The URL can be used to link to this page

Home My WebLink About; BCE DEVELOPMENT, INC.; 88-172276; Property'I . "%r, .* t , RECORDING REQUESTED BY s: 1 (I) , City Clerk, City of Carlsbad 1200 Elm Avenue ' Carlsbad, CA 92008 873 Q 8.8 1 f 2 2:;T ! ,: :.b*.,: ,,, ./.. I'' . I .1 .."-. . - i ,. . ~ . . 'r- .. _.. , ;:i .:.,,, ,.. ". . . ~ ., I1..,.. 1.. * ,: ;,,. j:G L :::. : (,;:.><. ,J . I,':'.,,{ I f. [.,' ;G;$ .: 3.7 "i.V :-:fit f I: 45; [f: id i. Cn,ri,l!i':.,'~ !-: !- : i :- 1: b ; + ? I -. . . AND WHEN RECORDED MAILTO "c'i , <; ~~;!,::~".'(; 'a- .. . , tiJc-;, -",, r r City Clerk 1 Name Street Address 1200 Elm Avenue City of Carlsbad 1, City& Carlsbad, CA 92008 State L _I SHORT FORM DEED OF TRUST AND ASSIGNMENT OF RENTS SPACE ABOVE THIS LINE FOR RECORDER'S USE - (CORPORATION) THIS DEED OFTRUST made this 29 th dayof March, 1988 BCE DEVELOPMENT, INC., a Delaware corporation formerly known as : CORPO2ATION, a Delaware corporation, successor by merger to LA Cc LAND COMPANY, an Illinois corporation, , herein called whoseaddress is 66 70 El Camino Real Carlsbad CA 9200 (number and street) (city) (state) (zip) TICOR TITLE INSURANCE COMPANY Of CALIFORNIA, a California corporation, hereln called TRUSTEE, and THE CITY OF CARLSBAD, a municipal corporation of the State of California , herein called E WITNESSETH: That Trustor IRREVOCABLY GRANTS, TRANSFERS AND ASSIGNS to TRUSTEE IN TRUST, WITH p SALE, that property in SAN DIEGO County, California, de: See Exhibit "A" attached hereto and by this reference incorporatc H ................................. THE TERMS, COVENANTS, CONDITIONS AND AGREEMENTS (INCLUDING SUBORI: AND RELEASE PROVISIONS) COKTAINED IN THE ADDENDUM TO SHORT FOW? 1 TRUST AND ASSIGNNENT OF RENTS ATTACHED HERETO AS EXHIBIT "B" ARE INCORPORATED HEREIN. TOGETHER WITH the rents. issues and profl;s thereof, SUBJECT, HOWEVER, to the right, power and authority given to and cor Beneficiary by paragraph (10) of the provisions incorporated hereln by reference to collect and apply such rents, issues and profits. FOR THE PURPOSE OF SECURING: 1. Performance of each agreement of Trustor incorporated by reference or contained herein. 2. t~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ a~~~~~t~n~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ~~~~T~~~~~~~~~~~~x~~~~~ TO PROTECT THE SECURITY OF THIS DEED OF TRUST TRUSTOR AGREES: By the execution and delivery of thls Deed of Trust 2 secured hereby, that provisions ill to (14). inclusive, of the fictitious deed of trust recorded in Santa Barbara Countyand Sonoma Count\ 1961, and in all other counties October 23, 1961, in the book and at the page of Offlcial Records in the office of the county recorder c where said property is located, noted below opposite the name of such county, viz.: COUNTY BOOK PAGE Alarneda 435 684 Kings COUNTY BOOK 'PAGE COUNTY BOOK PAGE COUNTY I Alpine 1 250 Lake 362 39 Plumas 895 301 Sierra Amador 104 348 Lassen 171 471 Riverside 151 5 Siskiyou Butte 1145 1 Los Angeles T2055 899 3005 523 Solano Calaveras 145 152 Madera 810 170 Sacramento 4331 62 Sonoma Colusa 296 617 Marin San Benito 271 383 1508 339 San Bernardino 5567 61 Sutter Stanislaus Contra Costa 3978 47 Mariposa Del Norte 78 414 Mendocino 579 530 San Joaquin El Dorado 568 456 Merced 2471) 311 Trinity 1547 538 SanLuisObispo 1151 12 Fresno 4626 572 Modoc 1.84 851 San Mateo Tulare Glenn 422 184 4078 420 Tuolumne Humboldt Mono 52 429 Santa Barbara 1878 860 2194 538 Ventura Santa Clara Imperial 1091 501 Napa 5336 341 Yolo lnyo 639 86 Santa Cruz 1431 494 305 320 Yu ba Kern 3427 60 Orange 5889 611 Shasra 684 528 San Diego Series2Book 1961,Page 183887 iwhlch provlslons. identlcal In all counties, are printed on the reverse hereof) hereby are adopted and incorporated hereln and made a p fully as though set forth herel:: at length; that he will observe and perform said provisions; and that the references to property, ob11 parties in said provisions shall be construed to refer tothe property, obllgatlons. and parties set forth in this Deed of Trust. herelnbefore set forth. 792 833 Placer 77 292 San Francisco A332 905 Teharna 657 527 Monterey 147 598 Nevada The undersigned Trustor requests that a copy of any Notice of Default STATE OF CALIFORNIA ; .? 1 ss. COUNTY OF i/";u-/q II On yo"JDd.". &j j4& before me, t undersiqned,? ahNotary Pub dfor jd State, personall. W/i app If? red <3- *<,ijuc(--.." +/mm-k&? !f In& personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the withln Instrument as the Secretary of the Corporatlon that executed the wlthin Instrument and acknowl- edged to me that such corporatlon executed the wlthin Instrument pur- suant to its by-laws or a resolutlon of its board of dlrectors WITNESS my and an offlcial se Signature .1". XD"] D. .QAd (This area for official notarial seal) 1 DO NOT RECORD -- m b I '7 ~ , The following is a copy of. provisions il! to i14). inclusive. of the fictitious deed of trust, recorded in each county in California, as stated in the foregoing Deed of Trust ar Incorporated by reference In said Deed of Trust as betng a part thereof as If set forth at length therein. . TO PROTECTTHE SECURITY OF THIS DEED OF TRUST, TRUSTOR AGREES: any building which may be constructed, damaged or destroyed thereon and to pay when due all clams for labor performed and materialshrnished therefor; to comply with all lav (1) To keep said property in good condition and repair; not to remove or demolish any building thereon. to complete or restore prom tly and in good and workmanlike mann affecting said property or requiring any alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit, suffer or permit any act upon sa property in violation of law; to cultivate, irrigate. fertilize. fumigate. prune and do all other acts which from the character or use of said property may be reasonably necessary, tl specific enumerations herein not excluding the general. (2) Toprovide,maintainanddeIivertoBeneficiaryfire~nsurancesatisfactorytoandwithIosspayabletoBeneficiary.Theamountcollectedunderanyfireorotherinsurancepoli~ maybeapp1iedbyBeneficiaryuponanyindebtednesssecuredherebyandinsuchorderasBeneficiarymaydetermine.oratoptionofBeneficiarytheentireamountsocollectedora~ partthereofmaybereleasedtoTrustor.Suchapplicationorreleaseshallnotcureorwaiveanydefaultornoticeofdefaulthereunderorinvalidateanyactdonepursuanttosuchnotice (3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee. and to pay all costs and expense including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may'appear, and in any suit brought t Beneficiary to foreclose this Deed. brances, charges and liens, with interest, on said property or any part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of thisTrust. (4) To pay: at least ten days before delinquency all taxes and assessments affecting said property, including assessments on appurtenant water stock; when due, all incur Trustor and without releasing Trustor from any obligation hereof, may: make or do the same in such manner and to such extent as either may deem necessary to protect thesecuri Should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand up( the rightsor powers of Beneficiaryor Trustee; pay. purchase, contest orcompromiseany incumbrance, charge or lien which in the judgment of either appears to be prior or superit hereof, Beneficiary orTrustee being authorized to enter upon said property for such purpose; appear in and defend any action or proceeding purporting to affect thesecurity hereof, hereto; and, in exercising any such powers, pay necessary expenses, employ counset and pay his reasonable fees. (5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of expenditure at the amount allowed by law in effect at tt date hereof, and to pay for any statement provided for by law in effect at the date hereof regarding the obligation secured hereby any amount demanded by the Beneficiary not exceed the maximum allowed by law at the time when said statement is demanded. Beneficiary who may apply or release such moneys received by him in the same manner and with the same effect as above provided for disposition of proceeds of fire or othi (6) That any award of damages in connection with any condemnation for public use of or injury to said property or any pari thereof is hereby assigned and shall be paid I (7) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require prompt payment when due of all othersumss secured or to declare default for failure so to pay. endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, Trhstee may: reconvey any part of said property; consent I i8! That at any time or from time to time. withoct liability therefor and without notice. upon written request of Beneficiary and presentation of this Deed and said note fc themaking of any maporplat thereof; ;or in granting any easement thereon; or join in any extension agreement or any agreement subordinating the lien or charge hereof, retention and upon payment of itsfees, Trusteeshall reconvey, without warranty, the property then heid hereunder. The recitals in such reconveyance of any mattersorfacts shall t (9) That upon written request of Beneficiarystating that all sums secured hereby have been paid and upon surrender ofthis Deed and said note toTrusteefor cancellation ar conclusive proof of the truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto." Five years after issuance of su( full reconveyance, Trustee may destroy said note and this Deed (unless directed in such request to retain them). issues and profits of said property. reserving unto Trustor the right, prior to any default by Trustor in payment ofany indebiednesssecured hereby or in performanhe of any agreeme, (10) That as additional security Trustor hereby gives to and confers upon Beneficiary the right power and authority during the continuance of these Trusts to collect the rent hereunder to collect and retain such rents, issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice either in person t agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon and takk possession of ;a property or any part thereof, in his own name sue for or otherwise collect such rents, issues and profits, includhg those past due and unpaid, and apply the same, less costs ar expensesof operation and collection, including reasonableattorney'sfees,upon any indebtednesssecured hereby, and insuch orderasBeneficiarymaydeterrnine.Theentering up( and taking possession of said property, the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of defar hereunderor invalidateany act done pursuanttosuch notice. herebyimmediatelydueandpayablebydeliverytoTrusteeofwrittendeclarationofdefaultanddemandforsaleandofwriRennoticeofd~faultandofelectiontocausetobesoldsa (11) That upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement hereunder Beneficiary may declare all sums secure property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed, said note and all documents evidencing expenditures secure hereby. withoutdemandonTrustor,shallsellsaidpropertyatthetimeandplace~xedbyitinsaidnoticeofsale,eitherasawholeorinseparateparcels.andinsuchorderasitmaydetermine Afterthelapseofsuchtimeasmaythenberequiredbylawfollowin therecordationofsaidnoticeofdefauIt,andnoticeofsalehavingbeengivenasthenrequiredbylaw,Truste announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponemer public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by pub1 Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant or warranty express or implied. The recitals in such deed of any matters, facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. payment of: all sums expended under the terms hereof, not then repaid, wit6 accrued Interest at the amount allowed by law in effect at {he date hereof; all other sums then secure After deducting all costs, fees and expenses of Trustee and of this Trust including cost of evidence of title in connection with sale Trustee shall apply the proceeds of sale i hereby; and the remainder, if any, to the person or persons legally entitled thereto. (12) Beneficiary,oranysuccessorinownershipofanyindebtednesssecuredhereby,mayfromtimetotime,byinstrumentinwritin ,substituteasuccessororsuccessorstoar Trustee named herein oracting hereunder, which instrument, executed bytheBeneficiaryanddulyacknowled ed and recorded in theogfice oftherecorderofthecountyorcountit where said property is situated, shall be conclusive proof of proper substitution of such successor Trustee or {ustees, who shall, without conveyance from the Trustee prerjecessc Insurance. succeedtoallitstitle,estate,rights,powersandduties.SaidinstrumentmustcontainthenameoftheoriginalTrustor,TrusteeandBeneficia~hereunder,thebookandpagewhereth Deed bsrecorded and the name and address of the new Trustee. Beneficiary shall mean the owner and holder. including pledgees. of the note secured hereby. whether or not named as Beneficiary herein. In this Deed, whenever tEe dontext s (13) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assi ns The terl requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. (141 That Trustee accepts this Trust when this Deed, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any pall hereto of pending sale under any other Deed of Trust or of any action or proceeding in which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee. DO NOT RECORD REQUEST FOR FULL RECONVEYANCE Io be used only when note has been paid. TO TICOR TITLE INSURANCE COMPANY OF CALIFORNIA, Trustee: Dated The undersigned IS the legal owner and holder of all indebtedness secured by the within Deed of Trust. All sums secured b said Deed of Trust have been fully paid and satisfied; and you are hereby requested and directed, on payment to you of any sum owing to you under the terms of sald Deed of Trust, to cancel all evidences of indebtedness, secured by said Deed of Trus delivered to you herewith together with said Deed of Trust, and to reconvey, without warranty, to the parties designated by th terms of said Deed of Trust, the estate now held by you under the same. t MAIL RECONVEYANCE TO: 1 I I I 1 I 1 I Do not lose or destroy this Deed of Trust OR THE NOTE which it secures. Both must be delivered to the Trustee for cancellation before reconvevance will be made. I E ii L + 5 6 c, v) I I= w- 0 -1 w Q cn LL 0 fI w 3 0 a r I" - 3 2 i 2 5 Q L 0 0 i= a 0 E m 3 v) E L I Q, F - r r m E" 0 0 CIS E != .I 8 U w c- 3 v) I- U CT) 4 w- 0 E 0 urn irz . .I w a I i= w 0 h UI cn- w- -J< kc I" w< c QC 2, $f m3 wk b< J a .> $ I -. , .. - . , ..I '5 0 0 -. . U 874 THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALI . COUNTY OF $AN DIEGO, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: PARCEL 3 OF PARCEL MAP NO. 1188, IN THE COUNTY OF SAN DIEGO, ST CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN D COUNTY, BEING A DIVISION OF A PORTION OF LOT "A" OF RANCHO AGUA ACCORDING TO MAP THEREOF NO. 823 FILED IN THE OFFICE OF THE COU RECORDER OF SAN DIEGO COUNTY, AND PORTIONS OF SECTIONS 23, 24, IN TOWNSHIP 12 SOUTH, RANGE 4 WEST, $AN BERNARDfNO MERIDIAN, AC OFFICIAL PLAT THEREOF, AND SPECIFICALLY INCLUDING THOSE PORTION SECTIONS 24 AND 25 DESIGNATED AS "NOT A PART OF THIS PARCEL MAP PARCEL MAP NO. 1 180. EXCEPTING THEREFROM PARCEL A OF PARCEL MAP NO. 13427, IN THE CI CARLSBAD, COUNTY OF $AN DIEGO, STATE OF CALIFORNIA, FILED IN TH OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 16, 1984, AS 84-31333 OF OFFICIAL RECORDS. ALSO EXCEPTING THAT PORTION OF ALGA ROAD AS DESCRI6ED IN DEED t OF CARLSBAD RECORDED DECEMBER 9, 1983, AS DOCUMENT NO. 449259 OFFICIAL RECORDS. PARCEL 1A: AN EASEMENT FOR THE PURPOSES SET OUT IN THAT CERTAIN AGREEMENT RECORDED SEPTEMBER 12, 1985 AS DOCUMENT NO. 85-335690 OF OFFICI AND RE-RECORDED FEBRUARY 28, 1986 AS DOCUMENT NO. 86-078338 OF RECORDS, BEING A PORTION OF PARCEL A OF PARCEL MAP NO. 13427 Oh THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, STATE OF CALIFORNIA, IN THE CITY OF CARLSBAD, SAID COUNTY, SAID STATE DE FOLLOWS : BEGINNING AT THE SOUTHWEST CORNER OF SAID PARCEL A, SAID POINT THE NORTHERLY LINE OF THAT CERTAIN DOCUMENT GRANTED TO THE CIT\ CARLSBAD, DECEMBER 9, 1983, F/P 83-449259 OF OFFICIAL RECORD: ON SAID PARCEL MAP NO. 13427: THENCE ALONG THE WESTERLY BOUNDAF SAID PARCEL A THE FOLLOWING COURSES: NORTH 5' 12'03" EAST 409.16 FEET; TO THE BEGINNING OF A TANGENT FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY; THENCE NORTHWESTERLY ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 21'15'34" A DISTAf A TANGENT 300.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THE! NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL AN( 45'17'29" A DISTANCE OF 237.14 FEET; THENCE NORTH 29'13'58" EA! FEET; TO THE BEGINNING OF A TANGENT 800.00 FOOT RADIUS CURVE, ( NORTHWESTERLY; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVI CENTRAL ANGLE OF 26'34'36'' A DISTANCE OF 371.08 FEET: THENCE NI 2'39'22" EAST 311.48 FEET; TO THE BEGINNING OF A TANGENT 600.01 RADIUS CURVE, CONCAVE SOUTHWESTERLY; THENCE NORTHWESTERLY ALONl SAID CURVE THROUGH A CENTRAL ANGLE OF 15'36'09" A DISTANCE OF THENCE NORTH 12'56'47" WEST 56.41 FEET; TO THE BEGINNING OF A 371.05 FEET; THENCE NORTH 16'03'31" WEST 243,88 FEET; TO THE 81 Fxiq 8 F; J A I111: I. \ ..., *> e -. I 3.. . 875 e 600.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE NORTHEAS ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 19'48'26" CURVE, CONCAVE SOUTHWESTERLY; THENCE NORTHWESTERLY ALONG THE ARC CURVE THROUGH A CENTRAL ANGLE OF 44O43'38" A DISTANCE OF 351.29 THENCE NORTH 37'51'59" WEST 263.43 FEET; TO THE BEGINNING OF A T 400.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESVERLY; THENCE NORTHWES ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 36'24'59" DISTANCE OF 254.22 FEET; THENCE NORTH 74' 16'49" WEST 495.90 FEET NORTH 33'21'02'' WEST 99.22 FEET; THENCE LEAVING SAID WESTERLY BO LINE SOUTH 74'16'49'' EAST 516.83 FEET; TO ?HE BEGINNING OF A TAN 450 .OO FOOT RADIUS CURVE , CONCAVE SOUTHWESTERLY; THENCE SOUTHEAS ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 36'24'50" DJSTANCE OF 285.99 FEET; THENCE SOUTH 37'51'59" EAST 315.82 FEET BEGIHNXNG OF A TANGENT 480.00 FOO? RADIUS CURVE, CONCAVE SOUTHWE THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTR OF 34O16'12" A DISTANCE OF 287.10 FEET: THENCE SOUTH 03°35'47" E FEET; THENCE SOUTH 5O49'18" EAST 228.98 FEET; THENCE SOUTH 8O22' 100.50 FEET; THENCE SOUTH 2'39'22" WEST 211.48 FEET; TO THE BEG1 TANGENT 825 ,OO FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE OHROUGH A CENTRAL ANGl 26'34'36'' A DISTANCE OF 382.68 FEET; THENCE SOUTH 29'13'58" WESl FEET; TO THE BEGINNING OF A TANGENT 275.00 FOOT RADIUS CURVE, CC EASTERLY; THENCE SOUTHERLY ALONG THE ARC OF SAID CURVE THROUGH I ANGLE OF 45'17'29" A DISTANCE OF 217.38 FEET; THENCE SOUTH 16'01 243.88 FEET: TO THE BEGINNING OF A TANGENT 1025.00 FOOT RADIUS ( CONCAVE WESTERLY; THENCE SOUTHERLY ALONG THE ARC OF SAID CURVE 1 CENTRAL ANGLE OF 21'15'34" A DISTANCE OF 380.32 FEET; THENCE SO\ 5O12'03" WEST 407.20 FEET TO A POINT ON THE NORTHERLY LINE OF SI DOCUMENT; THENCE NORTH 89'16'23" WEST ALONG THE NORTHERLY LINE 1 25.08 FEET; TO THE POINT OF BEGINNING. DISTANCE OF 20L42 FEET; TO THE BEGINNING OF A TANGENT 450,OO F01 PARCEL 2: THAT PORTION OF THE SOUTH HALF OF SECTION 25, TOWNSHIP 12 SOUTH RANGE 4 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO OFFICIAL THEREOF DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST WESTERLY CORNER OF LOT 57 OF LA COSTA MEA NO. I ACCORDING TO MAP THEREOF NO. 6800 FILED IN THE OFFICE OF RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE BOUNDARY OF SAID AS FOLLOWS: SOUTH 60'37'21" EAST 549.65 FEET TO THE NORTHERLY LINE OF ALGA AS SHOWN ON SAID MAP NO. 6800 BEING A POINT IN THE ARC OF A 949 FOOT RADIUS CURVE, CONCAVE NORTHERLY A RADIAL BEARS SOUTH EAST TO SAID POINT; WESTERLY ALONG SAID CURVE THROUGH AN ANGLE 32'40'34" A DISTANCE OF 541.22 FEET; TANGENT TO SAID CURVE SOU1 WEST 670 FEET TO A TANGENT 949 FOOT RADIUS CURVE, CONCAVE NORTH WESTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 25'54'00'' A DIST 428.99 FEET; AND SOUTH 15O52'33" WEST 50 FEET TO THE NORTHEASTE OF LA COSTA VALLEY UNIT NO. 4, ACCORDING TO MAP THEREOF NO. 578 THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY: THENCE A NORTHERLY BOUNDARY OF SAID MAP NO. 5781 AS FOLLOWS: .. ., .I .I I) u- 87 6 e WESTERLY ALONG THE ARC OF A 999 FOOT RADIUS CURVE, CONCAVE NORTH THROUGH AN ANGLE OF 23*22'00" A DISTANCE Of 407.42 FEET; TANGENT CURVE NORTH 50°44'00" WEST 398 FEET TO A TANGENT 1,001 FOOT RAD1 CONCAVE, SOUTHERLY; WESTERLY ALONG SAID CURVE THROUGH AN ANGLE 0 38'30'58" A DISTANCE OF 672.91 FEET; NORTH 89°14'58" WEST 98.00 NORTH 0°45'02" EAST 17.00 FEET TO THE NORTH LINE OF SAID SOUTH C SECTION 26; THENCE ALONG SAID NORTH LINE SOUTH 89'14'58" EAST 16 TO THE NORTHWEST CORNER OF SAID SOUTH HALF OF SECTION 25; THENCE NORTH LINE OF SAID SOUTH HALF OF SECTION 25 SOUTH 89'12'29" EASl FEET TO THE POINT OF BEGINNING. EXCEPTING THAT PORTION OF ALGA ROAD AS DESCRIBED IN DEED TO THE CITY OF CARLSBAD RECORDED DECEMBER 9, 1983, AS DOCUMENT NO. 83- OFFICIAL RECORDS. - ., 8, 0 . 877 0 ADDENDUM TO SHORT FORM DEED OF TRUST AND ASSIGNMENT OF RENTS This ADDENDUM TO SHORT FORM DEED OF TRUST AND ASSIGNMENT RENTS ( IfAddendum") is incorporated in and forms a part of the Short Form Deed of Trust and Assignment of Rents (the "Deed 0: Trust") of even date herewith, executed by BCE DEVELOPMENT, I1 a Delaware corporation, as Trustor, to Ticor Title Insurance Company of California, a California corporation, as Trustee, 1 favor of the CITY OF CARLSBAD, a municipal corporation of the State of California, as Beneficiary. 1. Definitions. When used in this Addendum, the folio\ terms shall have the meanings set forth below. 1.1 Trustor. "Trustor" shall mean BCE DEVELOPMEN' INC., a Delaware corporation, title holder to the real proper' encumbered by the Deed of Trust, and its successors and assigns. 1.2 Beneficiary. "Beneficiary" shall mean the CI' OF CARLSBAD, a municipal corporation of the State of Californ as beneficiary of the Deed of Trust, and its successors and assigns. 1.3 Real Property. "Real Property" shall mean th real property herein described and encumbered by the Deed of Trust, all fixtures and improvements now or hereafter situate such real property, and to which title is held by Trustor. 1.4 Lien of Deed of Trust. The "lien of the Deed Trust" shall mean the lien on title to the Real Property purs to the Deed of Trust. 1.5 Supplement. "Supplement" shall mean that cer 1988 Parks Supplement dated jC&xmmxz - 3rd, 1988, between Trust and Beneficiary. March 1.6 Secured Obligations. "Secured Obligations" s mean (i) the obligation set out in Paragraph 4 of the Supplem of Trustor to dedicate to Beneficiary certain real property f use as a park by the earlier of the recordation of the first final map of property owned by Trustor in Local Facility Management Zone 12 as shown on Exhibit #2 to the Supplement ("First Final Map") or January 1, 1990, and (ii) the obligati set out in Paragraph 5 of the Supplement of Trustor to delive Beneficiary a letter of credit securing payment by Trustor tc Beneficiary of certain funds for the construction of certain improvements by the earlier of the First Final Map or January 1990. i m" w 3/2 ., .' Q L' 878 0 .. 1.7 Fair Market Value. "Fair Market Value" of an real property referred to herein shall be determined by Trust and Beneficiary using their best efforts to reach an agreemen In the event Trustor and Beneficiary are unable to agree with ten (10) days of notice to either party that a determination the fair market value of real property is needed, Trustor and Beneficiary shall jointly appoint a member of the San Diego Chapter No. 42 of the American Institute of Real Estate Appraisers ("MAI") to determine the same. In the event Trust and Beneficiary cannot agree on such appraiser within ten (10 days after the parties are to appoint one, Trustor and Benefi ciary shall jointly petition the then president of San Diego Chapter No. 42 to appoint such appraiser. In the event San D Chapter No, 42 of the American Institute of Real Estate Appraisers no longer exists, the parties shall petition the appoint an appraiser. Any appraisal of real property pursuan this subparagraph shall be the value at its highest and best at the time of appraisal. successor or a similar organization of real estate appraisers 1.8 Senior Debt. "Senior Debt" shall mean all de secured by deeds of trust senior in priority to the lien of t: Deed of Trust and encumbering all or a portion of the Real Property ( "Senior Debt Security Instruments'' ) . 1.9 Amount of Senior Debt. The "Amount of Senior Debt" for any portion of the Real Property shall mean the tot of all unpaid principal and accrued interest on Senior Debt secured by Senior Debt Security Instruments encumbering such property as reflected in the books and records of Trustor. 1.9.1 In the event that the Senior Debt is secured by Senior Debt Security Instruments encumbering prope in addition to the real property for which the Amount of Senic Debt is being calculated, the Amount of Senior Debt shall be equal to an amount which is a commercially reasonable allocat: of the entire amount of the Senior Debt ("Allocated Debt") fol the portion of the Real Property for which the Amount of Senic Debt is being calculated. 1.9.2 Trustor and Beneficiary shall use the] best efforts to agree on the Allocated Debt. In the event Trustor and Beneficiary are unable to agree within ten (10) dz of notice to either party that a determination of the Allocatc Debt is needed, Trustor and Beneficiary shall follow the same procedure set out in Subparagraph 1.7 above for the appointmer of an MA1 appraiser to make such determination. In the event MA1 appraiser is appointed to determine Fair Market Value, the same appraiser shall determine the Allocated Debt if needed at the same time. 2 3/25 " .. a 3- 1 879 0 .- 1.10 Net Equity Value. "Net Equity Value" of any property referred to herein shall mean the difference between Fair Market Value of the property and the Amount of Senior De for such property. 1.11 Institutional Lender. An "Institutional Lend companies, mortgage bankers or brokers, pension, trust or uni funds and any similar lenders. shall mean and include bank!, gavings and leans, hsurance 1.12 Future Loans. A "Future Loan" shall mean a 1 from an Institutional Lender secured by deeds of trust encumbering all or a portion of the Real Property to which th lien of the Deed of Trust may be subordinated as set forth in Paragraph 2 below. 1.13 Future Security Instrument. A "Future Securi Instrument" shall be a deed of trust executed by Trustor in f of an Institutional Lender securing a Future Loan and encumbe all or a portion of the Real Property. 2. Subordination. Beneficiary understands that Trusto intends to obtain one or more Future Loans. Beneficiary here covenants and agrees, within fifteen (15) days of written req from Trustor, to subordinate the lien of the Deed of Trust to Future Security Instrument upon the terms and conditions contained herein. Beneficiary agrees that Trustor may, for s long as the Real Property is encumbered by this Deed of Trust without further consent or option by Beneficiary, obtain a Fu Loan as set forth herein and execute such a Future Security Instrument. Beneficiary further agrees, subject to the terms conditions set forth below, that any Future Security Instrume shall be prior and superior to the lien or charge of this Dee Trust. 2.1 Agreement. Beneficiary shall execute any and documents reasonably necessary to carry out the intention of subordination provision and shall execute any such documents may be reasonably required by any Institutional Lender to sub ordinate this Deed of Trust to the lien of a Future Security Instrument. 2.2 Condition. Beneficiary shall subordinate the lien of this Deed of Trust to a Future Security Instrument if only if after the making of the Future Loan secured by such Future Security Instrument, the Net Equity Value in the Real Property encumbered by this Deed of Trust shall be equal to o greater than Ten Million Dollars ($10,000,000). 2.3 Understanding. Beneficiary understands that execution of any document by which Beneficiary's interest in Deed of Trust is subordinated to the lien of any Future Secur Instrument results in Beneficiary's interest. becoming subject 3 2 /3 \- .. 0 0 d, 880 and of lower priority, than the lien of any such Future Secur Instrument . 3. Partial Release. Beneficiary covenants and agrees, within fifteen (15) days of written request from Trustor and 1 satisfaction of the terms and conditions set forth herein, to release the lien of the Deed of Trust from all or a portion o the Real Property. 3.1 No Impairment of Security. The portion of thl Real Property not being released ( "Remainder Parcel") shall bl parcel such that there is no impairment of security for the Secured Obligations. As used herein, "no impairment of secur shall mean that the parties in their reasonable discretion ag that the Remainder Parcel is adequate security for the Secure1 Obligations, taking into account the size, location, and Fair Market Value of the Remainder Parcel. 3.1.1 In the event Beneficiary is not satis that there is no impairment of security for the Secured Obligations, Trustor shall have the right to offer additional and/or substitute property to be used as security for the Secl Obligations in order to obtain a partial release under this paragraph. 3.2 Legal Lot. Any portion of the Real Property be released pursuant to this provision must be a separate leg lot in conformance with all applicable law. Trustor shall pal the reasonable costs, expenses and fees in connection with a ' partial release. 4. Performance. Upon performance by Trustor of the Secured Obligations, Beneficiary shall reconvey the Real Prop1 from the lien of this Deed of Trust within ten (10) days of request by Trustor. 5. No Personal Liability. Notwithstanding any other provision of this Deed of Trust, there shall be no personal liability on the part of Trustor, its principals, partners, successors or assigns, for any amount due and payable from Trustor to Beneficiary under this Deed of Trust. Beneficiary only recourse shall be foreclosure and sale of the Real Prope as provided in the Deed of Trust. 6. Attorneys' Fees. In the event of any dispute or litigation involving the terms and conditions of this Deed of recover attorneys' fees and court costs. Trust or this Addendum, the prevailing party shall be entitles 7. Inducement. The terms, covenants, conditions and agreements contained in the subordination provision in Paragr 2 above and in this Addendum are, collectively, a material inducement to Trustor's execution of this Deed of Trust, and is the intention of both Trustor and Beneficiary that the ter 4 -4 /3 \, *. 0 e ,* 88 f. hereof shall be binding on, and inure to the benefit of, the parties hereto and their respective heirs, representatives, successors and assigns. 8. Partial Invalidity. In the event any one or more o the provisions of the Deed of Trust or this Addendum shall fo any reason be held to be invalid, illegal and/or unenforceabl shall not affect any other provision of the Deed of Trust or Addendum, and such other provisions shall remain binding and enforceable. any respect, such invalidity, illegality and/or unenforceabil 9. Notices. Any notice required to be given hereunder shall be given in writing and shail be effective on personal delivery to the party to whom addressed, or such party's authorized representative, or upon deposit in the United Stat mail, postage prepaid, return receipt requested, and addresse the manner set forth below: If to Beneficiary: City of Carlsbad 1200 Elm Avenue Carlsbad, California 92009 If to Trustor: BCE Development, Inc. c/o La Costa Ranch Co. 6670 El Camino Real Carlsbad, California 92009 with a Copy to: Ronald W. Rouse, ESq, Luce, Forward, Hamilton & Scripps 4250 Executive Square, Suite 700 La Jolla, California 92037 The addresses may be changed by written notice given as provi, above. 10. Entire Agreement. This Deed of Trust and the Adden! contain the entire agreement between the parties hereto relat to the transactions contemplated hereby, and all prior or contemporaneous agreements, understandings, representations a: statements are merged herein. No modification of this Addendl or the Deed of Trust shall be valid unless the same is in wri. and signed by the party against which the enforcement of such modification is or may be sought. 11. Governinq Law. This Addendum is being delivered an' intended to be performed in the State of California and Shall construed in accordance with the laws of the State Of Cali- - 5 3/2! , " .: 2. I, *' , 0 L 882 0 fornia. Any action hereon shall be brought solely in San Diec California. IN WITNESS WHEREOF, the undersigned have executed this Addendum as of the 29th day of March , 1s BENEFICIARY: THE CITY OF CARLSBAD, a munic: TRUSTOR : BCE DEVELOPMENT, INC., a Delal corporation By : Its: WILLIAM 6. SElTH FnRM - Senior Vice-president JW, /Fity Attorney v ATTEST : ALETHA .L. FAUT'ENKRANZ, City Cqerk RI020RDB 6 3/2 I -, * "6 . " .I + e $0, 883 0 ., * I CERTIFICATION FOR ACCEPTANCE OF DEED This is to certify that the interest in real propert] conveyed by the deed or grant dated March 29, 1988 from BCE Development, Inc. .................................... to the City of Carlsbad, California, a municipal corporatior is hereby accepted by the City Council of the City of Carlsl: California pursuant to resolution No. 88-118 , adopted on April 5, 1988 , and the grantee consents to the recordation thereof by its duly authorized officer. DATED: April 6, 1988 By : &BR-, ALETHA L. RAUTENKRANZ, City C: