HomeMy WebLinkAbout1986-07-15; City Council; 8705; Hosp Grove acquisitionO
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TITLE:
HOSP GROVE ACQUISITION
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CITY ATTY\/j£23
CITY MGR.
RECOMMENDED ACTION:
If the City Council concurs your action is to introduce Ordinance No.
9 & i calling a special election to approve the acquisition of
Hosp Grove (52.68 acres) and to authorize the bond issue to pay for
the acquisition.
At your meeting of July 22, 1986 your action will be:
, determining the public interestApprove Resolution No.
and necessity for acquiring Hosp Grove (4/5's vote required).
Adopt Resolution No. <f£ ^ J , approving an acquisition
agreement for the remaining undeveloped portions of Hosp Grove.
Approve Resolution No. Ffoo , approving bond counsel
agreement.
Approve Resolution No. ,P7o / , consolidating bond election with
November 4, 1986 election.
Approve Resolution No.approving a Stipulation for
Entry of Revised Judgment in Grove Apartments v. City of
Carlsbad.
6. Adopt Ordinance No. J£ 9p .
ITEM EXPLANATION
The City Council, at your meeting of April 1, 1986, directed staff
to explore the possibility of acquiring Hosp Grove. Council also
appointed a committee of Vice Mayor Lewis and Council Member Pettine
to prepare a recommendation on acquisition as well as alternative
ways to resolve the issues that have arisen in connection with the
proposed development of the Grove. Council Committee, working in
conjunction with the property owners and concerned citizens, have
successfully completed negotiations in that regard and wishes to
recommend the following:
1. That the Council submit a ballot measure at the November 4, 1986
election which would seek approval of a $5,950,000 bond issue for
the purposes of acquiring approximately 52.68 acres of land, the
remaining undeveloped portions of Hosp Grove. If the measure
receives the required two-thirds vote general obligation bonds
will be sold and the Grove will be acquired for park and open
space purposes. All outstanding issues between the property
owners, proposed developers and the City would be resolved as a
part of that acquisition. The negotiated price is within the
range of value established by the City's appraiser and is
approximately $1,287,000 less than the property owner's appraisal
figure.
If the required two-thirds vote is not achieved the City and
property owners have reached agreement on the following alternative:
Agenda Bill #
July 15, 1986
Page 2
2. Instead of the proposed residential development on Parcel E the
City will process an environmentally sensitive commercial and
office project of approximately 8.8 net acres concentrated on the
corners of Monroe and Marron Roads. All of the balance of Parcel
E on both sides of Monroe Street will be dedicated to the City
free of charge. The 130 units presently allowed by the master
plan on Parcel D will be reduced to 108 units/ the ridgeline
trees visible from the freeway, will be retained and the property
will be processed for development on a vested rights basis.
Parcel F will be acquired by the City at a cost of $975,000 for
approximately 9 acres of land. The City will have a year to
attempt to raise the money from outside sources after which we
will have the option to either acquire it for cash, from
available City funds or enter into a lease purchase arrangement
with the property owners.
Alternative 1, total acquisition, would preserve 52.68 acres of the
Grove at a cost not to exceed $5,950,000. Alternative 2 would
acquire 27.79 acres of the Grove at a cost of $975,000. Alternative
3 would be to approve the 219 unit residential development originally
proposed for parcels E and E1. This alternative would result in the
dedication of approximately 8.8 acres of Hosp Grove at no cost to the
City but would not resolve the issue of how much, if any, of the
remaining undeveloped portion of Hosp Grove would be preserved and
could result in litigation against the City arising out of the Grove
judgment. In the event the community does not approve total
acquisition, the Council Committee believes alternative 2 is the best
possible solution otherwise available to the City to a potentially
difficult situation.
Attached is an acquisition agreement which details the Committee's
recommendation. Also attached is a bond counsel agreement and the
necessary election documents. If the Council concurs you should
introduce the ordinance calling the election. At your meeting of
July 22, 1986 the Council action will be to approve the rest of the
documents and adopt the ordinance.
FISCAL IMPACT
Alternative One; The $5,755,000 acquisition cost would be financed
by means of a general obligation bond issue. The cost to issue
bonds and pay other incidental expenses is estimated not to exceed
$195,000 bring the total bond issue to approximately $5,950,000.
The bonds, if approved by two-thirds of the voters, would be funded
by an increase in the City's property tax rate of approximately 1.8
Agenda Bill #
July 15, 1986"
Page 3
cents per $100 of assessed valuation or $18.00 per year on a typical
home valued at $100,000. The bonds would be paid off over a period
of twenty years.
The estimated annual maintenance cost to the City for the 52.68
acres is $15,000.
In summary under this alternative, 52.68 acres of Hosp Grove would
be preserved for $5,950,000 ($112,946 per acre).
Alternative Two; Acquisition cost of parcel F, 8.92 acres, would be
$975,000. The acquisition would be financed with City funds, or a
combination of City funds and State grant money. The City would
have one year to raise the money and make the purchase. As an
alternative, the City could also enter into a lease purchase
agreement with the property owners and purchase parcel F over a
period of time.
The estimated annual maintenance cost to the City for the 27.79
acres preserved under this alternative is $8,300.
In summary, under this alternative 27.79 acres of Hosp Grove would
be preserved for $975,000 ($35,085 per acre).
The commercial development allowed under this alternative would
geneate new sales tax revenues estimated at $100,000 annually.
EXHIBITS
1. Ordinance No. / j? 7 C calling bond election
2. Resolution No. jfb 9 f of interest and necessity
3. Resolution No. f(o ? ^ and Acquisition Agreement
4. Resolution No. f"7o o and Bond Counsel Agreement
5. Resolution No. f *7o / consolidating election
6. Resolution No. £ "7oH. and Stipulation for Entry of Revised
Judgment and Judgment
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ORDINANCE NO. ±290
ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, ORDERING, CALLING,
PROVIDING FOR AND GIVING NOTICE OF A SPECIAL
ELECTION TO BE HELD IN SAID CITY ON NOVEMBER 4,
1986, FOR THE PURPOSE OF SUBMITTING TO THE
QUALIFIED VOTERS OF SAID CITY A PROPOSITION TO
INCUR BONDED INDEBTEDNESS BY SAID CITY FOR A
CERTAIN MUNICIPAL IMPROVEMENT AND CONSOLIDATING
SAID SPECIAL ELECTION WITH THE STATEWIDE
ELECTION TO BE HELD ON SAID DATE
WHEREAS, at a meeting held prior to the meeting at which this
ordinance is adopted the City Council, by a vote of at least
two-thirds of the members hereof, adopted a resolution
determining that the public interest and necessity demand the
acquisition of a certain municipal improvement, and making
findings relating thereto;
NOW, THEREFORE, the City Council of the City of Carlsbad
hereby does find, determine, resolve and order as follows:
1. That a special election be held and the same is hereby
called to be held in said City on November 4, 1986, for the
purpose of submitting to the qualified voters of said City the
proposition hereinafter set forth of incurring indebtedness and
issuing bonds of said City therefor, in the principal amount
stated in the ballot proposition hereinafter set forth, and for
the object and purpose set forth in said resolution and in said
ballot proposition.
2. That the estimated cost of the municipal improvement
described in said ballot proposition is the sum of $5,950,000.
The estimated cost of said municipal improvement includes the
following: (a) legal or other fees incidental to or connected
with the authorization, issuance and sale of the bonds, and (b)
STRADLING. YOCCA.
CARLSON & RAUTH
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the costs of printing the bonds and other costs and expenses
incidental to and connected with the authorization, issuance and
sale of the bonds.
3. That the maximum rate of interest to be paid on said
indebtedness shall not exceed the maximum rate permitted by law,
to wit, twelve percent (12%) per annum, the actual rate or rates
of interest on said bonds to be determined at or prior to the
time of the sale or sales thereof. Said interest shall be
payable semiannually except that interest for the first year may
be made payable at the end of said year.
4. That the polls for said election shall open at seven
o'clock a.m. of the day of said election and shall remain open
continuously from said time until 8:00 o'clock p.m. of the same
day, when said polls shall be closed, except as provided in
Section 1301 of the Elections Code of the State of California.
5. That on the ballots to be used at said special election,
in addition to any other matters required by law, there shall be
printed substantially the following:
MARK CROSS (+) ON BALLOT ONLY WITH RUBBER
STAMP; NEVER WITH PEN OR PENCIL.
ABSENTEE BALLOTS MAY BE MARKED WITH PEN AND INK
OR PENCIL.)
INSTRUCTIONS TO VOTERS
To vote on any measure, stamp a cross (+) in
the voting square after the word "YES" or after
the word "NO." All marks except the cross (+)
are forbidden. All distinguishing marks or
erasures are forbidden and make the ballot void.
If you wrongly stamp, tear or deface this
ballot, return it to the inspector of election
and obtain another.
STRADLING. YOCCA.
CARLSON a RAUTH
LAWYERS
NEWPORT BEACH. CA
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STRAOLINO. YOCCA.
CARLSON ft RAUTH
On absent voter ballots mark a cross (+) with
pen or pencil.
Bond Proposition: Shall the City of Carlsbad,
California, incur a bonded indebtedness in the
principal amount of $5,950,000 for the purpose
of the acquisition by said City of a certain
municipal improvement, to wit: approximately
52. 68 acres of undeveloped land known as
Hosp Grove to be acquired for park and open
space purposes, and for the payment of all
costs and expenses in connection with such
acquisition and the issuance of the bonds?
6. That a cross (+) placed in the voting square after the
word "YES" in the manner hereinbefore provided shall be counted
in favor of the adoption of the proposition. A cross (+) placed
in the voting square after the word "NO" in the manner
hereinbefore provided shall be counted against the adoption of
the proposition.
7. That if the proposition for the incurring of bonded
indebtedness so submitted receives the requisite number of votes,
to wit, two-thirds of the votes of the qualified electors voting
on said proposition, bonds of said City, in not exceeding the
principal amount stated in such proposition, may be issued and
sold for the object and purpose set forth in said proposition.
8. That the special election hereby called for the date
hereinbefore specified shall be and is hereby ordered
consolidated with the statewide election to be held on said date,
and within said City the precincts, polling places and officers
of election for the special municipal election hereby called
shall be the same as those provided for said statewide election.
The Board of Supervisors of San Diego County is hereby requestd
to order the consolidation of the special municipal election
hereby called with said statewide election, and said Board of
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Supervisors is hereby authorized to canvass the returns of said
special municipal election, and said elections shall be held in
all respects as if there were only one election, and only one
form of ballot, namely, the ballots used at said statewide
election, shall be used. Said Board of Supervisors shall certify
the results of the canvass of the returns of said special
municipal election to the City Council of said City which shall
thereafter declare the results thereof. A proposition submitted
by this ordinance shall be designated on the ballot by a letter
printed on the left margin of the square containing the
description of the measure, as provided in Section 10219 of the
Elections Code. This treasure shall appear in the second position on the City
ballot.
9. That except as otherwise provided in this ordinance, the
election called hereby shall be conducted as provided by law for
other municipal elections in said City.
10. That the City Clerk shall cause this ordinance to be
published once a week for two weeks in the Carlsbad Journal, a
newspaper published less than six days a week in the City. No
other notice of such election need be given.
PASSED, APPROVED AND ADOPTED by the City Council of the City
of Carlsbad, California, at a regular meeting held on the 22nd
day of July , 1986, by the following vote, to wit:
AYES: Council Members Casler, Lewis, Kulchin and Pettine
NOES: None
ABSENT: Council Member Chick
ATTEST:
MARY H. CSLER , Mayor
STRAOLING. YOCCA.
CARLSON « RAUTH
LAWYERS
ALETHA L. RAUTENKRANZ , City Clei
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RESOLUTION NO. 8698
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, DETERMINING THAT THE
PUBLIC INTEREST AND NECESSITY DEMAND THE
ACQUISITION AND CONSTRUCTION OF CERTAIN
MUNICIPAL IMPROVEMENTS AND MAKING FINDINGS
RELATING THERETO.
WHEREAS, the City Council of the City of Carlsbad,
California, does hereby resolve, determine and order as follows:
1. That the public interest and necessity demand the
acquisition by said City of a municipal improvement, to wit:
Approximately acres of undeveloped
land known as Hosp Grove to be acquired for
park and open space purposes, and for the
payment of all costs and expenses in
connection with such acquisition and the
issuance of the bonds.
2. That the estimated cost of said municipal improvement is
$5,950,000. That said municipal improvement requires an
expenditure greater than the amount allowed for it by the annual
tax levy and is necessary and convenient to carry out the
objects, purposes and powers of said City.
PASSED, APPROVED AND ADOPTED by the City Council of the City
of Carlsbad, California, at a regular meeting held on the 22nd
STRAOLING YOCCA
CARLSON & RAUTH
LAWYERS
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STRADLtNG YOCCA
CARLSON & RAUTH
LAWYERS
day of July » 1986, by the following vote, to wit:
AYES: Council Members Casler, Lewis, Kulchin and Pettine
NOES: None
ABSENT: Council Member Chick
Xw^ y ^ . (l>^.-eU^_
MARY H. (j^LSLER , Mayor
ATTEST :
A j$ '^ i
UfJfJ^(,<*- (A- (^OlI^I^A-^vv--,
ALETHA L. RAUTENKRANZ , City Clerk
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V. .-*' H -,««
RESOLUTION NO. 8699
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA APPROVING AN ACQUISITION
AGREEMENT BETWEEN THE CITY OF CARLSBAD AND
VARIOUS PARTIES FOR HOSP GROVE.
The City Council of the City of Carlsbad, California
does hereby resolve as follows:
1. That certain acguisition agreement between the City
of Carlsbad and various parties for the acguisition of Hosp
Grove, a copy of which is attached hereto marked Exhibit A and
made a part hereof, is hereby approved.
2. That the Mayor of City of Carlsbad is hereby
authorized and directed to execute said agreement for and on
behalf of the City of Carlsbad.
PASSED, APPROVED AND ADOPTED at a regular meeting of the
City Council of the City of Carlsbad, California, held on the
22nd day of Julv / 1986 by the following vote,
to wi t :
| AYES: Council Members Casler, Lewis, Kulchin and Pettine
1
NOES: None
ABSENT: None
l/ // fi t/ K.-^e -v_ -i^f c/ L.-<* <; £>-x_,,..
MARY H. /CASLER, Mayor
ATTEST:
AArtLL / &^3ZJL^
ALETHA L. RAUTENKRANZ , City C10rk
AGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY
THIS AGREEMENT is made and entered into as of this day
of July, 1986 by and between the parties identified as Seller on
the signature page hereof (herein collectively "Seller"), and the
City of Carlsbad, a municipal corporation (herein "City").
WITNESSETH
WHEREAS, Seller is the fee owner of certain parcels of real
property in the City of Carlsbad known as Parcels D, E, E Prime,
and F, each of which parcels are more particularly described on
Exhibit A attached hereto and by this reference made a part
hereof. Parcels D, E, E Prime and F are hereinafter sometimes
collectively referred to as the "Property1r»
WHEREAS, the City, provided it obtains the requisite vote of
the registered voters within the City authorizing or approving
such acquisition, desires to acquire the Property, and failing
•
such authorization or approval, desires to acquire Parcel F.
NOW, THEREFORE, in consideration of the mutual promises and
covenants hereinafter contained, the parties hereto agree as
follows:
1.0 Ballot Measure.
1.1 The City hereby agrees to cause a ballot measure
("Ballot Measure") to be submitted to the voters of the City of
Carlsbad on November 4, 1986, which Ballot Measure, if "Approved"
(as hereinafter defined), shall authorize the City to acquire the
Property for cash and for the "Purchase Price" (as hereinafter
defined), and authorize the City to incur or issue such indebt-
edness as is necessary to finance the acquisition of the Property
for the Purchase Price. The preliminary text of the Ballot
h
Measure as submitted to the City Council of the City for its
Approval is attached hereto as Exhibit B.
1.2 For purposes hereof, the term "Approved" or
"Approval" shall mean that the number of votes cast in favor of
the Ballot Measure, and each component thereof, are sufficient
under state law for its passage.
2.0 Purchase and Sale of Property.
2.1 Upon the Approval of the Ballot Measure, City
hereby agrees to purchase, and Seller hereby agrees to sell, the
Property on the terms and subject to the conditions hereinafter
set forth. The Purchase Price for the Property shall be
$5,755,000, all of which, subject to Paragraph 5.0 hereof, shall
be payable in cash, or by certified or cashier's check, through
Escrow. In addition and as of the "Property Close of Escrow" (as
hereinafter defined), City shall (a) release and discharge Seller
from each and all of the obligations of Seller under the agree-
ments identified on Exhibit C hereto as such agreements apply to
the Property, and (b) release and discharge the parties to that
certain Agreement regarding payment of a Public Facility Fee,
dated July 23, 1985 and recorded August 26, 1985, and File
Numbers 85-308357 and 85-308358.
2.2 Not later than five (5) business days following
the Approval of the Ballot Measure, Seller and City shall open an
escrow ("Escrow") with First American Title Insurance Company
("Escrowholder") and shall deposit with Escrowholder fully
executed counterparts of this Agreement for use as Escrow
Instructions, together with Escrowholder's usual form of supple-
mental escrow instructions (if any) for transactions of this
type; provided, however, that such supplemental instructions
shall be for the purpose of implementing this Agreement and such
instructions shall incorporate this Agreement by reference and
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shall specifically provide that no provision thereof shall have
the effect of modifying this Agreement unless it is so expressly
stated and initialed on behalf of City and Seller. By such
deposit, Escrowholder is hereby authorized and instructed to act
in accordance with the provisions of this Agreement. Seller and
City shall each deposit such other instruments, documents and
funds as are necessary to effect the close of escrow in accord-
ance with the terms hereof.
2.3 The City's obligations to acquire the Property
following the Approval of the Ballot Measure is subject to and
conditioned upon the satisfaction of the following conditions:
(a) City shall have sold, and there shall be made
available to it the proceeds of, its bonds or other evidences of
its indebtedness ("City Bonds") to finance, in whole or in part,
the purchase of the Property. City agrees to use its best
efforts to accomplish the sale of the City Bonds, and use its
best efforts to effect the closing of such sale and delivery of
proceeds within three (3) months after the Approval of the Ballot
Measure;
(b) There shall have been completed the required
environmental documentation in compliance with the California
Environmental Quality Act, relative to the acquisition of the
Property and the issuance and sale of the City Bonds; and,
(c) The City's Planning Commission shall have
reported upon, or be deemed to have made the requisite finding
relative to, the acquisition of the Property pursuant to Califor-
nia Governmental Code Section 65402.
The City agrees to use its best efforts to cause the conditions
set forth in clauses (b) and (c) to be satisfied on or before
November 4, 1986.
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071486 13
2.4 The consummation of the purchase and sale of the
Property contemplated hereby and the close of escrow shall occur
not later than two (2) business days after the proceeds of the
city Bonds are available to City for the payment of the Purchase
Price for the Property Approval of the Ballot Measure ("Property
Close of Escrow"). As used herein, the term "close of escrow"
denotes the time at which Seller's deed conveying title to the
Property (or Parcel F pursuant to Paragraph 3.1) to City is
recorded.
2.5 Seller agrees to deposit in Escrow, for delivery
to City upon the Property Close of Escrow, the Settlement Agree-
ment in the form of Exhibit D hereto. If, pursuant to Paragraph
3 hereof, City is obligated to acquire Parcel F, the Settlement
Agreement shall be returned to Seller.
3.0 Purchase and Sale of Parcel F.
3.1 In the event the Ballot Measure is not Approved on
November 4, 1986, or if by February 1, 1987 the City shall not
have sold the City Bonds, (a) City's obligation to acquire, and
Seller's obligation to sell, the Property pursuant to Paragraph
2.1 of this Agreement shall terminate, and (b) City shall
purchase from Seller, and Seller shall sell to City, Parcel F for
a purchase price ("Parcel F Purchase Price") of $975,000. The
Parcel F Purchase Price, subject to the provisions of Paragraph
5.0 hereof, shall be payable in cash through Escrow at the
"Parcel F Close of Escrow" (as hereinafter defined). The
consummation of the purchase and sale of Parcel F ("Parcel F
Close of Escrow") shall occur on the earlier of the date the City
shall have obtained the requisite financing pursuant to Paragraph
3.2 hereof or November 30, 1987.
3.2 Immediately following the failure of the Ballot
Measure to have been Approved, City agrees to use its best
efforts to obtain the necessary outside financing for the
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purchase of Parcel F. If, despite the City's best efforts, it is
unable to obtain such outside financing requisite to acquire
Parcel F from Seller by November 30, 1987, City shall proceed to
a Parcel F Close of Escrow on December 1, 1987, by using its own
funds and paying the Parcel F Purchase Price in cash. If the
City desires to finance the acquisition of Parcel F by using a
"lease-purchase" concept, Seller agrees to cooperate with the
City in such endeavor provided the Parcel F Purchase Price is
payable to Seller in cash and in a lump sum on the Parcel F Close
of Escrow and the terms and conditions of such a "lease-purchase"
are otherwise approved by Seller, which approval shall be not
unreasonably withheld.
3.3 City and Seller have executed and delivered to
each other concurrently herewith that certain Revised Stipulated
Judgment. City covenants to use its best efforts, and in good
faith, to hold such public hearings and take such other actions
as may be necessary or required by City ordinance or state law to
issue or approve prior to November 4, 1986, the "Discretionary
Governmental Approvals" (as defined in the Revised Stipulated
Judgment) for the development of Parcels D, E and E Prime in
accordance with such Judgment. Seller hereby agrees to apply for
the Discretionary Governmental Approvals in a prompt, diligent
and good faith manner and process such applications (including
complying with City's normal requirements of general application,
except as set forth in the Revised Stipulated Judgment, to
developments similar in nature to that contemplated for Parcels
D, E and E Prime) in a prompt, diligent and good faith manner.
It is hereby agreed that if such Discretionary Governmental
Approvals are not lawfully and validly issued and approved on or
before November 4, 1986, Seller may terminate this Agreement at
any time thereafter and prior to the earlier to occur of (i) the
conveyance by Seller to Odmark Development Co. of Parcels D, E
and E Prime or (ii) the lawful and valid issuance and approval of
the Discretionary Governmental Approvals; provided, however, that
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071486
if City shall have theretofore used its best efforts and good
faith to issue or approve the Discretionary Governmental
Approvals prior to November 4, 1986, City may elect in writing to
Seller to extend such November 4 date to November 19, 1986.
Without limiting the foregoing, it is understood and agreed that
the issuance and approval of the Discretionary Governmental
Approvals is a condition precedent to Seller's obligations to
convey Parcel F to the City, and the failure of Seller
affirmatively to terminate this Agreement as aforesaid shall not
be deemed or construed as a waiver of such condition. Upon any
such termination by Seller, the Settlement Agreement delivered to
Escrow pursuant to Paragraph 3.4 hereof shall be returned to
Seller, and (provided City shall have theretofore performed each
and all of the obligations to have been performed by it) neither
party shall have any further obligations to each hereunder.
3.4 Seller agrees to deposit in Escrow, for delivery
to City upon the Parcel F Close of Escrow, the Settlement Agree-
ment in the form of Exhibit E hereto.
3.5 Notwithstanding anything to the contrary contained
herein, if the Parcel F Close of Escrow shall not have occurred
by December 30, 1987, either party hereto may terminate this
Agreement, the Settlement Agreement delivered to Escrow pursuant
to Paragraph 3.4 hereof shall be returned to Seller, and provided
each of the parties shall have performed each of the obligations
to have been performed by it, neither party shall have any
further obligation to each other hereunder.
3.6 As of the Parcel F Close of Escrow, City shall
release and discharge Seller from each and all of the obligations
of Seller under the agreements identified on Exhibit C hereto as
they apply to Parcel F, and the Agreements Regarding Payment of
a Public Facilities Fee described in Paragraph 2.1 hereof as they
apply to Parcel F.
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4.0 Policy of Title Insurance.
4.1 At the Property Close of Escrow or the Parcel F
Close of Escrow, as the case may be, Seller shall furnish through
the Escrowholder, at Seller's expense, a CLTA Standard Coverage
Owners' Policy of Title Insurance for the Purchase Price from
First American Title Insurance Company insuring title to the
Property or Parcel F, as the case may be, vested in City, subject
to those matters ("Permitted Exceptions") identified on Exhibit F
hereto, and the lien of taxes not delinquent; provided, however,
that Seller shall indemnify and hold City harmless from and
against any and all obligations applicable to Seller under those
agreements identified in Exhibit G hereto even though such
agreements are and shall be Permitted Exceptions as of the
Property Close of Escrow or the Parcel F Close of Escrow, as the
case may be. Seller believes that it will be able to deliver a
title policy at the appropriate Close of Escrow in accordance
with the requirements hereof and Seller will do nothing to
prevent the issuance of such policy in such condition. If,
however, the title company shall be unwilling to issue such
policy in such condition, City may waive the discrepancy and
close this transaction in accordance with its terms, or object to
the discrepancy, in which case the transaction (and all of the
City's obligations hereunder) shall terminate, and Seller shall
not be liable to City for damages.
4.2 Real property taxes and assessments shall be
prorated through the Close of Escrow based on the latest tax
information available to Escrowholder. Seller shall convey title
to the City in and to the Property or Parcel F, as the case may
be, by grant deed; provided, that such grant deed shall recite
that it is made subject to all matters of record and the Per-
mitted Exceptions.
4.3 City and Buyer agree to apportion the cost of
Escrow equally. Seller shall pay the expense of any local
3:31-b
071486 >/
documentary taxes. Recording and other miscellaneous costs and
expenses shall be shared in accordance with the custom of the
Escrowholder.
5.0 Exchange of Property.
5.1 The parties identified herein as Seller presently
own the Property (other than Parcel F) as partners of a partner-
ship, and own Parcel F as shown on Exhibit H. Prior to the
Property Close of Escrow, or the Parcel F Close of Escrow, as the
case may be, Sellers may elect to cause such partnership to
distribute the Property, or Parcel F, to the respective Sellers
so that the transactions contemplated hereby may take place at
the individual partner level. Accordingly, each individual
partner is a separate Seller even though it is agreed that the
respective closing with each of the Sellers are to be concurrent
and conditional upon one another. In addition, each Seller shall
have the right as to his interest (or any portion thereof) in the
Property, or Parcel F, as the case may be, to elect to cause the
transaction as to such interest or any such portion(s) to close
as a "tax free exchange" pursuant to the provisions of Section
1031 of the Internal Revenue Code. In the event that any such
Seller shall elect to cause the transaction to close as a "tax
free exchange", City and such individual Seller agree that no
such exchange shall delay any Close of Escrow hereunder; and each
Seller agrees that the City shall be indemnified from any
expenses or cost which may be incurred in connection with such
exchange.
6.0 Condition of Property.
6.1 City acknowledges that neither Seller nor any of
Seller's employees, agents or represents have made any warranties
or representations concerning or regarding the suitability of the
Property for construction or support of structures of any type,
its use as a public recreational facility, or for any other
purpose or use. Upon the Close of Escrow for the Property or the
3:31-b -8-
071486
Parcel F Close of Escrow, City shall execute and deliver to
Seller concurrently with the close of such Escrow, a general
release of Seller and its agents, employees and partners from any
and all claims, losses or demands of any kind whatsoever arising
out of or connected with the condition of the Property previously
or hereafter existing or occurring upon the Property or unsuit-
ability of the Property for any use. Such release shall be in
form reasonably acceptable to Seller, shall contain a waiver by
City of any rights under California Civil Code Section 1542, and
shall provide that the City shall indemnify, defend and hold
Seller harmless from any such claims, etc. brought by a purchaser
or user of any of the Property from City, except any claims, etc.
arising from any acts of Seller or its agents.
7.0 Miscellaneous.
7.1 Attorneys' Fees. If either City or Seller com-
mences an action against the other to enforce any of the terms of
this Agreement or because of the breach by Buyer or Seller of, or
any dispute concerning, any of the terms hereof, or if Escrow-
holder commences any action with regard to the Escrow, the losing
or defaulting party shall pay to the prevailing party (and to
Escrowholder in the case of any action by Escrowholder) reason-
able attorneys' fees, costs and expenses incurred in connection
with the prosecution or defense of such action.
7.2 Notices. All notices, deliveries and demands of
any kind which any party may be required or may desire to give or
serve upon another shall be made in writing and shall be deliver-
ed by personal service or sent by registered or certified mail,
postage prepaid, return receipt requested, to the address of that
party set forth below:
If to City: City of Carlsbad
1200 Elm Avenue
Carlsbad, California 92008-1989
Attention: City Manager
3:31-b -9-
071486
If to Seller:
With a copy to:
with a copy to: Vincent F. Biondo, Esq.
City Attorney
City of Carlsbad
1200 Elm Avenue
Carlsbad, California 92008-1989
Attention: City Manager
HFH, Ltd.
10738 W. Pico Boulevard
Suite 3
Los Angeles, California 90064
Hayutin, Rubinroit, Praw & Kupietzky
2029 Century Park East, Suite 1515
Los Angeles, California 90067
Attention: Albert Z. Praw, Esq.
and
John Bartman
9601 Wilshire Boulevard
Suite 810
Beverly Hills, California 90210
Any such notice sent by mail shall be deemed to have been re-
ceived by the addressee on the fifth business day after posting
in the United States mail unless actually received earlier. A
party may change its address by giving the other parties written
notice of its new address as herein provided.
8. General Provisions.
8.1 Effect of Waivers and Consents. No waiver of
default by any party or parties hereto shall be implied from any
failure or omission by a party or parties to take any action on
account of such default if such default persists or is repeated,
and no express waiver shall affect any default other than the
default specified in the express waiver, and that only for the
time and to the extent therein stated. One or more waivers of
any covenant, term or condition of this Agreement by a party or
parties shall not be construed to be a waiver of any subsequent
breach of the same or any other covenant, term or condition. The
consent or approval by any party or parties shall not be deemed
to waive or render unnecessary the consent to or approval by said
3:31-b
071486
-10-
,«*%,.
party or parties of any subsequent or similar acts by a party or
parties.
8.2 Modification of Agreement. This Agreement may be
amended, modified or changed only by a written instrument signed
by City and Seller. In the event of any conflict between the
provisions of this Agreement and any subsequent escrow instruc-
tion, as such may be amended from time to time, this Agreement
shall control as between City and Seller unless the escrow
instructions expressly state that this Agreement is being amended
thereby and said escrow instructions are signed by both City and
Seller.
8.3 Construction of Agreement. The language in all
parts of this Agreement shall be in all cases construed simply
according to its fair meaning and not strictly for or against any
of the parties hereto. Headings at the beginnings of Paragraphs
and Subparagraphs of this Agreement are solely for the
convenience of the parties and are not a part of this Agreement.
When required by the context, whenever the singular number is
used in this Agreement, the same shall include the plural, and
the plural shall include the singular; the masculine gender shall
include the feminine and neuter genders and vice versa; the word
"person" shall include corporation, partnership or other form of
association; and the words "City" and "Seller" shall include the
respective heirs, personal representatives, successors and
assigns, if any, of them.
8.4 Choice of Law. This Agreement and the transaction
herein contemplated shall be construed in accordance with and
governed by the laws of the State of California.
8.5 Merger of Prior Agreements and Understandings.
This Agreement, the Revised Stipulated Judgment, and the Exhibits
hereto contain the entire understanding between the parties
3:31-b -11- ->,
071486
*******
relating to the transactions contemplated hereby and all prior or
contemporaneous agreements, understandings, representations and
statements, oral or written, are merged herein and shall be of no
further force or effect.
8.6 Further Acts. Each party, upon the request of the
other, agrees to perform such further acts and to execute and
deliver such other documents and instruments as are reasonably
necessary to carry out the provisions of this Agreement.
8.7 Severance. Should any portion of this Agreement
be declared invalid and unenforceable, then such portion shall be
deemed to be severed from this Agreement and shall not affect the
remainder thereof.
8.8 Rule Against Perpetuities. The transactions
contemplated hereby must be consummated, if at all, within the
time permitted by the Rule Against Perpetuities, including
modifications thereof, currently in force in the State of Cali-
fornia.
8.9 Incorporation of Exhibits. Exhibits A through H
are hereby incorporated into this Agreement as if set out in full
at the reference thereto herein.
8.10 Memorandum of Agreement. Subject to the following
sentence, City shall not record this Agreement or any evidence
hereof. However, at the request of City, Seller shall execute a
memorandum with respect to this' Agreement which City is hereby
authorized to cause to be recorded in the Official Records of Los
Angeles County. Such memorandum shall not change or otherwise
affect any of the obligations or provisions of this Agreement.
8.11 Execution in Counterparts. This Agreement may be
signed in counterparts with the same effect as if all parties
3:31-b -12-
071486
w
hereto had signed the same signature page. All counterparts
shall be construed together and shall constitute one Agreement.
Any signature page of this Agreement may be detached from any
counterpart without impairing the legal effect of any signatures
thereon, and may be attached to another counterpart identical in
form thereto but having attached to it one or more additional
signature pages.
8.12 Partnership. Seller, as to that portion of the
Property other than Parcel F, warrants and represents that it is
a general partnership organized and existing under the laws of
the State of California, having its principal place of business
in the County of Los Angeles, California, and is authorized to
execute this agreement on behalf of Seller.
8.13 Effect of Agreement to Purchase Price. City
agrees that it will not argue in any legal or equitable pro-
ceeding between it and Seller, or any of them, that Seller's
agreement herein to the Purchase Price or to the Parcel F Pur-
chase Price, or that Seller's execution of this Agreement is
evidence of the fair market value of the Property, Parcel F or
either of them.
8.14 Limitation of Remedies. It is hereby agreed that
neither party hereto shall have the right to recover or seek
recovery of damages from the other following any breach or
default by such other party of any of the terms of this
Agreement, and that the sole recourse for any such breach or
default shaLl be to seek non-compensatory relief, including, but
not limited to by way of writ of mandamus or prohibition,
declaratory relief, injunctive relief, specific performance,
contempt, or similar remedies.
IN WITNESS WHEREOF, City and Seller have executed, or
caused this Agreement to be executed by their duly authorized
3:31-b -13-
071486
officers, agents or representatives, as of the day and year first
above written.
GROVE APARTMENTS INVESTMENT CO.
a partnership
By:
Its:
H.F.H., LTD., a California limited
partnership
By:
ROBERT GETZ
Its: General Partner
HARRY J. L. FRANK, JR.
BERNARD CITRON TRUST
By:
Its:
FRED A. BARTMAN, JR.
MARITAL TRUST UNDER THE WILL OF
WILLIAM S. BARTMAN
By:
Its:
3:31-b -14-
071486
RESIDUARY TRUST UNDER THE WILL OF
WILLIAM S. BARTMAN
By:
Its:
THE CITY OF CARLSBAD
By:
Its:
APPROVED AS TO FORM AND CONTENT:
Vincent Biondo, Jr.
City Attorney, City of Carlsbad
3:31-b -15-
071486
EXHIBIT A
PARCELS D, E and E PRIMELEG;X DESCP.IPTIONS
EXHIBIT A 31*
v^
:H U'C! Tlf.TT,: tC HTtiT *•••'"
lit l.i|c, .!.: ;S c.i.ritic .f .c.-cw.
jr t>t 5
PAItCEl 1
* ,r 11 l? 13 14 15 .nd 16 in »"P Iwe.lyptu* Fore*t»"*"" ..u»^: »; ^AV^y;^Vncr.t> ., ..;. ««o, «.u_.«.
the Office of the Ccur.ty
!.»,< 4 West,
4*!o7 Let to tbe
eurv. CODC.V.
•.id »oi« »••"tbroujh . ee«r.l
tattat Mid curve
303.23 feet. tbe»ce
. 272.00 feet; thence "°rtj
curve CODC.V.
to ..id foi»t »
curve tkro«gh . ce.tr.1 «1
*»
, jj «t-.^» tk*nec aloofc the E»*t lice of
rn§r"B0 " Ki»t Wi«g W • «oirui»|ent
of 310.00 ftet. • r.ditf UM to
Sovtbve.terly .lo»g ..id curve
di.t.oce «f 224.il f««t; thence• t||eBCf South «i»25'08- tte.t
f.et; tbeoc. •Dftk 79%0'53-iw it. |Mt ^ a ^^ „ .
B* ' «f 761.30 feet. • i.dl.l
fo«tke..t.rly .let* Mid
rcf of «.00 f*et. tbe.c.
.95 feet, thence Horth 1.00 foot;
South 350.00 feet; theoc. South«g . 350.95 feet,
rJ.-SS- * '. *» »"* ^ South 35i.M 263l.?l fS? i the irue Point of Beginning-
Uc.ptin* therefro. th.t ^>rtion
fencing .t the Per the^erl, eoroe^ ol
according to lUp thereof Ho. ^981 3 f 1 1- »
..id S.a Wego Couot;» ^I«.t«rly line of Mid Bo.p
thence »rt. tfll'io; *beginning of . non-t.ngen^
310.00 feet; thence Southerly .long
41*32*30- 1""
.. follows
to•9-ll'20' Vest. 30.085 feet to the
fouth««t«rl, .nd h.vinj .
b j.^.^- E.$tf
». Tr.ct Vo. 1. SO.4S feet;
Folnt of Beginning »d the
Shemer ly .- h.ving . r.dius of
r ^ . eentrrf .ngle of
^ MllJ ei>nre, iorth
of • »on-t.ntent cunre. eonc.ve
tkenc< ^^^ ^osg Mldrr .»d .re dist.nce of 270.32 feet;
•«.. SMI feet to the True Point of
ieflnning.
i
*. *;
Street i» Boif
«»<••<t.ltOB described ••
the Southve,!*! r y of
Korth 6E-30-20 Uit. 9*0
Uorth U-09'57' *«!1' 40'Korth..sterly .nd h.vii»F .
curve thru • e«tr«3 .«glf =
to
eurve eoDc.ve
^o^ Mid
of 178.34 «««t; tbe.ce
the WgiBBii* of
1042.00 feet; the.ce
10»17»57* w> «rc <i»tii»e« of
B-S'S- *.t. 108.41 feet to
»outhve.t«rl,
curve thru o ce.trtf
of *ltb • curve
o» ore *l.t«ce 1140.00 f*et to the be«i»i«t
. rodlu. of 838.50 feet;
Mtlt of 13-24UA- ., ore
•ortli WOO'OO- ^»l» 174*31
i, tccordir* to Hap thereof
Recorder of Mr Pi ego County. June
pcj^ of Bt£innlnf. thence
cf . f. t eurve eone.ve
) f««t; tht.ct Korthvejterly .long
u- .„ .re «Ut.«e of 265.33 feet;
to fbf bef ,„„!„, ef
.di« of 458.00 fetjthe.ce
of «*18'3B- .» ate distwce
25'53'ir We.t 1S9.20 fjet to
»orth...t«rl, .od Uvi«g . r^lu. of
Mld eBrv. tin, • ce.trtf .*!« of
. tbeoce Ui«e.t to ..Id eurve Iterth• *" . "J Ungeot curve concave
f tb«ce%onhLe.t«rl, alo^ ..id
rf ,0.S2 fet to • ffi«t
oi>d tovl^ . ro«i«» •' •»•»• •n»52'04- B.tt; tbenee
eurve, alo« Mid eurve tbru • eestr.l
f •«;*!•«. t.«|«»t to ..id curveoff IW-a • .
f .50 T feet? th«c« E..terly ..id
feet to the Irue Point of
..id We.terlj
402.52 feet to the
feet to the begl«ii4
Usterlj .»d Uvl^ •»•««of 14«35'23' ..
>ua~
I 0
^---v er tic <••'.«?.-• c' ?«:.?: ftft. tVirct t.rf.rt tc «l(f ettv. ftrrtt
25 ,. ?. tr *TC. ...t ,f ......-» •••• c: i ii r.,*:: cvrvt cci:*.t Itsti:.;-
I-:':;'!- V«j:. ••'•••/'• I;. ",.«• 'tU-ct *:cr.t »*« curve through • eer.tr*!"•',u:rir'2,"Vu., .«««.«- «"!»f...; «»««<• ^»j> »•«•»: v>^-•o{lc of 13 21 49 £••"•" eouthctjv rJlM of wy li»« of lUrrou Io»d. The
SSlSTiM irtoot Si^'-iSl t.»lB
y.u ^ 20.00 loot r.aiu.
"Mid Southerly .Igkt
of
.
of Krron »o.«.
FAECEl 3
... 99 9^ 2ifortion* of Lots 22 23, 24.
forest
of Euc«l>Ft« Street li» Bo»p Eucalyptusof iu >^ Cour of fc|1 w
tb«eof ». 1136. IUH I. the Office of
'• l'OB* ^^ " lonow:
1
to the
aost Soutl»e»t*rly corner of lot 25 to Mid tract; tbencemo*t So«t«« y 23*27'45' Ve.t 1*5.00 feet;
to! ^Vo. "ieett tbe.ce Sorth 18'09'37- Ve.t 40.89 feet
of . l««e«»t eum eo.c.v. *>rtbe-t«rl, .«3 b.^1^ • f.dl« ofof *"*e" alon£ MM curve throuf>> • e«tr«l anjle of.S?^^ frue Follt of iefl"nlBt; tb"ee
^^"ii ^;i.S^M».ST5«S"»St. f^ to M" «^e north
2-88- i« lifSo fc«t to the begl«ml.g «f . fnfent curie eo.c.ve
25 53 13 *e$t "*•' dlog ef 1042.00 feet; tbeace iorthve.terly along•ortheasterly and havli* a »•«« 01 t of M7.30 feet;
True Joint ef Beginning
follovii« ieacrlhed eenterline
B the of aald lot 25 lUtant thereon Borth«s« ssvsa
% I
<eet
EXHIBIT *-
PARCEL F
EXHIBIT A-1
MftCCL 1:
t. ollovs*
t. th«
central antic of
Beat 161.50 feet to a .
OF BEGINNING; thence South
BEGIRKIMC
of
2:-
Ibo.«
. Cit, .f
SJS.
f __„and of Eucalyptus Street In HOSP
*-
lot 20: tbence along the Easterly
..1*
.f J0.lt
of e.rr«.
of
«ortv 70'2»<J«' ««•' *'••
Kt M.lf f«et to the lUB WIKT OF
WUSI COHPAKI'*
of e.Mf.nd.,
th. C.»t, Uc.rt.r of S»
«0.
ORIGINAL
C*':f M
_•>»•-'/
fttsi»r.inS .t the 5«:M": '":!!h io'29'00- Vest 7SS.fi l«et to . point or. .line of ..id lot. 20 and 19. kortb •. « « »orlhl,e,t.rly. . r.di.l line of
non-tongent 462.52 foot r.diu. eorws eon" Kortbe.*ttrly along the
Xnl W.r. ^^»:"fl?\^tV.iM.il^ I *2?oW • ««.nct of U2.30.« .f ..Id eunre tbrongh a_ control ang*« fc 70»2S*24* to.te
eunre thromh • e«ot"!tlVtl f.ef tk«»et Porth 70*2S'24" toil
tbc. foutb W-H'OO- •£ I J;7*.^ \7«e of ..Id tot 20; tbenc.
.il f««t to •» »«t"eel »B'00- i.t 278.00 feet to the tol.t of
FARCEL 3:
33 of Iue«ljptu» Strtet IB 10SPs:
t ollov.i lot 20: tVence •long tbe latterly
.^^^^
of ^ieb tean toutb 49 2 2 30 •• « ^wl ««lt W24'35-. • <itt»ce of
tbt .re of Mid «^/^«^«?orrt lI'M" 1-t 449.44 ft.t to43.72 f««t; tbeoct U«t«ot to ••"«££' r7dltti ettm eonWe Soutbe.tt.tly;
the Wiinrdt* of • «««Mt *f ®^ of ..id eurr.. tbro««h o control ongl. oftbenct Vrtbe..ttrl, .lo«4 Jbe»rc of 0.10 . ^ wfd fcrA
S7»47«39- o di.t.nee of 323.22 foot. ™ £ w ^ foot MdlM eBnre
73-00'14- i..t 111-94 foot to tb. ^ W| jt-Jj jf ^^ .lonf tbt .re of ..id
CODC.T* $outbwe.terly; tbeB" ^ §6'40'30- o «i.t.«ce of 50.26 f«t to tbe
e«r^.. tbrough o •""•J.J'gJ*^ r.ai«. eur^e eonc-^e •o'^*""/1//..^"Wf inning of • ttw». W2.00 foot r.««. ^ al u of 24.45.00 ,
foutbe..t.rly .loog tb. ore of ••J4,^^.^- «e.t 161.30 foot to • joint
. «i.t.nct of *^i «r« 2S fr« tbe HUB FOIHI OF BECIIIKIIIC; thence Sooth
™
THE^OH tho.e portion, lying South^.terly of the ******
of o.id Eueolyptui Street.
»r/.4»
EXHIBIT B
PRELIMINARY TEXT OF BALLOT MEASURE
Shall the City of Carlsbad, California incur a bonded
indebtedness in the principle amount of Five Million Mine Hundred
Fifty Thousand Dollars ($5,950,000.00) for the purpose of the
acquisition by said City of a certain municipal improvement of
approximately 52.68 acres of undeveloped land known as Hosp Grove
to be acquired for park or open space purposes and for the
payment of all costs and expenses in connection with such
acquisition and the issuance of the bonds.
EXHIBIT B
EXK1BI* C
RELEASED AGREEMENTS
1. A Contract for the Creation of a Lien for Payment for Public
Improvements, dated January 27, 1981, executed by the City of
Carlsbad and Grove Apartments Investment Company, recorded
January 30, 1981 as File No. 81-030961 of Official Records.
2. A Contract for the Creation of a Lien for Payment for Public
Improvements, dated January 27, 1981, executed by the City
of Carlsbad and Grove Apartments Investment Co., recorded
February 10, 1981 as File No. 81-041815 of Official Records.
3. A Contract for the Creation of a Lien for Payment for Public
Improvements, dated January 27, 1981, executed by the City
of Carlsbad and Grove Apartments Investment Co., recorded
February 17, 1981 as File no. 81-048012 of Official Records.
EXHIBIT C
EXHIBIT D
AGREEMENT FOP SETTLEMENT
0? DISPUTES AND MUTUAt RELEASES
(Tc Be ttiivercc 7c
Regarding Property
Close Of Escrow)
EXHIBIT 0
o
AGREEMENT FOR SETTLEMENT OF DISPUTES
AND MUTUAL RELEASES
(To be Delivered to Escrow
re Property Close of Escrow)
THIS AGREEMENT is made and entered into this day of
July, 1986, by and between Grove Apartments Investment Co.
("Grove"), H.F.H., Ltd. ("H.F.H."), Harry J. L. Frank, Jr.
("Frank"), the Bernard Citron Trust ("Citron Trust"), Fred A.
Bartman, Jr. ("Bartman"), the Marital Trust under the Will of
William S. Bartman ("Marital Trust"), the Residuary Trust Under
the Will of William S. Bartman ("Residuary Trust"), Odmark
Development Company ("Odmark"), and the City of Carlsbad
("Carlsbad").
I
FACTUAL RECITALS
1.0 This Agreement is entered into with reference to the
following facts:
1.1 Grove is and/or previously was the record owner of a
portion of certain real property located in the County of San
Diego (the "Grove Parcel"). The legal description of the Grove
Parcel is attached hereto as Exhibit "1", and incorporated herein
by this reference.
HJRlE:Agr -1-
1.2 For purposes of development, the Grove Parcel was
divided into sub-parcels A, B, C, D, and E, all as reflected on
the Master Plan of Development, approved by Carlsbad on or about
March 3, 1970.
1.3 Grove Sub-parcels B and C have already been developed.
Sub-parcels D and E have the following acreage, which Grove
previously intended to develop with residential units as follows:
D 16.085 acres 130 units
E 27.675 acres 240 units
1.4 Certain of the partners of Grove and HFH, Ltd. are the
record owners of certain real property located in the County of
San Diego ("Parcel "F"). The legal description of Parcel (F is
attached hereto as Exhibit "2", and incorporated herein by this
reference.
1.5 Parcel F consists of approximately 8.92 acres.A
1.6 On or about October 9, 1964, a Grant of Easement of-
Right-of-Way from Rildan, Inc., a predecessor-in-interest to
plaintiff Grove Apartments Investment Co. ("Grove") to the City
of Carlsbad ("Carlsbad") and the Vista Sanitation District
("VSD"), as tenants in common ("Rildan Easement"), dated July 23,
HJR18:Agr -2-
1964, was recorded in the office of the County Recorder, County
cf San Diego, in Book 1964 at Page 184917.
1.7 On or about October 9, 1964, a Grant of Easement of
Right-of-Way from Fawco, a partnership, Bernard Citron
("Citron"), and Harry J. L. Frank, Jr. ("Frank"), all
predecessors-in-interest to plaintiff Grove, to Carlsbad and VSD,
as tenants in common ("Fawco Easement"), dated July 23, 1964, was
recorded in the Office of the County Recorder, County of San
Diego, in Book 1964 at Page 184916.
1.8 On April 6, 1977, the City Council of Carlsbad adopted
Ordinance No. 7047 and Ordinance No. 7048, which Ordinances were
superseded by Ordinance No. 9518 creating Chapter 21.49 of the
Carlsbad Municipal Code and Ordinance No. 8073 creating Chapter
18.05 of the CMC, and which imposed a moratorium on the issuance
of building permits in Carlsbad and a moratorium on the
acceptance of applications for and granting of discretionary
approvals for development projects in Carlsbad.
1.9 On or about September 12, 1977, Grove Apartments
Investment Co. ("Grove"), a partnership, as. successor in interest
to Rildan Inc., Fawco, Citron, and Frank, filed an action in the
Superior Court entitled "Grove Apartments Investment Co., a
partnership, v. City of Carlsbad, a Municipal Corporation, Vista
Sanitation District, a Public Corporation," being Civil Action
No. N 9052 in the Superior Court for the County of San Diego,
HJR18:Agr -3-
North County Branch (hereinafter "Action No. N 9052"), seeking,
among other things, a judicial determination of its rights and
obligations under the Rildan and Fawco Easements and under
Ordinance Nos. 7047 and 7046, as amended and supplemented.
1.10 On or about July 31, 1978, pursuant to leave granted
by the Court therefor, Carlsbad filed a cross-complaint for
declaratory relief adding HFH, Ltd. ("HFH") and Kamar
Construction Company ("Kamar") as parties to this action.
1.11 The trial in the matter commenced in October 1978 and
continued thereafter, except where recessed, until November 20,
1978 when all sides rested, with the presentation of numerous
oral testimony and the introduction of voluminous exhibits by all
parties.
1.12 On November 21, 1978, the Court, after hearing
argument, issued certain tentative rulings, and ordered further
briefing in said action.
1.13 Subsequent to November 21, 1978, the parties and
others, after numerous meetings and other negotiations, entered
into an Agreement for Settlement of Lawsuit and Mutual Releases
(hereinafter the "Grove Settlement Agreement"), resolving, among
other things, all the issues in the action.
Mo
HJRlB-.Agr -4-
1.14 Pursuant to said Grove Settlement Agreement the
parties stipulated to entry of a Judgment Pursuant to Stipulation
(hereinafter the "Grove Judgment"), which thereafter was duly
entered herein, and which provides for certain development rights
with regard to the property which is the subject matter thereof.
1.15 The Grove Judgment provides, among other things, that
the rights provided therein shall terminate after the 10th
anniversary of events more specifically referred to therein, such
that it could be contended that said rights would cease sometime
in late 1989.
1.16 Subsequent to the entry of the Grove Judgment, certain
of the real property which is the subject matter of the Grove
Judgment was developed.
1.17 In order to develop and/or cause the development of
certain remaining portions of the real property which is the
subject matter of the Grove Judgment, Grove entered into an
agreement with Odmark Development Company ("Odnark"), which, as
from time to time amended (the "Grove Odmark Agreement") ,
provides for the sale to Odmark of Parcels D and E of the
property, Parcel E being comprised of sub-parcels E and E Prime.
1.18 Pursuant to the Grove/Odmark Agreenent, Odmark
prepared certain designs and plans for a project involving the
construction upon Parcel E of 216 condominium units (the
HJR18:Acr -5-
"proposed condominium project"), thus involving a project density
of 10.8 dwelling units ("dus") per acre, excluding designated
open space and 40% slopes.
1.19 Prior to January 22, 1986, Odmark submitted to the
Planning Department of the City of Carlsbad an Environmental/
Initial Study including numerous reports and supplemental reports
evaluating potential environmental impacts of and corresponding
mitigation measures for the proposed condominium project.
1.20 The Planning Director of the City of Carlsbad, after
determining that the proposed condominium project would not cause
any significant impacts because potential impacts had been
mitigated, issued a Mitigated Negative Declaration, dated January
26, 1986, which, on February 5, 1986, was recommended for
approval by the Planning Commission of the City of Carlsbad.
1.21 Odmark applied to the Planning Commission of the City
of Carlsbad for approval of a two-lot tentative map and 216/unit
condominium permit with regard to the project.
1.22 By Planning Commission Resolution No. 2538, the
Planning Commission of the City of Carlsbad recommended approval
of a two-lot tentative map and 216-unit condominium permit for
the project.
HJR18:Agr -6-
1.23 On March 18, 1986, the City Council of the City of
Carlsbad held a public hearing to consider the request by Odir.ark
to approve the tentative map and condominium unit permit, and
further to consider approving the Mitigated Negative Declaration
issued by the Planning Director and recommended for approval by
the Planning Commission.
1.24 A number of members of the public appeared at said
hearing to challenge the project, to advocate the acquisition by
the City of Parcels D, E, and F (or portions thereof) for
recreational purposes, and/or to question the conclusions of the
Planning Director and Planning Commission leading to the issuance
of the Mitigated Negative Declaration.
1.25 By Resolution No. 8468, the City Council of the City of
Carlsbad disapproved the Mitigated Negative Declaration, and
directed the preparation of an Environmental Impact Report for
said project.
1.26 In connection with said action, the City Council voted
to cause a review of both the General Plan and Hosp Grove Master
Plan, and to consider the possibility of acquiring some* or all of
Parcels D, E and F.
1.27 Subsequent to the foregoing, Grove and Odmark placed
the City on notice of their position that the foregoing actions
of the City Council in disapproving the Mitigated Negative
HJR18:Agr -7-
Declaration, requiring that an Environmental Impact Report to be
prepared concerning said project, causing the Hosp Grove Master
Plan and General Plan to be reviewed were unlawful and in
violation of their rights, including their rights to development
under the Judgment entered in this action.
1.28 Subsequent to the actions of the City Council
described hereinabove, members of the public have continued to
express a desire to attempt to acquire Parcels D, E and F, or
some portion thereof, for park and/or recreational purposes, and
Grove and Odmark have continued to assert their rights to develop
said parcels.
1.29 Since April, 1986, representatives of the City of
Carlsbad, Grove, and Odmark have met and otherwise communicated
on numerous occasions in order to resolve the disputes which
exist between them arising out of the foregoing.
1.30 On or about July , 1986, Grove, H.F.H., the Vista
Sanitation District, Kamar Construction Company, and the City of
Carlsbad entered into a Stipulation for Entry of Revised
Judgment in Civil Action No. N 9052, pursuant to which a Revised
Judgment Pursuant to Stipulation (the "Revised Grove Judgment")
has been or will be duly entered therein;
1.31 It is now the desire and intention of the Grove and
Odmark parties, on the one part, and the City of Carlsbad, on the
HJR18:Agr -6-
other part, to compromise and resolve all of the disagreements
and disputes which exist or may exist between them arising out of
the foregoing, above, and also to resolve certain other matters.
Pursuant to and in accordance with this desire, and in considera-
tion of the promises and releases contained herein, the parties
agree as follows:
II
RELEASES
2.0 Grove and Odmark, and each of them, do hereby release
and absolutely discharge the City of Carlsbad of and from any and
all claims, demands, damages, debts, liabilities, accounts,
reckonings, obligations, costs, expenses, liens, actions and
causes of action of every kind and nature whatever, whether now
known or unknown, suspected or unsuspected, which Grove and/or
Odmark now have, own, or hold or at any time heretofore ever had,
owned or held based upon or arising out of any matter, cause,
fact, thing, act or omission whatever occurring or existing at
any time to and including the date hereof in connection with
their ownership of and/or rights and/or attempts to develop
Parcels D, E, and F* (all of which are hereinafter referred to as
and included within the "Released Matters").
2.1 City of Carlsbad does hereby release and absolutely
discharge Grove and Odmark, and each of them, of and from any and
all claims, demands, damages, debts, liabilities, accounts,
HJRl8:Agr -9-
reckonings, obligations, costs, expenses, liens, actions and
causes of action of every kind and nature whatever, whether now
known or unknown, suspected or unsuspected, which the City of
Carlsbad now has, owns, or holds or at any time heretofore ever
had, owned or held based upon or arising out of any matter,
cause, fact, thing, act or omission whatever occurring or exist-
ing at any time to and including the date hereof in connection
with their ownership of and/or rights and/or attempts to develop
Parcels D, E, and F (all of which are hereinafter referred to as
and included within the "Released Hatters").
2.2 Grove does hereby release and absolutely discharge
Odmark of and from any and all claims, demands, damages, debts,
liabilities, accounts, reckonings, obligations, costs, expenses,
liens, actions and causes of action of every kind and nature
whatever, whether now known or unknown, suspected or unsuspected,
which Grove now has, owns, or holds or at any time heretofore
ever had, owned or held based upon or arising out of any matter,
cause, fact, thing, act or omission whatever occurring or exist-
ing at any time to and including the date hereof (all of which
are hereinafter referred to as and included within the "Released
Matters").
2.3 Odmark does hereby release and absolutely discharge
Grove of and from any and all claims, demands, damages, debts,
liabilities, accounts, reckonings, obligations, costs, expenses,
liens, actions and causes of action of every kind and nature
HJR18:Aqr -10-
whatever, whether now known or unknown, suspected or unsuspected,
which Odmark now has, owns, or holds or at any time heretofore
ever had, owned or held based upon or arising out of any matter,
cause, fact, thing, act or omission whatever occurring or exist-
ing at any time to and including the date hereof (all of which
are hereinafter referred to as and included within the "Released
Matters").
2.4 The releases contained in this Agreement, and the
descriptions of the Released Matters, do not cover and should not
be deemed to purport to cover:
A. Any of the rights, duties or obligations of any
party concerning E.D.U.'s or other sewer-related rights as
provided for in the Revised Grove Judgment and presently unused,
including, but not limited to, the rights to connect and the
obligations, if any, to pay for same;
B. Any of the rights, duties, or obligations of any
person or party under the Revised Grove Judgment or otherwise
concerning the real property referred to in the Revised Grove
Judgment as the "May Stores Non-Coastal Zone Commercial Parcel"
and/or the "May Stores Coastal Zone Commercial Parcel";
2.5 It is the intention of the parties in executing this
Agreement, that this Agreement shall be effective as a full and
final accord and satisfaction and general mutual release of and
HJR18:Agr -11-
"*>
•w
from all Released Matters, except only as otherwise expressly
provided in this Agreement. In furtherance of this intention,
each of the parties acknowledges that it is familiar with Section
1542 of the Civil Code of the State of California, which provides
as follows:
"A general release does not extend to claims which
the creditor does not know or suspect to exist in his
favor at the time of executing the release, which if
known by him must have materially affected his settle-
ment with the debtor."
Each of the parties waives and relinquishes any right or benefit
which it has or may have under Section 1542 of the Civil Code of
the State of California or any similar provision of the statutory
or non-statutory law of any other jurisdiction to the full extent
that it may lawfully waive all such rights and benefits
pertaining to the subject matter of this Agreement. In connec-
tion with such waiver and relinquishment, each of the parties
acknowledges that it is aware that it or its attorneys may
hereafter discover claims or facts in addition to or different
from those which it now knows or believes to exist with respect
to the subject matter of this Agreement or the other parties
hereto, but that it is its intention hereby fully, finally, and
forever to settle and release all of the Released Matters, known
and unknown, suspected or unsuspected, which now exist, may
exist, or heretofore have existed, between their..
HJR18:Agr -12-
2.6 The parties hereto each warrant and represent to the
other that it is the sole and lawful owner of all right, title
and interest in and to all of the respective Released Matters and
that it has not heretofore, voluntarily, by operation of law or
otherwise, assigned or transferred or purported to assign and
transfer to any person whomsoever any Released Matter or any part
or portion thereof, or any claim, demand or right against the
other. Each of the parties shall indemnify and hold harmless the
other from and against any claim, demand, damage, debt,
liability, act, reckoning, obligation, cost, expense, lien,
action, or cause of action (including payment of attorneys' fees
and costs actually incurred whether or not litigation be
commenced) based on or in connection with or arising out of any
such assignment or transfer or purported or claimed assignment or
transfer.
III.
BENEFICIARIES
3.0 This Agreement is not for the benefit of any person who
is not a party signatory hereto or specifically named a
beneficiary in this paragraph. The provisions of this Agreement •
and the releases contained herein shall extend to and inure to
the benefit of, and be binding upon, in addition to the parties
hereto, just as if they had executed this Agreement: the
respective legal predecessors, successors and assigns of the
parties; each and every entity which now is or ever was a parent
HJR18:Agr -13-
or subsidiary of Odmark; the respective past and present
officers, shareholders, officials, directors, partners,
employees, trustees, beneficiaries, and attorneys of the parties
and/or of each such parent or subsidiary entity, and their
respective legal successors and assigns; and each of the
foregoing.
IV.
GENERAL
4.1 This Agreement and the releases contained herein and
affect the settlement of claims which are denied and disputes
which are contested, and nothing contained herein shall be
construed as an admission by any party hereto of any liability of
any kind to any other party. Each party expressly denies that it
is in any way liable or indebted to any other party.
4.2 This Agreement and the Revised Judgment constitute and
contain the entire agreement and understanding concerning the
subject matter between the parties, set forth all promises and
inducements made by any party to any other party with respect to
any of the subject matter, and supersede and replace all prior
negotiations, proposed agreements or agreements, written or oral.
Each of the parties acknowledges to each of the other parties
that no other party nor any agent or attorney of any other party
has made any promise, representation or warranty whatsoever,
express or implied, written or oral, not contained herein
HJR18:Agr -14-
concerning the subject matter hereof to induce it to execute this
Agreement, and each of the parties acknowledges that it has not
executed this Agreement in reliance on any promise,
representation or warranty not contained herein.
4.3 Each party acknowledges to each of the other parties
that it has been represented by independent legal counsel of his
own choice throughout all of the negotiations which preceded the
execution of this Agreement and that it has executed this
Agreement with the consent and on the advice of such independent
legal counsel. Each party further acknowledges that it and its
counsel have had adequate opportunity to make whatever
investigation or inquiry they may deem necessary or desirable in
connection with the subject matter of this instrument prior to
the execution hereof and the delivery and acceptance of the
consideration specified herein.
4.4 This Agreement and any other documents referred to
herein shall in all respects be interpreted, enforced and
governed by and under the laws of the State of California applic-
able to instruments, persons and transactions which have legal
contracts and relationships solely within the State of
California. Counsel for all parties have read and approved the
language of this Agreement. The language of this Agreement shall
be construed as a whole according to its fair meaning, and not
strictly for or against any of the parties.
HJR18:Agr -15-
4.5 As used in this Agreement, "persons" includes natural
persons, corporations, partnerships, joint ventures and any other
entity.
4.6 Whenever in this Agreement the context so requires, the
masculine gender shall be deemed to refer to and include the
feminine and neuter, and the singular to refer to and include the
plural.
4.7 This Agreement may be executed in counterparts and
shall become effective when all parties have executed and acknow-
ledged at least one counterpart and counterparts executed and
acknowledged by all parties have been delivered to counsel for
the parties.
4.8 The titles of the various articles of this Agreement
are used for convenience of reference only and are not intended
to and shall not in any way enlarge or diminish the rights or
obligations of the parties or affect the meaning or construction
of this document.
IN WITNESS WHEREOF, the parties hereto have set their hands
HJRlBrAgr -16-
•••***,
.,*/'
and seals as of the day and year first written above.
GROVE APARTMENTS INVESTMENT CO.
a partnership
By:
Its:
H.F.H., LTD.
By:
Its:
HARRY J. L. FRANK, JR.
BERNARD CITRON TRUST
By:
Its:
FRED A. BARTMAK, JR.
MARITAL TRUST UNDER THE WILL OF
WILLIAM S. BARTMAN
By:
Its:
HJR18:Agr -17-
RESIDUARY TRUST UNDER THE WILL OF
WILLIAM S. BARTMAN
By:
Its:
ODMARK DEVELOPMENT CO.
a corporation
By:
Its:
THE CITY OF CARLSBAD
By:
Its:
APPROVED AS TO FORM AND CONTENT:
HAYUTIN, RUBIKROIT, PRAW & KUPIETZKY
By:
Howard J. Rubinroit
Attorneys for Grove Apartments
Investment Co.; H.F.H., Ltd.;
Harry J. L. Frank, Jr.; Bernard
Citron Trust; Fred D. Bartman,
Jr.; Marital Trust under the
Will of William S. Bartman,
Residuary Trust under the Will
of William S. Bartman
Vincent Biondo, Jr.
City Attorney, City of Carlsbad
HJR18:Agr -18-
PETERSON, THELAN & PRICE
By:
V
Attorneys for Odmark
Development Co.
HJRl8:Agr -19-
PARCEL A ' -3r..* ^^^• • *•Suuparcgl (i)__
All that Portion of Section 32f T11S, R/.IU, S.S.O.m. In tho
City of Cerlsbnd, County of Son Diego, Stato of California
according to United Stotoo Covornmont Survey, approvad December
29, 1870, deocribed oo follows: •
Beginning at a Point on the Vest line of oaid Section 32
dlotont thereon South 0°5G'20" liloot, 414.76 foet from the Ulest
quarter corner of oaid Section 32, thence South Q9elB'10N East,
990.00 feet to Cast line of that certain tract of lend In enid
Section 32, conveyed by Dovld 3. Barren, Ct Al to Reginald Mornm,
by Deed doted Duly 2, 1921, end recorded in Book OS1, Pogo 474 of
Doods; thence Northerly olong eoid'East lino North 0°56'20" East,
134.53 feet to THE TRUE POINT OF BEGINNING; thence continuing
North 0°5G»20" Ecfot, 563.96 feet; thence North 77°15fSl" • jEnot,
430.72 feet to a point on o non-tnngont curvo concave Nocthecicterly
and having a rodiuo of 2563.00 feet, caid curve being the South—
easterly Right of Way of a otrip of land 126.00 feat in width
grontod to trio City of Carlobed by Deed recorded Kerch 11, 1966
under Recorder's File No. 42245 for Public.Hlghwoy purpooeo, a
radlol lino to aoid point boera South 76°22'4B" Vest, thence •
Southwesterly along aaid curvo thru a central engle of 19°59'03*
.en ore distance of 093.95 feet to a point of cusp with a curve
concave Southerly and having a radiue of 20.00 feet, a radial
line to eaid point of cuop beers North 56°23>45t> Cast, thence
Northerly end Westerly along the lest mentioned curvo thru a
central angle of 8Q*53f27n an arc distance of 31.03 foet, thence
tangent to oeid curve South 57°30'i8" Ueat, 91.42 feet to the
beginning of a tangent curve concave Northerly and having a
radius of 330.00 feet, thence Westerly along 00id curve thru a
control angle of 6G°29IG1H en ere distance of 394.44 foet, thanes
tangent to oaid curve uorth 54°00'41" Beet, 196.34. feet to the
beginning of o tenocnt curve concave Southwesterly and having e
radius of 470.00 feet, thence Northwesterly along eaid curve thru
a central cnglc of 2C°32'50" en ore distance of 168.55 feot te
THE TRUE POINT OF EECCING. ' .:--••
EXHIBIT 1
Fare Two
/
PARCEL A (Cont'd.) .
' CreO, A* ^ £cU/i/ V
?
UtOL
V
1 (i 1)
A Portion of Loto 23, 24 and 25 in Hoop Cucolyptue Foroot •;
Compony'o Troct No. 1 occording to mop No. 1136 filed in The
Office of Tho County Racordor of. Son Oiogo County, Stcte of
Californio, being noro particularly doocribod oo follows: .
Beginning ot tho Southwoot corner of ooid Lot 25 thonco ulong
tho Southwoetorly lino of oeid Lot 25 North 23°27*45H Woot, 195.00 '
foet to THC TRUE POINT OF BEGINNING, thence continuing elong the
Southweoterly lino "of said Lot 25 North 23°27'4Sn Beet 270.1A feet,
to the most Southerly corner of eold Lot 24, thence olong tho
Southwooterly line of ooid Lot 24 North .44"33'45" Soot, 19.02 feet
to on intersection with tho Northeoetorly prolongation of tho
Northoeotorly lino of'Foroot Street (20.00 foet vide) oo oald
Street ie ohown on Oiloonio Troct occording to Osp thereof No 2169
recorded in tho Office of Tho County Recordnr of eeld County on
Aug. 13, 1929, thence North 56°22'1SN Coot .30.00 feet olong onld
prolongation, thonco North 3S°52'20N It/ust, 215,00 foot, thonco
North 54«07'40W Coot, 157.79 foot, thence South 2S*S3'13" Ceot
236.80 feet, thence South 66a45*50" Cost 330.26 feet to a point on.
• non-tangent curve concova Northoootorly and having a rociiue of
1042.00 fact, a radial line to seid point boars South 73«29'01"
Cost, thence Southeasterly along aoid curve thru a central onglo
of l°38'SBn an arc distance of 30.00 feat, thence tengent to seid .
curve South .10°OS'57" Cast 40.89 feet, thence South 68030'20" \
West, -.-CO.O :roct.,to,7KE-TnU£ POIf.'T OF c£GlKNlNC.;- .
•». •w"»»* * ••'"
.' *« . "l "'« T* '• . .... ./ . -1.1- .,-•"
$1
m
All that portion of Section 32, Township 11 South, Rongn 4 Uost, 5;.n j
Bernardino Dusu floridion, in tho City of Corlsbad, County of S;»n DIOQO, ,
State of California, according to Unitod Statco Government Survey approve
December 27, 1070 and a portion of Lots'12 and 13 in Hos'p Eucalyptus for- '
cat Company's Tract No. 1, according to Hap No. 1136 filed in the Office *
of tho County Recorder of Son Diego County, State cf California, boing ' j
more particularly cJuooriLioc! ao follauc:
Beginning at a point on the Uost line of Section 32, distant
thereon South 0°56'20" Uost, 414.74 foot from tho Uost Quarter ' "
corner of said Section 32, said Uost lino boing also tho East . •• !
'line of said Hosp Tract, thonco South 89818'10" East, 990.00 fact
to the East lino of that certain tract of land in said Section 32,
convoyed by David 3. flarron, Et Al to Reginald Marron by deed
dated Duly 2, 1921, and recorded in Book 651, Page 474 of deeds,
•thence along oaid East lino North 0856'20" East, 698.49 feot, thence :
South 77815'51H Uest, 347.20 feet; thence Uest 740.00 feet; thence " :
• .South 350.00 feet; thence South 6°51IS911 East 261.11 feet to a point
that bears North 89818'10M Uest from the TRUE POINT Of BEGINNING;
thence South B9818MC'' East. 46.07 fe'et to the TRUE POINT Or" BEGIN-.'
WING, . '* ' • . ... :
Suboarcel (ii) . • .' • 0
* A portion of Lots 21 .and 22, and a portion of Eucalyptus
Street in Hoap Eucalyptus Forest Company's Tract No. 1 according .[
to Boo 1136 filed in Tha Office of The County Recorder of San Diego i
County, State of California, being more particularly described '•
as follcua:• • •
Beginning at the Southeast corner of said Lot 21, thence along
the Cost line of said Lot 21 North 6°5a»00" East 278.56 feet,
thoncs r.'orth 70°28I2&" East 69.19 feot, thence North 44«55I44« East
161.SO feet, thence South AS°04*16" Cast 130.00 feat to The
beginning of a tangent curve .concave Northeasterly and having a
radius of 838.50 feet, thence Southeasterly along said curve thru
a central angle of 25e16'Sc" an arc distance of 370.00 feet,
thence leaving said'curve South 19°38'4aM Ulest 385.45 feet to tha
Southwest line of said Lot 22, said'point being distant thereon
Karth 56«27«35° West 240.00 feet from the most Southerly corner of
scid Lot 22, thence along the Southwesterly line of said Lot 22
Korth 56e27»35" West 59.56 feet to the most 'Southerly corner of .
said Lot 21, thence along the Westerly and Southerly lines of said
Lot 21 the following bearing and distances, North- 51°51'11" Uost
299.13, North 0°OA«00" CJest 17.40 feet and North 69027«00"'Weet .
200.85 feet to THE TRUE POINT Of BEGINNING. ... .
-->. ~ \
^ t'c !
Subparccl (1) I
ft portion of Lots 0, 9, 10, 11, 12, 13, 14, 15 and 16 in Hosp .•;••
Eucalyptus Foroat Company's Tract No. 1 according ta Rap Ha. 1136,
filed in tho office of 'tho County Accordcr cf San 01050 County,
Stato of California, being moro porticulorly doscrlbod oo follous: . .*
' . • **Ooginning at tho Southeast corner of snid Tract, thonco along
tho Cast lino of said tract North 0°56'20" Cast, 2263.66 foot,
said point boing South 0°56'20n Uost, 41A.7A foot from tho Ucst
quarter corner of Section 32, Township 11 South, Range 4 Uest, •' *
San Ournnrdino Ooso Ctnridian, thonr.o North 09Q10I10W Wqst, 46,07 .
foot to YHt VMS WOINY Of DCCINNING; said point boing on a non-
tangent curvo concave Southoastorly ond having o radius of 310.00
foot, a radial lino to said point bears North 43°1«IS3" Uost; * • ..- j
thence Southwesterly along said curvo through a central angle cf • I
41'33'00N an arc distance of 226.81 feot; thence leaving said'-,
curve North B9818'1Q» Uost, 557.72 foot, thence South 61B2S'03f'. I
- Uost 305.23 foot, thenco North \0°19'07"- Uost, 374.05 foot; thonco- ".
North 79?40'S3" East, 272.00 foot; thence North 2°01I30" Uoct/ . •
699.16 feet to, a point on o non-tangont curve concave Southwesterly I
and having o radius of 761.50 foot, a radial lino to said point ;
boars North 10°OG151ri Cast, thonco Southoastorly along caid curvo - '
through a central angle of 3°23I09" an arc distance of AS.00 feet,* .)
thence tangent to said curvo South 76°30'00n Cast, 350.95 foot,
thonce North 1.00 foot, thence South 75°30'00" Cast, 339.00 feet, .
thence South 350.00 feet; thence South 6°51>S9't Cast 261.11 feet ... !
to the TRUE POINT OF BEGINNING. Ii
C Six
" P r\ a-/, ^ ".TAHCliL D-E (Cont'd.) - . *'(...I (nn ^UcJwiu U^UfrUAJl ' "
A portion of tots 8, 9, 10, 16, 17, IB, 23, 26, and 25, end
a portion of Car.on Street, and a portion Of Eucalyptus
Stroot in Heap Cucolyptus Foroot Company 'a Tract f«o. 1 according tc .,-
Map 1136 filed in Tho Office of The County Recorder of San Diego |
County, State of California, being more particularly deacribad aa
follower
•
Beginning at tha most Southwesterly cornor of Lot 25 in aaid
tract, thence along the Southwesterly line of aoid Lot 25 North
23°27»45W West, 195.00 feet, thonce North 60°30'20" East, 360..41
feet to THE TRUE POINT OF BEGINNING, thenca North 1B809'57" Uiest,
4Q.B9 faat to the beginning of a tangont curve concave Northeasterly
and having a radius of 1042.00 feet, thence Northwesterly along said
.curve thru a central angle of 14°35'25" an arc distance of. 265.33
faat, thence tangent to said curve North 3*34*35" West 94.02 feet
to the beginning of a tangent curve concave Southwesterly and having
a radius of 458.00 feet, thence NoYthwosterly along aaid curve thru '
a central angle of 22*18<30" on arc distance of 178.34 feet, thence I
tangent to said curve North 25°53I13" West 1G9..20 feet to the {
beginning of a tangant curve concave Northo'aaterly and having a
radius of 1042.00 feet, thence Northwesterly along said curva thru
a central angle of 10e17'57" an arc distance of 187.30 Feet, thence
tangent to said curve North 15°35'16n Vest, 108.41 feet to the
beginning of a tangent curve concave Southwesterly and having a
radius of 20.00 feet, thence Northwesterly along aaid curve thru a
cantral angle of 88°1SI48I> an arc distance of 30.92 feet to a point
of cusp with a curve concave Northwesterly and having a radius of
'838.50 feet, a radial line to aaid point of cusp bears South 13* .-
52*04" East, thence Northeasterly along the last mentioned curve ;
* thru a cantral angle of 1°43'12" an arc distance of 25.17 Feet,
thence tangent to said curva North 74824«44" East 140.00 Feet to j
the beginninc of a tangent curve concavo Northwesterly and having I
a radius of 033.50 faat, thence Northeasterly along said curve thru '•'
a centre! «noie of 13824'44" an arc distance of 196.28 Feet, thence
. tancenz vr said curve North 61°00'OQ" East, 174.31 Feet to the
beoinnir- cT c tengent curve concave Southeasterly and having a
radius c? "£1.50 fast, thonce Easterly along aaid curve thru a
centrrl r.'ric cf 39°06t51" an arc distance of 519.85 feet, thenca
South 2r::.T:5" Cast 699.16 feet, thenca South 79»4Q'53° West, 272.00
Feet, tr.c-,rr Scvth 10819*07M East 374.05 feet, thenca South 63e30»2011
Weot, Sv;.,«-: -fest to THE TRUE POINT Of BEGINNING. '
Pace Sever.
PAHCEL D-E (Cont'd.)
&4
n
A portion of Lot» 22, 23, 24 and 25 and a portion of Eucalyptus Street in
Itosp Eucalyptuo Forest Co.'o Tract No. 1 aooording to Ka? 1136 filed in the Office
of the Count/ Recorder of San Diogo County, State of California, 'being more particu- .
larly described as follower • ...7/ . .
. Beginning at the moot Southwesterly corner of Lot 2$ in enid tract, thence along
the Southwesterly lino of cold Lot 25 Worth 23*27'45n Went 195.00 font; thence
Horth 68* 3d* 20" CM! 360.4V feet} thoncc Worth 1B*09'57H Kcot 40.89 feet to tho
beginning of a tangent curve eoncavo Northeasterly and having a rmliun of 1042.00 feet|
thence florthwoetcrly alon/j »aid curve thro'igh a central Anglo of 1*30*50" an i&t
diotance of 30.00 feet to the T7KTF. POTIIT 0? DECIinnilC; thoncc continuing alon^ ooid .
curve through a central an^lo of 12* 56 '24" en arc diptonce of 235*33 feet; thence
tangent to »aid curve North 3*34*35" Wect 94.02 feet' to the beginning of n. tanr;rnt
* curve concavt Southweatorly and having a radiuo of 450*00 feot; thenco Korthwectnrly
alon^ said curvt through a central angle of 22*18*33" An ore diotnnce of 170*34 fact;
thenca. tangent to caid curv* Tlorth 25*53* ^3" »eat 189.20 feot to tho fecrinninj; of a
tangent curv* concave Worthaastcrly and having a radius of 1042.00 feet; thence
northwesterly along caid curvi through a central angle of 10*17*57" »n arc distance -
of 187.30 feet;' thence tangent to oaid curve Worth 15*35'^" -cct 108.41 feet to
ths beginning of a tAn^Tcnt curve concave Southwcr torl.r end h-iving a rndiua of TO. CO
feet; thence Uorthwcatcrly along oaid c«rvr! thrsu;^*. a ccr.trtl angle of 00*1 6 *4G"
an are distance of 30.82 feet to a point of reverse c.rrvc concave Northerly ami havinr
. a radius of 838.50 feet; thence Westerly aion,-? c^:£ rsvcrcc curve through a central
angle of 32*00*52" an aro distance of 470.47 i'ecij theses South 7'34'20M Kcst 2'»3.72
feat; thenoa South 6<*59'00" East 248.2? feet; thcnei Scxr.h 25" 53 'IS" Z"t 590.00 feat;
thsnos South 66*45*50'' -Eaot 330.26 feot to the BSJu rC-ir? C? 'BSOII
- El
' '
: PARCEL i :
L*
Those portions of Lots, 19, 20, 21 and 33 end of Eucalyptus Street in .
Hosp Eucalyptus Forest* Coapany's ~ract Ifc. 1, is the City of Curlsb-.id,
County of San Diego, State of Ctiiforr.i*, according to «*!a? thereof Ko.
113<S filed in the Office of the County Recorder of Sea Diego County
June 8, 1903, described as folio'-s:
Conaencing at the Southeast corr.er of said Lot 20; ther.ce along the
Easterly line thereof, Korth OC'55'00" East 278.00 feet to the THUS
POIIJ7 Or BSCUniLTC; thence South 70°2S'2i." Vest 505-^1 feet; thence
North 89029'00" Vest 213. 7*» feet to a point on a non-tamjent .';$2.52 foot
radius carve concave Northwesterly, a radial line of vhich "beers South
b9°22'30" East to said point; ther.ce J.'orthe*rtcrly A Ion/: th< arc of en id curve
through a central an^e of 05°2-'55". a distance of 1*3.72 feet; ther.ce
tangent to said curve, North 35°12'3;>" East Uo.U feet to the 'vcginnir.';
of a tangent 1*90.00 foot radius curve concave Southeaster I/; thenso northeaster:
along the arc of sai3 curve, through a centre! an^le of 37°Ji7'2?"» a
distance of 323-22 feet; thence tangent to s&id curve Itorth 73°00'lL" ^.ct
111.5** feet to the bepinnin,; of a t»^.ncent 20.00 foot radius curre concave
Southvesterly; ther.ce Easterly tr.d Sbu-heasterly aiona the arc of said
curve, through a central ansle of 6c°^0'30", a distance of 30.26 feet to
the'beginning of a reverse 8t2.CO foot radius curve concave Northeasterly;
thence Southeasterly alonr the ere wf sail curve, throu-h a central en.-le of
2I»%5'00", a distance of 363.72 feet; thence South Wi°55'l»J»" Vest 161.53
feet to a 'point vhich bears Xorth 7D025'2-11 East fron: the THUE rOi::? 0?
; thence South 70°23'2^*' Vest 69-19 feet to the TKUE ?OI-T 0?
EXCETTIiVG. therefrom those portior.s lying: "ortheasterly of the Southvesterl
line of said Sucel;.-ptus Street.
FASCJ.'L 2:
?hos« portions of lots 19 and 20 in Kosp. Eucalyptus Forost Co-p-any's ?mct
Ho. 1, in the City of Carlsba'I, Csur.ty of Tan Diero7 State of California,
according to Map thereof ?fo. 11??, filet in th~ Office of the County r:«sri-r o
San Diego County June o, 19C3, -ierrriber. r.s follows:
Be/%inninz at the Southeast corner of caid Lot 20: thence nicnf; the Southerly
line of said Lots 20 ani 19, Sbrth c9c29'03" Vest 73i.^l feet" to a >-3ir.w
on a con-tangent Ic2.52 fcot radius cx;rve concave Korthvestcrly, a'radial iir.e
of vhich bears South 2?°l6'iO" East to snii point; thnnce northeasterly
aloa- the arc of said curve th.rov.-r. a central o.n-rle oT 2C/J0'I2C" a .iistanc-
of I-"?.30 feet; ther.ce Couth -c.?07.~'03""2r.3t ri3.T'. feet: ther.rc .Tort::
"••1 70°^'2n" East 505.^1 feet to as intersection vLth the Easterly line of s=ir:
•I'j-'i Lot 20; ther.ce elor.^ said Easterly line, So-.ith 06°52'00" Vert 2?:).•:•'• feet
•'."7-'.2- to the Point of Beginning.
described as follows:
Coasencing at the Southeast corner of said Lot 20; thence along the Easterly
line thereof, Worth Oo°58'00" East 273.00 feet to the Tr.US ?OEiT 0? BEGI2KIHG;
thence South 70°23'2U: West 50>.Sl feet; thence Eorth S9°29'00M West
213.71* feet to a point on a noa-tangent U62.52 foot radius c'jrve concave
northwesterly, a radial line of vhich bears South 1*9022'30" East to said
point; thence northeasterly alone the arc of said curve, through a central
angle of 05°2li'55", a distance cf ^3.72 feet; thence taneett to said
curve, North 35°12'35" East UUe.Lt feet to the beginnisg of a tangent
U90.00 foot i-adius curve concave Southeasterly; thence trortheasterly along
the arc of said curve, throuch a corral an£;le of 2T°1.TI39" a distance
of 323.22 feet; thence tangent to said curve, North 73QCO'lU" East 111.9'k feet
to the becinning of a tangent 20.00 foot radius curve concave Southwesterly;
thence Easterly and Southeasterly alons the arc of said curve, through a
central ancl* of 86eUO'30" a distance of 30.26 feet to the beginning of a
reverse 81*2.00 foot radius curve concave northeasterly; ther.ce Southe?.Gtcrly
along the arc of said cur/e through a central aacle of g'-^'iJ'OO", a
distance of 3^3.72 feet; thence So-;th LU°55'U't West lCl.50 feet to a point
vhich bears Korth 70°29l£l" Sftst froa the THUS POIIT? OF BSC-mTIHG; thence
South 70°28'2U" West 69.19 feet-to the TRUE POIITT OF BECXSIIKC.
. . ' • •
?-ll»-Tl . EXCZPTINO therefron those portions lying Southvesterly of the Southwesterly
line of said Eucalyptus Street.
: . '. • !: \ !
PARCEL A ' •?/•.. I
Suuparcal (i)
All thot Portion of Section 32, T11S, IMW, S.B.O.m. in the
City of Carlsbad, County of Son Diego, State of California
according to United Stotoo Covornmont Survey, approved December
29 | 1870, deocribed oo follows: • •
Beginning at a Point on the Weet line of oald Section 32
diotont thereon South 0°5G'2Q" Wool, 414.74 foet from the Ueet
quarter corner of aaid Section 32, thence South 09°1B'10" East,
990.00 feet to taot line of that certain tract of lend in eaid
Section 32, conveyed by David 3. Barren, Et Al to Reginald Blorron,
by Deed doted 3uly 2, 1921, ond recorded in Book CS1, Pogo 474 of
Doods; thenco Northerly olonrj said'East lino North 0°56t20<t East, '
134.53 feet to THE TRUE POINT OF BEGINNING; thence continuing g
North 0°5G'20" Ectot, 563.96 feet; thence North 77«15t51"-.E«ot, 9
430.72 feet to a point on a non-tnngont curvo concovo Nocthenctorly *
ond having a rediuo of 2563.00 feet, eoid curve being the South-
westerly Right of Ufey of a otrip of land 126.00 feet in width
granted to tno City of Cerlobad by Doed recorded Kerch 11, 1966
under Rocordor'e File No. 42245 for Public .Highway purpoeeo, a !
radial lino to said point boere South 76°22'46" Best, thence • i
Southwesterly along said curvo thru a central angle of 19°59*03* '
.an arc distance of 093.95 feet to a point of cusp with a curve
concave Southerly and having a radius of 20.00 feet, a radial
line to eeid point of cuop bears North 56023'45" Cast, thonce
Northerly and Westerly along the leet mentioned curvo thru a
central angle of 80053»27" an arc distance of 31.03 feet, thence i
tangent to oeid curve South 57°30'18" Vest, 91.42 feet to the . j
beginning of a tangent curve concavo Northerly and having a I
radius of 330.00 feet, thonce Westerly along o-oid curve thru a '
central angle of £Ge29<Cln an ere distance of 394.44 foet, thonca
tangent to oeid curve ;:arth 54«00*41N Eieot, 196.34. feet to the
beginning of o tangent curve concave Southwesterly and having e
radius of 470.00 fcot, thsnce Northwesterly along said curve thru • -
a central eagle of 2C°32'SOn an arc distance of 168*55 feet to
THE TRUE POINT OF EECGING. ' ..:•-••
N
EXHIBIT'i
PARCEL A (Cont'd.) .
S;»h;??.rc* I (it)
•»• • . •A Portion of Lota 23, 24 ond 25 in Hoop Eucalyptus Foroob •:
*- Company*o Tract Wo. 1 according to Bop No. 1136 filed in The •
Office of Tho County Recorder of. Son Oiogo County, State of
California, being noro particularly doocribod ao follows I .
Beginning at the Southuroot corner of ooid Lot 25 thence ulong
the Southwoetorly lino of oald Lot 25 North 23B27I45" Boot, 195.00 '
• feet to THE TRUC POINT OF BEGINNING, thence continuing along the
Southtueoterly line 'of said Lot 25 North 23°27'4S" Beet 270.1 A feet,
to the moat Southerly corner of aeid Lot 24, thence olong tho
Southwooterly line of ooid Lot 24 North .44*33*45" Boot, 19.05 feet
to on intoroection with tho Northeootorly prolongation of tho
Narthaeotorly lino of'Foroat Street (20.00 foet wide) oo ooid
. Street le ohown on KJiloonio Tract according to Oap thereof No 2169
racordod in the Office of Tho County Recorder of oaid County on
Aug. 13, 1929, thence North 56°22'1SW Coot .30.00 feet olong onid
prolongation, thonco North 35°S2'20N West, 215,00 foot, thonco
North 54«07'40" East, 157.79 foet, thence South 25eS3'13" Eeot
236.60 feet, thence South 66°4S*SOn Coet 330.26 feet to a point on.
• non-tangent curve concove Northoootorly and having a rodiue of
1042.00 fact, a radio! line to aaid point boars South 73»29'01"
Coet| thence Southeaoterly along aaid curve thru a centre! onglo
of l°3B'58n en arc distance of 30.00 foot, thence tengent to said .
curve South .10°09•57" Eoat 40.89 feet, thence South 6B°30I20>> E
Gest, -StO.f:} :Feet-,to ,THE-TRUE POINT OF BEGINNING. ;••• .
t • t I •.••:»• ' *•* !•••.• * _ *» •••-••• ••*• i- »r •». * •-.- .•'•..•.• •; . "i ••• ;• *• •: .••.!••••*
.'.
guboareal (O W . ' j
All that portion of Section 32, Tounship 11 South, Rangn 4 Uost, 5;.r» J
Bernardino Ousu meridian, in tho City of Carlsbad, County of S;m Diogo,
Stato of California, according to Unitod Statco Covernmont Survey approve
December 27, 1070 and a portion of Lots'12 and 13 in Hos'p Eucalyptus For- «
ost Company's Tract No. 1, according to flap No. 1126 filod in the Office '
of tho -County Recorder of San Diego County, State cf California, boing ' :
moro portioulorly dauoriUoc! QQ followo;
Beginning at a point on tha Uost line of Section 32, distant
thereon South 0°56'20" Uost, 414.74 foot from tho Uost Quarter ' '
corner of said Section 32, said Uost lino being also the Cast . •. !
'line of said Hosp Tract, thonco South 89°1BI1011 Cast, 990.00 feet
to tha Cast lino of that certain tract of land in said Section 32,
convoyed by David 3. natron, Ct Al to Reginald Harron by deed
dated 3uly 2, 1921, and recorded in Book 651, Page 474 of deeds,
• thence along aaid Cast lino North O'Se^O" Cast, 698.49 feet, thence •
South 77°15'51" Uest, 347.20 feet; thence Uest 740.00 feet; thence " -.
' .South 350.00 feet; thence South 6»S1«S9" Cast 261.11 feet to a point
that bears North 89°1BMO" Uest from the TRUC POinT OF BEGINNING;
thence South fi9e1B'10" Cast 46.07 feet to the TRUC POINT OF BCGIN-.'
MING. . '» • . ... :
Suboarcel (11) . • / • .. -
• ...» •
* A portion of Lots 21 .and 22, and a portion of Eucalyptus
Street in Heap Cucalyptus Forest Company's Tract No. 1 according .1
to BCD 1136 filed in Tha Office of The County Recorder of San Diego j
County, State of California, being more particularly described -
as folicea: • • ' •
• .- •
Beginning at the Southwest corner of said Lot 21, thence along
the Cast line of said Lot 21 North 6°S3'00" Cast 273.56 feet,
thoncfi r.'orth 70*28»24" Cast 59.19 feot, thence North Afl'SSMA* Cast
161.50 feet, thence South 45°04*16>> Cast 130.00 feat to The
beginning of a tangent curve .concave Northeasterly and having a
radius of 838.50 feet, thence Southeasterly along said curve thru
a central angle of 25e16'S6n an arc distance of 370.00 feet,
thence leaving said'curve South 19°30*4SN West 385.AS feet to the
Southwest line of said Lot 22, said point being distant thereon
North 56«27»35n ttest 240.00 feet froa the most Southerly corner of
slid Lot 22, thence along the Southwesterly line of said Lot 22
f.'orth 56°27»35n West 59.56 feet to the most "Southerly corner of .
said Lot 21, thence along the Westerly and Southerly lines of said .
Lot 21 the following bearing and distances, North- 51°51'11" Most
299.13, North 0°04'00" Hiest 17.40 feet and North 69°27»00"" Ueet .
200.85 feet to THC TRUC POINT OF BCCZKNI.1C. .- .
PARCEL D-E v-'v % • •• i7,.CC i
Subparccl (i) 1
I
A.portion of Lota 0, 9, 10, 11, 12, 13, 14, 15 ond 16 in Hoop . •;•'
Eucalyptus Forost Conpany'e Tract No. 1 according to Rap No. 1136,
filed in tho office of tho County Rocordor cf San Diego County,
State of California, boing moro particularly described 03 follous: . '
• • "•
Goginning at tho Southeast corner of snid Tract, thonco along •'•
tho Eaat lino of said tract North 0*S6'20" Cast, 2263.66 foot,
said point being South 0°56'20" Uost, 414.74 foot from tho Ucat % .
quarter corner of Section 32, Township 11 South, Range 4 West, •'
San Gurnnrdino Oaso Flnridian, thonpo North 09e10'10" Wqst, 46,07 .
foot to YHH YRUC POIMY Of DECINNING; said point being on a non- . . •
tangent curve concave Southeasterly ond having a radius of 310.00
foot, a radial lino to said point bears North A3°14>S3n Vlost; • ..• j
thence Southwesterly along said curvo through a control angle cf • ( |
41°33I00" an arc distance of 224.81 foot; thence leaving said'-,
curve North B9°1B'1Q" Uost, 557.72 feet, thonce South 6l°25'05n. I
• Uost 305.23 foot, thence North I-OMO'D?1* Uost, 374.05 foot; thnnco'
North 79?40'53" East, 272.00 foot; thence North 2°01'30" Woct,' . ;
699.16 feet tc, a point on o non-tangent curve concave Southwesterly j
and having o radius of 761.50 foot, a radial lino to said point ;
bears North 1.0°0&1S1I> East, thonco Southeasterly along caid curve • |
through a control angle of 3°23'09" an ore distance of A5.00 foot,' .)
thence tangent to said curvo South 76°30'00'> East, 350.95 feet,
thence North 1.00 foot, thence South 76°30'QO" East, 339.00 feet, .
thence South 350.00 feet; thence South 6°51>59n East 261.11 foot ... !
to the TRUE POLNT OF BEGINNING. . I
Pace Six
L D-E (cont'd.)
A portion of tots 8, 9, 10, 16, 17, IB, 23, 24, and 25, end
a portion of Canon Street, and a portion of Eucalyptus
Stroot in Hoap Eucalyptus Foroot Company's Tract *<o. 1 according tc ..
Map 1136 filad in Tho Office of The County Recorder of San Diego 1
County, State of California, being more porticulerly deacribad as
follower
•
Beginning at the moat Southwesterly corner of Lot 25 in aaid
tract, thence along the Southwesterly line of aaid Lot 25 North
23-27«45" Qleat, 195.00 feet, thonce North 6G°30'20" Cast, 360.41
feet to THE TRUE POINT OF BEGINNING, thence North 18«09'57" West,
40.89 feet to the beginning of a tangont curve concave Northeasterly
and having a radius of 1042.00 feet, thence Northvosterly along said
.curve thru a central angle of 14°35I2G" an arc distance of. 265.33
feet, thence tangent to aaid curve North 3°34>35" Ulest 94.02 feet
to the beginning of a tangent curve concave Southvesterly and having
a radius of 458.00 feet, thence NoVthuosterly along aaid curve thru '
a centrel angle of 22*1BI30" on arc distance of 178.34 feet, thence J
tangent to aaid curve North 25°53<13" Vest 1G9..20 feet to the ;
beginning of a tangent curva concave Northeasterly ond having a
radius of 1042.00 feet, thence Northwesterly along said curve thru
• central angle of 10017'570 an arc distance of 187.30 feat, thence
tangent to said-curve North 15e35'16" West, 108.41 feet to the
beginning of a tangent curve concave Southwesterly and having a
radius of 20.00 feet, thence Northwesterly along said curve thru a
central angle of 88016>48n an arc distance of 30.82 feet to e point
jof cusp with a curve concave Northwesterly end having a radius of
'838.50 feet, a radial line to said point of cusp bears South 13° -•
52*04" Cast, thence Northeasterly along the last mentioned curve
' thru a central angle of 1°43'12" an arc distance of 25.17 feet,
thence tangent to eaid curva North 74»24«44" East 140.00 feet to {
the beginning oF a tangent curve concavo Northwesterly and having I
a radius of 039.50 feet, thence Northeasterly along said curve thru :!
a centre! snaie of 13°24I44" an arc distance of 196.28 feet, tnance
.tangen; ;.? said curve North 61'00'OQ" East, 174.31 feet to the
becinrir- cT c tengent curve concave Southeasterly and having a
radiui c=* "£1.50 feet, thonce Easterly along aaid curve thru a
centre I r.-ric cf 39B06t51" an arc distance of 519.85 feet, thenca
South 2?::.*35" East 699.16 feet, thenca South 79»40I53° Blest, 272.00
feet, tr.cr.sr Scyth 10°19»07" East 374.05 feet, thence South 63°30«20n
weot, 5v;.,K -fc=t to THE TRUE POINT OF BEGINNING. «
Co
e Seven
ft****.c
PARCEL D-E (Cont'd.) • . I
ST. I
A portion of Lots 22, 231 24 and 25 and a portion of Eucalyptus Street in
Itoep Eucalyptuo Forcat Co.'e Tract No. 1 according to Ka? 1136 filed in the Office
of tht County Recorder of San Diego County, State of California, being mor* particu- ,
laxly described M follows: ... ...
- \ • V . .
. Beginning at ths moot Southwesterly corner of Lot 25 in anid tract, thence along
• the Southwesterly lino of eaid Lot 25 North 23*27*45" Wcot 195-00 font; thence
»orth 60*30'20" East 360.4T feet; thoncc ?lorth lO-Op'ST" Went 40.8? feet to tho
oe(7inning of a tiuif^nt curve concavo Worthcootcrly and having A rntliun of 1042*00 fsst|
thence northwesterly alon/; said cunre through a central nn^lo of 1%30'50" an arc
dietanee of 30.00 feet to the TRITE POINT OF DECIiniTUC; thence continuing alon/; ooid .
curve through a central an^lo of 12*56'24" an arc diotance of 235-33 feet; thence
tangent to said curve Worth 3*34'35n West 94.02 feet to the be^innim; of a tangent
* curve concave Southwesterly and having a radiuo of 450*00 feot; thence Korthwec'.nrly
alone B*id curve through a central an^jle of 22*18'30" an ore diotnnce of 170*34 foet;
thence, tangent to caid curve north 25*53* 13" '"'cot 189.20 foot to tho bcninnin/; of a
tangent curve concave Northeasterly and having a radius of 1042.00 feet; thence
northwesterly along caid carve through a ccntr»l ancle of 10* 17'57" Rn »rc aist.-mee •
of 107*30 fe«t;' thence tanpnt to oaid curve Worth 15*35'16" Vest 108.41 feet to
the beginning of a tAnrent curve concave Southwcrtcrl.r end having a rndius of TO.CO
feet; thence Borthwcatcrly along oaid curvn thrcis.rh a cer.trs.1 angle of 30*l6'4G"
an aro distance of 30.C2 feet to a point of reverse <r.:rvc cs^cave Northerly and having
. a radius of 838.50 feet; thence Westerly alon/t c.-.;d r:vsrce curve through a central,
angle of 32*00'52" an aro distance of 470.47 ftctj Vr.»cs South 7t34'20" Kcst 213.72
fe»tj thenoe South 6<*59I00" East 248.2? feet; th«n« Ecv.'.h 25"53'13tt Ze«t 590,00 fs«t;
thenos €outh 66»45'50" -Eaot 330.26 feot to the Tinn; FC-ir? CT"535ImnniC.
41
r/uxCEL 1:
ifr -
Those portions of Lots, 19, 20, 21 end 33 and of Eucalyptus Street in .
Hosp Eucalyptus Forest Company's Cract ilo. 1, Is the City of C:xrlsb-.id,
County of San Diego, State of California, according to Map thereof Kb.
1136 filed in toe Office of the County Recorder of San Diego County
Juoe 8, 1903, described as follows:
Goonencing at the Southeast corner of said Lot 20; ther.ce along the
Easterly line thereof, Korth 0£'5o'00" East 2Tfi.OO feet to the TBU2
POIH7 OF BECIflNLVG; thence South 70°2S'2i." West 505-Sl feet; thence
Horth 89°29'00" Vest 213 -71* feet to a point on a non-tan/jent -'^2.52 foot
radius curve concave Northwesterly, a radial line of vhich "bears South
l9022'30" East to said point; thence I«"orthc«i?terly A Ion/: the arc of ciii.l curve
through a ccntrnl an£Le of 05°2-'55", a distance of 13.72 feet; thence
tan/sent to said curve, tforth 35°I2'35" last Uo.U f<jct to the »e-5innir.<;
of a tancent U90.00 foot radius curve concave Southeasterly; ti:»r.es northeasterly
along the arc of saii curve, through a central angle of 37°*7'3?"» a
distance of 323-22 feet; thence tangent to said carve Itorth 73eOTl-" S?.ct
lll.pu feet to the be^innin^ of a tangent 20.00 feot radius curve concave
Southvesterly; thence Easterly ar.S Sou-heistsrly aiona the arc of said
curve, through a central ao;le of St^O'SO", a distance of 30.26 feet tD
the'beginning of a reverse 8b2.02 foot radius curve concave Northeasterly;
thence Southeasterly alonr the arc wf sail curve, throu.-h a central en.-le of
2U%5'00", a distance of 363-72 feet; thence South Wi055 '*»•»" Vest lfo.50
feet to a 'point vhich bears Sort:-. 70°25I2^" East fron: the TRUE FOIST C?
SECr-rrnrfG; thonce South 70°23'2«" Vest 69.19 feet to the TT.UE POIiT C?BEGI::;U;;G.•
EXCETTIiVC. therefrom those portions lying "orthes-steriy of the Southvesterly
line of said Eucalyptus Street.
FABCIX 2:
Those poi-tions of Lots 19 anri 20 ir. Kosp. 2acoi:/ptus Forest Company's ?incr
Ko. 1, in the City of Carlsbad, County of Han Die.ro, Ctate of California,
according to Kap thereof ?ro. 11??, filel in the Office of the County r«sri-r o:*
San Dieco County June 8, 19C3, •iercribed =.s follows:
/rinninr at the Southeast corner of c-zii Lot 20: thence r^cnn th* Jouthsriy
line of wiid Lots 20 ani 19, Morth c?c29'CO" Vest "3i.^l feet to a jwirrc
on a con-tancent Uc2.52 foot rrulius curve cor.cv.-e '."orthvesterly, a 'radial line
of vhich bears South 25°l6'iO" ?.?.£- to ssiii point; thence rrcrtheastrrly
nlon,- the arc of said curve th.rov.-h a central ?.n-:le of cO°G-:'2C" s. r.:ct-r.c-
of I-"?. 30 feet; thence ."out!: •c.?e?.'lOD" '2nst ri3.7?i feet: thence "ort::
70°2-2'2'ltlt East 505. "l foot to an intersection vith the Jistcrly line or sairl
Lot 2C; thence alon;: said Issterl;- line, South C6°>3'00" West 2T3.C'- fee-
the Point cf Beginning.
EXHIBIT E
AGREEMENT FOP SETTLEMENT
OF DISPUTES AND MUTUAL
(76 Be Delivered To
Regarding Parcel T
Close Of Escrow)
EXHIBIT E
AGREEMENT FOR SETTLEMENT OF DISPUTES
AND MUTUAL RELEASES
(To be Delivered to Escrow
re Parcel F Close of Escrow)
THIS AGREEMENT is made and entered into this day of
July, 1986, by and between Grove Apartments Investment Co.
("Grove"), H.F.H., Ltd. ("H.F.H."), Harry J. L. Frank, Jr.
("Frank"), the Bernard Citron Trust ("Citron Trust"), Fred A.
Bartman, Jr. ("Bartman"), the Marital Trust under the Will of
William S. Bartman ("Marital Trust"), the Residuary Trust Under
the Will of William S. Bartman ("Residuary Trust"), Odmark
Development Company ("Odmark"), and the City of Carlsbad
("Carlsbad").
I
FACTUAL RECITALS
1.0 This Agreement is entered into with reference to the
following facts:
1.1 Grove is and/or previously was the record owner of a
portion of certain real property located in the County of San
Diego (the "Grove Parcel"). The legal description of the Grove
Parcel is attached hereto as Exhibit "1", and incorporated herein
by this reference.
HJRl8:Agr 2 -1-
1.2 For purposes of development, the Grove Parcel was
divided into sub-parcels A, B, C, D, and E, all as reflected on
the Master Plan of Development, approved by Carlsbad on or about
March 3, 1970.
1.3 Grove Sub-parcels B and C have already been developed.
Sub-parcels D and E have the following acreage, which Grove
previously intended to develop with residential units as follows:
D 16.085 acres 130 units
E 27.675 acres 240 units
1.4 Certain of the partners of Grove and HFH, Ltd. are the
record owners of certain real property located in the County of
San Diego ("Parcel "F"). The legal description of Parcel (F is
attached hereto as Exhibit "2", and incorporated herein by this
reference.
1.5 Parcel F consists of approximately 8.92 acres.
1.6 On or about October 9, 1964, a Grant of Easement of
Right-of-Way from Rildan, Inc., a predecessor-in-interest to
plaintiff Grove Apartments Investment Co. ("Grove") to the City
of Carlsbad ("Carlsbad") and the Vista Sanitation District
("VSD"), as tenants in common ("Rildan Easement"), dated July 23,
1964, was recorded in the office of the County Recorder, County
HJRl8:Agr 2 -2-
of San Diego, in Book 1964 at Page 184917.
1.7 On or about October 9, 1964, a Grant of Easement of
Right-of-Way from Fawco, a partnership, Bernard Citron
("Citron"), and Harry J. L. Frank, Jr. ("Frank"), all
predecessors-in-interest to plaintiff Grove, to Carlsbad and VSD,
as tenants in common ("Fawco Easement"), dated July 23, 1964, was
recorded in the Office of the County Recorder, County of San
Diego, in Book 1964 at Page 184918.
1.8 On April 6, 1977, the City Council of Carlsbad adopted
Ordinance No. 7047 and Ordinance No. 7048, which Ordinances were
superseded by Ordinance No. 9518 creating Chapter 21.49 of the
Carlsbad Municipal Code and Ordinance No. 8073 creating Chapter
18.05 of the CMC, and which imposed a moratorium on the issuance
of building permits in Carlsbad and a moratorium on the
acceptance of applications for and granting of discretionary
approvals for development projects in Carlsbad.
1.9 On or about September 12, 1977, Grove Apartments
Investment Co. ("Grove"), a partnership, as successor in interest
to Rildan Inc., Fawco, Citron, and Frank, filed an action in the
Superior Court entitled "Grove Apartments Investment Co., a
partnership, v. City of Carlsbad, a Municipal Corporation, Vista
Sanitation District, a Public Corporation," being Civil Action
No. N 9052 in the Superior Court for the County of San Diego,
North County Branch (hereinafter "Action No. N 9052"), seeking,
HJR18:Agr 2 -3- 9
among other things, a judicial determination of its rights and
obligations under the Rildan and Fawco Easements and under
Ordinance Nos. 7047 and 7048, as amended and supplemented.
1.10 On or about July 31, 1978, pursuant to leave granted
by the Court therefor, Carlsbad filed a cross-complaint for
declaratory relief adding HFH, Ltd. ("HFH") and Kamar
Construction Company ("Kamar") as parties to this action.
1.11 The trial in the matter commenced in October 1978 and
continued thereafter, except where recessed, until November 20,
1978 when all sides rested, with the presentation of numerous
oral testimony and the introduction of voluminous exhibits by all
parties.
1.12 On November 21, 1978, the Court, after hearing
argument, issued certain tentative rulings, and ordered further
briefing in said action.
1.13 Subsequent to November 21, 1978, the parties and
others, after numerous meetings and other negotiations, entered
into an Agreement for Settlement of Lawsuit and Mutual Releases
(hereinafter the "Grove Settlement Agreement"), resolving, among
other things, all the issues in the action.
1.14 Pursuant to said Grove Settlement Agreement the
parties stipulated to entry of a Judgment Pursuant to Stipulation
HJR18:Agr 2 -4- 73"
(hereinafter the "Grove Judgment"), which thereafter was duly
entered herein, and which provides for certain development rights
with regard to the property which is the subject matter thereof.
1.15 The Grove Judgment provides, among other things, that
the rights provided therein shall terminate after the 10th
anniversary of events more specifically referred to therein, such
that it could be contended that said rights would cease sometime
in late 1989.
1.16 Subsequent to the entry of the Grove Judgment, certain
of the real property which is the subject matter of the Grove
Judgment was developed.
1.17 In order to develop and/or cause the development of
certain remaining portions of the real property which is the
subject matter of the Grove Judgment, Grove entered into an
agreement with Odmark Development Company ("Odmark"), which, as
from time to time amended (the "Grove Odmark Agreement"),
provides for the sale to Odmark of Parcels D and E of the
property, Parcel E being comprised of sub-parcels E and E Prime.
1.18 Pursuant to the Grove/Odmark Agreement, Odmark
prepared certain designs and plans for a project involving the
construction upon Parcel E of 216 condominium units (the
"proposed condominium project"), thus involving a project density
of 10.8 dwelling units ("dus") per acre, excluding designated
HJR18:Agr 2 -5-
open space and 40% slopes.
1.19 Prior to January 22, 1986, Odmark submitted to the
Planning Department of the City of Carlsbad an Environmental/
Initial Study including numerous reports and supplemental reports
evaluating potential environmental impacts of and corresponding
mitigation measures for the proposed condominium project.
1.20 The Planning Director of the City of Carlsbad, after
determining that the proposed condominium project would not cause
any significant impacts because potential impacts had been
mitigated, issued a Mitigated Negative Declaration, dated January
26, 1986, which, on February 5, 1986, was recommended for
approval by the Planning Commission of the City of Carlsbad.
1.21 Odmark applied to the Planning Commission of the City
of Carlsbad for approval of a two-lot tentative map and 216/unit
condominium permit with regard to the project.
1.22 By Planning Commission Resolution No. 2538, the
Planning Commission of the City of Carlsbad recommended approval
of a two-lot tentative map and 216-unit condominium permit for
the project.
1.23 On March 18, 1986, the City Council of the City of
Carlsbad held a public hearing to consider the request by Odmark
to approve the tentative map and condominium unit permit, and
HJR18:Agr 2 -6- 9 7
further to consider approving the Mitigated Negative Declaration
issued by the Planning Director and recommended for approval by
the Planning Commission.
1.24 A number of members of the public appeared at said
hearing to challenge the project, to advocate the acquisition by
the City of Parcels D, E, and F (or portions thereof) for
recreational purposes, and/or to question the conclusions of the
Planning Director and Planning Commission leading to the issuance
of the Mitigated Negative Declaration.
1.25 By Resolution No. 8468, the City Council of the City of
Carlsbad disapproved the Mitigated Negative Declaration, and
directed the preparation of an Environmental Impact Report for
said project.
1.26 In connection with said action, the City Council voted
to cause a review of both the General Plan and Hosp Grove Master
Plan, and to consider the possibility of acquiring some or all of
Parcels D, E and F.
1.27 Subsequent to the'foregoing, Grove and Odmark placed
the City on notice of their position that the foregoing actions
of the City Council in disapproving the Mitigated Negative
Declaration, requiring that an Environmental Impact Report to be
prepared concerning said project, causing the Hosp Grove Master
Plan and General Plan to be reviewed were unlawful and in
HJR18:Agr 2 -7-
c
violation of their rights, including their rights to development
under the Judgment entered in this action.
1.28 Subsequent to the actions of the City Council
described hereinabove, members of the public have continued to
express a desire to attempt to acquire Parcels D, E and F, or
some portion thereof, for park and/or recreational purposes, and
Grove and Odmark have continued to assert their rights to develop
said parcels.
1.29 Since April, 1986, representatives of the City of
Carlsbad, Grove, and Odmark have met and otherwise communicated
on numerous occasions in order to resolve the disputes which
exist between them arising out of the foregoing.
1.30 On or about July , 1986, Grove, H.F.H., the Vista
Sanitation District, Kamar Construction Company, and the City of
Carlsbad entered into a Stipulation for Entry of Revised
Judgment in Civil Action No. N 9052, pursuant to which a Revised
Judgment Pursuant to Stipulation (the "Revised Grove Judgment")
has been or will be duly entered therein;
1.31 It is now the desire and intention of the Grove and
Odmark parties, on the one part, and the City of Carlsbad, on the
other part, to compromise and resolve all of the disagreements
and disputes which exist or may exist between them arising out of
the foregoing, above, and also to resolve certain other matters.
HJR18:Agr 2 -8- ?7
Pursuant to and in accordance with this desire, and in considera-
tion of the promises and releases contained herein, the parties
agree as follows:
II
RELEASES
2.0 Except as to any matters contained in the Revised Grove
Judgment, Grove and Odmark, and each of them, do hereby release
and absolutely discharge the City of Carlsbad of and from any and
all claims, demands, damages, debts, liabilities, accounts,
reckonings, obligations, costs, expenses, liens, actions and
causes of action of every kind and nature whatever, whether now
known or unknown, suspected or unsuspected, which Grove and/or
Odmark now have, own, or hold or at any time heretofore ever had,
owned or held based upon or arising out of any matter, cause,
fact, thing, act or omission whatever occurring or existing at
any time to and including the date hereof in connection with
their ownership of and/or rights and/or attempts to develop
Parcels D, E, and F (all of which are hereinafter referred to as
and included within the "Released Matters").
2.1 Except as to any matters contained in the Revised Grove
Judgment, the City of Carlsbad does hereby release and absolutely
HJR18:Agr 2 -9-
discharge Grove and Odmark, and each of them, of and from any and
all claims, demands, damages, debts, liabilities, accounts,
reckonings, obligations, costs, expenses, liens, actions and
causes of action of every kind and nature whatever, whether now
known or unknown, suspected or unsuspected, which the City of
Carlsbad now has, owns, or holds or at any time heretofore ever
had, owned or held based upon or arising out of any matter,
cause, fact, thing, act or omission whatever occurring or exist-
ing at any time to and including the date hereof in connection
with their ownership of and/or rights and/or attempts to develop
Parcels D, E, and F (all of which are hereinafter referred to as
and included within the "Released Matters").
2.2 It is the intention of the parties in executing this
Agreement, that this Agreement shall be effective as a full and
final accord and satisfaction and general mutual release of and
from all Released Matters, except only as otherwise expressly
provided in this Agreement. In furtherance of this intention,
each of the parties acknowledges that it is familiar with Section
1542 of the Civil Code of the State of California, which provides
as follows:
"A general release does not extend to claims which
the creditor does not know or suspect to exist in his
favor at the time of executing the release, which if
known by him must have materially affected his settle-
ment with the debtor."
HJR18:Agr 2 -10-
Each of the parties waives and relinquishes any right or benefit
which it has or may have under Section 1542 of the Civil Code of
the State of California or any similar provision of the statutory
or non-statutory law of any other jurisdiction to the full extent
that it may lawfully waive all such rights and benefits
pertaining to the subject matter of this Agreement. In connec-
tion with such waiver and relinquishment, each of the parties
acknowledges that it is aware that it or its attorneys may
hereafter discover claims or facts in addition to or different
from those which it now knows or believes to exist with respect
to the subject matter of this Agreement or the other parties
hereto, but that it is its intention hereby fully, finally, and
forever to settle and release all of the Released Matters, known
and unknown, suspected or unsuspected, which now exist, may
exist, or heretofore have existed, between them.
2.3 The parties hereto each warrant and represent to the
other that it is the sole and lawful owner of all right, title
and interest in and to all of the respective Released Matters and
that it has not heretofore, voluntarily, by operation of law or
otherwise, assigned or transferred or purported to assign and
transfer to any person whomsoever any Released Matter or any part
or portion thereof, or any claim, demand or right against the
other. Each of the parties shall indemnify and hold harmless the
other from and against any claim, demand, damage, debt,
liability, act, reckoning, obligation, cost, expense, lien,
action, or cause of action (including payment of attorneys' fees
HJR18:Agr 2 -11-
and costs actually incurred whether or not litigation be
commenced) based on or in connection with or arising out of any
such assignment or transfer or purported or claimed assignment or
transfer.
III.
BENEFICIARIES
3.0 This Agreement is not for the benefit of any person who
is not a party signatory hereto or specifically named a
beneficiary in this paragraph. The provisions of this Agreement
and the releases contained herein shall extend to and inure to
the benefit of, and be binding upon, in addition to the parties
hereto, just as if they had executed this Agreement: the
respective legal predecessors, successors and assigns of the
parties; each and every entity which now is or ever was a parenti
or subsidiary of Odmark; the respective past and present
officers, shareholders, officials, directors, partners,
employees, trustees, beneficiaries, and attorneys of the parties
and/or of each such parent or subsidiary entity, and their
respective legal successors and assigns; and each of the
foregoing.
HJR18:Agr 2 -12-
IV.
GENERAL
4.1 This Agreement and the releases contained herein and
affect the settlement of claims which are denied and disputes
which are contested, and nothing contained herein shall be
construed as an admission by any party hereto of any liability of
any kind to any other party. Each party expressly denies that it
is in any way liable or indebted to any other party.
4.2 This Agreement and the Revised Judgment constitute and
contain the entire agreement and understanding concerning the
subject matter between the parties, set forth all promises and
inducements made by any party to any other party with respect to
any of the subject matter, and supersede and replace all prior
negotiations, proposed agreements or agreements, written or oral.
Each of the parties acknowledges to each of the other parties
that no other party nor any agent or attorney of any other party
has made any promise, representation or warranty whatsoever,
express or implied, written or oral, not contained herein
concerning the subject matter hereof to induce it to execute this
Agreement, and each o'f the parties acknowledges that it has not
executed this Agreement in reliance on any promise,
representation or warranty not contained herein.
4.3 Each party acknowledges to each of the other parties
that it has been represented by independent legal counsel of his
HJRl8:Agr 2 -13-
own choice throughout all of the negotiations which preceded the
execution of this Agreement and that it has executed this
Agreement with the consent and on the advice of such independent
legal counsel. Each party further acknowledges that it and its
counsel have had adequate opportunity to make whatever
investigation or inquiry they may deem necessary or desirable in
connection with the subject matter of this instrument prior to
the execution hereof and the delivery and acceptance of the
consideration specified herein.
4.4 This Agreement and any other documents referred to
herein shall in all respects be interpreted, enforced and
governed by and under the laws of the State of California applic-
able to instruments, persons and transactions which have legal
contracts and relationships solely within the State of
California. Counsel for all parties have read and approved the
language of this Agreement. The language of this Agreement shall
be construed as a whole according to its fair meaning, and not
strictly for or against any of the parties.
4.5 As used in this Agreement, "persons" includes natural
persons, corporations, partnerships, joint ventures and any other
entity.
HJR18:Agr 2 -14-
4.6 Whenever in this Agreement the context so requires, the
masculine gender shall be deemed to refer to and include the
feminine and neuter, and the singular to refer to and include the
plural.
4.7 This Agreement may be executed in counterparts and
shall become effective when all parties have executed and acknow-
ledged at least one counterpart and counterparts executed and
acknowledged by all parties have been delivered to counsel for
the parties.
4.8 The titles of the various articles of this Agreement
are used for convenience of reference only and are not intended
to and shall not in any way enlarge or diminish the rights or
obligations of the parties or affect the meaning or construction
of this document.
IN WITNESS WHEREOF, the parties hereto have set their hands
and seals as of the day and year first written above.
GROVE APARTMENTS INVESTMENT CO.
a partnership
By:
Its:
HJR18:Agr 2 -15-
H.F.H., LTD.
By:
Its:
HARRY J. L. FRANK, JR.
BERNARD CITRON TRUST
By:
Its:
FRED A. BARTMAN, JR.
MARITAL TRUST UNDER THE WILL OF
WILLIAM S. BARTMAN
By:
Its:
RESIDUARY TRUST UNDER THE WILL OF
WILLIAM S. BARTMAN
By:
Its:
ODMARK DEVELOPMENT CO.
a corporation
By:
HJRl8:Agr 2 -16-
."*•%,
Its:
THE CITY OF CARLSBAD
By:
Its:
APPROVED AS TO FORM AND CONTENT:
HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
By:
Howard J. Rubinroit
Attorneys for Grove Apartments
Investment Co.; H.F.H., Ltd.;
Harry J. L. Frank, Jr.; Bernard
Citron Trust; Fred D. Bartman,
Jr.; Marital Trust under the
Will of William S. Bartman,
Residuary Trust under the Will
of William S. Bartman
Vincent Biondo, Jr.
City Attorney, City of Carlsbad
PETERSON, THELAN & PRICE
By:
Attorneys for Odmark
Development Co.
HJR18:Agr 2 -17-
EXHIBIT F
PERMITTED EXCEPTIONS
(a) Exceptions numbered 1 through 11 and 15 as disclosed in that
certain Preliminary Title Report issued by First American Title
Insurance Company, dated as of June 12, 1986 (Order No.
900394-2); and
(b) Exceptions numbered 1 through 9 as disclosed in that certain
Preliminary Title Report issued by First American Title Insurance
Company, dated as of June 12, 1986 (Order No. 925612-2).
EXHIBIT F
EXHIBIT G
INDEMNIFIED AGREEMENTS
An Agreement regarding proposed roadways, dated October 26, 1977,
upon the terms covenants and conditions contained therein.
EXECUTED BY AND BETWEEN: GROVE APARTMENTS INVESTMENT CO. and
KAMAR CONSTRUCTION CO.
RECORDED: March 20, 1978 as File No. 78-108597 of Official
Records.
Modification of the 1977 Agreement between adjacent land owners,
dated October 26, 1977, executed upon the terms, covenants and
conditions contained therein, recorded October 16, 1978 as File
No. 78-440517 of Official Records.
A Second Modification to 1977 Agreement between adjacent land
owners, dated November 3, 1982, executed upon the terms,
covenants and conditions contained therein, recorded November 24,
1982 as File No. 82-363510 of Official Records.
3:31:x
EXHIBIT G
EXHIBIT H
nsriiic
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. 'JfeTlk. Be.!-!1A1TMAK. 4*cr..e<!, •• t* ••> «««iTl««d •^•tuelftli OA2) Siltrtit
ORIGINAL
EXHIBIT H
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H > "J ".z £ 8 9nl ^ O rf(J CE <N 2z O "" cn
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1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
P4K*T»
25
26
27
28
V . •-' Nfeu^
RESOLUTION NO. 8700
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA APPROVING A BOND COUNSEL
AGREEMENT BETWEEN THE CITY AND STRADLING, YOCCA,
CARLSON & RAUTH FOR THE ISSUANCE OF GENERAL OBLIGATION
BONDS FOR THE ACQUISITION OF HOSP GROVE
The City Council of the City of Carlsbad, California
does hereby resolve as follows:
1. That certain bond counsel agreement between the
of Carlsbad and Stradling, Yocca, Carlson & Rauth for the
/
City
issuance of general obligation bonds for the acquisition of Hosp
Grove, marked Exhibit A and made a part hereof, is hereby
approved.
2. That the Mayor of the City of Carlsbad is hereby
authorized and directed to execute said agreement for and on
behalf of the City of Carlsbad.
PASSED, APPROVED AND ADOPTED at a regular meeting of
City Council of the City of Carlsbad, California, held on the
the
22nd day of July / 1986 by the following vote,
to wit:
AYES: Council Members Casler, Lewis, Kulchin and Pettine
NOES : None
ABSENT: Council Member Chick
XV / ^
Vf // $ «/ [A^*-^^, V - W-*-*-«-u^
MARY H. GASLER, Mayor
ATTEST:
A js n(Jj<JL&kj^_. ^ . V^-JSvJjEt^-rlA^a^,^
, ALETHA L. RAUTENKRANZ, Cityc).erk
BOND COUNSEL AGREEMENT
(PARK BONDS)
THIS AGREEMENT, made and entered into this 23(to day of
J~uL y , 1986, by and between the CITY OF CARLSBAD, a
municipal corporation ("City"), and STRADLING, YOCCA, CARLSON *
RAUTH, a Professional Corporation ("Bond Counsel");
WI_TNES_S_ETH:
A. City desires to finance the acquisition of a park and
open space land by the issuance of general obligation bonds of
the City. The estimated amount of the construction cost is
$5,950,000.
3. City desires to retain Bond Counsel to do the
necessary legal work hereiaafter outlined upon the terms and
conditions herein set forth.
NOW, THEREFORE, in consideration of the mutual covenants,
terms and conditions herein contained, the parties hereto agree
as follows:
1. City employs Bond Counsel to furnish legal services
herein set forth and Bond Counsel agrees to furnish said legal
services. Bond Counsel agrees to consult with and advise the
City officials and its financial consultants as to the best
legal method of accomplishing the objectives of the City as set
forth in the recitals hereof.
2. Bond Counsel will give general advise regarding the
bond election, prepare the documents necessary to call the bond
election and the canvass of the results. Bond Counsel will
prepare all documents to provide for the issuance and sale of
the bonds, review the official statement, conduct the bond
closing, and issue a legal approving opinion to the purchasers
of the bonds.
3. For the services to be rendered under this Agreement,
the City agrees to pay a fee based on the following schedule-
Amount of Bonds
To Be Issued Fee
?5,000,000 to $10,000,000 $15,000 plus .3 of 1% on
the excess over
$5,000,000
The foregoing fee will be paid following delivery of. the
bonds.
In addition to the foregoing, Bond Counsel shall be
reimbursed for any out-of-pocket expenses incurred by it in the
course of this employment, such as printing costs, filing fees,
word processing time, reproduction of documents, messenger
services, long distance telephone calls, travel outside of
Southern California at the request of the City, and similar
items.
In the event Bond Counsel is requested to perform
additional work outside of its services as Bond Counsel, Bond
Counsel will be paid additional compensation therefor at the
hourly rate of the attorney performing such services; provided,
2249k/2062/ -2-
however, there shall be no additional compensation due Bond
Counsel under this paragraph without the prior approval of the
City.
Should the election fail or bonds not be issued, the City
will pay Bond Counsel a fee with respect to the abandoned
proceedings based on the hourly rate of the attorney performing
services prior to abandonment, but not to exceed the minirnu.n
fee hereinabove set forth.
4. Bond Counsel may, from time to time, have clients with
interests adverse to the City. Bond Counsel reserves the right
to represent said clients except on matters relating to the
issuance and sale of the bonds described herein.
Ill WITNESS WHEREOF, as of the date first hereinabove
written, the City has caused this instrument to be executed by
the Mayor and attested by the City Clerk; and Bond Counsel has
caused this instrument to be executed on its behalf.
CITY OF CARLSBAD
- '• /'•' / //
/ Mayor
ATTEST:
City Clerk
3TRADLING, YOCCA, CARLSON & RAUTH
A Professional Corporation
By
2249X/2062/ -3-
RESOLUTION NO. 87011
2 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, REQUESTING THE BOARD OF
3 SUPERVISORS OF THE COUNTY OF SAN DIEGO TO
CONSOLIDATE THE BOND ELECTION OF SAID CITY TO
4 BE HELD NOVEMBER 4, 1986, WITH THE STATEWIDE
ELECTION TO BE HELD ON SAME DATE.
5
6 WHEREAS, the City Council of the City of Carlsbad,
7 California, has commenced proceedings for the calling of a bond
8 election in the City to be held on November 4, 1986; and
9 WHEREAS, it is desirable that said bond election be
10 consolidated with the statewide election to be held on the same
11 date, and that within the City the precincts, polling places and
12 election officers for the two elections be the same, and that the
13 Board of Supervisors canvass the returns of the City bond
14 election, and that said statewide election and said City bond
15 election be held in all respects as if there were only one
16 election;
17 NOW, THEREFORE, the City Council of the City of Carlsbad
18 hereby does find, determine, resolve and order as follows:
19 1. That the Board of Supervisors of the County of San Diego
20 be and it is hereby requested to consolidate the bond election to
21 be held in said City on November 4, 1986, with the statewide
22 election to be held on said date.
23 2. That the exact form of the proposition to be voted upon
24 at said election as the same shall appear on the ballot is as
25 follows:
26 ///
27 ///
28 ////
STRADLING. YOCCA.
CARLSON ft RAUTH
LAWYERS
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STRADLING YOCCA.
CARLSON a RAUTH
Bond Proposition: Shall the City of
Carlsbad, California, incur a bonded
indebtedness in the principal amount of
$5,950,000 for the purpose of the
acquisition by said City of a certain
municipal improvement, to wit:
approximately 52.68 acres of undeveloped
land known as Hosp Grove to be acquired for
park and open space purposes, and for the
payment of all costs and expenses in
connection with such acquisition and the
issuance of the bonds?
That a proposition shall be designated on the ballot by a
letter printed on the left margin of the square containing the
description of the measure, as provided in Section 10219 of the
Elections Code.
3. That said Board of Supervisors is hereby authorized to
canvass the returns of said City bond election, and that said
bond election -and said statewide election shall be held in all
respects as if there were only one election, and only one form of
ballot shall be used.
4. That said Board of Supervisors is hereby requested to
issue to all officers of said County charged with duties
pertaining to said statewide election instructions to take any
and all steps necessary for the holding of said consolidated
election.
5. That the City Clerk of said City is hereby directed to
file a certified copy of this resolution with the Registrar of
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STRADLING. YOCCA.
CARLSON & RAUTH
«te,X'
Voters of said County and with the County Clerk.
PASSED, APPROVED AND ADOPTED by the City Council of the City
of Carlsbad, California, at a regular meeting held on the 22nd
day of Julv » 1986, by the following vote, to wit:
AYES: Council Members Casler, Lewis, Kulchin and Pettine
NOES : None
ABSENT: Council Member Chick y ,• jjn i
MARY H. (CASLER • Mayor
ATTEST:
ALETHA L. RAUTENKRANZ , City Clerfk
,
2337k/2062/
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RESOLUTION NO. 8702
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA APPROVING A STIPULATION FOR
ENTRY OF REVISED JUDGMENT IN GROVE APARTMENTS V.
CITY OF CARLSBAD
The City Council of the City of Carlsbad, California
hereby resolves as follows:
1. The Stipulation for Entry of Revised Judgment in
Grove Apartments v. City of Carlsbad attached hereto is approved,
PASSED, APPROVED, AND ADOPTED at a regular meeting of
the City Council of the City of Carlsbad, California on the
22nd day of juiy by the following vote, to wit;
AYES: Council Members Casler, Lewis, Kulchin and Pettine
NOES: None
ABSENT: Council Member Chick
J tf)JJ- C^J-*
MARY H./ CASLER, Mayor
ATTEST:
ALETHA L. RAUTENKRANZ, City Clterk
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HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
Howard J. Rubinroit
2029 Century Park East, Suite 1515
Los Angeles, California 90067
I (213) 277-5050
Attorneys for Plaintiff
GROVE APARTMENTS INVESTMENT CO. ,
and Cross-Defendant HFH, LTD.
SUPERIOR COURT OF THE STATE
FOR THE COUNTY OF LOS
GROVE APARTMENTS INVESTMENT CO.,) NO.
a partnership, )
Plaintiff, )
vs. )
OF CALIFORNIA
ANGELES
N 9052
CITY OF CARLSBAD, a Municipal ) STIPULATION FOR ENTRY
corporation, et al., ) OF REVISED JUDGMENT
Defendants. )
CITY OF CARLSBAD, a Municipal )
corporation, )
Cross-Complainant, )
vs. )
HFH, LTD., a partnership, KAMAR )
CONSTRUCTION CO., a partnership,)
and DOES I through XV, )
inclusive, )
Cross-Defendants. )
The parties to this Stipulation are Grove Apartments I
ment Co., the City of Carlsbad, the Vista Sanitation Distri
2:18:Stip -1-
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and Kamar Construction. This stipulation is made and entered
into under the following circumstances:
WHEREAS, on or about October 9, 1964, a Grant of Easement of
Right-of-Way from Rildan, Inc., a predecessor-in-interest to
plaintiff Grove Apartments Investment Co. ("Grove") to the City
of Carlsbad ("Carlsbad") and the Vista Sanitation District
("VSD"), as tenants in common ("Rildan Easement"), dated July 23,
1964, was recorded in the office of the County Recorder, County
of San Diego, in Book 1964 at Page 184917; and
WHEREAS, on or about October 9, 1964, a Grant of Easement of
Right-of-Way from Fawco, a partnership, Bernard Citron
("Citron"), and Harry J. L. Frank, Jr. ("Frank"), all
predecessors-in-interest to plaintiff Grove, to Carlsbad and VSD,
as tenants in common ("Fawco Easement"), dated July 23, 1964, was
recorded in the Office of the County Recorder, County of San
Diego, in Book 1964 at Page 184918; and
WHEREAS, on April 6, 1977, the City Council of Carlsbad
adopted Ordinance No. 7047 and Ordinance No. 7048, which
Ordinances were superseded by Ordinance No. 9518 creating Chapter
21.49 of the Carlsbad Municipal Code and Ordinance No. 8073
creating Chapter 18.05 of the CMC, and which imposed a moratorium
on the issuance of building permits in Carlsbad and a moratorium
on the acceptance of applications for and granting of discre-
tionary approvals for development projects in Carlsbad; and
2:18:Stip -2-
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WHEREAS, on or about September 12, 1977, Grove Apartments
Investment Co. ("Grove"), a partnership, as successor in interest
to Rildan Inc., Fawco, Citron, and Frank, filed an action in the
Superior Court entitled "Grove Apartments Investment Co., a
partnership, v. City of Carlsbad, a Municipal Corporation, Vista
Sanitation District, a Public Corporation," being Civil Action
No. N 9052 in the Superior Court for the County of San Diego,
North County Branch (hereinafter "Action No. N 9052") , seeking,
among other things, a judicial determination of its rights and
obligations under the Rildan and Fawco Easements and under
Ordinance Nos. 7047 and 7048, as amended and supplemented; and
WHEREAS, on or about July 31, 1978, pursuant to leave
granted by the Court therefor, Carlsbad filed a cross-complaint
for declaratory relief adding HFH, Ltd. ("HFH") and Kamar
Construction Company ("Kamar") as parties to this action; and
WHEREAS, the trial in the matter commenced in October 1978
and continued thereafter, except where recessed, until November
20, 1978 when all sides rested, with the presentation of numerous
oral testimony and the introduction of voluminous exhibits by all
parties; and
WHEREAS, on November 21, 1978, the Court, after hearing
argument, issued certain tentative rulings, and ordered further
briefing in said action; and
2:18:Stip -3-
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WHEREAS, subsequent to November 21, 1978, the parties and
others, after numerous meetings and other negotiations, entered
into an Agreement for Settlement of Lawsuit and Mutual Releases
(hereinafter the "Grove Settlement Agreement"), resolving, among
other things, all the issues in the action; and
WHEREAS, pursuant to said Grove Settlement Agreement the
parties stipulated to entry of a Judgment Pursuant to Stipulation
(hereinafter the "Grove Judgment"), which thereafter was duly
entered herein, and which provides for certain development rights
with regard to the property which is the subject matter thereof;
and
WHEREAS, the Grove Judgment provides, among other things,
that the rights provided therein shall terminate after the 10th
anniversary of events more specifically referred to therein, such
that it could be contended that said rights would cease sometime
in late 1989; and
WHEREAS, subsequent to the entry of the Grove Judgment, and
in reliance on the rights granted thereunder, Grove expended
substantial sums of money and incurred substantial liabilities in
developing or causing to be developed certain of the real
property which is the subject matter of the Grove Judgment; and
WHEREAS, in order to develop and/or cause the development of
certain remaining portions of the real property which is the
2:18:Stip — 4 —
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subject matter of the Grove Judgment, and in reliance on rights
granted thereunder, Grove entered into an agreement with Odmark
Development Company ("Odmark"), which, as from time to time
amended (the "Grove Odmark Agreement"), provides for the sale to
Odmark of Parcels D and E of the property, Parcel E being
comprised of sub-parcels E and E Prime; and
WHEREAS, pursuant to the Grove/Odmark Agreement, and in
reliance on rights granted under the Grove Judgment, Odmark,
expended substantial sums of monies and incurred substantial
liabilities in attempting to develop Parcels D and E, including
preparing certain designs and plans for a project involving the
construction upon Parcel E of 216 condominium units (the
"proposed condominium project"), thus involving a project density
of 10.8 dwelling units ("dus") per acre, excluding designated
open space and 40% slopes; and
WHEREAS, the Land Use Element of the General Plan of the
City of Carlsbad designates the area in which Parcel E is located
as RMH, thus calling for densities of 10-20 dus/acre, and the
newly revised General Plan density for the area calls for
densities of 8-15 dus/acre; and
WHEREAS, the area in which the property is located is zoned
Planned Community, and, as such, is required to be developed
under a master plan, which master plan (the "Hosp Grove Master
Plan") would permit 240 units to be developed on Parcel E, and
2:18:Stip -5-
V^
WHEREAS, prior to January 22, 1986, Odmark submitted to the
Planning Department of the City of Carlsbad an Environmental/
Initial Study including numerous reports and supplemental reports
evaluating potential environmental impacts of and corresponding
mitigation measures for the proposed condominium project; and
WHEREAS, the Planning Director of the City of Carlsbad,
° after determining that the proposed condominium project would not
cause any significant impacts because potential impacts had been
mitigated, issued a Mitigated Negative Declaration, dated January
11 26, 1986, which, on February 5, 1986, was recommended for
approval by the Planning Commission of the City of Carlsbad; and
13
WHEREAS, Odmark applied to the Planning Commission of the
City of Carlsbad for approval of a two-lot tentative map and
216/unit condominium permit with regard to the project, and
17
WHEREAS, by Planning Commission Resolution No. 2538, the
Planning Commission of the City of Carlsbad recommended approval
of a two-lot tentative map and 216-unit condominium permit for
the project; and
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23 WHEREAS, on March 18, 1986, the City Council of the City of
Carlsbad held a public hearing to consider the request by Odmark
to approve the tentative map and condominium unit permit, and to
2^ further consider approving the Mitigated Negative Declaration
issued by the Planning Director and recommended for approval by
pa the Planning Commission; and
2:18:Stip -6-
1 WHEREAS, a number of members of the public appeared at said
2 hearing to challenge the project, to advocate the acquisition by
the City of Parcels D, E, and F {or portions thereof) for
recreational purposes, and/or to question the conclusions of the
Planning Director and Planning Commission leading to the issuance
of the Mitigated Negative Declaration; and
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8 WHEREAS, by Resolution No. 8468, the City Council of the
City of Carlsbad disapproved the Mitigated Negative Declaration,
10 and directed the preparation of an Environmental Impact Report
11 for said project; and
12
WHEREAS, in connection with said action, the City Council
voted to cause a review of both the General Plan and Hosp Grove
Master Plan, and to consider the possibility of acquiring some or
all of Parcels D, E and F; and
17
18 WHEREAS, subsequent to the foregoing, Grove and Odmark
placed the City on notice of their position that the foregoing
20 actions of the City Council in disapproving the Mitigated Nega-
21 tive Declaration, requiring that an Environmental Impact Report
22 4.,-, HO prepared concerning said project, and causing the Hosp
23 Grove Master Plan and General Plan to be reviewed were unlawful
and in violation of their rights, including their rights to
development under the Grove Judgment entered in this action; and
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2' WHEREAS, subsequent to the actions of the City Council
described hereinabove, members of the public, have continued to
2:18:Stip -7-
express a desire to attempt to acquire Parcels D, E and F, or
some portion thereof, for park and/or recreational purposes, and
Grove and Odmark have continued to assert their rights to develop
said parcels; and
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6 WHEREAS, the citizens of the City of Carlsbad have
circulated petitions to qualify for inclusion on the November,
1986 ballot a measure which, if passed and valid, would have the
effect of severely limiting the number of residential units which
could be developed in the City of Carlsbad commencing in January
1987 and continuing until at least 1995; and
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WHEREAS/ the City of Carlsbad has been studying, has already
implemented and may, in the future, further implement measures
and methods which have and/or may have the effect of limiting
and/or restricting the timing and/or number of residential units
which could be developed in the City of Carlsbad commencing in
January 1987 and continuing until at least 1995; and
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WHEREAS, the City of Carlsbad has imposed and may in the
future further impose a moratoria which restricts or prevents
22 pursuing certain developmental activities and/or seeking certain
23 developmental approvals and/or permits; and
24
WHEREAS, since in or about April, 1986, representatives of
" the City of Carlsbad, Grove, and Odmark have met and otherwise
communicated on numerous occasions in order to resolve the
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2:18:Stip -8-
1 disputes which exist between them arising out of the foregoing;
2 and
3 i
WHEREAS, the Grove Group, on the one hand, and the City of
Carlsbad, on the other, disagree as to the extent and legal
effect of the rights and obligations concerning development which
are provided for in Grove Judgment, in that, among other things:
8
a) The City of Carlsbad contends that such rights and
obligations relate only to the ability of the "Private Parties"
11 as defined therein (which include the Grove Group) to proceed
12 with development notwithstanding a sewer moratorium and the right
to sewer service, but
14
b) The Grove Group contends that it has rights there-
under, including vested rights, to proceed with and complete full
development of the property referred to in the Grove Judgment by
August 28, 1989, in accordance with the Hosp Grove Master Plan
and to the densities referred to in the Grove Judgment; and
20
WHEREAS, the City of Carlsbad, Grove, and Odmark have
22 reached a Settlement designed to resolve the disputes which exist
between them (hereinafter the "Carlsbad/Grove/Odmark Settlement")
24 and which, among other things, provides for the following:
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2" \t That the citizens of the City of Carlsbad will be
2' presented the opportunity, by a ballot measure to be placed on
the November 4, 1986 ballot, to vote to acquire Parcels D, E and
2:18:Stip -9-
-"- F for an agreed upon purchase price, which purchase would be
* implemented and funded under circumstances and pursuant to
mechanisms fully set forth in an Agreement for Purchase and Sale
of Real Property which the parties hereto are executing
contemporaneously herewith (the "Purchase Agreement");
6
' 2. That, pending the results of said ballot measure and
thereafter, Grove and/or Odmark will be permitted to pursue
efforts to develop Parcels D and E in a certain manner described
and designed in the Revised Judgment provided for herein as the
11 "Proposed Judgment", including seeking and/or applying for any
-I r)necessary governmental approvals or permits therefor, and that
the City of Carlsbad will utilize its best efforts to facilitate
the same;
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3. That, if said ballot measure fails to obtain the
requisite vote necessary for passage, but if the City of Carlsbad
° issues the Discretionary Government Approvals (as defined in the
Revised Judgment provided for herein), then:
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a) The City of Carlsbad will purchase Parcel F for an
PP^ agreed upon purchase price, which purchase would be implemented
p-Z0 and funded under circumstances and pursuant to mechanisms fully
OA set forth in the Purchase Agreement;
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b) Grove and/or Odmark will dedicate in fee that
?7 portion of Parcel E which is not the subject of the Proposed
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101
,..-/
Development (as defined in the Revised Judgment provided for
herein); and
c) Grove and/or Odmark will have vested rights to
develop the Proposed Development in accordance with the Revised
Judgment provided for herein; and
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WHEREAS, if the Purchase Agreement is fully consummated and
performed by the parties thereto, it will be unnecessary to
resolve the disputes between the parties as to the effect of the
Grove Judgment, but, if not, the parties desire to reserve all
their rights to litigate the same; and
13
WHEREAS, to implement and facilitate the Carlsbad/Grove/
Odmark Settlement, it is necessary to clarify, modify and revise
the Grove Judgment previously entered herein;
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18 THEREFORE, IT IS HEREBY STIPULATED AND AGREED, by and
between the parties, through their attorneys:
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1. That the Court may enter a Revised Judgment in this
PP
action in the form of, and providing for the matters contained
in, Exhibit 1 attached hereto, which is, by this reference, made
P4-a part hereof;
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pe<=;o 2. That the parties hereto waive any and all findings of
?7 fact and conclusions of law and/or rights to a statement of
po
decision and/or similar or related rights in connection with the
2:18:Stip -11-
1 Revised Judgment, and any and all rights to appeal therefrom or
2 any part thereof;
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-3. That if the City of Carlsbad fully complies with its
obligations under the Purchase Agreement and the Revised
Judgment, but the Proposed Development nevertheless is not
achieved or is delayed because of acts or omissions of parties
other than the City of Carlsbad, its officers, employees, or
agents, the City of Carlsbad shall bear no responsibility
therefor; and
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4. That in any subsequent proceeding between the parties
hereto arising out of an alleged breach of the Purchase Agreement
and/or alleged failure to comply with the Revised Judgment,
neither of the parties shall have the right to recover or seek
recovery of monetary damages from the other, and their sole
-*-' recourse shall be to seek non-monetary relief, including, but not
limited to, by way of writs of mandamus and/or prohibition,
declaratory relief, injunctive relief, specific performance,
contempt, or similar remedies; and
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5. In any such subsequent proceeding, the agreements
concerning reservation of rights and other matters contained in a
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letter agreement between the parties, dated July , 1986,
attached hereto as Exhibit 2 shall apply.
DATED: July , 1986 HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
By_
Howard J. Rubinroit
Attorneys for Plaintiff Grove
Apartments Investment Co.
DATED: July , 1986 CARLSBAD CITY ATTORNEY
BY.
Vincent Biondo, Jr.
Attorney for the City of Carlsbad
DATED: July , 1986 VISTA CITY ATTORNEY
By-
Attorneys for Vista Sanitation
District
DATED: July , 1986 DAUBNEY and BANCHE
By_
Nicholas Banche
Attorneys for Cross-Defendant
KAMAR CONSTRUCTION
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HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
Howard J. Rubinroit
2029 Century Park East, Suite 1515
Los Angeles, California 90067
(213) 277-5050
Attorneys for Plaintiff
GROVE APARTMENTS INVESTMENT CO.,
and Cross-Defendant HFH, LTD.
SUPERIOR COURT OF THE STATE OF CALIFORNIA
FOR THE COUNTY OF LOS ANGELES
GROVE APARTMENTS INVESTMENT CO.,)
a partnership, )
Plaintiff, )
vs. )
CITY OF CARLSBAD, a Municipal )
corporation, et al., )
Defendants. )
)
)
)
NO. N 9052
CITY OF CARLSBAD, a Municipal
corporation,
Cross-Complainant,
REVISED JUDGMENT PURSUANT
TO STIPULATION
vs.
)
)
)
)
)
)
)
)
)
)
Cross-Defendants. )
)
HFH, LTD., a partnership, KAMAR
CONSTRUCTION CO., a partnership,
and DOES I through XV, '
inclusive,
If? 1
2:15:Judgment
The Court, having read and considered the Stipulation for
Entry of Revised Judgment, and being familiar with the evidenceo
(oral and documentary), records and files in this action,
ORDERS, DECREES AND ADJUDGES as follows:5
6
1. Grove Apartments Investment Co. ("Grove") and/or
H.F.H., Ltd. ("H.F.H."), and/or their successors, assigns, or8
designees, including, but not limited to Odmark Development Co.
("Odmark") (all of the foregoing hereinafter sometimes referred
to as the "Grove Group") shall be and are entitled to, and will
diligently, pursue applications for the development of the
following real property ("Property") for the following purposes
14
a. Hosp Grove Parcel E (which is comprised of Sub-15
Parcels E and E Prime, and which is more particu-16
larly described in Exhibit "A" hereto), for the
purpose of constructing a retail commercial18
development consisting of no less than 95,890
J. »7
square feet of gross leasable floor area upon 8.8
usable acres pursuant to C-2-Q Zone (Carlsbad
<i J-
Municipal Code Chapters 21.18 and 21.06), in the
general area on Parcel E adjacent to Marron Road
on both sides of .Monroe Street, and with access
and egress approved by the Grove Group, which
_. approval shall not be unreasonably withheld; anddo
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b. Hosp Grove Parcel D (which is more particularly
described in Exhibit "A" hereto), for the purpose
2:15:Judgment - 2 -
1
of constructing thereon 108 residential dwelling
units in one or more buildings not exceeding threeo
stories in height.
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2. Notwithstanding any moratoria or other restriction as6
to its ability or right to accept applications or issue entitle-
ments for the improvement or development of real property8
presently in force or hereinafter enacted by the City of
«/
Carlsbad, the City of Carlsbad, and any and all of its depart-
ments, agencies, or officials having jurisdiction or responsi-
bility for the same, shall, upon the proper filing, submittal
and/or application of or for said approvals or permits, forthwithlo
accept such applications and proceed to process the same fully,
diligently and timely.15
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3. Without limiting the foregoing, the City of Carlsbad
with respect to the development referred to in paragraphs la and18
Ib hereinabove (hereinafter the "Proposed Development"), shall
J- t7
forthwith:
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a. Undertake all necessary and appropriate review and
evaluation of the potential environmental impact
. of the Proposed Development and of any other
approval or other matters concerning or necessaryfL O
_- to implement such Proposed Development for whichdo
review and evaluation of the potential environ-
^ f
mental impact is necessary or required, indo
2:15:Judgment
accordance with the California Environmental
Quality Act and Title 19 of the Carlsbad Municipalo
Code as presently enacted, and utilize its best
efforts to cause the environmental processing and5
evaluation to be obtained in conformity with all6
applicable legal requirements prior to November 4,
8 1986i
9
b. Undertake all necessary and appropriate steps,
including, but not limited to, accepting and
expeditiously processing any and all proper-L <j
filings, submittals, or applications by the Grove_Lo
Group in connection therewith, to effect (i) an
._ amendment of the Hosp Grove Master Plan and thelo
__ General Plan, (ii) a rezoning of that portion of16
Hosp Grove Parcel E which is part of the Proposed
Development to a C-2-Q zone, and (iii) the18
issuance of a planned development permit for Hosp
~L *7
Grove Parcel D and a site plan approval for Hosp
Grove Parcel E, and otherwise permit a planned
& -L
development of such portion of Hosp Grove Parcel E
and Parcel D to the end that such amendments,
rezoning, approvals and permits will be consistent
(*» 4r
„ with and authorize the Proposed Development, and& o
each component thereof. City of Carlsbad shall
£j O
further permit the filing of a tentative subdivi-
sion map respecting the Property, as may bedo
2:15:Judgment - 4 -
*"'
3
Jio
necessary to permit and implement the Proposed
Development. City of Carlsbad shall utilize its
best efforts to cause the foregoing to occur prior
to November 4, 1986. As used herein, theb
term "Discretionary Governmental Approvals" shall6
mean the actions described in clauses (i) , (ii)
and (iii) above, and the approval by the City ofo
Carlsbad of a tentative subdivision tract map for
the Property subject only to such conditions of
approval as are customarily applied at the present
time to like or similar developments, provided
such conditions of approval do not prohibit or
substantially impair the timely completion of the
Proposed Development. However, City may requireJ_ O
. .. that Grove Group shall dedicate or cause to be16
dedicated (concurrently with the recordation of a
tract map for Parcel E) that portion of Parcel E18
which is not the subject of the Proposed Develop-
ment, but shall not require that Grove Group
improve any portion of Monroe Street which is
contiguous to that portion of Parcel E so
dedicated. If the City of Carlsbad determines
. that such improvement of Monroe Street shall be
fcrr
otherwise required, the City shall cause such& 0
0. improvement at its sole cost and expense, and at/so
no cost or expense to the Grove Group.
£j f
28
2:15:Judgment - 5 -
c. Approve all necessary and appropriate public
easements for water and utilities as are within3
the jurisdiction of the City to approve and which
are necessary to service the Proposed Development.5
6
d. Accept, and expeditiously and in good faith
process subject to satisfaction by the Grove Group8
of all conditions of the approvals and other
*/
conditions therefor which properly could be
imposed as of the date hereof pursuant to this
Revised Judgment, applications and submittals for
-L &
all discretionary, governmental approvals and all
J-O
ministerial permits or approvals including, but
not limited to, grading permits, building permits,15
and certificates of occupancy.16
17
e. Allow amendment by the Grove Group of any specific18
plans or master plans, and maps related thereto,
heretofore filed and approved with regard to or
affecting the development of Parcels D and E, in
such manner as may be necessary to adjust the&&
number of dwelling units in any such parcel or to
change the design approach in accordance with and
so as to permit the Proposed Development of
Parcels D and E. All such amendment (s) must be
consistent with presently enacted laws and good
^ f
2Q planning;
2:15: Judgment - 6 -
f. Provided all applicable City requirements which
properly could be imposed as of the date hereofo
pursuant to this Revised Judgment are met, permit
the Grove Group to record a final map for any and5
all of Parcels D and E, and toll the time limita-6
tions for all other discretionary permits or
approvals by a period of time equal to the length8
of time for which any of said Parcels does not
have sufficient sewer capacity necessary for the
development of any such Parcel.
12
4. After the Grove Group has obtained the Discretionary
J.O
Governmental Approvals pursuant to the foregoing, the Grove Group
shall have the vested right to commence, complete, implement, use15
and occupy the Proposed Development, in accordance with the16
Discretionary Governmental Approvals. The City of Carlsbad shall
not, for a period of time not less than three (3) years following18
the issuance of the last Discretionary Governmental Approvals,
^ */
except upon prior consent of the Grove Group, modify or impose
new requirements for further discretionary approvals, or take any
other action, which prohibits, substantially impairs, or is in
conflict with the Proposed Development. However, (i) City may
apply new rules, regulations, and policies.for the Proposed
Development which are not in conflict with presently existing25
rules, regulations, and policies, and which do not delay or in26
any manner materially and adversely affect the Proposed
t+t (
Development, (ii) the Grove Group has the right to seek the28
2:15:Judgment
revision of such rules, regulations, and ordinances otherwise
applicable to the Proposed Development, and (iii) if the Groveo
Group shall breach its obligations to convey Parcel F or the
Property, as the case may be, pursuant to the Agreement of5
Purchase and Sale of Real Property executed by City and Grove6
Group dated as of July 15, 1986, any approvals theretofore issued
by the City in accordance with this Judgment may not be utilized8
by the Grove Group except pursuant to further order of the Court.
10
5. The vested right of the Grove Group to develop the
Proposed Development, as aforesaid, shall not be subject to
J_ tZt
frustration, delay, impairment and shall not in any manner be
adversely affected by any moratorium or growth limiting or
similar measure presently or hereafter enacted by the City of15
Carlsbad, or imposed pursuant to any ballot measure adopted by16
the citizens thereof. The City of Carlsbad is estopped and
precluded from asserting the application or effectiveness of any18
such moratorium or other measure to or concerning the Proposed
-i- •/
Development. To the extent that the City purports to treat the
Proposed Development as being subject to any such moratorium,
growth limiting, or similar measure, it shall give such priority
to the Proposed Development thereunder as is necessary to permit
the full implementation .of the Proposed Development to the same
degree as if the Proposed Development were exempt therefrom.
(Zi O
26
6. The Grove Group shall have the right to receive 676
(Zt (
Equivalent Dwelling Units ("E.D.U.") of capacity in the Encinado
2:15:Judgment - 8 -
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Sewage System under this Revised Judgment, which shall be
distributed as follows:
Parcels D and E
Parcel F
May Stores Noncoastal
Zone Commercial Parcels
May Stores Coastal Zone
Commercial Parcel
276 E.D.U.'s
180 E.D.U.'s
20 E.D.U.'s
200 E.D.U.'s
7. Payment, if any, by the Grove Group, for the 676
E.D.U.'s of capacity shall be made as follows:
Parcels D and E
Parcels F
May Stores Non-Coastal
Zone Commercial Parcel
May Stores Coastal Zone
Commercial Parcel
276 E.D.U.'s
$150 per E.D.U.
180 E.D.U..'s
$150 per E.D.U.
20 E.D.U.'s Free
100 E.D.U.'s
$150 per E.D.U.
Up to 100 Statutory Fee
additional for Charge
E.D.U.'s for sewer
capacity, if
any, at time
of purchase.
2:15:Judgment - 9 -
8. The Grove Group shall be subject to all taxes, fees, and
charges of general application for their activities within theo
City of Carlsbad sewer service area including ownership and
development of land, except that any taxes (other than Ad Valorem5
property taxes), fees, or charges, or any portions thereof,6
earmarked for sewage disposal purposes, or charged or used in
lieu thereof, shall not be payable by the Grove Group with regard8
to any development utilizing the 676 E.D.U.'s of capacity set
«7
forth in Paragraph 6 above, other than those specifically
provided for in Paragraph 7 above and the monthly sewer service
charges applicable to all users in the Carlsbad sewer service
J_ (Z*
area of the Encina System.
J.O
14
9. The Grove Group shall, pursuant to the terms of this15
Judgment, have the right to connect up to 676 units of develop-16
ment to manholes located within the Unit B outfall trunk sewer
line. Said parties shall further have the right, as an alterna-18
tive, to connect not more than 400 of said E.D.U.'s to the sewer
•L. */
line located in El Camino Real in lieu of connecting such number
of connections in said trunk sewer line. Said parties shall be
responsible for any and all reimbursement fees incurred by
connecting to the El Camino Real Sewer Line as well as all actual
costs of physical attachment to the reconstructed or the El
{** TC
Camino Real sewer lines.& D
26
10. The Grove Group shall have the right to accumulate the
fZt i
OQ E.D.U.'s to be received pursuant to this Judgment. The right todo
2:15:Judgment - 10 -
receive and to accumulate such E.D.U.'s, and the right to either
free or reduced fees and charges for such E.D.U.'s received oro
accumulated as provided for in this Judgment shall: (1) be
transferable between the parcels referred to in paragraphs 6 and5
7 (2) shall run with the land, and (3) shall be fully assignable6
but only so as to run appurtenant to the parcels referred to
in paragraphs 6 and 7 hereinabove.8
9n
11. If they have not already done so, Carlsbad and the Vista
Sanitation District shall take whatever steps are necessary to
cause the vacation and reversion to the original grantors, or
J_ &
their successors or assigns, of the following easements:J_u
14
a. Grant of Easement of Right-of-Way, dated July 23,15
1964, from Citron, Frank, and Fawco to VSD and16
Carlsbad, a copy of which ia attached hereto as
Exhibit "C";18
19 (|
b. Grant of Easement of Right-of-Way, dated July 23,
(Zt\J
1964 from Rildan to VSD and Carlsbad, a copy of
M J-
which is attached hereto as Exhibit "D"
(**(**
23
c. Grant of Easement of Right-of-Way, dated May 8,
<drt
1972, from Citron, Frank, and Fawco to VSD and
fCi O
Carlsbad, a copy of which is attached as Exhibit26
'E";27 '
28
2:15:Judgment - 11 -
1
d. Easement, dated May 8, 1972, from Citron, Frank,
fc
and Fawco to VSD and Carlsbad, a copy of which is
attached hereto as Exhibit "F";4
5
e. Easement, identified on Map No. 8956, recorded6
August 11, 1979, from PCR, Citron, Frank, Bartman,
Residuary Trust, Marital Trust, and May Stores to8
VSD and Carlsbad.
•7
10 ii
I 12. Except as otherwise provided in paragraphs 13 and 14
hereinbelow, and except upon a breach or failure by the City of
J. fCt
Carlsbad to comply herewith, the rights and obligations providedlo
for in this Revised Judgment shall expire, and this Revised
__ Judgment shall terminate and be of no further force and effect on15
_ .. August 28, 1989.ID
17
13. Notwithstanding Paragraph 12 hereof:18
19 n
A. Should the "Property Close of Escrow" occur as
<o W
provided for in the Agreement for Purchase and
& JL
Sale of Real Property, dated as of July 15, 1986,
between the -Grove Group and the City of Carlsbad
(the "Purchase Agreement"), any and all develop-
ment rights (but not the rights and obligations
regarding E.D.U.'s and other sewer-related rights
and obligations) provided for herein in connection
fZ* I
28
2:15:Judgment - 12 -
I <
with Parcels D, E, and F only shall terminate
immediately;3
4
14. Notwithstanding Paragraphs 12 and 13 hereof:5
6
A. Should the "Parcel F Close of Escrow" not occur as
provided for in the Purchase Agreement, and shouldo
said Purchase Agreement therefore be terminated,
10 then:
(1) The rights and obligations provided for in
this Revised Judgment shall continue in
effect until April 30, 1990.lo
(2) The City of Carlsbad shall allow amendment by
_ _ the Grove Group of any specific plans orlo
master plans, and maps related thereto, filed16
and approved with regard to or affecting the
development of Parcel F in such manner as may18
be necessary to adjust the number of dwelling
J- */
units therein or to change the design
approach in accordance with and so as to
permit development according to the presently
existing density for Parcel F. All such
lid
. amendment(s) must be consistent with present-
fZt ft
f. ly enacted laws and good planning; and
26
27
28
2:15:Judgment - 13 -
(3) Provided all applicable City requirements
which properly could be imposed as of the
date hereof pursuant to this Revised Judgment
are met, the City of Carlsbad shall permito
the Grove Group to record a final map for6
Parcel F, and toll the time limitations for
all other discretionary permits or approvals8
by a period of time equal to the length of
»7
time for which said Parcel does not have
sufficient sewer capacity necessary for the
development of such Parcel.
13
B. Should the "Parcel F Close of Escrow" occur as14
provided for in the Purchase Agreement, any and15
all development rights (but not the rights16
regarding E.D.U.'s and other sewer-related rights)
provided for in connection with Parcel F only18
shall terminate; and
20 ii
C. The City of Carlsbad shall:
(1) Allow amendment by the Grove Group of any
specific plans or master plans, and maps
related thereto, heretofore filed and
approved with regard to or affecting the
<c D
__ development of the May Stores commercial26
parcels (which are more particularly(L f
described in Exhibit "A" hereto), in such(88
2:15:Judgment - 14 -
manner as may be necessary to adjust the
number of dwelling units in any such parcel3 I
or to change the design approach in
accordance with and so as to permit theo
development according to presently existing
„ densities of the May Stores commercial
_ parcels. All such amendment(s) must beo
consistent with presently enacted laws and
good planning; and
11
(2) Provided all applicable City requirements
-L £Zt
which properly could be imposed as of the-Lo
date hereof pursuant to this Revised Judgment
.. are met, permit the Grove Group to record a
,_ final map for any and all of the May Stores
commercial properties, and toll the time
.0 limitations for all other discretionary
J-O
permits or approvals by a period of time
equal to the length of time for which any of
said Parcels does not have sufficient sewer
capacity necessary for the development of any
such Parcel.
£4
15. No damages shall be awarded to any of the parties to
tZ> O
this action for any matter or cause occurring prior to the entry
?7 of the original Judgment herein, and each of the parties to this
28
2:15:Judgment - 15 -
1
action shall bear its own costs and fees, including attorneys'
f~t
fees, with regard thereto.
w
4
DATED:5
6
7
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
JUDGE OF THE SUPERIOR COURTo
2:15:Judgment - 16 -
Uif
EXHIBIT
PARCELS D, E and E PRIKE
LttTM.
EXHIBIT A
; : • ' ' * • '• L'
: i; : f - - c »
Foreet
». »• » • tvt- I
of
of Bernini; ••«. T; ;««..» . r.dial li«c toi radius
. ~
06*51 '59" t««« 261.11 feet *w *
t.accord!* to *'"£*1Znie, 26, HSO; tbenc. »o«* > JJ JJ. 1. «*3-*8 f«et;
i (/
. C ' ' !'.""'
•• fcnw":
, ,h, ««t SoUthv<£t»l) «rner o. 1C' :, ^ 1S5]&C, ,„,.
eot«r,tlt,g .t th' « , , „, ,.je lot " ^"J- "n,.t „( tejintilnt; th.rce
,lc«t the Sr,.jC- U.t. «°-" «'et " LL . t.l.e»t curve conc.ve
..id curve tv , fortb 03'34 458.00 £tet; thence
rssrysr^ "— 1 r X1^- « 3the begiwm f * . Irt^rttrlj ^o« w« ««~ "~ a
o Mld „„, Berth
sj^t-rSSCrSiS
of 39'06'5r •* j We.t. 272.00 feet;
"
tke
BSS
wMlSSsESssse&ffiS
• — * -
t>cci '*' tc leie1 curve
- i .--•-. t* £ * : c1 .?•.'*'( c - •" '' ' . . ^ . . ( . . c ^ : . i c c : : t • <. I i t '- t • -
••i1:'-".' v,!-., '••'•'•i/V':t r V»c-:-t't»i;£t *:c:.i"stlc: curve thiougt, • certifcl
ar«T r.*Mt>£ • «d:i:! ol ^ lf Uf 59 feet- there* North 15'28'25' Vett,!L:,. ., U-J1U9- ar. arc citttsce of ^f.59 Jeet tr>e ^
,
- « J3 J* Ji •»« -f !««))•» t« Street in B.ip »«•!»'«Fortiot,. of Lo» M. «. "• '; k ci „, u.J.Ui. County of fan Dl«t°.
»ol«.t Cotpatiy1. !'«« *•>•'• '" "' ^/.^ fc. n36. |11«< 1= the Office of" fello"!
.f 235.33 f«.tftbe *eglB»i«« of • W«t" tf eor^ tbroofh . ce»trtf •»>••«
458.00 feet; tbence *>rtlll«"t!x JJ Jjet; tbence tangent to Mid eur*e Horth
»•!••»• •» •rCC 2. VeWii* of . ungent e«r.« eonc.ve
feet; te et; tbence tangent o
•»• •» •rC
1fJ%TCfe.t tl 2. VeiWii* of . ungent e«r.« eonc.ve
'lS- West 1M-W feet 7 f 1042.oo feet; tbeace lorthve.terly along
sruAs^s^^^s^
tbence »ortbve«t«rly - *** «» « «J^ f
«m«nce of 30.S2 feet to • fc ,fegterl. .long MU rever.e eurre tbrough
of W; c^««nce of^470.47 feet; tbenc. South
Scutk 64'39'00- I«t 248.29 feet; tbence
Soutb ee-45-50- U.t 330.26 feet to tbe
Tni Point of Beginning. .of 1M4> 42'w '"' "rt
c.tfollo«li« described eenterline:
»v. fettcrlf li»e «f Mid Lot 25 distant tbereon llortbCcm»encln« at a folnt : •• ^tbe •e.terlJ ^ T tbereof. tbeDC« i«.vlng
23-27U5- West. M5.00 feet fr« tbe •« ^ ^^ i|.JDiJ§. ^ Fr ^rf)
..Id Itefterl, line lortb §8 37 10 M i§-»3W fc.t. 38.57
402.52 feet to tbe True ^^jJ.fjSe^ii^ U.terl, ^ UTlng a radius
feet to tbe beginning of • **"£££• tbroug>> a central angle of 14'35*23 aniriOOO.00 feet; tbence alo»g «« c OT W ug ^ ^^ ^^^
.re distance of »4.t* tojts ^."^t c«r,e. conc.,e Westerly and b.vinj a109 .»0 feet to tbt beginning oi a i«i>*
central »nfU of
.,. f. JM. tV.rci .lcr,f SMC i«.» — • . rL.TX(
tj • r' f • • -C " ' ' - ; -. «(, • tv i : :< 1* ' t'
":" ••••'^vw^^^^v'""^dlul ol BOC.UU jeri, tti*nct ^0
fc- "t" r. - -» »-"-00 lcot
A PARCEL CF LAND SITUATE IN THE CITY OF CARLSBAD,
COUNTY CF SAN DIEGO, STATE OF CALIFORNIA, BEING A
PORTION OF SECTION 31, TOWNSHIP 11 SOUTH, RANGE 4 WEST,
SAN BERNARDINO MERIDIAN, ACCORDING TO OFFICIAL PLAT
THEREOF AND PORTIONS OF LOTS 32 THROUGH 35 INCLUSIVE
AND CF EUCALYPTUS STREET AS VACATED AND CLOSED TO
PUBLIC USE, ALL OF HO3P EUCALYPTUS FOREST COMPANY'S
TRACT ACCORDING TO MAP THEREOF NO. 1135, FILED IN THE
OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
•
BEGINNING AT THE SOUTHEAST CORNER OF THE NORTH HALF
OF THE NORTHEAST QUARTER OF SECTION 31, TOWNSHIP 11
SOUTH, RANGE 4 WEST; THENCE ALONG THE SOUTH LINE OF
SAID NORTH HALF NORTH 89°42'19tT WEST, 1716.40 FEET TO THE
NORTHWEST CORNER OF CARLSBAD TRACT NO. 75-18 SAID POINT
BEING THE TRUE POINT OF BEGINNING; THEN
SOUTH 0°25'14" WEST, 206.65 FEET ALONG THE WESTERLY LINE
OF SAID TRACT; THENCE NORTH 89°42t19" WEST, 219.00 FEET;
THENCE SOUTH Oe25'14" WEST, 934.82 FEET TO A POINT IN THE
NORTHERLY LINE OF MARRON ROAD (82 FEET WIDE), SAID POINT
BEING IN A NONTANGENT CURVE CONCAVE TO THE NORTHEAST
HAVING A RADIUS OF 753 .OO FEET, A RADIAL LINE OF SAID CURVE
THROUGH SAID POINT BEARING SOUTH 3°12!22" EAST; THENCE
WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
4S°C3'C5", A DISTANCE OF 635.81 FEET; THENCE
NORTH 45°O4'15" WEST, 130. OO FEET TO THE BEGINNING OF A
TANGENT CURVE CONCAVE TO THE NORTHEAST HAVING A
RADIUS CF 553.00 FEET; THENCE NORTHWESTERLY ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 31°04t59", A DISTANCE
OF 302.72 FEET; THENCE NORTH 13°59'17" WEST, 10O.OO FEET
TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE EAST
HAVING A RADIUS OF 553. OC FEET; THENCE NORTHERLY ALONG
SAID CURVE THROUGH A CENTRAL ANGLE OF 21°29'09", A
DISTANCE OF 203.25 FEET TO THE BEGINNING OF A COMPOUND
CURVE CONCAVE TO THE EAST HAVING A RADIUS OF 753.00
FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A
ORIGINAL
IcoR
CENTRA- A.M-'-, .
HENCE NORTH 22 = 3V45" EAST, 6.53 FEET; THENCE
SC:J~TH 59C-''2V EAS~^, 93.02 ~EET TO A PO!%-"~ IN' A .NCNTA
A RA.DIAL LINE CF SAID CURVE THROUGH SAID .— GIX'T
SOUTH 50°25'20" WEST; THENCE EASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 42°18'20", A DISTANCE OF 53. 16
FEET; THENCE SOUTH 81°52IOO" EAST, 21 .00 FEET TO THE
BEGINNING OF A TANGENT CURVE CONCAVE TO THE NORTHWEST
HAVING A RADIUS CF 72. CO FEET; THENCE NORTHEASTERLY ALONG
SAID CURVE THROUGH A CENTRAL ANGLE OF S5°00'OC", A DISTANCE
OF 119.23 FEET; THENCE NORTH 3°OS'00" EAST, 55.11 FEET TO THE
BEGINNING CF A TANGENT CURVE CONCAVE TO THE WEST HAVING
A RADIUS OF 72.00'FEET; THENCE NORTHERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 20°51'26", A DISTANCE OF 26.21
FEET TO A POINT IN THE NORTH HALF OF THE NORTHEAST
QUARTER , A RADIAL LINE OF SAID CURVE THROUGH SAID POINT
BEARING NORTH 72016'34" EAST; THENCE ALONG THE SOUTH LINE
OF SAID NORTH HALF SOUTH 89°42'19" .EAST, 788.79 FEET MORE
OR LESS TO THE TRUE POINT OF BEGINNING.
ORIGINAL
EXHIBIT B
Exhibit B not used
•o
»;••'• carried man/ EAREf L.' FRAHX; JR., a carried nan/ and FAWCO, .a partner- •'•
feet of the Sast
rth 15.00 feet of Lots % "-. -*"
Eucalyatus Forest Tract • :
No. 1136, filed in
June 8, 1908.
*
'The sa'id 'graat "is" specifically cade by grantor and accepted' ^
". '. • . .- . • ..-•-••
ay grantee subject to the following terss and conditions: • . .
• » ****. *
1. In the event the grantee, their successors or assigns,
-»."_• = • "• " • 'shall "cease to' utilize the easenent herein granted for; a-period of
. *£.• .* * -'.' one year at any tirvft iii the future, -all interest of the grantee herein
ife'- • e^raated'shall, revert-to grantor, its successors or assigns. . .ft." • • . • '-..>-.
: }-••. '•••.'•\g'.? ' ' la." Grantor, with the consent of grantee, which grantee agrees '-" .
" *** " * " w • **••
• •••"•• * '..'. not to unreasonably, withhold^, .shall have the right to'construct build- -;/ .,
.,*'-.. . ings on the parcels-above .described, provided said buildings are so - -."1.
. . .•'. designed, located !and constructed so as not to- interfere with or. res- .*.-". '
• '- '•*'•* '"•'..• -• • ' .* . •"•'•' -: :T'.I^-" '
• ': ;•.!"•«—.-*pi»rcel, including 'removing ar.y exiatir.g .tre*a,. vecetration cr I'a.-.d-- •- v -.- •*•
i_l • '•''.*- '^r~>-' '• " ' ' - ' '' . '.''•'•"• : ...'" .-.""'I -l": '"••.-'" ^^
.. .• .• .• . — . .. • • ^ t'.-••' ..*• '•'• •• • cr .rss~ric~ the -use ci siid Trarcsl '-'•> c^r2j~.~2e ~z~ *^~.s ~'ur^rcs
v.,-
..v:1
-•»••:•«/ -, . • ..•••*• •«*•"•/. • • * ' —• . • . " • '
""^.'.'provided, said increase .or decrease shall, in. no way interfere with es> .
•• •/_*• • • ."'•"•-•••. f • '• V - - i " ".-'' • • •• " - V
• ','•?•' Vestrict'.the'use of said parcel by grantee' for the'-isurposes 'granted .; »•
• ".J":" "•'•-.•• • :•. • . .- .-..•.•" •••:••• ' . • . • . -.• •.
-.'-•••'•bereia;' provided, further^ 'that in-the 'event there are "-any. changes . •; ••
.'.;,.•• •'*. • f. " . ~ ' ••'•','• " - ' . • •*."..* . . ••" -'• •".."•*. •
; *',
' -the right to'construct roads over" and across the parcel above des-
•*• »• • •' " •"* * •• • . .•• criied,' provided, said'.roads shall in no-way" interfere with (or res- _.
;' ' trict the. use of the said .parcel "by grantee for the .purposes granted.'-..
• .-. • ....•'•'•• . -5. Grantor 'shall have .the" right to connect' to any existing,: . ......
"- . :."•• ..narholes located- within the uarcel above described, without the payment
^ -"•"-' ::v-' r- "~ ' '.-••/'. " • • -" . " • ";•_:' f.^- -' of any inclusion -chargea or 'connection fees, provided, however, that •
>-£*V:.*-'*-\.-..~: ' / ," • • •.-...„.
-^. r:..: the actual. cost of any connection by grantor to said aanholes shall .
•"/ .]!'••• . " • . - ' -
*"•"_ ': "be paid by grantor.* . . -
%- : * ; • " ' • -.-"•-.-•"
,i".* .• 6. Grantor, with the- consent of grantee,, which grantee ..
agrees not to unreasonably withhold, shall have the right to encroach
.' on the parcel above- described for purposes of a drainage channel,
- -
provided, said encroachrvent shall be so designed, located ar.d cor.-
. structed so as not to 'JLnterf ere"with or restrict the use of said • .
. ' •*;»••" ". ' ' " >'."•parcel by grantee . fort the purposes granted herein. . .'. y ' { •" • • . -..
••"•'.
DATED:23, 1964.
.
•a partnership
3y=
I.
CRAXT OF EASZXZXT O? RIGHT OF
For r.r.c .ir. cor.sidcr.ition of the SUIT, of 0-.<Z 7OCD £0/130
§l-35) a"-d other v^Iuiblc coi-.sidcrCiticn, I<ILDr.;C, Il-TC.. £.
" Ce.liforr.i- corpcracion, c.s grantor, cccs hereby e/rcnt to VIS-?.1.
SAXITATI^K 2I5T^ICT ar-d CITi' C? CT.HLSUAD, as tenants in ccr.ior,; their
• togethc-. vich its necessary fixtures and appurtenances, to.-str.cr with
; the ri.;V~ cf ingress thereto and tgrcrss therefrom/ to. and along said
i right C- w_y by practical routs or routes in, upon, over and across
•cha her_ini.fter described lands.
i "* . • . ' . " • ' ••':••
?.".* parcel upon which said-easexer.f.of right of way is
granted is situated in the County of San Diego, State" of California,
»•"*-. " - • •_' and* is u-Dro particularly described as follows, to wit: ••
*,••."'•'.' ^--. that portion of the Northwest Quarter of Section 22.
.*"' " •* ?ow£ship 11 South. Rancje 4 West, S..3.M. in the Cour.iy of
* . 1 Ss^v*Diego, State of California, according to-U.S. Covarr^senz.
. • : -• Survey approved April 5. 1831. lying within a strip of lane
". - . 15.00 feet in width l^ing 7.50 feet each side of a center
." ;• " " , lir.e described as follows: B2GIXNIXG A? A ?OINT-cn the
".-;- j» center line of Ifoac Survey 525. SI C£t>ino Real, acccrdir.g
• " " to Kan thereof en file in the' office of the County Sur-
" * 241.50.feet fros the intersection of -said center line with •
':'.- ^>.e center line of the County Highway-Comi'ssion relocation
of Route 14, Division 1. ecccrdinc to Map, thereof or* file
•I- .. ir. the office of sc.ic County Surveyor; thence Scuih SI"
.".:".' 42 "36" ;Ces-. 75S.1? feet; thence South-74c47' 19" Wast,
.' ." €41.22 feet to a- point in the West line of said Section.
'• • ' *. • 32. EXC2?TIXG THEriE?XO:s. that portion lying within -lead
•'." . . ~ .• ; . Survey 525. The side lines of said 15.00 foot strip of
'* • * land to ta leng'thened or shortened so as to ter^inato i.r.
.* . '.- - tha Easterly line of said Read Survey 925 and the West
" •<> •"• line of said Section 32. .
:.-.'• " The. said grant is specifically irvade by grantor and accepted-
•'. by grar.--es subject to the following, teros and conditions:
; * • . t "1. In the -event the grantee/ their successors or assigns
shall ctasi to utilize the easement herein granted. for a period of. *••••»• • • •
orie ye-'_- r.- any tinie in the futurs, .all' interest of the grantee here-
• • *
in grar. _ec shall rcverz co grantor, ics successors or assigns.
• 'la. Grar.tor, 'with the ccnsc.-t of- Grantcre.v/hich Grancee agrees%
not uc. unrciosor.j^blv v/ithhold. sh^ll hcve the right to ccr.3 crucz ou
. '.. . ".. . .......ings cr. w.".-i parcel amove: ccsscri-ioc, proviccd saic oui^c^r.cjs arc so
ccr, ^<~r.x.:I, .Incased ar.c ccnr.tructcc so as r.ot to interfere with or rci-
i
f* WVI I Q llf OtMllBIl U
'2. Cr-TitcT, -with pricr v-rirtcr. r.oticc to grantee, chall htve
. * » *
the righ't -to enter upon the parcel above described «r.d relandscaca. • .
siid parcel, including rc-rov/ing tr.y existing zrccs., vcgctatior. cr
\ .
landscaping; provided, said re lands cap ing shall in no. way interfere
•• * • . •
with or restrict the use of said parcel by grantee for the purposes
. .grantee hcrain. . " . ' ' .....
• * * ""• •
3. Grantor., • With prior written notice to grantee, shall have• ,• *
the right to ir.cres.sa or decrease, or persiit to be increased or do-•••-•• . . •* .'•
creased, the existing ground elevations of the parcel above describee;
• provided, said increase or decrease shall in no way interf era .with or
* . ...
'. restrict the usa of said -parcel by grantee for the purposes granted
»
herein; provided, further, that in the event there are any changes• ' *
"accessary in the improvements of the grantee as a result of such ar.
* • * • *"• increase or./ciocrease, all costs connected with said changes shall be
• : • ."' • '.'.*. . • . .paid by grantor. '.*'.. . ' '•
. '.*.-:• • * ' •• . •• • 4.*' Graritor, with prior written notice to grantac shall have
"*" " " " '. *"•*••.tha right to construct roads over \ and across the oarcel above cas-rf * • ™
* cribec, -provided,- said roads shall in no way intaffere v/irh or res-
. r*'- ••'*"" -
tirict the use of the said parcel by grantee for "the purposes granted
'
- • "* 5. Grantor shall have the right to connect -to any existing'
••%•• .iKashole^ located within the parcel above described, without the payrsr
of ary inclusion charges or connection fees; provided, ho\^aver, that
**
the actual cost of any connection by grantor to said manholes shall
...*••••
be paid by grantor. *. • .2 • •-
• » • - *
^ . S. ' Grantor, with .the consent of grantee, which" grantae
• ' " • . '
agrees net zo unreascr.ably v/ithholdy shall have the right tc er.cros.ch
• . • "
on the parcel above ca scribed fcr purpose- s of a crs-ir^ge channal,
' . * * •.
•• «*M « 9 • *•• ^ r* *• il * ?^ *^ ~» ^* *• -"^ 9 *•*-» ^» *^ ^ *• c ** ^ * * * Tl C *"> ~ ** O C * ("™ ^ O /^ - * ^ ^ ~ ^ *i /" i ^ *•* *•" /* » * —^.CV^.w^w/ 2c.«C O*.C-. v-c.^...^.^.* «. 5.. — _ „ ^^i 5sJ ^->-r 5 j.^..*;^, _^t-;— ww-« c...— v_C..~*
• . *
s'^TMctsc so c-s r.cr to- ir.-crfcrs wirh or restrict the use cf said
•
••'.'"
0r00 / M A L,
DATZD: July 23, 19<S4.
n do I I JI'u'ii! a t;'ii-j»/»c-'»l. lo»i
• By -
Serr.£.rd Citron, Presicar.c
Willicin S. Btrcs«.'r.^ Socrccary
STATE OF CALIFORNIA ) • . '. - .
COUNTY Qr^OS ANGZLZS ) ' . * •- •'.- '
.'--•*• '. • . •'"•'.'
" f\ *•'. • - ~ • *" On vO>uv^-|_ •« . • . 19o4. before me, the undersigned, a XoCiry Public
-• .- •' *' " i-. • •in anrc for said County and State, personally appeared BERNARD CITRON, known
to r=.e";c be the Presides:, and V/ILLIAM S. 3ARTMAN. -kr.owr. :o me :o b*• • '•.'"**• ..•.-*'.•-• • ~Sccrt^-ry of the corporRlioa that csccutcd the witain'Tastrurnenc. Icr.owr. ~o rr.c :a
. » • * •
be fee pcrscis who executed the within Instrximc^t "on behalf of the corporatioa
/ • •zherein r.imcd, and acknowledged to me that such corpcracion" executed Che wiihir*» • *• •_ »• • - *trument pursuant :o its by-laws or a resolution of-its board of directors.• * * »
" . . • -".-.-WITXZSS ray aand and official seal.
. . . C
* .Nocar^'Pubiic in inc. is:' saic \.ocn;y
and S:a:c • •
GRANT OF EASEMENT OF RIGHT OF WAY
For and in consideration of the sum of ONE AND NO/100 DOLLARS
($1.00) and other valuable consideration, BERNARD CITRON, a married "
man, HARRY J. L. FRANK, JR., a married man, and FAWCO, a partnership,
as grantor, docs hereby grant to VISTA SANITATION DISTRICT and CITY OF
CARLSBAD, as tenants in common, their successors and assigns, an easement
of right of way upon, over, under and across the lands hereinafter described,
to install, construct, reconstruct, operate, replace, repair, maintain and use
a sewer pipeline, together with its necessary fixtures and appurtenances,
together with the right of iagress there to and egress therefrom, to and along
said right of way by practical route or routes in, upon, over and across the
hereinafter described lands.
. .
The parcel upon which said easement of right of way is granted is
situated in the County of San Diego, State of California, and is more particularly
described as. follows, to wit: • . . •
• - • •
, A 10-foot wide easement along and across a portion of the north half
of the north half of Section 31, Township 11 south, Range 4 west,
>-. San Bernardino Base and Meridian, in the City of Oceanside, County
:' of San Diego, State of California, according to United States
Government Survey approved April 5, 1831, said easement being
bounded and described as follows:
•.
The south 10-feet of said north half of the north half of said Section 31;
the easterly termination of said 10-foot strip being the westerly line
of the land described in Parcel 2 of Deed to the City of Oceanside,
recorded April 2O, 1959 as Document No. 77257 in Book 7713, Page 173,"
Official Records of said County; the westerly termination of said 10-fcot
strip being 40-feet west of and parallel with the westerly line of that
parcel of land described as the north 45.00 feet of the west 10O.OO feet -
of the east 810.00 feet of Lot 32 of Hosp Eucalyptus Forest Tract
Number 1, said parcel being described in Grant of Easement of Right
of Way recorded October 9, 1954 as Document No. 184918 in Official
Records of said County.
• • *
The said grant is specifically made by grantor and accepted by grantee
subject to the following terms and conditions:
. 1. In the event the grantee, their successors or assigns, shall cease
to utilize the easement herein granted for a period of ten (10) years at any
time in the future, all interest of the grantee herein granted shall revert to
ili.iJ.
•-•»'— — -^ '
_
EXHIBIT E
Poo R
3. Grantor, with pr"Sr written notice to grantee,^hall have the right
i-j enter upon the parcel above described i;id rclandsca-pe said parcel,
including-removing any existing trees, vegetation or landscaping; provided
said relartdscaping shall in no way interfere with or restrict the use of said
parcel by grantee for the purposes granted herein.
4. Grantor, with prior v/ritten notice to grantee, shall have the right
to increase or decrease, or permit to be increased or decreased, the
existing ground elevations of the parcel above described; provided, said
increase or decrease shall in no"way interfere with, or restrict the use of
•
said parcel by grantee for the purposes granted herein; provided, further,
that in the event there are any changes necessary in the existing improvements
• - «
of the grantee as a result of such, an increase or decrease, all costs connected
with said changes shall be paid by grantor.
5. Grantor, with prior written notice to grantee, shall have the right to
. * " -
construct roads over and across the parcel above described, provided, said
roads shall in no way interfere with or restrict the use of the said parcel by
grantee for the purposes granted herein. "
6. Grantor shall have the right to connect to any existing manholes
located within the parcel above described, without the payment of any
inclusion charges or connection fees, provided, however, that the actual
cost'of any connection by grantor to said manholes shall be paid by grantor.
7. .Grantor, with the consent of grantee, which grantee agrees not to
unreasonably withhold, shall have the right to encroach on the parcel above
described for purposes of a drainage channel, provided, said encroachment
shall be so designed, located and constructed so as not to interfere with or
restrict the use of said parcel by grantee for the purposes granted herein.
DATED: May 8 ' f
/
ORIGINAL
i!
> MJ
I
i
TO *•: c
(Partnership)
STATE OF CALIFORNIA
COUNTY OF Los A.rg«lga
n~ M«v 10, 1Q72
SS.
before me, tht undersigned, a Notary Public In and for said State, pcrswuOy appeared.,
Jr..
Jcnown to me
to be ona of the partners of the partnership
that executed the within instrument, and acknowledged to me
that such partnership executed the same.
WITNESS my band and oScial seal
Signature.
Hgr-forle J. Pontaeorro
Name (Typed or Printed)
rrkb »•• tar iMrt i
•v TO «47 C
(Individual)
STATE OF CAUFOR.MA
COLTOY nr Los Jn SS.
o. May 10. 1972 before me, the undenigned. a Notarr Public in and far said
State, personally appeared Berrard Citron acd Harry J. L. Frank. Jr.
H
* u
a.to ba the uerion S whose nam«>_2 sub«cribed
to the vithin instnunent and ackaowledxed that
executed the same.
my hand and oScul s-aL
(Typed or Priaced)
. known to me
:~z 2?ins Feb. IS, 1373
arm fer tAtial MtarW M»
TO •»•«! C
(Partnersnip)
STATE OF CALIFORNIA
COUNTY OF LOS
ss.
Kay
BEST
• v--•*••
/ooA C^uPiM) 4
EASEMENT
BERNARD CITRON, a married man, HARRY J. L. FRANK, JR. ,
a married man, and FAWCO, a partnership, herein collectively referred
to as GRANTOR, do- hereby grant to VISTA SANITATION DISTRICT and
CITY OF CARLSBAD, herein collectively referred to as GRANTEE, as
*tenants in common,, their successors and assigns, a fifteen (15) foot easement
of right of way upon, over and across the land described on Exhibit A attached
hereto and by reference hereto made a part hereof,, to a point to be determined
by GRANTOR from time to time on the. easterly half of the ten. (10) foot
• •
easement granted concurrently herewith by GRANTOR to GRANTEE for
sewer line purposes. The exact location of the right of way granted hereuncer .
shall be determined by GRANTOR from time to time and GRANTEE shall
be notified in writing by GRANTOR of the initial location and of any changes
which may in the future be made in said locatipn by GRANTOR in its sole
"discretion. Grantor agrees that such easement shall at all times provide
a ramp from the top of the northern levee of the drainage channel (upon its
construction, on and through the above described parcel) down the face of such.
northern levee to'the vicinity of the GRANTEE'S sewer line manholes to be
located at the bottom of the channel. . *
At such time in the future as GRANTOR, in its sole discretion,
determines a permanent location, of the easement granted hereia., an easement
deed from GRANTOR to GRANTEE describing such permanent location shall
be executed and recorded, and this easement shall thereupon, be extinguished.
Said grant contained herein is specifically made by GRANTOR and
accepted by GRANTEE subject to the following:
1. In the event GRANTEZ, their successors or assigns, shall cea.sa
timeia the future, all interest of the GRANTEE herein granted shall revert
to GRANTOR, its successors or assigns.
DATED:May 8,
~=BERNA RD CITRON
FAW^,
a partnership
FreciA. Uirtman, Ir
.-'"' (Partnership)€
STATE OF CALIFORNIA
L-.'COUNTY 3F_. LOSANGKLESMay 8. 1972
before m«, th« oa^ersif ned. a Notary Public io and for said Stale, personally appeared.
WILLIAM S RA RTMAN
•et
" tobe_one__of (he partners of the partnership
S* that executed the within instrument, and acknowledged to cie y.—-.
that such partnership executed the sane. ".
•
WITNESS of bad and oScial1//G^
NO RMA BQ T'T/T, .F R;
(Typed or Printed)
CTfefa
tO 1C*
BOTTLER s
Ml)
-V." '.->-v'.. --
TO
«.'-
(Partaenhlp)
STATE OF CUJFORNIA
COUNTY OF.
ton*
to opa _o£ the partnen of the partnership
>; that executed the within instrument, and acknowledged to me
• that such partnership executed the same.
I WITNESS ay hud and official seal.
^^
^f*:^-- --T-
OrrlCiAL. SSAU
«b«5*-- ~ '/• f .il-Sf.V. CTT.C2 til
13~ K'.Z^SZ CO'J?«Y
CrnnC::::a iS?ires Fsb. 15,
(Typed or Printed)
rnu
•9t :'•:-.To o •L,
'I
f-
TO 447 C
(Individual)
STATE Or CAUFOR.NIA
COtTNTY r>F Lo3 Jkr>gr
On
Stite. perjonally zpp-eire
bsfort xe. the ur.d-r^igned. a Notary Public in and for said
-Ttr^r «-'r^ H»rr7 .T- L. r?r..r.V( .J-.
BESTORIGINAL
Shat portion or tho Jlorth Half or ,the Eorth. Half of Section
31* township 11 Scuta, ?>ans2 4 Vest, San Bsmordiso Bass
and I-lsridian, in the City of Ccsanside, County" or San
Bie^o, State c* California, according to United States
Go~crr.2ent Survey approved April 59 lS3l> dsseribed asfollows:
s at the interssction of ths Southerly" lisa cf
said North »*•»** cf the North Half of Sec-^ion 31 v;itJa the.
center "Hr»<» of the 60 foot County Soad kno*n as Road
Survey No. 8^3* as described in Parcel 1 of Seed to the
County cf San Diego, rscordsd Sugust, 1C, 19^9 as Cocu-
nant 15D> 71531 in 2oo:c 3233, page Sl^.of Cfficiai Records,
being a pcint on a 432.52 foot radius curv^ conaave Kcrth-
tresterlyj. the rodituj cf said curre bearicg South 2ia3^9
sntsr lina »^l tansont to said currs ilorth 35°197 2ai*
to the Southi-jasterly line of Parcel 4 in Superior- Coi
Case Jib. 1707^5 as rocordod in Pinal Order of Condes
in SDQif 5112, Bass 2S^ of Cfficial Hscords^ thanes
said Southicestarly Hr^ Scsith 5l*04l» Sas-t ^5, CO fset to
an ar_3le point TzsLjiz i*a tlze Southeaster^ lirs? .of said
Bzrcsl 1 of S33d .to tha Csuaty of San Diesoj thsnce alors
said Scuthaasterly Hre KortSx 35°195 East. 233 rest, to the
Southerly line of the 60.CO feet right of sray dsscrrrse-d
in IJeed to tha County of San Diego, recorded in Beck l$So,
page 185 cf UsedSj records of said County; thence alor^
said Southerly 1***^ Northeasterly to a ^ ^ ^ ^ srbich is paral-
lel rntc JL^I fe.CO fas* So-utjiari? a-fe risht ass^^ f res -
said center line cf the JDepart-cent. of Itrblic \;"orii3 Surrey.,
being a line estsadtng Korth S9'4l»23n East frca said
Engineer's Station 70 plus OO.COj thence alens the South-
erly lino .of I^rcal 7, Fart A, Stercel 8 and Parcel 9, as
described in said. Final Order of Coi^aamtios (^roceedins
Ko+ 1707^5) JJorth 89*41 '23B- East to the ECS* Westarly cor-
ner of Parcel Ko« 1, Srcceeding £o. 173609 of Final Order
of Condenination, record^ in Seek 5112, page 294 of Officia
Raccrdsj belns a point distant Westerly 325-75 feet frca
tne Szsi; line of said Section 31j thenee alor^ the South-
'.ieatsrly line cf said Parcel 1, South ^I'^scS" ^'sst 113 06
feet to tbe Northerly 3JLne of that parcsl of land descr
in Pareal 2 of Eeed to ths Ci-^j of Cceanside., "recorded April
xhsr.ce alosa J2zs Northerly llns of said land SJarth S9°23*
31" Wost a distance of ?4.85 feat to tiia £arthv*sst corner
of nj.-fii land; thence along tha v-eat Una thereof coutii 0°
"
mC tiros^ soirtiona of toe land .described sbova
lch He wltJsia" E3CC2P2ZC3I PA7.C2LS WA3 ana "a"', as sat
forth bal
Erceptlos Parcel "A":
rssl 6 of Procssdirsg 'HB. 170T-6 of Flral Order- c
lcn, i»2ccrded in Sooii 5H2, pag2 29^- of
Esccrds, fcelEg described in said Cra^r* as
Half of ths Ssrth Half of•Ihat portion of ths
Section 31, gasgablp 11 Soutii, R?T»ge ^ Wast, Saa Barrsrdino
Base gf?4 i-Iaridian, acccrdiss; to Unltad States GoTs
Sur/ey apgrcved April 3, 1331, described, as follows*
Intarssctioa of the Scuthsrly I*-*** or
the- 60 .CO foot ri£fc.t of way described in Deed to. the
Coasty of San BLsgo, recorded in 2ao)c 1530, pass 135 of
.Dseds, f iisd in the Cff ice oT the. Couzrtj Bsccrder vlth
tfee Southeasterly luce of tiia 60»GO foot, rl^ht of tsay da- . •
scriised in Deed to said County of San Siago, recorded, in
Book. 3233, page 3l4 of Official Records, in the Q?f lea of
•s&ld'Csunty Recorder; thence alsrs the follosir^ courses
ar^i dis-icucea; along said Scratheasterlar li£^, a record
fcearirs v? Scuth 35'19 f Kest, 233 *CG rest; IsaTiss said
, Scortiieasterlj' to a pclsrt. on said
erly 1^^.? of the 60 fcCC Toot, right of ^27 described in- said
Deed recorded is BccSc 1530, pa§s 135 of Geeda, distant
*rG«CG feat ilortbeastarly thereon frc=i the point -of begl ~—
ninj; alor^ said Soutrgrly line, Southasstarl^- along a
curre to tbs ris53t with a radius of 4050. GO feet^ a dis-
tar.ce of 40.00 foet to the PQI2IT C3? SEGB2ESG.
Ssception Parcel R3n:
Parcel 7, Part °S3 of Pr
rsr c
or Official nacords7 bei
follows:
casdii^ ilo. lTQT-^6 of Final ?ecorded in.3oc!r 5^-^2> na^2 29^.
ns described in said. Order, as
iarvlns at a point «hich bsars South 0 '1-3 '32" £ast
85. CO foat frca Ensijcssr's Station S$ olua 50. described.
In ftircal 7, Part "A" or said Decree; thencs dlons ^^
foUawlns courses and distarassj along a line parallel
with 2£d distant 85 -GO feet Southerly at ri£h.t armies
rrca SiJji canter Ur^, Sorth S9°4l»2alt 2ast 25.00 feet;
laavtss saiii par^llal T^:^ South I6°23'25r* West. 52,20
reatj Scuta 89*^1*23* Vest 20.00 fest; Jtorfch
52.20 Teet to said last saentloced ic
"along said last santloned parallal lira Jfcrth S
23W 2ast 25 .CO feet to the POINT Q? 3ESI2I212B
HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
*•* ~ 5- " t ~ .
MARC I. HA.YUTIN*
JAMES F. DONLAN
LILIAN B. LEWIS
HARK r. WEISS
STEVEN L. BROOKMAN
•WIOFESS'OWAL CORPORATIONS
A PAOTNERSM F WHIG* INCLUDES PROFESSIONAL COR
ATTORNEYS AT LAW
2C?S GEN,-..:'3* PACK EAS*. EL,"-E i
ic. 5 ANC-E LEI. CAiitof s * 5-c: ;
TELEPHONE
(313' 277-505C
RE«-ER TO TILE:
July 10, 1986
Vincent Biondo, Esq.
City Attorney, City of Carlsbad
1200 Elm Avenue
Carlsbad, California 92008-1989
Peterson, Thelan & Price
530 "B" Street
Suite 2300
San Diego, California 92101
Re: Hosp Grove Parcels D, E, E Prime and F
Gentlemen:
This letter will serve to memorialize our agreement as
to certain matters regarding the negotiations which have been
occurring, are ongoing, and have led to certain agreements
between the owners of Grove Parcels D, E, E Prime and F, Odmark
Development Company, and the City of Carlsbad, concerning the
possible acquisition by the City and/or development by the owners
and/or developer of said parcels and/or portions thereof. We
have agreed that:
(1) Any and all discussions which have occurred as a
part of said negotiations, except as specifically referred to
herein, are part of settlement negotiations, which are therefore
confidential, and cannot and will not be revealed in, any legal
proceeding which may result with regard to the disputes presently
existing or which may hereinafter arise between them.
Notwithstanding the foregoing: (a) if any legal or equitable
proceedings are brought concerning or involving the documents
entered into between the parties as a result of such
negotiations, insofar as matters discussed in those negotiations
would otherwise properly be admissible as parole evidence, the
same may be revealed and will be admissible; and (b) the Grove
Group shall have the right to make and/or cause to be made a full
administrative record of its attempts to obtain permits and
approvals in order to develop the Proposed Development.
HJR15-L007
Vincent Biondo, Esq.
Peterson, Thelan & Price
July 10, 1986
Page 2
(2) The fact that the parties are conducting and/or
have conducted such negotiations, are forebearing presently from
instituting and prosecuting any litigation in connection with
said disputes, and are pursuing various avenues towards the
possible acquisition by the City and/or development by the owners
and/or Odmark of Parcels D, E, E Prime and F, or portions
thereof, is all without prejudice to any rights which any of the
parties hereto may previously have had in connection with said
disputes, and each party will be deemed to have preserved
whatever rights, remedies, claims, or defenses it may have with
regard to such disputes;
(3) Except as provided below, neither the owners nor
Odmark shall argue in any proceeding brought in connection with
this matter that they suffered any additional damage or loss by
reason of the passage of time or any other cause since April 18,
1986. The provisions of this paragraph shall terminate if the
City Council does not approve the Agreement for Purchase of Sale
of Real Property and Stipulation for Entry of Revised Judgment by
Wednesday, July 23, 1986, and/or cause the same to be executed
and delivered to the undersigned as soon as possible thereafter.
(4) In any subsequent proceeding between the
parties hereto arising solely out of an alleged breach of the
Purchase Agreement and/or alleged failure to comply with the
Revised Judgment, neither of the parties shall have the right to
recover or seek recovery of monetary damages from the other, and
their sole recourse shall be to seek non-monetary relief,
including, but not limited to, by way of writs of mandamus and/or
prohibition, declaratory relief, injunctive relief, specific
performance, contempt, or similar remedies.
(5) Notwithstanding paragraph (4) above, and while the
City of Carlsbad reserves the right to argue that no cause of
action therefor exists, if no Property Close of Escrow occurs as
defined in the Agreement for Purchase and Sale of Real Property,
the owners and/or Odmark reserve the right to assert a claim(s)
for inverse condemnation, seeking monetary damages for any future
action(s) by the City of Carlsbad which down-zones, and/or
results in the failure to approve a development scheme which
provides a reasonable economic use of, Parcels E, E Prime, and/or
F.
(6) Neither the City of Carlsbad nor Odmark will argue
in any legal or equitable proceeding between them, or either of
them, and the owners, that the owners' agreement to sell to the
City Parcels D, E, E Prime, and F collectively, or F alone, for
HJR15-L007
Vincent Biondo, Esq.
Peterson, Thelan & Price
July 10, 1986
Page 3
any certain price is evidence of the fair market value of said
parcels, or any of them;
(7) Any any all applicable statutes of limitation,
including, but not limited to any such limitations under the
California Environmental Quality Act, are tolled as of April 23,
1986, subject to the tolling period being terminated upon either
(a) 15 days1 written notice addressed to the undersigned on
behalf of their respective clients; or (b) termination by any
party of the Agreement for Purchase and Sale of Real Property
which is being executed by the parties contemporaneously
herewith; and
(8) The City of Carlsbad, on the one hand, and the
owners and Odmark, on the other, disagree as to the meaning,
scope and effect of Paragraphs 14B (2) and (3) and 14C (1) and
(2) of the Revised Judgment, which paragraphs are essentially
derived from the original Judgment. In any subsequent
proceedings between the parties, the City of Carlsad, on the one
hand, and the owners and Odmark, on the other, shall be deemed to
have preserved whatever rights, remedies, claims, arguments, or
defenses they may have thereunder or in connection therewith.
Please indicate that the foregoing correctly
memorializes the agreement of the parties by executing and
returning to me a copy hereof.
Very truly yours,
Howard J. Rubinroit
of
HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
Attorneys For Grove Investment Partnership
and HFH Limited
HJR:ddm
Enclosure
City of Carlsbad Odmark Development
By:
Vincent Biondo, Esq.
By:
John Thelan, Esq. of
Peterson, Thelan & Price
HJR15-L007
HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
A PAB-NERSM,P WMIC* INCLUDES POOrtSSIOKAL CORPORATIONS
BARRV G WEST ATTORNEYS AT LAW TELEPHONE
R r-^ACr A CORLETC?* 2C?& CENTJRV PARK EAST, SUITE igiE I213) 277'
A.EEC- z. PRAV,' LOi ANGELES. CALIFORNIA 90t£7
HOWARD ^'. RoB.NPOiT*
MARC I. HAYUTIN*
JAMES r. OONLAN """ T° r'LE:
LILIAN B. LEWIS
HARK F. WEISS
STEVEN L. BROOKMAN
• PHOrtSS'ONAU COKBOXATIONS __ ... .__..July 10, 1986
Vincent Biondo, Esq.
City Attorney, City of Carlsbad
1200 Elm Avenue
Carlsbad, California 92008-1989
Peterson, Thelan & Price
530 "B" Street
Suite 2300
San Diego, California 92101
Re: Hosp Grove Parcels D, E, E Prime and F
Gentlemen:
This letter will serve to memorialize our agreement as
to certain matters regarding the negotiations which have been
occurring, are ongoing, and have led to certain agreements
between the owners of Grove Parcels D, E, E Prime and F, Odmark
Development Company, and the City of Carlsbad, concerning the
possible acquisition by the City and/or development by the owners
and/or developer of said parcels and/or portions thereof. We
have agreed that:
(1) Any and all discussions which have occurred as a
part of said negotiations, except as specifically referred to
herein, are part of settlement negotiations, which are therefore
confidential, and cannot and will not be revealed in. any legal
proceeding which may result with regard to the disputes presently
existing or which may hereinafter arise between them.
Notwithstanding the foregoing: (a) if any legal or equitable
proceedings are brought concerning or involving the documents
entered into between the parties as a result of such
negotiations, insofar as matters discussed in those negotiations
would otherwise properly be admissible as parole evidence, the
same may be revealed and will be admissible; and (b) the Grove
Group shall have the right to make and/or cause to be made a full
administrative record of its attempts to obtain permits and
approvals in order to develop the Proposed Development.
HJR15-L007 EXHI
«"
Vincent Biondo, Esq.
Peterson, Thelan & Price
July 10, 1986
Page 2
(2) The fact that the parties are conducting and/or
have conducted such negotiations, are forebearing presently from
instituting and prosecuting any litigation in connection with
said disputes, and are pursuing various avenues towards the
possible acquisition by the City and/or development by the owners
and/or Odmark of Parcels D, E, E Prime and F, or portions
thereof, is all without prejudice to any rights which any of the
parties hereto may previously have had in connection with said
disputes, and each party will be deemed to have preserved
whatever rights, remedies, claims, or defenses it may have with
regard to such disputes;
(3) Except as provided below, neither the owners nor
Odmark shall argue in any proceeding brought in connection with
this matter that they suffered any additional damage or loss by
reason of the passage of time or any other cause since April 18,
1986. The provisions of this paragraph shall terminate if the
City Council does not approve the Agreement for Purchase of Sale
of Real Property and Stipulation for Entry of Revised Judgment by
Wednesday, July 23, 1986, and/or cause the same to be executed
and delivered to the undersigned as soon as possible thereafter.
(4) In any subsequent proceeding between the
parties hereto arising solely out of an alleged breach of the
Purchase Agreement and/or alleged failure to comply with the
Revised Judgment, neither of the parties shall have the right to
recover or seek recovery of monetary damages from the other, and
their sole recourse shall be to seek non-monetary relief,
including, but not limited to, by way of writs of mandamus and/or
prohibition, declaratory relief, injunctive relief, specific
performance, contempt, or similar remedies.
(5) Notwithstanding paragraph (4) above, and while the
City of Carlsbad reserves the right to argue that no cause of
action therefor exists, if no Property Close of Escrow occurs as
defined in the Agreement for Purchase and Sale of Real Property,
the owners and/or Odmark reserve the right to assert a claim(s)
for inverse condemnation, seeking monetary damages for any future
action(s) by the City of Carlsbad which down-zones, and/or
results in the failure to approve a development scheme which
provides a reasonable economic use of, Parcels E, E Prime, and/or
F.
(6) Neither the City of Carlsbad nor Odmark will argue
in any legal or equitable proceeding between them, or either of
them, and the owners, that the owners' agreement to sell to the
City Parcels D, E, E Prime, and F collectively, or F alone, for
HJR15-L007
v.
Vincent Biondo, Esq.
Peterson, Thelan & Price
July 10, 1986
Page 3
any certain price is evidence of the fair market value of said
parcels, or any of them;
(7) Any any all applicable statutes of limitation,
including, but not limited to any such limitations under the
California Environmental Quality Act, are tolled as of April 23,
1986, subject to the tolling period being terminated upon either
(a) 15 days' written notice addressed to the undersigned on
behalf of their respective clients; or (b) termination by any
party of the Agreement for Purchase and Sale of Real Property
which is being executed by the parties contemporaneously
herewith; and
(8) The City of Carlsbad, on the one hand, and the
owners and Odmark, on the other, disagree as to the meaning,
scope and effect of Paragraphs 14B (2) and (3) and 14C (1) and
(2) of the Revised Judgment, which paragraphs are essentially
derived from the original Judgment. In any subsequent
proceedings between the parties, the City of Carlsad, on the one
hand, and the owners and Odmark, on the other, shall be deemed to
have preserved whatever rights, remedies, claims, arguments, or
defenses they may have thereunder or in connection therewith.
Please indicate that the foregoing correctly
memorializes the agreement of the parties by executing and
returning to me a copy hereof.
Very truly yours,
Howard J. Rubinroit
of
HAYUTIN, RUBINROIT, PRAW & KUPIETZKY
Attorneys For Grove Investment Partnership
and HFH Limited
HJRrddm
Enclosure
City of Carlsbad Odmark Development
By:
Vincent Biondo, Esq.
By:
John Thelan, Esq. of
Peterson, Thelan & Price
HJR15-L007