Loading...
HomeMy WebLinkAboutCC AG PKT 2011-06-13 #I AGENDA STAFF REPORT DATE: June 13, 2011 TO: Honorable Mayor and City Council THRU: Jill R. Ingram, Acting City Manager FROM: Mark Persico, AICP, Director of Development Services SUBJECT: SUMMARY REPORT - SETTLEMENT AGREEMENT AND MUTUAL RELEASE (AGREEMENT) BETWEEN BAY CITY PARTNERS LLC (BCP) AND THE CITY OF SEAL BEACH • SUMMARY OF REQUEST: Receive and file report summarizing the points of the Settlement Agreement and Mutual Release (Agreement). BACKGROUND AND ANALYSIS: In 2003, Bay City Partners ( "BCP ") purchased the property known as the "DWP site" at the southwesterly corner of Marina Drive and 1 Street. BCP has submitted an application to develop 4.274 acres north of Central Way with 48 single - family homes. Starting in 2009, BCP and the City were involved in two costly court proceedings: (1) the City's action to acquire the beach access road and sewer line at the southern end of First Street; and (2) a CEQA challenge filed by BCP contesting the City's environmental review for proposed improvements to the River's End Staging Area and San Gabriel River Bikeway. The litigation had dragged on for many months during which there were multiple court appearances. Following several court appearances the parties were ordered by the judge into mediation to help resolve the matters. Following a lengthy mediation process, including all -day sessions with a mediator on March 1 and 3, 2011, the City Council entered into an Agreement with BCP. The major features of the Agreement are: • The litigation between the parties is settled; Agenda Item Page 2 • City pays BCP $900,000 and obtains an irrevocable sewer maintenance and access easement; • City obtains a lease for the beach access driveway and bike trail parcels; • In the event the Coastal Commission approves BCP's proposed project, City will obtain fee title of the 6.421 acre Open Space Parcel, including the driveway, the bike trail parcel and the sewer parcel, for $1.1 million; and, • City processes BCP's proposed 48 single family home residential project in good faith. The Agreement provides significant benefits to the City, including: • Improvement of public health and safety through acquisition of a permanent sewer easement for maintenance of and access to a public sewer; • End to costly litigation; • The ability to complete improvements to the River's End Staging Area, 1 Street parking lot and parking lot access road, and the San Gabriel River bike path; • Receipt of a $2 million state grant for completion of such improvements; • An opportunity to obtain parkland, if and when the proposed residential project is approved by the California Coastal Commission; and • Continued use of the access road and bike path at least until March 31, 2015. It should be noted that a settlement agreement is different than a development agreement. A settlement agreement typically settles disputes, where a development agreement authorizes development of a project. In this case the Settlement Agreement resolved litigation and does not commit the City to any action except a "good faith" review of BCP's proposed project. Members of the public have raised a number of issues related to the settlement, which staff has attempted to address below: A. Open Space Parcel. There has been considerable discussion about the open space portion of the site and the "70/30 split." Perhaps the confusion stems from a 1979 report funded by the California Coastal Conservancy titled "A Guideline for Development." The document states the site is 9 acres in size and recommends that 6.5 acres remain as park/open space. Page 3 As noted above, pursuant to the Agreement, 6.412 acres will remain as park/open space. (Adding to the confusion, the property bought by BCP includes land beyond the original 9 acre site and is 10.697 acres in size, not 9 acres.) The 1982 and 1996 DWP Specific Plans state: "Visitor- serving uses shall be limited to the northerly 30% of the DWP parcel, more specifically, to the area adjacent to Marina Drive and First Street. In all cases, visitor - serving shall be limited to the area north of an imaginary westerly prolongation of Central Way." However, the plans do not provide any greater specificity as where to draw the line. (Further, legal descriptions contained in the 1982 and 1996 Specific Plans describe property that is not identical to the property depicted on the Specific Plan maps.) In an effort to reconcile this imprecise information, BCP requested that former Development Services Director, Lee Whittenberg, provide an opinion as to whether the "westerly prolongation of Central Way" meant an imaginary line that extended the northerly line, median line or southerly line. After an analysis of the documents Mr. Whittenberg sent an email, dated September 23, 2009, to BCP, indicating the line separating visitor - serving uses from open space was the southerly right -of -way line of the westerly prolongation of Central Way (see attached email). B. Planning overhead charges. The "pass -thru" of staff overhead for large - scale projects is negotiated on a project -by- project basis. In the past, developers have reimbursed the City anywhere from 0% to 15% for the City's planning overhead. During negotiations of the reimbursement agreement with Bay City, the City's initial request was 17.5 %. Bay City objected. However, Bay City ultimately signed the reimbursement agreement as drafted by the City in August 2010. As part of the Settlement Agreement, the City agreed to reduce its overhead charge to 8 %. The reduction means that BCP will pay the City $28,052 to reimburse the City for planning staff time instead of $61,364. C. Waiver of fees. The City waived the Transportation Facilities Fee of $216.62/unit or $10,397.76. The Transportation Facilities Fee is designed to have developers pay a "fair share" of the cost of mitigating future transportation facilities and program needs created by the project. But BCP must pay for all the costs associated with any roads built on its property and for all off -site improvements recommended as mitigation measures by the EIR. Further, Bay City has to pay all other development fees and comply with all mitigation measures. D. Rent. The rent for the road and bike path is $1 per year. • Page 4 E. Quimby dedication or in lieu fees. The City requires developers of residential uses to donate parkland or pay in lieu fees (commonly known as "Quimby fees ") to offset the burden placed on existing parks by the new residents. The Municipal Code requires a developer of 48 residences to provide approximately one acre of land. In this case, if the project is approved, the City will receive 6.412 acres of parkland. This purchase will satisfy the park dedication requirements. F. Donation credit. The Agreement states BCP "may" take a donation credit for tax purposes, but does not obligate the City to agree with Bay City's opinion of appraised value. The City cannot provide tax advice, and has no opinion as to whether the IRS will allow the donation credit. G. Transfer of City property. The transfer of the remnant (the corner of 1st Street and Marina Drive) will only happen if BCP receives its approvals. Up until the late 1970s, that remnant was part of the DWP site. At that time, the City thought it might need the land for a wider 1st Street. However, the City Engineer has indicated that it is not needed now or in the foreseeable future. H. Review of Proposed Residential Project. The Agreement does not bind the City to approve the Proposed Residential Project. As is true with any other application, "the City shall process expeditiously and in good faith the applications, information and documents for the Proposed Residential Project." The City made it very clear to BCP that the City will retain the discretion to approve, conditionally approve or deny the application, and would only consider taking action on the proposal after all the environmental review and public hearings have been concluded. The Agreement states more than once that the City will "consider" the application, and never states that the City will approve the project. Further, the Agreement states: "Nothing herein shall be deemed to constrain or limit the City's legislative discretion." As stated by the City Attorney, the City does not have the power to "pre- commit" to approve a project. Rather, the City Council can only take action to approve, conditionally approve or deny the application after all the public hearings and the City takes action on the EIR. I. Supporting coastal permit. It has been the City's practice with the Hellman Ranch and other approved projects to support applications for coastal development permits before the Coastal Commission. In the event the City approves the Proposed Residential Project, staff would support the project before the Coastal Commission; and if legally permissible, the City will be a co- applicant for the CDP. Page 5 Next Steps: The applicant must proceed through the normal CEQA process and the committee review process, including: the DWP Advisory Committee, the Archaeological Advisory Committee, the Environmental Quality Control Board, the Planning Commission, and the Recreation and Parks Commission. The City Council will also conduct public hearings. The Council's final decision will be based upon input and recommendations from the various committees and commissions and from the general public. There will be ample opportunity for public comment on the Proposed Residential Project throughout the process. In fact a community meeting has been scheduled for June 20, 2011, at 6:30 PM to allow the public an opportunity to convey concerns about the environmental effects of the Proposed Project. The meeting will also help determine the scope and extent of the environmental issues to be addressed in the Draft Environmental Impact Report (EIR). FINANCIAL IMPACT: No impact at this time. RECOMMENDATION: That the City Council receive and file the staff report. SUBMITTED BY: NOTED AND APPROVED: - "VW - - LR. ailturn Mark H. Persico, AICP J' R. Ingram, Director of Development Services Acting City Manager Attachment: A. September 29, 2009 E -mail B. Settlement Agreement and Mutual Release • ATTACHMENT "A" SEPTEMBER 23, 2009 EMAIL Lee Whittenberg - former Director of Development Services From: Lee Whittenberg [mailto: LWhittenberg @ci.seal- beach.ca.us] Sent: Wednesday, September 23, 2009 3:27 PM To: Edward Selich Cc: David Carmany; Quinn M. Barrow; Jerry Olivera Subject: RE: ED SELICH MEMO Ed: I will meet with the City Attorney on Monday to discuss the invoice question, and get back to you on that. On Item 2, in interpreting the document for the allowable visitor - serving area, I would feel comfortable in utilizing the current land area of the property northerly of the southerly right - of -way line prolongation of Central Way following the same bearings of Central Way. Exhibit A, the Site Map for the DWP Specific Plan area clearly does not consider the San Gabriel River and the levee structures that contain the San Gabriel River as part of the "DWP Site ". Lee From: Edward Selich [mailto:edselich @roadrunner.com] Sent: Wednesday, September 23, 2009 2:59 PM To: Lee Whittenberg Cc: David Carmany Subject: RE: ED SELICH MEMO Lee: Thank you very much for the courtesy of responding to my inquiries. I know you are busy and appreciate your efforts to do so. I have restated the four main points in your response to me below and replied or commented in red. 1. You have asked for an explanation of the amount of approximately $1211 charged to the processing of your application in connection with legal services The City Attorney is very careful in segregating attorney time and expenses between services rendered in connection with the processing of the application you submitted and other services rendered The amount in question is for legal services rendered to the City in connection with your application. We would like to see the detail of what work he actually did. It would be appreciated if you would as a matter of procedure include the detail of the City Attorney's billing to our application as part of the statements you send us. We would also like to see them on a monthly basis so we are not surprised with a large legal bill we have no control over. This will help greatly in communications with the city as we progress on the application. I am looking to avoid future disputes as we had over the previous billings. A little additional information and regular statements will help in that. 2. You have asked for a square foot calculation and a diagram with respect to the DWP Specific Plan. We presume you have retained your copy of the Specific Plan which contains the information you requested Let us know if you need another copy. have the copy of the Specific Plan. My question regards parts of it that are vague and conflicting and I am seeking assistance in interpreting your document. There is a conflict in the boundary of the Specific Plan. The map boundary is different than the legal description. Which am I supposed to use in calculating the 30% permitted development area? There will be a different square footage depending on which basis for calculation I use. Also the text is vague in delineating the maximum extent of development. The text sans that visitor serving uses shall be limited to the area North of an imaginary westerly prolongation of Central Way. Does this mean the Northerly right of way line, the centerline or the southerly right of way line? Any one of those lines could be logically interpreted as the westerly prolongation. Which one should be used? Also, I would like it confirmed that "westerly prolongation" means along the same bearing as the alignment of Central Way east of First Street. • 3. You have asked for an information sheet for Lot Line Adjustments Parcel Maps and Tentative Maps The City is in the process of developing information sheets consistent with the recently adopted Title 10 Subdivisions. We have not had an application for a Lot Line Adjustment since Title 10 was adopted We anticipate that the information sheet for Lot Line Adjustments and Parcel Mergers which will include all necessary application submittal requirements and forms for Lot Line Adjustments and Parcel Mergers will be completed by September 28 I will then e mail it to you and to Gwen del Castillo at Coast Surveying. I look forward to receiving those as soon as they are completed and having them sent to Gwen. 4. You have asked to meet with the City Engineer and me to discuss the filing of parcel maps The City Engineer just returned to the office on Monday after a 2 week vacation I will check with his schedule and attempt to coordinate a meeting on Thursday or Friday of next week I will hold my calendar open for anytime on those two days and look forward to hearing from you on a time and date certain. Again, thank you for your response. I would still appreciate the following: 1. Backup to the City Attorney billing. 2. An answer to my questions in #2 above. I can do the calculations if you can answer those questions. I originally thought it would be easier for you to do the calculations since it is your Specific Plan. However, if you can answer the questions above I can do them myself. We are just trying to understand precisely what we can and cannot develop under current zoning. Thank you for the courtesies you have extended and I look forward to your replies to the above and receiving the application forms and meeting with you and the City Engineer next Thursday or Friday. • Ed. ATTACHMENT "B" CITY OF SEAL BEACH AND BAY CITY PARTNERS SETTLEMENT AGREEMENT AND MUTUAL RELEASE March 16, 2011 SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release ( "Agreement ") is entered by and between: (a) Bay City Partners LLC, a California limited liability company (Also known as Bay Cities Partners, LLC) ( "Bay City "), on behalf of itself and its successors, s uccessors -in- interest and assigns, on the one hand; and (b) The City of Seal Beach, a municipal corporation; the `City of Seal Beach Redevelopment Agency and the City of Seal Beach Planning Commission (collectively • `City") on behalf of themselves and each of their agencies, divisio s; departments, attorneys,- staff members, agents and representatives, on the other. ' ' The Agreement shall be effective as of March 16, 201'1\( "Effective Date "). The Agreement is entered into with respect to.tlie followi _ r RECITALS \ \ \ � A. Bay City represents it holds fee title to vdcaot land of approximately 10.697 acres located between First Street and the San Ga River and between Marina Drive and the City beach in the City, as shown on Exhibit {gattached hereto (the "Property "). Bay City's Proposed Residential Project B. Bay City has owned the Property since approximately May 27, 2003. Bay City intends to pursue residential development of the Property. C. Bay City seeks to develop a subdivision of 48 residential lots on the Property suitable for single- family detached homes with the balance remaining Open Space (the "Proposed Residential Project "). Such lots will be located on the Property generally and largely north of the westerly prolongation of the southern right -of -way boundary of Central Way as shown specifically on Exhibit B attached hereto (the "Proposed Residential Project Area "). • Exhibit C -1 attached hereto is the legal description ( "Legal Description ") of the Proposed • 57284- 1007\1339052v2.doc Residential Project Area. The Proposed Residential Project is shown on plans submitted to the City and is attached hereto as Exhibit C -2 ( "Proposed Residential Project Plans "). D. Beginning before 2009, Bay City applied to the City for some of the land use and other entitlements and permits required by the City for the Proposed Residential Project. These land use and other entitlements and permits consist of: (1) Certificate of Compliance 2009 -01, approved and recorded., 1V larch 10, 2009 as Instrument No. 2009000109534 in the Official Records, Orange County, California; (2) Certificate of Compliance 2010 -01, approved and recorded August .2 7, 2010 as Instrument No. 2010000419498 in the Official Records, Orange County, California; and (3) Lot Line Adjustment, approved December 2010. E. Bay City seeks to obtain all land use and other entitlements and permits from the City required by the City and other agencies for the Proposed Residential Project. Bay City also wishes to obtain a coastal development permit ( "CDP ") from the Californi1Coastal Commission ( "Coastal Commission ") for the Proposed Residential Project. .. F. In furtherance of this effort, Bay, City intends to submit, on or before March 31, 2011, or as soon thereafter as reasonably possfblle, the remaining applications for all land use and other entitlements and 'permits required by the City for development of the Proposed Residential Project. ' G. The remaining portion of the Property, not included in the Proposed Residential Project Area, lies generally and largely south of the westerly prolongation of the southern right - of -way boundary of Central Way as shown more specifically on Exhibit D attached hereto (the "Open Space "). The City's River's End Project H. The City seeks to refurbish and improve its River's End Staging Area and San Gabriel River Bike Trail through its River's End Staging Area and San Gabriel River Bikeway Enhancement Plan (the "River's End Project "). Much of the River's End Project is located on property adjacent to the southwesterly boundary of the Property. -2- 57284- 1007 \1339052v2.doc I. A segment of the bike trail that is part of the River's End Project crosses onto the Property along the San Gabriel River at the Property's westerly property line, as shown on Exhibit E attached hereto (the "Bike Trail Parcel "). The City wishes to acquire the Bike Trail Parcel from Bay City for the River's End Project. The City has not filed a complaint in eminent domain to acquire the Bike Trail Parcel. / f J. In April 2005, the City successfully applied to the Rivers acid Mountain Conservancy for a grant to help fund the River's End Project (the "RMC,Eiant "). . K. In 2010, the City submitted an application to the Coastal Commission fou ' CDP for the River's End Project. �`' • -- ` yt L. On October 26, 2010, Bay City submitted an objection to the Coastal Commission opposing the Commission's issuance of a CDP to the City for \ the River's End Project. Bay City asserted that portions of the River's End Project-are loeaf on t Property. " • / �� M. In November 2010, the Coastal. Commissionsstaff deemed the City's application for a CDP for the River's End "Project incomplete. — Bay City'slChallenge to the River's Proiect in the CEOA Lawsuit N. On April 19, 2010, Bay City fiI a petition for writ of mandate and complaint for declaratory and injunctive relief against the. City, pursuant to the California Environmental Quality Act ("CEQA Lawsuit")) The CEQA - Lawsuit is entitled Bay City Partners LLC v. City , of Seal Beach, et al. (Orange County(Superior Court Case No. 30 -2010 00364553). In the CEQA Lawsuit, Bay City sought to challenge the City's certification of a Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program for the River's End Project. O. On February 1, 2011, the Court entered Judgment in the CEQA Lawsuit. The Judgment granted Bay City's petition in part and denied it in part. On February. 1, 2011, the Court issued a Writ of Mandate directed to the City. On March 1, 2011, Bay City appealed the Judgment denying its petition in part. -3- 57284-1007\1339052v2.doc The City's Condemnation Lawsuit P. On September 23, 2009, the City filed a complaint in eminent domain entitled City of Seal Beach v. Bay City Partners LLC, et al. (Orange County Superior Court Case No. 30- 2009 00305309) ( "Condemnation Lawsuit "). In the Condemnation Lawsuit, the City sought, among other things, to acquire two portions of the Property located at First Street and Ocean Avenue. In particular, the City sought to acquire: (1) A portion of Orange County Assessor's Parcel Numbers 043 - 171 -02 and 043 - 172 -13, as shown on Exhibit F attached hereto, in fee simple, reserving therefrom that hon- k exclusive easement for transportation of oil, gas and water, as more particularly set forth in that certain Easement Agreement dated February 17, 2009 •and recorded November 2, 2009, as. Instrument No. 2009000593882 in the Official Records ; Orange County, California (the "Driveway Parcel "). The City asserted that it sought to acquire, the Driveway Parcel for an access road. , • (2) A portion of grange County Assessor's' Numbers 043 - 171 -02 and 043 - 172 -13, as shown on. Exhibit G attached hereto; in fee - simple, reserving therefrom that non- • exclusive easement for; transportation of oil, gas and water, as more particularly set forth in that certain Easement Agreement dated February 17, 2009 and recorded November 2, 2009, as Instrument No. 2009000593882 in the Official•Records, Orange County, California (the "Sewer Parcel "). The City asserted that it sought to acquire the Sewer Parcel for a sewer maintenance area. Q. The City asserted that it sought to acquire the Driveway Parcel for a public access roadway from First Street and Ocean Avenue to the public parking lot that serves the River's End Project. The City further asserted that it needed the Driveway Parcel in order to maintain public access to the public beach, the Pacific Ocean, Windsurfer Park, the First Street parking lot, and the River's End Cafe. R. The City asserted that it sought to acquire the Sewer Parcel for a sewer maintenance area to maintain an existing City sewer line. -4- S7284- 1007 \1339052v2.doc The Settlement S. The intentions of Bay City and the City in entering this Agreement include, without limitation: (1) Good faith consideration of land use and other entitlements and permits for Bay City's Proposed Residential Project, including issuance of a CDP from the Coastal Commission; (2) Compensation of Bay City for the transfer to the'City of fee title to the Driveway Parcel, the Sewer Parcel, the Bike Trail Parcel, and the Open Space as *p'romptly as possible; f ' ; r \ 1 (3) Resolution of all existing, current dispute's and litigation between Bay City, and the City, finally and completely; \� ,Y (4) Approval and issuance of a CDP from the Coastal Commission for the City's River's End Project; and \ `, \ • • (5) Transfer of fee, title td e th Open Space, including th Parcel, the Sewer Parcel, and the Bike Trail Parcel, to the,City upon -the. triggering event described in the Agreement. NOW, THEREFORE, BASED ON THESE FACTS, AND IN CONSIDERATION FOR THE COVENANTS\ SET... FORTH BELOW; BAY CITY AND THE CITY AGREE AS - FOLLOWS: . 1. Concurrent with the Effective Date of the Agreement: The parties agree that, within fourteen (14) days of the Effective Date of the Agreement: A. City's Obligations Concurrent With the Effective Date: (1) $900,000 Payment. The City shall pay the amount of $900,000 to • Bay City concurrent with the Effective Date of the Agreement. Such $900,000 payment to Bay City is non - refundable. Bay City shall have no obligations hereunder unless and until such timely payment occurs. The City shall not be entitled to a refund or reimbursement of any portion of such payment. In particular, there shall be no refund or reimbursement of such -5- 57284- 1007 \1339052v2.doc payment, regardless of whether or when the Proposed Residential Project is approved by the City or the Coastal Commission as discussed in paragraphs 2 and 4, below. The $900,000 payment shall be payable by check to Bay City Partners LLC. (2) Dismissal of the Condemnation Lawsuit. The City shall dismiss the Condemnation Lawsuit without prejudice. The Condemnation Lawsuit may be re- filed, if at all, only in accordance with paragraph 4, below. The City acknowledges that such dismissal may result in an obligation on the City's part to reimburse Bay City's ordinary court costs ( not attorneys' fees) under Code of Civil Procedure section 1032. The parties estimate and agree that such ordinary costs are less than $10,000. (3) Indemnity. As a material,term of the Agreement and the Lease,i the City shall indemnify, save, hold harmless and defend • Bay City, its• members and . its successors, successors -in- interest and assigns, from any and all claims, costs, causes of action, and liability for any damages, personal injury or death which 'may arise, directly or indirectly, from the use of the Driveway Parcel; the Bike T Parcel or the, Sewer Parcel i y the City or the public. . • (4) Insurance. As' a material 'term of the Agreement and the Lease, within fourteen (14) days of entering the Lease, the City shall provide Bay City with evidence of insurance coverage carrying an annual aggregate limit of $2,500,000 for the Driveway Parcel, the Bike Trail Parcel, and the Sewer Parcel. B. Bay City's Obligations Concurrent With the Effective Date: (1) Lease of the Driveway Parcel and the Bike Trail Parcel. Concurrent with the $900,000 payment described in paragraph 1.A(1), above, the City and Bay City will enter a lease for the Driveway Parcel and the Bike Trail Parcel (the "Lease"), based on the terms sheet attached hereto as Exhibit H. Under the Lease, Bay City will lease the Driveway Parcel and the Bike Trail Parcel to the City. The City and Bay City agree that the term of the Lease will commence on March 31, 2011. The City and Bay City agree that the term of the Lease will terminate on the earlier of: -6- S7284- 1007\1339052v2.doc (a) March 31, 2015; or (b) Conveyance of the Driveway Parcel and the Bike Trail Parcel to the City pursuant to the transaction described in paragraph 5.B, below; or (c) If the Coastal Commission denies or declines to process • further the Proposed Residential Project, then thirty (30) days thereafter such denial or declination. (Bay City shall determine, in its sole discretion, whether a Coastal Commission denial or declination has occurred. Bay City shall promptly notify the City in writing of such determination.) (2) Irrevocable Easement for the .Sewer Upon Bay�City's • receipt of the $900,000 payment described in paragraph i :A(1), above, Bay ,City will convey to: the City an irrevocable easement for the Sewer Parcel 6102 "Irrevocable a ' The • Irrevocable Easement shall be for sewer access construction and maintenance purposes only. • The City shall be entitled to keep the Irrevocable Easement. Ih the City shall not be required to reconvey to $ay'City, or- abandon the \ Irrevocable `Easement egardless of whether or • when the Proposed Residential Project is approved= by .the ''City or the Coastal Commission as • discussed in paragr p hs 2 and 4, below. (3) Dismissal of the EQA Lawsuit. Upon Bay City's receipt of the $900,000 payment described in paragraph /LA(1), above, Bay City shall also: (a) dismiss its appeal filed on March 1, 2011' in the CEQA' Lawsuit; and (b) authorize its attorneys to enter into and execute a stipulation regarding the City's return to the February 1, 2011 Writ of Mandate. (4) Cooperation on the River's End Project. Upon Bay City's receipt of the $900,000 payment described in paragraph 1.A(1), above, Bay City shall also: (a) withdraw its opposition with the Coastal Commission to the City's application for a CDP for the River's End Project; and (b) take reasonable steps, upon written request from the City, to: (i) assist the City in obtaining a CDP from the Coastal Commission for the River's End Project; and (ii) assist the City in expediting the River's End Project to help the City avoid losing the -7- S7284- 1007\1339052v2.doc RMC Grant. For purposes of Bay City's obligation to take "reasonable steps" to assist the City, "reasonable steps" shall not require Bay City to spend any money or pay any money to the City. 2. Concurrent Upon Bay City's Proposed Residential Project Application: The parties further agree as follows: A. Bay City's Obligations Concurrent With Bay City's Proposed Residential Project Application: Bay City will submit to the City the necessary applications, information and documents for all land use and other entitlements and permits that the City requires fort the Proposed Residential Project within the time frame described in paragraph F of the Recitals, above. s, B. City's Obligations Concurrent With Bay City's Proposed Residential • Project Application - - City Consideration of Proposed Residential Project: • (1) Consideration. Although the City cannot guarantee approval of the Proposed Residential., •Project or any of Bay City's applications for land use and other 1 entitlements and permits for the Proposed Residential Project, Bay City and the City's staff expect that such consideration of the Proposed Residential Project will occur, and as a matter of fact, mutually represent to one another that; suet' consideration is foreseeable, reasonable, and expected. The parties further acknowledge that all obligations of Bay City in this paragraph 2A shall be contingent on such timely consideration. (2) In furtherance of consideration of the Proposed Residential Project, the City specifically agrees as follows: (a) The City's staff shall use each of his or her best efforts to secure consideration of (i) the Proposed Residential Project as shown on the Proposed Residential Project Plans; and (ii) Bay City's applications for land use and other entitlements and permits for the Proposed Residential Project subject to CEQA analysis, findings, and mitigation measures; -8- S7284- 1007 \1339052v2.doc (b) The City's staff shall each recommend to the Planning Commission and City Council that the City's staff in good faith considered the Proposed Residential Project and Bay City's applications for land use and other entitlements and permits for the Proposed Residential Project; • (c) The City's staff shall work diligently and in good faith with Bay City to expeditiously accomplish consideration of the Proposed Residential Project'and Bay City's applications for land use and other entitlements and permits for the Residential \ Project upon Bay City's submission of the applications, information and documents necessary for processing approval; . (d) The City shall process expeditiously and in good faith ' the ■ applications, information and documents for the Proposed Res ' idential Project. • The City shall expedite the processing of any current applications for land use and other 'entitlements and permits for the Proposed Residential Project already o�f1e�, with` the City and any future applications that Bay City may submit to the for the Propo sed Residential Project, according to a schedule developed by the parties. \ _ . • ! (3) Terms of ApprovaCIn connection with such approval, the City specifically agrees: \Bay City's conveyance of the Open Space to the City discussed in paragraph 5.B, below, satisfies all. of the following possible exactions for the Proposed Residential Project: \ , (a)" - Falk fees ( "Quimby fees "); (b) Park improvement obligations; (c) Affordable housing requirements (either in lieu fees or on- site improvements); In no event shall the City require or impose additional park fees ( "Quimby fees "); additional park improvement obligations; or additional affordable housing requirements (either as in lieu fees or on site improvements) for the Proposed Residential Project. The parties will amend the existing reimbursement agreement between the parties to -9- 57284- 1007 \1339052v2.doc • reduce planning staff overhead charges from 17.5% to 8% for the Proposed Residential Project. The City waives the Transportation Facilities Fee for the Proposed Residential Project. (4) Hearing on Project. On or about March 31, 2012, or as soon thereafter as the City concludes is reasonably and legally possible, and subject to Bay City's timely submittal of all necessary applications, studies, reports and plans, the City Council will hold a hearing for final action on approval of the Proposed Residential Project and By City's applications for land use and other entitlements and permits for the Proposed Residential Project. (a) At the hearing, the City Council will consider, among other things: the terms of the Agreement; Bay City's desire to facilitate prompt approval of the Proposed Residential Project; and the fact that the parties have settled current disputes and litigation between the parties through the Agreement. -- (b) After all legally, neeessary- and appropriate notices and deliberations, the City Council may issue a final approval of the Proposed, Residential Project and Bay City's applications for land• use and other entitlements and permits for the Proposed Residential Project. (c) Nothing herein shall be deemed to constrain or limit the City's legislative discretion. (5) - . The City agrees that the "sitting area" shown on the River's End Project plans, attached hereto as Exhibit I, shall be moved to a location south of the westerly prolongation of the southerly right -of -way of Central Way to allow 3,500 square feet of the San Gabriel River bike path to be incorporated into the Proposed Residential Project at no cost to the City. 3. If And When the City Approves the Proposed Residential Project: If and when the City Council approves the Proposed Residential Project discussed in paragraph 2, above, the City agrees to: (a) take reasonable steps to assist Bay City in obtaining a CDP from the Coastal Commission for the Proposed Residential Project; (b) testify on behalf of Bay City in favor of a CDP for the Proposed Residential Project before the Coastal Commission at any -10- S72841007 \1339052v2.doc • hearing; and (c) if legally permissible, be a co- applicant with Bay City for a CDP from the Coastal Commission for the Proposed Residential Project and removal by the City of the fence surrounding the Open Space to be conveyed to the City upon receipt of a CDP by Bay City and Construction by the City of a replacement fence along the new common property line. For the purposes of City's obligations in this paragraph 3 to assist Bay City, such obligations shall not require City to spend any money or pay any money to Bay City (other than the cost associated with the fence). 4. If No City Approval of the Proposed Residential Project: If the City doessnot approve the Proposed Residential Project, then the parties hav no obligati ns under paragraph 5, below, of the Agreement. Instead, the City shall pro ptly consider acquiring through, negotiation or eminent domain, if necessary, the Driveway 'Parcel and the Bike Trail Parcel:_ In the event the City Council authorizes the acqujsi"tij by eminent 'domain df the Driveway Parcel and the Bike Trail Parcel, Bay City and its assignees waive any and all`cl ms associated with the adoption of a resolutionof'riecessi ri ht� to take, 1 \� i • ado p ty, g , precondemnation activities and any other \ \ , / claims or defenses previously waived in the eminent domain matter identified in Recital P and not related to valuation of the subject interests. The City agrees that the larger parcel for the Driveway Parcel is 'as previously stipulated in the eminent domain matter identified in Recital P. Such acquisition shalt seek to acquire not orily,the Driveway Parcel and the Bike Trail Parcel as well. 5. Concurrent With the Coastal Commission's Issuance of a CDP for the Proposed Residential Project: Promptly upon the Coastal Commission's issuance of a CDP to Bay City for the Proposed Residential Project, the parties agree as follows: A. City's Obligations Concurrent With Issuance of a CDP for the Proposed Residential Project: (1) S1,100,000 Payment. The City will pay the amount of $1,100,000 to Bay City or its successors, successors -in- interest and assigns immediately upon recording of the deed described in paragraph B, below. -11- 57284-1007\1339052v2.doc (2) Donation Tax Credit. The City agrees that Bay City may take a donation credit for tax purposes for all of the land Bay City transfers to the City under the Agreement. The donation credit may be for the difference between Bay City's appraised value for the land transferred and the total cash compensation of $2,000,000 paid to Bay City for the land transferred. The City's agreement to the donation credit and to use of Bay City' s appraised . value does not obligate the City to agree with Bay City's appraised value. (3) Transfer of City -Owned Property. The City will convey by quitclaim deed to Bay City fee simple title to approximately 7,000 square feet of land that the City owns adjacent to the corner of Marina Drive and First Street.shown on and legally described in Exhibit K attached hereto ( "City -Owned Property "). , ' • . • B. Bay City's Obligations Concurrent With Issuance of a CDP for the Proposed Residential Project - - Purchase and Sale Agreement for Open Space: The City and Bay City.' will enter a purchase and sale agreement that contains all of the standard . provisions (the "Purchase and .Sale Agreement "), including a provision awarding attorneys' fees, costs and expenses to. -the prevailing party in any action or proceeding instituted to interpret or enforce any of the terms or provisions of the Purchase and Sale Agreement. Pursuant to the Purchase and Sale Agreement, Bay City will convey to the City, by quitclaim deed, fee title to all of the land described in Exhibit D attached hereto and identified as the "Open Space." The Open Space that Bay City will convey to the City by quitclaim deed consists of: (1) All of the land south of the westerly prolongation of the southern right -of -way boundary of Central Way, except ±1,200 square feet of land within the Proposed Residential Project Area south of the westerly prolongation of the southern right -of -way boundary of Central Way as shown and identified on Exhibit J attached hereto. (2) The Driveway Parcel; (3) The Sewer Parcel; and (4) The Bike Trail Parcel. -12- S7284- 1007\1339052v2.doc The City agrees that Bay City's conveyance of the Open Space to the City shall be for the purpose of future open space and park uses. The quitclaim deed from Bay City to the City conveying the Open Space to the City will include a deed restriction limiting the uses of the Open Space to open space and park uses. The City may allow Bay City or its successors, successors -in- interest and assigns limited grading on the "Open Space" parcel -`as part of the review and approval process as shown on Exhibit C -2. 6. If No Issuance of a CDP By the Coastal Commissi n- for the Proposed Residential Project: If the Coastal Commission does not issue a CDP td -Bay City \for the Proposed Residential Project, the parties shall have no obligations ar h 5, ibove of p J� P g Paragraph � ,. the Agreement. .( • 1 ■ 7. DCOR Oil and Gas License and Easement:.. 1, A. Bay City and its assignees shall retain all • rights to, and interests in the easement for transportation of oil, gas and water, as more. particularly set forth in that certain • Easement Agreement dated February 17, 2009 and recorded November 4409, as Instrument No. 2009000593882s the Official Recor 's Orange_ County, California, and as shown on • Exhibit L attachedhereto ( "DCOR Easement B. Bay City and its assignees shall retain all rights to and interests in the oil and gas license with \ Dos.Cuadras Offshore. Resources, LLC ( "DCOR ") or its successors as shown on Exhibit M attached hereto, and located within the DCOR Easement. C. The City agrees that it will not (a) interfere with or impede the normal course of business under either the license with DCOR or the DCOR Easement; or (b) interfere with any of the pipelines existing under either the license with DCOR or the DCOR Easement. 8. Standard Provisions: A. Entire Agreement. The Agreement contains the entire agreement and understanding concerning the subject matter hereof between the parties, and supersedes and replaces all prior negotiations, proposed agreements, and agreements, whether written or oral, express or implied, -13- 57284- 1007\1339052v2.doc of any type whatsoever. Each of the parties hereto acknowledges that neither any other party hereto, nor any agent or attorney of any other party has made any promise, representation or warranty whatsoever, expressed or implied, not contained herein concerning the subject matter hereof to induce it to execute the Agreement, and acknowledges and warrants that the Agreement is not being executed by such party in reliance on any promise, representation or warranty not contained herein. B. Mutual Release. (1) Bay City, for itself and each of its agents, representatives, heirs, executors, administrators, co- owners, co- tenants, subtenants,, successors, successors -in- interest, assigns past and present, officers, directors, partners, trusts, trustees, members; contractors and', subcontractors, and each of them, hereby releases and discharges the City, and each of its agents, representatives, heirs, executors, administrators; co_ owners, co- tenants, subtenants, successors, successors -in- interest, assigns past and present, officers; .directors; partners, trusts, trustees, members, contractors and subcoritiactors, and each of them, from any and all 'claims, demands, actions, causes of action, obligations, liabilities, "losses, debts, contracts, covenants, duties, damages, expenses, costs, costs on appeal and charges of whatever kind, whether known or ' 1 unknown, suspected orinsuspected, which s exist or may exist as of the Effective Date of the Agreement regarding and/or arising from or pertaining to: (a) the Condemnation Lawsuit; and (b) the CEQA Lawsuit. (2) The City, on behalf of itself and each of its agents, representatives, heirs, executors, administrators, co- owners, co- tenants, subtenants, successors, successors -in- interest, assigns past and present, officers, directors, partners, trusts, trustees, members, contractors and subcontractors, and each of them, hereby releases and discharges Bay City, and each of its agents, representatives, heirs, executors, administrators, co- owners, co- tenants, subtenants, successors, successors -in- interest, assigns past and present, officers, directors, partners, trusts, trustees, members, contractors and subcontractors, and each of them, from any and all claims, demands, actions, causes of action, obligations, liabilities, losses, debts, contracts, -14- 57284- 1007 \1339052v2.doc covenants, duties, damages, expenses, costs, costs on appeal and charges of whatever kind, whether known or unknown, suspected or unsuspected, which exist or may exist as of the Effective Date of the Agreement regarding and/or arising from or pertaining to: (a) the Condemnation Lawsuit; and (b) the CEQA Lawsuit. C. Civil Code Section 1542. r • The parties hereto acknowledge that they are familiar with section.1542 of the California Civil Code, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor-at-the,' time of t, ••• executing the release, which if known by' liii !or her m su t\have materially affected his or her settlement with tlie;debtor. The parties hereto, and eac '•of theft, waive andgrfelinqtush all rights and benefits to the full extent that they may lawfully waive all such righ s an&benefits as existed or • currently exist, but such waiver shall-not apply to such claims as may arise in the future. D. Attorneys' Fees, Cost andtxpense`s. ( (1) Each party shall bear its own attorneys' fees and litigation expenses. • • , i `(2) Ns In any action or proceeding instituted to interpret or enforce any of the terms or provisions of•the Agreement; prevailing party or parties shall be entitled to attorneys' fees, court costs and expenses incurred by the prevailing party in connection with such action or proceeding. E. Successors and Assigns. The Agreement shall inure to the benefit of and be binding upon each party hereto, including each party's respective agents, representatives, heirs, administrators, executors, successors, successors -in- interest, and assigns. -15- S7284 - 1007 \1339052v2.doc • F. Counterparts. The Agreement may be executed in one or more counterparts, each of which, when taken together, shall constitute a completely executed original. The counterparts may be transmitted by facsimile, which shall be deemed original signatures. G. Authority. (1) Bay City warrants and represents that each signatory to the Agreement on behalf of Bay City has authority to sign the Agreement in his her representative capacity. Similarly, the City warrants and represents that its signatory has authority to- sign the Agreement on behalf of the City. (2) Each of the undersigned represents and warrants t he, she or it is1 fully authorized to enter the Agreement on behalf of his, her opgts principal, and to bind such principal to the terms set forth herein without further. ratification or a H. Resolution of Disputes. ' \, . �. Pursuant. to Qqde of Civil Procedure section 664.6, the. parties agree that / the Orange County Superior Court will retains over the parties and the Agreement. The Court shall resolve all disputes, controversies and claims relating to the Agreement and the obligations of the parties under it. The disputes, controversies, and claims covered by this paragraph include, without limitation, any dispute sounding in contract or tort, any dispute as to the making, validity, interpretation, reformation or enforceability of the Agreement, and any dispute seeking legal, equitable, provisional or permanent relief relating to the Agreement. 1. Notice. (1) If to the City: City of Seal Beach With Copy To: 211 8th Street Quinn Barrow, Esq. Seal Beach, California 90740 Richards, Watson & Gershon Attn: City Manager 355 South Grand Avenue, 40th Floor Los Angeles, California 90071 -3101 Email: gbarrow@a,rwglaw.com Fax No.: (213) 626 -0078 -16- S7284- 1007 \1339052v2.doc (2) If to Bay City: Bay City Partners LLC With Copy To: 2999 Westminster Avenue, Suite 211 John C. Murphy, Esq. Seal Beach, California 90740 Murphy & Everti LLP Attn: Rocky Gentner 650 Town Center Drive, Suite 550 Email: Rockyg@a,gentnerandcompany.com Costa Mesa, California 92626 Email: imurphy@.murphyevertz.com Fax No.: (714) 277 -1777 .\, J. Jurisdiction. • The Agreement shall be deemed by the parties to been executed and delivered within the State of California, and the rights and obligations of the parties hereto shall be construed and enforced in accordance with, and governed by; the laws of the State of California. J , K. Venue. - The parties hereto agree.that any action, suit, claim or other proceeding of any type that may be prosecuted, initiated or attempted in connection with.the Agreement, shall be brought in the Superior.Court=for the State of California, County of Orange. L. /C • A / / Each party has cooperated y in . the drafting and preparation of the ■ Agreement, or has had'_the opportunity to do 'so. Hence, the normal rule of construction to the effect that any ambiguities ,are to be resolved against the drafting party will not be employed in • any interpretation of the Agreement - ' M. Severability. In the event any part of the Agreement should be found invalid, unenforceable or nonbinding, the remaining portions will remain in force and fully binding. N. Waiver of Breach. The waiver by any party of any breach of any term in the Agreement shall not be construed as a waiver of any subsequent breach. -17- 57284- 1007 \1339052v2.doc 0. Voluntary Agreement. Each party hereto acknowledges and warrants that such party has been represented by counsel of its own choice throughout all negotiations which preceded the execution of the Agreement. Each party has read or has had read to such party the Agreement, and has had it satisfactorily explained to such party by counsel representing such party. Accordingly, each party is satisfied with the settlement contained herein and has signed the Agreement voluntarily. • IN WITNESS WHEREOF, the City and Bay City cause the Agreement to b• executed. Dated: 3 / - , 2011 CITY OF SEAL BEACH, A municipal corporation /rA t ichael Lev evitt' Mayor of City of Seal Beach Dated: 3-/g- , 2011 SEAL BEACH REDEVELOPMENT AGENCY y : j David Sloan Chairman Dated: , 2011 BAY CITY PARTNERS LLC, A California limited liability company By: Rocky Gentner Member -18- S7284- 1007 \1339052v2.doc • Dated: 3/1 , 2011 BAY CITY PARTNERS LLC, • A California limited liability company By , Bob Gri it13 Ir( Member \ \ Dated: 4. , 2011 BAY CITY PARTNERS LL, , \ , A California limited liability' company \•, .'!: ., -... • • • %. , . 1 % - , • „7..„...---, By: t'_.1 !Tat.' ) .! .4 es Parkhiirs l • • ember \-:\ 1 l• - •• :, • , •, ." Dated: -- /4 2 , : ...• •CITY„PARTNER.SI,-Le/Y i f b 2011 Aeta libilitST:Co *any -,/- • • / 4' , ' :,• , / \ . A( I ' 2 < -11 - * .t''' . yIe' f , I 7 ,...\ Mei -'' . • . Dated: - / c P ( ( r. \ , , 2011 BAY CITY PAR ;' ' S LLC, ‘ - • , A i / California limite, liability company \• : s, . . .• , .. ,• By: • Cindy Atki n Art,""( d'i- Member APPROVED AS TO FORM: Dated: '3 - I 6 , 2011 CITY OF SEAL BEACH, A municipal corporation ' Abb. ---- By:1•• .....• Quinn M. Barrow City Attorney of City of Seal Beach -19- S7284-1007\1339052v2.doc • EXHIBIT A BAY CITY PARTNERS LLC THE PROPERTY b. • . 1 i ■ --r,':-.-I":—", ',.>-i*-;•---:<-„,-*N-'f'4;,.' 1,?,--41,-_,'..,t,--, .1 ,,,,), � 'w`' `a ter_.; ' ..• , C , -- ,� � ` ..) ' L..—,_ _l. j _,r ye a r o ,, ` %,„:- � e a � � � . - I - • D � 'i �� � +^��ti �'� °''�+ Yr� A . 7 4 ! i � ' •' Z {l r „ �a,{ - i u s t e ` J d f l, u . ' ti A;;;. s $r ,.It.. �l � ,.,� � t� , tef " t r ^1 '- ,..1 �"'� �r, '�; '. f :`� .. � .e c�ea.�.....:4 +• .... ,�. rw.�- .1.�= 3�5'is:G ' a . 11a. , ' , 77 , E- ~ - _- ' ,! �v— :ate;.,— - = ; _ � . P: •• ;:y am .- ! ,,.,, I 7 A- 1 ElthibiLA Legal Description of Property PARCEL I: LOTS 1.2 AND 3 DI BLOCK 100 OF TRACT NO. 698, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED DI BOOK 31, PAGE 27 OF MISCELLANEOUS MAPS. IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ,\ EXCEPT THAT PORTION INCLUDED IN THE FINAL ORDER OF/CONDEMNATION `•, RECORDED MARCH 23, 1977 IN BOOK 12115. PAGE 201. OFFICIAL RECORDS. �. ` `. SAID LAND IS INCLUDED WITHIN THE AREA SHOWN ON A MAP PALED IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNTY, IN.BOOK- - 90, - ; PAGES 23 TO -30 . INCLUSIVE OF RECORD OF SURVEYS. . �� PARCEL 2: E V ' ( `, ` \ 4 •, THAT PORTION OF TIDE LAND LOCATION NO. 137 (SU NO 106) AS PATENTED BY ( THE STATE OF CALIFORNIA ON FEBRUARY 12, 1901 AND APRIL:Z'7, 1901 IN BOOK 9, PAGE 105 OF PATENTS, RECORDS OP- L9STANGQ S ANIRECORDED SEPTEMBER 5. 1905 IN BOOK 1, PAGE 231eQP PATENTS; RECORD.., OKORANOE COUNTY DESCRIBED AS FOLLOWS: • , • BEGINNINGS AT STATION 49 OF THE'. BOUNDARY SURVEY OF 1IBE RANCHO _ LOS ALAM TOS. AS PER MAP•RE,CORDED ITV BOOK 1, PAGES 460;46) AND 462`0F PATENTS OF SAID LOS ANGEL88 C)OUNI'Y; THENCE 'ALONG SAID BOUNDARY NORTH 65 °40' 00" WEST 230.47 FEET TO/A L;INEPARALLEL WI111 AND FEET/MORTHWESTER Y FROM THE RANCHO LINE. BETWEEN BOUNDARY STATIONS 49 AND/ 50: THRICE ALONG SAID PARALLEL LDIE. NORTH S4° 48'00" EAST 1226.40 F EET TO•A LINE PARALLEL vim AND 30.00 FEET SOIIIHWESIERLY FROM TIE SOUTHWESTERLY LINE OF THE 200 FOOT STRW OF LAND DESCRIBED- IN QUf.ABI: DEED TO THE PACIFIC ELECTRIC RAILWAY COMPANY RECORDED FEBRUARY 21,.1924411N BOOK 514, PAGE 44 OF DEEDS OF SAID • ORANGE COUNTY; TIMEMCE ALONG SAID SOUTHWESTERLY LINE SOUTH 42° 15' 00° EAST 20132 FEET TO SAID RANCHO UNE' THENCE SOUTH 54° 48' 00" WEST 1136.60 FEET' TO THE POINT OF BEGIN ; r r � . EXCEPT T1OR$FROM THAT P, LYII�TG NORTHEASTERLY OF THE LAN CONVEYED • TO THE STATE OP CAL.IFORNIAFORH1QHWAY PURPOSES RECORDED IN BOOK 426, PAGE 3711 OF DEEDS. OFFICIAL RECORDS OF SAID ORANGE COUNTY, AND SUBSEQUENTLY RELINQUISHED TO ME CITY OF SEAL BEACH BY INSTRUMENT RECORDED DJ BOOK 700, PAGE 260 OF OFFICIAL RECORDS OF SAID COUNTY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE BOUNDARY LDIE BETWEEN STATIONS 49 AND 50 OF SAID RANCHO LOS ALAMITOS, DISTANT NORTH 54° 41' 00" EAST 213.27 FEET FROM SAID STATION 49; THENCE NORTH 43" S6' 00" WEST 202.36 FEET TO A UNE PARALLEL WTTR AND DISTANT NORTHWESTERLY 200.00 FEET FROM SID BOUNDARY UNE; THENCE NORTH 34' 48' 00" EAST 80.94 FEET ALONG SAID PARALLEL LINE; THENCE SOUTH 43° 56' 00" EAST 202.36 FEET TO SAID BOUNDARY LINE; THENCE SOUTH s4" 48' 00" WEST 80.94 FEET' ALONG SAID BOUNDARY LINE TOTHE POINT OFBEGINNING. • 2/13/00 10147.2 A -I 11140 /43319 v6 SAID LAND 13 INCLUDED WITHIN THE AREA SHOWN AS PARCEL A IN LICENSE • SURVEYORS MAP OF THE TIDELANDS EAST OF NAPLES FLED TN BOOK 2, PAGES 47 AND 48 OF RECORD OF SURVEYS. IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY OF ORANGE PARCEL 3: • THAT PORTION OF THE SOUTH HALF OF SECT ION 11, TOWNSHIP 5 SOUTH, RANGE 12 WEST, INCLUDED WITHIN LOT C -1 OF THE RANCHO LOS ALAMITOS. IN THE CITY OPT SEAL BEACH COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAPS I AND 2 FILED . IN DECREE OF PARTfi TION IN THE SUPERIOR COURT OF CALIFORNIA IN AND FOR THE COUNTY OF LOS ANGELES. CASE NO. 13527, A CERT IPJED COPY OF THE FINAL DECRELOF SAID CASE RAVING} BEEN RECORDED FEBRUARY 2, 1891 TN BOOK 14, PAOB 31 OF DEEDS: E4 FOLLOWS: OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNT_$; ;DESCRIBED AS FOLLOWS: : a BEGINNING AT STATION 49 OF SAID RANCHO 10S ALAMITOS; THENCE NORTH 54° 47 05" EAST 213.27 FEET ALONG THE WESTERLY BOl1NDARY OF SAID RANCHO TO THE SOUTHWESTERLY LINE OF MARINA DRIVE, AS DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED IN BOOK 436, MOE. 107 OF•. OF SAID ORANGE COUNTY; THENCE ALONG SAID SOUTHWESTERLY LINE SOUP1I;44" 02" FAST'33.50 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORThEAST RAVINO'A RADIUS OF 940 FEET; THENCE SOUTHEASTERLY ; 123.71 FEET • ATAN0 SAID CURVE TO THE NORTHEASTERLY PROLONGATION OF THE NORTHWESTERLY LINE OF FIRST STREET, AS SHOWN ON A MAP QF BAY,CT Y RECORDED IN BOOR 3, PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID 'COUNTY; THENCE'SOUTA 31° 17 50" WEST 13709 FEET ALONG SAID PROLONGATION TO THE SOUTHWESTERLY UNE OF SAID * TAT C4; ; .TTIENCE NORTH 65 020' WEST, T. 240.00 FEET TO THE POINT OF BEGINNING. ' r , • EXCEPT THAT PORTION DESC }BED' ;!N \T11E FINAL ORDER OF CONDEMNATION RECORDED MARCH 23,1977IN BOOK 12115, P 201, OFFICIAL RECORDS. PARCEL 4: 1 '` / • ./ TEAT PORTION OF BLOCK H OF BAY CITY, IN THE CTTY OF SEAL BEACH, COUNTY OF ORANGE. STATE OF CALIFORNIA; AS. PER MAP RECORDED III BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS, IN-THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY LYING NORTHWESTERLY OF THE SOUTHWESTERLY PROLONGATION OF THE SOUTHEASTERLY UNE OF F/ ST STREET AS SHOWN ON SAID MAP. EXCEPT THAT PORTION THEREOF LYING NORTHEASTERLY OF 1118 SOUTHWESTERLY LINE OF OCEAN AVENUE AS DESCRIBED 1N THE DEED TO SAID CTTY RECORDED JANUARY 23, 1932 IN BOOK 536, PAGE 49 OF OFFICIAL RECORDS. ALSO EXCEPT THAT PORTION THEREOF LYING SOUTHERLY AND SOUTHWESTERLY OF THE FOLLOWING DESCRIBED LINE 2/13/09 10147.2 A -2 H&0: 443319 v6 • • BEGINNING AT A POINT OP INTERSECTION OF THE SOUTHEASTERLY LINE OF FIRST STREET AND THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS SAID STREETS ARE SHOWN ON THE MAP OF SAID BAY CITY; THENCE ALONO THE SOUTHWESTERLY PROLONGATION OF SAID SOUTHEASTERLY LINE OF EMT STREET 273.93 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH S8° S4' WEST 55.32 FEET; TIMER NORTH 22° 51' WEST 366.64 PEET; THENCE NORTH 24° 31' EAST 78.71 FEET TO THE SOUTHWESTERLY • • LINE OF OCEAN BOULEVARD, AS SHOWN ON SAID MAP. PARCEL5: .� THAT PORTION OF BLOCK °B° TOGETHER Wfhl THAT PORTION OF<"OC EAN. AVE." A STREET, IN THE BAY CRY TRACT, IN THE CITY OF SEAL BEAM COUNTY OF ORANGE,` STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCI INEOUS- : • MAPS, DI , THE OFFICE OF 711E COUNTY RECORDER OF SAID COI<1NIY WESTERL OF THE SOUTHERLY PROLONGATION OF *THE EASTERLY L.n OF B AC IC " C" OF SAID' - BAY CRY TRACT DESCRIBED AS FOLLOWS: :\ NI'', BEGINNING AT THB POINT OF INTERSECTION OF THE SOUTHWESTERLY PROLONGATION .' OF THE NORTHWESTERLY LINE OF FIRST STREET, AS SHOWN ON SAID MAP; -MIRTH IRE NORTHEASTERLY LINE OF SAID BLOCK "B "; THENCE NOTUT113I t 17' 00" BAS;80.11 FEET ALONG SAID SOUTHWESTERLY PROLONGAT10N 'TILT: MOST OU HERLY:CORNER OF ; SAID BLOCK V THENCE NORTH SS°, 30" .: WEST 317.36- FBS1S'''ALONG THE SOUTHWESTERLY LINE OF SAID ELOOC , - F0 7`i5: BAST 'RI.Y \ LINE_OF' THE LAND DESCRIBED IN THE DEED TO LAS ANGELES COUNTY. FLOOD CONIAOL DISTRICT RECORDED MAY 20,1933 D4 BOOK 612, PAOB 317 OF OFFICIAL 10XORDR OF SATD ORANGE COUNTY; THENCE SOUTABRLY ALONG: TIE SOLTIHERLV,.PROIANOATIO -„OF SAID EASTERLY LINK, A�„,AID "I ,SEAT. BEACH .BOUNDARY AG , _RP.FlODIT NO. ' 2; RECORD'S) APRIL 8,1968 IN HOOK�.8365:.PAO8 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY TO MB NORTHERLY TAUS OF THE AGRT LINE _BETWEEN THE STATE IANDS CONSIISSION; AN6 THE CITY OF SEAL BEIat AND'`T CI'T'Y OF LOB ANGELES RECORDED AUGUST 9, 1967 IN BOOK 8336 PAGE :4:.OF ` OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE SOUTH 24631, 00° WEST 60.00 FEET ALONG LAST SAM Ate, La1B TO THE sourHwEsrEgLy CORDER OF THE LAND DESCRIBED IN THE DEED TO THE CLiY OF SEAL BEACH RECORDED JANUARY 23,1932 IN BOOK 536, PAGE 49 OF OFFICIAL RECORDS OF SAID ORANGE,COUNIY; THENCE SOUTH 67° 06' 27" EAST 297.06 FEET ALONG THH iO TTHERLY UNE OF / SAID LAND OF THE CITY OF SEAL BEACH, SAID SOUTHERLY LINE BEINO THE SOOT ESL:Y'LNE OF OCEAN AVENUE AS SET FORTH 114 RESOLUTION NO. 197 BY,THE TRUS7E8S'OF THE CITY OF SEAL BEACH AND RECORDED IN SAID BOOK 536, ?ME 49 OF OFFICIAL RECORDS. TO THE POT OF WORMING. A PORTION OF SAID OCEAN AVE, WAS VACATED UPON APPLICATION OF THE BAYSIDE LAND COMPANY AND ACTION OF THE TRUSTEES OF THE CITY OF SEAL BEACH RECORDED AUGUST 18, 1914 IN MINUTE BOOK 11 AT PAGE SI. • 2/13109 10147.2 A -3 H&O: 043319 v6 PARCEL 6: BLOCK C OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE. STATE OF CALIFORNIA. AS PER MAP RECORDED IN BOOK 3, PAGE 19 OP MLSCELIANEOUS MAPS, A4. THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND THAT PORTION.OF LOT A-2, IN THE RANCHO LOS ALAMITOS INCT.UDBD WTIHW SAID CITY 01' SEAL BEACH, AS SHOWN ON MAP NO. 1 FILED IN DECREE OP PARTTITON IN THE SUPERIOR COURT, OF;,LOS ANGELES COUNTY, CALIFORNIA. CASE NO. 13527. A CERTIFIED COPY OF THE FINAL DECREE OF SAID CASE HAVING BEEN RECORDED FEBRUARY 2, 1891 IN BOOK 14. PAGE 31 OF DEEDS OF SAID ORANGE COUNTY. LYING WESTERLY OF SAID BLACK C AND LYING NORTHERLY OF 'THE WESTERLY PROLONGATION OF THE SOUTAWES'IL'RL „LINE OF SAID BLACK C. ^ EXCEPT FROM THE ABOVE DESCRIBED PORTION OF SAID ” LOT A -2 THAT PORTION THEREOF LYING WF.STTRLY AND SOUTHERLY OF THE FOLLOWING DESCRIBED LJNE: BEGINNING AT A POINT NORTH 6S° 00' 00' WEST, 330.00 FEET FROM STATION NO. 49 OF . THE PATENT BOUNDARY LINE OF THE RANCH0 LAS \,ALAMITOS, BLENI,G IN THE NORTHEASTERLY LINE OF SAID BLACK "C" AND ON THE EASTERN SHORE OF THE INLET FROM THE PACIFIC OCEAN TO ALAMITOS BAY; THENCE SOZTT'II 12° 00' 00' WEST, 547,90 • FEET; THENCE SOUTH 6 . 00' 00" WEST, 69.95. F ,. THENCE�SOU TH 29° 15''00; � E AST. 38.72 FEET TO THE PORiT OF INTERSEECTION,'WrnL T E NORnmarEitif LINE OF OCEAN AVE., AS SHOWN ON AFORESAID MAP, OF HAY CITY;, THENCE SOUT I SS° 43' CO" EAST, ALONG SAID LINE OF OCEAN AVENUE 325.63 FEET TO THIS bOUTHPASTERLY CORNER OF SAID BLOCK "C. t '- ALSO EXCEPT THAT. PORTION THEREOF INCLUDED WITHIN TRACT 698;AS PER MAP RECORDED IN,B001C 31. PAGE 27 OF MISCELLANEOUS 'MAT'S, DI THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. • - 1 - . •� ALSO EXCEPT PORTION DESCRIBED IN THS FINAL ORDER OF CONDEMNATION RECORDED MARCH 23,1977 IN BOOK 12113; PAGE 201, OFFICIAL RECORDS. 1.x:•.1 � EXCEPT FROM's SAID PARCELS 1 THOUGH 6 ALL WATER AND WATER RIGHTS APPURTENANT WBET11ER SURFACE OR SUBSURFACE AND ALSO EXCEPT TBEMEFROM ALL 011., GAS. AND PETROLEUM, OR.OTHER MINERAL OR HYDROCARBON SUBSTANCES, WITHOUT THE R10}ff TO.EM'BR.UPON,IHE SURFACE OF SAID LAND FOR SUCH USX AS RESERVED BY THE' CITY- OF LOS ANGELES, A MUNICIPAL CORPORATION,9 IN THE GRANT DM RECORDED MAY 27, 2003 AS INSTRUMENT 140. 2003000612579, OF OFFICIAL RECORDS. END OF LEGAL DESCRIPTION • 2113109 10147.2 A-4 SRO: 043319.6 P 3t1S[tlIF 1 111111 F i11111111 id9'g I I E T a ,t l t tg! t 1 I H ii�F 1 I.a if • iii• . of :..t ;l'. br, 11 tiat� - I'l'l , a i j• el:i.. •' i ■t 4.i 111.. !MI - .. -f ili • Iti I Ii i:11: f 1 [ i li ' is [ 4.4 I i [j• y .. �i }::- ! `I '■ts! - t ' l ° a . Iii:.t[ 1°[1 [;ilea 1 iii;1 'rt•t1111,tt[l !RP �. 1 ...... NAY— . -442 3 N a.1 E. • y i [l 1111tH[ 1.6 ■i fi • •(( 1 ■t fa C��f f - 27 ' s f : 'ifs! ■ i 1 .1 ;}t " ;44 1, 142[.1 '11 � at1' e[ a( .1. — — — — t. 2 1 i °iga1°`. a3F,t }S [ 'y° t 1 421 a } il 3 _ fjs, t11 1 If fi 1 le E � 1 , a � � F`1 ' +o. 'I 1 4 , •. S 1 .1 : 42 E ° t 4 y ii j 4 ' f • [ j t ' 1 42 42 t 41 . t 1( I e s ! + . • • ';l1 I f ' a . d � � 9 iii 1I[6�! t f l j '�e 4 ityt d: 1 to op .1 11. _� mo w_ q• [ _ _ [ [[f Ei oc2Alt ..sus .. - ______ 1._27,1_4tO • , � I �1 i ll d 1 !1[ 1}� q ii t d q � F [ MO . .,S g. : i1 a F ft" °f !■. i �■■ .lke.; -it -f ..[E, �l. % 1 1 -.'. , i3 if t .. I .cj t 1 : s y cr. W t \. °3.. ; liel ` ei I t 11 if1'i • ! a ; i [ .4itbt [ [I �tf 1;104 , i:i 1 ' Vi , a 18 f ii.iit F1111 ;f11P 1 ti i ' il il i [Et 1 ? _` • ] - -,p - - - _ - -,- . •_ - - `• I a ill it lf![�� L_ `}jS�-lSi�fF11 • si b� - : ‘,,1%. _ -- - t d illi:+u.i- F1 FDt�i i . f 4 a s � 111 { }r' tit.. ■f a r i % i i E } " •:j[f 1 11::::1; t j f . 4% °• , • ij B ;. .� ; 1 ; i i �f t \ LLL `r $ `i P / It ll ".l ilfl! 1; !lad ! . (� 1 I � . — �` n\ [t 11 al;f1 i i�altt`i ^+ .•' ._ r ■ fir t i .i i ✓> i ,%� 4 ;i - - r ,1 a _ _ / Eip NI : - . ° .1 . ; . ' � :'9 �F a -. _I _ _--..!r ° J r ,, ; Cl) .9 ° ' u �•v_'� A •rn^. a � 4 ill tliilla74 • 1 4 ^ , � . -\ ° % tl . 1 i.. eii €d e i',4,11\'.4: V 4+'0 e t�ia i, •e r #e z ti l - - - - -- H F J %te �, • � .! 1 I-3 . -- �- ic y 4 1 , e i a: Ca i — — ____navt, - ---- . ..,Nrit... < G I C f ' i i e F 11 { [ 1 } 1111(iiil as MI s ®® ® a I sae pma :ia.: -i ;![ laid COO ® ®0 ®0 ®0 0 000 O® 0000 0 0 0 0 0. 0 t a f t 1 { 1 _ _, ay t . iF f iC1 d1 t6 I �tt lild'. Ij+1i;t I/1211111111 ;ill $ [ f ile. °I II !ij1,ti; .I 1. ftl i�. ;{. .. l �� ; �P! } f�[:: t ■t ;ftl.t i [• j �t t� i ■� • ■t��$1e� t L { a 9 421 AAF 1 : fc : S• Lt 1 F F y t !III L i. •i i ! 1 ' [i Ili � • I i II i i i i } j t ii 11 a 421 j a t i ; ' . la 1-t 4ii F S f f { 'i L u; 1 f 11 t I` 1 S dji'il■i f ` tf:[ i•°t t 1 _ la e if' _ f ! /� i(tt [R 11 i 1 ° f f iifi f 1` It! 21:1!1! [ f 1 .if ;'t e t ig f il• ! . t. 4 1 l 1 4 • ef t ; I F '[ 1 • (f���I :v' -_ I!1 }l ;�'1E! . �[. ; 3 : ' Ei l i P : _Ll s I p i 1 1 a d� % � a ■ii i i• f i � ° a °j ; Ill; Ef.a. lift • 1 p•!':FQ I;ri ;I . fi1•q(`.i rx y! ■i 1 t . I.1:ts ti ! fiit 1 1 ; t ,l1 ;1 i Ili! i( i -i. 1f 1 L_ - i a ;i is • f . i l [ j- 6 i '! 1 . t I i pl. a la-111i t f S. f . f E i I a i f1: I i I i1 E iv 1 1�1 f t i • F. ! F j 1• : 1 l! t i ll l ! €f 1 • 1 A•t . - . t F. f 3 L y ! ; I: . f V .l t Ill a 1. 9 i i t • • ; 1 1 11; 1; , { 1 sit 1 a i I! I1 e ; 1 ; : lid 1 i f y .l 'd . [i l� 1 1 t • t .� . i qqi E r .g1 } 1l ft of 1 - • 1 s ' f 4`t [ i i PM =0R --- PPM MU ..... .Mem I— —° �. . 1 MOM ■. 70aa ammo ° '- °� °"° -- aOS,N■u, ue _° ±. ° «� . ' . L n ' 4 '° � C OAST SURVEYING. INC. 7 ui 7aegp ui °•. ~'..'•• : ;r±` ■wa, r urn 1420. wK • 0at "' 7042 -m42 - f COMM nna cmaaa E s .. r t. f13:,,„ wiia, wrier ane -asar ou) III- UPS 4 © © O 1# 1111 i i it � '1 y n ' p g I F Pi I - 6 g I Pi 1 1 5 Id i 6 h I 1 AYM 7d3S , 1 t F 3AY NY3J0 -- '----� - -.- . 1 , , .. ' _-_-_-=_-_ � ots - 1a` ----- - -- g, , • t AVM MS4 »ql i p, . •1 1 • 1, S j f "W it % -,r^j N d ;F 1 ■ . 1 I �m y 4rii t I ♦ O N In y j� 1 i IC 3 s n,wew s n I es t ci t • .. -``ssM 1 I . 4i 4 14,15 ` y _ p .„,,, Y � ,aaa 1 g Y g n t `\�` past► ,'Cal § - 'd s>Rtx .ati .at:oct ,���� i pCCaa OR i i` in r %_ cks I .. a ..,,,,„7/9" -41, 4 IN mi l " — a ; — - —� - - -- �_.�_ —....Z241r –_ w,,. 1 — — q _ E — - D Rt b g ` -` `� 8 N!gx9 • EXHIBIT "C-1" LEGAL DESCRIPTION "PROPOSED RESIDENTIAL PROJECT AREA" LOT "D" LOTS 1, 2 AND 3 IN BLCOK 100 OF TRACT NO. 698, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 31, PAGE 27 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THAT PORTION INCLUDED IN THE FINAL ORDER OF CONDEMANTION RECORDED MARCH 23, 1977 IN BOOK 12115, PAGE 201, OF OFFICIAL RECORDS. .gym SAID LAND IS INCLUDED WITHIN THE AREA SHOWN ON A MAP FILED IN THE OFFICE OF\, THE COUNTY RECORDER OF SAID ORANGE COUNTY, IN BOOK 90, PAGES 2,.k TO 30, INCLUSIVE OF RECORD OF SURVEY. �`� \ LOT "E" f � THAT PORTION OF TIDE LAND LOCATION NO 137 (SURVE NO. 106) AS PAT BY THE STATE OF CALIFORNIA ON FEBRUARY 12, 1901 AND RECORDED APRIL 27, 1901• IN BBOK 9, PAGE 105 OF PATENTES, RECORDS OF LOS ANGELES COUNTY RECORDED SEPTEMBER 5, 1905 IN BOOK 1, PAGE 231 OF PATEkTES, RECORDS OF ORANGE COUNTY DESCRIBED AS FOLLOWS: • BEGINNING AT THE STATION 49 OF THE BOUNDARY SURVEY OF THE'RANCHO LOS ALAMITOS, AS PER MAP RECORDED IN BOOK 1, PAGES 460,461 AND 462 OF•PATENTS OF SAID LOS ANGELES COUNTY;--THENCE ALONG SAID BOUNDARY NORTH 65 00' 00" WEST 230.47 FEET TO A LINE PARALLEL AND 200.00 FEET NORTHEWESTERLY FROM THE RANCHO LINE BETWEEN BOUNDARY STATIONS'49 AND 5,0; THENCE ALONG SAID PARALLEL LINE NORTH 54° 48' 00" EAST 1226:40 TO ALINE PARALLEL WITH AND 30.00 FEET SOUTHWESTERLY FROM THE LINE OF THE 200 FOOT STRIP OR LAND DESCRIBED IN QUITCLAIM DEEDT�O.THE PACIFIC ELECTRIC RAILWAY COMPANY RECORDED FEB4tU \RY 21, 1924 IN BOOK 514; 44 OF DEEDS OF SAID ORANGE COUNTY; THENCE ALONG SAID SOUTHWESTERLY LINE SOUTH 42° 15' 00" EAST 201.52 FEET TO SAID RANCIiO LINE; THENCE SOUTH 54° 48' 00" WESTE 1136.60 FEET TO THE POINT OF \,\\:.\-‘,. ' • EXCEPT THEREFROM THAT PORTION LYING NORTHEASTERLY OF THE LAND CONVEYED TO THE STATE OF CALIFORNIA FOR HIGHWAY PURPOSES RECORDED IN BOOK 426, PAGE 378 OF DEEDS, OFFICIAL RECORDS OF SAID ORANGE COUNTY, AND SUBSEQUENTLY RELIQUISHED TO THE CITY OF SEAL BEACH BY INSTRUMENT RECORDED IN BOOK 700, PAGE 260 OF OFFICIAL RECORDS OF SAID COUNTY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE BOUNDARY LINE BETWEEN STATIONS 49 AND 50 OF SAID RANCHO LOS ALAMITOS DISTANT NORTH 54° 48' 00" EAST 213.27 FEET FROM SAID STATION 49; THENCE NORTH 43° 56' 00" WEST 202.36 FEET TO A LINE PARALLEL WITH AND DISTANT NORTHWESTERLY 200.00 FEET FROM SAID BOUNDARY LINE; THENCE NORTH 54° 48' 00" EAST 80.94 FEET ALONG SAID PARALLEL LINE; THENCE SOUTH 43° 56' 00" EAST 202.36' FEET TO SAID BOUNDARY LINE; THENCE SOUTH 54° 48' 00" WEST 80.94 FEET ALONG SAID BOUNDARY LINE TO THE POINT OF BEGINNING. SAID LAND IS INCLUDED WITHIN THE AREA SHOWN AS PARCEL A IN LICENSE SURVEYORS MAP OF THE TIDELANDS EAST OF NAPLES FILED IN BOOK 2, PAGES 47 AND 48 OF RECORD OF SURVEYS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY OF ORANGE. LOT "F" THAT PORTION OF THE SOUTH HALF OF SECTION 11, TOWNSHIP 5 SOUTH, RANGE 12 WEST, INCLUDED WITHIN LOT C -1 OF THE RANCHO LOS ALAMITOS, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAPS 1 AND 2 FILED IN DECREE OF PARTITION IN THE SUPERIOR COURT OF CALIFORNIA IN AND FOR THE COUNTY OF LOS ANGELES, CASE NO. 13527, A CERTIFIED COPY OF THE FINAL DECREE OF SAID CASE HAVING BEEN RECORDED FEBRUARY 2, 1891 IN BOOK 14, PAGE 31 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNTY, DESCRIBED AS FOLLOWS: • BEGINNING AT STATION 49 OF SAID RANCHO LOS ALAMITOS; THENCENORTH 54° 42' 051 EAST 213.27 FEET ALONG THE WESTERLY BOUNDARY OF SAID RANCHO TO THE. SOUTHWESTERLY LINE OF MARINA DRIVE, AS DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED IN BOOK 436, PAGE 107 OF DEEDS OF. SAID ORANGE COUNTY;'' t .. THENCE ALONG SAID SOUTHWESTERLY LINE SOUTH 44° 02" EAST 33.50 FEET TO THE IN BEFNING OF A CURVE CONCAVE TO THE NORTHEAST HAVING A RADIUS OF 940 FEET; THENCE SOUTHEASTERLY 123.71 FEET ALONG SAID CURVE TO THE NORTHEASTERLY ' PROLONGATION OF THE NORTHWESTERLY LINE OF FIRST ST AS SHOWN ON A MAP . OF BAY CITY RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE' OF THE COUNTY RECORDER OF SAID COUNTY; THENCE SOUTTh31° 17' 50" 137.49 FEET ALONG SAID PROLONGATION TO THE SOUTHWESTERLY OE SAID LOT C -1; THENCE NORTH 65° 02' 10" WEST 240.00 FEET'T,O POINT OF BEGINNING. EXCEPT THAT PORTION DESCRIBED IN THE FINAL ORDERpFcONDEI4NATIION RECORDED MARCH 23, 1977 IN B001$.12115, PAGE 201, OFFICIAL RECORDS. f ' �' `. _ '_ `/► \ Q, `, , I , LOT "G" > BLOCK "C" OF BAY.CITY, IN THE CITY OF SEAL BEACH,.COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND THAT PORTION OF LOT A- 2, IN THE RANCHO 'LOS ALAMITOS INCLUDED WITHIN SAID CITY OF SEAL BEACH, AS SHOWN ON MAP NO. 1 IN DECREE OF PARTITION IN THE SUPERIOR COURT OF LOS ANGELES COUNTY; CALIFRONIA, CASE NO. 13527, A CERTIFIED COPY OF THE FINAL DECREE OF SAID CASE HAVING BEEN RECORDED FEBRUARY 2, 1891 IN BOOK 14, PAGE 31 OF DEEDS OF SAID ORANGE COUNTY, LYING WESTERLY OF SAID BOCK "C" AND LYING NORTHERLY OF THE WESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF SAID BLOCK "C ". ALSO EXCEPT THAT PORTION THEREOF INCLUDED WITHIN TRACT 698, AS PER MAP RECORDED IN BOOK 31, PAGE 27 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPT THAT PORTION DESCRIBED IN THE FINAL ORDER OF CONDEMNATION RECORDED MARCH 23, 1977 IN BOOK 12155, PAGE 201, OF OFFICIAL RECORDS. ALSO EXCEPT THAT PORTION THEREOF LYING SOUTHEASTERLY AND WESTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT THE SOUTHEASTERLY LINE OF SAID BLOCK "C" OF BAY CITY, BEING 60.20' SOUTHERLY FROM THE MOST SOUTHERLY POINT OF THE LAND INCLUDED IN THE FINAL ORDER OF CONDEMNATION RECORDED MARCH 23, 1977 IN BOOK 12115, PAGE 201, OF OFFICIAL RECORDS; THENCE NORTH 58° 53' 38 "WEST, 321.92 FEET; THENCE NORTH 76° 07' 33" WEST, 88.88 FEET; THENCE NORTH 16° 24' 59" EAST, 179.66 FEET; THENCE NORTH 13° 52' 27" EAST, 74.66 FEET TO A POINT IN THE NORTHEASTERLY LINE OF SAID BLOCK "C" DISTANT NORTH 65° 00' 00" WEST, 238.07 FEET FROM STATION 49 OF THE RANCHO LOS ALAMITOS AS SHOWN ON SAID MAP OF BAY CITY. ALL AS SHOWN ON EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. i .- „ ,, A ND so R PREPARED BY: v C,g s�LF r . t, • _ / '' No. 541 i f `. s. • 3 -17-1/ ' ' Exp. 9/30/1 2 ,.\ '_ Y V. CASE, L.S. No. 5411 \ c91% �� .•� . 7 . \ \ e • .. ..J .- •- --..., 'c• .� i \ t om' y • • \ ♦. \ . i '�.. ,: • ♦ fit. ' z • i- -----''' --/ \ ) (4yk6 = 1, 214 ac. EXHIBIT "A" 1 • / /\----- c \ I E 291. \ \ • N. T. S. 44, \ N `� 10 6 mo ti Yr ' � �' s o ,c( 1.0. 1 11 cr rs 0. 7 \ 0 0,-, / s . P . / s �3 �pT ..4.., tO V. ` \ 0l / o- `-,gy\q> „ . a te, \ QOR• vol v., 00' 4 tea• / p . % \ . e 40 1 g:y �' N � l A.:-.94Q., ,, ` 3f+ T •• / / `Or � �' �. `p . o V ' \ <�s R • , .. 4 � F '�. 4 N -4 t e ft ' 4. 4 S S 41)e- c� 0 , w ; / - ' c6 -,S\ . -- . ' / * O � � - * / 111 �� o, w • a �' /p Z � ti / d) ' '0 1 / cP. 4J ' / P�'� C�' ? c6'.01 °- / c 0�pf 5. PG G 0 f 9Pg �- `LO �,' / / ORO�, OF 6K 12 L �K ;P P tiP''- 3 ( �v . / RED 0•R' .� / 2 qsF 5 74'3` / • -' No. 5411 /44#./ / • * Exp. 9130112 'IL / cij, 3 l 3 -(7—I( V. CASE L.S. 5411 PREPARED IN THE OFFICE OF': f 1 Y OF SEAL BEACH Case Land Surveyini, Inc. PROPO. • 'ESIDENTIAL PROJECT AREA SHE T Surveying Mapping GPS Services 614 Eckhoff st. POR. OF BLOCK C, BAY CITY MAP BK 3, OF Orange, CA. 92866 PG 19, OF MAPS, Sc POR. LOTS 1, 2 Sc Tel (714) 628 -8948 JOB Fax(714) 628 -8905 3 TR 698, MM 31/27 COUNTY OF » 791 ORANGE, STATE OF CALIFORNIA. . ., • I ' • , • ' .. I - i : % / , . , , ' . .,. 1 i t • . , • : ' ! ' / i / •' I . / • • • • r/ ,. /. , • , . ! / /: / , .• I 1 •.• ' IF „ r • . • , ' 1 : I / • : / . . . • • ' ':', t ! : ' • , • `-: ea 't % ., , . . ,, ...0.1001... •:". f• ,••••• ' ' i 4/ It ' : ' .. • Si ,- • : 1 • • SP GPaw' • -:-• -it iA 1 . ' '': . • • V . .......--**". --- ' . ... ....--;: • ::;::::.7.:jy,!.. J 141* i; ',, . :i I , '-... P / ' -..••• ' ...." I ......rf -... . • • .- ". - - '. • - ..' 15 XI ?'/ . ' .....rtt -... r :.:, ..., • ".;...:• .1,.: - -;;;...:1.' r-••••••• ., -, •'. ,- ,it;- , - -;•' V I „ ..../ • ... .. ::••: - : - .:•-*:•• - :&- , ' 0. '. ....-LP • ' ' -" 4 . .'" - - ;; -1 1- - :• •- II I - 1 /. i -.... • : : ./....... „ •,, ' ''' .141 - - ' gi....'• -' ; : '' : •, , ,.. • . P-, ' . \ ..._ ..--- . A .- ' — \ .. rrTi'7 - ' ' " -. A '. i . gt y . - - . . : - - • . ,/,- --,s A , .. ... „...../ • ''' • . • •;... •• r —. 4. ' ' 't:: :- ..;; ..-- - • -:-.----:*•-:. ':.: -• -......;-- • ...... . . . ._ „ . 1. -;,. i' •a \ - :.,'• ?,. s , ... Stlig•-•--... . 2 11_ ..., . ,.,, _. ..1. . is,../..‘..:.......,,......,;1\"..-5.1..;'141::/:1 ....'" . • ' --... - -- 1 " ".7...- - 7: - -.. - 7 , 9 •"'"'' / \ S• " ,_ .1 • •X \ ''-, ' - • T:. ;•. . , t • ./' ; if ' '-', ' • .. - ' ' ..,,,_:.;;;;,+,"'':, ",:;. . - - 1610 11.615'4 ft •••■•.: ••i::.: i --.. \ , . - „.. . 000 , A, ,c•-• 4 ;I Promo / L Ill -------- ‘2,------ '.. i i . ... 1 ....,....--- , 1 . _ „old ii, I; .,: 4 . - , • ,... • 1 _.L.L. 1110 "7" -- .. -. _ . , N ..' l• 3 `4., . ' ...1.. . „ -, , • . 1 ' ."' - • P ir - . - ,.. 1 ,;0' ' • !' •,.... ' : . it ' - j/ 1 0'f 1 .... ; . . ... • , _. ..._ .. ,-. 1 1. . . -' 4 I I - • .... 2. AC i.."- ..i: ' - 1\ 1 • \:.. ,I r" ftga=mssizmr .- t.... 1 ...:. ,, - ,f . amiimemo. \..,..,, _ -,.., u i.• I 4.- I i ' - ..":•=-* qg& i , MAP Ail - • 4 ,.'..4 MillaaMMI` .,',. • .' , 4 ii 41 / 1 - ; 5 1 ,- 511 1'' - fI, ' i' . .. ., ... .1 1 1 • ) 3o ...,•*-- .Zi 4 - .,---: ..! 4: " il • :1 . 1. .,.. • . • , i . a, . s • ‘... ,.. , , ..., , ,, - 2 -1 : 1:: , , t,.. -:. ,./4\;• ,...'%•••• .:,...' _ 'L i ..,.., „-sili f isq.,. , . rm . -,,,- . , :- a 1 I L _ _yes • ■ : • , . • :. / 7. I i . t' i • i '... .- / -: ' Ir. 7 17 1.' 5 — I ..... , .; , n , ii • . :.... )1. , . •• •.?•\ ' 'ti • ,7,. 4 2.: .,.. `,7 •'. , .. .-. ..... • 7 1.,r.sr -- -.. s ...-- 2gt \ .11 !Mill r , . • • - _ . • . , • , . ....-.. , 01 ,. - ,-; -... . .t , - \ • 22 ". 5 L - , ' • ' - - ^' StVirta4UB2..' '.-,------.' 'r. '' i k . :.:.•- •-• - 77 - •-•;,, - , - - . ,., \ -:: ' i'll-rs• •• .:; •• :, ,..•/.; 1,..y; . . :: _...- ..1: I E.- - . I;, ::;-,- : .._. . '..:5- ! ....,-- i '' I f I . • ,. • • 1.- r-- ----; • - • 1 !... .....: :,-.1.,, - .2: ,, i,% , :•-:-.,.-:.;—.2--fi. .." ":'•(."„ f . •11 ' c . • 01 ri.ci .- 1 ' -" z.---...1 l' :i r 1!` : ; : ' ' '-• - ( f' •' - ,,,' i - 1 -!:- !E..-' '.' '- l'..,e:, .. . _ , ..',.., .,:, : 1 • 1 . • •:. , •." ' t, I ! i 1 - .i• • 1 „:, : . • •• ',.. ...,. I ' r 1 1 J: -:. • ,. :.,. : . ,. I i I . • %. . , ■ % 1 • . , LEGEND -- - - -- csms 1.04 Or NO' e O / 0% . -•••■•■•— MST. 1•00111rr tr• ---. - — Pric•CSID Mirr Mr/MK r 0 V/ •O' — - - — MOM= MC 0/ 00% - ESEW25:;@ 1 1.00/011ED CM SCALI: r - •rl 1 M1000200) LOTURC I • I* 1,.. gouno, i EXHIBIT C-2 1 I Proposed Residential Project Plans 1.000 IIG Hill I . WA FUSCOE OCEAN PLACE DEVELOPMENT PLAN ,. ; ............. SEAL BEACH, CALIFORNIA - Min 1014 • I= . iltA111 ......*••••• 400ft 1111111 PIMP IS SW c-1 I • EXHIBIT D CITY PARCEL LEGAL DESCRIPTION "CITY PARCEL" LOT "A" THAT PORTION BLOCK `B" OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY LYING NORTHWESTERLY OF THE SOUTHWESTERLY PROLONGATION OF THE SOUTHEASTERLY LINE OF FIRST STREET AS SHOWN ON SAID MAP. EXCEPT THAT PORTION THEREOF LYING NORTHEASTERLY OF THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS DESCRIBED IN THE DEED TO SAID CITY RECORDED JANUARY 23, 1932 IN BOOK 536, PAGE 49 OF OFFICIAL RECORDS. , • ALSO EXCEPT THAT PORTION THEREOF LYING SOUTHERLY AND SOUTHWESTERLY OF K THE FOLLOWING DESCRIBED LINE: A • BEGINNING AT A POINT OF INTERSECTION OF THE SOUTHEASTERLY LINE OF FIRST STREET AND THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS SAID STREETS ARE • SHOWN ON THE MAP OF SAID BAY CITY; THENCE ALONG THESOUTHWESTERLY PROLONGATION OF SAID SOUTHEASTERLY LINE OF FIRST STRET. 273.93 FEET,TO THE TRUE POINT OF BEGINNING; THENCE NORTH-58° 54' WEST 55.32 FEET;,- THENCE NORTH 22° 51' WEST 366.64 FEET; THENCE NORTH 24° 31'.EAST'78.78 FEET TO THE SOUTHWESTERLY LINE OF OCEAN BOULEVARD, AS SHOWN , ON SAID MAP: LOT "B" i Y THAT PORTION OF BLOCK "B'.' TO,GETHER WITH THAT PORTION OF "OCEAN AVE." A STREET, IN THE BAY CITY TRACT, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3 PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY LYING WESTERLY OF THE SOUTHERLY PROLONGATION OF THE E LINE OF BLOCK "C" OF SAID BAY CITY TRACT DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE SOUTHWESTERLY PROLONGATION OF THE NORTHWESTERLY LINE OF FIRST STREET, AS SHOWN ON SAID MAP, WITH THE NORTHEASTERLY LINE OF SAID BLOCK "B"; THENCE NORTH 31° 17' 00" EAST 80.11 FEET ALONG SAID SOUTHWESTERLY PROLONGATION TO THE MOST SOUTHERLY CORNER OF SAID BLOCK "C "; THENCE NORTH 55° 41' 30" WEST 317.56 FEET ALONG THE SOUTHWESTERLY LINE OF SAID BLOCK "C" TO THE EASTERLY LINE OF THE LAND DESCRIBED IN THE DEED TO LOS ANGELES COUNTY FLOOD CONTROL DISTRICT RECORDED MAY 20, 1933 IN BOOK 612, PAGE 317 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE SOUTHERLY ALONG THE SOUTHERLY PROLONGATION OF SAID EASTERLY LINE, ALONG THE SEAL BEACH BOUNDARY AGREEMENT NO. 2, RECORDED APRIL 8, 1968 IN BOOK 8565, PAGE 1 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY TO THE NORTHERLY TERMINUS OF THE AGREEMENT LINE BETWEEN THE STATE LANDS COMMISSION AND THE CITY OF SEAL BEACH AND THE CITY OF LOS ANGELES RECORDED AUGUST 9, 1967 IN BOOK 8336 PAGE 954 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE SOUTH 24° 31' 00" WEST 60.00 FEET ALONG LAST SAID AGREEEMENT LINE TO THE SOUTHWESTERLY CORNER OF THE LAND DESCRIBED IN THE DEED TO THE CITY OF SEAL BEACH RECORDED JANUARY 23, 1932 IN BOOK 536, PAGE 49 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE SOUTH 67° 06' 27" EAST 297.06 FEET ALONG THE SOUTHERLY LINE OF SAID LAND OF THE CITY OF SEAL BEACH , SAID SOUTHERLY LINE BEING THE SOUTHERLY LINE OF OCEAN AVENUE AS SET FORTH IN RESOLUTION NO. 197 BY THE TRUSTEES OF THE CITY OF SEAL BEACH AND RECORDED IN BOOK 536, PAGE 49 OF OFFICIAL RECORDS, TO THE POINT OF BEGINNING. . A PORTION OF SAID OCEAN AVENUE WAS VACATED UPON APPLICATION OF THE BAYSIDE LAND COMPANY AND ACTION OF THE TRUSTEES OF THE CITY OF SEAL BEACH RECORDED AUGUST 18, 1914 IN MINUTE BOOK 11 AT PAGE 51. LOT "C" BLOCK "C" OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND THAT PORTION,OF.LOT A- 2, IN THE RANCHO LOS ALAMITOS INCLUDED WITHIN SAID CITY OF SEAL BEACH, AS SHOWN ON MAP NO. 1 FILED IN DECREE OF PARTITION IN THE SUPERIOR COURT OF LOS ANGELES COUNTY, CALIFRONIA, CASE NO. 13527, A CERTIFIED COPY OF THE FINAL. • DECREE OF SAID CASE HAVING BEEN RECORDED FEBRUARY 2, 1891 INkIBOOK 14, PAGE 31 OF DEEDS OF SAID ORANGE COUNTY, LYING WESTERLY OF SAID BOCK "C' 'AND LYING '\ NORTHERLY OF THE WESTERLY PROLONGATION OF THE SOUTHWESTERLY-LINE OF SAID., BLOCK "C". ..- --7-- --.... f ,r ,� EXCEPT FROM THE ABOVE DESCRIBED PORTION OF SAID LOT THAT PORTION THEREOF LYING WESTERLY AND SOUTHERLY OF THE FOLLOWING DESCRIBED LINE: ) ;\ Q • • t V ' J BEGINNING AT A POINT NORTH 65° 00' 00" WEST, 330.00 FEET FROM STATION NO. 49 OF j-_ =t! THE PATENT BOUNDARY LINE OF THE RANCHO LOS ALAMITOS; IN`THE r NORTHEASTERLY LINE OF SAID BLOCK "C" AND ON.THE EASTERN-SHORE OF THE INLET FROM THE PACIFIC OCEAN TO ALAMITOS �BAY; •THENCE SOUTH' 12 0000' =WEST, 547.80 FEET; THENCE SOUTH 6° 00' 00" WEST, 69.95 FEET; THENCE SOUTH 29° 15 ■00" EAST, 38.72 FEET TO THE POINT OF INTERSECTION WITH THE NORTHEASTERLY L OCEAN • AVENUE, AS SHOWN ON AFORESAID MAP OF BAY CITY; THENCE SOUTH 55 00" EAST, ALONG SAID LINE OEOtEAN AVENUE 3 FEET TO THE SOUTHEASTERLY CORNER OF SAID BLOCK "C" " � '-f -- ' / . / • ALSO EXCEPT THAT PORTION THEREOF LYIN AND EASTERLY OF THE FOLLOWING DESCRIBED LINE: ' - ` BEGINNING AT T H E SOUTHEASTERLY LINE O F SAID BLOCK "C" OF BAY CITY, BEING 60.20' SOUTHERLY FROM MOST SOUTHERLY POINT OF THE LAND INCLUDED IN THE FINAL ORDER OF CONDEMNATION RECORDED, MARCH 23, 1977 IN BOOK 12115, PAGE 201, OF OFFICIAL RECORDS; THENCE NORTH 58 °'53' 38 "WEST, 321.92 FEET; THENCE NORTH 76° 07' 33" WEST, 88.88 FEET; 'THENCE NORTH 16° 24' 59" EAST, 179.66 FEET; THENCE NORTH 13° 52' 27" EAST, 74.66 FEET TO A POINT IN. THE NORTHEASTERLY LINE OF SAID BLOCK "C" DISTANT NORTH 65° 00' 00" WEST, 238.07 FEET FROM STATION 49 OF THE RANCHO LOS ALAMITOS AS SHOWN ON SAID MAP OF BAY CITY. ALL AS SHOWN ON EXHIBIT "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. PREPARED BY: �� O y V C � RL P „ il- 3-17-11 (J No.5411 %�Z V. CASE, L.S. No. 5411 Exp. 9130112 9& �F CA- -; 1 ( , , 4 t 2 - . EXHIBIT "B" ii / \ + A., /. A. • 00.-- c 41 , w 0 ,4)v: .. ,.‘ › `60 & ..../.. t , \• , \\ 0 11 506 A 01- \ O R / N. T. S. s it• ot 4§ \ 1 \ A viA fl, 0) - _....... .4. (..kk\ 4 . '66dvi°--( .0 o / , .o 4 ■ To \ oft- . N . N \ 1.213 ' \ , . te 4 ee is. .,•,., .. \ ,, 0 6.0).1s. 0.11- .1 • . , \ /:,, ,.. ■.. , 1 - a. ,. -.1-R-1 vtr -1i, -.A. \ . 3 -■ - ,' /\ Z it, a s .1- z t, ' • lt. -- .7. • ‘ al) • ' / It , .. .., S .. 0, • .S , 4) • ‘, / . • „, ,, • w Z .., :.,- ..• cS.° 7 . of 1 ce. %. „. 6 '•- dh:000 w BO' G ' . \ ' - , Z '' 0 15 '0 A O 3/ l/ :' :: s'' 's . ' s - ‘-:'.-- Of C 1 .4., i \ IA. s - . 1. z ES 13 i ''' ''' ' I v A h. ..• ... .. X r fltw' 30 + A`b* e.•' . 1 \ d ., • -:::: ' -: ' ' y ' %. - • .t 4 40 1 S IO G i ‘ C4. 0* cb .. / ' cp 4. 1 8 , 0". o ': i . \NZ.., + ' • , \ s,, •11 1 '1.: .3s, -4- 9 • . \ .• *-4. • N.) -- 3.." o --‘ .. - • ' 1 4 0 0 ti d) -r- •0 s, N'S / / ' 10 cx cs1 * ',6). :I No.5411 c5 o s - < -• z ..,, %.". • • - . - • * cl ., 0 F ts>. . 91301 0) .,.., .... . -rt ' cl ie, 3r.. Q. it 3 -11 -1 1 0 LA Y V. CASE LS. 5411 PREPARED IN THE OFFICE OF: ITY OF SEAL BEACH Case Land Surveyin" 6 0 . , Inc. CITY PARCEL SHEET 1 Surveying Mapping GPS Services 614 Eckhoff St. POR. OF BLOCKS B, C AND OCEAN AVE. OF 1 Orange, CA. 92868 Tel (714) 828-8948 OF BAY CITY IN BOOK 3, PAGE 19, OF • JOB It. Fax (714) 628-8905 MAPS, COUNTY OF ORANGE, STATE OF CALIFORNIA. 11 Coast Surveying, Inc. EXHIBIT E March 18. 2011 BIKE TRAIL PARCEL THOSE PORTIONS OF BLOCKS B AND C AND OCEAN AVENUE AS SHOWN ON THE MAP OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE WESTERLY CORNER OF BLOCK B AS SHOWN ON RECORD OF SURVEY 2002- 1090, RECORDED IN BOOK 193, PAGE 47 OF RECORDS OF SURVEY, IN THE OFFICE OF SAID COUNTY RECORDER; THENCE ALONG THE NORTHWESTERLY LINE OF SAID BLOCK BAND ALONG THE NORTHWESTERLY LINE OF OCEAN AVENUE THE FOLLOWING TWO (2) COURSES:' 1. NORTH 25 °31'25" EAST 78.63 FEET; s •'` 2. NORTH 21°26'49" EAST 80.01 FEET TO THE SOUTHERLY CORNER OF THE LAND DESCRIBED IN THE EASEMENT DEED TO THE LOS ANGELES COUNTY FLOOD CONTROL DISTRICT RECORDED MAY 20, 1933 IN BOOK 612, PAGE 317 OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER; � `�•,\ 1 THENCE ALONG THE SOUTHWESTERLY LINE OF SAID EASEMENT DEED NORTH 28 °13'48" WEST 5.29 FEET; THENCE LEAVING SAID SOUTHWESTERLY LINE NORTH 20 °35'51 "\ EAST 145.26 FEET; THENCE NORTH 08 °18'15" EAST 25.13 FEET; THENCE NORTH 00 °42'40" EAST 29.01 FEET; THENCE NORTH 20 °50'28" EAST 87.75 FEET; THENCE NORTH 15 ° 52'02 "EAST 62.47 FEET;;THENCE NORTH 18 °18'30° EAST 130.33 FEET; THENCE NORTH °20'55; EAST 143.42 FEET;' THENCE NORTH 19 °04'10" EAST 9.40 FEET TO THE NORTHERLY OF' SAID' LOT CL :THENCE ALONG SAID NORTHERLY LINE SOUTH 63 °58'48" EAST 9076 FEET; THENCE, LEAVING' SAID NORTHERLY LINE SOUTH 15 °01'22" WEST 74.66 FEET; THENCE-SOUTH 17 °33'54; WEST 179.66 FEET; THENCE SOUTH 74 °58'38° EAST 29.41 FEET TO THE SOUTHEASTERLY LINE OF` SAID EASEMENT DEED TO THE LOS ANGELES COUNTY FLODDrCONTROL DISTRICT; THENCE ALONG SAID SOUTHEASTERLY LINE SOUTH 11 °36'49" WES211:41 -FEET; THENCE CONTINUING ALONG SAID SOUTHEASTERLY LINE W SOUTH 32 °10'48" E126.09 FEET; THENCE`SOUTH 12 °02;48 ° ,WEST 13.48 FEET; THENCE SOUTH 23°03'4T WEST 21.18_FEET; THENCE SOUTH 19 °47,`40. "WEST 46.26 FEET; THENCE SOUTH 21 °00'17" WEST 127.66 FEET; SOUTH 20 °12'32" WEST FEET; THENCE SOUTH 22 °43'11" WEST 40.94 FEET TO THE SOUTHWESTERL4LINE OF SAID BLOCK B; THENCE ALONG SAID SOUTHWESTERLY�LINE NORTH 21 °50'35" WEST 1 8.54 FEET TO THE POINT OF BEGINNING. CONTAINING 14,208 \QUARE FEET, MORE OR LESS. ALL AS MORE PARTICULARLY•SIiOWN ON EXHIBIT B ATTACHED HERETO AND MADE A PART HEREOF. LAN DATED THIS 1B'" DAY OF MARCH, 2011 ce DEL SG •p t i4gAlAterrk. OrteriZSZ .A. GWEN -VERA DEL CASTILLO, PLS 5108 L.S. 5108 / Q IF 2 e cm.‘` do JN 102 -052 San Gahrid Ri%cr Trail sszs -ins (it) ass-oecze V3 'Nusni 1 JO 1 133HS 8 3mns 4001 AVIAM8Vd MOGI. . • . :' ' ' - e - 1. : .'i.- ' ; :I., jev .-5,..., = l :31V3S „ 8 „ 118IHX3 I I/WC :31VO ZSO-Z0I. :# eor _. --4.. • II,. . o N. ,-.. • ....)) N. N 4> N. N. c> *,,, N. N. 130d 4 „(.,.) N. N. .9L '6 ti .,8f7.8S .C9N t72 1- , , ,, • *■,, 0 .991'L 3 .22V.I0 .G T N C2 1 N. UV N, N ,99 '61I 3 .VS ,CC :( IN 22 • N. , I V '62.. NI .8C i8S ALN 12 N. .117-a 6 ''' 3 .617 .96 .11N 02 ; N. .60 921 . 3 .0t7 4)1 ‘.2Ctl 61 ,..,• • ...! .817 t 1 3:82 .20 .2IN- 81 N / e'e 4 ® .5 ;I...4:1! ., : ;.E4 1 - •I 2 3 .Ltis.CO.C2N \ LI 0 / .. •-• .? • , 3 .017 ,L.0 .61N i..91 A. e 4 rze ce • .99 'L.1 ,3 .L1 .00.12N - SI JK:i .SE '06 • . i3,2E .21 .02N 1 ' Il I • , .es t:4 ..,.:. a " ,C- ,0 :.: . ' •176 '01? • 3.11 ,Ct? .22N/. Cl • • . .17S '81 , j ice ,OS .12S 81 kV N ,C9 . 8c . ti IS2 'IC .sas, - 11 ... ■LI ° - •- '...,:...' ...10 '08 . ' IA .61? .92.12S 01 Nfl ,T.,.::4-1 . . • &Y. (Fg '■V , .... . • - '14. ' „ '.f-.)2 'S A .8t? X I .82S 6 (49 -,,------- --. '''. \ 2 'Syl Ft .1S 'SC .02S 8 f -- A i N - .. XI: 'S2. /1 'SI .81 .80S L v; Q.) . -,, ' ' • .1C.i' ". /1 .01? .2t? .00S 9 'SC '18 11 .82 'OS .02S S , ....__ - . . . k..2.) .L.17 29 ' ; /1.20 ,2S .S1 S 17 - -. s•-. •; Oil .CC 'OC I ti .0C ,8 I .8 IS C I ". / 's' ' -... .....,' . b. .217 'COI ti .SS .02.91S 2 / - . ,.-., \ ' -'"' .00 '6 li .01 .t70 .6IS 1 " • ---'• : ) 33NV.LSICE 0N I1'38 1 ;.-b ..rd ., ..., . , k • . ,?:.•,' • ... . . ' A / 4 1P rc -, ) - • • _, v_.., / cn I- r _ 0 N. / P i. \ - 0 cy . / ■17 - 17 : ni P 1> / 0 / ..-- • 2 0 3> co •-,.. .....,e zi r- r-i5 -.., .;' rn 11, X, (V dVN1 AIINIOIA EXHIBIT F DRIVEWAY PARCEL A STRIP OF LAND 40.00 FEET WIDE IN BLOCK B OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, THE SOUTHEASTERLY LINE OF WHICH STRIP OF LAND IS DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF THE EXTENSION OF THE SOUTHEASTERLY LINE OF FIRST STREET AND THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS SAID STREETS ARE SHOWN ON THE MAP OF SAID BAY CITY; THENCE, NORTH 54 °44' 12" WEST, 13.95 FEET ALONG THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS SHOWN ON RECORD OF SURVEY NO. 2002=1090 F LED\AS INSTRUMENT NO. 2003000516244 IN BOOK 193, PAGE 47 OF-RECORDS OF SURVEY IN \ THE OFFICE OF THE COUNTY RECORDER OF ORANCEL COUNTY, STATE OF '• CALIFORNIA, TO THE TRUE POINT OF BEGINNING, SAID POINT �A BEING AT\ `. THE INTERSECTION OF A CURVE CONCAVE NORTHWESTERLY AND% HAVING A ) RADIUS OF 500.00 FEET WITH A RADIAL TO SAl CURVE AT SAID POINT BEARING./ NORTH 58°15'19" WEST; THENCE, SOUTHWESTERLY, :' )06.15 FEET ) ALONG SAID CURVE THROUGH A CENTRAL ANGLE 0E-12,°09'49" TO: AN POINT OF COMPOUND CURVE WITH A CURVE CONCAVE NORTHWESTERLY AND HAVING .A RADIUS OF 200.00 FEET, A RADIAL THROUGH SAIDrPOINT OF COMPOUNDXCURVE BEARING NORTH 46 °05'30" WEST; THENCE, SOUTHWESTERLY; k22.35'"FEET ALONG SAID 200.00 -FOOT RADIUS CURVE THROUGH�A CENTRAL ANGLE OF 6 °24'07 TO A POINT OF TANGENCY WTTH"A LINE BEARING SOUTH 50 °18'37" WEST; THENCE, SOUTH 50 °18'37" WEST ALONG-SAM /TANGENT I1NE 42.77 FEET A POINT OF TANGENCY WITH A CURVE CONCAVE NORTHWESTERLY_ HAVING A RADIUS OF 90.00 FEET; THENCE, SO 17.98 FEET ALONG -' SAID CURVE THROUGH A CENTRAL ANGLE OF 11°26'52" TO A POINT OF REVERSE CURVE WITH A CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 400.00 FEET, A RADIAL THROUGH SAID, POINT OF REVERSE' CURVE BEARING SOUTH 28 °14'31" EAST; THENCE, SOUTHWESTERLY, 78.24 FEET_ ALONG SAID 400.00 -FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE OFA11 j 12'25" TO THE SOUTHWESTERLY LINE OF SAID RECORD OF•SURVEY NO. 2002..1090. THE NORTHWESTERLY LINE • OF SAID 40.00- FOOT -WIDE STRIP SHALL BE LENGTHENED OR SHORTENED TO TERMINATE SOUTHWESTERLY IN THE SOUTHWESTERLY LINE OF SAID RECORD OF SURVEY AND NORTHEASTERLY IN THE SOUTHWESTERLY LINE OF SAID OCEAN AVENUE. CONTAINING 10,233 SQUARE FEET, MORE OR LESS. ALL AS MORE PARTICULARLY SHOWN ON EXHIBIT B ATTACHED HERETO AND MADE A PART HEREOF. DRIVEWAY EASEMENT . / EXHIBIT B (O 3O' sb' SCALE: 1" = 50' Z � 1 `3 / \ N5815'19 "W t/ O MAP OF BAY CITY (RAD) - :</i_04 , N58.3 RAD) "W • 4 T.P.O B. , ve , vs POR. OF BLOCK B . M.M. 3 / 19 = - . o ® !..T - ©T of - i. 1 P.O.C. • N46'05'30 "W r ; f N • (RAD PCC),, - - _ ' _ \ - ,- N - © ( ; -- (Ri4D -•PCC) I - ; • S28'14 " E` ° (RAD • PRC) --"-c--_-..--.. -` f O N37'48'12 "W -•O.. - (RAD) �:' - 30 � -'' S28'14'31 "E © - " ® (RAD PRC) N3926'56 "W (RAD) 0 DELTA RADIUS LENGTH ❑ BEARING DISTANCE 1 12' 09' 49' 500. 00' 106. 15' 1 S50' 18' 37' W 42. 77' 2 6 07' 200. 00' 22. 35' 2 N21' 50' 35' W 41. 78' 3 11' 26' 52' 90. 00' 17. 98' 3 N50' 18' 37' E 42. 77' 4 11' 12' 25' 400. 00' 78. 24' 4 S54' 44' 12' E 40. 08' 5 9' 33' 41' 440. 00' 73. 43' 5 S54' 44' 12' E 13. 95' 6 11' 26' 52' 50. 00' 9. 99' 7 6' 24' 07' 160. 00' 17. 8B' 8 12' 28' 13' 460, 00' 100. 12' EXHIBIT G SEWER PARCEL THAT PORTION OF BLOCK B OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE EXTENSION OF .THE SOUTHEASTERLY LINE OF FIRST STREET AND THE SOUTHWESTERLY LINE : OF OCEAN AVENUE AS SAID STREETS ARE SHOWN ON THE MAP •OF:SAID BAY CITY; THENCE, NORTH 54°44'12" WEST, 13.95 FEET ALONG THE SOUTHWESTERLY LINE OF OCEAN AVENUE, AS SHOWN ON RECORD OF SURVEY NO.. 2002-1040; FILED 'AS INSTRUMENT NO. 2003000516244 IN BOOK 193, PAGE 47,OP RECORDS OF SURVEY IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, STATE OF, ' CALIFORNIA, TO A POINT ALSO BEING THE INTERSECTION OF A CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF <500;60, FEET WITHi.A :RADIAL TO) SAID CURVE AT SAID POINT BEARING NORTH '58°15'19" WEST; THENCE, SOUTHWESTERLY, 106.15 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 12°09'49" TO A POINT OF COMPOUND CURVE WITH• A.CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS4-200.00 A RADIAL THROUGH SAID POINT OF COMPOUND CURVE BEARING NORTH \46 °05'30" WEST; THENCE, SOUTHWESTERLY, 22.35 FEET ALONG. SAID 200.00- FOOT'RADIUS CURVE THROUGH A CENTRAL ANGLE OF- 624'07" TO A POINT OF TANGENCY WITHA.LINE BEARING SOUTH 50° 18' 37 ",.WEST; THENCE, SOUTH 50°18'37" WEST ALONG SAID TANGENT LINE 42.77 FEET /TO A OF TANGENCY./WITH A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OK90,00, THENCE, SOUTHWESTERLY, 17.98 FEET ALONG SAID CURVE THROUGH H A CENTRAL ANGLE OF 11°26'52" TO A POINT OF REVERSE CURVE WITH At URVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF '400.00 FEET, A RADIAL \THROUGH SAID POINT OF REVERSE CURVE BEARING SOUTH 28°14'31" EAST; THENCE, SOUTHWESTERLY, 78.24 FEET ALONG SAID 400.00 -FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE OF 11 °12'25" TO THE SOUTHWESTERLY LINE OF SAID RECORD OF SURVEY NO. 2002 -1090; THENCE, ALONG THE SOUTHWESTERLY AND. SOUTHEASTERLY LINES OF SAID RECORD OF SURVEY THE FOLLOWING COURSES AND DISTANCES: 1. SOUTH 21 °50'35" EAST, 32.84 FEET; 2. SOUTH 57 °53'35" EAST, 55.32 FEET; 3. NORTH 32 °17'25" EAST, 273.93 FEET TO THE POINT OF BEGINNING. CONTAINING 10,768 SQUARE FEET, MORE OR LESS. ALL AS MORE PARTICULARLY SHOWN ON EXHIBIT B ATTACHED HERETO AND MADE A PART HEREOF. SEWER EASEMENT N EXHIBIT B i ".. Jo. 60, J . Ne SCALE: 1" = 50' 5) 62 I N1 &2 / / / Z,.:, /( � k / N58'1 ;9 (RAD)- \CN�ti pQ / ' . N MAP OF BAY CITY . • ' �o •--. --, .. �o' • POR. OF BLOCK B '',', .\,. ---- j P.O.B.N M.M.3/19 ` `'. - . \ • •r _ . a te • N46'05'30 "W \: - o (RAD PCC) . 1,... - , /. • 4 - - a 1 . • ,A S2814'31 "E O __ • ` . (RAD PRC) O. N39'26'S6 "W _ ''_ . - y. - - 0 DELTA RADIUS LENGTH ❑ BEARING DISTANCE 1 11' 12' 25' 400. 00' 78. 24' 1 S32' 17' 25' W 273. 93' 2 11' 26' 52' 90. 00' 17. 98' 2 N57' 53' 35' W 55. 32' 3 6' 24' 07' 200. 00' 22. 35' 3 N21' 50' 35' W 32. B4' 4 12' 09' 49' 500. 00' 106. 15' 4 N50' 18' 37' E 42. 77' 5 S54' 44' 12' E 13. 95' EXHIBIT II TERMS SHEET OF THE LEASE 1. Property subject to Lease: The Driveway Parcel as shown and legally described in Exhibit F. The Bike Trail Parcel as shown and legally described in Exhibit E. , 2. Term: At most, four years. 3. Commencement Date: March 31, 2011. • \ \ 4. Expiration Date: \ • . The earlier of: . (a) March 31, 2015; • , / I • .". (b) conveyance of the Driveway Parcel and Bike 'Trail parcel to the City pursuant to the ; transaction described in paragraph 5.B of the Settlement Agreement and MutliatRelease; N, • \ • ' • _ (c) if the Coastal Commission denies ortlec lines to procets fiiithet Bay City's Proposed Residential Project, then thirty (30) days thertafter suclidTial,or declin4 Bay City shall determine, in its sole discretion, whether a denial or declination'has oCcinted Bay City shall promptly notify the City in writing of such'determination. 5. Rent: ./Ani-AlinuirOne (UM) per anhluni rental payment from the City to Bay City sh41 lie deemed payment in full of the rent required under the Lease. 6. Use of Prethises: \ The Drivelkay Parcel shall be used for a;public access roadway from First Street and • Ocean Avenue to thepublic parking lot that serves the River's End Project in order to maintain public access to the pbblic.beach, the PacificOcean, Windsurfer Park, the First Street parking lot, and the River's Encl`Cif0. The.Bild Trail Parcel shall be used for a public bike path. All premises shall be maintained in gopd coiidition. 7. Tenant's Liability Insurance: Annual Aggregate Limit $2,500,000 8. Indemnity: As a material term of the Agreement and the Lease, the City shall indemnify, save, hold harmless and defend Bay City, its members and its successors and assigns from any and all claims, costs, causes of action, and liability for any damages, personal injury or death which may arise, directly or indirectly, from the City's use of the Driveway Parcel or Bike Trail Parcel. {00009103.2 } H-1 9. Notice: Landlord Bay City Partners LLC 2999 Westminster Avenue, Suite 211 Seal Beach California 90740 Attn: Rocky Gentler Email: Rockyg@a,gentnerandcompany.com Tenant City of Seal Beach With Copy To: • 211 8th Street Quinn Barrow, Esq. , - Seal Beach, California 90740 Richards, Watson & Gerslion,; Attn: City Manager 355 South Grand - Avenue, 40th Floor Los Angeles, California 90071 -3101 Email: abarrow@rwglaw.com Fax No.: (213) 626 -0078 • • ! .•t , • ) i ' , {00009103.2 } H -2 ....._. . . . Exhibit "I" Relocated Sitting Area I 1 i i . 1 •-z... r. Sitting Area . 1 .•,7 & .;,,‘ .......,-- -: • ..., . , ....-e 2•-••2: - -ft 1.7.` . , - ,,.. ,w7 - ..„?. , 4 •• ..:''.. d ! V....,:_i 4 ... . 1 -, •;,2;? . ; \ ,: - . 1 -• •••., ' 2 „ ..••• -''.• ; 1 - -'. 1 „.*•• . •- •...- • et , ...:. —e ....•-•-•••, r ,A '''' • — " ." . • ''' ' ' 1 $01:',14:547iiMe-- ......" 1 •vr-,,_:":7----:‘ - , ..- k erlirt2;' , 6i.r:•-,.... 7 ..,,, ,,...-•;-•••-;-:.::- , :_;,.;,..fr : .... f-•" :-. ..._ - ••• ,,.- San Gabriel: - - - -..- ..„,,,:' ...------,„,.; i . i, r 41 ;a -- ' ' .. ' • • • . -• . . \ , - River Trait Parcel – ' .• , ..- , t-... ,./ \ ‘ • ( :t• . \ . • i I I ..• I • . '` , .. . , . ,.. . ;.,.. . • :........ . . • g ' • . 1 / ' . I . 1 • ' ..,, • . ..„. ,. - . . .2 • .• .2 , ; , if. -. i , . • , „ , 2 ., -- .,... \ \ ,, • • e . r , ''. .-`• \ \ ..'" i : : ) Al .: i . . .,. . . - -- - S \ : ( -.•....// --- i ; "...: • =-- -- • .... — .. . ..... : - ,Iyil.. •• •••,•::. ' 4. ' • .. ..• i .. 7 \ :.• \ ', • b _ \ ,, • • • ;2... • i • 2 - . 29•F .,:•—•- 4 wise , .• .• low „. ..,. , ...2-•e"--.. . : - 4 - ' s • , _ . . , ,, te- r: 2 I ." ,t .:-. 1 I l • 7,•-•'-1—'-"-1.4,1121'7.7-4. ( i • . $: .- - - 4- -- -2--. it , 1 0 • • --- -I ..... -. I I - so > J .) • 1 1 1 , • . 1 - = - r f 1 . , . I S f• ' --- ------, ...../ „. . • , d r „ g .. .-•:.' _ 1 t: - i .---. .............. _ .. • \ . 1. • . . . \ • \ ; , ! • f i 1 .. . . . ..--- ... . • N.: . . • -...,.... E. t -- Exhibit J \ -�_ - - - - __ _ ----..- ` 34 / -- __ I Jay `ninlviv - " `a ��`ur- 8.70117 me°' ^ - - - -- !'_� - _�_� ii 11 'r jf s ;t tai • i , ,mow„ — ,.� o * I ■ 1200 sq ft +/ Within z o _ , !., . \ ... A. . Proposed Residential ' \ ; a q m , _ _ ,_ __ Development Area LL� g % AVM " ' ti" �' • ° r $ 1llMr r. swat Q I • -- . 9 ua o o � �. mao is i '' < a� ,.•• ' ' kg Ai: s2 ° yF 2 s 4 0 " 4 ? � a u 1 '" .' `• it kaki e �.Y ' r l � •I , 1A _ `Y '* il 1 The Bile Trail Parcel ; `' '' i ►. rr ter. r,e, _ _ I _ _ ' :I: ____________________ OCEAN AVENUE All of the land South of the Westerly Prolongation of the Southem Right - The Sewer Parcel Of Way Line of Central Way Except the 1200 sq ft +/- wihtin the Proposed ResidentialProject Area 9 �a 1 0 -sE ! lI 01 b 9i < I I li' a PA The Driveway Parcel a !� g 3 til r a on ii g 01 g Rd i d 0 i ! 0 ilk P o 3 2 J 3 0 B -1 • Exhibit K ;, : x 121 I5P; 205 r ii 1 ) EXHIBIT "A" z1 X 1 . 3 DESCRIPTION:- - . • THOSE PORTIONS OF THE SOUTHWEST OUARTER OF SECTION 11, TOWNSHIP 5 5 SOUTH, RANGE 12 WEST IN THE RANCHO LOS ALAMITOS AS PER MAP FILED IN DECREE OF PARTITION IN TNC SUPERIOR COURT OF LOS ANGELES COUNT , • 6 CALIFORNIA CASE NO. 13527, A CERTIFIED COPY OF THE FINAL DECREE . OF SAID CASE HAVING BEEN RECORDED FEBRUARY 2, 1891 IN BOOK 14 PAG 7 31 OF DEEDS OF SAID ORANGE COUNTY, CALIFORNIA, OF LOTS 1, 2 AND 3 BLOCK 100, TRACT' NO. 698 AS PER -MAP RECORDED IN BOOK 31 •PAGEAT 0 e MISCELLANEOUS MAPS RECORDS OF SAID ORANGE COUNTY'AH0 OF BLOCK "Cu • BAY CITY AS PER MAP RECORDED IN'800K 3 PAGE 19 OF MISCELLANEOUS ' g• MAPS, RECORDS OF SAID ORANGE•COUNTY, ALL IN THE CITY OF SEAL.BEAC , COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS A WHOLE AS'. 10 FOLLOWS: , - BEGINNING AT THE MOST EASTERLY CORNER OF THE LAND DESCRIBED IN_PA T , • 3 OF EXHIBIT A -1 IN A DEED'TO THE CITY OF LOS ANGELES, CALIFORNIA .`.t 12 RECORDED IN BOOK 869 PAGE 1 OP OFFICIAL RECORDS; THENCE SOUTH•31° 17' 22" WEST 347.06 FEET ALONG THE SOUTHEAST'"�BOUNDARY OF SAID LAN ..0r . 13 THE CITY OF LOS ANGELES, THE SOUTHEAST BOUNDARY OF•SAID'LOTS 1, 2 AND 3 AND THE SOUTHEAST BOUNDARY OF SAID "C";'THENCE NORT , ' 14 24° 22' 42" EAST 332.42 FEET; THENCE NORTH 05° 38' 24 "WEST 33.18 ' FEET TO A POINT ON THE NORTHEAST BOUNDARY OF\SAID LAND OF THE CJT . . 15 OF LOS ANGELES SAID POINT BEING ON A CURVE\CONCAVE NORTHEASTERLY < HAVING A RADIUS OF 940.00 FEET A RADIAL FROM SAID PO1NTABEARS N0R <H 16 42° 07' 31" EAST; THENCE ALONG SAEbFCURVE AND\THE•BOUNDARY OF SAIC LAND OF THE CITY OF LOS ANGELES 60.68 FEET / TO THE 11 POINT OF BEGINNING. / � 18 SAID LAND IS INCLUDED WITHIN THE AREA SHOWN ON A MAP. FILED IN THE 19 OFFICE OF THE COUNTY OF SAID ORANGE COUNTY, IN 800K 90 PAGE 23 TO 30: INCLUSIVE OF RECORD OF SURVEYS,/ • 20 . �` \\ 21 ,, and /th4 same is hereby So^ndemn`ed. to• the use of the plaintiff, . 22 THE•CITY(OF SEAL BEACH, a municipal corporation, and to the use 23 , � of the public for said public purposes. 24 l I j occri�tio °�Ta Ai 1977 _• 25 `. _ _ . •-• • / APT: 40 Lti:s:t:: :C_ : �u1_1r.ft 26 ` c....,... r%17� 1' 28 /// . K -1 ' { / f • r, ` ti :. y : M i . .ariM0. flini 110 — 0 x, 11' .. O _ �_ i ; $' .. a t a...--- 1 01 1 • iOr 4 0 A 4 \ ,g . . . . 4 "Ww 74 2J AA § < . . w 0� id _ ._- . -. .�,� ova - 1 •- i''�'a . • . . fl ' . \ • I .I'. ' , �, t - • . , a� • It • 0. e , • • _• • • - , + • • y .4. - • -.•- • - 2 i- - 1 , . • • • • N. . - i' J 8 \ t 4 . . III I . 6 • • -. ` Exhibit L 7'lals Doctintant was alactsaribeitily Mended by � � ttettr« National Commercial ink. let I CAC C Orr1 In Waist Records. &msa County RECORDING REQUESTED BY AND Tam Dalif, Clarkezimiter WHEN RECORDED MAIL TO: 03.00 Hewitt & O'Neil LLP 20 8211 :11it rtr 111 40 19900 MaeArtIne Blvd., Suite 1 050 tilt XI 31 lfvine, 612 0.00 s® trot 0.00 tt.0a trQ00 0.00 0.00 0.00 , Attn: Jay F. Pelchikoff (SPAOABO'VE ThIS LINE Port RECORERril USD �' - niessoutsitliffigialmlogr � wueon:�ra�aa • cetamorriatatintsratE Th is Easement Agreement this "Agreement" i ' gr�eac { � is rnaYle iri Oi�nge:• Comty, Calrliar�ois, on February 17,. 2009, by and among Bay City Farman, LLC, a C®lifornie'limiied liability c span ("Orate), and Atkinson LLC, 4 California limited liobi pony ("Amnon LLC"), Tent Street Building, LLC, a Callibmis limited liability comi)tty ("Gerstner LE C"), Main & PCN, • LLC a California limited liability company, (" OviS& LLC`), Kyle LLC, a California limited liability company ('Kyle LLC"), and Park-e, LLC, a California limited /lability company LW') who agree as follows.: 1 A. Owner is he ward fee ownsa of that certain [cal property !gated in the City of Seel Beech, Coumty Orange, Stye of Cadfarnia, described an. Exhibit A attached hereto (the "Property". ty". �.� B. 0 desires :, by this Agreerneeit_ta� (i).. grant Atkinson LLC, Geer LLC, Griffith LLC, Kyle LLC and Parkhurst (each, individually, an "lialensetri Homer" and • collectively, tie "Ease®eat 1 era"),\ ' tenants in common, a nonexclusive paretual easaaent over, is r, upon, across and though a portico of the Property for the purpose of (a) laying cons` installing, reconstruel replacing. repairing, renovating. maims operating, caging r id re n movitng ur�r�+ound pipelines and appurtenances thereto for the menspestation of oil,�gies. - winter,, (b) .* -aurfnce electrical and related �dlities and underground electrical �aodtoatar nit tions inset, wires, conductors, cables and conduits and appurtenances thereto for the traraininion of electrical power and communication and (c) for other reasonable usear related to the easement purposes described above, and (0) set forth oextain obligations ot Owner and the Easement Holders with respect to said eft, on the tams and conditions set forth herein. This grant of easecoemt shall be effective immediately. D. Owner and the Basement Holders deem it to be in their mutual best interest to • enter into this Agreemost. NOW, THEREFORE, for and in consideration of the foregoing faros and the terms and conditions hereinafter set forth, the parties agree as hereinafter provided: VIVA e6$172 RIO: HIM .a L -1 Article 1 MORE • 1.1 "Easement Area" shall mean that certain pordon of the Property which is described on Jxlrilsit B -1 and depicted on jighillitM attached hereto. 12 "Owner" shall mean (i) eech Person owning the foe simple tide to 'the Property, (ii) any ground tit of the Prem.!y holding a ground tenant's interest therein:, and (iii) a vendee in possession under a contract of sale Or, if not in possession, the vendor 'or vendors under an executory contract of sale Re the Property, but not a Person having an interest in the Property holding tide merely as security for the performance of an obligation. a• • 1.3 " Permlttsd Users" shall mean the Easement Holders,.their respective eu reessora and assigns, es yogis. gads, representalives, comma= and sa ee tors„ liamscea .. invitees, customs, guests, tenants and subtenants, aind the amplilyees, agents 'and` representatives of all the foregoing described parties. , - 1.4 "Person" shall mean individuals, partnership!, firms, ed adorns, mists., corporroiona, Unshed liability companies, limited liability pe tnecahips,, limited partnerships and any other foam of business entity, and tltc singular shall include the pliarai. . r / A 2 a, 2A �;e>ae eu4 grant. Owner ha y grams to the es me tt. Holders, together with the right to transfer the smm a and to grate (eat ii crept assignments of) its, sub - easements and licenses with respect thereto, a non-exclusive perpetual easemeent, over, under, upon, across and through the . Easement Area for (5the piapoae of laying, constructing, installing, • reconstructing,'rcplacing, Ong, rcno'rating, maintaining, operating, changing and (a) underground pipelines and appurtenaneerthere!o for the transportation of oil, gas and water and (b) up to fora (4) areas selected by the Easement floklas from time to time each not exceeding ten feet ( 0') by ten fees (10') in horizontal size and six feet (6') in height and each of which may be fenced sn othe w_iae accured (each. a "Barbee tnstr Baden) for one or more who electrical auubalntion s, pv'mps end "other facilities, including. but not limited to, electrical and comnrnmications fines, wires, conductors, cables, conduits and appurtenances thereto for the transmission of electrical power and communlcetions, and (ii) other reasonable uses related to • the easement purposes described above. This grant of eaeeincnt shall be effective immediately. 12 remise mailed ofE*aente rjermitied Users. The easements granted under this Agreement may be used by the Permitted Users only for the purposes set forth herein. The Easement Holders shall have the right to enter into any and all agreements they deem necessary or desirable to memorialize the use of the Easement Area by any of the Permitted Users, and to receive eve and retain any and all revenues paid by such Permitted Users in connection with the • Permitted Users' use of the Easement Area; provided, however. that such revenues shall be apportioned among the Easement Holders in the percentages set forth on schedule 1 attached • hereto, subject to other agreements among the Easement Holders, including, but not limited to, Manes 101473 2 HAaN41119v6 L -2 � e • their Agreement Among Tenants in Common of even data herewith, as such agreement may be amended from time to time. 2.3 Y Area by Omar. Owner may use the Easement Area in a manner and for purposes that are not inconsistent with or contrary to and that do not interfere • with the rights of the Easement Holders or Permitted Users an set forth in this Agre Such • care shall in no event involve the erection of structures, paved roadways or other imp ovanenfs, the scaring of tetistls, or the putting of any trees upon the Easement Area (or any plants or • bushes with roots extending more than 12" below ground level) without the prior written consent of the East Holders (which may be withheld in east Easattent'Holde' sole discretion). Owner shall not inslarll a gate, fence or similar barrierto aet y rs into or exit from • the Easement Area without the unanimous prior written consent of the Emeinrint lHolitees (which may be withheld in Bark Easement Holders' sole discretion). Owner shall not permit any'mets or Mhenv se en the Properly that impede or hated= with use of t Arta by die. Easement Holders and their Permitted Users. • 2.4 Sighja Subject to sections 2:2 and 2.3 above, Owner, shall have the right. from time to time, with the eaetsent of the Fasemeat (which consent shall sate " unseasonably withheld, conditioned or delayed), w matte chahes;modificatioitior alterations to the sultsce of the Easement Area in connection with. site davelopmernt ;of impmveme is on • such Property, provided that (a) the use ozeic: niityf th Faaenment\Atea is not materially affected thereby, (b) any such changes. dons or'alterations " sliil•not interfere in an manner whatsoever with facilities losaateed w ithin the Eaasenlen Area owned err operated by the Easement Holders or rhea Pe mitre d G and (c) appl ble `fit laws and restrictions shall not l rvioliied. Owner shall be raspons#1e tbrr all reap. property taxes and homey itttct ; ides assessed Est y_e < ny improvements thereon and the Easement Holds% . hall be responsible four all pegsaalal- property taxes assessed againnt the Easement Holder�s'l Qr their Permitted Users' Personal property located on the Easement Ares. 2.5 tatiLdAseggsk. This easements, covenants, restrictions, conditions and • provisions contained in this Agreement (,er affirmative or negative in nature) sal run and • pass with each and evert portion of >yitope rty and be biaai ng upon Owner and its successors and assigns end every,person J vving•.aiiy fee, leasehold, or other interest in the Property or any portion thereof to the 'aunt that the co`i rants, restrictions, conditions, or provisions burden such interest in the Property; 'shaII beaten and shall be enforeeab/e by Easement Holders and • their suooessors and assigns. 2.6 Sabdlvtslaa of Easel$. If the Property shall be subdivides into moms than one Pared, or should the lot lines of the Property adjusted, such subdivision or lot line adjust shall not terminate or otherwise affect the easements and rights established herein. 2.7 dandlegjgg. Nothing contained in this Ant shall be deemed to be a gift or dedication of a Parcel or any portion thereof to or for that general public, or for any public purpose whatsoever. It is the intention of Owner and the Easement Holders that this Aunt shall be strictly limited to the purposes expressed in this Agreement. Further, the eat estwblished in this Agreement are not intended to create, nor will they create, any prescriptive rights in the public. 21130 101472 3 E�"30 903319 r9 L -3 • 2.8 UmRita e. Traedsfe i. Owner may not transfer or assign any right, power or obligation created under this Agreement without also transferring therewith Owner's intense in the Easement Area. • Article 3 BisistaumadZasauatArauhntws 3.1 gelpininripetsf Easement Anal. Qwner AO be obligated, at Owner's 8ok cost and expense, to Perform or provide for performance of Maintenance (as hereinafter deRrned) of the surthcc of the Easement Area (except for the Surftece 1nstallatinns). As utuid !'herein, "Bfaloiessoce" mss sweeping, lighting, rubbish removal, regular and_custaanary mainagiince o f surfaces and landscaping. and such other maintenance and repair as reasonably hece i y tQ ensue a clean and sanitary area. Notwithstanding the foregoing, if an_Earsement Holler of any Permitted User damages any portion of the Easement Area as ,a r�esult.of (i) a violation of the use limitations set forth w Sections 2.1 and 22 above or (ti) the, Willful miscanduat or neg/ipnt act • or tenure to act by such Easement Holder or Permitted User,,the Easement Holder's shall, at their solo cost. promptly repair the damage. Also notwithng the foregoing. Owner shall not be obligated to perform Maintenance of any of the asen nn folders' or :Permitted Users' improvements or facilities within the Easement Area.__, \ • j 3.2 At all times, Ovnier shall, at Owner's sole cost and expense, maintain Public liability insurance f rr the Easement Area, with coireragc of al leash cwo Million Dollars ($'2.000,000) far damage to property and foe injury or death of any pers+n (s),per occurrence. Such insurance shall name tine: Holders as additional insureds. SUCh'insu:anee shall provide that the same sh not I cancelled of -mat mnewed'exeept prier (30) days p notice to the EasemenR Holders. Evidence of slid! insurance shall be provided to the Est Holders on demand. 1f Ovvt r fails to rnaarlain auch insurance. the Easement Holden say, after notice to Own and tenure to ewe within (5) dayis er such notice, obtain the use, and Owner shall retmbinse the Easement Holders the cost of such humane* within ten (10) days after demand therefor. , •, Article 4 • _ rot 4.1 . In the event of any material violation or threatened • violation (a 'Br+eneh') by one patty hertamde r (a "Defaulting Part'), which Breach has not been cured within ten (10) days of written request them by the other party heaernder (a "Nom. Ddaahttng Patty") (or if any such Breach is not reasonably susceptible of cure within such ten 00) day period, then if the Deftuddroe Piety has not commenced promptly within the ten (10) day period to effect a cure and thereafter diligently proceeded to eftilet such cure) (pcovidod, however, that no such notice or cure period aball be requited with respect to the third time that the same or similar Breach occurs in any cona:cutive twelve (12) month period), the Non- Dethulting Party shall have the following nights and remedies: 4.1.1 iShettitote Perfirmsmc.. Without any obligation to do so, the Non- Defaulting Party may at its option (a) pay any unpaid sum or settle or discharge any action therefor or judgment thereon, (b) ease the Easement Area and perform such work as may he 2113/04 101472 4 arms 041319 r6 L -4 necessary to resolve the same, (c) provide other substitute performance army obligations of the Defituidsag Potty at such pasty's expense. In any such event, the Defaulting Party shall reimburse the Non - Defaulting Party for all direct costa or expanses connected with such performance Within tea (1 d) days after receipt of my itemized statement showing all such direct costs of remedying such default, plus interest on all such amounts owed at the maximum legal contract rate permitted by law from the date incurred until paid; , 1\ 4,1,2 ilinango. A Non - Defaulting Party may bring a .suit ford for any compassable breach of any of the easements ar covenants contained herein (but suds s shall in no event include punitive, special or so- called "G� sequential" rages), Or for declaratory relief to determine the enforceability of any of the a � ncd herein end for injunctive relief thereon, eon, inncluding all court costs, reasonable attorneys fees ard'o , costs of collection or enforcement related thereto; 4.1.3 It is that iP t' ' • =opined breach by portrait any Person having possession under a party, of one or more of the easements or rights or grV neato contained herein, may cause a Non-Defaulting Party to suffer material'ugury or ,� ,,,„.,�.s�.�, ' nat compensabli in money, and that the Non - Defaulting Party shall be mutkd to bring an anon in equitrej ' otherwise for specific performance to enforce ooa,Plianee vdith� t e or for an c injunction to prevent or enjoin the ce.6f �' �y�s areaeh.fter0ofr 42 Nom No waiver of default by a party shall belmplied front an vrnsion b y t h e o t h e r p a r t y t o take any section v itli re t to su lifdeflurlt. `A vraiver of a default hereunder shall not be titeiretravvaiver of any subsequent de f iit of the same prmvisaon or any other provision costa cd in./ \,. I �' 4.3 v a of t * S n r No bah, enfesrcemcnt or attempted eminent ofcaN other the terns, cis, conditions or restrictions of this Apeemem will defeat or rendermbalid the lien of any mrgage or deed of trust securing a loan made in good faith and for vaine respect to development, financing, permanent final, or refinancing of the Property or ± Acilities ;, provided, however, that all prov aions of this Amt will be binding i rend effective a successor spy subsequent Owner of the Property or scessor whose title to the Propasy or any portion of such is acquired by faredee uz, trust deed oak, or odmewise. 'he a .end..licesses. tablisbed hereunder, whether now misting or granted hereafter by the Easement Ho1dersrshall be superior to any and all mortgages, liras, ground leases, licenses, covenants, or encumbrances now or hereafter affecting the Property, as well as any of the same specifically subordinated. hereto (hereinafter collectively re fened to as the `Mort; '). Any such Mortgages shall be demned to be surbaedinate to this Agreement, and this Agrccn ant shall survive say foredoom of any such Mortgages; provided, however that nothing in this Agreement will affect the validity of any such Mortgages. Artie% S GenenaMaladnns 5.1 Igm. The easement and av rights and privileges related thereto established by o� � sun be P� � effect � recordation WW1 101442 5 L -5 5 . 2 (a) Whenever under the terms of this Agreement any Basement Holder performs any work upon the dement tea, the ply performing such work will not permit stay mechanics', materialmen's or similar lien to be maintained against the Property on which any labor or material has been furnished in oonne ction with such %sudsy and will indemnify and hold harmless Owner front and against any and ail liens, claims, liabilities, costs but expenses (indading but not limited to ressonable attonnteys' fees) arising out of Such\ work. Notwithstanding the foregoing, the party performing such work may contest the 'validityr or amount of may lien or claim of lien wing out of such work by appropriate kgal PCBs diligent(,► per, provided that swdt party obtains a study bond or other Amity reasonably swisfactozy to Owner to protect fully Owner and the Property against such or clime of Han, and provided itutirer that such party immediately pays and .discharges any judgment cr settlement rtmdexrd or reached in any such proceedings and catlmes any lien to be Messed at sucht party's expense prior to foreclosure. Prior to the oarameacement off any'hwork, the party performing the wort shall also provide Owner at least ten: (10) days' prior w itgen notice of the start date, as well as evidence that appropriate insurance has bean obtained. Upo1i completion of the work in question, the performing party shall, if applicable a Notice :of Completion to he recorded in the Office of the Orange County keoorder in actioraince, wwith Section 3093 of the California Civil Code and, upon rbguesi of cnenee,.dciiv,er to Owner: a legible copy of all permits, approvals and other documents issued by any govcri enter( agent y in connection with the work. r (b) under the:te ms of this Agreement Ov \ perfortna any work upon the Ea emend. Ares, Own+ r.wtll not permit any mechanics', `materiatme n's or similar lien to be maintabled a tat • the Eascmcnt Area, surd will indc nmify acrd hold harmless East Holders and the + Permitted Users from and against a3 y and all liters, calms. liabilities, costs and expenses (including but not limited to reasaable attorneys' fees) arising out of such work. Notwithstanding the foregoing, the partYFperformfng such work may contest the validity or amount of any lull r claim of lien wising out of such work by appropriate legal proceedings diligendy p ued;:pmvided that au* party oblate a suety bond or vtbff security reasonably satisfactory to F.aeeincs t ,Holders to protect•' billy Easement Holders and the Easement Area against such lien or claittr Of Ilea.and provided Ib*thet that sucb per immedlatdy pays and discharges any judgmenfor,Settlemern rendered or reached in any such proves and causes any lisn to be released al such party's expense prior to foreclosure. Prior to the commit of anyt work, the petty performing the work shall also provide Easement Hollers at Ieast ten (10) days' prior written notice of the start date, as well as evidence that appropriate insurance has been obtained. Upon completion of the work in question, the performing party shall, if applicable, cause a Notice of Completion to be 'worded in tho Office of the °amp County Recorder in accordance with Section 3093 of the California Civil Code and, upon request of any Easement Holder, deliver to Easement Holders a legible copy of all permits, approvals and ether documents issued by any governmental agency in connection with the work. All work shall be performed so as to minimise, to the grist actent reasonably possible, intartbrence with use of the Easement Area in question by the Permitted Users unroof. (c) Whenever any ply perfoms any work upon the Easement Area. the party perfOrming such work shall commence and complete such work promptly and in a good and Z13 P 10147.2 H O; semis L -6 • workmaelikc manner aid in compliance with all insurance requirements, sPplicablc permits, authorizations, build regulations, zoning laws and all other governmental rubes, regulations, ordinances, statutes and laws now or hereafter in effect permuting ttetwo. 5.3 jpdemaity. Each party small indemnify and held harmless the other peaty (and its it officers, directors, partners, members, awaits, Wives and employees) from and against any claims. loss, damage, liability or expense, including reasonable a rlieys' fees arising out of such party's exerciso of its rights under this Agreement or such party's filme to comply with its obligations hereunder except to the extent attributable to the negligence or willlbt misconduct of the belenutifial patty. SA Fstat me Cc: Vacate. The Fitt lloklas, upon the written tigaoest o �+ou ` ter (which may not he made more frequently than thee (3) times daging_any eakidar_ycar); shall issue to a prospective mortgagee or smarter of Owner, within ftlatn (15) busineendakof receipt of any such request, an estoppel certificate saying /: ' \ (a) Whether the party to whom the request has been dinectcd` knows of any defau by Owner , under this Agreement, and if thane are owe d lm i nt , l�ve' . .. 1 (b) Whether this Agroemetft`haa boeu duly assigned, modified or amended in gay way (and If it has, then seating the ttateritlt rec+d); end\ _ I _ \� (c) 'two -tom • �• 1,� thus A�. as of the date of the estoppel certifics4 is it fuU force and etlbot. )• Such statement sh'aU, a as a waiver of any skein by titslseetinetmt Holden ttanishfng it to the extent such claim lei baaod upon facts contrary dicta asserted in the statement and to the extent the claim is asie reed against a bona fidcpuarfaser for value; lender or mortgagee without knowledge of acts' to the contrary of those :4atained in the statement, and who has acted in reasonable reiiancn . the statement. hi die event the Easement Sokker being requested to give an estoppel \ Certificate pant to the provisions of this Section 5.4 fail to give such certificate within t pennant e; c, tam pedal, it obi be deemed that, as of the date of the request: (0 he ErnaHow kno svef no &huh by Owner under dtis Agnate* (ii) this Agreement has not, to thtinastenaii Holder's Icnowleclge,, been assigned or modified or amended in any way, except es may be of record; and (iii) this Agreanent is to the Easement Holder's kruiwiedge, in full force and effect. 5.5 Mks Any notice or other communication given in cormetion with this Agreement shall be in writing and addressed to the parties at the apses indicated below, and shall be deemed given (i) upon personal delivery, (i) the next day following ebliveey by oventigM courier, (W) upon receipt of delivery confirnmetion following delivery by thadmiie, and (iv) the fifth (5th) day following delivery by U.S. Postal Service regular mail. If to Owner. Bay City Piers, LI,C 4592 Orlon Stream Huntington Beach, CA 92649 • Attar Cindy Atkinson 2/t1A9 101472 7 EIA4 041019 L -7 Bay City' Partners, LLC 2999 Westminster Avenue, Suite 203 Scat Beach, CA 92662 Attn: Rocky Gartner Bay City Partners. LLC 1225 Catalina Avcmre Seal Beach, Cam. 90740 Attn: Bob Oriftb - ) Y City Punters, LLC P.O. Box 179 Seal Beams CA 911740 Mtn: Brian Kyle r ` • Bay City Panneca, LLC 107 Opal \ . . Ba1bos island, CA 92662 - • ti Attn: Janes Parkhurst ' With a salty ta: H+ew a O'Neil 14.1 • ~ : • 19900 MacArthur Blvd;, Suite 1050 ,. fiviik CA 92612 fifty Atkinson LLC: ,Atktflsoa, LLC,.. • 4392 tkiou Street iington Be h, CA 92694 • Atto �, ,Cindy Atkinson tf Ica '[tanner LLC: ,.Tenn Street Building, LLC - - - . 2999 Westminster Avenue, Suite 203 ' Seal Beach, CA 90740 Attn: sky Gentner if to Griffith LLC: Main & PCH, LLC 1225 Catalina MUM Scar Batch, CA 90740 Attn: Bob Griffiths If to Kyle LLC: Kyle, LLC P.O. Box 179 Seal Beach, CA 90740 • Amt: Brian Kyle • 211Y09 E014117a 8 HA* r43314 vd L -8 If to Parkhurst LLC: Perko., LLC 107 Opal Ave. Newport Beach, CA 92662 Atm: Bra Pmkburst Each party 1130 have the right to direct another tddress far notice leneturder, provided that each direction is duly setved upon the other parties at the lam address referred to in this Agreement _ 5.6 palm Ml MORMOKO, This Agreement contains \the. mike agreement between the parties with respect to the oubject manes hefeuf. No modification Or madman hereto shall be of any force or effect unless it shall be in niandsignid the . parties hereto (or, as applicable, their successors or assigns). . , 5.7 iladegjias inlgitructive Nodes and Actimeania. The provisiiins of Agreement shall be binding upon and inure to the henefiroe the parties. hereto and their`,„ • respective successors-in-Wetted and assigns- .; \ 5.8 Failber Assursuree. The parties agree\ to execute, within tan (10) dayKoti presentadon, any and all thither documents leressiny elt accomplish 4 intent of this Agreement. 5.9 legusgods. The Reeital(and Exhibits \ attached hereto and refened to herein are incorporated in this Agreement as thoitgli fully set 6enhin Ole body `hereilf. • 5.10 Afternevel. Feei In the event either pony shall institute exw \ action or pteceeding against the other re'ythig to the provisions &ob miuilthe non-prevailing patty in such action or proceeding shall reimburse the irevidliirg port; for the reasonable mem= of attorneys' feest4costs 400 i n cl uret 5.11 talking. The SeetiOn mpg' or captious used herein ate for convenience only and are not a pat ef this Agreement end d� tit in any way limit, derma or amplify the scope or • intent of** teems and provisions hong/ 5.12 1f or condition contained in this Agreement dud', to any extend, be &valid lor_utiedforeeahle, the remainder of this Agreement shall be valid and enforceable to the &Best extent permitted by law. 5.13 Goveralete Law. This Agreement shall be construed in accordance with the laws of the State of California. 5J4 ronignagal. Ibis Agreement may be executed in one or more counteeparts, alt of which together shall constitute a single agmernem and each of which shall he an original for an purposes. V13/09 10141_2 9 1180:11435lf v6 L-9 IN WITNESS WHEREOF. the parties hereto have etecuted this Agreement as of the date first above wines. Owner: Bay City Partners. a California limited liability company By: a . . i i i Member By: , , • ir Member By: ..-.. . . . 4 ...4 ----' ' ... . :■. \ ,aiii .1 f Kyle,,M '!" . "-• - / ‘ ../,40 0 4 grO v B or_ - I. • A...... ._ . , .., ... _ 'e , i ernes 1, . ,,, 4 , Member \ . , I ' ... 11.- ` Ai ..- - Cindy ; „:, , -0, , .,.- on. . Family-Trim -- - - / • .1 \ X ' \ \"1_ Akin= LLC: i. l AtIdnion LW,. a California limited liability . . - • .., ‘ P.6, ,4 114 ) .4 . • . • • . p., ./ ......,- ."-:../ , 'BY. :',... . A i . .. LI ,,, ol - _ .-/ -- -........ , i . mem -. ..- ' 1 4 . . Gegb LLC: ; Tenth Street Building, LLC, a California limited \. • , leability company . . . . • By: Rocky and Deborah Gentner Foully, LLC, a Calitbrnia limited liability company BT. .44 2 , f - ., :,_, Member Griffith MC: Main & PCH. LLC. a California limited liability company By iirrea.., Bob A. Managing Member **Hs& fliylerbalifetsieliraitatiliahelity. esmpany WIMP 10473 10 tittes 60310 4 L-10 1 Kyle LLC: Kyle, LLC. a Caliibmia limited 11 -1 ty company Por / By: . --1- yia, Sol .. , t 0 ■-• a a a al\ Pa/kb:mat LLC: Padc i p a Cali , 4 00.. . rovr f i, .8 Parkhurst, Prianaging Member \ \ . . . „.. .._ 1 ) 1 4 .• 1 , ' s \ ‘ ■ ' 1,, ', - i • / i N ‘•\, \ ' ‘ . , 1 I , \ .) "•.. , '` •-. 1 \ ./ 11, 1 . / • \ \ \ ss, , „ V I i i ( .. I i " t ' l t \ \ 1 \- \ 1 I / 1 \\,..... ....../ / ..-. - , , ---.,... ..._„, • 2/13410 10147.1 11 Hae. 04U10,6 L-11 STATE OF CALIFORNIA ) ss COUNTY OF ORANGE ) On Mil 14, 2009, before men. Jacquelyn A. Neckethorn, a Notary Public, personally appeared r" , who proved to me on the basis of satisfactory evidence to be the person � � narna is subscribed to the within instrrmtent, and acknowledged to me that he executed the sane in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalfof which the person acted, executed the instrument. • certify under PENALTY OF PERJURY under the laws of the Stdof California that the foregoing paragraph is true and oatrect. WITNESS my Rased and official seal. - � irr s" 's'�0' 1� `er COMINWOOft 0 1713625 ` - , NOW P1410113 a ;oa ffni pi , • � ora�ga�ro t F° otary • .1. k STATE OF CALIFORNIA \ ) . • • • ). • - COUNTY OF ORANGE " , • On April 14, 2009, before me, Jacquelyn! A. Heckeduorn, a Notary Public, personally appeared gab. , Who proved to me ort the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument, and acknowledged to me that he executed the sane in his authorized capaelty,.and that by his signature on the instrvrnent the person, of the entity upon behalf of which the person acted, tamed the instrument. I certify under PENALTY OF FERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. _ j rnwits li!rr Y, 0 E7 L -12 STATE OF CALIFORNIA ) ) sta COUNTY OE ORANGE ) April 14 2009, before me, Jacquelyn A. Hecketloom, a Notary Public. person llY appeared who proved to me on the bola of satisfactory evidence to be the person m who name subscribed to the within at, and acknowledged to me that he ©moculted the same in his authorized capacity, and that by his signature on the iitsument the person or the entity on behalf ofwldch the perms acted, mewed the instrument. . \ 1 comfy under PENALTY OF PERJURY under the taws of the State `C i O�aa t ha t ' the foregoing paragraph is true and correct. �. �� \ ' . WITNESS my hand radon:1AA seal. I '�'N <; J . . 1 . :- stole,► it: . meow* ,. �-- ..... �. iiA CIO Oe11 , s •.. ' k -:-.c.. STATE OF CALIFORNIA .)- y / .', -)ti. .- COUNTY OF ORANi E ) - \ : :, \ .1 ' 14, 200b ,. tore me, Jscq elyn A.,I1eckethorn, a Notary Public, personally wowed • r ` � proved to Won the basis of satistbctary evidence to be the person whose name is subieribe. d to the within" inert, and acknowledged to me that he exec the same in his mrthorrixad'capscity, and that by his signature on the instrument the person, or the entity upon behalf of which peisou acted, waned the 1 certify under PENALTY OF PERJURY wider the law. of the State of California that the foregoing paragraph is true and correct. WITNESS my head end official seal. t ilfr - Public L -13 ACKNOWLEDGMENT _ STATE OF CALIFORNIA COUNTY or Lis Asi, . •r1 On , t before me, is I t z pool ,.' • Notary rublic, peraanaIIyr �d . f' l.. u► a / •., who proved to me on the basis of satisfactory evidence to be the per�aor , • ■ whose &are subscrlbed to the within betweerd and ackrr lodged t r h, me that I j �y executed the same In hiatfairithe!r auth r ! csr cky( and that by hid r fthafr sign on the Instrument the pen3or , or the entity upon behalf of which the . p on acted, � thii Ir'ratrurnerrt 1 certify Under PENALTY OF PERJURY under the laws of the State of California *the die , begoing paragraph is true and correct • .'■. N. WITNESS my hand and official seal. , - . . • • ' ' s Sipnalure : 1 O , � . ., - • (se* carol. ' • AIM coma', s- • L -14 Exhibit A Legal DesCdiption of Propcdy PARCEL 1: I OTS 1.2 MD 3 IN BLOCK 100 OF TRACT NO. 54S, IN THE CI Y (W SEAM. REICH, COUNTY OF ORANGE, STATE OF CALIFORNIA. AS PER MAP RECEDED IN HOOK 31. PAGE, 27 OF MISCELLANEOUS MAPS. E+I THE OFD OF THE COUNrY RECORDER RDER OF SAID COVATf Y. EXCEPT THAT PORTION INCLUDED 04 THE FINAL ORDER OF CONDSMATION RECORDED MARCH 23.1977114 BOOK 12113, PACS 201. OTRCIAL ECORDS.. SAID LAM 1S CNCT.UDED WITHIN THE AREA SHOWN ON A MAP FILED IN THE 9 0 T1f COUNTY RECORDER OF SAID 08.02 COUNTY, Boos- 9Q PAGES 23T0 3Q INCLUSIvE OF iiW)RD OP SURVEYS. \� ; fi \ PARCEL 2: ` \ , } • 'THAT PORTION OF TIDE LAND LOCATION NO. 137 (SU,RYEY 11O. 106) AS WEN= EN= BY , ' THE STATE OF CALIFORNIA ON FEBRUARY 12, 1901 AN1 RECORDED APR14 27, 1901 IN BOOK 9. PAGE 105 Of PATENTS, R 0! ANGELES G TY A RECORDED SEPTEMB13R 5,, 1903 IN BOOK 1, PAGE 231 t11�C+E]IRDS' Ul -ORANGE COUNTY DESCRIBED AS FOLLOWS: BEGINNING AT STATION 49 OF THE BOUNDARY SURVEY OF 711E'.RANCHO LOS ALA Mil'OS. AS PER MAI-RECORDED 1N A)OIC 1. PAGES 44 461 AND 42 ?AMU OP SAID LoS AN0F S VOI N Y 7i10E W 1G SAID DOUNDARY NORTH" 00' 00'! MST 230.47 FEET 10 „,A7f1 lE; WHIT A D, 200.00 NORTHW Y FROM TEE RANCDD LINEBE LWEEN BOUNDARY STATIONS 49r ” SG MEN= ALONG SAID PARALLEL LIF4, NORTH 54° 49' 00" EAST 122k, 40 'Air TO'A LINE PARALLEL Wi1TI AND 30.00 FEET SoU17IwErraRLY PItott 11111 SOUICwPSTERLY SOP TFIE 200 FOOT STRIP OF LAND DESCRIBED tN QUTTCLA(M DEED TO THE MACH7C ELECTRIC RAILWAY (COMPANY *WORDED FEBRUARY 21. \1924 IN BOOK 314, PAGE 44 OF DEEDS OF SAM ARANdE C4N}Ii1TY: THENCE ALONG SAMOUTHWESTERLY UNE SOUTH 42" 15' 00' EAST' 201.32 FEET TO SAID RANCHO UNE; THENCE SOTJTH 34' 48' WEST 1126.60 FEET70 THE POLNT OF sEGI Nutt! % e F.XCEITI NORTH ERLY OF THE LAND CONVEYED TO THE STATE OP CALIFORNIA FOR HLCIHWAY PURPOSES RECORDED IN BOOK 426. PAGE 378 OF DE= 0FFKC1AL mows 0? SAID ORANGE COU1T1 V. AND SUBSEQUENTLY RELINQUISHED TCO THE CITY OF SEAL BEACH BY INSTRUMENT MIMED IN BOOK 700. PAGE 260 OF OFFICIAL RECORDS OF SAW COUNTY DESCRIBED AS FOLLOWS; BE(IINP11NG AT A POINT ON THE BOUNDARY LINE BElWsN STATIONS 49 AND 30 OF SAID RANCHO 1.05 ALAMTOS, Maw 4N? NORTH Sr or 00' EAST 213,27 FEET PROm SAID STATION 49L TT CE NORTH 43° 56' 00" WEST 202.36 FEET TO A LINE PARALLEL Wm AND DISTANT NORTHWESTERLY 20000 FEET FROM SAID BOUNDARY UNE; THENCE N RTH 54' 411 0cr EAST S0.94 FEET ALONG SAID PARALLEL LINEt MINCE SOUTH 43° 56' 00' EAST 202.)6 FEET TO SAID BOUNDARY L1N THENCE SOLT1HI 34' 48' 00' WEST 3094 FEET ALONG SAID BOUNCtARY LINETO THE POIN TOF BEGRIMING. VW* 101472 A -1 ` /14.1'1'ti L -15 SAID LAND IS INCLUDED WITHIN THE AREA SHOWN AS PARCEL A IN LICENSE SURVEYORS MAP OFF THE TIDELANDS BALM OF NAPLES FRED 1N BOOK 2, MOSS 47 AND 40 OF RECORD OF SURVEYS. Di THE OFFICE OP THE coUrTrY RECORDER OIL SAID COUNTY OPORANOE. PARCEL 3: MAT PORTION OF THE SOUTR HALF OF SECTION 11, TowNsof S SOUTTI, RANG! 12 WEST, INCLUDED WITHIN LOT C -1 OF TM RANCHO LOS ALAMITO . IN THE CITY OF SEAL BEACH, COUNTY Of ORANGE, STATE OF CALIFORNIA, AS PER MAPS 1 AND 2 PILED IN DECREE OF PARTITION IN THE SUPERIOR COURT OF CALL'ORNIA NAND roa THE COUNTY OF LOS ANGELES, CASE NO. 13527, A CERTIFIED COPY OF THE FINAL DECREE or . SAID CASE HAVING BEEN I RDED FEBRUARY 2, MI IN BOOK 14, PAGE 31 Of D1 $ IN THE O OF THE couNry RECORDER OF SAE) 0RAI C0'lJNIY DRSCRIIE. FOLLOWS: ' -- _ . • • , 4 � BEGINNING AT STATION 49 OF SAID RANCHO LOS ALAI S► THENCE NORTH W 42' 00,' EAST 2112? FEET ALQ, THE WESTERLY BOUNDARY .CIF SAID RAN�CE{O 10 11IE ' SOU'RIWES TERLY LINE OF MARINA DANE, AS DESCRIBED iN THSAID DEED TO 111E STATE.. • OF CALIFORNIA, RECORDED EN BOOK 436, PAGE 107 OF . OF SAW ORANGE COUNTY: THENCE mom SAID SOUTHViRETERL SOLJTl1 02" LASE` 33.50 FEET TO 11iB BEGINNIPIQ OF A CURVE CONCAVE ;I THE I�IDRTHEAST HAVINO'A RADIUS OF 940 FEET; THENCE ROUT/ 12311 FEET -z:AIXN0 SA1D`C.'URVE TO THE NORTHEASTERLY PROLONGATION OP THA1IORMWES1131tLY LINE OF STREET, AS SHOWN ON A MAP Of 04y Y CTIY I?4 BOi1K 3;‘,$4013 19 OP • P4SCEL .ANEOUS m o. MAPS. IN THE OF THE oeUN W ' :t6 c " OP SAID _ COUNTY; THENCE SOMA 31° 1? S0" WEST 13709` PER ALONG SAID FROOEO,NGATIC*1 WINE SOUTHWESTERLY LINE of SAID LOT C�.t : ,,TEICEN'CE NORTH W 07.' Jae -NEST( 210.00 FEET TO THE POINT OF B EGINNING. , • • : 1..Y I=.,xCFrr THAT PORTION DESCRIBED \ i1V\ 271E FINAL ORDER OF CONDEMNAT/0N RECORDED NAR+CU 23. BOOK 12115, PAGE 201, OFFICIAL RECORD . NAM' PARCEL 4: \ \•' '• /• ' THAT PORTION OF SLtIFCI[.B OF BAY CITY, IN TIDE CITY OF SEAL. BEACH, COUNTY OF ORANGE, STA1E OF 'CALIFORNIA. AS TPER MAP RECORDED IN BOOK 3, PAGE 19 OP MISCELLANEOUS MAPS, IN OFFICE OP 7HE COUNTY RECOIL OF SAID COUNTY LYING NORTHWESTERLY or THE SOUTfIWESTERLY PEOIONGATEON OF 111E SOUTI 'EASTERLY LINE OF FIRST STREET AS SHOWN ON SAID MAP. EXCEPT 111AT PORTION THEREOF LYING NORTHEASTERLY OF THE SOUTHWESTERLY UNE OP OCEAN AVOWS AS DESCRIBED EN THE DEED TO SAID CT[Y RECORDED JANUARY 2.3, 1932 IN BOOK 536, PAGE 49 OF OFFICIAL RECORDS. ALSO EXCEPT THAT PORTION THEREOF LYING SOUTHERLY AND SOUTHWESTERLY or THE FOLLOwe4O DESCRIBED LDIE: 2113.V9 10147) A -2 MO 433I9.a L -16 • RIMMING AT A POINT OF INTERSECTION GP THE Y l i M OF FIRST STREET AND THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS SAID STREW ARE SHOWN ON THE MAP OP SAID BAY CITY; THENCE ALONG THE SOUTHWESTERLY FRCYLONOAT1ON OF SAID SanTTEASIBRLY LINE OF FIRST MEET 298.93 FEET TOME TRUE PANT OF BEOINNfJ1O THENCE NORTH SS° S4' WEST 5532 FM T'UENCE NORTH 22° Sl' WEST 34664 FEET; 'THENCE NORTH 24' 31' EMT 78.?S VEE'T 110 WEB SOUTHWESTERLY LIMB OF OCEAN BOULEVARD. AS SHOWN ON SAID MAP. ` PARCEL 5; THAT PORTION OF BLOCK B' TOGETHER WITH THAT PORTION OF'" OCEAN AVE.' A STREET, Dpi THE BAY CITY TRACT. IN THE ant or SEAL BEACH. COIN:Volt came?" STATE(*CALIFORNIA, AS PER. MAP RECORDED IN BOOK 3. PAGE 19 OF 3+l1SCEUANROUS MAPS, IN THE OFFICE OF THE cowry RECORDER Of SAID C(*JNIY LYING WESTERLY OPT SOUTHERLY PROLONGATION OF WE EASTERLY L.DIE•OF BLACK "L"" OP'SAD BAY CJ?Y TRLAC'T QED AS M�DIAOWS: BEGINNING AT THE POINT OP INTERSECTION OF Tlikrov iFwimo ar.ftLY PROLO NGAMT IN Or THE NORTHWESTERLY LINE or PST meet AS•$11QWN ON SAID MAr:. WITH THE NORTHEASTERLY UNE OF SAID BMOC 'B'; THENCE Ir10RTW31' 17' 00' EAR t' 90.11 FEET E ..• ALONG SAID SOUTHWESTERLY PROLONGATION TO THE MOST-SOU H LY QO1RNsl OF SAfi BL0 K '+C: Timm NORTH SS" 4 ^`N►BST \ 317.56- rEET' ALONG THE SOUT}IWEgIULY UNE OF SAID BLOCTG.$0,T0. THE EASTERLY. LONE OP THE LAND DESCRIBED EN THE DEED TO LOS ANGELES OOUNtr, ;CORTEROL HisTi ICr RECORDED MAY 20, 1933 IN BOOK 612. PAGE 317 OF °PFDGIAL CO RDS 0WD) GRAMS COUNTY; MINCE SOUTHERLY ALONG MOE SOUTHER y PROWNQA71ow or SAID EASTERLY T HIMEAL MACH. _BOUNDARY A0R fl AI(?4, RPC0RDED APRILS, I96T IN EIOO4G IS6S PAGE 1 OF tFFtCW.. imorwsccitsAm R ORA1NLJE COUNTY TO THE NORTIBIRLPIIIIMINUICOP THE Aar L E flE1W +EEN THE STAGE LANDS COMMISSION /AI!) THE CLIP of SEAL ' BEACH ^AND' ALE are col LOS AMBLES RECORDED !, UOLJS'T 9. 1967 DI BOOK $}36 PAGE 4•0P OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE 10(7111 2 :91' 00' WEST 60.00 P13ET ALONG LAST SAID AMEESTErC'LINE TO THE SOUTHWESTERLY mum. OF TEE LAND DESOURRD IN THE DEER? TO THE'QLY OF SEAL BEACH RJ300TI.QBO JANUARY 23. 1932 IN BOOK VA PAGE 49 OF OFFICIAL _ Rls OF SAID ORANGE COUNTY; THENCE sown 6r ow 27' EAST 297.06 FEET ALONG nig c .. Y LINE Of :SAID TAND OF THE CITY OF SEAL BEACH. SAID SOUTHERLY L11 E HEQNG 7HB sourthtLY LINE OF OCEAN AVENUE AS SET FORTH IN RESQt.ETTION NO 1r7.AtY THJE-TRU9I8t'S or '7O CftY OF N.AL BEACB 93+16) MOWED $N MW BOOK 536, PAGE 49 OF OFFICIAL RECORDS, roma IolMT OF EIGINNING. A PORTION OF SAID OCEAN AVE. WAS VACA'1EI7 UPON( APPLICATION OP THE BAYS= LAND COMPANY AND ACTION OF TEE TRUSTEES OF 7111E CITY OF SEAL BEACH RECORDED Avow IR 1914 IN MIN IB Boot 11 AT PAS 51. 2113109 10147.2 19� L -17 A- PARCEL 6: BLOCK C OF BAY C1TY. IN THE CM OF SEAL. BRACE', COUNTY OP ORANGE. STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3, PAGE 19 OF M18CELLAWEOUS MAPS, Ri ME OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND THAT PORTIOW OF LOT At 2, 'ME RANCHO WS AlAWTOS INCLUDED WIIThN SAID CITY OP SEAL BEACH, AS SHOWN ON MAP NO. 1 FILED IN DECREE OF PARTITION OVUM SUPERIOR COURT 9F LOS ANGELES COUNTY. CA MA, CASE NO. 13327, A CERTIFIED COPY OF THE FINAL DECREE OF SAID CASE HAVING BEM RECORDED FEBRUARY 2.1891 IN BOOK 14, PA E 31 OF DEEDS OF SAID ORAL OOwrY, LYING WESTERLY OF SAID BLOCK C AND LYMNO NORTHERLY OF THE WESTERLY PROLONGATION OF THE SOUTHWESTERLY UPIE OF SAID BLOCK C. 4 :'`` ` EXCEPT FROM THE ABOVE DESCRIBED PORTION OF SAID- LOT_ A-2 TAAT.P0RTIO_N' ',HEREOF LYING ',mu RLY AND SOUMERLY OP THE POt3AWINT9 riesatmer, LINE BEGINNING AT A POINT NORTH 65` 00' W WEST, 330.90 FEET FROM STATION NO. 49 OF .. '., THE PATENT BOUNDARY LINE OP THE RANCHO:. La$ IU.AM1'1os BE G IN 1HE : • NORTNRAsTERLY Lice OF ,SAID' nom "C" AND ON 111E EASTERN SHORE OP WE INU3T FROM THE PACIFIC OCEAN TO AL AM ITOS BAY; THENCE SOUTH 12' OT QO' WEST, 5477.80 FEST; =NCH SEMITE 6. 00§ or WEB('.89S5 PEEr 29" WO EAST, FEET To T E P0(NF OF INPTERSEL 'I'Dt3tt,WT1U. THE ',NNRTHEAST'E R Y UNB OF OCEAN AVE., AS SHOWN ON AFORESAID MAP, 07: 8*Y CITY; 'T E. SOUTH - SS' 43' 00° EAST, AIRING SAID LINE OF OCEAN AVENUE 325.63 FEET TT THE4 M Y CORNER OF SAID BLOCK `O. ALSO EXCEPT 'fRRAT FOR_ THERMF :INCLUDED WT UIN TRACT 691, AS PM MAP RECORDED 114, 134091.11. PAGE 27 OF MEIDELLANEOIX MAPS. 131 THE CRIME OP THE COUNTY RECORDER OF SAID COUNTY. \ _ Y y' ALSO EXCEPT THAT PORTION DESCRIBED IN ',GIB FINAL ORDER OF C7NDENNATTON RECORDED MARCH 23.1 977 IN BOOK 1111 3., PAGE 201, OFFICIAL RECORDS. EOCCW r PROM, SAID PARCELS 1 THO„IJGH 6 ALL WATER AND WAVER RIMS AntorretArruKurpat SURFACE [lR SUBSURFACE ANT) ALSO EXCEPT THEREFROM ALL 0(E.. 0A8, AND PETROLEUM. OR OTHER MINERAL OR HYDROCARBON SUBSTANCES, WITHOUT THE MOM 7O ,Ir UPON THE Z1Z?ACE OF SAID LAND FOR SUCH USE, AS RESERVED BY THE - CITY OF LOS - ANGELES, A MUNICIPAL CORPORAI1ON9 IN THE GRANT DEED RECORDED MAY 27, 2003 AS INSTRUMENT N0.2003000612579, OF OFFICIAL RECORDS. END OP LEGAL DESCRIP'1'1ON VINO 10147.2 A-4 HIM 143319 rd L -18 • Eakibitikl Legal D of Enema Area A STRIP OF (AND 10.00 FEET IN WIDTH OVER THAT PORTION OF BLOM 8 OF BAY CITY. IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3 PAGE 10 OF MISCELtA_NEOU8 MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF amp COUNTY, THE CENTERLINE OF WHICH IS DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF THE LA, AS SHOWN • ON RECORD OF SURVEY NO. 2002-1000, AS FILED IN BOOK 193;, PAGE-47 DI \TI:I OFFICE OF SAID COUNTY' RECORDER; THENCE ALONG THE SOUTHERLY, LINE, OF $AJO RECORD OF SURVEY NORTH 57°83'36" WEST; 0115,50 FEET TO THEME', , pow OF _ BEGINNING; THENCE NORTH 1 r25, 20.04-,TO POINT •A'; .. THENCE CONTINUING NORTH 32.1725' EAST 229,84 FEET ;THENCE NORTH,: • 26°81"05' EAST 25.23 FEET TO TM SOUTHWESTERLY LIPS OP'OCEAPI AVENUE , , AS SHOWN ON SAID RECORD OF SURVEY. `, \1', I ,,. / \\: I • �. THE SIDELINES OF SAID STRP TO 8E LENGTHENED OR SHORTENED TO MEET` AT ANA POINTS A TO , N,ATE, ` v' IN THE SOUTHWESTERLY LINE OF SAC RE� OF'SURVEY AND NORTHE 'ICY PN SAfD $ Y UAIE OF O AVENUE: ` �; " `• TOGETHER WITH: PARCEL k BEGINNING THE HOONABOVE DESCRIBED POW4T THEPcE NORTii 57 42'' 9.5 , e WEST 0 FEET; THENCE.NO YH 88°'17'25' EAST 44.0O FEET; THENCE E BPUTH 57 EAST 4 14,00 'FEET;-IPeNCE SOUTh 32°17'25' WEST • 44.00 FIEET;, THENCE NORTH 67° EAST 41.6o FEET TO THE POINT OF BEGINNING: , SUBJECT TO CONOfT1ONS. RESERVATIONS, RESTRICTION&, • RIGHTS OF WAY AND EASEMENTS OF RECORD, IF ANY_ ALL AS MORE P ART .. LA Y SH ON E Orr 8 ATTACHED HERETO AND ANTE A PART HEREOR -'-y- - DATED THIS 13' DAY OF MAY. 2004. IDEL ,I - •r .r.re nw It GWEN -VERA DEL CASTILLO, PLS 5108 L.S. MOB REGISTRATION FIRES 47 Fes. 6/30/07 2J13A9 1D647.3 B-1 IMO' 013319r6 L -19 Baxhh'bit B Depiction ofEmentent Ann f 1, is .•.' • ...• .ste. N • .\ j ; " ' hia elti .. \ #1 - / l': l ' i f �i / pr=r3a'r », *n ! ler 80.14' 3 oar srere Vi sta ;�. 4 he r33.O6"E E3' I .._:. • ' sr IL 4, ti iQ 957`4 C 9. Mr I >i 3I.. _ +'% .. 7-71PfilkIVI! 4:I: LI :I II miliiimiNioni il " -, r:4 0 • rilirl.:il • 2/1109 10,1472 B-2 HID: M33t9 r6 L -20 , . ... &kW VW. Revenue Allocations for Enema Holden Atkinson LLC 12.5% .A, Gentocr, LLC 25% Griffith LLC 25% \:. ' \ • Kyle LLC 12.3% Alt, \ • \ • •A - •-.... --, . Parkhurst LLC 25% ). \I ( .. ., . . /::. . .-: '- -\ • ' : - :::. ----:-,' [\' 1 \ N . . \ .. , • \ - ' / "./ .% . --. f ' - -"... . ----....--,--- • 2/13/00 I$1412 HAM 4 vb Schedule 1 L-21 • Exhibit M ASSIGNMENT OF LICENSE AGREEMENT This Assignment of License Agreement (this "Assignment") is entered into as of February 17, 2009 (the "Effective Dente ") by and between By City Partners, LLC, a Calilbmia Limited Liability company C'AMsi , an the one hand, and Atkinson LLC, a California limited liability company ("Atkinson LLC), Tenth Street Building, LLC, a California limited liability company Meatrser LLC"), Main & PCs, LLC a California limited liability comfy. ("Griffith LLC"), Kyle LLC, a California Limited liability company ("Kyle LLC), and Park -e, LLC, a California limited liability company ("Parkhurst LLC ") (collectively "Aisle "), on the other .hand; \ . \ { 1. j mt and �, Lic�ernses Age. Assignor hereby aasigxis and transfers to Assignee all of Assignor's right, title and interest in and tathat certain License Agreement (the "License Agreement") dated as of February 9, 2006 by and bet ce& Assigner, as licensor, and Plains Exploration & Production may, a Delaware corporation; as asd to Dos Cuadras gore Resources, LLC, a Texas limited liability. ` cyorinpany, as licensee, pursuant to that certain Letter Agreement dated Match 1, 2006 (thee "License"), as assigned to • DCOR, LLC a Texas limited liability company ("DCOR ") covering tiie property therein ! described (the "License Ares"). • Assignee hereby accepts the foregoing assignment, a ssumes and agrees to perform all of the covenants, conditions, agreements and obligati Arils' of Agnor under the License that arise or accrue on or alter the Effective Date. / , �'� - ' ` • 2. MRg as _Easment Holder:• The patties \ _understand' and'ng (and, by execution below, Limpet* understeisds and \ ag es) that Assignor has previ�y granted or concurrently herewith is grinning to Assignneea ion cclusi rye. easement of the enter License Area pursuant to that, certain Easement Agreement of even date herewith by and between Assignor and Assignee (the "Easement, �t!Yand that, based on the Easement Agreement, Assignee, shall be deemed to be "Owner* under the Wens* nse Ag>eement for all purposes, notwitltstinclittg that Assignees does nno own fee title to the License Arca. 3. meal iifcatioa Assignor abou frosnt and after the Effective Date, indemnify, defend, and hold Assigncc harp less from , any liabilities, losses, cosh demands, damages, claims, suits, judgments oc.expeittes (including, without limitation, attorneys' fns and costs) incurred by Assignee arising out of or conned with the License that arose or accrued prior to the Effective Dace. Assignor shall, from and after the Effective Date, indemnity, defend, and hold Assignee harmless tool any liabilities, losses, costs, de ends, damages, claims, suits, judgments or expenses (including, without linnitatioN attorneys' fees and coos) incuxr+cd by Assignor arising out of or connected with tie License drat arise or accrue on or after the Effective Data 4. I4emegMePs_s S� xtgejea• Assignor and Assignee each rat and warrant to each other that it is qualified and has full power and authority to execute this Assignment, and that this person signing this Assignment on vita behalf is authorized to do so. Assignor fiuther represents and warrants to Assignee that (i) the Licm se is in full force and effect, (ii) Assignor has the right to assign its rights under the License to Assignee, (iii) Assignor 2fl .O5 10147.2 MO: 03437 vS M -1 . . has not previously assigned its rights under the License Agreement to any other party, and (v) Assignee shalt be entitled to receive any and all revenues received from the Licensee under the License Agreement. 5. Binding Amman, This Assignment shall be binding upon and itnue to the benefit of the successors and assigns of the respective parties !mete. 6. Attorneys' Fees. In the ems of any controversy arising out of or in. connection with this Assignment, the prevailing party in any such action or proceeding shall lie-entitled to receive from the other party all costs and expenses, including actual attorneys' fer.s, disbursements, and court costs reasonably incurred by the prevailing pasty in count:cgs:in with such action or proceeding. / ... , . • .• I Governing Law.. This Assignment shall be governed by, ititeipreted 'under ;nd construed in accordance of the laws of the State of California, . , . --... \ . . „ 8. gogigukt. This Assignment may be execlitOd in one or More counterparts. ... each of which shall be deemed an original, but all of which Shall eollectiVely, constitute cur ‹ • • J , agreement. ..,.,... IN WITNESS WHEREOF, Assignor andAssignee have executed this Ans ignment as of the Effective Date written above. "."---. ., .• ' s. \\ .---- .-/ N • Assignor /Bay City Partners, i.cslifoillia limited liability f - convoy \. '' - \ • -•—__ • . 1 ., , ..---,„ j / ,.,.' \\,,,, Member 1 , ' ‘, Bob A...Ori i■ .4 M. . ■ r \ , 1 • i 1 ..• 1By: //if ;2 . . • B; . I e,M-11 AK, Adtgiri S F . - Parkhurst, Member I op. 3 fr .A., .1, Oil y Atkin ,, ,. Trustee o r Atkinson F • ' Trust 2 • M-2 Assignee: Akinaon LLC: Atidzon LLC, 4 Caiiktiia limited liability � 1111 f By: A Gentaer LLC: Tenth Street Buildin& LLC, a California l'imitad liability company By: Rocky and Deborah Goner Family; LLC, a Califawi : i + ' +- ' corms. , • 5 ` .� •1, By: f!" Member , gig Griffith LLC: Main & FCH, LLC,PitCalifomia limited liability conlianY s-: / BY • A. Gd A+ tazuiginWiMember Kyle LLC:. - ' (Kyle, LLC, a a • limited li.abi company • Brian , . la, Sole A''`F } • Parkhurst LLC: _ a ilit fff co 1116 , ik B �� Y: , es ' ., Y' Managing Member 2111 14147.2 3 met 14367 v5 M -3 • EPTED AND AGREED: DCOR hereby acknowledges and consents to the foregoing Assignment of License Avnement by and between Assignor and Assignee. DOOR acknowledges that as a result of this Assignment, the License se Agreement is now between DOOR and the Assignee (i.e., the easement . holders of the License Area). DCOR further acknowledges and agrees that as a mutt ofthis Assignment, as of the Effective Date Assignor is hereby released from any and all obligations under the icense • :, , it and Assignee is sotety obligated ceder. DOOR agrees, from . and alter i -,,,, . ,. >.. _._ _ �# 2009, until notified otherwise by a majority in interest• of the easement holders, to make .separate payments of the amounts due under the License Amt to each of Atkinson LLC, Qentster LLC, Orifth LLC, Ilyle LLC sad Parkhurst LLC acca i ding to the percentage intcreat held by each and at the address for each as set on Schedule f attached hero. I'' �. \ 't tt a Texas � � liability co ,. - . � • 6. fir . r ( • _ icaPresident ~� ,, , \ •;•:,- ---- _ . \\. \ • - . i'.•:. \• c \ , .\ \�\. 1 4 ), : • \; r t - - J r , ' • 4 M -4 Schedule to ,Assiimnient of License Aitreement Atkinson LLC (123%) 4592 Orion Street Huntington Botch, CA 92649 An*: Cindy Atkinson Tenth Street Building, LLC (2,5%) 2999 WestminsterA Suite 203 Seal Beach,. CA 90740 AMI: Rocky Geolner . • / - • - . • Main & PCH, LLC (25%) . • : 1225 Catalina Avcnu L. / Seal Beath, CA 90740 . 1: Attn: Bob Griffith . , .• , Kyle, LLC (12.5%) „ P.O. Box 179 Seal Beach, CA 90740 ": • . . Attn: Brien Kyle .• ' s Park-a, LLC (25%) 107 Opal Ave. • • Newport Beach, CA 92662 ••• Attn: Jim Parkhurst ' , • , • • • •, • • 5 M-5 • Recorded in Official Records, Orange County RECORDING REQUESTED BY Tom Daly, Clerk- Recorder I(1 qND WHEN RECORDED MAIL TO: l 11111111 11111111111111111111111111111111111111111111111 NO FEE City of Seal Beach 2011000153854 3:32 pm 03/24/11 211 8 Street 47 415 E01 7 Seal Beach, CA 90740 0.00 0.00 0.00 0.00 B.00 0.00 0.00 0.00 Attn: City Clerk (SPACE ABOVE THIS LINE FOR RECORDER'S USE) Exempt from payment of recording fee — .1( Califomia Government Code §§ 6)03 and 27383 P 1 i „ le GRANT OF EASEMENT FOR SEWER ACCESS, \\ V ' CONSTRUCTION AND MAINTENANCE PURPOSES I.I • Bay City Partners LLC, a California limited liability company; owners of r/ certain real property situated in the City of Seal Beach, County„ of Orange State of California ( "Grantor"), hereby grant to the CITY OF SEAL• BEACH, a municipal corporation ( "Grantee "), an irrevocable easement for sewer access, construction and maintenance purposes, in, over, across and along said certain real property described'. in Exhibit "A" �, and delineated on Exhibit "B" attached hereto and made' a` part hereof by' this reference. N \, r ' `` �+� . -,,, \ :'' - . SUBJECT TO easements any, O rd . ights' of W ay � off record_or=apparent. RESERVING UNTO GRAN i ts successors arid' as the right to g signs, use said land for any purpose; that will not'in a way ii teifere with the use by Grantee of this easement. ; -- -' :.-'• \ . r 7.- Dated: March 17,201'1 \ BA Y CITY PARTNERS LLC, a California j ...' .rte, -- .` limited liability company �:.:\ f �) By: 07 \ , . ).\ ' ` i Bob A. - -- ith, Me - -''., By: -- Bi-' Kyle, M= '.er By: • �� -m s Parkhurst, Member By: /NA' p---- Cin y Atkins Member 3/17/11 10147.2 #95869 v1 EXHIBIT A SEWER EASEMENT LEGAL DESCRIPTION THAT PORTION OF BLOCK B OF BAY CITY, IN THE CITY OF SEAL BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, PER MAP RECORDED IN BOOK 3, PAGE 19 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: .'i BEGINNING AT THE POINT OF INTERSECTION OF THE EXTENSION OF • THE SOUTHEASTERLY LINE OF FIRST STREET AND THE SOUTHWESTERLY LINE OF OCEAN AVENUE AS SAID STREETS ARE SHOWN ON THE MAP OF SAID BAY CITY; THENCE, NORTH 54°44'12" WEST, 13.95 FEET ALONG THE SOUTHWESTERLY LINE OF OCEAN AVENUE, AS SHOWN ON RECORD OF SURVEY NO. 2002 -1090, FILED AS INSTRUMENT NO. 2003000516244 IN BOOK 193, PAGE 47 OF RECORDS OF SURVEY IN`•, THE OFFICE OF THE COUNTY RECORDER OF ORANGE' COUNTY, STATE 'OF CALIFORNIA, TO A POINT ALSO BEING THE INTERSECTION OF A CURVE CONCAVE}: +.\ NORTHWESTERLY AND HAVING A RADIUS OF •500:00 FEET WITH A.'RADIAL SAID CURVE AT SAID POINT BEARING NORTH =58 °15'19" WEST; THENCE, :. SOUTHWESTERLY, 106.15 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE " OF 12 °09'49" TO A POINT OF COMPOUND CURVE WITH • A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS/OF/200.00, FEET, A RADIAL THROUGH SAID POINT OF COMPOUND CURVE BEARING NORTH' .46 °05'30" -.WEST; THENCE, SOUTHWESTERLY, 22.35 FEET ALONG SAID 200.00- FOOTRADIUSCURVE THROUGH A CENTRAL ANGLE OF.6 °24'0.7" TO A, POINT OF TANGENCY WITH'A LINE BEARING SOUTH 50 °18'37" WEST; THENCE, SOUTH 50 °18'37" WEST ALONG SAID TANGENT LINE 42.77 FEET .TO A POINT OF \ \ TANGENCY • WITH A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF- 90.00 FEET; THENCE, SOUTHWESTERLY, 17.98 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 11°26'52" TO A POINT OF REVERSE CURVE WITH A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 400:00 FEET, A RADIAL THROUGH SAID POINT OF REVERSE CURVE BEARING SOUTH .28 °14'31" EAST; THENCE, SOUTHWESTERLY, 78.24 FEET ALONG SAID 400.00 -FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE OF 11 °12'25" TO THE SOUTHWESTERLY LINE OF SAID RECORD OF SURVEY NO. 2002-1090; THENCE, ALONG THE SOUTHWESTERLY SOUTHEASTERLY LINES OF SAID RECORD OF SURVEY THE FOLLOWING COURSES AND DISTANCES: 1. SOUTH 21 °50'35" EAST, 32.84 FEET; 2. SOUTH 57 °53'35" EAST, 55.32 FEET; 3. NORTH 32 °17'25" EAST, 273.93 FEET TO THE POINT OF BEGINNING. CONTAINING 10,768 SQUARE FEET, MORE OR LESS. ALL AS MORE PARTICULARLY SHOWN ON EXHIBIT B ATTACHED HERETO AND MADE A PART HEREOF. SEWER EASEMENT EXHIBIT B . / il .3 0 ' 60. 17 JO' i SCALE: 1" = 50' ° °Z 1 D( � ,c% / c:L• i, .-\ /( • \ - -:.! N5815,1'9 w ` O (RAD)` `� �,q! 00 rte __ \ /,` • �L MAP OF BAY CITY tr: POR. OF BLOCK B �� �. .-_-- ) P .O.B. r N46'05'30 "W\ -• � , ( - '(RAD PCC) y` _ 1 -j• i !� !. 4 - (` `, �,.� 628'14'31 "E O ,. ••.. -- • ;' (RAD PRC �.-- �-. Q ` � ---- (RAD) ©- .� - -.- ... -•-_' �,,,� - -`_. 0 DELTA RADIUS LENGTH ❑ BEARING DISTANCE 1 11 12' 25' 400. 00' 78, 24' 1 S32' 17' 25' W 273. 93' 2 11' 26' 52' 90. 00' 17. 98' 2 N57' 53' 35' W 55. 32' 3 6' 24' 07' 200. 00' 22. 35' 3 N21' 50' 35' W 32, 84' 4 12' 09' 49' 500. 00' 106. 15' 4 N50' 18' 37' E 42. 77' 5 S54' 44' 12' E 13. 95' - • CERTIFICATE OF ACCEPTANCE This is to certify that the easement conveyed by grant dated March 17, 2011 from Bay City Partners LLC to the City of Seal Beach, a Municipal Corporation, is hereby accepted by the undersigned officer. on behalf of the Seal Beach City Council pursuant to authority conferred , by :Seal Beach City Council Resolution No. 2271 adopted on November 26, and the grantee consents to the recordation thereof by its duly authorized officer. • • • Dated 0/41/62 s . • . • City of Seal Beach . • • y a Ad.--,,a,4,40.t City'Clerk 1 •` y