HomeMy WebLinkAboutPlaza Camino Real; 1966-04-20;i ESCROW INSTRUCTIONS
Title Insurance and Trust Company
Los Angeles, California
--------.----’-----------------------,
Gentlemen:
The instructions following are communicated to you by the undersigned, PLAZA CAI
REAL, a Limited Partnership organized and existing under the laws of the State of Californi
general partner of which is The May Stores Shopping Centers, Inc., a Missouri corporation (h
after called “Partnership”) , the undersigned CITY OF CAIPESBAD, a municipal corpo
(hereinafter called “City”) , and the undersigned CARLSBAD PARKING AUTHORITY, a
corporation formed under and pursuant to the Parking Law of 1949 (Sections 32500 et. seq. I
This communication also constitutes the memorandum of agreement between the parties heret
4- defines their respective rights, privileges, powers, immunities and obligations with respect t
transactions involved. Your concern with said agreement, however, is limited to the carrying (
i ‘ the express instructions to you hereinafter set forth in paragraphs E, K and L of this communic 1 (For convenience of reference this communication is sometimes referred to hereinafter as
memorandumy7.
A. Concurrently with the execution of this memorandum, Partnership as Lessor has executec
Authority as Lessee, a Lease and Agreement (hereinafter referred to as the “Lease”), a
of which is attached to this memorandum marked Exhibit One.
B. As more particularly appears from Exhibit One, Authority has undertaken to in
the premises covered by said Lease (as the same may be realigned under the provisions of said 1
with the public Parking Facility therein described, and upon completion thereof to deliver poss
thereof to City under a Sublease from Authority as Sublessor to City as Sublessee (here
referred to as the “Sublease”).
C. Partnership is the owner of the premises covered by said Lease and has agreed to conve
premises by a grant deed (hereinafter referred to as the “Grant Deed”), to City concurrently wi
City’s entering into possession of the same under the Sublease and its assumption of performance
undertakings thereunder.
D. With this memorandum the parties are delivering to you respectiveBy for handling, as
inafter provided (with respect to which your only concern or responsibility will be such ham
the following:
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I Streets and Highways Code) (hereinafter called “Authority”).
1. By City:
a. A copy of the resolution adopted by City’s City Council authorizing the City’s exe
and delivery of this memorandum and of the Sublease, and its acceptance of the Grant De
recording in accordance with the Government Code of California, duly attested by the cer
of the Clerk of said Council.
b. An opinion by the law firm of O’Melveny & Myers stating in effect the opinion (
firm to be that City is duly empowered pursuant to said resolution and applicable laws, ordi
and regulations to accept said Grant Deed for recording in accordance with the Governmenl
of California and to perform each and all of the undertakings of City provided in this memor,
and in the Grant Deed and Sublease, and that City has executed and authorized delivery
memorandum and of the documents referred to in this memorandum by its duly authorized o I 1
2. By Authority:
a. A certified copy of the resolution adopted by Authority authorizing the execution and
delivery by Authority of this memorandum and of the Lease and Sublease.
b. An opinion by the law firm of OMelveny & Myers stating in effect the opinion of thal
firm to be that Authority is a public corporation duly organized and existing under the laws of
the State of California and has full power to perform each and all of the undertakings of Authority
provided in this memorandum and in the Lease and Sublease, and that Authority has executed
and authorized delivery of this memorandum and of the Lease and Sublease by its duly authorized
officers.
3. By Partnership and Authority:
a. Executed original or duplicate original of the Lease and Agreement, a copy of which is
attached to this memorandum as “Exhibit One”.
You shall be authorized to file this Lease and Agreement, and any amendment thereto referred
to in Section E below, with the County Recorder of the County of San Diego with instructions to
record the same and thereafter to return the same to Authority, provided you have received
the deposits provided in par. 1 and par. 2 of this Section D.
4. By Authority and City:
Two counterparts of the Sublease, each executed on behalf of Authority, as Sublessor,
and City, as Sublessee, a true copy of the Sublease being annexed to this memorandum marked
Exhibit Two (said counterparts contain blank spaces on Page 2 with respect to the term com-
mencement date and with respect to rental rates.) Such rates are to be established on the basis
of the annual installments of principal and interest required to be paid by Authority over
a 25 year period in the discharge of the indebtedness incurred by it in the construction and im-
provement of the Parking Facility and when such amount has been ascertained Authority
and City will join in delivering to you supplemental instructions specifying the amount of
such rental rates, whereupon you shall complete the counterparts of the Sublease by insertion
therein of such rates. You will also insert the term commencement date which shall be the
“Vesting Date” hereinafter specified.
5. By Partnership:
The Grant Deed executed by Partnership as Grantor to City as Grantee, a true copy of the
Grant Deed being annexed hereto as Exhibit Three.
E. As appears from Exhibit One, the premises subject to the Lease are subject to realignment as
therein provided. On the occasion of any such realignment pending the close of this escrow, City and
Authority, with respect to the Sublease, and Partnership, with respect to the Grant Deed, shall
deliver to you within 10 days from the effective date of such realignment amended instruments
in substitution for those hereinabove described and delivered to you by such parties respectively.
References hereinafter made to the Lease, the Sublease and the Grant Deed, shall in event of super-
cession thereof as aforesaid refer to the amended instrument to be delivered to you as aforesaid.
F. As more particularly appears from Exhibit Two, Authority will cause the construction
of the Parking Facility to be accomplished by the low bidder between a group of contractors and
completion of the Parking Facility in accordance with the requirements of the Lease and Sublease is
to be established by the certificate of Krumm & Sorenson, Architects, the Project Architect. Executed
copies of such certificate shall be delivered both into this escrow and to City’s Chief Administrative
Officer.
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G. Partnership hereby confirms its commitment to City that if City elects to delegate the mal
ment, operation and maintenance of the Parking Facility to a private concern on the basis of compe
bids, as provided in the Sublease, Partnership shall submit, responsive to the City’s invitation, :
to carry out on behalf of City the management, operation and maintenance of the Parking Facili
the manner required under the Sublease, and to bear in full the cost thereof. Such cost shall inc
without limiting the generality of the foregoing, the premiums for insurance which City is obligat
provide under the Sublease.
H. Partnership shall do all things to be provided on its part to place you in a position, as c
Vesting Date hereinafter appointed, to issue to City and Authority a policy of title insurance i
by your company in the form commonly known as a California Land Title Association Extt
Coverage Owner’s Policy, insuring the vesting of said real property in City and the leasehold in
of Authority with liability in an amount to be specified to you by City and Authority but not exce
the aggregate amount of the rent to be paid Authority by City under the Sublease, insuring the VI
of title to said real property, subject only to:
1. Liens for current taxes;
2. Easements, rights of way, conditions, covenants, restrictions, reservations and si
3. The Lease and the Sublease;
4. Any Indenture or other security interest created to secure Authority’s obligation tc
the cost of the construction of the Parking Facility contemplated by the Lease, providing thi
same shall affect only the Lessor’s interest under the Lease.
5. The conditions, restrictions, reservations and covenants contained in the Grant De
I. Partnership will pay and discharge, when due, all general and special taxes and assessmen
the tax years preceding the Vesting Date. The general and special taxes and assessments on the Pz
Facility for the tax year, in which the Vesting Date occurs, shall be prorated between Partnershi]
City as of the date of transfer. The prorata share of Partnership for the taxes and the assessmen
such year shall constitute the portion thereof applicable to the fraction of the tax year (July 1, ti
including June 30), which has elapsed at the date of transfer.
J. “Vesting Date” shall be the date on which you hold:
1. Written confirmation from the Project Architect that the Parking Facility calle
under the Lease has been completed for City’s occupancy as Sublessee under the Sublease; ai
2. Written confirmation from Partnership that Authority has performed its obligations
items (1) and (2) of Subsection (b) of Section 10 of the Lease.
On Vesting Date you shall deliver:
1. To City: The Grant Deed, one executed counterpart of the Sublease (completc
you by insertion as provided in paragraph D of these instructions), and original or duI
original of title insurance policy, hereinabove described, insuring vesting of title in City, as
as said title insurance policy shall be in form for delivery.
2. To Authority: Executed counterpart of the Sublease (completed by you by insert]
provided in paragraph D of these instructions) and original or duplicate original of title ins^
policy, hereinabove described, insuring the leasehold interest of Authority, as soon as saic
insurance policy shall be in form for delivery.
At the request of Authority, said title insurance may be amended by adding among the I
insured a lender or lenders who shall have been granted a security interest on the property des
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matters of record on the date of such conveyance and transfer;
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in the title insurance policy for the repayment of funds loaned to Authority for the cost of construc-
tion of the Parking Facility.
Delivery to City of the Grant Deed and of the counterpart of the Sublease shall be made by
filing the same, together with certified copy of the resolution by the City Council of City of accept-
ance of the Grant Deed in accordance with Section 27281 of the Government Code of California,
with the County Recorder of the County of San Diego with instructions to record the same and
thereafter to return the same to City by United States mail addressed as follows:
City of Carlsbad
Attention: City Clerk
City Hall
Carlsbad, California
Delivery to Authority of the second counterpart of the Sublease shall be made by sending the
same through the United States mail, addressed to Carlsbad Parking Authority:
Care of O’Melveny & Myers
433 South Spring Street
Los Angeles, California 90013
K. If the Vesting Date shall not have occurred by December 31, 1968, you shall nevertheless
continue this escrow and comply with its instructions and close the same a5 soon thereafter as possible;
provided, however, that at any time after said date any of the parties hereto may terminate this escrow
by written notice to the other parties hereto and to escrow agent declaring this escrow and all agreements
contained in this memorandum to be terminated on a date stated in said notice, not less than 90
days from the date of said notice. On expiration of the date set forth in said notice of termination, and
provided the conditions for occurrence of the Vesting Date shall not have then been performed, you
shall return to partnership forthwith said Grant Deed or its substitute, as aforesaid, and you shall have
no further concern with this matter. In the event the Lease should be terminated prior to the Vesting
Date all agreements between the parties contained in this memorandum shall be terminated and no
further proceedings shall be had in this escrow.
L. Except as otherwise provided in this memorandum, your rights, duties and responsibilities shall
be the same as in your usual and customary escrow for the sale of real property. Partnership shall pay
your escrow fee, the premiums for said title insurance policy, insuring the fee title of City and the
leasehold interest of Authority (provided that the premium or additional cost for insurance of the
security interest of a lender or lenders of funds to Authority shall be paid by Authority) and reimburse
you for any expense incurred pursuant to these instructions, subject, however, to the reservation by
Partnership of the right to look to City or Authority or either or both, for reimbursement in any amount
paid to you, should this escrow terminate by virtue of default on the part of City or Authority.
M. It is the intent of the parties hereto that no obligation be created hereunder on the City which
requires any expenditure or the incurring of any indebtedness which exceeds any limitations imposed by
the laws or Constitution of the State of California. If, however, any snch obligation is held to exceed
any such IimitatioR, it is the intent of the parties that any such obligation, except City’s obligation to pay
rent, be disregarded and this memorandum construed 2s if said obligation were not contained herein.
N. This memorandum may be amended from time to time by written addenda attached hereto
and executed by the parties or their successors or assigns. It is recognized that certain amendments may
be required by lenders as a condition to their assisting in the financing of said shopping center. Such
amendments which relate to technical provisions of this memorandurn without requiring any substantive
change may be made by Partnership provided same are subsequently ratified by City and Authority in
writing within thirty days of receipt of notice of said change from Partnership.
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0. This memorandum shall be binding upon the parties hereto, their successors and assigns. 11
event that there is a change in the composition of Partnership after the effective date of this memoranc
written notice of such change shall be given to City and Authority within thirty days of the
on which such change becomes effective.
P. The waiver of a party of the right to performance of an undertaking hereunder, by an<
party within a specified length of time shaIl not operate to discharge the party liable for such perform
from the obligation to perform the same promptly following such waiver.
Q. Any notice which you may be required or may desire to give to any of the parties hereto, or
notice one party is required or desires to give to the other may be delivered manually or by United S
certified mail addressed:
1. In the case of Partnership to:
10738 West Pic0 Boulevard
Los Angeles, California 90064
2. In the case of Authority to:
Care of O'Melveny & Myers, 433 South Spring Street, Los Angeles, California 900
3. In the case of City to:
Attention: City Clerk, City Hall, Carlsbad, California.
subject to the right of any party to designate a different address for itself by notice similarly g
Any notice so given by United States certified mail shall be deemed to have been given on the dati
same is deposited in the United States mail as certified matter, with postage thereon fully prepaid.
R. This memorandum may be executed in counterparts all of which shall together constitute
memorandum.
PLAZA CAMINO REAL
By The May Stores Shopping Centers, Inc.
?Sole General Partner
//
CARLSBAD PARKVG AUTHORITY
THE CITY OF CARLSBAD'
EFFRIES BANKNOTE Co., Prinlr [os AxCiliLCS * NEW YO€ Area Code 213 Phone 627-951
LEASE AND AGREEMENT
This Lease and Agreement is made and entered into as of the ~
1966, by and between PLAZA CAMINO REAL, a Limited Partnership, organized and existing u
the laws of California, the general partner of which is The May Stores Shopping Centers Inc., a Mist
corporation (hereinafter sometimes called “Partnership”), and CARLSBAD PARKING AUTHOR
a municipal corporation formed under and pursuant to the Parking Law of 1949 (Sections 325C
seq. of the Streets and Highways Code) (hereinafter called “Authority”).
PREAMBLE AND RECITALS
A. Partnership owns that certain parcel of real property located within the corporate limil
the City of Carlsbad, California (hereinafter called “City”), designated as Parcel A, on the
attached hereto marked “Exhibit A”, and more particularly described as follows:
California, described as follows:
All that real property situated within the City of Carlsbad, in the County of San Diego, Sta
Those portions of Section 32, Township 11 South, Range 4 West, San Bernardino Meri
according to official plat thereof and of Lots 40, 41, 42 and portions of Lots 39 and 13 thi
17 inclusive and of Eucalyptus Street all of Mosp. Eucalyptus Forest Company’s Tract, acco
to Map thereof No. 1136, filed in the office of the County Recorder of said County, describl
follows:
Beginning at the Southeast corner of the North Half of the Northeast Quarter of Sectioi
thence along the South line of said North Half, South 89” 17’ 09” West, 1304.78 feet; t4
South 810.00 feet; thence South 76” 30’ East, 1265.00 feet; thence East 740.00 feet; tl
North 77” 15’ East, 840.65 feet more or less to the Westerly line of El Camino Real
Feet wide) as described in deed to the County of San Diego, recorded April 10, 194
Document No. 28857 of Official Records; thence Northerly along said Westerly line 962.22
more or less to an angle point in the Southerly line of California State Highway as desc
in deed to the State of California, recorded September 8, 1964 as Document No. 1634:
Official Records; thence along the boundary line of said State Highway as follows: North 7” 09
West, 110.20 feet; North 56” 32’ 58” West, 121.72 feet to a point in the arc of a 150.00
radius curve concave Southerly, a radial line of said curve bears North 28” 33’ 27” East to
point, Westerly along said curve 81.31 feet through an angle of 31” 03’ 27”, non-tange
said curve South 89” 12’ 51” West, 167.13 feet to a point in the arc of a 205.00 foot r
curve concave Southerly, a radial line of said curve bears North 2” 30’ West to said I
Westerly along said curve 125.78 feet through an angle of 35” 09‘ 13” to a point of rev
curvature having a radius of 95.00 feet, Westerly and Northwesterly along said curve 1:
feet through an angle of 112” 09’ 13” to the Southeast corner of that easement for dr2
purposes granted to the State of California, recorded September 8, 1964 as Document No. 1C
of Official Records; thence leaving said curve and said Southerly line of California State Mi$
along the Southerly and Westerly lines of said drainage easement, South 74” 30’ West, 1
feet and North 15” 19’ 26” West, 35.45 feet, more or less to a point in the Soiltherly line I
land described under Parcel 1 in deed to the City of Oceanside, recordcd April 20, 19
Document No. 77257 of Official Records; thence South 69” 30’ West along the Southerly 1,
said Parcel 1 a distance of 615.07 feet, more or less to the Point of Beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil,
petroleum or other hydrocarbon substances within or underlying said land without rig
surface entry as reserved in deeds executed by Reginald0 Marron and Caroline Marron rec
in Book 6699, page 264 of Official Records, and Book 7712 page 477 of Official Records
further excepting, in addition to said reservation in the aforesaid deed, all of the oil, ga
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other minerals and mineral rights in, and under said portions of Section 32 lying beneath a
depth of 500 feet from the surface of said land, and reserving the right of entry at any point
in such land lying below said depth for the purpose of exploring, drilling, conveying and removal
of any such substances and installation of equipment and pipelines for such purposes, provided
that any such entry and activity upon said land for such purpose shall be carried out in such
manner as to avoid any interference with the use of the surface of said land.
B. City proposes, in order to induce the development of commercial expansion within its
corporate limits, to provide facilities for parking by the public, including visitors, users and members
of businesses located in such expanded area, on the land depicted on Exhibit A as Parcel C (hereinafter
sometimes referred to as the “Parking Facility”), by means of an arrangement pursuant to which
Authority shall acquire a leasehold interest in the land to be occupied by the Parking Facility, cause
the construction on said land of improvements for use as a municipal parking lot and, upon completion
of said improvements and acquisition by City of ownership of the Parking Facility, and sublease the
Parking Facility to City for an annual rental at least equal to the annual payments required of
Authority to discharge the indebtedness incurred by Authority in such construction, and the cost of
insurance, taxes, if any, and any other operating expenses of the Parking Facility incurred by Authority.
C. Partnership proposes to develop a regional shopping center on some portions of the real property,
depicted on Exhibit A as Parcel B, to arrange for The May Department Stores Company, a New York
corporation, to build on Parcel B as a part of said shopping center, a retail department store (here-
inafter sometimes referred to as “May Department Store”), and to make a gift to City of Parcel C,
pursuant to the provisions of Section 37354 of the Government Code of the State of California, for
use and operation as a municipal parking lot in the manner and upon the conditions as hereinafter
set forth.
D. Concurrently with the execution of this Lease and Agreement Partnership, City and Authority
have executed escrow instructions to Title Insurance and Trust Company (hereinafter called the
“Escrow Agent”) which instructions also constitute the agreement between the parties (hereinafter
referred to as the “Basic Agreement”) governing:
1. The execution and delivery of this Lease.
2. Concurrent execution between Authority as sub-lessor and City as sub-lessee of a sublease
(hereinafter referred to as the “Sublease”) whereunder Authority subleases to City and City
hires and subleases from Authority the premises to constitute the Parking Facility (to be determined
precisely as provided in this Lease) for a term commencing upon completion of the Parking
Facility as called for under this Lease and continuing for a term equal to the then unexpired
balance of the term of this Lease.
3. The concurrent deposit of two executed counterparts of the Sublease in an escrow estab-
lished with Title Insurance and Trust Company at its Los Angeles, California, office for delivery
to City and Authority respectively upon the completion of the Parking Facility.
4. The concurrent execution by Partnership as Grantor to City as Grantee of a deed to
the land covered by this Lease which deed, as in the case of this Lease, is subject to amendment
so that the real property descriptions therein set forth shall conform, in all respects, to the premises
covered by this Lease if this Lease is amended as hereinafter provided, said Grant Deed also
providing:
a. That vesting of the fee interest thereunder shall effect no merger of interests and shall
be subject to this Lease.
b. For confinement of the City’s use thereof perpetually for public parking purposes only.
c. For conditions and undertakings governing the City’s use and operation of the Parking
Facility during the term of the sublease and thereafter.
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d. For continuation of the powers of the Partnership to grant easements and other rigl-
provided in Section 11 of this Lease.
5. Concurrent deposit of said Grant Deed in said escrow with instructions for delive
City of the same (or its amended substitute) concurrently with delivery of the sublease as s
noted.
E. City’s Council has heretofore adopted a resolution enabling the City’s execution o
Sublease and Messrs. O’Melveny & Myers have submitted heretofore their opinion approvinj
validity of said resolution and the undertakings of City authorized thereunder in all respect
NOW, THEREFORE, for and in consideration of the mutual promises and undertakings h
contained, and for other good, valuable and adequate consideration, the parties hereto agrc
follows:
Partnership hereby leases to Authority, and Authority hereby leases and hires from Partnei
the following described real property (shown as Parcel C on Exhibit “A” attached hereto), and
ject to realignment as hereinafter provided, for the term, at the rental and on the terms and cond
hereinafter specifled:
That portion of Section 32, Township 11 South, Range 4 West, San Bernardino Mer
in the City sf Carlsbad, County of San Diego, State of California, according to official
thereof, together with a portion of Lots 42, 13, 14, 15 and of Eucalyptus Street in Hosp Eucal
Forest Company’s Tract, according to Map thereof No. 1136, filed in the office of the CI
Recorder of San Diego County, described as follows:
Beginning at the Southeast corner sf the North Half of the North Half of Section :
said Township and Range; thence along the South line of said North Half of the North
South 89” 17’ 09” West 404.27 feet to Point “A”; thence continuing South 89” 17’ 09“
900.51 feet; thence South 810.00 feet; thence South 76” 30’ East 1265.00 feet; thence
740.00 feet; thence North 77” 15’ East 840.65 feet more or less to the Westerly line (
Camino Real (80 feet wide) as described in deed to the County of San Diego, recorded
10, 1945 as Document No. 28857 of Official Records; thence Northerly along said We
line 962.22 feet more or less to an angle point in the Southerly line of California State 1
way as described in deed to the State of California, recorded September 8, 1954 as DOCL
No. 163432 of Oscial Records; thence along the boundary line of said State Highw:
follows: North 7” 09’ 55’’ West 110.20 feet; North 56O 32’ 58” West 121.72 feet to a
in the arc of a 150.00 foot radius curve concave Southerly, a radial line of said curve
North 28” 33’ 27’’ East to said point, Westerly along said curve 81.31 feet through an an)
31” 03’ 27”, non-tangent to said curve South 89” 12’ 51” West 167.13 feet to a point i
arc of a 205.00 foot radius curve concave Southerly, a radial line of said curve bears 1
2” 30’ West to said point, Westerly along said curve 125.78 feet through an angle of 35” 09
to a point of reversed curvature having a radius of 95.00 feet, Westerly and Northwe
dong said curve 185.96 feet through an angle of 112” 09’ 13” to the Southeast corner oi
easement for drainage purposes granted to the State of California, recorded September 8,
as Document No. 163432 of Oificial Records; thence leaving said curve and said Sou1
line of California State Highway along the Southerly and Westerly lines of said drainage
ment, South 74” 30’ West 138.88 feet and North 15” 19’ 26” West 35.45 feet more or 1t
a point in the Southerly line of the land described under Parcel 1 in deed to the City of 0
side, recorded April 20, 1959 as Document No. 77257 of Official Records; thence South 69
West along the Southerly line of said Parcel 1 a distance of 615.07 feet more or less t
point of beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas, petrc
or other hydrocarbon substances within or underlying said land without right of surface
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as reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded in Book
6699, page 264 of Official Records, and Book 7712 page 477 of Official Records, and further
excepting, in addition to said reservation in the aforesaid deed, all of the oil, gas and other minerals
and mineral rights in and under said portions of Section 32 lying beneath a depth of 500 feet
from the surface of said land, and reserving the right of entry at any point in such land lying
below said depth for the purpose of exploring, drilling, conveying and removal of any such
substances and installation of equipment and pipelines for such purposes, provided that any
such entry and activity upon said land for such purpose shall be carried out in such manner
as to avoid any interference with the use of the surface of said land.
Also excepting therefrom that portion lying Westerly of a line which bears South from
Also excepting that portion described as follows:
Beginning at the Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 607.85 feet more or less to a line which bears South from a point
which bears East 533.22 feet from the Southeast corner of the North Half of the North Half of
said Section 31; thence North 495 feet; thence North 70” 00’ East 20.00 feet to the true point
of beginning; thence North 70” 00’ East 330.00 feet; thence North 20” 00’ West 270.00 feet;
thence South 70” 00’ West 150.00 feet; thence West 370.05 feet; thence North 60.00 feet;
thence West 190.00 feet; thence South 60.00 feet; thence West 255.00 feet; thence South 118.33
feet; thence West 218.00 feet to a line which bears South from said Point “A”; thence South
350.00 feet; thence East 565.00 feet; thence South 20” 00’ East 50.00 feet; thence North 70” 00’
East 420.00 feet; thence North 20” 00’ West 60.00 feet to the true point of beginning.
Point “A” above.
Also excepting therefrom that portion described as follows:
Beginning at said Southeast corner of the North Half of the North Half of Section 31;
thence South 60.00 feet; thence West 5.00 feet to true point of beginning; thence South 90.00
feet; thence West 255.00 feet; thence North 90.00 feet; thence East 255.00 feet to the true point
of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 540.00 feet; thence North 55.00 feet to the true point of beginning;
thence North 110.00 feet; thence West 190.00 feet; thence South 110.00 feet; thence East 190.00
feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30‘ East
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East 727.23 feet; thence North 5” 57’ 53” West 244.29 feet to the true point of beginning; thence Worth 5” 57’ 53’‘ West
212.00 feet; thence South 84” 02’ 07’’ West 90.00 feet; thence South 5” 57’ 53’’ East 212.00
feet; thence North 84” 02’ 07’’ East 90.00 feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at the Southeasterly terminus of that course above designated “North 56” 32’ 58‘‘
West 121.72 feet”; thence North 56” 32’ 58” West 40 feet to the true point of beginning; thence
South 38” 00’ West 160.00 feet; thence North 52” 00‘ West 140.00 feet; thence North 38” 00’
East to the Northeasterly line of the above described land; thence SoutheasterIy along said
Northeasterly line to the true point of beginning.
Also excepting therefrom that portion described as follows:
LE
Beginning at said Easterly terminus of that course above designated “South 76” 30’
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East, 180.00 feet; thence I
12” 45’ West, 55.00 feet to the TRUE POINT OF BEGINNING; thence North 12” 45’ ‘
110.00 feet; thence North 77” 15’ East, 190.00 feet; thence South 12” 45’ East, 110.00
thence South 77” 15’ West, 190.00 feet to the TRUE POINT OF BEGINNING.
As used in this Lease, the term “leased premises” refers to the hereinabove described
property, constituting Parcel C and, with reference to any period after any realignment in the bounc
pursuant to the provisions of Section 3 hereinbelow, the land as changed as a result of such realign
as well as the Parking Facility to be located thereon.
Section 1. Term: The term of this Lease shall be 50 years, commencing on the date hl
subject to termination or sooner expiration as hereinafter provided.
Section 2. Rental: The amount of rental payable by Authority for the leased premises 1
this Lease shall be the sum of $1.00 per year.
Section 3. Re-dipnent of the Bonndaries of the Leased Premises: If deemed necessa!
appropriate by the Project Architect, referred to in Section 8 of this Lease, for the purpose of
efficient or economic alignment, construction or arrangements of the Parking Facility and adj
developments, a portion or portions of land contiguous to Parcel C may be added to and beco
part of the leased premises in substitution for release from the coverage of this Lease of portio
the leased premises as now constituted, the portions to be so substituted to be approximately
in area in each case to those released. In the case of each such substitution, Authority and Partnc
shall join in the execution and recordation of an amendment to this Lease, specifying and describi
(a) The portion or portions of land to be added to the leased premises; and
(b) The portion or portions to be released from the leased premises pursuant to such substiti
Section 4. Powers of Termination:
(a) Unless prevented, delayed or hindered as specified in Section 5 of this Lease, Autl
shall have done all things required so that all necessary grading shall have been done and the Pa
Facility shall be in the actual course of construction not later than September 30, 1967. If Autl
fails to do so, Partnership may terminate this Lease at any time thereafter on 90 days’ written 1
to Authority and City, provided that such notice shall be of no force or effect if the Parking F;
shall, prior to the expiration of such 90 day period, be in the actual course of construction; pro1
further, that nothing herein contained shall operate to extend the term of this Lease and that
Parking Facility shall not be in the course of construction within 5 years from the date of this P
ment, Partnership may at any time thereafter, as long as actual construction shall not have commc
terminate this Lease forthwith on written notice to Authority regardless of the cause. In additi
the powers of termination specified in the foregoing, Partnership may terminate this Lease in the
Authority delays for an unreasonable length of time in bringing about completion of the Pz
Facility.
(b) If construction is not commenced on a May Department Store containing at least 15
square feet of gross floor area by March 31, 1968, Authority may terminate this Lease by 90
written notice to Partnership, unless such Commencement is prevented, delayed or hindered as sp
in Section 5 of this Lease; provided that such notice of termination shall be of no force or efl
construction of said store shall be commenced prior to the expiration of the termination d;
said notice. Commencement of construction is hereby defined as the time when excavatio
foundations or footings has begun.
(c) If the indebtedness of Authority incurred by it for the cost of construction of iml
merits pursuant to this Lease and Agreement shall be fully discharged prior to the expirati
5
the hereinabove stated term of this Lease, then either party shall have the right to terminate this Lease
by 90 days’ written notice to the other party.
(d) In the event that within 180 days from the date hereof, Parcel A, in its entirety, shall not be
Zoned for the purposes contemplated by the development of the shopping center pursuant to zoning
ordinance( s) duly enacted by the appropriate governmental authority, and which has (have) be-
come final and as to which time for review thereof shall have expired, then Partnership shall have
the exercisable right:
(1) To extend the time for the establishment of such zoning, as described, by 90 days notice to
Authority with respect thereto; or
(2) To terminate this Agreement upon 30 days notice to Authority with respect thereto.
(e) This Lease and Agreement shall terminate automatically if the City shall not have occupied
the leased premises under the sublease by January 2, 1976.
In the event Partnership shall extend time for the establishment of such zoning, as described, as
aforesaid, and in the further event said zoning shall not occur by the expiration of such extended
period, then Partnership shall have the exercisable right without being obligated to terminate this
agreement upon 30 days notice to Authority with respect thereto.
(f) Upon any termination in accordance with the provisions of this Section 4 each party shall
be released from all obligations hereunder and Authority covenants to execute an instrument in
recordable form acceptable to counsel for Partnership confirming the termination of this Agreement.
Section 5. Extension of Time for Performance: If Authority or Partnership or The May
Department Stores Company shall be prevented, delayed or hindered from commencing the construction
to be carried out on its part as herein contemplated, or from pursuing such construction to completion
after commencing the same, by a cause or causes beyond its reasonable control, the time for per-
formance shall be automatically extended except as limited by Section 4 hereof, for a period equal
to that during which such condition continues to exist plus the length of time after such condition
ceases to exist as shall be reasonably necessary to complete said construction.
Section 6. Development of Shopping Center: The May Department Store contemplated under
provisions of subsection (b) of Section 4 of this Lease shall be substantially equivalent in quality of
construction to the May Department Store in Mission Valley, San Diego, California. Partnership shall
construct or cause to be constructed on Parcel E3, and make reasonable efforts to secure suitable
tenants for additional buildings having in the aggregate square footage of not less than 120,000
feet, so that a Shopping Center of major size and significance providing a broad variety of merchandise
and services will be developed. The term “Shopping Center” wherever used in this Lease shall refer
to said May Department Store and such addi”Liona1 buildings and their respective appurtenances.
Section 7. Power of Partnership to Pedsm Authority’s Qbligatioms: If Authority elects to
delegate to Partnership any performance required of Authority under the provisions of Section 8 of
this Lease, Partnership shall accept such delegation and perform accordingly subject to the right
to be reimbursed in the reasonable cost of SO doing and provided that if legal proceedings are pending
involving the rights and obligations of Authority under this Lease and Agreement, or of City under the
Sublease, Partnership may defer such performance pending final establishment of such right in such
proceedings. Should Authority delay in its performance of any of its obligations under this Lease and
Agreement, or if Authority is prevented or delayed in such performance by a cause or causes beyond its
reasonable control, but not affecting Partnership’s ability to do and perform the same, then Partnership
may perform each and every such obligation of Authority and shall be entitled to reimbursement from
Authority for the reasonable cost of so doing; provided that if legal proceedings are pending involving
the rights and obligations of Authority under this Lease and Agreement, or of City under the Sublease,
6
Partnership’s right to such reimbursement shall be conditioned upon establishment of such right
court of competent jurisdiction.
Section 8. Schedule for Improvement of Papking Facility by Authority: Authority shall pro
proceed with the preparation of, do and perform, the following in order to improve or cause the 1
premises to be improved:
(a) Within one hundred and eighty (1 80) days from the date hereof, cause to be pre
by Mrumm & Sorenson, architects, Los Angeles, California (hereinafter called the “Project 1
tect”) schematic plans and specifications for the grading and construction of the Parking Facilit:
cost estimztes thereof. Said plans and specifications shall show and include, among other t
(1 ) general parking lot layout, including traffic circulation patterns and typical details of p;
stall dimensions and striping; approximate grade levels; pavement specifications (to be equi
to construction standards of the California State Wighwzy Department for asphaltic concri
equivalznt usage); level of parking lot lighting intensity; general location and type of cu
typical island and planter locations; S~OXTI drainage systems and water and power systems,
embankments for property adjoioing. All installations shall, as nearly as practicable, be equi
in quality to such installations in the parking area of the Mission Valley Center, contair
May Department Store, in San Diego, California. It shall be understood that said plan
specifications will be subject to modifications and implementations upon completion of
and specifications for grading and improvements of said shopping center so as to fit and
with the same and to achieve maximum economies in the work.
(b) Obtain approval by Partnership and City of plans, specifications and cost estimates
for in paragraph (a) above.
(c) Within ninety (90) days from the approval of said pIans, specifications and
estimates referred to in paragraph (b) above, cause to be prepared by the Project Arc
complete working drawing plans and specifications for competitive bidding purposes and
such plans and specifications to be submitted for bidding to a group of not less than fou
qualified contractors, each of whom shall have been certified by City and Partnership
responsible contractor whose low bid shall be acceptable as representing the fair cost of the
covered thereby. Thereafter Authority shall, providing such bid shall be less than $2,00(
enter into a contract or contracts with the low bidder for carrying out the grading and imI
ments in accordance with said placs and specifications. Should said bid exceed $2,0CO,QO
bids shall be rejected and the plans and specifications shall be resubmitted to the Project AI
for revision of the same, in a manner calculated to reduce the cost of the work to a fig
not more than $2,000,000. Thereupon such revised plans and specifications shall be resubi
to the aforesaid group of coniractors for rebidding. 3n the event a low bid within the limit
above specified has not been obtained despite all reasonable efforts on the part of Aut
to obtain the same within 60 days after resubmission as aforesaid, then Authority may terr
this Lease on 30 days’ written notice to Fartnership, provided that such notice shall be
force or effect if Partnership upon receipt of saine agrees that Partnership shall bear w
liability on the part of Authority, that part of the cost of completing the Parking Facility in I
(d) Authority hereby authorizes and empowers the Project Architect hereinabove ment
or any successor or substitilie to make or approve minor changes in the aforementioned plar
specifications and to approve minor changes and change orders in the construction wori
construction contracts. Tne Project Architect shall notily Authority, Partnership and City (
such changes made or approved by him within 15 days thereafter.
Section 9. Ddi~er-37 (BE Possession 0% Pzrking PaeiBity KJade~ Sublease: AS soon as possiblc
substantial completion of the improvements referred to in Section 8, Authority shall (
of $2,000,000.
7
possession of the Parking Facility to City, said Parking Facility thereafter and for the balance of the
term of this Lease to be held, used, maintained and operated by City in accordance with the pro-
visions of the Sublease as a municipal parking lot. Such delivery of possession to City shall be con-
current with the commencement of the term of the Sublease and shall be effectuated in the following
manner. Upon substantial completion of the Parking Facility, the Project Architect shall deliver to
the Chief Administrative Officer of City and to the escrow agent his certificate attesting substantial
completion of the Parking Facility in accordance with the plans and specifications which were approved
by Authority, City and Partnership, as modified or implemented as permitted by Section 8 of
this Lease and Agreement, thereby enabling the escrow agent to effect delivery of the Sublease and set
the date for the Commencement of the term thereof. Said Sublease shall provide for the payment of
rental by City to Authority in annual amounts which represent the reasonable rental value
of said parking facility. Said reasonable rental value shall be fixed in approximately equal annual
installments, provided that no such annual installment shall provide to Authority an amount insufficient
to permit Authority to meet any obligation which it may have during that fiscal year, to pay principal
and interest on any bonds issued by Authority which amounts are payable that year.
Section 10. Fi.mcbg of CQS~ of the Parking Facility:
(a) Partnership shall advance to or for the account of Authority, as required, and
under procedures established by Partnership, the funds necessary to pay for the architectural
and engineering services and the costs of construction involved in the development and completion
of the Parking Facility in accordance with the provisions of this Lease and Agreement. Except
as hereinafter provided, Authority shall have no obligation for the payment of interest on funds
so advanced. Authority also shall have no obligation for the payment of any principal in excess
of: (i) two million dollars or (ii) a sum equal to the product of four dollars times the number
of square feet of gross floor area contained or to be contained in all buildings to comprise the
Shopping Center completed or under construction on the date the term for the Sublease commences,
whichever sum is less.
(b) Subject to the conditions hereinafter stated, Authority’s obligation to Partnership
for the payment of funds advanced by Partnership to Authority, as aforesaid, shall be
discharged out of the proceeds from the sale of Authority’s bonds through private or
public placement, yielding not less than the amount required to discharge Authority’s
said obligation and Authority shall commence forthwith, the preparation of the form
for such bonds setting forth the terms and provisions thereof and the manner in which the same
shall be secured. Authority shall also take all steps necessary to cause the delivery, as
Partnership may direct, of the following:
(1) An opinion from the law firm of O’Melveny & Myers, Los Angeles, California,
to the effect that said bonds, when issued, will constitute valid obligations of Authority,
enforceable and secured according to their terms.
(2) Commitment from Title Insurance and Trust Company, to issue its policy of title
insurance insuring the validity of this Lease and Agreement and the Sublease for the benefit
of the holder of said bonds, with liability in an amount not less than the indebtedness repre-
sented by said bonds.
Authority shall do all things reasonably required to complete the sale and issuance of
said bonds under the conditions stated in the foregoing on the earliest date feasible after the commence-
ment of the term of the Sublease. In the event Authority is unable, in spite of the exercise of all
due diligence, to sell its bonds within six months after said commencement date it shall issue to
Partnership such evidence of said indebtedness, payable in 25 annual installments of principd and
interest at the rate of 6% per annum, and execute such instruments securing its said indebtedness by
liens on its interests in and under this Lease and the Parking Facility, as Partnership shall specify,
8
together with an assignment of all rentals which become due Authority from City under the
Sublease, which shall be applied by Partnership in discharge of the installments of the principal an(
interest due on said evidence of indebtedness. Notwithstanding the issuance to Partnership of evidencc
of indebtedness as aforesaid, Authority shall continue, at all times while the indebtednes
represented thereby is outstanding, to exercise all reasonable efforts to market its bonds in order tc
effect the discharge of the evidence of indebtedness delivered to Partnership theretofore.
Section 11. Exception and Reservation of Easement and Other Nghts:
(a) Partnership reserves to and for itself, its successors and assigns, and to and for th
benefit of each and every portion of real property adjoining the leased premises and owned by Partnei
ship, easements on, under and over the land hereby leased as follows:
(1) Easements (hereinafter referred to as “installation easements”) for:
provide utility service to such adjoining portions of real property. The term “utilities” :
used herein includes, but is not limited to works, lines and structures necessary to provic
the following products or services to said adjoining parcels: water, sewers, drainage, ele
tricity, gas, telephone and cable or closed circuit television.
(ii) The purposes of erecting, constructing, maintaining and operating signs and otk
facilities to provide proper advertisement of and directions for business establishments locatl
on such adjoining parcels.
(iii) At any time before, but not after, commencement of the term of the Sublea
for the storage of materials and temporary buildings and structures.
(2) Easements (hereinafter referred to as “common use” easements) for the purpose
ingress and egress by any pedestrians, automobiles, trucks and any other vehicles to and fr
said adjoining real property, or any portion thereof, by traversing the land hereby leased in ,
direction to or from any point on the common boundary of the land herein leased and said adjc
ing property or any portion thereof, and the parking of such vehicles.
(b) The easement rights reserved hereby include the power on the part of Partnership, its success
and assigns, to grant licenses for the use of said easement rights to others including but not Iimitea‘
the operators of business establishments to be located on such adjoining land and their respec
employees, patrons and other licensees.
(c) The easement rights reserved hereby and any licenses to be granted thereunder are sub
to the following conditions:
(1) No occupation under or use of any installation easement shall interfere unreason
with the improvement and operation of the Parking Facility as provided in and contemplate(
this Lease and Agreement.
(2) The rights of usage under the common use easements shall be non-exclusive, an
common with the rights of usage on the part of each owner of or licensee under such rights
with all members of the public having the right or privilege for like usage of the Parking Fa
under the terms and provisions of this Lease and Agreement and of the Sublease.
Section 12. Damage by Casualty gnad Insurance.
(a) Should the Parking Facility be damaged by fire or any other casualty, Authority shall
the repair of such damage with all reasonable dispatch.
(b) Authority shall procure and maintain, or cause to be procured and maintainec
full force and effect at all times during the term of this Lease, a policy or policies of insurance ai
loss or damage to the improvements of the Parking Facility, resulting from fire, lightning, van&
malicious mischief and such other perils as are ordinarily included in “fire and extended COT
(i) The installation and maintenance of utilities as may be necessary or appropriate
9
insurance,” providing coverage at 100% of the replacement value of said improvements. City and
any lender of funds for the cost of said improvements shall be named as additional insured under such
policies of insurance. Proceeds of the said insurance shall be applied towards the costs of repairs or
replacements of the Parking Facility.
(c) In addition to the foregoing coverage, Authority shall also procure and maintain,
or cause to be procured and maintained, in full force and effect at all times until its indebtedness for the
cost of the improvements of the Parking Facility shall have been fully paid, insurance coverage for any
loss or losses, from causes within said fire and extended coverage, of rental income which may be
sustained by Authority as a result of any abatement in whole or in part of the rentals payable by
City as Sublessee, which shall abate due to damage to the Parking Facility from causes within fire
and extended coverage insurance.
Section 13. Liability Insarmsee. Authority shall obtain and keep, or cause to be obtained
and kept, in full force and effect at all times during the term of this Lease, a policy or policies of liability
insurance protecting against liability for personal injary, death or property damage of any person or
persons occasioned in or about the leased premises or any portion thereof. Such coverage shall be in
the minimum amounts which may be specified by City from time to time. City and Partnership shall
be named as additional insureds under such policies of insurance.
Section 14. C~ndesm~~~&i~n. As used herein, the term “total taking” refers to a taking, through
eminent domain proceedings, of 80% or more of the total area of the Parking Facility and the term
“partial taking” refers to a taking through such proceedings of any lesser area.
(a) In the event of a total taking, the compensation awarded for such taking shall be apportioned
as follows: Authority shall receive out of the award for such taking an amount equal to its
unpaid indebtedness for the cost of improvements and costs of operation and maintenance of the
Parking Facility incurred by it, less the amount held by or for it for any such purposes. The balance
of the award for such taking shall be apportioned between Partnership and City, and their respective
successors and assigns, as their respective interests may be determined by the Court.
(b) In event of a partial taking, Authority shall cause the construction upon the remaining
portion of the Barking Facility of a multi-level parking structure or structures having capacity sufficient
to compensate, to the extent reasonably possible in the light of such physical limitations as the partial
taking may impose, for the reduction in parking capacity caused by such partial taking. In such event,
Authority shall be entitled to participate in the award to the extent of the full cost of such construction
and the balance shall be apportioned between Partnership and City, and their respective successors
and assigns, as their respective interests may be determined; provided that in event there is a concurrent
partial taking of the Shopping Center, the capacity to be restored hereunder shall be proportionate with
the reduction of floor space in the Shopping Center so taken.
Section 15. Title to IIP;~~HWE~~~~S. Title to iinprovements of the Barking Facility constructed
under the provisions of this Lease and Agreement, and any and all structural additions thereto, and
all fixtures, equipment and apparatus placed therein by Authority, shall remain in Authority during
the term of this Lease and upon expiration of the Lease shall vest in the owner of the land at such
time.
Section 16. Condition of Premises.
(a) Authority accepts the leased premises in their present conditior,. No promises have been
made by Partnership respecting the condition of the leased premises or any construction or improve-
ments in respect thereto, except as expressly set forth in this Lease.
(b) After completion of construction of the Parking Facility, Authority shall not make or permit
to be made any changes or alterations to the Parking Facility which would change substantially the
design, layout or arrangement of the Parking Facility.
10
(c) Upon termination of Lease, Authority shall vacate and surrender the leased premises
in the condition then existing and shall be released from any liability or obligation hereunder except
as to obligations incurred or matters occurred prior to the termination of the Lease.
Section 17. Access to Premises. Partnership, its agents, employees and designees shall at all times
have the right to enter upon the leased premises for the purpose of inspection and for any purpose
connected with Partnership’s rights or obligations hereunder.
Section 18. Transfer or Encumbrances sf Lcw&oM.
(a) Authority shall have no right or power, either by voluntary act or by operation o
law, to assign this Lease or any of its rights hereunder or to sublease the leased premises or any pal
thereof, except for the Sublease, or except upon the prior written consent of Partnership.
(b) Authority shall not cause, suffer or permit any lien to attach to the leased premise
or improvements and fixtures thereon, except as herein provided. Authority shall have th
right to give, assign, transfer, mortgage, hypothecate, grant control of, or encumber its interest undl
this Lease (particularly, but without limitation to, the right to receive rental payments) and the leas1
hold estate hereby created, to any bona fide lender or lenders (including purchasers or holders of note
bonds or other obligations of Authority) on the security of the leasehold estate, and Authority m:
execute any and all instruments in connection therewith necessary and proper to complete such loan ar
perfect the security thereof to be given such lender or lenders, including, without limitation, instrumer
providing for the paying of rent directly to a trustee for such lender or lenders. Any such lend
or lenders may be granted the right at any time during the term of the loan, and prior to terminatic
of this Lease:
(1) To do any act or thing required of Authority in order to prevent a forfeia
of Authority’s rights hereunder, including the completion of construction, and all such acts
things so done shall be as effective to prevent a forfeiture of Authority’s rights hereunder as
done by Authority.
(2) To realize on the security of the leasehold estate and to acquire and succeed to
interest of Authority hereunder by foreclosure or by a deed or assignment in lieu
foreclosure, and thereafter at such lender’s option to convey 01 assign the interest or title to s
leasehold estate to any other person subject to all the terms, conditions and covenants of 1
Lease.
(c) Two (2) copies of any and all security devices or instruments shall be filed with Le
two weeks prior to the effective date thereof, and Authority shall give Lessor prior written nc
of any changes or amendments thereto.
(d) If any unauthorized lien does attach and shall not be released within 10 days, Lessor n
in its sole discretion, pay and discharge such lien and shall be entitled to a reimbursement 1
Authority for the amount so expended by Lessor.
Section 19. Amendments. This Lease and Agreement may be amended from time to timt
written addenda attached hereto and executed by the parties or their respective successors and assi
It is recognized that certain amendments may be required by a lender or lenders as a conditio
their assisting in financing of the improvements to be constructed by Authority hereu:
Partnership and Authority agree that any such amendments which may be required t
proposed lender whose financing proposal is otherwise acceptable, which pertains to technical
visions of this Lease and Agreement without involving any significant substantive change of th
spective benefits and burdens of the parties hereto, shall be accepted and agreed to by Partnershir
Authority within two (2) weeks of written notice of the required amendment.
Section 20. Reaerva$ion of Remedies. In the event of the exercise of a party of a pow
terminate this lease arising by virtue of failure on the part of the other party to perform an undert
11
hereunder, such power of termination shall be in addition to and shall not operate as a waiver of any
other or additional remedy available to the party exercising such power by virtue of or as a consequence
of such breach. All rights and remedies provided in this Lease shall be cumulative and in addition
to those provided by general law.
Section 21. Succession of City t~ Rights of Partnership. With respect to any time subsequent to
conveyance by Partnership to City of fee title to the leased premises, any right or power granted or
reserved to Partnership as lessor hereunder shall belong to City.
Section 22. Notices. Any notices which are required or may be given under this Lease and Agree-
ment shall be deemed sufficiently given if in writing and served in the following manner: If directed
to Authority, by personal delivery to one of the officers of Authority or by sending such notice by
registered or certified mail, addressed to Carlsbad Parking Authority, in care of O’Melveny & Myers,
433 South Spring Street, Los Angeles, California 9001 3; if directed to Partnership, by personal delivery
to one of the officers of The May Stores Shopping Centers, Inc., a corporation, or by sending such
notice by registered or certified mail, addressed to The May Stores Shopping Centers, Inc., 10738 West
Pic0 Boulevard, Los Angeles, California 90064; if directed to City, by personal delivery to the City
Manager of City or by sending such notice by registered or certified mail, addressed to City Manager,
City Hall, City of Carlsbad, California.
Section 23. Binding Effect. Subject to the limitations on assignment contained herein, this Lease
and Agreement shall inure to the benefit of and be binding upon the respective successors and assigns
of the parties hereto. In the event that there is a change in the composition of Partnership after the
execution of this Agreement, written notice of such change shall be given to Authority within 30 days
after such change.
Section 24. Section Headings, Severability. The paragraph headings contained herein are for con-
venience and reference and are not intended to define or limit the scope of any provision of this Lease.
If any section, subsection, sentence, clause or phrase of this Lease, or the application thereof,
to either party, or any other person or circumstance is for any reason held invalid, it shall be deemed
severable and the validity of the remainder of the Lease or the application of such provision to the
other party, or to any person or circumstance shall not be affected thereby.
IN WITNESS WHEREOF, the parties hereto have caused this Lease and Agreement to be executed
by their duly authorized representatives as of the date first hereinabove written.
PLAZA CAMINO REAL,
By THE MAY STORES SHOPPING
A Limited Partnership, Lessor
/ / 12 / ,/
1 ss. STATE OF CALIFORNIA
COUNTY OF Los ANGBLES
On ~ ____ ~~,~~~.~---~-----~~~~~-~~.~-~.-- before me, t& undersigne , a Notary Public said County and,State, personally appeared -&~&2&&&~k-----..=- *>&- --.---, known to me
7 ,._ ’ ,.I - ....~c/&~-. President, and\.-^^^^,^---^^-^^^^,^-^^^^-, kno2. to me to be the < Secretary of THE MAY STORES SHOPPING &NTERS, INC, the corporation that ex
within instrument as general partner of Plaza Camino Real, a limited partnership, and ack
to me that such partnership executed the same and that such corporation executed the within i
pursuant to its by-laws or a resolution of its board of directors.
WITNESS my hand and official seal.
,..,
I~ /i /& * ,, i .. J’,, --_ _--_.-_ LX: ---- L-:4&:2L&<:*---B!d?
Notary Public in and for said
County and State
MY Commission ~xpires BC~ &
STATE OF CALIFORNIA
COUNTY OF SAN DIEGO
d, a Notary Public in SF..--, known to me tc --.--, known to me to
G AUTHORITY, the (
n instrument, known to me to be the persons who executed thc
instrument on behalf of the corporation therein named, and acknowledged to me that such coq
executed the within instrument pursuant to its by-laws or a resolution of its board of directors,
WITNESS my hand and official seal.
NOTARY PC~LJC - c.?~~F~~~~~A i
L.a-Q4nw- ’ ‘~~~~~“M”)I~’IYXI”II~,,,“”-~~‘”,,,”
__.
PRINCIP’ZL DFFiCE @4
%’I IrlEG0 COrJFJTY County and State
13
JEFFRIES BAXKNOTE Co., Printei
Area Code 213 Phone 627-951 10s ANCELES NEW YORl
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SUBLEASE AND AGREEMENT
This Sublease and Agreement is made and entered into as of the .____ ~ _____ ~ -:---- _____ ________ ___ ___________
day of ---- ~ __.____ ~ _______._______ ~ ____________ ~ ---, 1966, by and between CARLSBAD PARKING AUTHORIT
a public corporation formed under and pursuant to the Parking Law of 1949 (Sections 32500 et SI
of the Streets and Highways Code), as and hereinafter called Sublessor and the CITY OF CARLSBA
a municipal corporation, as and hereinafter called Sublessee, covering the real property for the ter
at the rental and on the terms and conditions hereinafter set forth and in that behalf Sublessor and Si
lessee agree as follows:
1. Sublessor hereby subleases to Sublessee and Sublessee hereby leases and hires from Subles:
that certain real property in the County of San Diego, State of California, more particularly descril:
as follows:
All that real property situated within the City of Carlsbad, in the County of San Diego, State
California, described as follows:
That portion of Section 32, Township 11 South, Range 4 West, San Bernardino Meridi
in the City of Carlsbad, County of San Diego, State of California, according to official plat therc
together with a portion of Lots 42, 13, 14, 15 and of Eucalyptus Street in Hosp EucalyI:
Forest Company’s Tract, according to Map thereof No. 1136, filed in the office of the Cou
Recorder of San Diego County, described as follows:
Beginning at the Southeast corner of the North Half of the North Half of Section 31
said Township and Range; thence along the South line of said North Half of the North H
South 89” 17’ 09” West 404.27 feet to Point “A”; thence continuing South 89” 17’ 09’’ V
900.51 feet; thence South 810.00 feet; thence South 76” 30’ East 1265.00 feet; thence 1
740.00 feet; thence North 77” 15’ East 840.65 feet more or less to the Westerly line of
Camino Real (80 feet wide) as described in deed to the County of San Diego, recorded A
10, 1945 as Document No. 28857 of Official Records; thence Northerly along said West
line 962.22 feet more or less to an angle point in the Southerly line of California State H
way as described in deed to the State of California, recorded September 8, 1964 as Docur
No. 163432 of Official Records; thence along the boundary line of said State Highwaj
follows: North 7” 09’ 55” West 110.20 feet; North 56” 32’ 58” West 121.72 feet to a F
in the arc of a 150.00 foot radius curve concave Southerly, a radial line of said curve k
North 28” 33’ 27” East to said point, Westerly along said curve 81.31 feet through an angl
31” 03’ 27”, non-tangent to said curve South 89” 12’ 51” West 167.13 feet to a point in
arc of a 205.00 foot radius curve concave Southerly, a radial line of said curve bears N
2” 30’ West to said point, Westerly along said curve 125.78 feet through an angle of 35” 09’
to a point of reversed curvature having a radius of 95.00 feet, Westerly and Northwes
along said curve 185.96 feet through an angle of 112” 09’ 13” to the Southeast corner of
easement for drainage purposes granted to the State of California, recorded September 8,
as Document No. 163432 of Official Records; thence leaving said curve and said Sout
line of California State Highway along the Southerly and Westerly lines of said drainage
ment, South 74” 30’ West 138.88 feet and North 15” 19’ 26” West 35.45 feet more or le
a point in the Southerly line of the land described under Parcel 1 in deed to the City of O(
side, recorded April 20, 1959 as Document No. 77257 of Offfcial Records; thence South 69
West along the Southerly line of said Parcel 1 a distance of 615.07 feet more or less ti
point of beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas, petrc
or other hydrocarbon substances within or underlying said land without right of surface en1
reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded in Book
page 264 of Official Records, and Book 7712 page 477 of Official Records, and further exce
1
in addition to said reservation in the aforesaid deed, all of the oil, gas and other minerals and
mineral rights in and under said portions of Section 32 lying beneath a depth of 500 feet from the
surface of said land, and reserving the right of entry at any point in such land lying below said
depth for the purpose of exploring, drilling, conveying and removal of any such substances and
installation of equipment and pipelines for such purposes, provided that any such entry and activity
upon said land for such purpose shall be carried out in such manner as to avoid any interference with
the use of the surface of said land.
Also excepting therefrom that portion lying Westerly of a line which bears South from
Also excepting that portion described as follows:
Beginning at the Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 607.85 feet more or less to a line which bears South from a point
which bears East 533.22 feet from the Southeast corner of the North Half of the North Half of
said Section 31; thence North 495 feet; thence North 70” 00’ East 20.00 feet to the true point
of beginning; thence North 70” 00‘ East 330.00 feet; thence North 20” 00’ West 270.00 feet;
thence South 70” 00’ West 150.00 feet; thence West 370.05 feet; thence North 60.00 feet;
thence West 190.00 feet; thence South 60.00 feet; thence West 255.00 feet; thence South 118.33
feet; thence West 218.00 feet to a line which bears South from said Point “A”; thence South
350.00 feet; thence East 565.00 feet; thence South 20” 00’ East 50.00 feet; thence North 70” 00’
East 420.00 feet; thence North 20” 00’ West 60.00 feet to the true point of beginning.
Point “A” above.
Also excepting therefrom that portion described as follows:
Beginning at said Southeast corner of the North Half of the North Half of Section 31;
thence South 60.00 feet; thence West 5.00 feet to true point of beginning; thence South 90.00
feet; thence West 255.00 feet; thence North 90.00 feet; thence East 255.00 feet to the true point
of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 540.00 feet; thence North 55.00 feet to the true point of beginning;
thence North 110.00 feet; thence West 190.00 feet; thence South 110.00 feet; thence East 190.00
feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East 727.23 feet; thence North
5” 57’ 53‘‘ West 244.29 feet to the true point of beginning; thence North 5” 57’ 53” West
212.00 feet; thence South 84” 02’ 07” West 90.00 feet; thence South 5” 57’ 53’’ East 212.00
feet; thence North 84” 02‘ 07“ East 90.00 feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at the Southeasterly terminus of that course above designated “North 56” 32’ 58”
West 121.72 feet”; thence North 56” 32’ 58“ West 40 feet to the true point of beginning; thence
South 38” 00’ West 160.00 feet; thence North 52” 00’ West 140.00 feet; thence North 38” 00’
East to the Northeasterly line of the above described land; thence Southeasterly along said
Northeasterly line to the true point of beginning.
Also excepting therefrom that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76O 30’ East,
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East, 180.00 feet; thence North
12” 45’ West, 55.00 feet to the TRUE POINT OF BEGINNING; thence North 12” 45’ West,
2
110.00 feet; thence North 77” 15’ East, 190.00 feet; thence South 12” 45’ East, 110.00 fee
thence South 77” 15’ West, 190.00 feet to the TRUE POINT OF BEGINNING.
Said real property to be subject to realignment of its boundaries as hereinafter set forth.
2. Sublessor’s interest in said real property is that of lessee under that certain Lease and Agreeme
dated _.____-___..__._ ~ ______.____._._. --, 1966, made to Sublessor by PLAZA CAMINQ REAL a Limited Pal
nership, organized and existing under the laws of California, the general partner of which is T1
May Stores Shopping Centers, Inc. (hereinafter called “Partnership”), said Iease being hereinaf
referred to as “Master Lease”, and said Sublease being in all respects subject and subordinate
the provisions of said Master Lease. The leased premises under this Sublease shall be the same
the leased premises under said Master Lease, as the same may be changed after the date hereof
a realignment in boundaries pursuant to the provisions of the Master Lease, and shall include 1
improvements of the above described real property to be constructed by Sublessor pursuant to s
Master Lease, and all fixtures placed thereon by Sublessor, said real property with its improveme
and fixtures, hereinafter called “Parking Facility.” The conveyance by Partnership to City of fee t
to the above described real property concurrently with, or at any time before or after, the comen
ment of the term of this Sublease shall in no way affect the effectiveness or operation of the Ma!
Lease or of this Sublease, and said fee title of City to said real property shall be subject to both
Master Lease and this Sublease.
3. The term of this Sublease shall commence on the .____.___. ____ day of ..._.______.__________..________ --, 19..
said date being sometimes hereinafter referred to as the “Commencement Date”. The duration
the term of this Sublease shall be equal to the unexpired balance of the term of the Master Le
and it shall end concurrently with the termination of the Master Lease.
4. For the period commencing with the beginning of the term of this Sublease to City, to
the date on which City shall be served with written notice that the parking facility has been compl
and is ready for use as hereinafter provided, City agrees to pay for the use of the premises during c
of the following fiscal years rents at the following rates:
Fiscal Year Annual Rental
provided that, if the rent does not commence on the first day of the City’s fiscal year (July l), res
addition to the rents specified above (commencing with the first full fiscal year) shall be paid.
Such rental shall be paid in quarter-annual installments on the first days of January, April, Jul~
Qctober of each year, commencing with the first of such quarterly dates following the filing b!
May Department Stores Co. of a quarterly sales tax return accompanied by payment of sales tax dl
the result of transactions in its department store on the premises adjoining the subleased premises
a period of not less than one month from the opening date of said May Department Store. The da
which the first installment of rent shall become payable is hereafter referred to as the “Rent I
5. In addition, during the term of this Sublease, City agrees to pay an amount equii
(a) all taxes and assessments of any nature whatsoever, including, but not limited to, i
taxes, ad valorem taxes, ad valorem and specific lien special assessments and gross receipts
if any, levied upon parking facility or upon Company’s interest therein or upon the operation t
or the rental income derived therefrom, excepting state and federal income taxes, and
(b) insurance premiums and charges for insurance specified or incurred pursuant to Sf
6 and 8 hereof.
6. (a) Sublessee agrees further that if the Parking Facility should be damaged during th
of this Sublease by fire or any other casualty, Sublessee shall cause the repair of such damage v
reasonable dispatch.
to the following:
3
(b) Sublessee shall procure and maintain, or cause to be procured and maintained, in full force
and effect at all times during the term of this Sublease, a policy or policies of insurance against loss or
damage to the improvements on the Parking Facility, resulting from fire, lightning, vandalism, malicious
mischief and such other perils as are ordinarily included in “fire and extended coverage insurance”,
providing coverage at 100% of the replacement value of said improvements. Sublessor, Sublessee and
any lender of funds for the cost of said improvements shall be named as insured parties under such
policies of insurance. Proceeds of said insurance shall be applied towards the cost of repairs or replace-
ments of the Parking Facility.
(c) In addition to the foregoing coverage, Sublessee shall also procure and maintain, or cause to
be procured and maintained, in full force and effect at all times during the term of this Sublease, until
the indebtedness of Sublessor for the cost of the improvements of the Parking Facility shall have been
fully paid, insurance coverage for any loss or losses, from causes within said fire and extended coverage,
of rental income which may be sustained by Sublessor as a result of any abatement in whole or in part
of the rentals payable by Sublessee, naming Sublessor and any lender of funds for the cost of said
improvements as insured parties. During such period as any part of the Parking Facility shall be
unavailable for parking use due to damage from a cause within said fire and extended coverage insurance,
Sublessee shall be entitled to an abatement in the rental payable under Section 4 of this Sublease in
proportion to the portion of the Parking Facility so affected.
7. Sublessee agrees further to hold harmless and indemnify Sublessor and Sublessor’s agents and
representatives of, from and against any liability or claim of liability by any person or persons for injury
or damage to person or property, or loss of life or property, arising from or in connection with any
condition, occupancy, use or presence upon, the subleased premises, or any part thereof. Such indemni-
fication by Sublessee shall cover all expenses, attorneys’ fees, judgments and any other losses or expenses
which may be sustained or incurred by Sublessor or by Sublessor’s agents by reason of any of the
foregoing matters.
8. Sublessee agrees further to procure and maintain, or cause to be procured and maintained, in
full force and effect at all times during the term of this Sublease, a policy or policies of liability insurance
protecting against liability for personal injury, death or property damage of any person or persons
occasioned in or about the subleased premises or any portion thereof, providing coverage in such
minimum amounts as City may deem appropriate, and naming Sublessor and Sublessee, and their agents
and representatives, as insured parties. If Sublessor considers the amount of such liability insurance
coverage procured by City to be insufficient, it shall give notice thereof to City and City shall cause
such liability insurance coverage to be increased to such amount as may reasonably be required by
Sublessor, within thirty (30) days of such notice.
9. Sublessee agrees further that it shall use, occupy, maintain and operate the subleased premises
at all times during the term of this Sublease and for the same purpose and in the same manner as
required of City under the provisions of the Grant Deed, said provisions being incorporated herein with
the same force and effect as if herein fully set forth.
10. As used herein, the term “total taking” refers to a taking through eminent domain proceedings
of 80% or more of the total area of the Parking Facility and the term “partial taking” refers to a
taking through such proceedings of any lesser area.
(a) In the event of a total taking, the compensation awarded for such taking shall be apportioned
as follows: Sublessor shall receive out of the award for such taking an amount equal to its unpaid
indebtedness for the cost of improvements and costs of operation and maintenance of the Parking
Facility incurred by it, less the amount held by or for it for any such purposes. The balance of the
award for such taking shall be apportioned between Partnership and City, and their respective successors
and assigns, as their respective interests may be determined by the Court.
4
(6) In event of a partial taking, Sublessor shall at Sublessor’s cost and expense cause the constru
tion upon the remaining portion of the Parking Facility of a multi-level parking structure or structm
having capacity suEcient to compensate, to the extent reasonably possible in the light of such physic
limitations as the partial taking may impose, for the reduction in parking capacity caused by such parti
taking. In such event, Sublessor shall be entitled to participate in the award to the extent of the am01
necessary to reimburse Sublessor in the full cost of such construction and the balance shall be paid
Sublessee, provided, however, that in event there is a concurrent partial taking of the Shopping Cent
the capacity to be restored hereunder shall be proportionate with the reduction of floor space in 1
Shopping Center so taken. The term “Shopping Center” as used herein shall have the meaning assign
to that term in Section 6 of the Master Lease. No partial taking shall abate in any amount the ren
payable by Sublessee hereunder.
11. From and after the Commencement Date of this Sublease, Sublessee shall bear the cost of :
general and special taxes and assessments on the subleased premises. Such taxes and assessments
the tax year during which the Commencement Date occurs shall be prorated as of the Commencem
Date. The prorata share of Sublessee for such taxes and assessments for such year shall constitute
portion thereof applicable to the fraction of the tax year remaining from Commencement Date to the I
of the tax year. Sublessee shall, pursuant to applicable provisions of the Revenue and Taxation Code
California, seek to have said portion of taxes and assessments for the remainder of said tax year c
celled; and if such cancellation is accomplished, no payment will be required to be made by Suble?
in connection with said proration on account of said portion of taxes and assessments for the remair
of said tax year.
12. Sublessee may, in its discretion, make from time to time alterations on or to the Par1
Facility and any of its portions, appurtenances and fixtures, provided that such alterations shall
change the design, layout and arrangement of the Parking Facility or substantially impair the value of
subleased premises or the security interest of any lender of funds for the construction of the improvemi
on the subleased premises.
13. Sublessee shall furnish, or cause to be furnished, all power, water, gas, telephone, and
other utility service needed for the operation and maintenance of the Parking Facility.
14. Sublessor, its agents and representatives, shall have the right at all times to enter upon
subleased premises for the purposes of inspection and for any purposes connected with Subles
rights or obligations hereunder.
15. Sublessee, in its discretion, may delegate all or part of the management, maintenance, 01
tion of, and any other duties and responsibilities on its part relating to, the Parking Facility by
tracting with a business, corporation, association or other business entity requiring it to provide
services. Sublessee may also require said other contracting party to procure and maintain the PO
of fire and extended coverage insurance, rental insurance and liability insurance which in this Sub
are required to be procured and maintained by Sublessee. Any such delegation by Sublessee sha
by contract awarded on a competitive basis.
16. This Sublease may be amended from time to time by written addenda attached heretc
executed by the parties. It is recognized that certain amendments may be required by a lender or le
as a condition to their assisting in financing of the improvements to be constructed by Sublessor 1
the provisions of the Master Lease. Sublessor and Sublessee agree that any such amendments which
te required by a proposed lender whose financing proposal is otherwise acceptable and which pe
to technical provisions of this Sublease without involving any significant substantive change a
respective benefits and burdens of the parties hereto, shall be accepted and agreed to by Sublesso
Sublessee within two (2) weeks of written notice of the required amendment.
5
17. Any notices which are required or may be given under this Sublease shall be deemed sufficiently
given if in writing and served in the following manner: If directed to Sublessor, by delivery to one of the
officers of Lease Corporation or by sending such notice by registered or certified mail, addressed to
Carlsbad Parking Authority, __ ___________ ____ ____ ~ ____ __.______ ____ __ ____ ~ _____________________ ~ ________ ~ ____ ____ ______ ______ ., California.
If directed to City, by personal delivery to the City Manager of City or by sending such notice by
registered or certi6ed mail, addressed to City Manager, City Hall, City of Carlsbad, California. Any notice
sent by registered or certified mail, shall be deemed to have been given on the date the same is deposited
in the United States mail in an envelope properly addressed and with postage fully prepaid.
IN WITNESS WHEREOF, Sublessor and Sublessee have caused this Sublease and Agreement
to be executed by their duly authorized representatives as of the date first hereinabove written.
CARLSBAD PARKING AUTHORITY,
a public corporation.
/ Chayman /’ ’ , ’ Clerk ,~
/ ‘‘Sublessor”
CITY OF CARLSBAD, a municipal
Attest: corporation
City Clerk Mayor
“Sublessee”
6
EPFRIES BhNKNOTH CO., printei kos ANGELES NEW YORl Area Code 213 Phone 627-951
G ?r DEED
Pursuant to the provisions of Section 37354 of the Government Code of the State of Californ
the undersigned PLAZA CAMINO ]REAL, a Limited Partnership organized and existing under 1
laws of the state of California the general partner of which is The May Stores Shopping Centers, In
Grantor, hereby grants to
CITY OF CARLSBAD, A MUNICIPAL CORPORATION, Grantee, the following descrit
real property in the State of California, County of Los Angeles, City of Carlsbad, more particula
described as follows:
That portion of Section 32, Township 11 South, Range 4 West, Sm Bernardino Meridi
in the City of Carlsbad, County of San Diego, State of California, according to official plat there
together with a portion of Lots 42, 13, 14, 15 and of Eucalyptus Street in Hosp Eucalyptus FOI
Company’s Tract, according to Map thereof No. 1136, filed in the office of the County Recorl
of San Diego County, described as follows:
Beginning at the Southeast corner of the North Half of the North Half of Section 31
said Township and Range; thence along the South line of said North Half of the North R
South 89” 17’ 09” West 404.27 feet to Point “A”; thence continuing South 89” 17’ 09’’ P
908.51 feet; thence South 810.00 feet; thence South 76” 30’ East 1265.00 feet; thence I
740.00 feet; thence North 77” 15’ East 840.65 feet more or less to the Westerly line of
Camino Real (80 feet wide) as described in deed to the County of San Diego, recorded A
10, 1945 as Document No. 28857 of Official Records; thence Northerly along said Westerly
962.22 feet more or less to an angle point in the Southerly line of California State Highwaj
described in deed to the State of California, recorded September 8, 1964 as Document
163432 of Official Records; thence along the boundary line of said State Highway as follc
North 7” 09’ 55“ West 110.20 feet; North 56” 32’ 58” West 121.72 feet to a point in the
of a 150.00 foot radius curve concave Southerly, a radial line of said curve bears North 28” 33’
East to said point, Westerly along said curve 81.31 feet through an angle of 31” 03’ 27”, 1
tangent to said curve South 89” 12’ 51’’ West 167.13 feet to a point in the arc of a 205.00
radius curve concave Southerly, a radial line of said curve bears North 2* 30’ West to said p‘
Westerly along said curve 125.78 feet through an angle of 35” 09’ 13’’ to a point of reve
curvature having a radius of 95.00 feet, Westerly and Northwesterly along said curve 18
feet through an angle of 112” 09’ 13” to the Southeast corner of that easement for drainage
poses granted to the State of California, recorded September 8, 1964 as Document No. 16:
of Official Records; thence leaving said curve and said Southerly line of California State Higl
along the Southerly and Westerly lines of said drainage easement, South 74” 30’ West 13
feet and North 15” 19’ 26’’ West 35.45 feet more or less to a point in the Southerly line o
land described under Parcel 1 in deed to the City of Oceanside, recorded April 20, 195
Document No. 77257 of Official Records; thence South 69” 30’ West along the Southerly li~
said Parcel 1 a distmce of 615.07 feet more or less to the point of beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas, petro
or other hydrocarbon substances within or underlying said land without right of surface ent
reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded in Book t
page 264 of Official Records, and Book 7712 page 477 of Official Records, and further excel
in addition to said reservation in the aforesaid deed, all of the oil, gas and other mineral5
mineral rights in and under said portions of Section 32 lying beneath a depth of 500 feet
the surface of said land, and reserving the right of entry at any point in such land lying 1
said depth for the purpose of exploring, drilling, conveying and removal of any such subst
and installation of equipment and pipelines for such purposes, provided that any such entr;
activity upon said land for such purpose shall be carried out in such manner as to avoic
interference with the use of the surface of said land.
1
Also excepting therefrom that portion lying Westerly of a line which bears South from Point
Also excepting that portion described as follows:
Beginning at the EasterIy terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 687.85 feet more or less to a line which bears South from a point
which bears East 533.22 feet from the Southeast comer of the North Half of the North Half of
said Section 31; thence North 495 feet; thence North 70” 00’ East 20.00 feet to the true point
of beginning; thence North 70” 00’ East 330.00 feet; thence North 20” 00’ West 270.00 feet;
thence South 70” 00’ West 150.00 feet; thence West 370.05 feet; thence North 60.00 feet; thence
West 190.00 feet; thence South 60.00 feet; thence West 255.00 feet; thence South 118.33 feet;
thence West 278.00 feet to a line which bears South from said Point “A”; thence South 350.00
feet; thence East 565.00 feet; thence South 20” 00’ East 50.00 feet; thence North 70” 00’ East
420.00 feet; thence North 20” 00’ West 68.00 feet to the true point of beginning.
“A” above.
Also excepting therefrom that portion described as follows:
Beginning at said Southeast corner of the North Half of the North Half of Section 31; thence
South 60.00 feet; thence West 5.00 feet to true point of beginning; thence South 90.00 feet; thence
West 255.00 feet; thence North 90.00 feet; thence East 255.00 feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 540.00 feet; thence North 55.00 feet to the true point of beginning;
thence North 110.00 feet; thence West 190.00 feet; thence South 110.00 feet; thence East 190.00
feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ East
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East 727.23 feet; thence North
5” 57‘ 53’‘ West 244.29 feet to the true point of beginning; thence North 5” 57’ 53” West
212.00 feet; thence South 84” 02’ 07’’ West 90.00 feet; thence South 5” 57’ 53’’ East 212.00
feet; thence North 84” 02’ 07” East 90.00 feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at the Southeasterly terminus of that course above designated “North 56” 32’ 58’’
West 121.72 feet”; thence North 56” 32’ 58‘’ West 40 feet to the true point of beginning; thence
South 38” 00’ West 160.00 feet; thence North 52” 00’ West 140.00 feet; thence North 38” 00’
East to the Northeasterly line of the above described land; thence Southeasterly along said North-
easterly line to the true point of beginning.
Also excepting therefrom that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ East,
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East, 180.00 feet; thence North
12” 45’ West, 55.00 feet to the TRUE POINT OF BEGINNING; thence North 12” 45‘ West,
110.00 feet; thence North 77” 15’ East, 190.00 feet; thence South 12” 45’ East, 110.00 feet;
thence South 77” 15‘ West, 190.00 feet to the TRUE POINT OF BEGINNING.
RESERVING UNTO GRANTOR, its successors and assigns, and to and for the benefit of each
and every portion of real property adjoining the land conveyed hereby and owned by Partnership,
easements on, under and over the land conveyed hereby as follows:
(a) Easements (hereinafter refered to as “installation easements”) for:
2
(1) The installation and maintenance of utilities as may be necessary or appropriate
provide utility service to such adjoining portions of real property. The term “utilities” as us
herein includes, but is not limited to works, lines and structures necessary to provide the followi
products or services to said adjoining parcels: water, sewers, drainage, electricity, gas, telepho
and cable or closed circuit television.
(2) The purposes of erecting, constructing, maintaining and operating signs and otl
1 facilities to provide proper advertisement of and directions for business establishments local
on such adjoining parcels.
(b) Easements (hereinafter referred to as “common use” easements) for the purpose of ingri
and egress by any pedestrians, automobiles, trucks and any other vechicles to and from said adjoin
real property, or any portion thereof, by traversing the land conveyed hereby in any direction to
from any point on the common boundary of the land conveyed hereby and said adjoining prop<
or any portion thereof, and the parking of such vehicles.
The easement rights reserved hereby include the power on the part of Grantor, its succes5
and assigns, to grant licenses for the use of said easement rights to others including, but not limited
the operators of business establishments to be located on such adjoining land and their respec
employees, patrons and other licensees.
The easement rights reserved hereby and any licenses to be granted thereunder are subjec
(i) No occupation under or use of any installation easement shall interfere unreason
with the improvement and operation of the Parking Facility as provided in and contemplatec
that certain Lease and Agreement dated _.________._ _____ -..---., 1966 executed by Grantor hereir
Lessor to Carlsbzd Parking Authority, a public corporation, as Lessee and covering the 1
conveyed hereby.
(ii) The rights of usage under the common use easements shall be non-exclusive, an common with the rights of usage on the part of each owner of or licensee under such rights
with all members of the public having the right or privilege for like usage of the Parking Fat
under the terms and provisions of the aforesaid Lease and Agreement and of the Sublease ref€
to therein.
The rights under the easements hereby reserved shall be appurtenant to the adjoining real pro1
A. The conveyance hereby made is also subject to the following:
1. The aforesaid Lease and Agreement covering the land conveyed hereby dated ______.______
the following conditions:
of Grantor and any portion of said real property.
executed by Grantor herein as Lessor to Cadsbad Parking Authority, as Lessee.
2. The easements, rights-of-way, conditions, covenants, restrictions, reservations and si
matters of record on the date of delivery of this Grant Deed to Grantee.
B. The conveyance hereby made is also subject to and Grantee, by its acceptance of this I
for itself, its successors and its assigns hereby makes and agrees to the following covenants, cond
and restrictions, namely:
1. Said land shall be held in trust by Grantee, and its successors, and dedicated perpetua
public use as a municipal parking Ict available to the public without charge. Said parking lot sh;
maintained in good condition with all necessary repairs and replacements and shall be operatt Grantee in such a manner as to provide internal traffic routing and control SO as to maintain r:
flow of traffic around and within said parking lot and to provide at all times access for ingres
3
egress to and from all adjoining parcels of real property within the corporate limits of Grantee, including,
but not limited to, pedestrians, automobiles and commercial vehicles engaged in making deliveries to
and pickups from establishments on such adjoining parcels and unloading operations in connection
therewith. Said parking lot shall be kept open for public parking on dl days, including holidays, and
at all hours, except when there is no reasonable need in such adjoining areas within the corporate
limits of Grantee for parking in said parking lot or when and insofar as reasonably necessary for
repairs or maintenance. No improvements, structures, buildings or facilities shall be placed thereon or
therein which obstruct, interfere with or restrict the use of said property as a municipal parking lot,
except for decorative plantings, lighting facilities and other improvements incidental to the use of said
property as a municipal parking lot.
In event of any partial taking of said land under the power of eminent domain, Grantee shall cause
the construction upon the remaining portion of said land of a multi-level parking structure or structures
having capacity sufficient to compensate, to the extent reasonably possible in the light of such physical
limitations as the partial taking may impose, for the reduction in parking capacity caused by such
partial taking.
2. If at any time or times, Grantee fails to carry out, or to cause to be carried out the maintenance
and operation of said land as a public parking lot in accordance with paragraph 1 of this Section B or the
construction provided for therein, if required, Grantor or its successors or assigns, shall have the right,
at its election, in addition to and without prejudice to any other remedies, immediately to assume and
carry out the mamtenance ana operation of and construction on said property as a public parking lot,
provided that Grantor, or its successors or assigns upon assuming such maintenance and operation, shall
pay the cost thereof, until such time as Grantee assumes and is ready to carry out, or causes another
person, association or corporation ready and able to do so, to assume and carry out the maintenance
and operation of said property as a public parking lot in accordance with paragraph 1 of this Section B.
3. Enforcement of the foregoing conditions, restrictions, reservations and covenants may be by
any legally available remedies. Such remedies shall include, but not be limited to, injunction or specific
performance.
4. This grant is made on the express understanding that the Lease and Sublease hereinabove
described constitute valid and binding obligations respectively on the part of Grantee and the Lessee and
Sublessor therein named, and should the contrary be established at any time during the term of said
Lease or said Sublease pursuant to entry of a final judgment of a court of competent jurisdiction the
entry of such judgment shall constitute a condition subsequent to the conveyance hereby made pursuant
to which all right, title and interest in and to said land shall revert to and revest in Grantor in the same
manner as if this conveyance had never been made.
5. Failure on the part of Grantee or its successors and assigns to perform and fulfill the cove-
nants, conditions and restrictions set forth in the foregoing for a period of thirty days after written notice
from Grantor or Grantor’s successor or assign to do so shall cause the reversion of the land hereby
conveyed to Grantor, and thereupon the title of the whole of said land shall immediately and without
the necessity of any further action revert to and revest in Grantor or Grantor’s successor or assign,
as the case may be.
6. Each and all of the covenants, restrictions and agreements hereinabove set forth shall be deemed
and construed to be continuing, and the extinguishment of any right of entry or reversion or any breach
shall not impair or aBect any of said covenants or restrictions so far as any future or other breach is
concerned. No waiver of a breach of any of the covenants, agreements, restrictions and conditions
herein contained shall be construed to be a waiver of any other breach of the same or other covenants,
agreements, restrictions and conditions, nor shall failure to enforce any one of such restrictions, either
by forfeiture or otherwise, be construed as a waiver of any other restriction or condition, provided,
however, that no such breach shall defeat the lien or encumbrance affecting said land and made in good
faith to secure indebtedness incurred in improving said land for the uses and purposes aforesaid.
4
7. The covenants made by Grantee hereunder are hereby expressed to be for the benefit
adjoining land owned by Grantor and are made expressly by Grantee for its assigns and to Grantor a
its assigns.
Dated _______ ~ _______ ~ _______ ~ ___________ -, 1966
r PLAZA CAMINO REAL, Grantor
By TKE MAY STORES SHOPPING
CENTERS, INC.,
Sole General Partner
BY
President
Secretary
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES ( ss <
On ___ _____ ~ ____________ ~~~--~--~--, before me, the undersigned Notary Public in and for said County
_____ ___ ______ ~ ___________ known to me to be the Secretary of The May Stores Shopping Centers, Inc. the ca
ration that executed the within instrument as general partner of Plaza Camino Real, a Limited Pa
ship, and acknowledged to me that such partnership executed the same and that such corpor:
executed the within instrument pursuant to its Bylaws or a resolution of its Board of Directors.
I §tate personally appeared _________________ ~ _____ ~ ______.___________ known to me to be the president and __________. ____
Witness my hand and official seal.
Notary Public in and for said County and Star
5
Cl ARLSBAD PARKING AUTHORITY
San Diego County, California
formed April 19, 1966 by resolution
of the Carlsbad City Council
Chrlsbad City Hall
1200 Elm Avenue
Carlsbad, California 92008
AUTHORITY COMMISSION
Edward W. Snedeker, Chairman
I>. R. Daugherty
W . D. Cannon
George W. Killen A. A. Sugg
Margaret E. Adams, Secretary Ex-Officio
]:rank C. Rice, Treasurer Ex-Officio
CITY OF CARLSBAD
David M. Dunne, Mayor
Carl H . Neiswender, Councilman J. E. Jardine, Councilman
Joe A. Castro, Councilman
Glenn E. McComas, Councilman
Margaret E. Adams, City Clerk
Charles E. Martin, City Manager
Frank C . Rice, Treasurer
Mrs. Thelma Sowell, Finance Director
Stuart C, Wilson, Esq., City Attorney
IO'Melveny & Myers, Bond Counsel
Bartle Wells Associates, Financing Consultant:
Bids on 1969 Parking Revenue Bonds
to be opened at 2:OO P.M., Tuesday,
September 23, 1969, at the Council
Chambers, City Hall, Carlsbad.
Data in this statement were obtained
from sources believed current and
reliable. Estimates and opinions are
included and should not be interpreted
as statements of fact. Summaries of
documents do not purport to be complete
statements of their provisions.
Approved August 21, 1969.
Official Statement prepared by
BARTLE WELLS ASSOCIATES
Municipal Financing Consultants
260 California Street
San Francisco, California 94111
(415) 981-5751
CIRLSBIDBElCHSTlr
PONTO BEACH STATE PA
LEUCADIA ROADSIDE COUNTY PAR
MOONLIGHT BElCH ST1TE
SEACLIFF ROADSlDL COUN
SAN ELllO BEACH STAT
CAROIFF BEACH STATE PARI
Oh'Y*RR*CC raa
MISSION OAV PAR
INTRODUCTION
Plaza Camino Real, a partnership in which a subsidiary of the May
Department Stores Co. is the general partner, has developed a 550,000
square foot regional shopping center in Carlsbad to serve northern San
Diego County. Carlsbad Parking Authority is participating in the devel-
opment by assuming certain allocated costs of the center's 3,128-space
parking facility, to be acquired from proceeds of the 1969 Parking Reve-
nue bonds. The Authority will lease the project to the city at rentals
sufficient to cover bond debt service and other costs.
The city agrees to include all rentals required in its annual bud-
gets, and to provide the funds necessary to meet them. tax receipts from Plaza Camino Real are expected to provide more than
enough to meet the city's lease rental obligations. During the April-
June 1969 quarter, when only partially in operation, the shopping centei
had an estimated sales volume of $2,800,000. The state collects a retaj
sales tax of 5 per cent, of which one-fifth is returned to the city.
It includes a
Incremental sal(
Plaza Camino Real is an attractive place to shop.
large May Co. department store and nearly 60 other stores situated aloni
a two-story, air-conditioned mall.
construction by J. C. Penney Co.
Historically an agricultural community with a seasonal influx of
A second large store is now under
tourists attracted to its beautiful beaches, the city of Carlsbad is no,
basically residential, with a significant element of retired military
personnel in its population, and a growing industrial area. Much of tht
city area is still devoted to agriculture, notably avocados and flowers
The city covers an area of 11.3 square miles. It contains the Encina
generating station of San Diego Gas E Electric Co., which has been an
important contributor to property tax revenues.
is constructing a $19 million electronics plant in Carlsbad which is de.
signed to provide employment for over 1,000 people. There are also othc
smaller industries.
Burroughs Corporation
The city's population in April 1969 was 13,899, an increase of 50.2
per cent in nine years. In 1968, attendance at two state beaches incluc
ed 266,788 day visitors and 171,830 campers.
The city's 1969/70 property tax base is $44,823,502, before home-
owners' and business inventory exemptions. Carlsbad's direct general
obligation bond debt includes $1,935,0100 issued for sewers and $290,000
for a library. Additionally, the city general fund supports lease rent
a1 payments to Carlsbad Building Authority, which sold bonds late in
1967 under a joint powers agreement between the city and San Diego Coun
to construct a new civic center. There are $922,000 water Revenue bond
outstanding, with $1,800,000 in unsold1 water Revenue bond authorization
3
THE BONDS
Carlsbad Parking Authority 1969 Parking Revenue Bonds, $1,535,000 Interest will be paid semi- principal amount, dated October 1, 1969.
annually on April 1 and October 1, first coupon payable April 1, 1970.
Payment: Interest and principal will be payable at the office of the
fiscal agent, Security Pacific National Bank, Los Angeles, or at the op-
tion of the holder at any paying agency of the Authority in New York or
Chicago.
Principal Maturity: Annually on October 1 as follows:
1971 ...........$ 10,000 1985-1989 ......$ 75,000
1972-1977 ...... 25,000 1990-1993 ...... 100,000
1978-1984 ...... 50,000 1994-1995 ...... 125,000
Bonds will be issued as coupon bonds registrable as to principal only
or as to both principal and interest. Coupon bonds will be in $5,000 de-
nomination and fully registered bonds in any multiple of $5,000.
between coupon and registered bonds of like amount can be made at the op-
tion and expense of the holder.
Exchanges
Redemption of Bonds: In the event of loss, damage or condemnation of
any substantial part of the project, all or any part of the bonds may, at
the option of the Authority, be called and redeemed on any succeeding date
at their principal amount with accrued interest and a premium equal to 3
of 1 per cent for each year or fraction between the date of redemption and
their maturity date, but in no event more than 5 per cent. If less than
all bonds are thus called, the fiscal agent shall determine a principal
amount in each maturity to be called so that approximately equal annual
debt service will prevail.
be selected by lot.
Bonds to be then called in each maturity will
Except as set forth above, bonds maturing prior to October 1, 1979,
shall not be subject to call prior to maturity.
after October 1, 1980, may be called and redeemed at the option of the
Authority with funds derived from any source on October 1, 1979, or on
any interest payment date thereafter at a redemption price equal to their
principal amount plus a premium equal to % of 1 per cent for each year or
fraction between the date of redemption and their maturity date, but in
no event more than 5 per cent. If less than all then outstanding bonds
are redeemed at any one time, said bonds shall be redeemed only in inverse
order of maturity and bond number.
Bonds maturing on or
Notice of the intended redemption shall be published by one insertion
in a newspaper of general circulation in the City of New York at least 30
but no more than 60 days prior to the redemption date.
Interest capitalized and Reserve Fund: Interest for 12 months through
October 1, 1970 will be set aside from bond proceeds. In addition, $68,000
will be set aside from the proceeds by the fiscal agent in a Bond Reserve
fund and used only to pay bond principal and interest if necessary.
4
PURPOSE
The proceeds from the sale of 1969 Parking Revenue bonds will be
used for the acquisition and financing of the project:
facilities operated in conjunction with Plaza Camino Real, a regional
shopping center located in the City of Carlsbad.
public parking
SECURITY
The bonds are issued pursuant to the Parking Law of 1949 (Part 2 of
Division 18 Sec. 32500 et seq. of the (Streets and Highways Code of the State of California). These bonds and interest thereon (to the extent
set forth in the resolution authorizing their issuance) are payable from and secured by a charge upon the pledged revenues derived by the Authori
from the project.
Bond principal and interest are payable from annual lease payments b.
the city. Under the terms of a lease agreement, the city agrees to pay
the Authority an annual fixed rental sufficient to pay bond principal anc
interest, plus additional rental sufficient to meet other necessary expel
of the Authority.
budgeted appropriations in each fiscal year.
These bonds are a special obligation of the Authority only, and are
not a debt, liability or obligation of any other public agency, or a lier
or charge against the property or funds of the Authority, except to the
extent of the pledged revenues as provided by the resolution pursuant to
which the bonds are issued. Neither the payment of the principal of the5
bonds or any part thereof nor any interest thereon constitutes a debt, li
ability or obligation of the City of Carlsbad or the State of California.
The city has agreed to provide the funds needed from
SALE OF BONDS
Bids will be received at 2:OO o'clock P.M., on Tuesday, September 23,
1969, at the Council Chambers, City Hall, Carlsbad, California. Details
of the terms of the sale are set forth in the official Notice Inviting
Bids adopted by the Authority August 21, 1969.
TAX EXEMPT STATUS
At any time before the bonds are tendered for delivery, the success-
ful bidder may disaffirm and withdraw his proposal if the interest receivc
by private holders from bonds of the same type and character shall be de-
clared to be taxable income under present federal income tax laws, either
by a ruling of the Internal Revenue Service or by a decision of any federt
court, or shall be declared taxable or be required to be taken into accour
in computing any federal income taxes by the terms of any federal income
tax law enacted subsequent to the date of this notice.
5
LE GAL OPINION
The unqualified opinion of O'Melveny G Myers, of Los Angeles, Cali-
fornia, approving the validity of the bonds will be furnished the SUC-
cessful bidder at or prior to the time of delivery of the bonds, at the
expense of the Authority. A copy of such opinion, certified by an of-
ficer of the Authority with his facsimile signature will be printed on
the back of each bond. No charge will be made to the purchaser for such
printing or ceritification.
NO LITIGATION CERTIFICATE
At the time of payment for and delivery of the bonds, the Authority
will furnish the successful bidder with a certification that there is no
litigation pending affecting the validity of the bonds.
TITLE INSURANCE
A policy of title insurance, insuring the city's obligation to make
rental payments under the lease agreement, will be provided prior to the
delivery of the bonds.
and will be expressly enforceable for the benefit of the bondholders.
The policy will be written by Title Insurance and Trust Company, of Los
Ange les .
The policy will be in the amount of $1,535,000
- -
ESTIMATED ANNUAL BOND SERVICE REQUIREMENTS
1969 PARKING REVENUE BONDS
(Bond Service to be covered by Base Rental)
Estimated Estimated
Bond Service Bond Service
Principal Payable from Principal Payable from
Interest Maturing Pledged Lnterest Maturing Pledged
Revenues Est. @ 6.5% Oct. l(2) Revenues Est. @ 6.5% Oct. l(2)
0 1984 $ 69,875 $ 50,000 $ 119,875
75,000 141,625 1971 99,775 $ 10,000 109,775 1985 66,625
75,000 136,750 1972 99,125 25,000 124,125 1986 61,750
1973 97,500 25,000 122,500 1987 56,875 75,000 131,875
127,000
1975 94,250 25,000 119,250 1989 47,125 75,000 122,125
1976 92,625 25,000 117,625 1990 42,250 100,000 142,250
1977 91,000 25,000 116,000 1991 35,750 100,000 135,750
1978 89,375 50,000 139,375 1992 29,250 100,000 129,250
1979 86,125 50,000 136,125 1993 22,750 100,000 122,250
1980 82,875 50,000 132,875 1994 16,250 125,000 141,250
1981 79,625 50,000 129,625 1995 8,125 125,000 65,125(3)
1982 76,375 50,000 126,375
1983 73,125 50,000 123,125 $1,766,050 $1,535,000 $3,133,275
1970 $ 99,775(1) $ $
1974 95,875 25,000 120,875 1988 52,000 75,000
(1) Interest to October 1, 1970 paid from bond proceeds.
(2) See Redemption of Bonds. (3) Net of $68,000 Bond Reserve applied.
6
CARLSBAD PARKING AUTHORITY
The Authority was established by Resolution No. 1264 of the Carlsb;
City Council on April 19, 1966 in accordance with the provisions of the
Parking Law of 1949 (Part 2, of Division 18, Sec. 32500 et seq. of the
Streets and Highways Code of the State of California). The Authority i
vested in five members commissioned b,y the city council; all are reside
of Carlsbad.
On August 21, 1969, the Authority executed a lease agreement with t
city and adopted Resolution No. 5 authorizing the bonds. Copies of the
documents are available from the Authority or the financing consultants
The summaries in this official statement do not purport to be complete.
SUMMARY OF LEASE AGREEMENT
The Authority agrees to lease the project to the city for an annual
rental, payable quarterly in advance commencing October 1, 1970 and con
tinuing until the revenue bonds have been retired. The base annual reni
is stated at $142,250, but will be adjusted to an amount sufficient to
meet debt service and reserve requirements after the bonds have been so
and the precise annual requirements determined.
The city agrees to maintain the project in good condition, pay all
costs and expenses of its operation, and to keep it clear of all liens,
charges, or encumbrances.
Additionally, the city agrees to pay (1) any taxes or assessments,
(2) insurance premiums, [3) all costs and expenses, including enforce-
ment of the terms of the lease, and (4) amounts needed to maintain a
working capital fund of $1,500.
The city agrees to include all rentals required in its budget for
each fiscal year, to make the necessary appropriations, and to provide
the funds necessary to meet them.
The Authority agrees to insure the project against loss or damage
resulting from fire, lightning, vandalism, malicious mischief, riot and
civil commotion and such perils ordinarily defined as “extended coverage
public liability and property damage protecting both the Authority and
the city.
There is provision for abatement of rental during any period in whic
by reason of damage or destruction there is substantial interference wit
the city’s use and occupancy.
Although the city may sublease or permit others to use all or any pa
of the project, it is not thereby relieved of its obligation to pay rent
or otherwise; nor may the lease be mortgaged, pledged, assigned or trans
red without the prior written consent of the Authority.
ing of the project shall be paid to the Authority for the benefit of the
Any award made in eminent domain proceedings for the taking or damag-
7
holders of the revenue bonds, subject to such reversionary or other rights
to share in such award as may be contained in any document of record re-
lating to the site.
Upon expiration of the lease, the city shall surrender the project to
the Authority.
The Authority agrees to take whatever steps may be necessary to contest
or recover any proposed or paid tax or assessment, and the city agrees to
reimburse the Authority for any costs and expenses thus incurred.
The agreement is to be a "net-net leasel: and the city agrees that the
rentals provided for therein shall be an absolute net return to the Author-
ity, free and clear of any expenses, charges, or set-offs whatsoever.
DEFAULT UNDER LEASE
The city shall be deemed in default under the lease if it fails to
pay rental within 15 days of its due date or fails to keep other terms
or conditions within 25 days after due notice, if it abandons the premises
or assigns or transfers its interest without the written consent of the Au-
thority, or in the event of its voluntary or involuntary bankruptcy or re-
organization.
Should default continue beyond 30 days, the Authority may either ter-
minate the agreement, re-enter the project and eject all parties or, with-
out terminating the agreement, do the same and re-let the property as the
agent and for the account of the city, including the operation of the park-
ing facilities and the collection of fees and charges for parking therein.
FUNDS CREATED UNDER THE BOND RESOLUTION
Fund Source Purpose
Reserve Fund Bond proceeds, pledged Interest and prin-
revenues if required cipal, if required
Bond Service Fund Bond proceeds, pledged Bond interest and
revenues p r incip a1
Working Capital Fund Bond proceeds, pledged Expenses , insurance,
revenues etc.
Acquisition and Con-
struction Fund Bond proceeds Acquisition of Project
Redemption Fund Any source Call or redemption of
bonds prior to maturity
8
SUMMARY OF THE BOND RESOLUTION
In the resolution authorizing the bonds, which, with resolutions p'
viding for sale and award of the bonds, etc., shall constitute a contr;
with the bondholders, the Authority appoints as fiscal agent the Secur
Pacific National Bank, Los Angeles, to act as paying agent and to perf1 other functions for it and the bondholders.
The fiscal agent is directed to create four trust funds, namely thl
Reserve Fund, the Bond Service Fund, the Working Capital Fund, and the
Acquisition and Construction Fund.
From the bond proceeds, $68,000 is to be set aside in the Reserve
Fund and 12 months' bond interest in the Bond Service Fund. Both of tk
funds remain in the custody of the fiscal agent. Next, there is to be
aside $1,500 in the Working Capital Fund. Finally, the remaining bond
ceeds are to be deposited in the Acquisition and Construction Fund for
plication to the project,
All rentals payable by the city under the provisions of the lease
agreement are pledged by the Authority and shall be deposited in the
Bond Service Fund. Any excess over the amount required for bond intere
and principal coming due on or before the next October 1 is to be appli
as follows:
First, to the Reserve Fund if it needs replenishment.
Second, to the Working Capital Fund for the payment of any taxes or
assessments, insurance premiums, all costs or expenses resulting from ai
default by the city under the lease, including maintenance and operatioi
if necessary, and finally all sums necessary to maintain an amount of
$1,500 in the Working Capital Funds.
Third, any excess may be used by the Authority to make credits upon
the rentals due under the lease.
Moneys in the Reserve Fund may be used only to meet debt service re
quirements in the event of any insufficiency in the Bond Service Fund,
except that they may be applied toward principal and/or interest on the
last maturity or maturities of bonds outstanding. Moneys in the Reserv
Fund may be invested in any security in which the Authority may legally
invest funds subject to its control and which matures within five years
Any earnings on such investments remain a part of the fund, but monies
in excess of $68,000 in the Reserve Fund shall be transferred to the Bor
Service Fund.
Moneys in the Bond Service Fund may be temporarily invested in any
authorized investment which matures not later than the time funds are r(
quired. Moneys in the Working Capital Fund may be invested in any authc
ized investment which matures not later than 12 months from its date. 1
earnings on investments of these funds accrue to them.
9
WARRANTY AND COVENANTS
Section 18 of the resolution sets forth ten covenants of the Authority,
established for the purpose of protecting the interests of bondholders.
Three of these are discussed as follows:
Covenant 6. Insurance. This requires the Authority to maintain or
cause to be maintained the following insurance coverage to the extent
available from reputable insurers in the open market:
1. Insurance against loss or damage resulting from vandalism, malicious
mischief, riot and civil commotion, and such perils ordinarily defin-
ed as "extended coverage." This insurance shall be maintained in an
amount not less than the full insurable value of the properties or
the amount of the Authority's outstanding bonds, subject to deductible
conditions of not to exceed $10,000 for any one loss.
Extended coverage use and occupancy or business interruption or rental
income insurance in an amount equal to not less than 12 months' rental.
2.
3. Public liability insurance against claims for bodily injury or death,
or damage to property to a limit of not less than $250,000 with re-
spect to any one person, not less than $1,000,000 with respect to any
number of persons in one accident, and property damage liability in-
surance in an amount not less than $50,000.
All insurance proceeds with respect to loss or damage to the property
shall be paid to the fiscal agent.
or rebuilt, the fiscal agent shall deposit the same in the Redemption
Fund.
If the project is not to be repaired
Covenant 8. Additional Bonds or Indebtedness. The Authority shall
not issue any additional bonds, except refunding bonds, or incur any
other liability or indebtedness, payable from pledged revenues or the
Reserve Fund, but the Authority may issue bonds, or incur liability or
indebtedness, payable from any revenues or funds of the Authority other
than the pledged revenues or Reserve Fund.
Covenant 10. Maintenance of Revenues. The Authority shall, if it
should operate the project by reason of default by the city, fix, pre-
scribe and collect rates, tolls, fees, rentals, or other charges in con-
nection with the services and facilities furnished from the project suf-
ficient to pay principal on and interest on the bonds as they become due,
together with all expenses of operation, maintenance and repair of the
project and such additional sums as may be required for the Reserve Fund;
provided, however, that all such rates, tolls, fees, rentals or other
charges in connection with the services and facilities furnished by the
project shall be subject to such provisions, if any, relative thereto as
may be contained in the lease agreement.
The consent of the Authority and the bondholders holding sixty per
cent (60%) in aggregate principal amount of the outstanding bonds is re- quired for the amendment, waiver, or modification of the covenants.
10
THE PROJECT
Plaza Camino Real, a partnership in which a subsidiary of The May
Department Stores Company is the general partner, has acquired a 69-ac
site in the northeastern corner of Carlsbad near the intersection of E
Camino Real and Vista Way (State Highway 78) and has developed it into
the major regional shopping center in northern San Diego County.
As an inducement for the location of the center in Carlsbad, the
Authority was organized to pay for an allocated share of the costs of
providing the extensive off-street parking facilities required. This
allocated cost through May 29, 1969, which is the project cost, has bet
determined to be $1,263,619, according to the Summary of Costs preparec
by John W. Forbes G Co., C.P.A., Los Angeles.
APPLICATION OF PROCEEDS
$1,535,000 1969 PARKING REVENUE BONDS
Project cost ................................ $1,263,619
Administrative, legal, financing
and incidental expense 56,056
Bond Reserve Fund 68,000
12 months' interest ........................... 99,775
Working Capital Fund ......................... 1,500
Provision for bond discount ...................... 46,050
Principal amount of bonds .................... $1,535,000
...................... ...........................
The parking facility, with a present capacity of 3128 cars, surroun
the central shopping complex and is graded so as to provide access at t
levels. It is fully paved, lighted, and marked, and attractively land-
scaped.
The central complex consists of two 150,000 square foot department
store buildings, one operated by May Co. and the other under constructi
by J.C. Penney Co. with opening scheduled for April 1970. These two st
tures are connected by an enclosed, two-story, air-conditioned mall or
arcade serving 245,746 square feet of leaseable floor space, of which a
but 15,495 have been leased. Tenants are identified in an accompanying
tabulation. There are, in addition, four free standing structures hous
ing a bank, a theatre, a Savings G Loan Association, and an automotive
supply and service center. In all, there are more than 550,000 square
feet of commercial floor space in the center.
Plaza Camino Real is a pleasant place to shop and is endowed with
convenient express highway access in four directions, including Interst
5 which passes within a relatively short distance. There is no comparal
retailing installation in northern San Diego County, and consequently t:
center attracts customers from a wide radius, reaching east to Escondidi
and beyond, and the beach communities north and south.
11
PLAZA CAMINO REAL SHOPPING CENTER
LET OF OCCUPANTS . AUGUST 21. 1969
Name Sq . Ft . Name Sq . Ft .
Arnold's Jewelry .... 1. 759 Memory Lane ...... 5. 600 Miles Shoes ....... 3. 315 Art Decor ......... 1. 594 .... Mode O'Day ....... 3. 165 Art of the World 933 Modern Woman ..... 1. 698 Barricini ......... 9 80 Neiman Jewelry ..... 2. 480 Berens Tall 'n Small . 1. 668
Cakewalk ......... 850 62 3 Orange Julius
630 Parklane Hosiery . . o . Cave Sanford ...... 5. 887
Chess King ........ 2. 490 J . C . Penney Co ..... 150. 000
Contempo 3. 67 1 Petite Sophisticates q . 1. 405 Petrie's .......... 7. 705 Doktor's Pet Center . . 2. 308
Pickwick Books ..... 4. 345 Dorothe Maternity I . . 1. 140
Dr . Locken Optometrist 776 Pope's Restaurant . D . 4. 860
Powers School Ltd . v . 1. 8'75 El Camino Coiffures . . 2. 015
Finell's Jewelry 2. 410 Rebel Shop ........ 3. 195 Regal Shoes ....... 1. 260 Flowerville 735
Flynn's Candle Shop . . 1. 209 Salm's .......... 3. 552 Show Off ......... 5. 420 Foreman & Clark .... 7. 220 Singer ........... 3. 975 Foxwood Casuals .... 2. 500
Gamble's Men's Wear 2. 485 Streicher's Shoes . a . 5. 070 988 Hallmark Cards Stride Rite Bootery a .
1. 796 Hardy Shoes 1. 190 Sweetbrier Dresses . .
Hickory Farms ..... 3. 231 Thom McAnShoes . o . 3. 630
House of Fabric ..... 3. 743 Tobaccoland . e . e . e . 1. 000
567 Jacobson's Wide World Travel . .
Jacquelyne's 1. 767 F . W . Woolworth . . e 61. 370
Kathi's Wigs 9 04
Kinney Shoes ....... 4. 105
Kirby's .......... 3. 770
Leeds Shoes ....... 6. 205
Loungarray ....... 1. 216 Total space occupied 519. 660 Magic Razor Barbers . 85 1 Available for lease 26. 261 Marlene's ......... 3. 312
May Co .......... 150. 175
Mediterranean Imports 3. 257 Total in Plaza complex 545. 921
......
.........
..... ........
..... 2. 607
.......
Interior Systems 1. 050 Universal Boot ..... 3. 128 .... ........ 6. 995
....... .......
12
The center represents a significant addition to the city and county
property tax base and of course generates important sales tax revenues.
The over-all sales tax collected by the state is 5 per cent, of which
one-fifth is returned to the city.
During the second calendar quarter of 1969, when Plaza Camino Real
was only in partial operation, retail volume was an estimated $2,800,000,
equivalent to about $50 per square foot over-all on a seasonally-adjusted
annual basis. It may thus reasonably be expected that incremental sales
tax revenues from this center will supply more than the sums required in
lease-rentals from the city to service the Authority's 1969 Parking Reve-
nue bonds.
PLAZA CAMINO REAL SHOPPING CENTER
SUMMARY OF COSTS - PARKING FACILITY
Inception through May 29, 1969
By John F. Forbes & Co., C.P.A.
Allocated to
Carlsbad Plaza
Parking Camino TOTAL
Authority Real COST
Grading $ 521,885 $168,306 $ 690,191
Paving and related
site work 605,277 282,955 888,232
Landscaping 64,462 36,835 101,297
Other :
Inspection 33,561 16,853 50,414
Design 26,770 13,444 40,214
Landscape archi-
tecture 9,001 4,520 13,521
Surveying 2,663 1,337 4,000
$1,263,619 $524,250 $1,787,869
COMMENTS:
Grading costs have been allocated in conformity with Carlsbad Parking
Authority resolution number one.
Paving and related site work costs have been allocated in accordance
with special provisions of a contract between May Stores Shopping Cen-
ters, Inc. and the contractor.
Landscaping costs have been allocated as directed by the statement of
the landscape architect.
based on land areas within and without the parking facility.
All other costs have been allocated by a factor
17
CITY OF CARLSBAD
LOCATION AND AREA
The city is situated along the Pacific Ocean in the northern part of
San Diego County, some 85 miles south of metropolitan Los Angeles and 35
miles north of San Diego. Elevations range upward from sea level to 325
feet on the more easterly of two ridges paralleling the coast line.
of the settled area of the city is relatively level.
Most
Carlsbad is bounded on the north by Buena Vista Lagoon, a waterfowl
preserve. The City of Oceanside lies beyond. Annexations have extend-
ed the eastern boundary of Carlsbad irregularly beyond El Camino Real in
some places, and also beyond Agua Hedionda Lagoon on the south.
now extends as far as Palomar Airport to the east, although it does not
include it.
The city
More than two-thirds of the city's area of 11.3 square miles are de-
Of the un-
voted to agriculture or undeveloped.
covers only 19.8 per cent of the potential residential area.
developed land, 84 per cent is zoned residential.
Existing residential development
The city has good highway connections, notably Interstate 5, the San
Diego Freeway which parallels the shore line about 10 blocks inland.
Neighboring communities include Vista, San Marcos, Escondido, Leucadia,
Encinitas, and Cardiff-by-the-Sea. Lake San Marcos, La Costa, and Ranchc
Santa Fe are major developments in this general area.
Carlsbad's equable climate is one of its important assets. Mean avei
age temperatures range between 55 in January to 73 in August.
rainfall averages 11 inches and occurs almost wholly between November anc
Apri 1.
Annual
BRIEF HISTORY
This locality was first settled as a railroad construction camp in
the 1870's. In the 1880's it was known as Frazier's Station, taking its
name from the prominent advertising visible to train passengers of John
Frazier's artesian well. Because this water was thought to be identical
to that of the famous spa at Karlsbad, Bohemia, the community adopted th
present name.
The city was incorporated July 16, 1952, after the availability of
Colorado River water via facilities of The Metropolitan Water District
of Southern California and the San Diego County Water Authority made the
broad economic development of northern San Diego County feasible.
18
PQPU LATION
The population of Carlsbad at the time of its incorporation in 1952
By the 1960 federal census, it had risen to 9,253. was 6,963. A special enumeration by the state in April 1969 found 13,899 inhabitants - a nine- year increase of 50.2 per cent.
The median age of the population is 26, and over two-thirds of Carls-
Retired military personnel
bad families have children under 12.
is 3.3; median family income is about $9,000.
are a significant element in the population.
The average population per household
EMPLOYMENT
Carlsbad is still primarily a residential community with important
The climate permits cultivation agriculture in the outlying portions.
of citrus fruits and avocados, vegetables - notably tomatoes - and flow-
ers. All of these provide seasonal employment. Local job opportunities
are afforded by the numerous commercial and service establishments scaled
to the requirements of permanent and summer residents and tourists. The
newly established Plaza Camino Real, with over 60 retail enterprises, has
broadened occupational choices in the city. The pattern of employment is
believed consistent with that prevailing in the larger area encompassed
in the Oceanside Community Labor Market, statistics for which are present-
ed in an accompanying table.
LABOR MARKET SURVEY
OCEANSIDE COMMUNITY LABOR MARKET
(Oceanside, Carlsbad, Fallbrook (including Camp Pendleton)
and Vista Census County Divisions)
J~Y July
Industry 1968 1967
Total 31,000 28,900
Agriculture, forestry, fisheries, mining 5,100 4,900
Contract construction ............. 1,200 1,000
Manufacturing .................. 2,100 1,900
Transport., communics., and utilities . 1,500 1,400
Wholesale and retail trade ......... 5,500 5,000
Finance, insurance, real estate ...... 1,100 1,000
Service ...................... 5,100 4,900
Government ................... 9,400 8,800
Source: State of California Department of Employment
19
INDUSTRIAL DEVELOPMENT
United Parcel Service operates a service center in Carlsbad. The
Encina generating plant of the San Diego Gas and Electric Co. is the
largest industrial establishment in Carlsbad.
include the Signal Division of Straza Industries (electronics), Magne-
dyne, Inc. (electric motors), Precision Plastics Co., and Cal-Mil Plastic:
Products, Inc. (safety helmets) .
Other industrial employers
Burroughs Corp. has acquired a 53-acre site in Carlsbad and is build-
ing a 250,000 square-foot plant designed expressly for the manufacture of
precision electronic interconnection products, including printed circuit
boards, flexible conductors, back planes, ground planes, and related com-
ponents for electronic equipment and systems produced elsewhere. The ul-
timate investment in Carlsbad will be in excess of $19 million. When in
full operation, the plant will employ over 1,000.
Carlsbad residents have ready access by freeway to the diversified
industrial employment north of San Diego and of course to that in other
nearby north county communities.
Camp Pendleton covers an area of 125,000 acres, and is the world's
largest Marine base.
five miles from Carlsbad.
installation with population as follows on the dates shown below:
Its main gate is just north of Oceanside and about
Established in 1942, the base is a permanent
Base Population 1960 1965 3-31-69
Military ............... 23,000 34,000 46,890
Military dependents .... 4,000 2,000 7,105
Civilian employees.. .. 2,378 2,378 2,932
Totals ................. 29,378 38,378 56,927
Figures for 1960 and 1965 are approximate; the latter included 4,500
First Marine Division strength,
Palomar Airport is situated about four miles from the Carlsbad civic
center. Take-offs and landings have risen from 30,000 to 186,000 annual-
ly over the past eight years.
mostly privately-owned. It is also the site of a helicopter flight test-
ing facility of the Hughes Tool Company.
The airport houses about 250 aircraft,
RECREATION AND TOURISM
The mild year-round climate and coastal setting make tourism an im-
portant source of income to Carlsbad. While tourists come at all season:
the city is particularly popular with Canadians during the winter months
and people from various neighboring states and inland cities in the sum-
mer. The number of tourists is limited only by the 300 available hotel
and motel units and beach apartments. Over the past year, the city's re ceipts from a 4 per cent transient motel-hotel tax have increased 63 per
cent.
20
Two state parks are within the city limits.
included 266,788 day visitors and 171,830 campers.
Attendance during 1968
Recreational opportunities include fishing in the lagoons and in the
ocean, boating, water skiing and swimming. Surfing is becoming increasing-
ly popular. There are over 125 varieties of water fowl in Buena Vista La-
goon.
the PGA Tournament of Champions formerly held in Las Vegas, drawing golfing
enthusiasts to the city.
The nearby Ranch La Costa Country Club has now become the site of
E DUCATION
Public instruction for most of Carlsbad is provided by Carlsbad Union
School District, operating four elementary schools and a junior high school
Oceanside-Carlsbad Union High School, and Oceanside-Carlsbad Junior College
which operates Mira Costa College.
Trends in school enrollments are set forth in the following table:
CARLSBAD SCHOOL ENROLLMENTS
Oceanside-
March 31 Elementary K-8 Union High
Carlsbad Union Carlsbad
1961. . . 1,807 5 10
1962. . . 1,961 587
1963. . . I, 886 656
1964. . . 1,972 726
1965 . . . 2,117 831
1966. . . 2,151 8 74
1967. . . 2,419 953
1968. . . 2,457 1,019
1969. . . 2,656 1,154
1970 Proj. 3,225 1,280
Carlsbad is the home of the Army and Navy Academy, a private second-
ary school for boys with an enrollment of 350 pupils. idition two parochial schools. There are in ad-
TRI-CITY HOSPITAL
This 87-bed general hospital, located in Oceanside, serves that city,
Carlsbad, and nearby Vista.
21
CITY OF CARLSBAD
GENERAL REVENUES BY SOURCE
Licenses
TOTAL and Service Fines &
REVENUES Taxes Permits Charges Forfeits Other
1960 ... $ 531,524 $ 450,656 $ 14,403 $ 46,731 $ 17,931 $ 1,803
1961.. . 654,843 572,311 15,098 51,997 11,773 3,664
28,922
1963.. . 685,334 579,671 18,291 50,136 14,872 22,364
1964.. . 806,933 658,366 33,333 62,938 23,057 29,239
1965.. . 944,146 774,483 36,430 69,136 30,116 33,981
1966.. . 1,119,642 745,072 32,306 134,242 35,242 172,780
1967.. . 1,089,425 892,335 26,390 90,883 28,639 51,178
1968.. . 1,493,049 974,142 45,661 98,127 24,335 350,784
1969.. . 1,338,645 1,070,158 73,408 115,070 38,897 41,118
1970 Bgt 1,694,238 1,379,834 98,200 96,500 40,764 78,940
1962.. . 690,121 589,585 20,434 39,071 12,109
TAX REVENUES BY SOURCE
Business
TOTAL Gene 1-a1 and Gross Other
TAXES Property Sales Receipts Taxes
1960 ... $ 450,656 $322,45 1 $ 47,283 $ 22,238 $ 58,684
1961.. . 572,311 426,802 48,496 24,375 72,637
1962.. . 589,585 429,735 53,353 26,280 80,217
1963.. . 579,671 439,288 53,637 26,689 60,057
1964.. . 658,366 455,896 60,760 32,997 108,713
1965.. . 774,483 448,605 73,169 36,956 215,753
139,667 1966.. . 745,072 490,922 74,482 40,001
1967., . 892,335 618,728 88,949 39,405 145,253
176,452 1968.. . 974,142 643,633 100,359 53,698
1969.. . 1,070,158 694,549 122,801 46,461 206,347
1970 Bgt 1,379,834 740) 098 329,700 45,000 264,946
GENERAL GOVERNMENT EXPENDITURES BY FUNCTION
Highways Culture
TOTAL EX- Gen. Gov- Public & Sani - & Rec- Debt
PENDITURES ernment Safety Streets tation reation Service
1960.. . $ 471,108 $144,155 $140,379 $116,069 $28,537 $ 36,243 $ 5,725
1961.. . 557,050 203,422 154,778 119,180 30,430 43,510 5,730
1962.. . 598,800 227,210 158,464 125,938 35,272 46,180 5,736
1963.. . 619,247 189,705 180,111 147,573 25,614 70,194 6,050
1964.. . 696,774 148,961 201,237 216,928 30,634 64,850 34,164
1965.. . 887,866 131,853 232,014 331,399 28,785 69,118 94,697
1966.. . 1,057,144 145,312 275,105 423,260 38,371 96,874 78,222
1967.. . 1,179,165 172,488 287,056 420,879 50,183 80,943 167,616
1968.. . 1,672,902 305,156 313,397 506,120 60,327 342,186 145,716
1969. . . 1,359,755 368,030 366,469 243,394 60,039 173,742 148,OSl
1970 Bgt 1,870,415 397,921 511,173 545,931 87,442 184,750 143,198
22
CITY GOVERNMENT
Carlsbad is a general law city governed by a five-man city council.
Councilmen are elected at large for four-year terms. The Mayor is elect-
ed directly by the people.
only other elected officials.
The City Clerk and City Treasurer are the
The city operates under the council-manager plan, with the City Man-
ager responsible for appointment of all city employees except the City
Attorney, who is appointed by the council. Charles E. Martin, who has
served as City Manager since February 1968, heads the staff of 115 em-
ployees.
The police department has a permanent staff of 26, operating under
the supervision of a chief and a captain.
time staff of 15 including a chief and two captains.
IC ITY FINANCE S
The fire department has a full
In conformity with recommendations of the National Committee on Gov-
{ernmental Accounting, the Director of Finance has compiled ten-year ana-
lyses of general city revenues by source, tax revenues by source, and (general government expenditures by function as appear in the accompanying
tables.
151.9 per cent of total general fund revenues and 64.9 per cent of all
taxes.
.in 1961 to $1,338,645.
In the fiscal year ended June 30, 1969, property taxes provided
Over the nine-year span, general fund revenues rose from $531,524
Property is assessed for taxation annually as of the first Monday in
March by the San Diego County Assessor, with the exception of utility val-
uations, which are established by the state board of equalization.
for secured taxes are mailed out before November 1. One-half of the amount
becomes delinquent if unpaid on December 10; the second half is due February
:l and delinquent is unpaid by April 10. Unsecured property taxes, at the
previous year's rate, are due on March 1, delinquent April 1.
Bills
Carlsbad has derived great benefit from the presence of the San Diego
Gas G Electric Company's Encina generating station, as the ten-year tabu-
lation of assessed valuations indicates.
about 47 per cent since 1960/61.
The city tax base has expanded
PROPERTY TAX LEVIES AND COLLECTIONS
% of Total %of Delinquent %of
Fiscal Total Current Current Delinquent CoUec- Current Out- Current - Year Levy Collections Levy Collections tions Levy standing Levy
1960 $327,415 $321,493 98.1 $ 895 $322,450 98.4 $ 5,922 1.8
1961 438,6Q8 424,808 96.8 1,936 426,802 97.3 17,786 4.0
1962 437,480 425,789 97.3 3,399 429,735 98.2 26,078 5.9
1963 438,844 435,718 99.2 3,068 439,288 100.1 26,136 5.9
1964 454,201 451,577 99.4 3,676 455,896 100.3 25,084 5.5
1965 452,867 444,373 98.1 3,636 448,605 99.0 29,942 6.6
1966 497,193 487,498 98.0 2,932 490,922 98.7 36,705 7.3
1967 629,614 614,573 97.6 3,579 618,728 98.2 48,167 7.6
1968 656,936 635,523 96.7 7,381 643,633 97.9 63,199 9.6
1969 678,925 686,842 101.1 8,176 696,477 102.5 55,023 8.1
23
ESTIMATED DIRECT AND
OVERLAPPING BONDED DEBT
Adapted from material furnished by
California Municipal Statistics, kc.
Debt
Per Cent Sept. 23, 196s
City of Carlsbad 100 $ 2,225,000 (1
Carlsbad Parking Authority (10-1-69) 100 1,535,000
Carlsbad Building Authority 100 455,000
Carlsbad Municipal Water District: 75.382- 1.254
Improvement Districts #1, 2, 3, 4 39.773-75.399 1,492,114
Carlsbad Union School District - various 72.095-76.084 1,735,205
Oceanside-Carlsbad Union High School District 33.364 1,813,333
Oceanside-Carlsbad Junior College District 33.364 887,482
Other School Districts - various 14,977
Leucadia County Water District 0.428)
San Marcos County Water District 0.001) 3,722
North San Diego County Hospital District 0.037 2,729
Tri-City Hospital District 18.188 780,265
Metropolitan Water District 0.184 640,616
Metropolitan Water District Series W 0.113 10,057
San Diego County Water Authority 1.784 1, 124,901
San Diego County Camp Authority 1.669 29,041
San Diego County 1.669 188,347 (2
Total Estimated Direct and Overlapping Debt $12,937,789
Share of State School Building Aid repayable at June 30, 1969: $145,153
RATIOS Debt (3) Debt
Population 13,899 $160 $93 1
1969/70 Assessed Value $ 44,823,502 (4) 4 * 96% 28.86%
Estimated Market Value $119,671,915 (5) 1.86 10.81
Direct Combined
(1) Excludes $922,000 Water Revenue bonds.
(2) Excludes $145,053 share of $8,690,992 lease-purchase agreements.
(3) Excludes debt of Carlsbad Building Authority and Carlsbad Parking Authority.
(4) Before homeowners' and business inventory exemptions.
(5) According to the State Board of Equalization, 1969/70 San Diego County valu-
ations average 23.8 per cent of market value, Public utility property ($14,12
850) is assessed at 33 per cent of market value.
24
TREND IN ASSESSED VALUATIONS
(Net of Exemptions) City Only
SECURED TAX RATES
Secured Property
County Public Unsecured All General Bond
Assessed Utility Property Property Purpose Service Total
1960/61 $12,573,940 $18,666,370 $ 401,750 $31,642,060 $1.37 $1.37
1961/62 12,836,960 18,787,670 501,100 32,133,730 1.34 1.34
1962/63 13,308,720 18,312,900 607,460 32,229,080 1.34 1.34
1963/64 14,359,820 18,364,790 672,630 33,397,240 1.34 1.34
1964/65 15,500,080 17,606,230 689,710 33,796,020 1.34 1.34
1965/66 19,307,690 16,847,380 948,920 37,103,990 1.34 1.34
1966/67 20,695,110 16,424,350 809,090 37,928,550 1.39 0.27 1.66
1967/68 23,061,340 15,571,560 941,630 39,574,530 1.39 0.27 1.66
1968/69 26,750,620 14,148,460 1,000,520 41,899,600 1.34 0.32 1.66
1969/70 29,075,869 14,121,850 1,625,783 44,823,502" 1.50 0.31 1.81
"Before home-owners and business inventory exemptions.
Source: County Assessor
Taxes are collected for the city by the county.
of levies, collections, and delinquencies is also shown. A ten-year record
The city tax rate limit for the General Fund is $1.05 per $100 of
For 1969/70, the combined city tax rate of $1.81 assessed valuation.
is made up as follows:
Operating:
General Fund $0.88
Parks and recreation 0.15
Employees retirement 0.17
Parks and boulevards
(storm drains) 0.05
Library 0.25
$1.50
Debt service:
Library $0.04
Sewers 0.27 .31
Total .................................. $1.81
DIRECT DEBT
The city's direct general obligation bond debt currently includes
$2,225,000 bonds, of which $1,935,000 were issued for sewerage facilities
arid $290,000 for the new library.
advanced for a study of small craft harbor facilities.
being reimbursed in annual installments running to 1975.
The city also owes the state $11,000
This amount is
25
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WATER DEPARTMENT
Carlsbad's water supply comes from The Metropolitan Water District of Southern California via the San Diego County Water Authority and the
Carlsbad Municipal Water District, which supplies wholesale water to the
city and also to outlying unincorporated areas. The city acquired its
distribution system and improved it with the proceeds of Water Revenue
bonds sold in 1958 and 1960. Additional Water Revenue bonds have been
authorized for system improvement, and in order to establish revenues
in support of this further financing, water rates were increased effec-
tive July 1, 1969.
tics is shown in the accompanying tables. An eight-year tabulation of water department statis-
CITY OF CARLSBAD
WATER DEPARTMENT
Revenue Bond Coverage
Available
Gross for Debt Debt Service
Revenue Expenses (1) Service Principal Interest Total Coverage
1962 $281,353 $156,382 $124,971 $ $40,831 $40,831 3.06~
1964 420,982 216,938 204,044 43,765 43,765 4.66~
1965 358,896 229,093 129,803 20,000 43,099 63,099 2.05~
1966 390,137 261,813 128,324 25,000 41,938 66,938 1.91~
1967 407,613 263,968 143,645 25 , 000 41,125 66,125 2.17~
1968 480,796 201,852 278 , 944 25,000 40,161 65,161 4.28~
194,754 25,000 39,034 65,034 2.99~ 1969 P 451,834 257,080
1970 Bgt 552,819 402,641 223,878 25 , 000 38,512 63,512 3.52~
1963 307,801 208,407 99,394 40,831 40,831 2.43x
Other Data
Monthly Depre-
Operating No. of Acre- Feet Minimum ciation Capital
Revenue Accounts Purchased Sold Charge Charged Outlay
1962 $278,029 3,124 2,550 2,922 $2.00 $ 41,836 $ 5,569
1963 305,063 3,263 3,273 3,569 2.00 40,164 10,814
1964 320,962 3,265 3,717 3,168 2.00 42,154 13,977
1965 340,579 3,426 3,539 3,098 2.00 41,899 22,397
1966 369,188 3,597 3,644 3,376 2.00 46,201 60,061
1967 384,907 3,678 3,810 3,536 2.00 47,099 51,671
1969 437,834 3,692 3,720 3,322 2.20 45,547 52,309
1970 Bgt 552,819 3.50 (2) 50,000 80,316
1968 411,735 3,560 3,900 3,501 2.20 122,019 59,444
(1) Before depreciation.
(2) Increase effective July 1, 1969.
27
SEWERS
Carlsbad collects and delivers its sewage to a plant operated jointly
with Vista Sanitation District and also serving the Buena Sanitation Dis-
trict. The city financed its share of the project with sale of $2,122,00( general obligation bonds of which $1,935,000 remain outstanding. Operati
and maintenance costs are met from proceeds of a $1 monthly service charg
collected with water bills.
CARLSBAD BUILDING AUTHORITY
Carlsbad Building Authority was formed pursuant to a joint powers
agreement between the city and San Diego County as of October 1, 1967.
The authority has constructed, on a site leased from the city, a civic
center which in turn is occupied by the city on a lease-back basis, and
also by the county to a lesser extent.
Construction costs, with equipment insurance, capitalized interest
and reserves, etc., were financed with $350,000 6 per cent Revenue bonds
dated December 15, 1967. They mature annually on December 15 as follows:
1968 $ 5,000 1973 $10,000
1969 10,000 1974 10,000 1970 10 , 000 1975 10,000
1972 10,000 1977 20,000
1971 10,000 1976 15,000
1992 (term bonds) $240,000
The city pays a minimum annual base rental of $34,000, plus expenses
to yield the authority sufficient amounts on a "net, net" basis to meet
interest and principal requirements on the serial maturities and accumu-
late enough money in a sinking fund to implement mandatory call and re-
tirement of the term bonds during the years 1978-1992.
28
-m 4 0
G~NT DEED
Pursuant to the provisions of Section 37354 of the Government Code of the State of California,
the undersigned PLAZA CAMINO REAL, a Limited Partnership organized and existing under the
laws of the state of California the general partner of which is The May Stores Shopping Centers, Inc.,
Grantor, hereby grants to
CITY OF CARLSBAD, A MUNICIPAL CORPORATION, Grantee, the following described
real property in the State of California, County of Eos Angeles, City of Carlsbad, more particularly
described as follows:
That portion of Section 32, Township 11 South, Range 4 West, San Bernardino Meridian,
in the City of Carlsbzd, County of San Diego, State of California, according to official plat thereof,
together with a portion of Lots 42, 13, 14, 15 and of Eucalyptus Street in Hosp Eucalyptus Forest
Company’s Tract, according to Map thereof No. 11 36, filed in the office of the County Recorder
of San Diego County, described as follows:
Beginning at the Southeast comer of the North Half of the North Half of Section 31 in
said Township and Range; thence along the South line of said North Half of the North Half,
South 89” 17’ 09” West 404.27 feet to Point “A”; thence continuing South 89” 17’ 09” West
900.51 feet; thence South 810.00 feet; thence South 76” 30’ East 1265.00 feet; thence East
740.00 feet; thence North 77” 15’ East 840.65 feet more or less to the Westerly line of El
Camino Real (80 feet wide) as described in deed to the County of San Diego, recorded April
10, 1945 as Document No. 28857 of QEcial Records; thence Northerly along said Westerly line
962.22 feet more or less to an angle point in the Southerly line of California State Highway as
described in deed to the State of California, recorded September 8, 1964 as Document No.
163432 of Official Records; thence along the boundary line of said State Highway as follows:
North 7O 09’ 55” West 110.20 feet; North 56” 32’ 58” West 121.72 feet to a point in the arc
of a 150.00 foot radius curve concave Southerly, a radial line of said curve bears North 28” 33’ 27’’
East to said point, Westerly along said curve 81.31 feet through an angle of 31” 03’ 27”, non-
tangent to said curve South 89” 12’ 51” West 167.13 feet to a point in the arc of a 205.00 foot
radius curve concave Southerly, a radial line of said curve bears North 2” 30’ West to said point,
Westerly along said curve 125.78 feet through an angle of 35” 09’ 13” to a point of reversed
curvature having a radius of 95.00 feet, Westerly and Northwesterly along said curve 185.96
feet through an angle of 112” 09’ 13” to the Southeast corner of that easement for drainage pur-
poses granted to the State of California, recorded September 8, 1964 as Document No. 163432
of Official Records; thence leaving said curve and said Southerly line of California State Highway
along the Southerly and Westerly lines of said drainage easement, South 74” 30’ West 138.88
feet and North 15” 19’ 26’’ West 35.45 feet more or less to a point in the Southerly line of the
land described under Parcel 1 in deed to the City of Oceanside, recorded April 20, 1959 as
Document No. 77257 of Official Records; thence South 69” 30’ West along the Southerly line of
said Parcel 1 a distance of 615.07 feet more or less to the point of beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas, petroleum
or other hydrocarbon substances within or underlying said land without right of surface entry as
reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded in Book 6699,
page 264 of Official Records, and Book 7712 page 477 of Official Records, and further excepting,
in addition to said reservation in the aforesaid deed, all of the oil, gas and other minerals and
mineral rights in and under said portions of Section 32 lying beneath a depth of 500 feet from
the surface of said land, and reserving the right of entry at any point in such land lying below
said depth for the purpose of exploring, drilling, conveying and removal of any such substances
and installation of equipment and pipelines for such purposes, provided that any such entry and
activity upon said land for such purpose shall be carried out in such manner as to avoid any
interference with the use of the surface of said land.
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Also excepting therefrom that portion Iying Westerly of a line which bears South from Po
Also excepting that portion described as follows:
Beginning at the Easterly terminus of that course above designated “South 76” 30’ E<
1265.00 feet”; thence East 607.85 feet more or less to a line which bears South from a PO
which bears East 533.22 feet from the Southeast corner of the North Half of the North Half
said Section 31; thence North 495 feet; thence North 70” 00’ East 20.00 feet to the true poi
of beginning; thence North 70” 00’ East 330.00 feet; thence North 20” 00’ West 270.00 fe
thence South 70” 00’ West 150.00 feet; thence West 370.05 feet; thence North 60.00 feet; then
West 190.00 feet; thence South 60.00 feet; thence West 255.00 feet; thence South 118.33 fe
thence West 218.00 feet to a line which bears South from said Point “A”; thence South 350.1
feet; thence East 565.00 feet; thence South 20” 00’ East 50.00 feet; thence North 70” 00’ E
420.00 feet; thence North 20” 00’ West 60.00 feet to the true point of beginning.
“A” above.
Also excepting therefrom that portion described as follows:
Beginning at said Southeast corner of the North Half of the North Half of Section 31; the1
South 60.00 feet; thence West 5.08 feet to true point of beginning; thence South 90.00 feet; the1
West 255.00 feet; thence North 90.00 feet; thence East 255.00 feet to the true point of beginning
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ E
1265.00 feet”; thence East 540.00 feet; thence North 55.00 feet to the true point of beginni
thence North 110.00 feet; thence West 190.00 feet; thence South 110.00 feet; thence East 190.
feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ E
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East 727.23 feet; thence Nc
5” 57‘ 53” West 244.29 feet to the true point of beginning; thence North 5” 57’ 53” M
212.00 feet; thence South 84” 02’ 07” West 90.00 feet; thence South 5” 57’ 53’’ East 212
feet; thence North 84” 02’ 07” East 90.00 feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at the Southeasterly terminus of that course above designated “North 56” 32’ 5
West 121.72 feet”; thence North 56” 32’ 58’’ West 40 feet to the true point of beginning; the
South 38” 00’ West 160.00 feet; thence North 52” 00’ West 140.00 feet; thence North 38” 1
East to the Northeasterly line of the above described land; thence Southeasterly along said NOI
easterly line to the true point of beginning.
Also excepting therefrom that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ Ei
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East, 180.00 feet; thence Na
12” 45’ West, 55.00 feet to the TRUE POINT OF BEGINNING; thence North 12” 45’ WC
110.00 feet; thence North 77” 15’ East, 190.00 feet; thence South 12” 45’ East, 110.00 f
thence South 77” 15’ West, 190.00 feet to the TRUE POINT OF BEGINNING.
RESERVING UNTO GRANTOR, its successors and assigns, and to and for the benefit of e
and every portion of real property adjoining the land conveyed hereby and owned by Partners1
easements on, under and over the land conveyed hereby as follows:
(a) Easements (hereinafter refered to as “installation easements”) for:
2
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(1) The installation and maintenance of utilities as may be necessary or appropriate to
provide utility service to such adjoining portions of real property. The term “utilities” as used
herein includes, but is not limited to works, lines and structures necessary to provide the following
products or services to said adjoining parcels: water, sewers, drainage, electricity, gas, telephone
and cable or closed circuit television.
(2) The purposes of erecting, constructing, maintaining and operating signs and other facilities to provide proper advertisement of and directions for business establishments located
on such adjoining parcels.
(b) Easements (hereinafter referred to as “common use” easements) for the purpose of ingress
and egress by any pedestrians, automobiles, trucks and any other vechicles to and from said adjoining
real property, or any portion thereof, by traversing the land conveyed hereby in any direction to or
from any point on the common boundary of the land conveyed hereby and said adjoining property
or any portion thereof, and the parking of such vehicles.
The easement rights reserved hereby include the power on the part of Grantor, its successors
and assigns, to grant licenses for the use of said easement rights to others including, but not limited to
the operators of business establishments to be located on such adjoining land and their respective
emp:loyees, patrons and other licensees.
The easement rights reserved hereby and any licenses to be granted thereunder are subject to
(i) No occupation under or use of any installation easement shall interfere unreasonably
with the improvement and operation of the Parking Facility as provided in and contemplated by
that certain Lease and Agreement dated ___ .____._ ~ _.____.___.__ , 1966 executed by Grantor herein as
Lessor to Carlsbad Parking Authority, a public corporation, as Lessee and covering the land
conveyed hereby.
(ii) The rights of usage under the common use easements shall be non-exclusive, and in common with the rights of usage on the part of each owner of or licensee under such rights and
with all members of the public having the right or privilege for like usage of the Parking Facility
under the terms and provisions of the aforesaid Lease and Agreement and of the Sublease referred
to therein.
The rights under the easements hereby reserved shall be appurtenant to the adjoining real property
A. The conveyance hereby made is also subject to the following:
1. The aforesaid Lease and Agreement covering the land conveyed hereby dated ______ ____ ~ -.-------,
the €allowing conditions:
of Grantor and any portion of said real property.
executed by Grantor herein as Lessor to Carlsbad Parking Authority, as Lessee.
2. The easements, rights-of-way, conditions, covenants, restrictions, reservations and similar
matters of record on the date of delivery of this Grant Deed to Grantee.
B. The conveyance hereby made is also subject to and Grantee, by its acceptance of this Deed,
for itself, its successors and its assigns hereby makes and agrees to the following covenants, conditions
and restrictions, namely:
1. Said land shall be held in trust by Grantee, and its successors, and dedicated perpetually to
public use as a municipal parking lot available to the public without charge. Said parking lot shall be
mairitained in good condition with all necessary repairs and replacements and shall be operated by
Grantee in such a manner as to provide internal traffic routing and control so as to maintain proper
flow of traffic around and within said parking lot and to provide at all times access for ingress and
3
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egress to and from all adjoining parcels of real property within the corporate limits of Grantee, includi
but not limited to, pedestrians, automobiles and commercial vehicles engaged in making deliveries
and pickups from establishments on such adjoining parcels and unloading operations in connect:
therewith. Said parking lot shall be kept open for public parking on all days, including holidays, a
at all hours, except when there is no reasonable need in such adjoining areas within the corpor
limits of Grantee for parking in said parking lot or when and insofar as reasonably necessary
repairs or maintenance. No improvements, structures, buildings or facilities shall be placed thereon
therein which obstruct, interfere with or restrict the use of said property as a municipal parking 1
except for decorative plantings, lighting facilities and other improvements incidental to the use of s,
property as a municipal parking lot.
In event of any partial taking of said land under the power of eminent domain, Grantee shall cai
the construction upon the remaining portion of said land of a multi-level parking structure or structu
having capacity sufficient to compensate, to the extent reasonably possible in the light of such physi
limitations as the partial taking may impose, for the reduction in parking capacity caused by SL
partial taking.
2. If at any time or times, Grantee fails to carry out, or to cause to be carried out the maintenai
and operation of said land as a public parking lot in accordance with paragraph 1 of this Section B or 1
construction provided for therein, if required, Grantor or its successors or assigns, shall have the rig
at its election, in addition to and without prejudice to any other remedies, immediately to assume a
carry out the maintenance anu operation of and construction on said property as a public parking 1
provided that Grantor, or its successors or assigns upon assuming such maintenance and operation, sh
pay the cost thereof, until such time as Grantee assumes and is ready to carry out, or causes anotl
person, association or corporation ready and able to do so, to assume and carry out the maintenar
and operation of said property as a public parking lot in accordance with paragraph 1 of this Section
3. Enforcement of the foregoing conditions, restrictions, reservations and covenants may be
any legally available remedies. Such remedies shall include, but not be limited to, injunction or spec
performance.
4. This grant is made on the express understanding that the Lease and Sublease hereinabc
described constitute valid and binding obligations respectively on the part of Grantee and the Lessee a
Sublessor therein named, and should the contrary be established at any time during the term of s,
Lease or said Sublease pursuant to entry of a final judgment of a court of competent jurisdiction 1
entry of such judgment shall constitute a condition subsequent to the conveyance hereby made pursu;
to which all right, title and interest in and to said land shall revert to and revest in Grantor in the sa
manner as if this conveyance had never been made.
5. Failure on the part of Grantee or its successors and assigns to perform and fulfill the co
nants, conditions and restrictions set forth in the foregoing for a period of thirty days after written not
from Grantor or Grantor’s successor or assign to do so shall cause the reversion of the land here
conveyed to Grantor, and thereupon the title of the whole of said land shall immediately and withc
the necessity of any further action revert to and revest in Grantor or Grantor’s successor or assi;
as the case may be.
6. Each and all of the covenants, restrictions and agreements hereinabove set forth shall be deenc
and construed to be continuing, and the extinguishment of any right of entry or reversion or any brez
shall not impair or affect any of said covenants or restrictions so far as any future or other breach
concerned. No waiver of a breach of any of the covenants, agreements, restrictions and conditic
herein contained shall be construed to be a waiver of any other breach of the same or other covenar
agreements, restrictions and conditions, nor shall failure to enforce any one of such restrictions, eitl
by forfeiture or otherwise, be construed as a waiver of any other restriction or condition, providl
however, that no such breach shall defeat the lien or encumbrance affecting said land and made in go
faith to secure indebtedness incurred in improving said land for the uses and purposes aforesaid.
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7. The covenants made by Grantee hereunder are hereby expressed to be for the benefit of
adjoining land owned by Grantor and are made expressly by Grantee for its assigns and to Grantor and
its alssigns.
Dated ---.-------------.-----------------., 1966
PLAZA CAMINO REAL, Grantor
By THE MAY STORES SHOPPING
CENTERS, INC.,
Sole General Partner
BY
President
Secretary
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES 1 ss
On _____________ ___ ________ _____ ---, before me, the undersigned Notary Public in and for said County and
State: personally appeared ____._______________________ ___ ___________ known to me to be the president and ____ _.____ __ __________ _______________ ___ ________ known to me to be the Secretary of The May Stores Shopping Centers, Inc. the corpo-
ration that executed the within instrument as general partner of Plaza Camino Real, a Limited Parter-
ship, and acknowledged to me that such partnership executed the same and that such corporation
executed the within instrument pursuant to its Bylaws or a resolution of its Board of Directors.
Witness my hand and official seal.
Notary Public in and for said County and State.
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JEFTRIIIS RANK Los ."I\<,I.L.I.S Area Code 213
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DEFINITIONS
,
4812 COMMUNICATION COMMERCIAL BUSINESS OFFICE
Buildings providing facilities at which the general.
public may pay bills and discuss their telephone requirements.
481 3 COMMUNICATIONS OFFICE BUILDINGS
Buildings housing employees performing the routine functions of clerical and accounting operations involved in the management of the business.
4 815 COMMUNICATIONS EQUIPMENT BUILDINGS
Buildings housing operating electrical and mechani- cal equipment necessary for the conduct of a
Public Utility Communications Business, with or
without personnel.
COMMUNICATION SERVICE YARDS AND BUILDINGS THEREON
Installations providing a central service yard for all of the employees and vehicles used in installing servicing, and maintaining telephone customer equipment in the surrounding community in which the
facility is located.
ELECTRIC COMMERCIAL OFFICE
A business office where administrative services are performed, new applications for service are made, utility bills are paid and contains an electric living center.
ELECTRIC DISTRIBUTION SUBSTATIONS
An assembly of equipment which is part of a system
for the distribution of electric power where electric energy is received at a sub-transmission voltage and '
transformed to a lower voltage for distribution for general consumer use.
e * Page 2
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Definitions 4.
..
4915 ELECTRIC TRANSMISSION SUBSTATIONS
An assembly of equipment which is part of a system for the transmission of electric power where electric
'.. . energy is received at a very high voltage from its source of generation by means of a network of high voltage lines, and where, by means of transformers, said high voltage is transformed to a lower sub-
transmission voltage for purposes of supplying electric power to large individual consumers, interchange connections with other power producing agencies or electric distribution substations for transformation to still lower voltages for distri- bution to smaller individual users.
4917 ELECTRIC UTILITY SERVICE YARDS
Sites used for the storage and maintenance of all types of material and equipment and the operation of equipment used in public utility operations, including automobiles, trucks, trailers, and other transportation and construction equipment; and for
buildings, offices, and other facilities for the use
of service and construction personnel.
4921 NATURAL GAS COMMERCIAL OFFICES
Offices used for all types of business and commer- cial activities in connection with public utility operations, including the takinp; of applications for
gas service, the payment of Eas bills, the display and
sales of related appliances, administrative, account-
ing, engineering, sales and operating functions and
all other activities related to the business and commercial operation of a public utility.
4926 NATURAL GAS METER AND REGULATOR STATIONS
Equipment used for gas measurement and pressure con- trol in connection with the transportation and dfs-
tPibUtiQn of gas.
4927 NATURAL GAS SERVICE YARDS
Sites used for the stora-ze znd maintenance of all
type of material and equipment and the operation
of equipment used in public utility ope'rations, including automobiles, trucks, trailers, and other transportation and construction equipment; and for
. buildings, offices, and other facilities for the use
of service and construction personnel.
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De f ini t ions Page 3
3 COMBINATION UTILITY COMMERCIAL OFFICES
'. . OffPces used for all types of business and cornmer- cia1 activities in connection with public utility operations, including the taking of applications for
utility services, the payment of bills, the display
and sales of related appliances, administrative, accounting, engineering, sales and operating functions and all other activities related to the business and
commercial operation of a public utility.
COMBINATION UTILITY SERVICE YARDS
Sites used for the storage and mairknance of all
type of material and equipment and the operation of equipment used in public utility operations, including automobiles, trucks, trailers, and other
transportation and construction equipment; and for
buildings, offices, and other facilities for the use
of service and construction personnel.
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day of ~__._._.___~____.___&€?X%--- f _________ __ .--, 1966, by and between CARLSBAD PARKING AUTHORITY,
SUBLEASE AND AGREEMENT
This Sublease and A reement is made and entered into as of the __..__ 2!%k--v.h ______________ ~ __________ ~
a public corporation formed under and pursuant to the Parking Law of 1949 (Sections 32500 et seq.
of the Streets and Highways Code), as and hereinafter called Sublessor and the CITY OF CARLSBAD,
a rrmnicipal corporation, as and hereinafter called Sublessee, covering the real property for the term,
at the rental and on the terms and conditions hereinafter set forth and in that behalf Sublessor and Sub-
lesslze agree as follows:
1. Sublessor hereby subleases to Sublessee and Sublessee hereby leases and hires from Sublessor
that certain real property in the County of San Diego, State of California, more particularly described
as follows:
All that real property situated within the City of Carlsbad, in the County of San Diego, State of
That portion of Section 32, Township 11 South, Range 4 West, San Bernardino Meridian,
in the City of Carlsbad, County of San Diego, State of California, according to official plat thereof,
together with a portion of Lots 42, 13, 14, 15 and of Eucalyptus Street in Wosp Eucalyptus
Forest Company’s Tract, according to Map thereof No. 1136, filed in the office of the County
Recorder of San Diego County, described as follows:
Beginning at the Southeast corner of the North Half of the North Half of Section 31 in
said Township and Range; thence along the South line of said North Half sf the North Half,
South 89” 17’ 09’’ West 404.27 feet to Point “A”; thence continuing South 89” 17’ 09” West
900.51 feet; thence South 810.00 feet; thence South 76” 30’ East 1265.00 feet; thence East
740.00 feet; thence North 77” 15’ East 840.65 feet more or less to the Westerly line of El
Camino Real (80 feet wide) as described in deed to the County of San Diego, recorded April
10, 1945 as Document No. 28857 of Official Records; thence Northerly along said Westerly
line 962.22 feet more or less to an angle point in the Southerly line of California State High-
way as described in deed to the State of California, recorded September 8, 1964 as Document
No. 163432 of Official Records; thence along the boundary line of said State Highway as
follows: North 7” 09’ 55” West 110.20 feet; North 56” 32’ 58” West 121.72 feet to a point
in the arc of a 150.00 foot radius curve concave Southerly, a radial line of said curve bears
North 28” 33’ 27’’ East to said point, Westerly along said curve 81.31 feet through an angle of
31” 03’ 27”, non-tangent to said curve South 89” 12’ 51” West 167.13 feet to a point in the
arc of a 205.00 foot radius curve concave Southerly, a radial line of said curve bears North
2” 30’ West to said point, Westerly along said curve 125.78 feet through an angle of 35” 09’ 13”
to a point of reversed curvature having a radius of 95.00 feet, Westerly and Northwesterly
along said curve 185.96 feet through an angle of 112” 09’ 13’’ to the Southeast corner of that
easement for drainage purposes granted to the State of California, recorded September 8, 1964
as Document No. 163432 of Official Records; thence leaving said curve and said Southerly
line of California State Highway along the Southerly and Westerly lines of said drainage ease-
ment, South 74” 30’ West 138.88 feet and North 15” 19’ 26” West 35.45 feet more or less to
a point in the Southerly line of the land described under Parcel 1 in deed to the City of Ocean-
side, recorded April 20, 1959 as Document No. 77257 of Qfficial Records; thence South 69” 30’
West along the Southerly line of said Parcel 1 a distance of 615.07 feet more or less to the
point of beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas, petroleum
or other hydrocarbon substances within or underlying said land without right of surface entry as
reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded in Book 6699,
page 264 of Official Records, and Book 7712 page 477 of Official Records, and further excepting,
California, described as follows:
1
B .. in addition to said reservation in the aforesaid deed, all of the oil, gas and other minerals su
mineral rights in and under said portions of Section 32 lying beneath a depth of 500 feet from tl
surface of said land, and reserving the right of entry at any point in such land lying below sa
depth for the purpose of exploring, drilling, conveying and removal of any such substances ar
installation of equipment and pipelines for such purposes, provided that any such entry and activil
upon said land for such purpose shall be carried out in such manner as to avoid any interference wil
the use of the surface of said land.
Also excepting therefrom that portion lying Westerly of a line which bears South fro1
Also excepting that portion described as follows:
Beginning at the Easterly terminus of that course above designated “South 76” 30’ Ea
1265.00 feet”; thence East 607.85 feet more or less to a line which bears South from a poi1
which bears East 533.22 feet from the Southeast corner of the North Half of the North Half (
said Section 31; thence North 495 feet; thence North 70” 00’ East 20.00 feet to the true poi]
of beginning; thence North 70” 00’ East 330.00 feet; thence North 20” 00’ West 270.00 fee
thence South 70” 00’ West 150.00 feet; thence West 370.05 feet; thence North 60.00 fee
thence West 190.00 feet; thence South 60.00 feet; thence West 255.00 feet; thence South 118.:
feet; thence West 218.00 feet to a line which bears South from said Point “A”; thence Sou
350.00 feet; thence East 565.00 feet; thence South 20” 00’ East 50.00 feet; thence North 70” 01
East 420.00 feet; thence North 20” 00’ West 60.00 feet to the true point of beginning.
Point “A” above.
Also excepting therefrom that portion described as follows:
Beginning at said Southeast corner of the North Half of the North Half of Section 3
thence South 60.00 feet; thence West 5.00 feet to true point of beginning; thence South 9O.C
feet; thence West 255.00 feet; thence North 90.00 feet; thence East 255.00 feet to the true poi
of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ Ea
1265.00 feet”; thence East 54.0.00 feet; thence North 55.00 feet to the true point of beginnin
thence North 110.00 feet; thence West 190.00 feet; thence South 110.00 feet; thence East 190.C
feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ Ea
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East 727.23 feet; thence Nor1
5” 57’ 53’’ West 244.29 feet to the true point of beginning; thence North 5” 57’ 53” We
212.00 feet; thence South 84” 02’ 07” West 90.00 feet; thence South 5” 57’ 53’’ East 212.C
feet; thence North 84” 02’ 07” East 90.00 feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at the Southeasterly terminus of that course above designated “North 56” 32’ 51
West 121.72 feet”; thence North 56” 32’ 58” West 40 feet to the true point of beginning; then
§outh 38” 00’ West 160.00 feet; thence North 52” 00’ West 140.00 feet; thence North 38” 0
East to the Northeasterly line of the above described land; thence Southeasterly along sa
Northeasterly line to the true point of beginning.
Also excepting therefrom that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ Ea;
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East, 180.00 feet; thence Nor
12” 45’ West, 55.00 feet to the TRUE POINT OF BEGINNING; thence North 12” 45’ We:
2
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110.00 feet; thence Worth 77” 15’ East, 190.00 feet; thence South 12” 45’ East, 110.00 feet;
thence South 77” 15’ West, 190.00 feet to the TRUE POINT OF BEGINNING.
Said real property to be subject to realignment of its boundaries as hereinafter set forth.
2. Sublessor’s interest in said real property is that of lessee under that certain Lease and Agreement
dated ____ _.__ A-~?%!.-.2-%!’?-, 1966, made to Sublessor by PLAZA CAMINO REAL a Limited Part-
nership, organized and existing under the laws of California, the general partner of which is The
May Stores Shopping Centers, Inc. (hereinafter called “Partnership”), said lease being hereinafter
referred to as “Master Lease”, and said Sublease being in all respects subject and subordinate to
the provisions of said Master Lease. The leased premises under this Sublease shall be the same as
the leased premises under said Master Lease, as the same may be changed after the date hereof by
a realignment in boundaries pursuant to the provisions of the Master Lease, and shall include the
improvements of the above described real property to be constructed by Sublessor pursuant to said
Master Lease, and all fixtures placed thereon by Sublessor, said real property with its improvements
and fixtures, hereinafter called “Parking Facility.” The conveyance by Partnership to City of fee title
to the above described real property concurrently with, or at any time before or after, the commence-
ment of the term of this Sublease shall in no way affect the effectiveness or operation of the Master
Lease or of this Sublease, and said fee title of City to said real property shall be subject to both the
Master Lease and this Sublease.
3. The term of this Sublease shall commence on the ._.____.______ day of ..--.--..----...--.---..----------, 19 ________
said date being sometimes hereinafter referred to as the “Commencement Date”. The duration of
the term of this Sublease shall be equal to the unexpired balance of the term of the Master Lease,
and it shall end concurrently with the termination of the Master Lease.
4. For the period commencing with the beginning of the term of this Sublease to City, to wit:
the date on which City shall be served with written notice that the parking facility has been completed
and is ready for use as hereinafter provided, City agrees to pay for the use of the premises during each
of the following fiscal years rents at the following rates:
Fiscal Year Annual Renfal
provided that, if the rent does not commence on the first day of the City’s fiscal year (July l), rent in
add;ition to the rents specified above (commencing with the first full fiscal year) shall be paid.
Such rental shall be paid in quarter-annual installments on the first days of January, April, July and
October of each year, commencing with the first of such quarterly dates following the filing by the
May Department Stores Co. of a quarterly sales tax return accompanied by payment of sales tax due as
the result of transactions in its department store on the premises adjoining the subleased premises over
a period of not less than one month from the opening date of said May Department Store. The date on
which the first installment of rent shall become payable is hereafter referred to as the “Rent Date.”
5. In addition, during the term of this Sublease, City agrees to pay an amount equivalent
to the following:
(a) all taxes and assessments of any nature whatsoever, including, but not limited to, excise taxes, ad valorem taxes, ad valorem and specific lien special assessments and gross receipts taxes,
if any, levied upon parking facility or upon Company’s interest therein or upon the operation thereof
or the rental income derived therefrom, excepting state and federal income taxes, and
(b) insurance premiums and charges for insurance specified or incurred pursuant to Sections
6 and 8 hereof.
6. (a) Sublessee agrees further that if the Parking Facility should be damaged during the term
of this Sublease by fire or any other casualty, Sublessee shall cause the repair of such damage with all
reasonable dispatch.
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(b) Sublessee shall procure and maintain, or cause to be procured and maintained, in full fori
and effect at all times during the term of this Sublease, a policy or policies of insurance against loss I
damage to the improvements on the Parking Facility, resulting from fire, lightning, vandalism, maliciol
mischief and such other perils as are ordinarily included in “fire and extended coverage insurance
providing coverage at 100% of the replacement value sf said improvements. Sublessor, Sublessee ar
any lender of funds for the cost of said improvements shall be named as insured parties under SU(
policies of insurance. Proceeds of said insurance shall be applied towards the cost of repairs or replac
ments of the Parking Facility.
(c) In addition to the foregoing coverage, Sublessee shall also procure and maintain, or cause
be procured and maintained, in full force and effect at all times during the term of this Sublease, unl
the indebtedness of Sublessor for the cost of the improvements of the Parking Facility shall have bet
fully paid, insurance coverage for any loss or losses, from causes within said fire and extended coverag
of rental income which may be sustained by Sublessor as a result of any abatement in whole or in pa
of the rentals payable by Sublessee, naming Sublessor and any lender of funds for the cost of sa
improvements as insured parties. During such period as any part of the Parking Facility shall I
unavailable for parking use due to damage from a cause within said fire and extended coverage insuranc
Sublessee shall be entitled to an abatement in the rental payable under Section 4 of this Sublease
proportion to the portion of the Parking Facility so affected.
7. Sublessee agrees further to hold harmless and indemnify Sublessor and Sublessor’s agents a
representatives of, from and against any liability or claim of liability by any person or persons for inju
or damage to person or property, or loss of life or property, arising from or in connection with a
condition, occupancy, use or presence upon, the subleased premises, or any part thereof. Such indemi
fication by Sublessee shall cover all expenses, attorneys’ fees, judgments and any other losses or expens
which may be sustained or incurred by Sublessor or by Sublessor’s agents by reason of any of t
foregoing matters.
8. Sublessee agrees further to procure and maintain, or cause to be procured and maintained,
full force and effect at all times during the term of this Sublease, a policy or policies of liability insuran
protecting against liability for personal injury, death or property damage of any person or perso
occasioned in or about the subleased premises or any portion thereof, providing coverage in sul
minimum amounts as City may deem appropriate, and naming Sublessor and Sublessee, and their ager
and representatives, as insured parties. If Sublessor considers the amount of such liability insuran
coverage procured by City to be insufficient, it shall give notice thereof to City and City shall cau
such liability insurance coverage to be increased to such amount as may reasonably be required 1
Sublessor, within thirty (30) days of such notice.
9. Sublessee agrees further that it shall use, occupy, maintain and operate the subleased premis
at all times during the term of this Sublease and for the same purpose and in the same manner
required of City under the provisions of the Grant Deed, said provisions being incorporated herein w
the same force and effect as if herein fully set forth.
10. As used herein, the term “total taking” refers to a taking through eminent domain proceediG
of 80% or more of the total area of the Parking Facility and the term “partial taking” refers to
taking through such proceedings of any lesser area.
(a) In the event of a total taking, the compensation awarded for such taking shall be apportion
as follows: Sublessor shall receive out of the award for such taking an amount equal to its unps
indebtedness for the cost of improvements and costs of operation and maintenance of the Parki
Facility incurred by it, less the amount held by or for it for any such purposes. The balance of t award for such taking shall be apportioned between Partnership and City, and their respective success<
and assigns, as their respective interests may be determined by the Court.
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(b) In event of a partial taking, Sublessor shall at Sublessor’s cost and expense cause the construc-
tion upon the remaining portion of the Parking Facility of a multi-level parking structure or structures
having capacity sufficient to compensate, to the extent reasonably possible in the light of such physical
limitations as the partial taking may impose, for the reduction in parking capacity caused by such partial
taking. In such event, Sublessor shall be entitled to participate in the award to the extent of the amount
necessary to reimburse Sublessor in the full cost of such construction and the balance shall be paid to
Sublessee, provided, however, that in event there is a concurrent partial taking of the Shopping Center,
the capacity to be restored hereunder shall be proportionate with the reduction of floor space in the
Shopping Center so taken. The term “Shopping Center’’ as used herein shall have the meaning assigned
to that term in Section 6 of the Master Lease. No partial taking shall abate in any amount the rental
payable by Sublessee hereunder.
11. From and after the Commencement Date of this Sublease, Sublessee shall bear the cost of any
general and special taxes and assessments on the subleased premises. Such taxes and assessments for
the tax year during which the Commencement Date occurs shall be prorated as of the Commencement
Datle. The prorata share of Sublessee for such taxes and assessments for such year shall constitute the
porlion thereof applicable to the fraction of the tax year remaining from Commencement Date to the end
of tlhe tax year. Sublessee shall, pursuant to applicable provisions of the Revenue and Taxation Code of
California, seek to have said portion of taxes and assessments for the remainder of said tax year can-
celled; and if such cancellation is accomplished, no payment will be required to be made by Sublessee
in connection with said proration on account of said portion of taxes and assessments for the remainder
of said tax year.
12. Sublessee may, in its discretion, make from time to time alterations on or to the Parking
Facility and any of its portions, appurtenances and fixtures, provided that such alterations shall not
change the design, layout and arrangement of the Parking Facility or substantially impair the value of the
subleased premises or the security interest of any lender of funds for the construction of the improvements
on ithe subleased premises.
13. Sublessee shall furnish, or cause to be furnished, all power, water, gas, telephone, and any
other utility service needed for the operation and maintenance of the Parking Facility.
14. Sublessor, its agents and representatives, shall have the right at all times to enter upon the
subleased premises for the purposes of inspection and for any purposes connected with Sublessor’s
rights or obligations hereunder.
15. Sublessee, in its discretion, may delegate all or part of the management, maintenance, opera-
tion of, and any other duties and responsibilities on its part relating to, the Parking Facility by con-
tracting with a business, corporation, association or other business entity requiring it to provide such
services. Sublessee may also require said other contracting party to procure and maintain the policies
of fire and extended coverage insurance, rental insurance and liability insurance which in this Sublease
are required to be procured and maintained by Sublessee. Any such delegation by Sublessee shall be
by contract awarded on a competitive basis.
16. This Sublease may be amended from time to time by written addenda attached hereto and
executed by the parties. It is recognized that certain amendments may be required by a lender or lenders
as a condition to their assisting in financing of the improvements to be constructed by Sublessor under
the lxovisions of the Master Lease. Sublessor and Sublessee agree that any such amendments which may
ke required by a proposed lender whose financing proposal is otherwise acceptable and which pertains
to technical provisions of this Sublease without involving any significant substantive change of the
respective benefits and burdens of the parties hereto, shall be accepted and agreed to by Sublessor and
Sublessee within two (2) weeks of written notice of the required amendment.
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17. Any notices which are required or may be given under this Sublease shall be deemed sufficientl
given if in writing and served in the following manner: If directed to Sublessor, by delivery to one of tl-
officers of Lease Corporation or by sending such notice by registered or certified mail, ad
Carlsbad Parking Authority7C~~O..o-!.M~l-V-~n~~.&--~~ers,.433.-S.OU-th.-S~-r-~n~ $riz:nil
If directed to City, by personal delivery to the City Manager of City or by sending such notice k
registered or certified mail, addressed to City Manager, City Hall, City of Carlsbad, California. Any notic
sent by registered or certified mail, shall be deemed to have been given on the date the same is deposite
in the United States mail in an enveIope properly addressed and with postage fully prepaid.
IN WITNESS WHEREOF, Sublessor and Sublessee have caused this Sublease and Agreeme
to be executed by their duly authorized representatives as of the date first hereinabove written.
CARLSBAD PARKING AUTHORITY,
a public corporation.
Attest:
D. R. DAUGHERTY BY W. W. ROGERS
Clerk Chairman
“Sublessor”
CITY OF CARLSBAD, a municipal
Attest: corporation
MARGARET E. ADAM2 54. C. ATKINSON, JR.
City CIerk Mayor
“Sublessee”
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JFFFRIES BANK^
Area Code 213 LOC A\Glii.i:s
* a
This Lease and Agreement is made and entered into as of the& *> 2. -7752 L. day of &z&:-: * /;
LEASE AND AGREEMENT
1966, by and between PLAZA CAMINO REAL, a Limited Partnership, organized an$ existing under
the laws of California, the general partner of which is The May Stores Shopping Centers Inc., a Missouri
corporation (hereinafter sometimes called “Partnership”), and CARLSBAD PARKING AUTHORITY,
a municipal corporation formed under and pursuant to the Parking Law of 1949 (Sections 32500 et
seq. of the Streets and Highways Code) (hereinafter called “Authority”).
*--c*c.. ~ __. ---,
PREAMBLE AND RECITALS
A. Partnership owns that certain parcel of real property located within the corporate limits of
the City of Carlsbad, California (hereinafter called “City”), designated as Parcel A, on the map
attached hereto marked “Exhibit A”, and more particularly described as follows:
All that real property situated within the City of CarIsbad, in the County of §an Diego, State of
California, described as follows:
Those portions of Section 32, Township 11 South, Range 4 West, San Bernardino Meridian,
according to official plat thereof and of Lots 40, 41, 42 and portions of Lots 39 and 13 through
17 inclusive and of Eucalyptus Street all of Hosp. Eucalyptus Forest Company’s Tract, according
to Map thereof No. 1136, filed in the office of the County Recorder of said County, described as
follows:
Beginning at the Southeast corner of the North Half of the Northeast Quarter of Section 31;
thence along the South line of said North Half, South 89” 17’ 09” West, 1304.78 feet; thence
South 810.00 feet; thence South 76” 30’ East, 1265.00 feet; thence East 740.00 feet; thence
North 77” 15’ East, 840.65 feet more or less to the Westerly line of El Camino Real (80
Feet wide) as described in deed to the County of San Diego, recorded April 10, 1945 as
Document No. 28857 of Official Records; thence Northerly along said Westerly line 962.22 feet,
more or less to an angle point in the Southerly line of California State Highway as described
in deed to the State of California, recorded September 8, 1964 as Document No. 163432 of
Official Records; thence along the boundary line of said State Highway as follows: North 7” 09’ 55”
West, 110.20 feet; North 56” 32’ 58” West, 121.72 feet to a point in the arc of a 150.00 foot
radius curve concave Southerly, a radial line of said curve bears North 28” 33‘ 27” East to said
point, Westerly along said curve 81.31 feet through an angle of 31” 03’ 27”, non-tangent to
said curve South 89” 12’ 51” West, 167.13 feet to a point in the arc of a 205.00 foot radius
curve concave Southerly, a radial line of said curve bears North 2” 30’ West to said point,
Westerly along said curve 125.78 feet through an angle of 35” 09’ 13” to a point of reversed
icurvature having a radius of 95.00 feet, Westerly and Northwesterly along said curve 185.96
€eet through an angle of 112” 09’ 13” to the Southeast corner of that easement for drainage
purposes granted to the State of California, recorded September 8, 1964 as Document No. 163432
of Official Records; thence leaving said curve and said Southerly line of California State Highway
dong the Southerly and Westerly lines of said drainage easement, South 74” 30’ West, 138.88
feet and North 15” 19’ 26’’ West, 35.45 feet, more or less to a point in the Southerly line of the
land described under Parcel 1 in deed to the City of Oceanside, recorded April 20, 1959 as
:Document No. 77257 of Official Records; thence South 49” 30’ West along the Southerly line of
:said Parcel 1 a distance of 615.07 feet, more or less to the Point of Beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas,
lxtroleum or other hydrocarbon substances within or underlying said land without right of
surface entry as reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded
in Book 6699, page 264 of Official Records, and Book 7712 page 477 of Official Records, and
further excepting, in addition to said reservation in the aforesaid deed, all of the oil, gas and
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other minerals and mineral rights in- and under said portions of Section 32 lying beneath
depth of 500 feet from the surface of said land, and reserving the right of entry at any PO
in such land lying below said depth for the purpose of exploring, drilling, conveying and remv
of any such substances and installation of equipment and pipelines for such purposes, provia
that any such entry and activity upon said land for such purpose shall be carried out in su
manner as to avoid any interference with the use of the surface of said land.
B. City proposes, in order to induce the development of commercial expansion within
corporate limits, to provide facilities for parking by the public, including visitors, users and memb
of businesses located in such expanded area, on the land depicted on Exhibit A as Parcel C (hereinaf
sometimes referred to as the “Parking Facility”), by means of an arrangement pursuant to wh
Authority shall acquire a leasehold interest in the land to be occupied by the Parking Facility, cai
the construction on said land of improvements for use as a municipal parking lot and, upon complet
of said improvements and acquisition by City of ownership of the Parking Facility, and sublease
Parking Facility to City for an annual rental at least equal to the annual payments required
Authority to discharge the indebtedness incurred by Authority in such construction, and the cost
insurance, taxes, if any, and any other operating expenses of the Parking Facility incurred by Author
C. Partnership proposes to develop a regional shopping center on some portions of the real prope
depicted on Exhibit A as Parcel B, to arrange for The May Department Stores Company, a New Y
corporation, to build on Parcel B as a part of said shopping center, a retail department store (hc
inafter sometimes referred to as “May Department Store”), and to make a gift to City of Parcel
pursuant to the provisions of Section 37354 of the Government Code of the State of California,
use and operation as a municipal parking lot in the manner and upon the conditions as hereina
set forth.
D. Concurrently with the execution of this Lease and Agreement Partnership, City and Autha
have executed escrow instructions to Title Insurance and Trust Company (hereinafter called
“Escrow Agent”) which instructions also constitute the agreement between the parties (hereina
referred to as the “Basic Agreement”) governing:
1. The execution and delivery of this Lease.
2. Concurrent execution between Authority as sub-lessor and City as sub-lessee of a subk
(hereinafter referred to as the “Sublease”) whereunder Authority subleases to City and (
hires and subleases from Authority the premises to constitute the Parking Facility (to be determ‘
precisely as provided in this Lease) for a term commencing upon completion of the Par
Facility as called for under this Lease and continuing for a term equal to the then unexp
balance of the term of this Lease.
3. The concurrent deposit of two executed counterparts of the Sublease in an escrow es
lished with Title Insurance and Trust Company at its LQS Angeles, California, office for deli
to City and Authority respectively upon the completion of the Parking Facility.
4. The concurrent execution by Partnership as Grantor to City as Grantee of a deec
the land covered by this Lease which deed, as in the case of this Lease, is subject to amendr
so that the real property descriptions therein set forth shall conform, in all respects, to the pren
covered by this Lease if this Lease is amended as hereinafter provided, said Grant Deed
providing:
a. That vesting of the fee interest thereunder shall effect no merger of interests and I
be subject to this Lease.
b. For confinement of the City’s use thereof perpetually for public parking purposes c
c. For conditions and undertakings governing the City’s use and operation of the Par
Facility during the term of the sublease and thereafter.
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d. For continuation of the powers of the Partnership to grant easements and other rights as
provided in Section 11 of this Lease.
5. Concurrent deposit of said Grant Deed in said escrow with instructions for delivery to
City of the same (or its amended substitute) concurrently with delivery of the sublease as above
noted.
E. City’s Council has heretofore adopted a resolution enabling the City’s execution of the
Sublease and Messrs. O’Melveny & Myers have submitted heretofore their opinion approving the
validity of said resolution and the undertakings of City authorized thereunder in all respects.
NOW, THEREFORE, for and in consideration of the mutual promises and undertakings herein
contained, and for other good, valuable and adequate consideration, the parties hereto agree as
follows:
Partnership hereby leases to Authority, and Authority hereby leases and hires from Partnership,
the following described real property (shown as Parcel C on Exhibit “A” attached hereto), and sub-
ject lo realignment as hereinafter provided, for the term, at the rental and on the terms and conditions
hereinafter specified:
That portion of Section 32, Township 11 South, Range 4 West, San Bernardino Meridian,
in the City of Carlsbad, County of San Diego, State of California, according to official plat
thereof, together with a portion of Lots 42, 13, 14, 15 and of Eucalyptus Street in Hosp Eucalyptus
Forest Company’s Tract, according to Map thereof No. 1136, filed in the office of the County
Recorder of San Diego County, described as follows:
Beginning at the Southeast corner of the North Half of the North Half of Section 31 in
said Township and Range; thence along the South line of said North Half of the North Half,
South 89” 17’ 09’’ West 404.27 feet to Point “A”; thence continuing South 89” 17’ 09” West
900.51 feet; thence South 810.00 feet; thence South 76” 30’ East 1265.00 feet; thence East
740.00 feet; thence North 77” 15’ East 840.65 feet more or less to the Westerly line of El
Camino Real (80 feet wide) as described in deed to the County of San Diego, recorded April
10, 1945 as Document No. 28857 of Official Records; thence Northerly along said Westerly line 962.22 feet more or less to an angle point in the Southerly line of California State High-
way as described in deed to the State of California, recorded September 8, 1964 as Document
No. 163432 of Official Records; thence along the boundary line of said State Highway as
follows: North 7” 09’ 55” West 110.20 feet; North 56” 32’ 58” West 121.72 feet to a point
in the arc of a 150.00 foot radius curve concave Southerly, a radial line of said curve bears
North 28” 33’ 27’’ East to said point, Westerly along said curve 81.31 feet through an angle of
31° 03’ 27”, non-tangent to said curve South 89” 12’ 51” West 167.13 feet to a point in the
arc of a 205.00 foot radius curve concave Southerly, a radial line of said curve bears North
2” 30’ West to said point, Westerly along said curve 125.78 feet through an angle of 35” 09’ 13”
to a point of reversed curvature having a radius of 95.00 feet, Westerly and Northwesterly
dong said curve 185.96 feet through an angle of 112” 09’ 13” to the Southeast corner of that
!easement for drainage purposes granted to the State of California, recorded September 8, 1964
as Document No. 163432 of OEcial Records; thence leaving said curve and said Switherly
Line of California State Highway along the Southerly and Westerly lines of said drainage ease-
ment, South 74” 30’ West 138.88 feet and North 15” 19’ 26” West 35.45 feet more or less to
a point in the Southerly line of the land described under Parcel 1 in deed to the City of Ocean-
side, recorded April 20, 1959 as Document No. 77257 of Official Records; thence South 69” 30’
West along the Southerly line of said Parcel 1 a distance of 615.07 feet more or less to the
point of beginning.
Excepting from said portions of Section 32 above, all mineral rights and all oil, gas, petroleum
or other hydrocarbon substances within or underlying said land without right of surface entry
3
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as reserved in deeds executed by Reginald0 Marron and Caroline Marron recorded in Bo
6699, page 264 of Official Records, and Book 7712 page 477 of Official Records, and furtl.
excepting, in addition to said reservation in the aforesaid deed, all of the oil, gas and other miner
and mineral rights in and under said portions of Section 32 lying beneath a depth of 500 fc
from the surface of said land, and reserving the right of entry at any point in such land lyi
below said depth for the purpose of exploring, drilling, conveying and removal of any su
substances and installation of equipment and pipelines for such purposes, provided that a
such entry and activity upon said land for such purpose shall be carried out in such mam
as to avoid any interference with the use of the surface of said land.
Also excepting therefrom that portion lying Westerly of a line which bears South frl
Also excepting that portion described as follows:
Beginning at the Easterly terminus of that course above designated “South 76” 30’ E
1265.00 feet”; thence East 607.85 feet more or less to a line which bears South from a PC
which bears East 533.22 feet from the Southeast corner of the North Half of the North Half
said Section 31; thence North 495 feet; thence North 70” 00’ East 20.00 feet to the true PC
sf beginning; thence North 70” 00’ East 330.00 feet; thence North 20” 00’ West 270.00 ft
thence South 70” 00’ West 150.00 feet; thence West 370.05 feet; thence North 60.00 fc
thence West 190.00 feet; thence South 60.00 feet; thence West 255.00 feet; thence South 118
feet; thence West 218.00 feet to a line which bears South from said Point “A”; thence Sol
350.00 feet; thence East 565.00 feet; thence South 20” 00’ East 50.00 feet; thence North 70”
East 420.00 feet; thence North 20” 00’ West 60.00 feet to the true point of beginning.
Point “A” above.
Also excepting therefrom that portion described as follows:
Beginning at said Southeast corner of the North Half of the North Half of Section
thence South 60.00 feet; thence West 5.00 feet to true point of beginning; thence South 90
feet; thence West 255.00 feet; thence North 90.00 feet; thence East 255.00 feet to the true p(
of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ E
1265.00 feet”; thence East 540.00 feet; thence North 55.00 feet to the true point of beginni
thence North 110.00 feet; thence West 190.00 feet; thence South 110.00 feet; thence East 190
feet to the true point of beginning.
Also excepting that portion described as follows:
Beginning at said Easterly terminus of that course above designated “South 76” 30’ I
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East 727.23 feet; thence Nc
5” 57’ 53‘’ West 244.29 feet to the true point of beginning; thence North 5” 57‘ 53” P
212.00 feet; thence South 84” 02’ 07’’ West 90.00 feet; thence South 5” 57’ 53” East 212
feet; thence North 84” 02’ 07’’ East 90.00 feet to the true point of beginning,
Also excepting that portion described as follows:
Beginning at the Southeasterly terminus of that course above designated “North 56” 32’ .
West 121.72 feet”; thence North 56” 32’ 58” West 40 feet to the true point of beginning; the
South 38” 00’ West 160.00 feet; thence North 52” 00’ West 140.00 feet; thence North 38”
East to the Northeasterly line of the above described land; thence Southeasterly along
Northeasterly line to the true point of beginning.
Also excepting therefrom that portion described as follows:
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Beginning at said Easterly terminus of that course above designated “South 76” 30’ East,
1265.00 feet”; thence East 740.00 feet; thence North 77” 15’ East, 180.00 feet; thence North
12” 45’ West, 55.00 feet to the TRUE POINT OF BEGINNING; thence North 12” 45‘ West,
110.00 feet; thence North 77” 15’ East, 190.00 feet; thence South 12” 45’ East, 110.00 feet;
thence South 77” 15’ West, 190.00 feet to the TRUE POINT OF BEGINNING.
As used in this Lease, the term “leased premises” refers to the hereinabove described real
property, constituting Parcel C and, with reference to any period after any realignment in the boundaries
pursuant to the provisions of Section 3 hereinbelow, the land as changed as a result of such realignment,
as well as the Parking Facility to be located thereon.
Section 1. Term: The term of this Lease shall be 50 years, commencing on the date hereof,
subject to termination or sooner expiration as hereinafter provided.
Section 2. Rental: The amount of rental payable by Authority for the leased premises under
this Lease shall be the sum of $1.00 per year.
Section 3. Re-alignment of the Boundaries of the Leased Premises: If deemed necessary or
appmpriate by the Project Architect, referred to in Section 8 of this Lease, for the purpose of more
efficient or economic alignment, construction or arrangements of the Parking Facility and adjacent
developments, a portion or portions of land contiguous to Parcel C may be added to and become a
part of the leased premises in substitution for release from the coverage of this Lease of portions of
the leased premises as now constituted, the portions to be so substituted to be approximately equal
in area in each case to those released. In the case of each such substitution, Authority and Partnership
shall join in the execution and recordation of an amendment to this Lease, specifying and describing:
(a) The portion or portions of land to be added to the leased premises; and
(b) The portion or portions to be released from the leased premises pursuant to such substitution.
Section 4. Powers of Termination:
(a) Unless prevented, delayed or hindered as specified in Section 5 of this Lease, Authority
shall have done all things required so that all necessary grading shall have been done and the Parking
Facility shall be in the actual course of construction not later than September 30, 1967. If Authority
fails to do so, Partnership may terminate this Lease at any time thereafter on 90 days’ written notice
to Authority and City, provided that such notice shall be of no force or effect if the Parking Facility
shall, prior to the expiration of such 90 day period, be in the actual course of construction; provided,
further, that nothing herein contained shall operate to extend the term of this Lease and that if the
Parking Facility shall not be in the course of construction within 5 years from the date of this Agree-
ment, Partnership may at any time thereafter, as long as actual construction shall not have commenced,
terminate this Lease forthwith on written notice to Authority regardless of the cause. In addition to
the Flowers of termination specified in the foregoing, Partnership may terminate this Lease in the event
Authority delays for an unreasonable length of time in bringing about completion of the Parking
Facility.
(b) If construction is not commenced on a May Department Store containing at least 150,000
square feet of gross floor area by March 31, 1968, Authority may terminate this Lease by 90 days’
writtc:n notice to Partnership, unless such commencement is prevented, delayed or hindered as specified
in Section 5 of this Lease; provided that such notice of termination shall be of no force or effect if
conslruction of said store shall be commenced prior to the expiration of the termination date in
said notice. Commencement of construction is hereby defined as the time when excavation for
foundations or footings has begun.
(c) If the indebtedness of Authority incurred by it for the cost of construction of improve-
ments pursuant to this Lease and Agreement shall be fully discharged prior to the expiration of
5
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the hereinabove stated term of this Lease, then either party shall have the right to terminate this Le;
by 90 days’ written notice to the other party.
(d) In the event that within 180 days from the date hereof, Parcel A, in its entirety, shall not
Zoned for the purposes contemplated by the development of the shopping center pursuant to zoni
ordinance(s) duly enacted by the appropriate governmental authority, and which has (have) 1
come final and as to which time for review thereof shall have expired, then Partnership shall ha
the exercisable right:
(1) To extend the time for the establishment of such zoning, as described, by 90 days notice
Authority with respect thereto; or
(2) To terminate this Agreement upon 30 days notice to Authority with respect thereto.
(e) This Lease and Agreement shall terminate automatically if the City shall not have occup’
the leased premises under the sublease by January 2, 1976.
In the event Partnership shall extend time for the establishment of such zoning, as described,
aforesaid, and in the further event said zoning shall not occur by the expiration of such extenc
period, then Partnership shall have the exercisable right without being obligated to terminate t
agreement upon 30 days notice to Authority with respect thereto.
(f) Upon any termination in accordance with the provisions of this Section 4 each party SI
be released from all obligations hereunder and Authority covenants to execute an instrument
recordable form acceptable to counsel for Partnership confirming the termination of this Agreeme
Section 5. Extension of Time for Performance: If Authority or Partnership or The PI,
Department Stores Company shall be prevented, delayed or hindered from commencing the construct
to be carried out on its part as herein contemplated, or from pursuing such construction to complet.
after commencing the same, by a cause or causes beyond its reasonable control, the time for p
formance shall be automatically extended except as limited by Section 4 hereof, for a period eq
to that during which such condition continues to exist plus the length of time after such condit
ceases to exist as shall be reasonably necessary to complete said construction.
Section 6. Development of Shopping Center: The May Department Store contemplated un
provisions of subsection (b) of Section 4 of this Lease shall be substantially equivalent in quality
construction to the May Department Store in Mission Valley, San Diego, California. Partnership SI
construct or cause to be constructed on Parcel B, and make reasonable efforts to secure suita
tenants for additional buildings having in the aggregate square footage of not less than 120,(
feet, so that a Shopping Center of major size and significance providing a broad variety of merchanc
and services will be developed. The term “Shopping Center” wherever used in this Lease shall rt
to said May Department Store and such additional buildings and their respective appurtenances.
Section 7. Power of Partnership to Perform A~ffiaprity’~ Obligations: If Authority elects
delegate to Partnership any performance required of Authority under the provisions of Section 8
this Lease, Partnership shall accept such delegation and perform accordingly subject to the ri
to be reimbursed in the reasonable cost of so doing and provided that if legal proceedings are pend
involving the rights and obligations of Authority under this Lease and Agreement, or of City under
Sublease, Partnership may defer such performance pending final establishment of such right in s
proceedings. Should Authority delay in its performance of any of its obligations under this Lease
Agreement, or if Authority is prevented or delayed in such performance by a cause or causes beyond
reasonable control, but not affecting Partnership’s ability to do and perform the same, then Partner:
may perform each and every such obligation of Authcrity and shall be entitled to reimbursement fi
Authority for the reasonable cost of so doing; provided that if legal proceedings are pending invol!
the rights and obligations of Authority under this Lease and Agreement, or of City under the Suble,
6
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Partnership’s right to such reimbursement shall be conditioned upon establishment of such right by a
court of competent jurisdiction.
Section 8. Sch~dde for Improvement of Parking Facility by Authority: Authority shall promptly
proceed with the preparation of, do and perform, the following in order to improve or cause the leased
premises to be improved:
(a) Within one hundred and eighty (180) days from the date hereof, cause to be prepared
by Krumm 8L Sorenson, architects, Eos Angeles, California (hereinafter called the “Project Archi-
tect”) schematic plans and specifications for the grading and construction of the Parking Facility, and
cost estimates thereof. Said plans and specifications shall show and include, among other things:
(1) general parking lot layout, including traffic circulation patterns and typical details of parking
stall dimensions and striping; approximate grade levels; pavement specifications (to be equivalent
to construction standards of the California State Highway Department for asphaltic concrete of
equivalent usage); level of parking lot lighting intensity; general location and type of curbing;
typical island and planter locations; storm drainage systems and water and power systems, slope
embankments for property adjoining. All installations shall, as nearly as practicable, be equivalent
in quality to such installations in the parking area of the Mission Valley Center, containing a
May Department Store, in §an Diego, California. It shall be understood that said plans and
specifications will be subject to modifications and implementations upon completion of plans
and specifications for grading and improvements of said shopping center so as to fit and tie in
with the same and to achieve maximum economies in the work.
(b) Obtain approval by Partnership and City of plans, specifications and cost estimates called
for in paragraph (a) above.
(c) Within ninety (90) days from the approval of said plans, specifications and cost
estimates referred to in paragraph (b) above, cause to be prepared by the Project Architect
complete working drawing plans and specifications for competitive biddicg purposes and cause
such plans and specifications to be submitted for bidding to a group of not less than four (4)
qualified contractors, each of whom shall have been certified by City and Partnership as a
responsible contractor whose low bid shall be acceptable as representing the fair cost of the work
covered thereby. Thereafter Authority shall, providing such bid shall be less than $2,000,000,
enter into a contract or contracts with the low bidder for carrying out the grading and improve-
ments in accordance with said plans and specifications. Should said bid exceed $2,000,000 the
bids shall be rejected and the plans and specifications shall be resubmitted to the Project Architct
for revision of the same, in a mamer calculated to reduce the cost of the work to a figure of
not more than $2,000,000. Thereupon such revised plans and specifications shall be resubmitted
to the aforesaid group of contrxtors for rebidding. In the event a low bid within the limitations
above specified has not been obtained despite all reasonable efforts on the part of Authority
to obtain the same within 60 days after resubmission as aforesaid, then Authority may terminate
this Lease on 30 days’ written notice to Partnership, provided that such notice shall be of no
force or effect if Partnership upon receipt of same agrees that Partnership shall bear without
liability on the part of Authority, that part of the cost of completing the Parking Facility in excess
(d) Authority hereby authorizes and empowers the Project Architect hereinabove mentioned,
or any successor or substitute to make or approve minor changes in the aforementioned plans and
specifications and to approve minor changes and change orders in the construction work and
construction contracts. The Project Architect shall notify Authority, Partnership and City of any
such changes made or approved by him within 15 days thereafter.
Section 9. Delivery ~f Possessions 0% Barking Facility Uader Sobkease: As soon as possible after
subsi,antial completion of the improvements referred to in Section 8, Authority shall deliver
7
of $2,000,000.
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possession of the Parking Facility to City, said Parking Facility thereafter and for the balance of t
term of this Lease to be held, used, maintained and operated by City in accordance with the PI
visions of the Sublease as a municipal parking lot. Such delivery of possession to City shall be cc
current with the commencement of the term of the Sublease and shall be effectuated in the followi
manner. Upon substantial completion of the Parking Facility, the Project Architect shall deliver
the Chief Administrative Officer of City and to the escrow agent his certificate attesting substant
completion of the Parking Facility in accordance with the plans and specifications which were approv
by Authority, City and Partnership, as modified or implemented as permitted by Section 8
this Lease and Agreement, thereby enabling the escrow agent to effect delivery of the Sublease and !
the date for the commencement of the term thereof. Said Sublease shall provide for the payment
rental by City to Authority in annual amounts which represent the reasonable rental val
of said parking facility. Said reasonable rental value shall be fixed in approximately equal anni
installments, provided that no such annual installment shall provide to Authority an amount insufficic
to permit Authority to meet any obligation which it may have during that fiscal year, to pay princi]
and interest on any bonds issued by Authority which amounts are payable that year.
Section 10. Financing of Cost of &e Bar&irag Facility:
(a) Partnership shall advance to or for the account of Authority, as required, a
under procedures established by Partnership, the funds necessary to pay for the architectu
and engineering services and the costs of construction involved in the development and completi
of the Parking Facility in accordance with the provisions of this Lease and Agreement. Excc
as hereinafter provided, Authority shall have no obligation for the payment of interest on fur
so advanced. Authority also shall have no obligation for the payment of any principal in excc
of: (i) two million dollars or (ii) a sum equal to the product of four dollars times the numl
of square feet of gross floor area contained or to be contained in all buildings to comprise 1
Shopping Center completed or under construction on the date the term for the Sublease commenc
whichever sum is less.
(b) Subject to the conditions hereinafter stated, Authority’s obligation to Partners‘
for the payment of funds advanced by Partnership to Authority, as aforesaid, shall
discharged out of the proceeds from the sale of Authority’s bonds through private
public placement, yielding not less than the amount required to discharge Authoril
said obligation and Authority shall commence forthwith, the preparation of the fa
for such bonds setting forth the terms and provisions thereof and the manner in which the sa
shall be secured. Authority shall also take all steps necessary to cause the delivery,
Partnership may direct, of the following:
(1) An opinion from the law firm of OMelveny & Myers, Los Angeles, Califorr
to the effect that said bonds, when issued, will constitute valid obligations of Author
enforceable and secured according to their terms.
(2) Commitment from Title Insurance and Trust Company, to issue its policy of t
insurance insuring the validity of this Lease and Agreement and the Sublease for the ben,
of the holder of said bonds, with liability in an amount not less than the indebtedness rep
sented by said bonds.
Authority shall do all things reasonably required to complete the sale and issuance
said bonds under the conditions stated in the foregoing on the earliest date feasible after the commer
ment of the term of the Sublease. In the event Authority is unable, in spite of the exercise of
due diligence, to sell its bonds within six months after said commencement date it shall issue
Partnership such evidence of said indebtedness, payable in 25 annual installments of principal i
interest at the rate of 6% per annum, and execute such instruments securing its said indebtedness
liens on its interests in and under this Lease and the Parking Facility, as Partnership shall spec
8
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together with an assignment of all rentals which become due Authority from City under the
Sublease, which shall be applied by Partnership in discharge of the installments of the principal and
interest due on said evidence of indebtedness. Notwithstanding the issuance to Partnership of evidence
of indebtedness as aforesaid, Authority shall continue, at all times while the indebtedness
represented thereby is outstanding, to exercise all reasonable efforts to market its bonds in order to
effect the discharge of the evidence of indebtedness delivered to Partnership theretofore.
Section 11. Exceptbn and Rwxv~~~Q~ of Easement and Other Rights:
(a) Partnership reserves to and for itself, its successors and assigns, and to and for the
benefit of each and every portion of real property adjoining the lcased premises and owned by Partner-
ship, easements on, under and over the land hereby leased as follows:
(1 ) Easements (hereinafter referred to as “installation easements”) for:
(i) The installation and maintenance of utilities as may be necessary or appropriate to
provide utility service to such adjoining portions of real property. The term “utilities” as
used herein includes, but is not limited to works, lines and structures necessary to provide
the following products or services to said adjoining parcels: water, sewers, drainage, elec-
tricity, gas, telephone and cable or closed circuit television.
(ii) The purposes of erecting, constructing, maintaining and operating signs and other
facilities to provide proper advertisement of and directions for business establishments located
on such adjoining parcels.
(iii) At any time before, but not after, commencement of the term of the Sublease,
for the storage of materials and temporary buildings and structures.
(2) Easements (hereinafter referred to as “common use” easements) for the purpose of
ingress and egress by any pedestrians, automobiles, trucks and any other vehicles to and from
said adjoining real property, or any portion thereof, by traversing the land hereby leased in any
direction to or from any point on the common boundary of the land herein leased and said adjoin-
ing property or any portion thereof, and the parking of such vehicles.
(b) The easement rights reserved hereby include the power on the part of Partnership, its successors
and ,xssigns, to grant licenses for the use of said easement rights to others including but not limited to
the operators of business establishments to be located on such adjoining land and their respective
empIoyees, patrons and other licensees.
(c) The easement rights reserved hereby and any licenses to be granted thereunder are subject
to the following conditions:
(1) No occupation under or use of any installation easement shall interfere unreasonably
with the improvement and operation of the Parking Facility as provided in and contemplated by
this Lease and Agreement.
(2) The rights of usage under the common use easements shall be non-exclusive, and in
common with the rights of usage on the part of each owner of or licensee under such rights and
with all members of the public having the right or privilege for like usage of the Parking Facility
under the terms and provisions of this Lease and Agreement and of tk Sublease.
Section 12. Damage by Casualty and Pnsahaanse.
(a) Should the Parking Facility be damaged by fire or any other casualty, Authority shall cause
the repair of such damage with all reasonable dispatch.
(b) Authority shall procure and maintain, or cause to be procured and maintained, h
full force and efiect at all times during the term of this Lease, a policy or policies of insurance against
loss or damage to the improvements of :he Parking Facility, resuiting from .fire, lightning, vandalism,
malicious mischief and such other perils as are ordinarily included in “fire and extended coverage
9
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insurance,” providing coverage at 100% of the replacement value of said improvements. City :
any lender of funds for the cost of said improvements shall be named as additional insured under si
policies of insurance. Proceeds of the said insurance shall be applied towards the costs of repairs
replacements of the Parking Facility.
(c) In addition to the foregoing coverage, Authority shall also procure and maint:
or cause to be procured and maintained, in full force and effect at all times until its indebtedness for
cost of the improvements of the Parking Facility shall have been fully paid, insurance coverage for ;
loss or losses, from causes within said fire and extended coverage, of rental income which may
sustained by Authority as a result of any abatement in whole or in part of the rentals payable
City as Sublessee, which shall abate due to damage to the Parking Facility from causes within
and extended coverage insurance.
Section 13. Liability Insurance. Authority shall obtain and keep, or cause to be obtaiI
and kept, in full force and effect at all times during the term of this Lease, a policy or policies of liabi
insurance protecting against liability for personal injury, death or property damage of any person
persons occasioned in or about the leased premises or any portion thereof. Such coverage shall be
the minimum amounts which may be specified by City from time to time. City and Partnership s€
be named as additional insureds under such policies of insurance.
Section 14. Condemnation. As used herein, the term “total taking” refers to a taking, throi
eminent domain proceedings, of 80% or more of the total area of the Parking Facility and the tg
“partial taking” refers to a taking through such proceedings of any lesser area.
(a) In the event of a total taking, the compensation awarded for such taking shall be apportio
as follows: Authority shall receive out of the award for such taking an amount equal to
unpaid indebtedness for the cost of improvements and costs of operation and maintenance of
Parking Facility incurred by it, less the amount held by or for it for any such purposes. The bala
of the award for such taking shall be apportioned between Partnership and City, and their respec
successors and assigns, as their respective interests may be determined by the Court.
(b) In event of a partial taking, Authority shall cause the construction upon the remain
portion of the Parking Facility of a multi-level parking structure or structures having capacity suffici
to compensate, to the extent reasonably possible in the light of such physical limitations as the par
taking may impose, for the reduction in parking capacity caused by such partial taking. In such evc
Authority shall be entitled to participate in the award to the extent of the full cost of such construct
and the balance shall be apportioned between Partnership and City, and their respective success
and assigns, as their respective interests may be determined; provided that in event there is a concurr
partial taking of the Shopping Center, the capacity to be restored hereunder shall be proportionate v
the reduction of floor space in the Shopping Center so taken.
Section 15. Title to Hmprovements. Title to improvements of the Parking Facility conshuc
under the provisions of this Lease and Agreement, and any and all structural additions thereto,
all fixtures, equipment and apparatus placed therein by Authority, shall remain in Authority dui
the term of this Lease and upon expiration of the Lease shall vest in the owner of the land at s
time.
Section 16. Condition o~E Premises.
(a) Authority accepts the leased premises in their present condition. No promises have b
made by Partnership respecting the condition of the leased premises or any construction or imprc
ments in respect thereto, except as expressly set forth in this Lease.
(b) After compIetion of construction of the Parking Facility, Authority shall not make or per
to be made any changes or alterations to the Parking Facility which would change substantially
design, layout or arrangement of the Parking Facility.
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(c) Upon termination of Lease, Authority shall vacate and surrender the leased premises in the condition then existing and shall be released from any liability or obligation hereunder except
as to obligations incurred or matters occurred prior to the termination of the Lease.
Section 17. Access to Premises. Partnership, its agents, employees and designees shall at all times
have the right to enter upon the leased premises for the purpose of inspection and for any purposes
connected with Partnership’s rights or obligations hereunder.
Section 18. Transfer or Encumbrances of Leasehold.
(a) Authority shall have no right or power, either by voluntary act or by operation of
law, to assign this Lease or any of its rights hereunder or to sublease the leased premises or any part
theretof, except for the Sublease, or except upon the prior written consent of Partnership.
(b) Authority shall not cause, suffer or permit any lien to attach to the leased premises
or improvements and fixtures thereon, except as herein provided. Authority shall have the
right to give, assign, transfer, mortgage, hypothecate, grant control of, or encumber its interest under
this Lease (particularly, but without limitation to, the right to receive rental payments) and the lease-
hold estate hereby created, to any bona fide lender or lenders (including purchasers or holders of notes,
bonds or other obligations of Authority) on the security of the leasehold estate, and Authority may
execute any and all instruments in connection therewith necessary and proper to complete such loan and
perfect the security thereof to be given such lender or lenders, including, without limitation, instruments
provi’ding for the paying of rent directly to a trustee for such lender or lenders. Any such lender
or lenders may be granted the right at any time during the term of the loan, and prior to termination
of this Lease:
(1) To do any act or thing required of Authority in order to prevent a forfeiture
of Authority’s rights hereunder, including the completion of construction, and all such acts or
,things so done shall be as effective to prevent a forfeiture of Authority’s rights hereunder as if
done by Authority.
(2) To realize on the security of the leasehold estate and to acquire and succeed to the
interest of Authority hereunder by foreclosure or by a deed or assignment in lieu of
foreclosure, and thereafter at such lender’s option to convey or assign the interest or title to said
leasehold estate to any other person subject to all the terms, conditions and covenants of this
Lease.
(c) Two (2) copies of any and all security devices or instruments shall be filed with Lessor
two weeks prior to the effective date thereof, and Authority shall give Lessor prior written notice
of any changes or amendments thereto.
(d) If any unauthorized lien does attach and shall not be released within 10 days, Lessor mzy,
in its sole discretion, pay and discharge such lien and shall be entitled to a reimbursement from
Authority for the amount so expended by Lessor.
$&ion 19. Amendments. This Lease and Agreement may be amended from time to time by
written addenda attached hereto and executed by the parties or their respective successors and assigns.
It is recognized that certain amendments may be required by a lender or lenders as a condition to
their assisting in financing of the improvements to be constructed by Authority hereunder.
Partn,zrship and Authority agree that any such amendments which may be required by a
proposed lender whose financing proposal is otherwise acceptable, which pertains to technical pro-
visions of this Lease and Agreement without involving any significant substantive change of the re-
spective benefits and burdens of the parties hereto, shall be accepted and agreed to by Partnership and
Authority within two (2) weeks of written notice of the required amendment.
$;ection 20. Resewation sf Remedies. In the event of the exercise of a party of a power to
terminate this lease arising by virtue of failure on the part of the other party to perform an undertaking
11
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hereunder, such power of termination shall be in addition to and shall not operate as a waiver of a
other or additional remedy available to the party exercising such power by virtue of or as a consequer
of such breach. All rights and remedies provided in this Lease shall be cumulative and in additi
to those provided by general law.
Section 21. Succession of City to Rights of Partnership. With respect to any time subsequent
conveyance by Partnership to City of fee title to the leased premises, any right or power granted
reserved to Partnership as lessor hereunder shall belong to City.
Section 22. Notices. Any notices which are required or may be given under this Lease and Agr
ment shall be deemed sufficiently given if in writing and served in the following manner: If direc
to Authority, by personal delivery to one of the officers of Authority or by sending such notice
registered or certified mail, addressed to Carlsbad Parking Authority, in care of O’Melveny & Myi
433 South Spring Street, Los Angeles, California 90013; if directed to Partnership, by personal deliv
to one of the officers of The May Stores Shopping Centers, Inc., a corporation, or by sending si
notice by registered or certified mail, addressed to The May Stores Shopping Centers, Inc., 10738 Ti
Pic0 Boulevard, Los Angeles, California 90064; if directed to City, by personal delivery to the C
Manager of City or by sending such notice by registered or certified mail, addressed to City Manal
City Hall, City of Carlsbad, California.
Section 23. Binding EEect. Subject to the limitations on assignment contained herein, this Lt
and Agreement shall inure to the benefit of and be binding upon the respective successors and assi
of the parties hereto. In the event that there is a change in the composition of Partnership after
execution of this Agreement, written notice of such change shaII be given to Authority within 30 d
after such change.
Section 24. Section Headings, Severability. The paragraph headings contained herein are for c
venience and reference and are not intended to define or limit the scope of any provision of this Leas1
If any section, subsection, sentence, clause or phrase of this Lease, or the application ther
to either party, or any other person or circumstance is for any reason held invalid, it shall be dee
severable and the validity of the remainder of the Lease or the application of such provision to
other party, or to any person or circumstance shall not be affected thereby.
by their duly authorized representatives as of the date first hereinabove written.
PLAZA CAMINO REAL,
By THE MAY STORES SHOPPING
IN WITNESS WHEREOF, the parties hereto have caused this Lease and Agreement to be execi
A Limited Partnership, Lessor
CENTERS, INC.
1
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j ss. STATE OF CALIFORNIA
COUNTY OF LOS ANGELES (
G.~~.....&.I!?%~ _________ befojy me, the underisigne , a Notary Public in and for
saiq County and $&e, pers ppeared &-&d%d--d- _.___ kd-, ____ ''; ____ -, known to me to be the
-g?hLL.--- President, and*+.
Secretary of THE MAY STORES SHOPPING CENTERS, INC., the corporation that executed the
withi:n instrument as general partner of Plaza Camino Real, a limited partnership, and acknowledged
to me that such partnership executed the same and that such corporation executed the within instrument
pursuant to its by-laws or a resolution of its board of directors.
~-&~d&b'.yd--, know6 4 to me to be the c!Iua
WITNESS my hand and official seal.
L. ~~~ I i /* "&i &e , /? &,,j..lL>LjbJ ---__----- _------.----_-------____________________----~-
otary Public in and for said
County and State
b fkmsnissioon Expires Qct, Ja 3953 "iYi",t" ,,,=, ~,_,~,",,,.wuw~~~~~~~~~ul~"~*"'~~-
:uuIuI"w=-"- , .- ...A
STATE OF CALIFORNIA
COUNTY OF SAN DIEGO
d a Notary Public in and for g....., known to me to be the ---.-, known to me to be the
_-_-_--__.___-._ G AUTHORITY, the corpora-
tion that executed the within instrument, known to me to be the persons who executed the within
instrument on behalf of the corporation therein named, and acknowledged to me that such corporation
executed the within instrument pursuant to its by-laws or a resolution of its board of directors.
WITNESS my hand and official seal.
?4 -_.---_--________--._______
ART e. J$*;iLsG?4
NOTA?{ pU3L]!: . C;,:!FCR?<iA
pRINC:P,lL CfFlCE IN
SAN DIEGO COUNTY 1
iw ,,,, ",,',*.,'iluln~a"l~ . "WY,Ulllll,t,*,,lll(lln(lml(lmlulmllnln(n~~
Notary Public in and for said
County and State
13
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JFFFRIES BANKNC los ANGELRS Area Code 213
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LAW OFFICES OF
O’MELVENY & MYERS
433 SOUTH SPRING STREET
LOS ANGELES,CALIFORNIA 90013
TELEPHONE 620 1120
CA 8 LE ADD R E55 ‘*M 0 M 5”
BEVERLY HILLS OFFICE
9601 WiLSHlRE BOULEVAF
BEVERLY HILLS,CALIFORNIA E
TELEPHONE 273-4111
EUROPEAN OFFICE
July - 7th 1966 4,PLACE DE LA CONCORC
PARIS Be, FRANCE
TELEPHONE 265 39.32 -
OUR FILE NUMBER
B-6057
John J. Mamaux, City Manager City of Carlsbad AUTHORITY
Stuart C. Wilson, Esq., City Attorney, City of Carlsbad
Mr. Robert Getz, Vice ?resident May Company
5. Phillip Nevins, Esq.
Ernest Braun, Esq,
Gentlemen:
forned copies of the following documents:
CARLSBAD PARK1
For your files, I enclose herewith con-
Escrow Instructions Lease and Agreement Sublease and Agreement Grant Deed Legal Opinion of O’Melveny & Myers dated June 7, 1966
As indicated in my letter to you of June 7th, the above
documents were placed into eserow on June 7th.
UJS/lr j enclosures
for 0 t MELVENY & MYERS
a *
ESCROW IN§TRUCTIONS
Title Insurance and Trust Company
Los Angeles, California
June 7 ----------.----.--------.-------..--, 1966
Gentlemen:
The instructions following are communicated to you by the undersigned, PLAZA CAMINO
PIEAL, a Limited Partnership organized and existing under the laws of the State of California, the
general partner of which is The May Stores Shopping Centers, Inc., a Missouri corporation (herein-
after called “Partner~hip’~) , the undersigned CITY OF CARLSBAD, a municipal corporation
(hereinafter called “City”), and the undersigned CARLSBAD PARKING AUTHORITY, a public
corporation formed under and pursuant to the Parking Law of 1949 (Sections 32500 et. seq. of the
Streets and Highways Code) (hereinafter called “Authority”).
This communication also constitutes the memorandum of agreement between the parties hereto and
defines their respective rights, privileges, powers, immunities and obligations with respect to the
transactions involved. Your concern with said agreement, however, is limited to the carrying out of
the express instructions to you hereinafter set forth in paragraphs E, K and L of this communication.
(For convenience of reference this communication is sometimes referred to hereinafter as “this
memorandum”.
A. Concurrently with the execution of this memorandum, Partnership as Lessor has executed with
Authority as Lessee, a Lease and Agreement (hereinafter referred to as the “Lease”), a copy
of which is attached to this memorandum marked Exhibit One.
B. As more particularly appears from Exhibit One, Authority has undertaken to improve
the premises covered by said Lease (as the same may be realigned under the provisions of said Lease)
with the public Parking Facility therein described, and upon completion thereof to deliver possession
thereof to City under a Sublease from Authority as Sublessor to City as Sublessee (hereinafter
referred to as the “Sublease”).
C. Partnership is the owner of the premises covered by said Lease and has agreed to convey said
premises by a grant deed (hereinafter referred to as the ‘‘Grant Deed”), to City concurrently with the
City’s entering into possession of the same under the Sublease and its assumption of performance of its
undertakings thereunder.
D. With this memorandum the parties are delivering to you respectively for handling, as here-
inafter provided (with respect to which your only concern or responsibility will be such handling),
the following:
1. By City:
a. A copy of the resolution adopted by City’s City Council authorizing the City’s execution
and delivery of this memorandum and of the Sublease, and its acceptance of the Grant Deed for
recording in accordance with the Government Code of California, duly attested by the certificate
of the Clerk of said Council.
b. An opinion by the law firm of OMelveny & Myers stating in effect the opinion of that
firm to be that City is duly empowered pursuant to said resolution and applicable laws, ordinances
and regulations to accept said Grant Deed for recording in accordance with the Government Code
of California and to perform each and all of the undertakings of City provided in this memorandum
and in the Grant Deed and Sublease, and that City has executed and authorized delivery of this
memorandum and of the documents referred to in this memorandum by its duly authorized officers.
1
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2. By Authority:
a. A certified copy of the resolution adopted by Authority authorizing the execution an
delivery by Authority of this memorandum and of the Lease and Sublease.
b. An opinion by the law firm of O’Melveny & Myers stating in effect the opinion of th;
firm to be that Authority is a public corporation duly organized and existing under the laws (
the State of California and has full power to perform each and all of the undertakings of Authoril
provided in this memorandum and in the Lease and Sublease, and that Authority has execute
and authorized delivery of this memorandum and of the Lease and Sublease by its duly authorize
officers.
3. By Partnership and Authority:
a. Executed original or duplicate original of the Lease and Agreement, a copy of which
attached to this memorandum as “Exhibit One”.
You shall be authorized to file this Lease and Agreement, and any amendment thereto referre
to in Section E below, with the County Recorder of the County of San Diego with instructions t
record the same and thereafter to return the same to Authority, provided you have receive
the deposits provided in par. 1 and par. 2 of this Section D.
4. By Authority and City:
Two counterparts of the Sublease, each executed on behalf of Authority, as Sublessoi
and City, as Sublessee, a true copy of the Sublease being annexed to this memorandum marke
Exhibit Two (said counterparts contain blank spaces on Page 2 with respect to the term COIT
mencement date and with respect to rental rates.) Such rates are to be established on the bas.
of the annual installments of principal and interest required to be paid by Authority ovz
a 25 year period in the discharge of the indebtedness incurred by it in the construction and in
provement of the Parking Facility and when such amount has been ascertained Authorit
and City will join in delivering to you supplemental instructions specifying the amount c
such rental rates, whereupon you shall complete the counterparts of the Sublease by insertio
therein of such rates. You will also insert the term commencement date which shall be th
“Vesting Date” hereinafter specified.
5. By Partnership:
The Grant Deed executed by Partnership as Grantor to City as Grantee, a true copy of th
Grant Deed being annexed hereto as Exhibit Three.
E. As appears from Exhibit One, the premises subject to the Lease are subject to realignment a
therein provided. On the occasion of any such realignment pending the close of this escrow, City an,
Authority, with respect to the Sublease, and Partnership, with respect to the Grant Deed, sha:
deliver to you within 10 days from the effective date of such realignment amended instrument
in substitution for those hereinabove described and delivered to you by such parties respectivelj
References hereinafter made to the Lease, the Sublease and the Grant Deed, shall in event of super
cession thereof as aforesaid refer to the amended instrument to be delivered to you as aforesaid.
F. As more particularly appears from Exhibit Two, Authority will cause the constructiol
of the Parking Facility to be accomplished by the low bidder between a group of contractors anc
completion of the Parking Facility in accordance with the requirements of the Lease and Sublease i
to be established by the certificate of Krumm & Sorenson, Architects, the Project Architect. Executec
copies of such certificate shall be delivered both into this escrow and to City’s Chief Administrativl
Officer.
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G. Partnership hereby confirms its commitment to City that if City elects to delegate the manage-
ment, operation and maintenance of the Parking Facility to a private concern on the basis of competitive
bids, as provided in the Sublease, Partnership shall submit, responsive to the City’s invitation, a bid
to carry out on behalf of City the management, operation and maintenance of the Parking Facility in
the manner required under the Sublease, and to bear in full the cost thereof. Such cost shall include,
without limiting the generality of the foregoing, the premiums for insurance which City is obligated to
provide under the Sublease.
H. Partnership shall do all things to be provided on its part to place you in a position, as of the
Vesting Date hereinafter appointed, to issue to City and Authority a policy of title insurance issued
by your company in the form commonly known as a California Land Title Association Extended
Coverage Owner’s Policy, insuring the vesting of said real property in City and the leasehold interest
of Authority with liability in an amount to be specified to you by City and Authority but not exceeding
the aggregate amount of the rent to be paid Authority by City under the Sublease, insuring the vesting
of title to said real property, subject only to:
1. Liens for current taxes;
2. Easements, rights of way, conditions, covenants, restrictions, reservations and similar
3. The Lease and the Sublease;
4. Any Indenture or other security interest created to secure Authority’s obligation to pay
the cost of the construction of the Parking Facility contemplated by the Lease, providing that the
same shall affect only the Lessor’s interest under the Lease.
matters of record on the date of such conveyance and transfer;
5. The conditions, restrictions, reservations and covenants contained in the Grant Deed.
I. Partnership will pay and discharge, when due, all general and special taxes and assessments for
the tax years preceding the Vesting Date. The general and special taxes and assessments on the Parking
Facility for the tax year, in which the Vesting Date occurs, shall be prorated between Partnership and
City as of the date of transfer. The prorata share of Partnership for the taxes and the assessments for
such year shall constitute the portion thereof applicable to the fraction of the tax year (July 1, to and
including June 30), which has elapsed at the date of transfer.
J. “Vesting Date” shall be the date on which you hold:
under the Lease has been completed for City’s occupancy as Sublessee under the Sublease; and
items (1) and (2) of Subsection (b) of Section 10 of the Lease.
On Vesting Date you shall deliver:
1. To City: The Grant Deed, one executed counterpart of the Sublease (completed by
you by insertion as provided in paragraph D of these instructions), and original or duplicate
original of title insurance policy, hereinabove described, insuring vesting of title in City, as soon
as said title insurance policy shall be in form for delivery.
2. To Authority: Executed counterpart of the Sublease (completed by you by insertion as
provided in paragraph D of these instructions) and original or duplicate original of title insurance
policy, hereinabove described, insuring the leasehold interest of Authority, as soon as said title
insurance policy shall be in form for delivery.
At the request of Authority, said title insurance may be amended by adding among the named
insured a lender or lenders who shall have been granted a security interest on the property described
1. Written confirmation from the Project Architect that the Parking Facility called for
2. Written confirmation from Partnership that Authority has performed its obligations under
3
m w
in the title insurance policy for the repayment of funds loaned to Authority for the cost of construc
tion of the Parking Facility.
Delivery to City of the Grant Deed and of the counterpart of the Sublease shall be made b
filing the same, together with certified copy of the resolution by the City Council of City of accepl
ance of the Grant Deed in accordance with Section 27281 of the Government Code of Californi;
with the County Recorder of the County of San Diego with instructions to record the same an
thereafter to return the same to City by United States mail addressed as follows:
City of Carlsbad
Attention: City Clerk
City Hall
Carlsbad, California
Delivery to Authority of the second counterpart of the Sublease shall be made by sending th
same through the United States mail, addressed to Carlsbad Parking Authority:
Care of O’Melveny & Myers
433 South Spring Street
Los Angeles, California 90013
K. If the Vesting Date shall not have occurred by December 31, 1968, you shall nevertheles
continue this escrow and comply with its instructions and close the same as soon thereafter as possiblt
provided, however, that at any time after said date any of the parties hereto may tcrminate this escroi
by written notice to the other parties hereto and to escrow agent declaring this escrow and all agreemenl
contained in this memorandum to be terminated on a date stated in said notice, not less than 9
days from the date of said notice. On expiration of the date set forth in said notice of termination, an
provided the conditions for occurrence of the Vesting Date shall not have then been performed, yo
shall return to Partnership forthwith said Grant Deed or its substitute, as aforesaid, and you shall hav
no further concern with this matter. In the event the Lease should be terminated prior to the Vestin
Date all agreements between the parties contained in this memorandum shall be terminated and n
further proceedings shall be had in this escrow.
L. Except as otherwise provided in this memorandum, your rights, duties and responsibilities sha
be the same as in your usual and customary escrow for the sale of real property. Partnership shall pa
your escrow fee, the premiums for said title insurance policy, insuring the fee title of City and th
leasehold interest of Authority (provided that the premium or additional cost for insurance of th
security interest of a lender or lenders of funds to Authority shall be paid by Authority) and reimburs
you for any expense incurred pursuant to these instructions, subject, however, to the reservation b
Partnership of the right to look to City or Authority or either or both, for reimbursement in any amow
paid to you, should this escrow terminate by virtue of default on the part of City or Authority.
M. It is the intent of the parties hereto that no obligation be created hereunder on the City whic
requires any expenditure or the incurring of any indebtedness which exceeds any limitations imposed b
the laws or Constitution of the State of California. If, however, any such obligation is held to excee
any such limitation, it is the intent of the parties that any such obligation, except City’s obligation to pa
rent, be disregarded and this memorandum construed as if said obligation were not contained hereir
N. This memorandum may be amended from time to time by written addenda attached heret
and executed by the parties or their successors or assigns. It is recognized that certain amendments ma
be required by lenders as a condition to their assisting in the financing of said shopping center. Suc
amendments which relate to technical provisions of this memorandum without requiring any substantiv
change may be made by Partnership provided same are subsequently ratified by City and Authority i
writing within thirty days of receipt of notice of said change from Partnership.
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0. This memorandum shall be binding upon the parties hereto, their successors and assigns. In the
event that there is a change in the composition of Partnership after the effective date of this memorandum,
written notice of such change shall be given to City and Authority within thirty days of the date
OR which such change becomes effective.
P. The waiver of a party of the right to performance of an undertaking hereunder, by another
party within a specified length of time shall not operate to discharge the party liable for such performance
from the obligation to perform the same promptly following such waiver.
Q. Any notice which you may be required or may desire to give to any of the parties hereto, or any
notice one party is required or desires to give to the other may be delivered manually or by United States
certified mail addressed:
1. In the case of Partnership to:
107 3 8 West Pic0 Boulevard
Los Angeles, California 90064
2. In the case of Authority to:
Care of O’Melveny & Myers, 433 South Spring Street, Los Angeles, California 90013.
3. In the case of City to:
Attention: City Clerk, City Hall, Carlsbad, California.
subject to the right of any party to designate a different address for itself by notice similarly given.
Any notice so given by United States certified mail shall be deemed to have been given on the date the
same is deposited in the United States mail as certified matter, with postage thereon fully prepaid.
R. This memorandum may be executed in counterparts all of which shall together constitute one
memorandum.
PLAZA CAMINO REAL
By The May Stores Shopping Centers, Inc.
Sole General Partner
ROBERT E, GETZ BY
BJ’ IRWIN S. BARTFIELD
CARLSBAD PARKING AUTHORITY
Vice President
Assistant Secrekry
By w, W. RI)C*;ER s Chairman
BJ’ D.R. DAUGHERTY
THE CITY OF CARLSBAD
Clerk
By W. C. ATKT8 SON JR
a Mayor
Atte@ARGARET E. ADAMS
5
City Clerk
UP 0
EFFRIES BANKNO) k os ANC~LES Area Code 213 I
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h ciG.3 ' AUO3
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I.AW cJ; nit: 01'
O'MELVENY & MYERS
433 SOUTH SPRING STREET
LOS ANGELES,CALIFORNIA 90013
OUR FILE &UMBER B-BQST
$2
c;, ,=. :? !- io* 2 ..- Ij. *.. v
lj. c4 6 \:cA.2>*~3&~ c .,-A. -- TL$&Fi?$ of said
,-
..
..... .- __ __ .- - __ __.__ . ......_.___ - .... .................... . hd03: .. i *, ,4003 .._.-. e * ,I
ot13x ----- 083X
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?,.I *!;A ,# 3 f$&J5s tl “L
&& p?$ 2x2 Gf the fn said s:st2TJoy
0 ‘MELVENY & MYERS
......... ...... .......... ...... ..... ...-.........-.. --.-_______-__ ..... .__ -___-_ .. ---. ------ -.-.. ___...._._. ..........._._......_._.__
.....
1‘
11 I 2
3
RESOLUTION NO. 1265
-1-
A XESOLUTIO?; OF TI-iE CITY CC)U!;CIS CF TI’E CJT\’ OF
C,?RJ.,SB/\,D DESCIY9IXG ALL PP.EVIOUS COUNCII, ACTION
REGA.‘ZDIK‘C: EXECUT1OI.I GI;: DCCU’!EKTS MID ACCEPTING,
5
A? F ri2V I !: G A’lD A’J 7 k P? I Z I N C E XE C IJT I ON 0 F S U B ST I TUTED
3C)CIIYEMTS.
7 I 2SE IT YESCLYED by the City Council of the Citv oC Carlsba
all previous council action accepting and/or aut!>orizing exzcut
14, I
151 I
zxecution of certrin substituted documents involvigg CA3LSBAD
PA!?KINI; AUTI-;CRITV, to xft: Escrov Icstructicns and Su.blease and
F.qreenent; c and tke acceFting of Gw.m 9ZED frGR Piazz c2qino ;?e
18 I
19
20
7 PASSED, AFP‘ICVED AI*’D ADQPT5D at a regular neetii:i,- c? t;lc
Ccuncil held XFril 19, 1066, by the following vote, to \3t:
.&YES: Cmn. NeiSw2rder, Atkinson, Duniqe and Jardine.
TEES: /lone.
21
22
23
ABSENT: None.
J!iLl&&F--
24 I 1
25 I
of the City of Carlsbzd, Caiifcrnia
ATTEST:
* 0 .b -
PLAZA CAMINO REAL
MAY COMPANY SHOPPING CENTER
Approximately 70 Acres total - (40 acres parking)
ASSESSED VALUATION
a 1964-65 $29,570.
1965-66 57,540.
1966-67 - 57,540.
,
#
TAXES
1964-65 $ 2,569.26
1965-66 5,038.10
1966-67 5,236.12
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