
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LOSS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 10, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY `_�. DY PRESIDENT
i
BY . --�'
GERA OND - ASSISTANT SECRETARY
SK %1 L R !
f
LITIGATION GUARANTEE OR-1506601
(CLTA - REV. 5-3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN BY DEED TO HIM DATED JUNE 271 1980 FROM
BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION AND SARAH
SUNGHERA, CO-TRUSTEES UNDER. THE WILL OF GURCHARN S. SUNGHERA RECORDED
SEPTEMBER 251 1980 AS INSTRUMENT NO. 35383 IN BOOK 13758, PAGE 1900
OF OFFICIAL RECORDS. STAMPS: $96.80.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE. ,
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $566.16.
SECOND INSTALLMENT: $566.16.
CODE AREA: 04-035.
A. P. NO. : 024-148-03.
THE ABOVE DOES NOT INCLUDE A VETERAN'S OR HOMEOWNER'S TAX EXEMPTION.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3 .5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION _
CODE.
3. A COMMUNITY OIL AND GAS LEASE EXECUTED BY G.S. SUNGHERA AND
CAROLIN S. SUNGHERA, AS LESSOR, AND BY BELOIL CORPORATION, LTD. , AS
LESSEE, RECORDED JANUARY 21, 1955 AS INSTRUMENT NO. 7237 OF OFFICIAL
RECORDS, TO WHICH RECORD REFERENCE IS FADE FOR FULL PARTICULARS.
NOTE: VARIOUS INSTRUMENTS APPEAR OF RECORD AFFECTING OR PURPORTING
TO AFFECT THE INTEREST OF THE LESSORS AND LESSEES UNDER SAID LEASE,
BUT THIS GUARANTEE DOES NOT COVER AN EXAMINATION OF OR INSURANCE AS
TO THE EFFECT THEREOF, OR THE PRESENT OWNERSHIP OR CONDITIONS OF SAID
LEASEHOLD.
4 . A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $70,400.00, RECORDED
SEPTEMBER 25, 1980 IN BOOK 13758, PAGE 1902 OF OFFICIAL RECORDS, AS
INSTRUMENT NO. 35384 .
DATED: JUNE 27.1 1980.
PAGE 2
A M E
LITIGATION GUARANTEE OR-1506601
(CLTA - REV. 5-3-73)
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: FARMERS AND MERCHANTS TRUST COMPANY OF LONG BEACH, A
CALIFORNIA CORPORATION.
BENEFICIARY: BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION
AND SARAH SUNGHERA, CO-TRUSTEES UNDER THE WILL OF
GURCHARN S. SUNGHERA.
S. A DECLARATION OF USE OF PARKING AREA, DATED MARCH 30, 1983 PER
THE TERMS, COVENANTS AND CONDITIONS CONTAINED THEREIN RECORDED APRIL
5, 1983 AS INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS WHEREBY
ROBERT KOURY GRANTS TO RON LINGENFELTER, AN EXCLUSIVE RIGHT OF USE TO
PARKING SPACES.
PAGE 3
� ,tom ' � �•l
1
LITIGATION GUARANTEE OR-1506601
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1 TO 3 AND 5) TO
BE MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY CITY OF HUNTINGTON
BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
MR. ROBERT J. KOURY
P.O. BOX 65176
LOS ANGELES, CA. 90065
(OWNER)
FARMERS AND MERCHANTS
TRUST COMPANY OF LONG BEACH
(NO ADDRESS SHOWN)
(TRUSTEE UNDER ITEM #4)
BANK OF AMERICA NATIONAL
TRUST AND SAVINGS ASSOCIATION
AND SARAH SUNGHERA, CO TRUSTEES
UNDER THE WILL OF GURCHARN S. SUNGHEP.A
C/O MR. L. A. LASLEY, JR.
BANK OF AMERICA
P.O. BOX 20160
'LONG BEACH, CA.
(BENEFICIARIES UNDER ITEM #4)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
LOT 24 IN BLACK 203 OF HUNTINGTON BEACH, AS SHOWN ON A MAP RECORDED
IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA.
RC -
PAGE 4
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...t+Sr�'I:rlUIlllfulldi.l".i.;.,:r .:�:,....J.�f!�l.i l�k..l•:....«.. .
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LITIGATION GUARANTEE OR-1506602
(CLTA - REV. 5-3-73)
L I T I G A T I O N GUARANTEE
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-04
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LOSS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON of ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED III THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 10, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY �D: . � NEDY PRESIDENT
�.
BY
GE D MOND - ASSISTANT SECRETARY
a �IClt r
LITIGATION GUARANTEE OR--1506602
(CLTA - REV. 5-3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN, BY DEED TO HIM DATED SEPTEMBER 30,
1981 FROM MARY D. REYNOLDS, DOING BUSINESS AS PHOENIX INVESTMENT
COMPANY RECORDED JULY 1, 1981 AS INSTRUMENT NO. 788 IN BOOK 141230,
PAGE 1056 OF OFFICIAL RECORDS. STAMPS: $126.50.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $706.12.
SECOND INSTALLMENT: $706.12.
CODE AREA: 04-035.
A. P. NO. : 024-148-04.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. A COMMUNITY OIL AND GAS LEASE EXECUTED BY WILLIAM A. HOUSTON,
JR. , AND JUANITA C. HOUSTON, HUSBAND AND WIFE, AS LESSOR, AND BY
BELOIL CORPORATION LTD. , AS LESSEE, RECORDED JANUARY 21, 1955 IN BOOK
2931, PAGE 493 OF OFFICIAL RECORDS, TO WHICH RECORD REFERENCE IS MADE
FOR FULL PARTICULARS.
NOTE 1: THE ABOVE LEASE DOES NOT GRANT THE RIGHT OF SURFACE ENTRY.
NOTE 2: VARIOUS INSTRUMENTS APPEAR OF RECORD AFFECTING OR PURPORTING
TO AFFECT THE INTEREST OF THE LESSORS AND LESSEES UNDER SAID LEASE,
BUT THIS COMMITMENT DOES NOT COVER AN EXAMINATION OF OR INSURANCE AS
TO THE EFFECT THEREOF, OR THE PRESENT OWNERSHIP OR CONDITIONS OF SAID
LEASEHOLD.
4 . A DECLARATION OF USE OF PARKING AREA, DATED MARCH 30, 1983, PER
THE TERMS, COVENANTS AND CONDITIONS CONTAINED THEREIN RECORDED APRIL
5, 1983 AS INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS WHEREBY
ROBERT KOURY GRANTS TO RON LINGENFELTER, AN EXCLUSIVE RIGHT OF USE TO
PARKING SPACES.
PAGE 2
M E
LITIGATION GUARANTEE OR-1506602
(CLTA - REV.- 5-3-73)
5. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $86,250.00, RECORDED
JULY 10 1981 IN BOOK 14123, PAGE 1058 OF OFFICIAL RECORDS, AS
INSTRUMENT NO. 790.
DATED: JUNE 17, 1981.
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: STEWART TITLE OF CALIFORNIA, A CALIFORNIA CORPORATION.
BENEFICIARY: MARY D. REYNOLDS.
6. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $96,000.00, RECORDED
JUNE 25, 1985 OF OFFICIAL RECORDS, AS INSTRUMENT NO. 85-231938.
DATED: MAY 28, 19B5.
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: TANG BEACH SAVINGS AND LOAN ASSOCIATION, A CALIFORNIA
CORPORATION.
BENEFICIARY: TANG BEACH SAVINGS AND LOAN ASSOCIATION, A CALIFORNIA
CORPORATION.
PAGE 3
LITIGATION GUARANTEE OR-1506602
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1-4 INCLUSIVE) TO
BE MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE CITY OF
HUNTINGTON BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
ROBERT J. KOURY
4134 PALMERO DRIVE
LOS ANGELES, CAL. 90065
(OWNER)
MARY D. REYNOLDS
6489 CAMINO DEL PARQUE
CARISBAD, CALIFORNIA 92008
(BENEFICIARY UNDER ITEM 5)
STEWART TITLE OF CALIFORNIA,
A CALIFORNIA CORPORATION
(VO ADDRESS SHOWN)
(TRUSTEE UNDER ITEM 5)
LONG BEACH SAVINGS AND LOAN ASSOCIATION
101 TANG BEACH BOULEVARD
LONG BEACH, CA 90802
(BENEFICIARY AND TRUSTEE UNDER ITEM 6)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS: _
LOT 22 IN BLACK 203, AS SHOWN ON A MAP RECORDED IN BOOK 3, PAGE 36 OF
MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, GAS OR MINERAL RIGHTS AS RESERVED BY
MARY D. REYNOLDS IN THE DEED RECORDED JULY 1, 1981 IN BOOK 14123,
PAGE 1056 OF OFFICIAL RECORDS.
THE ABOVE MINERAL RIGHTS WERE CONVEYED TO DANIEL PATRICK REGAN AND
JULIE MARIE REGAN, BY MARY D. REYNOLDS, HOWEVER RESERVING RIGHTS OF
SURFACE ENTRY TO A DEPTH OF 500 FEET AS EVIDENCED BY DEED RECORDED
'JULY 1, 1981 IN BOOK 141231 PAGE 1057 OF OFFICIAL RECORDS.
MC
PAGE 4
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5 PARCEL NUMBERS 800K 24 PAGE 14
SHOWN IN CIRCLES COUNTY OF ORANGE
i � 7
%-x V fir/
-.tt-may
LITIGATION GUARANTEE OR-1506603
(CLTA -- REV. 5-3-73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000. 00
FEE $125.00 YOUR REF: 024-148-06
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED.
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
THE CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LASS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT .TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN
SAID LAND ARE AS HEREIN STATED.
DATED: OCTOBER 25, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY N PRESIDENT
BY
GERA/ OND - ASSISTANT SECRETARY
SZ AstERiC '
LITIGATION GUARANTEE OR-1506603
(CLTA - REV. 5-3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN, BY DEED TO HIM DATED FEBRUARY 13, 2980
FROM THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND WIFE AS
COMMUNITY PROPERTY, RECORDED MAY 19, 1980 AS INSTRUMENT NO. 29098 IN
BOOK 136101 PAGE 1665, OF OFFICIAL RECORDS. STAMPS: $303.05.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $11888.25.
SECOND INSTALLMENT: $1,888.25.
CODE AREA: 04-035.
A. P. NO. : 024--148-06.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. A DEED OF TRUST, COVERING THE HEREIN DESCRIBED AND OTHER LAND, TO
SECURE AN INDEBTEDNESS OF $71, 000.00, RECORDED JANUARY 15, 1976 IN
BOOK 11621, PAGE 725 OF OFFICIAL RECORDS.
DATED: JANUARY 21 1976.
TRUSTOR: THOMAS W. WHALING AND AUTREY J. WHALING, HUSBAND AND
WIFE.
TRUSTEE: WESTERN TITLE INSURANCE COMPANY, A CORPORATION.
BENEFICIARY: EDWARD F. BRAY AND BEATRICE E. BRAY, HUSBAND AND WIFE
AS JOINT TENANTS.
NOTE: THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST BY MESNE
ASSIGNMENTS OF RECORD HAS BEEN ASSIGNED TO RAYMOND FRANKLIN BRAY,
EXECUTOR OF THE WILL OF EDWARD FRANKLIN BRAY, AS TO AN UNDIVIDED 1/2
INTEREST AND RAYMOND FRANKLIN BRAY, AS TO AN UNDIVIDED 1/2 INTEREST.
•4 . AN ALL-INCLUSIVE DEED OF TRUST COVERING THE HEREIN DESCRIBED AND
OTHER LAND TO SECURE Z%N INDEBTEDNESS OF $260,000.00, RECORDED MAY 19,
1980 AND IN BOOK 13610 PAGE 1666 OF OFFICIAL RECORDS.
DATED: FEBRUARY 130 1980
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN. _
PAGE 2
.t A E R
•LITIGATION GUARANTEE OR-1506603
(CLTA - REV. 5-3-73)
TRUSTEE: SAFECO TITLE INSURANCE COMPANY, A CALIFORNIA
CORPORATION.
BENEFICIARY: THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND
WIFE AS JOINT TENANTS.
AND RE-RECORDED JULY 2, 1980 IN BOOK 13653, PAGE 1920 OF OFFICIAL
RECORDS.
AS THOMAS M. WHALING, AN UNMARRIED MAN AS TO A ONE-HALF UNDIVIDED
INTEREST & AUTREY J. WHALING, AN UNMARRIED WOMAN AS TO A ONE-HALF
UNDIVIDED INTEREST AS TENANTS IN COMN_ON.
ti
PAGE 3
rbI AAIEk f cl
4
+LITIGATION GUARANTEE OR-1506603
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1-2) TO BE MADE _
DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE CITY OF HUNTINGTON
BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
THOMAS M. WHALING ACID
AUTREY J. WHALING
(OWNER)
WESTERN TITLE INSURANCE COMPANY
(TRUSTEE UNDER ITEM 3)
RAYMOND FRANKLIN BRAY
C/O C. WILLIAM CARLSON, JR.
2130 MAIN STREET, SUITE 140
HUNTINGTON BEACH, CALIFORNIA
(BENEFICIARY UNDER ITEM 3)
SAFECO TITLE INSURANCE COMPANY
(TRUSTEE UNDER ITEM 4)
THOMAS It. WHALING AND AUTREY J.
575 15TH STREET
HUNTINGTON BEACH, CALIF. 92648
(BENEFICIARY UNDER ITEM 4)
.LONG BEACH SAVINGS AND LOAN ASSOCIATION
P. 0. BOX 22616
LONG BEACH, CALIFORNIA 90801--5616
(BENEFICIARY AND TRUSTEE UNDER ITEM 5)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, A14D IS
DESCRIBED AS FOLLOWS:
LOTS 16, 18 AND THE SOUTHWESTERLY 6 1/2 INCHES OF LOT 20 IN BLOCK 203
OF HUNTINGTON BEACH, AS SHOWN ON A MAP RECORDED IN BOOK 3, PAGE 36 OF
MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
PAGE 4
wLITIGATION GUARANTEE OR-1566603
(CLTA - REV. 5-3-73)
EXCEPTING THEREFROM ALL OIL, AND MINERAL RIGHTS IN AND UNDER SAID
LAND, WITHOUT, HOWEVER, THE RIGHT OF SURACE ENTRY WITHIN 500 FEET OF
THE SURFACE OF SAID LAND, AS RESERVED IN THE DEED FROM EDWARD F. BRAY
AND - BEATRICE E. BRAY, HUSBAND AND WIFE, RECORDED JANUARY 15, 1976 IN
BOOK 11621 PAGE 724 OF OFFICIAL RECORDS.
MC
PAGE 5
to
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tp
�m
� 4 3'!�!! ij Tr
i
=mZ1 11 /7Z
w 4944? , i r r i r
PARCEL NUMBERS : i0
�.� 1► 1t C 1q �
LITIGATION. GUARANTEE OR-1506605
(CLTA - REV. 5-3-73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-08
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LASS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE 16THICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN
SAID LAND ARE AS HEREIN STATED.
DATED: OCTOBER 10, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY 0 P. N DY PRESIDENT
BY
GE D DdMOND - ASSISTANT SECRETARY
LITIGATION GUARANTEE OR-1506605
(CLTA -- REV. 5=3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $lr032.15.
SECOND INSTALLMENT: $1,032.15.
CODE AREA: 04-035.
A. P. NO. : 024-148-08.
THE ABOVE DOES NOT INCLUDE A VETERAN'S OR HOMEOWNER'S TAX EXEMPTION.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. AN EASEMENT CONSISTING OF THE RIGHT TO MAINTAIN AND TO HAVE THE
BUILDING REMAIN IN ITS PRESENT LOCATION, INCLUDING THE RIGHT TO
EXTEND THE HEIGHT THEREOF IN, UNDER, OVER, ALONG AND ACROSS
APPROXIMATELY THE SOUTHWESTERLY 1 FOOT OF SAID LOT 12, AS AN
APPURTENANCE TO AND FOR THE BENEFIT OF LOT 10 IN SAID BLOCK AND
TRACT.
SAID EASEMENT TO CONTINUE ONLY SO LONG AS THE BUILDING NOW LOCATED ON
SAID LOT 10 SHALL EXIST, INCLUDING ANY EXTENSION IN THE HEIGHT
THEREOF, AS CONVEYED BY OSBURN BURKE MID MARY E. BURKE, HIS WIFE TO
BERRELL R. RIES AND MARIAN T. RIES, HIS WIFE, BY AGREEMENT RECORDED
MARCH 29, 1940 IN BOOK 1041, PAGE 6 OF OFFICIAL RECORDS.
4. A COIOMITY OIL AND GAS LEASE EXECUTED BY HAROLD E. WOOLEVER AND
BLANCHE MELBA WOOLEVER, HUSBAND AND WIFE, AS LESSOR, AND BY BELOIL
CORPORATION, LTD. , AS LESSEE, RECORDED JANUARY 21, 1955 IN BOOK 2931,
PAGE 493 OF OFFICIAL RECORDS, TO WHICH RECORD REFERENCE IS MADE FOR
FULL PARTICULARS.
PAGE 2
h.K � ML
LITIGATION GUARANTEE OR-1506605
(CLTA — REV. 5-3-73)
NOTE: VARIOUS INSTRUMENTS APPEAR OF RECORD AFFECTING OR PURPORTING
TO AFFECT THE INTEREST OF THE LESSORS AND LESSEES UNDER SAID LEASE,
BUT THIS GUARANTEE DOES NOT COVER AN EXAMINATION OF OR INSURANCE AS
TO THE EFFECT THEREOF, OR THE PRESENT OWNERSHIP OR CONDITIONS OF SAID
LEASEHOLD.
5. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $128*000.00,
RECORDED AUGUST 29, 1980 IN BOOK 13722, PAGE 1004 OF OFFICIAL
RECORDS, AS INSTRUMENT NO. 37448.
DATED: AUGUST 12, 1980.
TRUSTOR: ROBERT U. KOURY, A SINGLE MAN.
TRUSTEE: STEWART TITLE COMPANY OF ORANGE COUNTY, A CALIFORNIA
CORPORATION.
BENEFICIARY: EDITH ELINOR ROBINSON, A WIDOW.
6. A DECLARATION OF USE OF PARKING AREA, DATED MARCH 30, 1983s PER
THE TERMS, COVENANTS AND CONDITIONS CONTAINED THEREIN, RECORDED APRIL
5, 1983 AS INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS, WHEREBY
ROBERT KOURY GRANTS TO RON LINGENFELTER, AN EXCLUSIVE RIGHT OF USE OF
PARKING SPACES.
PAGE 3
LITIGATION GUARANTEE OR-1506605
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1-4 AND 6) TO BE
MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY CITY OF HUNTINGTON
BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
ROBERT U. KOURY
4134 PALMERO DRIVE
LOS ANGELES.. CA. 90065
(OWNER)
STEWART TITLE COMPANY OF ORANGE COUNTY,
A CALIFORNIA CORPORATION
(TRUSTEE UNDER ITEM 5)
EDITH ELINOR ROBINSON
340 PEACH TREE LANE
NEWPORT BEACH, CAL. 92660
(BENEFICIARY UNDER ITEM 5)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
LOT 12 IN BLOCK 203 OF HUNTINGTON BEACH, AS SHOWN .ON A MAP RECORDED
IN BOOK 3, PAGE 36 OF MISCELLANEOUS RkPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA.
RESERVING THEREFROM IN FAVOR OF GRANTOR HEREIN, ALL OIL, GAS,
MINERALS AND OTHER HYDROCARBONS, BELOW A DEPTH OF 500 FEET, WITHOUT
THE RIGHT OF SURFACE ENTRY, IN THE DEED RECORDED AUGUST 29, 1980 IN
BOOK 13722, PAGE 1003 OF OFFICIAL RECORDS.
EP
PAGE 4
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SHOWN IN CIRCLES COUNTY OF ORANGE
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LITIGATION GUARANTEE OR-1506606
(CLTA REV. 5-3-73)
L I T I G A T I O N GUARANTEE
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-09
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
A17D MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LOSS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 10, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY P ICE ' ED PRESIDENT
BY
GERAL DO ND - ASSISTANT SECRETARY
i Y �
LITIGATION GUARANTEE OR-1506606
(CLTA — REV. 5--3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN, BY DEED TO HIM DATED MARCH 26, 19BO
FROM RICHARD C. WARR AND DIANE U. WARR, HUSBAND AND WIFE RECORDED MAY
9, 1980 AS INSTRUMENT NO. 10053 IN BOOK 13602, PACE- 1746 OF OFFICIAL
RECORDS. STAMPS $83.60.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $1,176.97.
SECOND INSTALLMENT: $1,176.97.
CODE AREA: 04-035.
A. P. NO. : 024-148-09.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
CObDi.ENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. AN EASEMENT OVER APPROXIMATELY THE SOUTHWESTERLY ONE FOOT OF SAID
LAND AND THE RIGHT TO MAINTAIN AND HAVE THE BUILDINGS SITUATED ON .
PROPERTY ADJOINING ON THE SOUTHWEST SO LONG AS SAID BUILDING SHALL
REMAIN, AS GRANTED BY BERRELL R. RIES AND MARIAN T. RIES, TO JAMES J.
CONRAD IN AN AGREEMENT DATED DECEMBER 29, 1939 AND RECORDED MARCH 29,
1940 IN BOOK 1041, PAGE 5 OF OFFICIAL RECORDS.
4 . A PARTY WALL AGREEMENT RELATIVE TO A BRICK WALL EXTENDING ALONG
THE PROPERTY LINE BETWEEN LOTS 8 AND 18 OF SAID BLOCK AND TRACT,
DATED SEPTEMBER 5, 1945, EXECUTED BY AND BETWEEN JAMES S. PARQUHAR
AND GLENELLE PARQUHAR, HUSBAND AND WIFE AND BERRELL R. RIES AND
MARIAN T. RIES, HUSBAND AND WIFE RECORDED SEPTEMBER 14 , 1945 IN BOOK
1325, PAGE 499 OF OFFICIAL RECORDS.
5. A COMMUNITY OIL AND GAS LEASE EXECUTED BY BERRELL R. RIES A14D
MARIAN T. RIES, AS LESSOR, AND BY BELOIL CORPORATION LTD. , AS
LESSEE, RECORDED JANUARY 21, 1955 IN BOOK 2932, PAGE 95 OF OFFICIAL
RECORDS, TO WHICH RECORD REFERENCE IS MADE FOR FULL PARTICULARS.
PAGE 2
LITIGATION GUARANTEE OR-2506606
(CLTA - REV. 5-3-73)
NOTE: VARIOUS INSTRUMENTS APPEAR OF RECORD AFFECTING OR PURPORTING
TO AFFECT THE INTEREST OF THE LESSORS AND LESSEES UNDER SAID LEASE,
BUT THIS LITIGATION DOES NOT COVER AN EXAMINATION OF OR INSURANCE AS
TO THE EFFECT THEREOF, OR THE PRESENT OWNERSHIP OR CONDITIONS OF SAID
LEASEHOLD.
6. AN EASEMENT AS SET FORTH IN AN INSTRUMENT RECORDED TUNE 21, 1976
IN BOOK 11780, PAGE 1342 OF OFFICIAL RECORDS,
IN FAVOR OF: CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION.
FOR: STREET, PUBLIC UTILITY AND INCIDENTAL PURPOSES.
OVER: THE SOUTHEASTERLY 2.50 FEET OF SAID LAND.
7. AN ALL-INCLUSIVE DEED OF TRUST TO SECURE AN INDEBTEDNESS OF
$110,000.00, RECORDED DUNE 20, 1979 IN BOOK 12741, PAGE 998 OF
OFFICIAL RECORDS.
DATED: JUNE 19, 1978.
TRUSTOR: RICHARD C. WARR AND DIANE U. WARR, HUSBAND AND WIFE.
TRUSTEE: COMMONWEALTH LAND TITLE INSURANCE COMPANY, A CALIFORNIA
CORPORATION.
BENEFICIARY: WILLY LINDEROTH AND ELIZABETH M. LINDEROTH, HUSBAND AND
WIFE AS JOINT TENANTS.
S. A DECLARATION OF USE OF PARKING AREA, DATED MARCH 30, 1983 PER
THE TERMS, COVENANTS AND CONDITIONS CONTAINED THEREIN RECORDED APRIL
5, 1983 AS INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS WHEREBY
ROBERT KOURY GRANTS TO RON LINGENFELTER, AN EXCLUSIVE RIGHT OF USE TO
PARKING SPACES.
9. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $50,000.00, RECORDED
APRIL 11, 1985 OF OFFICIAL RECORDS, AS INSTRUMENT NO. 85-127485.
DATED: APRIL 9, 1985. _
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: STEWART TITLE OF CALIFORNNIA, A CALIFORNIA CORPORATION.
BENEFICIARY: M. KRISTINA HULD, A WIDOW.
PAGE 3
k�Tt
~LITIGATION GUARANTEE OR-1506606
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1-6 INCLUSIVE AND
8) TO BE MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY CITY OF
HUNTINGTON BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
MR. ROBERT J. KOURY
4134 PALMERO DRIVE
LOS ANGELES, CALIFORNIA 90065
(OWNER)
COMMONWEALTH LAND TITLE
INSURANCE COMPANY
(NO ADDRESS)
(TRUSTEES UNDER ITEM NO. 7)
WILLY & ELIZABETH M. LINDEROTH
19777 WATERVIEW LANE
HUNTINGTON BEACH, CALIFORNIA
(TRUSTEES UNDER ITEM NO. 7)
STEWART TITLE or CALIFORNIA
(110 ADDRESS)
(TRUSTEES UNDER ITEM NO. 9)
M. K. HULD
18765 FLORIDA, SUITE 2105
HUNTINGTON BEACH, CA. 92648
(BENEFICIARY UNDER ITEM NO. 9)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
LOT 10 IN BLACK 203 OF HUNTINGTON BEACH TRACT, AS SHOWN ON A MAP
RECORDED IN BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA.
EXCEPTING ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES
LYING III OR UNDER SAID LAND AS RESERVED BY WILLY LINDEROTH AND
ELIZABETH M. LINDEROTH BELOW 500 FEET WITH RIGHT OF SURFACE ENTRY IN
THE DEED RECORDED JUPTE 30, 1978 IN BOOK 12741, PAGE 997 OF OFFICIAL
•RECORDS.
LM
PAGE 4
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I MI ARGH,748 I NUNTW TLW eE •b1r413•.� �• �3 NOT - ASSESSO S BLOC/Cr,, S5fSSOr R'S MAP �
I'cJ PARCEL NUMBERS BOOK Z4 PACE 14
SHOWN IN CIRCLES COUNTY OF ORANGE
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LITIGATION GUARANTEE OR-1506607
(CLTA - REV. 5-3-73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-10
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
THE CITY OF HUNT114GTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LOSS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS FIEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 21, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY /D. NN Y PRESIDENT
BY
GERA D 'LOND - ASSISTANT SECRETARY
s.� �► tit r
� %;- ��;''� •fit'
LITIGATION GUARANTEE OR-1506607
(CLTA — REV. 5-3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN BY DEED TO HIM DATED JULY 7, 1981 FROM
PHILIP S. HORWITH AND DORIS E. HORWITH, HUSBAND AND WIFE AND PAUL
WEBSTER AND LINDA M. WEBSTER, HUSBAND AND WIFE RECORDED SEPTEMBER 3,
1981 AS INSTRUMENT NO. 4682 IN BOOK 14207, PAGE 609 OF OFFICIAL
RECORDS. STAMPS: $125.40.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $1,778.70.
SECOND INSTALLMENT: $1,778.70.
CODE AREA: 04-035.
A. P. NO. : 024-148-10.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. AN EASEMENT CONSISTING OF THE RIGHT TO MAINTAIN AND TO HAVE THE
BUILDING REMAIN AS LOCATED MARCH 15, 1949, INCLUDING THE RIGHT TO
EXTEND THE HEIGHT THEREOF, IN, UNDER, OVER, ALONG AND ACROSS
APPROXIMATELY THE SOUTHWESTERLY 1 FOOT IN SAID LOT 6, AS All
APPURTENANCE TO AND FOR THE BENEFIT OF LOTS 2 AND 4 IN SAID BLOCK
203; SAID EASEMENT TO CONTINUE ONLY SO LONG AS THE BUILDING THEN
LOCATED ON SAID LOTS 2 AND 4 SHALL EXIST, INCLUDING AN EXTENSION IN
THE HEIGHT THEREOF, AS GRANTED TO SECURITY FIRST NATIONAL BANK OF LOS
AUGELES, BY DEED DATED MARCH 15, 1940, AND RECORDED IN BOOK 1038,
PAGE 152, OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF
SAID COUNTY.
• 4 . A PARTY WALL AGREEMENT DATED SEPTEMBER 5, 1945 RECORDED SEPTEMBER
14 , 1945 IN BOOK 1325, PAGE 499, OFFICIAL RECORDS.
5. AN AGREEMENT AND EASEMENT RECORDED APRIL 11, 1960 IN BOOK 5189 ,
PAGE 528, OFFICIAL RECORDS. -
ti_
PAGE 2
,SST !► MER �� '
LITIGATION GUARANTEE OR-1506607
(CLTA - REV. 5-3-73)
6. THE EFFECT OF A DECLARATION OF USE OF PARKING AREA, DATED MARCH
30, 1983, EXECUTED BY ROBERT KOURY, SUBJECT TO THE TERMS AND
CONDITIONS AS SET FORTH THEREIN, RECORDED APRIL 5, 1983 AS INSTRUMENT
NO. 83--142627 OFFICIAL RECORDS.
7. A DEED OF TRUST TO SECURE AN INDEBTEDNESS OF $225,000.00,
RECORDED NOVEMBER 14, 1985 OF OFFICIAL RECORDS, AS INSTRUMENT
NO. 85-441730.
DATED: OCTOBER 101 1985.
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: LONG BEACH SAVINGS AND LOAN ASSOCIATION, A CALIFORNIA.
CORPORATION.
BENEFICIARY: LONG BEACH SAVINGS AND LOAN ASSOCIATION, A CALIFORNIA
CORPORATION.
8. A COLLATERAL ASSIGNMENT OF LEASES AND RENTS, AS ADDITIONAL
SECURITY FOR THE PAYMENT OF THE INDEBTEDNESS SECURED BY THE DEED OF
TRUST RECORDED NOVEMBER 14, 1985 AS INSTRUMENT NO. 85-441730 OF
OFFICIAL RECORDS.
RECORDED: NOVEMBER 14 , 1985 AS INSTRUMENT NO. 85-441731 OF
OFFICIAL RECORDS.
EXECUTED BY: ROBERT J. KOURY, A SINGLE MAN.
TO: LONG BEACH SAVINGS AND LOAN ASSOCIATION.
9. AN UNRECORDED LEASE AS DISCLOSED IN AN INSTRUMENT 'RECORDED
NOVEMBER 14, 1985 AS INSTRUMENT NO. 85-441731 OF OFFICIAL RECORDS.
LESSOR: ROBERT J. KOURY, A SINGLE MAN.
LESSEE: WAYNE & FRAN BROWN DBA: ALLEDA WET SUIT.
10. A DEED OF TRUST TO SECURE All INDEBTEDNESS OF $30,000.00,
RECORDED JULY 8, 1987 OF OFFICIAL RECORDS, AS INSTRUMENT
NO. 87-387895.
DATED: JUNE 25, 1987.
TRUSTOR: ROBERT J. KOURY, A MARRIED MAN.
TRUSTEE: SEA WIND ESCROW CO. , INC.
BENEFICIARY: M. KRISTINA HULD, A WIDOW.
ti
ti
PAGE 3
LITIGATION GUARANTEE OR-1506607
(CLTA -- REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1 THROUGH 6
INCLUSIVE) TO BE MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE
CITY OF HUNTINGTON BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
ROB£RT J. KOURY
4134 PALMERO DRIVE
LOS ANGELES, CALIFORNIA 90065
(OWNER)
TANG BEACH SAVINGS AND LOAN ASSOCIATION
P.O. BOX 22616
LONG BEACH, CA 90801-5616
(BENEFICIARY AND TRUSTEE UNDER ITEMS 17 & 8)
WAYNE & FRAN BROWN
DBA ALLEDA WET SUIT
208 MAIN STREET
HUNTINGTON BEACH, CA 92648
(LESSEE UNDER ITEM #9)
SEA WIND ESCROW CO. INC.
(NO ADDRESS SHOWN)
(TRUSTEE UNDER ITEM 410)
M. TZRISTINA HULD
18769 FLORIDA STREET #1105
HUNTINGTON BEACH, CA 92648
(BENEFICIARY UNDER ITEM 410)
DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
LOTS 6 AND 8 IN BLOC: 203 -OF HUNTINGTON BEACH, AS PER MAP RECORDED IN
BOOK 3, PAGE 36 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
EXCEPT THEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCARBONS BELOW
A DEPTH OF 500 FEET, WITHOUT THE RIGHT OF SURFACE ENTRY, AS RESERVED
IN INSTRUMENTS OF RECORD.
RC
1
PAGE 4
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AL4�419 B HUNTIN TGFN 6E `AJ,tl3.d �• NOT - yiSS� ESSOR�S BCOCK a.4SSESSOr R'5 MAP
15 PARCEL NUMBERS BOOK P4 PAGE 14
SHOWN IN CIRCLES COUNTY OF ORANGE
• 'ti7 r VNlrlir
4
iox
LITIGATION GUARANTEE OR-150650E
(CLTA - REV. 5-3-73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-14
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LOSS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
I. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 10, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY D. E--XDYE PRESIDENT
BY
GE D DOMOND - ASSISTANT SECRETARY
A ,C
4`
LITIGATION GUARANTEE OR-1506608
(CLTA - REV. 5--3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN, BY DEED TO HIM DATED FEBRUARY 13,
1980 FROM THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND WIFE
AS COMMUNITY PROPERTY, RECORDED MAY 19, 1980 IN BOOK 13610, PAGE 1665
OF OFFICIAL RECORDS, AS INSTRUMENT NO. 19098. STAMPS: $303. 65.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $261.05.
SECOND INSTALMENT: $261.05.
CODE AREA: 04-035.
A. P. NO. : 024-148-14.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. COVENANTS, CONDITIONS AND RESTRICTIONS' IN AN INSTRUMENT RECORDED
IN BOOK 108, PAGE 24 OF DEEDS, WHICH PROVIDE THAT A VIOLATION THEREOF
SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED
OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING RESTRICTIONS,
IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN.
4. COVENANTS, CONDITIONS AND RESTRICTIONS IN AN INSTRUMENT RECORDED
IN 800K 108 , PAGE 307 of DEEDS, WHICH PROVIDE THAT A VIOLATION
THEREOF SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY MORTGAGE
OR DEED OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING
RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL
ORIGIN.
5. COVENANTS, CONDITIONS AND RESTRICTIONS IN AN INSTRUMENT RECORDED
IN BOOK 115, PAGE 74 OF DEEDS, WHICH PROVIDE THAT A VIOLATION THEREOF
SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED
OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING RESTRICTIONS,
IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN. \
PAGE 2
LITIGATION GUARANTEE OR-1506608
(CLTA - REV, 5-3-73)
6. A- SUBSURFACE COMMUNITY OIL AND GAS LEASE, EXECUTED BY EDWARD
F. BRAY AND BEATRICE E. BRAY, HUSBAND AND WIFE, AS LESSOR, AND BELOIL
CORPORATION, LTD. , A CORPORATION, AS LESSEE, RECORDED JANUARY 21,
1955 IN BOOK 2931, PAGE 521 OF OFFICIAL RECORDS, COVERING SAID LAND
LYING BELOW A DEPTH OF 500 FEET FROM THE SURFACE THEREOF, WITHOUT THE
RIGHT OF SURFACE ENTRY ABOVE SAID DEPTH, FOR THE PERIOD AND UPON THE
TERMS, COVENANTS AND CONDITIONS THEREIN PROVIDED, REFERENCE BEING
HADE TO THE RECORD THEREOF FOR FULL PP1tTICULARS.
NOTE: THE PRESENT OWNERSHIP OF SAID LEASEHOLD AND OTHER MATTERS
AFFECTING THE INTEREST OF THE LESSEE ARE NOT SHOWN HEREIN.
7. A DEED OF TRUST COVERING THE HEREIN DESCRIBED AND OTHER LAND TO
SECURE AN INDEBTEDNESS OF $71,000.00, RECORDED JANUARY 15, 1976 IN
BOOK 11621, PAGE 725 OF OFFICIAL RECORDS.
DATED: JANUARY 2, 1976.
TRUSTOR: THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND
WIFE.
TRUSTEE: WESTERN TITLE INSURANCE COMPANY, A CORPORATION,
BENEFICIARY: EDWARD F. BRAY AND BEATRICE E. BRAY, HUSBAND AND WIFE,
AS JOINT TENANTS.
NOTE: THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST BY MESNE
INSTRUMENTS OF RECORD HAS BEEN ACQUIRED BY RAYMOND FRANKLIN BRAY,
FIRST CHRISTIAN CHURCH, WILLIAM CLARANCE BRAY, STANLEY CHAMBERS, RUBY
LILLIAN DAVIS AKA RUBY ' LILLIAN HOGUE, JOHN BRAY AND MARGARET BRAY
PARKER.
S. A DEED OF TRUST COVERING THE HEREIN DESCRIBED AND OTHER LAND TO
SECURE AN INDEBTEDNESS OF $260, 000.00, RECORDED MAY 19, 1980 IN BOOK
13610, PAGE 1666 OF OFFICIAL RECORDS.
DATED: FEBRUARY 13, 1980. _
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: SAFECO TITLE INSURANCE COMPANY, A CALIFORNIA
CORPORATION.
BENEFICIARY: THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND
WIFE, AS JOINT TENANTS.
9. A DECLARATION OF USE OF PARKING AREA, DATED MARCH 30, 1983 , PER
THE TERMS, COVENANTS AND CONDITIONS CONTAINED THEREIN RECORDED APRIL
5, 1983 AS INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS WHEREBY
ROBERT KOURY GRANTS TO RON LINGENFELTER, AN EXCLUSIVE RIGHT OF USE TO
PARKING SPACES.
ti
PAGE 3
4SK 1► *1 L
LITIGATION GUARANTEE OR-1506608
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1-6 AND 9) TO BE
MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE CITY OF
HUNTINGTON BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
MR. ROBERT J. KOURY
P.O. BOX 65176
LOS ANGELES, CALIF. 90665
(OWNER)
RAYMOND FRANKLIN BRAY
FIRST CHRISTIAN CHURCH
WILLIAM CLARENCE BRAY
STA4LEY CHAMBERS
RUBY LILLIAN DAVIS AKA
RUBY LILLIAN ROGUE
JOHN BRAY
MARGARET BRAY PARKER
C/O LAW OFFICES OF C. WILLIAM CARLSON, JR. , INC.
A PROFESSIONAL CORPORATION
2130 MAIN STREET
SUITE 140
HUNTINGTON BEACH, CALIFORNIA 92646
(BENEFICIARY UNDER ITEM NO. 7)
RAYMOND FRANKLIN BRAY
C/O C. WILLIAM CARLSON, JR.
2130 MAIN STREET, SUITE 140
HUNTINGTON BEACH, CA. 92648
WESTERN TITLE INSURANCE CO.
(TRUSTEE UNDER ITEM NO. 7) -
TH021AS M. WHALING & AUTREY J.
575 15TH STREET
HUNTINGTON BEACH, CALIF. 92648
(BENEFICIARY UNDER ITEM, NO. 8)
SAFECO TITLE INSURANCE CO.
(TRUSTEE UNDER ITEM NO. 8)
DESCRIPTION
THE LAND REFERRED TO Ili THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
PAGE 4
�5.t Al�S � R � C
LITIGATION GUARANTEE OR-1506608
(CLTA - REV. 5-3-73)
LOTS 17 AND 19 IF BLOCK 203, OF HUNTINGTON BEACH, AS PER MAP
RECORDED IN BOOK 31 PAGE 36 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL AND MINERAL RIGHTS IN AND UNDER SAID
REAL PROPERTY, WITHOUT ANY RIGHT OF SURFACE ENTRY WITHIN 500 FEET OF
THE SURFACE OF SAID LAND:
Lm
PAGE 5
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ry • •7I' � M' 1 ff• I \ �
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In
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1 13 20F d. Jl ;
14 fsfN•!O•eI•rE
17 18 19 9 0 ,
17 II •r
• 4 f 4 J I 5 (i2
S OLIVE AVENUE s (D
..rQ61
7 s i •aio-
Iizy
36 ^ 242Zj
5)rs v 17 14 J, 1� 3 rt rs %�{5,' / 15
28 ..r 3 = 12� ri •' 8�
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5, W 3 36 9 10
2 •••• 13 i a 1o)r SO r• :c_ ST + T 21
Ig 14 , v -4 l 9 h 9 R6i '
3 wALNUr AVENUE
1 AL4R1 GH 17/9 B HUNTINSfGW B£ GN,r1IM.3-,� �' T} NOT — ASSESSOR'S 5 BCOGKld ASSESSOR R AI P
i sJ PARCEL NUM6ERS 800K 24 PAGf /4
SHOWN IN CIRCLES COUNTY OF ORANGE 8
• r .
LITIGATION GUARANTEE OR-1506609
(CLTA - REV. 5-3-73)
L I T I G A T I O N G U A R A N T E E
LIABILITY $5,000.00
FEE $125.00 YOUR REF: 024-148-15
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND
OTHER PROVISIONS OF THE CONDITIONS AND STIPULATIONS HERETO ANNEXED
AND MADE A PART OF THIS GUARANTEE.
FIRST AMERICAN TITLE INSURANCE COMPANY
a corporation, herein called the Company
GUARANTEES
CITY OF HUNTINGTON BEACH
HEREIN CALLED THE ASSURED, AGAINST LASS NOT EXCEEDING THE LIABILITY
AMOUNT STATED ABOVE WHICH THE ASSURED SHALL SUSTAIN BY REASON OF ANY
INCORRECTNESS IN THE ASSURANCE WHICH THE COMPANY HEREBY GIVES THAT,
ACCORDING TO THE PUBLIC RECORDS, ON THE DATE STATED BELOW,
1. THE TITLE TO THE HEREIN DESCRIBED ESTATE OR INTEREST WAS
VESTED IN .THE VESTEE NAMED, SUBJECT TO THE MATTERS SHOWN AS
EXCEPTIONS HEREIN WHICH EXCEPTIONS ARE NOT NECESSARILY SHOWN
IN THE ORDER OF THEIR PRIORITY;
2. THE NECESSARY PARTIES DEFENDANT IN AN ACTION TO CONDEMN SAID
LAND ARE AS HEREIN STATED.
DATED: OCTOBER 10, 1988 AT 7:30 A.M.
FIRST AMERICAN TITLE INSURANCE COMPANY
BY \D :PN=. KEN PRESIDENT
BY
G;LYMOND - ASSISTANT SECRETARY
LITIGATION GUARANTEE OR-1506609
(CLTA - REV. 5-3-73)
TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
ROBERT J. KOURY, A SINGLE MAN, BY DEED TO HIM DATED FEBRUARY 13,
1980 FROM THOMAS M. WHALING AND AUTP.EY J. WHALING, HUSBAND AND WIFE
AS COMMUNITY PROPERTY, RECORDED MAY 19, 1980 IN BOOK 23610, PAGE 1665
OF OFFICIAL RECORDS, AS INSTRUMENT NO. 19098. STAMPS: $303.65.
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED
TO COVERED BY THIS GUARANTEE IS:
A FEE.
EXCEPTIONS:
1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1988-1989.
FIRST INSTALLMENT: $135.24.
SECOND INSTALLMENT: $135.24.
CODE AREA: 04-035.
A. P. NO. : 024-148-15.
2. THE LIEN OF SUPPLEMENTAL TAXES ASSESSED PURSUANT TO CHAPTER 3.5
COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION
CODE.
3. COVENANTS, CONDITIONS AND RESTRICTIONS IN AN INSTRUMENT RECORDED
IN BOOK 108, PAGE 24 OF DEEDS, WHICH PROVIDE THAT A VIOLATION THEREOF
SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED
OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING RESTRICTIONS,
IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN.
4. COVENANTS, CONDITIONS AND RESTRICTIONS IN AN INSTRUMENT RECORDED
IN BOOK 108, PAGE 307 OF DEEDS, WHICH PROVIDE THAT A VIOLATION
THEREOF SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY MORTGAGE
OR DEED OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING
RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL
ORIGIN.
.5. COVENANTS, CONDITIONS AND RESTRICTIONS IN AN INSTRUMENT RECORDED
IN BOOK 1151 PAGE 74 OF DEEDS, WHICH PROVIDE THAT A VIOLATION THEREOF
SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED
OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING RESTRICTIONS,
IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN.
PAGE 2
` S.t All k �C ,
..LITIGATION GUARANTEE OR--1506609
(CLTA - REV. 5-3-73)
6. A SUBSURFACE COMMUNITY OIL AND GAS LEASE, EXECUTED BY- EDWARD
F. BRAY AND BEATRICE E. BRAY, HUSBAND AND WIFE, AS LESSOR, AND BELOIL
CORPORATION, LTD. , A CORPORATION, AS LESSEE, RECORDED JANUARY 21,
1955 IN BOOK 2931, PAGE 521 OF OFFICIAL RECORDS, COVERING SAID LAND
LYING BELOW A DEPTH OF 500 FEET FROM THE SURFACE THEREOF, WITHOUT THE
RIGHT OF SURFACE ENTRY ABOVE SAID DEPTH, FOR THE PERIOD AND UPON THE
TERMS, COVENANTS AND CONDITIONS THEREIN PROVIDED, REFERENCE BEING
MADE TO THE RECORD THEREOF FOR FULL PARTICULARS.
NOTE: THE PRESENT OWNERSHIP OF SAID LEASEHOLD AND OTHER MATTERS
AFFECTING THE INTEREST OF THE LESSEE ARE NOT SHOWN HEREIN.
7. A DEED OF TRUST COVERING THE HEREIN DESCRIBED AND OTHER LAND TO
SECURE AN INDEBTEDNESS OF $71,000.00, RECORDED JANUARY 15, 1976 IN
BOOK 11621, PAGE 725 OF OFFICIAL RECORDS.
DATED: JANUARY 2, 1976.
TRUSTOR: THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND
WIFE.
TRUSTEE: WESTERN TITLE INSURANCE COMPANY, A CORPORATION.
BENEFICIARY: EDWARD F. BRAY AND BEATRICE E. BRAY, HUSBAND AND WIFE,
AS JOINT TENANTS.
NOTE: THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST BY MESNE
INSTRUMENTS OF RECORD HAS BEEN ACQUIRED BY RAYMOND FRANKLIN BRAY,
FIRST CHRISTIAN CHURCH, WILLIAM CLARANCE BRAY, STANLEY CHAMBERS, RUBY
LILLIAN DAVIS AKA RUBY LILLIAN HOGUE. JOHN BRAY AND MARGARET BRAY
PARKER.
8. A DEED OF TRUST COVERING THE HEREIN DESCRIBED AND OTHER LAND TO
SECURE AN INDEBTEDNESS OF $260,000.00, RECORDED MAY 19, 1980 IN BOOK
13610, PAGE 1666 OF OFFICIAL RECORDS.
DATED: FEBRUARY 13, 1980.
TRUSTOR: ROBERT J. KOURY, A SINGLE MAN.
TRUSTEE: SAFECO TITLE INSURANCE COMPANY, A CALIFORNIA
CORPORATION.
BENEFICIARY: THOMAS M. WHALING AND AUTREY J. WHALING, HUSBAND AND
WIFE, AS JOINT TENANTS.
9. A DECLARATION OF USE OF PARKING AREA, DATED MARCH 30, 1983, PER
THE TERMS, COVENANTS AND CONDITIONS CONTAINED THEREIN RECORDED APRIL
5, 1983 AS INSTRUMENT NO. 83-142627 OF OFFICIAL RECORDS WHEREBY
ROBERT KOURY GRANTS TO RON LINGENFELTER, AN EXCLUSIVE RIGHT OF USE TO
PARKING SPACES.
ti
PAGE 3
A
7
4'a-,N;
LITIGATION GUARANTEE OR-1506609
(CLTA - REV. 5-3-73)
SAID NECESSARY PARTIES (OTHER THAN THOSE HAVING A CLAIM OR INTEREST
BY REASONS OF MATTERS SHOWN IN EXCEPTIONS NUMBERED 1--6 AND 9) TO BE
MADE DEFENDANTS IN SAID ACTION TO BE BROUGHT BY THE CITY HUNTINGTON
BEACH, AS PLAINTIFF, ARE AS FOLLOWS:
MR. ROBERT J. KOURY
P.O. BOX 65176
LOS ANGELES, CALIF. 90665
(OWNER)
RAYMOND FRANKLIN BRAY
FIRST CHRISTIAN CHURCH
WILLIAM CLARENCE BRAY
STANLEY CHAMBERS
RUBY LILLIAN DAVIS AKA
RUBY LILLIAN HOGUE
JOHN BRAY
MARGARET BRAY PARKER
C/O LAW OFFICES OF C. WILLIAM CARLSON, JR. , INC.
A PROFESSIONAL CORPORATION
2130 MAIN STREET
SUITE 140
HUNTINGTON BEACH, CALIFORNIA 92648
(BENEFICIARY UNDER ITEM NO. 7)
RAYMOND FRANKLIN BRAY
C/O C. WILLIAM CARLSON, JR.
2130 MAIN STREET, SUITE 140
HUNTINGTON BEACH, CA. 92648 j
WESTERN TITLE INSURANCE CO.
(TRUSTEE UNDER ITEM NO. 7)
THOMAS M. WHALING E. AUTREY J.
575 15TH STREET
•HUNTINGTON BEACH, CALIF. 92648
(BENEFICIARY UNDER ITEM NO. 8)
SAFECO TITLE INSURANCE CO.
(TRUSTEE UNDER ITEM NO. 8)
.DESCRIPTION
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, AND IS
DESCRIBED AS FOLLOWS:
PAGE 4
• ..wrida.;R
LITIGATION GUARANTEE OR-1506609
(CLTA - REV. 5-3-73)
LOT 15 IN BLOCK 2031 OF HUNTINGTON BEACH, AS PER MAP RECORDED IN BOOK
3, PAGE 36 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA.
EXCEPTING THEREFROM ALL OIL AND MINERAL RIGHTS IN AND UNDER SAID
REAL PROPERTY, WITHOUT ANY RIGHT OF SURFACE ENTRY WITHIN 500 FEET OF
THE SURFACE OF SAID LAND.
LM
PAGE 5
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19 9 r
15 .. 19 •• 2p 17 17 � I I •I
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3 4
wY .Y• . fr
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WALAVT .tVEhllF
4 hvJYTNV rcw BE GH,MAI 3-d kQt — ASSESSOR'S BLOCK B ASSESSORS AIAP
PARCEL NUMBERS BOOK 24 PAGE 14
! r5 SHOWN IN CIRCLES COUiVrr OF ORANGE
s i ..1...........
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