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Home My WebLink AboutSP 19I; Car Country SP Amendment; Specific Plan (SP)CITY OF CARLSBAD LAND USE REVIEW APPLICATION 1) APPLICATIONS APPLIED FOR: (CHE [~~| Administrative Permit - 2nd Dwelling Unit | | Administrative Variance 53 Coastal Development PermitX"'j\CD Q Conditional Use Permit [3] Condominium Permit [X] Environmental Impact Assessment | | General Plan Amendment Q] Hillside Development Permit [X] Local Coastal Plan Amendment!^ | | Master Plan Q| Non-Residential Planned Development | | Planned Development Permit CK BOXES) (FOR DEPARTMENT USE ONLY) f\ YO2Q51 IMO^II [_] Planned Industrial Permit | | Planning Commission Determination || Precise Development Plan | | Redevopment Permit Q Site Development Plan | | Specific Use Permit £3 Specific Plan <rL (Amendment) — -* ' Obtain from Engineering Department | | Tentative Tract Map | | Variance Q] Zone Change | | List other applications not specified (FOR DEPARTMENT USE ONLY) bonsr 2) ASSESSOR PARCEL NO(S).: 3) PROJECT NAME: 4) BRIEF DESCRIPTION OF PROJECT: 211-06048 Include provisions and standards for parking garages in the Car Country Carlsbad Specific Plan area. 5) OWNER NAME (Print or Type) Judith A. Jones Separate Property Trust MAILING ADDRESS 5444 Paseo Del Norte CITY AND STATE ZIP Carlsbad, CA 92008 TELEPHONE (760) 438-2300 1 CERTIFY THAT 1 AM THE LEGAL OWNER AND THAT ALL THE ABOVE INFORMATION IS TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE. ^ — X\DATE 5) APPLICANT NAME (Print of Type) Lexus Carlsbad MAILING ADDRESS 5444 Paseo Del Norte CITY AND STATE ZIP TELEPHONE Carlsbad, CA 92008 (760) 438-2300 1 CERTIFY THAT 1 AM THE LEGAL REPRESENTATIVE OF THE OWNER AND THAT ALL THE ABOVE INFORMATION IS TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE ( ) () DATE BRIEF LEGAL DESCRIPTION Parcel 1 of Parcel Map No. 8651, in the City of Carlsbad, County of San Diego, State of California NOTE: A PROPOSED PROJECT REQUIRING MULTIPLE APPLICATIONS BE FILED, MUST BE SUBMITTED PRIOR TO 3:30 P.M. A PROPOSED PROJECT REQUIRING ONLY ONE APPLICATION BE FILED, MUST BE SUBMITTED PRIOR TO 4:00 P.M. Form 16 PAGE 1 OF 2 8) LOCATION OF PROJECT:5444 Norte STREET ADDRESS ON THE East SIDE OF (NORTH, SOUTH, EAST, WEST) BETWEEN Cannon Road AND Paseo Del Norte (NAME OF STREET) Car Country Drive (NAME OF STREET) 9) LOCAL FACILITIES MANAGEMENT ZONE 10) PROPOSED NUMBER OF LOTS 13) TYPE OF SUBDIVISION 16) PERCENTAGE OF PROPOSED PROJECT IN OPEN SPACE 1 9) GROSS SITE ACREAGE 22) EXISTING ZONING N/A N/A N/A N/A C-2 11) NUf REJ 3 i/lBER OF EXISTING 5IDENTIAL UNITS 14) PROPOSED IND OFFICE/ SQUARE FOOTAGE 17) PROPOSED INADT INCREASE 20) EXISTING GENERAL PLAN 23) PROPOSED ZONING N/A N/A N/A R N/A (NAME OF STREET) 12) PROPOSED NUMBER OF RESIDENTIAL UNITS 15) PROPOSED COMM SQUARE FOOTAGE 18) PROPOSED SEWER USAGE IN EDU 21) PROPOSED GENERAL PLAN DESIGNATION N/A N/A N/A N/A 24) IN THE PROCESS OF REVIEWING THIS APPLICATION IT MAY BECOME NECESSARY FOR MEMBERS OF CITY STAFF, PLANNING COMMISSIONERS, DESIGN REVIEW BOARD MEMBERS OR CITY COUNCIL MEMBERS TO INSPECT AND ENTER THE PROPERTY THAT IS THE SUBJECT OF THIS APPLICATION. I/WE CONSENT TO ENTRY FOR THIS PURPOSE V\ Cx .' SIGNATURE FOR CITY USE ONLY FEE COMPUTATION APPLICATION TYPE FEE REQUIRED TC D/ )TAL FEE REQUIRED VTE FEE PAID RECEIVED DEC 02 2002 CITY OF CARLSBAD RECEIVED RECEIVED BY RECEIPT number Form 16 PAGE 1 OF 2 City of Carlsbad 1635 Faraday Avenue Carlsbad CA 92008 Receipt Applicant: LEXUS CARLSBAD Description Amount SP00019I 2,235.00 2537 12/03/02 0002 01 02 CGP 2235.00Not valid unless validated by Cash Register PLEASE RETAIN RECEIPT FOR REFUNDS OR ADJUSTMENTS Receipt Number: R0031243 Transaction Date: 12/03/2002 Pay Type Method Description Amount Payment Check 2235 2,235.00 Transaction Amount: 2,235.00 City of Carlsbad Planning Department DISCLOSURE STATEMENT Applicant's statement or disclosure of certain ownership interests on all applications which will require discretionary action on the part of the City Council or any appointed Board, Commission or Committee. The following information MUST be disclosed at the time of application submittal. Your project-cannot be reviewed until this information is completed. Please print. Note: Person is defined as "Any individual, firm, co-partnership, joint venture, association, social club, fraternal organization, corporation, estate, trust, receiver, syndicate, in this and any other county, city and county, city municipality, district or other political subdivision or any other group or combination acting as a unit" Agents may sign this document; however, the legal name and entity of the applicant and property owner must be provided below. 1. APPLICANT (Not the applicant's agent) Provide the COMPLETE. LEGAL names and addresses of ALL persons having a financial interest in the application. If the applicant includes a corporation or partnership, include the names, title, addresses of all individuals owning more than 10% of the shares. IF NO INDIVIDUALS OWN MORE THAN 10% OF THE SHARES, PLEASE INDICATE NON- APPLICABLE (N/A) EN THE SPACE BELOW If a publiclv-owned corporation, include the names, titles, and addresses of the corporate officers. (A separate page may be attached if necessary.) Person Judith A. Tones Corp/Part Lexus Carlsbad Title President Address 5444 Paseo Del Norte Carlsbad, CA 92008 Title Address 5444 Paseo Del Norte Carlsbad, CA 92008 OWNER (Not the owner's agent) Provide the COMPLETE. LEGAL names and addresses of ALL persons having any ownership interest in the property involved. Also, provide the nature of the legal ownership (i.e, partnership, tenants in common, non-profit, corporation, etc.). If the ownership includes a corporation or partnership, include the names, title, addresses of all individuals owning more than 10% of the shares. EF NO INDIVIDUALS OWN MORE THAN 10% OF THE SHARES, PLEASE INDICATE NON-APPLICABLE (N/A) IN THE SPACE BELOW. If a publiclv- owned corporation, include the names, titles, and addresses of the corporate officers. (A separate page may be attached if necessary.) Person Judith A. Jones Title Trustee Address 5444 Paseo Del Norte Carlsbad, CA 92008 Corp/Part Judith A. Tones Separate Property Trust Title Property Trust Address 5444 Paseo Del Norte Carlsbad, CA 92008 1635 Faraday Avenue • Carlsbad, CA 92008-7314 • (760) 602-4600 • FAX (760) 602-8559 3. NON-PROFIT OBBANIZATION OR TRUST If any person identified pursuant to (1) or (2). above is a nonprofit organization or a trust, list the names and addresses of ANY person serving as an officer or director of the non-profit organization or as trustee or beneficiary of the. Non Profit/Trust Judith A. Jones Non Profit/Trust Title Trustee ; Title Address 5444 Paseo Del Norte Address Carlsbad, CA 92008 4. Have you had more than $250 worth of business transacted with any member of City staff, Boards, Commissions, Committees and/or Council within the past twelve (12) months? | | Yes X, No If yes, please indicate person(s):. NOTE: Attach additional sheets if necessary. I certify that all the above information is true and correct to the best of my knowledge. 1 Q . Signat of owner/date Signure of applicant/date Judith A. Jones, Trustee Judith A. Jones , President Print or type name of owner Print or type name of applicant Signature of owner/applicant's agent if applicable/date Print or type name of owner/applicant's agent H:ADMIN\COUNTER\DISCLOSURE STATEMENT 5/98 Page 2 Of 2 PROJECT DESCRIPTION/EXPLANATION PROJECT NAME: Specific Plan 19 Amendment APPLICANT NAME: Lexus Carlsbad Please describe fully the proposed project. Include any details necessary to adequately explain the scope and/or operation of the proposed project. You may also include any background information and supporting statements regarding the reasons for, or appropriateness of, the application. Use an addendum sheet if necessary. Description/Explanation: Project is an amendment to Specific Plans 19 and 19C. Specific Plan 19, approved in 1972, established the development criteria for the area known as Car Country Carlsbad, located east of I-5, South of Cannon Road, west of Car Country drive, and north of the existing Carlsbad Company Stores shopping center. Specific Plan 19C, approved in 1987, was known as the Car Country Expansion area and annexed the area west of Car Country Drive and south of Cannon Road into the existing Specific Plan 19 area. The proposed amendment seeks to expand the list of approved structures for Specific Plan 19 and 19C to include parking structures for the storage of new cars, employee parking, and/or service bays. The parking structures would improve the functioning of the Car Country Specific Plan Area by alleviating some current parking and circulation concerns by better utilizing space within the Car Country SPA. In order to accommodate a parking structure, the proposed amendment also includes provisions for increased building coverage (up to 50%) and building height (not greater than 40 feet), as well as modified setback requirements for future parking structure proposals, only. All setback, building height, and coverage standards for non-parking structures remain unaltered. A minor amendment, the proposal also seeks to combine into one physical document the Specific Plan 19 and 19C texts, which since the approval of 19C, have been maintained as two separate physical documents. The proposed amendment would thus result in the creation of one "Specific Plan 19" text which contains the standards for Specific Plan 19 and 19C, addressed separately, identified as "Original Specific Plan Area" and "Expansion Area." Language has been added to the introduction to the combined Specific Plan explaining the history and current (proposed) format of the document. Hoehn Group Hoehn Associates I have reviewed the proposed amendment to the Car Country Specific Plan. XX I support the proposed amendment to the Car Country Specific Plan I do not support the proposed amendment to the Car Country Specific Plan T. W. HOEHN, III Managing Member May 7, 2003 Your name and title Date Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. I have reviewed the notice from Lexus Carlsbad regarding the proposed amendment to the Car Country Specific Plan. /\ I support the proposed amendment to the Car Country Specific Plan ~~^~ V -• I do not support the proposed amendment to the Car Country Specific Plan Your name and title Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. -3- Doris Brooking Trust/Archie & Verna M Sillers Trust I have reviewed the proposed amendment to the Car Country Specific Plan. f\. I support the proposed amendment to the Car Country Specific Plan I do not support the proposed amendment to the Car Country Specific Plan Your name and title Date Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. JUNE 12, 2002 BALLOT ON AMENDING THE CAR COUNTRY CARLSBAD SPECIFIC PLAN NAME NAME OF DEALERSHIP SUPPORT THE AMENDING OF THE CAR COUNTRY ^ CARLSBAD SPECIFIC PLAN. I DO NOT SUPPORT THE AMENDING OF THE CAR COUNTRY CARLSBAD SPECIFIC PLAN. SIGNITURE JUNE 12, 2002 BALLOT ON AMENDING THE CAR COUNTRY CARLSBAD SPECIFIC PLAN NAME NAME OF DEALERSHIP I SUPPORT THE AMENDING OF THE CAR COUNTRY CARLSBAD SPECIFIC PLAN. I DO NOT SUPPORT THE AMENDING OF THE CAR COUNTRY CARLSBAD SPECIFIC PLAN. SIGNITURE DATE JUNE 12, 2002 BALLOT ON AMENDING THE CAR COUNTRY CARLSBAD SPECIFIC PLAN NAME L NAME OF DEALERSHIP I SUPPORT THE AMENDING OF THE CAR COUNTRY CARLSBAD SPECIFIC PLAN. I DO NOT SUPPORT THE AMENDING OF THE CAR COUNTRY CARLSBAD SPECIFIC PLAN. DAT Sharp LTD Partnership I have reviewed the proposed amendment to the Car Country Specific Plan. \s I support the proposed amendment to the Car Country Specific Plan I do not support the proposed amendment to the Car Country Specific Plan \^>- Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. -3- A<A shamfatniw partnership MAILING ADDRESS: 1035 East Vista Way #113 Vista CA 92084 Phone: 760/732-1313 FAX: 760/726-1214 email: 2sharp@sbcglobal.net March 12,2003 City of Carlsbad Re: Proposed Amendment to the Car Country Specific Plan Parking Structure To Whom it may concern: Sharp Family Limited Partnership is the landowner of the property at 5500 Paseo del Norte, Carlsbad, known as Bob Baker Chrysler/Volkswagen. Timothy M. Sharp and Steven M. Sharp are the Co-General Partners of the Sharp Family Limited Partnership and have the authority to sign in behalf of the Limited Partnership. Enclosed are the signed forms supporting the proposed amendment. Since: Steven M. Sharp, Co-GeneratfPartner Enclosure I have reviewed the notice from Lexus Carlsbad regarding the proposed amendment to the Car Country Specific Plan. X 1 support the proposed amendment to the Car Country Specific Plan _I do not support the proposed amendment to the Car Country Specific Plan Your name and title Thomas H. Noles CHRYSLER REALTY CORPORATION Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. -3- CHRYSLER REALTY CORPORATION ASSISTANT SECRETARY'S CERTIFICATE I am an Assistant Secretary of Chrysler Realty Corporation, a Delaware corporation (the "Company") and I hereby certify that, as of Friday, March 14, 2003, the following person(s) held the office(s) with the Company set opposite his/her name: Thomas H. Noles Vice President WITNESS MY HAND and seal of said Company this 14th day of March, 2003. B. C. Sabbish Assistant .Secretary Subscribed and sworn to before me this 14 day of March, 2003 J( Nancy G. YiVnage A Notary Puofic for the County ofXDakland State of Michigan. My Commission Expires: September 25, 2004 NANCY 6. TURNAGE Notary Public, Oakland County, Michigan My Commission Expires September 25,2004 Rekab Properties I have reviewed the proposed amendment to the Car Country Specific Plan. _X I support the proposed amendment to the Car Country Specific Plan I do not support the proposed amendment to the Car Country Specific Plan Robert H. Baker, President 03/11/03 Your name and title Date Rekab Properties, a California limited partnership Bob Baker Enterprises, Inc.. General Partner Organization or trust (if applicable) Signat Please include proof of office or authority to sign if you are representing an organization or trust. -3- FIRST AMENDMENT TO LIMITED PARTNERSHIP AGREEMENT FOR REKAB PROPERTIES, A CALIFORNIA LIMITED PARTNERSHIP Pursuant to Section 9.01 of the Limited Partnership Agreement for Rekab Properties, a California limited partnership, dated November 1, 1985, Robert H. Baker hereby withdraws as general partner, and Bob Baker Enterprises, Inc., a California corporation, shall succeed Robert H. Baker as general partner, and shall continue tlae business of the partnership. Dated: «=? 7 2/L , 1987 BOB BAKER ENTERPRISES, INC. Robert H. Baker Robert H. Baker President CONSENT OF LIMITED PARTNERS The undersigned limited partners of Rekab Properties, a California limited partnership, hereby elect to continue the business of the partnership and consent to the admission of Bob Baker Enterprises, Inc., a California corporation, as general partner in the partnership. Robert H. Baker Lor en CamprTell jFpankBrock KINROK COMPANY Donald D. Stewart LIMITED PARTNERSHIP AGREEMENT FOR REKAB PROPERTIES, A CALIFORNIA LIMITED PARTNERSHIP Agreement of Limited Partnership made this J_"^_^, day of t.Nie'rt\\>e/r 1985, by and between ROBERT H. BAKER, hereinafter "General Partner", and Robert H. Baker, Ronald Baker, Baker, Terry Plum, Lou Kornik, Robert Monteith, Robert J. Loren Campbell, Donald D. Stewart, Frank Brock, William Kathleen Favour, hereinafter collectively called called Michael Fredrick, H. Carey and "Limited Partners"; IT IS HEREBY AGREED: ARTICLE ONE Name and Place of Business 1.01. The name of the Partnership is "Rekab Properties, a California Limited Partnership". The principal place of business of the Partnership is 730 Camino del Rio North, San Diego, California 92108. ARTICLE TWO Purpose 2.01. The principal purpose of this Partnership is to acquire, own, hold for investment, lease, rent, improve, develop, sell, exchange, transfer or dispose of those parcels of real estate described at Exhibits "A" and "B" attached hereto, and to engage in all general business activities relating to or incidental thereto. ARTICLE THREE Term 3.01. The term of this Partnership shall commence on the date of the filing in the office of the Secretary of State of California of the Certificate of Limited Partnership executed in conjunction with the formation of the Partnership and shall continue for a period of seven (7) years or until terminated in accordance with the subsequent provisions of this Agreement, or as otherwise provided by law. ARTICLE FOUR Capitalization 4.01. General Partner's capital contribution. The General Partner shall contribute to the capital of the Partnership (1) all of his equity in that real property described at Exhibits "A" and "B" attached hereto; (2) all of his right, title and interest as landlord pursuant to that Lease Agreement dated November 1, 1985 between Robert H. Baker and Lamb Chevrolet, Co., a California corporation, a copy of which is attached hereto as Exhibit "C"; and (3) all of his right, title and interest as landlord pursuant to that Lease Agreement dated November 1, 1985 between Robert H. Baker and Lamb Isuzu, Co., a California corporation, a copy of which is attached hereto as Exhibit "D". 4.02. Limited Partners' capital contribution. The Limited Partners shall contribute to the capital of the Partnership, in cash, those suras indicated as follows: Name Robert H. Baker Ronald Baker Michael Baker WrtHH- Initial Cash Contribution $30,000.00 2, 5*00. 2,500. 00 00 Percentage Interest 60% 5% 5% Lou Kornik 00 00 Robert J. Fredrick Loren Campbell 3,000 2,500 2,500.00 2,500.00 1,000.00 1,000.00 1,000.00 1,000.00 500.00 4.03. No interest shall be paid on to Partnership capital. 5% 5% 2% Frank Brock William H. Carey Kathleen Favour 2% 2% the initial contribution 4.04. Additional contributions to Partnership capital, if required from time to time for the conduct of the Partnership business, shall be assessed to and made by each Limited Partner in proportion to his percentage interest in the Partnership. 4.05. Withdrawal and return of capital. (a) No Partner may withdraw any portion of capital of the Partnership and no Partner, General or Limited, shall be entitled to the return of that Partner's contribution to the capital of the Partnership except on dissolution of the Partnership or the withdrawal of that Partner from the Partnership as provided at Article 8 below. (b) distribution of the return of Partnership. No Partner shall be entitled to demand the Partnership property other than cash as part of that Partner's capital contribution to the (c) No Limited Partner shall have a priority over any other Limited Partner as to the return of a contribution upon the dissolution of the Partnership. ARTICLE FIVE to, by, Allocation and Distribution of Profits and Losses 5.01. The net profits of the Partnership shall be allocated and any net losses suffered by the Partnership shall be borne the Limited Partners in proportion to their capital contributions. 5.02. The cash available for distribution, as determined by the General Partner, shall be distributed to the Partners in the proportions specified in Section 4.02, upon the dissolution of the Partnership. 5.03. No Partner shall have the right to receive property other than money upon the distribution of profits. No Partner may be compelled to accept the distribution of any asset in kind from the Partnership in lieu of any distribution of money due that Partner. -2- 5.04. No Limited Partner shall be entitled to any priority or preference over any other Limited Partner as to the distribu- tion of cash available for distribution. ARTICLE SIX Management of Partnership Affairs 6.01. Control and Mangement. The General Partner shall have sole and exclusive control of the Limited Partnership. Subject to any limitations expressly set forth in this Agreement, the General Partner shall have the power and authority to take such action from time to time as he may deem to be necessary, appropriate or convenient in connection with the management and conduct of the business and affairs of the Partnership, including without limitation the power to: (a) Acquire property, including real or personal property, for ,the use of the Partnership upon such terms and conditions as the General Partner may, from time to time, determine to be advantageous to the Partnership; (b) Dispose of the partnership property, either in the ordinary course of the business of the Partnership or, from time to time, when the General Partner deems such disposition to be in the best interest of the Partnership; (c) Finance the Partnership's activities by bor- rowing money from third parties on such terms and under such conditions as the General may deem appropriate. When money is borrowed for Partnership purposes, the General Partner shall be and hereby is, authorized to pledge, mortgage, encumber, or grant a security interest in Partnership properties as security for the repayment of such loans; (d) Employ, retain, or otherwise secure the services of any personnel or firms deemed necessary by the General Partner for or to facilitate the conduct of Partnership business affairs, all on such termsand for such consideration as the General Partner deems advisable; and (e) Take any and all other action which is permitted by law and which is customary in or reasonably related to the conduct of the Partnership business or affairs. 6.02. The Limited Partners shall not have either the obli- gation or the right to take part, directly or indirectly, in the active management or control of the business of the Partnership, except as otherwise permitted in this Agreement and except for the following: (a) Acting as a contractor for or an agent or employee or. the Partnership or a General Partner, or an officer, director, or shareholder of a corporate general partner. (b) Consulting with and advising a General Partner with respect to the business of the Partnership. (c) Acting as surety for the Partnership or guaran- teeing one or more specific debts of the Partnership. (d) Proving or disapproving an amendment to this Agreement. 6.03. (a) Except where any loss to the Limited Partners is -3- caused by the gross negligence or breach of fiduciary duty by the General Partner, is it expressly agreed that the General Partner shall not be personally liable for the return of the capital or any other contributions of the Limited Partner, or any portion thereof, but, on the contrary, that any such return shall be made solely from Partnership assets. (b) The General Partner shall not be liable or accountable in damages or otherwise to the Limited Partners of this Partnership for any acts performed by him or for any inaction or failure to act in the scope of the authority conferred upon him by this Partnership Agreement or otherwise by law, except for acts or omissions which constitute gross negligence or breach of fiduciary duty. 6.04. A Limited Partner or General Partner may engage in or possess an interest in any other business or venture of any nature and description, independently or with others. Neither the Partnership nor its Partners shall have any right by virtue of this Agreement in or to such independent ventures or to income or profits derived therefrom. 6.05. The General Partner may contract with himself or with affiliated parties to provide services, goods or materials for the Partnership or the property such as property management, business counseling, insurance brokerage, real estate brokerage, general consulting, and similar services if the fees for said services are not less favorable to and are competitive with those which the Partnership could obtain from qualified disinterested parties. ARTICLE SEVEN Books, Records, Accounts and Reports 7.01. At all times during the existence of the Partnership, the General Partner shall keep or cause to be kept full and true books of account, in which shall be entered fully and accurately each transaction of the Partnership. The Partnership shall keep at the office of its principal place of businss all of the following: (a) A current list of the full name and last known business or residence address of each Partner set forth in alpha- betical order together with the contribution and the share in profits and losses of each Partner. (b) A copy of the Certificate of Limited Partnership and certificates of amendment thereto. (c) Copies of the Limited Partnerships federal, state and local income tax or information returns and reports, if any, for the six (6) most recent taxable years. (d! Copies of the original Partnership Agreement and all amendments thereto. (e) Financial statements of the Limited Partnership for the six (6) most recent fiscal years. (f) The partnership books and records for at least the current and past three (3) fiscal years. 7.02. Said books and records shall be open to the reason- able inspection and examination of the Partners or their duly authorized representatives. Each Partner has the right to -4- inspect and copy said books and records at all reasonable times provided that he owns an interest in the Partnership at the time of inspection. 7.03. Upon the request of a Limited Partner, the General Partner shall promptly deliver to Limited Partner, at the expense of the Partnership, a copy of the information required to be maintained by Subdivision (a), (b), or (d) of Section (1) of this Article Seven. ARTICLE EIGHT Transfer of Limited Partnership Interest 8.01. The General Partner shall have the right to purchase the interest in this Partnership of any Limited Partner whose business relationship with the General Partner or any affiliate of the General Partner is terminated, or upon the happening of any event which, in the sole discretion of the General Partner, would make such purchase necessary or beneficial to the Partnership. The purchase price for said interest shall be paid in cash in an amount computed according to Paragraph 8.04 below. 8.02. A Limited Partner desiring to transfer, sell, assign or otherwise dispose of his interest in this Limited Partnership shall give the General Partner 30-days prior written no.tice thereof, at the expiration of which the General Partner or his assignee will purchase said Limited Partnership interest for cash in an amount computed according to Paragraph 8.0$ below. 8.03. In the event the General Partner elects not to purchase, or assign the right to purchase, the interest of a withdrawing Limited Partner as provided herein, said interest shall next be offered to the remaining Limited Partners, in proportion to their respective Partnership interests and on the same terms and conditions. 8.04. In the event of purchase of a Limited Partner's interest as provided at Paragraphs 8.01, 8.02 and 8.03, the purchase price shall be the sum of the following: (a) That Limited Partner's initial capital contribu- tion, plus simple interest at the rate of ten percent (10%) per annum from the date of such contribution; and (b) Any further contributions to capital by way of assessment plus simple interest at the rate of ten percent (10%) per annum from the date of each such contribution. 8.05. Any purported transfer, sale, assignment or other disposition of a Limited Partner's interest in this Limited Partnership other than in accordance with this Article 8 shall be void, and the transferee, purchaser or assignee thereunder shall have no rights whatsoever under this Limited Partnership Agreement. ARTICLE NINE Continuing and Successor General Partner 9.01. Upon the death, retirement, adjudication of bank- ruptcy or insolvency of the General Partner, unless the Partner- ship is dissolved as described below, the Limited Partners agree that Rekab Enterprises, Inc., a California corporation, shall succeed the General Partner as General Partner, and shall continue the business of the Partnership. -5- ARTICLE TEN Liquidation, Termination and Dissolution of the Partnership 10.01. The Partnership may be dissolved and liquidated at any time at the election of and in the sole discretion of the General Partner. 10.02. Upon a dissolution and liquidation of the Partner- ship, the proceeds from the disposition of the Partnership's assets shall be distributed pursuant to the priority hereinafter set forth, provided that neither the Partnership nor the General Partner in any way guarantees that there will be distributions in all (or any) of the tiers described below. Said proceeds shall be distributed, as realized, in the following order: First: To the creditors of the Partnership (other than secured\ creditors whose obligations will be assumed or otherwise t-ransferred upon the sale or distribution of Partnership assets); Second: To the Limited Partners in an amount equal to their original capital contribution/- Third: To the General Partner, the balance of such proceeds as received until he has been repaid for all loans or advances previously made by him to the Partnership; and Fourth: Thereafter, the balance of such proceeds to the Limited Partners in proportion to their percentage ownership in the Partnership. ARTICLE ELEVEN Indemnification of General Partner 11.01. The General Partner (including any officer, director or employee of a corporate general partner) will not be liable for any losses arising out of his activities as General Partner resulting from errors in judgment or any acts or omissions, whether or not disclosed, unless caused by willful conduct, bad faith or gross negligence. ARTICLE TWELVE Compensation of General Partner 12.01. The General Partner will not be entitled to any salary or direct, compensation, as such, for his efforts in promoting, organizing or underwriting this Partnership or for his efforts expended in the conduct of the Partnership business. However, in the event a successor general partner is appointed pursuant to Article 9 above, then that successor general partner shall be entitled to compensation in an amount, equal to one percent (1%) of the balance of those proceeds described at Sub- paragraph Fourth of Paragraph 10.02 above. ARTICLE 13 Miscellaneous 13.01. All notices under this Agreement shall be in writing and shall be given to the Partner entitled thereto by personal service or by United States mail, postage pre-paid. Any notice hereunder shall be deemed received after twenty four (24) hours -6- from the date of time of postmark if it is deposited with the United States mail pursuant to the above, or when personally received if the mail service is not used. 13.02. Whenever the singular number is used in this Agreement and when required by context, the same shall include the plural, and the masculine gender shall include the feminine and neuter genders and the word "person" shall include corporation, firm, partnership or other forms of association. 13.03. This Agreement may be executed in several counterparts, and all so executed shall constitute one (1) Agreement, binding on all parties hereto, notwithstanding that all of the parties are not signatory to the original or the same counterparts. 13.04. This Agreement, the certificate and all amendments hereto shall be governed by the laws of the State of California. 13.05. The terms and provisions of this Agreement shall be binding upon and inure to the benefit of the successors and assigns of each respective Partner. 13.06. In the event any sentence or paragraph of this Agreement is declared by a court of competent jurisdiction to be void, said sentence or paragraph shall be deemed severed from the remainder of the Agreement, and the balance of the Agreement shall remain in effect. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. GENERAL PARTNER Robert H. Baker LIMITED PARTNERS R6be"rt H. Baker aker ^~~ ~~\ ~~ Teriry Plum>\ /-TV/VIA"^ K' C'u. G C^t,',: Lc,.'P.) y- //^ Donald_ D. Stewart /X &/ . ^a'thleen Favour / -7- 9 I have reviewed the notice from Lexus Carlsbad regarding the proposed amendment to the Car Country Specific Plan. /> I support the proposed amendment to the Car Country Specific Plan / I do not support the proposed amendment to the Car Country Specific Plan Your name and title tf 0 Organizatio'n or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. -3- MRY-27 03 16:23 FROM:ftRO PPRTNER^ 7604341679 70:4*29291 I have reviewed the notice from Lexus Carlsbad regarding the proposed amendment to the Car Country Specific Plan. I support the proposed amendment to the Car Country Specific Plan I do not support the proposed amendment to the Car Country Specific Plan Your name and title Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. -3- MflY-27 03 16 = 23 FROM:fiRD PflRTNERg| 7604341S79 10=4962929f PflGE:02 I have reviewed the notice from Lexus Carlsbad regarding the proposed amendment to the Car Country Specific Plan. I support the proposed amendment to the Car Country Specific Plan _I do not support the proposed amendment to the Car Country Specific Plan Your name and, ride Organization or trust (if applicable) Signature Please include proof of office or authority to sign if you are representing an organization or trust. -3- fCar Country Dealership Map \Code\APN |A 211-060-13 Owner Weseloh Chevrolet iB J21 1-060-10 /Weseloh Chevrolet |c D E F G H 211-060-09 JGrody GMC/Pontiac 211-060-08 Vacant (City owned) 211-060-07 iGrodyFord 211-060-12 lloyotaUsed 211-060-02 211-060-16 Rorick Buick/ Oldsmobile Toyota Carlsbad I J21 1-060-17 JTownsend Lincoln/ Mercury J 211-060-18 Lexus Carlsbad K |21 1-060-19 iHoehn Honda L (211-060-15 | Bob Baker WW Chrysler Code ]APN } Owner |M 1211-060-14 JN |211-060-06 o p Worthington Dodge Hoehn Acura/ Audi 211-080-01 | Toyota Used 21 1-080-1 1 I Uoyd's Auto Specialties Q 1211-080-12 R is ST 211-080-13 211-080-05 Bob Baker Cadillac/ Subaru Hoehn Infiniti Discover Hyundai 21 1-080-06 | Vacant- leased to Baker | U 1 21 1-080-07 j Worthington Dodge V |211-080-08 |W Hoehn Mercedes Benz 21 1-080-09 | Hoehn Mercedes Benz |X |211-080-10 I Bob Baker Jeep/ Mitsubishi fCor Country Owners Mao Code A B APN Owner \ Code APN Owner 211-060-13 (Cannon Road East LLC ( |M (211-060-14 (Sharp LTD Partnership 211-060-10 Charles B., Jr. and Patricia Weseloh C |211-060-09 (Grody Properties LLC N lo 211-060-06 Doris Brooking Trust/ Archie & Verna M Sillers Trust 211-080-01 (Stellar Properties LLC | D J211-060-08 | City of Carlsbad I |P 1 21 1-080-11 j Helix Land Co, LTD E J211-060-07 JGrody Properties LLC j |Q J211-080-12 JBoehn Group LLC F |211-060-12 (Stellar Properties LLC | JR (211-080-13 |Hoehn Group LLC | G |211-060-02 (ARC- Partners H |211-060-16 (Stellar Properties LLC I 211-060-17 J (211-060-18 K (211-060-19 Robert E & Marilyn J Townsend Trust Stellar Properties LLC Hoehn Associates L (211-060-15 (Sharp LTD Partnership JS (211-080-05 ( Towns end Trust ] |T (211-080-06 U 211-080-07 Townsend Trust Chrysler Realty Corp |V (211-080-08 (The Hoehn Group | JW (211-080-09 (The Hoehn Group (X (211-080-10 I Rekab Properties j Car Country Owners and Tenants/ Dealerships All Specific Plan 19/19C Lots Included APN 211-060-02 211-060-06 211-060-07 211-060-08 211-060-09 211-060-10 211-060-12 211-060-13 211-060-14 211-060-15 211-060-16 211-060-17 211-060-18 211-060-19 211-080-01 211-080-05 211-080-06 211-080-07 211-080-08 211-080-09 211-080-10 211-080-11 211-080-12 211-080-13 Owner ARO Partners Doris Brooking Trust/ Archie & Verna M Sillers Trust Grody Properties LLC City of Carlsbad Grody Properties LLC Charles B., Jr. and Patricia Weseloh Stellar Properties LLC Cannon Road East LLC Sharp LTD Partnership Sharp LTD Partnership Stellar Properties LLC Robert E & Marilyn J Townsend Trust Stellar Properties LLC Hoehn Associates Stellar Properties LLC Townsend Trust Townsend Trust Chrysler Realty Corp The Hoehn Group The Hoehn Group Rekab Properties Helix Land Co, LTD Hoehn Group LLC Hoehn Group LLC Tenant or Dealership Rorick Buick Hoehn Acura/Audi Ken Grody Ford Vacant Grody GMC/Pontiac Weseloh Chevrolet/Hummer Toyota Used Cars Weseloh Chevrolet/Hummer Worthington Dodge Bob Baker VW/ Chrysler Toyota Carlsbad Townsend Lincoln/ Mercury Lexus Carlsbad Hoehn Honda Toyota Used Cars Discover Hyundai Vacant- leased to Baker Worthington Dodge Hoehn Mercedes Benz Hoehn Mercedes Benz Bob Baker Jeep/ Mitsubishi Lloyd's Auto Specialties Bob Baker Cadillac/ Subaru Hoehn Infiniti Site Address 5334 Paseo Del Norte 5556 Paseo Del Norte 5555 Paseo Del Norte NA 5425 Paseo Del Norte 5335 Paseo Del Norte 5124 Paseo Del Norte 5125 Paseo Del Norte 5550 Paseo Del Norte 5500 Paseo Del Norte 5424 Paseo Del Norte 5434 Paseo Del Norte 5444 Paseo Del Norte 5199 Paseo Del Norte 5124 Cannon Rd 5285 Car Country Dr ? Car Country Dr 5365 Car Country Dr 5475 Car Country Dr 5475 Car Country Dr 551 5 Car Country Dr 1050 Auto Center Ct 52 15 Car Country Dr 5245 Car Country Dr Jack Henthorn & Associates 5365 Avenida Enemas, Suite A Carlsbad, CA 92008 (760) 438-4090 Fax (760) 438-0981 Memorandum To: BARBARA KENNEDY FROM: JAYNE DEAVER SUBJECT: CAR COUNTRY SPECIFIC PLAN AREA LEGAL DESCRIPTION DATE: MAY 30, 2003 Lots 1 through 11 of Carlsbad Tract Map 72-3, in the City of Carlsbad, County of San Diego, State of California, according to map thereof no. 7492, filed in the Office of the County Recorder of San Diego, November 30, 1972 as file number 320455 and Lots 1 through 10 of Carlsbad Tract Map 87-3, in the City of Carlsbad, County of San Diego, State of California, according to map thereof no. 12242, filed in the Office of the County Recorder of San Diego, October 28, 1988 as file number 88-552341. Page 1 of 1 City of Carlsbad 1635 Faraday Avenue Carlsbad CA 92008 Applicant: LEXUS CARLSBAD Description Amount SP00019I 46.02 Receipt Number: R0055559 Transaction ID: R0055559 Transaction Date: 02/15/2006 Pay Type Method Description Amount Payment Check 1145 46.02 Transaction Amount: 46.02