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Home My WebLink AboutCT 99-04; Villages of La Costa Oaks & Ridge; Tentative Map (CT)HMP RELATED DOCUMENTS CT 99-04 LA COSTA 0AKS& RIDGE RECORDINGREQUESTEDBY: DepartmentofFishandGame 1416NinthStreet,12thFloor Sacramento,CA95814 MAILTO: DepartmentofFishandGame 1416NinthStreet,12thFloor Sacramento,Ca95814 SpaceAboveLineforRecorder'slIseOnly NoDOCUMENTARYTRANSFERTAXDUE CaliforniaReve nue&TaxationCode§ 11922 PresentedforAcceptancebyCaliforniaDepartment ofFishandGame CONSERVATIONEASEMENTDEED THIS CONSERVATION EASEMENT DEED (the "Deed") is made this day of , 20 by REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation ("Grantor"), in favor ofTHE STATE OF CALIFORNIA ("Grantee"), acting by and through its Depart ment of Fish and Game, a subdivision of the CaliforniaResourcesAgency,("DFG")withreferencetothefollowingfacts: RECITALS A. Grantor is the sole owner in fee simple of certain real property in the City of Carlsbad, County of San Diego, State of Calif ornia, consisting of Parcels A,B,C,D,E,F,G and H as more particularly described in Exhibit "A" through "I", inclusive and attached hereto and incorporatedbvthisreference(the"ConservedHabitatLands");and B. TheConservedHabitatLandspossesseswildlifeandnativehabitatvalues (collectively, "ConservationValues")ofgreatimportancetoGrantorandthepeopleoftheStateofCalifornia; and C. The Conserved Habitat Lands includes coastal sage scrub and ot her natural habitats suitable to the California gnatcatcher, (Polioptila californica californica) and other sensitive species;and D. TheDepartmentofFishandGamehasjurisdiction,pursuanttotheFishandGameCode Section 1802,overtheconservation,protection,andma nagementoffish,wildlife,nativeplants and the habitat necessary for biologically sustainable populations of those species, and the Department of Fish and Game is authorized to hold easements for thes e purposes pursuant to HCP/ConservationEasementDeed 27817-2/1705633.REd(Word)01/10/02 CivilCodeSection815.3,FishandGameCode Section 1348,andotherpr ovisionsofCalifornia law; E. The United States Fish and Wildlife Service (USFWS) has jurisdiction over the conservation, protection, restora tion, enhancementandmanagement offish, wildlife andnative plants and the habitats on which they depend under the Endangered Species Act, 16 U.S.C. section!53 letseq.(ESA),theFishandWild HfeCoordinationAct,16 U.S.C.section661-666c andotherapplicable Federallaws;and F. TheConservedHabitatLandsweredesignatedforhabitatconservationpurposespursuant to that certain "Implementation Agreement Regardingthe City ofCarlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June 7,1995" (the "Implementation Agreement") by Grantor's predecessor in title, the Fieldstone Company, in connection with the development of the Villages of La Costa Proj ect in the city of Carlsbad, California (the "Project") and Grantor desires to assure Grantee and the USFWS that Grantor, anditssuccessors,willholdtheConservedHabita tLandsconveyedherebyfortheconservation purposes as required in the Implementation Agreement in accordance with and subject to the termsandconditionsofthisDeed;and G. Grantor intends to convey to Grantee, pursuant to this Deed, the right to preserve and protecttheconservationvaluesoftheCons ervedHabitatLandsinperpetuity;and H. Grantee agrees by accepting this grant to honor the intentions of Grantor stated herein and to preserve and to protect in perpetuity the Conservation Values of the Conserved Habitat Lands in accordance with the terms of this Deed for the benefit of this generation and the generationstocome. COVENANTS.TERMS.CONDITIONSANDRESTRICTIONS In consideration of the above recitals and the mutual covenants, terms, conditions, and restrictions containedherein, a ndpursuantto California law, includingCivil Code Section 815, etseq.,GrantorherebygrantsandconveystoGranteeaconservationeasementinperpetuityover the Conserved Habitat Lands of th e nature and character and to the extent hereinafter set forth ("ConservationEasement"). 1. Purpose . ThepurposeofthisConservationEasementistoassuretheConserved HabitatLandswillbepreservedinanaturalconditioninperpetuityandtopreventanyuseofthe ConservedHabitatLandsthatwillmateriallyimpairorinterferewiththeconseryationvaluesof theConservedHabitatLands.GrantorintendsthatthisConservationEasementwillconfinethe use of the Conserved Habitat Lands to such activities, including without limitation, those involving the preservation and enhancement of native species and their habitat in a manner consistentwiththehabita tconservationpurposesofth isConservationEasement. 2. Rights of Grantee . To accomplish the purposes of this Conservation Easement, Grantorherebygrantsandconveysthefollowing rightstoGrantee,andUSFWSasathirdparty beneficiaryofthisConserva tionEasement,bythisDeed: HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 2 01/10/02 (a) Topreserveandprotectinperp etuity the Conservation Values of the Conserved Habitat Lands in accordance with this Conservation Easement and the ImplementationAgreement; (b) ToenterupontheConservedHabitatLandsatreasonabletimesin order to monitor Grantor's compliance with and to otherwise enforce the terms of this Conservation Easement. In addition, Grantee, the USFWS or their designees may enter the Conserved Habitat Lands for rese arch and interpretive purposes, subject to Grantor's approval, whichapprovalshallnot bewithheldunreasonably; (c) TopreventanyactivityonoruseoftheConservedHabitatLands that is inconsistent with the purposes of th is Conservation Easement and to require the restorationofsuchareasorfeaturesoftheC onservedHabitatLandsthatmaybedamagedbyany act, failure to act, or any use by Grantor that is inconsistent with the purposes of this ConservationEasement; (d) Allmineral,airandwaterrightsnecessarytoprotectandtosustain thebiologicalresourcesoftheConservedHabitatLands; (e) All present and future development rights, except that Grantor retainssuchrightsasarenecessarytoconduct activitiesfortheProjectdevelopmentasprovided forintheImplementationAgreementandthisDeed;and (f) To enforce by means including, without limitation, injunctive relief,thetermsandconditions ofthisConservationEasement. 3. Prohibited Uses. Any activity on or use of the Conserved Habitat Lands inconsistent with the habitat conservation pur poses of this Conserva tion Easement and not specificallyreservedasarightofGrantorisprohibited. Withoutlimitingthegeneralityofthe foregoing, the following uses by Grantor and Gr antor's agents are expressly prohibited unless specifically provided for in this Deed, th e Implementation Agreement or any approved managementplan(s)fortheConservedHabitatLands; (a) Unseasonal watering, use of he rbicides, rodenticides, or weed abatementactivities,incompatiblefireprotectionactivitiesandanyandallotheruseswhichmay adverselyaffectthepurposesofthisConservationEasement; (b) Use of off-road vehicles except in the execution of management duties; (c) Grazingorsurfaceentryforexplorationorextractionofminerals; (d) Erecting of any building, billboard, sign excepting signs designatingtheboundariesandpurpose oftheConservedHabitatLands; (e) Depositing of soil, trash, ashes, garbage, waste, bio-solids or any othermaterial; HCP/ConservationEasementDeed 27817-2/1705633 .REd(Word) 3 01/10/02 (f) Excavating,dredgmgorremovmgofloam,gravel,soil,rock,sand orothermaterial; (g) Otherwise altering the genera 1 topography of the Conserved HabitatLands,includingbuildingofroads; (h) Removing, destroying, or cutting of trees, shrubs or other vegetation,exceptasrequiredbyfederal,stateor locallaworby governmental orderfor(l)fire breaks,(2)maintenanceofexistingfoottrailsorroads,or(3)preventionortreatmentofdisease orf4^fortheimplementationoftheapprovedrnanagementplan. 4. Grantor's Duties. Grantor shall undertake all reasonable actions to prevent the unlawful entry andtrespass bypersons whose activities may degrade or harm the conservation valuesoftheConservedHabitatLands. 5. ReservationsandExceptions .NotwithstandinganvotherprovisionsofthisDeed. Grantorhasreservedandthereisexceptedfromthegrant,transfer,assignmentandconveyance of the Conservation Easement hereunder the right of Grantor, or its successors and assigns, agentsorcontractors,andpublicagencies,therightofaccessandeasementsforthepurposeof planning, constructing, grading, operating, maintaining, replac ing or reconstructing public or privatesewer,water,utility,basins,drainage andallotherpublicand privateutilitiesover,under or across the Conserved Habitat Lands necessary or required for the orderly development of Grantor's "Project and Plan Activities" described in SectionlV.G. of the Implementation Agreement provided any disturbed habitat is reasonably restored or mitigated, and are not otherwise inconsistent with thepurpose of this ConservationEasementandthe Implementation Agreement. Saidreservedactivitiesandrightsshallinclude,butarenotlimitedtothefollowing: A. PARCELB:CompliancewithCityofCarlsbadoaktreerelocationconditionset forth in City Council Resolution 2001-318, tras h removal and removal of non-native plant species. B. PARCELC:Futurewaterline/easementtoVallecitosWaterDistrict,trailsystem, utilityaccessroadtoexistingSDG&E200foottransmissioncorridorfromfutureRanchoSanta FeRoadandfromfutureOaksNeighborhoodS .10. C. PARCEL D: Drainage structures, detention basin/access road, trail system and conversion/re-vegetation of portion of existing Rancho Santa Fe Road into trail, relocation of existing Rancho Santa Fe Road sewer line/easement to connect to facilities in Cadencia Park, relocate Meadowlark Treatment Plant access road, drainage improvements and storm drain outlet. D. PARCELFrCarlsbadMunicipalWaterDistrictwaterline/easementrelocationand associatedappurtenances(pressurereducingstation). E. PARCEL H: Utility access road to existing SDG&E 150 foot transmission corridorfromfutureRanchoSantaFeRoadandfromfutureStreet"H". HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 4 01/10/02 Furtherreservingand excepting from this Deed , thereversion of fee title to Grantor on theoccurrenceoftheconditionsubsequentthat(i)th£ConservedHabitatLandsisusedforany purpose other than wildlife conservation purposes as provided in Section V.A. 1. of the Implementation Agreement or in the evont(ii).the Implementation Agreement and associated HCP/OMSPisjudiciallyinvalidated,butinsuchevent.excludmgfromsuchreversionoffeetitle toanyConservedHabitatLands,anareaequitablv proportionatetotheextentofanvpermanent habitat"take"undertheImplementationA^reementandHCP/OMSP. 6. Grantee's Remedies. USFWS as a third party beneficiary of this Conservation Easement shall have the same rights and remedies as Grantee under this section. If Grantee determines that Grantor is in violation of the terms of this Conservation Easement or that a violationisthreatened,GranteeshallgivewrittennoticetoGrantorofsuchviolationanddemand in writing the cure of such violation. Grantor sh all not be deemed in defaultuntil such written noticeisgiven.IfGrantorfailstocuretheviolationwithinfifteen(15)daysafterreceiptofsaid writtennoticeanddemandfromGrantee,orsaidcurereasonablyrequiresmorethanfifteen(15) daystocompleteandGrantorfailstobeginthecure withinthefifteen(15)dayperiodorfailsto continuediligentlytocompletethecure,andifGrantorfailstonotifyGranteewithinfifteen(15) days after receipt of Grantee's written notice of violation that Grantor disputes Grantee's determination of violation (hereinafter, Grantor's "notice of dispute"), Grantee may bring an actionatlaworinequityinacourtofcompetentjurisdictiontoenforcecompliancebyGrantor withthetermsofthisConservationEasement,torecoveranydamagestowhichGranteemaybe entitled for violation by Grantor of the terms of this Conservation Easement, to enjoin the violation, exparteasnecessary,bytemporary or permanentinjunctionwithoutthenecessityof proving either actual damages or the inadequacy of otherwise available legal remedies, or for other equitable relief, including, but not limited to, the restoration of the Conserved Habitat Landstotheconditioninwhichitexistedpriorto anysuchviolationorinjury.Wi.thoutlimiting Grantor's liability therefore. Grantee may apply any damages recovered to the cost of undertakinganycorrectiveactionontheConservedHabitatLands. 6.1. Insurance. The Grantor will maintain an insurance policy in a form reasonablyapprovedbytheLegalAdvisortoGranteewithaminimumof$2millionofcoverage per incident. If a court of competent jurisdiction determines that the Grantor has violated any termofthisConserva tionEasement,GrantorandGranteeagreethat: (a) liabilityfordamagesislimitedtoactsoromissionscoveredbythat policyandonlytothedollarlimitsofthatpolicy; (b) funds from the endowment which was created to manage the ConservedHabitatLandscannotbeusedtopaydamagesawardedaspartofthejudgment; (c) funds from the endowment whic h was created to manage the ConservedHabitatLandscannotbe usedtorestoretheConservedHabitatLandstothecondition inwhichitexistedpriortotheviolation;and (d) at its discretion, Grantee may agree to accept fee title to the ConservedHabitatLandsandmanagementresponsibilityoftheConservedHabitatLands.Ifthis occurs, Grantee will receive any funds which remain in the endowment and any other funds HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 5 01/10/02 specifiedfortheConservedHabitatLands.Grantee'sacceptanceoftheConservedHabitatLands issubjecttoapprovalbytheDe partmentofGeneralServices. 6.2. Cooperation. If Grantor provides Grantee with a notice of dispute, as providedherein, Grantee shall meet and confer with Grantoratamuruallyagreeableplace and time,nottoexceedmirty(30)daysfromGrantee'sreceiptofthenoticeof dispute. Granteeshall considerallrelevantinformationconcerningthedisputedviolationprovidedbyGrantorandshall determine whether a violation has in fact occurred and, if so, whether Grantee's notice of violation and demand for cure are appropriate in light of the violation. Grantee agrees to considerthefollowingprinciplesinmakingitsdetermination: (a) Managementactivities shallbechosenfortheirlong-termbenefits totheConservedHabitatLands'conservationva luesratherthanforshort-termbenefits; (b) Management activities that benefit habitat protection shall be chosen in favor of management activities designed to benefit individual species, except where StateorFederallylistedspeciesareatissue; (c) Habitat maintenance is of primary importance in protecting the long-termconservationvaluesoftheConservedHabitatLands; (d) Managementactivities shallbechosenaccordingto the following orderofpreference: (i) preventative actions shall be taken to avoid additional impact; (ii) naturalrestorationshallbeusedifappropriate,basedonthe magnitude of the impact, the impacts on listed or sensitive species, and the estimated time for recoverytooccur; (iii) active restoration shall be required only where there are severe,long-termimpactstotheConservedHabita tLands'ConservationValues,orwherehighly sensitivespeciesareimpacted; (e) If, and for so longas, Grantor is a non-profit entity organized for conservation purposes, Grantee shall consider the cost of management activities and the resourcesavailabletoGrantor'ssuccessor. 6.3. Emergencies. If Grantee, in its sole discretion, determines that circumstances require immediate action to prevent or mitigate significant damage to the Conservation Values of the Conserved Habitat Lands, Grantee may pursue its remedies under this paragraph without prior notice to Grantor or without waiting for the period provided for cure,omoticeofdispute,toexpke.Grantee'srightsunderthisparagraphapplyequallytoacmal or threatened violations of the terms of this Conservation Easement. Grantor agrees that Grantee's remedies at law for any violation of the terms of this Conservation Easement are inadequateandthatGranteeshallbeentitledtotheinjunctiverelie fdescribeinthissection,both prohibitive and mandatory, in addition to such other relief to which Grantee may be entitled, HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 6 01/10/02 includingspecificperformanceofthetermsofthisConservationEasement ,withoutthenecessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee's remedies described in this section shall be cumulative and shall be in addition to all remediesnoworhereafterexistingatlaworinequity,includingbutnotlimitedto,theremedies setforthinCivilCodeSectionS 15,etseq.,inclusive. IfacourtofcompetentjurisdictiondeterminesthattheGrantorhasviolatedany termofthiseasement,GrantorandGranteeagreethat: (a) liabilityfordamagesislimitedtoactsoromissionscoveredbythe insurancepolicyidentifiedinparagraph6.1 a ndonlytothedollarlimitsofthatpolicy; (b) funds from the endowment which was created to manage the ConservedHabitatLandscannotbeusedtopaydamagesawardedaspartofthejudgment; (c) funds from the endowment whic h was created to manage the ConservedHabitatLandscannotbe usedtorestoretheConservedHabitatLandstothecondition inwhichitexistedpriortotheviolation;and (d) at its discretion, Grantee may agree to accept fee title to the ConservedHabitatLandsandmanagementresponsibilityoftheConservedHabitatLands.Ifthis occurs, Grantee will receive any funds which remain in the endowment and any other funds specifiedfortheConservedHabitatLands.Grantee'sacceptanceoftheConservedHabitatLands issubjecttoapprovalbytheDe partmentofGeneralServices. 6.4. ConflictinqNotices.IfGrantorreceivesmconsistentorconflictingnotices of violation from Grantee and from the USFWS, acting in its capacity as a third party beneficiary, GrantorshallnotifyGranteeandUSFWS withinfifteen(15)daysofsuchreceiptof theinconsistencyorconflict.Grantorshallnotbe deemedindefaultorberequiredtotakeany action until such time as Grantee and the USFWS provide a j oint written notice of violation. Joint notices of violation shall be treated the sa me as individual notices of violation under this Section 6. Specifiedtime limits concerningnotices of violation, andnotices of dispute, shallbe calculatedfromthedateGrantorr eceivesajointnoticeofviolation. 6.5. Costs of Enforcement. Anv costs incurred bv Grantee in enforcing the tennsofmisConservationEasementagainstGrantor.including.butnotlirnitedto.costsofsuit andattornevs'fees.andanvcostsofrestoration necessitatedbvGrantor's violationornegligence underthetermsofthisConservationEa sementshallbebornebvGrantor. 6.6. Grantee's Discretion. Enforcement of the terms of this Conservation Easement bv Grantee shall be at the discretion of Grantee, and any forbearance bv Grantee to exercise its ri ghtsunder this Conservation Easement in the event of anvbreach of anvterm of this Conservation Easement bv Grantor shall not be deemed or construed to be a waiver bv Grantee of such term or of any subsequent breach of the same or anv other term of this Conservation Easement or of anv of Grante e's rights under this Conservation Easement. No delavoromissionbvGranteeintheexerciseofanvrightorremedvuponanvbreachbvGrantor shallimpairsuchrightorremedv orbeconstruedasawaiver. HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 7 01/10/02 6.7. Department of Fish and Game Right of Enforcement. All rights and remedies conveyed to Grantee under this Conser vation Easement Deed sh all extend to and are enforceablebytheDepartmentofFishandGame. 7. Conveyance "As-Is".Notwithstandinganvthingto thecontrarycontainedherein, itisunderstoodbetweenthepartiesthattheeasementrightsconveyedbythisDeedareexpressly subject to all matters of record as of the date of this Deed and are conveyed in an "AS IS" condition,"withallfaults" asofsuchdate. 8. Access. ThisConservationEase mentdoesnotconveyagene ralrightofaccessto thepublic. 9. CostsandLiabilities. Grantor retains all responsibilities and shall bear all costs andliabilitiesofanykindincludingtransfercosts,costsoftitleanddocumentationreview,and costs related to the ownership, operation, upkeep, and maintenance of the Conserved Habitat Lands. 9.1. Taxes.Grantororsubsequenttransfer eesshallpaybeforedelinquencyall taxes, assessments, fees, and charges of whatever description levied on or assessed against the Conserved Habitat Lands by competent authority (collectively "taxes"), including any taxes imposedupon, orincurredas aresultof, this C onservationEasement, andshall furnish Grantee andUSFWSwithsatisfactoryevidenceofpaymentuponrequest. 9.2. Hold Harmless. Grantor shall hold harmle ss, indemnify, and defend Grantee and its, directors, officers, employees, agents, contractors, and representatives (collectively "Indemnified Parties") from and against all liabilities, penalties, costs, losses, damages, expenses, causes of action, claims, demands, or judgments, including without limitation,reasonableattorneys'fees,arisingfromorinanywayconnectedwith:injurytoorthe death of any person, or physical damages to any Conserved Habitat Lands, resulting from any act, omission, condition, or othe r matter related to or occurring on or about the Conserved Habitat Lands, regardless of cause , unless due to the negligence of any of the indemnified parties. 9.3. Condemnation.ThepurposesoftheConservationEasementarepresumed to be the best and most necessa ry public use as defined at Code of Civil Procedure Section 1240.680notwithstandingofCodeofCivilProcedureSectionsl240.690andl240.700. 9.4. ActsBeyondGrantor's Control. NothingcontainedinthisGrantshallbe construed to entitle Grantee or DFG to require Grantor to restore or remedy any injury to or change in the Conserved Habitat Lands resulting from causes beyond Grantor's control, including, withoutlimitation, fire, flood, storm, andear thmovement,oractionsbythirdparties, or from any prudent action taken by Grantorunder emergency conditions toprevent, abate, or mitigatesignificantinjurytotheConservedHabitatLandsresultingfromsuchcauses. 10. Assignment. ThisConservationEasementistransferableasprovidedin sections 10 and 11, but Grantee may assign its rights and obligations under this Conservation Easement onlytoanentityororganizationauthorizedto acquireandholdconservationeasementspursuant toCivilCodeSection815.3andonlywiththepr iorwrittenapprovalofUSFWS.Granteeshall HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 8 01/10/02 requiretheassigneetorecordtheassignmentinthecountywheretheConservedHabitatLandsis located. 11. Subsequent Transfers. The covenants, conditions, and restrictions contained in thisDeed are intendedto run with the landandtobindallfutureownersofanyinterestin the Conserved Habitat Lands. Grantor agrees to incorporate by reference the terms of this ConservationEasementinanydeedorotherlega linstrumentbywhichGrantordivestsitselfof any interest in all or aportion of the ConservedHabitat Lands, including, without limitation, a leaseholdinterest.GrantoragreestogivewrittennoticetoGranteeandtheUSFWSoftheintent to transfer of any interest at least forty-five (45) days prior to the date of such transfer. Any subsequent transferee shall be deemed to have assumed the ob ligations of this Conservation Easement and to have accepted the restrictions contained herein. The failure of Grantor or Grantee to perform any act provided in this section shall not impair the validity of this ConservationEasementorlimititsenforceabilityinanyway.Grantorshallnotgrantadditional easements or other interests in the Conserved Habitat Lands without the prior written authorizationofGranteeandUSFWS,whichc onsentshallnotbeunreasonablywithheld. 12. Notices,. Allnotices,demands,requests,c onsents,approvals,orcommunications from one party to another shall be personally, delivered or sent by facsimile to the persons set forth below or shall be deemed given five (5 ) days after deposit in the United States mail, certifiedandpostageprepaid,returnreceiptrequested,andaddressedasfollows,oratsuchother addressasanyPartymayfromtimetotimespecifytotheotherpartiesinwriting: ToGrantor: RealEstateCollateralManagementCompany c/oMr.FredArbuckle,President MorrowDevelopment,Inc. 1903WrightPlace,Suitel 80 Carlsbad,CA92008 FAX:(760)929-2705 ToGrantee: RegionalManager Departmentof FishandGame 330GoldenShore,Suite50 LongBeach,CA90802 FAX: Also: GeneralCounsel DepartmentofFishandGame LegalAffairsDivision 1416NinthStreet, 12thFloor Sacramento,California95 814-2090 Withacopyto: FieldSupervisor UnitedStatesFishandWildlifeService 2730LokerAvenue Carlsbad,California92008 FaxNo.(760)431-9440 HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 9 01/10/02 The parties agree to accept facsimile signed documents and agree to rely upon such documents as iftheyboreoriginalsignatures.Eachpartyagreestoprovidetotheotherparties, within seventy-two (72) hours after transmission of a facsimile, documents which bear the originalsignatures. 13. Extinguishment. This Conservation Easement may not be extinguished or abandonedbyGrantorandGranteewithoutthepriorwrittenconsentofUSFWS.IftheUSFWS consentisprovided,thisCons ervationEasementmaybeextingu ishedorabandonedbyGrantor and Grantee by mutual written agreement upon the request of either party only after the requestingpartyacquiresandrecordsaperpetualconservationeasementinthenameoftheState of California at an alternativ e location, which provides conserva tion values that satisfy the specificmitigationpurposesofthisConservationEasementasstatedinParagraphF. 14. Amendment. ThisConservationEasementmay be amendedby Grantor, Grantee and USFWS by mutual written agreement. Any such amendment shall be consistent with the purposes of this Conservation Easement and the Implementation Agreement, and, except as provided in Section 13, shall not affect its perpetual duration. Any such amendment shall be recordedintheofficialrecordsof SanDiegoCounty,StateofCalifornia. 15. Recordation.Granteeshallpromptlyrecordthisinstrumentintheofficialrecords of San Diego County, California andimmediatel y notify the Grantee and USFWS through the mailingofaconformedcopyoftherecordedeasement. 16. Estoppel Certificates . UponrequestbyGrantor,DFGshallwithinfifteen(15) days execute and deliver to Grantor any document, including an estoppel certificate, which certifies Grantor's compliance with any obligation of Grantor contained in this Deed and otherwiseevidencesthestatusofthisGrantasmayberequestedbyGrantor. 17. GeneralProvisions . (a) Controlling Law . The interpretation and performance of this ConservationEasementshallbegovernedbythe lawsoftheStateofCaliforniaandapplicable federal law. Any subsequent amendment or repeal of federa 1 or state law or order which authorizes this Deed shall not affect the rights conveyed to the Grantee or its successors or assigns. (b) Liberal Construction . Any general rule of construction to the contrary notwithstanding, this Conservation Easement shall be liberally construed to effect the purposeofthisImplementationAgreement,ConservationEasement,a ndthepolicyandpurpose CivilCodeSectionS 15,etseq. Ifanyprovisioninthisinstrumentisfoundtobeambiguous,an interpretationconsistentwiththepurposesofth isConservationEasementthatwouldrenderthe provisionvalidshallbefavoredoveranyin terpretationthatwouldrenderitinvalid. (c) Severabilitv . If a court of competent jurisdiction voids or invalidates on its face any provision of this Deed, suchactionshallnotaffecttheremainderof thisConservationEasementDeed. Ifacourtofcompetentjurisdictionvoidsorinvalidatesthe HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 10 01/10/02 applicationofanyprovisionofthisDeedtoapersonorcircumstance,suchactionshallnotaffect theapplicationoftheprovisiontootherpersonsorcircumstances. (d) EntireAgreement.Thisinstrumentsetsforththeentireagreement of the parties with respect to the Conservation Easement and supersedes all prior discussions, negotiations,understandings,oragreementsrelati ngto the Conservation Easement all of which aremergedherein. No alteration orvariationof thisinstrumentshallbevalidorbindingunless containedinanamendmentinaccordancewithS ectionl4.ThisDeedisintendedtoimplement thelmplementationAgreementandisconsistenttherewith. (e) No Forfeiture . Nothing contained herein will result in a forfeiture orreversionofGrantor'stitleinanyrespect. (f) Successors . The covenants, terms, conditions, and restrictions of this Deed shall be binding upon, and inure to the benefit of, the par ties hereto and their respective personal representatives, heirs, succ essors, and assigns and shall continue as a servitude running in perpetuity with the Cons erved Habitat Lands. The covenants hereunder benefittingGranteeshallalsobenefitUSFWS. (g) Termination of Rights and Obligations A party's rights and obligations under this Conservation Easement shall terminate only upon transfer of the party's interest in the Conservation Ea sement or Conserved Habitat Lands (respectively), except that liabilityforactsoromissionsoccurringpriortotransfershallsurvivetransfer. (h) Captions Thecaptionsinthisinstrumenthavebeeninsertedsolely forconvenienceofreferenceandarenotapart ofthisinstrumentandshallhavenoeffectupon constructionorinterpretation. (i) Counterparts. The parties may execute this instrument in two or more counterparts, which shall, in the aggregat e, be signed by Grantor and Grantee; each counterpartshallbedeemedanoriginalinstrumentasagainstanypartywhohassignedit.Inthe event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. (j) Exhibits . All Exhibits referred to in this Deed are attached and incorporatedhereinbyreference. (k) Federal or State Appropriations . The duty ofUSFWS and CDFG tocarryouttheirrespectiveobligationsunderthis Easementshallbesubject totheavailabilityof appropriatedfunds. HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 11 01/10/02 IN WITNESS WHEREOF, Grantor has caused this Conser vation Easement Deed to be executedasofthedayandyearfirstabovewritten. GRANTOR: REALESTATECOLLATERALMANAGEMENTCOMPANY, aDelawarecorporation By:_ Its: ApprovodastoForm: ANNS.MALCOLM,DoputyGoncralCounocl— CALIFORNIADEPARTMENTOFFISHANDGAME HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 12 01/10/02 CERTIFICATEOFACCEPTANCE This is to Certify that the interest in real property conveyed by the Conservation EasementDeedbyReal EstateCollateral ManagementCompany,dated ,2002 totheStateofCalifornia,Grantee,actingbyandthroughitsDepartmentofFishandGame(the "Department"),agovernmentalagency(underGo vernmentCode§27281),isherebyacceptedby the undersigned officer on behalf of the Depa rtment, pursuant to authority conferred by resolutionoftheCaliforniaFishandGameCommissionon GRANTEE: STATEOFCALIFORNIA,byandthrough, DEPARTMENTOFFISHANDGAME By: Title: AuthorizedRepresentative Date: AvprovedastoForm: ANNS .MALCOLM.DeputvGeneralCounsel CALIFORNIADEPARTMENTOFFISHANDGAME HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 13 01/10/02 THESTATEOFCALIFORNIA COUNTYQFSANDIEGO On . 2001. before me. Cname of Notary PublicVaNotarvPublicinandfor saidState.dulvcommissionedandsworn.personallv appeared .personallvknowntome Corprovedtomeonthebasisof satisfactory evidenceltobethepersonrs'lwhosenamerslis subscribed to the within instrument andacknowledgedtomethathe executedthe same inhis authorizedcapacitvf iesV and that bv hissignaturefs^ontheinstrumentthepersonfsX ortheentityuponbehalfofwhichthepersonfs') acted.executedtheinstrument. INWTTNRSSWHEREOF.Ihavehereuntosetmvhandandaffixedmvofficialsealthe davandvearinthiscertificatefirstabovewritten. NotarvPublicin andforStateofCalifornia Mvcommissionexpires: fNOTARIALSEAL't HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 14 01/10/02 THESTATEOFCALIFORNIA ) ) COUNTYQFSANDTEGO On r 2001. before me. (name of Notary PublicVaNotarvPublicinandforsaidState.dulvcommissionedandsworn.personally appeared .personallvknowntome forprovedtomeonthebasisof satisfactorvevidenceltobethepersonfs') whose nameCsl is subscribedto the within instrument andacknowledgedtomethatheexecutedthesameinhisauthorizedcapacitydesVandthatby hissignatarefs'lontheinstrurnenttriepersonfs). ortheentitvuponbehalfofwhichthepersonrsl acted.executedtheinstrument. IN WITNESS WHEREOF.IhavehereuntosetmvhandandafFixedmvofFicialsealthe davandvearinthiscertificatefirstabovewritten. NotarvPublicin andforStateofCalifornia Mvcommissionexpires: fNOTARIALSHAL^ HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 15 01/10/02 Thisredlineddraft,generatedbyCompareRite(TM)-TheInstantRedliner,showsthe differencesbetween- originaldocument:F:\DMS\RWR\1705633.02 andreviseddocument:F:\DMS\RWR\l 705633.03 CompareRitefoundl4change(s)inthetext DeletionsappearasOverstriketext AdditionsappearasDoubleUnderlinetext THE FORMAT OF THIS REDLINED DRAFT MAY APPEAR SOMEWHAT DIFFERENTFROMTHEFORMATOFTHEACTUALREVISEDDOCUMENT, AND MAY APPEAR, IN PLACES, TO CONTAIN FORMATTING ERRORS. THIS IS DUE TO THE AUTOMATIC REDLINING COMPUTER SOFTWARE, ANDDOESNOTAFFECTTHEFORMATOFTHEREVISEDDOCUMENT. HCP/ConservationEasementDeed 27817-2/1705633.REd(Word) 16 01/10/02 RECORDINGREQUESTEDBY: DepartmentofFishandGame 1416NinthStreet,12thFloor Sacramento,CA95814 MAILTO: DepartmentofFishandGame 1416NinthStreet,12thFloor Sacramento,Ca95814 _ SpaceAboveLineforRecorder'sUseOnly NoDOCUMENTARYTRANSFERTAXDUE CaliforniaReve nue&TaxationCode § 11922 PresentedforAcceptancebyCaliforniaDepartment ofFishandGame CONSERVATIONEASEMENTDEED THIS CONSERVATION EASEMENT DEED (the "Deed") is made this day of , 20 by REAL ESTATE COLLATERAL MANAGEMENT COMPANY, aDelaware corporation ("Grantor"), in favor of THE STATE OF CALIFORNIA ("Grantee"), acting by and through its Depart ment of Fish and Game, a subdivision of the CaliforniaResourcesAgency,("DFG")withreferencetothefollowingfacts: RECITALS A. GrantoristhesoleownerinfeesimpleofcertainrealpropertyintheCity of Carlsbad, County of San Diego, State of Calif ornia, consisting ofParcels A, B, C, D, E, F, G and H as more particularly described in Exhibit "A" through "I", inclusive and attached hereto and incorporatedbythisreference(the"ConservedHabitatLands");and B. TheConservedHabitatLandspossesseswildlifeandnative habitat values (collectively, "Conservation Values")ofgreatimportancetoGrantorandthepeopleoftheStateofCalifornia; and C. The Conserved Habitat Lands includes coastal sage scrub and ot her natural habitats suitable to the California gnatcatcher, (Polioptila californica californica) and other sensitive species;and D. TheDepartmentofFishandGamehasjurisdiction,pursuanttotheFishandGameCode Section 1802,overtheconservation,protection,andma nagementoffish,wildlife,nativeplants and the habitat necessary for biologically sustainable populations of those species, and the Department of Fish and Game is authorized to hold easements for thes e purposes pursuant to HCP/ConservationEasementDeed 27817-2/1705633.3(Word)01/10/02 Civil CodeSection815.3,FishandGameCode Sectionl348,andotherpr ovisionsofCalifornia law; E. The United States Fish and Wildlife Service (USFWS) has jurisdiction over the conservation, protection, restora tion, enhancement and management offish, wildlife and native plants and the habitats on which they depend under the Endangered Species Act, 16 U.S.C. section 1531 etseq. (ESA),theFishand Wild lifeCoordinationAct, 16 U. S.C. section661 -666c andotherapplicable Federallaws;and F. TheConservedHabitatLandsweredesignatedforhabitatconservationpurposespursuant tothatcertain"ImplementationAgreementRegardingtheCityofCarlsbad/Fieldstone/LaCosta Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June 7,1995" (the "Implementation Agreement") by Grantor's predecessor in title, the Fieldstone Company, in connection with the development of the Villages of La Costa Project in the city of Carlsbad, California (the "Proj ect") and Grantor desires to assure Grantee and the USFWS that Grantor, anditssuccessors,willholdtheConservedHabita tLandsconveyedherebyfortheconservation purposes as required in the Implementation Agreement in accordance with and subj ect to the termsandconditionsofthisDeed;and G. Grantor intends to convey to Grantee, pursuant to this Deed, the right to preserve and protecttheconservationvaluesoftheCons ervedHabitatLandsmperpetuityjand H. Grantee agrees by accepting this grant to honor the intentions of Grantor stated herein and to preserve and to protect in perpetuity the Conservation Values of the Conserved Habitat Lands in accordance with the terms of this Deed for the benefit of this generation and the generationstocome. COVENANTS.TERMS.CONDITIONSANDRESTRICTIONS In consideration of the above recitals and the mutual covenants, terms, conditions, and restrictions containedherein, a ndpursuantto California law, includingCivil Code Section 815, etseq.,GrantorherebygrantsandconveystoGranteeaconservationeasementinperpetuityover the Conserved Habitat Lands of th e nature and character and to the extent hereinafter set forth ("ConservationEasement"). 1. Purpose . ThepurposeofthisConservationEasementistoassuretheConserved HabitatLandswillbepreservedinanaturalconditioninperpetuityandtopreventanyuseofthe ConservedHabitatLandsthatwillmateriallyimpairorinterferewiththeconservationvaluesof theConservedHabitatLands.GrantorintendsthatthisConservationEasementwillconfinethe use of the Conserved Habitat Lands to such activities, including without limitation, those involving the preservation and enhancement of native species and their habitat in a manner consistentwiththehabita tconservationpurposesofth isConservationEasement. 2. Rights of Grantee . To accomplish thepurposes of this Conservation Easement, Grantorherebygrantsandconveysthefollowing rightstoGrantee,andUSFWSasathirdparty beneficiaryofthisConserva tionEasement,bythisDeed: HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 2 01/10/02 (a) Topreserveandprotectinperp etuity the Conservation Values of the Conserved Habitat Lands in accordance with this Conservation Easement and the ImplementationAgreement; (b) ToenterupontheConservedHabitatLandsatreasonabletimesin order to monitor Grantor's compliance with and to otherwise enforce the terms of this Conservation Easement. In addition, Grantee, the USFWS or their designees may enter the Conserved Habitat Lands forrese arch and interpretive purposes, subjectto Grantor's approval, whichapprovalshallnot bewithheldunreasonably; (c) TopreventanyactivityonoruseoftheConservedHabitatLands that is inconsistent with the purposes of th is Conservation Easement and to require the restorationofsuchareasorfeaturesoftheC onservedHabitatLandsthatmaybedamagedbyany act, failure to act, or any use by Grantor that is inconsistent with the purposes of this ConservationEasement; (d) Allmineral,airandwaterrightsnecessarytoprotectandtosustain thebiologicalresourcesoftheConservedHabitatLands; (e) All present and future development rights, except that Grantor retainssuchrightsasarenecessarytoconduct activitiesfortheProjectdevelopmentasprovided forintheImplementationAgreementandthisDeed;and (f) To enforce by means including, without limitation, injunctive relief,thetermsandconditions ofthisConservationEasement. 3. Prohibited Uses. Any activity on or use of the Conserved Habitat Lands inconsistent with the habitat conservation pur poses of this Conserva tion Easement and not specificallyreservedasarightofGrantorisprohibited. Withoutlimitingthe generality ofthe foregoing, the following uses by Grantor and Gr antor's agents are expressly prohibited unless specifically provided for in this Deed, th e Implementation Agreement or any approved managementplan(s)fortheConservedHabitatLands; (a) Unseasonal watering, use of he rbicides, rodenticides, or weed abatementactivities,incompatibleiireprotectionactivitiesandanyandallotheruseswhichmay adverselyaffectthepurposesofthisConservationEasement; (b) Use of off-road vehicles except in the execution of management duties; (c) Grazingorsurfaceentryforexplorationorextractionofminerals; (d) Erecting of any building, billboard, sign excepting signs designatingtheboundariesandpurpose oftheConservedHabitatLands; (e) Depositing of soil, trash, ashes, garbage, waste, bio-solids or any othermaterial; HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 3 01/10/02 (f) Excavating, dredgingor removingofloam, gravel, soil, rock, sand orothermaterial; (g) Otherwise altering the genera 1 topography of the Conserved HabitatLands,includingbuildingofroads; (h) Removing, destroying, or cutting of trees, shrubs or other vegetation,exceptasrequiredbyfederal,stateor locallaworbygovernmentalorderfor(l)fire breaks,(2)maintenanceofexistingfoottrailsor roads,(3)preventionortreatmentofdiseaseor (4)fortheimplementationofthe approvedmanagementplan. 4. Grantor's Duties. Grantor shall undertake all reasonable actions to prevent the unlawful entry and trespass bypersons whose activities may degrade or harm the conservation valuesoftheConservedHabitatLands. 5. ReservationsandExceptions .NotwithstandinganyotherprovisionsofthisDeed, Grantorhasreservedandthereisexceptedfromthegrant,transfer,assignmentandconveyance of the Conservation Easement hereunder the right of Grantor, or its successors and assigns, agentsorcontractors,andpublicagencies,therightofaccessandeasementsforthepurposeof planning, constructing, grading, operating, maintaining, replac ing or reconstructing public or privatesewer,water,utility,basins,drainage andallotherpublicand privateutilitiesover,under or across the Conserved Habitat Lands necessary or required for the orderly development of Grantor's "Project and Plan Activities" described in SectionlV.G. of the Implementation Agreement provided any disturbed habitat is reasonably restored or mitigated, and are not otherwise inconsistent with thepurposeofthis ConservationEasementandthe Implementation Agreement. Saidreservedactivitiesandrightsshallinclude,butarenotlimitedtothefollowing: A. PARCEL B: Compliance with City ofCarlsbadoaktreerelocation condition set forth in City Council Resolution 2001-318, tras h removal and removal of non-native plant species. B. PARCELC:Futurewaterline/easementtoVallecitosWaterDistrict,trailsystem, utilityaccessroadtoexistingSDG&EZOOfoottransmissioncorridorfromfutureRanchoSanta FeRoadandfromfutureOaksNeighborhoodS .10. C. PARCEL D: Drainage structures, detention basin/access road, trail system and conversion/re-vegetation of portion of existing Rancho Santa Fe Road into trail, relocation of existing Rancho Santa Fe Road sewer line/easement to connect to facilities in Cadencia Park, relocate Meadowlark Treatment Plant access road, drainage improvements and storm drain outlet. D. PARCELF:CarlsbadMunicipalWaterDistrictwaterline/easementrelocationand associatedappurtenances(pressurereducingstation). E. PARCEL H: Utility access road to existing SDG&E 150 foot transmission corridorfromfutureRanchoSantaFeRoadandfromfutureStreet"H". HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 4 01/10/02 Further reserving and excepting from thisDeed ,thereversionoffeetitletoGrantoron theoccurrenceoftheconditionsubsequentthat(i)theConservedHabitatLandsisusedforany purpose other than wildlife conservation purposes as provided in Section V.A.I, of the ImplementationAgreementor(ii)theImplementationAgreementandassociatedHCP/OMSPis judicially invalidated, but in such event, excluding from such reversion of fee title to any ConservedHabitatLands, anarea equitablyproportionatetotheex tentofanypermanenthabitat "take"undertheImplementationAgreementandHCP/OMSP. 6. Grantee's Remedies. USFWS as a third party beneficiary of this Conservation Easement shall have the same rights and remedies as Grantee under this section. If Grantee determines that Grantor is in violation of the terms of this Conservation Easement or that a violationisthreatened,GranteeshallgivewrittennoticetoGrantorofsuchviolationanddeniand in writingthe cure of such violation. Grantorsh allnotbedeemedindefaultuntilsuch written noticeisgiven.IfGrantorfailstocuretheviolationwithrnfifteen(15)daysafterreceiptofsaid writtennoticeanddemandfromGrantee,orsaidcurereasonablyrequiresmorethanfifteen(15) daystocompleteandGrantorfailstobeginthecure withinthefifteen( 15)dayperiodorfailsto continuediligentlytocompletethecure,andifGrantorfailstonotifyGranteewithinfifteen(15) days after receipt of Grantee's written notice of violation that Grantor disputes Grantee's determination of violation (hereinafter, Grantor's "notice of dispute"), Grantee may bring an actionatlaworin equity inacourtofcompetentjurisdictiontoenforcecompliancebyGrantor withthetermsofthisConservationEasement,torecoveranydamagestowhichGranteemaybe entitled for violation by Grantor of the terms of this Conservation Easement, to enjoin the violation, ex parte as necessary, by temporary or permanentinjunctionwithoutthenecessityof proving either actual damages or the inadequacy of otherwise available legal remedies, or for other equitable relief, including, but not limited to, the restoration of the Conserved Habitat Landstotheconditioninwhichitexistedpriorto anysuchviolationorinjury.Withoutlimiting Grantor's liability therefore, Grantee may apply any damages recovered to the cost of undertakinganycorrectiveactionontheConservedHabitatLands. 6.1. Insurance. The Grantor will maintain an insurance policy in a form reasonablyapprovedbymeLegalAdvisortoGranteewithaminimumof$2millionofcoverage per incident. If a court ofcompetentjurisdiction determines that the Grantor has violated any termofthisConserva tionEasement,GrantorandGranteeagreethat: (a) liabilityfordamagesislimitedtoactsoromissionscoveredbythat policyandonlytothedollarlimitsofthatpolicy; (b) funds from the endowment which was created to manage the ConservedHabitatLandscannotbeusedtopaydamagesawardedaspartofthejudgment; (c) funds from the endowment whic h was created to manage the ConservedHabitatLandscannotbe usedtorestoretheConservedHabitatLandstothecondition inwhichitexistedpriortotheviolation;and (d) at its discretion, Grantee may agree to accept fee title to the ConservedHabitatLandsandmanagementresponsibilityoftheConservedHabitatLands.Ifthis occurs, Grantee will receive any funds which remain in the endowment and any other funds HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 5 01/10/02 specifiedfortheConservedHabitatLands.Grantee'sacceptanceoftheConservedHabitatLands issubjecttoapprovalbytheDe partmentofGeneralServices. 6.2. Cooperation . If Grantor provides Grantee with a notice of dispute, as providedherein, Grantee shall meet and confer with Grantor at amutually agreeable place and time,nottoexceedthirty(30)daysfromGrantee'sreceiptofthenoticeof dispute. Granteeshall considerallrelevantinformationconcerningthedisputedviolationprovidedbyGrantorandshall determine whether a violation has in fact occurred and, if so, whether Grantee's notice of violation and demand for cure are appropriate in light of the violation. Grantee agrees to considerthefollowingprinciplesinmakingitsdetermination: (a) Managementactivitiesshallbechosenfortheirlong-termbenefits totheConservedHabitatLands'conservationva luesratherthanforshort-termbenefits; (b) Management activities that benefit habitat protection shall be chosen in favor of management activities designed to benefit individual species, except where StateorFederallylistedspeciesareatissue; (c) Habitat maintenance is of primary importance in protecting the long-termconservationvaluesoftheConservedHabitatLands; (d) Management activities shall be chosen according to the following orderofpreference: (i) preventative actions shall be taken to avoid additional impact; * (ii) naturalrestorationshallbeusedifappropriate,basedonthe magnitude of the impact, the impacts on listed or sensitive species, and the estimated time for recoverytooccur; (iii) active restoration shall be required only where there are severe,long-termimpactstotheConservedHabita tLands'ConservationValues,orwherehighly sensitivespeciesareimpacted; (e) If, and for so long as, Grantor is a non-profit entity organized for conservation purposes, Grantee shall consider the cost of management activities and the resourcesavailabletoGrantor'ssuccessor. 6.3. Emergencies. If Grantee, in its sole discretion, determines that circumstances require immediate action to prevent or mitigate significant damage to the Conservation Values of the Conserved Habitat Lands, Grantee may pursue its remedies under this paragraph without prior notice to Grantor or without waiting for the period provided for cure,ornoticeofdispute,toexpire.Grantee'srightsunderthisparagraphapplyequallvtoactual or threatened violations of the terms of this Conservation Easement. Grantor agrees that Grantee's remedies at law for any violation of the terms of this Conservation Easement are inadequateandthatGranteeshallbeentitledtotheinjunctiverelie fdescribeinthissection,both prohibitive and mandatory, in addition to such other relief to which Grantee may be entitled, HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 6 01/10/02 includingspecificperformanceofthetennsofthisConservationEasement ,withoutthenecessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee's remedies described in this section shall be cumulative and shall be in addition to all remediesnoworhereafterexistingatlaworinequity,includingbutnotlimitedto,theremedies setforthinCivilCodeSectionS 15,etseq.,inclusive. IfacourtofcompetentjurisdictiondeterminesthattheGrantorhasviolatedany termofthiseasement,GrantorandGranteeagreethat: (a) liabilityfordamagesislimitedtoactsoromissionscoveredbythe insurancepolicyidentifiedinparagraph6.1 a ndonlytothedollarlimitsofthatpolicy; (b) funds from the endowment which was created to manage the ConservedHabitatLandscannotbeusedtopaydamagesawardedaspartofthejudgment; (c) funds from the endowment whic h was created to manage the ConservedHabitatLandscannotbe usedtorestoretheConservedHabitatLandstothecondition inwhichitexistedpriortotheviolation;and (d) at its discretion, Grantee may agree to accept fee title to the ConservedHabitatLandsandmanagementresponsibilityoftheConservedHabitatLands.Ifthis occurs, Grantee will receive any funds which remain in the endowment and any other funds specifiedfortheConservedHabitatLands.Grantee'sacceptanceoftheConservedHabitatLands issubjecttoapprovalbytheDe partmentofGeneralServices. 6.4. ConflictingNotices .IfGrantorreceivesinconsistentorconflictingnotices of violation from Grantee and from the USFWS, acting in its capacity as a third party beneficiary, GrantorshallnotifyGranteeandUSFWS withinfifteen( 15)daysofsuchreceiptof theinconsistencyorconflict.Grantorshallnotbe deemedindefaultorberequiredtotakeany action until such time as Grantee and the USFWS provide a j oint written notice of violation. Joint notices of violation shall be treated the sa me as individual notices of violation under this Section6.Specifiedtimelimitsconcerningnotices ofviolation,andnoticesofdispute,shallbe calculatedfromthedateGrantorr eceivesajointnoticeofviolation. 6.5. Costs of Enforcement . Any costs incurred by Grantee in enforcing the termsofthisConservationEasementagainstGrantor,including,butnotlimitedto,costsofsuit andattorneys'fees,andanycostsofrestoration necessitatedbyGrantor's violationornegligence underthetermsofthisConservationEa sementshallbebornebyGrantor. 6.6. Grantee's Discretion. Enforcement of the terms of this Conservation Easement by Grantee shall be at the discretion of Grantee, and any forbearance by Grantee to exercisers rights underthisConservationEasementintheeventofanybreach ofanytermof this Conservation Easement by Grantor shall not be deemed or construed to be a waiver by Grantee of such term or of any subsequent breach of the same or any other term of this Conservation Easement or of an y of Grantee's rights under this Conservation Easement. No delayoromissionbyGranteeintheexerciseofanyrightorremedyuponanybreachbyGrantor shallimpairsuchrightorremedy orbeconstruedasawaiver. HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 7 01/10/02 6.7. Department of Fish and Game Right of Enforcement. All rights and remedies conveyedto Grantee under this Conser vation Easement Deed sh all extend to and are enforceablebytheDepartmentofFishandGame. 7. Conveyance "As-Is". Notwithstandinganythingto thecontrarycontainedherein, itisunderstoodbetweenthepartiesthattheeasementrightsconveyedbythisDeedareexpressly subject to all matters of record as of the date of this Deed and are conveyed in an "AS IS" condition,"withallfaults" asofsuchdate. 8. Access. ThisConservationEase mentdoesnotconveyagene ralrightofaccessto thepublic. 9. CostsandLiabilities. Grantor retains all responsibilities and shall bear all costs aadliabilitiesofanykindincludingtransfercosts,costsoftitleanddocumentationreview,and costs related to the ownership, operation, upkeep, and maintenance of the Conserved Habitat Lands. 9.1. Taxes. Grantororsubsequenttransfer eesshallpaybeforedelinquencyall taxes, assessments, fees, and charges of whatever description levied on orassessedagainstthe Conserved Habitat Lands by competent authority (collectively "taxes"), including any taxes imposedupon,orincurredasaresultof,thisC onservationEasement,andshallfurnish Grantee andUSFWSwithsatisfactoryevidenceofpaymentuponrequest. 9.2. Hold Harmless. Grantor shall hold harmle ss, indemnify, and defend Grantee and its, directors, officers, employees, agents, contractors, and representatives (collectively "Indemnified Parties") from and against all liabilities, penalties, costs, losses, damages, expenses, causes of action, claims, demands, or judgments, including without limitation,reasonableattorneys'fees,arisingfromorinanywayconnectedwith:injurytoorthe death of any person, or physical damages to any Conserved Habitat Lands, resulting from any act, omission, condition, or othe r matter related to or occurring on or about the Conserved Habitat Lands, regardless of cause , unless due to the negligence of any of the indemnified parties. 9.3. Condemnation.ThepurposesoftheConservationEasementarepresumed to be the best and most necessa ry public use as defined at Code of Civil Procedure Section 1240.680notwithstandingofCodeofCivilProcedureSectionsl240.690andl240.700. 9.4. ActsBevondGrantor'sControl.NothingcontainedinthisGrantshallbe construed to entitle Grantee or DFG to require Grantor to restore or remedy any injury to or change in the Conserved Habitat Lands resulting from causes beyond Grantor's control, including, withoutlimitation, fire, flood, storm, andear thmovement,oractionsbythirdparties, or from any prudent action taken by Grantor under emergency conditions to prevent, abate, or mitigatesignificantinjurytotheConservedHabitatLandsresultingfromsuchcauses. 10. Assignment. ThisConservationEasementistransferableasprovidedin sections 10 and 11, but Grantee may assign its rights and obligations under this Conservation Easement onlytoanentityororganizationauthorizedto acquireandholdconservationeasementspursuant toCivilCodeSection815.3andonlywiththepr iorwrittenapprovalofUSFWS.Granteeshall HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 8 01/10/02 requiretheassigneetorecordtheassignmentinthecountywheretheConservedHabitatLandsis located. 11. Subsequent Transfers. The covenants, conditions, and restrictions contained in this Deed are intended to run with the land and to bind all future owners of any interest in the Conserved Habitat Lands. Grantor agrees to incorporate by reference the terms of this ConservationEasementinanydeedorotherlega linstrumentbywhichGrantordivestsitselfof anyinterestinalloraportionoftheConservedHabitatLands, including, without limitation, a leaseholdinterest.GrantoragreestogivewrittennoticetoGranteeandtheUSFWSoftheintent to transfer of any interest at least forty-five (45) days prior to the date of such transfer. Any subsequent transferee shall be deemed to have assumed the ob ligations of this Conservation Easement and to have accepted the restrictions contained herein. The failure of Grantor or Grantee to perform any act provided in this section shall not impair the validity of this ConservationEasementorlimititsenforceability in anyway. Grantorshallnotgrantadditional easements or other interests in the Conserved Habitat Lands without the prior written authorizationofGranteeandUSFWS,whichc onsentshallnotbeunreasonablywithheld. 12. Notices .Allnotices,demands,requests,c onsents,approvals,orcommunications from oneparty to another shall bepersonally, delivered or sent by facsimile to thepersons set forth below or shall be deemed given five (5 ) days after deposit in the United States mail, certifiedandpostageprepaid,returnreceiptrequested,andaddressedasfollows,oratsuchother addressasanyPartymayfromtimetotimespecifytotheotherpartiesinwriting: ToGrantor: RealEstateCollateralManagementCompany c/oMr.FredArbuckle,President MorrowDevelopmentJnc. 1903WrightPlace,Suitel80 Carlsbad,CA92008 FAX:(760)929-2705 ToGrantee: RegionalManager Departmentof FishandGame 330GoldenShore,Suite50 LongBeach,CA90802 FAX: Also: GeneralCounsel DepartmentofFishandGame LegalAffairsDivision 1416NinthStreet,l 2thFloor Sacramento,Califorma95814-2090 Withacopyto: FieldSupervisor UnitedStatesFishandWildlifeService 273 OLokerAvenue Carlsbad,California92008 FaxNo.(760)431-9440 HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 9 01/10/02 The parties agree to accept facsimile signed documents and agree to rely upon such documentsasiftheyboreoriginalsignatures.Eachpartyagreestoprovidetotheotherparties, within seventy-two (72) hours after transmission of a facsimile, documents which bear the originalsignatures. 13. Extinguishment. This Conservation Easement may not be extinguished or abandonedbyGrantorandGranteewithoutthepriorwrittenconsentofUSFWS.IftheUSFWS consentisprovided, this Cons ervationEasementmaybeextingu ishedorabandonedbyGrantor and Grantee by mutual written agreement upon the request of either party only after the requestingpartyacquiresandrecordsaperpetual conservationeasementinthenameoftheState of California at an alternativ e location, which provides conserva tion values that satisfy the specificmitigationpurposesofthisConservationEasementasstatedinParagraphF. 14. Amendment. This ConservationEasementmay be amendedby Grantor, Grantee andUSFWS by mutual written agreement. Any such amendment shall be consistent with the purposes of this Conservation Easement and the Implementation Agreement, and, except as provided in Section 13, shall not affect its perpetual duration. Any such amendment shall be recordedintheofficialrecordsof SanDiegoCounty,StateofCalifornia. 15. Recordation.Granteeshallpromptlvrecordthisinstrumentintheofficialrecords of San Diego County, California and immediatel y notify the Grantee and USFWS through the mailingofaconformedcopyoftherecordedeasement. 16. Estoppel Certificates . Upon request by Grantor, DFG shall within fifteen (15) days execute and deliver to Grantor any document, including an estoppel certificate, which certifies Grantor's compliance with any obligation of Grantor contained in this Deed and otherwiseevidencesthestatusofthisGrantasmayberequestedbyGrantor. 17. GeneralProvisions . (a) Controlling Law . The interpretation and performance of this ConservationEasementshallbegovernedbythe lawsoftheStateofCaliforniaandapplicable federal law. Any subsequent amendment or repeal of federa 1 or state law or order which authorizes this Deed shall not affect the rights conveyed to the Grantee or its successors or assigns. (b) Liberal Construction . Any general rule of construction to the contrarynotwithstanding, this Conservation Easement shall be liberally construed to effect the purposeofthisImplementationAgreement,ConservationEasement,a ndthepolicyandpurpose CivilCodeSectionS 15,etseq. Ifanyprovisioninthisinstrumentisfoundtobeambiguous,an interpretationconsistentwiththepurposes ofth is ConservationEasementthat wouldrenderthe provisionvalidshallbefavoredoveranyin terpretationthatwouldrenderitinvalid. (c) Severabilitv . If a court of competent jurisdiction voids or invalidates on its face any provision of this Deed, such action shall not affect the remainder of thisConservationEasementDeed. Ifacourtofcompetentjurisdictionvoidsorinvalidatesthe HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 10 01/10/02 applicationofanyprovisionofthisDeedtoapersonorcircumstance,suchactionshallnotaffect theapplicationoftheprovisiontootherpersonsorcircumstances. (d) Entire Agreement. This instrument sets forththe entireagreement of the parties with respect to the Conservation Easement and supersedes all prior discussions, negotiations,understandings,oragreementsrelati ngtotheConservation Easement all of which aremergedherein.Noalterationorvariationof thisinstrumentshallbevalidorbindingunless containedinanamendmentinaccordancewithS ection 14. ThisDeedisintendedtoimplement thelmplementationAgreementandisconsistenttherewith. (e) No Forfeiture . Nothing contained herein will result in a forfeiture orreversionofGrantor'stitleinanyrespect. (f) Successors . The covenants, terms, conditions, and restrictions of this Deed shall be binding upon, and inure to the benefit of, the par ties hereto and their respective personal representatives, heirs, succ essors, and assigns and shall continue as a servitude running in perpetuity with the Cons erved Habitat Lands. The covenants hereunder benefittingGranteeshallalsobenefitUSFWS. (g) Termination of Rights and Obligations A party's rights and obligations under this Conservation Easement shall terminate only upon transfer of the party's interest in the Conservation Ea sement or Conserved Habitat Lands (respectively), except that liabilityforactsoromissionsoccurringpriortotransfershallsurvivetransfer. (h) Captions Thecaptionsinthisinstrumenthavebeeninsertedsolely forconvenienceofreferenceandarenotapart ofthisinstrumentandshallhavenoeffectupon constructionorinterpretation. (i) Counterparts. The parties may execute this instrument in two or more counterparts, which shall, in the aggregat e, be signed by Grantor and Grantee; each counterpartshallbedeemedanoriginalinstrumentasagainstanypartywhohassignedit.Inthe event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. (j) Exhibits . All Exhibits referred to in this Deed are attached and incorporatedhereinbyreference. (k) Federal or State Appropriations . The duty ofUSFWS andCDFG tocarryouttheirrespectiveobligationsunderthis Easementshallbesubject totheavailabilityof appropriatedfunds. HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 11 01/10/02 77V WITNESS WHEREOF, Grantor has caused this Conser vation Easement Deed to be executedasofthedayandyearfirstabovewritten. GRANTOR: REALESTATECOLLATERALMANAGEMENTCOMPANY, aDelawarecorporation By:_ Its: HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 12 01/10/02 CERTIFICATEOFACCEPTANCE This is to Certify that the interest in real property conveyed by the Conservation EasementDeedbyReal EstateCollateral ManagementCompany,dated ,2002 totheStateofCalifornia,Grantee,actingbyandthroughitsDepartmentofFishandGame(the "Department"),agovernmentalagency(underGo vernmentCode§27281 ),isherebyacceptedby the undersigned officer on behalf of the Depa rtment, pursuant to authority conferred by resolutionoftheCaliforniaFishandGameCommissionon GRANTEE: STATEOFCALIFORNIA,byandthrough, DEPARTMENTOFFISHANDGAME Bv: Title: AuthorizedRepresentative Date: ApprovedastoForm: ANNS.MALCOLM,DeputyGeneralCounsel CALIFORNIADEPARTMENTOFFISHANDGAME HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 13 01/10/02 THESTATEOFCALIFORNIA ) ) COUNTYOFSANDIEGO ) On , 2001, before me, (name of NotaryPublic),aNotaryPublicinandfor saidState,dulycommissionedandsworn,personally appeared ,personallyknowntome (orprovedtomeonthebasisof satisfactory evidence)tobetheperson(s)whosename(s)issubscribedtothewithininstrument andacknowledgedtomethatheexecutedthesame inhisauthorizedcapacity(ies),andthatby hissignature(s)ontheinstrumenttheperson(s), ortheentityuponbehalfofwhichtheperson(s) acted,executedtheinstrument. IN WITNESS WHEREOF, Ihavehereunto setmyhandandaffixedmy official seal the dayandyearinthiscertificatefirstabovewritten. NotaryPublicinandforStateofCalifornia Mycommissionexpires: (NOTARIALSEAL) HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 14 01/10/02 THESTATEOFCALIFORNIA ) ) COUNTYOFSANDIEGO ) On , 2001, before me, (name of NotaryPublic),aNotaryPublicinandfor saidState,dulycommissionedandsworn,personally appeared ,personallyknowntome (orprovedtomeonthebasisof satisfactoryevidence)tobetheperson(s)whosename(s) is subscribed to the within instrument andacknowledgedtomethatheexecutedmesame inhisauthorizedcapacity(ies),andthatby hissignature(s)ontheinstrumenttheperson(s), ortheentityuponbehalfofwhichtheperson(s) acted,executedtheinstrument. INWITNESSWHEREOFJhavehereuntosetmyhandandaffixedmyofficialsealthe dayandyearinthiscertificatefirstabovewritten. NotaryPublicinandforStateofCalifornia Mycommissionexpires: (NOTARIALSEAL) HCP/ConservationEasementDeed 27817-2/1705633.3(Word) 15 01/10/02 RECORDING REQUESTED BY: ) Department of Fish and Game ) 1416 Ninth Street, 12th Floor ) Sacramento, CA 95814 ) ) MAIL TO: ) Department of Fish and Game ) 1416 Ninth Street, 12th Floor ) Sacramento, Ca 95814 ) _ Space Above Line for Recorder's Use Only No DOCUMENTARY TRANSFER TAX DUE California Revenue & Taxation Code § 11922 Presented for Acceptance by California Department of Fish and Game CONSERVATION EASEMENT DEED THIS CONSERVATION EASEMENT DEED (the "Deed") is made this day of , 20 by REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation ("Grantor"), in favor of THE STATE OF CALIFORNIA ("Grantee"), acting by and through its Department of Fish and Game, a subdivision of the California Resources Agency, ("DFG") with reference to the following facts: RECITALS A. Grantor is the sole owner in fee simple of certain real property in the City of Carlsbad, County of San Diego, State of California, consisting of Parcels A, B, C, D, E, F, G and H as more particularly described in Exhibit "A" through "I", inclusive and attached hereto and incorporated by this reference (the "Conserved Habitat Lands"); and B. The Conserved Habitat Lands possesses wildlife and native habitat values (collectively, "Conservation Values") of great importance to Grantor and the people of the State of California; and C. The Conserved Habitat Lands includes coastal sage scrub and other natural habitats suitable to the California gnatcatcher, (Polioptila californica califomica) and other sensitive species; and D. The Department of Fish and Game has jurisdiction, pursuant to the Fish and Game Code Section 1802, over the conservation, protection, and management offish, wildlife, native plants and the habitat necessary for biologically sustainable populations of those species, and the Department of Fish and Game is authorized to hold easements for these purposes pursuant to #1705633 v2 - HCP/Conservation Easement Civil Code Section 815.3, Fish and Game Code Section 1348, and other provisions of California law; E. The United States Fish and Wildlife Service (USFWS) has jurisdiction over the conservation, protection, restoration, enhancement and management of fish, wildlife and native plants and the habitats on which they depend under the Endangered Species Act, 16 U.S.C. section 1531 et seq. (ESA), the Fish and Wildlife Coordination Act, 16 U.S.C. section 661-666c and other applicable Federal laws; and F. The Conserved Habitat Lands were designated for habitat conservation purposes pursuant to that certain "Implementation Agreement Regarding the City of Carlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June 7, 1995" (the "Implementation Agreement") by Grantor's predecessor in title, the Fieldstone Company, in connection with the development of the Villages of La Costa Project in the city of Carlsbad, California (the "Project") and Grantor desires to assure Grantee and the USFWS that Grantor, and its successors, will hold the Conserved Habitat Lands conveyed hereby for the conservation purposes as required hi the Implementation Agreement in accordance with and subject to the terms and conditions of this Deed; and G. Grantor intends to convey to Grantee, pursuant to this Deed, the right to preserve and protect the conservation values of the Conserved Habitat Lands in perpetuity; and H. Grantee agrees by accepting this grant to honor the intentions of Grantor stated herein and to preserve and to protect in perpetuity the Conservation Values of the Conserved Habitat Lands in accordance with the terms of this Deed for the benefit of this generation and the generations to come. COVENANTS. TERMS. CONDITIONS AND RESTRICTIONS In consideration of the above recitals and the mutual covenants, terms, conditions, and restrictions contained herein, and pursuant to California law, including Civil Code Section 815, et seq., Grantor hereby grants and conveys to Grantee a conservation easement in perpetuity over the Conserved Habitat Lands of the nature and character and to the extent hereinafter set forth ("Conservation Easement"). 1. Purpose. The purpose of this Conservation Easement is to assure the Conserved Habitat Lands will be preserved hi a natural condition hi perpetuity and to prevent any use of the Conserved Habitat Lands that will materially impair or interfere with the conservation values of the Conserved Habitat Lands. Grantor intends that this Conservation Easement will confine the use of the Conserved Habitat Lands to such activities, including without limitation, those involving the preservation and enhancement of native species and their habitat in a manner consistent with the habitat conservation purposes of this Conservation Easement. 2. Rights of Grantee. To accomplish the purposes of this Conservation Easement, Grantor hereby grants and conveys the following rights to Grantee, and USFWS as a third party beneficiary of this Conservation Easement, by this Deed: #1705633 v2 - HCP/Conservation Easement (a) To preserve and protect in perpetuity the Conservation Values of the Conserved Habitat Lands in accordance with this Conservation Easement and the Implementation Agreement; (b) To enter upon the Conserved Habitat Lands at reasonable times in order to monitor Grantor's compliance with and to otherwise enforce the terms of this Conservation Easement. In addition, Grantee, the USFWS or their designees may enter the Conserved Habitat Lands for research and interpretive purposes, subject to Grantor's approval, which approval shall not be withheld unreasonably; (c) To prevent any activity on or use of the Conserved Habitat Lands that is inconsistent with the purposes of this Conservation Easement and to require the restoration of such areas or features of the Conserved Habitat Lands that may be damaged by any act, failure to act, or any use by Grantor that is inconsistent with the purposes of this Conservation Easement; (d) All mineral, air and water rights necessary to protect and to sustain the biological resources of the Conserved Habitat Lands; (e) All present and future development rights, except that Grantor retains such rights as are necessary to conduct activities for the Project development as provided for in the Implementation Agreement and this Deed; and (f) To enforce by means including, without limitation, injunctive relief, the terms and conditions of this Conservation Easement. 3. Prohibited Uses. Any activity on or use of the Conserved Habitat Lands inconsistent with the habitat conservation purposes of this Conservation Easement and not specifically reserved as a right of Grantor is prohibited. Without limiting the generality of the foregoing, the following uses by Grantor and Grantor's agents are expressly prohibited unless specifically provided for in this Deed, the Implementation Agreement or any approved management plan(s) for the Conserved Habitat Lands; (a) Unseasonal watering, use of herbicides, rodenticides, or weed abatement activities, incompatible fire protection activities and any and all other uses which may adversely affect the purposes of this Conservation Easement; (b) Use of off-road vehicles except in the execution of management duties; (c) Grazing or surface entry for exploration or extraction of minerals; (d) Erecting of any building, billboard, sign excepting signs designating the boundaries and purpose of the Conserved Habitat Lands; (e) Depositing of soil, trash, ashes, garbage, waste, bio-solids or any other material; #1705633 v2 - HCP/Conservation Easement (f) Excavating, dredging or removing of loam, gravel, soil, rock, sand or other material; (g) Otherwise altering the general topography of the Conserved Habitat Lands, including building of roads; (h) Removing, destroying, or cutting of trees, shrubs or other vegetation, except as required by federal, state or local law or by governmental order for (1) fire breaks, (2) maintenance of existing foot trails or roads, or (3) prevention or treatment of disease. 4. Grantor's Duties. Grantor shall undertake all reasonable actions to prevent the unlawful entry and trespass by persons whose activities may degrade or harm the conservation values of the Conserved Habitat Lands. 5. Reservations and Exceptions. Notwithstanding any other provisions of this Deed, Grantor has reserved and there is excepted from the grant, transfer, assignment and conveyance of the Conservation Easement hereunder the right of Grantor, or its successors and assigns, agents or contractors, and public agencies, the right of access and easements for the purpose of planning, constructing, grading, operating, maintaining, replacing or reconstructing public or private sewer, water, utility, basins, drainage and all other public and private utilities over, under or across the Conserved Habitat Lands necessary or required for the orderly development of Grantor's "Project and Plan Activities" described in Section FV.G. of the Implementation Agreement provided any disturbed habitat is reasonably restored or mitigated, and are not otherwise inconsistent with the purpose of this Conservation Easement and the Implementation Agreement. Said reserved activities and rights shall include, but are not limited to the following: A. PARCEL B: Compliance with City of Carlsbad oak tree relocation condition set forth in City Council Resolution 2001-318, trash removal and removal of non-native plant species. B. PARCEL C: Future water line/easement to Vallecitos Water District, trail system, utility access road to existing SDG&E 200 foot transmission corridor from future Rancho Santa Fe Road and from future Oaks Neighborhood 3.10. C. PARCEL D: Drainage structures, detention basin/access road, trail system and conversion/re-vegetation of portion of existing Rancho Santa Fe Road into trail, relocation of existing Rancho Santa Fe Road sewer line/easement to connect to facilities in Cadencia Park, relocate Meadowlark Treatment Plant access road, drainage improvements and storm drain outlet. D. PARCEL F: Carlsbad Municipal Water District waterline/easement relocation and associated appurtenances (pressure reducing station). E. PARCEL H: Utility access road to existing SDG&E 150 foot transmission corridor from future Rancho Santa Fe Road and from future Street "H". #1705633 v2 - HCP/Conservation Easement Further reserving and excepting from this Deed, the reversion of fee title to Grantor on the occurrence of the condition subsequent that the Conserved Habitat Lands is used for any purpose other than wildlife conservation purposes as provided in Section V.A.I, of the Implementation Agreement or in the event the Implementation Agreement and associated HCP/OMSP is judicially invalidated. 6. Grantee's Remedies. 6.1. USFWS as a third party beneficiary of this Conservation Easement shall have the same rights and remedies as Grantee under this section. If Grantee determines that Grantor is in violation of the terms of this Conservation Easement or that a violation is threatened, Grantee shall give written notice to Grantor of such violation and demand in writing the cure of such violation. Grantor shall not be deemed in default until such written notice is given. If Grantor fails to cure the violation within fifteen (15) days after receipt of said written notice and demand from Grantee, or said cure reasonably requires more than fifteen (15) days to complete and Grantor fails to begin the cure within the fifteen (15) day period or fails to continue diligently to complete the cure, and if Grantor fails to notify Grantee within fifteen (15) days after receipt of Grantee's written notice of violation that Grantor disputes Grantee's determination of violation (hereinafter, Grantor's "notice of dispute"), Grantee may bring an action at law or in equity in a court of competent jurisdiction to enforce compliance by Grantor with the terms of this Conservation Easement, to recover any damages to which Grantee may be entitled for violation by Grantor of the terms of this Conservation Easement, to enjoin the violation, ex parte as necessary, by temporary or permanent injunction without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies, or for other equitable relief, including, but not limited to, the restoration of the Conserved Habitat Lands to the condition in which it existed prior to any such violation or injury. Grantee may apply any damages recovered to the cost of undertaking any corrective action on the Conserved Habitat Lands. The Grantor will maintain an insurance policy in a form reasonably approved by the Legal Advisor to Grantee with a minimum of $2 million of coverage per incident. If a court of competent jurisdiction determines that the Grantor has violated any term of this Conservation Easement, Grantor and Grantee agree that: (a) liability for damages is limited to acts or omissions covered by that policy and only to the dollar limits of that policy; (b) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to pay damages awarded as part of the judgment; (c) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to restore the Conserved Habitat Lands to the condition in which it existed prior to the violation; and (d) at its discretion, Grantee may agree to accept fee title to the Conserved Habitat Lands and management responsibility of the Conserved Habitat Lands. If this occurs, Grantee will receive any funds which remain in the endowment and any other funds #1705633 v2 - HCP/Conservation Easement specified for the Conserved Habitat Lands. Grantee's acceptance of the Conserved Habitat Lands is subject to approval by the Department of General Services. 6.2. If Grantor provides Grantee with a notice of dispute, as provided herein, Grantee shall meet and confer with Grantor at a mutually agreeable place and time, not to exceed thirty (30) days from Grantee's receipt of the notice of dispute. Grantee shall consider all relevant information concerning the disputed violation provided by Grantor and shall determine whether a violation has in fact occurred and, if so, whether Grantee's notice of violation and demand for cure are appropriate in light of the violation. Grantee agrees to consider the following principles in making its determination: (a) Management activities shall be chosen for their long-term benefits to the Conserved Habitat Lands' conservation values rather than for short-term benefits; (b) Management activities that benefit habitat protection shall be chosen in favor of management activities designed to benefit individual species, except where State or Federally listed species are at issue; (c) Habitat maintenance is of primary importance in protecting the long-term conservation values of the Conserved Habitat Lands; (d) Management activities shall be chosen according to the following order of preference: (i) preventative actions shall be taken to avoid additional impact; (ii) natural restoration shall be used if appropriate, based on the magnitude of the impact, the impacts on listed or sensitive species, and the estimated time for recovery to occur; (iii) active restoration shall be required only where there are severe, long-term impacts to the Conserved Habitat Lands' Conservation Values, or where highly sensitive species are impacted; (e) If, and for so long as, Grantor is a non-profit entity organized for conservation purposes, Grantee shall consider the cost of management activities and the resources available to Grantor's successor. 6.3. If Grantee, in its sole discretion, determines that circumstances require immediate action to prevent or mitigate significant damage to the Conservation Values of the Conserved Habitat Lands, Grantee may pursue its remedies under this paragraph without prior notice to Grantor or without waiting for the period provided for cure, or notice of dispute, to expire. Grantee's rights under this paragraph apply equally to actual or threatened violations of the terms of this Conservation Easement. Grantor agrees that Grantee's remedies at law for any violation of the terms of this Conservation Easement are inadequate and that Grantee shall be entitled to the injunctive relief describe in this section, both prohibitive and mandatory, in addition to such other relief to which Grantee may be entitled, including specific performance of #1705633 v2 - HCP/Conservation Easement the terms of this Conservation Easement, without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee's remedies described in this section shall be cumulative and shall be in addition to all remedies now or hereafter existing at law or in equity, including but not limited to, the remedies set forth in Civil Code Section 815, et seq., inclusive. If a court of competent jurisdiction determines that the Grantor has violated any term of this easement, Grantor and Grantee agree that: (a) liability for damages is limited to acts or omissions covered by the insurance policy identified in paragraph 6.1 and only to the dollar limits of that policy; (b) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to pay damages awarded as part of the judgment; (c) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to restore the Conserved Habitat Lands to the condition in which it existed prior to the violation; and (d) at its discretion, Grantee may agree to accept fee title to the Conserved Habitat Lands and management responsibility of the Conserved Habitat Lands. If this occurs, Grantee will receive any funds which remain in the endowment and any other funds specified for the Conserved Habitat Lands. Grantee's acceptance of the Conserved Habitat Lands is subject to approval by the Department of General Services. 6.4. If Grantor receives inconsistent or conflicting notices of violation from Grantee and from the USFWS, acting in its capacity as a third party beneficiary, Grantor shall notify Grantee and USFWS within fifteen (15) days of such receipt of the inconsistency or conflict. Grantor shall not be deemed in default or be required to take any action until such time as Grantee and the USFWS provide a joint written notice of violation. Joint notices of violation shall be treated the same as individual notices of violation under this Section 6. Specified time limits concerning notices of violation, and notices of dispute, shall be calculated from the date Grantor receives a joint notice of violation. 7. Conveyance "As-Is". Notwithstanding anything to the contrary contained herein, it is understood between the parties that the easement rights conveyed by this Deed are expressly subject to all matters of record as of the date of this Deed and are conveyed in an "AS IS" condition, "with all faults" as of such date. 8. Access. This Conservation Easement does not convey a general right of access to the public. 9. Costs and Liabilities. Grantor retains all responsibilities and shall bear all costs and liabilities of any kind including transfer costs, costs of title and documentation review, and costs related to the ownership, operation, upkeep, and maintenance of the Conserved Habitat Lands. #1705633 v2 - HCP/Conservation Easement 9.1. Taxes. Grantor or subsequent transferees shall pay before delinquency all taxes, assessments, fees, and charges of whatever description levied on or assessed against the Conserved Habitat Lands by competent authority (collectively "taxes"), including any taxes imposed upon, or incurred as a result of, this Conservation Easement, and shall furnish Grantee and USFWS with satisfactory evidence of payment upon request. 9.2. Hold Harmless. Grantor shall hold harmless, indemnify, and defend Grantee and its, directors, officers, employees, agents, contractors, and representatives (collectively "Indemnified Parties") from and against all liabilities, penalties, costs, losses, damages, expenses, causes of action, claims, demands, or judgments, including without limitation, reasonable attorneys' fees, arising from or in any way connected with: injury to or the death of any person, or physical damages to any Conserved Habitat Lands, resulting from any act, omission, condition, or other matter related to or occurring on or about the Conserved Habitat Lands, regardless of cause, unless due to the negligence of any of the indemnified parties. 9.3. Condemnation. The purposes of the Conservation Easement are presumed to be the best and most necessary public use as defined at Code of Civil Procedure Section 1240.680 notwithstanding of Code of Civil Procedure Sections 1240.690 and 1240.700. 9.4. Acts Beyond Grantor's Control. Nothing contained in this Grant shall be construed to entitle Grantee or DFG to require Grantor to restore or remedy any injury to or change in the Conserved Habitat Lands resulting from causes beyond Grantor's control, including, without limitation, fire, flood, storm, and earth movement, or actions by third parties, or from any prudent action taken by Grantor under emergency conditions to prevent, abate, or mitigate significant injury to the Conserved Habitat Lands resulting from such causes. 10. Assignment. This Conservation Easement is transferable as provided in sections 10 and 11, but Grantee may assign its rights and obligations under this Conservation Easement only to an entity or organization authorized to acquire and hold conservation easements pursuant to Civil Code Section 815.3 and only with the prior written approval of USFWS. Grantee shall require the assignee to record the assignment in the county where the Conserved Habitat Lands is located. 11. Subsequent Transfers. The covenants, conditions, and restrictions contained in this Deed are intended to run with the land and to bind all future owners of any interest in the Conserved Habitat Lands. Grantor agrees to incorporate by reference the terms of this Conservation Easement in any deed or other legal instrument by which Grantor divests itself of any interest in all or a portion of the Conserved Habitat Lands, including, without limitation, a leasehold interest. Grantor agrees to give written notice to Grantee and the USFWS of the intent to transfer of any interest at least forty-five (45) days prior to the date of such transfer. Any subsequent transferee shall be deemed to have assumed the obligations of this Conservation Easement and to have accepted the restrictions contained herein. The failure of Grantor or Grantee to perform any act provided in this section shall not impair the validity of this Conservation Easement or limit its enforceability in any way. Grantor shall not grant additional easements or other interests in the Conserved Habitat Lands without the prior written authorization of Grantee and USFWS, which consent shall not be unreasonably withheld. #1705633 v2 - HCP/Conservation Easement To Grantee: Also: 12. Notices. All notices, demands, requests, consents, approvals, or communications from one party to another shall be personally, delivered or sent by facsimile to the persons set forth below or shall be deemed given five (5) days after deposit in the United States mail, certified and postage prepaid, return receipt requested, and addressed as follows, or at such other address as any Party may from time to time specify to the other parties in writing: To Grantor: Real Estate Collateral Management Company c/o Mr. Fred Arbuckle, President Morrow Development, Inc. 1903 Wright Place, Suite 180 Carlsbad, CA 92008 FAX: (760)929-2705 Regional Manager Department of Fish and Game 330 Golden Shore, Suite 50 Long Beach, CA 90802 FAX: General Counsel Department of Fish and Game Legal Affairs Division 1416 Ninth Street, 12th Floor Sacramento, California 95814-2090 Field Supervisor United States Fish and Wildlife Service 2730 Loker Avenue Carlsbad, California 92008 Fax No. (760)431-9440 The parties agree to accept facsimile signed documents and agree to rely upon such documents as if they bore original signatures. Each party agrees to provide to the other parties, within seventy-two (72) hours after transmission of a facsimile, documents which bear the original signatures. 13. Extinguishment. This Conservation Easement may not be extinguished or abandoned by Grantor and Grantee without the prior written consent of USFWS. If the USFWS consent is provided, this Conservation Easement may be extinguished or abandoned by Grantor and Grantee by mutual written agreement upon the request of either party only after the requesting party acquires and records a perpetual conservation easement in the name of the State of California at an alternative location, which provides conservation values that satisfy the specific mitigation purposes of this Conservation Easement as stated in Paragraph F. 14. Amendment. This Conservation Easement may be amended by Grantor, Grantee and USFWS by mutual written agreement. Any such amendment shall be consistent with the purposes of this Conservation Easement and the Implementation Agreement, and, except as With a copy to: #1705633 v2 - HCP/Conservation Easement provided in Section 13, shall not affect its perpetual duration. Any such amendment shall be recorded in the official records of San Diego County, State of California. 15. Recordation. Grantee shall promptly record this instrument in the official records of San Diego County, California and immediately notify the Grantee and USFWS through the mailing of a conformed copy of the recorded easement. 16. Estoppel Certificates. Upon request by Grantor, DFG shall within fifteen (15) days execute and deliver to Grantor any document, including an estoppel certificate, which certifies Grantor's compliance with any obligation of Grantor contained in this Deed and otherwise evidences the status of this Grant as may be requested by Grantor. 17. General Provisions. (a) Controlling Law. The interpretation and performance of this Conservation Easement shall be governed by the laws of the State of California and applicable federal law. Any subsequent amendment or repeal of federal or state law or order which authorizes this Deed shall not affect the rights conveyed to the Grantee or its successors or assigns. (b) Liberal Construction. Any general rule of construction to the contrary notwithstanding, this Conservation Easement shall be liberally construed to effect the purpose of this Implementation Agreement, Conservation Easement, and the policy and purpose Civil Code Section 815, et seq. If any provision in this instrument is found to be ambiguous, an interpretation consistent with the purposes of this Conservation Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. (c) Severabilitv. If a court of competent jurisdiction voids or invalidates on its face any provision of this Deed, such action shall not affect the remainder of this Conservation Easement Deed. If a court of competent jurisdiction voids or invalidates the application of any provision of this Deed to a person or circumstance, such action shall not affect the application of the provision to other persons or circumstances. (d) Entire Agreement. This instrument sets forth the entire agreement of the parties with respect to the Conservation Easement and supersedes all prior discussions, negotiations, understandings, or agreements relating to the Conservation Easement all of which are merged herein. No alteration or variation of this instrument shall be valid or binding unless contained in an amendment in accordance with Section 14. This Deed is intended to implement the Implementation Agreement and is consistent therewith. (e) No Forfeiture. Nothing contained herein will result in a forfeiture or reversion of Grantor's title in any respect. (f) Successors. The covenants, terms, conditions, and restrictions of this Deed shall be binding upon, and inure to the benefit of, the parties hereto and their respective personal representatives, heirs, successors, and assigns and shall continue as a servitude running in perpetuity with the Conserved Habitat Lands. The covenants hereunder benefitting Grantee shall also benefit USFWS. #1705633 v2 - HCP/Conservation Easement 10 (g) Termination of Rights and Obligations. A party's rights and obligations under this Conservation Easement shall terminate only upon transfer of the party's interest in the Conservation Easement or Conserved Habitat Lands (respectively), except that liability for acts or omissions occurring prior to transfer shall survive transfer. (h) Captions The captions in this instrument have been inserted solely for convenience of reference and are not a part of this instrument and shall have no effect upon construction or interpretation. (i) Counterparts. The parties may execute this instrument in two or more counterparts, which shall, in the aggregate, be signed by Grantor and Grantee; each counterpart shall be deemed an original instrument as against any party who has signed it. In the event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. (j) Exhibits. All Exhibits referred to in this Deed are attached and incorporated herein by reference. (k) Federal or State Appropriations. The duty of USFWS and CDFG to carry out their respective obligations under this Easement shall be subject to the availability of appropriated funds. IN WITNESS WHEREOF, Grantor has caused this Conservation Easement Deed to be executed as of the day and year first above written. GRANTOR: REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation By:_ Its: Approved as to Form: ANN S. MALCOLM, Deputy General Counsel CALIFORNIA DEPARTMENT OF FISH AND GAME #1705633 v2 - HCP/Conservation Easement #1705633 v2 - HCP/Conservation Easement 12 CERTIFICATE OF ACCEPTANCE This is to Certify that the interest in real property conveyed by the Conservation Easement Deed by Real Estate Collateral Management Company, dated , 2002 to the State of California, Grantee, acting by and through its Department of Fish and Game (the "Department"), a governmental agency (under Government Code §27281), is hereby accepted by the undersigned officer on behalf of the Department, pursuant to authority conferred by resolution of the California Fish and Game Commission on GRANTEE: STATE OF CALIFORNIA, by and through, DEPARTMENT OF FISH AND GAME By: Title: Authorized Representative Date: # 1705633 v2 - HCP/Conservation Easement 13 EXHIBIT "A" LEGAL DESCRIPTION PARCEL "A" THAT PORTION OF LOTS 5, 6 AND 8 OF RANCHO LAS ENCINITAS, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 848 FILED IN THE OFFICE OF'THE SAN DIEGO COUNTY RECORDER SEPTEMBER 15,.1911, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE WEST HALF OF SAID LOT 6 AS SHOWN ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001, THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHERLY LINE OF SAID LOT 6, SOUTH 87°34'45" WEST, 1315.66 FEET TO THE NORTHEAST CORNER OF LOT 8 OF SAID MAP NO. 848; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE EASTERLY LINE OF SAID LOT 8, SOUTH 02°28'57" EAST, 179.83 FEET TO A POINT ON THE BOUNDARY OF CARLSBAD TRACT NO. 75-9(B), UNIT NO. 2, ACCORDING TO MAP THEREOF NO. 9959, FILED IN THE OFFICE OF SAID COUNTY RECORDER DECEMBER 31, 1980; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE BOUNDARY OF MAP NO. 9959, NORTH 70°35'22" WEST, 101.65 FEET; THENCE NORTH 51°10'43" WEST, 520.05 FEET; THENCE NORTH 45°04'12" WEST, 55.77 FEET; THENCE NORTH 27°47'27" WEST, 62.19 FEET; THENCE NORTH 71°44'24" EAST, 7.25 FEET TO A LINE PARALLEL WITH AND 300.00 FEET NORTHERLY OF THE SOUTHERLY LINE OF SAID LOT6; THENCE LEAVING SAID BOUNDARY OF RECORD OF SURVEY NO. 17206 AND THE BOUNDARY OF MAP NO. 9959 ALONG SAID PARALLEL LINE, NORTH 87°34'45" EAST, 1858.88 FEET TO THE EASTERLY LINE OF THE WESTERLY HALF OF SAID LOT 6, SAID POINT BEING A POINT ON THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID EASTERLY LINE OF LOT 6, SOUTH 02°18'58" EAST, 300.00 FEET TO THE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "A" CONTAINS 12.575 ACRES MORE OR LESS. PAGE 1 OF 2 :GM M:\2352\12Megal descriptions\a24 parcel a- conservatory ease.doc WO 2352-12 12/13/01 DAVID W. AMBLER L.S. 7322 JHUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM M:\2352\12\legal descriptions\a24 parcel a- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "B" LEGAL DESCRIPTION PARCEL "B" THAT PORTION OF LOT 5 OF RANCHO LAS ENCINITAS, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER SEPTEMBER 15, 1911, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SANTA FE KNOLLS UNIT NO. 3, CARLSBAD TRACT NO. 85-5, ACCORDING TO MAP THEREOF NO. 11575, FILED IN THE OFFICE OF THE COUNTY RECORDER ON JULY 22, 1985; (SAID CORNER BEING AT THE NORTHERLY TERMINUS OF THAT LINE DESCRIBED AS NORTH 37°38'51" EAST 118.82 FEET PER SAID MAP 11575); THENCE ALONG THE BOUNDARY OF SAID MAP NO. 11575 AND THE BOUNDARY OF RECORD OF SURVEY NO. 17206, FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001, SOUTH 37°52'10" WEST, 118.60 FEET; THENCE SOUTH 18°11'49" WEST, 277.49 FEET TO A POINT ON A NON-TANGENT 330.00 FOOT RADIUS CURVE, CONCAVE SOUTHERLY, A RADIAL LINE TO SAID POINTS BEARS NORTH 7°08'30" WEST; THENCE WESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 6°50'08" A DISTANCE OF 39.37 FEET; THENCE SOUTH 76°01'23" WEST, 159.08 FEET TO THE BEGINNING OF A TANGENT 25.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY; THENCE WESTERLY AND NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 86°48'04" A DISTANCE OF 37.87 FEET TO A POINT ON A REVERSING 942.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY, SAID POINT ALSO BEING ON THE EASTERLY RIGHT OF WAY OF CAMINO DE LOS COCHES BEING 84.00 FEET WIDE; THENCE LEAVING SAID MAP BOUNDARIES NORTHWESTERLY ALONG SAID RIGHT OF WAY AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 10°59'31" A DISTANCE OF 180.72 FEET TO A POINT ON A PUBLIC ROAD EASEMENT PER DOCUMENT RECORDED NOVEMBER 1, 1985 AS FILE NO. 85-411416 OF OFFICIAL RECORDS; THENCE ALONG THE EASTERLY SIDELINE OF SAID EASEMENT NORTH 28°10'04" WEST, 97.84 FEET; THENCE LEAVING SAID EASTERLY SIDELINE NORTH 47°40'00" EAST 129.65 FEET; THENCE NORTH 66°00'00" EAST, 175.00 FEET; THENCE NORTH 34°00'00" EAST, 55.00 FEET; THENCE PAGE 1 OF 2 :GM M:\2352\12\legal descriptions\a25 parcel b- conservatory ease.doc WO 2352-12 12/13/01 NORTH 78°30'00" EAST, 83.00 FEET; THENCE NORTH 61°15'00" EAST, 73.00 FEET; THENCE SOUTH 88°00'00" EAST, 108.00 FEET; THENCE SOUTH 31°00'00" EAST, 75.00 FEET; THENCE SOUTH 76°20'00" EAST, 84.00 FEET; THENCE SOUTH 23°00'00" EAST, 88.00 FEET TO AN ANGLE POINT ON THE BOUNDARY OF SAID MAP NO. 11575 AND THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206; THENCE ALONG SAID BOUNDARIES NORTH 62°52'54" WEST, 101.12 FEET; THENCE NORTH 89°49'55" WEST, 106.19 FEET TO THE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "B" CONTAINS 3.743 ACRES, MORE OR LESS. DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM M:\2352\12\legal descriptions\a25 parcel b- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "C" LEGAL DESCRIPTION PARCEL "C" THAT PORTION OF THE WEST HALF OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO OFFICIAL PLAT THEREOF, AND THAT PORTION OF LOT 6 OF RANCHO LAS ENCINITAS, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER SEPTEMBER 15, 1911, ALL IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTH QUARTER CORNER OF SAID SECTION 32 AS SHOWN ON RECORD OF SURVEY NO. 17206, FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SOUTH 00°36'13" WEST, 4096.97 FEET; THENCE SOUTH 76°20'53" WEST, 1160.07 FEET; THENCE SOUTH 02°18'58" EAST, 1246.35 FEET; THENCE LEAVING SAID RECORD OF SURVEY BOUNDARY, NORTH 35°00'00" WEST, 95.63 FEET; THENCE NORTH 28°00'00" WEST, 278.00 FEET; THENCE NORTH 11 °00'00" WEST, 408.14 FEET; THENCE NORTH 05°00'00" EAST, 208.12 FEET; THENCE NORTH 14°35'00" WEST, 236.55 FEET; THENCE NORTH 60°00'00" EAST, 57.61 FEET; THENCE NORTH 17°19'00" WEST, 89.10 FEET; THENCE NORTH 64°50'48" WEST, 41.12 FEET; THENCE NORTH 17°00'00" WEST, 74.89 FEET; THENCE NORTH 02°27'00" WEST, 53.52 FEET; THENCE NORTH 45°00'00" EAST, 17.22 FEET; THENCE NORTH, 10.00 FEET; THENCE NORTH 45°00'00" WEST 12.00 FEET; THENCE NORTH 02°27'00" WEST, 169.40 FEET; THENCE NORTH 16°00'00" WEST, 169.58 FEET; THENCE NORTH 08°00'00" WEST, 45.00 FEET; THENCE NORTH 20°50'00" WEST, 138.00 FEET; THENCE NORTH 41000'00" WEST, 69.00 FEET; THENCE NORTH 56°00'00" WEST, 155.00 FEET; THENCE NORTH 35°00'00" WEST, 38.00 FEET; THENCE NORTH 55°30'00" EAST, 90.00 FEET; THENCE NORTH 21°40'00" EAST, 95.00 FEET; THENCE NORTH 22°00'00" WEST, 88.00 FEET; THENCE NORTH 44°00'00" WEST, 47.00 FEET; THENCE NORTH 22°15'00" WEST, 220.00 FEET; THENCE NORTH 43°00'00" WEST, 189.23 FEET; THENCE NORTH 05°00'00" WEST, 102.05 FEET; THENCE NORTH 75°00'00" WEST, 102.84 FEET; THENCE NORTH 00°07'48" WEST, 172.11 FEET; THENCE NORTH 18°40'00" WEST, 128.00 FEET; THENCE NORTH 19°00'00" EAST, 81.00 PAGE 1 OF 3 :GM M:\2352\12\!egal descriptions\a26 parcel c- conservatory ease.doc WO 2352-12 12/13/01 FEET; THENCE NORTH 01°00'00" EAST, 32.00 FEET; THENCE NORTH 14°00'00" WEST, 43.00 FEET; THENCE NORTH 59°40'00" EAST, 113.00 FEET; THENCE SOUTH 67°35'00" EAST, 45.00 FEET; THENCE NORTH 40°45'00" EAST, 72.36 FEET; THENCE NORTH 64°13'46" WEST, 120.41 FEET; THENCE SOUTH 48°45'00" WEST, 142.72 FEET; THENCE NORTH 44°40'00" WEST, 169.26 FEET; THENCE NORTH 58°12'00" WEST, 81.00 FEET; THENCE NORTH 74°00'00" WEST, 113.00 FEET; THENCE NORTH 04°56'00" EAST, 315.00 FEET; THENCE NORTH 01°08'30" EAST, 368.00 FEET; THENCE NORTH 04041'40" WEST, 413.00 FEET; THENCE NORTH 46°30'00" WEST, 46.00 FEET; THENCE NORTH 32°00'00" EAST, 22.00 FEET; THENCE NORTH 08°00'00" EAST, 65.91 FEET; THENCE SOUTH 82°24'09" EAST, 19.63 FEET TO A CORNER OF THAT LAND DESCRIBED IN DEED TO THE SAN MARCOS COUNTY WATER DISTRICT RECORDED AUGUST 20, 1981 AS DOCUMENT NO. 81-266030, OF OFFICIAL RECORDS; THENCE EASTERLY ALONG THE SOUTHERLY LINE OF SAID DEED, SOUTH 47°36'16" EAST, 187.00 FEET; THENCE NORTH 87°07'44" EAST, 618.80 FEET; THENCE SOUTH 89°32'46" EAST, 628.00 FEET; THENCE NORTH 72°58'44" EAST, 288.60 FEET; THENCE NORTH 00°00'16" WEST, 81.00 FEET; THENCE LEAVING SAID DEED, NORTH 48°26'40" EAST, 390.95 FEET; THENCE NORTH 00°19'30" WEST, 376.25 FEET; THENCE NORTH 89°53'58" WEST, 1027.49 FEET; THENCE NORTH, 118.53 FEET; THENCE NORTH 75°00'00" WEST, 60.00 FEET; THENCE NORTH 35°00'00" WEST, 44.05 FEET TO A POINT ON THE NORTH SECTION LINE OF SAID SECTION 32 AS SHOWN ON L.S. MAP NO. 443 FILED IN THE OFFICE OF THE COUNTY RECORDER AUGUST 18, 1932, AND SHOWN ON RECORD OF SURVEY NO. 17206; THENCE ALONG SAID NORTH SECTION LINE, SOUTH 89°53'58" EAST, 217.20 FEET TO A POINT ON THE EASTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206; THENCE FOLLOWING THE BOUNDARY OF SAID RECORD OF SURVEY, SOUTH 00°08'32" WEST, 14.93 FEET; THENCE NORTH 89°27'22" EAST, 1327.18 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT LAND AS DESCRIBED IN THE DEED RECORDED JULY 25, 1980 AS FILE NO. 80-233966, OF OFFICIAL RECORDS, SAID LAND DESCRIBED AS THE "NOT A PART" PARCEL DESIGNATED AS (D1) ON SAID RECORD OF SURVEY NO. 17206. THE HEREIN ABOVE DESCRIBED PARCEL "C" CONTAINS 165.973 ACRES, MORE OR LESS. PAGE 2 OF 3 :GM M:\2352\12\legal descriptions\a26 parcel c- conservatory ease.doc WO 2352-12 12/13/01 DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 3 OF 3 :GM M:\2352\12\legal descriptions\a26 parcel c- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "D" LEGAL DESCRIPTION PARCEL "D" THAT PORTION OF SECTIONS 31 AND 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF AND THAT PORTION OF PARCELS 3 AND 4 AND THE AREA SHOWN AND DESCRIBED AS "NOT A PART" OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27, 1980, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SECTION 30 PER L.S. MAP NO. 443 FILED IN THE OFFICE OF SAID COUNTY RECORDER AUGUST 18, 1932, AS SHOWN AND DESCRIBED ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE SOUTHERLY LINE OF SECTION 29, SOUTH 89°53'58" EAST, 177.56 FEET; THENCE LEAVING SAID SOUTHERLY LINE, SOUTH 31°05'30" EAST, 36.33 FEET; THENCE SOUTH 01°00'00" EAST, 119.00 FEET; THENCE SOUTH 22°00'00" WEST, 121.00 FEET; THENCE SOUTH 20°15'00" WEST, 100.00 FEET; THENCE SOUTH 16°10'00" WEST, 135.00 FEET; THENCE SOUTH 07°50'00" EAST, 90.00 FEET; THENCE SOUTH 34°00'00" WEST, 58.00 FEET; THENCE SOUTH 11°30'00" WEST, 174.00 FEET; THENCE SOUTH 22°30'00" WEST, 47.00 FEET; THENCE SOUTH, 36.00 FEET; THENCE SOUTH 26°00'00" WEST, 54.00 FEET; THENCE SOUTH 08°00'00" WEST, 41.00 FEET; THENCE SOUTH 10°00'00" EAST, 94.00 FEET; THENCE SOUTH 30°00'00" EAST, 30.00 FEET; THENCE SOUTH 20°00'00" WEST, 85.00 FEET; THENCE SOUTH OS-SOW WEST,'102.00 FEET; THENCE SOUTH 00°30'00" WEST, 121.00 FEET; THENCE SOUTH 11°00'00" EAST, 97.00 FEET; THENCE SOUTH 02°00'00" EAST, 129.00 FEET; THENCE SOUTH 31°00'00" WEST, 87.00 FEET; THENCE SOUTH 15°26'21" WEST, 122.48 FEET TO A POINT ON THE SOUTHWESTERLY SIDELINE OF THE EASEMENT GRANTED TO SAN DIEGO GAS AND ELECTRIC COMPANY BY DOCUMENT RECORDED MARCH 23, 1954 IN BOOK 5179, PAGE 433 OF OFFICIAL RECORDS; THENCE ALONG SAID SOUTHWESTERLY SIDELINE, NORTH 64°13'46" WEST, 803.21 FEET TO AN ANGLE POINT ON THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID SOUTHWESTERLY PAGE 1 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 SIDELINE, NORTH 64°13'46" WEST, 1326.91 FEET TO THE NORTHWEST CORNER OF CARLSBAD TRACT NO. 76-3, (LA COSTA VALE UNIT NO. 4) ACCORDING TO MAP THEREOF NO. 8583 FILED IN THE OFFICE OF SAID COUNTY RECORDER MAY 25, 1977; THENCE LEAVING SAID SOUTHWESTERLY SIDELINE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE NORTHWESTERLY BOUNDARY OF SAID MAP NO. 8583, SOUTH 43°29'22" WEST, 477.47 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-20, (LA COSTA VALE) UNIT NO. 3, ACCORDING TO MAP THEREOF NO. 7950 FILED IN THE OFFICE OF SAID COUNTY RECORDER JUNE 3, 1974, SAID POINT BEING ON A 1,720.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 43°29'22" WEST, THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 NORTHWESTERLY ALONG SAID NORTHERLY BOUNDARY OF MAP NO. 7950 AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 02°50'00 A DISTANCE OF 85.06 FEET; THENCE NORTH 43°40'38" WEST 445.17 FEET TO THE BEGINNING OF A NON-TANGENT CURVE, CONCAVE SOUTHERLY HAVING A RADIUS OF 455.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 46°20'50" EAST; THENCE NORTHWESTERLY, WESTERLY AND SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 96°52'45" A DISTANCE OF 769.34 FEET; THENCE NON-TANGENT FROM SAID CURVE SOUTH 39°34'53" WEST 153.56 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 780.00 FEET; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 09°00'34" A DISTANCE OF 122.65 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-20, UNIT NO. 2, ACCORDING TO MAP THEREOF NO. 7779 FILED IN THE OFFICE OF SAID COUNTY RECORDER OCTOBER 26, 1973; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ALONG THE NORTHERLY AND WESTERLY BOUNDARY OF SAID MAP NO. 7779, NORTH 71°01'49" WEST, 268.99 FEET; THENCE NORTH 43°59'48" WEST, 965.08 FEET; THENCE NORTH 71°12'19" WEST, 276.64 FEET; THENCE SOUTH 77°41'06" WEST, 289.89 FEET; THENCE NORTH 59°52'16" WEST, 121.71 FEET; THENCE SOUTH 83°40'41" WEST, 114.60 FEET; THENCE SOUTH 14°40'41" WEST, 230.01 FEET; THENCE SOUTH 28°02'31" WEST, 436.04 FEET; THENCE SOUTH 18°27'29" EAST, 218.12 FEET; THENCE SOUTH 25°03'02" WEST, 165.00 FEET; THENCE NORTH 64°56'58" WEST, 299.69 FEET; THENCE SOUTH 00°24'20" WEST, 1368.09 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF LA COSTA SOUTH UNIT NO. 5 ACCORDING TO MAP THEREOF NO. 6600 FILED IN THE OFFICE OF SAID COUNTY RECORDER MARCH 10, 1970; THENCE PAGE 2 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE NORTHERLY BOUNDARY OF SAID MAP NO. 6600, NORTH 84°57'16" WEST, 81.55 FEET TO THE BEGINNING OF A NON-TANGENT 48.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 84°57'16" EAST; THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 53°18'48" A DISTANCE OF 44.66 FEET TO A POINT ON A NON-TANGENT 780.00 FOOT RADIUS CURVE CONCAVE WESTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 88°20'23" WEST; THENCE LEAVING SAID NORTHERLY BOUNDARY OF MAP NO. 6600, NORTHERLY ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE 24°20'17" A DISTANCE OF 331.33 FEET; THENCE NORTH 22°40'39" WEST, 475.00 FEET TO A POINT ON THE SOUTHEASTERLY BOUNDARY OF CARLSBAD TRACT NO. 81-29 ACCORDING TO MAP THEREOF NO. 11423 FILED IN THE OFFICE OF SAID COUNTY RECORDER JANUARY 20, 1986; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID SOUTHEASTERLY BOUNDARY OF MAP NO. 11423, NORTH 25°02'17" EAST, 554.80 FEET; THENCE NORTH 64°55'08" WEST, 111.71 FEET TO THE SOUTHEASTERLY CORNER OF CARLSBAD TRACT NO. 75-4 (LA COSTA ESTATES NORTH) ACCORDING TO MAP THEREOF NO. 8302 FILED IN THE OFFICE OF SAID COUNTY RECORDER MAY 5, 1976; THENCE LEAVING THE NORTHEASTERLY BOUNDARY OF MAP NO. 11423 AND CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHEASTERLY BOUNDARY OF SAID MAP NO. 8302, NORTH 24°53'41" EAST, 100.00 FEET; THENCE NORTH 03°02'40" WEST, 495.42 FEET; THENCE NORTH 20°27'42" EAST, 279.97 FEET; THENCE NORTH 05°34'12" WEST, 129.96 FEET; THENCE NORTH 36°50'12" EAST, 345.57 FEET; THENCE NORTH 52°25'18" EAST, 159.63 FEET TO A POINT ON THE WESTERLY BOUNDARY OF PARCEL MAP NO. 10179 FILED IN THE OFFICE OF SAID COUNTY RECORDER JUNE 27,1980; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL MAP NO. 10179, NORTH 04°03'04" EAST, 156.23 FEET; THENCE NORTH 44°29'24" EAST, 247.31 FEET; THENCE NORTH 25°46'14" EAST, 324.83 FEET TO A POINT ON THE NORTHEASTERLY SIDELINE OF THE EASEMENT GRANTED TO SAN DIEGO GAS AND ELECTRIC COMPANY BY DOCUMENT RECORDED MARCH 23, 1954 IN BOOK 5179, PAGE 433 OF OFFICIAL RECORDS; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID NORTHEASTERLY SIDELINE, NORTH 64°13'46" WEST, 399.90 FEET TO THE BEGINNING OF A NON-TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A PAGE 3 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatoryease.doc WO 2352-12 12/13/01 RADIUS OF 642.00 FEET, A RADIAL LINE TO SAID POINT BEARS SOUTH 40°29'54" EAST; THENCE LEAVING SAID NORTHEASTERLY SIDELINE, NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 22°11'25" A DISTANCE OF 248.64 FEET; THENCE NORTH 27°18'41" EAST, 449.23 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SOUTH 62°33'50" EAST, 49.04 FEET; THENCE SOUTH 81°06'00" EAST, 98.00 FEET; THENCE NORTH 76°40'00" EAST, 58.50 FEET; THENCE NORTH 51°56'00" EAST, 150.00 FEET; THENCE NORTH 43°56'00" EAST, 115.45 FEET; THENCE NORTH 32°55'QO" EAST, 100.50 FEET; THENCE SOUTH 80°00'00" EAST, 6.40 FEET; THENCE SOUTH 11°00'00" EAST, 72.50 FEET; THENCE SOUTH 67°00'00" EAST, 44.00 FEET; THENCE NORTH 73°43'00" EAST, 76.40 FEET; THENCE NORTH 60°35'00" EAST, 46.00 FEET; THENCE SOUTH 60°30'18" EAST, 65.50 FEET; THENCE SOUTH 29°29'42" WEST, 14.79 FEET; THENCE SOUTH 04°56'53" EAST, 337.03 FEET; THENCE SOUTH 38°14'07" EAST, 71.75 FEET; THENCE SOUTH 77°59'44" EAST, 688.48 FEET; THENCE NORTH 55°40'37" EAST, 188.25 FEET; THENCE NORTH 35°16'24" EAST, 107.98 FEET; THENCE NORTH 05°34'32" EAST, 125.23 FEET; THENCE NORTH 26°55'13" WEST, 207.65 FEET; THENCE NORTH 08°33'31" WEST, 144.27 FEET; THENCE NORTH 20°42'23" WEST, 108.39 FEET; THENCE NORTH 35°32'42" WEST, 164.56 FEET; THENCE NORTH 00°10'16" EAST, 124.34 FEET; THENCE NORTH 64°13'15" EAST, 288.53 FEET; THENCE SOUTH 53°14'03" EAST, 56.03 FEET; THENCE SOUTH 74°49'20" EAST, 273.86 FEET; THENCE SOUTH 88°49'28" EAST, 197.84 FEET; THENCE NORTH 63°35'43" EAST, 273.39 FEET; THENCE NORTH 10°51'32" EAST, 214.64 FEET; THENCE NORTH 13°05'46" WEST, 173.61 FEET; THENCE NORTH 21°29'16" EAST, 85.86 FEET; THENCE NORTH 14°19'33" WEST, 222.63 FEET; THENCE NORTH 29°45'45" EAST, 76.63 FEET; THENCE NORTH 51°10'03" WEST, 126.13 FEET; THENCE NORTH 38°49'57" EAST, 44.74 FEET; THENCE NORTH 80°45'00" EAST, 55.00 FEET; THENCE NORTH 48°20'00" EAST, 50.00 FEET; THENCE NORTH 31°35'00" EAST, 112.00 FEET; THENCE NORTH 74°11'00" EAST, 103.50 FEET; THENCE SOUTH 44°49'00" EAST, 186.45 FEET; THENCE NORTH 62°45'00" EAST, 120.00 FEET; THENCE NORTH 72°30'00" EAST, 115.00 FEET; THENCE NORTH 57°20'00" EAST, 80.00 FEET; THENCE NORTH 37°25'00" EAST, 75.00 FEET; THENCE NORTH 11°35'00" EAST, 172.00 FEET; THENCE NORTH 18°15'00" WEST, 63.00 FEET; THENCE NORTH 72°50'00" WEST, 90.00 FEET; THENCE NORTH 82°40'00" WEST, 78.00 FEET; THENCE NORTH 48°00'00" WEST, 30.00 FEET; THENCE NORTH 10°30'00" EAST, 97.00 FEET; THENCE NORTH 00°30'00" WEST, 53.00 FEET; THENCE NORTH 16°50'00" WEST, 90.00 FEET; THENCE NORTH 46°10'00" WEST, 70.00 FEET; THENCE NORTH 33°20'00" EAST, 92.00 FEET; THENCE SOUTH 66°00'00" EAST, 93.00 PAGE 4 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 FEET; THENCE SOUTH 79°30'00" EAST, 55.00 FEET; THENCE NORTH 87°00'00" EAST, 54.00 FEET; THENCE SOUTH 17°35'00" EAST, 71.00 FEET; THENCE SOUTH 09°30'00" WEST, 83.00 FEET; THENCE SOUTH 20°00'00" EAST, 17.00 FEET; THENCE SOUTH 81°25'00" EAST, 195.00 FEET; THENCE SOUTH 50°45'00" EAST, 140.00 FEET; THENCE SOUTH 24°50'00" EAST, 65.00 FEET; THENCE SOUTH 15°30'00" EAST, 115.00 FEET; THENCE SOUTH 10°20'00" EAST, 105.00 FEET; THENCE SOUTH 22°35'00" EAST, 55.00 FEET; THENCE SOUTH 32°30'00" EAST, 130.00 FEET; THENCE SOUTH 33°00'00" WEST, 100.00 FEET; THENCE SOUTH 25°50'00" WEST, 128.00 FEET; THENCE SOUTH 33°30'00" WEST, 80.00 FEET; THENCE SOUTH 29°00'00" WEST, 115.00 FEET; THENCE SOUTH 63°40'00" WEST, 72.00 FEET; THENCE SOUTH 42°40'00" WEST, 47.00 FEET; THENCE SOUTH 15°00'00" WEST, 20.00 FEET; THENCE SOUTH 01°40'00" EAST, 50.19 FEET; THENCE SOUTH 08°40'00" WEST, 80.03 FEET; THENCE SOUTH 34°38'30" EAST, 91.50 FEET; THENCE SOUTH 65°40'30" EAST, 213.00 FEET; THENCE SOUTH 84°23'00" EAST, 29.50 FEET; THENCE NORTH 56°50'00" EAST, 56.70 FEET; THENCE SOUTH 84°00'00" EAST, 62.60 FEET; THENCE SOUTH 69°20'00" EAST, 78.50 FEET; THENCE SOUTH 77°20'00" EAST, 65.50 FEET; THENCE SOUTH 50°40'00" EAST, 68.50 FEET; THENCE SOUTH 63°00'00" EAST, 52.00 FEET; THENCE SOUTH 82°24'00" EAST, 72.00 FEET; THENCE NORTH 73°14'00" EAST, 86.00 FEET; THENCE NORTH 61°50'00" EAST, 60.00 FEET; THENCE NORTH 20°50'00" WEST, 65.00 FEET; THENCE NORTH 06°23'00" EAST, 47.00 FEET; THENCE NORTH 36°00'00" EAST, 234.00 FEET; THENCE NORTH 74°00'00" EAST, 39.00 FEET; THENCE NORTH 29°44'00" EAST, 157.09 FEET TO A POINT ON THE BOUNDARY OF THAT LAND DESCRIBED IN THE DEED RECORDED MARCH 30, 1983 AS FILE NO. 83-100784 OF OFFICIAL RECORDS, SAID POINT BEING ON THE BOUNDARY OF THE "NOT A PART" PARCEL DESIGNATED AS (D3) AS SHOWN ON SAID RECORD OF SURVEY NO. 17206; THENCE CONTINUING ALONG THE BOUNDARY OF THE "NOT A PART" AS SHOWN ON SAID RECORD OF SURVEY NO. 17206 AND THE BOUNDARY OF SAID DEED, SOUTH 21°53'23" EAST, 282.32 FEET; THENCE NORTH 68°07'34" EAST, 458.59 FEET; THENCE NORTH 40°34'59" EAST, 197.00 FEET; THENCE NORTH 26014'24" EAST, 96.77 FEET; THENCE NORTH 52°38'12" WEST, 43.26 FEET; THENCE SOUTH 48°44'24" WEST, 184.28 FEET; THENCE SOUTH 79°01'41" WEST, 136.00 FEET; THENCE NORTH 26°00'55" WEST, 256.31 FEET; THENCE LEAVING THE BOUNDARY OF THE "NOT A PART" AS SHOWN ON SAID RECORD OF SURVEY NO. 17206 AND THE SIDELINE OF SAID DEED; NORTH 65028'00" EAST, 746.38 FEET TO A POINT ON THE CENTERLINE OF THE RIGHT OF WAY GRANTED TO THE COUNTY OF SAN DIEGO BY DEED RECORDED APRIL 7, 1966 AS DOCUMENT NO. 58549 OF OFFICIAL RECORDS, SAID POINT BEING ON PAGE 5 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SAID POINT ALSO BEING ON THE ARC OF A 400.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 88°31'56" WEST; THENCE SOUTHEASTERLY ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, THE CENTERLINE OF SAID DEED AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46°24'14" A DISTANCE OF 323.96 FEET; THENCE SOUTH 47°52'17" EAST, 142.05 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE CENTERLINE OF SAID DEED, SOUTH 36°38'03" EAST, 202.44 FEET; THENCE NORTH 54°40'28" WEST, 166.39 FEET; THENCE NORTH 82°24'28" WEST, 233.00 FEET; THENCE SOUTH 24°00'00" EAST, 30.00 FEET; THENCE SOUTH 66°40'00" WEST, 62.00 FEET; THENCE SOUTH 44°30'00" WEST, 84.00 FEET; THENCE SOUTH 12°45'00" WEST, 155.00 FEET; THENCE SOUTH 02000'00" EAST, 46.00 FEET; THENCE SOUTH 25°10'00" WEST, 139.00 FEET; THENCE SOUTH 78°20'00" WEST, 88.37 FEET; THENCE SOUTH 13°05'33" EAST, 29.87 FEET; THENCE SOUTH 37°17'00" WEST, 147.00 FEET; THENCE SOUTH 02°00'00" WEST, 187.00 FEET; THENCE SOUTH 61°03'20" EAST, 153.00 FEET; THENCE SOUTH 69°25'00" EAST, 97.00 FEET; THENCE SOUTH 85°00'00" EAST, 82.00 FEET; THENCE SOUTH 71°00'00" EAST, 35.76TEET; THENCE SOUTH 30°00'00" EAST, 143.00 FEET; THENCE SOUTH 11 °00'00" WEST, 25.00 FEET; THENCE SOUTH 11°50'00" EAST, 83.00 FEET; THENCE SOUTH 65°25'00" WEST, 66.00 FEET; THENCE SOUTH 43°30'00" WEST, 58.00 FEET; THENCE SOUTH 22°15'00" WEST, 75.00 FEET; THENCE SOUTH irSO'OO" EAST, 57.00 FEET; THENCE SOUTH 33°00'00" EAST, 79.00 FEET; THENCE SOUTH 65°00'00" EAST, 62.00 FEET; THENCE NORTH 74°40'00" EAST, 66.00 FEET; THENCE SOUTH 66°25'00" EAST, 53.00 FEET; THENCE SOUTH 02°00'00" WEST, 12.00 FEET; THENCE SOUTH 70°45'00" WEST, 48.00 FEET; THENCE SOUTH 43°45'00" WEST, 117.00 FEET; THENCE SOUTH 62°45'00" WEST, 75.00 FEET; THENCE NORTH 82°40'00" WEST, 60.00 FEET; THENCE SOUTH 72°00'00" WEST, 160.00 FEET; THENCE SOUTH 40000'00" WEST, 25.00 FEET; THENCE NORTH 89°00'00" WEST, 23.00 FEET; THENCE NORTH 16°00'00" WEST, 62.00 FEET; THENCE NORTH 38°00'00" WEST, 40.00 FEET; THENCE NORTH 09°00'00" EAST, 67.00 FEET; THENCE NORTH 18°45'00" EAST, 160.00 FEET; THENCE NORTH 64000'00" EAST, 61.00 FEET; THENCE NORTH 11020'00" EAST, 76.00 FEET; THENCE NORTH 08°00'00" WEST, 70.00 FEET; THENCE NORTH 29°00'00" WEST, 119.01 FEET; THENCE NORTH 75°15'34" WEST, 55.59 FEET; THENCE SOUTH 73014'00" WEST, 140.00 FEET; THENCE SOUTH 41°22'40" WEST, 283.50 FEET; THENCE SOUTH 11°25'00" WEST, 125.00 FEET; THENCE SOUTH 27°00'00" EAST, 213.00 FEET; THENCE SOUTH 57°00'00" EAST, 91.89 FEET; THENCE SOUTH 07°00'00" EAST, 99.87 PAGE 6 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 FEET; THENCE SOUTH 54°00'00" WEST, 242.13 FEET; THENCE SOUTH 25°00'00" WEST, 139.00 FEET; THENCE SOUTH 47°45'00" WEST, 132.50 FEET; THENCE SOUTH 04°45'00" WEST, 46.00 FEET; THENCE SOUTH 26°00'00" EAST, 83.00 FEET; THENCE SOUTH 74°10'00" EAST, 46.00 FEET; THENCE NORTH 72°00'00" EAST, 65.00 FEET; THENCE SOUTH 35°47'00" EAST, 135.00 FEET; THENCE SOUTH 32°00'00" WEST, 154.00 FEET; THENCE SOUTH 63°13'00" WEST, 69.00 FEET; THENCE SOUTH 49°33'00" WEST, 195.50 FEET; THENCE SOUTH 80°00'00" WEST, 107.50 FEET; THENCE NORTH 85°32'00" WEST, 247.00 FEET; THENCE NORTH 88°43'00" WEST, 110.00 FEET; THENCE NORTH 76°33'30" WEST, 165.00 FEET; THENCE SOUTH 71°16'00" WEST, 70.50 FEET; THENCE NORTH 85°28'30" WEST, 222.00 FEET; THENCE SOUTH 69°20'00" WEST, 98.00 FEET; THENCE SOUTH 66°30'00" WEST, 135.00 FEET; THENCE SOUTH 54°30'00" WEST, 181.00 FEET; THENCE SOUTH 30°55'00" WEST, 253.00 FEET; THENCE SOUTH 07°20'00" WEST, 74.00 FEET; THENCE SOUTH 02°10'24" WEST, 79.23 FEET TO A POINT ON THE SOUTHERLY LINE OF SECTION 30 PER L.S. MAP NO. 443 AS SHOWN AND DESCRIBED ON SAID RECORD OF SURVEY NO. 17206; THENCE ALONG^SAID SOUTHERLY LINE, NORTH 89°42'16" EAST, 2,210.25 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT LAND DESCRIBED IN THE DEED RECORDED MARCH 8, 1984 AS FILE NO. 84-085792 OF OFFICIAL RECORDS, SAID LAND BEING SHOWN AND DESCRIBED AS THE "NOT A PART" PARCEL DESIGNATED AS (D4) ON SAID RECORD OF SURVEY NO. 17206. THE HEREIN ABOVE DESCRIBED PARCEL "D" CONTAINS 409.558 ACRES MORE OR LESS. DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 7 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "E" LEGAL DESCRIPTION PARCEL "E" THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27, 1980, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE WESTERLY BOUNDARY OF SAID PARCEL 4, SAID POINT BEING ON THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SAID POINT BEING THE NORTHERLY TERMINUS OF THAT CERTAIN COURSE IN THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 SHOWN AND DEPICTED THEREON AS " N32°02'39"E 76.34'"; THENCE ALONG THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL 4, SOUTH 32°02'39" WEST, 45.57 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID WESTERLY BOUNDARY OF RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL 4, SOUTH 59°13'18" EAST, 56.59 FEET; THENCE NORTH 81°37'36" EAST, 50.78 FEET; THENCE NORTH 41°52'35" EAST, 198.92 FEET; THENCE SOUTH 78°30'13" EAST, 42.18 FEET; THENCE SOUTH 44°50'50" EAST, 123.88 FEET; THENCE NORTH 73°46'26" EAST, 160.29 FEET; THENCE SOUTH 18°20'38" WEST, 129.76 FEET; THENCE SOUTH 01°08'11" WEST, 87.02 FEET; THENCE SOUTH 27°08'49" WEST, 368.26 FEET; THENCE NORTH 60°30'18" WEST, 31.11 FEET; THENCE NORTH 60°30'00" WEST.108.80 FEET; THENCE NORTH 26°05'00" WEST, 73.00 FEET; THENCE NORTH 60°00'00" WEST, 28.50 FEET; THENCE SOUTH 78°25'00" WEST, 137.50 FEET; THENCE SOUTH 37°56'00" WEST, 249.00 FEET; THENCE SOUTH 66°40'00" WEST, 116.07 FEET TO A POINT ON THE WESTERLY BOUNDARY OF SAID PARCEL 4 AND THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ; THENCE ALONG THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL 4, NORTH 27°16'24" EAST, 206.53 FEET; THENCE NORTH 20°57'27" EAST, 257.99 FEET; THENCE NORTH 26°19'05" EAST, 148.88 FEET; THENCE NORTH 32°02'39" EAST, 30.77 FEET TO THE TRUE POINT OF BEGINNING. PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a28 parcel e- conservatory ease.doc WO 2352-12 12/13/01 THE HEREIN ABOVE DESCRIBED PARCEL "E" CONTAINS 5.479 ACRES MORE OR LESS. DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a28 parcel e- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "F" LEGAL DESCRIPTION PARCEL "F" THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27, 1980, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF CARLSBAD TRACT NO. 85-7 ACCORDING TO MAP THEREOF NO. 12532 FILED IN THE OFFICE OF SAID COUNTY RECORDER DECEMBER 29, 1989, AS SHOWN ON SAID RECORD OF SURVEY NO. 17206, FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHERLY BOUNDARY OF SAID MAP NO. 12532, SOUTH 89°44'33" EAST, 249.12 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID SOUTHERLY BOUNDARY OF MAP NO. 12532, SOUTH 46°55'00" EAST, 52.91 FEET; THENCE SOUTH 20°50'00" WEST, 94.01 FEET; THENCE SOUTH 01°30'00" WEST, 92.00 FEET; THENCE SOUTH 29°30'00" EAST, 83.00 FEET; THENCE SOUTH 37°00'00" EAST, 84.00 FEET; THENCE SOUTH 68°46'11" EAST, 54.61 FEET; THENCE SOUTH 33°50'16" WEST, 196.40 FEET; THENCE SOUTH 12°00'00" WEST, 101.00 FEET; THENCE SOUTH 08°30'00" EAST, 83.00 FEET; THENCE SOUTH 30°40'00" WEST, 178.00 FEET; THENCE SOUTH 36°00'00" WEST, 70.00 FEET; THENCE SOUTH 27°10'00" WEST, 105.00 FEET; THENCE SOUTH 17°10'00" WEST, 44.00 FEET; THENCE SOUTH 56°00'00" WEST, 33.00 FEET; THENCE NORTH 89°15'00" WEST, 150.00 FEET; THENCE SOUTH 53°00'00" WEST, 77.00 FEET; THENCE SOUTH 24°00'00" WEST, 228.00 FEET; THENCE SOUTH 80°50'00" WEST, 148.00 FEET; THENCE SOUTH 53°30'00" WEST, 55.86 FEET TO A POINT ON THE WESTERLY BOUNDARY SAID PARCEL MAP NO. 10179, SAID POINT BEING ON THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID WESTERLY BOUNDARY OF PARCEL MAP NO. 10179, NORTH 20°54'46" EAST, 947.77 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 1542.00 FEET; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 19°20'10" A DISTANCE OF 520.39 FEET TO THE POINT OF BEGINNING. PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a29 parcel f- conservatory ease.doc WO 2352-12 12/13/01 THE HEREIN ABOVE DESCRIBED PARCEL "F" CONTAINS 10.535 ACRES MORE OR LESS. DAVID \N. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a29 parcel f- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "G" LEGAL DESCRIPTION PARCEL"G" THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27, 1980, AND THAT PORTION OF PARCELc 2 OF PARCEL MAP NO. 13900 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER AUGUST 6, 1985, ALL IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF CARLSBAD TRACT NO. 84-23 ACCORDING TO MAP THEREOF NO. 11241 FILED IN THE OFFICE OF SAID COUNTY RECORDER MAY 22, 1985 AS SHOWN ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHWESTERLY BOUNDARY OF SAID MAP NO. 11241, SOUTH 27°59'19" EAST, 125.01 FEET; THENCE SOUTH 33°37'14" EAST, 260.99 FEET; THENCE SOUTH 55°05'49" EAST, 97.96 FEET; THENCE SOUTH 27°58'19" EAST, 210.21 FEET; THENCE SOUTH 19°59'26" EAST, 255.87 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHWESTERLY BOUNDARY OF SAID MAP NO. 11241, SOUTH 70°30'00" WEST, 160.00 FEET; THENCE NORTH 20°00'00" WEST, 133.00 FEET; THENCE NORTH 38°55'00" WEST, 277.00 FEET; THENCE NORTH 41°35'00" WEST, 368.00 FEET; THENCE NORTH 35°10'00" WEST, 114.00 FEET; THENCE NORTH 57°00'00" WEST, 137.00 FEET; THENCE SOUTH 87°00'00" WEST, 109.00 FEET; THENCE NORTH 40°40'00" WEST, 60.00 FEET; THENCE NORTH 13°20'00" WEST, 45.00 FEET; THENCE NORTH 38°10'00" WEST, 90.00 FEET; THENCE NORTH 69°00'00" WEST, 140.00 FEET; THENCE NORTH 83°15'00" WEST, 246.00 FEET; THENCE NORTH 45°00'00" WEST, 45.00 FEET; THENCE NORTH 09°20'00" EAST, 41.00 FEET; THENCE NORTH 19°30'00" WEST, 54.00 FEET; THENCE NORTH 49°00'00" WEST, 57.43 FEET TO THE SOUTHERLY SIDELINE OF THE EASEMENT FOR STREET AND HIGHWAY GRANTED TO THE CITY OF CARLSBAD PER DOCUMENT RECORDED APRIL 24, 1981 AS FILE NO. 81-126305 OF OFFICIAL RECORDS; THENCE ALONG SAID SOUTHERLY SIDELINE, NORTH 72°09'13" EAST, 81.28 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 1949.00 FEET; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a30 parcel g- conservatory ease.doc WO 2352-12 12/13/01 CENTRAL ANGLE OF 05°59'16" A DISTANCE OF 203.68 FEET; THENCE NORTH 78°08'29" EAST, 325.66 FEET TO A POINT ON THE WESTERLY SIDELINE OF THE EASEMENT FOR STREET AND HIGHWAY GRANTED TO THE CITY OF CARLSBAD PER DOCUMENT RECORDED APRIL 24, 1981 AS FILE NO. 81-126306 OF OFFICIAL RECORDS, SAID POINT ALSO BEING THE BEGINNING OF A 25.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY; THENCE ALONG SAID WESTERLY SIDELINE AND NORTHEASTERLY, EASTERLY AND SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 89°03'24" A DISTANCE OF 38.86 FEET TO A POINT ON A REVERSING 280.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY AND THE NORTHEASTERLY BOUNDARY OF SAID PARCEL 2 OF PARCEL MAP NO. 13900, A RADIAL LINE TO SAID POINT BEARS SOUTH 77°11'53" WEST; THENCE ALONG SAID NORTHEASTERLY BOUNDARY, SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 68°14'28" A DISTANCE OF 333.49 FEET; THENCE SOUTH 81°02'34" EAST, 134.44 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 220.00 FEET; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 53°02'09" A DISTANCE OF 203.64 FEET; THENCE SOUTH 28°00'25" EAST, 35.97 FEET TO THE NORTHERLY BOUNDARY OF SAID MAP NO. 11241 AND THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ; THENCE LEAVING SAID BOUNDARY OF SAID PARCEL 2, ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID NORTHWESTERLY BOUNDARY OF MAP NO. 11241, SOUTH 69°59'37" WEST, 170.79 FEET TO THE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "G" CONTAINS 12.109 ACRES MORE OR LESS. DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a30 parcel g- conservatory ease.doc WO 2352-12 12/13/01 EXHIBIT "H" LEGAL DESCRIPTION PARCEL "H" THAT PORTION OF THE WEST HALF OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SECTION 30 PER L.S. MAP NO. 443 FILED IN THE OFFICE OF SAID COUNTY RECORDER AUGUST 18, 1932, AS SHOWN AND DESCRIBED ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE SOUTHERLY LINE OF SECTION 29, SOUTH 89°53'58" EAST, 593.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID SOUTHERLY LINE OF SECTION 29, SOUTH 89°53'58" EAST, 385.27 FEET; THENCE LEAVING SAID SOUTHERLY LINE SOUTH 23°00'00" EAST, 68.60 FEET; THENCE SOUTH 10°00'00" EAST, 148.00 FEET; THENCE SOUTH 20°30'00" EAST, 42.00 FEET; THENCE SOUTH 36°00'00" WEST, 63.08 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF THAT LAND AS DESCRIBED IN THE DEED RECORDED AUGUST 20, 1981 AS FILE NO. 81-266030 OF OFFICIAL RECORDS, SAID POINT BEING ON THE BOUNDARY OF THE "NOT A PART" PARCEL DESIGNATED AS (D2) AS SHOWN ON SAID RECORD OF SURVEY NO. 17206, SAID POINT BEING ON A 470.00 FOOT RADIUS CURVE CONCAVE SOUTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 35°59'21" EAST, THENCE NORTHWESTERLY ALONG SAID NORTHERLY BOUNDARY, AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 35°53'19" A DISTANCE OF 294.40 FEET; THENCE NORTH 89°53'58" WEST, 209.12 FEET; THENCE LEAVING SAID NORTHERLY BOUNDARY, NORTH 26°00'00" EAST, 65.00 FEET; THENCE NORTH 15°00'00" EAST, 156.80 FEET TO THE TRUE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "H" CONTAINS 2.383 ACRES MORE OR LESS. PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a31 parcel h- conservatory ease.doc WO 2352-12 12/13/01 DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a31 parcel h- conservatory ease.doc WO 2352-12 12/13/01 PARCEL G . 1400 SCALE 1 = 1400' MAP 6006 I PARCEL F PM 10352 PM 13744 PARCEL PM 10170 30 T12S, R3W SBMROS 17206 PARCEL D NOT A PART PARCEL NOT A PART BOUNDARY PARCEL C PARCEL B HUNSAKER & ASSOCIATES SAN DIEGO. INC PARCEL A 10179 Huennekens Street San Diego, Ca 92121 PH(858)558-4500- FX(858)558-1414 EXHIBIT "I R:\0261 \&MAP\EP-HCPacres-1.DWG W.O. 2352-12 PARCEL A RANCHO ' LAB ENCINJTAS MAP 848 MAP 11575 N 71'44'24"E 7.25' PARCEL A 12.575 ACRESROS '1720S27-4727 62.19' N 45'04'12 W 55.77'N 8734'45E N 02'2857W 179.83'N 70'35'22'W 101.65' MAP 9959 HUNSAKER & ASSOCIATES SA.N DIEGO, INC PLANNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(858)558-1414 EXHIBIT 'A-l' SHEET 1 OF 1 R:\0261\AMAP\EP-HCPacres-PCL-A1.DWG W.O. 2352-12 PARCEL B RANCHO LAS ENCINITAS MAP 848 LOT 5N88'0000"W 108.00'N6n5'00"E 73.00' N78'30'00"E 83.00'N31'00'00"W 75.00' N76'20'00"W 84.00' ROS 12 015 ROAD EASE., 9/1/1985, F/P. 85-411416, O.R.N89-4955 W 106.19' PARCEL B MOST N'LY CORNER MAP 11575PARCEL MAP 11575 N07-Q830W(R) h=06'50'08 R=330.00' L=39.37' h=86'48'04" R=25.00' L=37.87' MAP 118.38 HUNSAKER & ASSOCIATES SAN D i E c o, INC PLANNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)S58-4500- FX(858)558-1414 EXHIBIT 'B-l' SHEET 1 OF 1 R:\0261\&MAP\EP-HCPocres-PCL-B1.DWG W.O. 2352-12 PARCEL C NUMBER L1 L2 L3 L4 L5 L6 17 18 L9 L1Q. L11 L12 L13 L14 L15 L16 L17 L18 L19 BEARING N1&40'00"W N19'00'00"E N01'00'00"E N14'00'00"W N59'40'00"E N67*35'00"W N40'45'00"E N64'13'46"W N48'45'00"E N44'40'00"W N58'12'00"W N74'00'00"W N46'30'00"W N32'00'00"E N08'00'00"E N82'24'09"W NOO'00'16"W N75'00'00"W N35'00'00"W DISTANCE 128.00' 81.00' 32.00' 43.00' 113.00' 45.00' 72.36' 120.41' 142.72' 169.26' 81.00' 113.00' 46.00' 22.00' 65.91' 19.63' 81.00' 60.00' 44.05' o SECTION LINE PER LS MAP 443 AS SHOWN ON ROS 17206 ROB 13913 MAP 13155 P\\A 13753 N 1/4 CORN SECTION 32 FOB SL'Y LINE MAP 13156 PARCEL C N89'27'22"E 1327. 18' 118.53' :i£S£RVOJFi >, 8/20/1981, F/P. 81-266030, O.R. N89'32'46"W 628.00' ^ CD -l V DEED, 7/25/1980, F/P. 80-233966, O.R? EXCEPTION W 1/2 SECTION 32 T 12 S, R3W, S8JVJ PARCEL C 165.972 ACRES S 17208 & ASSOCIATES SAN DIEGO, INC S£F SWEET A/0. CO C.Q H5 0) >; 0, Oi <ci§ tDo CD ' 0^cc a, 1 PLANNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)5S8-4500. FX(858)5S8-1414 EXHIBIT 'C-l' SHEET 1 OF 2 R:\0261\&MAP\EP-HCPacres-PCL-C1.DWG W.O. 2352-12 PARCEL C SEE SHEET NO. 1 w T CO NUMBER LI L2 L3 L4 15 L6 L7 L8 L9 L10 U1 LI 2 L13 L14 L15 L16 L17 L18 L19 120 L21 L22 L23 L24 L25 L26 BEARING N60-OOWE N17'19'00"W N64-50'48"W N17'00'00"W N02'27'00"W N45'00'00"E NOO-00'00"E N 45' 00 '00 "W N02'27'00"W N 16-00 '00 "W N08'00'00"W N20'50'00"W N4rOO'00"W N56-00'00"W N35'00'00"W N55'30'00"E N21'40'00"E N22'00'00"W N44'00'00"W N22'15'00"W N43'00'00"W N05'00'00"W N75'00'00"W NOO-07'48"W N18'40'00"W N19'00'00"E DISTANCE 57.61' 89. 10' 41.12' 74.89' 53.52' 17.22' 10.00' 12.00' 169.40' 169.58' 45.00' 138.00' 69.00' 155.00' 38.00' 90.00' 95.00' 88.00' 47.00' 220.00' 189.23' 102.05' 102.84' 172.11' 128.00' 81.00' CO 1/2 SECTION 32 12 S, R3W, S3JVJ PARCEL C 165.973 ACRES ROS 17208 L4 N14'35'00"W 236.55\ N05'00'00"E 208.12' ENCINJTAS ROS 13855 N28W'00"W- 278.00' N35'00'00"W 95.63' HUNSAKER & ASSOCIATES SAN DIEGO, INC CO T-1 CO O5 10 CO "" 0)CDo CL, N 0> § i ^ CO §NN CO CD _^ cc a! - 1 I PUNNING 10179 Huennekens Street ENCINEERINC San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(858)558-1414 EXHIBIT 'C-2' SHEET 2 OF 2 R:\0261\&MAP\EP-HCPacres-PCL-C2.DWG W.O. 2352-12 PARCEL D SEE SHEET NO. 2 N27'18'41"E 449.23' C2 N64'13'46"W NUMBER LI L2 L3 L4 L5 NUMBER C1 C2 BEARING N52'25'18"E N04'03'04"E N44'29'24"E N59'52'16"W N83'40'41"E DELTA 5J'18'48" 22' 11 "25" DISTANCE 159.63' 156.23' 247.31' 121.71' 114.60' RADIUS 48.00 642.00 LENGTH 44.66 248.64 N36'50'12"E 345.57' 25 N05'34'12"W~ 129.96' N20'27'42"E- 279.97' PARCEL ,D 409.558 ACRES MAP 7992 MAP S302 FiOS 11300 N24'53'41"E 100.00'— N64'55'08"W 111.71' CORTE LA VISTA MAP 11423 MAP 7784 MAP 12908 FIOS S2SS HUNSAKER & ASSOCIATES SAN DIECO, INC PUNNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(858)558-1414 GIBRALTER , ,„ , , . MAP 5800 N 84'57 16 ]V (R) 81.55' EXHIBIT 'D-l' SHEET R:\0261 \&MAP\EP-HCPacres-PCL-D1.DWG W.O. 1 OF 5 2352-12 NUMBER LI L2 L3 L4 L5 L6 L7 L8 L9 L10 L11 L12 L13 L14 L15 L16 L17 L18 L19 120 L21 L22 L23 124 L25 126 L27 BEARING N62'33'50"W N8r06'00"W N76'40'00"E N5r56'00"E N43'56'00"E N32'55'00"E N80W'00"W N11W'00"W N67"00'00"W N73-43WE N60'35'00"E N60'30'18"W N29'29'42"E N35'16'24"E N05'34'32"E N26'55'13"W N08-33'31"W N20'42'23"W N35'32'42°W NOO'10'16"E N53'14'03"W N74'49'20"W N88'49'28"W N63'35'43"E N21'29'16"E N29'45'45"E ~N5rW03"W DISTANCE 49.04' 98.00' 58.50' 150.00' 115.45' 100.50' 6.40' 72.50' 44.00' 76.40' 46.00' 65.50' 14.79' 107.98' 125.23' 207.65' 144.27' 108.39' 164.56' 124.34' 56.03' 273.86' 197.84' 273.39' 85.86' 76.63' 126. \ % FiOS 05 ----. «T m PUNNING ENGINEERING SURVEYING HUNSAKER & ASSOCIATE SAN OIECO, INC 10179 Huennekens Street San Diego, Ca 92121 PH(858)558-4500- FX(858)S58-141 86 • — / • ''/I HH PS H £Pn h4 1:sf 4 1 13' L28 L29 L30 L31 L32 L33 L34 L35 L36 L37 L38 L39 L40 L41 L42 L43 L44 L45 L46 L47 L48 149 L50 LSI L52 L53 L54 L55 N38-49'57"E N80'45'00"E N48'20'00"E N31-35'00"E N74'11'00"E N44'49'00"W N6Z45'00"E N72'30'00"E N57'20'00"E N3725WE N11'35'00"E N18'15'00"W N72-50'00"W N82'40'60"W N48'00'00"W N10'30'00"E NOO'30'00"W N16'50'00"W N46'10'00"W N33'20'00"E N66'00'00"W N79'30'00"W N87'00'00"E N17-35'00"W N09'30'00"E N20'00'00"W N81'25'00"W N50'45'00"W l A/5 M 7 m^ M&/\\Jr*p/ J^L5 f^i.4 ^"NS>- N27'18'41"E \r 449-2j> 4N 44.74' 55.00' 50.00' 1 12.00' 103.50' 186.45' 120.00' 115.00' 80.00' 75.00' 172.00' 63.00' 90.00' 78.00' 30.00' 97.00' 53.00' 90.00' 70.00' 92.00' 93.00' 55.00' 54.00' 71.00' 83.00' 17.00' 195.00' 140.00' ^ PARCEL D L50-V N^5\^> I \ C^\ J 53 / C.T. \M^^r^\ L45^\ \ L44-^\^\ rl4Q \ L43^y£-5i \ L42-Sw-7\ \ L38^\ \ iJ7~7\ L36--J FiOS 11872 N <%/&^6Til \L30-^l \ L29^f \L28-—L \ £^V-L26 \ ,,9'^^1 ^. ^^\.^ tffl'Wr ^/ ^^ / e~Z. ^^ Ul^ \T^' § ^ &-J£~^'s'y^s ,^r .§ ^o^X PARCEL D Co Xkp 409.558 ACRES•^w x UjL18—^\ Uj L17_\ H'OS 17206 CO MAP 7779 ^\ L15- — A •L13 L14- — W \^N04-56'53"W A \ (337.03' / ^N55'40'37"E \) vr£*$^~^ m'25' y~ E!T88^8 ^^^^?^^- SEE SHEET NO. 1 EXHIBIT 'D-2' SHEET 2 OF 5 R:\0261\&MAP\£P-HCPacres-PCL-D2.DWG W.O. 2352-12 PARCEL DN88'31 56"E (R) A/JS'JSOJW 202.44' MAP -J1241 N54'40'28"W 166.39' \ FIOS 4757 5J\ DEED REC. 3-30-1983 AS FILE NO. 83-100784 O.R. PJVJ 10179 , 30 T12S/ F<3W, S3JVI PARCEL D 409.553 ACRES FiOS 17208 SEE SWffJ WO. 5 FOR ANNOTATION TABLE HUNSAKER & ASSOCIATES SEE SHEET NO. PLANNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(8S8)558-4500- FX(858)SS8-1414 EXHIBIT 'D-3' SHEET 3 OF 5 R:\0261\&MAP\EP-HCPacres-PCL-D3.DWG W.O. 2352-12 NUMBER L1 12 LJ L4 L5 L6 17 L8 L9 L10 L11 L12 L13 L14 L15 ne- Li? L18 L19 L20 L21 L22 L23 L24 125 L26 L27 L28 L29 L30 L31 L32 BEARING N85'32'00"W N88'43'00"W N76'33'30"W N71'16'00"E N07-20'00"E NO?10'24"E N89-53'58"W N31'05'30"W N0 1 '00 '00 "W N22W'00"E "N20'15'00"E N16'10'00"E N07'50'00"W N34'00'00"E N11'30'00"E N22'30'00"E NOO-00'00"E N26'00'00"E N08'00'00"E NWOO'00"W N30'00'00"W N20'00'00"E N08'30'00"E NOO'30'00"E N11'00'00"W N02'00'00"W N31'00'00"E N15'26'21"E N31'31'38"E N89'42'40"E N12'22'04"E N69W'38"W DISTANCE 247.00' 1 10.00' 165.00' 70.50' 74.00' 79.23' 177.56' 36.33' 119.00' 121.00' 100.00' 135.00' 90.00' 58.00' 174.00' 47.00' 36.00' 54.00' 41.00' 94.00' 30.00' 85.00' 102.00' 121.00' 97.00' 129.00' 87.00' 122.48' 115.50' 145.34' 22.51' 172.47' I SCALE: 1 MAP 8683 SEE SHEl • &=09'00'34" R=780.00' L= 122.65' N39-34'53"E 153.56' NO. 1 PARCEL D NUMBER C1 DELTA 0717'27" RADIUS 1 137.00 LENGTH 144.68 HUNSAKER & ASSOCIATES SAN DIEGO, INC PLANNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(858)558-1414 PARCEL D 409.558 ACRES N54'3000"E 181.00' N66'30'00"E 135.00' N69-20WE 98.00' N85'28'30"W 222.00' DEED REC. 3-8-1984 AS FILE NO. 84-085792 O.R. EXHIBIT 'D-4' SHEET 4 OF 5 R:\0261\&MAP\EP-HCPacres-PCL-D4.DWG W.O. 2352-12 PARCEL D ANNOTATION TABLE NUMBER U L2 L3 L4 L5 L6 L7 L8 L9 L10 L11 LJ2 LI 3 L14 US L16 L17 L18 U9 L20 L21 122 L23 L24 L25 126 L27 128 L29 L30 L31 L32 L33 L34 L35 L36 137 L38 L39 L4Q L41 142 L43 L44 L45 L46 147 148 L49 BEARING N40'34'59"E N26'14'24"E N50'45'00"W N24-50'00"W N15'30'00"W NW'20'00"W N22'35'00"W N3Z30'00"W N33'00'00"E N25'50'00"E N33'30'00"E N29'00'00"E N63'40'00"E N42'40'00"E N15'00'00"E NO r '40 '00 "W N08'40'00"E N84'23'00"W N56'50'00"E N84'00'00"W N69'20'00"W N7720'00"W N50'40'00"W N63'00'00"W N82'24'00"W N73'14'00"E N61'50'00"E N20'50'00"W N06'23'00"E N57W'00"W N07'00'00"W N74'10'00"W N72'00'00"E N35'47'00"W N32'00'00"E N63'13'00"E N80'00'00"E N88'43'00"W N76'33'30"W N7ri6'QO"E N85'28'30"W N69'20'00"E N52'38'12"W N48'44'24"E N79'01'41"E N26'00'55"W N4752'17"W N8?24'28"W N24'00'00"W DISTANCE 197.00' 96.77' 140.00' 65.00' 115.00' 105.00' 55.00' 130.00' 100.00' 128.00' 80.00' 1 15.00' 72.00' 47.00' 20.00' 50.19' 80.03' 29.50' 56.70' 62.60' 78.50' 65.50' 68.50' 52.00' 72.00' 86.00' 60.00' 65.00' 47.00' 91.89' 99.87' 46.00' 65.00' 135.00' 154.00' 69.00' 107.50' 110.00' 165.00' 70.50' 222.00' 98.00' 43.26' 184.28' 136.00' 256.31' 142.05' 233.00' 30.00' NUMBER L50 L51 152 L53 L54 L55 L56 L57 L58 L59 L60 L61 L62 L63 L64 L65 L66 L67 L68 L69 L70 L71 L72 173 L74 17 5 176 L77 L78 L79 L80 L81 L82 L83 L84 L85 L86 L87 L88 BEARING N66'40'00"E N44'30'00"E N12'45'00"E N02'00'00"W N25'10'00"E N78'20'00"E N13V5'33"W N69-25'00"W N85WOO"W N6roo'oo"w N7roo'oo"w N30'00'00"W NU'OOW'E N11'50'00"W N65'25'00"E N43'30'00"E N22'15'00"E Nir30'00"W N33'00'00"W N65'00'00"W N74'40'00"E N66'25'00"W N02'OOWE N70-45WE N43'45'00"E N62'45'00"E N82'40'00"W N72'00'00"E N40'00'00"E N89'00'00"W N16'00'00"W N38'00'00"W N09'00'00"E N18'45'00"E N64'00'00"E Nir20'00"E N08'00'00"W N29'00'00"W N75'15'34"W DISTANCE 62.00' 84.00' 155.00' 46.00' 139.00' 88.37' 29.87' 97.00' 82.00' 109.00' 35.76' 143.00' 25.00' 83.00' 66.00' 58.00' 75.00' 57.00' 79.00' 62.00' 66.00' 53.00' 12.00' 48.00' 117.00' 75.00' 60.00' 160.00' 25.00' 23.00' 62.00' 40.00' 67.00' 160.00' 61.00' 76.00' 70.00' 119.01' 55.59' NUMBER C1 DELTA RADIUS LENGTH 46-24' 14" 400.00 323.96 HUNSAKER & ASSOCIATES SAN D I E C O, INC PUNNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(8S8)558-1414 EXHIBIT 'D-5'SHEET 5 OF 5 wn PARCEL E FiOS 11872 H KW P HUNSAKER & ASSOCIATES SAN DIECO, INC Pt/iNNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(858)558-1414 PARCE 10179 PARCEL E 5.479 ACRES ROB 17208 Jr. tr ^08.80' EXHIBIT 'E-l' SHEET 1 OF 1 R:\0261\AMAP\EP-HCPacres-PCL-E1.DWG W.O. 2352-12 MAP 12532 PARCEL F N46'55'00"W 52.91' N20'50'00"E 94.01' MAP 8905 PM 10352 PjVJ 13744 JVJAP 7387 FIOS 9888 N68'46'11"W 54.61' i^a NJ6'00'00"E 70.00' N2710'00"E 105.00' N17WWE 44.00" N56'00'00"E 33.00' 1872 N53'30'00"E 55.86' HUNSAKER & ASSOCIATES SAN DIEGO, INC PLANNING 10179 Huennckens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(8S8)SS8-1414 EXHIBIT 'F-l' SHEET 1 OF 1 R:\0261\&MAP\EP-HCPacres-PCL-F1.DWG W.O. 2352-12 PARCEL G MAP 10324 PM 13900 MAP 10243 MAP 12278 N8r02'34"W 134.44' ARCEL 109J\CRES N28'00'25"W 35.97' N.W.. CORNER OF MAP NO. 11241 MAP 11241 NUMBER C1 C2 C3 NUMBER U L2 L3 L4 L5 L6 L7 L9 L10 L11 L12 DELTA 05-59 "16" 89'03'24" 53'02'09" RADIUS 1949.00 25.00 220.00 BEARING N72'09'13"E N27'59'19"W N55'05'49"W N8TOO'00"E N40'40'00"W N13'20'00"W N38'10'00"W N45'00'00"W N09'20'00"E N19'30'00"W N49'00'00"W LENGTH 203.68 38.86 203.64 DISTANCE 81.28' 125.01' 97.96' 109.00' 60.00' 45.00' 90.00' 45.00' 41.00' 54.00' 57.43' N20'00'00"W' 133.00' N70-30'00"E\ HUNSAKER & ASSOCIATES SAN DIEGO, INC PLANNING 10179 Huennekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4SOO- FX(858)558-1414 EXHIBIT 'G-l' SHEET 1 OF 1 R:\0261 \&MAP\EP-HCPacres-PCL-G1.DWG W.O. 2352-12 PARCEL H 30 POC S.E. CORNER OF SEC. 30 PER LS. MAP NO. 443 N89'53'58"W 593.00' N89'53'58"W 385.27' SECTION LINE PER LS. 443 AS SHOWN ON R.O.S. 17206 TPOB PARCEL H 2.383 ACRES ROB -J7205 - N89'53'58"W 209.12' -^ A=J5 NOT A PART N2J-00'00"W 68.60' N20'30'00"W 42.00' N36'00'00"E 63.08' HUNSAKER & ASSOCIATES SAN DIECO, INC PLANNING 10179 Huennekens Sweet ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)558-4500- FX(858)558-1414 EXHIBIT 'H-l' SHEET 1 OF 1 R:\026l\&MAP\EP-HCPacres-PCL-HLDWG W.O. 2352-12 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: r i Ronald W. Rouse, Esq. Luce, Forward, Hamilton & Scripps, LLP 11988 El Camino Real, Suite 200 San Diego, CA 92130 L J MAIL TAX STATEMENTS TO: [Not Applicable] SPACE ABOVE THIS LINE FOR RECORDERS USE Documentary transfer tax is S -0- [X] Computed on full value of property conveyed, or [ ] Computed on full value less value of liens and encumbrances remaining at time of sale or transfer. [ ] Unincorporated area or [X] City of Carlsbad. IRREVOCABLE OFFER TO CONVEY REAL PROPERTY Re: Implementation Agreement Regarding The City APN Portion of: of Carlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation, (hereinafter designated "Grantor"), represents that they are the owners of the hereinafter described real property and successors in interest as owner to Fieldstone/La Costa Associates Limited Partnership, and in consideration of the rights, duties and obligations of the parties to that certain "Implementation Agreement Regarding the City of Carlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June 7,1995" (hereafter the "Implementation Agreement"), hereby makes an IRREVOCABLE OFFER OF CONVEYANCE to the CENTER FOR NATURAL LANDS MANAGEMENT, a California non-profit corporation, (hereinafter collectively designated "Grantee"), its successors and assigns, of fee title to the Conserved Habitat, as that term is used in the Implementation Agreement, of the hereinafter described real property for the following purpose: Irrevocable Offer of Conveyance 27817-7/1569634.4 TO BE HELD AND USED IN PERPETUITY FOR WILDLIFE CONSERVATION PURPOSES. The real property referred to above is situated in the City of Carlsbad, County of San Diego, State of California consisting of Parcels A, B, C, D, E, F, G and H as more particularly described in Exhibits "A" through "I" inclusive, attached hereto and made a part hereof (hereafter the "Conserved Habitat") together with all flora and fauna now growing or located on, or to be grown or located on, the Conserved Habitat. This Irrevocable Offer, and any subsequent deed or conveyance in furtherance thereof, shall also (i) be subject to Grantor's "Irrevocable Offer to Convey Conservation Easement" in favor of the California Department of Fish and Game (hereafter "CDFG") an agency of the State of California, as provided in Section V. A. 1 .a, of the Implementation Agreement, and any subsequent Conservation Easement Deed in furtherance thereof and (ii) satisfy the conditions set forth in Section V.A.l.b.(l) and (2) as applicable. RESERVING and EXCEPTING from this Irrevocable Offer and from any subsequent deed or conveyance in furtherance thereof, to the Grantor, or its successors and assigns, agents or contractors and public agencies, the right of access and easements for the purpose of planning, constructing, grading, operating, maintaining, replacing or reconstructing public or private sewer, water, utility, basins, drainage and all other public and private facilities over, under or across the Conserved Habitat necessary or required for the efficient and orderly development of Grantor's "Project and Plan Activities" activities described in Section IV.G. of the Implementation Agreement, including but not limited to the following activities: 1. PARCEL B: Compliance with City of Carlsbad oak tree relocation condition set forth in City Council Resolution 2001-318, trash removal and removal of non-native plant species. 2. PARCEL C: Future water line/easement to Vallecitos Water District, trail system, utility access road to existing SDG&E 200 foot transmission corridor from future Rancho Santa Fe Road and from future Oaks Neighborhood 3.10. 3. PARCEL D: Drainage structures, detention basin/access road, trail system and conversion/re-vegetation of portions of existing Rancho Santa Fe Road into trail, relocation of existing Rancho Santa Fe Road sewer line/easement to connect to facilities in Cadencia Park, relocate Meadowlark Treatment Plant access road, drainage improvements and storm drain outlet. 4. PARCEL F: Carlsbad Municipal Water District waterline/easement relocation and associated appurtenances (pressure reducing station). 5. PARCEL H: Utility access road to existing SDG&E 150 foot transmission corridor from future Rancho Santa Fe Road and from future Street "H". Provided however, any habitat disturbed in connection with those activities is reasonably restored in accordance with Section IV.G. of the Implementation Agreement. Irrevocable Offer of Conveyance 27817-7/1569634.4 FURTHER RESERVING and EXCEPTING from this Irrevocable Offer and from any subsequent deed or conveyance in furtherance thereof, the reversion of fee title to Grantor on the occurrence of the condition subsequent that the Conserved Habitat is used for any purpose other than wildlife conservation as provided in Section V.A.I, of the Implementation Agreement or in the event the Implementation Agreement and associated HCP/OMSP is judicially invalidated. This Irrevocable Offer shall be irrevocable and shall be binding on the Grantor, its heirs, executors, administrators, successors and assigns hi accordance with its rights, duties and obligations set forth in the Implementation Agreement. IN WITNESS WHEREOF, the Grantor has caused this Irrevocable Offer of Dedication to be executed this day of , 2002. Real Estate Collateral Management Company, a Delaware corporation, as Owner By: Name:_ Title:_ By: Name:. Title: Irrevocable Offer of Conveyance 27817-7/1569634.4 STATE OF ) ) ss: COUNTY OF ) On , 20 , before me, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Notary Public STATE OF ) ) ss: COUNTY OF ) On , 20 , before me, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacities), and that by his/her/their signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Notary Public DEVELOPMENT 1903 Wright Place, Suite 180 Carlsbad, CA 92008 VIA HAND DELIVERY phone: 760 929-2701 January 16,2002 . fax: 760 929-2705 Mr. David Lawhead California Department of Fish and Game 4949 View Ridge Avenue San Diego, CA 92123 Re: Villages of La Costa Habitat Conservation Plan Dear David: . Enclosed please find an original Conservation Easement Deed by Real Estate Collateral Management Company (RECMC) in favor of The State of California over the Conserved Habitat in the,La Costa Oaks and La Costa Ridge properties. The easement has been executed by RECMC, notarized and I have enclosed a Secretary's Certificate and Certificate of Incumbency verifying the signer's authority. Pursuant to Section V.A.I.a. of the Implementation Agreement regarding The City of Carlsbad/ Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June 7,1995, this Conservation Easement is being conveyed prior to the disturbance of any Conserved Habitat. Also enclosed is an Irrevocable Offer to Convey Real Property to the Center for Natural Lands Management pursuant to Section V. A. 1 .b. of the same agreement. These documents cover the Subarea now known as La Costa Ridge and Oaks (previously known as the Rancheros and Southeast). You have received, under separate cover, a copy of the Center for Natural Lands Management letter agreeing to accept the property. We have also provided an endowment in the amount of $891,962 to the Center for Natural Lands Management pursuant to the PAR you had previously approved. Further, we have funded $50,000 to the Fish and Wildlife Foundation to be used for gnatcatcher research; John Martin at USF&WS has acknowledged receipt of this contribution. By delivering these two documents to you along with meeting the other obligations of the HCP/OMSP, we are authorized and intend to begin taking habitat in this Subarea. RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: r - i Ronald W. Rouse, Esq. Luce, Forward, Hamilton & Scripps, LLP 11988 El Camino Real, Suite 200 San Diego, CA 92130 L J MAIL TAX STATEMENTS TO: [Not Applicable] SPACE ABOVE THIS LINE FOR RECORDERS USE Documentary transfer tax is $ -0- [X] Computed on full value of property conveyed, or [ ] Computed on full value less value of liens and encumbrances remaining at time of sale or transfer. [ ] Unincorporated area or [X] City of Carlsbad. IRREVOCABLE OFFER TO CONVEY REAL PROPERTY Re: Implementation Agreement Regarding The City APN Portion of: of Carlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation, (hereinafter designated "Grantor"), represents that they are the owners of the hereinafter described real property and successors in interest as owner to Fieldstone/La Costa Associates Limited Partnership, and in consideration of the rights, duties and obligations of the parties to that certain "Implementation Agreement Regarding the City of Carlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June?, 1995" (hereafter the "Implementation Agreement"), hereby makes an IRREVOCABLE OFFER OF CONVEYANCE to the CENTER FOR NATURAL LANDS MANAGEMENT, a California non-profit corporation, (hereinafter collectively designated "Grantee"), its successors and assigns, of fee title to the Conserved Habitat, as that term is used in the Implementation Agreement, of the hereinafter described real property for the following purpose: Irrevocable Offer of Conveyance 27817-7/1569634.4 TO BE HELD AND USED IN PERPETUITY FOR WILDLIFE CONSERVATION PURPOSES. The real property referred to above is situated in the City of Carlsbad, County of San Diego, State of California consisting of Parcels A, B, C, D, E, F, G and H as more particularly described in Exhibits "A" through "I" inclusive, attached hereto and made a part hereof (hereafter the "Conserved Habitat") together with all flora and fauna now growing or located on, or to be grown or located on, the Conserved Habitat. This Irrevocable Offer, and any subsequent deed or conveyance in furtherance thereof, shall also (i) be subject to Grantor's "Irrevocable Offer to Convey Conservation Easement" in favor of the California Department of Fish and Game (hereafter "CDFG") an agency of the State of California, as provided in Section V. A. 1 .a, of the Implementation Agreement, and any subsequent Conservation Easement Deed in furtherance thereof and (ii) satisfy the conditions set forth in Section V.A.I.b.(l) and (2) as applicable. RESERVING and EXCEPTING from this Irrevocable Offer and from any subsequent deed or conveyance in furtherance thereof, to the Grantor, or its successors and assigns, agents or contractors and public agencies, the right of access and easements for the purpose of planning, constructing, grading, operating, maintaining, replacing or reconstructing public or private sewer, water, utility, basins, drainage and all other public and private facilities over, under or across the Conserved Habitat necessary or required for the efficient and orderly development of Grantor's "Project and Plan Activities" activities described in Section IV.G. of the Implementation Agreement, including but not limited to the following activities: 1. PARCEL B: Compliance with City of Carlsbad oak tree relocation condition set forth in City Council Resolution 2001-318, trash removal and removal of non-native plant species. 2. PARCEL C: Future water line/easement to Vallecitos Water District, trail system, utility access road to existing SDG&E 200 foot transmission corridor from future Rancho Santa Fe Road and from future Oaks Neighborhood 3.10. 3. PARCEL D: Drainage structures, detention basin/access road, trail system and conversion/re-vegetation of portions of existing Rancho Santa Fe Road into trail, relocation of existing Rancho Santa Fe Road sewer line/easement to connect to facilities hi Cadencia Park, relocate Meadowlark Treatment Plant access road, drainage improvements and storm drain outlet. 4. PARCEL F: Carlsbad Municipal Water District waterline/easement relocation and associated appurtenances (pressure reducing station). 5. PARCEL H: Utility access road to existing SDG&E 150 foot transmission corridor from future Rancho Santa Fe Road and from future Street "H". Provided however, any habitat disturbed in connection with those activities is reasonably restored in accordance with Section IV.G. of the Implementation Agreement. Irrevocable Offer of Conveyance 27817-7/1569634.4 FURTHER RESERVING and EXCEPTING from this Irrevocable Offer and from any subsequent deed or conveyance in furtherance thereof, the reversion of fee title to Grantor on the occurrence of the condition subsequent that the Conserved Habitat is used for any purpose other than wildlife conservation as provided in Section V.A.I, of the Implementation Agreement or in the event the Implementation Agreement and associated HCP/OMSP is judicially invalidated. This Irrevocable Offer shall be irrevocable and shall be binding on the Grantor, its heirs, executors, administrators, successors and assigns in accordance with its rights, duties and obligations set forth in the Implementation Agreement. IN WITNESS WHEREOF, the Grantor has caused this Irrevocable Offer of Dedication to be executed this day of , 2002. Real Estate Collateral Management Company, a Delaware corporation, as Owner By:. Name: David A. Watts Title- Vice President By:. Name:_ Title: Irrevocable Offer of Conveyance 27817-7/1569634.4 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Name and Title ol Officer (e.g., "Jane Doe. Notary Public') 1iI I On Date personally appeared _ MICHELEPOLITO Commission #1332338 Notary Public - California San Diego County MyCornm.Exp<fwNov29,2006 Name(s) of Signer's) ^personally known to me D proved to me on the basis of satisfactory evidence to be the person(e) whose name(«^ is/are subscribed to the within instrument and acknowledged to me that he/ohc/thoy executed the same in his/hor/thoir authorized capacity(*ea^, and that by his/bcr/thcii' signature^) on the instrument the person(e), or the entity upon behalf of which the person(») acted, executed the instrument. WITNESS my hand and official se; Signature of Notary Public OPTIONAL Thowh the information below is not required by law, it may prove valuable to persons relying on the document and could prevent ^\^ fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of DC Document Date: ent: . Number of Pages:. Signer(s) Other Than Named Abe Capacity(ies) Claimed by Signer Signer's Name: D Individual D Corporate Officer — Title(s): D Partner — D Limited D General D Attorney-in-Fact D Trustee D Guardian or Conservator D Other: RIGHT THUMBPRINT OF SIGNER Top of thumb here Signer Is Representing:, 11999 National Notary Association • 9350 De Soto Ave.. P.O. Box 2402 • Chatsworth, CA 91313-2402 • www.nationalnolary.org Reorder: Call Toll-Free 1-800-876-6827 RECORDING REQUESTED BY: Department of Fish and Game 1416 Ninth Street, 12th Floor Sacramento, CA 95814 MAIL TO: Department of Fish and Game 1416 Ninth Street, 12th Floor Sacramento, Ca 95814 _ Space Above Line for Recorder's Use Only No DOCUMENTARY TRANSFER TAX DUE California Revenue & Taxation Code § 11922 Presented for Acceptance by California Department of Fish and Game CONSERVATION EASEMENT DEED THIS CONSERVATION EASEMENT DEED (the "Deed") is made this day of , 20 by REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation ("Grantor"), in favor of THE STATE OF CALIFORNIA ("Grantee"), acting by and through its Department of Fish and Game, a subdivision of the California Resources Agency, ("DFG") with reference to the following facts: RECITALS A. Grantor is the sole owner in fee simple of certain real property in the City of Carlsbad, County of San Diego, State of California, consisting of Parcels A, B, C, D, E, F, G and H as more particularly described in Exhibit "A" through "I", inclusive and attached hereto and incorporated by this reference (the "Conserved Habitat Lands"); and B. The Conserved Habitat Lands possesses wildlife and native habitat values (collectively, "Conservation Values") of great importance to Grantor and the people of the State of California; and C. The Conserved Habitat Lands includes coastal sage scrub and other natural habitats suitable to the California gnatcatcher, (Polioptila californica californica) and other sensitive species; and D. The Department of Fish and Game has jurisdiction, pursuant to the Fish and Game Code Section 1802, over the conservation, protection, and management offish, wildlife, native plants and the habitat necessary for biologically sustainable populations of those species, and the Department of Fish and Game is authorized to hold easements for these purposes pursuant to HCP/Conservation Easement Deed 27817-2/1705633.3 (Word)01/10/02 Civil Code Section 815.3, Fish and Game Code Section 1348, and other provisions of California law; E. The United States Fish and Wildlife Service (USFWS) has jurisdiction over the conservation, protection, restoration, enhancement and management of fish, wildlife and native plants and the habitats on which they depend under the Endangered Species Act, 16 U.S.C. section 1531 et seq. (ESA), the Fish and Wildlife Coordination Act, 16 U.S.C. section 661-666c and other applicable Federal laws; and F. The Conserved Habitat Lands were designated for habitat conservation purposes pursuant to that certain "Implementation Agreement Regarding the City of Carlsbad/Fieldstone/La Costa Associates Habitat Conservation Plan/On-Going Multi-Species Plan dated June 7, 1995" (the "Implementation Agreement") by Grantor's predecessor in title, the Fieldstone Company, in connection with the development of the Villages of La Costa Project in the city of Carlsbad, California (the "Project") and Grantor desires to assure Grantee and the USFWS that Grantor, and its successors, will hold the Conserved Habitat Lands conveyed hereby for the conservation purposes as required in the Implementation Agreement in accordance with and subject to the terms and conditions of this Deed; and G. Grantor intends to convey to Grantee, pursuant to this Deed, the right to preserve and protect the conservation values of the Conserved Habitat Lands in perpetuity; and H. Grantee agrees by accepting this grant to honor the intentions of Grantor stated herein and to preserve and to protect in perpetuity the Conservation Values of the Conserved Habitat Lands in accordance with the terms of this Deed for the benefit of this generation and the generations to come. COVENANTS. TERMS. CONDITIONS AND RESTRICTIONS In consideration of the above recitals and the mutual covenants, terms, conditions, and restrictions contained herein, and pursuant to California law, including Civil Code Section 815, et seq., Grantor hereby grants and conveys to Grantee a conservation easement hi perpetuity over the Conserved Habitat Lands of the nature and character and to the extent hereinafter set forth ("Conservation Easement"). 1. Purpose. The purpose of this Conservation Easement is to assure the Conserved Habitat Lands will be preserved in a natural condition in perpetuity and to prevent any use of the Conserved Habitat Lands that will materially impair or interfere with the conservation values of the Conserved Habitat Lands. Grantor intends that this Conservation Easement will confine the use of the Conserved Habitat Lands to such activities, including without limitation, those involving the preservation and enhancement of native species and their habitat in a manner consistent with the habitat conservation purposes of this Conservation Easement. 2. Rights of Grantee. To accomplish the purposes of this Conservation Easement, Grantor hereby grants and conveys the following rights to Grantee, and USFWS as a third party beneficiary of this Conservation Easement, by this Deed: HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 2 01/10/02 (a) To preserve and protect in perpetuity the Conservation Values of the Conserved Habitat Lands in accordance with this Conservation Easement and the Implementation Agreement; (b) To enter upon the Conserved Habitat Lands at reasonable times in order to monitor Grantor's compliance with and to otherwise enforce the terms of this Conservation Easement. In addition, Grantee, the USFWS or their designees may enter the Conserved Habitat Lands for research and interpretive purposes, subject to Grantor's approval, which approval shall not be withheld unreasonably; (c) To prevent any activity on or use of the Conserved Habitat Lands that is inconsistent with the purposes of this Conservation Easement and to require the restoration of such areas or features of the Conserved Habitat Lands that may be damaged by any act, failure to act, or any use by Grantor that is inconsistent with the purposes of this Conservation Easement; (d) All mineral, air and water rights necessary to protect and to sustain the biological resources of the Conserved Habitat Lands; (e) All present and future development rights, except that Grantor retains such rights as are necessary to conduct activities for the Project development as provided for in the Implementation Agreement and this Deed; and (f) To enforce by means including, without limitation, injunctive relief, the terms and conditions of this Conservation Easement. 3. Prohibited Uses. Any activity on or use of the Conserved Habitat Lands inconsistent with the habitat conservation purposes of this Conservation Easement and not specifically reserved as a right of Grantor is prohibited. Without limiting the generality of the foregoing, the following uses by Grantor and Grantor's agents are expressly prohibited unless specifically provided for in this Deed, the Implementation Agreement or any approved management plan(s) for the Conserved Habitat Lands; (a) Unseasonal watering, use of herbicides, rodenticides, or weed abatement activities, incompatible fire protection activities and any and all other uses which may adversely affect the purposes of this Conservation Easement; (b) Use of off-road vehicles except in the execution of management duties; (c) Grazing or surface entry for exploration or extraction of minerals; (d) Erecting of any building, billboard, sign excepting signs designating the boundaries and purpose of the Conserved Habitat Lands; (e) Depositing of soil, trash, ashes, garbage, waste, bio-solids or any other material; HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 3 01/10/02 (f) Excavating, dredging or removing of loam, gravel, soil, rock, sand or other material; (g) Otherwise altering the general topography of the Conserved Habitat Lands, including building of roads; (h) Removing, destroying, or cutting of trees, shrubs or other vegetation, except as required by federal, state or local law or by governmental order for (1) fire breaks, (2) maintenance of existing foot trails or roads, (3) prevention or treatment of disease or (4) for the implementation of the approved management plan. 4. Grantor's Duties. Grantor shall undertake all reasonable actions to prevent the unlawful entry and trespass by persons whose activities may degrade or harm the conservation values of the Conserved Habitat Lands. 5. Reservations and Exceptions. Notwithstanding any other provisions of this Deed, Grantor has reserved and there is excepted from the grant, transfer, assignment and conveyance of the Conservation Easement hereunder the right of Grantor, or its successors and assigns, agents or contractors, and public agencies, the right of access and easements for the purpose of planning, constructing, grading, operating, maintaining, replacing or reconstructing public or private sewer, water, utility, basins, drainage and all other public and private utilities over, under or across the Conserved Habitat Lands necessary or required for the orderly development of Grantor's "Project and Plan Activities" described in Section F/.G. of the Implementation Agreement provided any disturbed habitat is reasonably restored or mitigated, and are not otherwise inconsistent with the purpose of this Conservation Easement and the Implementation Agreement. i Said reserved activities and rights shall include, but are not limited to the following: A. PARCEL B: Compliance with City of Carlsbad oak tree relocation condition set forth in City Council Resolution 2001-318, trash removal and removal of non-native plant species. B. PARCEL C: Future water line/easement to Vallecitos Water District, trail system, utility access road to existing SDG&E 200 foot transmission corridor from future Rancho Santa Fe Road and from future Oaks Neighborhood 3.10. C. PARCEL D: Drainage structures, detention basin/access road, trail system and conversion/re-vegetation of portion of existing Rancho Santa Fe Road into trail, relocation of existing Rancho Santa Fe Road sewer line/easement to connect to facilities in Cadencia Park, relocate Meadowlark Treatment Plant access road, drainage improvements and storm drain outlet. D. PARCEL F: Carlsbad Municipal Water District waterline/easement relocation and associated appurtenances (pressure reducing station). E. PARCEL H: Utility access road to existing SDG&E 150 foot transmission corridor from future Rancho Santa Fe Road and from future Street "H". HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 4 01/10/02 Further reserving and excepting from this Deed, the reversion of fee title to Grantor on the occurrence of the condition subsequent that (i) the Conserved Habitat Lands is used for any purpose other than wildlife conservation purposes as provided in Section V.A.I, of the Implementation Agreement or (ii) the Implementation Agreement and associated HCP/OMSP is judicially invalidated, but in such event, excluding from such reversion of fee title to any Conserved Habitat Lands, an area equitably proportionate to the extent of any permanent habitat "take" under the Implementation Agreement and HCP/OMSP. 6. Grantee's Remedies. USFWS as a third party beneficiary of this Conservation Easement shall have the same rights and remedies as Grantee under this section. If Grantee determines that Grantor is in violation of the terms of this Conservation Easement or that a violation is threatened, Grantee shall give written notice to Grantor of such violation and demand in writing the cure of such violation. Grantor shall not be deemed in default until such written notice is given. If Grantor fails to cure the violation within fifteen (15) days after receipt of said written notice and demand from Grantee, or said cure reasonably requires more than fifteen (15) days to complete and Grantor fails to begin the cure within the fifteen (15) day period or fails to continue diligently to complete the cure, and if Grantor fails to notify Grantee within fifteen (15) days after receipt of Grantee's written notice of violation that Grantor disputes Grantee's determination of violation (hereinafter, Grantor's "notice of dispute"), Grantee may bring an action at law or in equity in a court of competent jurisdiction to enforce compliance by Grantor with the terms of this Conservation Easement, to recover any damages to which Grantee may be entitled for violation by Grantor of the terms of this Conservation Easement, to enjoin the violation, ex parte as necessary, by temporary or permanent injunction without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies, or for other equitable relief, including, but not limited to, the restoration of the Conserved Habitat Lands to the condition in which it existed prior to any such violation or injury. Without limiting Grantor's liability therefore, Grantee may apply any damages recovered to the cost of undertaking any corrective action on the Conserved Habitat Lands. 6.1. Insurance. The Grantor will maintain an insurance policy in a form reasonably approved by the Legal Advisor to Grantee with a minimum of $2 million of coverage per incident. If a court of competent jurisdiction determines that the Grantor has violated any term of this Conservation Easement, Grantor and Grantee agree that: (a) liability for damages is limited to acts or omissions covered by that policy and only to the dollar limits of that policy; (b) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to pay damages awarded as part of the judgment; (c) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to restore the Conserved Habitat Lands to the condition in which it existed prior to the violation; and (d) at its discretion, Grantee may agree to accept fee title to the Conserved Habitat Lands and management responsibility of the Conserved Habitat Lands. If this occurs, Grantee will receive any funds which remain in the endowment and any other funds HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 5 01/10/02 specified for the Conserved Habitat Lands. Grantee's acceptance of the Conserved Habitat Lands is subject to approval by the Department of General Services. 6.2. Cooperation. If Grantor provides Grantee with a notice of dispute, as provided herein, Grantee shall meet and confer with Grantor at a mutually agreeable place and time, not to exceed thirty (30) days from Grantee's receipt of the notice of dispute. Grantee shall consider all relevant information concerning the disputed violation provided by Grantor and shall determine whether a violation has in fact occurred and, if so, whether Grantee's notice of violation and demand for cure are appropriate in light of the violation. Grantee agrees to consider the following principles in making its determination: (a) Management activities shall be chosen for their long-term benefits to the Conserved Habitat Lands' conservation values rather than for short-term benefits; (b) Management activities that benefit habitat protection shall be chosen in favor of management activities designed to benefit individual species, except where State or Federally listed species are at issue; (c) Habitat maintenance is of primary importance in protecting the long-term conservation values of the Conserved Habitat Lands; (d) Management activities shall be chosen according to the following order of preference: (i) preventative actions shall be taken to avoid additional impact; (ii) natural restoration shall be used if appropriate, based on the magnitude of the impact, the impacts on listed or sensitive species, and the estimated time for recovery to occur; (iii) active restoration shall be required only where there are severe, long-term impacts to the Conserved Habitat Lands' Conservation Values, or where highly sensitive species are impacted; (e) If, and for so long as, Grantor is a non-profit entity organized for conservation purposes, Grantee shall consider the cost of management activities and the resources available to Grantor's successor. 6.3. Emergencies. If Grantee, in its sole discretion, determines that circumstances require immediate action to prevent or mitigate significant damage to the Conservation Values of the Conserved Habitat Lands, Grantee may pursue its remedies under this paragraph without prior notice to Grantor or without waiting for the period provided for cure, or notice of dispute, to expire. Grantee's rights under this paragraph apply equally to actual or threatened violations of the terms of this Conservation Easement. Grantor agrees that Grantee's remedies at law for any violation of the terms of this Conservation Easement are inadequate and that Grantee shall be entitled to the injunctive relief describe in this section, both prohibitive and mandatory, in addition to such other relief to which Grantee may be entitled, HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 6 01/10/02 including specific performance of the terms of this Conservation Easement, without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee's remedies described in this section shall be cumulative and shall be in addition to all remedies now or hereafter existing at law or in equity, including but not limited to, the remedies set forth in Civil Code Section 815, et seq., inclusive. If a court of competent jurisdiction determines that the Grantor has violated any term of this easement, Grantor and Grantee agree that: (a) liability for damages is limited to acts or omissions covered by the insurance policy identified in paragraph 6.1 and only to the dollar limits of that policy; (b) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to pay damages awarded as part of the judgment; (c) funds from the endowment which was created to manage the Conserved Habitat Lands cannot be used to restore the Conserved Habitat Lands to the condition in which it existed prior to the violation; and (d) at its discretion, Grantee may agree to accept fee title to the Conserved Habitat Lands and management responsibility of the Conserved Habitat Lands. If this occurs, Grantee will receive any funds which remain in the endowment and any other funds specified for the Conserved Habitat Lands. Grantee's acceptance of the Conserved Habitat Lands is subject to approval by the Department of General Services. 6.4. Conflicting Notices. If Grantor receives inconsistent or conflicting notices of violation from Grantee and from the USFWS, acting in its capacity as a third party beneficiary, Grantor shall notify Grantee and USFWS within fifteen (15) days of such receipt of the inconsistency or conflict. Grantor shall not be deemed in default or be required to take any action until such time as Grantee and the USFWS provide a joint written notice of violation. Joint notices of violation shall be treated the same as individual notices of violation under this Section 6. Specified time limits concerning notices of violation, and notices of dispute, shall be calculated from the date Grantor receives a joint notice of violation. 6.5. Costs of Enforcement. Any costs incurred by Grantee in enforcing the terms of this Conservation Easement against Grantor, including, but not limited to, costs of suit and attorneys' fees, and any costs of restoration necessitated by Grantor's violation or negligence under the terms of this Conservation Easement shall be borne by Grantor. 6.6. Grantee's Discretion. Enforcement of the terms of this Conservation Easement by Grantee shall be at the discretion of Grantee, and any forbearance by Grantee to exercise its rights under this Conservation Easement in the event of any breach of any term of this Conservation Easement by Grantor shall not be deemed or construed to be a waiver by Grantee of such term or of any subsequent breach of the same or any other term of this Conservation Easement or of any of Grantee's rights under this Conservation Easement. No delay or omission by Grantee in the exercise of any right or remedy upon any breach by Grantor shall impair such right or remedy or be construed as a waiver. HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 7 01/10/02 6.7. Department of Fish and Game Right of Enforcement. All rights and remedies conveyed to Grantee under this Conservation Easement Deed shall extend to and are enforceable by the Department of Fish and Game. 7. Conveyance "As-Is". Notwithstanding anything to the contrary contained herein, it is understood between the parties that the easement rights conveyed by this Deed are expressly subject to all matters of record as of the date of this Deed and are conveyed in an "AS IS" condition, "with all faults" as of such date. 8. Access. This Conservation Easement does not convey a general right of access to the public. 9. Costs and Liabilities. Grantor retains all responsibilities and shall bear all costs and liabilities of any kind including transfer costs, costs of title and documentation review, and costs related to the ownership, operation, upkeep, and maintenance of the Conserved Habitat Lands. 9.1. Taxes. Grantor or subsequent transferees shall pay before delinquency all taxes, assessments, fees, and charges of whatever description levied on or assessed against the Conserved Habitat Lands by competent authority (collectively "taxes"), including any taxes imposed upon, or incurred as a result of, this Conservation Easement, and shall furnish Grantee and USFWS with satisfactory evidence of payment upon request. 9.2. Hold Harmless. Grantor shall hold harmless, indemnify, and defend Grantee and its, directors, officers, employees, agents, contractors, and representatives (collectively "Indemnified Parties") from and against all liabilities, penalties, costs, losses, damages, expenses, causes of action, claims, demands, or judgments, including without limitation, reasonable attorneys' fees, arising from or in any way connected with: injury to or the death of any person, or physical damages to any Conserved Habitat Lands, resulting from any act, omission, condition, or other matter related to or occurring on or about the Conserved Habitat Lands, regardless of cause, unless due to the negligence of any of the indemnified parties. 9.3. Condemnation. The purposes of the Conservation Easement are presumed to be the best and most necessary public use as defined at Code of Civil Procedure Section 1240.680 notwithstanding of Code of Civil Procedure Sections 1240.690 and 1240.700. 9.4. Acts Beyond Grantor's Control. Nothing contained in this Grant shall be construed to entitle Grantee or DFG to require Grantor to restore or remedy any injury to or change in the Conserved Habitat Lands resulting from causes beyond Grantor's control, including, without limitation, fire, flood, storm, and earth movement, or actions by third parties, or from any prudent action taken by Grantor under emergency conditions to prevent, abate, or mitigate significant injury to the Conserved Habitat Lands resulting from such causes. 10. Assignment. This Conservation Easement is transferable as provided in sections 10 and 11, but Grantee may assign its rights and obligations under this Conservation Easement only to an entity or organization authorized to acquire and hold conservation easements pursuant to Civil Code Section 815.3 and only with the prior written approval of USFWS. Grantee shall HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 8 01/10/02 require the assignee to record the assignment in the county where the Conserved Habitat Lands is located. 11. Subsequent Transfers. The covenants, conditions, and restrictions contained in this Deed are intended to run with the land and to bind all future owners of any interest in the Conserved Habitat Lands. Grantor agrees to incorporate by reference the terms of this Conservation Easement in any deed or other legal instrument by which Grantor divests itself of any interest in all or a portion of the Conserved Habitat Lands, including, without limitation, a leasehold interest. Grantor agrees to give written notice to Grantee and the USFWS of the intent to transfer of any interest at least forty-five (45) days prior to the date of such transfer. Any subsequent transferee shall be deemed to have assumed the obligations of this Conservation Easement and to have accepted the restrictions contained herein. The failure of Grantor or Grantee to perform any act provided in this section shall not impair the validity of this Conservation Easement or limit its enforceability in any way. Grantor shall not grant additional easements or other interests in the Conserved Habitat Lands without the prior written authorization of Grantee and USFWS, which consent shall not be unreasonably withheld. 12. Notices. All notices, demands, requests, consents, approvals, or communications from one party to another shall be personally, delivered or sent by facsimile to the persons set forth below or shall be deemed given five (5) days after deposit in the United States mail, certified and postage prepaid, return receipt requested, and addressed as follows, or at such other address as any Party may from time to time specify to the other parties in writing: To Grantor: To Grantee: Also: With a copy to: Real Estate Collateral Management Company c/o Mr. Fred Arbuckle, President Morrow Development, Inc. 1903 Wright Place, Suite 180 Carlsbad, CA 92008 FAX: (760)929-2705 Regional Manager Department of Fish and Game 330 Golden Shore, Suite 50 Long Beach, CA 90802 FAX: General Counsel Department of Fish and Game Legal Affairs Division 1416 Ninth Street, 12th Floor Sacramento, California 95814-2090 Field Supervisor United States Fish and Wildlife Service 2730 Loker Avenue Carlsbad, California 92008 Fax No. (760)431-9440 HCP/Conservation Easement Deed 27817-2/1705633.3 (Word)01/10/02 The parties agree to accept facsimile signed documents and agree to rely upon such documents as if they bore original signatures. Each party agrees to provide to the other parties, within seventy-two (72) hours after transmission of a facsimile, documents which bear the original signatures. 13. Extinguishment. This Conservation Easement may not be extinguished or abandoned by Grantor and Grantee without the prior written consent of USFWS. If the USFWS consent is provided, this Conservation Easement may be extinguished or abandoned by Grantor and Grantee by mutual written agreement upon the request of either party only after the requesting party acquires and records a perpetual conservation easement in the name of the State of California at an alternative location, which provides conservation values that satisfy the specific mitigation purposes of this Conservation Easement as stated in Paragraph F. 14. Amendment. This Conservation Easement may be amended by Grantor, Grantee and USFWS by mutual written agreement. Any such amendment shall be consistent with the purposes of this Conservation Easement and the Implementation Agreement, and, except as provided in Section 13, shall not affect its perpetual duration. Any such amendment shall be recorded in the official records of San Diego County, State of California. 15. Recordation. Grantee shall promptly record this instrument in the official records of San Diego County, California and immediately notify the Grantee and USFWS through the mailing of a conformed copy of the recorded easement. 16. Estoppel Certificates. Upon request by Grantor, DFG shall within fifteen (15) days execute and deliver to Grantor any document, including an estoppel certificate, which certifies Grantor's compliance with any obligation of Grantor contained in this Deed and otherwise evidences the status of this Grant as may be requested by Grantor. 17. General Provisions. (a) Controlling Law. The interpretation and performance of this Conservation Easement shall be governed by the laws of the State of California and applicable federal law. Any subsequent amendment or repeal of federal or state law or order which authorizes this Deed shall not affect the rights conveyed to the Grantee or its successors or assigns. (b) Liberal Construction. Any general rule of construction to the contrary notwithstanding, this Conservation Easement shall be liberally construed to effect the purpose of this Implementation Agreement, Conservation Easement, and the policy and purpose Civil Code Section 815, et seq. If any provision in this instrument is found to be ambiguous, an interpretation consistent with the purposes of this Conservation Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. (c) Severability. If a court of competent jurisdiction voids or invalidates on its face any provision of this Deed, such action shall not affect the remainder of this Conservation Easement Deed. If a court of competent jurisdiction voids or invalidates the HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 10 01/10/02 application of any provision of this Deed to a person or circumstance, such action shall not affect the application of the provision to other persons or circumstances. (d) Entire Agreement. This instrument sets forth the entire agreement of the parties with respect to the Conservation Easement and supersedes all prior discussions, negotiations, understandings, or agreements relating to the Conservation Easement all of which are merged herein. No alteration or variation of this instrument shall be valid or binding unless contained in an amendment in accordance with Section 14. This Deed is intended to implement the Implementation Agreement and is consistent therewith. (e) No Forfeiture. Nothing contained herein will result in a forfeiture or reversion of Grantor's title in any respect. (f) Successors. The covenants, terms, conditions, and restrictions of this Deed shall be binding upon, and inure to the benefit of, the parties hereto and their respective personal representatives, heirs, successors, and assigns and shall continue as a servitude running in perpetuity with the Conserved Habitat Lands. The covenants hereunder benefitting Grantee shall also benefit USFWS. (g) Termination of Rights and Obligations. A party's rights and obligations under this Conservation Easement shall terminate only upon transfer of the party's interest in the Conservation Easement or Conserved Habitat Lands (respectively), except that liability for acts or omissions occurring prior to transfer shall survive transfer. (h) Captions The captions in this instrument have been inserted solely for convenience of reference and are not a part of this instrument and shall have no effect upon construction or interpretation. (i) Counterparts. The parties may execute this instrument in two or more counterparts, which shall, in the aggregate, be signed by Grantor and Grantee; each counterpart shall be deemed an original instrument as against any party who has signed it. In the event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. (j) Exhibits. All Exhibits referred to in this Deed are attached and incorporated herein by reference. (k) Federal or State Appropriations. The duty of USFWS and CDFG to carry out their respective obligations under this Easement shall be subject to the availability of appropriated funds. HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 11 01/10/02 IN WITNESS WHEREOF, Grantor has caused this Conservation Easement Deed to be executed as of the day and year first above written. GRANTOR: REAL ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation David A. Watts Its: Vice President HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 12 01/10/02 CERTIFICATE OF ACCEPTANCE This is to Certify that the interest in real property conveyed by the Conservation Easement Deed by Real Estate Collateral Management Company, dated , 2002 to the State of California, Grantee, acting by and through its Department of Fish and Game (the "Department"), a governmental agency (under Government Code §27281), is hereby accepted by the undersigned officer on behalf of the Department, pursuant to authority conferred by resolution of the California Fish and Game Commission on GRANTEE: STATE OF CALIFORNIA, by and through, DEPARTMENT OF FISH AND GAME By: Title: Authorized Representative Date: Approved as to Form: ANN S. MALCOLM, Deputy General Counsel CALIFORNIA DEPARTMENT OF FISH AND GAME HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 13 01/10/02 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT ?o tfe M* r y i Name and Title of Officer (e.g., "Jane Doe, Notary Public! personally appeared Name(s) of Signer(s) 0 personally known to me D proved to me on the basis of satisfactory evidence MICHELE POLITO k Commission #1332338 | Notary Public - California | San Diego County F My Oynm. Expires Nov 29.2005^ LBM<BV«U> miii •»»" 'i»i "it w *» * to be the person(e) whose name(«) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity (ies), and that by his/hcr/thc'ii" signature(e) on the instrument the person(«), or the entity upon behalf of which the person(«} acted, executed the instrument. WITNESS my hand and official seal. Signature ol Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Desertion of Attached Document Title or Type ohDocument:. Document Date:. Number of Pages:. Signer(s) Other Than NamfedAbove: Capacity(ies) Claimed by Signer's Name: jier D Individual D Corporate Officer — Title(s): D Partner — D Limited D General D Attomey-in-Fact D Trustee D Guardian or Conservator D Other: RIGHT THUMBPRINT OF SIGNER ip ottfeugib here Signer Is Representing:, © 1999 National Notary Association • 9350 De Solo Ave.. P.O. Box 2402 • Chatsworth. CA 91313-2402 • www.nationalnotary.org Reorder: Call Toll-Free 1-800-876-6827 THE STATE OF CALIFORNIA ) ) COUNTY OF SAN DIEGO ) On , 2001, before me, (name of Notary Public), a Notary Public in and for said State, duly commissioned and sworn, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity(ies), and that by his signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public in and for State of California My commission expires: (NOTARIAL SEAL) HCP/Conservation Easement Deed 27817-2/1705633.3 (Word) 15 01/10/02 EXHIBIT "A" LEGAL DESCRIPTION PARCEL "A" JHAT PORTION OF LOTS 5, 6 AND 8 OF RANCHO LAS ENCINITAS, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 848 FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER SEPTEMBER 15,1911, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE WEST HALF OF SAID LOT 6 AS SHOWN ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001, THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHERLY LINE OF SAID LOT 6, SOUTH 87°34'45" WEST, 1315.66 FEET TO THE NORTHEAST CORNER OF LOT 8 OF SAID MAP NO. 848; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE EASTERLY LINE OF SAID LOT 8, SOUTH 02°28'57'' EAST, 179.83 FEET TO A POINT ON THE BOUNDARY OF CARLSBAD TRACT NO. 75-9(B), UNIT NO. 2, ACCORDING TO MAP THEREOF NO. 9959, FILED IN THE OFFICE OF SAID COUNTY RECORDER DECEMBER 31. 1980; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE BOUNDARY OF MAP NO. 9959, NORTH 70°35'22" WEST, 101.65 FEET; THENCE NORTH 51°10'43" WEST, 520.05 FEET; THENCE NORTH 45°04I12B WEST, 55.77 FEET; THENCE NORTH 27°47'27n WEST, 62.19 FEET; THENCE NORTH 71°44'24" EAST, 7.25 FEET TO A LINE PARALLEL WITH AND 300.00 FEET NORTHERLY OF THE SOUTHERLY LINE OF SAID LOT6; THENCE LEAVING SAID BOUNDARY OF RECORD OF SURVEY NO. 17206 AND THE BOUNDARY OF MAP NO. 9959 ALONG SAID PARALLEL LINE, NORTH 87°34'4511 EAST, 1858.88 FEET TO THE EASTERLY LINE OF THE WESTERLY HALF OF SAID LOT 6, SAID POINT BEING A POINT ON THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID EASTERLY LINE OF LOT 6, SOUTH 02°18'58" EAST, 300.00 FEET TO THE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "A" CONTAINS 12.575 ACRES MORE OR LESS. PAGE 1 OF 2 :GM M:\2352\12\legal descriptions\a24 parcel a- conservatory ease.doc WO 2352-12 12/13/01 DAVID W. AMBLER L.S. 7322 4HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM M:\2352\12\IegaI descripfons\a24 parcel a- conservatory ease.doc WO 2352-12 12/13/01 PARCEL A LAS ENCJNJTAS MAP 848 MAP 11575 N 71'44'24'E 7.25'fiT34'45"E 1858.88 PARCEL AROS '172082T47'2762.19'12.575 ACRES N~8T34'45"E 1315.66'N 45-04 12"W 55.77' N 02'28'57"W 179.83'MAP 9959 N 70'35'22"W^ . 101.65' ' -V ^ & <&/ ,/^ >' AN V ,^ O^<?,^ -V>' S.E C0/SME7? OF MC b'x 1/2 OF LOT 6 MAP NO. 848 HUNSAKER & ASSOCIATES SAN D I E C O, INC PLANNING W179 Huemekens Street ENGINEERING San Diego, Ca 921Z1 SURVEYING PH(858)S5M500- FX(8S8)558-1414 EXHIBIT 'A-l' SHEET 1 OF 1 R:\0261\&UAP\EP-HCPacres-PCL-A1.0WG W.O. 2352-12 EXHIBIT "B" LEGAL DESCRIPTION PARCEL "B" THAT PORTION OF LOT 5 OF RANCHO LAS ENCINITAS, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER SEPTEMBER 15,1911, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SANTA FE KNOLLS UNIT NO. 3, CARLSBAD TRACT NO. 85-5, ACCORDING TO MAP THEREOF NO. 11575, FILED IN THE OFFICE OF THE COUNTY RECORDER ON JULY 22,1985; (SAID CORNER BEING AT THE NORTHERLY TERMINUS OF THAT LINE DESCRIBED AS NORTH 37°38'5r EAST 118.82 FEET PER SAID MAP 11575); THENCE ALONG THE BOUNDARY OF SAID MAP NO. 11575 AND THE BOUNDARY OF RECORD OF SURVEY NO. 17206, FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001, SOUTH 37°52'10" WEST, 118.60 FEET; THENCE SOUTH 18°11'49" WEST, 277.49 FEET TO A POINT ON A NON-TANGENT 330.00 FOOT RADIUS CURVE, CONCAVE SOUTHERLY, A RADIAL LINE TO SAID POINTS BEARS NORTH 7°08'30" WEST; THENCE WESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 6°50'08" A DISTANCE OF 39.37 FEET; THENCE SOUTH 76°01'23" WEST, 159.08 FEET TO THE BEGINNING OF A TANGENT 25.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY; THENCE WESTERLY AND NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 86°48f04" A DISTANCE OF 37.87 FEET TO A POINT ON A REVERSING 942.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY, SAID POINT ALSO BEING ON THE EASTERLY RIGHT OF WAY OF CAMINO DE LOS COCHES BEING 84.00 FEET WIDE; THENCE LEAVING SAID MAP BOUNDARIES NORTHWESTERLY ALONG SAID RIGHT OF WAY AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 10°59'3r A DISTANCE OF 180.72 FEET TO A POINT ON A PUBLIC ROAD EASEMENT PER DOCUMENT RECORDED NOVEMBER 1, 1985 AS FILE NO. 85-411416 OF OFFICIAL RECORDS; THENCE ALONG THE EASTERLY SIDELINE OF SAID EASEMENT NORTH 28°10'041' WEST, 97.84 FEET; THENCE LEAVING SAID EASTERLY SIDELINE NORTH 47°40'00" EAST 129.65 FEET; THENCE NORTH 66°00'00" EAST, 175.00 FEET; THENCE NORTH 34°00'00" EAST, 55.00 FEET; THENCE PAGE 1 OF 2 :GM M:\2352\12\legal descriptions\a25 parcel b- conservatory ease.doc WO 2352-12 12/13/01 NORTH 78°30'00'f EAST, 83.00 FEET; THENCE NORTH 61015'00" EAST, 73.00 FEET; THENCE SOUTH 88°00'00" EAST, 108.00 FEET; THENCE SOUTH 31 WOO" EAST, 75.00 FEET; THENCE SOUTH 76°20'00" EAST, 84.00 FEET; THENCE SOUTH 23°00'00" EAST, 88.00 FEET TO AN ANGLE POINT ON THE BOUNDARY OF SAID MAP NO. 11575 AND THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206; THENCE ALONG SAID BOUNDARIES NORTH 62°52'54" WEST, 101.12 FEET; THENCE NORTH 89049'55n WEST, 106.19 FEET TO THE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "B" CONTAINS 3.743 ACRES, MORE OR LESS. '../2JL DAVID W. AMBLER LS. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM M:\2352\12\legal descriptions\a25 parcel b- conservatory ease.doc WO 2352-12 12/13/01 PARCEL RANCHO LAS ENcJNITAS MAP 848 LOT 5N8&00'00"W 108.00'N6n500E 73.00' N78-30WE 83.00'N31'0000"W 75.00' ROS 12915 N76'2000"W 84.00' ROAD EASE, 9/1/1985, F/P. 85-411416, O.R. N89'4955"W 106.19' PARCEL B MOST N'LY CORNER MAP 11575PARCEL MAP -11575 NOr08'30"W(R) 06'50'0 R=330.00'MAP 11638 R=25.00' L=37.87' HUNSAKER & ASSOCIATES PLANNING 10179 Huemekens Street ENQNEERING San Diego, & 92121 SURVEYING PH(858)55«-4500- FX(858)558-1414 EXHIBIT 'B-l' SHEET 1 OF 1 R:\0261\SMAP\EP-HCPacres-PCL-B1.DWG W.O. 2352-12 EXHIBIT "C" LEGAL DESCRIPTION PARCEL "C" THAT PORTION OF THE WEST HALF OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO OFFICIAL PLAT THEREOF, AND THAT PORTION OF LOT 6 OF RANCHO LAS ENCINITAS, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER SEPTEMBER 15, 1911, ALL IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTH QUARTER CORNER OF SAID SECTION 32 AS SHOWN ON RECORD OF SURVEY NO. 17206, FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SOUTH 00°36'13" WEST, 4096.97 FEET; THENCE SOUTH 76°20'53" WEST, 1160.07 FEET; THENCE SOUTH 02°18'58n EAST, 1246.35 FEET; THENCE LEAVING SAID RECORD OF SURVEY BOUNDARY, NORTH 35000'00H WEST, 95.63 FEET; THENCE NORTH 28°00'00" WEST, 278.00 FEET; THENCE NORTH 11°00'00n WEST, 408.14 FEET; THENCE NORTH 05°00'00" EAST, 208.12 FEET; THENCE NORTH 14°35'00" WEST, 236.55 FEET; THENCE NORTH 60°00'00" EAST, 57.61 FEET; THENCE NORTH 17°19'00" WEST, 89.10 FEET; THENCE NORTH 64°50'48n WEST, 41.12 FEET; THENCE NORTH 17°00'00M WEST, 74.89 FEET; THENCE NORTH 02027'00n WEST, 53.52 FEET; THENCE NORTH 45°00'00" EAST, 17.22 FEET; THENCE NORTH, 10.00 FEET; THENCE NORTH 45°OOW WEST 12.00 FEET; THENCE NORTH 02°27'00" WEST, 169.40 FEET; THENCE NORTH 16°00'00" WEST, 169.58 FEET; THENCE NORTH 08°00'00" WEST, 45.00 FEET; THENCE NORTH 20°50'00" WEST, 138.00 FEET; THENCE NORTH 41°00'00n WEST, 69.00 FEET; THENCE NORTH 56000'00" WEST, 155.00 FEET; THENCE NORTH 35°00'00" WEST, 38.00 FEET; THENCE NORTH 55°30'00" EAST, 90.00 FEET; THENCE NORTH 21040W EAST, 95.00 FEET; THENCE NORTH 22°00'00" WEST, 88.00 FEET; THENCE NORTH 44°00'00" WEST, 47.00 FEET; THENCE NORTH 22°15'00" WEST, 220.00 FEET; THENCE NORTH 43°00'00" WEST, 189.23 FEET; THENCE NORTH 05°00'00" WEST, 102.05 FEET; THENCE NORTH 75°00'00" WEST, 102.84 FEET; THENCE NORTH 00°07'48" WEST, 172.11 FEET; THENCE NORTH 18°40'00" WEST, 128.00 FEET; THENCE NORTH 19°00'00" EAST, 81.00 PAGE 1 OF 3 :GM M:\2352\12Megal descriptions\a26 parcel c- conservatory ease.doc WO 2352-12 12/13/01 FEET; THENCE NORTH OrOO'OCT EAST, 32.00 FEET; THENCE NORTH 14°00'00" WEST, 43.00 FEET; THENCE NORTH 59°40'00n EAST, 113.00 FEET; THENCE SOUTH 67°35'00" EAST, 45.00 FEET; THENCE NORTH 40°45'00" EAST, 72.36 FEET; THENCE NORTH 64°13'46n WEST, 120.41 FEET; THENCE SOUTH 48°45100" WEST, 142.72 FEET; THENCE NORTH 44°40'OOnWEST, 169.26 FEET; THENCE NORTH 58° 1 ZOO" WEST, 81.00 FEET; THENCE NORTH 74°00'00" WEST, 113.00 FEET; THENCE NORTH 04°56'00n EAST, 315.00 FEET; THENCE NORTH 01°08'30n EAST, 368.00 FEET; THENCE NORTH 04°41'40" WEST, 413.00 FEET; THENCE NORTH 46°30'00" WEST, 46.00 FEET; THENCE NORTH 32°00'00" EAST, 22.00 FEET; THENCE NORTH 08°00'00" EAST, 65.91 FEET; THENCE SOUTH 82°24'0911 EAST, 19.63 FEET TO A CORNER OF THAT LAND DESCRIBED IN DEED TO THE SAN MARCOS COUNTY WATER DISTRICT RECORDED AUGUST 20,1981 AS DOCUMENT NO. 81-266030, OF OFFICIAL RECORDS; THENCE EASTERLY ALONG THE SOUTHERLY LINE OF SAID DEED, SOUTH 47°36'16" EAST, 187.00 FEET; THENCE NORTH 87007'44H EAST, 618.80 FEET; THENCE SOUTH 89°32'46n EAST, 628.00 FEET; THENCE NORTH 72058'44n EAST, 288.60 FEET; THENCE NORTH 00°00'16n WEST, 81.00 FEET; THENCE LEAVING SAID DEED, NORTH 48°26140M EAST, 390.95 FEET; THENCE NORTH OO^'SO" WEST, 376.25 FEET; THENCE NORTH 89°53'58" WEST, 1027.49 FEET; THENCE NORTH, 118.53 FEET; THENCE NORTH 75°00'00" WEST, 60.00 FEET; THENCE NORTH SSWOO" WEST, 44.05 FEET TO A POINT ON THE NORTH SECTION LINE OF SAID SECTION 32 AS SHOWN ON L.S. MAP NO. 443 FILED IN THE OFFICE OF THE COUNTY RECORDER AUGUST 18, 1932, AND SHOWN ON RECORD OF SURVEY NO. 17206; THENCE ALONG SAID NORTH SECTION LINE, SOUTH 89053'58n EAST, 217.20 FEET TO A POINT ON THE EASTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206; THENCE FOLLOWING THE BOUNDARY OF SAID RECORD OF SURVEY, SOUTH 00°08'32" WEST, 14.93 FEET; THENCE NORTH 89°27'22" EAST, 1327.18 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT LAND AS DESCRIBED IN THE DEED RECORDED JULY 25, 1980 AS FILE NO. 80-233966, OF OFFICIAL RECORDS, SAID LAND DESCRIBED AS THE "NOT A PART" PARCEL DESIGNATED AS (D1) ON SAID RECORD OF SURVEY NO. 17206. THE HEREIN ABOVE DESCRIBED PARCEL "C" CONTAINS 165.973 ACRES, MORE OR LESS. PAGE 2 OF 3 :GM M:\2352\12\legal descriptions\a26 parcel c- conservatory ease.doc WO 2352-12 12/13/01 DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 3 OF 3 :GM M:\2352\12\legal descriptions\a26 parcel c- conservatory ease.doc WO 2352-12 12/13/01 PARCEL C NUMBER LI 12 L3 L4 L5 L6 17 L8 L9 UQ L11 L12 L1J L14 L15 L16 L17 L18 U9 BEARING N18'40'00"W N19'00'00"E N0 1' 00 WE N14'00'00"W N59'40'00"E N67"35'00"W N40'45'00"E N64'13'46"W N48'45'00"E N44'40'00°W N58'12'00"W N74'00'00°W N46'30'00"W N32'00'00"E NOS'OOWE N82'24'09"W NOO'00'16°W N75'00'00"W __j N35-00'00"W DISTANCE 128.00' 81.00' 32.00' 43.00' 113.00' 45.00' 72.36' 120.41' 142.72' 169.26' 81.00' 113.00' 46.00' 22.00' 65.91' 19.63' 81.00' 60.00' 44.05' m N89'53'58r*W 217.20' SECTION LINE PER LS ' MAP 443 AS SHOWN ON ROS 17206 ROS 13913 MAP 13158 PM 13763 N8707'44nE 618.80' __ MAHR RESERVOIR DEED, 8/20/1981, F/P. 81-266030, O.K. N 1/4 CORNL SECTION 32 FOBNOO'08'32"E J4'9J/SL'Y LINE MAP 13156 PARCEL \ N89'27'22"E 1327.18' N.A.P,N7Z58'44"E 288.60' N89'32'46"W 628.00' L17 DEED, 7/25/1980, F/P. 80-233966, O./T EXCEPTION I ' RAJ (01) 2.741 ACRES 1/2 SECTION 32 12 S, R3W, SBM HUNSAKER & ASSOCIATES SAN DieCO, INC PMNN1NC 10179 Huemckens Street ENC3NEERING San Dfego, Ca 92121 SURVEYING PH(858)558-4500- FX(8S8)558-1414 PARCEL C 165.972 ACRES ROS 17208 SEE SHEET NO. 2 COT-- CO CD IO CO O) CD O 0> 1 CO CO N- CC Q, EXHIBIT 'C-l' SHEET 1 OF 2 R:\0261 \&MAP\EP-HCPacres-PCl-C1.DWG W.O. 2352-12 PARCEL C m SEE SHEET NO. 1 a, CD -1 NUMBER LI 12 L3 L4 L5 L6 L7 L8 L9 L10 L11 LI 2 L13 L14 LI 5 L16 L17 L18 U9 L20 L21 L22 L23 L24 L25 L26 BEARING N60-OOWE N1T19'00°W N64'50'48"W N1TOO'00°W N02'27'00"W N45'00'00"E NOO'OOWE N45'00'00°W N02'27'00°W N16"00'00"W N08"00'00°W N20'50'00"W N41'00'00"W N56"00'00°W N35'00'00°W N55'30'00"E N2r40'00"E N22"00'00"W N44'00'00"W N22'15'00"W N43'00'00"W NOS'OOWW N75'00'00"W j NOO'07'48"W N18'40'00"W N19'00'00"E DISTANCE 57.61' 89. W' 41.12' 74.89' 53.52' 17.22' 10.00' 12.00' 169.40' 169.58' 45.00' 138.00' 69.00' 155.00' 38.00' 90.00' 95.00' 88.00' 47.00' 220.00' 189.23' 102.05' 102.84' 172.11' 128.00' 81.00' HUNSAKER & ASSOCIATES SAM DIEGO. INC W 1/2 SECTION 32 T 12S, R3W, S3M PARCEL C /65.97J RANCHO LAS ENClNiTAS ROS 13S55 N28'00'00"W< 278.00' N35W'00"W 95.63' PLANNING 10179 Huenrakens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(8S8)558-4SOO- fX(858)558-1414 EXHIBIT 'C-2' SHEET 2 OF 2 R:\0261\&MAP\EP-HCPacres-PCL-C2.DWG W.O. 2352-12 EXHIBIT "D" LEGAL DESCRIPTION PARCEL "D" THAT PORTION OF SECTIONS 31 AND 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF AND THAT PORTION OF PARCELS 3 AND 4 AND THE AREA SHOWN AND DESCRIBED AS "NOT A PART" OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27, 1980, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SECTION 30 PER L.S. MAP NO. 443 FILED IN THE OFFICE OF SAID COUNTY RECORDER AUGUST 18,1932, AS SHOWN AND DESCRIBED ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE SOUTHERLY LINE OF SECTION 29, SOUTH 89°53'58" EAST, 177.56 FEET; THENCE LEAVING SAID SOUTHERLY LINE, SOUTH 31°05'30" EAST, 36.33 FEET; THENCE SOUTH 01°OOW EAST, 119.00 FEET; THENCE SOUTH 22°00'00" WEST, 121.00 FEET; THENCE SOUTH 20015W WEST, 100.00 FEET; THENCE SOUTH 16°10'00" WEST, 135.00 FEET; THENCE SOUTH 07°50'00" EAST, 90.00 FEET; THENCE SOUTH 34°OOW WEST, 58.00 FEET; THENCE SOUTH 11°30'00" WEST, 174.00 FEET; THENCE SOUTH 22°30W WEST, 47.00 FEET; THENCE SOUTH, 36.00 FEET; THENCE SOUTH 26°00'00" WEST, 54.00 FEET; THENCE SOUTH OSWOO" WEST, 41.00 FEET; THENCE SOUTH 10000'00" EAST, 94.00 FEET; THENCE SOUTH SO-OO'OO" EAST, 30.00 FEET; THENCE SOUTH 20°00'00" WEST, 85.00 FEET; THENCE SOUTH OS'SOW WEST, 102.00 FEET; THENCE SOUTH OO^O'DO" WEST, 121.00 FEET; THENCE SOUTH irOOW EAST, 97.00 FEET; THENCE SOUTH 02°00'00" EAST, 129.00 FEET; THENCE SOUTH 31 WOO" WEST, 87.00 FEET; THENCE SOUTH 15°26'21" WEST, 122.48 FEET TO A POINT ON THE SOUTHWESTERLY SIDELINE OF THE EASEMENT GRANTED TO SAN DIEGO GAS AND ELECTRIC COMPANY BY DOCUMENT RECORDED MARCH 23, 1954 IN BOOK 5179, PAGE 433 OF OFFICIAL RECORDS; THENCE ALONG SAID SOUTHWESTERLY SIDELINE, NORTH 64°13'46" WEST, 803.21 FEET TO AN ANGLE POINT ON THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID SOUTHWESTERLY PAGE 1 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 SIDELINE, NORTH 64°13'46" WEST, 1326.91 FEET TO THE NORTHWEST CORNER OF CARLSBAD TRACT NO. 76-3, (LA COSTA VALE UNIT NO. 4) ACCORDING TO MAP THEREOF NO. 8583 FILED IN THE OFFICE OF SAID COUNTY RECORDER MAY 25, 1977; THENCE LEAVING SAID SOUTHWESTERLY SIDELINE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE NORTHWESTERLY BOUNDARY OF SAID MAP NO. 8583, SOUTH 43°29'22" WEST, 477.47 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-20, (LA COSTA VALE) UNIT NO. 3, ACCORDING TO MAP THEREOF NO. 7950 FILED IN THE OFFICE OF SAID COUNTY RECORDER JUNE 3,1974, SAID POINT BEING ON A 1,720.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 43°29'22" WEST, THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 NORTHWESTERLY ALONG SAID NORTHERLY BOUNDARY OF MAP NO. 7950 AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 02°50'00 A DISTANCE OF 85.06 FEET; THENCE NORTH 43°40'38'' WEST 445.17 FEET TO THE BEGINNING OF A NON-TANGENT CURVE, CONCAVE SOUTHERLY HAVING A RADIUS OF 455.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 46°20'50" EAST; THENCE NORTHWESTERLY, WESTERLY AND SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 96°52'45' A DISTANCE OF 769.34 FEET; THENCE NON-TANGENT FROM SAID CURVE SOUTH 39°34'53" WEST 153.56 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 780.00 FEET; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 09000*34" A DISTANCE OF 122.65 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-20, UNIT NO. 2, ACCORDING TO MAP THEREOF NO. 7779 FILED IN THE OFFICE OF SAID COUNTY RECORDER OCTOBER 26,1973; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ALONG THE NORTHERLY AND WESTERLY BOUNDARY OF SAID MAP NO. 7779, NORTH 7100r49" WEST, 268.99 FEET; THENCE NORTH 43°59'48" WEST, 965.08 FEET; THENCE NORTH 71°12'19" WEST, 276.64 FEET; THENCE SOUTH 77°41'0611 WEST, 289.89 FEET; THENCE NORTH 59°52'16" WEST, 121.71 FEET; THENCE SOUTH 83°40'4r WEST, 114.60 FEET; THENCE SOUTH 14°40'4r WEST, 230.01 FEET; THENCE SOUTH 28002'3r WEST, 436.04 FEET; THENCE SOUTH 18°27'29" EAST, 218.12 FEET; THENCE SOUTH 25°03'02" WEST, 165.00 FEET; THENCE NORTH 64°56'58" WEST, 299.69 FEET; THENCE SOUTH 00°24'20" WEST, 1368.09 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF LA COSTA SOUTH UNIT NO. 5 ACCORDING TO MAP THEREOF NO. 6600 FILED IN THE OFFICE OF SAID COUNTY RECORDER MARCH 10,1970; THENCE PAGE 2 OF 7 :GM \\Pcserver\Mapping\2352\12Megal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE NORTHERLY BOUNDARY OF SAID MAP NO. 6600, NORTH 84°57116B WEST, 81.55 FEET TO THE BEGINNING OF A NON-TANGENT 48.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 84°57'16" EAST; THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 53°18'48" A DISTANCE OF 44.66 FEET TO A POINT ON A NON-TANGENT 780.00 FOOT RADIUS CURVE CONCAVE WESTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 88°20'23" WEST; THENCE LEAVING SAID NORTHERLY BOUNDARY OF MAP NO. 6600, NORTHERLY ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE 24020'17" A DISTANCE OF 331.33 FEET; THENCE NORTH 22°40'39'1 WEST, 475.00 FEET TO A POINT ON THE SOUTHEASTERLY BOUNDARY OF CARLSBAD TRACT NO. 81-29 ACCORDING TO MAP THEREOF NO. 11423 FILED IN THE OFFICE OF SAID COUNTY RECORDER JANUARY 20,1986; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID SOUTHEASTERLY BOUNDARY OF MAP NO. 11423, NORTH 25°02'17" EAST, 554.80 FEET; THENCE NORTH 64°55'08" WEST, 111.71 FEET TO THE SOUTHEASTERLY CORNER OF CARLSBAD TRACT NO. 75-4 (LA COSTA ESTATES NORTH) ACCORDING TO MAP THEREOF NO. 8302 FILED IN THE OFFICE OF SAID COUNTY RECORDER MAY 5, 1976; THENCE LEAVING THE NORTHEASTERLY BOUNDARY OF MAP NO. 11423 AND CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHEASTERLY BOUNDARY OF SAID MAP NO. 8302, NORTH 24°53'4r EAST, 100.00 FEET; THENCE NORTH 03002I40" WEST, 495.42 FEET; THENCE NORTH 20°27'42'' EAST, 279.97 FEET; THENCE NORTH 05°34'121'WEST, 129.96 FEET; THENCE NORTH 3605Q'12n EAST, 345.57 FEET; THENCE NORTH 52°25'18' EAST, 159.63 FEET TO A POINT ON THE WESTERLY BOUNDARY OF PARCEL MAP NO. 10179 FILED IN THE OFFICE OF SAID COUNTY RECORDER JUNE 27,1980; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL MAP NO. 10179, NORTH 04°03'0411 EAST, 156.23 FEET; THENCE NORTH 44°29'24" EAST, 247.31 FEET; THENCE NORTH 25°46'14" EAST, 324.83 FEET TO A POINT ON THE NORTHEASTERLY SIDELINE OF THE EASEMENT GRANTED TO SAN DIEGO GAS AND ELECTRIC COMPANY BY DOCUMENT RECORDED MARCH 23,1954 IN BOOK 5179, PAGE 433 OF OFFICIAL RECORDS; THENCE CONTINUING ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID NORTHEASTERLY SIDELINE, NORTH 64°13'46" WEST, 399.90 FEET TO THE BEGINNING OF A NON-TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A PAGE 3 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 RADIUS OF 642.00 FEET, A RADIAL LINE TO SAID POINT BEARS SOUTH 40029'54" EAST; THENCE LEAVING SAID NORTHEASTERLY SIDELINE, NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 22°11'25° A DISTANCE OF 248.64 FEET; THENCE NORTH 27°18'4r EAST, 449.23 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SOUTH 62033150" EAST, 49.04 FEET; THENCE SOUTH 81°06W EAST, 98.00 FEET; THENCE NORTH 76040W EAST, 58.50 FEET; THENCE NORTH 51°56W EAST, 150.00 FEET; THENCE NORTH 43°56'00" EAST, 115.45 FEET; THENCE NORTH 32°55'QO" EAST, 100.50 FEET; THENCE SOUTH 80000'00" EAST, 6.40 FEET; THENCE SOUTH irOO'OO" EAST, 72.50 FEET; THENCE SOUTH 67°00'00" EAST, 44.00 FEET; THENCE NORTH 73°43'00" EAST, 76.40 FEET; THENCE NORTH 60035W EAST, 46.00 FEET; THENCE SOUTH 60°30'18" EAST, 65.50 FEET; THENCE SOUTH 29°29'42" WEST, 14.79 FEET; THENCE SOUTH 04°56'53>I EAST, 337.03 FEET; THENCE SOUTH 38°14'07>I EAST, 71.75 FEET; THENCE SOUTH 77059I44" EAST, 688.48 FEET; THENCE NORTH 55040'37" EAST, 188.25 FEET; THENCE NORTH 35°16'24" EAST, 107.98 FEET; THENCE NORTH 05°34'32" EAST, 125.23 FEET; THENCE NORTH 26°55I13" WEST, 207.65 FEET; THENCE NORTH 08°33'31" WEST, 144.27 FEET; THENCE NORTH 20°42'23" WEST, 108.39 FEET; THENCE NORTH 35°32'42" WEST, 164.56 FEET; THENCE NORTH 00°10'16" EAST, 124.34 FEET; THENCE NORTH 64013I15" EAST, 288.53 FEET; THENCE SOUTH 53°14'03" EAST, 56.03 FEET; THENCE SOUTH 74049'20" EAST, 273.86 FEET; THENCE SOUTH 88°49'28" EAST, 197.84 FEET; THENCE NORTH 63°35'43' EAST, 273.39 FEET; THENCE NORTH 10051'321' EAST, 214.64 FEET; THENCE NORTH 13°05'46" WEST, 173.61 FEET; THENCE NORTH 21D29'16" EAST, 85.86 FEET; THENCE NORTH 14°19'33" WEST, 222.63 FEET; THENCE NORTH 29°45I45B EAST, 76.63 FEET; THENCE NORTH 51°10'03" WEST, 126.13 FEET; THENCE NORTH 38°49'57" EAST, 44.74 FEET; THENCE NORTH 80°45'00" EAST, 55.00 FEET; THENCE NORTH 48°20100I> EAST, 50.00 FEET; THENCE NORTH 31°35W EAST, 112.00 FEET; THENCE NORTH 74°11'00" EAST, 103.50 FEET; THENCE SOUTH 44°49'00" EAST, 186.45 FEET; THENCE NORTH 62°45'00I> EAST, 120.00 FEET; THENCE NORTH 72°30W EAST, 115.00 FEET; THENCE NORTH 57020'00" EAST, 80.00 FEET; THENCE NORTH 37°25'00" EAST, 75.00 FEET; THENCE NORTH 11035'00" EAST, 172.00 FEET; THENCE NORTH IS'ISW WEST, 63.00 FEET; THENCE NORTH 72°50'00" WEST, 90.00 FEET; THENCE NORTH 82°40'00" WEST, 78.00 FEET; THENCE NORTH 48°00'00B WEST, 30.00 FEET; THENCE NORTH 10°30'00" EAST, 97.00 FEET; THENCE NORTH 00°30'00" WEST, 53.00 FEET; THENCE NORTH 16050'00"WEST, 90.00 FEET; THENCE NORTH 46°10'00" WEST, 70.00 FEET; THENCE NORTH 33°20'00" EAST, 92.00 FEET; THENCE SOUTH 66°OOW EAST, 93.00 PAGE 4 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 FEET; THENCE SOUTH 79°30'00" EAST, 55.00 FEET; THENCE NORTH 87°00'00" EAST, 54.00 FEET; THENCE SOUTH 17035'00" EAST, 71.00 FEET; THENCE SOUTH 09°30'00" WEST, 83.00 FEET; THENCE SOUTH 20°00'00" EAST, 17.00 FEET; THENCE SOUTH 81025'00" EAST, 195.00 FEET; THENCE SOUTH 50°45'00n EAST, 140.00 FEET; THENCE SOUTH 24050'00n EAST, 65.00 FEET; THENCE SOUTH 15°30W EAST, 115.00 FEET; THENCE SOUTH 10°20'00" EAST, 105.00 FEET; THENCE SOUTH 22035I00" EAST, 55.00 FEET; THENCE SOUTH 32°30I00" EAST, 130.00 FEET; THENCE SOUTH 33°00'00" WEST, 100.00 FEET; THENCE SOUTH 25°50'00" WEST, 128.00 FEET; THENCE SOUTH 33°30'00" WEST, 80.00 FEET; THENCE SOUTH 290OOW WEST, 115.00 FEET; THENCE SOUTH 63°40'00n WEST, 72.00 FEET; THENCE SOUTH 42°40'00" WEST, 47.00 FEET; THENCE SOUTH 15°00'00" WEST, 20.00 FEET; THENCE SOUTH 01°40'00" EAST, 50.19 FEET; THENCE SOUTH 08°40'00" WEST, 80.03 FEET; THENCE SOUTH 34°38'30" EAST, 91.50 FEET; THENCE SOUTH SSMO'SO" EAST, 213.00 FEET; THENCE SOUTH 84°23'00'< EAST, 29.50 FEET; THENCE NORTH 56°50'00" EAST, 56.70 FEET; THENCE SOUTH 84°00'00'1 EAST, 62.60 FEET; THENCE SOUTH 69°20'00" EAST, 78.50 FEET; THENCE SOUTH 77°20'00" EAST, 65.50 FEET; THENCE SOUTH 50°40'00" EAST, 68.50 FEET; THENCE SOUTH 63°00'00" EAST, 52.00 FEET; THENCE SOUTH 82°24'00" EAST, 72.00 FEET; THENCE NORTH 73°14'00>I EAST, 86.00 FEET; THENCE NORTH 61°50W EAST, 60.00 FEET; THENCE NORTH 20°50'00" WEST, 65.00 FEET; THENCE NORTH 06°23'00" EAST, 47.00 FEET; THENCE NORTH 36°00'00" EAST, 234.00 FEET; THENCE NORTH 74000'00" EAST, 39.00 FEET; THENCE NORTH 29044'00" EAST, 157.09 FEET TO A POINT ON THE BOUNDARY OF THAT LAND DESCRIBED IN THE DEED RECORDED MARCH 30,1983 AS FILE NO. 83-100784 OF OFFICIAL RECORDS, SAID POINT BEING ON THE BOUNDARY OF THE "NOT A PART" PARCEL DESIGNATED AS (D3) AS SHOWN ON SAID RECORD OF SURVEY NO. 17206; THENCE CONTINUING ALONG THE BOUNDARY OF THE "NOT A PART" AS SHOWN ON SAID RECORD OF SURVEY NO. 17206 AND THE BOUNDARY OF SAID DEED, SOUTH 21°53'23" EAST, 282.32 FEET; THENCE NORTH 68007'34n EAST, 458.59 FEET; THENCE NORTH 40°34'59n EAST, 197.00 FEET; THENCE NORTH 26°14'24" EAST, 96.77 FEET; THENCE NORTH 52°38'12" WEST, 43.26 FEET; THENCE SOUTH 48°44'24" WEST, 184.28 FEET; THENCE SOUTH 79001'41n WEST, 136.00 FEET; THENCE NORTH 26°00'55" WEST, 256.31 FEET; THENCE LEAVING THE BOUNDARY OF THE "NOT A PART" AS SHOWN ON SAID RECORD OF SURVEY NO. 17206 AND THE SIDELINE OF SAID DEED; NORTH 65028'00" EAST, 746.38 FEET TO A POINT ON THE CENTERLINE OF THE RIGHT OF WAY GRANTED TO THE COUNTY OF SAN DIEGO BY DEED RECORDED APRIL 7,1966 AS DOCUMENT NO. 58549 OF OFFICIAL RECORDS, SAID POINT BEING ON PAGE 5 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SAID POINT ALSO BEING ON THE ARC OF A 400.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 88°31>56>I WEST; THENCE SOUTHEASTERLY ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, THE CENTERLINE OF SAID DEED AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46°24'14° A DISTANCE OF 323.96 FEET; THENCE SOUTH 47°52'17" EAST, 142.05 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE CENTERLINE OF SAID DEED, SOUTH Se'SS'OS" EAST, 202.44 FEET; THENCE NORTH 54040-28" WEST, 166.39 FEET; THENCE NORTH 82°24'28" WEST, 233.00 FEET; THENCE SOUTH 24°00'00" EAST, 30.00 FEET; THENCE SOUTH 66°40'00" WEST, 62.00 FEET; THENCE SOUTH 44030'00n WEST, 84.00 FEET; THENCE SOUTH 12°45'00" WEST, 155.00 FEET; THENCE SOUTH 02°00'00" EAST, 46.00 FEET; THENCE SOUTH 25° 10'OO" WEST, 139.00 FEET; THENCE SOUTH 78°20'00" WEST. 88.37 FEET; THENCE SOUTH IS'WSS" EAST, 29.87 FEET; THENCE SOUTH 37°17'00" WEST, 147.00 FEET; THENCE SOUTH 02°OOW WEST, 187.00 FEET; THENCE SOUTH 61°03'20" EAST, 153.00 FEET; THENCE SOUTH 69°25'00" EAST, 97.00 FEET; THENCE SOUTH 85°00'00H EAST, 82.00 FEET; THENCE SOUTH 71 WOO" EAST, 35.76 FEET; THENCE SOUTH 300OOW EAST, 143.00 FEET; THENCE SOUTH 11 °00'00" WEST, 25.00 FEET; THENCE SOUTH 11 °50'00" EAST, 83.00 FEET; THENCE SOUTH 65°25'OQ" WEST, 66.00 FEET; THENCE SOUTH 43°30'00" WEST, 58.00 FEET; THENCE SOUTH 22°15'00" WEST, 75.00 FEET; THENCE SOUTH 11°30'00" EAST, 57.00 FEET; THENCE SOUTH SS'OO'OO" EAST, 79.00 FEET; THENCE SOUTH 65°00'00n EAST, 62.00 FEET; THENCE NORTH 74°40'00" EAST, 66.00 FEET; THENCE SOUTH 66°25'00" EAST, 53.00 FEET; THENCE SOUTH 02°00'00" WEST, 12.00 FEET; THENCE SOUTH 70°45'00n WEST, 48.00 FEET; THENCE SOUTH 43°45'00" WEST, 117.00 FEET; THENCE SOUTH 62045'0011 WEST, 75.00 FEET; THENCE NORTH 82°40'00" WEST, 60.00 FEET; THENCE SOUTH 72°00'00" WEST, 160.00 FEET; THENCE SOUTH 40°00'00" WEST, 25.00 FEET; THENCE NORTH 89°00'00n WEST, 23.00 FEET; THENCE NORTH 16°00'00n WEST, 62.00 FEET; THENCE NORTH SS^O'OO" WEST, 40.00 FEET; THENCE NORTH 09°00'00" EAST, 67.00 FEET; THENCE NORTH 18°45'00M EAST, 160.00 FEET; THENCE NORTH 64°00'00" EAST, 61.00 FEET; THENCE NORTH 11°20'00" EAST, 76.00 FEET; THENCE NORTH 08°00'00" WEST, 70.00 FEET; THENCE NORTH 29°00100M WEST, 119.01 FEET; THENCE NORTH 75°15'34n WEST, 55.59 FEET; THENCE SOUTH 73°14'00" WEST, 140.00 FEET; THENCE SOUTH 41 °22'40" WEST, 283.50 FEET; THENCE SOUTH 11^S'OO" WEST, 125.00 FEET; THENCE SOUTH 27°OOW EAST, 213.00 FEET; THENCE SOUTH 57°OOW EAST, 91.89 FEET; THENCE SOUTH 07°00'00n EAST, 99.87 PAGE 6 OF 7 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 FEET; THENCE SOUTH 54°00'00" WEST, 242.13 FEET; THENCE SOUTH 25°00'00" WEST, 139.00 FEET; THENCE SOUTH 47°45'00" WEST, 132.50 FEET; THENCE SOUTH 04°45'00" WEST, 46.00 FEET; THENCE SOUTH 26°00'00° EAST, 83.00 FEET; THENCE SOUTH 74°10'00n EAST, 46.00 FEET; THENCE NORTH 72°00'00° EAST, 65.00 FEET; THENCE SOUTH 35°47'00" EAST, 135.00 FEET; THENCE SOUTH 32°00'00" WEST, 154.00 FEET; THENCE SOUTH 63013W WEST, 69.00 FEET; THENCE SOUTH 49°33W WEST, 195.50 FEET; THENCE SOUTH 80°00'00B WEST, 107.50 FEET; THENCE NORTH 85°32'00" WEST, 247.00 FEET; THENCE NORTH SSMS'OO" WEST, 1 10.00 FEET; THENCE NORTH 76033'30" WEST, 165.00 FEET; THENCE SOUTH 71016'00B WEST, 70.50 FEET; THENCE NORTH 85°28'30" WEST, 222.00 FEET; THENCE SOUTH eg^O'OO" WEST, 98.00 FEET; THENCE SOUTH ee'SO'OO" WEST, 135.00 FEET; THENCE SOUTH 54°30'00" WEST, 181.00 FEET; THENCE SOUTH SO^'OO" WEST, 253.00 FEET; THENCE SOUTH 07°20'001' WEST, 74.00 FEET; THENCE SOUTH 02°10'24" WEST, 79.23 FEET TO A POINT ON THE SOUTHERLY LINE OF SECTION 30 PER LS. MAP NO. 443 AS SHOWN AND DESCRIBED ON SAID RECORD OF SURVEY NO. 17206; THENCE ALONG SAID SOUTHERLY LINE, NORTH 89°42'16" EAST, 2,210:25 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT LAND DESCRIBED IN THE DEED RECORDED MARCH 8, 1984 AS FILE NO. 84-085792 OF OFFICIAL RECORDS, SAID LAND BEING SHOWN AND DESCRIBED AS THE "NOT A PART" PARCEL DESIGNATED AS (D4) ON SAID RECORD OF SURVEY NO. 17206. THE HEREIN ABOVE DESCRIBED PARCEL "D" CONTAINS 409.558 ACRES MORE OR LESS. DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 7 OF 7 :GM \\Pcserver\Mapping'\2352\12\legal descriplions\a27 parcel d- conservatory ease.doc WO 2352-12 12/13/01 SEE SHEET NO. 2 N27-18'41"E 449.23' NUMBER LI L2 L3 L4 L5 NUMBER C1 C2 BEARING N52'25'18"E N04'03'04"E N44'29'24°E N59'52'16"W N83-40'41"E DELTA 53'18'48" 22' 11 '25" DISTANCE 159.63' 156.23' 247.31' 121.71' 114.60' RADIUS 48.00 642.00 LENGTH 44.66 248.64 N36'50'12"E 345.57' 25 N05'34'12"W 129.96' N14'40'41"E 230.01' PARCEL D PARCEL D 409.555 ACRES MAP 7779 N20'27'42"E 279.97' MAP 7092 MAP 8302 ROS 11300 N24'53'4TE 100.00'- N64'55'08"W 111.71' N18'27'29"W 218.12' N25'03'02"E 165.00' CORTE DELA VISTA MAP 11423 MAP 7784 MAP 1290 S ROS 6288 HUNSAKER & ASSOCIATES SAN 0 I I C O. INC _, MAP 8519 PLANNING 10179 Huemekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)55«-4500- FX(858)558-ttW GIBRALTER > ^ MAP 5800 N 84'5716^f (R) 8L55> EXHIBIT 'D-l' SHEET R:\0261\&MAP\EP-HCPacres-PCL-D1.DWG W.O. 1 OF 5 2352-12 NUMBER L1 12 L3 14 L5 L6 17 L8 L9 L10 L11 L12 L13 L14 L15 L16 L17 L18 L19 120 L21 L22 L23 L24 L25 L26 L27 BEARING N62'33'50°W N8r06'00"W N76'40'00"E N51'56'00"E N43'56'00"E N32-55WE NSO'OOWW Niroo'oo°w N6TOO'00°W N73'43'00"E N60'35'00"E N60'30'18"W N29'29'42"E N35'16'24"E N05'34'32"E N26"55'13"W N08'33'31 "W N20'42'23"W N35'32'42°W NOO'W'16'E N53'14'03°W N74'49'20°W N88'49'28"W N63'35'43°E N2r29'16"E N29'45'45°E ~N51'10'03"W DISTANCE 49.04' 98.00' 58.50' 150.00' 115.45' 100.50' 6.40' 72.50' 44.00' 76.40' 46.00'. 65.50' 14.79' 107.98' 125.23' 207.65' 144.27' 108.39' 164.56' 124.34' 56.03' 273.86' 197.84' 273.39' 85.86' 76.63' 126. 13' L28 L29 L30 L31 L32 L33 L34 L35 L36 L37 L38 • L39 L40 L41 L42 L43 L44 L45 L46 L47 L48 L49 L50 L51 L52 L53 L54 L55 N38'49'57"E N80'45'00"E N48'20'00"E N3r35'00"E N74-11WE N44'49'QO"W N6Z45WE N72'30'00"E N5720WE N3T25'00"E N11'35'00"E N1ff15'00"W N72'50'00°W N82'40'60°W N48'00'00"W N10'30'00"E NOO'30'00"W N16*50'OQ"W N46"10'00°W N33*20'00"E N6&00'00°W N79'30'00"W N87"00'00"E N1T35'00"W N09'30'00"E N20'00'00°W N81'25'00"W N50'45'00"W 44.74' [ 55.00' 50.00' 112.00' 103.50' J86.45' 120.00' 115.00' 80.00' 75.00' 172.00' 63.00' 90.00' 78.00' 30.00' 97.00' 53.00' 90.00' 70.00' 92.00' 93.00' 55.00' 54.00' 71.00' 83.00' 17.00' 195.00' 140.00' 1*0. ROS 0886 ,17 L12. PARCEL D L46- • L40 IL39- L21- 122 PARCEL D 403.553 ACRES ROB 17206 & .13 \^\ <P-£> MAP 7770 rN04'56'53°W 337.03' HUNSAKER & ASSOCIATES SAN D I E C O, INC PlANNtNG 10179 Huamekens Street ENGINEERING San Diego, O 92121 SURVEYING FH(858)55M500- fX(858)S58-H14 -L5 -L3 N27'18'41''E 449.23' V55'40'37"E 188.25' SEE SHEET NO. 1 EXHIBIT 'D-2' SHEET 2 OF 5 R:\0261 \&MAP\EP-HCPacres-PCL-D2.DWG W.O. 2352-12 PARCEL D N36'38'03"W202.44' N54'40'28"W 166.39' ROS 4757 MAP 11241 DEED REC. 3-30-1983 AS FILE NO. 83-100784 O.R. **$$ PARCEL D ^03.555 ACRES ROS 17208 SET S//EET A/0. 5 FOR ANNOTATION TABLE HUNSAKER & ASSOCIATES SAN D I £ C O, INC PLANNING TOV9 Huennekere Street ENONEBUNC San Diegoi O 92121 SURVEYING PH(8S8)558-4SOO- fX(858)S58-1414 SEE SHEET NO. EXHIBIT 'D-3' SHEET 3 OF 5 R:\0261\&MAP\EP-HCPacres-PCL-D3.DWG W.O. 2352-12 NUMBER LI 12 L3 L4 L5 L6 17 18 L9 L10 L11 ' LI 2 LI 3 L14 L15 L16 L17 LI 8 L19 L20 L21 122 L23 L24 L25 L26 L27 128 L29 L30 L31 L32 BEARING N85'32'00"W N88'43W\V N76'33'30"W N71'16'00"E NOT20WE N02'10'24"E N89'53'58°W N31'05'30"W N0 1' 00 '00 "W N22WOO"E ~N20f15'00"E N16'10'00"E N07'50'00UW N34'00'00"E Nir30'00"E N22'30'00"E NOO'OOWE N26'00'00"E NOffOOWE NWOO'00"W N30'00'00"W N20'00'00"E N08'30'00"E NOO'30'00"E N11'00'00"W N02'00'00"W N31'00'00"E N15'26'2rE N3r31'38"E N89'42'40"E N12'22'04"E N69'00'38"W DISTANCE 247.00' 110.00' 165.00' 70.50' 74.00' 79.23' 177.56' 36.33' 1 19.00' 121.00' 100.00' 135.00' 90.00' 58.00' 174.00' 47.00' 36.00' 54.00' 41.00' 94.00' 30.00' 85.00' 102.00' 121.00' 97.00' 129.00' 87.00' 122.48' 1 15.50' 145.34' 22.51' 172.47' SEE SHE& NO. I SCALE: 1" =400 MAP 8583 HUNSAKER & ASSOCIATES SAN DIEGO. INC PtWNINC 10179 Huemekens Street ENGINEERING San Diego, Ca 92121 SURVEYING PH(858)55B-4500- FX(858)558-1414 PARCEL A=09W'34 R=780.00' L= 122.65' N39-34'53"E 153.56' MAP 7950 N_*6?0_'50r (R) PARCEL D 409.558 ACRES N54'30'00"E 181.00' N66'30'00"E 135.00' N69'20'00"E 98.00' N85'28'30"W 222.00' ROS 17208 ROS 12154 DEED REC. 3-8-1984 AS FILE NO. 84-085792 O.R. A*•V -LI6(0-4) L9 EXHIBIT 'D-4' SHEET 4 OF 5 R:\0261\&MAP\EP-HCPacres-PCL-D4.DWG W.O. 2352-12 PARCEL D ANNOTATION TABLE NUMBER LI L2 L3 L4 L5 L6 L7 L8 ' L9 L10 L11 LI 2 L13 LI 4 LI 5 L16 L17 L18 L19 L20 L21 L22 L23 L24 L25 L26 L27 L28 L29 L30 L31 L32 L33 L34 L35 L36 L37 L38 L39 L40 L41 L42 L43 L44 L45 L46 L47 L48 L49 BEARING N40'34'59"E N26'14'24"E N50'45'00"W N24-50'00"W N15-30'00"W N10'20'00"W N22'35'00"W N32'30'00"W N33-OOWE N25'50'00"E N33-30WE N29'00'00"E N63'40'00"E N42'40'00"E N15'00'00"E NOr40'00"W N08'40'00"E N84'23'00"W N56-50WE N84'00'00"W N69'20'00"W N7T20'00"W N50'40'00°W N63-00'00"W N82'24'00°W N73'14'00"E NersoWE N20'50'00"W N06-23WE N5700'00°W Noroo'oo°w N74'10'00"W N72'00'00"E N35'47'00°W N32'00'00"E N63'13'00"E N80'00'00"E N88'43'00"W N76'33'30"W N71'16'00"E N85'28'30"W N69'20'00"E N52'38'12"W N48'44'24"E N79'01'41"E N26W'55"W N4752'17°W N82'24'28"W N24'00'00"W DISTANCE 197.00' 96.77' 140.00' 65.00' 115.00' 105.00' 55.00' 130.00' 100.00' 128.00' 80.00' 1 15.00' 72.00' 47.00' 20.00' 50.19' 80.03' 29.50' 56.70' 62.60' 78.50' 65.50' 68.50' 52.00' 72.00' 86.00' 60.00' 65.00' 47.00' 91.89' 99.87' 46.00' 65.00' 135.00' 154.00' 69.00' 107.50' 1 10.00' 165.00' 70.50' 222.00' 98.00' 43.26' 184.28' 136.00' 256.31' 142.05' 233.00' 30.00' NUMBER L50 L51 L52 L53 L54 L55 L56 L57 L58 L59 L60 \L61 L62 L63 L64 L65 L66 L67 L68 L69 L70 L71 L72 L73 L74 L75 L76 L77 L78 L79 180 L81 L82 L83 L84 L85 L86 L87 L88 BEARING N66'40'00"E N44'30'00"E N12-45WE N02W'00"W N25'10'00"E N78'20'00"E N13'05'33"W N69'25'00"W N85'00'00"W mroo'oo°w N71'00'OOnW N30'00'00"W N1 rOQ'QO'E N11'50'00"W N65'25WE N43"30'00"E N22'15'00"E N11'30'00"W N33"00'00°W N65'00'00"W N74'40'00"E N66-25'00"W N02'00'00"E N70'45'00"E N4S45WE N62f45'00"E N82'40'00"W N72'00'00"E N40'00'00"E' N89-00'00"W N16'00'00"W N38'00'00"W N09'00'00"E N18'45'00"E N64'00'00"E N11'20'00"E N08'00'00"W N2POO'OOaW N75'15'34"W DISTANCE 62.00' 84.00' 155.00' 46.00' 139.00' 88.37' 29.87' 97.00' 82.00' 109.00' 35.76' 143.00' 25.00' 83.00' 66.00' 58.00' 75.00' 57.00' 79.00' 62.00' 66.00' 53.00' 12.00' 48.00' 117.00' 75.00' 60.00' 160.00' 25.00' 23.00' 62.00' 40.00' 67.00' 160.00' 61.00' 76.00' 70.00' 119.01' 55.59' NUMBER C1 DELTA RADIUS LENGTH 46"24'14" 400.00 323.96 HUNSAKER & ASSOCIATES SAN 0 I E C O, INC PLANNING 10T9 Huemekens Street ENGINEERING San Diego, a 92121 SURVEYING PH(858)SS84500- fX{858)S56-1414 EXHIBIT 'D-5' SHEET 5 OF 5 R:\02K1\&MAP\FP-HCPnr.rfis-Pri-n5nWG Wn 7.557-7 7 EXHIBIT "E" LEGAL DESCRIPTION PARCEL "E" THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27,1980, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE WESTERLY BOUNDARY OF SAID PARCEL 4, SAID POINT BEING ON THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206, SAID POINT BEING THE NORTHERLY TERMINUS OF THAT CERTAIN COURSE IN THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 SHOWN AND DEPICTED THEREON AS " N32°02'39''E 76.34'"; THENCE ALONG THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL 4, SOUTH 32°02'39>I WEST, 45.57 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID WESTERLY BOUNDARY OF RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL 4, SOUTH 59°13'18" EAST, 56.59 FEET; THENCE NORTH 81°37'36>' EAST, 50.78 FEET; THENCE NORTH 41°52135'1 EAST, 198.92 FEET; THENCE SOUTH 78°30'13n EAST, 42.18 FEET; THENCE SOUTH 44°50I50" EAST, 123.88 FEET; THENCE NORTH 73°46I26" EAST, 160.29 FEET; THENCE SOUTH 18°20'38" WEST, 129.76 FEET; THENCE SOUTH 01°08'ir WEST, 87.02 FEET; THENCE SOUTH 27°08'49" WEST, 368.26 FEET; THENCE NORTH 60°30'18" WEST, 31.11 FEET; THENCE NORTH 60030'00n WEST, 108.80 FEET; THENCE NORTH 26°05W WEST, 73.00 FEET; THENCE NORTH eOWOO" WEST, 28.50 FEET; THENCE SOUTH 78°25'0011 WEST, 137.50 FEET; THENCE SOUTH 37°56'00'' WEST, 249.00 FEET; THENCE SOUTH 66°40'00" WEST, 116.07 FEET TO A POINT ON THE WESTERLY BOUNDARY OF SAID PARCEL 4 AND THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ; THENCE ALONG THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE WESTERLY BOUNDARY OF SAID PARCEL 4, NORTH 27016'24" EAST, 206.53 FEET; THENCE NORTH 20°57'27B EAST, 257.99 FEET; THENCE NORTH 26°19I05B EAST, 148.88 FEET; THENCE NORTH 32°02'39" EAST, 30.77 FEET TO THE TRUE POINT OF BEGINNING. PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a28 parcel e- conservatory ease.doc WO 2352-12 12/13/01 THE HEREIN ABOVE DESCRIBED PARCEL "E" CONTAINS 5.479 ACRES MORE OR LESS. DAVID W. AMBLER LS. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\PcservetMVIapping\2352\12\legal descriptions\a28 parcel e- conservatory ease.doc WO 2352-12 12/13/01 PARCEL E PLANNING 10179 Hueroekens Street ENGINEERING San Dfego, G 9Zttl SURVEYING PH(858)558-4500- fX(858)558-1414 PARCEL 4 •J7'35"£ D i\ /I j Q "17 0 PARCEL E 5.479 ACRES ROS 1/206 HUNSAKER & ASSOCIATES SAN DIECO, INC EXHIBIT 'E-l' SHEET 1 OF 1 R:\0261\&MAP\EP-HCPacres-PCL-E1.DWG W.O. 2352-12 EXHIBIT "F" LEGAL DESCRIPTION PARCEL "F" THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27,1980, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF CARLSBAD TRACT NO. 85-7 ACCORDING TO MAP THEREOF NO. 12532 FILED IN THE OFFICE OF SAID COUNTY RECORDER DECEMBER 29, 1989, AS SHOWN ON SAID RECORD OF SURVEY NO. 17206, FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHERLY BOUNDARY OF SAID MAP NO. 12532, SOUTH 89°44'33° EAST, 249.12 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID SOUTHERLY BOUNDARY OF MAP NO. 12532, SOUTH 46°55>00" EAST, 52.91 FEET; THENCE SOUTH 20050'00" WEST, 94.01 FEET; THENCE SOUTH 01°30'00" WEST, 92.00 FEET; THENCE SOUTH 29°30'00" EAST, 83.00 FEET; THENCE SOUTH 37000I00" EAST, 84.00 FEET; THENCE SOUTH 68°46'11" EAST, 54.61 FEET; THENCE SOUTH 33°50'16" WEST, 196.40 FEET; THENCE SOUTH 12000-00" WEST, 101.00 FEET; THENCE SOUTH 08°30'00" EAST, 83.00 FEET; THENCE SOUTH 30°40'00" WEST, 178.00 FEET; THENCE SOUTH 36°00'00" WEST, 70.00 FEET; THENCE SOUTH 27°10'00" WEST, 105.00 FEET; THENCE SOUTH 17°10'00" WEST, 44.00 FEET; THENCE SOUTH 56°00'00" WEST, 33.00 FEET; THENCE NORTH Sg'ISW WEST, 150.00 FEET; THENCE SOUTH 53°00'00" WEST, 77.00 FEET; THENCE SOUTH 24°00'00" WEST, 228.00 FEET; THENCE SOUTH SO^O'OO11 WEST, 148.00 FEET; THENCE SOUTH 53°30'00" WEST, 55.86 FEET TO A POINT ON THE WESTERLY BOUNDARY SAID PARCEL MAP NO. 10179, SAID POINT BEING ON THE WESTERLY BOUNDARY OF SAID RECORD OF SURVEY NO. 17206; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID WESTERLY BOUNDARY OF PARCEL MAP NO. 10179, NORTH 20°54I46n EAST, 947.77 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 1542.00 FEET; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 19°20'10" A DISTANCE OF 520.39 FEET TO THE POINT OF BEGINNING. PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a29 parcel f- conservatory ease.doc WO 2352-12 12/13/01 THE HEREIN ABOVE DESCRIBED PARCEL "F" CONTAINS 10.535 ACRES MORE OR LESS. DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\Pcserver\Mapping\2352\12\legal descriptions\a29 parcel f- conservatory ease.doc WO 2352-12 12/13/01 MAP ^532 PARCEL F N46-55'00"W 52.91' N20'50'00"E 94.01' MAP 8905 PJVJ 10352 PM 13744 MAP 7387 FIOS 9888 N68'46'11"W 54.61' N12'00'00"E 101.00' N08'30'00"W 83.00' N36'00'00"E 70.00' N27'10'00"E 105.00' N17-10WE 44.00' N56'00'00"E 33.00' N53'00'00"E 77.00' ROB 11872 N53'30'00"E 55.86' HUNSAKER & ASSOCIATES SAN OICCO, INC PLANNING 10179 Huennekens Street ENGINEERING San Dfego, Ca 9Z1Z1 SURVEYING PH(858)55WSOO- fX(858)558-1414 EXHIBIT 'F-l' SHEET 1 OF 1 R:\0261\&MAP\EP-HCPacres-PCL-F1.DWG W.O. 2352-12 EXHIBIT "G" LEGAL DESCRIPTION PARCEL"G" THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 10179 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER JUNE 27, 1980, AND THAT PORTION OF PARCEL 2 OF PARCEL MAP NO. 13900 AS FILED IN THE OFFICE OF THE SAN DIEGO COUNTY RECORDER AUGUST 6, 1985, ALL IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF CARLSBAD TRACT NO. 84-23 ACCORDING TO MAP THEREOF NO. 11241 FILED IN THE OFFICE OF SAID COUNTY RECORDER MAY 22, 1985 AS SHOWN ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHWESTERLY BOUNDARY OF SAID MAP NO. 11241, SOUTH 27°59'191' EAST, 125.01 FEET; THENCE SOUTH 33°3TU* EAST, 260.99 FEET; THENCE SOUTH 55°05'49" EAST, 97.96 FEET; THENCE SOUTH 27058I19n EAST, 210.21 FEET; THENCE SOUTH 19°59'26" EAST, 255.87 FEET; THENCE LEAVING THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND THE SOUTHWESTERLY BOUNDARY OF SAID MAP NO. 11241, SOUTH 70°30'00" WEST, 160.00 FEET; THENCE NORTH 20000'00n WEST, 133.00 FEET; THENCE NORTH 38°55W WEST, 277.00 FEET; THENCE NORTH 41°35'00" WEST, 368.00 FEET; THENCE NORTH 35°10'00" WEST, 114.00 FEET; THENCE NORTH 57°00'00" WEST, 137.00 FEET; THENCE SOUTH 87°00'00" WEST, 109.00 FEET; THENCE NORTH 40°40'00" WEST, 60.00 FEET; THENCE NORTH IS^O'OO" WEST, 45.00 FEET; THENCE NORTH 38°10'00" WEST, 90.00 FEET; THENCE NORTH 69°00'00" WEST, 140.00 FEET; THENCE NORTH 83°15W WEST, 246.00 FEET; THENCE NORTH 45000'00n WEST, 45.00 FEET; THENCE NORTH 09'20'00" EAST, 41.00 FEET; THENCE NORTH 19°30'00n WEST, 54.00 FEET; THENCE NORTH 49°00'00" WEST, 57.43 FEET TO THE SOUTHERLY SIDELINE OF THE EASEMENT FOR STREET AND HIGHWAY GRANTED TO THE CITY OF CARLSBAD PER DOCUMENT RECORDED APRIL 24,1981 AS FILE NO. 81-126305 OF OFFICIAL RECORDS; THENCE ALONG SAID SOUTHERLY SIDELINE, NORTH 72009'13B EAST, 81.28 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 1949.00 FEET; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12\tegal descriptions\a30 parcel g- conservatory ease.doc WO 2352-12 12/13/01 CENTRAL ANGLE OF 05°59'16" A DISTANCE OF 203.68 FEET; THENCE NORTH 78°08'29" EAST, 325.66 FEET TO A POINT ON THE WESTERLY SIDELINE OF THE EASEMENT FOR STREET AND HIGHWAY GRANTED TO THE CITY OF CARLSBAD PER DOCUMENT RECORDED APRIL 24,1981 AS FILE NO. 81-126306 OF OFFICIAL RECORDS, SAID POINT ALSO BEING THE BEGINNING OF A 25.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY; THENCE ALONG SAID WESTERLY SIDELINE AND NORTHEASTERLY, EASTERLY AND SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 89°03'24" A DISTANCE OF 38.86 FEET TO A POINT ON A REVERSING 280.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY AND THE NORTHEASTERLY BOUNDARY OF SAID PARCEL 2 OF PARCEL MAP NO. 13900, A RADIAL LINE TO SAID POINT BEARS SOUTH 77° 11'53" WEST; THENCE ALONG SAID NORTHEASTERLY BOUNDARY, SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 68°14'28n A DISTANCE OF 333.49 FEET; THENCE SOUTH 81 °02'34" EAST, 134.44 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 220.00 FEET; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 53°02'09" A DISTANCE OF 203.64 FEET; THENCE SOUTH 28°00'25" EAST, 35.97 FEET TO THE NORTHERLY BOUNDARY OF SAID MAP NO. 11241 AND THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 ; THENCE LEAVING SAID BOUNDARY OF SAID PARCEL 2, ALONG THE BOUNDARY OF SAID RECORD OF SURVEY NO. 17206 AND SAID NORTHWESTERLY BOUNDARY OF MAP NO. 11241, SOUTH 69059'37n WEST, 170.79 FEET TO THE POINT OF BEGINNING. THE HEREIN ABOVE DESCRIBED PARCEL "G" CONTAINS 12.109 ACRES MORE OR LESS. DAVID W. AMBLER LS. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\PcserveAMapping\2352\12Megat descriptions\a30 parcel g- conservatory ease.doc WO 2352-12 12/13/01 PARCEL G MAP 10324 PM 13900 MAP 10243 MAP 12278ARCEL N.W.. CORNER OF MAP NO. 11241. MAP 11241 NUMBER C1 C2 C3 NUMBER LI L2 L3 L4 L5 L6 L7 L9 L10 L11 L12 DELTA 05'59'16" 89-03'24" 53'02'09" RADIUS 1949.00 25.00 220.00 BEARING N72-09'13"E N2r59'19"W N55'05'49°W NSrOOWE N40-40'OOnW N13'20'00"W N38'10'00"W N45'00'00"W N09-20WE N19'30'00°W N49'00'00"W LENGTH 203.68 38.86 203.64 DISTANCE 81.28' 125.01' ~ 97.96' 109.00' 60.00' 45.00' 90.00' 45.00' 41.00' 54.00' 57.43' N20W'00"W' 133.00' H70'30'00"E\ HUNSAKER & ASSOCIATES SAM DIEGO. INC PLANNING 10179 Hirenrefens Street ENGINEERING San Diego, Ca 92121 SURVEYING m(858)558-4500- FX(858)SS8-W4 EXHIBIT 'G-l' SHEET 1 OF 1 R:\0261\&MAP\EP-HCPacres-PCL-G1.DWG W.O. 2352-12 EXHIBIT "H" LEGAL DESCRIPTION PARCEL "H" THAT PORTION OF THE WEST HALF OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SECTION 30 PER LS. MAP NO. 443 FILED IN THE OFFICE OF SAID COUNTY RECORDER AUGUST 18, 1932, AS SHOWN AND DESCRIBED ON RECORD OF SURVEY NO. 17206 FILED IN THE OFFICE OF SAID COUNTY RECORDER NOVEMBER 29, 2001; THENCE ALONG THE SOUTHERLY LINE OF SECTION 29, SOUTH Sg'SS'SS" EAST, 593.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID SOUTHERLY LINE OF SECTION 29, SOUTH 89°53'58" EAST, 385.27 FEET; THENCE LEAVING SAID SOUTHERLY LINE SOUTH 23000'00n EAST, 68.60 FEET; THENCE SOUTH 10°00'00" EAST, 148.00 FEET; THENCE SOUTH 20°30'00" EAST, 42.00 FEET; THENCE SOUTH 36°00'00" WEST, 63.08 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF THAT LAND AS DESCRIBED IN THE DEED RECORDED AUGUST 20,1981 AS FILE NO. 81-266030 OF OFFICIAL RECORDS, SAID POINT BEING ON THE BOUNDARY OF THE "NOT A PART" PARCEL DESIGNATED AS (D2) AS SHOWN ON SAID RECORD OF SURVEY NO. 17206, SAID POINT BEING ON A 470.00 FOOT RADIUS CURVE CONCAVE SOUTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 35059'2r EAST, THENCE NORTHWESTERLY ALONG SAID NORTHERLY BOUNDARY, AND THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 35°53''19" A DISTANCE OF 294.40 FEET; THENCE NORTH 89°53'58" WEST, 209.12 FEET; THENCE LEAVING SAID NORTHERLY BOUNDARY, NORTH 26°00'00n EAST, 65.00 FEET; THENCE NORTH IS'OO'OO" EAST, 156.80 FEET TO THE TRUE POINT OF BEGINNING, THE HEREIN ABOVE DESCRIBED PARCEL "H" CONTAINS 2.383 ACRES MORE OR LESS. PAGE 1 OF 2 :GM \\Pcserver\Mapping\2352\12Megal descriptions\a31 parcel h- conservatory ease.doc WO 2352-12 12/13/01 DAVID W. AMBLER L.S. 7322 HUNSAKER & ASSOCIATES SAN DIEGO, INC. PAGE 2 OF 2 :GM \\Pcserver\Mapping\2352\12Megal descriptions\a31 parcel h- conservatory ease.doc WO 2352-12 12/13/01 PARCEL H N26'00'00"E 65.00' POC S.E CORNER OF SEC. 30 PER LS. MAP NO. 443 N89'53'58"W 593.00' SECTION LINE PER LS. 443 AS SHOWN ON R.O.S. 17206 N89'53'58"W 385.27' N23'00'00"W 68.60' PARCEL H 2.383 ACRES ROB 17206 N89-53'58~W 209.12' NOT A PART N20130'00"W 42.00' N36'00'00"E 63.08' N35-59'21"E (R) HUNSAKER & ASSOCIATES SAN D I £ C O. INC PLANNING 10179 Huemekere Street ENGINEERING San Diego. Ca 92121 SURVCTNC PH(858)55M500- FX(858)55»-W4 EXHIBIT 'H-l' SHEET 1 OF 1 R:\0261\&MAP\EP-HCPocres-PCL-H1.DWG W.O. 2352-12 PARCEL G 1400 2800 PARCEL F PM 10362 PM 13744 SCALE 1 = 1400 PARCEL T12S, R3W SBMROS 17208 PARCEL D NOT A PART -PARCEL NOT A PART VILLAGES OF LA COSTA BOUNDARY PARCEL C HUNSAKER & ASSOCIATES SAN OltCO, IMC PARCEL A 4200 FIANNINC 10179 Huetmekens Street ENONEERINC San Diego, & 9ZK1 SURVEYING PH(858)5S8-4500- FX(85S)558-1414 EXHIBIT T R:\0261 \&MAP\EP-HCPacres-1.DWG W.O. 2352-12 SECRETARY'S CERTIFICATE OF REAL ESTATE COLLATERAL MANAGEMENT COMPANY THE UNDERSIGNED, the Secretary of Real Estate Collateral Management Company, a Delaware corporation (the "Corporation"), does hereby certify that the following is a true and correct copy of the resolutions adopted by the unanimous written consent of the Board of Directors of the Corporation on December 12, 2001 and the same are in full force and effect as of the date hereof: RESOLVED, that the Corporation is hereby authorized to enter into all agreements, indentures, mortgages, deeds, conveyances, licenses, permits, transfers, contracts, discharges, releases, satisfactions, settlements, petitions, schedules, accounts, affidavits, bonds in an aggregate amount of up to One Hundred and Thirty Million Dollars ($130,000,000), undertakings, proxies and other instruments or documents required or deemed necessary by an Authorized Officer to be delivered in connection with the development of the property owned by the Corporation and the project known as thee Villages of La Costa. FURTHER RESOLVED, that the President or any Vice President of the Corporation (the "Authorized Officers") are hereby authorized and directed to execute and deliver on behalf of the Corporation any documents and instruments necessary or appropriate to effectuate and to perform such other acts as may be deemed necessary and proper to effectuate the intent and purposes of the foregoing resolution. FURTHER RESOLVED, the Corporation does hereby ratify and confirm all actions that have been taken in conjunction with the foregoing resolutions as of the date hereof. IN WITNESS WHEREOF, I have hereto set my hand on this 14th day of December, 2001. L.S.'Mattetfson, Secretary REAL ESTATE COLLATERAL MANAGEMENT COMPANY CERTIFICATE OF INCUMBENCY I, L. S. Mattenson, the Secretary of Real Estate Collateral Management Company, a Delaware corporation, certify that the persons named below are officers of this corporation, holding the offices set forth opposite their names, and that their appointments have not been cancelled as of the date hereof. L. C. Klug President D. A. Watts Vice President T. P. Shanley Vice President Dated: December 14, 2001 >. Mattenson, Secretary law\hcfs\LaCosta\RECMincumb.cert