HomeMy WebLinkAboutPR 00-08; DSK Carlsbad Partners, LLC; 2000-0527875; EasementRECORDING REQUESTED BY
AND WHEN RECORDED, PLEASE MAIL TO:
City Clerk City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, California 92008
MAIL TAX STATEMENTS TO:
EXEMPT
DOC # 2000-0527875
clct 023 2000 2:56 PM
WFICIAL RECORDS SW DIEGO COUNTY RECORDER’S OfFICE GREGOKY J. SHITHv COUNTY KECOKDER FEES: 0.00 oc: NA
Please record. the document at no
fee as it is to the benefit of the
District (Gov. Code [6103].)
Space above this line for Recorder’s use.
The undersigned grantor(s) declare(s):
Documentary transfer tax is $
(
0.00 fi/fl
) computed on full value of property conveyed, or
( ) computed on full value less value of liens and
Assessor’s Parcel No.: 212-062-04
Project No. & Name: PR 00-08
Carlsbad Research Center, Lot 12
CT 99-17
encumbrances remaining at time of sale.
( ) Unincorporated area: (x) City of Carlsbad , and
FOR A VALUABLE CONSIDERATION,
receipt of which is hereby acknowledged.
CARLSBAD MUNICIPAL WATER DISTRICT
GRANT DEED OF WATER LINE EASEMENT
DSK Carlsbad Partners, a California Limited Liability Company, does hereby grant to CARLSBAD MUNICIPAL
WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of
the City of Carlsbad, its successors and assigns, an easement.
Purpose: the easement granted herein shall be granted for the following purposes: the construction,
operation, repair, reconstruction and all activities necessary to construct, reconstruct, operate, maintain and repair
facilities designed for the general purpose of collecting, storing, transporting, pumping and treating all water, including
surface water? stream water, flood water and ground water flowing into said facilities, and all natural and artificial
drainage ditches and structures of any kind, whether above or below the surface of the ground.
Said facility may include pipelines, pumping facilities, structures designed to control the flow of water and all
facilities and structures associated with said use which are designed to facilitate the use and protect the facility from
natural and other forms of damage including, but not limited to, erosion controi facilities, fences, gates, doors, locking
devices, alarms, lights, and all other protective facilities and devices. The use shall also include a means of access
to and from said facility for the purpose of constructing, operating, repairing, maintaining, inspecting and
Eng\Word\Docs\Masters\Forms\Grant Deed of Water Line Easement 05/l 7190 Rev.
I
,.%, ’ n ? ,’ I,
reconstructing said facility.
The uses described herein shall be exclusive to the Grantee. Grantor herein agrees that no buildings and/or
structures will be erected, walls constructed, fences built nor trees planted, nor may the easement be used by the
Grantor or any other person or entity, including other utilities, whether public or private, for uses whether compatible
or incompatible with the uses described herein without the express written approval of the Grantee.
LOCATION OF THE EASEMENT:
The easement granted herein shall be located within and upon the properties more particularly described in
Exhibit “A” and Exhibit “B” attached hereto and by this reference made a part hereof.
Executed by the Grantor this
2088 .
k day %
GRANTOR:
. A4 /rl mbdev fl #Iof signatory)
By:
(sign here)
(title of signatory)
(Notarial acknowledgement of execution of PROPERTY OWNER must be attached.)
(President or vice-president and secretary or assistant secretary must sign for corporations. If only officer signs, the
corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal
empowering that officer to bind the corporation.)
(If signed by an individual partner, the partnership must attach a statement of partnership authorizing the partner to
execute this instrument.)
. BROWER, Deputy General Counsel
Eng\WordUhcsWlasters\Forms\Grant Deed of Water Line Easement 05/17/98 Rev.
State of e@uFa/z/tP/kq
County of 5 k-H &-WI
On JYfQ .ul e /: &7@ 0 DL
personally appeared
’
@PlHM. /%rnw&&
Name and Title of Officer (e.g., “Jane Doe, N&y Public”) /
x sc/cLcc- , Name(s) of Signer(s) pd6 ersonally known to me - OR - 0 proved to me on the basis of satisfactory evidence to be the person(s)
whose name(s) is/mubscribed to the within instrument
and acknowledged to me that he/she/they executed the
*vwl.wlMMw s cumrmml lllolw
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1
same in his/ker/tf& authorized capacity(ies), and that by
his/herItMY signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted,
executed the instrument.
i WITNESS my hand and official seal.
LwvtLJb .
Signature of Notaly Public
OPTIONAL
Though the information below is not required by law, if 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 Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer’s Name:
Cl Individual
0 Corporate Officer
Title(s):
0 Partner - Cl Limited 0 General
0 Attorney-in-Fact
0 Trustee
C Guardian or Conservator
0 Other:
Signer Is Representing:
TOD of thumb here
Signer’s Name:
0 Individual
0 Corporate Officer
Title(s):
0 Partner - 0 Limited C General
Cl Attorney-in-Fact
0 Trustee
0 Guardian or Conservator
0 Other:
Signer Is Representing:
Q 1995 National Notary Association l 8236 Remmet Ave., P.O. Box 7164 l Canoga Park, CA 91309.7164 Prod. No. 5907 Reorder: Call Toll-Free 1-600-676-6627
JANUARY 24, 2000
J.N.: 99-1030
PAGE 1 OF 5
PARCEL 1:
PROO-08
EXHIBIT "A" WATER EASEMENT
A PORTION OF LOT 12 OF CARLSBAD TRACT NO. 81-10 IN THE CITY
OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA,
ACCORDING TO MAP THEREOF NO. 10330, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWESTERLY CORNER OF SAID LOT 12;
THENCE ALONG THE SOUTHERLY LINE OF SAID LOT 12 SOUTH
52'24'34" EAST, 7.02 FEET TO THE BEGINNING OF A TANGENT
658.00 FOOT RADIUS CURVE CONCAVE NORTHERLY; THENCE EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF
19*11'55", AN ARC DISTANCE OF 220.48 FEET TO THE TRUE POINT
OF BEGINNING, A RADIAL LINE TO SAID POINT BEARS SOUTH
18*23'31" WEST;
THENCE NON-TANGENT TO SAID CURVE AND LEAVING SAID SOUTHERLY
LINE NORTH 16*07'01" EAST, 73.28 FEET; THENCE NORTH 38*12'10" WEST, 96.28 FEET; THENCE NORTH 06*47'50" EAST,
104.67 FEET TO THE BEGINNING OF A TANGENT 160.00 FOOT
RADIUS CURVE CONCAVE EASTERLY; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 30'54'53" AN ARC DISTANCE
OF 86.33 FEET; THENCE TANGENT TO SAID CURVE NORTH 37"42'43"
EAST, 25.62 FEET TO THE BEGINNING OF A TANGENT 510.00 FOOT
RADIUS CURVE CONCAVE SOUTHEASTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 14*05'07" AN
ARC DISTANCE OF 125.38 FEET; THENCE TANGENT TO SAID CURVE NORTH 51°47'50" EAST, 225.79 FEET; THENCE SOUTH 36*05'53"
EAST, 190652 FEET TO THE BEGINNING OF A TANGENT 190.00 FOOT
RADIUS CURVE CONCAVE NORTHEASTERLY; THENCE SOUTHEASTERLY
ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°06'17'f AN ARC DISTANCE OF 6.98 FEET; THENCE TANGENT TO SAID CURVE
SOUTH 38'12'10" EAST, 187.32 FEET TO THE BEGINNING OF A TANGENT 190.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY;
THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02*06'17" AN ARC DISTANCE OF 6.98 FEET; THENCE
TANGENT TO SAID CURVE SOUTH 40*18'27" EAST, 186.61 FEET;
THENCE SOUTH 54°20'03" WEST, 30.26 FEET; THENCE NORTH
40*18'27" WEST, 20.07 FEET TO A POINT HEREINAFTER REFERRED
TO AS POINT "A"; THENCE NORTH 40*18'27" WEST, 16.36 FEET;
JANUARY 24, 2000 J.N.: 99-1030
PAGE 2 OF 5
THENCE NORTH 49*41'33" EAST, 10.16 FEET; THENCE NORTH 40*18'27" WEST, 56.38 FEET; THENCE SOUTH 49'41'33" WEST, 3.64 FEET; THENCE NORTH 40*18'27" WEST, 20.00 FEET; THENCE
NORTH 49O41'33" EAST, 3.64 FEET; THENCE NORTH 40*18'27"
WEST, 33.40 FEET; THENCE SOUTH 49"41'33" WEST, 20.00 FEET; THENCE NORTH 40°18'27' WEST, 35.00 FEET; THENCE NORTH 49'41'33" EAST, 16.44 FEET; THENCE NORTH 38'12'10" WEST,
18.85 FEET; THENCE NORTH 51*47'50" EAST, 3.30 FEET; THENCE NORTH 38*12'10" WEST, 85.65 FEET; THENCE SOUTH Sl"47'50"
WEST, 11.06 FEET; THENCE NORTH 38°12'10" WEST, 20.00 FEET; THENCE NORTH 51°47'50" EAST, 11.06 FEET; THENCE NORTH 38°12'10" WEST, 62.29 FEET; THENCE SOUTH 51*47'50" WEST,
3.21 FEET; THENCE NORTH 38'12'10" WEST, 20.00 FEET; THENCE
NORTH 51°47'50" EAST, 3.38 FEET; THENCE NORTH 36°05'53"
WEST, 168.82 FEET; THENCE SOUTH 51*47'50" WEST, 4.06 FEET;
THENCE SOUTH 38*12'10' EAST, 13.63 FEET; THENCE SOUTH 51*47'50" WEST, 20.00 FEET; THENCE NORTH 38'12'10" WEST,
13.63 FEET; THENCE SOUTH 51*47'50" WEST, 69.99 FEET; THENCE
SOUTH 38'12'10" EAST, 21.16 FEET; THENCE SOUTH 51"47'50" WEST, 20.00 FEET; THENCE NORTH 38*12'10" WEST, 21.16 FEET;
THENCE SOUTH 51*47'50" WEST, 10.76 FEET; THENCE SOUTH
38*12'10" EAST, 31.05 FEET; THENCE SOUTH 51*47'50" WEST,
30.00 FEET; THENCE NORTH 38*12'10" WEST, 27.50 FEET; THENCE
SOUTH 51'47'50" WEST, 10.58 FEET; THENCE NORTH 38*12'10"
WEST, 13.55 FEET; THENCE SOUTH 51*47'50" WEST, 34.63 FEET
TO THE BEGINNING OF A TANGENT 490.00 FOOT RADIUS CURVE
CONCAVE SOUTHEASTERLY; THENCE SOUTHWESTERLY ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 14*05'07" AN ARC DISTANCE
OF 120.46 FEET; THENCE TANGENT TO SAID CURVE SOUTH
37*42'43" WEST, 25.62 FEET TO THE BEGINNING OF A TANGENT
140.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY; THENCE
SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
26'58'42" AN ARC DISTANCE OF 65.92 FEET; THENCE NON-TANGENT
TO SAID CURVE SOUTH 83*12'10" EAST, 17.62 FEET; THENCE
SOUTH 06°47'50' WEST, 20.00 FEET; THENCE NORTH 83*12'10"
WEST, 17.95 FEET; THENCE SOUTH 06'47'50" WEST, 5.18 FEET TO
A POINT HEREINAFTER REFERRED TO AS POINT "B"; THENCE SOUTH 06*47'50" WEST, 20.00 FEET; THENCE SOUTH 06*47'50" WEST,
60.81 FEET; THENCE SOUTH 38*12'10" EAST, 98.26 FEET; THENCE
SOUTH 16*07'01" WEST, 84.03 FEET TO THE BEGINNING OF A NON-
TANGENT 658.00 FOOT RADIUS CURVE CONCAVE NORTHERLY, SAID
POINT ALSO BEING A POINT ON THE SOUTHERLY LINE OF SAID LOT
12, A RADIAL LINE TO SAID POINT BEARS SOUTH 16*38'59" WEST;
-
JANUARY 24, 2000 J.N.: 99-1030
PAGE 3 OF 5
THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
01*44'32" AN ARC DISTANCE OF 20.01 FEET TO THE TRUE POINT
OF BEGINNING.
AREA 0.68 ACRES
PARCEL 2:
A PORTION OF LOT 12 OF CARLSBAD TRACT NO. 81-10 IN THE CITY
OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA,
ACCORDING TO MAP THEREOF NO. 10330, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT SAID POINT "B"; THENCE SOUTH 83*12'10" EAST,
39.82 FEET; THENCE NORTH 06*47'50" EAST, 3.24 FEET; THENCE
SOUTH 83*12'10" EAST, 20.00 FEET; THENCE SOUTH 06*47'50"
WEST, 3.24 FEET; THENCE SOUTH 83°12'10" EAST, 103.13 FEET;
THENCE NORTH 51*47'50" EAST, 64.47 FEET; THENCE SOUTH 38°12f10w EAST, 39.89 FEET; THENCE NORTH 51*47'50" EAST,
10.57 FEET; THENCE SOUTH 38*12'10" EAST, 20.00 FEET; THENCE SOUTH Sl"47'50" WEST, 10.57 FEET; THENCE SOUTH 38*12'10"
EAST, 102.84 FEET; THENCE SOUTH 00*50'27" WEST, 89.54 FEET; THENCE NORTH 20°06'02" EAST, 13.21 FEET; THENCE SOUTH
69'53'58" EAST, 20.00 FEET; THENCE SOUTH 20°06'02" WEST,
23.65 FEET; THENCE SOUTH 69*53'58" EAST, 29.64 FEET; THENCE
NORTH 20*06'02" EAST, 4.59 FEET; THENCE SOUTH 69*53'58"
EAST, 20.00 FEET; THENCE SOUTH 20*06'02" WEST, 4.59 FEET;
THENCE SOUTH 69*53'58" EAST, 14.14 FEET; THENCE NORTH
68°52'11" EAST, 58.33 FEET TO THE BEGINNING OF A TANGENT
190.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
07*28'37" AN ARC DISTANCE OF 24.79 FEET; THENCE TANGENT TO
SAID CURVE NORTH 61*23'34" EAST, 97.70 FEET TO THE BEGINNING OF A TANGENT 140.00 FOOT RADIUS CURVE CONCAVE
NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 07*03'31" AN ARC DISTANCE OF 17.25 FEET; THENCE TANGENT TO SAID CURVE NORTH 54*20'03" EAST, 63.01 FEET TO SAID POINT "A", SAID POINT ALSO BEING A
POINT ON THE WESTERLY LINE OF SAID PARCEL 1; THENCE ALONG SAID WESTERLY LINE SOUTH 40*18'27" EAST, 20.07 FEET; THENCE
LEAVING SAID WESTERLY LINE SOUTH 54°20'03" WEST, 64.64 FEET
TO THE BEGINNING OF A TANGENT 160.00 FOOT RADIUS CURVE
CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG SAID
I, .
JANUARY 24, 2000
J.N,: 99-1030
PAGE 4 OF 5
CURVE THROUGH A CENTRAL ANGLE OF 07*03'31" AN ARC DISTANCE
OF 19.71 FEET; THENCE TANGENT TO SAID CURVE SOUTH 61'23'34" WEST, 97.70 FEET TO THE BEGINNING OF A TANGENT 210.00 FOOT
RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY
ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 07*28'37" AN ARC DISTANCE OF 27.40 FEET; THENCE TANGENT TO SAID CURVE
SOUTH 68*52'11" WEST, 65.85 FEET; THENCE NORTH 69*53'58"
WEST, 63.77 FEET TO A POINT HEREINAFTER REFERRED TO AS
POINT "C"; THENCE NORTH 69*53'58" WEST, 20.00 FEET; THENCE NORTH 69'53'58" WEST, 18.08 FEET; THENCE NORTH OO"50'27"
EAST, 5.07 FEET; THENCE NORTH 89*09'33" WEST, 27.85 FEET;
THENCE NORTH 00*50'27" EAST, 23.00 FEET; THENCE SOUTH
89'09'33" EAST, 7.84 FEET; THENCE NORTH OO"50'27" EAST,
16.61 FEET; THENCE SOUTH 89*09'33" EAST, 20.01 FEET; THENCE NORTH OO"50'27" EAST, 43.74 FEET; THENCE NORTH 89*09'33"
WEST, 7.18 FEET; THENCE NORTH OO"50'27" EAST, 10.00 FEET;
THENCE SOUTH 89°09'33" EAST, 7.18 FEET; THENCE NORTH
OO"50'27" EAST, 9.29 FEET; THENCE NORTH 38*12'10" WEST,
135.64 FEET; THENCE SOUTH 51*47'50" WEST, 52.75 FEET; THENCE NORTH 83"12'10" WEST, 111.42 FEET; THENCE SOUTH
06*47'50" WEST, 10.25 FEET; THENCE NORTH 83*12'10" WEST,
20.00 FEET; THENCE NORTH 06*47'50" EAST, 10.25 FEET; THENCE
NORTH 83*12'10" WEST, 39.82 FEET TO A POINT ON THE EASTERLY
LINE OF SAID PARCEL 1; THENCE ALONG SAID EASTERLY LINE NORTH 06*47'50" EAST, 20.00 FEET TO THE POINT OF BEGINNING.
AREA 0.43 ACRES
PARCEL 3:
A PORTION OF LOT 12 OF CARLSBAD TRACT NO. 81-10 IN THE CITY
OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA,
ACCORDING TO MAP THEREOF NO. 10330, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
BEGINNING AT SAID POINT "C"; THENCE SOUTH 20*06'02" WEST,
40.97 FEET TO THE BEGINNING OF A NON-TANGENT 70.00 FOOT
RADIUS CURVE CONCAVE SOUTHERLY, SAID POINT ALSO BEING A
POINT ON THE SOUTHERLY LINE OF SAID LOT 12, A RADIAL LINE
TO SAID POINT BEARS NORTH 43*26'53" EAST; THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL
ANGLE OF 16*59'52" AN ARC DISTANCE OF 20.77 FEET; THENCE
NON-TANGENT TO SAID CURVE AND LEAVING SAID SOUTHERLY LINE
. . . -.
NORTH 20*06'02"
EAST, 20.00 FEET
AMA 0.02 ACRES
JANUARY 24, 2000
J.N.: 99-1030
PAGE 5 OF 5
EAST, 35.67 FEET; THENCE SOUTH 69'53'58"
TO THE POINT OF BEG,INNING.
W:\MSOFFICE\WINWORD\99103O\WtKeSmt.lgl
I.. .
., ’ 1
-
LiU- 72 OF CARLSBAD
RESEARCH C’i5N?iiU
WATER GISEMENT - PARCEL I
WATER E4SEMENT - PARCEL 2
WATER GISEMENT - PARCEL 3
- - - - PROPERN L/NE
------ EXISTING DISEMENT LINES
leAsIs THE &AS/S OF BfiRiNGS FOR 7H/S PLAT IS A PORnON OF THE CENTERLINE OF
PRIESTLY DRIVE AS SHOWN ON PARCEL MAP NO. 142.58 I.E. N52’24’34?4.
E LOT 12 OF CARLS6MD 7724CT NO. 81-10 IN 7HE CITY OF CARLS6HD COUNTY OF
SIN DIEGO, SDITE OF CHLIFORNBI, ACCORDING TO MP THEREOF NO. 10330, F/L ED IN 7YYE OFK’CE OF THE COUNTY RECORDER
OF 3;4N DIEGO COUN% FEBRUARY 78, 1982.
cr 99-17
EASEMENT DAlA I
@ on&gJ554RlffG hwus uiwv
:
N 52-24’34’ W - zoz’ A=lP’ll%- 6I5tm?’ 220.48’
3 Iv rso7’or’r - 7J28’
4 N 38W2'10' W - 96.28'
‘25.38’ 9 1 N 5/*47’50” f 1 - 1 22579’
..-- - , .--.- i &8~7e W 1 - 1 56.38’ 201 srsul*P3’w I-IJM’
21 1 N 40’18’21’ W 1 - 1 20.00’
22 I N 4s’rrlu’ f I - I A54’
. . -- .- . - -. , . ----- s 5/‘17’50’ w - 11.06’ 31 N 3i9.12’10’ W - 2p.00’
32 N 51’47’50” f - ? f.06’
SEE .5M’ii 4 FOR COM7tIU477ON OF MDI ;rABLt:
G:\JOBS\991030\9930PO1.DWG 6-13-00 114640 am EST
. - - .‘. .
air SHEET 3 --
LOT 72 OF CARLSBAD
RESEARCH CEl7iiR
kz-Pm I
5woFQdwM su!(. IO0 klieod. MM wma
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Rosuir*l 7c+93,-7700 w-3 Fmc760-w-860
REQUESTED BY: DSK CARLSBAD
WATER EASEMENT SHT. 2 OF 5 SHT!
1 PREPARED BY:
i?4RtiERs, UC PAT@&U N. O’DAY
683h PROO-08 A-p-N. 212-062-o
P.O. BOX 2156
RANCH0 SANTA FE. CA. 92067 R.C.E. 27&t MP. 3/31/01 DATE 01-12-00
G:\JOBS\991030\9930POl~DWG 6-13-00 114640 am EST xke&za&Lw~9
.suaw..m BOUNDARY -)t ’
1 I I
kI 9 s d h 4 I /
h
I %
3 si * r
5.
'4 d
.I,. ’ - . . .,
LOT 12 OF CARLSBAD
RE55ARCff CENTER
63’
I - - - f- -
I
BWNDARY
-I=--
--- su6D~v=3- _I --P----M ~~~~--~~~--~-~~~~- 1
- SUiD~M9~ I
BWWARY a 1 m m CkQI 1 14
. $WEUE# BY:
9RTNERS, -ii
.O. BOX 2156 9NCHO SANTA FE, CA. 92067
i:\JOBS\991030\9930PO1.DWG
a LOT 12 OF CARLSBAD \
GWSIJNG t27ER Ike DLDlCA770V Fm PU6’LX
TO WY of CARL. P,fR MAP NO. 1033D ,\\\\WI I I
;&QUES&E& BY:
PARTNERS, UC
P-0. BOX 2156
~:\JOBS\991030\9930POLDWG 6-13-00 11:16:10 am EST hbk-s.iE4m~AP
EASEMENT DATA
@ MisgmfaNG R4DILs LAmi
35 N 3rf2’10’ w - 2000
36 N 51’47’50 E - LB’
37 N 3soS’sJ’W - 168.82’
38 s 5177’50’ w - 4.06’
SiZ SHE67 5 FOR i27h7JNUGWN
EXHIBIT ‘B’
OF A4M 546”
WATER EASEMENT SHT. 4 OF 5 SHTS.
1 PREPARED By:
LOT 12 OF CARLSBAD
RESEARCH CEITER
1 EASEMENT DATA 1
- . - -. - . . . - ._-- ii 1 A- 0?'44'32' 1 65B.GO'I 2001' 65 I s 8sr2’m’E I - I 3.612’ I I -----
661 N06v7’50’E I-1 J24’ 67 i .c ~?'17'117*~ I - I 2QoO’ , --v-s” b
I ii I cfw47'~Dw -
--_--
, .-““,I I ii I c Rz-17
324’
70’ E 70 ” -*“’
- IO%xN’
tV5/475O’E - 6447’
71 s 38v2’?O’E - 39..w
72 N 51’47’50’ E - 10.57’ 73 S 38V2’10” E - 20m* 74 s 5?‘17’50’ w - 10.57’
A= 07V33r' 110.00' 1i25
89 NSI’a’OJ”E - 6..OI’
90 s54mm’w - 6464 - -. -- -- _ ..-. 1 91 I A= oTm31” I 16000’ I 19.71’ 1
REQUESTED BY: DSK CAfXSBAD
I WATER EASEMENT SHT. 5 OF 5 SHTS.
1 PREPARED BY:
PARTNERS, LLC PATRIm. O’DAY
P.O. BOX 2156 4272% p R 0 0 - (3 8 A.P.N. 212-062-04
RANCH0 SANTA FE, CA 92067 R!tlf. 2721&P. 3/31 /Ol DATE 01-12-m
G:\JlJBS\991030\9930P01.DWG 6-13-00 11:16:10 am EST
1 EASEMENT DATA 1 @o> DELIT~BMIM MDIUS UNUH
92 S 61’23’jl’ W - 91: 70’ 93 A = OT28’J7’ 21o.m’ 21.40’
94 s W52’11’ w - 6585’
95 N 6933’58’ W - 6377'
96 N 69’53’58’
"l.. I
t 97
_- -- _- l ; - 20.00’
- -- N 6953’%* W l&08’ I - 5.07’
.+r - . -.-. 20.01’ !X?7’E - G-74’
t9’3.3’w - 7m'
t 109 1 N .Sl2’/0” W 1 - 1 135.64’ 1 __ __ .- _
II0 1 s 5lU7I50’ w I - I 52.75’ I
111 N &?J .- .- ~_ ._ -- -. ,
rI2'1o'w I - I 111.42’ I
112 s or47’so’w - 10.25’
f1.T N tWl2’lO’W - 20.00’
SEE SHE- I & 4 fOR ADD/l7OMl
n4Gl rAHE.x
I EXHIBIT ‘8’ I
CERTIFICATION FOR ACCEPTANCE OF DEED
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This is tqS$$wfj~#@ihe interest in real property con,&(j by th#‘:heed or grant This is tq#$vfif#f&~he interest in real property con,&(j by ttj#‘:heed or grant
3 ?&:I^: 3 ?&:I^: .’ .’ ^, ^, .’ .’ ::.is:y,,$ :. ::.is:y,,$ :. < <
dated May 11; 206O:from DSK~Carlsbad P&ners;LLC, to the City of Cansbad, a dated May 11; 206O:from DSlCCz&bad P&ners;LLC, to the City of Cansbad, a ;j 2 ;j 2 : ; j ., :_ : ; j ., :_
Municipal Corporation;fo the City of Carlsbad, a Municipal Corporation; is hereby Municipal Corporation;fo the City of Carlsbad, a Municipal Corporation; is hereby
accepted by the City CouncifFdflthe City of Carlsbad, California, pursuant to Ordinance accepted by the City CouncifFdflthe City of Carlsbad, California, pursuant to Ordinance
No. NS-422, adb~terf~on.‘.~~ptember 16, 19971 a&the grantee.consent&to the No. NS-422, adb~terf~on.‘.~~ptember 16, 19971 a&the grantee.consent&to the _, _, i, +::.; I : i, +::.; I : : s ),I is ; : s ),I is ; 1% 1% ‘-~-& 3, ,, ‘-~-& 3, ,, recordation therec#j!by its%&@ythorized officer. recordation therec#j!by its%&@ythorized officer. <’ <’
: : ~~‘:g#:l:;ri : ~~‘:g#:l:;ri : >‘I : ‘SC$ j.& >‘I : ‘SC$ j.& ..: ..: ,,t ‘, ,,t ‘, ; js: ; I,; ; js: ; I,; ; j. ; j. 3 i_!_ ’ j 3 i_!_ ’ j ‘ ‘ :; Lz.j ;,.;:j :; Lz.j ;,.;:j
( :: ( :: .‘>,l jl .‘>,l jl .’ .’ ;!jii ;!jii ,‘: ,‘: ,: ,: ,;,:: ,;,:: ..: ..: ,I’ ‘,,1 ;_;.. ,I’ ‘,,1 ;_;.. ,,; ,I: ,,; ,I: .‘. .‘. ,: ,: : i. : i. ,::>;.,, ,::>;.,, I b I b
DATED: September 12,200O DATED: September 12,200O
Sent. By:\SCJACCA IXJELOPMENT; __ 619 756 5145; x. . Mar-2Q.00 10:51; Page 2
OPEUTING AGREEMENT
FOR DSK CARLSBAD PARTNERS. LLC
This Operating Agreement (the “Agreement”) is made and e&red into as of the 16lh day
of December, 1998, by and between RICHARD C. DENTT, FRANK J. SCJACCA, and JON R
KURTIN, whose principal business address is 3838 Can&o de1 Rio North, Suite 300, San
Diego, California 92108, (collectively, the “members”).
WHEREAS, the parties have agreed tu urganiz~ a limited liability company named DSK
CARLSBAD PARTNERS, LLC (hereinafter referred to as the “Company”); and
WHEREAS, this Agreement sets fbrth the understandings of the parties htieto with
respect to the organiation and operation of the Company and the scope and conduct ofita
business.
NOW, THEREFORE, in consideration of mutual covenants and other good and valuable
consideration, the receipt and legal sufficiency of which are hereby acknowledged, the parties
hereby agree as follows:
1. ORGANJZATION.
a. Term. The Company &all continue until December 31,2038, unless the
Company is sooner terminated, as berein provided.
b. Character of Business: Powers. The Company is formed to transact the business
set forth in its Articles of Organkation in compliance with the laws of the States of California,
codified in the California Corporations Code, S&on 17000 a a. (the “Act”), and, in relation
to the transaction of such business, to have and exercise any and all of the powers and rights
which a limited liability company may lawfully exercise pursuant to the Act.
The Company’s ability to incur debt shall be limited to the debt which relates to the
initial acquisition financing and subsequent development and construction fhnciug au&r joint
venture financing of the Property consisting of approximately 7.71 acres and described as Lot
12 of C&bad Tract 8 l-1 0 of the Carl&ad Research Center, Carlsbad, California (the
“Property”) and liabilities in the ordinary course of business relating to the ownership and
operation of the Property.
The Company shall be prohibited from dissolving, liquidating, consolidating, merging or
selling all or substantially all of its assets or amending its Articles of Organization so long as the
initial financing for its purchase of the Property remains in place.
.
dskcdE~.owc 1
Sent By:> SCIACCA D<VECOPMENT; I * - 619 756 5145; Mar-20-00 lo:51 ; Page 3
c. Certain Clefinitions. As used herein, the following terms have the following meanings:
(1) “Distribution Percentage” means, for each Member, the percentage set forth
opposite such Member’s name, as follows:
Distribution
ember Percentage
Richard C. Dentt 33 l/3%
Frank J. Sciacca 33 l/3%
Jon R. Kurtin 33 113%
TOTAL 100.0%
II l * * m for each Member, also, shall mean each above-mentioned percentage,
as may bc adjusted from time-to-time, according to the provisions of this Agreement.
(2) ‘Qperatinv Proceeds” for the applicable period means the gross receipts of the
Company during such period plus any reductions in funded reserves arising out of the reversal of
such reserves, less the following: (a) cash operating expenses paid during such period, (b)
interesl and ptincipal paid during such period on any indebtedness of the Company, (c) cash
expenditures for capital improvements and other capital items paid during such period, and (d)
additions to funded reserves made during such period.
d. Separateness Covenants. The Company agrees to abide by the following
“separateness covenants”:
(1)
(2)
(3)
(4)
(6)
(7)
(8)
To maintain its books and records separate fkom any other person or entity.
To maintain its accounts separate from any other person or entity.
Not to commingle assets with Lhose of any other entity.
To conduct its own business in its own name.
To maintain separate financial statements.
To pdy its own liabilities out of its own fknds.
To observe all limited liability company formalities.
To maintain an arm’s-length relationship with its afllliates.
2
Sent, By: 5CIACCA DEVELOPMENT; 619 758 5145; -_ Mar-20-00 10:52; Page 4
(9)
(10)
01)
WI
(13)
w
(13
(16)
(17)
To pay the salaries of its own employees and to maintain a sufkient number of
employees in light of its contemplated business operations.
No1 to guarantee or become obligated for the debts of any other entity or hold out
its credit as being available to satis& the obligations of others.
Not to acquire obligations or securities of its Members.
To al locate fairly and reasonably any ovcrhcad for shared offke space.
To use separate stationery, invoices and checks.
Not to pledge its assets for the be&it of any other entity or make any loans or
advances to any entity.
To bold itself out as a separate entity.
To correct any known misunderstanding regarding its separate identity.
To maintain adequate capital in light of its contemplated business operations.
2. CAPITAL CONTRIEWTIONS.
a. mof The following Members shall contribute to the capital of
the Company, in oasb, the respective amounts shown opposite their names, as follows:
Cash
Member Q&&J&Q
Richard C. Dentt S466,666.00
Frank J. Sciacca $466,666.00
Jon R. Kurtin M66,667.00
'SOTAL $1,400,000.00
b. Contributions of Pronertv. The following Members shall contribute to the capilat
of the Company the property and assets described for each respective member with the
respective values shown opposite their names, as follows:
Sent. By: GCIACCA DEVELOPMENT; . . .,’ _ 619 756 5145; Mar-20-00 10:52; Page 5
Pr0perty
Contributios
None
None
None
TOTAL None
Note: If “None” is stated above under “Property Contribution” then no Exhibit “B” is attached.
C. Credits to Car&d ACCOQQ,& . Each such contribufinf; Member’s Capital Account
shall be credited with the cash amounts and the values of the property as set forth above.
d. Nom-v C ’ Tn no event shall any Member be be.
required to contribute Capital to restore a negative balance in such Member’s Capital Account
upon the liquidation of the Company or such Member’s Tnterest, or at any other time.
3. DTSTRTBUTIONS. The Company’s Operating ~ceeds shall be distributed to the
Memberspro ruta zcording 10 U&r respective Distribution Percentages, at such times as the
Managing Members shall determine by Major Decision Approval (but not Tess frequently thau
WdYb
4. ALLOCATION OF PROFITS AND LOSSES,
a. Prulits and Losses. Subject to Section 4.b., the Company’s income, gain, loss,
deductions and credits (and items thereoi), tbbr each fiscal year of the Company, shall be allocated
among the Members (for both book and hx purposes)pro rata according to their re.spective
Distribution Percentages.
b. AlA. The Members may, by Major Decision
Approval, specially allocate (for book and/or tax purposes) items of income, gain, loss and
deduction among the Members during any fiscal year of the Company and/or upon the
liquidation of a Member2 Interest or the liquidation and termination of the Company, .W as to
cause the Member’s Capital Accounts to be consistent with the manner in which they agreed lo
share distributions hereunder (as reflected in Section 3).
5. ACCOUNTWG.
a L. The books and records of the Company shall
bt: kept, and the financial position and the results of its operations recorded, in accordance with
generally accepted accounting methods, consistently applied, except that the Members’ Capital Accounts shall be maintained as provided in this Agreement. The Company shall be on the cash
or accrual basis, as agreed upon by the Members, for both tax and accounting purposes. Jon R.
Sent By: SCIACCA DEVELOPMENT; . . '.* __ 619 756 5145; Mar-20-00 10:52; Page 6
Kurtin is hereby designated as the “tax matters Dartner” (as such term is defined in Code section
623 1 (a)(7)) or the equivalent representative for the Company.
b. Fiscal Year. The fiscal year of the Company shall be the calendar year.
c. Cm. A capital account (a “Canital Account”) shall be established
for each Member and determined, maintained and adjusted in accordance with Treasury
Regulations $1.74-l(b)(2)(iv) and in accordance with the provisions of this Agreement. The
Capital Accounts of the Member shall be adjusted upon each distribution of property by the
Company to a Member to the extent required by and in the manner described in Treasury
Regulations $1.704-1 (b)(2)(iv)(e).
d. 754 Election. In the case of a transfer of an Interest which is permitted by this
Agreement and which is made in the manner provided in Code section 743, then upon the request
of the transfcrcc of such Interest, the Company shall file an election under Code section 754 in
accordance with procedures set forth in the Treasury Regulations applicable thereto.
6. POWERS, RTGHTS AND DUTIES OF h+llWBERS.
. 3. Manaeer’s vv and Dutiq. Richard C. Dentt, Frank J. Sciacca and Jon R. Kurtin are the Managing Members of the Company and shall have the right, 3uthority,
and responsibility to generally supervise and control the operation and management of the
business and affairs of the Company and to perform other duties provided elsewhere in this
Agreement to be performed by the Members. No Member other than the Managing Members
shall take any action as a Member to bind the Company, and shall indemnify the Company for
any costs or damages incurred by the Company as a result of the unauthorized action of such
Member.
b. &q&i ti n 0 Notwithstanding the jJ&mbers.
provisions of Section 6.a., no action shall be taken or sum expended OT obligation incurred by the
Company or the Managing Members wilb respect lo a matter within the scope of the Unanimous
Decisions (as defined below) affecting the Company. “Unanimous Decisions” shall include the
following:
(1) Filing or consenting to the filing of3 bankruptcy or insolvency petition or
othtisc instituting insolvency proceedings;
(2) Dissolving, liquidating, consolidating, merging or selling all or substantially all of
the assets of the Company;
(3) Engaging in any business activity not specified in the Articles of Organization;
3nd
dskcdrhanmp 5
Sent: By: gCIACCA DEVELOPMENT; _ 619 756 5145; . , ' Mar-20-00 10:52; - Page 7
(4) Amending the Company’s organisational documents including the Articles of
Organiation and this Operat& Agreement.
C. Managjn~ Members’ Indemnification. ‘I’he Managing Members shall not be
responsible or accountable in damages or otherwise to the Company or the Members for any
action taken or failure to act on behalf of the Company unless flu;h action or omission was an
intentional bmach of this Agreement or constituted gross negligence, bad fkith or wanton or
willfL1 misconduct. Except with respect to the foregoing actions or decisions for which a
Managing Member is accouutable to the Company and the other Members, the Company shall
indemnify and hold harmless the Managing Member tim any loss, damage, liability or expense
incurred or sustained by it by reason of any act performed or any omission far or on behalf of the
Company or in furtherance of the busincsa of the Company, including any judgment, award,
settlement, reasonable attorneys’ fees and other costs and expenses (which may be advanced by
the Company) incurred in connection with the defence of any actual or threatened action,
proceeding or claim.
d. C. The Company shall not pay
the Managing Members or any other Mcmbcr any salary or other compensation for acting as
Members hcreundcr or for any service rendered to the Company.
The Company shall reimburse the Managing Members or any other Member for all
reasonable out-of-pocket cxpcnses incurred by them in connection with the discharge of their
obligations under this Agmment or otherwise incurred on behalf of the Company; provided,
howcvcr, that the Company shall not reimburse the Members for (1) expenses incurred outside of
the Compaq3 usual course of business unless such expenses were authorized by unanimous
approval of tbc Members, or (2) any personal expenses. Any disputes as to the reasonableness or
nature of expenses submitted by a Member for reimbursement shall be resolved by a majority, by
number, of tbc disinterested Members then entitled to vote and such determination shall be
conclusive on all parties.
C. Determination bv Mem& . Notwithstanding anything to the contrary in &iv
Agreement, a determination by those Members owning the requisite Distribution Percentages, as
set forth herein, shall be effective whether or not votes are cast at a meeting of Members, or by
formal or informal, oral or written instructions of sur;h Members, and such determination so
made by the Members authorized to do so shall be effective regardless ofthe number of
Members who may actually vote thereon, or have notice of the proposed determination. Tn no
event shall a Member who is in default under this Agreement at the time a vote is taken or a
decision is ma& be entitled to vote in respect of any act, determination or decision of the
Company.
7. ‘TRANSFERS OF INI’ERESTS.
a. Restrictions. Except as provided in Section 7.b., no sale, assignment, exchange,
Sent By: +CIACCA DEVELOPMENT; _ 619 75% 5145; . , Mar-23-00 10:53; Page an2
tramfer, encumbrance or hypothecation (each a “lkansfq”), shall be made by any Member of the
whole or any part of his or her interest without the prior written consent of all of the other
MC3Tb-S.
If any Transk (o&r than a Trader described herein) is purported to be made or
suffered without complying with the applicable provisions in this Section, such puxported
Transfer shall be void ab inilio, and an option to purchase such Interest for a Purchase Price
equal to the Withdrawal Value shall be deemed to have been granted tc, the Company as of the
dale Iht: Company tirst learns of such purport& Transfer, In &or&g this provision, the
Company may refusr: to transkr any Interest or any claim thereto in addition, and without
prejudice, to any and all other rights or remedies which may be available to it and/or the
McmberS.
h. Any Member may Transfer (by inter vivus or testamentary disposition) his or her
Intcrcst in the Company or any part thereof if such Transfer is made (1) to any Family Member
or in the case of a revocable infer vivos trust which is a Member, to the grantor and/or to any
Family Member with respect to the grantor, (2) if such Member is a trust, to the beneficiaries of
such trust by operation of its governing instrument, (3) to any other Member or Family Member
of such other Members, (4) to a trust which has as its beneficiaries only such Member or Family
Member(s) of such Member, (5) if such Member is a corporation, limited liability company or
partnership, to effect the distribution of its Interest to its shareholders, members or partners (as
the case may be), and/or (6) to any partnership, limited liability company or corporation, 100
percent of the beneficial ownership of which is owned, directly or indirectly, by such Member
and/or any of the persons (“Pcrmittcd Transfwees”) in (1 ), (2) or (3) above. For purposes of this
Section 7.b., the term “J%milv Member” shall mean a spouse, child, spouse of a child,
grandchild, sister, brother, or parent (each a “me Relative”) of the person in question or a
lineal descendant of nny such Close Relative.
L;. .’ Assirmment: Documents. All whole or partial Interests Transferred,
pursuant to the provisions of this Article shall be subject to the restrictions and obligations set
forth in this Agreemenl. Unless otherwise agreed by the Members or expressly provided herein,
no Transfer permitted hereunder shall relieve the assignor from any of its obligations under this
Agreement accruing prior to such Transfer.
In the event any Interest is Transferred to any person (other than another Member) in
accordance with the provisions set forth in this Section, such purchaser or successor to such
Interest (the “$kcessor”) shall succeed 10 such Inkrcst as an assignee under the Act and shall
have no right to become a substitute Member and participate in the management of the business
and affairs of the Company; provided, however, that the Successor shall be liable for the
obligations of his assignor under this Agreement. A Successor that is not in default under this
Agreement (by reason of his or his prcdccessor’s uncured failure to perform any obligation under
this Agreement) shall have the right to petition, by written notice to the Company, to become a
yubslilutc Member upon the titten consent of all of the Members. As additional conditions to
Sent By: SCIACCA DEVELOPMENT; ’ 619 756 5145; . . *. -4 Mar-20-00 10:53; Page 9112
the Successor’s becoming a substitute Member hereunder, lhe Successor must execute this
Agreement (aq amended) and agree to be bound by all of its terms and provisions. Upon the
satistiction of the foregoing conditions, the Member shall become a substituted Member.
8. DISSOLUTION OF THE COMPANY.
a. Dissolution Acts. No act, thing, occurrence, event or circumstance shall cause or
result in the dissolution of the Company except that subject to the restriction contained in the
last paragraph of Section 1 .b., the happening of any one of the following events shall work an
immediate dissolution of the Company: (1) the sale or other disposition of all or substantially all
of the Property; (2) a unanimous written decision of the Members to dissolve and terminate the
Company; (3) the termination of the term of the Company pursuant to Section 1 .a of this
Agreement; (4) subject to Section G.b., the death, retirement, withdrawal, expukm, or
dissolution (each an “Event of Withdrawal”) occurring with respect to a Member, or (5) the
bankruptcy of both Managing Members.
Without limiting the other provisions hereof, neither the assignment of all or any part of a
Member’s Interest in the Company hereunder nor the admission of a new Member shall work the
dissolution of the Company. Except as may be otherwise provided in this Agreement ach
member agrees that, without the consent of the other Members, a Member may not resign or
withdraw from or otherwise cause a voluntary dissolution nf the Company and shall be liable to
the other Members for any and all damages and expenses (including attorney fees) proximately
caused by such resignation, retirement, withdrawal or other voluntary event causing a dissolution
of the Company in violation of this Agreement.
b. R- s taco tiuue . mmmy. Upon the occurrence of an
Event of Withdrawal, the withdrawing Member (the “Withdra~ember”) shall give notice
thereof to the other Members and, if at least one Member remains, such remaining Member may,
within the 90-day period t’ollowing such otiurrence, elect, by written agreement, to continue the
business and affairs of the Company ,for the balance of the term hereof.
If the remaining Members so elect to continue the existence of the Company, (1) the
Company shall not dissolve and its business and afFairs shall be carried on without interruption
and without the execution of any confirmatory agreement under the same name and under the
same terms and provisions as are set forth in this Agreement (as the same may be amended by
the remaining Members), and (2) Company or the remaining Members may redeem or purchase
tic Withdrawing Member’s Interest as provided for an amount equal to the Withdrawal Value of
the Withdrawing Member’s Interest.
If the remaining Members do not so elect to continue the existence of the Company, the
Company shall not be petitted to liquidate tbe Property (except as permitted in the initial
financing transaction documents) without the written consent of the holders of such initial
finaucing. The holders of the initial financing may continue to exercise all of their rights under
dskGcIis~.uyc 8
Sent By: $CIACCA DEVELOPMENT; __ 619 756 5145; ,.. ': Mar-2_0-00 10:53; Page IO/12
the existing security agreements or mortgages and shall be able to retain the collateml until the
initial debt financing has been paid in full or otherwise completely discharged.
Determina~ of Withdrawal Value. The withdrawal value (the “JVithdrawal
Valuc”)cofthe Member’s Intircst shall be an amount determined by establishing an amount
equivalent to the value to which the Member would be entitled as if the Company had wound up
its business and affairs and sold all of its business and assets at Fair Market Value on the last day
of the month (the “Valuation Date”) immediately prior to date of the Event of Withdrawal. The
term “Fair Market Value” as used in this Section shall be an amount equal to the value of the
Company Property as determined by an appraiser experienced in appraising properties of similar
nature to the Company Property, appointed by the joint written direction of the parries executed
and delivered to the appraiser within twenty (20) days after the date of the Event of Withdrawal,
and if no appraiser is so appointed, then by an appraiser who shall be appointed by William B.
‘Iicitler, Esq. or the third party accounting firm then doing the Company’s accounting work. The
appraisal shall be in writing and when made shall be tiled witi the Company or the third party
accounting firm or the individual retained by the Company to assist in determining the
Withdrawal Value.
If the Fair Market Value of a lvlembership Interest is being determined as the result of an
Event of Withdrawal, then the Fair Market Value of the Membership Interest of the Member
causing such dissolution shall be reduced by any and all damages sustained by the other
Members as a result of the Event of Withdrawal.
. Cof. The Purchase Price for an Tnterest under Section
7.a. or tkc Withdrawal Value for an Interest under Section 8.~. shall be paid in cash except that,
at the option of the Company or the purchasing Member, up to 100 percent of the Purchase price
or Withdmwal Value may bc deferred.
The deferred portion of the Purchaw price or the Withdrawal Value shall be evidenced by
the promissory note (the “N&“) of the purchasing party(ics) made payable to the Selling or
Withdrawing Member, which Note shall have an interest rate af 8 percent and shall be payable in
no more than sixty (,60) substantially equal monthly installments.
The Note shall be secured by a security agreement (the “Securltv Agreement”) of the
purchasing party&s) in the Member’s Membership Tnterest, So long as a purchasing Member
does not default in any of the obligations undo the Note, the purchasing Member shall be
entitled to vote such interest and to receive all distributions payable thereon.
cl. The Closing. Unless otherwise agreed by the parties to the Transfer, the closing
on the ‘l’ransfer shall take place thirty (30) days after the receipt of the written appraisal of Fair
Market Value and shall t,ake place at the principal offices of the Company.
Sent By: qCIACCA DEVELOPMENT; , ‘: _ 619 756 5145; Mar-22-00 10:54; Page 11112
The intcrest shall be assigned to each purchasing party free and clear of all liens, claims
and encumbrances excepting only those for which provision is expressly made in this
Agreemat, and said Tnbmsl shall be tmnsfmd on the books and records of the Company to the
pureha!Seror purchasers.
Upon the closing of the sale and purchase, the selling and purchasing parties shall execute
and deliver to each other the various documents which shall be required to carry out their
undertakings hereunder including the payment of cash, the execution and delivery of Notes and
Swmily Agreements and the assignment of the Interest.
9. GENERAL.
a. Notices/Aum-ovals to Be in Writing. Any notice, rquest, approval, consent,
demand or other communication required or permitted hereunder shall be given in writing by (1)
personal delivery, or (2) national overnight delivery service (e.g. Pederal Express) with proof of
delivery, or (3) United States Mail, postage prepaid, registered or certified mail, return rt?ceipt
requested, or (4) prepaid telegram or facsimile or telex (provided that such teleg-ram, facsimile or
telex is confirmed by national cwemight delivery service or by mail in the manner previously
described), sent to the party to whom the communication is directed at the address above, or to
such different address as the addressee shall have designated by written notice sent in accor&mc;t:
herewith, and shall he deemed to have been given and received either at the time of personal
delivery or, in the case of delivery service or mail, as of the date of first attempted delivery at the
address and in the manner provided herein, or in the case of telegram or telex, upon receipt.
(1) This Agreement may be amended by written agreement of amendment
executed by all the Members, but not olherwisc. Except as herein otherwise specifically
provided, this Agreement shall be binding upon and inure to the bwwfil of the parties and
their legal representatives, successors and assigns. Captions contained in this Agreement
in no way define, limit or extend the scope or intent of this Agreement. Jf any provision
of this Agreement, or the application of any such provision to any person or circumstance
shall be held to be illegal, invalid or unenforceable under present or future laws effective
during the term hereof, the remainder of this Agreement, or the application of such
provision to any other persons or oircumsknccs, shall oot be afkzted thereby and shall be
construed and enrorced as if such illegal, invalid or unenforceable provision had never
comprised a part hereof.
(2) If the Company or any party obtains a judgment against any other party by
mason of breach of this Agreement or failure to comply with the provisions hereof, a
reasonable attorneys’ fee as fixed by the court shall be included in such judgment. No
Sent By: $CIACCA DEVELOPMENT; __ 619 756 5145; Mar-s-00 10:54; Page 12112
waiver by a M.anaging Member, a Member or the Company of any breach of this
Agreement shall be deemed to be a waiver of any other breach of any kind or nature and
no acceptance of payment or performance by a Managing Member, a Member or the
Company after any such breach shall be deemed to be a waiver of any breach of this
Agreement whether or not such Member or the Company knows of such breach at the
time it accepts such payment or performance.
IN WITNESS WHEREOF, the parties hereto have executed this Operating Agreement of
DSK Carlsbad Partners, LLC as of the day and year first above written.
MEMBERS:
11
e..
LAWYERS TITLE COMPANY
4542 Ruffner Street, Suite 200, San Diego, CA 92111
Telephone (858) 278-4171
PRELIMINARY REPORT
Frank J. Sciacca
3838 Camino De1 Rio North #300 San Diego, Ca 92108
Attention:
Escrow Officer:
Telephone: 619-280-6400
Fax:
Your No. : DSK Carlsbad Ptrs Property Address:
Our No.: 275282-05
Title Officer: Marie L. Crossland, X#405
Title Unit's FAX (858) 278-0446
IN RESPONSE TO THE ABOVE REFERENCED APPLICATION FOR A POLICY OF TITLE INSURANCE,
LAWYERS TITLE COMPANY, a California Corporation, hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Lawyers Title Insurance Corporation Policy or Policies of Title Insurance
describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien, or encumbrance not shown or referred to as an Exception in Schedule B or not excluded from coverage pursuant to the printed Schedules, Conditions and Stip- ulations of said policy forms.
The printed Exceptions and Exclusions from the coverage of said Policy or Policies are set forth in the attached Exhibit 1. Copies of the Policy forms should be read. They are available from the office which issued this report.
Please read the exceptions shown or referred to in Schedule B of this report
and the exceptions and exclusions set forth in the cover sheet attached to this report carefully. The exceptions and exclusions are meant to provide you with
notice of matters which are not covered under the terms of the title insurance
policy and should be carefully considered.
It is important to note that this preliminary report is not a written
representation as to the conditions of title and may not list all liens, defects, and encumbrances affecting title to the land.
THIS REPORT, (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LIABILITY IS ASSUMED HEREBY. IF IT IS DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE INSURANCE, A BINDER OR COMMITMENT SHOULD BE REQUESTED.
CLTA Preliminary Report (Rev. l-l-95)
ORDER NO.: 275282-05
SCHEDULE A
Date of Report: 07/30/00 at 7:30 A.M.
The form of policy of title insurance contemplated by this report is:
1. The estate or interest in the land hereinafter described or referred to covered
by this report is:
a fee
2. Title to said estate or interest at the date hereof is vested in:
DSK Carlsbad Partners, a California Limited Liability Company
3. The land referred to in this report is situated in the State of California,
County of San Diego , and is described on the attached Exhibit A.
ORDER NO.: 275282-05
EXHIBIT A (LEGAL DESCRIPTION)
Lot 12 of Carlsbad Tract No. 81-10, in the City of Carlsbad, County of San Diego, State of California, according to Map thereof No. 10330, filed in the Office of the County Recorder of San Diego County, February 18, 1982.
END OF SCHEDULE A
ORDER NO.: 275282-05
AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND
EXCLUSIONS IN THE POLICY FORM DESIGNATED ON THE FACE PAGE OF THIS REPORT WOULD BE
AS FOLLOWS:
1. Property taxes, including general and special taxes, personal property taxes, if any, and any assessments collected with taxes, to be levied for the fiscal year 2000-2001 which are a lien not yet payable.
2. Supplemental or escaped assessments of property taxes, if any, assessed pursuant to the Revenue and Taxation Code of the State of California.
3. The lien of a "Special Tax" pursuant to Government Code, Section 53328.3 and
Streets and Highways Code Section 3114.5 or other Community Facilities
Assessments, as provided by Municipal Code which is collected with the County (and City) General and Special Taxes.
4. An agreement to which reference is hereby made for full particulars Dated: July 17, 1980 By and between: The Knoll Company and The City of Carlsbad Regarding: the payment of a public facilities fee Recorded: July 23, 1980 as File/Page No. 80-230925 of Official Records
5. Covenants, conditions and restrictions as set forth in the document Recorded: May 12, 1982 as File/Page No. 82-141190 of Official Records.
NOTE: This exception omits any covenant, condition or restriction based on race, color, religion, sex, handicap, familial status or national origin, unless and only to the extent that the covenant, condition or restriction (a) is not in violation of state or federal law (b) is exempt under 42 U.S.C.
Section 3607 or (c) relates to a handicap but does not discriminate against handicapped people.
Modification(s) of said covenants, conditions and restrictions Recorded: December 10, 1987 as File/Page No. 87-682096'of Official Records
Modification(s) of said covenants, conditions and restrictions Recorded: January 19, 1988 as File/Page No. 88-024160 of Official Records
Modification(s) of said covenants, conditions and restrictions Recorded: June 29, 1988 as File/Page No. 88-313420 of Official Records
6. An easement for the purposes shown below and rights incidental thereto as shown or as offered for dedication on the recorded map shown below. Map No.: 10330 Purpose: a 15 foot sewer easement Affects: as shown on said map
ORDER NO.: 275282-05
SCHEDULE B (continued)
7. The fact that the ownership of said land does not include rights of access to or from the street or highway abutting said land known as El Camino Real, such rights having been relinquished by the map of said Tract. Affects: as shown on said map
8. An easement for the purposes shown below and rights incidental thereto as shown or as offered for dedication on the recorded map shown below.
Map No.: 10330
Purpose: future street
Affects: as shown on said map
Said offer of dedication was rejected by the legislative body, but shall remain open for later acceptance pursuant to Section 66477.2 of the California Government Code, unless said offer is abandoned by the legislative body pursuant to the summary vacation procedure contained in the California Streets and Highways Code.
9. A Deed of Trust to secure an indebtedness in the amount shown below, and any other obligations secured thereby Amount: $2,291,250.00 Dated: December 21, 1998 Trustor: DSK Carlsbad Partners, a California Limited Liability Company Trustee: Scripps Bank, a California State Banking Corporation Beneficiary: Scripps Bank Recorded: December 28, 1998 as File/Page No. 1998-0849946 of Official Records
An agreement to modify the terms and provisions of said deed of trust as therein provided Executed by: DSK Carlsbad Partners, a California Limited Liability Company and Scripps Bank Recorded: January 20, 2000 as File/Page No. 2000-0029220 of Official Records
10. An agreement to which reference is hereby made for full particulars Dated: December 21, 1998 By and between: DSK Carlsbad Partners, a California Limited Liability Company and Scripps Bank Regarding: hazardous substances certificate and indemnity Recorded: December 28, 1998 as File/Page No. 1998-0849947 of Official Records
ORDER NO.: 275282-05
SCHEDULE B (continued)
END OF SCHEDULE B EXCBPTIONS
IMPORTANT INFORMATION
PLEASE REFER TO THE "NOTES AND REQUIREMENTS SECTION" WHICH FOLLOWS FOR INFORMATION
NECESSARY TO COMPLETE THIS TRANSACTION.
Note No. 1:
The company will require satisfactory evidence of the authority of the
artificial/statutory entity(ies) to complete the contemplated transaction.
Note No. 2:
It will be the requirement of the local agency, in order to file map named herein,
that arrangements be made for bonding/payment of taxes and assessments on said land
for fiscal year 2000-2001.
Note No. 3:
The requirement that the, company be provided with two (2) prints of the final map
named herein approved by the local agency, in order that the company may issue its
guarantee for said tract when called for by the City/County, Map No. (not shown).
Note No. 4:
Property taxes for
are:
Fiscal year:
1st Installment:
Penalty:
2nd Installment:
Penalty:
Exemption:
Land: Improvements:
Personal Property:
Code Area:
Assessor's No:
the fiscal year shown below. For proration purposes the amounts
1999-2000
$22,371.32 paid
$none
$22,371.32 paid
$none
Snone
$3,525,000.00
$none $none
09013
212-062-04-000
ORDER NO.: 275282-05
SCHEDULE B (continued)
NOTE : Please be advised that the Company will require that the beneficiary or
beneficiaries sign an estimated closing cost statement (HUD-l) any time the Company is
presented for payoff a net proceeds demand or a demand in which the beneficiary or
beneficiaries are accepting for payoff less than the total amount owed.
NOTICE
1. EFFECTIVE JANUARY 1, 1990, ASSEMBLY BILL 512, ENACTED AS CHAPTER 598, WILL ADD
SECTION 12413.1 TO THE CALIFORNIA INSURANCE CODE DEALING WITH THE "GOOD FUNDS"
ISSUE. FUNDS DEPOSITED BY:
2. CASHIER'S CHECKS, CERTIFIED CHECKS, AND TELLER'S CHECKS WILL BE AVAILABLE FOR NEXT
DAY DISBURSEMENT BY DRAFT OR CHECK.
3. ELECTRONIC TRANSFER ("WIRED FUNDS") WILL BE AVAILABLE FOR SAME DAY DISBURSEMENT.
4. ALL OTHER TYPES OF CHECKS WILL NOT BE AVAILABLE FOR DISBURSEMENT UNTIL THE DAY PROVIDED IN REGULATION CC ADOPTED BY THE FEDERAL RESERVE BOARD OF GOVERNORS.
5. SHOULD YOU HAVE ANY QUESTIONS IN THIS REGARD, PLEASE CONTACT YOUR TITLE OFFICER
IMMEDIATELY.
FOR YOUR INFORMATION, EFFECTIVE MONDAY, APRIL 4, 1994, OUR WIRING INSTRUCTIONS WILL
BE AS FOLLOWS:
UNION BANK
530 "B" STREET
SAN DIEGO, CA 92101
ABA #122000496
ACCOUNT #9120000257
CREDIT: LAWYERS TITLE TRUST ACCOUNT
REF: ORDER NO.
TITLE OFFICER
-
ORDER NO.: 275282-05
SCHEDULE B (continued)
DISTRIBUTION:
cc:
O'Day Consultants
5900 Pasteur Court, #100
Carlsbad, CA
attn: Meg Carroll
END OF SCHEDULE B
_ .--.-- p--‘c. .- .-
T
8 -__-
I i
mAO--6/YPB) CALIFORNIA LAND TITLE ASSdClATlON STANDARD COVERAGE POLICY - 1990 EXCLUSIONS FROM COVERAGE Tl-122 followifii matters are expressly excluded frf - he coverage of this policy and the Company w-t pay loss or damage, costs, attorneys’ fees or
expenses which arise by reason of:
1. (a) Any law, ordinance or governmental regulation (including but not limited to building or zoning laws. ordinances, or regulations) restricttng,
r.egulating, prohibiting or relating to (t) the occupancy, use or enjoyment of the land; (it) the character, dimensions or location of any improvement now
or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is
or was a part; or (IT) environmental protection, or the effect of any vidation of these laws, ordinances or governmental regulations, except to the extent
that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land
has been recorded in the public records at Date of Policy
(b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of defect, lien
or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of pbfty, but not excluding from
coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowtedge.
3. Defects, liens, encumbrances, adverse claims or other matters:
(a) whether or not recorded in the public records at Date of Policy. but created, suffered, assumed or agreed to by the insured claimant;
(b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing
to the Company by the insured ctolmant prior to the date the insured claimant became an insured under this policy;
(c) resulting in r-ta loss or damage to the insured clalmant:
(d) attaching or created subsequent to Date of Policy: or
(e) resutltng in loss or damage which would not have been sustained tf the insured claimant had paid value for the insured mortgage or for the estate
or interest insured by thtt policy
4. UnenforceatMty of the lien of the insured mortgage because of the inability or failure of the insured at Date of Wkq, or the inability or failure of any
subsequent owner of the hdebtedness, to comply with the applicable doing business laws of the state in which the land is situated.
5. Invalidity or unenfarceabilit of the lien of the Insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mart
gage and is based upon usury or any consumer credit protection or truth in lending law.
6. Any claim. which arises out of the transactton vesting in the insured the estate or interest insured by this polls or the transactton creattng the interest
of the insured tender, by reason of the operation of federal bankruptcy state insotvency or similar creditors’ rights laws.
EXCEPTtONS FROM COVERAGE - SCHEDULE B, PART I This policy does not insure against loss or damage (and the Company will not pay costs, attorneys’ fees or expenses) which arise by reason of:
1. Taxesor ossessmmts which are not shown as existing liens by the 3. Easements, liens or encumbrances, or claims thereof, which are not
records of any taxing authority that levies taxes 0T assessments on real shown by the public records.
property or by the public records. 4. Discrepancies. conflicts in boundary lines, shortage in area,
Proceedings by a public agency which may result in taxes ar assess- encroachments. or any other facts which a correct survey would dt
me&, or notices of such proceed@% whether OT not shown by the close, and which are not shown by the public records.
records of such agency or by the public records. 5. (a) Unpatented mining claims; (b) reservattons or exceptions in
2. Any facts, rights, interests or claims which are not shown by the pub patents or in Acts authorlzing the issuance thereof; (c) water rights, claims
lit records but could be ascertained by an inspection of the land which or title to water, whether or not the matters excepted under (a),(b) or (c)
may be assfxted by persons in possession thereof. are shown by the public records.
AMERICAN TITLE ASSOClATlON OWNER’S POLICY (lo- 17-5’2) AND AMERICAN LANDTm.E ASSOCIATION LEASEHOLD OWNER’S POUCY (W-17-92) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded Porn the coverage of this pottcy and the Company will not pay loss or damage, costs, attorneys’ fees or
expenses which arise by reoson of:
1. (a) Any ~YW, ordinance o( governmental regulation (including but not limited to building and zoning laws. ordinances, or regulations) restricting,
regulating, prohibiting 01 retatlng to (i) the occupancy, use. or enjoyment of the land; (ii) the character, dlmenstons or location of any improvement
now or hereafter erected on the land; (tt) a separatton in awnershtp or a change in the dimensions or area of the tand or any parcel of whtch the
land is or was a part; or (it) environmental protection, or the etfect of any vtoMton of these laws, ordinances or governmental regulattons, except
to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation
atfecttng the land has been recorded in the public records at Date of Policy
(b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect,
lien or encumbrance resuktng from a violmn or alleged vkotatlon affecting the bnd has been recorded in the public records at Date of pdicy.
2. Rtghts of eminent domaln unless notice of the exercise thereof has been recorded in the public records at Date of Follcy, but not excluding from
coverage any taking which has occurred prk~ to Date of FMcy which would be binding on the rtgnts of a purchaser for value without knowledge.
3. Defects, tlens, encumbrances, adverse claims ar other matters:
(a) created,suffered, assumed cr agreed to by the insured claimant;
(b) not known to the Company, not recorded in the public records at Date of pblicy, but known to the insured claimant and not disclosed in writing
to the Company by the insured clalmont @or to the date the insured claimant became an insured under this policy;
(c) resulting in no loss or damage to the insured claimant;
(d) attachtng or created subsequent to Date of pblicy: or
(e) resutttng In lass or damage which would not have been sustained if the insured ctaimant had paid value for the estate or interest Insured by this
pdicy. 4. Any claim, which arises out of the transaction vesting in the insured the estate or interest insured by this policy, by reason of the operation of federal
bankruptcy, state insolvency, or similar creditors rights laws that ls based on:
(l) the transactton creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer: or
(ii) the transactton creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer
resutts from the failure: (a) to ttmety record the instrument of transfer; or (b) of such reccrdation to import notice to a purchaser for value or a judgment
of Yen creditor. AMERKXNlANDllTLEASSOCIAlKM RESIDENTIAL TITLE INSURANCE POLICY (6-l-87) EXCLUSIONS In oddttion to the Exceptions in Schedule B, you are not Insured agatnst toss, costs, attorneys’ fees, and expenses resuittng from:
1. Governmental police power, and the existence or vioiatton of any law or government regulation. This includes building and zoning ordinances and
also laws and regulations concerning:
- land use - tand division
- knprovements on the land - em&onmental protection
Thii excluston does not apph/ to viota%ns cr the enforcement of these matters which appear in the pubilc records at Policy Date. This exclusion does
not limit the zoning coverage described in items 12 and 13 of Covered Title Risks.
2. The riQht to take the land by condemning it, unless:
a a notice of exercising the rlght appeosin the public records on the Policy Date * * the taking happened prior to the PO! Iate and is binding on you if you bought the lane iout knowing of the taklng
3. TllRisks:
- that exe created, allowed, cr agreed to by you
l that QTe known to you, but not to us, on the Fori Date - unless they appeared on the public records
l thcftresuttlnnolosstoyou
i r
0 that first affect your title after the pdiq Date - this does not limit the labor and material lien coverage in item 8 of Covered Me Risks
4. Fai!uretopayvaluefcryoutitle.
5. Lack of a right:
a to any land outside the area speciflcaliy described and referred to in item 3 of Schedule A or
. in streets, alleys, or waterways that touch your land
lhii exclusion does not llmit the access coverage in item 5 of Covered Ttie Risks.
CAUFORNlAIANDTIllEASSOClAllON HOMEOWMR’S POLICY OF ITiLE MURANCE (6-2-98) AMERICAN IANDTflLE ASSOClAIlON HOMEOWNER’S POLlC&~~3’SlJRANCE (1 O- 17-98)
In addition to the Exceptions in Schedule B,You are not insured against loss, costs, attorneys’ fees, and expenses resulting from:
1. &vemmentd p&e p0wec.a-d the existence or viola-lion of any law or go+ernrnent re~rlaticnlh!! incMes ordbcfces, laws and regulations concerning:
a. building b. zoning c. land used
d. improvements on the land e. land division f. environmental protection
This Exclusion does not apply to violations cr the enforcement of these matters if notice of the violation of enforcement appears in the Public Records at
the pdlcy Date.
This Exclusion does not limtt the caverage described in Covered Risk 14.15.16.17, or 24.
2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not
apply to violations of building codes if notice of the violation appears in the Public Records at the Policy Date.
3. The right to take the Land by condemning it. unless:
a. a notice of exercising the right appears in the Public Records at the Wit Date; or
b. the taking happened before the Policy Date and is bindinQ on You if You bought the Land without Knowing of the taking.
4. Risks:
a. that are created, allowed, or agreed to by You, whether or not they appear in the Public Records;
b. that are Known to You at the Policy Date, but not to Us, unless they appear in the Public Records at the Policy
c. that result in no toss to You: or
d. that llrst occur after the Policy Date - this does not limit the coverage descrii in Covered Risk 7,8d, 22,23,24
5. Failure to pay value for Your lltte.
6. Lack of a right:
a. to any land outside the area specMcaliy described and referred to in paragraph 3 of Schedule A; and
b. in streets, alleys, or waterways that touch the Land.
This Exclusion does not limit the coverage described in Covered Risk 11 or 18.
. AMEWCANLANDrmEASSOCIATIO~LOAN~Y(10-17-92)AND AMERICAN LAND llll.E ASSOCIATION LEASEHOLD LQAN FOUCY (lo- 17-92) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this porn and the Company will not pay loss or damage, costs, attorneys’ fees or
expenses which arise by reason of:
1, (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting,
regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement
now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions 01 area of the land or any parcel of which
the land is or was part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except
to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged
violation affecting the land has been recorded in the public records at Date of Policy
(b) Any governmental polite power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect,
lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from
coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value witt\out knowledge.
3. Defects, Ilens, encumbrances, adverse claims or other matters:
(a) created, suffered. assumed or agreed to by the insured claimant;
(b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing
to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy;
(c) resulting in no loss or damage to me insured claimant;
(d) attaching or created subsequent to Date of Fblicy (except to the extent that this policy insures the priority of the lien of the insured mortgage over
any statutory lien for services, labor or material or to the extent insurance is afforded herein as to assessments for street improvements under
construction or completed at Date of Policy): or
(e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage.
4. UnenforceabiMyof the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of
any subsequent owner of the indebtedness, to comply with applicable doing business laws of the state in which the land is situated.
5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured
mortgage and is based upon usury or any consumer credit protection or truth in IendinQ law.
6. Any statutory lien for services, labor or materials (or the claim of priori of any statutory lien for services, labor or materials over me lien of the insured
mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and
is not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured
has advanced or is obligated to advance.
7. Any claim, which arises out of the transaction creating the interest of the mortgagee insured by this policy, by reason of the operation of federal
bankruptcy, state insolvency, or similar creditors’ rights laws, that is based on:
(i) the transaction creating me interest of me insured mortgage being deemed a fraudulent conveyance or fraudulent transfer; or
(ii) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination; or
@i) me transaction creating the interest of the insured mortgage being deemed a preferential transfer except where the preferential transfer results
from the failure: (a) to timely record the instrument of transfer; or (b) of such recordation to impart notice to a purchaser for value or a judgment or
lien creditor