HomeMy WebLinkAboutApprove Final Tract Map No. 19157 - Accept Bonds - Authorize RECEIVED BY: 4
` CITY CLERK RECEIPT COPY
Return DUPLICATE to
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City Clerk's Office
(Name) qq after signing/dating
(Date)
;, Q CITY OF HUNTINGTON BEACH
At le INTERDEPARTMENTAL COMMUNICATION
TO: City Treasurer
FROM: City Clerk
DATE: tiit/0/friiti / 7C1
1 , 2
SUBJECT: Bond Acceptance
I have received the bonds for (Ir-(i1 1 IV ("Y?! %1 V w HNIr l' `.1 t3e1 / I/ q LLC
(Company Name)
CAPITAL PROJECTS (Includes CC's and MSC's)
Performance Bond No.
Payment Bond (Labor and Materials) Bond No.
Warranty or Maintenance Bond No.
TRACT AND DEVELOPMENT
Faithful Performance Bond No. P6 D3 D\C L(D' O 2L(
Labor and Material Bond No. 'g U33U IC LI CY 1O2y
Guarantee and Warranty Bond No.
Monument Bond No. 2EEC3V 10 LA 0 CI0.3cti
Franchise Bond No.
Letter of Credit Bond No.
Other
Re: Tract No. i q1,,5 Approved /2/2O/^,e 2 Z
(Council Approval Date)
CC No. Agenda Item No. / 2 2 _ /03.7
MSC No. City Clerk Vault No. 'WO. LoC)
Other No. SIRE System ID No. p
g:/forms/bond transmittal to treasurer
='(Pir?1 ' Lit it'/)4( l r. - ,. '41 7`1 e 4/Cr/ \_//,, t t. 7IS!ii/t/i j
11-FwvE-b ?-)
2000 Main Street,
Huntington Beach,CA
92648
k not City of Huntington Beach
COUNTY tP
File #: 22-1037 MEETING DATE: 12/20/2022
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Al Zelinka, City Manager
VIA: Ursula Luna-Reynosa, Director of Community Development
PREPARED BY: Ricky Ramos, Principal Planner
Subject:
Approve Final Tract Map No. 19157, accept bonds, and authorize execution of a Subdivision
Agreement for the Olson Townhomes subdivision by Olson Urban V-Huntington Beach 4, LLC
at 8371 to 8461 Talbert Avenue
Statement of Issue:
Presented for your consideration is Final Tract Map No. 19157 for the Olson Townhomes subdivision
by Olson Urban V-Huntington Beach 4, LLC at 8371 to 8461 Talbert Avenue (north side, west of
Newland Street). This map subdivides an approximately 2.065 net acre site into a 1 lot condominium
for the construction of 34 townhomes.
Financial Impact:
No fiscal impact
Recommended Action:
A) Approve Final Tract Map No. 19157 and accept the offer of easement pursuant to findings and
requirements (Attachment No. 1); and,
B) Approve and authorize the Mayor and City Clerk to execute the Subdivision Agreement by and
between the City of Huntington Beach and Olson Urban V-Huntington Beach 4, LLC (Attachment No.
6); and,
C) Accept Faithful Performance Bond No. PB03010409024, Labor and Material Bond No.
PB03010409024, and Monument Bond No. PB03010409039 as sureties (Attachment No. 7) for the
installation of the subdivision's required public improvements and survey monumentation; and,
D) Instruct the City Clerk to file the respective bonds with the City Treasurer and notify the Surety,
Philadelphia Indemnity Insurance Company, of this action.
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File #: 22-1037 MEETING DATE: 12/20/2022
Analysis:
A. PROJECT PROPOSAL
Applicant: John Reekstin, The Olson Company, 3010 Old Ranch Parkway, Suite 100, Seal Beach,
CA 90704
Property Owner: Olson Urban V-Huntington Beach 4, LLC, 3010 Old Ranch Parkway, Suite 100,
Seal Beach, CA 90704
Surveyor: Jeffery L. Mays, Advanced Civil Group, Inc., 30251 Golden Lantern, Suite E, PMB 251,
Laguna Niguel, CA 92677
Surety: Philadelphia Indemnity Insurance Company
Location: 8371-8461 Talbert Avenue (north side, west of Newland Street)
General Plan: RM (Residential Medium Density)
Zoning: RM (Residential Medium Density)
No. of Acres: 2.065 net
No. of Numbered Lots: 1
No. of Lettered Lots: 0
No. of Units: 34
B. BACKGROUND
On May 10, 2022, the Planning Commission approved Tentative Tract Map (TTM) No. 19157 to
subdivide approximately 2.065 net acres into a one-lot condominium for the development of 34
townhomes.
A motion was made by Scandura, seconded by Acosta-Galvan, to approve TTM No. 19157 with
findings and conditions carried by the following vote:
AYES: Adam, Mandic, Acosta-Galvan, Perkins, Scandura, Rodriguez, Ray
NOES:
ABSTAIN:
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File #: 22-1037 MEETING DATE: 12/20/2022
ABSENT:
C. RECOMMENDATION
The final map has been examined and certified by the City Engineer as being in substantial
compliance with the conditions of approval of the tentative map, as approved by the Planning
Commission. The conditions require certain easements benefit the City for various purposes such as
public utilities, police/fire access, and water quality facilities inspection.
Also presented for City Council approval and execution are the required Subdivision Agreement
(between the City and Olson Urban V-Huntington Beach 4, LLC) and bonds pursuant to the Zoning
and Subdivision Ordinance and Subdivision Map Act in order for the map to record prior to the
required public improvements being completed.
Environmental Status:
The action to accept Final Tract Map No. 19157, the Subdivision Agreement, and bonds is exempt
from the requirements of the California Environmental Quality Act pursuant to Section 15268(b).
Strategic Plan Goal:
Economic Development & Housing
Attachment(s):
1. Findings and Requirements for Acceptance of the Final Map
2. Vicinity Map
3. Final Tract Map No. 19157
4. Planning Commission Notice of Action for Tentative Tract Map No. 19157
5. Tentative Tract Map No. 19157
6. Subdivision Agreement
7. Bonds (Faithful Performance, Labor and Material, Monument)
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ATTACHMENT NO. 1
FINDINGS AND REQUIREMENTS FOR ACCEPTANCE OF FINAL MAP
Findings for Acceptance of Final Map:
1. Final Tract Map No. 19157 is in conformance with the California Subdivision Map
Act, the City of Huntington Beach Zoning and Subdivision Ordinance, and Tentative
Tract Map No. 19157 conditions of approval, as approved by the Planning
Commission.
Requirements:
1. Accept the easement dedications for public utilities, police/fire access, and water
quality facilities inspection.
2. The City Clerk shall affix her signature to the map and release it for recordation by
the County of Orange.
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VICINITY MAP
Olson Townhomes
SHEET 1 OF 3 SHEETS (/1 ADOPTED AND FILED AT THE
ALL OF TENTATIVE TRACT AID.19157 TRACT NO. 19157 ECUEST OF
KAMER OF LOTS: 1 M?6LIED FIRST NCRICAN TITLE COMPANY
UCS
NET'AREAA:2.0SS ACRES IN THE CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CALIFORNIA DATE
DATE OF SURVEY: ,UNE,2022 TILE FEE 3
BEING A SUBDIVISION OF PORTIONS OF PARCELS 2,3,AND 4.IN THE CITY OF HUNTINGTON IhSTR}EIRT NO.BEACH,COUNTY OF ORANGE,STATE OF CALFORMA.AS SHOWN ON A MAP FLED IN BOOK 42,
PAGE 34 OF PARCEL MAPS,RECORDS OF SAID COUNTY. BOOK PAGE
HJGH NGU'YEN
ADVANCED CIVIL GROIN,INC. JEFFERY L.MAYS L.S.8379 JUN✓E,2022 COUNTY HOOK-ECO>JER
FOR CONDOMINIUM PURPOSES EN
DEPUTY
OWNERSHIP CERTIFICATE SURVEYORS STATEMENT
NE,PC uDERSFGNEO,BEING ALL PARTIES HAVING AN'RECORD TITLE INTEREST IN THE LAND COVCED BY THIS THIS MAP WAS PREPARED BY IC OR UNDER NY DIRECTION AND IS BASED LW.'N A FIELD SURVEY IN CONFORMAN NIT-TIE
NAP,CO HEREBY CONSENT TO TIE PREPARATION AND RECORDATION OF SAID NAP,AS SHOWN WITHIN PE EWIEMENTS OF THE SUBDIVISION RAP ACT AND LOCAL OROINANCE AT TOE REDDEST OF OLSON:IRON.V-AAMTIIC'GR
DISTINCTIVE BORDER LINE. ICACH 4,LLC ON APE 3,2022.I HEREBY STATE THAT ALL MOHAENTS ARE OF THE CHARACTER AND NR.PY TIE
POSITIONS DEICATEO OR THAT TIER WILL BE SET IN SJO1 POSITIONS WITHIN 9O DAYS AFTER ACCEPTANT OF
IMPROVEMENTS AND ThAT SAID MGAAENTS ERE AFFICIENT TO ENABLE TIE SURVEY TO BE RETRACED.I IERESY STATE
THE TEAL PROPERTY DESCRIBED BELOW IS DEDICATED TO TIC CITY O'ILNTIKSTGN BEACH IN FEE FOR PUBLIC THAT THIS FINAL MAP SLBSTANIIALLT CONFORMS TO TIC CCDITICNALLY APPROVED TENTATIVE MAP.
H:GRAY AND RELIC UTILITY FPiPGSED TALBERT AV'E LE AND NEW.AN1 STREET
WE ALSO HERESY DEDICATE TO THE CITY OF NATINGTON LEACH: _ rT" A+ ��(ZZ�ZZ (L�4EERY t.'�ti�A'1�
JEFFERY L.MAYS, DATE e_• ' ,.,,F`
1. A SLANQ?EASEMENT OVER THE PRIVATE tsatte,SIDEWALK AND ACCESS WAYS FOR PCL:C DEPARTMENT L.S.S379 SI 1*
AN:FIE DEPARTMENT AGASS. i\�
2. AN EASEICNT FOR P81C STORM DRAIN PURPOSES AS SHOWN CM SAID MA'. No.079
CLSON URBAN V-HLNTINGTON BEACH 4,LLC 644Erciate
A DELNAE LIMITED LIABILITY COMPANY COUNTY SURVEYOR'S STATEMENT
BY: OLSON URBAN TIES III,LLC
A DELAWAVE TE LIMITED LIABILITY COMPANY I'EREBT STATE"-MT I HAVE EXAM:NW THIS MAP AND HAVE FOND THAT ALL MAPPING PRO OF TO ISIGIS E SUBDIVISION
SOLE&CAPER MAP ACT HAVE BEEN COMPLIED WITH AID I AW SATISFIED SAID MAP IS TECHNICALLY CORREC.
BY: OLSON URBAN VENT'JCS III.LLC DATED THIS DAY OF ,2022
A tELAwARELIMITED LIABILITY COMPANY
SOLE R ���ppp
KEVIN R.HILLS,LDVFTY SURVEYOR
BY: CLSCV URBAN AWAITS,LLC L.S.6617 , 5 ) I
A WARE LIMITED LIABILITY COMPANY 1*IJ/ N. \No.8402 j*il
UNA T
BY: IN TOWN LIVING,INC. BY:LILY M.N.SoreERG,DEPUTY COUNTY SURVEYOR
A DELANAE CORPORATION P.L.S. 8/°2 Er
�W,1A�PING HEARER
BY: A^vilmet h.A-4 t____ CITY ENGINEER'S STATEMENT
NAME: TMORA 3 M0 ii t� I HEREBY STATE THAT I HAW:EXAMINED THIS MAP ALTO HAVE ROUTED IT TO BE SUBSTANTIALLY IN COFOANIDE WITH TIC
TITLE: SIP.OWDMWW.AIN PIrSE.P.Pe TENTATIVE MAP,IF REWIRED.AS FILE°WITH,AAE)fEO AN)APPROVED BY TIC CITY PLANNING CLWs'.ISSID'V THAT ALL
GP
W'4/ PROVISIONS OF THE SUBDIVISION MAP ACT AS)CITY SUBDIVISION RCA-RATIONS HAVE BEEN COPLIED WITH.
NAVE: v SLL1A1.-:_WO_L JD.RO THIS STATE/ENT WILL TAKE EFFEC UPON THE DATE WHICH TI£CDPITY OF ORAN£APPROVES PE MAP AS TECHNICALLY
TITLE: SV.CtffieubENIS,CLso2 Ee HN to.,I TES. CORRECT.
AjA� �.A�a� �ee�iFESSiOk
DATED THIS_j1Z DAY OF�L�Q 6Er...2022 /&`„C V•. /0-2, .
/,(ti& Al
f/�/�J(�],�� FZ�//�////I ,I�~No.53300 �/1
BENEFICIARY TI,E G. REEL,,CI R F HIPICOl \* /*/
WELLS FARGO BAN(.NATIONAL ASSOCIATION.AS CKFICIART UNDER OECD CF TRUST RECORDED
CITY ENGINEER.CITY OF HNTINGTWR BEACH
ALG0BT 2,2022 AS INST.NO.2022000267,91 OF OFFICIAL RECORDS. f):fi.',!CALVftPPR
//7� 14-- --' CITY CLERK'S CERTIFICATE
BT: �^
PRINT T. ±i� SEATS G CALIFOM:A )
TITLE: ZE. CAI L n COWRY OF ORANGE )'S
I HEREBY CERTIFY THAT TH15 MAP WAS FRESENTCD FOR APPROVAL TO TIE CITY COUNCIL Of THE CITY CC HPITING124
BEACH.AT A.REGULAR MEETING TM.RFC HELD ON THE DAY CF .2022
NOTARY ACKNOWLEDGEMENT NO THAT T4EREUPO+SAID COUNCIL DID,BY AN ORDER DULY PASSED AND ENTERED,APPROVE SAID MAP,AND DID ACCEPT
ON BEHALF OF ROE PULIC,SELECT TC I1PERDVEIENTS; TIE FEE DEDICATION FOR PUBLIC HIGHWAY k R.BLIC UTILITY
PURPOSES O'TALDERT AVENUE AND NEWLAND STREET
A NOTARY PVgIC OUR OTHER GRFISR COMPLETING THIS CERTIFICATE VERIFIES ONLY TIE IDENTITY Cr THE
I IICIVIDXAL WHO SIDLED TOE ODDMENT 10 WHICH THIS CERTIFICATE IS ATTACHED,AND NOT T-E TTITIFU.'CSS.I AND DID ALSO ACCEPT ON BEHALF OF THE CITY OF MINTINSGV MAW:
I ACDJtACY,OR VALIDITY OF THAT DOCUMENT.
1.1W S.PPVC'T EAD.TSS OVER TIE POITATE O/IHL{SA S!'WALK AFL ALC55 NAYS FOR POLICE DPARTAENT AND FIFE
STATE OF CALIFOP'::A ) DEPATRTIENf ACS55AAt'CSDW*AT[D.
CO. GT orAS:o )55 2.TAf EASEMENT FOR PUBLIC STORM DRAIN PVRPOSESAAS DEDICATED •
°N NDVc i sN}YEP2z _,BEFORE ME,N•Sfevlli�41d.NOt19/W�AI r6TGT A!C UID ALSO APPRO'JE''.'SUBJECT MAP MAGGGIE TO PE PROVISIONS U-5C:CN 664C£(a)(3)(E)OF THE
—TF ��/ (INSERT Nike AND TITLE OF THE OFF/CER) A>B7I VISION MAP AC.
PERSONALLY APFEAGEC!TISI,1a4 MAfeK W 1I. in IJ 44,4 ;HIS STATEMENT WILL TAKE EFFECT AMEN THE DATE WHICH THE CHANTY OF ORNATE APPROVES TIE MAP AS TEC{NCALLY
ORRECT.
WHO PROVED TO NE ON T1E BASIS OF SSATISFACTOR'EVIDENCE TO SE TEE PERSON(S)WiKE NAME(S)IS/APE DATED THIS_DAY OF 2C22
SUBSCRIBED TO TOE WITHIN INSRLIENT AND ACNNOWLEIX:D TO MC THAT FE/SOEiT1CY EXECUTED TOE SAME IN
HIS,'HER/THEIR AUTHORIZED CAPACITY(IES).WC THAT BY HIS%IER/TIEIR SIGNATURE(S)ON TIE INSTRWEI1'
THE PERSCN(S),OR THE ENTITY UPON BEHALF OD MIDI PE PERSON(E)AVM.EXECUTED TIC INSTR ENT. BY:
I CERTIFY UDFF.PENALTY OF PERJURY UNDER TIE.LAWS OF TIE STATE OF CALIFORNIA THAT TIE PWCGOING ROBIN ESTANISLAU DEPUTY
PARAGRAPH IS TRUE AND CORRECT CITY CLEW*OF HWTIN'GTON BEACH
WITNESS MY HNC. c
SIGNATURE: (e r MY PRINCIPAL PLACE Of.B�U.SSIINESSSSIS•/IIN 0/QL9t COLN,. COUNTY TREASURER-TAX COLLECTOR'S CERTIFICATE
PRIM:&._. (`. Al COMISSION RACER: .344 51/4 EXPIRESAIEC11.2rSinTE OF CALIFORNIA )
NOTARY ACKNOWLEDGEMENT CELNTT OF ORANGE ISS
4 NOTARY PI.ILIC OR OVER UT;CEA C STING THIS C•JRTIFICATE VER:F TES COLT PE IDENTITY OF IRO I HEREBY CERTIFY THAT ACLODING TO TOE RECORDSGF MY OFFICE,TIERE ARE NO LIENS AGAINST THE LAND
INDI'•100A WHO SIRED THE DOGALTIT TO WHICH THIS CERTIFICATE IS ATTACPED.AND NOT TIC TR.TFLLNESS, COHERED BY THIS MAP OR ANY PERT TEERCOE FOUR UPA1°STATE,CWARTY,MJNICIPAL OR LOCAL TAXES OR
I ACCURACY,OR VALIDITY or THAT DECIAAENT. YET ECPA AA.E SSA£NTS CoLLECTEO AS TAXES.EXcEPT TAKES oR RAEC.AL ASSE55AENT5 N FJJ LLECT AS TAXES:CT
STATE OF CALIFORNIA ) AND D0 CERTIFY TD THE RECORDER OF ORANGE CW.MY THAT PE PROVISIONS OF TIE SUBDIVISION MAP ACT HAVE
CAOLNTY OF oral4 C. SS BEEN=PLIED WITH REGARDING DEPOSITS TO SECURE PAYMENT Of TAXES OR SPECIAL ASSESSMENTS COLLECTED
J VS TOES OR THE LAN)COVETED BY THIS MAP.
DN NoYEm6tr 94,s+n .BGOPE ME,.N•stt/O_ AtE S TIO ty i2,6!.•,
K.RT(NAME AND TITLE O OE 3 =NEED THIS-DAY OF ,2022
ERSONALLY APPEARED �l131.11c Lyn gr•Sl
CHAR' EBEIDTRI(Y BP
WHO PROVED TO IE ON TOE BASIS OF SATISFACTORY EVIDENCE TO BE THE PERSWR(S)WHOSE NAME(S)IS/AREMC,TEODAREF.-TAX:AIIECTCR TREASURER-TAX COLLECTOR
SUBSCRIBED TO TIE WITHIN INSTFUENT AND AC0NOWIEDI€0 TO ME THAT IE/SIC/TIEY DEWED THE SAME IN
HISPER/TEIR AUTHORIZED CAPAC IV(IES).MD THAT BY HIS/FERJTOEIR SIGNATURE(S)ON THE INSTR./ENT CITY PLANNING COMMISSION CERTIFICATE
TIE 10W4(5),OR THE EN ITT VCR B-JNLF OF WHICH TIE PERSON(E)ACTED,EOEGT TIE
INSTR.ACNT.
i LERi IFY LACER PASALTV CA'PERJURY UNDER TIC LAWS OR THE STARE OF CALIFORNIA THAT TIE FOREGO,ND I,LRSAA LINA-REYNOSA,SECRETARY TO TIE P-ANVING CWM!SSION OF THE CITY CF HUNTINGTON BEACH,CALIFORNIA,
PARAGRAPH IS TRUE AND CO3!ECL. - CO HEREBY CERTIFY THAT I HAVE EXAMINED THIS MAP AND HAVE FOOD IT TO RE SAIBSTAATIALLY PC SAME AS TOE
TENTATIVE MAP AS FILED WITH,AMENDED,AND APPROVED ST TIE HUNTINGTON BEACH CITY PLANNING COW.ISSiCN.
CHESS MY HAD. e'
/J�pj,C DA1_D TH/S_2._� �DAT/C D! .We022
SIGNATUE:ff�{F. {/y.-,�41/1444— MY PP.i.VCIPAL FLUX(F,BUSSI,N1ESS IS IN O�T.•/••— COUNTY, ,. n y•(I I
PRINK: (V• frJM Wes'MY COMCSSIOR NW_R 25440 vEXPIES! �CL ILIA LL'LRIHOE'YIIGIDSA \ ^'r
SECRETARY TO TIE PLANING COMMISSION .
CITY CP HUNTINGTON EACH
SIGNATURE OMISSIONS
PURSUANT TO THE PROVISIONS OR TCTIWA 66436(0)(3)(A)k(C)CC TIE 5JWIVISIGI MAP ACT,THE
SIGNATUCS OF THE FOLLOWING OWNERS CF EASEMENTS AND/OR OTFEJR INTERESTS FIVE BEEN OMITTED
SOUTHERN CALIFORNIA GAS COMPANY,A CALIFORNIA CORPORATION.HOLLER OF AN EASDENTPoR
CAB FACILITIES AND INCIDENTAL PAWPCJES RECORDED NOVT_M3EY 4,2022,AS INSTRUMENT N0.2022000364286
OF OFFICIAL RECORDS.
ENABLES P.WARD AD AN/A A.WARD,FYISBMD AND RIFE HOLDERS OF OTC-HALF OF ALL OIL,GAS AYE)NINDREC
ARSTA1 S,i1w1LOING ONE-HALF OR ANY OIL RENTALS DR BONUSES AS RESERVED IN COG GER,ECOREO,LINE
24, 1937 IN SCHWA BSC.PAGE 292 OF OFFICIAL RECORDS.
)
SHEET 2 OF 3 SHEETS TRACT NO. 19157
All OF TENTATIVE TRACT"C.19:5T
CHAMBER OF LOTS 1 ORSSMARRED
GROSS2.131E ACRES
NET AREA: REEF: Hass IN THE CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE,STATE OF CALIFORNIA
DATE OF SLR cY: :UfE 2J12
BEING, A SUBDIVISION O N ,PORTIONS PARCELS 2.3,AND 4,N THE MAP OF HUNTINGTONIBOOK
BEACH,COUNTY OF ORANGE,STATE OF CALIFORNIA.S, AS SHOWN ON A MAP FILED W BOON 42,
PAGE 3{OF PARCEL MAPS,RECORDS OF SAID COUNTY.
^_ 2--� 0 ADVANCED CIVIL GROUP,NC. JEFFERY L.MAYS La 6379 JUNE,2022
4MIN
INE= FOR CONDOMINIUM PURPOSES
SCALE 1" 0' BOUNDARY AND LOT.PETAILI
MONUMENT NOTES MAP R�ENCE LEGEND
A FOUND C.C.S. HORIZONTAL CONTROL STATION MONUMENT PER RECORDS ON FILE IN R1 INDICATES RECORD DATA OR CALCULATED FROM RECORD DATA PER PPS 42/34
THE OFFICE CP THE ORANGE COUNTY SURVEYOR R2 INDICATES RECORD DATA OR CALCULATED FROM RECORD DATA PER TR. 8993, IN 376/43-44
• INDICATES FOL'he MONUMENT AS NOTED R3 INDICATES RECORD DATA OR CALCULATED FROM RECORD DATA PER TR 14742. MM 848/39-43
O INDICATES 2'IP.CN PIPE TAGGED "P.L.S. 6379"TO SE SET, OR 8"GEAR SPIKE AND R4 INDICATES RECORD DATA 0R CALCULATED FROM RECORD DATA PER CR 2021-0771
WASHER STEEPED"P.L.S. 6379"TO BE SET IN CONCRETE AND/OR IN BLOCK WALLS. R5 INDICATES RECORD DATA OR CALCULATED FROM RECORD DATA PER CR 2016-1291
( ) INDICATES RECORD DATA OR CALCULATED FROM RECORD DATA PER RECORDS R6 INDICATES RECORD DATA CR CALCULATED FROM RECORD DATA PER RS 2019-1158, ROB 314/15
NOTED IN MAP REFERENCE LEGEND 87 INDICATES RECORD DATA OR CALCULATED FROM RECORD DATA PER TR 17930, MM 956/48-50
M.WR MEASURED AND RECORD
SFN SEARCHED AND FOJN'J NOTHING FOUND 2"BRASS CAP WITH NO STAMPING IN
MONUMENT WELL, DN 1.3'., PER R.3, R4&R7,
FO�PJD GEAR SPIKE AND BRASS ACCEPTED AS THE CENTERLINE INTERSECTION
-FGLPOD PLFICHEDCA IKE AND HE ST SP STEEL WASR WASHER"LS 5183". CN 0.1', PER
OF NEWLAND ST. AND TALBERT AVE.
/ / R6,.ACCEPTED AS THE CENTERLINE rFOUND BOLT AND STEEL WASHER ILLEGIBLE, DO 0.4',
/ STAMPED"ROE 20435". DN. 0.25', PER R3, R5 Et /' OR NEWLAND STREET )NO REFERENCE, ACCEPTED AS 2" IP, TAGGED L5. 3785
R7, ACCEPTED AS THE CENTERLINE- INTERSECTION ! AND JALM DRIVE PER R2. ACCEPTED AS THE INTERSECTION OF NEWLAND
/ OF NEWLAND ST. AND SLATER AVE. N8y'25'47"W'
r STREET AND A PROD OF THE SOUTH LINE OF R2
/ BASIS OF BEARINGS 20.DO' N89'19'21"W O.C.S. GPS POINT
N00'76 b7"E 2633E,BASIS
2632.9'�GRID(2633.03'ft3&R?) 2 .00' No.
N 5070
2298.87' 2290.98' R3- _- ) NOO'16'07"E 336.16'(3'6.C9'R2 R51
__f,�_� ) 140EC2'(140.21"RS) 196.14'096.09'R2)(785.E8'R6) N:22031 6.09
NEWLAND STREET o 156.74' --� --
1
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D.C.S. GPS POINT ' --
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"1 DEDICATED HEREON I
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ESTABLISHED PARALLEL TO ( 0M,8 Ct i
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< m GROSS AREA=2.431 ACRES tt �1
BASIS OF BEARINGS i r NET AREA=2.065 ACRES 2 E S
THE LEARINGS SHOWN IEREON ARE Rl4'D ON NE BEARING -.1 gir T
ECTWEEN 0.C.5.1,ORIZOIVTN_CONTROL STATION CPS NO. a -�•.FT
5070 AND STATIC.:ON NC.5085 BEING 7*3814 00'16'07- o -
EAST PER R0'.ORDS ON FILE IN TIC OFFICE C`TIC ORANGE �1 p L4 i
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DATUM STATEMENT jI �o T• 2 w., I
COORDINATES SAWN OS BASED CR NE CA_ITORIIA I'I O Z <�,I
COORDINATE SYSTEM,(CCS83)ZONE VI,MAD 83(2017.50 p 3
EPOCH OCa'GP5 ADJUSTMENT).ALL OIS"AAIS SOs'AFC I - EC-
3ROSD DICERS OTIERWISE NOTED. I 16' N p. „ Wm¢m
TO 09TAIN SAID DISTANCE MULTIPLY GROUND DISTANCE BY I I P�b PA
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3785". FLUSH IN TOP OF CURB,\ 1 FOUND LT&BRASS TAG"LS
NO REF., ACCEPTED AS D..PROD 1 3785", FLUSH, NO REF..
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NORTHERLY LINE OF R2
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,�SOUTHERN CALIFORNIA GAS COMPANY. A CALIFORNIA CO.RPJRATION. HOLDER OF AN EASEMENT L____
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` DECEMBER 26. 1976 IN BOOK 12976. PAGE 1013 OF OFFICIAL RECORDS. (PLOTTED HEREON)
C AN EASEMENT FOR STORM!RAIN PURPOSES DEDICATED TO THE CITY OF HUNTINGTON BEACH, RECORDED
DECEMBER 26. 1978 IN BOOK 12976, PAGE 1018 OF OFFICIAL RECORDS. (PLOTTED HEREON)
J AN EASEMENT FOR STREET AND PUBLIC UTILITY PURPOSES DEDICATED TO THE CITY OF HUNTINGTON BEACH, I
�RECORDED NOVEMBER 28, 2016 AS INSTRUMENT NO. 2016000596196 OF OFFICIAL RECORDS. (PLOTTED HEREON)
'J AN EASEMENT FOR PUBLIC STORM DRAIN PURPOSES DEDICATED HEREON TO THE CITY OF HUNTINGTON BEACH. .---NEWLAND STREET ESTABLISHED AS SE
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SEC 25-5-11, SEC 25-5-11 I
•
,� Huntington Beach Planning Commission
Rh 2000 MAIN STREET CALIFORNIA 92648
NOTICE OF ACTION
May 11, 2022
Ben R. Johnson
The Olson Company
3010 Old Ranch Pkwy, #100
Seal Beach, CA 90740
SUBJECT: GENERAL PLAN AMENDMENT (GPA) NO. 21-002/ZONING MAP
AMENDMENT (ZMA) NO. 21-001/TENTATIVE TRACT MAP (TTM) NO.
19157/CONDITIONAL USE PERMIT (CUP) NO. 21-004/MITIGATED
NEGATIVE DECLARATION (MND) NO. 21-003(OLSON TOWNHOMES)
APPLICANT: Ben R. Johnson, The Olson Company, 3010 Old Ranch Pkwy, #100, Seal
Beach, CA 90740
PROPERTY
OWNER: Mary Langston, 18627 Brookhurst Street, Unit#456, Fountain Valley, CA
92708
REQUEST: GPA: To amend the General Plan designation from Residential Low
Density (RL) to Residential Medium Density (RM). ZMA: To amend the
zoning designation from Residential Low Density (RL) to Residential
Medium Density (RM). TTM: To subdivide approximately 2.07 acres for
condominium purposes. CUP: To: 1) develop 34 attached, two- and three-
story townhomes up to 35 feet tall and 2) allow up to an 8 foot tall retaining
wall topped with a 6 foot tall wall along the west property line. MND: To
analyze the potential environmental impacts of the proposed project.
LOCATION: 8371-8461 Talbert Avenue, 92647 (northwest corner of Talbert Avenue
and Newland Street)
DATE OF
ACTION: May 10, 2022
On Tuesday, May 10, 2022, the Huntington Beach Planning Commission took action on
your application, and recommended approval of General Plan Amendment No. 21-002
by approving the draft City Council Resolution and forwarded the recommendation to the
City Council, recommended approval of Zoning Map Amendment No. 21-001 with
findings for approval by approving the draft City Council Ordinance and forwarded the
recommendation to the City Council, recommended approval of Mitigated Negative
Declaration No. 21-003 with findings and forwarded the recommendation to the City
Council, and approved Tentative Tract Map No. 19157 and Conditional Use Permit No. 21-
004 with findings and conditions of approval. Please see the attachment list for the
applicable documents for each application.
Phone 714-536-5271 Fax 714-374-1540 www.surfcity-hb.org
Notice of Action: GPA 21-002/ZMA 21-001/TTM 19157/CUP 21-004/MND 21-003
May 11,2022
Page 2
The application for GPA No. 21-002, ZMA No. 21-001, and MND No. 21-004 will now be
forwarded to the City Council for final review and action at a noticed public hearing. You
will be notified of the upcoming City Council meeting when it is scheduled.
Under the provisions of the Huntington Beach Zoning and Subdivision Ordinance, the
action taken by the Planning Commission on Tentative Tract Map No. 19157 and
Conditional Use Permit No. 21-004 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 Two Thousand, Three Hundred Fifty-Three Dollars ($2,353.00) if the appeal is filed by a
single family dwelling property owner appealing the decision on his own property and Three
Thousand, Seven Hundred Seventy-Eight Dollars ($3,778.00) if the appeal is filed by any
other party. In your case, the last day for filing an appeal and paying the filing fee is Friday,
May 20, 2022 at 5:00 PM.
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.
Provisions of the Huntington Beach Zoning and Subdivision Ordinance are such that any
application becomes null and void one (1) year after final approval, or at an alternative time
specified as a condition of approval, unless actual construction has started.
"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 regarding this Notice of Action letter or the processing of your
application, please contact Ricky Ramos, the project planner, at (714) 536-5624 or via
email at RRamos@surfcity-hb.org, or the Community Development Department at (714)
536-5271.
Sincerely,
Ursula Luna-Reynosa, Secretary
Planning Commission
By:
Ricky Ramos, Acting Planning Manager
Notice of Action:GPA 21-002/ZMA 21-001/TTM 19157/CUP 21-004/MND 21-003
May 11,2022
Page 2
U LR:RR:kdc
Attachments: 1. Findings and Conditions of Approval - MND No. 21-003, ZMA No. 21-
001, TTM No. 19157, and CUP No. 21-004
2. GPA No. 21-002 Draft City Council Resolution
3. ZMA No. 21-001 Draft Ordinance
c: Honorable Mayor and City Council
Chair and Planning Commission
Sean Joyce, Interim City Manager
Ursula Luna-Reynosa, Director of Community Development
Tim Andre, Fire Division Chief
Mike Vigliotta, Chief Assistant City Attorney
Bob Milani, Principal Civil Engineer
Jasmine Daley, Building Manager
Property Owner
Project File
ATTACHMENT NO. 1
MITIGATED NEGATIVE DECLARATION NO. 21-003
ZONING MAP AMENDMENT NO. 21-001/
TENTATIVE TRACT MAP NO. 19157/
CONDITIONAL USE PERMIT NO. 21-004
FINDINGS FOR APPROVAL—MITIGATED NEGATIVE DECLARATION NO. 21-003:
1. Mitigated Negative Declaration No. 21-003 has been prepared in compliance with Article 6 of the
California Environmental Quality Act (CEQA) Guidelines. It was advertised and available for a public
comment period of twenty (20) days. Comments received during the comment period were
considered by the Planning Commission prior to action on Mitigated Negative Declaration No. 21-
003, General Plan Amendment No. 21-002, Zoning Map Amendment No. 21-001, Tentative Tract
Map No. 19157, and Conditional Use Permit No. 21-004.
2. Mitigation measures, incorporated into the Mitigation, Monitoring, and Reporting Program avoid or
reduce the project's effects to a point where clearly no significant effect on the environment will
occur. No significant impacts are anticipated with implementation of mitigation measures in the areas
of biological resources, cultural resources, geology, and tribal cultural resources.
3. There is no substantial evidence in light of the whole record before the Planning Commission that the
project, as mitigated, will have a significant effect on the environment. Potential impacts from the
project are reduced to less than significant through the project design and mitigation measures.
FINDINGS FOR APPROVAL -ZONING MAP AMENDMENT NO. 21-001:
1. Zoning Map Amendment (ZMA) No. 21-001 to change the zoning on an approximately 2.07 acre site
from RL (Residential Low Density) to RM (Residential Medium Density) is consistent with the goals
and policies of the General Plan as identified below:
A. Land Use Element
Goal LU-1 - New commercial, industrial, and residential development is coordinated to ensure
that the land use pattern is consistent with the overall goals and needs of the community.
Policy LU-1A— Ensure that development is consistent with the land use designations presented in
the Land Use Map, including density, intensity, and use standards applicable to each land use
designation.
Policy LU-1 C - Support infill development, consolidation of parcels, and adaptive reuse of existing
buildings.
Policy LU-1 D - Ensure that new development projects are of compatible proportion, scale and
character to complement adjoining uses.
Policy LU-2D - Maintain and protect residential neighborhoods by avoiding encroachment of
incompatible land uses.
G.PC\NOA\22\051022 GPA 21-002_ZMA 21-001_TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.1
Policy LU-2E - Intensify the use and strengthen the role of public art, architecture, landscaping,
site design, and development patterns to enhance the visual image of Huntington Beach.
Goal LU-4 - A range of housing types is available to meet the diverse economic, physical, and
social needs of future and existing residents, while neighborhood character and residences are
well maintained and protected.
Goal LU-7 - Neighborhoods, corridors, and community subareas are well designed, and buildings,
enhanced streets, and public spaces contribute to a strong sense of place.
The ZMA will implement the land use designation proposed with General Plan Amendment No. 21-
002 and will be an extension of zoning found in the area. It will enable redevelopment of an infill site
into a residential community consisting of 34 townhomes to address the diverse housing needs of the
community. The proposed project will be compatible with the character of the neighborhood and will
meet the changing needs of the community. The project will exhibit an architectural style that is in
keeping with the proportion, scale, and character of the neighborhood and consistent with the
development standards in the Huntington Beach Zoning and Subdivision Ordinance (HBZSO). The
project also provides landscaped areas along the street frontages and throughout the site to enhance
its appearance.
B. Housing Element
Policy 1.1 - Preserve the character, scale and quality of established residential neighborhoods.
Goal 2 - Provide adequate housing sites through appropriate land use, zoning and specific plan
designations to accommodate Huntington Beach's share of regional housing needs.
Policy 2.1. - Provide site opportunities for development of housing that responds to diverse
community needs in terms of housing types, cost and location, emphasizing locations near services
and transit that promote walkability.
Goal 3 - Enhance housing affordability so that modest income households can remain an integral
part of the Huntington Beach community.
Policy 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.
Policy 3.2 - Utilize the City's Inclusionary Housing Ordinance as a tool to integrate affordable units
within market rate developments. Continue to prioritize the construction of affordable units on-site,
with provision of units off-site or payment of an in-lieu housing fee as a less preferred alternative.
Policy 3.3 - Facilitate the development of affordable housing through regulatory incentives and
concessions, and/or financial assistance, with funding priority to projects that include extremely low
income units. Proactively seek out new models and approaches in the provision of affordable
housing.
Policy 3.4 - Explore collaborative partnerships with non-profit organizations, developers, the
business community and governmental agencies in the provision of affordable housing.
G:PC NOA\22\051022 GPA 21-002 ZMA 21-001_TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.2
Policy 4.1 Regulatory Incentives for Affordable Housing Support the use of density bonuses and
other incentives, such as fee deferrals/waivers and parking reductions, to offset or reduce the costs
of developing affordable housing while ensuring that potential impacts are addressed.
The proposed project will develop an underutilized site with 34 two- and three-story townhomes that
will be consistent with the scale and nature of residential land uses surrounding the site while also
addressing the diverse housing needs of the community. The project will comply with the City's
affordable housing requirement to provide 10 percent of the proposed base dwelling units as
affordable units. Due to the provision of affordable housing, the applicant is entitled to a 5 percent
density bonus, one incentive/concession, and an unlimited number of waivers of development
standards as permitted by the California Density Bonus Law. The project includes a 5 percent
density bonus to allow 2 density bonus dwelling units in addition to the 32 base density units.
Approval of the density bonus and the requested waivers would facilitate development of the project
and adds to the City's overall housing stock.
2. The ZMA would only change the land use designation of the subject property rather than a general
land use provision and would not affect the uses authorized in and the standards prescribed for the
proposed zoning district.
3. A community need is demonstrated for the change proposed because it will allow an underdeveloped
site to be developed with a residential use that is consistent with the character of the area and will
add to the City's housing stock.
4. Adoption of the ZMA will be in conformity with public convenience, general welfare and good zoning
practice because the proposed zoning will implement the land use designation proposed with
General Plan Amendment No. 21-002 and is compatible with the surrounding neighborhood.
FINDINGS FOR APPROVAL-TENTATIVE MAP NO. 19157:
1. Tentative Tract Map (TIM) No. 19157 to subdivide approximately 2.07 acres for condominium
purposes is consistent with the proposed General Plan land use and zoning designation of
Residential Medium Density on the subject property, applicable provisions of the Subdivision Map
Act, and the HBZSO. The TTM complies with all development standards set forth in the HBZSO
including minimum lot size and width. The proposed subdivision is also consistent with the goals and
policies of the General Plan Land Use Element that govern new subdivisions and residential
development. These goals and policies call for a range of housing types to be available to meet the
diverse economic, physical, and social needs of future and existing residents while maintaining the
neighborhood character of the surrounding area.
2. The site is physically suitable for the type and density of development proposed as part of the project
because the subject property is located in a residential neighborhood with similar residential
development including some also under the proposed Residential Medium Density land use and
zoning designations. The site's size, shape, and topography are conducive to the development of a
new residential project that conforms to the General Plan, HBZSO, and other city requirements and is
in keeping with the character of the surrounding neighborhood. Access to the site will be provided off
Newland Street and Talbert Avenue and drive aisles will provide direct access to each unit and its
attached garage. The project will also provide 85 parking spaces, including 68 spaces within 2-car
attached garages associated with each unit and 17 off-street guest spaces. Pedestrian access to the
site will be provided by existing public sidewalks and proposed private walkways onsite. Therefore,
the project site suitable to accommodate the type of development proposed.
G:PC\NOA\22\051022 GPA 21-002_ZMA 21-001 TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.3
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 because the site has been previously been disturbed and is void of any wildlife habitat.
Project design features, compliance with regulatory requirements, and mitigation measures will
ensure that the subdivision will not cause serious health problems or substantial environmental
damage.
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 subdivision will provide all
necessary streets, sidewalk, and utility easements to serve the new development.
FINDINGS FOR APPROVAL-CONDITIONAL USE PERMIT NO. 21-004:
1. Conditional Use Permit No. 21-004 to develop 34 attached two- and three-story townhomes up to 35
feet tall and allow up to an 8 foot tall retaining wall topped with a 6 foot tall wall along the west
property line will not be detrimental to the general welfare of persons working or residing in the
vicinity or detrimental to the value of the property and improvements in the neighborhood. The project
will improve an existing underutilized site with a residential development consistent with other uses in
the vicinity and will assist in meeting the changing housing needs of the community. The project will
comply with development standards in the HBZSO including building height, lot coverage, and
landscaping and will be consistent with the overall bulk and scale of existing residential uses in the
project vicinity. The project includes facade breaks, roof variations, and architectural treatment to
minimize overall building mass and scale. The dwellings will be separated from the nearest
residential development to the north by 5 feet of landscaping and a 20 foot wide drive aisle. Two-
story units are proposed along the north side to enhance compatibility with existing development
before transitioning to three-story towards Talbert Avenue. The proposed retaining with above ground
wall along the western property line is needed to enable the entire site to be developed. Its location
along the western interior property line will reduce its visibility and existing and proposed landscaping
will help soften its appearance. The proposed grading plan minimizes pad elevations and the
retaining wall as much as possible while still allowing the site to function and drain properly.
2. The granting of the conditional use permit to develop 34 attached two- and three-story townhomes up
to 35 feet tall and allow up to an 8 foot tall retaining wall topped with a 6 foot tall wall along the west
property line will not adversely affect the General Plan because once approved, the project will be
consistent with the Residential Medium Density Land Use Element designation established in the
area. The proposed project is also consistent with the General Plan goals and policies listed below.
A. Land Use Element
Goal LU-1 - New commercial, industrial, and residential development is coordinated to ensure
that the land use pattern is consistent with the overall goals and needs of the community.
Policy LU-1A - Ensure that development is consistent with the land use designations presented in
the Land Use Map, including density, intensity, and use standards applicable to each land use
designation.
Policy LU-1C - Support infill development, consolidation of parcels, and adaptive reuse of existing
buildings.
G:PC\NOA\221051022 GPA 21-002_ZMA 21-001_TTM 19157_CUP 21-004\MNa 21-003(Olson Townhomes) Attachment 1.4
Policy LU-1 D - Ensure that new development projects are of compatible proportion, scale and
character to complement adjoining uses.
Policy LU-2D - Maintain and protect residential neighborhoods by avoiding encroachment of
incompatible land uses.
Policy LU-2E - Intensify the use and strengthen the role of public art, architecture, landscaping,
site design, and development patterns to enhance the visual image of Huntington Beach.
Goal LU-4 - A range of housing types is available to meet the diverse economic, physical, and
social needs of future and existing residents, while neighborhood character and residences are
well maintained and protected.
Policy LU-4D - Ensure that single-family residences are of compatible proportion, scale and
character to surrounding neighborhoods.
Goal LU-7 - Neighborhoods, corridors, and community subareas are well designed, and buildings,
enhanced streets, and public spaces contribute to a strong sense of place.
The proposed project will continue the land use pattern of medium-density residential uses in the
surrounding area. The project also supports infill development, as the project is located on an
underutilized lot in a developed area. The proposed project will be compatible in proportion, scale,
and character with the surrounding neighborhood because there are similar medium-density
residential units surrounding the site. The project includes facade breaks, roof variations, and
architectural treatment to minimize overall building mass and scale. The dwellings will be separated
from the nearest residential development to the north by 5 feet of landscaping and a 20 foot wide
drive aisle. Two-story units are proposed along the north side to enhance compatibility with existing
development before transitioning to three-story towards Talbert Avenue. Furthermore, the attached
townhomes will provide a mix of housing types to meet the diverse economic, social, and housing
needs of the community. The proposed retaining with above ground wall along the western property
line is needed to enable the entire site to be developed. Its location along the western interior
property line will reduce its visibility and existing and proposed landscaping will help soften its
appearance. The proposed grading plan minimizes pad elevations and the retaining wall as much as
possible while still allowing the site to function and drain properly.
B. Housing Element
Policy 1.1 - Preserve the character, scale and quality of established residential neighborhoods.
Goal 2 - Provide adequate housing sites through appropriate land use, zoning and specific plan
designations to accommodate Huntington Beach's share of regional housing needs.
Policy 2.1. - Provide site opportunities for development of housing that responds to diverse
community needs in terms of housing types, cost and location, emphasizing locations near services
and transit that promote walkability.
Goal 3 - Enhance housing affordability so that modest income households can remain an integral
part of the Huntington Beach community.
Policy 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.
G:PC\NOA122\051022 GPA 21-002 ZMA 21-001_7TM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.5
Policy 3.2 - Utilize the City's Inclusionary Housing Ordinance as a tool to integrate affordable units
within market rate developments. Continue to prioritize the construction of affordable units on-site,
with provision of units off-site or payment of an in-lieu housing fee as a less preferred alternative.
Policy 3.3 - Facilitate the development of affordable housing through regulatory incentives and
concessions, and/or financial assistance, with funding priority to projects that include extremely low
income units. Proactively seek out new models and approaches in the provision of affordable
housing.
Policy 3.4 - Explore collaborative partnerships with non-profit organizations, developers, the
business community and governmental agencies in the provision of affordable housing.
Policy 4.1 - Regulatory Incentives for Affordable Housing Support the use of density bonuses and
other incentives, such as fee deferrals/waivers and parking reductions, to offset or reduce the costs
of developing affordable housing while ensuring that potential impacts are addressed.
The proposed project will be consistent with the scale and nature of residential land uses
surrounding the site. The project will comply with the City's affordable housing requirement to
provide 10 percent of the proposed base dwelling units as affordable units. Therefore, approval of
project will add to the City's overall housing stock.
3. The proposed project will comply with the provisions of the RM (Residential Medium Density) district
and other applicable provisions in Titles 20-25 of the Huntington Beach Zoning and Subdivision
Ordinance with the exception of any concession/incentive and waivers of development standards
permitted under the State Density Bonus Law.
CONDITIONS OF APPROVAL—TENTATIVE TRACT MAP NO. 19157:
1. The Tentative Tract Map No. 19157 received and dated March 21, 2022 shall be the approved layout
with the following modifications (PW):
a. The Statement of Ownership shall be signed and dated on all sheets of the subject TTM.
b. The Basis of Bearings shall be corrected to indicate a pertinent street within City of Huntington
Beach limits.
c. All existing parcel lines shown on Sheet 1 of the TTM shall be identified and all boundary
dimensions for the existing parcels shall be clearly indicated on said TTM.
d. All irrelevant Legend items not used on each respective sheet of the TTM shall be omitted.
e. The proposed storm drain easement shall be identified on Sheet 2 of the TTM with a required
width of 24 feet, centered over the existing public storm drain pipeline onsite.
2. Pursuant to Section 230.14 of the HBZSO, the final map for Tentative Tract Map No. 19157 shall not
be approved by the City Council until an Affordable Housing Agreement has been approved by the
City Council.
3. Prior to issuance of a grading permit and at least 14 days prior to any grading activity, the
applicant/developer shall provide notice in writing to property owners of record and tenants of
G:PC\NOA\22\051022 GPA 21-002_ZMA 21-001_TTM 19157_CUP 21-0041MND 21-003(Olson Townhomes) Attachment 1.6
properties within a 500-foot radius of the project site as noticed for the public hearing. The notice
shall include a general description of planned grading activities and an estimated timeline for
commencement and completion of work and a contact person name with phone number. Prior to
issuance of the grading permit, a copy of the notice and list of recipients shall be submitted to the
Community Development Department.
4. Prior to issuance of Building Permits, an Affordable Housing Agreement in accordance with the
Affordable Housing Program shall be submitted to the Community Development for review and
approval by the City Attorney, and accepted by the City Council. Said agreement shall be recorded
with the Orange County Recorder's Office prior to issuance of the first building permit for the tract.
The Agreement shall comply with HBZSO Section 230.14 and include, but not be limited to, the
following items:
a. The duration of the affordability and the number of the affordable units which shall include at least
two moderate income units and one low income unit onsite to meet the California Density Bonus
Law replacement requirement;
b. The method in which the developer and the City are to monitor the affordability of the subject
affordable units and the eligibility of the tenants or owners of those units over the period of the
agreement;
c. The method in which vacancies will be marketed and filled;
d. A description of the location and unit type (bedrooms, floor area, etc.) of the affordable units
within the project. Affordable units shall be located throughout the project and shall include a
mixture of unit types in the same ratio as provided throughout the project; and
e. Standards for maximum qualifying household incomes and standards for maximum rents or sales
prices.
5. Prior to submittal of the final tract and at least 90 days before City Council action on the final map,
Conditions Covenants & Restrictions (CC&Rs) shall be submitted to the Community Development
Department, Public Works, Fire, and City Attorney's office for review and approval. The CC&Rs shall
identify the common driveway access easements, and maintenance, repair and replacement of all
walls, common landscape areas, irrigation, drainage facilities, water quality BMP's, water system
lines, fire system lines, sewer system lines, and private service lines by the Homeowners'
Association. The CC&Rs shall restrict any revision or amendment of the WQMP except as may be
dictated by either local, state, or federal law and the LIP. The CC&Rs shall also include a parking
management plan to ensure the ongoing control of availability of on-site parking including but not
limited to: the implementation of a parking permit system, restricting garages from being converted to
living quarters, workshops, or storage that will preclude the parking of two vehicles, all open parking
spaces within the project shall be unassigned and available for visitors and guests; no boat, trailer,
camper, off-road vehicle, golf cart, commercial vehicle, mobile home, motor home, bus, or other
recreational vehicle or any non-operating vehicle shall be parked or stored in any open sparking
spaces; and towing of any vehicles violating the restrictions within the CC&Rs. The CC&Rs must be
in recordable form prior to recordation of the map. (HBZSO Section 253.12.H)
6. Prior to final inspection or occupancy, the applicant shall remit a fair-share contribution payment in-
lieu of the actual undergrounding of the existing overhead utilities, from the project's Newland Street
frontage to the City limit line (20 feet east of the existing street centerline), to the Public Works
Department. This in-lieu contribution amount shall be based on construction estimates provided to
the applicant by the respective utility companies and approved by the City of Huntington Beach
Public Works Department. (HBZSO Chapter 255)
G.PC\NQA122\051022 GPA 21-002 ZMA 21-001_TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.7
7. Block wall/fencing plans (including a site plan, section drawings, and elevations depicting the height
and material of all retaining walls, walls, and fences) consistent with the grading plan shall be
submitted to and approved by the Community Development Department. Double walls shall be
avoided to the greatest extent feasible. Prior to the construction of any new walls, a plan must be
submitted identifying the removal of any existing walls located on the subject property. The plans
shall identify materials, seep holes and drainage.
8. Comply with all mitigation measures adopted for the project in conjunction with MND 21-003.
9. Incorporating sustainable or"green" 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.ora/DisolaVPage.asgx?CateaorvlD=19) or Build It Green's Green Building
Guidelines and Rating Systems (http://www.builditgreen.orq/green-building-guidelines-rating).
10.The development services departments (Community Development Department, Fire Department,
and Public Works) shall be responsible for ensuring compliance with all applicable code requirements
and conditions of approval. The Director of Community Development may approve minor
amendments to the plans and/or conditions of approval as appropriate based on changed
circumstances, new information or other relevant factors. Final map review and permits shall not be
issued until the development services departments have reviewed and approved the proposed
changes for conformance with the intent of the Planning Commission's action. If the proposed
changes are of a substantial nature, an amendment to the original entitlement reviewed by the
Planning Commission may be required pursuant to the provisions of HBZSO Section 241.18.
CONDITIONS OF APPROVAL -CONDITIONAL USE PERMIT NO. 21-004:
1. The site plan, floor plans, elevations, landscaping plan and other project plans received and dated
March 2 through April 18, 2022 shall be the conceptually approved design with the following
modifications subject to approval by planning staff:
a. Add a plaque recognizing the Lecrivain Family at an appropriate location on the project site. The
plaque shall be reviewed by the Huntington Beach Historic Resources Board prior to installation.
b. A maximum 2 foot tall lattice extension (wood or plastic) that is substantially open shall be added
to the new 6 foot tall stucco wall proposed along the north property line as permitted by HBZSO
Section 230.88.
c. The Newland Street driveway shall be limited to right turns only.
2. Prior to submittal for building permits, the following shall be completed:
a. Zoning entitlement conditions of approval, mitigation measures identified in MND No. 21-003,
and Code Requirements provided in the letter dated May 4, 2022 shall be printed verbatim on
one of the first three pages of all the working drawing sets used for issuance of building permits
(architectural, structural, electrical, mechanical and plumbing) and shall be referenced in the
sheet index. The minimum font size utilized for printed text shall be 12 point.
G:PC\NOA122\051022 GPA 21-002_ZMA 21-001_TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.8
b. Submit three (3) copies of the site plan and the processing fee to the Community Development
Department for addressing purposes after street name approval by the Fire Department.
3. Prior to issuance of building permits, the following shall be completed:
a. Block wall/fencing plans (including a site plan, section drawings, and elevations depicting the
height and material of all retaining walls, walls, and fences) consistent with the grading plan shall
be submitted to and approved by the Community Development Department. Double walls shall
be avoided to the greatest extent feasible. Prior to the construction of any new walls, a plan must
be submitted identifying the removal of any existing walls located on the subject property. The
plans shall identify materials, seep holes and drainage.
b. Contact the United States Postal Service for approval of mailbox location(s).
c. An interim parking and building materials storage plan shall be submitted to the Community
Development Department to assure adequate parking and restroom facilities are available for
employees, customers, and contractors during the project's construction phase and that
adjacent properties will not be impacted by their location. The plan shall also be reviewed and
approved by the Fire Department and Public Works Department. The applicant shall obtain any
necessary encroachment permits from the Department of Public Works.
d. The applicant shall obtain any necessary permits from the South Coast Air Quality Management
District and submit a copy to Community Development Department(AQMD Rule 1403).
4. During demolition, grading, site development, and/or construction, the following shall be adhered to:
a. Construction equipment shall be maintained in peak operating condition to reduce emissions.
b. Use low sulfur(0.5%) fuel by weight for construction equipment.
c. Truck idling shall be prohibited for periods longer than 10 minutes.
d. Attempt to phase and schedule activities to avoid high ozone days first stage smog alerts.
e. Discontinue operation during second stage smog alerts.
f. Ensure clearly visible signs are posted on the perimeter of the site identifying the name and
phone number of a field supervisor to contact for information regarding the development and any
construction/grading activity.
g. All Huntington Beach Zoning and Subdivision Ordinance and Municipal Code requirements
including the Noise Ordinance. All activities including truck deliveries associated with
construction, grading, remodeling, or repair shall be limited to Monday-Saturday 7:00 AM to 7:00
PM. Such activities are prohibited Sundays and Federal holidays (HBMC 8.40.090).
5. The structure cannot be occupied, the final building permit cannot be approved, and utilities cannot
be released for the first residential unit until the following have been completed:
a. The applicant shall obtain the necessary permits from the South Coast Air Quality Management
District and submit a copy to Community Development Department(AQMD Rule 1403).
G:PC\NOA\22\051022 GPA 21-002_ZMA 21-001_TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.9
b. Compliance with all conditions of approval specified herein shall be accomplished and verified
by the Community Development Department.
c. All building spoils, such as unusable lumber, wire, pipe, and other surplus or unusable material,
shall be disposed of at an off-site facility equipped to handle them.
d. All Development Impact Fees shall be paid to the Community Development Department (City of
Huntington Beach Community Development Department Fee Schedule). (HBZSO Section
254.16).
6. Signage shall be reviewed under separate permits and applicable processing (HBZSO Chapter 233).
7. The applicant and/or applicant's representative shall be responsible for ensuring the accuracy of all
plans and information submitted to the City for review and approval.
8. Tentative Tract No. 19157 and Conditional Use Permit No. 21-004 become null and void unless
exercised within two (2) years of the date of final approval. An extension of time may be granted by
the Community Development Director pursuant to a written request submitted to the Planning
Division a minimum 60 days prior to the expiration date. (HBZSO Section 251.14 and 251.16)
9. Tentative Tract Map No. 19157 and Conditional Use Permit No. 21-004 shall not become effective
until General Plan Amendment No. 21-002 and Zoning Map Amendment No. 21-001 are approved by
City Council and in effect.
10.The development services departments (Community Development Department, Fire Department,
and Public Works) shall be responsible for ensuring compliance with all applicable code requirements
and conditions of approval. The Director of Community Development may approve minor
amendments to plans and/or conditions of approval as appropriate based on changed circumstances,
new information or other relevant factors. Any proposed plan/project revisions shall be called out on
the plan sets submitted for building permits. Permits shall not be issued until the Development
Services Departments have reviewed and approved the proposed changes for conformance with the
intent of the Planning Commission's action. If the proposed changes are of a substantial nature, an
amendment to the original entitlement reviewed by the Planning Commission may be required
pursuant to the provisions of HBZSO Section 241.18.
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.
G:PC\NOA\22\051022 GPA 21-002_ZMA 21-001_TTM 19157_CUP 21-004\MND 21-003(Olson Townhomes) Attachment 1.10
RESOLUTION NO. 2022-23
A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF HUNTINGTON BEACH APPROVING
GENERAL PLAN AMENDMENT NO. 21-002
WHEREAS,General Plan Amendment No.21-002 proposes to amend Figure LU-2 of the
Land Use Element of the City's General Plan to change the land use designation of the real
property consisting of an approximately 2.07 net acre site located at 8371 to 8461 Talbert Avenue,
as more particularly described in Exhibits A and B attached hereto,from Residential Low Density
(RL)to Residential Medium Density(RM).
Pursuant to California Government Code, the Planning Commission of the City of
Huntington Beach, after notice duly given, held a public hearing to consider General Plan
Amendment No. 21-002 and recommended approval of said entitlement to the City Council; and
Pursuant to California Government Code, the City Council of the City of Huntington
Beach,after notice duly given,held a public hearing to consider General Plan Amendment No.21-
002;and
The City Council finds that said General Plan Amendment No. 21-002 is necessary for the
changing needs and orderly development of the community,is necessary to accomplish refinement
of the General Plan, and is consistent with other elements of the General Plan.
NOW, THEREFORE, the City Council of the City of Huntington Beach does hereby
resolve as follows:
SECTION 1: That the real property that is the subject of this Resolution (hereinafter
referred to as the "Subject Property") is located at 8371 to 8461 Talbert Avenue and is more
particularly described in the legal description and maps attached hereto as Exhibits A and B and
incorporated by this reference as though fully set forth herein.
SECTION 2: That General Plan Amendment No. 21-002 is hereby approved. The
Director of Community Development is hereby directed to prepare and file an amended Land Use
Map. A copy of said map, as amended, shall be available for inspection in the Community
Development Department.
22-11203/280920
RESOLUTION NO. 2022-23
PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a
regular meeting thereof held on the day of ,2022.
Mayor
ATTEST: APPROVED AS TO FORM:
City Clerk City Attorney Ad
REVIEWED AND APPROVED: INITIATED AND APPROVED:
54— -
City Manager Community Development Director
ATTACHMENTS
Exhibit A: Legal Description and Map
Exhibit B: Amended General Plan Map(Extract of Figure LU-2)
2
ORDINANCE NO.4257
AN ORDINANCE OF THE CITY OF HUNTINGTON BEACH AMENDING
THE HUNTINGTON BEACH ZONING AND SUBDIVISION ORDINANCE TO REZONE
THE REAL PROPERTY LOCATED AT 8371 TO 8461 TALBERT AVENUE FROM
RESIDENTIAL LOW DENSITY(RL)TO RESIDENTIAL MEDIUM DENSITY(RM)
(ZONING MAP AMENDMENT NO. 21-001)
WHEREAS,pursuant to California State Planning and Zoning Law,the Huntington Beach
Planning Commission and.Huntington Beach City Council have held separate,duly noticed public
hearings to consider Zoning Map Amendment No. 21-001,which rezones the property located at
8371 to 8461 Talbert Avenue from Residential Low Density(RL)to Residential Medium Density
(RM); and
After due consideration of the findings and recommendations of the Planning Commission
and all other evidence presented, the City Council finds that the aforesaid amendment is proper
and consistent with the General Plan;
NOW,THEREFORE,the City Council of the City of Huntington Beach does hereby ordain
as follows:
SECTION 1: That the real property that is the subject of this ordinance is located at 8371
to 8461 Talbert Avenue and is more particularly described in the legal description and map
attached hereto as Exhibit A and incorporated herein by this reference.
SECTION 2: That the zoning designation of the Subject Property is hereby changed from
Residential Low Density(RL)to Residential Medium Density(RM) (Exhibit B).
SECTION 3: That the Huntington Beach Zoning and Subdivision Ordinance is hereby
amended to reflect Zoning Map Amendment No. 21-001 as described herein. The Director of
Community Development is hereby directed to prepare and file an amended zoning map. A copy
of said amended map shall be available for inspection in the Office of the City Clerk.
SECTION 4: This ordinance shall become effective 30 days after its adoption.
22-11203/280921
ORDINANCE NO.4257
PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a
regular meeting thereof held on the day of ,2022.
Mayor
ATTEST: APPROVED AS TO FORM:
City Clerk City Attorney AO
REVIEWED AND APPROVED: INITIATED AND APPROVED:
---
Cc,
City Manager Director of Community Development
ATTACHMENTS:
Exhibit A: Legal Description and Map
Exhibit B: Amended Zoning Map
2
in
TENTATIVEF TRACT
y6MAP NO �19157
FOR CONDOMINIUM PURPOSES
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-.CM'DOMIN IA,PJRPOSES
SUBDIVISION AGREEMENT BY AND BETWEEN
THE CITY OF HUNTINGTON BEACH AND
OLSON URBAN V-HUNTINGTON BEACH 4, LLC
FOR TRACT NO. 19157
THIS AGREEMENT ("Agreement") is entered into this 207.14 day of
De- 131:2 2 D 22,, by and between the CITY OF HUNTINGTON
BEACH, a municipal corporation of the State of California, hereinafter referred to as "CITY,"
and OLSON URBAN V-HUNTINGTON BEACH 4, LLC, a California Coorporation,
hereinafter referred to as "SUBDIVIDER."
RECITALS
WHEREAS, SUBDIVIDER is the owner of a tract of land in CITY, which it is
seeking to subdivide into lots and to dedicate certain streets, alleys, and other improvements
therein to public use, and is about to file with CITY a map of the tract of land known as Tract
No. 19157; and
As a condition of the approval of and prior to the recordation of this subdivision map,
SUBDIVIDER is required to improve and dedicate the streets and alleys, and to perform
certain other improvements in the subdivision; and
SUBDIVIDER desires to enter into an agreement with CITY to delay performance of
certain portions of the work; to agree to perform this work as herein provided; and to execute
and deliver to CITY bonds for the faithful performance of this agreement, for the payment of
all labor and material in connection therewith, and for the guarantee and warranty of the work
for a period of one (1) year following completion and acceptance thereof against any defect in
work or labor done, or defective materials furnished, as required by Sections 66499 and
g/agree/surtnet/subdivision 1 of 13
4
66499.3 of the California Government Code, and Chapter 255 of CITY'S Zoning and
Subdivision Ordinance.
NOW, THEREFORE, in consideration of the promises and agreements of the parties
as herein set forth, the parties agree as follows:
1. GENERAL IMPROVEMENTS
SUBDIVIDER hereby agrees to do and perform and pay for all of the work in
said tract required by the conditions of approval of the subdivision map not completed at the
time of the recordation thereof, including, but not limited to, the construction of: streets,
including excavation, paving, curbs, gutters, sidewalks, trees and landscaping; sewers,
including construction of main lines and lot laterals and structures; street lights; street signs;
and domestic water systems, including the construction of water mains, services and
installation of meters. SUBDIVIDER also agrees to pay all engineering costs and any other
deposits, fees or conditions as required by CITY ordinance or resolution and as may be
required by the City Engineer. All of the work shall be done and performed in accordance
with the plans, specifications and profiles which have been approved by the City Engineer and
filed in the office of the City Engineer. All of the work shall be done at the sole cost and
expense of SUBDIVIDER. All of the work shall be completed on or before two (2) years
from the date hereof, unless the conditions of approval of the subdivision map require an
earlier completion date. All labor and material bills therefor shall be paid solely by
SUBDIVIDER. CITY may withhold all occupancy permits until completion of all these
improvements.
g/agree/surfnet/subdivision 2 of 13
2. ARTERIAL HIGHWAY IMPROVEMENT
SUBDIVIDER agrees to complete all arterial highway improvements,
including perimeter walls and landscaping required by the conditions of approval of the
subdivision map, prior to release or connection of utilities for occupancy for any lot in the
tract.
3. GUARANTEE
SUBDIVIDER shall guarantee all work and material required to fulfill its
obligations as stated herein for a period of one (1) year following the date of City Council
acceptance of same.
4. PLANT-ESTABLISHMENT WORK
SUBDIVIDER agrees to perform plant-establishment work for landscaping
installed under this Agreement. This plant-establishment work shall consist of adequately
watering plants, replacing unsuitable plants, performing weed, rodent and other pest control
and other work determined by CITY'S Public Works Department to be necessary to ensure
establishment of plants. This plant-establishment work shall be performed for a period of one
(1) year from and after the date City Council accepts the work as complete.
5. IMPROVEMENT PLAN WARRANTY
SUBDIVIDER warrants the improvement plans for the work are adequate to
accomplish the work as promised herein and as required by the conditions of approval of the
subdivision map. If at any time before the City Council accepts the work as complete or
during the one (1) year guarantee period, the improvement plans prove to be inadequate in
any respect, SUBDIVIDER shall make whatever changes, at its own cost and expense, as are
necessary to accomplish the work as promised.
g/agree/surfnebsubdivision 3 of 13
6. NO WAIVER BY CITY
Inspection of the work and/or materials, or approval of work and/or materials,
or any statement by any officer, agent or employee of CITY indicating the work or any part
thereof complies with the requirements of this Agreement, or acceptance of the whole or any
part of the work and/or materials, or payments therefor, or any combination of all of these
acts, shall not relieve SUBDIVIDER of its obligations to fulfill this Agreement as prescribed;
nor shall CITY be stopped from bringing any action for damages arising from
SUBDIVIDER'S failure to comply with any of the terms and conditions hereof.
7. COSTS
SUBDIVIDER shall, at its own cost and expense, pay when due, all the costs
of the work, including inspections thereof and relocation of existing utilities required thereby.
8. SURVEYS
SUBDIVIDER shall set and establish survey monuments in accordance with
the filed map and to the satisfaction of CITY before acceptance of any work as complete by
the City Council.
9. IMPROVEMENT SECURITY
Upon executing this Agreement, SUBDIVIDER shall, pursuant to California
Government Code Section 66499, and the Huntington Beach Zoning and Subdivision
Ordinance, provide as security to CITY:
A. Faithful Performance:
For performance security, in the amount of Four Hundred Twenty Four
Thousand Four Hundred Seventy One and 30/100 Dollars
($424,471.30), which is one hundred percent (100%) of the estimated
g/agree/surfneUsubdivision 4 of 13
cost of the work. SUBDIVIDER shall present such additional security
in the form of:
Cash, certified check, or cashier's check.
X Acceptable corporate surety bond.
Acceptable irrevocable letter of credit.
With this security, SUBDIVIDER guarantees performance under this
Agreement and maintenance of the work for one (1) year after its
completion and acceptance against any defective workmanship or
materials or any unsatisfactory performance.
B. For Labor and Material: Security in the amount of Two Hundred
Twelve Thousand Two Hundred Thirty Five and 65/100 Dollars
($212,235.65),
which is fifty percent(50%) of the estimated cost of the work.
SUBDIVIDER shall present such security in the form of:
Cash, certified check, or cashier's check.
X Acceptable corporate surety bond.
Acceptable irrevocable letter of credit.
With this security, SUBDIVIDER guarantees payment to the
contractor, to its subcontractors, and to persons renting equipment or
furnishing labor or materials to them or to SUBDIVIDER.
SUBDIVIDER may, during the term of this Agreement, substitute
improvement security provided that the substituted security is acceptable to the City Attorney;
however, any bond or other security given in satisfaction of this condition shall remain in full
g/agree/surfnet/subdivision 5 of 13
force and effect until one (1) year after the work of improvement is finally accepted in writing
by CITY, and SUBDIVIDER may be required by CITY to provide a substitute security at any
time.
10. INDEMNIFICATION. DEFENSE. HOLD HARMLESS
SUBDIVIDER hereby agrees to protect, defend, indemnify and hold harmless
CITY, its officers, elected or appointed officials, employees, agents and volunteers from and
against any and all claims, damages, losses, expenses,judgments, demands and defense costs
(including without limitation, costs and fees of litigation of every nature or liability of any
kind or nature) allegedly suffered, incurred or threatened, including personal injury, death,
property damage, inverse condemnation, or any combination of these, and resulting from any
act or omission (negligent or nonnegligent) in connection with the matters covered by this
Agreement, but save and except those that arise from the sole active negligence or willful
misconduct of CITY. SUBDIVIDER will conduct all defense at its sole cost and expense and
CITY shall approve selection of SUBDIVIDER'S counsel. This indemnity shall apply to all
claims and liability regardless of whether any insurance policies are applicable. The policy
limits do not act as a limitation upon the amount of indemnification to be provided by
SUBDIVIDER.
The promise and agreement in this Section are not conditioned or dependent on
whether or not CITY has prepared, supplied, or reviewed any plan(s) or specifications(s) in
connection with this work or subdivision, or has insurance or other indemnification covering
any of these matters.
g/agree/surfnet/subdivision 6 of 13
11. INSURANCE
In addition to SUBDIVIDER'S covenant to defend, hold harmless and
indemnify CITY, SUBDIVIDER shall obtain and furnish to CITY a policy of general public
liability insurance, including motor vehicle coverage. Said policy shall indemnify
SUBDIVIDER, its officers, agents and employees, while acting within the scope of their
duties, against any and all claims of arising out of or in connection with this Agreement, and
shall provide coverage in not less than the following amount: combined single limit bodily
injury and property damage, including products/completed operations liability and blanket
contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is
provided under a form which includes a designated general aggregate limit, the aggregate
limit must be less than One Million Dollars ($1,000,000). This policy shall name City of
Huntington Beach, its officers, officials, employees, agents and volunteers as Additional
Insureds, and shall specifically provide that any other insurance coverage which may be
applicable to this Agreement shall be deemed excess coverage and that SUBDIVIDER'S
insurance shall be primary.
The abovementioned insurance shall not contain a self-insured retention, or a
"deductible" or any other similar form of limitation on the required coverage, except with the
express written consent of CITY.
Prior to commencing performance of the work hereunder, SUBDIVIDER shall
furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing
the foregoing insurance coverage as required by this Agreement; the certificate shall:
1. provide the name and policy number of each carrier and policy;
2. state that the policy is currently in force; and
g/agree/surfnet/subdivision 7 of 13
3. promise to provide that such policy will not be canceled or modified
without thirty(30) days'prior written notice of CITY.
SUBDIVIDER shall maintain the foregoing insurance coverage in full force
until the work under this Agreement is fully completed and accepted by CITY.
The requirement for carrying the foregoing insurance coverage shall not
derogate from SUBDIVIDER'S defense, hold harmless and indemnification obligations as set
forth in this Agreement. CITY or its representatives shall at all times have the right to demand
the original or a copy of the policy of insurance. SUBDIVIDER shall pay. in a prompt and
timely manner,the premium on all insurance hereinabove required.
12. NONPERFORMANCE AND COSTS
If SUBDIVIDER fails to complete the work within the time specified in this
Agreement, and subsequent extensions, if any, or fails to maintain the work, CITY may
proceed to complete and/or maintain the work by contract or otherwise, and SUBDIVIDER
agrees to pay all costs and charges incurred by CITY (including, but not limited to:
engineering, inspection, surveys, contract, overhead, etc.) immediately upon demand.
SUBDIVIDER hereby consents to entry on the subdivision property by CITY
and its forces, including contractors, in the event CITY proceeds to complete and/or maintain
the work.
Once action is taken by CITY to complete or maintain the work,
SUBDIVIDER agrees to pay all costs incurred by CITY, even if SUBDIVIDER subsequently
completes the work.
g/agree/surfnet/subdivision 8 of 13
13. RECORD MAP
In consideration hereof, CITY shall allow SUBDIVIDER to file and record the
Final Map or Parcel Map for the Subdivision.
14. NOTICES
Any notices, certificates, or other communications hereunder shall be given
either by personal delivery to SUBDIVIDER or to CITY as the situation shall warrant, or by
enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the
United States Postal Service, to the addresses specified below. CITY and SUBDIVIDER may
designate different addresses to which subsequent notices, certificates or other
communications will be sent by notifying the other party via personal delivery, reputable
overnight courier or U. S. certified mail-return receipt requested:
TO CITY: TO SUBDIVIDER:
City of Huntington Beach Olson Urban V- Huntington Beach 4, LLC
ATTN: Director of Public Works 3010 Old Ranch Parkway,
2000 Main Street
Huntington Beach, CA 92648 Seal Beach, CA 90740
15. CONSENT
When CITY'S consent/approval is required under this Agreement, its
consent/approval for one transaction or event shall not be deemed to be a consent/approval to
any subsequent occurrence of the same or any other transaction or event.
16. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid
unless in writing and duly executed by both parties.
g/agree/surfnet/subdivision 9 of 13
17. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive
phrases at the beginning of the various sections in this Agreement are merely descriptive and
are included solely for convenience of reference only and are not representative of matters
included or excluded from such provisions, and do not interpret, define, limit or describe, or
construe the intent of the parties or affect the construction or interpretation of any provision of
this Agreement.
18. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed as a
whole, according to its fair meaning, and not strictly for or against any of the parties. If any
provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the
remaining covenants and provisions of this Agreement. No covenant or provision shall be
deemed dependent upon any other unless so expressly provided here. As used in this
Agreement, the masculine or neuter gender and singular or plural number shall be deemed to
include the other whenever the context so indicates or requires. Nothing contained herein
shall be construed so as to require the commission of any act contrary to law, and wherever
there is any conflict between any provision contained herein and any present or future statute,
law, ordinance or regulation contrary to which the parties have no right to contract, then the
latter shall prevail, and the provision of this Agreement which is hereby affected shall be
curtailed and limited only to the extent necessary to bring it within the requirements of the
law.
g/agree/surfnet/subdivision 10 of 13
19. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been
prepared and signed in counterparts as duplicate originals, each of which so executed shall,
irrespective of the date of its execution and delivery, be deemed an original. Each duplicate
original shall be deemed an original instrument as against any party who has signed it.
20. IMMIGRATION
SUBDIVIDER shall be responsible for full compliance with the immigration
and naturalization laws of the United States and shall, in particular, comply with the
provisions of the United States Code regarding employment verification.
21. LEGAL SERVICES SUBCONTRACTING PROHIBITED
SUBDIVIDER and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly outside
the scope of services contemplated hereunder. SUBDIVIDER understands that pursuant to
Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel
for CITY; and CITY shall not be liable for payment of any legal services expenses incurred
by SUBDIVIDER.
22. ATTORNEY'S FEES
In the event suit is brought by either party to construe, interpret and/or enforce
the terms and/or provisions of this Agreement or to secure the performance hereof, each party
shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover
its attorney's fees from the nonprevailing party.
g/agree/surfnet/subdivision 11 of 13
23. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context
survive the expiration or termination of this Agreement shall so survive.
24. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws
of the State of California.
25. SIGNATORIES
Each undersigned represents and warrants that its signature hereinbelow has
the power, authority and right to bind their respective parties to each of the terms of this
Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event
that such authority or power is not, in fact, held by the signatory or is withdrawn.
26. ENTIRETY
The parties acknowledge and agree that they are entering into this Agreement
freely and voluntarily following extensive arm's length negotiations, and that each has had the
opportunity to consult with legal counsel prior to executing this Agreement. The parties also
acknowledge and agree that no representations, inducements, promises, agreements or
warranties, oral or otherwise, have been made by that party or anyone acting on that party's
behalf, which are not embodied in this Agreement, and that that party has not executed this
Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact
or circumstance not expressly set forth in this Agreement. This Agreement contains the entire
agreement between the parties respecting the subject matter of this Agreement and supersedes
all prior understandings and agreements whether oral or in writing between the parties
respecting the subject matter hereof.
g/agree/surfnet/subdivision 12 of 13
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by and through their authorized offices the day, month and year first above
written.
SUBDIVIDER,
CITY OF HUNTINGTON BEACH, a municipal
OLSON URBAN V-HUNTINGTON BEACH corporation of the State of California
4, LLD I
�
By: See Attached Signature Page Ma
print name
ITS: (circle one)Chairman/President/Vice President City lerk •St243 2g
AND IN i�3i AND APPROVE
By:
Director of Pub • Wo s
print name
ITS: (circle one)Secretary/Chief Financial Officer/Asst. REVIEWED AND APPROVED:
Secretary-Treasurer
6--C
,a, City Manager Q
APPROVED • �� .-'.• :
City Attorney 141)
COUNTERPART
g/agree/surfnet/subdivision 13 of 13
z HE Signature Block -
=-�-tom
2 Olson Urban V - HUNTINGTON BEACH 4, LLC
N CO
OFFICIAL SIGNATURE BLOCK FORMAT:
OLSON URBAN V— HUNTINGTON BEACH 4, LLC
a Delaware limited liability company
By: OLSON URBAN COMMUNITIES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN VENTURES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN HOUSING, LLC
a Delaware limited liability company
Operating Member
By: IN TOWN LIVING, INC.
a Delaware corporation
Managing Me e
By:
Name: William E. Holford
Title:Senior Vice President, President, Olson Communities
By:(-4 14,6- c"6
Name: Thomas Moore
Title:Senior Vice President, Operational Planning
COUNTERPART
Q:\Corporate\Legal Entities\Huntington Beach 4\Formation Documents ExCy\1 -Signature Block Olson Urban V(with
OUC V)-Huntington Beach 4 DRAFT.docx
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate is
attached,and not the truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
) ss
COUNTY OF ORANGE )
On November 7, 2022 before me, N. Steinkellner, Notary Public, personally appeared William E. Holford &
Thomas Moore 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 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.
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.
•
4F'' l N.STEINKELLNER 4 �Ail
Notary Public-California
c �_- Orange County Notary Public
` Commission#2349954
` State of California
"� My Comm.Expires Mar 3,2025
(SEAL)
BUN Li NU.PB°3010409024
PREMIUM $2,122-00
FAITHFUL PERFORMANCE BOND
WHEREAS,the City Council of the City of Huntington Beach,State of California,and
Olson Urban V-Huntington Beach 4,LLC
(hereinafter designated as'principal")have entered into an agreement whereby principal agrees to install
and complete designated public improvements,which said agreement,dated ,
20 and identified as project TR 191571Talbert ,is hereby referred to and made a part hereof;and
WHEREAS,said principal is required under the terms of said agreement to furnish a bond
for the faithful performance of said agreement.
Now,therefor,we,the principal and Philadelphia Indemnity Insurance Company
as surety,are held and firmly bound unto the City of Huntington Beach,hereinafter called"City',the penal
sum of Four Hundred Twenty Four Thousand Four Hundred Seventy One and 30/100 dollars($424,471.30
lawful money of the United States,for the payment of which sum well and truly to be made,we bind
ourselves,our heirs,successors,executors and administrators,jointly and severally,firmly by these
presents,
The condition of this obligation is such that if the above bounded principal,his or its heirs,
executors,administrators,successors or assigns,shall in all things stand to and abide by,and well and
truly keep and perform the covenant,condition and provisions in the said agreement and any alteration
thereof made as therein provided,on his or their part,to be kept and performed at the time and in the
manner therein specified,and in all respects according to their true intent and meaning,and shall
indemnify and save harmless"City",its officers,agents and employees,as therein stipulated,then this
obligation shall become null and void;otherwise it shall be and remain in full force and effect.
As a part of the obligation secured hereby and in addition to the face amount specified
therefor,there shall be included costs and reasonable expenses and fees,including reasonable attorneys
fees incurred by'City in successfully enforcing such obligation,all to be taxed as costs and included in
any judgment rendered.
FA17'HFUtL PERFORMANCE BOND FM.doe
The surety hereby stipulates and agrees that no charge,extension of time,alteration or
addition to the terms of the agreement or to the work to be performed thereunder or the specifications
accompanying the same shall in anywise affect its obligations on this bond,and it does hereby waive
notice of any change,extension of time,alteration or addition to the terms of the agreement or to the work
or to the specifications.
In witness whereof,this instrument has been duly executed by the principal and surety
above named,on October 26 - 20 22 .
Olson Urban V-Huntington Beach 4,LLC ,as Principal
By See Attached signature page
By
Philadelphia I e i Insurance Company Surety
By
By Martha Barreras,Attorney-In-Fact
APP OVED AS TO FORM
BY:
MICHAEL E.GATES
ATTORNEY
CITY OF HUNTINGTON BEACH
FAITNFULL PERFORMANCE BOND FM.doc
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached,and not the truthfulness,accuracy,or validity of that document.
State of California }
County of Orange }
OCT 2 6 2022 Gina L. Garner, Notary Public
On before me,
(Here insert name and tide of the officer)
personally appeared Martha Barreras
who proved to me on the basis of satisfactory evidence to be the persons whose
names) islfittlt subscribed to the within instrument and acknowledged to me that
he/she/ter executed the same in Ws/her/their authorized capacity** and that by
iaisdher/ signatures on the instrument the person e , 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.
Der GINA L.GARNER
WITNESS myhandandofficial seal. Notary Public•California
Orange County
v% r Commission 9 2361777
`•t..e" My Comm.Expires Jun 18,2025
Notary Public Signature (Notary PubBc Seat)
♦ •
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
This form complies with current California statutes regarding notary wording and,
DESCRIPTION OF THE ATTACHED DOCUMENT if needed should be completed and attached to the document.Acknolwedgents from
other stales may be completed for documents being sent to that state so long as the
wording does not require the California notary to violate California notary lain.
(Title or description of attached document) • State and County information must be the State and County where the document
signer(s)personally appeared before the notary public for acknowledgment.
• Date of notarization must be the date that the signer(s)personally appeared which
(Title or description of attached document continued) must also be the same date the acknowledgment is completed.
• The notary public must print his or her name as it appears within his or her
Number of Pages Document Date eooami•sion followed bye eaam•and then your titre(notary P..bre).
• 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.
he/she/they—is/ere)or circling the correct forms.Failure to correctly indicate this
❑ Individual(s) 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.
• Signature of the notary public must match the signature on file with the office of
❑ Partner(s) the county clerk.
al Attorney-in-Fact C Additional information is not required but could help to ensure this
❑ Trustee(s) acknowledgment is nor misused or attached to a different docummt.
C Indicate title or type of attached document,number of pages and date.
❑ Other - Indicate the capacity claimed by the signer.If the claimed capacity is a '
corporate officer,indicate the title(i.e.CEO,CFO,Secretary).
2015 V.ersion www.NotaryClasses.com 800-673-9565 • Securely attach this document to the signed document with a staple.
PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza,Suite 100
Bala Cynwyd,PA 19004-0950
Power of Attorney
INTO W ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEIILNITY INSURANCE COMPANY(the Company),a corporation organized and
existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint JANINA MONROE,THOMAS G.MCCALL,TIMOTHY J.
NOONAN,MICHELLE HAASE,MARTHA BARRERAS AND RACHEL A.MULLEN OF LOCKTON COMPANIES,LLC,its true and lawful Attorney-in-
fact with full authority to execute on its behalf bonds,undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thcreo1 issued
in the course of its business and to bind the Company thereby,in au amount not to exceed$50.000 000.
This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14a of November,2016.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vioe President of the
Company:(1)Appoint Attomey(s)in Fact and authorize the Attomey(s)in Fact to execute
on behalf of the Company bonds and undertakings,contracts of indemnity and other
writings obligatory in the nature thereof and to attach the seal of the Company thereto;and
(2)to remove,at any time,any such Attorney-in-Fact and revoke the authority given. And,
be it
FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any
such Power of Attorney or certificate relating thereto by facsimile,and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid
and binding upon the Company in the future with respect to any bond or undertaking to
which it is attached
IN TESTIMONY WHEREOF, PHILADELPHIA.IND1 MNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS
CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH.2021.
.927
tit)
Joh Glomb, Precedent&CEO
Philadelphia Indemnity Insurance Company
On this 51h day of March,2021 before me came the individual who executed the preceding instrument,tome personally known,and being by me duly sworn said that he
is the therein described and authorized officer of the PHII.ADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the
Corporate seal of said Company,that the said Corporate Seal and his signature were duly affixed.
Notary Public:
DerwranNaMtli of Panrylvaria-Not$rVSeal
Wilma Mckenzie,Notary Public
Montpomary County
My commtsston expire*November 3.2024
Commission number 1368394
Limbo.PaNhlyha^.oAftadNbndNaprirs residing at: Bala Cynwyd,PA
My commission expires: November 3,2024
1,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of
Directors and the Power of Attorney issued pursuant thereto on the 5'h day March,2021 are true and correct and are still in full force and effect I do further certify that
John Glomb,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of
PHILADELPHIA INDEMNITY INSURANCE COMPANY.
In Testimony Whereof I have subscribed my name and affixed the fr csimile seal of each Company this 26th day of October 2022
?q 7 - Edward Sayago,Corporate Secretary
PHILADELPHIA PHIA LNDEh N1TY INSURANCE COMPANY
THE\ Signature Block -
��.��at , Olson Urban V - HUNTINGTON BEACH 4, LLC
ON CO�
OFFICIAL SIGNATURE BLOCK FORMAT:
OLSON URBAN V— HUNTINGTON BEACH 4, LLC
a Delaware limited liability company
By: OLSON URBAN COMMUNITIES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN VENTURES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN HOUSING, LLC
a Delaware limited liability company
Operating Member
By: IN TOWN LIVING, INC.
a Delaware corporation
Managin Me
By:
Name: William E. Holford
Title:Senior Vice President, President,Olson Communities
B 0.4 ?41so-.-�
Name: Thomas Moore 1
Title:Senior Vice President,Operational Planning
Q:\Corporate\Legal Entities\Huntington Beach 4\Formation Documents ExCy\1 -Signature Block Olson Urban V(with
OUC V)-Huntington Beach 4 DRAFT.docx
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate is
attached,and not the truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
) ss
COUNTY OF ORANGE )
On November 7, 2022 before me, N. Steinkellner, Notary Public, personally appeared William E. Holford &
Thomas Moore 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 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.
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.
�`..�,„ N.STEINKELLNER
Notary Public-California = ‘&141 —.
Orange County= Notary Public
•.° Commission 4'2349954
'" My Comm.Expires Mar 3.2025 State of California
(SEAL)
BOND NO.PB03010409024
PREMIUM included in performance bond
LABOR AND MATERIAL BOND
WHEREAS,the City Council of the City of Huntington Beach,State of California,and
Olson Urban V-Huntington Beath 4 LLC
(hereinafter designated as Principal")have entered into an agreement whereby principal agrees to
install and complete designated public improvements,which said agreement,dated
20 ,and identified as project Tract 19157/Talbert ,is hereby referred to and
made a part hereof;and
WHEREAS,under the terms of said agreement,principal is required before entering upon
the performance of the work,to file a good and sufficient payment bond with the City of Huntington
Beach to secure the claims to which reference is made in Title 15(commencing with Section 3082)
of Part 4 of Division 3 of Civil Code of the State of Califomia.
Now,therefore,said Principal and the undersigned as corporate surety,are held firmly
bound unto the City of Huntington Beach and all contractors,subcontractors,laborers,materialmen
and other persons employed in the performance of the aforesaid agreement and referred to in the
aforesaid Civil Code in the sum of Two Hundred twelve Thousand Two Hundred Thirty Foie end 65/100 dollars
($ 212,23565 ),for materials furnished for labor thereon of any kind,or
for amounts due under the Unemployment Insurance Act with respect to such work or labor,that
said surety will pay the same in an amount not exceeding the amount hereinabove set forth,and
also in case suit is brought upon this bond,will pay,in addition to the face amount thereof,costs
and reasonable expenses and fees,including reasonable attomey's fees,incurred by"City"in
successfully enforcing such obligation,to be awarded and fixed by the court and to be taxed as
costs and to be included in the judgment therein rendered.
It is hereby expressly stipulated and agreed that this bond shall insure to the benefit of any
and all persons,companies and corporations entitled to file claims under Title 15(commencing with
Section 3082)of Part 4 of Division 3 of the Civil Code,so as to give a right of action to them or their
assigns in any suit brought upon this bond.
Should the condition of this bond be fully performed,then this obligation shall become null
and void,otherwise it shall be and remain in full force and effect.
1
The surety hereby stipulates and agrees that no change,extension of time,alteration or
addition to the terms of said agreement or the specifications accompanying the same shall in any
manner affect its obligation on this bond, and it does hereby waive notice of any such change,
extension,alteration or addition.
In witness whereof,this instrument has been fully executed by the principal
and surety above named,on October 26 ,20 zz
Olson Urban V-Huntington Beach 4,LLC ,as Principal
By see attached signature page
By
Philad is I n Insurance Company ,as Surety
By f ' .9
,.
, .
By Martha Barreras,Attorney-In-Fact v r St;'
APPR VED AS TO FORM
By:-
MICHAEL E. GATES
r'lTV ATTORNEY
CITY OF HUNTINGTON BEACH
2
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached,and not the truthfulness, accuracy,or validity of that document.
State of California }
County of Orange )
On OCT 2 6 2022 before me, Gina L. Garner, Notary Public ,
(Hera mart name and title of the officer)
personally appeared Martha Barreras
who proved to me on the basis of satisfactory evidence to be the persons whose
name(s) isfiga subscribed to the within instrument and acknowledged to me that
bee/she/tom executed the same in kis/her/their authorized capacity( )c and that by
hisiher/tbak signatures on the instrument the personal, 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.
.ti GINA L.GARNER
WITNESS my hand and official seal. _I,- Notary Public•California ts
Orange County
Commission 2I61777
•r:. .` My Comm.Expires Jun lL 2025
Notary Public Signature (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
This form complies with current California statutes regarding notary wording and,
DESCRIPTION OF THE ATTACHED DOCUMENT if needed should be completed and attached to the document.Acknohredgents front
other states may be completed for documents being sent to that state so long as the
wording does nor require the California notary to violate California notary law.
(Title or description of attached document) • Statc and County information must be the State and County where the document
signer(s)personally appeared before the notary public for acknowledgment
• Date of notarization must be the date that the signer(s)personally appeared which
(TIN or description of attached document continued) must also be the same date the acknowledgment is completed.
• The notary public must print his or her name as it appears within his or her
Number of Pages Document Date 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.c.
belsheithey,-is ieee)or circling the correct forms.Failure to correctly indicate this
❑ Individual(s) information may lead to rejection of document recording.
❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible.
hup,casion must not cover text or lines.if seal impression smudges,re-seal if a
(Title) sufficient area permits,otherwise complete a different acknowledgment form.
❑ • Signature of the notary public must match the signature on file with the office of
Partner
(s) the county clerk.
• Attorney-in-Fact t Additional information is not required but could help to ensure this
❑ Trustee(s) acknowledgment is not misused or attached to a different document.
Other w Indicate title or type of attached document,number of pages and date.
❑ •'r Indicate the capacity claimed by the signer.If the claimed capacity is a
corporate officer,indicate the title(i.e.CEO,CFO,Secretary).
2015 Version www.NotaryClasses.com 800-873-9565 • Securely attach this document to the signed document with a staple.
PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza,Suite 100
Bala Cynwyd,PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and
existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint JANINA MONROE,THOMAS G.MCCALL,TIMOTHY J.
NOONAN,MICHELLE HAASE,MARTHA BARRERAS AND RACHEL A.MULLEN OF LOCIK'TON COMPANIES,LLC,its true and lawful Attorney-in-
fact with full authority to execute on its behalf bonds,undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued
in the course of its business and to bind the Company thereby,in an amount not to exceed$50,000,000.
This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14a'of November,2016.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company:(1)Appoint Attomey(s)in Fact and authorize the Attomey(s)in Fact to execute
on behalf of the Company bonds and undertakings,contracts of indemnity and other
writings obligatory in the nature thereof and to attach the seal of the Company thereto;and
(2)to remove,at any time,any such Attorney-in-Fact and revoke the authority given. And,
be it
FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any
suit Power of Attorney or certificate relating thereto by facsimile,and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid
and binding upon the Company in the future with respect to any bond or undertaking to
which it is attached.
IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS
CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH 2021.
1,1 Afit
(Seal) ,...,.,
Joh Glomb, President e:CEO
Philadelphia Indemnity Insurance Company
On this 5A day of March,2021 before me came the individual who executed the preceding instrument,tome personally known,and being by me duly sworn said that he
is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the
Corporate seal of said Company;that the said Corporate Seal and his signature were duly affixed.
Notary Public:
ComenonVows*
we 5Ik�en Ivan -Notary p Seal
MonlgomEyCounty
MycammissIon expires November 3,2024
rprnmtseion number 1366394
Men;Oaf.PannryNa^a Astedayea Of NOnrNt residing at: Bala Cynwyd,PA
My commission expires: November 3,2024
I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of
Directors and the Power of Attorney issued pursuant thereto on the 5'day March,2021 are true and ceaect and are still in fall force and effect I do further certify that
John Glomb,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of
PHILADELPHIA INDEMNITY INSURANCE COMPANY.
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each-Company this- 26th day of October 2022
1 1, Edward Sayago,Corporate Secretary
PHILADELPHIA INDEMNITY INSURANCE COMPANY
zxE Signature Block -
153 ; ;2 Olson Urban V- HUNTINGTON BEACH 4, LLC
ON04S
OFFICIAL SIGNATURE BLOCK FORMAT:
OLSON URBAN V— HUNTINGTON BEACH 4, LLC
a Delaware limited liability company
By: OLSON URBAN COMMUNITIES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN VENTURES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN HOUSING, LLC
a Delaware limited liability company
Operating Member
By: IN TOWN LIVING, INC.
a Delaware corporation
By:
Name: William E. Holford
Title:Senior Vice President, President, Olson Communities
By:-- 1t.4:44.4 od '4-'( Gt.
Name: Thomas Moore
Title:Senior Vice President, Operational Planning
Q:\Corporate\Legal Entities\Huntington Beach 4\Formation Documents ExCy\1 -Signature Block Olson Urban V(with
OUC V)-Huntington Beach 4 DRAFT.docx
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate is
attached,and not the truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
) ss
COUNTY OF ORANGE )
On November 7, 2022 before me, N. Steinkellner, Notary Public, personally appeared William E. Holford &
Thomas Moore 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 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.
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.
r&A.:/.
,`';: \ N.STEINKELLNER (Z410/ --
.3. Notary Public-California
Orange County >
j ' MY
No Public
State of California
Comm.Expires Mar 3,2025
(SEAL)
BOND NO.PB03010409039
PREMIUM S100.00
MONUMENT BOND
KNOW ALL MEN BY THESE PRESENTS:
THAT Olson Urban V-Huntington Beach 4,LLC
as Subdivider of Tract No. 19157 in the City of Huntington Beach,County of Orange, State of
California,has submitted to said City a Final Map of said tract containing an engineer's or
surveyor's certificate stating that all final monuments will be set in the positions indicated on or
before the date specified in said certificate:
That said Olson Urban V-Huntington Beach 4,LLC
(Subdivider)
as principal, and Philadelphia indemnity insurance Company
as surety,hereby guarantee to the City of Huntington Beach the payment of the cost of setting all
such monuments within or in connection with said tract, as are not already set prior to the
recording of said Final Map, in accordance with said map and said certificate up to but not in
excess of the sum of$3,500.00 , in which sum we are held and firmly bound to the City
of Huntington Beach,all in accordance with and subject to the terms,conditions and provisions of
Article 9,Chapter 4 of the Government Code of the State of California.
IN WITNESS WHEREOF,we have executed this instrument this 1st day of
November 2022
Olson Urban V-Huntington Beach 4,LLC ,as Principal
By See attached signature page
By
Philad pia a Insurance Company , as Surety
By
By Martha Barreras,Attorney-In-Fact 1927
PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza,Suite 100
Bala Cynwyd_PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS;That PHILADELPHIA INDEM ITY INSURANCE COMPANY(the Company),a corporation organized and
existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint JANINA MONROE,THOMAS G.MCCALL,TIMOTHY J.
NOONAN,MICHELLE HAASE,MARTHA BARRERAS AND RACHEL A.MULLEN OF LOCK TON COMPANIES,LLC,its true and lawful Attorney-in-
fact with full authority to execute on its behalf bonds,undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof issued
in the course of its business and to bind the Company thereby,in au amount not to exceed S50,000,000.
This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14a of November,2016.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company:(1)Appoint Attorney(s)in Fact and authorize the Attorney(s)in Fact to execute
on behalf of the Company bonds and undertakings, contracts of indemnity and other
writings obligatory in the nature thereof and to attach the seal of the Company thereto;and
(2)to remove,at any time,any such Attorney-in-Fact and revoke the authority given. And,
be it
FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any
such Power of Attorney or certificate relating thereto by facsimile,and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid
and binding upon the Company in the future with respect to any bond or undertaking to
which it is attached.
IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS
CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH.2021.
.27
(Seal) tit: 4 .
Joh Glomb, President&CEO
Philadelphia Indemnity Insurance Company
On this 5t6 day of March,2021 before me came the individual who executed the preceding instrument,tome personally known,and being by me duly sworn said that he
is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the
Corporate seal of said Company,that the said Corporate Seal and his signature were duly affixed.
Notary Public:
Cammenw.V'arPennayir+dt-Wiry Sear
Vanessa Mckenzie,Notary Public
Montgomery County
My commission expire November 3,202e
Cemmittion number 1366394
UMW,vannryrva..,Association M Noumea residing at: Bala Cynwyd,PA
My commission expires: November 3,2024
I,Edward Sayago,Corporate Secretary of PHILADELPHIA.INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of
Directors and the Power of Attorney issued pursuant thereto on the 5a'day March,2021 are true and correct and are still in full force and effect.I do further certify that
John Glomb, who executed the Power of Attorney as President, was on the date of execution of the attached Power of Attorney the duly elected President of
PHILADELPHIA INDEMNITY INSURANCE COMPANY.
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 1 St day of November 2022
1927 Edward Sayago,Corporate Secretary
PHILADELPHIA INDEMNITY INSURANCE COMPANY
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy,or validity of that document.
State of California }
County of Orange }
On NOV 01 2022 before me, Gina L. Garner, Notary Public
(Here insert name and fide of the officer)
personally appeared Martha Barreras
who proved to me on the basis of satisfactory evidence to be the person(0) whose
name(s) ishaft subscribed to the within instrument and acknowledged to me that
he/she/tom executed the same in his/her/their authorized capacity(ies)S and that by
iaisdher/td signatures on the instrument the person, 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.
y` !, GINA L.GARNER
• :1 Notary Public-California
WITNESS my hand and official seal. ;_ "` Orange County
Commission#2361777
My Comm.Expires Jun 18,2025
Notary Public Signature (Notary Public Seal)
♦ ♦
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
This form complies with current California statutes regarding notary wording and,
DESCRIPTION OF THE ATTACHED DOCUMENT if needed,should be completed and attached to the document.Acknohredgentsfront
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signer(s)personally appeared before the notary public for acknowledgment.
• Date of notarization must be the date that the signer(s)personally appeared which
(Title or description of attached document continued) must also be the same date the acknowledgment is completed.
• The notary public must print his or her name as it appears within his or her
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(Title) sufficient area permits,otherwise complete a different acknowledgment form.
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(s) the county clerk.
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❑ Indicate the capacity claimed by the signer. If the claimed capacity is a
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2015 Version www.NotaryClasses.com 800-873-9865 • Securely attach this document to the signed document with a staple.
STATE OF CALIFORNIA )
SS
COUNTY OF ORANGE )
ON _, BEFORE ME, ,A
NOTARY PUBLIC IN AND FOR SAID STATE, PERSONALLY APPEARED
, PROVED TO ME ON THE BASIS
OF SATISFACTORY EVIDENCE TO BE THE PERSONS 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.
1 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.
SIGNATURE
SEAL
STATE OF CALIFORNIA )
) SS
COUNTY OF ORANGE )
ON , BEFORE ME, ,A
NOTARY PUBLIC IN AND FOR SAID STATE, PERSONALLY APPEARED
, PROVED TO ME ON THE BASIS
OF SATISFACTORY EVIDENCE TO BE THE PERSONS 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.
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.
SIGNATURE
SEAL
FAITHFULL PERFORMANCE BOND FM..doc
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate is
attached,and not the truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
) ss
COUNTY OF ORANGE )
On November 7, 2022 before me, N. Steinkellner, Notary Public, personally appeared William E. Holford &
Thomas Moore 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 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.
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.
•
N.STEINKELLNER
Notary Public-California Z
Orange County
Notary Public
Commission 2349954
. My Comm.Expires Mar 3 2025 State of California
(SEAL)
THE Signature Blocko
Ft. Olson Urban V- HUNTINGTON BEACH 4, LLC
NCO14'
OFFICIAL SIGNATURE BLOCK FORMAT:
OLSON URBAN V—HUNTINGTON BEACH 4, LLC
a Delaware limited liability company
By: OLSON URBAN COMMUNITIES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN VENTURES V, LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN HOUSING, LLC
a Delaware limited liability company
Operating Member
By: IN TOWN LIVING, INC.
a Delaware corporation
Managing Mem
By:
Name: William E. Holford
Title:Senior Vice President, President,Olson Communities
Bynilt-&"404 1/fr(9-61-4- -
Name: Thomas Moore
Title:Senior Vice President. Operational Planning
Q:\Corporate\Legal Entities\Huntington Beach 4\Formation Documents ExCy\1-Signature Block Olson Urban V(with
OUC V)-Huntington Beach 4 DRAFT.docx
LIMITED LIABILITY COMPANY AGREEMENT
OF
OLSON URBAN V—HUNTINGTON BEACH 4,LLC
This Limited Liability Company Agreement (the "Agreement") of Olson Urban V —
Huntington Beach 4,LLC,is entered into as of July 13, 2022,by Olson Urban Communities V,
LLC, a Delaware limited liability company(the "Member").
The Member, by execution of this Agreement, hereby forms a limited liability company
pursuant to and in accordance with the Delaware Limited Liability Company Act(6 Del. C. §18-
101,et seq.),as amended from time to time(the"Act"),and hereby agrees as follows:
1. Name. The name of the limited liability company formed hereby is Olson Urban
V—Huntington Beach 4,LLC (the" Project Company").
2. Certificates. The Certificate of Formation, the formation of the Project Company
as a limited liability company under the Act,and all actions taken by the person who executed and
filed the Certificate of Formation are hereby adopted and ratified. The affairs of the Project
Company and the conduct of its business shall be governed by the terms and subject to the
conditions set forth in this Agreement, as amended from time to time. The Member or anofficer
is hereby authorized and directed to file any necessary amendments to the Certificate of Formation
of the Project Company in the office of the Secretary of State of the State of Delaware and such
other documents as may be required or appropriate under the Act or the laws of any other
jurisdiction in which the Project Company may conduct business or own property.
3. Term. The term of the Project Company shall commence on the date the Certificate
of Formation for the Project Company is filed with the Delaware Secretary of State and shall
continue until December 31,2070,unless dissolved sooner pursuant to Section 21,Dissolution.,or
unless extended by the Member. The existence of the Project Company as a separate legal entity
shall continue until cancellation of the Certificate of Formation of the Project Company as
provided in the Act.
4. Purpose. The Project Company shall be deemed to be a "Project Company" as
defined in the "Ventures V Agreement" referenced and defined in Section 11 below. Subject to
Section 6 below,the principal purposes of the Project Company shall be(i)to acquire that certain
real property located in the City of Huntington Beach in the County of Orange,State of California,
and more particularly described in Schedule "1" hereto (the "Property") and any Project Rights
(as defined in the Ventures V Agreement) in respect thereof(collectively, the "Project"), (ii)to
perform its obligations and exercise its rights under the"Purchase Agreement"(as defined in the
Ventures V Agreement) and any other agreements or contracts contemplated by the Purchase
Agreement, and to carry out thL terms of ar d engage in the transactions contemplated by the
Purchase Agreement; (iii)to acquire, entitle, develop, construct, own, manage, operate, lease,
improve, finance, refinance, market, sell and otherwise deal with and dispose of the Project and
otherwise realize the economic benefit from the Project; and (iv) to perform its obligations and
exercise its rights under that certain Development, Management and Sales Agreement between
the Project Company and Manager, dated as of July 18, 2017 (the "Management Agreement").
2811033 - 1 - Olson Urban II-Huntington Beach 4,LLC Agreement 220707
Subject to Section 6 below, the principal purposes of the Project Company shall also include (i)
carrying out the duties and responsibilities of the Project Company described in the Ventures V
Agreement and Management Agreement; (ii) being a party to and performing all of the Project
Company's obligations under the Loan Documents (as defined in Section 5 below), including
without limitation executing guarantees of repayment and completion, environmental
indemnification agreements and deeds of trust and security agreements on the Property and other
Project Company assets in connection therewith; (iii)the purposes described in Section 6 below;
and (iv) to conduct all activities reasonably necessary or desirable to accomplish the foregoing
purposes described in this Section 4.
5. Loan Agreement. The Member has entered into that certain Credit Facility
Agreement by and between Wells Fargo,N.A., as administrative agent("Agent") and the lenders
from time to time party thereto (the "Lenders"), and Member, as borrower (as modified,
supplemented, amended and amended and restated and in effect from time to time, the "Loan
Agreement," and together with any ancillary documents referenced in the Loan Agreement or
entered into between the loan parties from time to time (the "Loan Documents"), related to a
$30 million revolving loan facility to provide fmancing for costs related to Projects. The Project
Company will also be a party to various Loan Documents,including without limitation guarantees
of repayment and completion, environmental indemnification agreements and deeds of trust and
security agreements on the Property and other Project Company assets. The Loan Documents also
include a Pledge Agreement (the "Pledge Agreement"), pursuant to which the Member pledges
its entire ownership interest in the Project Company to Lender as security for the payment and
performance of obligations under the Loan Documents.
6. Special Purpose Entity("SPE") Status.
(a) Definitions. Unless otherwise defined in this Agreement,capitalized terms
used in this Section 6 shall have the meanings given such terms in the Loan Agreement.
(b) Limited Purpose. The sole purpose of the Project Company is to engage in
the following activities: (i) to acquire, own, hold, operate, manage, maintain, develop and
improve,the Borrowing Base Property;(ii)to enter into and perform its obligations under the Loan
Documents; (iii) to sell, transfer, service, convey, dispose of, pledge, assign, borrow money
against, finance, refinance or otherwise deal with the Borrowing Base Property to the extent
permitted under the Loan Documents; and (iv) to engage in any lawful act or activity and to
exercise any powers permitted under Applicable Law that are related or incidental to and
necessary,convenient or advisable for the accomplishment of the above mentioned purposes.
(c) Conduct of Business. In the conduct of the Project Company's operations,
it has and will continue to observe the following covenants: (1)maintain books and records and
bank accounts separate from those of any other Person; (2) maintain its assets in such a manner
that it is not costly or difficult to segregate, identify or ascertain such assets; (3) comply with all
organizational formalities necessary to maintain its separate existence; (4) hold itself out to
creditors and the public as a legal entity separate and distinct from any other entity; (5)maintain
separate financial statements, showing its assets and liabilities separate and apart from those of
any other Person and not have its assets listed on any fmancial statement of any other Person except
2811033 -2- Olson Urban V-Huntington Beach 4,LLC Agreement
•
that the Project Company's assets may be included in a consolidated financial statement of its
Affiliate so long as appropriate notation is made on such consolidated financial statements to
indicate the separateness of the Project Company from such Affiliate and to indicate that the
Project Company's assets and credit are not available to satisfy the debts and other obligations of
such Affiliate or any other Person; (6)prepare and file its own tax returns separate from those of
any Person to the extent required by Applicable Law, and pay any taxes required to be paid by
Applicable Law;(7)allocate and charge fairly and reasonably any common employee or overhead
shared with Affiliates; (8) not enter into any transaction with any Affiliate, except on an arm's-
length basis on terms which are intrinsically fair and no less favorable than would be available for
unaffiliated third parties, and pursuant to written,enforceable agreements; (9)conduct business in
its own name, and use separate stationery, invoices and checks bearing its own name; (10) not
commingle its assets or funds with those of any other Person; (11) not assume, guarantee or pay
the debts or obligations of any other Person (except with respect to an assumed purchase
agreements or related obligations and except for guarantees in favor of Lender); (12) correct any
known misunderstanding as to its separate identity; (13) not permit any Affiliate to guarantee or
pay its obligations (other than limited guarantees and indemnities set forth in the Loan
Documents); (14) not make loans or advances to any other Person; (15) pay its liabilities and
expenses out of and to the extent of its own funds and not from the funds of third parties; (16) if
applicable, maintain a sufficient number of employees in light of its contemplated business
purpose and pay the salaries of its own employees, if any, only from its own funds; (17)maintain
adequate capital in light of its contemplated business purpose, transactions and liabilities;
provided, however,that the foregoing shall not require any direct or indirect equity owner of the
Project Company to make additional capital contributions to the Project Company; and(18)cause
the managers,officers,employees,agents and other representatives of the Project Company to act
at all times with respect to the Project Company consistently and in furtherance of the foregoing
and in the best interests of the Project Company.
(d) Negative Pledge. The Project Company shall not(a)create,assume, incur,
permit or suffer to exist any Lien on the Property, except for Permitted Liens, (b)permit the
Property to be subject to a Negative Pledge, or(c)create, assume, incur,permit or suffer to exist
any Lien on other Collateral, except for Permitted Liens.
(e) Failure to Comply. Failure of the Project Company to comply with any of
the covenants contained in this Section or any other covenants contained in this Agreement shall
not affect the status of the Project Company as a separate legal entity.
7. Powers. The Project Company,and the Member on behalf of the Project Company,
shall have the power and authority to do any and all acts necessary or convenient to or in
furtherance of the purposes described in Sections 4 and 6 hereof,including all power and authority,
statutory or otherwise,possessed by,or which may be conferred upon,limited liability companies
under the laws of the State of Delaware.
8. Principal Business Office. The principal business office of the Project Company
shall be located at do Olson Urban Housing, LLC, 3010 Old Ranch Parkway, Suite 100, Seal
Beach,California 90740.
2811033 -3- Olson Urban V-Huntington Beach 4,LLC Agreement
9. Registered Office. The address of the registered office of the Project Company in
the State of Delaware shall be do Corporation Trust Company, located at Corporation Trust
Center, 1209 Orange Street, Wilmington, Delaware 19801, or such other office as the Member
may designate.
10. Registered Agent. The name and address of the registered agent of the Project
Company for service of process on the Project Company in the State of Delaware shall be
Corporation Trust Company, located at Corporation Trust Center, 1209 Orange Street,
Wilmington, Delaware 19801,or such other agent as the Member may designate.
11. Member. The mailing address of the Member is do Olson Urban Housing, LLC,
3010 Old Ranch Parkway, Suite 100, Seal Beach, California 90740. The Member is a wholly
owned subsidiary of Ventures V Ventures V is governed by that certain Limited Liability
Company Agreement of Olson Urban Ventures V LLC dated October 21, 2020 (as heretofore or
hereafter amended and/or restated from time to time,the"Ventures V Agreement").
12. Limited Liability. Except as otherwise provided by the Act,the debts,obligations
and liabilities of the Project Company,whether arising in contract,tort or otherwise,shall be solely
the debts,obligations and liabilities of the Project Company,and the Member shall not be obligated
personally for any such debt, obligation or liability of the Project Company solely by reason of
being a member of the Project Company.
13. Capital Contributions. The Member is deemed admitted as the initial sole member
of the Project Company upon the filing of the Certificate of Formation of the Project Company.
The Member shall make capital contributions in such amounts and at such times as the Member
determines in its sole and absolute discretion.
14. Additional Contributions. The Member shall make additional capital contributions
to the Project Company in such amounts and at such times as the Member determines in its sole
and absolute discretion.
15. Allocation of Profits and Losses. The Project Company's net profits and net losses
shall be allocated one hundred percent (100%) to the Member. For federal and applicable state
income tax purposes,and solely for such purposes,the Project Company shall be disregarded as a
separate entity pursuant to Treasury Regulation Section 301.7701-3(b)(1)(ii), and no election to
the contrary may be made by the Member without the advance written consent of all members of
Ventures V.
16. Expenses: Distributions. Project Company shall cause the"Management Fee",
as defined in and payable under the Management Agreement, to be paid as and when set forth in
the Management Agreement. Distributions shall be made to the Member at the times and in the
aggregate amounts determined in the sole and absolute discretion of the Member. Notwithstanding
any provision to the contrary contained in this Agreement,the Project Company shall not make a
distribution to any member on account of such member's interest in the Project Company if such
distribution would violate Section 18-607 of the Act or other applicable law.
2811033 -4- Olson Urban V-Huntington Beach 4,LLC Agreement
17. Management.
(a) Except as specifically limited herein or to the extent delegated in writing by
the Member,the management and control of the business and affairs of the Project Company shall
be vested in and controlled by the Member. Pursuant to Section 2.06 of the Ventures V Agreement,
the Operating Member of Ventures V shall perform substantially identical services for the Project
Company as Operating Member performs for Ventures V, subject to the terms, conditions,
limitations and restrictions set forth in the Ventures V Agreement. In furtherance of the foregoing,
(i) the Operating Member of Ventures V shall have the exclusive power and authority, on behalf
of Ventures V,Member and Project Company,to take any action of any kind not inconsistent with
this Agreement and to do anything and everything the Operating Member of Ventures V deems
necessary or appropriate to carry on the business of the Project Company on behalf of the Member
and Venture V, (ii)the Managing Member of Ventures V shall have full,exclusive and complete
discretion in the management and control of the Project Company on behalf of the Member and
Ventures V, and (iii)all decisions relating to the business and affairs of the Project Company
including,without limitation,all decisions required or permitted to be made by the Member or by
the Managing Member of Ventures V under this Agreement and all decisions required or permitted
to be made by the Project Company as a member, partner or other beneficial owner of any other
entity, shall be made by, and all action proposed to be taken by or on behalf of the Project
Company, shall be taken by the Managing Member of Ventures V on behalf of the Member and
Ventures V.
(b) In accordance with Section 18-402 of the Act, management of the Project
Company on behalf of the Member shall be vested in the Operating Member of Ventures V. On
behalf of the Member, the Operating Member of Ventures V shall have the power to do any and
all acts necessary, convenient or incidental to or for the furtherance of the purposes described
herein, including all powers, statutory or otherwise, possessed by members of a limited liability
company under the laws of the State of Delaware. The Operating Member of Ventures V has the
authority to bind the Project Company on behalf of the Member and Ventures V.
(c) Notwithstanding anything to the contrary provided elsewhere herein, any
action,expenditure,decision,commitment,agreement,consent or approval that would require the
consent or approval of any member or the members of Ventures V under the Ventures V
Agreement shall not be undertaken unless and until the consent or approval required by the
Ventures V Agreement has been obtained.
18. Other Business. The Member and Ventures V may engage in or possess an interest
in other business ventures of every kind and description, independently or with others except as
may be expressly limited under the Ventures V Agreement. The Project Company shall not have
any rights in or to such independent ventures or the income or profits therefrom by virtue of this
Agreement.
19. Exculpation and Indemnification.
(a) Neither the Member, Ventures V nor any member or other holder of an
equity interest of Member or Ventures V or manager, officer or director of any of the foregoing,
2811033 -5- Olson Urban V-Huntington Beach 4,LLC Agreement
shall be liable to the Project Company for monetary damages for any losses, claims, damages or
liabilities arising from any act or omission performed or omitted by it and arising out of or in
connection with this Agreement or the Project Company's business or affairs;provided,however,
that such act or omission was taken in good faith,was reasonably believed to be in the best interests
of the Project Company and was within the scope of authority granted to such person,and was not
attributable to such person's fraud,willful misconduct or gross negligence. No holder of an equity
interest in Member or Ventures V or officer or director of any of the foregoing shall be personally
liable for the performance of the Member's obligations under this Agreement, but the foregoing
shall not relieve any member of Ventures V from its obligations to Ventures V.
(b) The Project Company shall, to the fullest extent permitted by applicable
law, indemnify, defend and hold harmless the Member, Ventures V and the Member's and
Ventures V Affiliates, members and other holders of any equity interest in the Member or
Ventures V or its Affiliates, or any manager, officer or director of any of the foregoing
(collectively,the "Indemnitees"),from and against any losses,claims,demands,liabilities,costs,
damages, expenses and causes of action to which such Indemnitee may become subject in
connection with_any matter arising out of or incidental to any act performed or omitted to be
performed by any such Indemnitee in connection with this Agreement or the Project Company's
business or affairs; provided, however, that such act or omission was taken in good faith, was
reasonably believed by the applicable Indemnitee to be in the best interest of the Project Company
and within the scope of authority granted to such member or applicable Indemnitee,and in the case
of the Member,Ventures V or related Indemnitee,was not attributable to such Indemnitee's fraud,
willful misconduct or gross negligence. Any indemnity under this Section 19(b) shall be paid
solely out of and to the extent of Project Company assets and shall not be a personal obligation of
the Member or Ventures V and in no event will the Member be required to contribute additional
capital under Section 14 to enable the Project Company to satisfy any obligation under this Section
19(b). All judgments against the Project Company, Member and Ventures V,or any one or more
thereof, wherein the Member or Ventures V is entitled to indemnification, must first be satisfied
from Project Company assets before the Member or Ventures V shall be responsible therefor.
20. Transfers. The Member may freely assign, transfer or encumber, in whole or in
part, the Member's limited liability company interest in the Project Company, including without
limitation pledging Member's "Economic Interest" and "Membership Interest" to Lender
pursuant to the Pledge Agreement(and as such terms are defined in the Pledge Agreement). The
Member and Company consent to and agree to the terms and provisions of the Pledge Agreement
and any transfers of such Economic Interest and/or Membership Interest that may occur pursuant
thereto as a result of Lender exercising its rights and remedies thereunder or in accordance with
applicable law.Any transferee shall be admitted into the Project Company as a substituted member
upon the written consent of the Member and the transferee's execution of an instrument signifying
the transferee's agreement to be bound by the terms and conditions of this Agreement. Such
admission shall be deemed effective immediately prior to the transfer,and,immediately following
such admission, the transferor member shall cease to be a member of the Project Company.
Notwithstanding anything in this Agreement to the contrary, any successor to the Member by
merger or consolidation shall, without further act, be the member hereunder, and such merger or
consolidation shall not constitute an assignment for purposes of this Agreement and the Project
Company shall continue without dissolution.
2811033 -6- Olson Urban V—Huntington Beach 4,LLC Agreement
21. Dissolution.
(a) The Project Company shall dissolve,and the Project Company's affairs shall
be wound up upon the first to occur of the following: (i)the expiration of the term of the Project
Company, (ii) the written consent of the Member, (iii) the dissolution of the Member or the
occurrence of any other event which terminates the continued membership of the Member in the
Project Company unless the business of the Project Company is continued in a manner permitted
by the Act,or(iv)the entry of a decree of judicial dissolution under Section 18-802 of the Act.
(b) The bankruptcy of the Member shall not cause the Member to cease to be a
member of the Project Company and upon the occurrence of such an event, the business of the
Project Company shall continue without dissolution.
(c) In the event of dissolution, the Project Company shall conduct only such
activities as are necessary to wind up the Project Company's affairs(including the sale of the assets
of the Project Company in an orderly manner), and the assets of the Project Company shall be
applied in the manner, and in the order of priority, set forth in Section 18-804 of the Act.
(d) The Project Company shall terminate when(i)all of the assets of the Project
Company,after payment of'or due provision for all debts,liabilities and obligations of the Project
Company shall have been distributed to the Member in the manner provided for in this Agreement
and (ii) the Certificate of Formation of the Project Company shall have been canceled in the
manner required by the Act.
22. Separability of Provisions. Each provision of this Agreement shall be considered
separable and if for any reason any provision or provisions herein are determined to be invalid,
unenforceable or illegal under any existing or future law, such invalidity, unenforceability or
illegality shall not impair the operation of or affect those portions of this Agreement which are
valid,enforceable and legal.
23. Entire Agreement. This Agreement constitutes the entire agreement of the Member
with respect to the subject matter hereof.
24. Governing Law. This Agreement shall be governed by, and construed under, the
laws of the State of Delaware(without regard to conflict of laws principles),all rights and remedies
being governed by said laws.
25. Amendments. This Agreement may not be modified, altered, supplemented or
amended except pursuant to a written agreement executed and delivered by the Member.
26. No Third-Party Beneficiary. Any agreement to pay any amount and any
assumption of liability herein contained, express or implied, shall be only for the benefit of the
Member and Ventures V, and such agreements and assumptions shall not inure to the benefit of
the obligees of any indebtedness or any other party, whomsoever, deemed to be a third-party
beneficiary of this Agreement.
2811033 -7- Olson Urban V-Huntington Beach 4,LLC Agreement
27. Captions. The captions in this Agreement are inserted only as a matter of
convenience and for reference and in no way define,limit or describe the scope of this Agreement
or the scope or content of any of its provisions.
28. Certain Rules of Construction. The Project Company is deemed to be an extension
of Ventures V for purposes of determining the rights, duties and obligations of the constituent
members of Ventures V in respect of the Project Company. The rights,duties,responsibilities and
authority of the constituent members of Ventures V with respect to the Project shall be identical
to their respective rights,duties,responsibilities and authority with respect to the Project as if such
Project was owned directly by Ventures V. Any provision of the Ventures V Agreement giving
the constituent members of Ventures V the right or authority to take any action or refrain from
taking any action, or cause Ventures V to take any action or refrain from taking any action, shall
be interpreted to give them the identical right or authority with respect to the Project Company. In
the event of an inconsistency between this Agreement and the Ventures V Agreement, the terms
and provisions of the Ventures V Agreement shall control.
[END OF TEXT; SIGNATURES FOLLOW ON NEXT PAGE]
2811033 -8- Olson Urban V-Huntington Beach 4,LLC Agreement
IN WITNESS WHEREOF,the undersigned,intending to be legally bound hereby,has
duly executed this Agreement as of the day and year first written above.
"MEMBER"
OLSON URBAN COMMUNITIES V,LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN VENTURES V,LLC
a Delaware limited liability company
Sole Member
By: OLSON URBAN HOUSING,LLC
a Delaware limited liability company
Operating Member
By: IN TOWN LIVING, INC.,
a Delaware corporation
Managi Member
By:
Name: cott Laurie
Title: hief Exec tive Officer/President
By:
Name: Chris Campbell
Title: Senior Vice President Finance,
Acting Chief Financial Officer
APPROVED AS TO FORM
By:
MICHA L E.GATE
CITY ATTORNEY
Crr"rig. L IrITm1rTnN BEACH
2811033 -9- Olson Urban V—Huntington Beach 4.LLC Agreement
SCHEDULE 1
LEGAL DESCRIPTION OF THE PROPERTY
(See Attached)
2811033 - 10
Olson Urban V-Huntington Beach 4,LLC Agreement
Order No.: 30057406-010-VR2-TC1 Policy No.: Pro Forma-CA-FBDO-IMP-27306-1-21-30087406
EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF HUNTINGTON BEACH, IN THE
COUNTY OF ORANGE,STATE OF CALIFORNIA,AND IS DESCRIBED AS FOLLOWS:
PARCEL A: (APN 167-531-24)
PARCELS 2 AND 3, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 42, PAGE 34 OF PARCEL MAPS, RECORDS OF
SAID COUNTY.
EXCEPTING THEREFROM THE NORTH 130.00 FEET THEREOF.
PARCEL B: (APN 167-531-23)
PARCEL 4, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS
SHOWN ON A MAP RECORDED IN BOOK 42,PAGE 34 OF PARCEL MAPS, RECORDS OF SAID COUNTY.
EXCEPTING THEREFROM THE NORTH 130.00 FEET THEREOF.
APN: 167-531-23 AND 167-531-24
27306A(6/06) 2
ALTA Owner's Policy(6/17/06)
Copyright American Land Title Association.All rights reserved.The use of this Form is restricted to ALTA licensees and ALTA AME-
members in good standing as of the date of use.Ail other uses are prohibited.Reprinted under license from the American Land LASSOC1AilON
Title Association.
.. ` City of Huntington Beach
• 2000 Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 • www.huntingtonbeachca.gov
\�' 'o � Office of the City Clerk
FcoUNTY•�P�\/��I Robin Estanislau, City Clerk
January 5, 2023
Olson Urban V— Huntington Beach 4, LLC
3010 Old Ranch Parkway
Seal Beach, California 90740
Re: Tract Map No. 19157— Olson Townhomes Subdivision — Olson Urban V— Huntington Beach 4,
LLC— 8371 to 8461 Talbert Avenue
To Whom It May Concern:
The City Council of Huntington Beach, at its regular meeting held Tuesday, December 20, 2022,
approved the Subdivision Agreement for Tract Map No. 19157.
We are enclosing a copy of the agreement and bonds for your files.
Sincerely,
e4h1174)411-4)
Robin Estanislau, CMC
City Clerk
RE/ds
Enclosure
Sister City: Anjo, Japan
g:\fo llowup\s divagmt 11/2 1
RECEIVED BY: CITY CLERK RECEIPT COPY
Return DUPLICATE to
City Clerk's Office
(Name) after signing/dating
(Date)
Q CITY OF HUNTINGTON BEACH
t. INTERDEPARTMENTAL COMMUNICATION
TO: City Treasurer
FROM: City Clerk DATE: ciptrI,
i.alJ 514, 2023
SUBJECT: Bond Acceptance
I have received the bonds for O151511L U ✓] 'I I irr l t a--1 yLAL
(Company Name)
CAPITAL PROJECTS (Includes CC's and MSC's)
Performance Bond No.
Payment Bond (Labor and Materials) Bond No.
Warranty or Maintenance Bond No.
TRACT AND DEVELOPMENT
Faithful Performance Bond No. PQ 03 D 1 O t l O'tO 24
Labor and Material Bond No. VaD3O 1 OH O'1021-,
Guarantee and Warranty Bond No.
Monument Bond No. Pt iD3D 1O4O01031
Franchise Bond No.
Letter of Credit Bond No.
Other
Re: Tract No. /G1/57— Approved /2/2.672.022-
(Council Approval Date)
CC No. Agenda Item No. / 7'22 — /037)
MSC No. City Clerk Vault No.
Other No. SIRE System ID No. ' 2Y
g:/forms/bond transmittal to treasurer
Linen or+ed - Or39--/ e /&/ /h i/10ti.
AP ��NT
<' City of Huntington Beach
;Cs- •
,‘ 2000 Main Street ♦ Huntington Beach, CA 92648
1 (714) 536-5227 • www.huntingtonbeachca.gov
' _ tel:' `r 1
\�0�/'1
\\2c ''Fe ..'.;?°g �' Office of the City Clerk
COUNTY �P j1� Robin Estanislau, City Clerk
December 22, 2022
First American Title Company
1250 Corona Point Court, Suite 200
Corona, CA 92879
Attention: Michael Keough
(951) 256-5827
Re: Tract Map No. 19157 — HB Walk Tract—Olson Townhomes— 8371- 8461
Talbert Avenue
The City Clerk's Office has prepared Final Tract Map No. 19157 — HB Walk Tract (Olson
Townhomes—8371- 8461 Talbert Avenue) to be recorded with the County.
Please have a copy of the recorded map returned to the Steve Bogart, Public Works
Department, City of Huntington Beach, 2000 Main Street, Huntington Beach, California
92648.
q6"/"4,11&1444)
Robin Estanislau, CMC
City Clerk
RE:ds
Enclosure
Received by: 2 ,..i.n '3 , arivin
Date: 1 1�2b.d.22
Sister City: Anjo, Japan
g:/followup/tract/escrow pick-up.doc
NOTICE OF COMPLIANCE WITH CONDITIONS
ON TRACT/PARCEL MAP AND AUTHORIZATION
FOR RELEASE FOR RECORDING
TO: CITY CLERK DATE:
t2bb-' 17 o z.-i..,
FROM: COMMUNITY DEVELOPMENT DEPARTMENT
TRACT NO.
PARCEL MAP NO. vvi►-•►—g m. 414►p
ph-t viz. -tom
PARK AND RECREATION FEES PAID: ❑ YES $ E rNO Ibtik 1w►t441 471e -Nt
0150IQ �IK/Q►DEVELOPER: #iort-A0 b tL• •1-2- ja-a for:
Ursula Luna Reynosa
Director of Community Development
G:\PLANNING\FINAL MAPS\Forms\CITY CLERK RELEASE FORM.doc
0Aa CITY OF HUNTINGTON BEACH
if, INTERDEPARTMENTAL COMMUNICATION
TO: Donna Switzer, Senior Deputy City Clerk
FROM: Jacob Aube, Senior Civil Engineer
DATE: December 22, 2022
SUBJECT: TRACT MAP 19157
HB WALK TRACT
THE ATTACHED ORIGINAL TRACT MAP IS READY FOR RECORDATION.
Please Contact the Title Company listed 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.
Additionally,the following documents shall be recorded concurrently with the Tract Map with a
recorded copy provided to the City:
1. Declaration of Covenants, Conditions, Restrictions and Reservation of Easements
Title Company: First American Title Company
Street Address: 1250 Corona Point Court, Suite 200
City, State, and Zip code: Corona, CA 92879
Contact Title Officer: Michael Keough
Telephone Number: (951) 256-5827
Email: mkeough@firstam.com
Client: The Olson Company
Address: 3010 Old Ranch Parkway, Suite 100
Seal Beach, CA 90740
(562) 596-4770
Surveyor: Advanced Civil Group,Inc.
Jeffrey Mays, L.S. 6379
Upon the City Clerks receipt of the recorded copy of documents, please send a copy of the Tract Map to
all contacts listed below and a copy of the recorded CC&R's to City contacts only:
1. County of Orange
Resources & Development Management Department
300 N. Flower Street
Santa Ana, CA 92702-4048
Attn: Lily Sandberg, Orange County Surveyor's Office 714-967-0846
2. HB Planning Department Attn: Ricky Ramos 714-536-5624 (rramos@surfcity-hb.org)
3. HB Public Works Department Attn: Steve Bogart 714-374-1692 (sbogart@surfcity-hb.org)
G:AEngineering Division\DEVELOPMENT\TRACT MAPS\TR 19157-TALBERT TOWNHOMES\City Clerk Memos\Memo to City Clerk TR19157 doc