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HomeMy WebLinkAboutFinal Tract Map 17261 - The Village at Bella Terra - North S City of Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 4 www.huntingtonbeachea.gov ;F Office of the City Clerk f6.:7) 7968.P. ® Joan L. Flynn, City Clerk November 9, 2012 First American Title Company 1250 Corona Point Ct., Ste. 201 Corona, CA 92871 Attention: Terrell Crutchfield (951) 256-5879 Re: Order No. OSA-3729210 —Tract Map No. 17261 Bella Terra —The Village Residential. The City Clerk's Office has prepared Tract Map No.17261 to be recorded. Your office will be picking up these documents to be recorded with the County. Please have a copy of each of the recorded maps returned to Joe Derleth, Public Works Department, City of Huntington Beach, 2000 Main Street, Huntington Beach, California 92648. J Flynn, CMC City Clerk JF:pe Enclosure Received by: Date: f% /3 . /2 g8iR6v 7 )tFm[ivwcr (#4ppa n 0 Waitakere, New Zealand NOTICE OF COMPLIANCE WITH CONDITIONS ON TRACT/PARCEL MAP AND AUTHORIZATION FOR RELEASE FOR RECORDING TO: CITY CLERK DATE: FROM: PLANNING & BUILDING DEPARTMENT TRACT NO. I I � I PARCEL MAP NO. PARK AND RECREATION FEES PAID: ES $ ❑NO DEVELOPER: for: �cott Hess Director of Planning & Building G:\PLANNING\FINAL MAPS\Forms\CITY CLERK RELEASE FORM-2011.docx CITY OF I-IUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION 0 TO: Patty Esparza, Deputy City Clerk : FROM: Jill Arabe, Assistant Planner DATE: November 8, 2012 SUBJECT: TRACT MAP 17261 BELLA TERRA—THE VILLAGE RESIDENTIAL THE ATTACHED ORIGINAL TRACT MAP IS READY FOR RECORDATION. Please Contact the Title Company lasted below and request that they pick-up the attached Tract Map. At the time of pick-up please forward a copy of this memo and the attached Tract Map and request that they obtain all necessary County of Orange signatures and record it for their client. Title Company name: FIRST AMERICAN TITLE COMPANY Title Company Street Address: 1250 CORONA POINT CT., STE. 201 Title Company City, State, and Zip Code: CORONA, CA 92871 Title Officer's name: TERRELL CRUTCHFIELD Title Officer Telephone Number: (951) 256-5879 Commitment/Order Number: OSA-3729210 (TC) Client: BELLA TERRA VILLAS,LLC Address: 922 LAGUNA STREET SANTA BARBARA, CA 93101 (805) 680-3200 Engineer: HUNSAKER& ASSOCIATE, PAUL HUDDLESTON,P.L.S. REGARDING: BELLA TERRA—THE VILLAGE RESIDENTIAL Upon the City Clerks receipt of the recorded copy, please send a copy of the Tract Map to: 1. County of Orange Resources & Development Management Department 300 N. Flower Street Santa Ana, CA 92702-4048 Attn: Brad Tippett, Orange County Surveyor's Office 714-967-0842 2. HB Planning Department Attn: Jill Arabe 714-374-5357 3. HB Public Works Department Attn: Bob Milani 714-374-1735 GAEngineering Division\DEVELOPMENTUvlaps and LLAs\City Clerk Memo's\TM 17261 memo to City Clerk(Bella Terra Village)11-8-12 bsm.doe Council/Agency Meeting Held: Deferred/Continued to: j Appr ed ❑ Conditionally Approved ❑ Denied Cit C rk's gnat e Council Meeting Date: November 5, 2012 Department ID Number: PL 12-023 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve Final Tract Map No. 17261 for the Village at Bella Terra located on the north side of Edinger Avenue, west of Beach Blvd. Statement of Issue: Transmitted for your consideration is Final Tract Map No. 17261 for the Village at Bella Terra mixed use project located on the north side of Edinger Avenue, west of Beach Blvd. Financial Impact: Not applicable. Recommended Action: Motion to: Approve Final Tract Map No. 17261 for the Village at Bella Terra pursuant to findings and requirements (ATTACHMENT NO. 1). 6 Alternative Action(s): The City Council may make the following alternative motion: Deny Final Tract Map No. 17261. xB -189- Item 7. - I REQUEST FOR COUNCIL ACTION MEETING DATE: 11/5/2012 DEPARTMENT ID NUMBER: PL 12-023 Analysis: A. PROJECT PROPOSAL: SUBDIVIDER: BTDJM Phase II Associates, LLC 922 Laguna Street Santa Barbara, CA 93101 ENGINEER: Hunsaker and Associates Three Hughes Irvine, CA 92618 LOCATION: 7601 Edinger Avenue (between Edinger Avenue and Center Avenue, west of existing Bella Terra development and east of Union Pacific Railroad — The Village at Bella Terra) ZONE: SP13 (Bella Terra Specific Plan) GENERAL PLAN: CR-F2-sp-mu-(F9) (Commercial Regional — 0.50 Max. Floor Area — Specific Plan Overlay — Mixed Use Overlay — (1.5 FAR(MU) — 0.5 FAR(C) / 25 du/ac)) NO. OF ACRES: 10.18 acres/443,440 sq. ft. NO. OF NUMBERED LOTS: 4 NO. OF LETTERED LOTS: 1 NO. OF UNITS: 467 B. BACKGROUND: On September 14, 2010, the Department of Planning and Building approved a Lot Line Adjustment (LLA) to rearrange lot lines between three existing parcels at the westerly end of the Bella Terra development. The LLA reconfigured one parcel for the Costco warehouse, one parcel for the Costco gas station, and one parcel for the mixed-use residential portion. On February 24, 2011, the Planning Commission approved Tentative Tract Map No. 17261 for the subdivision of the existing 10.10 acre mixed-use residential parcel into six numbered lots for condominium purposes. The six lots would include 467 residential condominiums in four story buildings with 17,500 square feet of retail/restaurant space on the ground floor of the residential, an approximately 700 space residential parking structure, two freestanding retail/restaurant buildings at 6,000 square feet each, a green belt adjacent to the mixed use commercial development, as well as driveways, parking, landscaping, and common areas. The final map was later revised to remove reference to residential condominiums on the map, combine the parking structure parcel with the residential parcel, and create four numbered lots and one lettered lot. As part of the change from condominiums to apartments, a Construction, Operation and Reciprocal Easement Agreement (COREA) was submitted in lieu of Covenants, Conditions and Restrictions (CC&Rs) defining the maintenance responsibilities and several easements. Item 7. - 2 xB -190- REQUEST FOR COUNCIL ACTION MEETING DATE: 11/5/2012 DEPARTMENT ID NUMBER: PL 12-023 The subdivider has satisfied park and recreation fees concurrent with the payment of their building permits. The fees collected were a total of $598,019.07 which were paid at a rate of $0.86 per square foot for the residential floor area and $0.23 per square foot for the commercial floor area. The final map has been examined and certified by the City Engineer as being in conformance with the conditions of approval of the tentative map, as filed with, amended and approved by the Planning Commission on February 24, 2011. Environmental Status: This action to accept Final Tract Map No. 17261 is exempt from the requirements of the California Environmental Quality Act pursuant to Section 15268(b). Strategic Plan Goal: Enhance economic development. The project will redevelop a portion of an existing commercial center by providing residential housing and additional commercial businesses. The improvement will increase revenue and attract commercial activity. Attachment(s): 1. Findings and Requirements for Acceptance of the Final Map 2. Vicinity Ma 3. Tentative Tract Map No. 17261 with Findings and Conditions of Approval dated February 24, 2011 4. Lot Line Adjustment No. 2010-006 with Findings and Conditions of Approval dated September 14, 2010 5. Lot Line Adjustment No. 2010-006 with site plan recorded 10/21/2011 6. COREA recorded October 21, 2011 7. Blanket Easement for Emergency Vehicle Access and Access Rights for Parcels 1 and 2 recorded on April 10, 2012 8. Blanket Easement for Emergency Vehicle Access and Access Rights for Parcel 3 recorded on April 11, 2012 9. Easement for Street and Public Utility Purposes for Parcel 3 recorded on April 10, 2012 10. Easement for Traffic Signal Maintenance and Equipment Purposes for Parcel 3 recorded on April 10, 2012 11. Blanket Easement for Emergency Vehicle Access and Access Rights for Parcel 4 recorded on April 10, 2012 12. Easement for Street and Public UtilityPurposes for Parcel 4 recorded on April 10, 2012 13. Final Tract Map No. 17261 HB -191- Item 7. - 3 ATTACHMENT # 1 uemz - a u„ -192- FINDINGS FOR ACCEPTANCE OF FINAL, NEAP Findings for Acceptance of Final Map: 1. Final Tract Map No. 17261 is in conformance with the California Subdivision Map.Act, the City of Huntington Beach Subdivision Ordinance and Tentative Tract Map No. 17261 conditions of approval, as approved by the City Council. Reguirements• 1. Acceptance of offer of dedication for a blanket easement for the public water system and vehicular access rights to Edinger Avenue shall be subject to completion of improvements and requirements shown on the final map. 2_ The City Clerk shall affix her signature to the map and release it for recordation by the County of Orange. HB -193- Item 7. - 5 ATTACHMENT #2 \� NINE FEE w� .. " t }` jlkt , 9' 1 � 1 ' 11 1 1 ATTACHMENT #3 lien ]. - R iiB .iir,- Huntington in t n Beach PlanningCommission 2000 MAIN STREET CALIFORNIA 92M d NOTICE OF ACTION February 24,2011 Becky Sullivan BTDJM Phase 11 Associates, LLC 922 Laguna Street Santa Barbara, CA 93101 SUBJECT: TENTATIVE TRACT MAP NO. 17261 (THE VILLAGE AT BELLA TERRA) APPLICANT/ PROPERTY OWNER: Becky Sullivan, BTDJM Phase II Associates, LLC REQUEST: To subdivide an existing (after recordation of an approved lot line adjustment) 10.10 acre lot into six numbered lots for condominium purposes. The proposed subdivision is intended to create lots for a mixed use project of 467 stacked flat condominiums in four story buildings along with 17,500 square feet of retail/restaurant space on the ground floor of the residential, an approximately 700 space residential parking structure, two freestanding retaillrestaurant buildings at 6,000 square feet each, a green belt adjacent to the mixed use commercial development, as well as driveways, parking, landscaping, and common areas. The map reflects elevation of the site as previously described in the associated site plan review and environmental analysis. The proposed tentative tract map does not include the Costco Wholesale building or gas station parcels. LOCATION: 7601 Edinger Avenue (between Edinger Avenue and Center Avenue, west of existing Bella Terra development and east of Union Pacific Railroad) DATE OF ACTION: February 23, 2011 On Wednesday, February 23, 2011, the Huntington Beach Planning Commission took action on your application, and your application was conditionally approved. Attached to this letter are the findings and conditions of approval. Please be advised that the Planning Commission reviews the conceptual plan as a basic request for entitlement of the use applied for and there may be additional requirements prior to commencement of the project It is recommended that you immediately pursue completion of the conditions of approval and address all requirements of the Huntington Beach Zoning and Subdivision Ordinance in order to expedite the processing/completion of your total application. The conceptual plan should not be construed as a precise plan, reflecting conformance to all Zoning and Subdivision Ordinance requirements. Phone 714-536-5271 Fax 714-374-1540 www.surfoity-hb.org HB -I g7- Item 7. - 9 Notice of Action.TTM No. 17261 February 23,2011 Page 2 Under the provisions of the Huntington Beach Zoning and Subdivision Ordinance, the action taken by the Planning Commission becomes final at the expiration of the appeal period. A person desiring to appeal the decision shall file a written notice of appeal to the City Clerk within ten (10) calendar days of the date of the Planning Commission's action. The notice of appeal shall include the name and address of the appellant, the decision being appealed, and the grounds for the appeal. Said appeal must be accompanied by a filing fee of One_Thousand, Five Hundred Eighty-Seven Dollars ($1,587.00) if the appeal is filed by a single family dwelling property owner appealing the decision on his own property and Three Thousand, Forty Five Dollars($3,045.00) if the appeal is filed by any other party. In your case, the last day for fling an appeal and paying the fling fee is Monday. March 7, 2011 at 5:00 PM. The conditional approval of a tentative map shall expire 24 months from its approval. The period of time may be lengthened if the project is subject to section 66452.6(a), (b), and (c) of the Subdivision Map Act "Excepting those actions commenced pursuant the California Environmental Quality Act, you are hereby notified that you have 90 days to protest the imposition of the fees described in this Notice of Action. If you fail to file a written protest regarding any of the fees contained in this Notice, you will be legally barred from later challenging such action pursuant to Government Code§66020." If you have any questions, please contact Jane James,the project planner, at jjames@surfcity- hb.org or(714)536-5596 or the Planning Department Zoning Counter at (714) 536-5271. Sincerely, Scott Hess, AICP, Secretary Planning Commission By: AJJ� Herb Fauland, Planning Oanager SH:HF:JJ:kdc Attachment: Findings and Conditions of Approval—TTM No. 17261 c: Honorable Mayor and City Council Chair and Planning Commission Fred A. Wilson, City Manager Scott Hess, Director of Planning and Building Bill Reardon, Division Chief/Fire Marshal Mike Vigiiotta, Deputy City Attorney ill Debbie DeBow, Principal Civil Engineer Mark Carnahan, Inspection Manager Jane.lames, Senior Planner Property Owner Project File Item 7. - 10 HB -198- ATTACHMENT NO. 1 FINDINGS AND CONDITIONS OF APPROVAL TENTATIVE TRACT MAP NO. 17261 FINDINGS FOR APPROVAL-TENTATIVE TRACT MAP NO. 17261: 1. Tentative Tract Map No. 17261 is proposed to subdivide approximately 10.10 acres into six numbered lots for condominium purposes. The proposed subdivision map is intended to create lots for a mixed use project of 467 stacked flat condominiums in four story buildings along with 17,500 square feet of retail/restaurant, an approximately 700 space residential parking structure, two freestanding retalllrestaurant buildings at 6,000 square feet each, a green belt adjacent to the mixed use commercial development, as well as driveways, landscaping, and common areas. The proposed subdivision map is consistent with the General Plan Land Use Element designation of CR-F2-sp-mu-(F9) (Regional Commercial- 0.5-FAR-Specific Plan Overlay-Mixed Use Overlay-1.5 FAR [MU-0.07{C}l25 dulacrev on the subject property, or any applicable specific plan, or other applicable provisions of the Huntington Beach Zoning and Subdivision Ordinance. The proposed Tentative Tract Map No. 17261 is consistent with the goals and objectives of the City's General Plan as follows: A. Circulation Element Objective CE 3.2: Encourage new development that promotes and expands the use of transit services. Policy CE 6.1.6: Maintain existing pedestrian facilities and require new development to provide pedestrian walkways and bicycle routes between developments, schools, and public facilities. B. Housincl Element Policy H 2.2: Facilftate the development of mixers use projects in appropriate commercial areas, including stand-alone residential development (horizontal mixed use) and housing above ground floor commercial uses (vertical mixed use). Establish mixed use zoning regulations. Policy H 3.1: Encourage the production of housing that meets all economic segments of the community, including lower, moderate, and upper income households, to maintain a balanced community. Goal H 5: Provide equal housing opportunity. C. Land Use Element Goal LU 4. Achieve and maintain high quality architecture, landscape, and public open spaces in the City. Goal LU 4.2.4: Require that all development be designed to provide adequate space for access, parking, supporting functions, open space, and other pertinent elements. G:IPCW0A12011\02-23-2011 TTM#17261 Village At Bella Terra Attachmeit 1.1 HB -199- Item 7. - 11 Goal LU 7- Achieve a diversity of land uses that sustain the City's economic viability, while maintaining the City's environmental resources and scale and character. Policy LU 8.1.1: Accommodate land use development in accordance with the pattems and distribution of use and density depicted on the Land Use Plan Map, in accordance with the principles discussed below: a. Not applicable b. Vary uses and densities along the City's extended commercial corridors,such as Beach Boulevard. c. Increase diversification of community and local commercial nodes to serve adjacent residential neighborhoods. e. Intermix uses and densities in large-scale development projects. f. Site development to capitalize upon potential long-term transit improvements. g. Establish linkages among community areas, which may include pedestrian and vehicular paths, landscape, signage, other streetscape elements, open space, transitions, in farm, scale, and density of development, and other elements. Goal LU 9: Achieve the development of a range of housing units that provides for the diverse economic, physical, and social needs of existing and future residents of Huntington Beach. Policy LU 9.1.4: Require that recreational and open space amenities be incorporated in new multi-family developments and that they be accessible to and of sufficient size to be usable by all residents. Goal LU 11: Achieve the development of projects that enable residents to live in proximity to their jobs, commercial services, and entertainment, and reduce the need for automobile use. Policy LU 11.1.4: Require the incorporation of adequate onsite open space and recreational facilities to serve the needs of the residents in mixed use development projects. Policy LU 11.1.5. Require that mixed use developments be designed to mitigate potential conflicts between the commercial and residential uses, considering such issues as noise, lighting, security, and truck and automobile access. D] Utilifies Element Ob&q Live U 5.1: Ensure that adequate natural gas, telecommunication, and electrical systems are provided. Although the actual development proposal has already received entitlements, the proposed subdivision and establishment of new parcel lines allows for regional commercial businesses along with a mixed use, high density development. The subdivision furthers the goals and policies of the General Plan by increasing housing options for diverse household types, promoting alternative modes of transportation, creating a local sense of place, reducing infrastructure and maintenance costs, and allowing for more efficient use of land resources. The benefits of mixed use G:IPCWOA12011\02-23-2011 TTM#17261 Village At Bella Terra Attachment 1.2 Item 7. - 12 1113 -200- k developments include creating better places to live, work, and play, reducing dependence on the automobile, and lessening pollution and environmental degradation. The proposed subdivision establishes parcels to accommodate a mixed-use high-density development that offers a wide range of retail and housing opportunities and options, accommodating different age groups, income levels, and household types. The project is required to meet the City and California State Redevelopment Law for affordable housing obligations providing the equivalent of 15 percent of the units as affordable. The Redevelopment Agency of the City of Huntington Beach has already entered into an Affordable Housing Agreement with the developer to meet these requirements. In addition, the mixed-use component provides a concentration of living, shopping, entertainment, and employment opportunities within walking distance of the existing Bella Terra lifestyle development. Because the project is located in close proximity to different activities and uses, it provides opportunities and convenience for many households to use alternate travel modes such as walking and biking to complete their daily routines and errands. Tentative Tract Map No. 17261 ensures that adequate utilities and public service systems are in place to serve the on-site residents and businesses either through the map itself or via separate instrument. Therefore, subdivision of the project site would not conflict with the above General Plan goals and policies. 2. The site is physically suitable for the type and density of development. The site is relatively flat, surrounded by public streets, adjacent to and part of a larger regional commercial development, and can be provided with adequate public services and utilities. 3. The design of the subdivision or the proposed improvements will not cause serious health problems or substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat Notwithstanding the foregoing, the Planning Commission may approve such a tentative map if an environmental impact report was prepared with respect to the project and a finding was made that specific economic, social or other considerations make infeasible the mitigation measures or project alternatives identified in the environmental impact report. 4. The design of the subdivision or the type of improvements will not conflict with easements, acquired by the public at large, for access through or use of, property within the proposed subdivision unless alternative easements,for access or for use,will be provided. The code requirements for the proposed subdivision require the developer to maintain existing reciprocal parting and access agreements along with guaranteeing access to public streets. CONDITIONS OF APPROVAL—TENTATIVE TRACT MAP NO. 17261: 1. Tentative Tract Map No. 17261 received and dated February 11, 2011, shall be the approved layout with the following exceptions: a. The numbered annotation for"Lot 6" shall be revised to a lettered lot annotation- (PM GAPMNOA1201110223-2011 TTM#17261 VOlage At Bella'terra Attachment 1.3 HB -201- Item 7. - 13 c_ On Sheet 2, Section D-D shall be revised to depict the property line in the correct location to match the proposed tract map boundary. d. The eight foot wide parallel parking stall shown on Section A-A on Sheet 2 shall be revised to nine feet wide for consistency with Site Plan Review No. 10-001 and Specific Plan No. 13. 2. Prior to submittal of the Final Map to the Public Works Department for processing and approval, the following shall be required; a. Evidence of an approved Affordable Housing Plan and Agreement in accordance with California Redevelopment Law, Section 4.4.11 of Specific Plan No. 13,and Section 230.26 of the ZSO shall be submitted to the Planning Division. b. At least 90 days before City Council action on the final map, CC&Rs shall be submitted to the Planning and Building Department and approved by the City Attorney(the"Phase I CC&Rs"). The Phase I CC&Rs shall identify the common driveway and utility access easements and other requirements listed in Public Works Code Requirements, The Phase I CC&Rs must be in recordable form prior to recordation of the map. At least 90 days before recordation of a condominium map for the project, a new or supplemental set of CC&Rs shall be submitted to the Planning and Building Department and approved by the City Attorney(the"Phase 2 CC&Rs' . The Phase 2 CC&Rs shall include all of the information set forth in the approved and recorded Phase t CC&Rs and,additionally shall identify the assignment of residential storage spaces, maintenance of all walls and common landscape areas by the Homeowners` Association, the assignment of parking spaces in the residential parking garage, and disclosure statements to the prospective buyers regarding the mixed use nature of the project pursuant to the Conditions of Approval of Site Plan Review No, 10-001. The Phase 2 CC&Rs must be recorded prior to the sate of any residential condominium units in the project. c. Park Land In-Lieu Fees shall be paid pursuant to the requirements of HBZSO Section 254.08—Parkland Dedications or as may be otherwise required in accordance with a separate Development Agreement that may be entered into between the City and developer. The fees shall be paid and calculated according to a schedule adopted by City Council resolution (City of Huntington Beach Planning and Building Department Fee Schedule). If no Final Tract Map is proposed, the applicable Park Land In-Lieu Fees shall be paid prior to issuance of building permits. 3. In the event that the Final Map is not recorded prior to the issuance of a Building Permit, the following dedications to the City of Huntington Beach shall be reviewed and approved by the Public Works Department and recorded per a separate instrument, prior to issuance of a Building Permit: a. Right-of-way for street and public utility purposes on Edinger Avenue as required to conform with the approved Precise Plan of Street Alignment. Right-of-Way shall also incorporate the returns and public sidewalk areas at each proposed driveway entry point (PW) b. The traffic signal maintenance and equipment easements must be indicated at all signalized driveways. The easements shall extend to 50 feet back from the G:IPC\NOAt2011\02 23-2011 TrM#17261 Village At Bella Terra Attachment 1.4 Item 7. - 14 HB -202- BCRIECR and shall extend to 10 feet back from each curb face(20 feet wider than the curb to curb driveway width). (PW) c. A blanket easement over the private drive aisles and access ways for Police and Fire Department access purposes. (PW) d. A water utility easement shall be dedicated to and accepted by the City of Huntington Beach, covering the public water facilities and appurtenances located within the project site. The easement shall be a minimum total width of 10 feet clear(5 feet either side of the water pipeline or appurtenance), unobstructed paved or landscaped surface, pursuant to Water Division Standards. Where access is restricted or impacted by structures,walls, curbs, etc., the easement width shall be 20 feet to allow for equipment access and maintenance operations. No structures, parking spaces,trees, curbs, walls, sidewalks, etc., shall be allowed within the easement No modifications to the water facilities and pavement located within the easement shall be allowed without proper notification and written approval from the City in advance. Such modifications may include, but are not limited to, connections to the water system, pavement overlay, parking lot re-striping,and parking lot reconfiguration. City personnel shall have access to public waster facilities and appurtenances at all times. (ZSO 230.84) (PW) e. All previously dedicated public water line easements for water lines to be relocated shall be quitclaimed on the Final Tract Map in accordance with the provisions of the Subdivision Map Act (PW) f. Access rights in, over, across, upon and through the private streets and access ways for the purpose of monitoring and inspecting gross pollutant removal devices and treatment train improvements for conformance with the County of Orange DAMP and the City's LIP. (PW) 4. Lot Line Adjustment No. 2010-006 shall be recorded with the County of Orange and copies submitted to the Departments of Public Works and Planning and Building, prior to either a) submittal of Final Map No. 17261 for processing, or b) issuance of a building permit, whichever comes first 5. In addition to the requirements of Specific Plan No. 13, incorporation of sustainable or "greeno building practices into the design of the proposed structures and associated site improvements is highly encouraged. Sustainable building practices may include (but are not limited to)those recommended by the U.S.Green Building Council's Leadership in Energy and Environmental Design (LEED) Program certification (http://www.usgbc,arglf�isplakPage.aspX?Ca#eoory0=19) or Build It Green's Green Building Guidelines and Rating Systems (http://www.builditgreen-orc;iindex.cfm?fuseaction=guidelines . 6. The structure(s) cannot be occupied, the final building permit(s)cannot be approved, and utilities cannot be released(for the first residential unit, commencement of use, or issuance of a Certificate of Occupancy) until the following has been completed: a. All improvements shall be completed in accordance with approved plans, except as follows: Surface improvements and landscaping may be phased with partial occupancies, in accordance with the Conceptual Phasing Plan, received and dated February 8, 2011. More definitive and precise phasing exhibits depicting exactly the number and location of residential units and all the associated improvements, shall be submitted and approved by the Directors of Planning and Building, Public Works and the Fire Chief, prior to issuance of building permits for each particular phase. Phasing of GAMNOA1201 1102-23-2011 TTM#f 7261 Village At Bella Terra Aftchmem 1.5 xB -203- Item 7. - 15 surface improvements will require that all parking, residential open space, residential common amenities, pedestrian access, vehicle access, and health and safety issues are addressed for each phase. 7. The parking structure parcel shall not be sold separately from the residential units parcels) without prior City authorization and an agreement mutually acceptable to the City,the property owner, and the Homeowner's Association (if formed), INDEMNIFICATION AND HOLD HARMLESS CONDITION: The owner of the property which is the subject of this project and the project applicant if different from the property owner, and each of their heirs, successors and assigns, shall defend, indemnify and hold harmless the City of Huntington Beach and its agents, officers, and employees from any claim, action or proceedings, liability cost, including attorney's fees and costs against the City or its agents, officers or employees, to attack, set aside, void or annul any approval of the City, including but not limited to any approval granted by the City Council, Planning Commission, or Design Review Board concerning this project. The City shall promptly notify the applicant of any claim, action or proceeding and should cooperate fully in the defense thereof. GAMNOA1201 IX02-23-2011 TTM 917261 Village At Belta Terra Aftachment 1.6 Item 7. - 16 xB -204- ATTACHMENT #4j T � � City of Huntin on Beach 2000 MAIN STREET CALIFORNIA 92648 DEPARTMENT OF PLANNING AND BUILDING www.huntingtonbea chca.gov Planning Division Building Division 714.536S271 714.536.5241 NOTICE OF ACTION September 14, 2010 SUBJECT: LOT LINE ADJUSTMENT NO. 2010-006 (THE VILLAGE AT BELLA TERRA—COSTCO LOT RECONFIGURATION) APPLICANT/ PROPERTY OWNER: Becky Sullivan, BTDJM Phase 11 Associates, LLC, 922 Laguna Street, Santa Barbara, CA 93101 REQUEST: To adjust lot lines between three existing parcels to reconfigure one parcel for Costco warehouse, one parcel for the Costco gas station, and one parcel for the mixed-use residential portion. LOCATION: 7601 Edinger Avenue (between Edinger Avenue and Center Avenue, west of the existing Bella Terra and east of the Union Pacific Railroad) DATE OF ACTION: September 14, 2010 Dear Ms. Sullivan: Your application was acted upon by the Planning and Building Department of the City of Huntington Beach on September 14, 2010, and your request was approved. Included in this letter are the findings and conditions of approval for this application. Under the provisions of Specific Plan No. 13, the action taken by the Planning and Building Department is final unless an appeal is filed to the City Council by you or by a City Council Member. Said appeal must be in writing and must set forth in detail the action and grounds by which the appellant deems himself aggrieved. Said appeal must be accompanied by a fling fee of Four Hundred Ninety-Four Dollars ($494.00)_ The appeal shall be submitted to the City Clerk within ten (10) calendar days of the date of the Planning and Building Department's action_ The last day for fling an appeal and paying the filing fee for the above noted application is Friday September 24, 2010. Item 7. - 18 xB -206- Provisions of the Huntington Beach Zoning and Subdivision Ordinance are such that a Lot Line Adjustment becomes null and void two (2) years after the date of final approval, unless executed by recordation. It is recommended that you immediately pursue completion of the Conditions of Approval and address all requirements of the Huntington Beach Municipal Code and Subdivision and Zoning Ordinance in order to expedite the processing of your total application. 1 hereby certify that Lot Line Adjustment No. 2010-006 was conditionally approved by the Planning and Building Department of the City of Huntington Beach, California, on September 14, 2010, upon the foregoing conditions and citations. If there are any questions, please contact Jane James, Senior Planner at(714) 536-5596. Sincerely, Scott Hess, Planning and Building Director by: J e Ja es Senior Planner Attachment: Findings and Conditions of Approval— LLA No. 2010-006 Cc: Honorable Mayor and City Council Chair and Planning Commission Fred A. Wilson, City Administrator Scott Hess, Director of Planning and Building Herb Fauland, Planning Manager Kellee Fritzal, Deputy Director of Economic Development William H. Reardon, Division Chief/Fire Marshal Debbie DeBow, Acting Principal Civil Engineer Gerald Caraig, Permit-Plan Check Manager Project File GAPLANNINGILot Line Adjustments\NOA120101LLA 2010-006(7601 Edinger)Bella Terra Costco.doc KB -207- Item 7. - 19 ATTACHMENT NO. 1 FINDINGS AND CONDITIONS OF APPROVAL LOT LINE ADJUSTMENT NO. 2010-006 FINDINGS FOR PROJECTS EXEMPT FROM CEQA: The Planning Department finds that the project will not have any significant effect on the environment and is exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to section 15305 of the CEQA Guidelines, because the.project consists of a minor lot line adjustment, not resulting in the creation of any additional new parcel. FINDINGS FOR APPROVAL - LOT LINE ADJUSTMENT NO. 2010-004: 1. The granting of Lot Line Adjustment No. 2010-006, for the adjustment of parcel lines between three separate parcels will not create any additional parcels or building sites. 2. The resulting three parcels will conform to Titles 20-24 of the Huntington Beach Zoning and Subdivision Ordinance (HBZSO) because it will comply with the requirements of Specific Plan No. 13 zoning district in terms of minimum lot area and lot width. 3. The lot line adjustment will not sever any existing structure on the resulting parcels because all existing buildings within the new parcel boundaries will be demolished as depicted on the"Exhibit for Temporary Conflict Between Parcel Lines/Buildings," received and dated July 14, 2010. The proposed lot line adjustment will adjust parcel lines between three existing parcels for purposes of accommodating development in compliance with Titles 21-25 of the HBZSO and Specific Plan No. 13. 4. The lot line adjustment will not allow a greater number of dwelling units than allowed prior to the adjustment. The subject property is zoned and designated by the General Plan for regional commercial with a mixed-use overlay_ Residential land uses are permitted only in Area B of Specific Plan No. 13 and the proposed parcel lines correspond with the zoning designations. 5. A plat map showing the lot line adjustment has been prepared and approved and will be filed in accord with the provisions of Section 253.24 of the HBZSO. CONDITIONS OF APPROVAL — LOT LINE ADJUSTMENT NO. 2010-004: 1. The plat map received on September 9, 2010, and.maintained in Planning and Building Department case file LLA No. 2010-006 shall be the approved layout. All existing buildings shall be demolished as depicted on the "Exhibit for Temporary Conflict Between Parcel Lines/Buildings," received on July 14, 2010. 2. The lot line adjustment form shall be submitted to the Public Works Department for final review and modified as necessary pursuant to the requirements of the Public Works Department prior to recordation. GAPLANNINGIot Line Adjustments1N0A120101LLA 2010-006(7601 Edinger)Bella Terra Costco.doc Attachment 1.1 Item 7. - 20 xB -208- INFORMATION ON SPECIFIC CODE REQUIREMENTS: 1. Lot Line Adjustment No. 2010-006 shall not become effective until the ten-calendar day appeal period has elapsed. 2. Lot Line Adjustment No. 2010-006 shall become null and void unless exercised within two (2) years of the date of final approval or such extension of time as may be granted by the Director pursuant to a written request submitted to the Planning and Building Department a minimum 30 days prior to the expiration date. 3. Lot Line Adjustment No. 2010-006 shall comply with all applicable provisions of the Municipal Code, Planning and Building Department, and Fire Department as well as applicable local, State and Federal Fire Codes, Ordinances, and standards, except as noted herein. GIPLANNING1Lot Line Adjustments\NOA120101LLA 2010-006(7601 Edinger)Bella Terra Costco.doc Attachment 1.2 HB -209- Item 7. - 21 ATTACHMENT #5 G This Document was electronically recorded by First American National Commercial RECORDING REQUESTED BY FIRST AMERICAN TITLE COMPANY Recorded in Official Records,Orange County NATIONAUCOMMERCIAL SERVICES Tom Dal COMMERCIAUINDUSTRIAL DIVISION y, Clerk-Recorder NCs--LAS2,�)W 87.00 Mail recorded 66 422 L09 28 to:copies 2011000527951 03:46pm 10/21/11 p� 0.00 0.00 0.00 0.00 81.00 0.00 0.00 0.00 CITY OF HUNTINGTON BEACH CITY CLERK 2000 Main Street Huntington Beach, CA 92648 Space above reserved for County Recorder's use Fee: _ CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT NO. - RECORD OWNER(S) OF EXISTING PARCELS: (IMIe) hereby certify that: 1) (1 amMle are) the record owner(s) of all parcels proposed for adjustment by this application: 2) (IM/e) have knowledge of and consent to the filing of this application: and 3) The information submitted in connection with this application is true and correct: APN: 142-073-26 APN: 142-073-19, 20, 22. 31 r NAME: BTDJM Phase II Assoc., LLC NAME: Bella Terra Assoc. ,LLC ADDRESS: 922 Laguna St ADDRESS: 922 Laguna St ' Santa BarbwQ CA 93101 Santa Barbara, CA 93101 DAYTIME DAYTIME TELEPHON X80$/-�2-4300 TELEPHONE: 805-962-4300 Signatu a Signature Name: LWUBI Name: 1/1 (14 Title: Title: �[[ � 6L �r2G 5 l U iEr,1 y Signature Signature Name: Name: Title: Title: HB -211- Item 7. - 23 [02AB CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT ° NO. ./0 - . o06. RECORD OWNER(S) OF EXISTING PARCELS (Cont'd): (I/We) hereby certify that: 1) (1 am/We are) the record owner(s) of all parcels proposed for adjustment by this application: 2) (I/We) have knowledge of and consent to the filing of this application: and 3) The information submitted in connection with this application is true and correct: APN: 142-073-14 APN: NAME: Bella Terra M Assoc.. LLC NAME: ADDRESS: 922 LaounaSt ADDRESS: Santa Baibak CA 93101 DAYTIME DAYTI M E TELEPHONE: 80 962-4300 TELEPHONE: Signs a Signature Name: \ Name: Title: `� 1 CC-; S)DIZA) Title: Signature Signature Name: Name: Title: Title: Item 7. - 24 HB -21.2- ®�� CITY OF HUNTINGTON BEACH 0 ' LOT LINE ADJUSTMENT No. /d - ®®6 STATE OF CALIFORNIA . SS COUNTY OF ORANGE ON THIS_U DAY OF , 20J, BEFORE ME, A N TARRY PUBLIC IN ANDtSAID STATE, PERSONALLY APPEARED WHO PROVED 16 M`E ON THE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED CAPACTITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT. WITNESS MY HAND AND OFFICIAL SEAL: MY COMMISSION EXPIRES:Y4���4 �Z c ��F MY PRINCIPAL PLACE OF BUSINESS IS IN T R PUB .IC IN AND F AID STATE S C�GtMSO�M/�COUNTY. PRINT NAME j ' ,y SS AjpFO C�n1�►r t81tt�'t STATE OF CALIFORNIA I -C � I gob" " COUNTY OF ORANGE lalllk ON THIS DAY OF , 20_, BEFORE ME, A NOTARY PUBLIC IN AND FOR SAID STATE, PERSONALLY APPEARED WHO PROVED TO ME ON THE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HERITHEIR AUTHORIZED CAPACTITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT. WITNESS MY HAND: MY COMMISSION EXPIRES: MY PRINCIPAL PLACE OF BUSINESS IS IN NOTARY PUBLIC IN AND FOR SAID STATE COUNTY. PRINT NAME HB -21.3- Item 7. - 25 CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. / - DD6 STATE OF CALIFORNIA r COUNTY OF ORANGE J SS ON THIS tL DAY OF , 20, D, BEFORE ME,A A�� LIC T Y PUB IN D FOVV(AA�1 L DST T , PERSONALLY PEARED WHO PROVED TO ME OM—TI-115 BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED CAPACTITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE. INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT. WITNESS MY HAND AND OFFICIAL SEAL: MY COMMISSION EXPIRES: _ MY RI CIPAL PLACE OF BUSINESS IS IN T Y UBL C IN AND SAID STATE /�I; 'l✓�W{/JWIL/ COUNTY. PRINT NAMEJ INURIY C.C7,,WFMD Co mfteloe#STATE OF CALIFORNIA SSS COUNTY OF ORANGE Conu�• Nova t ON THIS DAY OF , 20_, BEFORE ME, A NOTARY PUBLIC IN AND FOR SAID STATE, PERSONALLY APPEARED WHO PROVED TO ME ON THE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED CAPACTITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT. WITNESS MY HAND: MY COMMISSION EXPIRES: MY PRINCIPAL PLACE OF BUSINESS IS IN NOTARY PUBLIC IN AND FOR SAID STATE COUNTY. PRINT NAME Item 7. - 26 HB -214- CITY OF.HUNTINGT.ON BEACH • LOT LINE ADJUSTMENT 49 - Q06 STATE OF CALIFORNIA No. SS COUNTY OF ORANGE ON THIS� DAY OF , 2010, BEFORE ME, VAM C/• v� A N TRY PUBLIC IN AND STATE PERSONALLY APPEARED XA WHO PROVED VO ME ON THE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED CAPACTITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE. INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. I CERTIFY UNDER. PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT. WITNESS MY HAND AND OFFICIAL SEAL: MY COMMISSION EXPIRES: G MY PRINCIPAL PLACE OF BUSINESS IS IN U LIC IN AND F SAID STATE �� COUNTY. PRINT NAME j 16 MNIK84Rlvc.cR11WM0 wl �aatoa At 1821782 STATE OF CALIFORNIA -Ca wma COUNTY OF ORANGE th a m. yea NOV 8 Ot ON THIS DAY OF , 20_, BEFORE ME, A NOTARY PUBLIC IN AND FOR SAID STATE, PERSONALLY APPEARED , WHO PROVED TO ME ON THE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED TO ME THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED CAPACTITY(IES), AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING PARAGRAPH IS TRUE AND CORRECT. WITNESS MY HAND: MY COMMISSION EXPIRES: MY PRINCIPAL PLACE OF BUSINESS IS IN NOTARY PUBLIC IN AND FOR SAID STATE COUNTY. PRINT NAME HB -215- Item 7. - 27 GOVERNMENT CODE 27361 .7 I CERTIFY UNDER PENALTY OF PERJURY THAT THE NOTARY SEAL ON THE DOCUMENT TO WHICH THIS STATEMENT IS ATTACHED READS AS FOLLOWS: NAME OF NOTARY: Kimberly C. Crawford COUNTY WHERE BOND IS FILED: Santa Barbara County DATE COMMISSION EXPIRES: Nov. 8, 2012 COMMISSION NO.: 1821782 MANUFACTURERS/VENDOR NO. NNA1 PLACE OF EXECUTION: SANTA ANA; CALIFORNIA DATE: October 20, 2011 BY: FIRST AMERICAN TITL IN URANCE COMPANY Item 7. - 28 HB -21 6- wila o� CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. 10 - 006 PREPARER: CONTACT PERSON: Rory S. Williams, Hunsaker & Assoc., Irvine, CA ADDRESS: 3 Hughes Irvine, CA 92618 DAYTIME TELEPHONE NO: 949-458-5494 This document consisting of 21 pages was prepared by me or ����%.W9 ® unde my direct" n. g� 1 Rory S illiams, LS 6654 My Registration Expires: 12/31/11 ®FC������ COUNTY: Examined and Approved as to survey content only for S. SU Raymond L. Mathe, County Surveyor S. � U Zp Ray Zsurveyor L. Maths .S. 6185 y :0131Cou I�QF CAS-�F°� My License Expires:, 3/31/2012 Dated this day of CITY ENGINEER: This Lot Li a Adjustment Application has been examined and approved by � C 04�� the Cit f untingt ach. ¢ N RCE tlQ.36$14 � Antonio OI os, City Engineer R.C.E. 56814 bate My Registration Expires: June 30, 2013 FCA11F0 PLANNING DEPARTMENT: Examined and Approved as to Zoning Conformance by the City of Huntington Beach Planning Department QIJ&LA MUM BM Date See Exhibits "A, B and C" xB -21 7- attached hereto. Item 7. - 29 CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. 10 - 006 LEGAL DESCRIPTION "EXHIBIT A" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number: BTDJM Phase II Assoc., LLC 142-073-14, -26, -31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, -26, -31 Parcel 2 BTDJM Phase 11 Assoc., LLC 142-073-26, -31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, -20, -22, -31 Parcel 4 SHEET 1 OF 4 PARCEL 1: Those portions of Parcel 1 of Parcel Map No. 86-200 and Parcels 1 and 9 of Parcel Map No. 2003-163, in the City of Huntington Beach, County of Orange, State of California, as shown on maps filed in Book 255 at Pages 40 through 45, inclusive, and Book 358 at Pages 1 through 9, inclusive, respectively, both of Parcel Maps, in the office of the County Recorder of said county, described as follows: Beginning at the northwest corner of said Parcel 1 of Parcel Map No. 86-200; thence along the north line of said parcel and the north line of said Parcel 9 South 89°32'06" East 815.77 feet to the northerly prolongation of that course in the west line of the easement for Public Vehicular& Pedestrian Access described as being "North 00003'12" East 144.51 feet" in a document recorded October 27, 2006, as Instrument No. 2006000726618 of Official Records of said county; thence along said prolongation and said west line the following courses: South 0°00'36" West 220.57 feet to a curve concave westerly having a radius of 102.00 feet, southerly 45.25 feet along said curve through a central angle of 25025'08" to a reverse curve concave easterly having a radius of 466.00 feet and southerly 194.94 feet along said curve through a central angle of 23°58'08" to a line parallel with and southerly 453.00 feet from said north lines; thence non-tangent from said curve and along said parallel line North 89032'06" West 165.95 feet; thence NORTH 383.95 feet; thence North 89043'36" West 595.23 feet to the west line of said Parcel 1 of Parcel Map No. 86-200; thence along said west line North 0016'24" East 71.05 feet to the Point of Beginning. Contains an area of 3.080 acres, more or less PARCEL 2: Those portions of Parcel 1 of Parcel Map No. 86-200 and Parcels 1 and 9 of Parcel Map No. 2003-163, in the City of Huntington Beach, County of Orange, State of California, as shown on maps filed in Book 255 at Pages 40 through 45, inclusive, and Book 358 at Pages 1 through 9, inclusive, respectively, both of Parcel Maps, in the office of the County Recorder of said county, described as follows: Item 7. - 30 HB -218- SHEET 2 OF 4 Commencing at the northwest corner of said Parcel 1 of Parcel Map No. 86-200; thence along the north line of said parcel and the north line of said Parcel 9 South 89032'06" East 815.77 feet to the northerly prolongation of that course in the west line of the easement for Public Vehicular & Pedestrian Access described as being "North 00'03'12" East 144.51 feet" in a document recorded October 27, 2006, as Instrument No. 2006000726618 of Official Records of said county; thence along said prolongation and said west line the following courses: South 0000'36" West 220.57 feet to a curve concave westerly having a radius of 102.00 feet, southerly 45.25 feet along said curve through a central angle of 25°25'08" to a reverse curve concave easterly having a radius of 466.00 feet and southerly 194.94 feet along said curve through a central angle of 23058'08" to a line parallel with and southerly 453.00 feet from said north lines; thence non-tangent from said curve and along said parallel line North 89°32'06"West 165.95 feet to the True Point of Beginning; thence NORTH 383.95 feet; thence North 89043'36" West 595.23 feet to the west line of said Parcel 1 of Parcel Map No. 86-200; thence along said west line South 0016'24"West 381.95 feet to said parallel line; thence along said parallel line South 89"32'06" East 597.06 feet to the True Point of Beginning. Contains an area of 5.241 acres, more or less. PARCEL 3: Those portions of Parcel 1 of Parcel Map No. 86-200 and Parcels 1 and 9 of Parcel Map No. 2003-163, in the City of Huntington Beach, County of Orange, State of California, as shown on maps filed in Book 255 at Pages 40 through 45, inclusive, and Book 358 at Pages 1 through 9, inclusive, respectively, both of Parcel Maps, in the office of the County Recorder of said county, described as follows: Commencing at the northwest corner of said Parcel 1 of Parcel Map No. 86-200; thence along the north line of said parcel and the north line of said Parcel 9 South 89°32'06" East 815.77 feet to the northerly prolongation of that course in the west line of the easement for Public Vehicular & Pedestrian Access described as being "North 00'03'12" East 144.51 feet" in a document recorded October 27, 2006, as Instrument No. 2006000726618 of Official Records of said county; thence along said prolongation and said west line the following courses: South 0000'36"West 220.57 feet to a curve concave westerly having a radius of 102.00 feet, southerly 45.25 feet along said curve through a central angle of 25°25'08" to a reverse curve concave easterly having a radius of 466.00 feet and southerly 194.94 feet along said curve through a central angle of 23058'08" to a line parallel with and southerly 453.00 feet from said north lines; thence non-tangent from said curve and along said parallel line North 89"32'06"West 6.00 feet to the True Point of Beginning; thence along a non-tangent curve concave easterly having a radius of 472.00 feet, a radial line to the beginning of said curve bears North 88°33'09"West; thence southerly 37.62 feet along said curve through a central angle of 4°34'01"; thence non-tangent from said curve South 86052'50" West 17.00 feet to a non-tangent curve concave easterly having a radius of 489.00 feet, a radial line to the beginning of said curve bears South 86052'50" West; thence southerly 186.49 feet along said curve through a central angle of 21°51'05"; thence non-tangent from said curve North 65001'44" East 17.00 feet to a non-tangent curve concave northeasterly HB -219- Item 7. - 31 SHEET 3 OF 4 having a radius of 472.00 feet, a radial line to the beginning of said curve bears South 65°01'44"West; thence southeasterly 98.73 feet along said curve through a central angle of 11 059'05" to a compound curve concave northeasterly having a radius of 46.00 feet; thence southeasterly 42.13 feet along said curve through a central angle of 52028'34"; thence South 89025'55" East 5.62 feet; thence South 0°27'54" West 129.91 feet; thence North 89032'06" West 390.54 feet; thence North 0"27'54" East 4.00 feet; thence North 89032'06" West 138.46 feet; thence South 0027'54"West 43.00 feet; thence South 89032'06" East 21.00 feet; thence South 0027'54" West 143.03 feet; thence South 89°32'06" East 19.00 feet; thence South 0027'54"West 42.91 feet to the south line of said Parcel 1 of Parcel Map No. 86-200; thence along said south line North 89°32'06" West 404.92 feet to the westerly line of said Parcel 1; thence along said westerly line North 00 16'24" East 667.82 feet to said parallel line; thence along said parallel line South 89032'06" East 757.01 feet to the True Point of Beginning. Contains an area of 10.262 acres, more or less. PARCEL 4: Those portions of Parcel 1 of Parcel Map No. 86-200 and Parcel 3 and that portion of Parcel 9 of Parcel Map No. 2003-163, in the City of Huntington Beach, County of Orange, State of California, as shown on maps filed in Book 255 at Pages 40 through 45, inclusive, and Book 358 at Pages 1 through 9, inclusive, respectively, both of Parcel Maps, in the office of the County Recorder of said county, lying easterly of the following described line: Commencing at the northwest corner of said Parcel 1 of Parcel Map No. 86-200; thence along the north line of said parcel and the north line of said Parcel 9 South 89032'06" East 815.77 feet to the northerly prolongation of that course in the west line of the easement for Public Vehicular & Pedestrian Access described as being "North 00003'12" East 144.51 feet" in a document recorded October 27, 2006, as Instrument No. 2006000726618 of Official Records of said county, and the True Point of Beginning; thence along said prolongation and said west line the following courses: South 0°00'36" West 220.57 feet to a curve concave westerly having a radius of 102.00 feet, southerly 45.25 feet along said curve through a central angle of 25°25'08" to a reverse curve concave easterly having a radius of 466.00 feet and southerly 194.94 feet along said curve through a central angle of 23058'08" to a line parallel with and southerly 453.00 feet from said north lines; thence non-tangent from said curve and along said parallel line North 89°32'06" West 6.00 feet; thence along a non-tangent curve concave easterly having a radius of 472.00 feet, a radial line to the beginning of said curve bears North 88033'09" West; thence southerly 37.62 feet along said curve through a central angle of 4034'01"; thence non-tangent from said curve South 86052'50" West 17.00 feet to a non-tangent curve concave easterly having a radius of 489.00 feet, a radial line to the beginning of said curve bears South 86°52'50" West; thence southerly 186.49 feet along said curve through a central angle of 21°51'05"; thence non-tangent from said curve North 65001'44" East 17.00 feet to a non-tangent curve concave northeasterly having a radius of 472.00 feet, a radial line to the beginning of said curve bears South 65001'44" West; thence southeasterly 98.73 feet along said curve through a central angle of 11 059'05" to a compound curve concave northeasterly having a radius of 46.00 feet; thence southeasterly 42.13 feet along said Item 7. - 32 xB -220- SHEET 4 OF 4 curve through a central angle of 52028'34"; thence South 89025'55" East 5.62 feet; thence South 0°27'54" West 129.91 feet; thence North 89032'06" West 390.54 feet; thence North 0027'54" East 4.00 feet; thence North 89032'06" West 138.46 feet; thence South 0027'54" West 43.00 feet; thence South 89°32'06" East 21.00 feet; thence South 0027'54" West 143.03 feet; thence South 89032'06" East 19.00 feet; thence South 0027'54" West 42.91 feet to the south line of said Parcel 1 of Parcel Map No. 86-200. Contains an area of 32.708 acres, more or less. All as shown on Exhibit "B", attached hereto and made a part hereof. THIS DESCRIPTION HAS BEEN PREPARED BY ME OR UNDER MY DIRECTION. Rory illiarns, LS 6654 ®a e BAND J Rory S.Williams 0 No. 6654 9 OF CAS\F��� HB -221- Item 7. - 33 F0 IG CITY OF HUNTINGT N BEACH LOT LINE ADJUSTMENT No. 10 - 006 MAP "EXHIBIT B" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase it Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 1 OF 6 LEGEND PARCEL LINE TO REMAIN ——— PARCEL LINE TO BE REVISED PARCEL 1 NEW PARCEL LINE PARCEL 2 3.080 AC. INDICATES SHEET NUMBER 5.241 AC. SCALE: �� 1°=500' CENTER AVENUE O \ OI PARCEL 4 v.r L— t 32.708 AC. Y i 6 Q LU > '^pr ar '•' L E,,-7j D D _ m EDINGER AVENUE PARCEL 3 10.262 AC. �0 LAND . W144 THIS MAP HAS BEEN PREPARED BY ME OR UNDER MY DIRECTION. No. 6654 ®r". 2[It Q ROWYVMLLIAMS,LS 6654 D TE OF CAL��O H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\SHT01.dwg Item 7. - 34 HB -222- 11 CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT NO® 1 - 6 MAP "EXHIBIT B" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase 11 Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bello Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 2 OF 6 LEGEND ""' PARCEL LINE TO P.O.B. PCL. 1 ———— PARCEL LINE TO BEM REVISED P.O.C. PCLS. 2, 3 & 4 NEW PARCEL LINE N89°32'06-W 1803.51' 815.77' _ PARCEL 1 i l 3.080 AC. I l N89°43'36"W 595.23' I I ! 'i I � I 1 ! I SCALE: 1"=100' i ! 0D l 0 I PARCEL 2 5.241 AC. l L-— 00 eo I C; o W ;;r I�:€ I W L-------- Z no T.P.O.B. PCL. 2 w w ! N89°32'06"W 763.01' 597.06' 757,01' N PARCEL 3 10.262 AC. I SEE SHEET 4 H&A LLA #1267 W.O. 3337-1X PATH: 1:\BELLA TERRA\LLA\1267\SHT02.dwg HB -223- Item 7. - 35 o� CITY OF HUNTIN TON BEACH LOT LINE ADJUSTMENT �- No. 10 - 006 MAP "EXHIBIT B" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase 11 Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 3 OF 6 N89032'06"W 1803.51' r1 815.77' - 48.27' 1 r� L———————- -� 1 m I"' '. ....�........ .. CD I a U I "NORTH 00°03'12" EAST 144.51 SCALE: jg~ I a I ---- ---- FEET" PER INST. NO. w PARCEL 1 1,0 2006000726618, O.R. o 3.080 AC. ICD D N I N.A.P. I ICD z CDI 0 z I in I 1 cn b 0=25°25'08" 1 , N89°32'06"W 274.25' I r6 o I --- C4 R=102.00--1- 94.70' L- 'd `------ L�45.25' 125.90' N89032'O6"W N 89°32'06"W w ' win it7� N64°34'16"W -- `o W LU o RAD PRC m ^ N a W W z o'er' o z = = it CD Cl) T.P.O.B. PCL. 2 �' ;, : _ z `" N89°32'06'W O In CV o +n _......... - 135.12' - -- co o rP I .P.O.B. PCL. 3 W N89°32'o6'w_ T.P.O.B. 3.00' Nab° 33, w N70°29'40"E 1 os"W o - � N.A.P. w ry`� ' N +n w N89032'06"W L '�P� o N CA 1 763.01' a z Z 165.95' --- - - 1 757.01' 6.00' I 0=4°34'Ol"_r_..--- N86°52'50"E R=472.00' (RAD) L=37.62' 17.00' -- N89032'06"W 220.60' 1 PARCEL 4 32.708 AC. LEGEND PARCEL LINE TO REMAIN I ARCELS ---- PARCEL LINE TO BE REVISED P ARC AC. NEW PARCEL LINE 10.262 SEE SHEET 5 H&A LLA #1267 W.O. 3337-1X PATH: 1:\BELLA TERRA\LLA\1267\SHT02.dwg Item 7. - 36 xB -224- FO E CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT Lj No. 10 - 006 MAP WEXHIBIT B" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 4 OF 6 SEE SHEET 2 M + I I i Cq WI CD SCALE: Y=100' W 1 V)I w I PARCEL 3 W o 10.262 AC. W I "' Cl)I --———————————Lo I � r W N O O W Z 4 LEGEND N89°32'06"WI N89032'06"W —e- PARCEL LINE TO REMAIN ^0 138.46' I 390.54' ———— PARCEL LINE TO BE REVISED " ff.) ' PARCEL 4 W NEW PARCEL LINE Z I 32.708 AC. W , N89°32'06"W w I F o C,�o I I I i9.00' -== I ---------J 404.92' N89032'06"W 61.69'--,I------ N89°32'06"W 235.59' N00°27 54'E N89°32'06"W 466.61' H&A LLA #1267 W.O. 3337-1X PATH: is\BELLA TERRA\LLA\1267\SHT04.dwg xB -225- Item 7. - 37 0 CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. 10 - 006 MAP "EXHIBIT B" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 5 OF 6 SEE SHEET 3 LEGEND PARCEL LINE TO REMAIN ---- PARCEL LINE TO BE REVISED NEW PARCEL LINE •0 o CURVE DATA 11 -;•R=472.00' C1 R=6.00' L=98.73' A=52°28'34" L=9.42' 1�• `RP 6°p1 E -- R=46.00' L=42.13' N 5 SCALE: 1"=100' -RAD. 5.62'- co N89°25'55"W w PARCEL 3 _ 10.262 AC. LU F- w Z N N PARCEL 4 = o o tD 32.708 AC. N89032'06"W D M � 390.54' N89032'06"W N89°32'06"W W W 62.04' - C1 84.74' -'-C1 � Li Z i7:• W O 4 •` O � o . ...._..� o N.A.P. CD tr) eq N.A.P. g �, � � z Z N79°07'39"E 1, 1 N89°59'54"W 50.92' - ° C1-= 84.74' C1 -_J N89 32'06"W 61.73' N89032'06"W N89032'06"W - 100.00' •-�-- 235.59' 0=11017'00" " N89032'06"W 892.00' A=11020'15" ^ R=58.00'-=- 1' L--11°17'00" Lo R=44.00' L=11.42' =_-_R=44.00' u�'s L=8.71' N78015'06"W 51.26'-== L=8.66' EDINGER AVENUE H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\SHT02.dwg Item 7. - 38 FIB -226- ®�a CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No 10 - 006 MAP "EXHIBIT B" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, -26, -31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, -26, -31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, -31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, -20, -22, -31 Parcel 4 SHEET 6 OF 6 Q=12°04'12" -�- N89032'06"W 1803.51' - --- LEGEND R=504.00' PARCEL LINE TO REMAIN 522.96' L=106.17' � t —--— PARCEL LINE TO BE REVISED Q co _N43°13'53"E NEW PARCEL LINE Z RAD LINE TABLE M L1 S89°32'06"E 125.00' 3r.�� N S ` O ` CD 3r �� SCALE 1'=200' � s Lu = N89°32'06"W W 135.12' ED Cl) RAD - -- o •' 00 r. 3 rn P PARCEL 4 0=50058'58" iLo 32.708 AC. R=300.00'--- "� L=266.95' THERE MAY BE EASEMENTS OF RECORD DELINEATED �336'447, AND REFERENCED ON THE UNDERLYING MAPS OR THERE 1k MAY BE OTHER RECORDED EASEMENTS WITHIN THE AREA BEING ADJUSTED THAT ARE NOT SHOWN ON THIS DOCUMENT THAT COULD ENCUMBER SAID PARCELS LO HEREIN N 00 S89°32'06"E 0 W 125.00' io w M cO W wu W !' ^c, a 0C' o C-4 ^NNE CD C) CD W 0 00 C40o N.A.P. o a A,," co Z , 0�ii N89°32'06 W', N.A.P. w N � , o cv 6 cv 159.93' W o co Z Z N.A.P. N89°32'06"W 183.67!- N89°32'06"W 892.00' o ='N89°32'06"W --`-N85°51'16"E 124.In' ```- cO 61.82' - - - N89°32'06"W�"W' _ EDINGER AVENUE 100.00' H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\7267\SHT01.dwg HB -227- Item 7. - 39 o CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 INDEX MAP SHEET 1 OF 11 LEGEND PARCEL LINES TO REMAIN — — — EASEMENT LINES NEW PARCEL LINES ® INDICATES SHEET NUMBER PARCEL 1 CENTER DRIVE SCALE: r� 11=1W PAR( IEL 2111 5I 6 OF � n [Dill O PA C 4 G �.% r ale R Ck.. M � m I O 4 _ _ O $ m EDINGER AVENUE NOTE: SEE SHEETS 10 AND 11 FOR EASEMENT NOTES �0 IAND W,<<�GF� THIS MAP HAS BEEN PREPARED BY ME OR UNDER MY DIRECTION. No. 6654 �_� RORY LLIAMS,LS 6654 DA E OF CAL\F� H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet l.dwg Item 7. - 40 HB -228- HACITY F HUNTINGTON EACH L T LINE ADJUSTMENT No. 10 - 00 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 2 OF 11 LEGEND NOTE: SEE SHEETS 10 AND 11 FOR PARCEL LINES TO REMAIN EASEMENT NOTES EASEMENT LINES NEW PARCEL LINES gyp, I /r II II � II II II II II C II SCALE PARCEL 2 I PROPOSED STRUCTURE II Ln LU 1 � L AIL = = = _ � _ — —� _ I � � r � V) LU A C Lw II II PARCEL II SEE SHEET 3 H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 2.dwg HB -229- Item 7. - 41 CITY OF HUNTINGT N BEACH LOT LINE ADJUSTMENT ,,- N®. 10 - oos SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Oners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 3 OF 11 LEGEND SEE SHEET 2 PARCEL LINES TO REMAIN EASEMENT LINES ! NEW PARCEL LINES II SCALE: `,— 1°=100' 10' II II 1 - - _ L _ I C PARCEL 3 d° LLJ LU II � II II V) II w I I "' -� F 10, PARCEL 4II II EXISTING NOTE: SEE SHEETS 10 AND 11 STRUCTURE FOR EASEMENT NOTES EDINGER AVENUE H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 3.dwg Item 7. - 42 HB -230- CITY OF HUNTINGTON BEAcH LOT LINE ADJUSTMENT No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, -31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 4 OF 11 SEE SHEET 5 LEGEND C PARCEL LINES TO REMAIN EASEMENT LINES \ �0 NEW PARCEL LINES EXISTING STRUCTURE SCALE �'f f=109 \\\\\ ti$ \\ \ C B o 0 10' —1— — — — - � -_- - - - JL -Co- - - - - - - - - - - - - w PARCEL I W LU i _ V) 54 LU w ' i PARCEL 4LU:EXISTING I EXISTING NOTE: SEE SHEETS 10 AND 11 E STRUCTURE FOR EASEMENT NOTES I — E I 54 B CD D EDINGER AVENUE H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 4.dwg HB -231- Item 7. - 43 is CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase If Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 5 OF 11 LEGEND NOTE: SEE SHEETS 10 AND 11 C PARCEL LINES TO REMAIN FOR EASEMENT NOTES —— —— EASEMENT LINES NEW PARCEL LINES r I r I + I � I B + SCALE: T=100' II II II I C 1 10' EXISTING STRUCTURE W PARCEL 1 - C � 11 11 � 1 1 B 1 28' I I I'o LLJ LLJ11 Imo_ I LU (n PARCEL 4 , W 10, cn / III r C - I )' EXISTING EXISTING STRUCTURE 1 STRUCTURE II f I` PARCEL 3 B \�\� � '+, EXISTING STRUCTURE SEE SHEET 4 H&A LLA #1267 W.O. 3337-1X PATH: l:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 5.dwg Item 7. - 44 HB -232- CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bello Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 6 OF 11 LEGEND NOTE: SEE SHEETS 10 AND 11 PARCEL LINES TO REMAIN FOR EASEMENT NOTES — — — EASEMENT LINES NEW PARCEL LINES 10 C C V10" SCALE �� 1"=100' EXISTING STRUCTURE EXISTING STRUCTURE W EXISTING STRUCTURE W PARCEL 4 W z cn a- � W C> X W W U) (n z I , w "' EXISTING STRUCTURE \ EXISTING STRUCTURE ' EXISTING STRUCTURE SEE SHEET 7 H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 6.dwg FIB -233- Item 7. - 45 o� CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 7 OF 11 LEGEND SEE SHEET 6 PARCEL LINES TO REMAIN — — — EASEMENT LINES NEW PARCEL LINES EXISTING STRUCTURE C II b o b � + � I - - - - —— — — — — — — — � — JL � d- LU co LU = PARCEL 4 LU LU w LU LU EXISTING V) V) STRUCTURE LW LL.I SCALE 1'=100' Cn E NOTE: SEE SHEETS 10 AND 11 _ FOR EASEMENT NOTES L I I r - — EDINGER AVENUE H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 7.dwg Item 7. - 46 HB -234- CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT e No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 8 OF 11 LEGEND SEE SHEET 9 PARCEL LINES TO REMAIN — — — EASEMENT LINES NEW PARCEL LINES 0 \\ \ SCALE: T�� =100' \ \ 1 C�26A i \ \ \ F EXISTING STRUCTURE \\ W C \ \ ��' / L.LJ \ \ V) L\�� C W PARCEL 4 / 0 / / > E • II Q l NOTE: SEE SHEETS 10 AND 11 10 �—© m FOR EASEMENT NOTES EXISTING ( I STRUCTURE EDINGER AVENUEco C, co H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 8.dwg HB -235- Item 7. - 47 o�� CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT e No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase 11 Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bello Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 9 OF 11 C LEGEND PARCEL LINES TO REMAIN — — — EASEMENT LINES NEW PARCEL LINES �0, �o ,p\\q) \ NOTE: SEE SHEETS 10 AND 11 \� FOR EASEMENT NOTES C ` EXISTING STRUCTURE \© �6 9,G SCALE -r=lw Lu 0 — LLJ W EXISTING STRUCTURE 1 I C \ EXISTING \ � STRUCTURE 10, n II C 1 10 j 10' C 1 1 C I I EXISTING STRUCTURE PARCEL 4 I I --1I i C 0��S i 10' I I ©�o C SEE SHEET 8 H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 9.dwg Item 7. - 48 HB -236- o CITY of HUNTINGTON BEACH LOT LINE ADJUSTMENT e No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 10 OF 11 EASEMENT NOTES: AN EASEMENT FOR UNDERGROUND LINES AND CONDUITS IN FAVOR OF SOUTHERN CALIFORNIA EDISON COMPANY RECORDED JUNE 23, 1965 IN BOOK 7567, PAGE 641 OF OFFICIAL RECORDS. NOT PLOTTABLE. AN EASEMENT FOR PUBLIC UTILITIES AND INCIDENTAL PURPOSES IN FAVOR OF SOUTHERN CALIFORNIA EDISON COMPANY RECORDED MAY 11, 1967 IN BOOK 8249, PAGE 789 OF OFFICIAL RECORDS. DOES NOT AFFECT, LIES NORTH OF THE PROPERTY. NON—EXCLUSIVE EASEMENTS FOR INGRESS, EGRESS, CONSTRUCTION, MAINTENANCE AND INCIDENTAL PURPOSES AS DESCRIBED AND DEFINED IN THAT CERTAIN "CONSTRUCTION, OPERATION AND RECIPROCAL EASEMENT AGREEMENT" RECORDED AUGUST 4, 1965 IN BOOK 7617, PAGE 539 OF OFFICIAL RECORDS, AS SUCH AGREEMENT HAS BEEN MODIFIED OR ASSIGNED BY THE FOLLOWING DOCUMENTS, RECORDED IN BOOK 11087, PAGE 1770, IN BOOK 11091, PAGE 983, AS INSTRUMENT NOS. 87-406989 AND OCTOBER 17, 2006 AS INSTRUMENT NO. 2006000701119, ALL OF OFFICIAL RECORDS. NOT PLOTTABLE. AN EASEMENT FOR STREET, PUBLIC UTILITIES AND INCIDENTAL PURPOSES IN FAVOR OF THE CITY OF HUNTINGTON BEACH RECORDED NOVEMBER 09, 1972 IN BOOK 10418, PAGE 968 OF OFFICIAL RECORDS. ABANDONED ON PARCEL MAP NO. 2003-163. AN EASEMENT FOR WIRES, CABLES, CONDUITS, MANHOLES, VAULTS, PULL BOXES, MARKERS AND OTHER FIXTURES AND APPLIANCES AND INCIDENTAL PURPOSES, RECORDED JANUARY 26, 1986 AS INSTRUMENT NO. 86-323538 OF OFFICIAL RECORDS. NOT PLOTTABLE. TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "EASEMENT AND MAINTENANCE AGREEMENT" RECORDED SEPTEMBER 18, 1987 AS INSTRUMENT NO. 87-528707 OF OFFICIAL RECORDS. DOES NOT AFFECT, LIES NORTH OF THE PROPERTY. AN EASEMENT FOR WATER MAIN AND DOMESTIC WATER SYSTEM PURPOSES IN FAVOR OF THE CITY OF HUNTINGTON BEACH AS SHOWN ON PARCEL MAP NO. 86-200, AS PER MAP RECORDED IN BOOK 255, PAGES 40 THROUGH 45, INCLUSIVE, OF PARCEL MAPS IN THE OFFICE OF THE COUNTY RECORDER. SHOWN HEREON AS O AN EASEMENT FOR UNDERGROUND ELECTRICAL SUPPLY SYSTEMS AND COMMUNICATION SYSTEMS AND INCIDENTAL PURPOSES IN FAVOR OF SOUTHERN CALIFORNIA EDISON COMPANY RECORDED NOVEMBER 20, 1990 AS INSTRUMENT NO. 90-614879 OF OFFICIAL RECORDS. NOT PLOTTABLE. AN EASEMENT FOR UNDERGROUND ELECTRICAL SUPPLY SYSTEMS AND COMMUNICATION SYSTEMS AND INCIDENTAL PURPOSES IN FAVOR OF SOUTHERN CALIFORNIA EDISON COMPANY RECORDED JULY 28, 1993 AS INSTRUMENT NO. 93-502463 OF OFFICIAL RECORDS. DOES NOT AFFECT, LIES WITHIN THE CURRENT CENTER DRIVE RIGHT OF WAY. H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 10.dwg HB -237- Item 7. - 49 0 CITY OF HUNTINGTON BEACH LOT LINE ADJUSTMENT ' No. 10 - 006 SITE PLAN "EXHIBIT C" Existing Parcels Proposed Parcels Owners: AP Numbers: Reference Number. BTDJM Phase II Assoc., LLC 142-073-14, —26, —31 Parcel 1 Bella Terra M Assoc., LLC 142-073-14, —26, —31 Parcel 2 BTDJM Phase II Assoc., LLC 142-073-26, —31 Parcel 3 Bella Terra Assoc., LLC 142-073-19, —20, —22, —31 Parcel 4 SHEET 11 OF 11 EASEMENT NOTES CONTINUED: EASEMENTS, COVENANTS AND CONDITIONS AS DESCRIBED AND DEFINED IN THAT CERTAIN GRANT DEED RECORDED SEPTEMBER 20, 2005 AS INSTRUMENT NO. 2005000743598 OF OFFICIAL RECORDS. DOCUMENT DOES NOT CREATE ANY NEW EASEMENTS. TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "PARKING AND RECIPROCAL EASEMENT AGREEMENT" RECORDED MAY 31, 2005 AS INSTRUMENT NO. 2005000414926 OF OFFICIAL RECORDS. NOT PLOTTABLE TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "RECIPROCAL EASEMENT AGREEMENT" RECORDED AUGUST 16, 2005 AS INSTRUMENT NO. 2005000643205 OF OFFICIAL RECORDS. NOT PLOTTABLE TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "PUBLIC VEHICULAR AND PEDESTRIAN ACCESS EASEMENT AGREEMENT" RECORDED OCTOBER 27, 2006 AS INSTRUMENT NO. 2006000726616 OF OFFICIAL RECORDS. SHOWN HEREON AS TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "PUBLIC VEHICULAR AND PEDESTRIAN ACCESS EASEMENT AGREEMENT" RECORDED OCTOBER 27, 2006 AS INSTRUMENT NO. 2006000726617 OF OFFICIAL RECORDS. SHOWN HEREON AS TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "PUBLIC VEHICULAR AND PEDESTRIAN ACCESS EASEMENT AGREEMENT" RECORDED OCTOBER 27, 2006 AS INSTRUMENT NO. 2006000726618 OF OFFICIAL RECORDS. SHOWN HEREON AS TERMS, PROVISIONS AND EASEMENT(S) CONTAINED IN THE DOCUMENT ENTITLES "SPECIAL UTILITY EASEMENT AND MAINTENANCE EASEMENT AGREEMENT" RECORDED JANUARY 3, 2007 AS INSTRUMENT NO. 2007000003422 OF OFFICIAL RECORDS. SHOWN HEREON AS EASEMENTS SHOWN OR DEDICATED ON THE MAP FILED SEPTEMBER 11, 2007 AS PARCEL MAP NO. 2003-163 IN BOOK 358, PAGES 1 THROUGH 9 OF PARCEL MAPS: FOR PUBLIC SIDEWALK AND ACCESS PURPOSES. SHOWN HEREON AS O FOR TRAFFIC SIGNAL, MAINTENANCE AND EQUIPMENT PURPOSES. SHOWN HEREON AS O H&A LLA #1267 W.O. 3337-1X PATH: I:\BELLA TERRA\LLA\1267\Exhibit C\Sheet 11.dwg Item 7. - 50 HB -238- ATTACHMENT #6 uu _ .y. Item ,. _ 51 This Document was electronically recorded by RECORDING REQUESTED BY FIRST AMERICAN TITLE COMPANY First American National Commercial NATIONAUCOMMERCIAL SERVICES COMMERCIAUINDUSTRIAL DIVISION E--)CID 5L Recorded in Official Records, Orange County Tom Daly, Clerk-Recorder Recording Requested By: 1111111111111111011 273.00 First American Title Insurance 2011000527968 03:461im 10/21/11 Company 66 422 Al 90 0.00 0.00 0.00 0.00 267.00 0.00 0.00 0.00 When Recorded,Return To: Seed Mackall LLP 1332 Anacapa Street, Suite 200 Santa Barbara, CA 93101 (BEC) (Space above this line for Recorder's use only) AMENDED AND RESTATED CONSTRUCTION, OPERATION AND RECIPROCAL EASEMENT AGREEMENT THIS AMENDED AND RESTATED CONSTRUCTION, OPERATION AND RECIPROCAL EASEMENT AGREEMENT ("Agreement") is made as of this 21 st day of October, 2011 (the "Effective Date"), by and among BELLA TERRA ASSOCIATES, LLC, a Delaware limited liability company (`BT"), BTDJM PHASE II ASSOCIATES, LLC, a Delaware limited liability company (`BTDJM"), BELLA TERRA VILLAS LLC, a Delaware limited liability company ("BTV"), .and COSTCO WHOLESALE CORPORATION, a Washington corporation ("Costco"), with reference to the following facts: RECITALS: A. BT is the owner of that certain real property described on Exhibit A-1 and depicted on Exhibit A-2, attached hereto (the `BT Parcel"). B. BTDJM is the owner of that certain real property described on Exhibit B-1 and depicted on Exhibit B-2, attached hereto (the "Costco Parcel"). C. BTV is the owner of that certain real property described on Exhibit C-1 and depicted on Exhibit C-2, attached hereto (the `BTV Parcel"). D. "Costco," as defined in Section 1.7 below, is the holder of that certain ground leasehold estate created by that certain Ground Lease dated as of October 21, 2011 between BTDJM and Costco (as it may be amended, extended, restated, replaced, or otherwise modified from time.to time, the "Costco Lease"), a Memorandum of which was recorded in the Official Records of Orange County. E. BT is the holder of that certain ground leasehold estate pursuant to that certain Assignment and Assumption Agreement, and the documents attached thereto, recorded in the Official Records of Orange County as Instrument No. 2005000643202 on August 16, 2005 (as it -1- HACIi.1 Fold=\Cw.(04210)1Edb Tara Le (020)1D=AREA 101111 EEC(.1—)A. Item 7. - 52 HB -240- may be amended, extended, restated, or otherwise modified from time to time (the "Edison Lease"), covering that certain real property described on Exhibit D-1 and depicted on Exhibit D-2 attached hereto (the "Edison Parcel'). F. Costco is the holder of that certain subleasehold estate created by that certain Sublease dated as of October 21, 2011 between BT and Costco (as it may be amended, extended, restated, or otherwise modified from time to time, the "Costco Sublease"), a Memorandum of which was recorded in the Official Records of Orange County as Instrument No. 241 t 00052`lq(n2 on Dck-. 2.k 4 ZC)1 I , covering the real property described therein (the "Edison-Costco Parcel'), which is a portion of the Edison Parcel. A legal description of the Edison-Costco Parcel is attached hereto as Exhibit E-1. A map depicting the Edison-Costco Parcel is attached as Exhibit E-2. The portion of the Edison Parcel that is not part of the Edison-Costco Parcel is referred to herein as the "Edison-BT Parcel." For the purpose of this Agreement, the term "Costco Sublease" shall include the sublease estate referenced above and any other continued occupancy of the Edison-Costco Parcel by Costco, whether by lease, license, or other agreement with BT, its successors, or with Edison. G: The BTV Parcel is the subject of Tentative Tract No. 17261, a copy of which is attached hereto as Exhibit F, which, upon recordation of the Final Tract Map therefor, will subdivide the BTV Parcel into several parcels, including Lot 1 which is depicted in the attached Exhibit F and is proposed to be developed with a Mixed Use Housing Project (the "Mixed Use Parcel'), Lot 2 which is depicted in the attached Exhibit F (the "Park Parcel'), and Lots 3, 4 and A, which are depicted in the attached Exhibit F (collectively,the"Remaining Parcels"). H. The City of Huntington Beach ("the "City") is the owner of that certain real property described on Exhibit G-1 and depicted on Exhibit G-2, attached hereto (the "City Parcel'). I. The BT Parcel, the Costco Parcel,the BTV Parcel, the Edison Parcel and the City Parcel are generally depicted on the site plan attached hereto as Exhibit H (as it may be revised, modified or changed from time to time, as permitted herein,the "Site Plan"). J. The City and MacDonald Group Limited Partnership, predecessor-in-interest to BT ("MacDonald"), entered into that certain Easement and Maintenance Agreement between the City of Huntington Beach and MacDonald Group Limited Partnership for City Owned Property Adjacent to the Huntington Center, dated June 15, 1987, and recorded in the official records of Orange County, California, on September 18, 1987, as Instrument No. 87-528707 (the "City Easement"). Under the terms of the City Easement, the City granted to MacDonald a non-exclusive easement for, among other things, parking and vehicular and pedestrian ingress and egress over and across the City Parcel. K. The "Project" (as defined below), or portions thereof, are currently subject to that certain Amended and Restated Construction, Operation and Reciprocal Easement Agreement, Quitclaim and Grant of Easements recorded in the Official Records of Orange County as Instrument No. 2006000701119 on October 17, 2006 (the "2006 REA") and that certain Reciprocal Easement Agreement recorded in the Official Records of Orange County as -2- H:\Ciiwt Foldas\Costw(0C210)\Delia Tan Lase(020)\Docs1REA 101111 DEC(CIM).dw HB -241- Item 7. - 53 Instrument No. 2005000643205 on August 15, 2005 (the "2005 REA"). The parties are the owners of all property subject to the 2005 REA and the 2006 REA and desire to fully and completely amend and restate the 2005 REA and the 2006 REA, all on the terms and conditions of this Agreement. L. The purpose of this Agreement is to supersede and replace the 2005 REA and the 2006 REA and to set forth the limitations, restrictions, easements, conditions, liens and charges applicable to the Project. AGREEMENTS: NOW, THEREFORE, the parties hereby fully amend and restate the 2006 REA and the 2005 REA and declare that the Project, and each of the lots into which the Project is now or may hereafter be subdivided or merged, shall be held, conveyed, hypothecated, mortgaged, encumbered, leased, rented, used, occupied, and improved subject to the limitations, restrictions, easements, covenants, conditions, liens, and charges set forth in this Agreement, all of which are declared and agreed to, among other things, ensure the proper use, repair, and maintenance of the Project. 1. DEFINITIONS 1.1 "Affiliate" shall mean any other person or entity which controls, is controlled by or is under common control with the applicable Person, or a successor-in-interest by merger or consolidation or a Person that succeeds to substantially all of the assets of such Person located in Southern California. 1.2 "Blackout Period" shall mean the period commencing on October 15 of any year and continuing through and including January 15 of the following calendar year. 1.3 "Building" or "Buildings" shall mean any building, structure or other similar improvement from time to time existing on each Parcel. 1.4 ' "City"shall mean the City of Huntington Beach, California. 1.5 "Common Area" shall mean the portions of the Project existing from time to time that are intended for the nonexclusive use by the Owners and their tenants, subtenants, employees, concessionaires, licensees, customers, and business invitees, in common with other users as permitted by this Agreement; including, without limitation, the Primary Access Drives and Pedestrian Walkway. Common Area shall include, but not be limited to, the Edison Parcel (subject to limitations and restrictions contained.in the Edison Lease), the City Parcel (subject to limitations and restrictions contained in the City Easement), the Parking Area (as defined below) (subject to the limitations and restrictions and restrictions contained in the Parking and Reciprocal Easement Agreement and Option to Purchase between Huntington Center Associates, LLC and the City of Huntington Beach dated as of March 1, 2004, and the Operating Agreement (defined below), access roads, driveways, walkways, sidewalks, and landscaping. -3- H:\Climt Foldcs\Costw(04210)1Bclla Tme Lease(020)\I)OCA tEA 101111 BEC(c1=).doc Item 7. - 54 HB -242- Common Area shall not include (i) any Floor Area (as defined below), (ii)the Costco Fueling Facility (as defined below), (iii) any Costco Car Wash, if constructed, (iv) any drive-through area leading to a drive-up service window or machine (such as a remote banking teller, automated teller machine or food ordering/dispensing facility), (v)any drive-through areas or vehicle stacking lanes on the Costco Parcel immediately adjacent to and associated with the Costco Building or Costco Fueling Facility or any Car Wash, if constructed, or (vi) any truck docks or loading docks and the concrete apron or ramp leading to such loading facilities, but will include any asphalt paved areas immediately adjacent to and adjoining such concrete apron or ramp area, (vii) the Park Parcel or (viii) any portion of the Mixed Use Parcel (including, without limitation, the parking garage located on the Mixed Use Parcel), other than the portion of the Primary Access Drive and Pedestrian Walkway located along the northerly boundary of the Mixed Use Property, as depicted on Exhibit J, attached hereto, which shall be Common Area. During the duration of any permitted use under Section 5.2.2 below of areas which would otherwise comprise Common Areas, the same shall not be considered to be part of the "Common Area." 1.6 "Costco," as used in this Agreement, shall mean Costco Wholesale Corporation, a Washington corporation. 1.7 "Costco Building" shall mean any Building located on the Costco Parcel and any patio areas, permanent outdoor sales areas, the sidewalk areas adjacent to any Building, food or merchandise sales areas, outdoor dining areas, or areas for storage of shopping carts, from time to time, located on the Costco Parcel. 1.8 "Costco Car Wash" shall mean any structures, signage, lighting, curbing, pay stations, vending machines, underground reclamation vaults, service islands or areas, or other incidental improvements associated with a car wash facility which may be constructed on the Costco Parcel, together with the portion of the Project upon which such improvements are located, including, without limitation, any associated drive through areas and vehicle stacking lanes. The parties acknowledge that the governmental approvals for the Costco Parcel do not currently allow a Costco Car Wash and that if the Owner of the Costco Parcel desires to construct one, the Owner of the Costco Parcel shall be required to comply with the terms of Section 2 hereof and obtain all necessary governmental approvals. If any approvals of the Owners are required pursuant to the provisions of Section 4.3.1, "Existing Specific Plan," or Section 4.3.2, "Existing Shared Parking Study" hereunder and such approvals are obtained, then all Owners agree to reasonably cooperate with the Owner of the Costco Parcel in connection with Costco's or Costco's Affiliate's efforts to obtain the governmental approvals. 1.9 "Costco Common Area" shall mean the Common Area within the Costco Parcel. 1.10 "Costco Fueling Facility" shall mean any service islands, structures, signage, lighting, curbing, pay stations, vending machines, or other incidental improvements associated with a fueling facility on the Costco Parcel, together with the portion of the Project upon which such improvements are located, including, without limitation, any associated drive-through areas and vehicle stacking lanes. -4- H:%Clim1 FoldasXCosiw(04210)1Bella Tan Least(020)10=%REA 101111 BEC(dw).dm HB -243- Item 7. - 55 1.11 "Default Interest Rate" shall mean the lesser of: (i) five percent (5%) per annum in excess of the "Prime Rate," and (ii)the highest lawful rate. The "Prime Rate" shall be the prime or reference rate of interest announced as such from time to time by Bank of America, N.T.&S.A. or its successor for short-term, uninsured loans to its most creditworthy borrowers. If there shall be no such announced rate of such bank or its successor, then the "Prime Rate" shall be such equivalent rate as is charged from time to time by major money-center banks. 1.12 "Existing Specific Plan" shall mean that certain Bella Terra City of Huntington Beach Specific Plan No. 13 amended and restated on September 20, 2010 (the "Existing Specific Plan"). 1.13 "Existing Shared Parking Study" shall mean that certain Updated Parking Demand Analysis for The Village at Bella Terra with Costco (Phase II) dated August 17, 2010 prepared by Linscott, Law & Greenspan, Engineers, as it may be updated and revised from time to time. 1.14 "Floor Area" shall mean the aggregate number of square feet of floor space in the Project, from time to time, of all floors in any Building or other structure, whether roofed or not, whether or not actually occupied, including basement space and subterranean areas and balcony and mezzanine space, measured from the exterior faces or the exterior lines of the exterior walls (including basement walls)and the actual number of square feet of any outdoor area appropriated for use to display and/or sell merchandise as permitted hereunder. The term "Floor Area" shall not include any of the following: (i) all truck and/or loading dock areas or the concrete apron or ramp leading to such areas, truck tunnels, truck parking, and turn around areas; (ii) Common Area; (iii) Costco Fueling Facility; or (iv) areas used for any of the uses permitted by Section 5.2 below. 1.15 "Majority Interest' shall mean Owners of.Parcels containing a majority of the Floor Area in the Project. 1.16 "Mixed Use Parcel' shall mean Lot 1 of Tract No. 17261 (attached hereto as Exhibit F , which BTV, or Affiliate, proposes to develop and improve as shown on the Site Improvement Plan attached hereto as Exhibit K. 1.17 "Mortgage" shall mean any first or second mortgage, indenture of first or second mortgage, or first or second deed of trust on the interest, whether fee or leasehold, of an Owner in a Parcel and, to the extent applicable, a "sale and leaseback" or "assignment and subleaseback"transaction. 1.18 "Mortgagee" shall mean a mortgagee, or trustee and beneficiary under a deed of trust and to the extent applicable, a fee owner or lessor or sublessor of any Parcel which is the -5- H:%Cli=t Folders%Ctmm(04210)IBella Tt Lease(020)1D=WFA 101111 BEC(c1m).da Item 7. - 56 HB -244- subject of a lease under which any Owner becomes a lessee in a so-called "sale and leaseback" or"assignment and subleaseback"transaction. 1.19 "Owner" shall mean, at any point in time,the record owner of a Parcel; provided, however, that(i) in the case of the Costco Parcel the Owner is the lessee under the Costco Lease, (subject to the provisions of Section 6.6), (ii) in the case of the Edison-Costco Parcel the Owner is the sublessee under the Costco Sublease, (iii) in the case of the Edison-BT Parcel the Owner is the lessee under the Edison Lease, and (iv) in the case of rights under the City Easement, the Owner of such rights for purposes of this Agreement shall be deemed to be the Owner of the Costco Parcel (subject to the provisions of Section 6.6 below; (i) Subdivision. In the event a Parcel is divided into one or more separate legal lots, each of such separate legal lots shall thereafter be considered to be a "Parcel" and the owners of each such legal lot shall be an "Owner". Any Parcel or Parcels subdivided as aforesaid shall remain subject to all terms and conditions of this Agreement. (ii) Fractional Interests. In the event any of the Owners shall transfer its present interest in a Parcel or a portion of such interest in such manner as to vest its present interest in such Parcel in more than one Person other than by creation of a separate legal lot(e.g., by the creation of a tenancy-in-common; joint tenancy or the like), then Persons holding a majority interest shall designate one of their number to act on behalf of all of such Persons in the exercise of the. powers granted to such Owner under this Agreement. So long as such designation remains in effect, such designee shall be an Owner hereunder and shall have the power to bind such Parcel and the record owners shall not be deemed to be Owners. Any such designation must be in writing and served upon the other Owners hereto by registered or certified mail, and must be recorded in the Recorder's Office. In the absence of such written designation, the acts of an Owner whose interest is so divided with respect to the exercise of the powers vested by this instrument shall be binding upon all Persons having an interest in such Parcel until such time as written notice of such designation is given and recorded in the Recorder's Office. 1.20 "Parcel"shall mean each legal lot within the Project. 1.21 "Parking Area" shall mean those portions of the Project used for vehicular and pedestrian ingress and egress, the parking of motor vehicles, including incidental and interior roadways, pedestrian stairways, walkways; curbs and landscaping within or adjacent to areas used for parking of motor vehicles, together with all related improvements that are from time to time erected thereon. Such areas shall not include truck and/or loading dock areas or the concrete aprons or ramps leading to such areas. Any parking lot or parking garage on the.Mixed Use Parcel shall not be part of the Common Area or the Parking Area. 1.22 "Pedestrian Walkway" shall mean the sidewalk located on the northerly portion of the Mixed Use Parcel and Park Parcel as shown on Exhibit J, attached hereto. 1.23 "Permittees" shall mean the Owners, all Persons from time to time entitled to the use and occupancy of Floor Area in the Project under any lease, deed or other arrangement whereunder such Person has acquired a right to the use and occupancy of any Floor Area, and i -6- 14AClimt Folders;C w(04210)tEe1la Te Lease(020)t!mAkEA 101111 EEC(am).dm xB -245- Item 7. - 57 their respective officers, directors, employees, agents, contractors, customers, visitors, invitees, licensees and concessionaires. 1.24 "Person" or "Persons" shall mean and include individuals, partnerships, firms, associations, limited liability companies, government agencies, joint ventures, corporations, or any other form of business entity. 1.25 "Primary Access Drives" shall have the same meaning as set forth in Section 3.1.2 below. 1.26 "Project" shall mean the property consisting of the BT Parcel, the Costco Parcel, the BTV Parcel, the Edison Parcel, and the City Parcel, all as defined in the Recitals. 1.27 "Site Improvement Plan" shall mean the plan showing the improvements built or to be built on the Project as depicted on Exhibit K, attached hereto. 1.28 "Site Plan"shall have the meaning set forth in Recital I above. 2. CONSTRUCTION AND SIGNS 2.1 Interference by Construction. Except as otherwise specifically provided herein or otherwise agreed by the affected Owners, each Owner agrees that any construction work to be undertaken by it shall be performed (a) so as not to cause any increase in the cost of constructing any other part of the Project, (b) so as not to unreasonably interfere with any construction work being performed on the remainder of the Project, or any part thereof, and (c) so as not to unreasonably interfere with and minimize disruptions of the access to, use, occupancy or enjoyment of the remainder of the Project or any part thereof by the other Owner and the Permittees of the other Owner. Except to the extent limited by Section 2.2, any damage occurring to any portion of the Project as a result of such construction work shall be the responsibility of the Owner performing such construction work or causing such construction work to be performed and shall be repaired by such Owner, at such Owner's sole cost and expense, to the same condition as existed immediately prior to such damage promptly upon the completion of such construction work. 2.2 Construction Indemnities. Each Owner covenants and agrees to indemnify, defend, protect and hold harmless the other Parcels and the other Owner for, from and against all claims and all costs, losses, damages, expenses and liabilities (including reasonable attorneys' fees and costs) incurred in connection with all claims, including any action or proceedings brought thereon, arising from or as a result of (i) any mechanic's liens, stop notices, or other claims regarding materials supplied or work performed, (ii) the death of, or any accident, injury, loss or damage whatsoever caused to any natural person, or to the property of any Person, as shall occur by reason of the performance of any construction, or (iii) any Utility Use (as defined in Section 3.1.5 below), by or at the request of the indemnitor, except to the extent of claims, costs, losses, damages, expenses or liabilities caused by the negligence, recklessness or willful misconduct of the indemnitee, its licensees, concessionaires, agents, servants or employees, or any agents, servants or employees of such licensees or concessionaires where the same may occur. -7- H:1Cli-1 Fold=NCWs .(04210)1B.Ila Tan Lcaee(020)1DoosIREA 101111 BEC(.I—).dm Item 7. - 58 HB -246- The indemnitee shall give the indemnitor notice of any suit or proceeding entitling the indemnitee to indemnification pursuant to this Section 2.2 and the indemnitor shall defend the indemnitee in such suit or proceeding with counsel reasonably approved by the indemnitee. 2.3 Cost of Construction; Storm Water Pollution Prevention Plan. Except as otherwise set forth in this Agreement or in any separate agreement between one or more Owners, each Owner shall be responsible for the cost and expense of all improvements to be constructed on its Parcel. To the extent applicable during construction and notwithstanding the WQMPs described in Section 2.7, below, each Owner shall, at its sole cost and expense, cause itself and its Parcel to comply with the terms of any Storm Water Pollution Prevention Plan applicable to its Parcel. 2.4 Staging and Storage Areas. 2.4.1 Staging Area. In connection with any construction, reconstruction, repair or maintenance on its Parcel, each Owner reserves the right to create a temporary staging and/or storage area in the Common Area on its Parcel ("Staging Area"), but on no other Parcel, at such location as will not unreasonably interfere with access between such Owner's Parcel and the other areas of the Project. All parking of construction vehicles, including vehicles of workers, shall occur,only on the constructing Owner's Parcel unless otherwise approved in writing by an Owner with respect to its Parcel. Upon completion of such work, the constructing Owner shall restore the affected Common Area to a condition equal to or better than that existing prior to commencement of such work. 2.4.2 Temporary License. Each Owner hereby grants to each other Owner and its respective contractors, materialmen and laborers a temporary license for access and passage over and across the Common Area of the grantor's Parcel as shall be reasonably necessary for the grantee to construct and/or maintain improvements upon the grantee's Parcel and each Owner having rights pursuant to the City Easement hereby grants Costco and the Owner of the Costco Parcel access and passage rights as described above, with respect to the City Parcel; provided, however, that such license shall be in effect only during periods when actual construction and/or maintenance is being performed, and provided further that the use of such license shall not unreasonably interfere with the use and operation of the Common Area by others. Prior to exercising the rights granted herein, the grantee shall first provide the grantor with a written statement describing the need for such license, and shall furnish a certificate of insurance showing that its contractor has obtained the same liability insurance as each Owner is required to carry pursuant to Section 12.3 of this Agreement for the area covered by the temporary license. Any Owner availing itself of the temporary license shall promptly pay all costs and expenses associated with such work, shall diligently complete such work as quickly as possible, and shall promptly clean the area and restore the affected portion of the Common Area to a condition which is equal to or better than the condition which existed prior to the commencement of such work. Notwithstanding the foregoing, in the event a dispute exists between the contractors, laborers, suppliers and/or others connected with construction activities, each Owner shall have the right to prohibit the contractors, laborers, suppliers and/or others working for another Owner from using the Common Area on its Parcel. -8- H:1Cli-i Foldas%Coslw(0d210)1B4la Tara Lease(020)1D=WtEA 101111 BEC(clm).dm HB -247- Item 7. - 59 2.5 Planned Development of the Mixed Use Parcel, Park Parcel, Costco Parcel, and Remaining Parcels. The Owners may develop and construct the planned improvements for the Mixed Use Parcel,the Park Parcel, the Costco Parcel and the Remaining Parcels as shown on the Site Improvement Plan. 2.5.1 Mixed Use Parcel. The parties acknowledge that it is currently contemplated that the Mixed Use Parcel may be developed with a mixed-use project that may include approximately 17,555 square feet of commercial/retail space and residential condominiums and apartments. BTV's current development plans are set forth on the Site Improvement Plan. Such development shall be completed in conformity with the Site Improvement Plan, the Existing Specific Plan, or as otherwise permitted under the terms of this Agreement. 2.5.2 Park Parcel. The parties acknowledge that it is currently contemplated that the Park Parcel may be developed with a park. Such development shall be completed in conformity with the Site Improvement Plan,the Existing Specific Plan, or as otherwise permitted under the terms of this Agreement. 2.5.3 Costco Parcel. The parties acknowledge that it is currently contemplated that the Owner of the Costco Parcel may construct on the Costco Parcel its typical facility which is classified as an "unlimited area" building under certain applicable building codes (i.e., a building of the type designated V-B or III-B under the Uniform Building Code). The Owner of the Costco Parcel's current development plans are set forth on the Site Improvement Plan. Any such development shall be completed in conformity with the Site Improvement Plan, the Existing Specific Plan, or as otherwise permitted under the terms of this Agreement. 2.5.4 Remaining Parcels. Lot A of the Remaining Parcels shall be developed with drive lanes, parking areas, sidewalks and other common amenities in conformity with the Site Improvement Plan, the Existing Specific Plan, or as otherwise permitted under the terms of this Agreement. Lots 4 and 5 of the Remaining Parcels shall be developed with retail or commercial improvements in conformity with the Site Improvement Plan, the Existing Specific Plan, or as otherwise permitted under the terms of this Agreement. 2.6 No Construction Covenant. Notwithstanding anything to the contrary contained herein, no provision of this Agreement shall be construed to contain a covenant, express or implied, by an Owner or Permittee to construct or reconstruct a Building on such Owner's Parcel, regardless of whether a Building may be identified on the Site Improvement Plan or otherwise. Each Owner (for itself and any Permittees of such Owner) hereby acknowledges and agrees that it is not relying upon any other Owner or Permittee to construct a Building on such other Owner's Parcel. 2.7 Water Quality Management Plan. The Project is subject to two (2) Water Quality Management Plan ("WQMP") documents: "WQMP for Bella Terra Huntington Center Remodel", PW #03-116, L #04-159, approved May 16, 2005 and "WQMP for The Village at Bella Terra", PW #10-042,. L #10-163, approved July 14, 2011, as the same may be revised, modified or updated as required by local, state or federal law or regulation in the City of Huntington Beach Local Implementation Plan. Attached hereto as Exhibit O is a depiction of -9- HACliem FoldeMCou (06210)\Bdla Te Lean(020)1DmMEA 101111 BEC(.1m)AW Item 7. - 60 HB -248- the storm water system, including storm filter units, CDS units and storm water detention basins, within the Project. Each Owner shall, at its sole cost and expense, maintain, repair, replace and restore, as necessary or appropriate, all storm water lines, improvements and basins on such Owner's Parcel Each Owner shall, at its own cost and expense, cause itself and its Parcel to comply with all terms and provisions of any WQMP applicable to it or its Parcel including, without limitation, adoption and implementation of applicable structural, non-structural and routine Best Management Practices ("BMPs"), education of tenants and occupants concerning BMPs and any periodic reporting applicable to such Owner's Parcel. No WQMP shall be amended or revised except as required by local, state or federal law or the City of Huntington Beach Local Implementation Plan, and any modification shall be provided to all affected Owners. Each Owner shall indemnify each other Owner from and against any cost, fees, expenses, fines or charges arising out of or relating to such Owner's failure to comply with all of the terms and provisions of the WQMP applicable to its Parcel. Nothing herein shall relieve an Owner from liability for "extraordinary releases" or releases of contaminated water originating from such Owner's Parcel. The term "extraordinary releases" shall mean any releases beyond the reasonably expected urban runoff pollutants as described in Section 2 of the WQMP. Notwithstanding the foregoing, as between the Owners, collectively, and the City, the fee owner of the Costco Parcel, and not the lessee of the Costco Lease, shall be the responsible parry. (the "WQMP Responsible Party") for purposes of operating, funding, maintaining, repairing and replacing the storm water units, CDS units and storm water detention basins that benefit the Project, as well as any required reporting applicable to the Project as a whole. As of the date of this Agreement, the fee owner of the Costco Parcel is BTDJM, but BTDJM's obligations as WQMP Responsible Parry shall be binding on any successor fee owner of the Costco Parcel. The WQMP Responsible Parry shall provide all information, reports, documentation or other materials it receives or causes to be prepared related to the WQMP to all the other Owners. Each Owner shall (i) provide the WQMP Responsible Party such information, reports, documentation or other materials as may be necessary to enable the WQMP Responsible Parry to provide any required annual reporting to the City on a timely basis promptly following receipt of written request therefor from the WQMP Responsible Party and (ii) indemnify, defend and hold harmless the WQMP Responsible Parry from and against any and all costs, expenses, charges, fees (including attorneys' fees), fines, penalties, damages or liabilities whatsoever arising out of or relating to any Owner's failure to comply with all of the terms and provisions of any WQMP applicable to it or its Parcel as provided herein. If an Owner fails to comply with the terms and provisions of the WQMP applicable to its Parcel or to its obligations under this paragraph, the WQMP Responsible Parry shall provide such Owner with notice of such failure specifying the nature of the failure and the actions necessary to cure such failure and such Owner shall have a reasonable opportunity to cure such failure before such Owner shall be obligated indemnify the other Owners or the WQMP Responsible Party. 3. EASEMENTS 3.1 Easements. Each Owner hereby grants and conveys to each of the other Owners, for the benefit of the other Owners and their respective Parcels, the following perpetual easements in, to, over, and across such Owner's Parcel and in, to, over and across the City Parcel -10- H9CIien1 FoldaAC%=(04210))Bdls tan Lase(020)V)..)dEA 101111 BEC(elem)AW HB -249- Item 7. - 61 subject to the terms and conditions of the City Easement and the Edison Parcel subject to the terms and conditions of the Edison Lease: 3.1.1 Parking Easements. A non-exclusive easement in, to, over and across the Parking Area on such Owner's Parcel and in,to, over and across the Parking Area on the City Parcel and the Edison Parcel, for the purpose of parking vehicles of Permittees thereon, limited, however, to purposes connected with or incidental to use of such parking for Project purposes; provided, however, that Permittees of residential improvements on the Mixed Use Parcel shall have no right to park on any Parcel other than the Mixed Use Parcel except for purposes connected to the proper use of the facilities located on such other Parcels in the Project. Each Owner shall have the right to implement and enforce reasonable rules and regulations to assure compliance with these restrictions. Notwithstanding the foregoing, the Owner of the Costco Parcel shall have the right to designate portions of the Parking Area on the Costco Parcel for exclusive uses as the Owner of the Costco Parcel may designate (e.g., for tire service, pick-up and delivery, or other uses) a limited number of spaces (not more than five percent (5%) of the parking spaces on the Costco Parcel immediately adjacent to any Building on the Costco Parcel. Further, notwithstanding the foregoing, but subject to all applicable governmental approvals and regulations, the Owner of the Costco Parcel and Owner of the Edison-Costco Parcel shall have the right to post signs indicating, in form and substance, that parking on the Costco Parcel, City Parcel and on the Edison-Costco Parcel is for "Costco Member Parking During Store Hours" and/or "Parking Is Limited To No More Than Ninety (90) Minutes". The Owner of the Costco Parcel and Edison-Costco Parcel shall have the right to enforce the parking restrictions and limitations that are provided for in this Agreement. 3.1.2 Access Easement. A non-exclusive easement in, to, over and across the Common Area on such Owner's Parcel, the City Parcel, and the Edison Parcel, including, without limitation, primary access drives providing access to Edinger Avenue and Center Avenue as described in Exhibit I-1 and shown on the map attached hereto as Exhibit I-2 (the "Primary Access Drives"), including driveways, for vehicular (including service vehicles) and pedestrian ingress and egress, and access and the right of access between the public streets adjacent to the Project and each Owner's Parcel. The parties acknowledge that the Primary Access Drive west of the Mixed Use Parcel will be closed during development and construction of the Mixed Use Parcel. 3.1.3 Drainage. A non-exclusive easement in, to, over, under and across such Owner's Parcel, the City Parcel, and the Edison Parcel for drainage purposes in accordance with the integrated storm drain system then approved by the City for the Project and reflected in the WQMPs described in Section 2.7 above. 3.1.4 Encroachments. A non-exclusive easement in, on, over and under each other Owner's Parcel for minor unintentional encroachments. The minor unintentional encroachment easements are easements in, on, over or under such Parcel as required from time to time for building overhangs, building support columns, canopies, eaves, foundations, slabs, footings, pillars and other minor encroachments. Such encroachments, however, shall be limited to a projection of no more than three (3) feet for footings and one (1) foot for other encroachments. Nothing contained in this subsection shall create easements for intentional -11- HAC1iwt FWd=s Coaw(04210){Bdla Tan Lease(020)V)=\REA 101111 BEC(c1=).d= Item 7. - 62 1­113 -250- encroachments without the written consent of the Owner whose Parcel has been encroached upon, which may be granted or withheld in such Owner's sole and absolute discretion. 3.1.5 Utilities. (i) Non-exclusive easements in,to, over, under and across the Primary Access Drives and those portions of the Common Area beneath the ground surface within such Owner's Parcel, the City Parcel, and the Edison Parcel for the benefit of and appurtenant to the grantee's Parcel for the purposes of installation, repair, maintenance, removal, replacement, restoration use and operation (individually and collectively herein referred to as "Utility Use") of sanitary sewers, storm drains, storm water improvements, water and gas pipes and systems, electrical power conduits, telephone conduits, lines and wires, and other public utilities (individually and collectively "Utility Lines") at a location or locations reasonably approved in writing by the applicable Owners. Without limiting the generality of the foregoing, each Owner approves and consents to the Utility Lines located on the western portion of the Project shown on the Utilities Coordination Exhibit.attached hereto as Exhibit M, and agrees to grant easements necessary for the installation of laterals or individual service lines from such Utility Lines to each Owner's Parcel. In the performance of any Utility Use: (A) adequate provision shall be made for the safety and convenience of all persons using the surface of such areas; (B) all work shall be completed as quickly as reasonably possible and the areas and facilities shall be replaced or restored promptly to the condition in which they were prior to the performance of such Utility Use; (C) all costs, fees and expenses incurred as a result of such Utility Use shall be borne solely by the Owner which undertakes such Utility Use; (D) the other Owner shall be notified in writing not less than thirty (30) days prior to commencement of such Utility Use except in the event of an emergency or other circumstances requiring immediate action; (E) the schedule for the performance of such Utility Use shall be subject to the reasonable approval of the other Owner (it being acknowledged that it shall be reasonable for the other Owner to disapprove any Utility Use constituting installation, repairs or maintenance during the Blackout Period which is not occasioned by an emergency, if the disapproving Owner has, or intends to have, an operating business on its Parcel during any such month, and such Utility Use would result in disruption of the access to, use, occupancy or enjoyment of the disapproving Owner's Parcel); and (F) any work performed pursuant to such easement rights shall also be subject to Sections 2.1 and 2.2 above (including, without limitation, the constructing Owner's obligations to minimize disturbances). Prior to the performance of any such work, the grantee Owner shall provide the grantor Owner with a certificate of insurance evidencing that its contractor has obtained the minimum insurance coverages required pursuant to Section 12.3 of this Agreement covering work to be performed on such other Owner's Parcel. In the event an Owner desires to connect to, modify, relocate or otherwise alter any utility line, installation, equipment or facility that is owned by another Owner, the prior written approval of such Owner shall be required, which approval shall not be unreasonably withheld, delayed or conditioned. (ii) The grantee Owner of any easement for Utility Use hereunder shall be responsible, at its sole cost and expense, for (i) the repair, maintenance, replacement and restoration, as necessary, of all Utility Lines on such grantee's Parcel which are either common Utility Lines serving such grantee's Parcel and another Parcel or solely benefit such grantee's Parcel, (ii) the repair, maintenance and replacement, as necessary, of all Utility Lines on another Owner's Parcel which solely benefit such grantee's Parcel, and (iii) the installation, maintenance, -12- H:%Clirnl FWdcs\CcK9w(04210)1Be1Js Tens Lease(020)(Doc MA 101111 BEC(c1m).da xB -251- Item 7. - 63 repair and removal of all utility facilities installed hereafter by the grantee Owner within the utility easements, as well as for all utility facilities installed by the grantee Owner on its Parcel, unless, in either case, the same are maintained by a utility company or governmental agency. Any installation, maintenance, repair, replacement, relocation and removal of utility facilities that is required to be performed by a grantee Owner must be performed by such Owner and then only after two (2) weeks' advance notice to the grantor of the grantee Owner's intention to do such work. However, in the case of an emergency, any such work may be immediately performed after such advance notice to the other Owners as is practicable under the circumstances. All such installation, maintenance, repair and removal shall be performed in a manner that causes as little disturbance to the Parcels as may be reasonably practicable under the circumstances, and any and all portions of the surface area of a grantor Owner's Parcel which may have an excavated, damaged or otherwise disturbed as a result of such work shall be restored at the sole cost and expense of the Owner performing the work to essentially the same condition as existed prior to the commencement of any such work. 3.1.6 Further Grant of Easements. In the event it is required by the City or any public utility company in connection with the development and improvement of the Project as depicted in the Site Improvement Plan, each Owner agrees to execute and deliver to the City or to such public utility company (i) nonexclusive easements for ingress and egress over and across Primary Access Drives for emergency services, governmental monitoring or other regulatory compliance, and (ii) non-exclusive easements for public utilities on and under portions of the Common Area that will not adversely affect the use of the surface of such area for pedestrian and vehicular access, parking and landscaping otherwise located within such portion of the Common Area. The easement shall be in a form reasonably required by the City or the public utility and in form and substance reasonably satisfactory to the affected Owner. 3.2 Limitations. The easements created by Section 3.1 are subject to: 3.2.1 In General. Any limitations, restrictions or conditions imposed by this Agreement or by any governmental authority. 3.2.2 Edison Parcel. With respect to the Edison Parcel, the easements created by Section 3.1, shall be subject to the terms of the Edison Lease and shall terminate upon termination of the Edison Lease, unless the Edison Parcel is acquired or leased by any Owner or an Affiliate of any Owner or Permittee, in which event the easements shall continue to benefit and burden the Edison Parcel and benefit the other Parcels. 3.2.3 City Parcel. With respect to the City Parcel, the easements granted by Section 3.1 shall be subject to the terms and conditions of the City Easement, unless the City Parcel is acquired or leased by any Owner or an Affiliate of any Owner or Permittee, in which event the easements shall continue to benefit and burden the City Parcel and benefit the other Parcels. 3.3 Unimpeded Access Between Parcels. Except as provided in Section 4.3.5, the Owners covenant that at all times free access between each Parcel and the remainder of the Project will not be impeded and will be maintained. Except as specifically depicted on the Site Improvement Plan or as may be approved in writing by the affected Owners, no fence, division, -13- HACHMi FolderAC051w(04210)1Sc0a Twa Lease(020)1Docs\REA 101111 SEC(cleaa)dx Item 7. - 64 HB -252- partition, rail, or obstruction shall be placed, kept, permitted, or maintained between the legal lots comprising the Project or between any subsequent division thereof or upon or along any of the common property lines of any portion thereof, except within the confines of Building areas, and except as may be required at any time and from time to time in connection with the construction, maintenance, and repair of the Common Area, 3.4 Use by Permittees. The use of all easements provided for in this Section 3, and the use of the entire Common Area will, in each instance, be perpetual, nonexclusive and irrevocable, and for the use and benefit of all Permittees. 3.5 Unauthorized Use and Closure of Common Area. Each Owner hereby reserves the right to eject or cause the ejection from the Common Area on its Parcel of any Person or Persons not authorized, empowered or privileged to use the Common Area pursuant to this Agreement. Each Owner also reserves the right to close off the Common Area on its Parcel for such reasonable period or periods of time as may be required for repair and maintenance or be legally necessary to prevent the acquisition of prescriptive rights by anyone; provided, however, that prior to closing off any portion of the Common Area, such Owner shall give written notice to the other Owners of its intention to do so, and shall coordinate such closing with the other Owners so that no unreasonable interference with the operation of the Project shall occur. 3.6 Grants of Other Easements. No Owner, nor any Person not an Owner, shall grant an easement or easements for parking or burdening any other Owner's ability to use the Parking Area for parking purposes (e.g., no easement for solar panels in a parking lot that impact a Parry's ability to park in the affected area) for the benefit of any real property that is not located within the Project at the time of such grant. The Owner�of the Mixed Use Parcel shall not grant an easement for use of the parking lot or parking garage on the Mixed Use Parcel for the benefit of any real property that is not located within the Project at the time of such grant. Except as limited herein, each Owner shall at all times have the right to grant non-exclusive rights in, to, over, and across such Owner's Parcel to the Owner of another Parcel within the Project so long as such non-exclusive rights do not impair the rights of any other Owner under this Agreement. 4. PROJECT DEVELOPMENT RESTRICTIONS 4.1 In General. Except as provided herein, an Owner of a Parcel shall be permitted to modify the Site Improvement Plan as to its respective Parcel(s) and construct on its respective Parcel(s) such Buildings or outdoor sales areas, in the locations and exterior configuration as such Owner selects without the approval of any other Owners; provided that the same (i) do not materially impair the ingress to, or egress from, any other Parcel, (ii) conform to all of the provisions and limitations of this Agreement including, without limitation, this Section 4, (iii) are completed in conformity with the Existing Specific Plan, and(iv) are built in accordance with all set backs, zoning and other ordinances of any governmental entity having jurisdiction. 4.2 Common Area. Except as provided in Section 5.2.2 below, unless otherwise agreed in writing by the affected Owner(s), no Owner shall make any changes to the Common Area on such Owner's Parcel that would (i) result in a net loss of parking spaces on such Owner's Parcel, (ii) change the location of a Primary Access Drive on such Owner's Parcel, (iii) result in a material adverse change in the access to another Owner's Parcel, or (iv)result in a -14- H:1Climt Fold=%Cmtm(04210)V3011a Tan Le (020)\D%AREA IDI i I EEC(c1=).d= HB -253- Item 7. - 65 material adverse change in Utility Lines or easements for utilities and drainage benefiting another Owner's Parcel. In addition, but except as provided in Section 5.2.2 below, no portion of the Common Area may be used for Christmas tree sales, shows, carnivals, sales by merchants using vehicles, booths or kiosks, or fireworks sales. Subject to the terms hereof, the Owner of the Costco Parcel may construct and operate a Costco Fueling Facility or Car Wash in the Costco Common Area, in which event, the portion of the Project on which such Costco Fueling Facility or Costco Car Wash is located shall be deemed to be Building Area. Nothing herein shall limit an Owner's development of its Parcel in substantial conformity with the Site Improvement Plan. Notwithstanding any other provisions of this Agreement to the contrary, the Owner of the Costco Parcel and the Owner of the Edison-Costco Parcel shall have the right at any time to restripe parking spaces on their respective Parcels to reduce all or any portion of the parking spaces to nine (9) feet in width, but in no event shall any space sizes be reduced below the standard required by the City. 4.3 Restrictions in Effect For the Benefit of Costco. So long as (i) the Costco Lease is in effect, (ii) a new lease is entered into by Costco, a Costco Affiliate, or a leasehold mortgagee of Costco (including its immediate successor or assignee) or a Costco Affiliate for the Costco Parcel, or (iii) Costco, or a Costco Affiliate, becomes an Owner of the Costco Parcel, and thereafter for the benefit of the successors and assigns of Costco or the Costco Affiliate, the following shall apply: 4.3.1 Existing Specific Plan. Unless otherwise approved in writing by a Majority Interest and the Owner of the Costco Parcel, no Owner shall have the right to construct improvements on the Project beyond those currently permitted under the Existing Specific Plan or to increase the total Gross Floor Area of the Project beyond the size currently allowed pursuant to the terms of the Existing Specific Plan. Any Owner making material changes to the improvements on such Owner's property shall provide notice to the other Owners of the proposed changes prior to submitting such changes to applicable governmental authorities for approval, and prior to the commencement of any such improvements. The Owners agree that the Existing Specific Plan may be modified or amended from time to time and consent to any such amendment shall not be required so long as such amendment (i) does not increase parking demand on the Parcel by more than the then existing parking located on such Parcel or allocated to such Parcel, or (ii)does not increase the Floor Area for the Parcel or the Project permitted under the Existing Specific Plan. 4.3.2 Existing Shared Parking Study. If any Owner desires to make a change in improvements or use, whether or not such change in improvements or use complies with the Existing Specific Plan (including any changes authorized by Section 4.3.1 above), but such change in improvements or use requires an update of the Existing Shared Parking Study, either by the City or other governmental agency, or would reasonably be expected, based upon sound traffic engineering or planning principles, to increase the parking demand beyond the then current demand (or demand contemplated by the then current Existing Shared Parking Study), the proposed change shall not be permitted unless the updated shared parking study prepared at the sole cost and expense of the requesting parry concludes that the proposed change (i) will not result in the proposing Owner's use of the Parking Structure (as defined in Section 9) exceeding the number of spaces specifically allocated to the proposing Owner under the Existing Shared Parking Study, which initial allocations are set forth on the attached Exhibit L, (ii)will not result -15- H:%ClimtFoldas\Costco(04210)lBclia Tarelca (020)0meaEA 1011 I1 BEC(cleae).da Item 7. - 66 HB -254- in an increased use of the parking spaces on any other Owner's Parcel, and (iii) will not result in an increased use of parking spaces in the Parking Structure. If the updated shared parking study so concludes, but another Owner disagrees with the finding of such study, the Owners shall attempt to resolve the disagreement themselves prior to the submission of the parking study to the City. If the disagreement cannot be resolved, then the traffic engineer for the proposing Owner,and the traffic engineer for any disagreeing Owner(s) shall select a qualified independent third party traffic engineer who shall resolve the conflict between the parties and whose decision with respect to the matter shall be final. If the applicable Owners' traffic engineers are unable to agree on the qualified third parry traffic engineer, then any disagreeing Owner(s) shall have the right to submit the selection decision to arbitration pursuant to the provisions of Section 14 of this Agreement. Any parking study prepared at the request of a disagreeing Owner shall be prepared at the sole cost and expense of such other Owner. 4.3.3 Parking. There shall be no fees or charges imposed upon users of the Parking Areas of the Common Area unless the same have been approved in writing by a Majority Interest and the Owner of the Costco Parcel. No designation of Reserved "spaces" may exceed five percent (5%) of the parking spaces on any Parcel; subject to such contrary or more restrictive limitations as may be contained in the Existing Shared Parking Study. 4.3.4 Employee- or Valet Parking. No Owner, other than the Owner of the Costco Parcel or the Edison-Costco Parcel in accordance with all applicable governmental approvals and regulations, shall expressly authorize any employee, valet, or service parking on any portion of the Costco Parcel or the Edison-Costco Parcel. 4.3.5 BTV Parcel. Notwithstanding any provision of this Agreement, any material changes to improvements on the Mixed Use Parcel and the Park Parcel from those depicted on the Site Improvement Plan shall be physically separated from the remainder of the Project so that the same appear to be under separate ownership, operation and control and, except for access drives, there shall be differences in grade, continuous curbs, or other barriers (except for emergency vehicle access points) between such uses and the remainder of the Project. Such physical separations shall be located on the Mixed Use Parcel and the Park Parcel. The residential use of the Mixed Use Parcel shall separately satisfy all governmental requirements on the Mixed Use Parcel, including, without limitation, parking requirements for the residential development. Any material changes to the improvements on the Mixed Use Parcel and the Park Parcel from those depicted on the Site Improvement Plan and approved by Costco in the letter from 3enifer Murillo of Costco to DJM Capital Partners dated September 22, 2011 referencing approval of Village at Bella Terra plans shall be designed so as not to increase the likelihood that owners, tenants, guests, or invitees of any use on the Mixed Use Parcel or the Park Parcel will park on the Costco Parcel, the Edison-Costco Parcel, or in the "Parking Structure" (defined in Section 9 below). The Mixed Use Parcel shall separately satisfy the parking requirements for any commercial/retail improvements in excess of the approximately 17,555 square feet of commercial/retail space currently planned for the Mixed Use Parcel. The currently planned approximate 17,555 square feet of commercial/retail space satisfies the parking requirements under the Specific Plan and Existing Shared Parking Study. Development of the Mixed Use Parcel in conformity with the Site Improvement Plan, the Existing Specific Plan and the current entitlements shall be deemed to satisfy these requirements. However, any material modification of the Site Improvement Plan for the BTV Parcel that changes (i) preferred parking areas for -16- H-\Clime FoldQ9Cogw(04210)NM12 7ma Lean(020)\Daa\REA 101111 BEC(c1=).dac HB -255- ' Item 7. - 67 customers of retail uses in the BTV Parcel, (ii) orientation of improvements, (iii) access drives, curb cuts, or connection points to improvements, or (iv) otherwise adversely impacts traffic circulation or parking on the Costco Parcel or the business operations on the Costco Parcel, shall be approved in advance in writing by the Owner of the Costco Parcel, which approval shall not be unreasonably withheld. 4.3.6 Limited Redevelopment Area. The Owners hereby approve the currently existing improvements located on the BT Parcel within the areas described on the attached Exhibit N (the "Limited Redevelopment Area"). The Owner of the Limited Redevelopment Area shall not make material modifications to the improvements in the Limited Redevelopment Area or redevelop the Limited Redevelopment Area in a manner that changes access points, parking fields, customer entrances, and building orientation, in such a manner so as to materially increase the likelihood that owners, guests, or invitees within the Limited Redevelopment Area will park on the Costco Parcel, the Edison-Costco Parcel, or exceed the allocated number of parking stalls for such area in the "Parking Structure" (defined in Section 9 below) unless such improvements or redevelopment is approved in advance in writing by the Owner of the Costco Parcel, which approval shall not be unreasonably withheld. 4.3.7 Primary Access Drives. Unless otherwise approved in writing by a Majority Interest and the Owner of the Costco Parcel, except as may reasonably necessary in connection with an Owner's repair and maintenance obligations, no Owner shall close, block, or modify the Primary Access Drives. 5. USE RESTRICTIONS 5.1 Prohibited Uses. No part of the Project may be used for the following: 5.1.1 any public or private nuisance; any adult cinema, massage parlor (excluding spas and massage establishments located in other first-class shopping centers, such as Massage Envy), video store or bookstore selling, renting or exhibiting primarily any pornographic, lewd, suggestive or "adult" newspaper, book, magazine, film, picture, representation or merchandise of any kind; 5.1.2 any noise or sound that is reasonably objectionable due to intermittence, beat, frequency, shrillness or loudness (except for construction, maintenance and repair activities as contemplated herein); 5.1.3 any obnoxious odor; 5.1.4 any excessive quantity of dust, dirt, or fly ash; provided however, this prohibition shall not preclude the sale of soils, fertilizers, or other garden materials or building materials in containers if incident to the operation by the Owner of the Costco Parcel or to the operation of a home improvement or general merchandise store; 5.1.5 any fire, explosion or other damaging or dangerous hazard, including the storage, display or sale of explosives or fireworks, but the foregoing shall not prohibit(i)the operation of a Costco Fueling Facility, any other fueling station, or propane sales facility in -17- HACHwl Fo1daAC=w(04210)Shca Te Least(020)9JOCMA 1011)1 BEC(cleao).d= Item 7. - 68 xB -256- accordance with applicable law; or (ii) the sale of fireworks on a temporary basis in connection with civic holidays conducted within the confines of a Building; 5.1.6 any distillation (other than so-called micro-brewing of beer), refining, smelting, agriculture or mining operations; 5.1.7 any mobile home or trailer court, labor camp, junk yard, stock yard or animal raising. Notwithstanding the foregoing, pet shops shall be permitted within the Project; 5.1.8 any drilling for and/or removal of subsurface substances (except for construction,maintenance and repair activities as contemplated herein); 5.1.9 any dumping of,garbage or refuse, other than in enclosed receptacles intended for such purpose (but the same does not prohibit government-required consumer recycling facilities); 5.1.10 any cemetery, mortuary or similar' service establishment, but the foregoing shall not prohibit the sale of caskets; 5.1.11 any automobile, truck, trailer, or recreational vehicle sales, leasing or display which is not entirely conducted inside of a Building, except as provided in Section 5.2.2; 5.1.12 any fire sale, bankruptcy_ sale (unless pursuant to a court order) or auction operation; 5.1.13 any vehicle body and fender repair work; 5.1.14 any church, synagogue, mosque or other place of worship (provided that this limitation shall not apply to a temporary use of any cinema or movie theater that is not regularly recurring); 5.1.15 any hotel,motel or other lodging facility; 5.1.16 any second-hand or thrift stores, or flea markets; 5.1.17 any dry cleaning facilities utilizing hazardous substances with an on- premises plant; or 5.1.18 any industrial operations. 5.2 Non-Interference with Common Area. In order to provide for the orderly development and operation of the Project: 5.2.1 No Owner shall permit any occupant of said Owner's Parcel to carry any merchandise or substance or to perform any activity in relation to the use of such Owner's Parcel which would(i) cause or threaten the cancellation of any insurance covering any portion of the Project or (ii)increase the insurance rates applicable to the Common Area or the Buildings on -18- H.%Climt Foldus%Costw(04210)1Eella Tore Lase(020)1DmAREA 101111 EEC(sleao).dm HB -257- Item 7. - 69 the other Owner's Parcel over the rates which would otherwise apply unless such occupant shall pay the increased insurance cost on demand. 5.2.2 The restrictions under Section 4.2, Section 5.1, or elsewhere within this Agreement shall not be deemed to prohibit (a) the use by an Owner or its Permittees of (i)the sidewalk area on its Parcel adjacent to its Buildings for food or merchandise sales, as an outdoor dining area, or for the storage of its shopping carts, (ii)the Common Areas on its Parcel for the storage of shopping carts, (iii)any portion of its Parcel for one or more outdoor sales areas or temporary promotional activities; (b)the operation of a Costco Fueling Facility or Costco Car Wash on the Costco Parcel; (c)the display for sale by any Owner within the Common Area on such Owner's Parcel of up to five (5) vehicles; or (d) the use by Mrs. Gooch's Natural Food Markets, Inc. (dba Whole Foods), or successor, of the Parking Area adjacent to its premises (as shown on the Site Improvement Plan) for farmers' markets, charitable events, and/or other festivals and events as permitted under the terms of its lease. 5.3 Exclusive Use. So long as the Costco Lease is in effect, a new lease is entered into by Costco or a Costco Affiliate for the Costco Parcel, or Costco or a Costco Affiliate is an Owner of the Costco Parcel, the following shall apply: no portion of the Project (or any real property that in the future may become part of the Project) shall be used or operated (i) as a wholesale or retail general merchandise facility which has a merchandising concept based upon a relatively limited number of stock keeping units in a large number of product categories (the "Merchandising Concept"), (ii) as a grocery store or supermarket that primarily sells food and janitorial products in bulk quantities (a "Wholesale Grocer"), (iii) as a "Wal-Mart store or "Wal-Mart Supercenter" or any other store operated under the "Wal-Mart" brand or under any trade name which shall replace "Wal-Mart," or (iv) support for any facility operating under the Merchandising Concept or as a Wholesale Grocer (i.e., for parking or other necessary improvements for such a facility). The foregoing prohibitions include, but shall not be limited to: (a) any business which operates as a warehouse club (other than a Costco Facility), (b) any business operated under the trade names of Sam's, BJ's, Jetro, Price Smart or Smart and Final, and (c) any business (other than a Costco Facility) similar to those operated under the trade names Costco, Wal-Mart, Sam's, BJ's, Price Smart, Jetro or Smart and Final. Notwithstanding the foregoing, in no event shall any of the foregoing prohibitions prohibit the Costco Parcel and any other property within the Project (or within any real property that in the future may become part of the Project) from being utilized by Costco as a Costco Wholesale warehouse club or any other facility then operated by Costco or by any successor to Costco (collectively, a "Costco Facility"). Each person who currently owns or in the future acquires title to property subject to this exclusive use provision acknowledges that the breach of the foregoing exclusive use provision may cause immediate and irreparable harm for which damages are not an adequate remedy and that, to protect against such harm, any party benefited by this exclusive use provision may seek and obtain from a court of competent jurisdiction the issuance of a restraining order or injunction to prohibit any actual or threatened breach. Such an action for a restraining order or injunction is in addition to and does not limit any and all other.remedies provided by law or equity. Notwithstanding the foregoing, this Section 5.3 is not intended (and shall not be construed) to prohibit any of the following uses on the Project: (A) a traditional neighborhood grocery store operation similar to that conducted on the date of this Agreement by retail grocers -19- H:1CIimt Fold--Costco(04210)1BdI.Tvn Lc (020)1DDUMA 101111 BEC(.1m).da Item 7. - 70 HB -258- such as Ralphs or Whole Foods; (B) a specialty retail store which sells primarily goods in a few specific product categories, such as pet food, sporting goods, office supplies, home goods, home improvements, books, toys, party supplies, craft supplies, apparel, shoes, furniture, appliances or electronics; or (C) a traditional department store, discount department store or junior department store, such as Kohl's,Target,K Mart or JC Penney(but specifically excluding Wal-Mart). 5.4 No Operating_Covenant. Notwithstanding anything to the contrary contained herein, no provision of this Agreement shall be construed to contain a covenant, express or implied, by an Owner or Permittee to open or commence operations of a business on such Owner's Parcel or to continuously operate a business on such Owner's Parcel. Further, an Owner may, without prior notice or consent, cease operations of any business then being operated on its Parcel. Each Owner (for itself and any Permittees of such Owner) hereby acknowledges and agrees that it is not relying upon any other Owner or Permittee to open or operate a business on such other.Owner's Parcel. 5.5 Costco Fueling_Facility and Costco Car Wash. The Owner of the Costco Parcel shall take such actions as may be necessary or appropriate to prevent the queuing or stacking of cars by its customers utilizing the Costco Fuel Facility or any Costco Car Wash from blocking or hindering access (i)within the Primary Access Drives, or (ii) on any other Owner's Parcel. Such actions shall include having an attendant on duty when such facilities are open for business who shall, among other responsibilities, direct and manage the traffic utilizing the facilities. 6. MAINTENANCE OF IMPROVEMENTS 6.1 Maintenance of Buildings. Each Owner shall at all times during the term of this Agreement, at its sole cost and expense, maintain, or cause to be maintained, the exterior of Buildings from time to time located on such Owner's Parcel, in good repair, clean condition and free of trash and debris and graffiti, reasonable wear and tear excepted, subject to Section 7. 6.2 Maintenance of Common Area. Except as provided herein, each Owner shall at all times during the term of this Agreement, at its sole cost and expense, maintain and repair the Common Area located on such Owner's Parcel and keep it in good condition and repair, clean, free of rubbish and other hazards to persons using such area, properly lighted and landscaped (in accordance with City approved landscaping plans). Any unimproved Common Area shall be kept dust and litter-free, except during periods of construction (during such period, construction, protections shall be implemented consistent with the ongoing operation of.a first-class integrated shopping mall). The minimum standard of maintenance for the improved Common Area shall be comparable to the standard of maintenance followed in other first-class developments of comparable size in Orange County, California and in compliance with all applicable governmental laws, rules, regulations, orders and ordinances, and the provisions of this Agreement. All Common Area improvements shall be repaired or replaced with materials at least equal to the quality of the materials being repaired or replaced so as to maintain the architectural and aesthetic harmony of the Project as a whole. Notwithstanding the foregoing, the Owners may agree in writing that one or more Owner shall have the duty and obligation to maintain and repair the Common Area and to charge each participating Owner with its proportionate share of any maintenance and repair costs, in -20- HACliml EoldaACoa1c0(04210)\Bella Tara Lean(020)\DoesVtEA 101111 BBC(d=).dm HB -259- Item 7. - 71 which case the Owner charged with maintenance and repair may also be charged with obligations for restoration of any damage or destruction to the Common Area. However, any delegation of responsibility for repair, maintenance and restoration shall not discharge any Owner from its obligation to maintain, repair and restore the Common Area as provided under Sections 6 and 7 hereof 6.3 Certain Maintenance Responsibilities. The maintenance and repair obligations of each Owner hereunder with respect to its Parcel(s) shall include, but shall not be limited to, the following: 6.3.1 Drive and Parking Areas. Maintaining, cleaning and replacing all paved surfaces and curbs in a smooth and evenly covered condition; such work shall include, without limitation, sweeping, restriping, resealing and resurfacing. 6.3.2 Debris and Refuse. Periodic removal of all papers, debris, filth, refuse, ice and snow, including sweeping to the extent necessary to keep the Common Area in a first- class, clean and orderly condition. All sweeping shall be at appropriate intervals during such times as shall not interfere with the conduct of business or use of the Common Area by persons intending to conduct business with occupants of the Project. 6.3.3 Sign and Markers. Placing, cleaning, keeping in repair, replacing and repainting any appropriate directional signs or markers, including any handicapped parking signs. 6.3.4 Lighting. Maintaining, cleaning and replacing Common Area lighting facilities, including lamps, ballasts and lenses. 6.3.5 Obstructions. Keeping the Common Area free from any obstructions including those caused by the sale or display of merchandise, unless such obstruction is permitted under the provisions of this Agreement. 6.3.6 Sidewalks and Pedestrian Walkway. Maintaining, cleaning and replacing of the Pedestrian Walkway and all sidewalks, including,those adjacent and contiguous to Buildings located within the Project. Sidewalks shall be cleaned and swept at appropriate intervals during such times as shall not interfere with the conduct of business or use of the Common Area. 6.3.7 Landscaping. Maintaining, irrigating and replacing landscaping and keeping landscape irrigation systems in good condition and repair. Maintenance shall include all weeding, fertilizing, pest and disease control and plant replacement, the removal of non-native and/or invasive species, replacement of the original approved plant materials as required, tree trimming, irrigation adjustments, equipment replacements and trash cleanup. The standards for maintenance shall be as set forth in the City Arboricultural and Landscape Standards and Specifications including specifically the maintenance section for public property tree trimming and care. 6.4 Park Parcel. The Owner of the Park Parcel shall improve, maintain and operate the Park Parcel as a first class amenity. Subject to (i) such rules and regulations as the Owner of -21- H:\Cli.t Fddca1Costw(04210)Mdla Tma Lu (020)tDoa1AEA 101111 HEC(c1m)Am . Item 7. - 72 HB -260- the Park Parcel may adopt, and (ii) the periodic reservation of the Park Parcel for special events, the Park Parcel shall be available to Owners and Permitees during daylight hours, seven days per week. 6.5 Verification of Services and Payments. Each Owner shall have the right, at any reasonable time and at its sole cost and expense, upon not less than thirty (30) days' prior written notice, to audit books and accounts relating to the costs incurred related to another Owner's obligations under this Agreement to maintain and operate the Common Area and/or the Parking Structure. An Owner shall exercise such audit right by providing the applicable Owner with written notice of the exercise of such audit right (the "Audit Notice"). Upon the receipt by an Owner of an Audit Notice, the Owner receiving the notice shall instruct its property manager to arrange to promptly meet with a designated employee, agent or contractor of the requesting Owner(the "Representative"). The Owner receiving the notice shall provide the Representative with reasonable access to such Owner's books and records relating to such Audit Notice at the Project or by electronic means in order for the Representative to conduct a preliminary information gathering, review and/or audit of such Owner's books and records. No Owner's books and records may be audited more than once per calendar year unless a subsequent audit reveals a particular discrepancy in which event the prior years' books and records may be audited for such discrepancy. 6.6 City Parcel. Notwithstanding the obligation of each Owner pursuant to the provisions of this Section 6 to maintain the Common Area on such Owner's Parcel, for so long as the Costco Lease is in effect, a new lease is entered into by Costco, a Costco Affiliate, or a leasehold mortgagee of Costco (including its immediate successor or assignee) or a Costco Affiliate, for the Costco Parcel, or Costco; or a Costco Affiliate, is an Owner of the Costco Parcel, and thereafter for the benefit of the successor and assignee of Costco or the Costco Affiliate (except for the obligation of the City under the City Easement), the Owner of the Costco Parcel shall, at its sole cost and expense, maintain, or cause to be maintained and repaired, the Common Area located on the City Parcel and provide insurance and indemnify the City as required under the City Easement. Further, the Owner of the Costco Parcel shall have the right to construct and/or modify improvements located on the City Parcel, at its sole cost and expense, so long as such modifications are in compliance with applicable legal requirements, the City Easement, and the terms of this Agreement. In the event any Owner or an Affiliate of any Owner acquires the City Parcel, such Owner or Affiliate, by taking title, shall be deemed to have bound the City Parcel to the terms of this Agreement as Common Area and shall be deemed the Owner thereof for the purposes of this Agreement. 7. DAMAGE TO IMPROVEMENTS 7.1 Restoration of Common Area. In the event of any damage or destruction to the Common Area on any Parcel, whether insured or uninsured, the Owner with respect to such Parcel, and Costco if the Costco Lease is in effect and requires repair or restoration or, if not, the Owner of the Costco Parcel with respect to the City Parcel, shall restore, repair or rebuild such Common Area with all due diligence as nearly as possible to at least as good a condition as it was in immediately prior to such damage or destruction. Notwithstanding the foregoing, if an Owner with respect to such Parcel, or Costco, if the Costco Lease is in effect, with respect to.the Costco Parcel, elects not to repair, replace, reconstruct or rebuild Building(s) on such Parcel, -22- H:\CHwt F.idmT-Ww(04210)AM1.Tm Lase(020)1Doc MA 101111 BEC(dmn dm HB -261- Item 7. - 73 then such Person shall only be obligated to restore, repair or rebuild such Common Area on such Person's Parcel to the standards set forth in Section 7.3 below; provided, however, such Person shall restore Primary Access Drives in the Common Area (including, as applicable, paving, striping, lighting, curbs, medians, landscaping, curb cuts, and related improvements) on such Parcel (including the main entrances to the Project located on such Parcel) and, additionally, the Owner of the Costco Parcel, or Costco, if the Costco Lease is in effect, shall restore, repair, or rebuild the Common Area improvements located to the north of the "Parking Structure" as defined in Section 9 below. Furthermore, in the event of damage or destruction to the Common Area of the City Parcel, Costco, if the Costco Lease is in effect, or if not, the Owner of the Costco Parcel, shall have the same rights and obligations with respect to the City Parcel as provided in the preceding sentence. In the event of damage or destruction of any improvements located on the Park Parcel, the Owner of the Park Parcel shall have the same obligations as provided in this Section 7 with respect to the Park Parcel as if the Park Parcel were Common Area. 7.2 Restoration of Buildings. In the event of damage to or destruction of the Building(s) on an Owner's Parcel, such Owner may, but shall not be obligated to, restore and reconstruct such Building(s). In the event an Owner so elects, such Owner shall restore and reconstruct such Building(s) to at least as good a condition as it or they were in immediately prior to such damage or destruction. All such restoration and reconstruction shall be performed in accordance with the following requirements, as the same are applicable thereto: 7.2.1 All work shall be performed in a good and workmanlike manner in accordance with Section 2.4, and shall be done such that the Common Areas and Buildings affected continue to conform to and comply with: (i) the plans and specifications prepared therefor as aforesaid; (ii) all applicable requirements of laws, codes, regulations and rules; and (iii) all applicable requirements of this Agreement. Reconstruction based upon the plans for the improvements existing prior to the event of the damage or destruction shall be deemed to satisfy the foregoing requirements so long as then current laws, codes and regulations are satisfied. 7.2.2 All such work shall be completed with due diligence,and at the sole cost and expense of the Owner performing the same. 7.3 Clearing of Premises. Whenever an Owner elects not to restore, repair or rebuild its Building(s) that has or have been damaged or destroyed, such Owner, at its sole cost and expense, and as soon as reasonably possible, shall raze such Building(s) or such part thereof as has or have been damaged or destroyed, clear the premises of all debris, and all areas not restored to their original use shall, at the expense of such Owner, be leveled, cleared and improved with,.at the option of the Owner of such Parcel, either landscaping or parking area, of like standard and design as the Common Area of the Project. -23- H:1Cliwt Foldms\Costw(D4210)Uklla Tara Lp (020)1DMIREA 101111 BEC(c1m)AM Item 7. - 74. xB -262- S. EMINENT DOMAIN In the event any part of the Project, including the Common Area, shall be taken by eminent domain or any other similar authority of law, the entire award for value of the land and improvements so taken shall belong to the Owner whose property was so taken or its tenants, as their leases may provide, and the other Owner (or Owners, as the case may be) shall not claim any portion of such award by virtue of any interests created by this Agreement. However, the other Owner (or Owners, as the case may be) may file a claim with the condemning authority over and above the value of the property so taken to the extent of any damage suffered by such Owner (or Owners, as the case may be) resulting from the severance of such area taken. The Owner whose property was so condemned shall promptly repair and restore in accordance with this Agreement the remaining portion of its Parcel as nearly as practicable to the condition existing just prior to such condemnation without contribution from the other Owners. 9. PARKING STRUCTURE The City parking garage shown on the Site Improvement Plan (the "Parking Structure") is owned by the City and is not specifically a part of the Project. The Owners acknowledge that BT currently operates the Parking Structure pursuant to that certain Operating Agreement for Huntington Center Parking Structure dated March 1, 2004 between BT (as successor-in-interest to Huntington Center Associates, LLC) and the City (the "Operating Agreement"). BT covenants and agrees to perform all of its duties and obligations under the Operating Agreement. The Owners and their Permittees covenant and agree to comply with all rules and regulations relating to the Parking Structure that are or have been validly promulgated by BT, in its role as operator of the Parking Structure or any successor operator. In the event. of damage or destruction of the Parking Structure, the Owner of the BT Parcel shall be obligated to restore, repair and rebuild the Parking Structure, at such party's sole cost and expense, in accordance with the requirements of the Operating Agreement and the provisions of Section 7.1 above. In addition, each Owner and their Permittees shall cause their employees to park only on levels 5 and 6 of the Parking Structure. If levels 5 and 6 of the Parking Structure are full, employees shall park on other levels of the Parking Structure in descending order and as a last resort, on the most remote areas of the surface parking on the Parcel on which they are employed. In no event shall employees (other than employees of the Costco Parcel) park on the Costco Parcel, the Edison-Costco Parcel, or the City Parcel. Each Owner and their Permittees shall take such reasonable actions as BT, the operator of the Parking Structure, or the Owner of the Costco Parcel may request in order to allow all employees' cars to be readily identified as such. Such actions shall include a requirement that employees affix a sticker or similar identification on their vehicles identifying the vehicles as being used by employees of an Owner or Permittee. These stickers shall also include identification numbers or similar designations for the individual employees so that the operator, Owner, or Permittee seeking to enforce the parking restrictions in this Agreement can determine the applicable Owner or Permittee responsible for such employees. In the event any Owner or an Affiliate of any Owner (other than the City) acquires an interest in the Parking Structure; such Owner or Affiliate, by taking title, shall be deemed to have bound the Parking Structure to the terms of this Agreement as Common Area and such .party shall record an annexation agreement specifically annexing the Parking Structure to the terms of this Agreement and such annexation agreement shall include the consent and subordination of any lenders having an interest in the Parking Structure. The annexation -24- HiCli=i FoldaslCosuo(04210)1Bella Tm Lase(020)00CMA 101111 BEC(oleao).doc HB -263- Item 7. - 75 agreement shall also include the obligation of such Owner, at its sole cost and expense, to restore, repair and rebuild the Parking Structure in the event of damage or destruction. In such event, the Parking Structure shall be available for access and parking without charge to all Owners and their Permittees on a non-exclusive basis subject to the terms of this Agreement and the Costco Parcel shall have the right to use two hundred seven (207) parking spaces in the Parking Garage on a non-exclusive basis. Notwithstanding the provisions of Section 7, the new Owner of the Parking Structure shall be obligated to restore, repair and rebuild the Parking Structure and the related Common Area in the event of any damage or destruction of the Parking Structure. 10. EDISON PARCEL The Edison Parcel is currently owned by Southern California Edison and is subject to the Edison Lease. In the event any Owner or an Affiliate of any Owner acquires fee interest in all or any portion of the Edison Parcel, (a) the term "Edison Parcel" shall thereafter include such fee interest and such Person shall be deemed the "Owner" (as defined in Section 1.19) of the portion of the Edison Parcel acquired, (b) Section 3.2.2 shall thereafter be void and of no further force or effect, (c) such Person, by taking title, shall be deemed to have bound the portion of the Edison Parcel acquired to the terms of this Agreement as Common Area, (d) such Person shall record an annexation agreement specifically annexing the portion of the Edison Parcel acquired to the terms of this Agreement, and (e) such Person shall cause such annexation agreement to include the consent and subordination of any lenders having an interest in the Edison Parcel. In such event, the Edison Parcel, or applicable portion thereof, shall be available for access and parking without charge to all Owners and their Permittees on a non-exclusive basis. 11. COSTCO PARCEL. The Costco Parcel is currently owned by BTDJM and is subject to the Costco Lease. In the event Costco, or a Costco Affiliate, acquires fee interest in the Costco Parcel, the term. "Costco Parcel" shall thereafter mean such fee interest and Costco and Costco's successors and assigns shall be deemed the "Owner" of the Costco Parcel. 12. GENERAL PROVISIONS 12.1 Realty Taxes and Assessments. Each Owner shall, at its sole cost and expense, pay when due all real estate taxes and assessments which may be levied, assessed, or charged by any public authority against such Owner's Parcel, the improvements thereon or any other part thereof including, without limitation, the Common Area on its Parcel. In the event an Owner shall deem any real estate tax or assessment (including the rate thereof or the assessed valuation of the property) to be excessive or illegal, such Owner shall have the right, at its own cost and expense, to contest the same by appropriate proceedings, and nothing contained in this section shall require such Owner to pay any such real estate tax or assessment so long as (a) no other Owner's Parcel would be immediately affected by such failure to pay (or bond), and (b)the amount or validity thereof shall be contested in good faith. If the failure to pay (or bond) such tax would affect another Owner's Parcel, such other Owner shall have the right to pay such tax and shall have a lien on the nonpaying Owner's Parcel for the amount so paid until reimbursed -25- H:\Clirnt Foldcs\Caaw(Od210)\Bella 7ma Lease(020)\Uocs1EEA 101111 BEC(cican).dac Item 7. - 76 HB -264- for such payment. Any such lien shall be subject to and junior to, and shall in no way impair or defeat the lien or charge of any Mortgagee. Notwithstanding the foregoing, each Owner of a Parcel which is subject to the Agreement Containing Covenants Affecting Real Property between Redevelopment Agency of the City of Huntington Beach and Huntington Center Associates, LLC which was recorded August 16, 2005 as Instrument No. 2005-000643199 of the Official Records of the County Recorder for Orange County, California, shall refrain from appealing, challenging or contesting in any manner the validity or amount of any tax assessment, encumbrance or lien on such Parcel; provided, however, that such prohibition shall not apply to an appeal, challenge or contesting of an erroneous initial assessment for property tax purposes of such Parcel in the fiscal year of the completion of the improvements to be constructed and/or renovated pursuant to the terms of the Agreement Containing Covenants Affecting Real Property. In the case of any permitted appeal, challenge or contest of an erroneous initial assessment, the contesting Owner shall comply with the obligations of the next proceeding paragraph. 12.2. Indemnification. Each Owner shall indemnify, defend, and save the other Owners harmless for, from and against any and all demands, liabilities, damages, expenses, causes of action, suits, claims, and judgments, including reasonable attorneys' fees and costs, arising from injury or death to person or damage to property that (i)occurs on the indemnifying Owner's Parcel, or (ii) arises out of or relates to the use and enjoyment of another Owner's Parcel by the indemnifying Owner, its employees, contractors, guests or invitees. An Owner shall not be entitled to such indemnification for any damage caused to such Owner by reason of its negligence, recklessness or willful misconduct or the negligence, recklessness or willful misconduct of such Owner's agents, servants, contractors or employees. Without any limitation to the rights and obligations of the Owners under the preceding paragraph, each Owner shall indemnify, defend and save the City harmless for, from and against any and all demands, liabilities, damages, expenses, causes of action, suits, claims, and judgments, including reasonable attorneys' fees and costs, arising from injury or death to person or damage to property that occurs partially or wholly within or to the City Parcel or any improvements thereon, caused by such Owner, its employees, guests or invitees, except that the City shall not be entitled to such indemnification for any damage caused by reason of its sole negligence, recklessness or willful misconduct or the sole negligence, recklessness or willful misconduct of City's agents, servants, contractors or employees. Nothing herein shall be interpreted to modify, reduce, waive, or void any rights granted to City under Section 9 of the City Easement. 12.3 Liability Insurance. Each Owner (and contractors as required pursuant to Section 2.4.2 above, and in such event the provisions in this Section 12.3 shall apply fully to such contractors) shall, severally, at all times during the term of this Agreement, maintain or cause to be maintained in full force and effect an "Occurrence Based".commercial general liability insurance policy covering its Parcel, with an insurance company or companies having an A.M. Best(or equivalent)rating of A- or better, including coverage for any accident resulting in bodily injury to or the death of any person and consequential damages arising therefrom, and a comprehensive property damage insurance policy, each in an amount not less than $5,000,000, as such amount is adjusted to pursuant hereto, per occurrence and including coverage of the -26- H:1CIimt Fo1deMConco(04210)1Bc11a Tm Lr (020)U)Dc.URFa 101111 BEC(cIM).doc HB -265- Item 7. - 77 contractual liability contained in Section 12.2 above. Each Owner's commercial general liability policy with respect to the Common Area on its Parcel shall name each other Owner as an additional insured. Each Owner shall furnish to each other Owner requesting the same in writing evidence that the insurance referred to in this Section 12.3 is in full force and effect. Each Owner shall endeavor to have such insurance provide that the same may not be canceled, reduced below the required minimum or materially amended without at least thirty (30) days prior written notice being given by the insurer to all other Owners. The aforesaid $5,000,000 coverage limit shall be adjusted on the fifth anniversary of Effective Date and every five (5) years thereafter as provided in Section 12.6. The coverage limit maybe further increased from time to time upon the written approval of a Majority Interest and the Owner of the Costco Parcel in accordance with a reasonable recommendation from a commercial insurance broker that has experience with projects located in California that are similar to the Project. In the event of any dispute over the appropriateness of such increased coverage, the dispute shall be resolved by mandatory arbitration pursuant to Section 14 of this Agreement. 12.4 Blanket Insurance. Any insurance required to be carried pursuant to this Section 12 may be carried under a policy or policies covering other liabilities and locations of an Owner; provided, however, that such policy or policies apply to the Parcels required to be insured by this Section 12 in an amount not less than the amount of insurance required to be carried by such Owner with respect thereto, pursuant to this Section 12 which shall contain a per location endorsement. 12.5 Release and Waiver of Subrogation. Each Owner for itself releases the other Owner from and, to the extent legally possible for it to do so on behalf of its insurer, hereby waives any liability for any loss or damage to its property located upon the Project, which loss or damage is of the type covered by fire and extended coverage insurance described in this Section 10, irrespective of any negligence on the part of the other Owner which may have contributed to or caused such loss. If the waiver of subrogation is not effective, each Owner covenants that it will obtain for the benefit of the other Owner an express waiver of any right of subrogation which the insurer of such Owner may acquire against the other Owner by virtue of the payment of any such loss covered by such insurance. In the event any Owner (a "Non-Waiver Owner") is by law, statute or govern mental regulation unable to obtain a waiver of the right of subrogation for the benefit of the other Owner, then, during any period of time when such waiver is unobtainable, the Non-Waiver Owner shall be deemed not to have released any subrogated claim of its insurance carrier against the other Owner, and during the same period of time the other Owner shall be deemed not to have released the Non-Waiver Owner from any claims they or their insurance carriers may assert which otherwise would have been released pursuant to this Section 12.5. If any Owner is unable to obtain such waiver of the right of subrogation for the benefit of the other Owner, such Non- Waiver Owner shall, within thirty (30) days of receiving notice of such inability, give the other Owner written notice of such inability. 12.6 Self-Insurance. Each Owner shall have the right to satisfy its insurance obligations hereunder by means of self-insurance to the extent of all or part of the insurance required hereunder, but only so long as (i) such Owner (or an affiliate providing the insurance) shall have a net worth of at least $250,000,000; and (ii) such Owner (or an affiliate providing the -27- H:\C)i=l Foldas\Cont (04210j\Bclla Tern Lean(020)EDorsVtFA 101111 BEC(c1=).dac Item 7. - 78 HB -266- insurance) shall, upon request, provide a financial statement, prepared in accordance with generally accepted accounting principles, showing the required net worth. The dollar amounts stated in this Section 12.6 shall be adjusted on the fifth anniversary of the Effective Date and every five (5) years thereafter (each, an"Adjustment Date") to a dollar amount which bears the same ratio to the original dollar amount set forth herein as the following-described index figure published for the latest'date prior to the Adjustment Date bears to such index figure published for the latest month prior to the Effective Date. The index figure to be utilized in calculating such adjustments shall be the Consumer Price Index for Urban Wage Earners and Clerical Workers (all Items, all Cities) (1982-84=100), presently published by the United States Department of Labor (the "Index"). In the event the Index shall hereafter be converted to a different standard reference base or otherwise revised, the determination of the percentage increase shall be made with the use of such conversion factor, formula or table for converting the Index as may be published by the Bureau of Labor Statistics or, if said Bureau shall not publish the same, then with the use of such conversion factor, formula or table as may be published by Prentice Hall, Inc. or, failing such publication, by any other nationally recognized publisher of similar statistical information. In the event the Index and/or a conversion factor shall cease to be published, then, for the purposes of this Agreement, there shall be substituted for the Index such other index as the Majority Interest and the Owner of the Costco Parcel shall agree upon. If they are unable to agree, within ninety (90) days, on a new Index after the Index ceases to be published, such matter shall be resolved by mandatory arbitration pursuant to Section 14 of this Agreement. 13. REMEDIES 13.1 Legal Action Generally. If any of the Owners breaches any provision of this Agreement, then any other Owner may institute legal action against the defaulting Owner for specific performance, injunction, declaratory relief, damages, or any other remedy provided by law. All remedies herein or at law shall be cumulative and not inclusive. As used herein, any reference to rights or remedies"at law" or"under applicable law" shall also include any rights or remedies"in equity". 13.2 Injunctive and Declaratory Relief. In the event of any violation or threatened violation by any Owner, tenant, or occupant of the Project (or any portion thereof) of any of the terms, covenants, conditions, and restrictions herein contained, in addition to any other remedies provided for in this Agreement, any Owner shall have the right to enjoin such violation or threatened violation and to bring an action for declaratory relief in a court of competent jurisdiction. 13.3 Owner's Right to Cure or Abate. If any Owner (a "Defaulting Owner") violates any covenant, condition or restriction contained in this Agreement, or permits or suffers any occupant of its Parcel or Building Area to violate any covenant, condition or restriction of this Agreement, then in addition to any other remedy provided for in this Agreement, any Owner(the "Creditor Owner") may demand by written notice (the "Default Notice") that the violation be cured. Except for utility service interruptions or similar emergencies which shall not require advance notice or cure periods hereunder, if the Defaulting Owner does not cure the violation within thirty (30) days after receipt of the Default Notice, or if such default is of a kind which cannot reasonably be cured within thirty (30) days, and the Defaulting Owner does not within -28- HACliml FoldaslCoaw(04210)%Bdl.Tan Lease(020)M)-c X dEA 101111 DEC(0—).dw HB -267- Item 7. - 79 such thirty (30) day period commence to cure such default and diligently thereafter prosecute such cure to completion, then the Creditor Owner (and its agents and employees) shall have the right to (i)pay any sum owed by the Defaulting Owner to the Person entitled thereto, (ii) enter upon the Parcel or Building Area of the Defaulting Owner (or any portion of the Common Area owned by the Defaulting Owner) and summarily abate, remove or otherwise remedy any improvement, thing or condition which violates the terms of this Agreement, and (iii) enter upon the Parcel or Building Area of the Defaulting Owner(or any portion of the Common Area.owned by the Defaulting Owner) and perform any obligation of the Defaulting Owner to be performed thereon. The Defaulting Owner shall, within ten (10) days of written demand by the Creditor Owner, accompanied by appropriate supporting documentation, reimburse the Creditor Owner for all costs and expenses incurred by the Creditor Owner in undertaking any of the actions permitted by clauses (i) through (iii) in the preceding sentence, including without limitation, wages, benefits and overhead allocable to the time expended by any employee of the Creditor Owner in taking such actions, together with interest thereon at the rate equal to the Default Interest Rate, from the date such costs and expenses were advanced or incurred by the Creditor Owner. 13.4 Lien. Any Creditor Owner shall be entitled to a lien against the Parcel of the Defaulting Owner, which lien shall be created and foreclosed in accordance with this Section 13.4. 13.4.1 Creation. A lien authorized by this Section 13.4 shall be created by recording a written instrument (the "Claim of Lien") in the records of Orange County, California, which (i)references this Agreement by recording number, (ii) alleges a specific breach of this Agreement, (iii) states the amount owed by the Defaulting Owner through the recording date of the Claim of Lien, (iv) contains a legal description of the Parcel or Building Area of the Defaulting Owner, and (v) is executed and acknowledged by the Creditor Owner. 13.4.2 Amount. A lien created pursuant to this Section 13.4 shall include (i)the amount stated in the Claim of Lien, (ii) all costs and expenses incurred in creating and foreclosing such lien (including attorneys' fees and costs), (iii) all amounts which become due from the Defaulting Owner (or its successors or assigns) to the Creditor Owner after the date the Claim of Lien is recorded, whether such amounts arise from a continuation of the default alleged in the Claim of Lien or from some other default under this Agreement, and (iv) interest on all of the foregoing at the Default Interest Rate. 13.4.3 Priori . The priority of a lien created pursuant to this Section 13.4 shall be established solely by reference to the date the Claim of Lien is recorded, and, accordingly, the same shall be junior to any deed of trust or similar security instrument recorded after the date of this Agreement and prior to the recordation of any such Claim of Lien. 13.4.4 Extinguishment. If the Defaulting Owner cures its default, and pays all amounts secured by a lien created pursuant to this Section 13.4, the Creditor Owner shall record an instrument sufficient in form and content to clear title to.the Parcel or Building Area of the Defaulting Owner from the Creditor Owner's lien. -29- H9CH.t Fold.ACm (04210)1Bclle T—L—(020)U)MS tHA 101111 BEC(dm).doo Item 7. - 80 HB -268- 13.4.5 Foreclosure. A lien created pursuant to this Section 13.4 shall be foreclosed judicially, in the same manner as provided for foreclosure of a mortgage or deed of trust of real property in the State of California. 13.5 Personal Obligation. Each Owner and Permittee, by acceptance of the deed to, lease of or other conveyance of all or a portion of a Parcel or Building Area or interest therein, shall be deemed to covenant and agree to be personally bound by this Agreement. Any sum not paid, or other obligation not performed when due, together with interest payable hereunder, and all costs and attorneys' fees incurred in connection with collection, shall be the personal obligation of the Person or Persons who were the Owners and/or Permittees of the Parcel at the time the payment or obligation became due. The personal obligation shall not be released by any transfer of the Parcel subsequent to the date such payment or obligation became due, but such obligation shall run with the land and shall be binding upon any successor Owner. 13.6 Remedies Cumulative. The remedies provided in this Section 13 are in addition to any remedies available elsewhere in this Agreement or under applicable law. Exercise of one remedy shall not be deemed to preclude exercise of other remedies for the same default, and all remedies available to an Owner may be exercised cumulatively. 14. ARBITRATION 14.1 Applicability. Any dispute, controversy or claim arising out of this Agreement which is specified to be settled by arbitration shall be settled by expedited mandatory arbitration as set forth in this Section 14. If the parties agree, other claims may also be settled by arbitration in accordance with this Section 14. The arbitration shall be governed by the International Institute for Conflict Prevention and Resolution Rules for Non-Administered Arbitration (the "CPR Rules"). In the case of contradiction between the provisions of this Agreement and the CPR Rules, this Agreement shall prevail. In the event the CPR Rules shall cease being in effect or are materially modified so as to be inapplicable to the matters set forth in this Agreement which are to be decided by arbitration, the parties shall agree upon substitute rules as similar as possible to the CPR Rules and if they are unable to do so promptly, an Owner may apply to the courts of general jurisdiction in the Governing Jurisdiction to designate such substitute rules. If such court fails or refuses to do so,the matter in question shall not be subject to arbitration. 14.2 Notice of Demand. Either party may demand arbitration by notifying the other party in writing in accordance with the notice provisions of Section 14.2. The Notice shall describe the reasons for such demand, the amount involved, if any, and the particular remedy sought. 14.3 Response. The party that has not demanded arbitration shall respond to the Notice of demand within ten (10) business days of receipt of such Notice by delivering a written response in accordance with the Notice provisions of Section 14.2. The response shall also describe counterclaims, if any, the amount involved and the particular remedy sought. 14.4 Selection of Arbitrator. The panel shall consist of a single arbitrator, upon whom the parties.shall attempt to agree pursuant to Rule 5.3 of the CPR Rules. In the absence of agreement of the parties, the arbitrator shall be selected pursuant to Rule 6 of the CPR Rules. -30- HiClimt Foldws\Cosaoo(04210)1Ee11a Te Lease(020)UDocs1REA 101111 BEC(6m).dw HB -269- Item 7. - 81 14.5 Arbitration Hearing; Discovery; Venue. The arbitration hearing shall commence within thirty (30) days after selection of the arbitrator. The hearing shall in no event last longer than two (2) days. There shall be no discovery or dispositive motion practice (such as motions for summary judgment or to dismiss or the like) except as may be permitted by the arbitrator, and any such discovery or dispositive motion practice permitted by the arbitrator shall not in any way conflict with the time limits contained herein. The arbitrator shall not be bound by any rules of civil procedure or evidence, but rather shall consider such writings and oral presentations as a reasonable business person would use in the conduct of that business person's day to day affairs, and may require the parties to submit some or all of their case by written declaration or such other manner of presentation as the arbitrator may determine to be appropriate. It is the intention of the parties to limit live testimony and cross examination to the extent absolutely necessary to insure a fair hearing to the parties on significant and material issues. Venue of any arbitration hearing pursuant to this Section 14 shall be in Orange County, California. 14.6 Decision. The arbitrator's decision shall be made in no later than ten (10) business days after the commencement of the arbitration hearing. Absent fraud, collusion or willful misconduct by the arbitrator, the award shall be final and judgment may be entered in any court having jurisdiction thereof. The arbitrator may award specific performance of this Agreement. The arbitrator may also require remedial measures as part of any award but shall not have the authority to award and shall not award punitive damages to any parry. The arbitrator in his or her discretion may award attorneys' fees-and costs to the more prevailing parry. 15. MISCELLANEOUS 15.1 Notices. Any notice, payment, demand, offer, or communication required or permitted to be given by any provision of this Agreement shall be deemed to have been sufficiently given or served for all purposes if sent by registered or certified mail (return receipt requested), postage and charges prepaid, or by Federal Express or other reputable overnight delivery service requiring a signature upon receipt, addressed as follows: To BT or BTDJM: c/o DJM Capital Partners, Inc. 60 S. Market Street, Suite 1120 San Jose, California 95113 Attn: Eric Sahn Fax No.: (408) 271-0377 with a copy to : Seed Mackall LLP 1332 Anacapa Street, Suite 200 Santa Barbara, California 93101 Attn: Barton E. Clemens, Jr., Esq. Fax No.: (805) 962-1404 To Costco: Costco Wholesale Corporation 999 Lake Drive Issaquah, Washington 98027 Attn: Project Management(Legal Department) Fax No.: (425) 313-8105 -31- HaClimt Foldas%Costw(04210NBdla 7ma Luse(020)IDocs1REA 101111 BEC(okm).dw Item 7. - 82 HB -270- with a copy to: Voss, Cook& Thel LLP 895 Dove Street, Suite 450 Newport Beach, California 92660 Attn: David A. Lurker,Esq, Fax No.: (949)435-0226 To BTV: Bella Terra Villas LLC c/o UDR, Inc. 1745 Shea Center Drive, Suite 200 Highlands Ranch, Colorado 80129 Attn: Matthew Akin, Sr. Vice President Fax No.: (720)283-2454 Bella Terra Villas LLC c/o UDR, Inc. 1745 Shea Center Drive, Suite 200 Highlands Ranch, Colorado 80129 Attn: Warren Troupe, Sr. Executive Vice President Fax No.: (720) 283-2451 with copy to: Morrison& Foerster,LLP 555 West Fifth Street, Suite 3500 Los Angeles, California 90013 Attn: Thomas R. Fileti, Esq. Fax No.: (213) 892-5454 Any such notice shall be deemed to be given on the first date on which it is received or receipt thereof is refused. 15.2 Binding Effect. All of the limitations, covenants, conditions, easements, and restrictions contained herein shall attach to and run with the Parcels, and shall, except as otherwise set forth herein, benefit or be binding upon the successors and assigns of the respective Owners; provided, however, that, such limitations, covenants, conditions, easements and restrictions shall be binding upon, enforceable against, and enforceable by each Owner only with respect to the respective successive periods in which such Owner is an Owner and with respect to obligations which accrue during their respective period of ownership. This Agreement and all the terms, covenants and conditions herein contained shall be enforceable as equitable servitudes in favor of said Parcels and any portion thereof. 15.3 Attorneys' Fees. In the event of any action between the Owners for a breach of or to enforce any provision or right hereunder, the non-prevailing Owner in such action shall pay to the prevailing Owner all costs and expenses, expressly including, but not limited to, reasonable attorneys' fees and costs incurred by the successful Owner in connection with such action, including without limitation all fees and costs incurred on any appeal from such action or proceeding. -32- H1CIiw Folds Cogw(04210)tUh Tma Lease(020)1DocsiREA 101111 BEC(d=).dw xB -271- Item 7. - 83 15.4 Breach Shall Not Permit Termination. It is expressly agreed that no breach of this Agreement shall entitle any Owner to cancel, rescind, or otherwise terminate this Agreement, and such limitations shall not affect in any manner any of the rights or remedies which the Owners may have by reason of any breach of this Agreement. 15.5 Breach - Effect on Mortgagee and Right to Cure. A breach by any Owner of any of the covenants or restrictions contained in this Agreement shall not defeat or render invalid the lien of any Mortgage made in good faith, but all of the foregoing provisions, restrictions, and covenants shall be binding and effective against any Owner of any portion of the Project, or any part thereof, who acquires title by foreclosure or trustee's sale or by deed in lieu of foreclosure or trustee's sale. Notwithstanding any other provision in this Agreement for notices of default, the Mortgagee of any Owner in default hereunder shall be entitled to notice of said default, in the same manner that other notices are required to be given under this Agreement; provided, however, that said Mortgagee shall have, prior to the time of the default, delivered written notice to the Owner(s) giving said notice of default of the Mortgagee's mailing address. In the event that any notice shall be given of the default of an Owner and such Defaulting Owner has failed to cure or commence to cure such default as provided in this Agreement, then and in that event the Owner giving such notice of default is obligated pursuant to this Section 15.5 to give such Mortgagee (which has previously given the above stated notice to such Owner) under any Mortgage affecting the Parcel of the Defaulting Owner an additional notice, given in the manner provided above, that the Defaulting Owner has failed to cure such default and such Mortgagee shall have thirty (30) days after said additional notice to cure any such default, or, if such default cannot be cured within thirty (30) days, diligently to commence curing within such time and diligently pursue such cure to completion within a reasonable time thereafter. Giving of any notice of default or the failure to deliver a copy to any Mortgagee shall in no event create any liability on the part of the Owner so declaring a default. 15.6 Effect on Third Parties. Except for Section 15.5, which is for the benefit of Mortgagees, the rights, privileges, or immunities conferred hereunder are for the benefit of the Owners and not for any third party. 15.7 No Partnership. Neither this Agreement nor any acts of the Owners shall be deemed or construed by the parties hereto, or any of them, or by any third person, to create the relationship of principal and agent, or of partnership, or of joint venture, or of any association between any of the Owners. 15.8 Modification; Amendment. No modification, waiver, amendment, discharge, or change of this Agreement shall be valid unless approved in writing by (a) a Majority Interest of the Owners, and (b)the Owner of the Costco Parcel for so long as (i) the Costco Lease is in effect, (ii) a new lease is entered into by Costco, a Costco Affiliate, or a mortgagee of Costco (including its immediate successor or assignee) or a Costco Affiliate, or (iii) Costco, or a Costco Affiliate, is the Owner of the Costco Parcel, and thereafter for the benefit of the successors and assigns of Costco or the Costco Affiliate. Further, unless approved in writing by the Owner of the Mixed Use Parcel, no modification, waiver, amendment, discharge, or change of this Agreement that (a) amends Section 4.2, or (b) (i) changes the use restrictions contained in -33- H:1CIimt FoldersXCoatco(04210)iBdia Tm l.case(020)1DXAREA 101111 BEC(c1=).dm Item 7. - 84 xB -272- Section 5 hereof, (ii) changes provisions relating to the allocation of costs of maintaining or repairing the Common Area, or (iii) materially adversely affects the Mixed Use Parcel, shall be valid. No modification, waiver, amendment, discharge or change of this Agreement that materially adversely affects the Park Parcel shall be valid unless approved in writing by the Owner of the Park Parcel. Any change, modification, waiver, or amendment which is made without such written consent shall be null and void and of no effect. 15.9 Severability. In the event any term, covenant, condition, provision, or agreement contained herein is held to be invalid, void, or otherwise unenforceable, by any court of competent jurisdiction, such holding shall in no way affect the validity or enforceability of any other term, covenant; condition, provision, or agreement contained herein. 15.10 Governing Law. This Agreement and the obligations of the Owners hereunder shall be interpreted, construed, and enforced in accordance with the laws of the State of California. 15.11 TerminoloQy. All personal pronouns used in this Agreement, whether used in the masculine, feminine, or neuter gender, shall include all other genders; the singular shall include the plural and vice versa. 15.12 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original agreement, and all of which shall constitute one Agreement. 15.13 Captions. Section and section titles or captions contained herein are inserted as a matter of convenience and for reference, and in no way define, limit, extend, or describe the scope of this Agreement or any provisions hereof. 15.14 Consent. In any instance in which any Owner shall be requested to consent to or approve of any matter with respect to which such Owner's consent or approval is required by any of the provisions of this Agreement, such consent or approval or disapproval shall be given in writing, and shall not be unreasonably withheld, conditioned or delayed, unless the provisions of this Agreement with respect to a particular consent or approval shall expressly provide otherwise. 15.15 Estoppel Certificate. Each Owner hereby severally covenants that within thirty (30) days of the written request of any other Owner it will issue to such other Owner or to any prospective Mortgagee or purchaser of such Owner's Parcel an estoppel certificate.stating: (a) whether the Owner to whom the request has been directed knows of any default under this Agreement and if there are known defaults specifying the nature thereof; (b) whether to its knowledge this Agreement has been assigned, modified or amended in any way (and if it has, then stating the nature thereof); and (c) whether to the Owner's knowledge this Agreement as of that date is in full force and effect. 15.16 Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or dedication of any portion of the Project to the general public or for the general public or for any public purpose whatsoever, it being the intention of the Owners that this Agreement shall be strictly limited to and for the purposes herein expressed. -34- Hi%Cli.t Foldcs%Cww(04210)lBdi.T=L—(020)1Doos1REA 101111 BEC(d=)Aw xB -273- Item 7. - 85 15.17 Release. If an Owner shall sell, transfer or assign its entire Parcel or its interest therein, it shall, except as provided otherwise in this Agreement, be released from its unaccrued obligations hereunder from and after the date of such sale, transfer or assignment. It shall be a condition precedent to the release and discharge of any grantor or assignor Owner that the following conditions are satisfied: (a) such grantor or assignor shall give notice to the other Owners of any such sale, transfer, conveyance or assignment promptly following the filing for record of the instrument effecting the same; and (b)the transferee shall execute and deliver to the other Owners a written statement in a form suitable for recording in the appropriate County Recorder's office in which: (i)the name and address of the transferee shall be disclosed; and (ii)the transferee shall acknowledge its obligation hereunder and agree to be bound by this Agreement and perform all obligations hereunder in_accordance with the provisions of this Agreement. Failure to deliver any such written statement shall not affect the running of any covenants herein with the land, nor shall such failure negate, modify or otherwise affect the liability of any transferee pursuant to.the provisions of this Agreement, but such failure shall constitute a default by the transferee hereunder. Notwithstanding anything in this Section to the contrary, it is expressly understood and agreed that no such sale, transfer or assignment shall effectuate a release pursuant to this Section until such successor in interest to the transferor Owner has executed and recorded in the appropriate County records an instrument whereby such successor in interest agrees to be fully bound under the provisions of this Agreement in the place and stead of the transferor Owner. No Owner of a Parcel nor any of the persons comprising such Owner (whether partners, members, shareholders, officers, directors, trustees, employees, beneficiaries or otherwise) shall ever be personally liable for any judgment obtained against such Owner for any breach of any obligation hereunder. 15.18 Time of Essence. Time is of the essence with respect to the performance of each of the covenants and agreements contained in this Agreement. 15.19 Entire Agreement. This Agreement and the exhibits hereto contain all the representations and the entire agreement between the Owners with respect to the subject matter hereof. Any prior correspondence, memoranda or agreements are superseded in total by this Agreement and the exhibits hereto. The provisions of this Agreement shall be construed as a whole according to their common meaning and not strictly for or against any Owner. This Agreement is not, however, intended to supersede the provision of any lease as between an Owner and its tenant. 15.20 Excuse for Non-Performance. Each Owner shall be excused from performing any obligation or undertaking provided in this Agreement, except any obligation to pay any sums of money under the applicable provisions hereof (unless such payment is conditioned upon performance of any obligation or undertaking excused by this Section), in the event and so long as the performance of any such obligation is prevented or delayed, retarded or hindered by act of God, fire, earthquake, floods, explosion, actions of the elements, war, invasion, insurrection, riot, mob violence, sabotage; inability to procure or general shortage of labor, equipment, facilities, materials or supplies in the ordinary course on the open market; failure of normal transportation; -35- HdClimt Folders%C.st-(04210)1Bdla Tma Lean(020)0.&REA 101111 EEC(ciem).d« Item 7. - 86 HB -274- strikes, lockouts, action of labor unions; condemnation, requisition; laws, orders of governmental authority; inability to obtain governmental approvals or permits despite the exercise of due diligence and best efforts by an Owner or any other cause, whether similar or dissimilar to the foregoing, not within the reasonable control of such Owner, other than the lack of or inability to obtain funds. 15.21 Mechanics' Liens. In the event any mechanics' liens are filed against the Parcel of any Owner, the Owner permitting or causing such lien to be filed hereby covenants either to pay the same and have it discharged of record, promptly, or to take such action as may be required to reasonably and legally object to such lien, or to have the lien removed from such Parcel, and in all events agrees to have such lien discharged prior to the entry of judgment for foreclosure of such lien. Upon request of any other Owner, the Owner permitting or causing such lien to be filed against any other Owner's Parcel agrees to furnish such security or indemnity conforming to this Agreement as may be required, to and for the benefit of such other Owner, to permit a title endorsement to such Owner's title policy to be issued relating to such Owner's Parcel without showing thereon the effect of such lien. 15.22 Waiver of Default. No waiver of any default by any Owner shall be implied from any omission by any Owner to take any action in respect of such default if such default continues or is repeated. No express written waiver of any default shall affect any default or cover any period of time other than the default and period of time specified in such express waiver. One or more written waivers of any default in the performance of any term, provision or covenant contained in this Agreement shall not be deemed to be a waiver of any subsequent default in the performance of the same term, provision or covenant or any other term, provision or covenant contained in this Agreement. The consent or approval by any Owner to or of any act or request by any other Owner requiring consent or approval shall not be deemed to waive or render unnecessary.the consent to or approval of any subsequent or similar acts or requests. The rights and remedies given to any Owner by this Agreement shall be deemed to be cumulative and no one of such rights and remedies shall be exclusive of any of the others, or if any other right or remedy at law or in equity which any such Owner might otherwise have by virtue of a default under this Agreement, and the exercise of one such right or remedy by any Owner shall not impair such Owner's standing to exercise any other right or remedy. 15.23 Rights of Costco. All rights under this Agreement of Costco shall run for the benefit of Costco and their respective Permittees, successors and assigns, whether by virtue of transfer of the Costco Lease, entry by Costco into a new lease for the Costco Parcel, acquisition of the Costco Parcel, or otherwise, but shall automatically terminate upon the expiration or earlier termination of the Costco Lease unless a new lease is entered into or Costco becomes the Owner of the Costco Parcel. In such case, all rights under this Agreement for the benefit of Costco or the Costco Parcel, including, without limitation, the rights under Section 4.3, shall be permanent and shall run for the benefit of Costco and the Owner of the Costco Parcel,the Owner of the Edison-Costco Parcel and their respective Permittees. Upon the expiration or earlier termination of the Costco Lease, unless Costco enters into a new lease for the Costco Parcel or becomes the Owner of the Costco Parcel, Costco shall execute such documents and take such other actions as may be reasonably requested by any of the other Owners to evidence the termination of such Person's rights under this Agreement. -36- H:1ClimtPoldadCosiw(04210)Zlla Tara Lc (020)0oaWA 101111 BEC(dm).doo HB -275- Item 7. - 87 15.24 Authorization. Each parry represents and warrants to the others that all necessary consents and approvals to the execution of this Agreement have been obtained and that such parry is duly authorized to execute this Agreement. 15.25 Effect of 2005 REA and 2006 REA. From and after the Effective Date of this Agreement, this Agreement shall supersede and replace the terms and provisions of 2006 REA and the 2005 REA in their entirety. 16. REDEVELOPMENT AGENCY CONSENT Pursuant that certain Owner Participation Agreement by and between the Redevelopment Agency of the City of Huntington Beach (the "Agency") and Huntington Center Associates, LLC, a Delaware limited liability company and predecessor in interest to BT ("HCA"), dated effective as of October 2, 2000, as amended by that certain First Implementation Agreement to the Owner Participation Agreement by and between the Agency and HCA, dated as of August 4, 2005, the Agency's consent as to conformance with the Owner Partcipation Agreement is required to amend the 2006 REA. The Agency's consent as to conformance with the Owner Participation Agreement is attached hereto. -37- H:\Client Folders\Costco(04210)\Bella Terra Lease(020)\Docs\REA 101211 BEC COREA-BEC 101111(clean).doc Item 7. - 88 HB -276- IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first set forth above. BELLA TERRA ASSOCIATE ,LLC, a Delaware limited 1'abili co pany By: Name: Title: BTDJM PHASE II ASSOCIATES, , a Delaware limited liability comp By: Name: Title: -38- HAClieot Fo1d=s%Costw(04210)'Bdla T—Learn(020)0=%EA 101111 BEC(dean).dw HB -277- Item 7. - 89 IN WITNESS WHEREOF, the undersigned has executed this Agreement as of the date first set forth above. BELLA TERRA VILLAS LLC, a Delaware limited liability company By: DCO Realty, Inc., a Delaware corporation, its Sole Member By: Warren L. Troupe, President F:\BEC\BTDJWCostco\REA\COREA-BEC 100411(clean).doc Item 7. - 90 HB -278- IN WITNESS WHEREOF, the undersigned has executed this Agreement as of the date first set forth above. COSTCO WHOLES E TION, a Washin 0 By: Name:---/— LIN Title: .,o fA,ct, Secretary -40- CADocuments and Settings\khepwor\Local SettingsUemporary Internet Files\OLK 1 E3\REA 101111 BEC(clean)(2).doc HB -279- Item 7. - 91 LIST OF EXHIBITS Exhibit A-1 Legal Description of BT Parcel Exhibit A-2 Map of BT Parcel Exhibit B-1 Legal Description of Costco Parcel Exhibit B-2 Map of Costco Parcel Exhibit C-1 Legal Description of BTV Parcel Exhibit C-2 Map of BTV Parcel Exhibit D-1 Legal Description of Edison Parcel Exhibit D-2 Map of Edison Parcel Exhibit E-1 Legal Description of Edison-Costco Parcel Exhibit E-2 Map of Edison-Costco Parcel Exhibit F Final Tract Map Exhibit G-1 Legal Description of City Parcel Exhibit G-2 Map of City Parcel Exhibit H Shopping Center Site Plan Exhibit I-1 Legal Description of Primary Access Drives Exhibit I-2 Map of Primary Access Drives Exhibit J Pedestrian Walkway Exhibit K Site Improvement Plan Exhibit L Parking Structure Allocations Exhibit M Utilities Coordination Exhibit Exhibit N Depiction of Limited Redevelopment Area Exhibit 0-1-0-3 Depiction of Storm Water System -41- H.XCGat FoldaslCo (04210)XBclia Tma Lease(020)0=g REA 101111 BEC(d=).d= Item 7. - 92 HB -280- NOTARIAL ACKNOWLEDGMENT AMENDED AND RESTATED CONSTRUCTION, OPERATION AND RECIPROCAL EASEMENT AGREEMENT STATE OF CALIFORNIA ) COUNTY OF SANTA BARBARA ) On October 18, 2011, before me, Barbara Jo Ferguson, a Notary Public, personally appeared Lindsay A. Parton, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and Official seal. MRIBVI commiA JO'Con FERGUSON79109 A-- :�Public Commtaston# 1791 A95 Y Notm California vantuwa County (Seal) MVCWM8VWM=$-291Z HB -281- Item 7. - 93 STATE OF COLORADO } ) ss. COUNTY OF DOUGLAS } On October 5, 2011, before me, Deborah J. Shannon, a Notary Public, personally appeared Warren L. Troupe, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. TAlgy�sj, Deborah J. Shannon, Notary-Public (Seal) ®?•� ;Z C2s �• p N My Commission Expires: January 20, 2015 �► UB •. Q� SS��N EXPIRES Item 7. - 94 HB -282- STATE OF €A-L4F ) COUNTY OF & i v On 0—+ke- f C;� , 20 j , before me, a Notary Public, personally appeared a V- Di i n ho proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument, the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. t 4-51,t 0. f'l I certify under penalty of perjury under the laws of the State of Q140 that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Notary Public (Seal) eon.® i CADocuments and Settings1hepwor\Local SettingsUemporary Internet Files\OLKID EA 101111 BEC(clean)(2).doc HB -283- Item 7. - 95 CONSENT OF THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH The Redevelopment Agency of the City of Huntington Beach hereby consents that the foregoing Amended and Restated Construction, Operation and Reciprocal Easement Agreement is consistent with the Owner Participation Agreement by and between the Redevelopment Agency of the City of Huntington Beach (the "Agency") and Huntington Center Associates, LLC, a Delaware limited liability company and predecessor in interest to BT ("HCA"), dated effective as of October 2, 2000, as amended by that certain First Implementation Agreement to the Owner Participation Agreement by and between the Agency and HCA, dated as of August 4, 2005. The foregoing consent shall not be construed by any party to the Amended and Restated Construction, Operation and Reciprocal Easement Agreement to constitute a modification, waiver, nullification, or amendment to any other agreements by and between the Agency and any such parry. The foregoing consent does not constitute any agreement by the City or the Agency that the construction and operation of the Project are not subject to applicable zoning and building laws and regulations, the Existing Specific Plan, the Existing Shared Parking Study, and other applicable laws and regulations, as the same may exist from time to time. THE CITY OF HUNT GTON BEACH REDEVE OPMEN AGENCY Date: _October 18 ,2011 By: oe 6archio , Chairman ATTEST: A cy Secretary tIEWED AND APPROVED AS TO FORM: Agency General Counsel By: 1 �JeZJe �McGra! ���� APPROVED AS TO FORM: KANE, BAL MER& B By: AgenW Spe Counsel Susan Y. C Item 7. - 96 HB -284- ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On October 18, 2011, before me,P. L. Esparza, Notary Public, personally appeared Joan L. Flynn and Joe Carchio who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. P.L. ESPARZA WITNESS my hand and official seal. Commission# 1857021 i .•+s Notary Public-California z z ' Orange County NIXComm.Expires Aug 4,2013 • (Seal) (Notary Signa e) i i I 1. I xB -285- Item 7. - 97 APPROVAL AND SUBORDINATION The undersigned is currently the holder of the beneficial interest in and under that certain Deed of Trust dated August 15, 2005 (the "Deed of Trust") recorded in the Official Records of Orange County, California (the "Records"), as Document No. 2005000643206 and re-recorded as Instrument No. 2005000732117, as amended by Amendment to Deed of Trust and Amendment to Assignment of Leases and Rents dated June 1, 2006, recorded June 5, 2006 as Instrument No. 2006000376422 in the Records, as further amended by Second Amendment to Deed of Trust and Second Amendment to Assignment of Leases and Rents dated as of July 7, 2006 and recorded on July 10, 2006 as Instrument No. 2006000457378 in the Records, as assigned by Assignment of Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing (First Mortgage) dated July 26, 2006 by and between Capmark Finance Inc., a California corporation, formerly known as GMAC Commercial Mortgage Corporation and Wells Fargo Bank, N.A., as trustee for the registered holders of J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2006-LDP7 recorded September 18, 2006 as Instrument No. 2006000618853, and by Assignment of Deed of Trust and Security Agreement dated July 6, 2009 by and between Wells Fargo Bank, N.A., as trustee for the registered holders of J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2006-LDP7 and the undersigned recorded February 9, 2010 as Instrument No. 2010000062876; and Assignment of Leases and Rents (First Mortgage) dated as of August 15, 2005, recorded on August 16, 2005 as Instrument No. 2005000643211 in the Records as re-recorded as Instrument No. 20050007328118 in the Records to correct the date, as affected by the First Amendment and the Second Amendment; and UCC Financing Statement recorded on June 17, 2011 as Instrument No. 2011000295924 in the Records encumbering the BT Parcel (as defined in the foregoing Agreement) (collectively the "Security Instruments"). The undersigned hereby expressly approves the foregoing Agreement and subordinates the Security Instruments and the beneficial interest thereunder to the terms of the Agreement. Dated: LZI� , 2011 U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE FOR THE REGISTERED HOLDERS OF J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., COMMERCIAL MORTGAGE PASS- THROUGH CERTIFICATES, SERIES 2006- LDP7 By: LNR Partners, LLC, a Florida limited liability company, successor by statutory conversion to LNR Partners, Inc., a Florida corporation, as attorney-in-fact By: lid Name Job Warshaw Its: Prudent -42- COREA 090211 BEC.doc Item 7. - 98 HB -286- I STATE OF FLORIDA ) ) SS: COUNTY OF MIAMI-DADE) This instrument was acknowledged before me, a notary public this,-)P�day of N2ii 2011, by Job Warshaw, a nt,�eei)m,denl of LNR Partners, LLC, a Florida limited liability company, successor by statutory conversion to LNR Partners, Inc., a Florida corporation, as attorney-in-fact for U.S. BAND NATIONAL, ASSOCIATION, AS TRUSTEE FOR THE REGISTERED HOLDERS OF J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-LLDP7, on behalf of the trust. He 3 _personally known to me or_has produced a driver's license as identific tion `` \t t 11111 U , tixplref•. %; Notary is 01/17/2015 = Print Name: Xio Abn:z NOTARY PUBLIC I = My Commission Expires''?( 1-11 2j::�AS Commission # ' F OF F Lcj\< -43 COREA 090211 BEC.doc HB -287- Item 7. - 99 EDIT"A-1" LEGAL DESCRIPTION OF BT PARCELS In the City of Huntington Beach, County of Orange, State of California,being Parcels 2, 4, 5, 6,7 and 8 of Parcel Map No. 2003-163 as per map filed in Book 358, Pages l through 9, inclusive, of Parcel Maps and Parcel 4 of Lot Line Adjustment No. 10-006,recorded QC-A' . 21 a 2Q 1 as Instrument No. 20110C1052-1 CVji of Official Records, both in the office of the County Recorder of said county. As shown on Exhibit"A-2"attached hereto and by this reference made a part hereof. AND SU�LF Rory i s, No.6654 Rory S.Williams ; Date: lI No.6654 9TFOF CAS-1F0� September 26,2011 WO No.3337-1X Page 1 of 1 H&A Legal No.7769 By:R.Williams Checked By:L.Gaston Item 7. - 100 HB -288- EXHIBIT !A-2 Sketch to Accompany Legal Description BEACH BOULEVARD PARCEL 4. - �yi, LLA: NO. 10-006 ' ® INS-T. . NO. W INDICATES PARCELS PER 2011 , O.R. Z PM 2003-163, P.M.B. 358/1=9 , ,,,IJ I .> W. M.. �\ i I Cl j W Lu W w ;2 J HUNSAKER & ASSOCIATES I R V I N E , I .N C . BT PARCELS PLANNING ■ ENGINEERING a SURVEYING Three Huahm•kvkm4 CA 92678•Pkt(949)SaMGM •rx(949)SS-=9 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE.STATE OF CAUFORNIA °Aw- 9-26-11 0 — 1 R. NLUAMS a,.° L. GASTON SCALE 1 e= 400' W.O. 33371X I I \BELLA TERRA\LD\7769—BT—CEREA\SHTO1, clwg H&A LEGAL No. 7769 SHEET 1 OF 1 HB -289- Item 7. - 101 EDIT"B-1" LEGAL DESCRIPTION OF COSTCO PARCEL In the City of Huntington Beach, County of Orange, State of California, being Parcels 1 and 2 of Lot Line Adjustment No. 10-006, recorded OCtobec- 2k i 281 as instrument -No. 2011 p0052-1Ct5 Jof Official Records in the office of the County Recorder of said county. As'shown on Exhibit"B-2"attached hereto and by this reference made a part hereof. \,AN D ry No.6654 Rory S.Williams Date: 1 No.6654 �Q. OF Cp1.1F0�� September 26,2011 WO No.3337-1X Page 1 of 1 H&A Legal No.7770 By:R.Williams Checked By:L,Gaston Item 7. - 102 HB -290- EXHIBIT '113-2" Sketch to Accompany Legal Description CENTER AVENUE N 71/ L.L.A. NO. 10-006 V i": :7 P% PARCEL o-.-. -,I r% Lu INST. -NO. 2011 O.R. I i ,� . ................ ... ........... ... ........... _j ... F Ll 56 EDINGER AVENUE HUNSAKER & ASSOCIATES I k V I N E j I N C . COSTCO PARCEL PLANNING - ENGINEERING a SURVEYING PvW MqIM-MW4 CA 92610 -I (949)593-IM-M f949)58w" CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNIA DAM R. MLLIAMS L, GASTON SCALE: 1*= 200' W.O. 3337AX IF"1-.\BELLA TERRA\LD\7770—COSTCO—CORP 1 SHEET 1 0 ._�sht01.dwg H&A LEGAL No. 7770 HB -291- Item 7. - 103 EXHIBIT"C-1" LEGAL DESCRIPTION OF BTV PARCEL In the City of Huntington Beach, County of Orange, State of California,being Parcel of Lot Line Adjustment No.10-006,recorded-(]c} 21 - 20H - as Instrument No.-2011 00CF52-1 q5t of Official Records in the office of the County Recorder of said county. As shown on Exhibit"C-2"attached hereto and by this reference made a part hereof. LAND sv� G Rory S. itliamms S.No.6654 j Rory S.Wiliiams Date: if No.6654 -9�OF CA1-�F� September 26,2011 WO No.3337-1X Page 1 of 1 H&A Legal No.7771 By:R.Williams Checked By.L.Gaston Item 7. - 104 HB -292- EXHIBIT "C®2n Sketch to Accompany Legal Description CENTER AVENUE L.L.A. NO. 10-006 ..... T INST. NO. .�} • ,:BLS.• .... .... ..� ( r, i L � — J PARCEL 3 2011 , O.R. r EDINGER AVENUE 9 NHUNSAKEP, & ASSOCIATES i R V 1 N E , .1 N C . BTV PARCEL PLANNING ® ENGINEERING c SURVEYING Three Hughes.Wine. U 92615.PR(W)50-lMB .M(90)SB3-0759 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE;STATE OF CAUFORNIA DATE 9-26-11 DATE — Bye.;R. WILLIAMS e d L. GASTON SCALE: 1"= 200'. W.O. 3337-1X ME: I:\BELLA TERRA LD 7771—BTV—CORER sht0l.dw H&A LEGAL No. 7771 SHEET 1O HB -293- Item 7. - 105 EXHIBIT"D-1" LEGAL DESCRIPTION OF EDISON PARCEL In the City of Huntington Beach, County of Orange,State of California,being the north 150.00 feet of the south half of the-southeast quarter of Section Fourteen,lbwnship Five South;-Range Eleven West, as shown on a map filed in Book 51, Page 13, of Miscellaneous Maps, in the office of the County Recorder of said county. Except that portion lying east of the'west line of Route 405 (San Diego Freeway) as shown on a map attached to a document recorded September 21, 1977 in Book 12385, Page 1453, of Official Records in the office of said County Recorder. As shown on Exhibit"D-2"attached hereto and by this reference made a part hereof. C 1,AND Sv�GR Rory i ams, .S.No.6654 j Rory S.Williams A Date: No.6654 cPj9�OF CA September 26,2011 WO No.3337-IX Page 1 of 1 H&A Legal No,7772 By:R,Williams Checked By:L.Gaston Item 7. - 106 1­113 -294- EXHIBIT "D-2" Sketch to Accompany Legal Description POi .tl i50t APPROXIMATE LOCATION--OF _OF S. V2 S": 11/4 WEST LINE SIwO. 14, T. :3 S., R. II s OF ROUTE 405 AS SHOWN ON 12385/1453, O.R. -u N'LY UNE S 1 SE 1 ►L--�J SEC 14, M..M. 51113 a 0 ]so.00' CE ZER AVE E 15.00' R%, ... .... ....................... ............. Lij �) t»f:t»f of 0 , i`. m - 7.7 _ Lj EDINGER AVENUE INDICATES PARCELS PER PM 2003-163, P.M.B. 358/1-9 HUNSAKER & ASSOCIATES I R v I N E I N C . EDISON PARCEL PLANNING s ENGINEERINC a SURVEYING 7Mee HuOu-IMA CA M516.PR(949)563-WM.FX(evi)5834 M CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE.STATE OF CAUFORNIA o"'E 9-26-11 o h — 'e'x R. YJILLIAMS e, L. GASTON SCALE t"= 400' W.O.3337-1X F1'�`I:\BELLA FMRA\LD\7 772—EDISON—COREA\SHTO l.dwg I H&A LEGAL No. 7772 SHEET 1 OF 1 HB -295- Item 7. - 107 EXHIBIT E-1 LEGAL DESCRIPTION OF COSTCO LEASE In the City of Huntington Beach, County of Orange, State of California, being that portion of the north 150.00 feet of the south half of the southeast quarter of Section 14, Township 5 South, Range 11 West, as shown on a map filed in Book 51 Page 13, of Miscellaneous Maps, in the office of the County Recorder of said county, described as follows: Beginning at the intersection of the northerly line of said south half with a line parallel and easterly 15.00 feet from the west line of said south half; thence along said north line South 89°32'06" East 1304.85 feet; thence South 0°16'03" West 150.00 feet to the south Iine of said north 150.00 feet; thence along said south line North 89°32'06" West 1304.87 feet to said parallel line; thence along said north line North 0°16'24"East 150.00 feet to the Point of Beginning. 7� cf Rory . W,illi�ms,L. .No.6654 il tG0�'P'N0 Date: __� 0Goo Rory S.Williams No.6654 c1j, �q- 9T�OF CAS\F��� July 23,2010 WO No.3337-1X Page 1 of 2 H&A Legal No.7578 By:R.Williams Checked By:L.Gaston Item 7. - 108 HB -296- EXIII]BIT E-2 COSTCO LEASE Sketch to Accompany Legal Description P.O.B. . . •.1` ..1:... Mt. V 'I{(((f���'�''''''1;���I����I'\�'7l(_I i .. .... . ••I f . '1'.., i.,; i'1. .. .. J LLL. JJJ(-� N 1 N'LY LINE S 1 2 SE 1 4 150.00' SEC 141 M.M. 51 13 ZER AVEIy E--L-- - N89 32 06 W 1304.85 ^ N00°16'24"E 150.00' N00°76'03"E 150,00'-; N89932'05"W 1304.87' ' 1 1 � 0 15.00' M'1 fr �.y r.•� / . I (y 1: �n i 1'L'.. ........ ::. 3. ce N ,� Eu gyUj m•• I I I EDINGER VENUE INDICATES PARCELS PER PM 2003-163, P.M.B. 358/1-9 HUNSAKER & ASSOCIATES I R V I N E I N C . COSTCO LEASE PLANNING o ENGINEERING n SURVEYING Three Hughes - Irvine, CA 92619 -PH:(949)583.1010 - FK(949)583-0759 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNLA DATE: 07-22-10 DATE '— By. R. WILLIAMS or. L. GASTON SCALE: -1"= 400' W.O. 3337-1X E GG M [:\BELLA TERRA\LD\7578\SHT01.dwg H&A LEGAL No. 75781 SHEET 2 OF 2 HB -297- Item 7. - 109 EXHIBIT F SHEET e�L TRACT NO. 17261 �"°N«'�AT THE 1 L0111E F9 LOT . _UNIT$REMENT1AL IN THE CITY OF HUNTiNGTON BEACH,COUNTY OF ORANGE. UNIT$COMMERCIAL STATE OF CALIFORNIA DATE CONDOMINIUM ON LOT T ' ADRISAIM 1EL283 ACRES BEING A SUSDWION OF PARCEL S AS SHOWN AND DESCRIBED IN THAT CERTAW LOT 78ED FM f (ALL OF TENTATIVE TRACT NO.=" UNE ADJUST ENT NQ V-DOB,RECORDED ---..ZON AS I16TRU61W NO, W NAMT N& 2M OF OFFICIAL REOORDB OF ORANGE COUNTY,C JFMLA BOON PAGE HUNSAIMR AND ASSOCIATES IRVINE.INC. n n7ClA DAIY�D� RORY S.VALLIAMA LS,SOU DATE OF SURVEY.MARCH,2011 BY nEwly OWNERSHIP CERTIFICATE SURVEYORS STATEMENT'. RE THE IMASHe40N®,BORR ALL PAR11F5 HAVING ANY RFOOIN TITLE NNTk1:T N THE NAND fOYOR+a BY 1T00 WV, LIES YAP WAY PREPARED BY YE OR INDEI YY RTREDTON ANDS BASED UPON A MD WNW N DO HERMY OCNSDIT m TIE PRFPABATTCI ATD NELORMDON a SAD RAP,AT 3HOOR DBO T E DSMOTIVE CMUWANOC RON TIC R[WAnMMASSOCZA�g0,'INC SIDpM9tlN YAP AM AND LOCAL�ORDMICt AT iNE 60N1FR 181E - wr 1�OF'S dHAWIM Alm O THE�11,014 MARCH VL I HOW t �YlL BE SO Nt PR HEREBY 6EDWIT m THE KM FOR STREET KR IM mum AM ME AS EIM VIT IN THE D5011CIIVE PDRI ONS TAIOMN NRETT GTHEAYS Af7ER ACC6PTA1,AE OF WPRDYEMEAM AND THAT SAD WO AMENS ARE SCWR 116 MIWVXTALLY CO IW CONFORMS 7O PC CONDITIONALLY APPROM TENTATIVE W.HEREBY STAIC THAT THl9 fk1Al.MAP ME MSO HERESY MOTE m THE ON IF HURI M BEACH L THE CASEMENTS PM FVRIO VAIER FACILOES AND APPIRTFRMRE4 AS SEEN HETEON, i ITRE FA1001T FOR iRNRp 90NAI.BAOIEINAIItf AND IYAl1NLENf FiRPRSs AT SI{OWl 1RIOOL 0604 DATE a A tDANIE7 FASBIERT um TIE PMVATE RRNE ABLER AND ADC*HAYS FOR POGO.ESE DICAMMOO AID ETAFAONCY VCH RE ACCESS PLUL"SS Na 061L4 4. TE ACOETS NMn IN,OICB.ACROSS LPN AND THRIADN BE PNVATE 9=3 AID ACCESS HAYS FOR THE PLSPOMC OF NONTORM AND IISFOOTVE OW P&AWANT REMOVAL DECOYS NO IR MW WIN CE WIN REL A FASD NT 41E DR9 SE NDWMr T SHHD110 OF 79►WIC VAM MM CA A K HEREBY WAY AM ROMO ASH TO IM CITY OF ERNLHOIW REACH ALL IDNAAR MgSf NWIT 10 CDDNW AVME. COUNTY BURVEYOR'B CERTIFDATE REM PHASE N AS90dAIM LLO,A DELAWRE UWW UABBITT COMPANY I HELM STATE THAT I NAVE OMNNED INS YAP AND HAVE FWD THAT AIL Ewa MMMOS OF THE SlIBWJM YAP ACT HAVE BEETI LLHRSD NISI AND I AM SATIM SAD MAP 5 7ECB6CMLY WRREET. 8D �; RATED TO---.PAY a .Mt. NAYS NAMFJ IME TOUT IN WRMN LL 6TO6 OPYATIRL OAT-JA/12 E7D�DDDDBf OFF OHphL RIMDS AT 19 t OF THE VHM A DEC)Or TAM�Y MICKY WITBER SAT •COUNTY TREA&IRER-TAX COLL.EL?OR'S CER7IFICATE STATE OF WLLD'QODA1 BT BY: COI NIY O.CRAM Jf' AYE NAMCE AUNIST 7 E LAND 07410Y THIS llHERESY CERT"THAT ACCORDING TO M f RECORDS�THEREOF FOR INPNO UM STAATEE, mom ' COAEIY.IRRILIPAL OR EDCAL TA)ES Ot SPECIAL ASSLSS&III)m COUECI D AS TAXES, DNDEP7 TAIEJ OA SPECIAL AC.SSAIFMs 00=TED A8 TA1Eli NOT YET PAYABLE AND OD COMY 70 TINE RECORDER OF ORMOC OWNTY THAT-TE PROMOS OF INC S1,001"DN RAP ACT HAVE BEEN COMPIIFD MR BERARO1D MGM TO SECURE NOTARY ACKNOWLEDGEMENTS: PAYMENT OVUM OR SPECIAL ASSEctLBNTS m"^•"'AS TARES ON THE LAND COVERED BY 7NB YAP. STATE OF aLPDIRNIA 1 S6 , OATm In_DAY ST .2MI. COUNTY OF"ORANGE 1 ON - -BLYDIE YE -_.PERWRAWY R4PXRe w eMOeor BT APPFMm M PR04ED TOME ON INE OUR'l SAT4'ADIM1' COUNTY TREAq W-TAR CDYCOTOE DEPUTY TREASURES-TAX CDELMM EVDDNGE m TEE TEE PF%OH5 Yii NAHiS ANE tITBXASED TR THE tlfM NSVSWENT AMID ACEROMEDOD TO RE TINY THEY 0=0 INC RARE Y THEN ABRIORCED CAPACCIE4 IPA VAT BY TIOR 9MnI IS ON 7HC RL MAkENT IRE PEROW,OR ENTITY NS'CII BOW W MTDCI THE PERSONS ACRE,EMEWO ICE , RKIORIFFTf. I . CRY•ENQINEI:FTB STATEMENT: I HERESY STAR THAT I IWVE wan THIS MAP AID HAYS i'OLND IT TO BE SIBmywuY N cowo sm PARAGRAPH 6 TRLE�ASOTY Of E TERY EODFA WE LAYS ff 771E STME Of WPDRSM 7N►T THE fDRELVeD PROS OF� RAP CT ANDaO T MWASION M��D BY 09 HAVE VE S CCM¢S90Yf� T NL 81TNES8 MY HAND, . 7XTS"SfA1FRDR ML WE ERCT UPON TE DATE UPON Y6M THE=0 OF ORANGE APPROYEB THE NAP AS SCNATU MY PRBIOPAL PLACE l7F BURNERS N TTOYWOMLY NOTARY PIJR.EC A,COD FOR sW— IN OURRuct SbtWix DASD VU DAY OF 2ML MY COMMISSION DPPRS DIAME P YEA COW1690N NO. IONY CLAIM STY ENGINEER STATE OF CAMMA 1 CITY OF ERMENORN KMH 57: ME 56614 MMT09 DAM 0510/'2011 MINTY OF ORANGE ON -oEFORE ME PERSONALLY CiTY PUANNINQ COMMISSION CERTIFICATE APPFAPED AM PAM lD HE ON RIE BASS OF SAT4ACWRY ECp BCAO� 110 ME TEAT 710Y DOL171®RESALE R IEER AD'HOFPIID WMyfEfi AM M1 ASDT SW AM ON .HEREBY EERTFY VAT I HAW WAD THIS RAP AM HAIEEPoRW RT O BE DERAIX THE S IEE AS 74 THE 01481WElIE TIME PERSOI$OR @ITNY UPON BEIWF RF MNCH DE PF"T ACBFA 1;7OLURD LSE 7OEG11VE RAP A4 FSID MOAa,AYEOFD ND MIg01ED SY l/E 14NiRlOIOs BEAM CITY RNOIH6 tDM1YSS10N .WSiRU1®SL DAM Ttl DAY 7 .TOIL I DFRIFY MIER PDMLT O PERMY CODER THE 1AVS O DIE MIE OF CAL N A,THAT THE IORIMA PARACOMN 5 ME AND CORPFDL 00DpTDp N71FSS MY HARD: SIT a IN BEACH(TI'f PLANOtC COIOISDM 9OlA YY PROOPAL%ACE OF BUSMS N NOTARY A IN COURM CITY CLERICS CERTIFICATE. NY COLOSSaoN EVV.M STATE OF CMFOIWA PNNTED MY COMo6ss1M X0: CRAFTY OF ORNNE E STY OF NRDNFION BEACH S(GNATUAE OMISSIONS I HE7®Y—,,,THAT M OP HAS PRESOM FOR~ALTO TSE ON ORM W THE CITY OF HIMINGTON BEACH AT 111AM TW PURSUANT TO THE PROVISIONS OF SEC"864M(.)(S)(A)6(C)DF THE SUBOMSON MAP ACT,THE MM M 3AD000MMCOM ODD.ST A N� W OFM ILY P/� t NM L M AND VVE V W-p'0 ACCEPT FOlm"a MWATRES;NAVE KEN OMmED, OR BBWF or IRE POBIr,saw ID OPBOAmm THE DEDCJTCI wX gum Iwat5 O EDOIOER AwM WI NIA THE SM ICIARY OF 7"MA. SOMMN CAUFOINA EDISON OD,PAMY,HUM OF A FASNOM FOR ACCESS.LDIDFRORMM ET.ECTRD AND OD UAFM71ON SYLTEHS AND INCIDENTAL PURPOSES.RECORDED,ENE 2-N 1063 IN AID DD AIM 1=71 M Gl9YNT NR MAAIC SBSML YANIDWRL PMUM AS ODICATD. BORN 7 PACE R41,NCMEUFR 20,RO40 AS NSTFUME R NO.BO-04870 OF OPTICIAL RECORDS, iNE OI'/ODMANL APPRIYAD THE WIFOT RAP RRB1Wf m 71E PPOAS>CSS DE aCTgl{6138(�(3X,�OF HOT PIDTT�.L. TE WBO1gM RAP ACM SAID APPROVAL TO TARE E1DDT WON THE APPACIAL OF TR MAP NY TIC NDINTY SOUTHEBI CAUFORNA EDISCN COMPANY.HOLDER OF A u=ERT FOR AD=UNOFR6RODD O CRANL " EEO'TRICAL SLPPLY SYSi61S,'(ONMVNfATTUN SYSTOLS AID DMVJTAL PIARP06EL RECORDED MAY _ A 2011 AS O497R11EE7NT NO.2MIODO247806 OF VMAL KODRM 91T(C STAM WL TAW EFQ.T V. iN PATE UPON YHM THE tONIY CF OBAINE APPN101ET 711E YAP AS �TPOMTON.AND CCOR.RALPARTPWMW COMPOSED OF tANTINGTON t O1,B WALF'm TO o BLVNE�IN THE DAIFD TMJ SPAY Of 29M STATE O'OALPORIA MOLDER OF LYRTAUI OR.US AND VAITA RIGHTS AS REGERVED IN MC DEED .DAM L AVER RECOADm AUO16T 1�,1865 N BOON 7617,PACE E34 OF OFFN7AL RECORDS NOT PLDTTANC MY 01106C OF THE CITY OF NX041C ON BEAM - RT (NPUC'E) Exhibit T-Page 1" Item 7. - 110 HB -298- SHMYOFB - TRACT N�. 17261 S NtRA�I�o SH MONUMENT N0T69 CONTINUER i LETTEP®LOT M-6TI96®AT R9Am 06rANCE FADI Y2 Ala TQIlO�IIISASIYLYAIa 90UI1NFSkAI.Y —tWM�DE1M& IN THE CITY OF HUNTINGTON WWK COUNTY OF ORANGE. tesrm0°"a'rim 30*4DOL LW LVMMERWL STATE OF CALIFORNIA ACREco"D a I ra-wulP r uam NmL Lunt Pm"'"_AxP o . M4 O ACHES N LOT 1 DATUM STATEMEH7: Ia-wao nNP+m IrPE Ala k491a161Ne1D is lrlt i{A n. Al ID. HUN.9A103i AND A950(.YATES IRVINE;NC. Mll OF Ttl7fATAT NE mamMta tNa/1 ARE u=a11ME tNlw�paAOaA NOD�OA1aLIAff t151a1(msp, talc K 1tn YA0. QaOI oe3 vs 6RiN�com was SYmN noRY S.417LLIAIA L.S.GW4 DATE OF SURVEY:APNIL,1011 Na-r lP.V asICIfEIE Ala taae 1W,to tA4 ACCAPa U r U rAaam Lt laP rnt leL TRACt N0.iTSYO AE ataNA N oDatag NP780.'M WM ON WLYS'Y DiOAa fEi TJID LL osc SCALP-r-11W a$WW ar OMMOm Ot"FACM a Prowm SPmNO BOUNDARY AND GPS SHEET n-waD P/ IAAa oat N YOA YDIANnat stNP�tNs aPt aF IIONAtS t a KPIrn w BA319 OF BEARQIOS Aa n,is woaau srAtE anaAr Nu waNart rN"m am ew Pm In a �� taAe*l IaIPL 11E W WM WM MWW ATE W=CN 4E WAIM lEItHA an 14-MW wa AM WMM nW=LL Still M a[ c 0aR n MMITAL OWMM SIAV6'SAOr AM% a/r ma Y SMVr I= MONUMENT NOTES: Pm AfUtMq ax/rc N x oats a 1YC otrNa aWtn tumoalL IO-fam SAW m ta9%nO ufiml,m RL MffADDEN TxAofii wNDaDSI a r r nw m u 1*ff SET 0 AL lkwr �,�'`` AVM G 1,MMMM19100 t 1%WX=OOMM W= ¢ la-/ells LY10E YAP M!L Ata A9lE StaPtD La EN4 P9t tNeQ Na7a meT-ltW. \ - M-EItAN@®At IPDYD AICFs Ala aNTAIVFs Iaaf W PCa RL 1'up.now LL N%CA lEAO,tATA u va to M54 at YIII h Ya-MOMI O M W=WMU R II I=Imam IFAO NIP UW TE PWIM UM UWW TAP Li a"to r sa SGY®is R%tP BE W AT ILL LOT A"om pp own RtOa 191"m CDa�KM Pa PAYS APO Ate aF WFUMIUM .$.\ halos arAa ffi N= m-Rman At Im mF]tmm 6 m ammm-7 ZPJA.KnIm W Na Y5. a iDaPX 1alm • MrAVS wAa II M1 M At WO WMI. P91 RS A1D P®OID AN4£Aa Ofat/11@ IIOW n rat A4 HUNT INGTON MACE DRIVE PPSOP .nCA.S wRa{WMi a01mY Phi aDN9NL YWIIBIf AS NPPA .�y' Y!!-fstAdaW ar Nt�i'nOt R.P!. i NLM N7-INTAILO I1 OY WRIW N Cr 11%MM DI[Cr.IM It"W Wt Cr IM YQON CEMFR� CENTER DRIVE Isec9^r �tt W It W=MVM as K UN AM W NMMIDLY ICIA M SM0511QUFM OFMl'I1LM Y�iIM V 1a `A7'LJ�UE _.p 111nII1R7[TlC2Y1 a --- b1mul R A- --- Ne_6T/OIBYo Ar NIMM AftI3 Ala 1RTNYLT RM N N11 AL M-WAAAm m N11MMM R A UNE 9YS NFt OWN O'TE SCYPI aE CF 46'INRDI taC REr W AE NDIIN NNF IF IM=110 ST WMn IF OE SDUDPASf OIARRI aF 76'0711 N tWWW O SWq RUM n W.Wit 3"RN AE Tammy LE ar m I'm a 8 `-@lsmmi"N an'c70aN"a"6Yt"'PAw's�`vaaP"�`raN POR. IN 1150' S. 1/2 SE 1/4 \\ w-csr®s®erND3lmemtmeEu1ruaaPrNCe 7rBtmimtasPantyaEtr IDIIOI.aNK eNac>,Ydl a I - SEC. i4, T.5 S., R.ii EF t,P.4r1. 51/13 PAML T M a aYuv —————.` -- m rs- ua sr n® Naxse+nl M n 1°c" L� ._ --"---T--�•• NIL-mmu mtar m131s1Cmma _ PARCEL I pr x -- — PARCEL 10 I Na-man mimtSmammamm Comm Kr mnAAONaMn. ue a'w[mDt ei IrEitF 1N 'rl I war saallotaall� RECORD MAP AND DATA NOTR K \ Na I P.M.P.M.2003-163 SangA arvc mA[a14 6.aP1 N 'C II toss l aaal aloe HIM I tarmr (]laYf1>fs anouP arA At 1aIFA EASEMENT NOTES Aram P.H B.358/I-9 I \•` ©AdrJUF3 Nor ltaei/r rm w m lm wm& w I lN[!SJ n ' []NNrJmS taclP At YrAYa®AAiA As Natm R\ DmwAan/o®N tD)tc arr ar taxalcAt erAaL 1.d 1� W laGlE rArO�nw tAnml?CLi467,FYm N PAlILB \ om-EAmlae Pal Na81OAAAa Yacht%!. J N �I PlARCEL 2 I 1 —p i Yw PcA I'rML 1 oNx WAIn CF MN • \\ ®awLr Bras Na Ww NeAna mien iVPmfvN LLAA 1� yQ N Ni/OKJi85 P1AL4L YAP IIMQ l/dDt ill®N pink >mOx Na Dt1t,!al NO IO-OL/6 { Q$ I 1 w ( _ dAP Pact is P orY a aD M,xe aaatY m DaNwt `� m I CffE Y I w o 110 I I' J O ©rDG$MO rA4lnlf rD8 YAaA FNXR .NPMW M1� A laYaa410ALT 111 NR PIED N rAATFL NP�CDIt Na a1G7N1Al�lItRO4S N FA'AN W M aR? Cz7 �x I Na .a Aee:Y NOIf oata+i n I s 3 , I N ( �a Nwo a�u N txt aaNn OF awat \\ K«ACIL= S mm=,m IJ �� I lalat W t a I liA1t7 aQ. I I Y N w lNAIES P P"YAP M 10P7-NQ RID N PA161 \ � atll ly VI-M IN N M 11a9n OF OtANfE ' C.6. O5IIa1A11g wias Yw 1lasY PI-a1t W®III pm ml "4 . c ` i' L---� Nw as ta,rAeO/6-IDN YE CaNK OF aumz r A I INST NO Y 1 �Nae�omOMLPN�aF Drt�tYl 201 AS 1 `\i tAdYnbr PARCEL 4 1° aN uuwwIn an aasA¢p ON maxim LalWl.n r T PARCEL 3 1 3 1 m PA NewdataauerwwNa+manLnNYwNot7K 1 C] O3la Na 71 N tIE Cahn a aRAAa. NO 2 l AY i S a1$ LLA NO. 10-006 If — PARCEL 4 aYNoc� 18 j�-- r'"- ar� —p INmNLD LOT A P.M.?003-1633 �IE. ��•-`- twao'W.-s:taezYata n� I 8 4 PM.B_358/1-9 I —� _ * I� 8 p 8 agar x_ e ,r,a a�A• EDINGER AVOIUE tee°_��,ersN�uwlar"�'issr'L r Narr t®arA mteP aPN�AayW I CrI Ni'G7PN 1�WAa E tlIM Y[C►rANveLRr l —a craln —omw- 5LaER I`,C "a o- --�--- , NNN YN NRPIN TDOaIP llWla YM/aMlalr mWasi antzam rr CD V 1 I� I� (D J • 1 �—' smI>fI•a of a ors ' N I nmum `r TRACT NO. 17261 Umm comMuct& IN THE CRY OF HUNTINGTON BEACH,COUNTY OF ORANGE, CONDOM ON�' STATE OF CALIFORNIA DATUM STA MEA�N %GM CO M" (ALL OF TEWAYM� HUNSNCER AND ASSOCIATES MNF,INQ RECORD DATA MOI6$8ltEET t10EX NAP AND NOTER TRAW NO.028 RORY&W1W L8 OW DATE OF SURVEY.NWICN.2DR acAlPr.ea I1I LLA!�Q.10-006 �� I PARCEL ? �rmm���nn�a�a 1 PARCEL I es I I Il lg 11 �mso o mae wdt�m� I 1 a ( PARCEL 2 1 1 Iee<�[aIt 1 P.M.2003-16.3 l I 1 pwr°Rial a l P.M.B 358/1-9 1 1 ab II q ,?1�. PARCEL 4 ————— c 1 $�"`y3� 1 I�FLA4s ZITS PARCEL 3 �� trl I I � UmAcla h w I '�A perxae aunmco I y w Imaw.vlm Q 1 c 1 1 i W 1 1 I 3eatiemt autmm O tir— I`-1 c � m I I O I L 11 ----°---Q-LPLIH-W �;a [a a a 1 0 ww I —1 ae INST NO. 19cn LOT a k Sj y HQ ` I "s ', 0 II LiyAM omit age 1 I mr,►vrs c 1 r PARCEL 4 ' 11 ° ° I S 4XDr NGtit AVBVUE *° q Iy� [mil a+ aaN pass ��psma• pawl m s na.a ham n - mm oam= m muff DOL�a" ®INGM AVM e1aass EXIHBIT G LEGAL DESCRIPTION OF.CITY PARCEL THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 14,TOWNSHIP 5 SOUTH,RANGE 11 WEST,S.B.B.AND M.,IN THE.CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: Beginning at a point in the Northerly line of the Southwest quarter of the Southeast quarter of said Section 14, Township 5 South,Range 11 West,S.B. B. and M., said point being in a line that is parallel with and 15 feet Easterly, measured at right angles from the West line of the Southeast quarter of said Section 14;thence Southerly,along said parallel line, l50 feet,more or less,to the South--line- of-that -certain--parcel-of--land described..in.the -deed to.Southern California Edison Company, recorded on October 15, 1956 in Book 3675, page 63, of Official Records in the office of the County.Recorder of said County; thence Easterly along said South line to a point in aline that is parallel with and 45 feet Easterly, measured at right angles, from the West line of the Southeast quarter of said Section 14; thence Northerly along said last mentioned parallel line, to a point in a tangent curve concave Southeasterly, having a radius of 71 feet and a central angle'of 90°00' 00" and a length of 111.53 feet, said last mentioned point being 71 feet Southerly, measured along said last mentioned parallel line, from the Northerly line of the Southwest quarter of the Southeast quarter of said Section 14; thence Northeasterly, along said curve 111.53 feet, more or less,to appoint in said last mentioned Northerly line,said point being 116 feet Easterly from the Northwest corner of the Southwest quarter of the Southeast quarter of said Section; thence Westerly along said Northerly line 101 feet to the point of beginning. SUBJECT to an easement for sanitary sewer purposes as granted by Southern California Edison Company to Orange County Sanitation District No. 3, dated October 2, 1959, and recorded in Book 4935, pages 280, of Official Records in the office of the County Recorder of said County. ALSO SUBJECT to an easement for a distribution electric line as granted by Leila James Wharton to Southern California Edison Company, dated August 22, 1952,and recorded in Book 3146,page 107,of Official Records in the office of the County Recorder of said County. ALSO SUBJECT to covenants, conditions, restrictions, reservations, exceptions, encumbrances, rights and easements affecting the above described property whether of record or not, including but not limited to those herein referred to. Exhibit"G-1 -Page 1" Covmem k AZ=ment BcMe®knw=DAL 0fl1611(dmn)-BEC M211(ekm).dm 1413 -301- Item 7. - 113 TOGETHER WITH that certain parcel between Center Drive and 150 foot Southern California Edison right-of-way more particularly described as follows: THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 14, TOWNSHIP 5 SOUTH, RANGE 11 WEST, IN THE RANCHO LA BOLSA CHICA, CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 51, PAGE 13, OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF THE SAID NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 14; THENCE SOUTH 89°29'30" EAST 365.12 FEET ALONG THE SOUTHERLY LINE OF SAID NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 14 TO THE NORTHEASTERLY CORNER OF PARCEL 2 AS DESCRIBED IN THAT CERTAIN ROAD EASEMENT TO THE CITY OF HUNTINGTON .BEACH RECORDED.MAY 11, 1973 IN_BOOK. I0.692. PAGE_415. OF OFFICIAL RECORDERS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID CORNER BEING A POINT IN A NON-TANGENT CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 36.00 FEET A RADIAL LINE TO SAID POINT BEARS NORTH 79053'49" WEST, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE NORTHEASTERLY AND EASTERLY ALONG SAID CURVE THROUGH A CENTRAL OF 80024'19"AN ARC DISTANCE OF 50.52 FEET TO A POINT IN A LINE THAT IS PARALLEL WITH AND 30.00 FEET SOUTHERLY OF, MEASURED AT RIGHT ANGLES FROM THE CENTERLINE OF CENTER DRIVE; THENCE SOUTH 89029'30"EAST 329.98 FEET ALONG SAID.PARALLEL LINE TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 470.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE, SAID CURVE BEING 30.00 FEET SOUTHWESTERLY OF AND CONCENTRIC WITH THE SAID CENTERLINE OF CENTER DRIVE THROUGH A CENTRAL ANGLE OF 14004'12",AN ARC DISTANCE OF 115.42 FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 530.00 FEET, A RADIAL LINE TO SAID CURVE BEARS SOUTH 14034'42" WEST; THENCE SOUTHEASTERLY AND EASTERLY ALONG SAID CURVE, SAID CURVE BEING 30.00 FEET SOUTHWESTERLY OF AND.CONCENTRIC WITH THE SAID CENTERLINE OF CENTER DRIVE THROUGH A CENTRAL ANGLE OF 14004'12",AN ARC DISTANCE OF 130.15 FEET TO A POINT IN SAID SOUTHERLY LINE OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 14; THENCE TANGENT TO SAID CURVE NORTH 89°29'30" WEST 607.58 FEET TO THE TRUE POINT OF BEGINNING. AREA 14,2451-SQUARE FEET Exhibit"G-I -Page 2" Umax&&wti mwBthWmammaDALOS1611(tlgn)-BEC09D211(du4jdoo I i. Item 7. - 114 HB _302- EXHIBIT "G-2t1 SKETCH TO ACCOMPANY LEGAL DESCRIPTION id NO SOLE ' 8 eys�y of W� U � w v 3W , VC z 3 � � M ' 1 � sd b� 5 �� NELY.Ox PoreW 8 'y TRU9 401MY OF "b� .B60fldiilNO Or'ece IR BEG`ikI�IOB 4�� Caeeeat @ Awwff l Ile Melmamw DAL 081611(dan)-HEC MlD(deea).dne HB -303- Item 7. - 115 J ! CITYPARCEL CENTERAVENUE EIA S ) } ) ) S S CL1011 + + + + + + + + P.M.2003-163 + + + + + + + + > > > l 14LA _ + + + + + + + + + + + + + + + + + + + + + + 1 l • LLAI + + + + + + + + + + + + + + _ _ + + P P•4RC4 2 . + + + + + + + + + + + + . rn + + + + + + + "'F"' + + + + + + + + + + + + + + + + + + + + + + + + m .� + + + + + + + + t + + + + + + + + + + + + + + + + + + + + - + + + + + + + + + + + + + + + + + + + + + + + + + + + + LLA'I" + + + + + + + + + + + + + + + + + + + + Z :f + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + + PARCEL 4 + + + + + + + + + + + + + + + + + + + 0 +PM.�1004163+ + + +. +PARCrE17+ + + + + + + + + R. �, 19 + + + + + + + + + + + + +P.M.200Y-16t + + + + + + + + + + m p + + + + + + + + + + + + + + + + + + + + . . . + U P + + + + + + + + + +PARCEL + PARCA 6 + + + + + + PA*CCX�L+B + + + + + + + + + + P.M100 163 -P.M.i1003463 + + + + P A Z003.16J- + m + + + + + + + + + + + + + + + + + + + + + + + + + EDINGER AVENUE LEGEND + + + BELLA TERRA ASSOCIATES,LLC BELLA TERRA VILLAS,LLC CITY OFHUNTINGTON BEACH PARCEL BTDJM PHASE If ASSOCIATES,LLC SOUTHERN CALIFORNIA EDISON PARCEL n 0 PLOTTED BY:Tin Hu h DATE: OcL.05. 2011 10:49:16 AM FILE: F:\0448 En 3 y� \ gineering\OLProjecl\Exh_Miyc\Exh_PorceIID\Erh_erhibilH_SilePoan_COREA.dwg EXHIBIT"I-1" LEGAL DESCRIPTION In the City of Huntington Beach, County of Orange, State of California, being those portions of the Southeast Quarter of Section 14, Township.5 South, Range 11 West, San Bernardino Meridian as shown on a map filed in Book 51,.Page 13 of Miscellaneous Maps and Parcels 1, 2, 3 and 4 of Lot Line Adjustment No. 10-006, recorded 0G ObCf 7-1 2t01 t as Instrument No. 201100052`Cg6 of Official Records, both in the office of the County Recorder of said county described as follows: Beginning at a point on the south line of said Parcel 3,lying South 89°32'06"East 6.00 feet from the southwest comer thereof; thence North 0°16'24" East 680.25 feet; thence South 89°59'37"East 7.50 feet; thence NORTH 389.09 feet; thence North 17°43'49" East 39.40 feet; thence NORTH 97.51 feet; thence North 20°30'08" East 35.57 feet; thence EAST 211.71 feet to a curve concave northwesterly having a radius of 20.00 feet;thence northeasterly 31.42 feet along said curve through a central angle of 90°00'00"; thence NORTH 41.01 feet to the southerly right of way of Center Drive, 60.00 feet wide, as shown on Parcel Map No. 2003-163,filed in Book 358 at Pages 1 through 9, inclusive, of Parcel Maps, in the office of said Countyy Recorder; thence along said right of way, South 89*32106"East 41.00 feet to a line parallel with and 41.00 feet easterly of the line hereinabove described as, "NORTH 41.01 feet'; thence along said parallel line, SOUTH 2O9.42 feet to a point hereinafter referred to as Point "C", said point also being the beginning of a curve concave northwesterly having a radius of 39.00 feet; thence southwesterly 61.26 feet along said curve through a central angle of 90°00'00'; thence WEST 215.16 feet to a curve concave southeasterly having a radius of 17.00 feet; thence southwesterly 26.70 feet along said curve through.a central angle of 90°00'00"; thence SOUTH 352.69 feet; thence South 89°59'37" East 484.42 feet; thence South 79°01'40" East 50.55 feet; thence South 89°59'37" East 171.99 feet to a curve concave northwesterly having a radius of 20.00 feet;thence northeasterly 29.64 feet along said curve through a central angle of 84°54'18"to a reverse curve concave easterly having a radius of 457.00 feet;thence northerly 150.05 feet along said curve through a central angle of 18°48'46" to a reverse curve concave westerly having a radius of 100.00 feet;thence northerly 41.74 feet along said curve through a central angle of 23°54'51'; thence NORTH 403.94 feet to a point on said southerly right of way, said point also being on a non-tangent curve concave northerly having a radius of 530.00 feet, a radial line to the beginning of said curve bears South 13°27'18" West; thence easterly 48.88 feet Revised:October 5,2011 August 19,2011 W O No.3337-1X Page 1 of 5 H&A Legal No.7728 By:L.Gaston/KV Exhibit"I-1 -Page V Checked By:R.Wheeler HB -305- Item 7. - 117 EXHIBIT"I-1" LEGAL DESCRIPTION along said curve through a central angle of 5°1705"to a line parallel with and 48.00 feet easterly of the Iine hereinabove described as, "NORTH 403.94 feet"; thence along said parallel line, SOUTH 72.02 feet to a curve concave northeasterly having a radius of 40.00 feet; thence southeasterly 62.83 feet along said curve through a central angle of 90°00'00"; thence EAST 363.30 feet to a curve concave northwesterly having a radius of 20.00 feet;thence northeasterly 31.42 feet along said curve through a central angle of 90°00'00"; thence NORTH 83.80 feet to a point on said southerly right of way;thence along said right of way, South 89°32'06"East 48.00 feet to a line parallel with and 48.00 feet easterly of the line hereinabove described as "NORTH 83.80 feet"; thence SOUTH 94.45 feet to a curve concave northeasterly having a radius of 28.00 feet;thence southeasterly 43.98 feet along said curve through a central angle of 90°00'00"; thence EAST 253.63 feet to a curve concave southwesterly having a radius of 281.00 feet; thence southeasterly 441.39 feet along said curve through a central angle of 90°00'00; thence SOUTH 425.92 feet to a curve concave northeasterly having a radius of 100.00 feet; thence southeasterly 115.10 feet along said curve through a central angle of 65°56'52"; thence South 6505652" East 453.74 feet to a curve concave southwesterly having a radius of 28.00 feet; thence southeasterly 32.51 feet along said curve through a central angle of 66°31'12"; thence South 0°34'20"West 137.92 feet to the northerly right of.way of Edinger Avenue as shown on said Parcel Map No. 2003-163; thence along said right of way, North 89°32'06".West 32.00 feet to a line parallel with and 32.00 feet westerly of the line hereinabove described as"South 0034120"•West 137.92 feet"; thence North 0°34'20"East 123.54 feet to a curve concave southwesterly having a radius of 28.00 feet; thence northwesterly 32.51 feet along said curve through a central angle of 66°31'12" to a line parallel with and 26.00' feet southwesterly of a line hereinabove described as "South 65°56'52" East 453.74 feet"; thence along said parallel line, North 65°56'52" West 422.81 feet to a curve concave southeasterly having a radius of 20.00 feet; thence southwesterly 39.81 feet along said curve through a central angle of 114°03'08'; thence SOUTH 293.75 feet to said northerly right of way;thence along said right of way, South 85°51'16"West 48.13 feet; to a line parallel with and 48.00 feet westerly of the line hereinabove described as "SOUTH 293.75 feet"; thence along said parallel line, NORTH 321.55 feet to a curve concave southwesterly having a radius of 20.00 feet; thence northwesterly 31.25 feet along said curve through a central angle of 89°31'57"; thence North 89°31'57"West 803.92 feet to a curve concave southeasterly having a radius of 20.00 feet; thence southwesterly.31.42 feet along said curve through a central angle of Revised.October 5,2011 August 19,2011 W O No.3337-1X Page 2 of 5 H&A Legal No.7728 By:L.Gaston/KV Exhibit"I-I-Page 2" Checked By:R.Wheeler Item 7. - 118 HB -306- EXHIBIT"I-1" LEGAL DESCRIPTION 90°0011"; thence South 0°27'52" West 324.75 feet to a point in said northerly right of way hereinafter referred to as Point"A";thence along said right of way, North 89°32'06"West 50.00 feet to a line parallel with and 50.00 feet westerly of the line hereinabove described as "South 0°2752" West 324.75 feet"; thence along said parallel line, North 0°27'52" East 159.56 feet to a curve concave southwesterly having a radius of 20.00 feet; thence northwesterly 31.32 feet along said curve through a central angle of 89°4346"; thence North 89°15'53" West 646.60 feet; thence South 0°27'52"West 191.61 feet to a point in said northerly right of way hereinafter referred to as Point "B"; thence along said right of way North 89°32'06"West 63.00 feet to a line parallel with and 63.00 feet westerly of the line hereinabove described as "South 0°2752" West 191.61 feet"; thence along said parallel line, North 0°2752" East 82.50 feet; thence North 10°51'04" East 49.92 feet to a line parallel with and 54.00 feet westerly of the line hereinabove described as "South 0°27'52" West 191.61 feet"; thence along said parallel line,North 0°2752'East 60.26 feet;thence North 89°15'53" West 227.41 feet to a line parallel with and 26.00 feet easterly of the line hereinabove described as "North 0°16'24"East 680.25 feet";thence along said parallel line,South 0°1624"West 192.94 feet to said northerly right of way; thence along said right of way North 89°32'06" West 26.00 feet to the Point of Beginning. Excepting therefrom those portions described as follows: EXCEPTION 1: Commencing at the hereinabove described Point "B'; thence North 0°2752" East 217.61 feet to a line parallel with and 26.00 feet northerly of the line hereinabove described as "North 89°15'53" West 646.60 feet" and the TRUE POINT OF BEGINNING of this exception; thence along said parallel line, North 89°15'53"West 281.50 feet to a line parallel with and 26.00 feet easterly of the line hereinabove described as "North 0°16'24" East 680.25 feet"; thence along said parallel line, North 0°16'24" East 435.52 feet to a line parallel with and 26.00 feet southerly of the line hereinabove described as "South 89°5937" East 484.42 feet'; thence South 89°59'37" East 489.54 feet; thence South 79°01'40" East 50.55 feet; thence South 89°59'37" East 173.19 feet to a curve Revised October 5,2011 August 19,2011 W O No.3337-1X Page 3 of 5 H&A Legal No.7728 By:L.Gaston/KV Exhibit"1-1 -Page 3" Checked By:R.Wheeler HB -307- Item 7. - 119 EXHIBIT"I-1" LEGAL DESCRIPTION concave southwesterly having a radius of 20.00 feet;thence southeasterly 30.42 feet along said curve through a central angle of 87°09'34" to a reverse curve concave easterly having a radius of 457.00 feet; thence southerly 287.30 feet along said curve through a central angle of 36°01'13" to a compound curve concave northeasterly having a radius of 40.00 feet;thence southeasterly 35.38 feet along said curve through a central angle of 50°40'41'; thence South 89°31'57" East 63.27 feet to a curve concave southwesterly having a radius of 20.00 feet; thence southeasterly 31.41 feet along said curve through a central angle of 89°59'50';thence non-tangent from said curve South 0°27'52"West 99.20 feet to a curve concave northwesterly having a radius of 20.00 feet;thence southwesterly 31.51 feet along said curve through a central angle of 90016'14" to a line parallel with and 26.00 feet northerly of the line hereinabove described as "North 89°15'53" West 646.60 feet"; thence along said parallel line,North 89°15'53"West 646.41 feet to said TRUE POINT OF BEGINNING. EXCEPTION 2: Commencing at the hereinabove described Point"A"; thence North 0°2752"East 370.75 feet to a line parallel with and 26.00 feet northerly of the line hereinabove described as "North 89°31'57" West 803.92 feet" and the TRUE POINT OF BEGINNING of this exception; thence along said parallel line, North 89°31'57" West 120.71 feet to a curve concave northeasterly having a radius of 40.00 feet;thence northwesterly 36.62 feet along said curve through a central angle of 52°27'35"to a compound curve concave easterly having a radius of 431.00 feet;thence northerly 458.76 feet along said curve through a central angle of 60°59'12"to a reverse curve concave westerly having a radius of 126.00 feet; thence northerly 52.59 feet along said curve through a central angle of 23°54'51"; thence NORTH 230.75 feet to a curve concave southeasterly having a radius of 26:00 feet; thence northeasterly 40.84 feet along said curve through a central angle of 90"00'00"to a line parallel with and 26.00 feet southerly of the line hereinabove described as "EAST 363.30 feet"; thence EAST 349.11 feet; thence South 84*13'54" East 64.71 feet to a curve concave southerly having a radius of 60.00 feet; thence easterly 21.97 feet along said curve through a central angle of 20°58'46" to a reverse curve concave northerly having a radius of 60.00 feet; thence easterly 28.01 feet along said curve through a central angle of 26°44'52"to a line parallel with and 26.00 feet southerly of the line Revised:October 5,2011 August 19,2011 W O No.3337-1X Page 4 of 5 H&A Legal No.7728 By:L.Gaston/KV Exhibit 1-1-Page 4" Checked By:R.Wheeler Item 7. - 120 HB -308- EXHIBIT"I4" LEGAL DESCRIPTION hereinabove described as "EAST 253.63 feet'; thence EAST 287.45 feet to a curve concave southwesterly having a radius of 255.00 feet; thence-southeasterly 400.55 feet along said curve through a central angle of 90°00'00"; thence SOUTH 476.90 feet to a curve concave northwesterly having a radius of 15.00 feet; thence southwesterly 23.68 feet along said curve through a central angle of 90°28'03"to a line parallel with and 26.00 feet northerly of the line hereinabove described as "North 89°31'57" West 803.92 feet"; thence North 89°31'57" West 823.23 feet to said TRUE POINT OF BEGINNING. EXCEPTION 3: Commencing at the hereinabove described Point "C"; thence WEST 26.00 feet to the TRUE POINT OF BEGINNING of this exception; thence NORTH 109.75 feet to a curve concave southwesterly having a radius of 15.00 feet; thence northwesterly 23.56 feet along said curve through a central angle of 90°00'00"; thence WEST 193.16 feet to a curve concave southeasterly having a radius of 25.00 feet; thence southwesterly 39.27 feet along said curve through a central angle of 90°00'00"; thence SOUTH 107.75 feet to a curve concave northeasterly having a radius of 5.00 feet; thence southeasterly 7.85 feet along said curve through a central angle of 90°00'00'; thence EAST 215.16 feet to a curve concave northwesterly having a radius of 13.00 feet; thence northeasterly 20.42 feet along said curve through a central angle of 90°00'00"to said TRUE POINT OF BEGINNING. All as shown on Exhibit"I-2"attached hereto and by this reference made a part hereof r c Rory illiams, S.No 6654 Date: ©-, AND SG�LF Rory S.Williams 0 No.6654 Revised.October 5,2011 August 19,2011 W O No.3337-1X Page 5 of 5 H&A Legal No.7728 By:L.Gaston/KV Exhibit"I-1-Page 5" Checked By:R.Wheeler 1I13 -309- Item 7. - 121 �o �ANo sG EXHIBIT "I-2" S• W/q�G Sketch to Accompany Legal Description No. 6654 INDICATES SHEET NUMBER 1 INDICATES RECORD INFORMATION PER PARCEL y _ MAP NO. 2003-163, P.M.B. 358/1-9._ .. T� DF CAL���� -sue I N RORY VLLIAMS, LS 6654 DATE ("•is 4 .. \t+• � I o i. Kt Q INDICATES (EXCEPTION-2) p o PARCELS PER `\\ x a IL Q W I U Z PM 2003-163, ,» ® x P.M.B. 358/1-9 I "'� v LJdco Tin tll I •� uz u> Q z ®v 1= F z I �. _ U W d uj � I Ivies( WO a o a.. C.i (EXCEPTION-1) v I o • : I (EXCEPTION-3) 94 w Li� I. , i e: S.P.R.R. — (N00016'24"E 1120.82') 'o HUNSAKER & ASSOCIATES I R V I N E , I N C . PRIMARY ACCESS DRIVE PLANNING ENGINEERING SURVEYING ee Th Hughes •Ir ne, CA..0•M(949)583.9010 •FX(949)W-M9 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE.STATE OF CAUFORNIA DATE 08-19-11 DATE 10-05-11 eY�LG�KV cK" R. WILLIAMS SCALE: 1"= 300' W.O. 3337-1X 1:\BELLA TERRA\LD\7728\sht01.dwg I H&A LEGAL No. 77281 SHEET OF 7 Exhibit"I-2-Page 1" Item 7. - 122 HB -310- EXHIBIT "I-2" Sketch to Accompany Legal Description ( ) INDICATES RECORD INFORMATION PER PARCEL SEE SHEET 7 ' w MAP NO. 2003-163, P.M.B. 358/1-9. ! 4 4 z Lu 0 �f z N O) 3I ,, r7 I (EXCEPTION-1) z r z o `� p u F m (EXCEPTION-1) I w ' v a 191.st' 1 00°27'52"€ 2t7.61' - ' 89'32 06 W 63.06 N NN-+ I I 1 5 N M N CD CV....'...'................................................ •...•.: :. in N N 0p ai W o Z O v N W W 01 d- 00 LO ; N Z W r7 1� O to v •�:• :• CO to N _ t� 00 Z O 0�0 Z Z :z ~ :) 26' G7 N N w W W -- N00°16'24"E 435.52' -- S00°16'24"W 192.94' w = N V32 06"W 26 00' -�— N00°16'24"E 680.25' - ----- --- 0 W S.P.R.R. I o L SW CORNER OF PARCEL 3, LLA NO. 10-006, INST. NO. 2011 O.R. HUNSAKER & ASSOCIATES I R V I N E , I N C PRIMARY ACCESS DRIVE PLANNING • ENGINEERING ° SURVEYING Three Hughes • Irhm. U SU18 •PH(949)583'1610•M'(949)5$3-W59 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNIA DAM08-19-11 oa E 10-05-11 J.DB')r RW/KV e° R. WILLIAMS SCALE 1"= 1DO' W.O. 3337-1X I:\BELLA TERRA\LD\7728\shtO2.dwg I H&A LEGAL No. 7728 SHEET 2 OF 7 Exhibit"I-2-Page 2" HB -31.1- Item 7. - 123 EXHIBIT "1-T Sketch, to Accompany Legal Description SEE SHEET 4 26' w ( ) INDICATES RECORD INFORMATION PER PARCEL ^�, MAP NO.-2003-163, P.M.B. Z58/1-9. co f ... v' Lu C I � XZ I isr ® a f � L'Jdf r , w T. CD P 0a N f f N (EXCEPTION-3) ; �_ ::... N 'N SOUTH 2O9.42' , ';. �90°00'00" 1 - R=39.00' c L=61.26' :iti v W pO O ..a. 0 0�� r IS OI00'� �,�,i N (n o Sri.viz o o r2 0 - `,° :7:. W _ _ II' 11 �11 O rn 11 j to ,n J a' JF II �'J N N' ••1 O I O N W-b IL O CI 26' j• U z: f < X W 26'--0- G1 O CD Lr) � O O Cq ..... o ¢ N$'A=90°00'00". u I (o W R=25.00' 0 R=17.00' , f 1 6 ctDv ' SOUTH 107. 5' -=: °' ;' L=26.70' --- SOUTH 352.59' N20°30'OS"E ` NORTH t NORTH 389.09' `r—F- N17 43'49"E 39.40 j� to I-N M ^ CV O co S.P.R.R. c ° ° o co o In z HUNSAKER & ASSOCIATES ® I R V I N E , I N C . PRIMARY ACCESS DRIVE PLANNING m ENGINEERING ■ SURVEYING Three Hughe. -lf*W4 CA 92618 • PR(949)SH-W70 - Fu:(949)58-WM CITY OF HUNTINGTON BEACH,COUNT(OF ORANGE,STATE OF CALIFORNIA DATE- 08-19-11 DATE 10-05-11 'e"yr RW/KV B d R. WILLIAMS SCALE: 1"= 100` W.O. 3337-1X I:\BELLA TERRA\LD\7728\shtO3.dwg H&A LEGAL No. 77281 SHEET 3 OF 7 Exhibit 1-2-Page 3" Item 7. - 124 Hs -312- EXHIBIT "1-2" Sketch to Accompany Legal Description J 4 SEE SHEET 5 ! � co i) `t °�' o o t"n I � ` ``"' ..I. ( ) INDICATES RECORD INFORMATION PER PARCEL c� CO _ - MAP NO. 2003-163, P.M.B. 358/1-9. :........ . .. . . .. T••• 26' t ............................................, -- 26°44'52"R=60.00'L=28.01' N26°44'52"E I` --- RAD--- — --_--A=20°58'46" ft=60.00' L=21.97' 1; ;� S84°13'54"E 64.71' o O t I 00 co O O t I O Nth '. (EXCEPTION-2) Z 26' r LLJ re N W W : . N; N I ....r •t• :.... go i 0 I A zi t pOco � 6�!.�--- O c in o XbNor;: O c41 1 0 ,0 o 130 'N66°tt0 :5'09"W RAD PRC NORTH 230.75' - a ' 4--60059 R=431 012 Z,Qo P ----- ---- ' t=458.7 s 1 "--- NORTH 403.94 ---- 1 J o 6=23°54'51"- a �� o�< °I V••:\. i s :il+.i' C'}., I :' R=100.00' R-Sy�46" , u1 z i ' ; :. 'i�ii!: : . +6... L=41.74' ,.t N C,rso i4, i 5 ., 6=84°54'18"R=20.00'L=29.64'•-', SB9°59'37"E W 2••t t 171.99'~ I co SEE SHEET 3 4. t HUNSAKER & ASSOCIATES d0I R V I N E , I N C . PRIMARY ACCESS DRIVE PLANNING ■ ENGINEERING a SURVEYING Twee Hughes• IMw, U 92618 •PH:(949)583.1010"FX:(949)583-=9 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE;STATE OF CALIFORNIA DAM 08-19-11 DA7E 10-05-11 "D,',GRW/KV a° R. WILLIAMS SCALE 1"= 100' W.O. 3337 1X I: BELLA TERRA\LD\7728 shtD4.dwg I H&A LEGAL No. 77281 SHEET 4 OF 7 Exhibit"I-2:Page 4" HB -313- Item 7. - 125 EXHIBIT 111-2" Sketch to Accompany Legal Description L� SOUTH 425.92' W 2 0 55 -- SOUTH 476.90' W 00 L`40 N co i 00 ryhg. A,/ v O Q i 1 i 1 1 (EXCEPTION-2) S•5•= :1 u7 ' Ln Y'-: ..... W Q l SEE SHEET 4 HUNSAKER & ASSOCIATES I R V I N E , I N C . PRIMARY ACCESS DRIVE PLANNING ■ ENGINEERING ■ SURVEYING Three Hughes a imm cA 92618 -PH:(949)583.1010 • M(949)583.0739 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CALIFORNIA DATE:OB-19-11 o�TE 10-05-11 '*',0RW/KV s" R. WILLIAMS SCALE: 1'= 100' W.O. 3337-1X I:\BELLA TERRA\LD\7728\sht05.dw H&A LEGAL No. 7728 SHEET 5 OF 7 Exhibit"I-2-Page 5" Item 7. - 126 HH -314- EXHIBIT "I-2" Sketch to Accompany Legal Description o I M ( ) INDICATES RECORD INFORMATION PER PARCEL MAP NO. 2003-163, P.M.B. 358/1-9. in cli p=66°31'12 S00°34'20"W . °° _ 137.92' -- z L=32.51' _� �Y•r - 123.54 - - NO0°34'20"E I I � M 'u , .••}. .:•t'.4........ ��• ?b`� Mtn (V to � N M � ix I 1 L.LJ N Z ° o N Z T Do 1nto p 0 I p .... .. ..................................................4 N l-..-- SOUTH 293.75' -- W— SOUTH 425.92' -- S8 1' "W 8. - � - NORTH 321,55' - - LU SOUTH 476.90' LLI C L1=90°28'03" R=15.00' L=23.68' E::► I l cli CO d o0' 11 11 .. ••� N ........}. •�'.. ..ti i.. •.r M (EXCEPTION-2) z � z SEE SHEET 7 HUNSAKER & ASSOCIATES I R V I N E , I N C . PRIMARY ACCESS DRIVE PLANNING a ENGINEERING ■ SURVEYING T}vee Hughes.lwkw, cA 9261B •PH:(949)sw3 v10 • rL-(949)m4M CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE;STATE OF CAUFORNIA DAM 08-19-11 o h 10-05-11 °s. RW/KV a"' R. WILLIAMS SCALE: 1"= 100' W.O. 3337-1X is\BELLA TERRA\LD\7728\sht06.dwg I H&A LEGAL No. 77281 SHEET 6 OF 7 Exhibit"I-2-Page 6" HB -315- Item 7. - 127 EXHIBIT "1-2" Sketch to Accompany Legal Description SEE SHEET 6 INDICATESMAPENOR0 INFORMATION 2 03-163, PARCEL P.M.B. 358/1 9 ' I � � N rn IM � CD CO M O X — z z moo_ I 1 -4 (EXCEPTION-2) 26' `'. . I. .�':it _a � • � IN N D:- L. 1 ... I T.P.O.B. 1;-) - R=20.00' LO ' ' L=31.42' (EXCEPTION-2) _ - 324.75' - --- :;; ` 6=90°16'14° 00°2 52 E 370.75- - t .i I�:.•ri.::,:..;:. I R=00.01' N V 206W' 550.0 L=31.5 - � `. N 159.56'S a ! 99.20-+ S00°27'52°W 26 d'$9° 6=52°27 35" I -`R,zO S9 SO' 0Q. -- n„ R=40.00' - t,3T.4 ;' o N L=36.62' j 1 o "' --� N52055'_3B"E ``` ,—S89031'570E V ----RAD PCC� 63.27' ITJ 6 A 50°40'41" (� J W R=40.00' 26' K) I => L=35.3B' o W y'Z2 �4 0 N 1O ;;) W > I f co�.-- O ��' a.:a w 't CC zips i NB7°09'57"E m ------------------- (EXCEPTION-1) Ncc, RAD PRC z ��'--4=-87°09'34"R=20.00' L=30.42' 1 .�N89'59'37"W 173.19' SEE SHEET 2 HUNSAKER & ASSOCIATES ®, I R V I N E , I N C PRIMARY ACCESS DRIVE PLANNING ENGINEERING ■ SURVEYING ThMS Hughes • IM*, U 92618 • PH(949)563.1010 •FX(949)563.0759 CITY OF HUNTINGTON.BEACH,COUNTY OF ORANGE;STATE OF CAUFORNIA DATE:08-19-11 o TE 10-05-11 ,�RW/KV e° R. WLUAMU SCALE: 1"= 100' W.O. 3337-IX I:\BELLA TERRA\LD\7728\s ht07.dwg I H$A LEGAL No. 77281 SHEET 7 OF 7 Exhibit 1-2-Page 7" Item 7. - 128 HB -316- y� I, ...... Yr r< %* �_.. f \\ REVIEW BY TRAFFb, - —~ 1 !` `` �•\ ENO NEER MAY BE ............ f t- _`:�.. 4..... 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Z — — — - w - - - - - - - - -'— -- - _ - - -- ----- --- -- -- - --- -- - - - --- -- - - - - - - -- - -- - _I; 1 LLr LOT LINE 9 M N w Zmetteaawttco.��s. ea�t.. .... m W it :1�'Sx`\?£:C'`::a�:\,Cd*' 2�.i`'.iCi'A"��tl.-t\C` `\:\:�aC'•.`ut"3:"c':a'"\\: ,..°P$ca:h..?`.Yn _ — _. , � ...dc : cZ:iQl': �`C++I\�`;,tS1w??.i �L�:a�.t`c�i4=,�4��;�i� c"`,"�;�y;:�Yt`A ��:�w?il`�:"a�`ct;�G'Cv�' t�.\`�� e 2 X2'ELECTRICAL METER PEDESTAL 2'X3'CABLE N PEDESTAL PARKING STRUCTURE ENTI7AMCE A4NElYAY a e BENCH SEATING(1YP) 0 �' EIECIlilG1L 11LINSfORAIER r: aECMlNSRMD? 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RESIDENTIAL BtDG L�®p 9 � AC��P , �, I IAC E-%TRACT 17901 RAMP -NO ^ PREPARED BY: DJM CAPITAL PARTNERS,INC. HUNSAKER & ASSOCIATES BELLA TERRA II 4 15 20 10 0 ZO 40 p1ANMNG I• NMGIN"NG URVE Nc PEDESTRIAN PATH TO PARK SITE a Three NU MC•Rvlm.U 9MIS•ft(949)563.1010 M-EM90SOMA G a GRAPHIC SCALE: 1"=20' J08 NO. 3337-1 DATE: 7-26-11 J J � Fes+ (D J W a EXHIBIT V 3 PAW l�iISLS `i! CACC6S RAVONSMUCr Pw z LLA 90-000 - EXISTING RETAIL r 1� '� EXISTING RETAIL . ., RAM •.. Exr ACCESS RAMP• E71JST"ACCESS RAMP ;�. `. . ...-- ..... .... ..... .............. ...:.---................. ......................... iz m w NSTRUCT NEW _ L " .o{•x «., . j �. o ACCESS RAMP _ g .r STRICT NEW L PEDESTRIAN PATH OF ACCESS RAMP �'- ———� 7 LOT LINE TRAVEL TO PARK SITE r= PARK SITE 3 LOT 9 a LOT I TRA C T 17901 t TRACT 17,299 8 PREPARED BY: DJM CAPITAL PARTNERS,INC. 94M 10. m HUNSAKER 6. ASSOCIATES BELLATERRAII 5 zo 40 1 a v I " e " P(AN/dNG • ENGINmtING • SURVEYING PEDESTRIAN PATH TO PARK SITE a GRAPHIC SCALE: 1"=20' -Th—" m•9Wiq G91619•FH:19.91SM1UIC F7h6�9SUWS9 � JOB NO. 3337-1 DATE: 7-26-11 LEGEND: (� CART CORRALS �..1 I . E _......... "_^^...."�'�� CENTERAVENUE •-..:._...:,•�,._�-":-ems. "--�.:::::::... 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'is 3 •:is Y.t •t .t ::•� -t-y,N FU1Nl E7tA*MF r._... �...z . . __......v... f r n r-r• J w EXHIBIT L PARK MG STRUMM ALLQ.CATIO" Totol%.ai esmith StWcture 1,537. s'ptot Al-located Spaces to:Costco,Members& Employees 220 spaces Rl:�airld�r 1,317 s��ce.� p W ting*QebTefta Rptall 424,702 �gtuare feet Speci�lt'y Retail 113,337 -square feet Medical/Dental Office 3,6.43 square feet Rsstaurant :46,867 square feot Cafe 20797 square feet Theatre (4, 03 Seats) 7.7;169 squa-e feet Total E.AsOng..Re'tall 2,:6 5 square feet proposed .Retail: Mlxed Use Retail and Residenila(for.'Village 30,000 square,feed 'abckeincludes.1.7,5.00.stamche.dntail*two P.m ased,6,000.0pA*f):5 lid s•ata .EAln er Village-at Bella Terra 468 residential Wits 700 spaces *Nramerkal data derived fnDm Plarking Demand Analysis fir Village,at.BeIl.;oTerra,(Phase 11) 4 fanscott,L4W&Greenspan Englhesrs.dated AU pst 16,30A . ...Cpaone'et&•A�tr1art A�bleMtAMRGi'Atl1.OBi67;tl7slnkfl.ECt79�U(tlem).dgc Item 7. - 136 HB -324- EXHIBIT "M" — UTILITIES COORDINATION EXHIBIT CENTE E.V .r. l •'cam-.:G :. .... ........ ........ ........ L. - ... ...E. .. _....... . F. . F74. — — :.;,. — D . D D 1 0 I ....:...:.::...:..:.:.:: I J �k »F 0 ARIGhI": G a:571P0CFtAPE c' i i G - I } ...:........:........................:.:.. cas�m ..:...::.:.....::. I E cA s sc1 �i /- :.�: ti 7 H I <: >`<:. B -- B — C >:>1 .........:......:..............................:....... .::......:..................... r1 :.: ' .................... I. .: -•t I I :,titiy� 1 �...:. .a I , ...:.:.:::......::.::.:. . .. ...., G �h f:v •• .. .� : . o • :: : . A . ......77 0 --- .. EDINGER AVE` LEGEND STORM DRAIN, WATER & SEWER Q WATER & SEWER STORM DRAIN, GAS, CAN & SCE Q WATER, CATV& SEWER c; STORM DRAIN, GAS & CATV 1 GAS o; STORM DRAIN, SCE, CATV & WATER �K! GAS, CATV & SCE E; STORM DRAIN © STORM DRAIN & WATER J.: STORM DRAIN, WATER, SCE & CATV M STORM DRAIN SEWER, WATER, STORM DRAIN, SCE, CAN VERIZON & GAS DATE: 10105111 d PLOTTED BY:Tin Huynh DATE: Oct. 05. 2011 10:53:45 AM FILE' E,.\0448\Engineerinq\OA—Proiecl\Exh—Miw\Exh_Composile UliMAE*h—Com;'.H, IMIN f.....IW xB -325- Item 7. - 137 EXHIBIT "N" DEPICTION OF LIMITED REDEVELOPMENT AREA zz ems• •. . . .. . . . ... :- . �. -.. z% r= GSCE PARCEL: .•...... :....... © © good - - -= PARCEL 10 - - ° P.M. 2003-163 9 -P ARCEI,2 : r •.ty..gip..: •:4:•:•4:• � LLA` 10=006 PARCEL 1 LLA 10-006 ..., ,PARCEL 2 .::.... ...... �— P.M. 2003-163 PARCEL ` G PARCEL LLA 10-00 LLA 10-006 0..._.. 0 v 0 0.. -0 . o. Q © © ........ .. Wo _- cd - -- ...... ...... _....... a 0 PLOTTED BY.lin N IM DAM Sr0.29,2W 02:05:56 PM VLE:is OarB Engbvr,i-g OA-Proir i E.—LQ c EM_30M2Jccgss0wny Ern_X—COMA.," Item 7. - 138 HB -326- EXHIBIT 110-111 STORM WATER IMPROVEMENTS/STRUCTURAL BMPs ...........f CITY PARCH --C� NUE ................ __.............. ......_ _...._............... ........ 11 '77 SCE RCEL __.._ " I o EX STORMFILTER#4 O0 EX.,CDS UNIT STORMFILTER#3 ' PARCEL 10 PROP. PARCEL 2= I P.M.2003-163 STORMFILTER#1 LLA 10-006 _ STORM DRAIN (TYP.) PARCEL 1 E LLA 10-606 PARCEL 2 i P.M.2003-163 PROP. STORMFILTER#2 PARCEL 4 LLA 10-006 CDS UNIT PARCEL 3 STORM DRAIN LLA 10-006 STORM DRAIN (1YP'6 i, (TYP.) EX. STORMFILTER#2 7 jay PROP.STORM EX. I __ __ STORMFILTER#1 CDs,UNIT o DETENTIOj FACILITY PARCEL 4 .i ' P.M. 2003-163 I' e DETENTION v i o o FACILITY'S........ - ....... _ - ..........................,... Ef?ll n t, 3 PLOTTED °Y: Julion Coslonedo DATE: Oct. 05, 2011 10:54;51 AM FILE: f:\OddB\Engineering\OA_Projecl\Erh_Mist\Erh_Porce110\Erh_erhibil 0—I.dwq xB -327- Item 7. - 139 EXHIBIT "0-2" STORM WATER IMPROVEMENTS/STRUCTURAL RMPs CENTER A VENUE ............. CENTER ------_._... -. - ( ... / ........ ................ o a a \ PARCEL 10 PARCEL-2I P.M.2003-163 LLA 10-006 , o: — STORM DRAIN (TYP.) J' PARCEL 2 P.M.2003-163 PARCEL 4 LLA 10-006 .. PARCEL 4 LLA 10-006 r. . ... ti .._ PARCEL 3 •..,.....A1I..1.1�1l1'4:J.•I.Y.I...':.lAl`: ''•.� LLA 10-006 _ STORM DRAIN (TYP.) s PARCEL 7 -- -- °:° P.M.2003-163 PARCEL 6 PARCEL 4 P.M.20.03;1:53 --_. - '•° PARCEL 3 •• �' P.M. 2003-163 :......... : :..• v ................ ........................ ---.----WINGER�A•VENUk t ........ ..........-........... --_,............................... n n n a 0 3 PLOTTED BY; Julion Costonedo DATE: Oct. 05, 2011 10:39:09 AM FILE: F:\O149\Engineering\OA_Project\Esn_Mist\Erh-Porce110\Erh_erhibil 0-2.dwg Item 7. - 140 HB -328- EXHIBIT 11.0-311 `` STO STORM'..WATER IMPROVEMENTS/STRUCTURAL Ps ti 1'• III �•17 YO.i ,t�.. t KI STORM DRAIN (TYP-) t ti .\ / tt•.. PARSEC 4 t { •. .. . , .. r.LLA 7b-006 ...... .. .fin ..�. PARCEL 7 t....... P.M.2003-163 "' D PARCEL 6 ; •f ,PARCEL 8 I t v P.M.2003-163 :STORM DRAIN P.M. (TYP.) P M 2003-163: m v EDINGERAVENUE..,•. _._. 0 ' 3 PLOTTED BY: Julian Coslonedo DATE: Oct. 05. 2011 10:39:54 AM FILE: F:\0448\Engineering\QA—Project\Exh_Misc\Exh_PorcellD\Exh—exhibit O-3.dwg xs -329- Item 7. - 141 ATTACHMENT #7j City Clerk ZU12UUUZU2616 U3:3Upm U411U/1Z City of Huntington Beach 47 412 E01 9 P.O.Box 190 ' 0.00 0.00 0.00 0.00 24.00 0.00 0.00 0.00 Huntington Beach,Ca.92648 Space above this line for Recorder's use AP No 142-073-14,26,31 EASEMENT DEED I HEREBY DECLARE THE DOCUMENT TRANSFER This dowment is Sol*for TAX IS$ 0 CONSIDERATION IS LESS THAN$100.00. buaiom of the City of Hunonrgton 1I0SCh,as contemplated under Quarnffient Cods sec.6103 and THE TAX IS: mid t,v dBd fm Of c - COMPUT FULL VALUE OF PROPERTY CONVEYED OR, COMP=—SIGNA VALUE LESS LIENS AND ENCUMBRANCES REMAINING AT TIME OF SALE BOB MILANI—CITY OF HUNTINGTON BEAC OF DECLARANT OR AGENT-FIRM NAME FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, BELLA TERRA C,LLC,A DELAWARE LIMITED LIABILITY COMPANY does hereby GRANT to the CITY OF HUNTINGTON BEACH,a municipal corporation,a blanket easement for the purpose of police,fire department and emergency vehicle access AND the access rights for the purpose of monitoring and inspecting gross pollutant removal devices and treatment train improvements for conformance with the County of Orange Drainage Area Master Plan in, over, across,upon and through the private streets,private drive aisles and access ways(in each case, as they may exist and be configured from time to time) of the real property in the CITY OF HUNTINGTON BEACH,County of Orange, State of California,described as follows: IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, THAT PORTION OF PARCELS 1 AND 2 OF LOT LINE ADJUSTMENT NO. 10-006, RECORDED OCTOBER 21, 2011 AS INSTRUMENT NO. 2011000527951,OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE SAID COUNTY, THAT IS LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT "A" AND IS DEPICTED ON THE ATTACHED EXHIBIT"B". BELLA APPROVED AS TO FORM A DELAW TE LJ1 Y JENNIPER McGRATH,City Attorney By:By: >jSJ i y _ B C� �AWD) Deputy ity Attottsey L{ (,4 lZ- By: State Of t{S x;�+�( ) (NAME PRINTED) r ) S County CAPACITY CLAIMED BY SIGNER On this �vi('y `! before me, `-{�' ` ` ��" �`�' � c , a ❑ INDIVIDUAL DAY,MONTH AND YEAR INSERT NAME AND TITLE O NOTARY ❑ CORPORATE OFFICER(S) notary public,personally appeared r '•c - ilA—+1r TrrLE(S) SI NATORIES NAME O PARTNER(S) O LMTED who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) O GENERAL is/are subscribed to the within instrument and acknowledged to me that he/she/they executed O ATTORNEY-IN-FACT the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the ' O TRUSTEE(S) instrument the person(s), or the entity upon behalf of which the person(s)acted,executed the ❑ GUARDIAN/CONSERVATOR instrument. ❑ OTHER I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. tom me SIGNER IS REPRESENTING: C0MfftjM#9828�... NAME OFPERSON(S)ORENTITY(IES) CALIFORNIA ALL-PURPOSE CERTIFICATE OF ACKNOWLEDGMENT State of California County of On oZ 1 before me, '`-' N � j,1 C_ (Here insert name and title of the officer) personally appeared sct-� who proved to me on the basis of satisfactory evidence to be the persons)whose name is subscribed to the within instrument and acknowledged to me that� executed the same in is authorized capacity{-i &)-, and that by is ' signature{o on the instrument-the person(s3, or the entity upon behalf of which the persons)acted, executed the instrument. I certify under PENALTY OF PERJURY •s.Qtt 'a that the foregoing paragraph is true and correct. J.DUTRA Commission No. 196M NOTARY PUBLIC-CALIFORNA WITNESS my hand and official seal. SANTA CLARA COUNTY �•My Comm.Expires JANUARY 1I,20W (Notary Seal) Signature o lic ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California must contain verbiage exactly as DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must be properly completed and attached to that document. The only exception is if a document is to be recorded outside of California In such instances,any alternative (Title or description of attached document) acknowledgment verbiage as may be printed on such a document'so long as the verbiage does not require the notary to do something that is illegal for a notary in California (i.e. certifying the authorized capacity of the signer). Please check the (Title or description of attached document continued) document carefully for proper notarial wording and attach this form if required Number of Pa es Document Date • State and County information must be the State and County where the document g signer(s)personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s)personally appeared which must also be the same date the acknowledgment is completed. (Additional information) • The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title(notary public). • Print the name(s) of document signer(s) who personally appear at the time of notarization CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e. El Individual(s) he/she; is/are)or circling the correct forms.Failure to correctly indicate this information may lead to rejection of document recording. ❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges,re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerk. ❑ Attorney-in-Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. ❑ Other Indicate title or type of attached document,number of pages and date. . Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). • Securely attach this document to the signed document "APA v12.10.07 800-873-9865 www.NotaryClasses.com Item 7. - 144 1113 -332- EXHIBIT"A" LEGAL DESCRIPTION In the City of Huntington Beach, County of Orange, State of California, being those portion of Parcels 1 and 2 of Lot Line Adjustment No. 10-006, recorded October 21, 2011, as Instrument No. 2011000527951, of Official Records,in the office of the County Recorder of said county, described as follows; Commencing at the southwesterly corner of said Parcel 2; thence along the southerly line of said parcel South 89°32'06" East 6.11 to the True Point of Beginning; thence North 0°17'13" East 7.57 feet; thence North 45°32'28" East 6.96 feet; thence North 0°0949" East 366.88 feet to a curve concave easterly having a radius of 100.00 feet;thence northerly 30.95 feet along said curve through a central angle of 17°43'49'; thence North 17°44'38" East 27.89 feet; thence North 0°00'49" East 16.53 feet to the northerly boundary of said Parcel 1; thence along said boundary, South 89°32'06" East 30.42 feet; thence South 0°00'49" West 42.47 feet; thence South 89°59'11" East 35.00 feet; thence North 0°00'49" East 42.19 feet to the northerly boundary of said parcel; thence along said boundary, South 89°32'06" East 26.00 feet; thence South 0°00'49" West 41.99 feet; thence South 89059'11" East 39.00 feet; thence North 0°00'49" East 41.68 feet to the northerly boundary of said parcel; thence along said boundary, South 89°32'06" East 26.00 feet; thence South 0°00'49" West 41.48 feet; thence South 89059'11" East 38.00 feet; thence North 0°00'49" East 41.18 feet to the northerly boundary of said parcel; thence along said boundary, South 89°32'06" East 26.00 feet; thence South 0°00'49" West 40.97 feet; thence South 89°59'11" East 38.00 feet; thence North 0000'49"East 40.67 feet to the northerly boundary of said parcel;thence along said boundary,South 89°32'06"East 30.00 feet; thence South 0000'49"West 40.44 feet; thence South 89°59'11"East 38.00 feet; thence North 0000'49" East 40.14 feet to the northerly boundary of said parcel; thence along said boundary,South 89°32'06"East 26.00 feet;thence South 0°00'49"West 39.93 feet;thence South 89059'11" East 38.00 feet; thence North 0°00'49" East 39.63 feet to the northerly boundary of said parcel; thence along said boundary, South 89°32'06" East 26.00 feet; thence South 0000'49" West 39.43 feet; thence South 89°59'11" East 38.00 feet; thence North 0°00'49" East 39.13 feet to the northerly boundary of said parcel; thence along said boundary, South 89°32'06" East 26.00 feet; thence South 0°00'49" West 38.92 feet; thence South 89059111" East 7.54 feet to a curve concave Revised March 12,2012 March 02,2012 WO No.3337-1X Page 1 of 3 H&A Legal No.7819 By:L.Gaston Checked By:R.Williams HB -333- Item 7. - 145 EXHIBIT"A" LEGAL DESCRIMON southwesterly having a radius of 20.00 feet;thence southeasterly 15.71 feet along said curve through a central angle of 45°00'00"; thence South 44°59'11" East 24.48 feet; thence North 0°00'49" East 61.79 feet to the northerly boundary of said parcel; thence along said boundary, South 89°32'06" East 28.00 feet; thence South 0000149 West 29.73 feet; thence South 89059'31" East 237.80 feet; thence North 0°00'49" East 27.83 feet to the northerly boundary of said parcel; thence along said boundary, South 89032'06" East 8.22 feet to the easterly boundary of said parcel; thence along said boundary the following two courses: South 0°00'36" West 220.57 feet to a curve concave westerly having a radius of 102.00 feet and southerly 41.27 feet along said curve through a central angle of 23°10'51; thence non-tangent from said curve North 0°00'49" East 72.95 feet; thence North 89°59'31" West 210.46 feet; thence South 0000'49" West 211.00 feet; thence South 89°59'11" East 168.36 feet said boundary, also being a point on a non-tangent curve concave easterly having a radius of 466.00 feet, a radial line to the beginning of said curve bears North 81°5358"West;thence southerly 22.15 feet along said boundary through a central angle of 2°4326"to a line parallel to and 22.00 feet southerly from that line described hereinabove as "South 89°59'11" East 168.36 feet"; thence along said parallel line, non-tangent from said curve North 89°59'11" West 193.76 feet; thence North 0°00'49" East 3.67 feet to a curve concave southwesterly having a radius of 3.00 feet; thence northwesterly 3.70 feet along said curve through a central angle of 70°3547"to a line parallel to and 30.00 feet westerly from that line described hereinabove as "South 0°00'49" West 211.00 feet"; thence along said parallel line, non-tangent from said curve North 0°00'49" East 286.90 feet; thence North 44°59'11"West 89.01 feet to a line parallel to and 28.00 feet southerly from that line described hereinabove as "South 89°59'11" East 40.00 feet"; thence along said parallel line, North 89059'11" West 464.56 feet to a line parallel to and 30.50 feet easterly from that line described hereinabove as "North 0°00'49" East 366.88 feet" thence along said parallel line, South 0°00'49" West 118.33 feet; thence South 89°59'11" East 20.00 feet; thence South 0°00'49"West 146.42 feet to a curve concave northwesterly having a radius of 25.00 feet; thence southwesterly 23.18 feet along said curve through a central angle of 53°0748" to a reverse curve concave southeasterly having a radius of 25.00 feet; thence southwesterly 23.18 feet along said curve through a central angle of 53°07'48'; thence South 0°00'49"West 39.58 feet to a curve concave northeasterly having a radius of Revised March 12,2012 March 02,2012 WO No.3337-1X Page 2 of 3 H&A Legal No.7819 By:L. Gaston Checked By:R.Williams Item 7. - 146 HB -334- EXHIBIT"A' LEGAL DESCRIPTION 20.00 feet; thence southeasterly 31.42 feet along said curve through a central angle of 90°00'00'; thence South 89°59'11" East 476.26 feet to a curve concave southwesterly having a radius of 30.00 feet; thence southeasterly 23.86 feet along said curve through a central angle of 45°34'22" to a reverse curve concave northeasterly having a radius of 20.00 feet; thence southeasterly 15.91 feet along said curve through a central angle of 45°34'22';thence South 89°59'11"East 189.71 feet to said boundary, also being a point on a non-tangent curve concave easterly having a radius of 466.00 feet, a radial line to the beginning of said curve bears North 87°27'30" West; thence southerly 8.80 feet along said boundary through a central angle of 1°04'54" to the southeast comer of said parcel; thence non-tangent from said curve along the southerly boundary of said parcel, North 89°32'06" West 756.90 feet to the True Point of Beginning. As shown on Exhibit`B"attached hereto and by this reference made a part hereof. SAND SUNG Rory illi s,L. No. 6654 Rory S.Williams Date: No. 6654 9 OF CAUFO�� Revised.March 12,2012 March 02,2012 WO No.3337-IX Page 3 of 3 H&A Legal No.7819 By:L.Gaston Checked By:R.Williams HB -335- Item 7. - 147 EXHIBIT "B" Sketch to Accompany Legal Description ----I,-(A--25Q25'08" R 102.00' (N00-00'36"E L=45.25') 220.57') 58,08 ------ R--466 00, -0 6.00' N 22 W3 to rN ....... u o CO �o 11 O in00 3: -,--SOO*OO'49"W 211.00!-,", o N00O00'49"E 286.90- ----- to SEE SHEET 2 28' io M Lu I 0 - N U-) u� j '}. .. . ..s........ .... Lu to SEE SHEET 3 U-) 0 N 7' V) Lu al z z M C14 28' .. ... 000) S00000'49"W T.P.O.EL S00*00'49"W 146,42' 1110�.33? 18_ LO ' --J- :'-s—N89-59'11"W -u, g 20.00' 6 LO C; Pq N00-00 49"E 36 6.i8-7— O INDICATES RECORD DATA N45-32'287�E 6.96' j PER INST. NO. 2011000527951 O.R. N00017'13"E 7.57'--�-"' HUNSAKER & ASSOCIATES 11 R V I N E , I N C , EXHIBIT "B" PLANNING a ENGINEERING a SURVEYING Three Hughes-Irvine,CA 92618 'PH:(949)583-1010 -FX:(949)583-0759 CITY OF HUNTINGTON BEACH,COUNTY OF OFLANGE,STATE OF CALIFORNIA DATE* --T _3/01/12 1 'D ATE -Dw,.o K. VO 111d R. MLIAMS SCALE: 1"= 120' W.O. 3337-1X 7'LE: 1:\BELLA TERRA\LD\781 9\SHTO l.dwg H&A LEGAL No. 7819 1 SHEET 1 OF 3 Item 7. - 148 HB -336- EXHIBIT " n Sketch, to Accompany Legal Description � 5.l.0il'. i'.�..:'j:� '•.+rit:...:'.Y"ice::r•-•t �7 ------ (N89°32'06'W 815.77') o --- _ 22.30' 0 1 �� ` 30.42' ' 26.00' 3 !�' 26.00' w - - z`'' 30.00' '`' — -26.00' GI I n°� �`; a''o o �o o a'o -,c° -r o o rn o 0 ( o �� o 0 00 0 0� aio o 00 moo o �o °oo a o oa pro o >�o 0 oz to z (n z (n z c�i> z z 35.00' 39.00' 38.00' 38.00' 38.00' 38.00'_ ` °59'11"E S89°5 '11"E S89° 9'11" NS89°59'11"E S89 °° N b - N89°59'11"W 464.56' o � I' z i. .. ( co N 0 z 30.5' Ft t L50.5' cf) cc F- I� N w w w � _ 07 Io w o w Io °2 M N z _ P6 :4-J O ap J O O V) �L0 N O Lr)� U ,a ;, o ( ) INDICATES RECORD DATA PER INST. NO. 2v^11-w0w527951 O.R. - ---------Z, o UD o tD � r W ( p �Nr'') N30.5' �o �Ce� N O � � t 1, z = - 589°59'11"E 476.26' —► N00°17'1 YE 7.57' r' 756.90' — — ' (N89'32'06"W 763.01') HUNSAKER & ASSOCIATES ®, I R V I N E , I N C . EXHIBIT "E" PLANNING a ENGINEERING n SURVEYING CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNIA Three Hughes•Irvine,CA92618 •PFI:(949)583.1010 •fX:(949)583-0759 onTE 3 01 12 �" 3 12 12 B'..'K. VO B d R. WILLIAMS SCALE: 1"= 60' W.O. 3337-1X FlLE ABELLA TERRA\LD\7819\SHT02.dwg H&A LEGAL No. 7819 SHEET 2 OF 3 HB -337- Item 7. - 149 EXHIBIT "B" Sketch to Accompany Legal Description (NB9°32'06"W 815.77') ---237.78' _ -- 26.00' - 26.00' 28.00' b, CDa o CD �, w :=s-Soo°00'49"W 29.73' N00°00'49"E 27.83'= y O CD O O J M O 0 o Cl S89°59'31"E 237.80' 38.00= co 38.00' L2 0 589°5911"E S89°59'11"E z N89'59'11"W 464,56' 9' �, LD w INDICATES RECORD DATA 07; PER INST. NO. 2011000527951 O.R. o 0 N d' II J N89°59'31"W 210.46' - Zn 0 LINE TABLE LINE BEARING LENGTH 04 L1 S44°59'11"E 24.48' o w 1 L2 S89°59'11"E 7.54' 30' °�° L3 Soo°00'49"W 38.92' C,,°; U; 0 ; _ rn Q II Z J i pO [O ` Z 0 W .. .... ... O' O :01 0 3 CURVE TABLE 0 � tD; o 03 CURVE DELTA RADIUS LENGTH z IJI' o '�' ° �0' ooN Cl 45°00'00" 20.0o' 15.71' b I 0 V) z:= O � If - o tt N I J I � LD 0 Ex Ln00 vl� Wi O �i o(o o N81°53'58:W Cl N A=45°34'22 S89°59'11"E 168.36' _ , N :••.• R=30.00' z I Z! �1 L=23.86' A=2°43'26" L=22.15' N;Q S89059'11"E 476.26' -- N89°59'11"W 193.76' °j Z A=2°50'06"L=23.06'�: ' N45°35'11"E - S89°59'11"E 189.71' -- _ ----� --_ RAD PRCr A=1°04'54" L=8.80' (N88°32'24"W) - - - 4_ =45°34'22" 756.90' "`' - ........ - R=20:0�0'-°"""' (N89932'06"W 763.01') I '-6.00' RAD HUNSAKER & ASSOCIATES .I R V I N E , I N C EXHIBIT "B" PLANNING ■ ENGINEERING ■ SURVEYING Three Hughes-Irvine,G 92618 -PH:(949)583-1010 -FX:(949)583-0759 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CALIFORNIA OATS 3 01 12 A;i= 3 12 12 •BY —K. VO g•d R. WILLIAM!: H&A SCALE: 1"= 60' W.O. 3337-lX Fl`E I:\BELLA TERRA\LD\7819\SHT03.dwg LEGAL No. 7819 SHEET 3 OF 3 Item 7. - 150 HB -338- City ®f Huntington Beach 2000 Main Street s Huntington Beach, CA 92648 (714) 536-5227 s www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk DEED CERTIFICATION CITY OF HUNTINGTON BEACH This is to certify that the interest in real property conveyed by the Deed dated MARCH 20, 2012, from LINDSAY PARTON AND ERIC SAHN MEMBERS OF BELLA TERRA C, LLC, A DELAWARE LIMITED LIAIBILITY COMPANY to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: April 10, 2012 CITY OF HUNTINGTON BEACH JOAN L. FLYNN, CIVIC CITY CLERK g:/followup/deeds/deedcert2002.doc Government Code§27281 Sist u 6id'eo16 Anjo, Japan ® Waitakere,New Zealand HB -339- Item 7. - 151 ATTACHMENT #8j Item , _ 1sz , d ,,, City Clerk -- City of Huntington Beach 2012000206476 04:30pm 04/11/12 P.O.Box 190 90 416 E01 5 Huntington Beach,Ca. 92648 0,00 0.00 0.00 0.00 12.00 0.00 0.00 0.00 Space above this line for Recorder's use AP No 142-073-26,31 EASEMENT DEED I HEREBY DECLARE THE DOCUMENT TRANSFER This document is solely for the ofbdsl businew of the Clty of Huntington TAX IS$ 0 CONSIDERATION IS LESS THAN$100.00. Beach.96 contemplated under Govemment Code SSc.6103 and THE TAX IS: stwutd bs recorod f me COMPUeTEOLL VALUE OF PROPERTY CONVEYED OR, MPL VALUE LESS LIENS AND ENCUMBRANCES REMAINING AT TIME OF SALE BOB MILANI-CITY OF HUNTINGTON BEACH SIGNATURE OF DECLARANT OR AGENT-FIRM NAME FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, BELLA TERRA VILLAS, LLC,A DELAWARE LIMITED LIABILITY COMPANY does hereby GRANT to the CITY OF HUNTINGTON BEACH,a municipal corporation, a blanket easement for the purpose of police,fire department and emergency vehicle access AND the access rights for the purpose of monitoring and inspecting gross pollutant removal devices and treatment train improvements for conformance with the County of Orange Drainage Area Master Plan in,over, across, upon and through the private streets,private drive aisles and access ways (in each case,as they may exist and be configured from time to time)of the real property in the CITY OF HUNTINGTON BEACH,County of Orange, State of California,described as follows: N THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, THAT PORTION OF ARCEL 3 OF LOT LINE ADJUSTMENT NO. 10-006, RECORDED OCTOBER 21, 2011 AS INSTRUMENT NO. 2011000527951,OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE SAID COUNTY, THAT IS LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT "A" AND IS DEPICTED ON THE ATTACHED EXHIBIT"B". BELLA TERRA VILLAS,LLC :-ROVED AS TO FORM A DELAWARE LIMITED 4WILITY COMPANY )i;1`NIFER McGIZATH,CityAttomey By: _ L By ex� PRINTE Deputy City Att�ey ��� Z By: State of C dy8 r 4 ego ) (NAME PRINTED) SS County of Zak�`®� ) DD CAPACITY CLA M[ED BY SIGNER On this Z2 - 03- I'Z- before me, ULsk%4-^ G r$ Nor `J •C, a ❑INDIVIDUAL 11 DAY,MONTH AND YEAR INSERT NAME AND TITLE OF NOTARyj ! ^CORPORATE I c k-S.`d 8.i+� notary public,personally appeared l�o,cf L.. ro,,p.it;.o.vo�(.J•1,:nrr 41.E-� �, OFFICER(S) E(S)-^ SIGNATO S'NAME ❑ PARTNER(S) ❑ LIMITED who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) ❑ GENERAL '7/are subscribed to the within instrument and acknowledged to me that he/she/they executed ❑ ATTORNEY-IN-FACT e same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the ❑ TRUSTEE(S) instrument the person(s),or the entity upon behalf of which the person 6� � tT)� cuted the ❑ GUARDIAN/CONSERVATOR instrument. R�S L I E F �Oj��� ❑ .� ,.......... ni �� OTHER: I certify under PENALTY OF PERJURY under the laws of the fate of tA14I'drjjia � foregoing paragraph is true and correct. z SIGNER IS REPRESENTING: EXHIBIT"A" LEGAL DESCRIMON In the City of Huntington Beach, County of Orange, State of California, being that portion of Parcel 3 of Lot Line Adjustment No. 10-006, recorded October 21, 2011, as Instrument No. 2011000527951, of Official Records, in the office of the County Recorder of said county, described as follows; Commencing at the northerly terminus of a line shown on said Lot Line Adjustment as "N00027'54"E 43.00"' on the boundary of said parcel; thence along said boundary South 0"2754" West 10.14 feet to the True Point of Beginning; thence North 89°32'06"West 313.71 feet to a curve concave northeasterly having a radius of 20.00 feet;thence northwesterly 31.35 feet along said curve through a central angle of 89°49'19"; thence North 0°17'13" East 399.19 feet to a curve concave southeasterly having a radius of 17.00 feet; thence northeasterly 26.62 feet along said curve through a central angle of 89°43'36"; thence South 89°59'11" East 440.65 feet to a curve concave southerly having a radius of 25.00 feet; thence easterly 3.13 feet along said curve through a central angle of 709'47"; thence South 82049124" East 75.75 feet to a curve concave northerly having a radius of 46.00 feet; thence easterly 5.75 feet along said curve through a central angle of 7°09'47'; thence South 89°59'11" East 183.23 feet to the easterly boundary of said parcel, also being a non-tangent curve concave easterly having a radius of 472.00 feet, a radial line to the beginning of said curve bears South 89°21'09"West; thence northerly 17.26 feet along said boundary through a central angle of 2°05'42" to the northeasterly corner of said parcel; thence along the northerly boundary of said parcel, non-tangent from said curve North 89°32'06" West 750.90 feet to a point lying South 89°32'06" East 6.11 feet from the northwesterly corner of said parcel; thence South 0°17'13" West 658.81 feet to a line parallel with and 9.00 feet northerly from the southerly boundary of said parcel; thence along said parallel line, South 89°32'06" East 26.00 feet; thence North 0°17'13" East 26.03 feet to a curve concave southeasterly having a radius of 3.75 feet; thence northeasterly 5.90 feet along said curve through a central angle of 90°10'41'; thence South 89°32'06" East 120.85 feet; thence North 0°27'54" East 2.50 feet to a curve concave southeasterly having a radius of 3.00 feet; thence northeasterly 4.71 feet along said curve through a central angle of 90°00'00"; thence South 89032,06" East 0.50 feet; thence North 0°27'54" East 145.75 feet to a curve concave southeasterly having a radius of 2.75 feet; thence northeasterly 4.32 feet along said curve through a central angle March 01,2012 WO No.3337-IX Page 1 of 2 H&A Legal No.7820 By:L.Gaston Checked By:R.Williams Item 7. - 154 HB -342- EXHIBIT`A" LEGAL DESCRIPTION of 90°00'00'; thence South 89°32'06" East 66.25 feet to a curve concave southwesterly having a radius of 30.00 feet; thence southeasterly 47.12 feet along said curve through a central angle of 90°00'00'; thence South 0°27'54"West 20.00 feet to a curve concave westerly having a radius of 81.00 feet; thence southerly 19.79 feet along said curve through a central angle of 13°59'57'; thence South 14°27'51"West 21.45 feet to a curve concave easterly having a radius of 81.00 feet; thence southerly 19.79 feet along said curve through a central angle of 13°59'57'; thence South n7'54" West 55.87 feet to a curve concave westerly having a radius of 35.00 feet; thence southerly 18.82 feet along said curve through a central angle of 30°48'57" to said parallel line; thence non-tangent from said curve along said parallel line, South 89032'06" East 72.89 feet to a non-tangent curve concave easterly having a radius of 35.00 feet, a radial line to the beginning of said curve bears South 59°37'16"West; thence northerly 18.84 feet along said curve through a central angle of 30°50'38"; thence North 0°27'54" East 135.85 feet to a curve concave southeasterly having a radius of 30.00 feet; thence northeasterly 47.12 feet along said curve through a central angle of 90°00'00'; thence South 89°32'06"East 22.98 feet to the boundary of said parcel; thence along said boundary, North 0'2754" East 26.00 feet to the True Point of Beginning. As shown on Exhibit`B" attached hereto and by this reference made a part hereof. BAN D , Rory S. illi s,L.S.No. 6654 Rory S.Williams Dater 12� No.6654 OF CALIF March 01,2012 WO No.3337-1X Page 2 of 2 H&A Legal No.7820 By:L.Gaston Checked By:R.Williams HB -343- Item 7. - 155 EXHIBIT XHIBIT "B" o RAD Sketch to Accompany Legal Description =` R=472.00'L=37.62' LINE TABLE ' r ' N °21'0_9"_E_ "- 0.50' LINE BEARING LENGTH 89 --- 21 A=90°00'00" L1 S00°27'54"W 20.00' N N009 27 54"E ;: =•- R=3.00' L2 S14027'51"W 21.45' J _�0 145.75'- L=4.71' L3 S00927'54"W 55.87' W _N00°27'54"E C) 2.50' CURVE TABLE N n' CURVE DELTA RADIUS LENGTH 0D C1 90°00'00" 30.00' 47.12' DETAIL �� C2 13059'57" 81.00, 19.79' _N C3 13 59'57" 81.00, 19.79' A=7°09 47" N.T.S. I co C4 30°48'57" 35.00' 18.82' -- R=46.00' i - L=5.75' --S82°49'24"E 75.75' ^ A=7009'47" ` A=30050'38" o Io -c- L=18.84' W P.O.C. �T rt LO o o 10.14'--- -- ---S89°32'06'E 22.98' - ( Z A=90°00'00" '9. Q, o R=30.00' z W �o N N00°27'54"E 135.85' Z) 0D w CV L.L.I C2 V. G C3 4 Q 0D N58-43'09"W LO RAD V iv 26' N6 Co ( ) INDICATES RECORD DATA N00°27'S4"E 145.75' Imo' PER INST. NO. 2^i{"00527951 O.R. z f W LU -go 00 :.•..... R=2.75' r (6-: L=4.32' W NN - 9° - SEE DETAIL HEREON o - A-8 43 36 A-89 49'19 N r� , - R=17.00' R=20.00'-- I 0D^ o L=26.62' L=31.35' A=90°10'41" `) ; o N00°17'13"E 399.19' _ R=3.75'';, z L=5.90' co 26.00 9, -- S00°17'13"W 658.81' _ -- NMIIIIIIIII HUNSAKER & ASSOCIATES ® I R V I N E , I N C . EXHIBIT "B" PLANNING ■ ENGINEERING 9 SURVEYING Three Hughes-Irvine, CA 92618 -PH:(949)563-1010 -FX:(949)583-0759 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNIA DATE: 3 Ol 12 0 TE ---- 'YG K. VO s, R. WILLIAMS SCALE: 1"= 100' W.O. 3337-1X FILE: I:\BELLA TERRA\LD\7820\SHT01 .dwg H&A LEGAL No. 7820 SHEET 1 OF 1 Item 7. - 156 HB -344- A City ®f Huntington Beach ® 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachca.gov `Fa 1) 1909YP° o Office of the City Clerk Joan L. Flynn, City Clerk DEED CERTIFICATION CITY OF HUNTINGTON BEACH This is to certify that the interest in real property conveyed by the Deed dated MARCH 12, 2012, from WARREN L. TROUPE AND WILLIAM D. LICKO CORPORATE OFFICERS OF BELLA TERRA VILLAS, LLC, A DELAWARE LIMITED LIAIBILITY COMPANY to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: April 10, 2012 CITY OF HUNTINGTON BEACH JOAN L. FLYNN, CMC CITY CLERK g:lfollowup/deeds/deedcert2002.doc Government Code§27281 SisiftmcOWaM Anjo,Japan ® Waitakere, New Zealand HB -345- Item 7. - 157 ATTACHMENT #9 City Clerk 2012000202850 U4:19pm U4/10/12 City of Huntington Beach 37 402 E01 4 P.O.Box 190 0.00 0.00 0.00 0.00 9.00 0.00 0.00 0.00 Huntington Beach,Ca.92648 Space above this line for Recorder's use AP No 142-073-26,31 EASEMENT DEED I HEREBY DECLARE THE DOCUMENT TRANSFER TAX IS$ 0 CONSIDERATION IS LESS THAN$100.00. This dooiment is solely for the owl business of the City of Huntington Beach,as contemplated under THE TAX IS: Governnent Coda Sec.6103 and COMPUTE FULL VALUE OF PROPERTY CONVEYED OR, should b 9 recorded free of dvvp. CO D L VALUE LESS LIENS AND ENCUMBRANCES REMAINING AT TIME OF SALE �c BOB MILANI—CITY OF HUNTINGTON BEACH, SIGNA OF DECLARANT OR AGENT-FIRM NAME FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, BELLA TERRA VILLAS,LLC,A DELAWARE LIMITED LIABILITY COMPANY does hereby GRANT to the CITY OF HUNTINGTON BEACH,a municipal corporation,a perpetual easement and right of way for street and public utility purposes in, on, over,under and across all that real property in the CITY OF HUNTINGTON BEACH, County of Orange,State of California,described as follows: IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, THAT PORTION OF PARCEL 3 OF LOT LINE ADJUSTMENT NO. 10-006, RECORDED OCTOBER 21, 2011 AS INSTRUMENT NO. 2011000527951, OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE SAID COUNTY, _HAT IS LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT "A" AND IS DEPICTED ON THE ATTACHED EXHIBIT"B". BELLA TERRA VILLAS,LLC A DELAWARE LIMITED L ILITY COMPANY APPROVED AS TO FORM JENNIFER McGRATH,City Attomey By: TED) $ By: Deputy��q 4A u_ State of C'O,o ro d a ) (NAME PRINTED) SS County of �o.l �.S CAPACITY CLAIMED BY SIGNER l '� ❑INDIVIDUAL On this ZZ — d3 �..-IZ before me, s. a-E-Gr��, NOcf ?j�kc_ ,a ;&CORPORATE 1?ra:t1kIc) A+ DAY,MONTH AND YEAR INSERT NAME ANDTItLE OF NOTAILY OFFICERS) $#_Crx"r�A _ TITLE(S) notary public,personally appeared Wa ro_^ W• �°^`�•L"c Vcp ❑ PARTNER(S) ❑LIMITED SIGNA ORIES'NAME ❑ GENERAL who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) ❑ATTORNEY-IN-FACT is/are subscribed to the within instrument and acknowledged to me that he/she/they executed ❑TRUSTEE(S) the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the ❑ GUARDIAN/CONSERVATOR strument the person(s),or the entity upon behalf of which the person(s)acted,executed the ❑ instrument. \\\\\\\\���` 1 E. II/ 7j','''4 OTHER: I certify under PENALTY OF PERJURY under the laws of tl eta"Urmilfg t the foregoing paragraph is true and correct. •ZZ �t7TAR�.'; r SIGNER IS REPRESENTING: NAME OF PERSON(S)OR ENTITY(IES) Cn • i� • • 0 ` d l� ,�4/1C Witness my hand: n r -P�,=AVB L1C+ ;'ci g , .,-�t^i. so e- EXHIBIT"A' LEGAL DESCRIPTION OF RIGHT OF WAY EASEMENT A strip of land 9.00 feet wide, in the City of Huntington Beach, County of Orange, State of California, being that portion of Parcel 3 of Lot Line Adjustment No. 10-006, recorded October 21, 2011, as Instrument No.2011000527951 of Official Records, in the office of the County Recorder of said county, lying southerly of a line parallel with and 59.00 feet northerly of the centerline of Edinger Avenue as shown on Parcel Map No. 2003-163,per map filed in Book 358, Pages 1 through 9,inclusive, of Parcel Maps,in the office of said County Recorder. As shown on Exhibit"B"attached hereto and by this reference made a part hereof. Rory S.Vaa7s,L.S. N . 6654 Rory S.Williams Date: No.6654 9�CF CA1-�F��� Revised:January 6,2012 August 29,2011 WO No.3337-1X Page 1 of 1 H&A Legal No.7746 By:K.Vo Checked By:R.Williams Item 7. - 160 HB -348- EXHIBIT "B" Sketch, to Accompany Legal Description PARCEL 4 l- w LLA NO. 10-006 0 ~ U m LLI w g In p� o PCL 0 Z 1 LLI C � m¢ N w ow Z (D > Q 0 ' N\ 00 w L1) PARCEL 3 �3 ® va r 9' 0 N l N . W LO � Z 1— - I �' U N 50' U) N 6n Li INST. NO. 20110005279513 O.R z Z E'LY LINE SW 1/4, SEC. J 14, T.5S., R. 11 W 59' in N00015'57"E 9.00'--�= i C.L. SO. PACIFIC R.R. R/W CITY OF H.B. FLOOD CONTROL CHANNEL R/W w UNSAKER & ASSOCIATES R V I N E I N C RIGHT OF WAY EASEMENT ANNING ■ ENGINEERING ■ SURVEYING • K+r, CA 9261e • M(949)5e3--Io10 •Fx(949)5e3-TM CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNIA DAM 08-29-111 DATE, 01-06-12 'e*y` K. VO CBK'd R. WILLIAMS SCALE: 1"= 150' W.O. 3337-1X I:\BELLA TERRA\LD\7746\SHTO1.dwg I H&A LEGAL No. 77461 SHEET 1 OF 1 HB -349- Item 7. - 161 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov s Office of the City Clerk Fg 11 1999,P � Joan L. Flynn, City Clerk DEED CERTIFICATION CITY OF HUNTINGTON BEACH This is to certify that the interest in real property conveyed by the Deed dated MARCH 12, 2012, from WARREN L. TROUPE AND WILLIAM D. LICKO CORPORATE OFFICERS OF BELLA TERRA VILLAS, LLC, A DELAWARE LIMITED LIAIBILITY COMPANY to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: April 10, 2012 CITY OF HUNTINGTON B§ACH I � O�- jjr 4) JOAN L. FLYNN, CMC CITY CLERK g:/followup/deeds/deedcert2002.doc Govemment Code§27281 Sist1WV16 Anjo, Japan ♦ Waitakere,New Zealand Item 7. - 162 HB -350- ATTACHMENT # 10 City Clerk ZUIZUUUZUZk$bZ 1,14:lUpM U41"1Ul"1L City of Huntington Beach 37 402 E01 4 P.O.Box 190 0.00 0.00 0.00 0.00 9.00 0.00 0.00 0.00 Huntington Beach,Ca.92648 4 Space above this line for Recorder's use AP No 142-073-26,31 EASEMENT DEED I HEREBY DECLARE THE DOCUMENT TRANSFER This document is solely for the otTtai TAX IS$ 0 CONSIDERATION IS LESS THAN$100.00. business of the City ofBeta€h,as contemp Govwwpent Coda Sac.01c3 OW THE TAX IS: should b s eecordrd free d . COMPUTE FULL VALUE OF PROPERTY CONVEYED OR, COMP D L VALUE LESS LIENS AND ENCUMBRANCES REMAINING AT TIME OF SALE DUBOB MILANI—CITY OF HUNTINGTON BEACH. SIGNATURE OF DECLARANT OR AGENT-FIRM NAME FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, BELLA TERRA VILLAS,LLC,A DELAWARE LIMITED LIABILITY COMPANY does hereby GRANT to the CITY OF HUNTINGTON BEACH, a municipal corporation,an easement for traffic signal maintenance and equipment purposes in, on, over,under and across all that real property in the CITY OF HUNTINGTON BEACH,County of Orange, State of California,described as follows: IN THE CITY OF. HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, THAT PORTION OF PARCEL 3 OF LOT LINE ADJUSTMENT NO. 10-006, RECORDED OCTOBER 21, 2011 AS INSTRUMENT NO. 2011000527951,OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE SAID COUNTY, THAT IS LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT "A" AND IS DEPICTED ON THE ATTACH EXHIBIT"B". BELLA TERRA VILLAS,LLC A DELAWARE LIMITED LIABILITY COMPANY -,P io,,fED A5 TU FORM By: JENNIFER MCGRATH,CityAttomey warrx^ L•Z r o �L -- ( (� D) By: ByDeputy City AttoageyW°.1�: �, D.L•�1� 11 q (NAME PRINTED) State of C Qlo rtt da ) SS County of Z)%.J 1 a5- c. l 1 P.�l. CAPACITY CLAIMED BY SIGNER On this 22-01a-12—before me, Le-s t L . Grr1, N DAW,t' L a ❑ INDIVIDUAL DAY,MONTH AND YEAR INSERT NAME AND TITL OF NOTARY %CORPORATE ?re OFFICER(S) C r4- ✓� notary public,personally appeared Wcxr2 L c a TITLE(S) SIG ATORIES'NAME ❑ PARTNER(S) ❑LIMITED who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) ❑ GENERAL is/are subscribed to the within instrument and acknowledged to me that he/she/they executed ❑ATTORNEY-IN-FACT the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the ❑ TRUSTEE(S) instrument the person(s), or the entity upon behalf of which the person(s)acted,executed the ❑ GUARDIAN/CONSERVATOR instrument. \\ �`` ❑ I certifyunder PENALTY OF PERJURY under the laws of the ��`\ E Gi ��� OTHER: _ �c.�L'attforni� �t�,e foregoing paragraph is true and correct. ;' p T AZZ R y • = SIGNER IS REPRESENTING: -" O = NAME OF PERSON(S)OR ENTITY(IES) Nam'• jOUgL��' Witness my hand: ,,� �y '• •' �,p Q�o�.�,4 '� C, -k(,�g_S�� EXHIBIT "A" LEGAL DESCRIPTION In the City of Huntington Beach, County of Orange, State of California, being that portion of Parcel 3 of Lot Line Adjustment No. 10-006, recorded October 21, 2011 as Instrument No. 2011000527951 of Official Records, in the office of the County Recorder of said county, described as follows: Commencing at the intersection of the westerly line of said Parcel 3 and a line parallel with and distant 9.00 feet northerly of the southerly line of said Parcel 3, said southerly line being the northerly right of way of Edinger Avenue as shown on Parcel Map No. 2003-163, per map filed in Book 358, Pages 1 through 9, inclusive, of Parcel Maps; thence along said parallel line South 89°32'06" East 221.03 feet to the True Point of Beginning; thence continuing along said parallel line South 89°32'06" East 115.62 feet; thence North 47001'16" West 26.64 feet; thence North 0°28'17" East 50.35 feet; thence North 89°32'02" West 73.00 feet; thence South 0'28'17" West 50.36 feet; thence South 52°23'46"West 29.19 feet to the True Point of Beginning. As shown on Exhibit"B" attached hereto and by this reference made a part hereof. �AND Lisa K. Gaston Lisa K. G on, L. 299 No. 8299 Date: 0l�2d�/Z OF CA��F Revised.January 19, 2012 August 31, 2011 WO No. 3337-1X Page 1 of 1 H&A Legal No. 7748 By: R.Wheeler Checked By: R.Williams HB -353- Item 7. - 165 EXHIBIT "B" JA�L Sketch to Accompany Legal Description 9,L N47°01'16"W 26.64' - ""---" N00°28'17"E -- 50.35' - I W � 0 o u�> N O PARCEL 3co z � a 59' W to 50.36' S00028'17"W S52°23'46"W 29.19' LiJ LLJ a T.P.O.B. I LLA NO. 10- 006 M� I +� 50' to i N CO W to O) F— i i i Oi ZQ Ni � W ~ N � U-0 I O N F •- INST NO. 20110005279515 O.R. za ' .� ��Z 19{ I z N i ((N la1 U W i CNN 0 U- la1 P.O.C. i Z 1 o=Z W C'1 OF ,v C> CITY OF HUNTINGTON BEACH N00°16'24"E 9.00'- in FLOOD CONTROL CHANNEL 1n HUNSAKER & ASSOCIATES ®a I R V I N E I N C EXHIBIT "B" 0 PLANNING ■ ENGINEERING ■ SURVEYING Three Hughes - lMv_- CA 92618 -PH:(949)583.1010 .FX:(949)583-0759 CITY OF HUNTINGTON BEACH.COUNTY OF ORANGE,STATE OF CAUFORNIA DATE:08-31-11 DATE: 01 19 12 e"y.'R. WHEELER a.d R. WILLIAMS I SCALE: 1"= 50' W.O. 3337-1X I:\BELLA TERRA\LD\7748\SHT01 .dwg H&A LEGAL No. 77481 SHEET 1 OF 1 Item 7. - 166 HB -354- City ®f Huntington Beach 200o Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov zFBs� -po' Office of the City Clerk ]1 1409 ® Joan L. Flynn, City Clerk DEED CERTIFICATION CITY OF HUNTINGTON BEACH This is to certify that the interest in real property conveyed by the Deed dated MARCH 12, 2012, from WARREN L. TROUPE AND WILLIAM D. LICKO CORPORATE OFFICERS OF BELLA TERRA VILLAS, LLC, A DELAWARE LIMITED LIAIBILITY COMPANY to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: April 10, 2012 CITY OF HUNTINGTON BEACH JOAN L. FLYNN, CMC CITY CLERK g:lfbllowup/deeds/deedcert2002.doc Govemment Code§27281 Sis9mcVi ?-6Anjo, Japan ♦ Waitakere,New Zealand xB -355- Item 7. - 167 ATTACHMENT # 11 Item ]. - 16R Hi+ 3. n City Clerk 2012000202515 U3:3Upm U4/1 U/12 City of Huntington Beach 47 412 E01 5 P.O.Box 190 0.00 0.00 0.00 0.00 12.00 0.00 0.00 0.00 Huntington Beach,Ca.92648 Space above this line for Recorder's use AP No 142-073-19,20,22,31 EASEMENT DEED I HEREBY DECLARE THE DOCUMENT TRANSFER This dogJment L solely for tape ofo TAX IS$ 0 CONSIDERATION IS LESS THAN$100.00. buslneas of ttue City of HunfttanBOSCh,80 mritemplated under Govemment Code Sec.6103 and THE TAX IS: should b®recorded free of tom, COMP N FULL VALUE OF PROPERTY CONVEYED OR, CO E L VALUE LESS LIENS AND ENCUMBRANCES REMAINING AT TIME OF SALE ( - BOB MILANI—CITY OF HUNTINGTON BEACH SIGNATURE OF DECLARANT OR AGENT-FIRM NAME FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, BELLA TERRA ASSOCIATES,LLC,A DELAWARE LIMITED LIABILITY COMPANY does hereby GRANT to the CITY OF HUNTINGTON BEACH,a municipal corporation,a blanket easement for the purpose of police,fire department and emergency vehicle access AND the access rights for the purpose of monitoring and inspecting gross pollutant removal devices and treatment train improvements for conformance with the County of Orange Drainage Area Master Plan in, over,across,upon and through the private streets,private drive aisles and access ways (in each case, as they may exist and be configured from time to time)of the real property in the CITY OF HUNTINGTON BEACH, County of Orange, State of California, described as follows: v THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, THAT PORTION OF _'ARCEL 4 OF LOT LINE ADJUSTMENT NO. 10-006, RECORDED OCTOBER 21, 2011 AS INSTRUMENT NO. 2011000527951,OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE SAID COUNTY, THAT IS LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT "A" AND IS DEPICTE THE ATTACHED EXHIBIT"B". BELLA TE --ASS CIAT S,LL A DELAW D B PANY ,-,ppROVED AS TO FORM JENNIFER M-GMTH,City Aftme3' By: B � AME R-ID ED Duty City eY By: �( �� (NAME PRINTED) State of r County of j CAPACITY CLAIMED BY SIGNER On this Z before me, 61� Co 1 �NOTARY � �,�' ❑ INDIVIDUAL DAY,MONTH AND YEAR INSERT NAME AND TITLE O ❑ CORPORATE OFFICER(S) notary public,personally appeared — i j CCIAV—) TITL (S) SIGNATO 'NAME ❑ PARTNER(S) ❑LIMITED -ho proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) ❑ GENERAL 'are subscribed to the within instrument and acknowledged to me that he/she/they executed ❑ATTORNEY-IN-FACT the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the ❑ TRUSTEE(S) instrument the person(s),or the entity upon behalf of which the person(s)acted, executed the ❑ GUARDIAN/CONSERVATOR instrument. p OTHER: I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct CALIFORNIA ALL-PURPOSE CERTIFICATE OF ACKNOWLEDGMENT State of California County of CJLOL� On before me, (Here insert name and title of the officer) personally appeared E V- 1 t— SA-V'w' who proved to me on the basis of satisfactory evidence to be the person(o whose named 1s subscribed to the within instrument and acknowledged to me that he y executed the same in s er�#� authorized elO capacity(ies�and that by�signature(o on the instrument the person(s), or the entity upon behalf of which the person(}acted, executed the instrument. I certify under.PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. IQJCOMMi °'"""""""'"°" J.DUTRA ssion No. 19SMS NOTARY PUBLIC-CALIFORNIA WITNESS my hand and I facial seal. SA CLARA COUNTY My Comm Expires JANUARY 14,21B Signature of No Public (Notary Seal) tary ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California must contain verbiage exactly as DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must be kC� properly completed and attached to that document. The only exception is if a document is to be recorded outside of California.In such instances,any alternative (Title or description of attached document) acknowledgment verbiage as may be printed on such a document so long as the verbiage does not require the notary to do something that is illegal for a notary in California (i.e. certifying the authorized capacity of the signer). Please check the (Title or description of attached document continued) document care iidly for proper notarial wording and attach this form if required • State and County information must be the State and County where the document Number of Pages. Document Date signer(s)personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s)personally appeared which must also be the same date the acknowledgment is completed. (Additional information) • The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title(notary public). • Print the name(s) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIlVIED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e. ❑ Individual(s) Ire/she/tkey—is/are)or circling the correct forms.Failure to correctly indicate this information may lead to rejection of document recording. ❑ Corporate Officer . The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges,re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerks ❑ Attorney-in-Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. ❑ Other Indicate title or type of attached document,number of pages and date. Indicate the capacity claimed by the signer.If the claimed capacity is corporate officer,indicate the title(i.e.CEO,CFO,Secretary). LL. • Securely attach this document to the signed document ')nnv vo,�i CAPAv12.10.07 800-873-9865 www.NotaryClasses.com Item 7. - 170 HB -358- EXMIT"A' LEGAL DESCRIPTION In the City of Huntington Beach, County of Orange, State of California, being that portion of Parcel 4 of Lot Line Adjustment No. 10-006, recorded October 21, 2011, as Instrument No. 2011000527951, of Official Records, in the office of the County Recorder of said county, described as follows; Commencing at the southerly terminus of a line shown on said Lot Line Adjustment as "N00027'54"E 42.91"' on the westerly boundary of said parcel; thence along said boundary, North 002754" East 38.77 feet to the True Point of Beginning; thence South 89°32'12" East 61.69 feet to the westerly boundary of Parcel Map No. 2003-163, per map filed in Book 358, Pages 1 through 9, inclusive, of Parcel Maps, in the office of said County Recorder; thence along said westerly boundary, North 0°27'54"East 26.00 feet; thence North 89°32'12"West 32.94 feet to a curve concave northeasterly having a radius of 2.75 feet;thence northwesterly 4.32 feet along said curve through a central angle of 90000'06'; thence North 0°27'54" East 122.52 feet to a curve concave southeasterly having a radius of 2.75 feet; thence northeasterly 4.32 feet along said curve through a central angle of 90°00'00"; thence South 89°32106" East 32.94 feet to said westerly boundary; thence along said westerly boundary, North 0°27'54" East 26.00 feet; thence North 89°32'06" West 101.69 feet to a point lying South 0°27'54" West 10.14 feet from the northerly terminus of a line shown on said Lot Line Adjustment as "N00°27'54"E 43.00"'in the westerly boundary of said parcel; thence along said westerly boundary, South 0°27'54"West 26.00 feet; thence South 89°32'06"East 37.25 feet to a curve concave southwesterly having a radius of 2.75 feet; thence southeasterly 4.32 feet along said curve through a central angle of 90°00'00", the southerly terminus of said curve being the northerly prolongation of said line shown as "N00°2754"E 42.91"' on said westerly boundary; thence along said northerly prolongation, South 0°27'54"West 151.27 feet to the True Point of Beginning. As shown on Exhibit`B" attached hereto and by this reference made a part hereof. r �Q ,AND SU Rory illiarlis,��L� N 54 Rory S.Williams Date: No. 6654 Revised:March 01,2012 February 21,2012 ��q � WO No.3337-1X OF CqL\F Page 1 of 1 H&A Legal No.7821 By:L. Gaston Checked By:R.Williams HB -359- Item 7. - 171 EXHIBIT "B" Sketch to Accompany Legal Description WESTERLY BOUNDARY P.M. 2003-163 WESTERLY BOUNDARY I P.M.B. 358/1-9 PARCEL 4 -;-10.14' LLA NO. 10-006 w ;' N89°32'06"W 101.69' --- I w i N 6 O N N O r- t\ o S89"32'06"E S89032'06"E z 37.25' - 32.94'-- o .� I' z I \ I , I I R=2.75' CD 0 L=4.32' Lj � I CV I n L I WESTERLY BOUNDARY I o PARCEL 4 '2 o LLA NO, 10-006 o o II I z b J ;n I WESTERLY BOUNDARY n 26' rn �^� P.M. 2003-163 N II I P.M.B. 358/1-9 o z w N89032'12"W -0- o o L 'D N N o T.P.O.B. ;--S89032'12"Ecc 61.69'- Z , N89032'06"W - WESTERLY BOUNDARY P.®.C> 61.69" PARCEL 4 LLA NO, 10-006 EDINGER AVENUE ( } INDICATES RECORD DATA PER INST. NO. 20i€0'040527951 O.R. HUNSAKER & ASSOCIATES @,e I R Y I N E , I N C . EXHIBIT npn PLANNING - ENGINEERING SURVEYING Three Hughes.Irvine,CA 92618 *PH:(949)583-1010 •FX:(949)583-0759 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CAUFORNIA DATE 3 01 12 DATE ---- IDW,G L. GASTON a d R. WILLIAMS SCALE: 1"= 40' W.O. 3337-1X F"E` FILE: I:\BELLA TERRA\LD\7821\SHEET 1 .dw9 H&A LEGAL No. 78211 SHEET 1 OF 1 Item 7. - 172 HB -360- ® City Of Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 a www.huntingtonbeachca.gov r:FB 7J 7404 Pew ® Office of the City Clerk ® ' Joan L. Flynn, City Clerk DEED CERTIFICATION CITY OF HUNTINGTON BEACH This is to certify that the interest in real property conveyed by the Deed dated FEBRUARY 23, 2011, from LINDSEY HOLDINGS, LLC A LIMITED LIABILITY COMPANY to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: April 10, 2012 CITY OF HUNTINGTON BEACH it JOAN L. FLYNN, CIVIC CITY CLERK g:/followup/deeds/deedcer=02.doc Govemment Code§27281 SIAw--0T s Anjo, Japan ® Waitakere,New Zealand HB -361- Item 7. - 173 ATTACHMENT # 12 Item 7. _ 174 uu -362- City Clerk 2012000202614 03:30pm 04/10/12 City of Huntington Beach 47 412 E01 5 P.O.Box 190 0.00 0.00 0.00 0.00 12.00 0.00 0.00 0.00 Huntington Beach,Ca.92648 Space above this line for Recorder's use AP No 142-073-19,20,22,31 EASEMENT DEED I HEREBY DECLARE THE DOCUMENT TRANSFER ibis driment i3 solely for She official business of the City of Huntington TAX IS$ 0 CONSIDERATION IS LESS THAN$100.00. Beach,as contemplated under Govemment Code Sm 6103 and THE TAX IS: should be recorded free of cherna, COMPU N FULL VALUE OF PROPERTY CONVEYED OR, O FULL VALUE LESS LIENS AND ENCUMBRANCES REMAINING AT TIME OF SALE L' LLS BOB MILANI—CITY OF HUNTINGTON BEACH SIGNATURE OF DECLARANT OR AGENT-FIRM NAME FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, BELLA TERRA ASSOCIATES,LLC,A DELAWARE LIMITED LIABILITY COMPANY do hereby GRANT to the CITY OF HUNTINGTON BEACH, a municipal corporation,a perpetual easement and right of way for street and public utility purposes in,on,over,under and across all that real property in the CITY OF HUNTINGTON BEACH,County of Orange, State of California, described as follows: IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, THAT PORTION OF PARCEL 4 OF LOT LINE ADJUSTMENT NO. 10-006, RECORDED OCTOBER 21, 2011 AS INSTRUMENT NO. 2011000527951,OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE SAID COUNTY, .HAT IS LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT "A" AND IS DEPI ' ON THE ATTACHED EXHIBIT°B". BELLA TE SOC TES, L A DELAW L TE IL ANY I ppp,OVED AS TO FORM By: A JENNIFER McGRATH,City Attorney - AMEP D 13Y�tLlpu (` ` By: D-puty City Attorney `C\�1� 5 ` (NAME PRINTED) State of SS County ' CAPACITY CLAIMED BY SIGNER 3Ld� On this7 before me ,., , a ❑ INDIVIDUAL DAY,MONTH AND YEAR , INSERT NAME AND TITLE OF NOTARY ❑ CORPORATE � OFFICERS) notary public,personally appeared k r�C\ Gc - t- TITLE(S) Si A ORMS'NAME ❑ PARTNER(S) ❑LIMITED who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) ❑ GENERAL is/are subscribed to the within instrument and acknowledged to me that he/she/they executed ❑ATTORNEY-IN-FACT the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the ❑ TRUSTEE(S) 3trument the person(s),or the entity upon behalf of which the person(s)acted,executed the ❑ GUARDIAN/CONSERVATOR .istrument. ❑ OTHER: I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. LOR1 CM NAME IS REPRESENTING: NAME OF PERSON(S) Witness my h C ommiss+on#1828228 OR ENTIT I'(IES) CALIFORNIA .ALL-PURPOSE CERTIFICATE OF ACKNOWLEDGMENT State of California County of a' On P-O '..c�,Zl��l_�beforeme, (Here insert name and title of the officer) personally appeared ��""' who proved to me on the basis of satisfactory evidence to be the person(}whose named� subscribed to the within instrument and acknowledged to me that lOe heAhff executed the same in is authorized capacity(4es),and that by is ' signature(s)on the instrument the person(s3, or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. J.Dum Commission No. 1 WITNESS my hand and official seal. NOTARY PUBLIC-G� SANTA CLARA COUNTY My Comm.Expires JANUARY 14,we Mgnature of Notary Public (Notary Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California must contain verbiage exactly as DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must be �, C ,, properly completed and attached to that document The only exception is if a �-�`� 1 document is to be recorded outside of California In such instances, any alternative (Title or description of attached document) acknowledgment verbiage as may be printed on such a document so long as the verbiage does not require the notary to do something that is illegal for a notary in California (i.e. certifying the authorized capacity of the signer).Please check the (Title or description of attached document continued) document carefully for proper notarial wording and attach this form if required. • State and County information must be the State and County where the document Document Date Number of Pages signer(s)personally appeared before the notary public for acknowledgment • Date of notarization must be the date that the signer(s)personally appeared which must also be the same date the acknowledgment is completed. (Additional information) • The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title(notary public). • Print the name(s) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e. ❑ Individual(s) he/she/tke3;-is/are)or circling the correct forms.Failure to correctly indicate this information may lead to rejection of document recording. ❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges,re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerk. ❑ Attorney-in-Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document ❑ Other Indicate title or type of attached document,number of pages and date. Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). • Securely attach this document to the signed document "nno ire...:,,.,"kPAv12.10.07 800-873-9865 www.NotaryClasses.com - Item 7. - 176 HB -364- LEGAL DESCRIPTION EXMIT"A" RIGHT OF WAS'EASEMENT A strip of land, 9.00 feet in width, in the City of Huntington Beach, County of Orange, State of California,being that portion of Parcel 4 of Lot Line Adjustment No. 10-006, recorded October 21, 2011, as Instrument No. 2011000527951, of Official Records, in the office of the County Recorder of said county, described as follows: The southerly line of said strip being the northerly right of way of Edinger Avenue,50.00 feet wide, as shown on Parcel Map No. 2003-163 filed in Book 358, Pages 1 through 9, inclusive, of Parcel Maps in the office of said County Recorder. Said strip bounded easterly by the easterly boundary of Parcel 1 of Parcel Map No. 86-200 filed in Book 255, Pages 40 through 45, inclusive in the office of said County Recorder and westerly by the easterly boundary of Parcel 3 of said Lot Line Adjustment. As shown on Exhibit`B"attached hereto and by this reference made a part hereof. ,AND S��G Rory illi s,L.S_ o. 6654 J Rory S. Williams Date: No. 6654. cPjq�OF k,�o��� CR Revised:January 09,2012 August 23,2011 WO No.3337-1X Page 1 of 1 H&A Legal No.7744 By:L.Gaston Checked By:R.Williams HB -365- Item 7. - 177 EXHIBIT "B" Sketch to Accompany Legal Desc7iption z LLA NO . 10- 006 W U co 0-1U") INST. NO . 201100052'7951 , O.R. ° z m 0 a � W a PARCEL 3 PARCEL 4 Q - OT Li CD TO BE DEDICATED BY SEPARATE INSTRUMENT N89°32'29"W 61.69' r rn rn NDO°27', - 2000 FEET +/— TO BEACH —� BOULEVARD EDINGER AVENUE 1 In (PER P.M. 2003-163. P.M.B. 358/1-9) N89°32'29"W S'LY LINE, SEC. 14, T.5S., R. 11 W HUNSAKER & ASSOCIATES I R V I N E , I N C . RIGHT OF WAY EASEMENT PLANNING ■ ENGINEERING ■ SURVEYING Three Hughes • Irv6 cA 92618 . PH:(949)5m-7610 •F)C(949)583.0759 CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CALIFORNIA DAM 08-23-11 DATE 01-09-12 'swy.r L. GASTON cK.. R. WILLIAMS SCALE: 1'= 40' W.O. 3337-1X Fl`E 1: BELLA TERRA LD 774LSHTO1 .dwq H&A LEGAL No. 77441 SHEET 1 OF 1 Item 7. - 178 HB -366- ClIty ®f Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachea.gov :.�...,.. ®ice of the City Clerk FB /7 4909 P ® Joan L. Flynn, City Clerk DEED CERTIFICATION CITY OF HUNTINGTON BEACH This is to certify that the interest in real property conveyed by the Deed dated MARCH 20, 2012, from LINDSAY PARTON AND ERIC SAHN MEMBERS OF BELLA TERRA ASSOCIATES, LLC, A DELAWARE LIMITED LIAIBILITY COMPANY to the CITY OF HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach pursuant to the authority conferred by Resolution No. 3537 of the City Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly authorized officer. Dated: April 10, 2012 CITY OF HUNTINGTO BEACH I � jj#", JOAN L. FLYNN, CIVIC CITY CLERK g:lfollowup/deeds/deedcert2002.doc Govemment Code§27281 Sis�=Effitits Anjo,Japan ® Waitakere,New Zealand HB -367- Item 7. - 179 ATTACHMENT # 13 Item ]. - IRfI inn -ir,v- V K ITS SOLE MEMBER COUNTY SURVEYORS CERTIFICATE: I HEREBY STATE THAT I HAVE EXAMINED THIS MAP AND H, OF THE SUBDIVISION MAP ACT HAVE BEEN COMPLIED WITH TECHNICALLY CORRECT. DATED THIS DAY OF CRAIG S. WEHRMAN, CHIEF DEPUTY SURVEYOR L.S. 6131 EXPIRATION DATE: 3/31/14 COUNTY TREASURER-TAX COLLECTOI STATE OF CALIFORNIA SS COUNTY OF ORANGE I HEREBY CERTIFY THAT ACCORDING TO THE RECORD AGAINST THE LAND COVERED BY THIS MAP OR ANY COUNTY, MUNICIPAL OR LOCAL TAXES OR SPECIAL A EXCEPT TAXES OR SPECIAL ASSESSMENTS COLLECTE[ AND DO CERTIFY TO THE RECORDER OF ORANGE COL THE SUBDIVISION MAP ACT HAVE BEEN COMPLIED WI' PAYMENT OF TAXES OR SPECIAL ASSESSMENTS COLL NOTARY PUBLIC, COVERED BY THIS MAP. 'C' -VIDENCE TO BE THE PERSON(S) WHOSE NAME(S) DATED THIS DAY OF 2C A, ACKNOWLEDGED TO ME THAT HE/SHE/THEY ZED CAPACITY(IES), AND THAT BY HIS/HER/THEIR ;S), OR THE ENTITY UPON BEHALF OF WHICH THE SHARI L. FREIDENRICH BY: _ COUNTY TREASURER-TAX COLLECTOR D. kWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING CITY ENGINEERS STATEMENT: I HEREBY STATE THAT I HAVE EXAMINED THIS MAP AND H4 CONFORMANCE WITH THE TENTATIVE MAP AS FILED WITH, A MY PRINCIPAL PLACE OF BUSINESS IS PLANNING COMMISSION; THAT ALL PROVISIONS OF THE SUE IN COUNTY. REGULATIONS HAVE BEEN COMPLIED WITH. MY COMMISSION EXPIRES: THIS STATEMENT WILL TAKE EFFECT UPON THE DATE UPON MY COMMISSION NO.: THE MAP AS TECHNICALLY CORRECT. DATED THIS DAY OF TRAVIS K. HOPKINS ACTING CITY ENGINEER CITY OF HUNTINGTON BEACH R.C.E. 60560 EXPIRATION DATE: 12/31/2012 CITY CLERKS CERTIFICATE: STATE OF CALIFORNIA COUNTY OF ORANGE SS CITY OF HUNTINGTON BEACH I HEREBY CERTIFY THAT THIS MAP WAS PRESENTED FOR A HUNTINGTON BEACH AT A REGULAR MEETING THEREOF HEL Y\V 0 �V• vv.. .r • ..r.vv IFORNIA COORDINATE SYSTEM (CCS83), ADJUSTMENT). ALL DISTANCES SHOWN LOT 2 IS FOR PARK PURPOSES. M11 - ESTABLISHED )STAIN GRID DISTANCE MULTIPLY GROUND AND DISTANCE 'ROJECT SPECIFIC). LOT A IS FOR PARKING AREA PURPOSES AND IS NOT A SEPARATE BUILDING SITE. M12 - ESTABLISHED I [A=-14°04'12"- - M13 - ESTABLISHED I R=500.00' - _ ,+g�SP` QUARTER OF 1 L=122.78'] R1, R4 PROLONGATION ----------------------------- ° [6 14o 04'12" - 60212 p M14 - ESTABLISHED r R R=500.00' _ L=12278'1 R1, R4 M15 - ESTABLISHED HALF OF THE u S.B.M. WITH Th M7J M i 6 M6 1�__ o N89°32'55"W [534.14'] R4 ` -, M6 '� ,� M6 M16 - ESTABLISHED I SOUTHWEST QUARTER 4 14. TOWNSHIP 5 SOUTH, M17 - ESTABLISHED I ED 60' SOUTHERLY AND fER DRIVE AS M18 — ESTABLISHED I R1 :'; 1 M19 ESTABLISHED I , RECORD 2011- • .... . ... . . � RECOI . . ........ Ld M Q V. . .. . .�........ I ( ) INDICA' EASEMENT NOTES: ] INDICA' [A 25°25'08" Z I; ;;;, ;;;> �: q INDICATES AN EASEMENT FOR PUBLIC VEHICULAR AND DAT/ R=102.00' o j. :_ I O PEDESTRIAN ACCESS IN FAVOR OF THE CITY OF HUNTINGTON L=45.25'] R6 R7 `c� I \ �, M14 BEACH RECORDED OCTOBER 27, 2006 AS INSTRUMENT NO.'S Ns ° - / -- I 2006000726616, 2006000726617 AND 2006000726618, ALL OF 3 3 OFFICIAL RECORDS. Rqp- 9 W - M1 r;% I "� Al INDICATES AN EASEMENT FOR ACCESS, UNDERGROUND " I ELECTRICAL SUPPLY SYSTEMS AND COMMUNICATION SYSTEMS crn o a; ; ;: L--� PURPOSES IN FAVOR OF SOUTHERN CALIFORNIA EDISON N I I RECORDED MAY 18, 2011 AS INSTRUMENT NO. 2011000247806 OF OFFICIAL RECORDS. f :•;, !i '01"W RAD _ s - - ' M15 I C� INDICATES AN EASEMENT FOR TRAFFIC SIGNAL AND INCIDENTAL .,. - I I PURPOSES IN FAVOR OF THE CITY OF HUNTINGTON BEACH � `'`" RECORDED APRIL 10, 2012 AS INSTRUMENT NO. M9 �,,� �° 2012000202852 OF OFFICIAL RECORDS. a N tL1 M \t1) I o o p INDICATES AN EASEMENT FOR EMERGENCY ACCESS AND OTHER • •• •• o �; 5°E ACCESS PURPOSES, SEE DOCUMENT FOR FULL PARTICULARS, IN «32?- FAVOR OF THE CITY OF HUNTINGTON BEACH RECORDED APRIL \ �\28 NSRpp<pGol 10, 2012 AS INSTRUMENT NO. 2012000202851 AND APRIL 11, \ [A--53004'54" 2012 AS INSTRUMENT NO. 2012000206476, BOTH OF OFFICIAL \ l R=68.00 RECOP"^ N89032'29°W O OF IBELLA TERRA SA ASSOCIATES RECIPROCAL PHASESI IN FAVOR �D ETAI L A AAIL B \\ / N.T.S. ° " \ / A^ ° "2°51'19" N.T.S.N89 26 43 W \ N89 26 43 W R=46.00 [5.62'] R7 [5.62'] R7 L=2.29' -^ M9 '� ,3.05=:� ---0.74' , / `. 1.13' bo �115° P C-`8.poi ��� Ni ^S �`.9p � Z / N68°44'34"E LT 2 - z,r� // 9� ,, z; 12.15' (RAD) ' \ \ �� NORTH 40.04-= LOT WEST10.54' -�„ ' 6.873 ACRES .... .... . '40 5°Q i, O r , o 0 � Q, .::} . . . .1 .... .... .. N55°40'55"E i0 00 0 o rz N O WEST 316.72' - "' NOO°27'06"E z N00027'06"E 56.29'-=-" I ,��-- N89°32'54"W [138.46'] R7 ;; [4.00] R7 t — — N89 16 21 W 333.72 — — — — — � M9 N89032'54"W [390.54']^R7 ° " i d o r N89°32'S4"W M9 cv N89 16 21 W cv 1 a N89°16'21"W 227.41' w 52.23:1 ------'=-k,�N [21.00,] R7 mg Lo ( M9 E I N N I 13.83'� ; `� 64.50' ,' o o �`--58 78' -�'� � N89°32'06"W CO Z 54'� ��`,` N89°32'06"W i . . .... . . .... : y .. . . 17 �t`1~N45°27'54"E j 14.43, MAU '14 DETAIL "K DETAIL "D" N.T.S. I N.T.S. rn I ' ti .yo N a LOT A 4 4 -- L4 11 ; n BLo B L16 co 6.5' : M ia6d1 .5 _ in 2245L oko 9"W°32'2 4 .�_� = ,jM B EDINGER AVENUE ���� zz `►�-f Z 6' B 3 -co: �► ` 3' - _ c D Q T;= 1.39' — —Y: — - 72.89' — --- h N89032'29"W — 224.02'-'' N89°32'29"W ' r, 115.62' ' N58°41'54"W�r ;r, N5_9°36'28_"E -RAD EDINGER AVENUE -RAD — — — — — — N89°32'54"W 313.71' `.- ~~- — — — — — — — — -- — N893254W 138.46 N00°27'06"E 4.00'-`-' N89032'54"W 390. CC`' Q D ;—26.05'���=- N00°27'06"E 43.00' `-M1 C7-- L11 L7 N89°32'54"W 21.00' N45°27'54"E J ' N89°32'O6"W `^13.83 fi4.50 r' N89°32'06"W�' 58.7�; ' in ; p_ 0p I , �a