HomeMy WebLinkAbout1998-04-14; City Council; 14633; Improvements On El Camino Real Arroyo La Costa. /4 A
Cl’, i OF CARLSBAD -AGENDA wLL
4B# /pz-- TITLE- . APPROVAL OF A REIMBURSEMENT
AGREEMENT WITH THE VILLAGES OF LA COSTA
ITG. 4/14/9a SOUTHWEST FOR CONSTRUCTION OF
STREET IMPROVEMENTS ON EL CAMINO REAL IEPT. ENG I
CT a- 03 - fwr~a La COSTA
RECOMMENDED ACTION:
CITY ATTY. @?.
Adopt Resolution No. 5?!?-/~~ approving a reimbursement agreement with the Villages of La
Costa Southwest (VLCSW) for the construction of street improvements along the east side of
El Camino Real north of Olivenhain Road.
ITEM EXPLANATION:
The construction of the intersection of Olivenhain Road and El Camino Real is complete and to its
ultimate configuration, except for improvements required on El Camino Real north of Olivenhain
Road. These improvements include one traffic lane, a bike lane, sidewalks, and landscaped
medians. The estimated cost for this project is $139,568.
The Villages of La Costa Southwest (VLCSW) and Green Valley developments are both required
as a condition of site development to install 50% of these improvements. Villages of La Costa
Southwest has agreed to construct the improvements early in order to help minimize congestion at
the intersection of Olivenhain Road and El Camino Real. The City agrees to reimburse VLCSW for
one half of the cost of construction (approximately $69,784). This amount will be collected from the
Green Valley development at a later date. In addition to the one half of the cost of the
construction, VLCSW has agreed to pay the City $30,339 for right of way/easement acquisition
costs. The City will deduct this amount from the reimbursement to VLCSW, so the net amount to
be reimbursed is $39,445 ($69,784 less $30,330).
FISCAL IMPACT:
The net cost to the City for reimbursement to VLCSW for construction of the improvements along
El Camino Real north of Olivenhain Road less right of way/easement acquisition costs is $39,445, which will be paid from the funds received from the City of Encinitas developers. The balance of
Encinitas funds will be used for the mitigating improvements at the intersection of La Costa Ave. &
El Camino Real.
EXHIBITS:
1.
2.
Location Map.
Resolution No. oI&w approving a reimbursement agreement with the Villages of La Costa Southwest (VLCSW) for the construction of street improvements along the east side of El Camino Real north of Olivenhain Road.
3. Reimbursement and Easement Acquisition Agreement for the Installation of the
Street Improvements on El Camino Real along the Railroad Property, and Villages of
La Costa Southwest Frontage.
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RESOLUTION NO. g8-108
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, APPROVING A REIMBURSEMENT
AGREEMENT WITH THE VILLAGES OF LA COSTA SOUTHWEST
(VLCSW) FOR THE CONSTRUCTION OF STREET
IMPROVEMENTS ALONG THE EAST SIDE OF EL CAMINO REAL.
WHEREAS, the City Council of the City of Carlsbad, California, hereby finds it necessary,
desirable, and in the public interest to construct the El Camino Real improvements; and
WHEREAS, the City of Carlsbad has a prior agreement with the City of Encinitas to install
improvements on El Camino Real north of Olivenhain Road; and
WHEREAS, the Villages of La Costa Southwest (VLCSW) have been conditioned to
construct improvements along El Camino Real north of Olivenhain Road as a condition of
approval of the La Costa Arroyo development within two years; and
WHEREAS, the City has requested that VLCSW accelerate the construction of the
improvements on El Camino Real north of Olivenhain Road and construct the improvements
within two months of the Notice to Proceed; and
WHEREAS, upon completion of said El Camino Real improvements, the City will pay
$39,445 of th e construction costs incurred by VLCSW from the funds received from Encinitas.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad,
California, as follows:
1. That the above recitations are true and correct.
2. That the Mayor is hereby authorized and directed to execute said agreement,
attached
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as Exhibit 3.
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3. The City Clerk of the City of Carlsbad, California, is hereby authorized and
directed to forward a copy of the executed agreement to the Villages of La Costa Southwest,
P.O. Box 9000-685, Carlsbad, California 92018-9000, and a copy to the Engineering
Department.
PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City Council
held on the 14 day Of April , 1998 by the following vote, to wit:
AYES: Council Member Lewis, Kulchin, Hall .S Finnila
NOES: None
ABSENT: Nygaard
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REIMBURSEMENT AND EASEMENT ACQUISITION
AGREEMENT FOR THE INSTALLATION OF THE STREET
IMPROVEMENTS ON EL CAMINO REAL ALONG
THE RAILROAD PROPERTY, AND
VILLAGES OF, LA COSTA SOUTHWEST FRONTAGE
THIS AGREEMENT is made and entered into as of the b
M mk-k
day of
lflx, by and between the CITY OF CARLSBAD, a municipal corporation,
hereinafter refer&d to as “CITY,” and the Villages of La Costa Southwest, L.L.C., a Delaware
Limited Liability Company, hereinafter referred to as “VLCSW,” in view of the following
purposes:
A. CITY has an agreement with the City of Encinitas to have the street
improvements installed on El Carnino Real, along the Northwestern Pacific Railroad Company
and VLCSW property frontage (Olivenhain Road to El Carnino Station 84+87) (hereafter “ECR
Work”) concurrent with the installation of street improvements associated with the Olivenhain
Road widening project.
B. The ECR Work extends from El Camino ReaVOlivenhain PCR to the northern
boundary of the railroad property (Station 84+87) and is more particularly described on Exhibit
“A” hereto.
C. VLCSW is the successor in interest to Real Estate Collateral Management
Company (“RECM”) the subdivider of the La Costa Valley project (“Project”) approved by the
CITY under Resolution No. 90-258 (CT 88-3) for residential development. Condition No. 78 of
said resolution required the Project widen El Camino Real (the “ECR Work”) and acquire offsite
easements over the railroad property to accommodate said work.
D. RECM and CITY entered into that certain “Agreement Between the City of
Carlsbad and Real Estate Collateral Management Company Regarding the Acquisition of Certain
Easements for Street and Other Purposes as Required for Subdivision CT 88-3” dated January 3,
1997 to satisfy Condition No. 78 in its entirety (“1997 Agreement”). As a result of change of
circumstance, the parties hereto have concluded it is in their mutual best interests to modify the
1997 Agreement and substitute performance of this Agreement.
E. CITY has requested VLCSW accelerate construction of the ECR Work under the
terms and mutual obligations contained herein and the parties wish to supplement the 1997
Agreement as set forth below.
C:\DMS\RWR\1246150.03 313198
IT IS, THEREFORE, AGREED:
1. VLCSW agrees to start construction of the ECR Work no later than receipt of
Notice to Proceed from CITY, and substantially complete the construction within sixty (60)
working days from the Notice to Proceed date. The scope of the ECR Work is set forth on
Exhibit “A” hereto.
2. VLCSW has provided the CITY with a detailed construction cost estimate
attached hereto as Exhibit “B,” which is hereby approved by the CITY in the total amount of
$139,568 for VLCSW’s ECR Work.
3. CITY has agreed to reimburse VLCSW the total amount of $69,784, representing
the CITY’s share of one-half of the approved construction costs set forth on Exhibit “B” for the
ECR Work. As more particularly set forth in Section 5 below, VLCSW’s share of the right of
way/easement acquisition costs for the ECR Work is $30,339, which amount shall be credited
against CITY’s share of construction costs reimbursement, leaving a net reimbursement amount
due from CITY to VLCSW of $39,445. Said net reimbursement amount of $39,445 shall be paid
by the CITY to VLCSW not later than thirty (30) days following completion of construction of
the ECR Work and receipt of an invoice from VLCSW in said amount.
4. VLCSW will hold the cities of Carlsbad and Encinitas harmless from any liability
of any kind resulting from its ECR Work to be performed pursuant to this Agreement and shall
pay all costs of defense of any claims or lawsuits, including attorneys fees.
5. As a result of changed circumstances, the CITY is no longer able to deliver title to
the railroad property as contemplated by the 1997 Agreement. Nonetheless, the CITY shall
continue to be responsible for obtaining the easements necessary to construct the ECR Work and
satisfy Condition No. 78. VLCSW agrees to reimburse the CITY the amount of $30,339.00 as
the cost of acquiring the easements required by Condition No. 78 which amount shall be the total
obligation of VLCSW and the Project for acquisition of the easements over the railroad property.
Said amount is credited in favor of the CITY against the construction cost reimbursement
amount CITY is to pay VLCSW as set forth in Section 3 above.
6. Immediately upon execution of this Agreement, CITY shall release to VLCSW or
otherwise cooperate in the return of the $120,000, plus any interest, presently on deposit in that
certain Bank of America trust account no. 24709-04406 established pursuant to Sections 3.4 and
3.5 of the 1997 Agreement thereby cancelling said deposit entirely.
7. As originally provided in Section 4(c) of the 1997 Agreement, CITY agrees that
the Corte Arboles street improvements in CT 88-3 may continue to terminate at the eastern edge
of SDG&E’s transmission line easement as a construction field change without additional plan
check fees.
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8. The parties hereto acknowledge performance of this Agreement as satisfaction of
Condition No. 78 of the Resolution approving the Project and CT 88-3 and intend this
Agreement to supersede and substitute for the 1997 Agreement as provided herein.
9. This Agreement does not amend, modi@, supersede or replace the separate
reimbursement agreement for the cost of engineering/construction of El CaminoKalle Barcelona
traffic signal or the reimbursement agreement for cost of engineering/construction of El Camino
median previously or subsequently entered into between VLCSW and the City of Carlsbad.
10. This Agreement shall inure to the benefit of, and the obligations created hereby
shall be binding upon, the successors and assigns of the parties hereto.
11. The invalidity or illegality of any provision of this Agreement shall not be deemed
to affect the validity or legality of any other provision of the Agreement.
12. This Agreement and any amendments hereto shall be governed by and construed
and enforced in accordance with the laws of the State of California.
13. This Agreement sets forth the entire agreement and understanding of the parties
with respect to the transactions contemplated hereby, and supersedes all prior agreements,
arrangements, and understandings relating to the subject matter hereof.
14. This Agreement may be amended, modified, superseded or canceled, and any of
the terms, covenants or conditions hereof may be waived, only by a written instrument executed
by the parties hereto or in case of a waiver, by the party waiving compliance.
[Remainder of Page Intentionally Left Blank]
C:U)MS\RWR\I246lSO.O3 3
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IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year
first above written.
VILLAGES OF LA COSTA
SOUTHWEST, L.L.C., a Delaware Limited
Liability Company
By: Real Estate Collateral Management
Company, a Delaware Corporation
Managing Member
By: &F
si ere
71 )!j [,& * r (print name/title) ’
(Proper notarial acknowledgment of execution by Contractor must be attached.)
(President or vice-president and secretary or assistant secretary must sign for corporations. If
only one officer signs, the corporation must attach a resolution certified by the secretary or
assistant secretary under corporate seal empowering that officer to bind the corporation.)
APPROVED AS TO FORM:
RONALD L. BALL
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ACKNOWLEDGMENT
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STATE OF CALIFORNIA ) } ss. COUNTY OF SAN DIEGO 1
On March 6, 1998, before me, Vicki L. Udvarhelyi, personally appeared James M. Jackson and Kerry A. Lane, proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument.
WITNESS my hand and official seal.
County and State [SEALI
C
DECLARATION OF JAMES M. JACKSON
I, James M. Jackson, declare as follows:
1. I am a Vice President of Real Estate Collateral
Management Company. I have knowledge of the facts set forth
below and could competently testify to them, if called upon to do
so.
2. Attached hereto as Exhibit
excerpt of paragraphs 4.1 and 4.2 of
Company Agreement for Villages of La
A is a true and correct
the Limited Liability
Costa, L.L.C., (hereinafter
referred to as "V.L.C.l' ) a Delaware Limited Liability Company,
which designates Real Estate Collateral Management Company as the
manager of V.L.C. and authorizes Real Estate Collateral
Management Company to act on behalf of V.L.C.
I declare under penalty of perjury under the laws of the
State of California that the foregoing is true and correct.
Dated this I day of 1997, at San Diego, California.
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RECEIVED
MAW 3 f :.:,;,,,
EN@fNEEF?ING
DEPARTMEN’T
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EXHIB:-A
ARTICLE IV MANAGEMENT AND CONTROL OF THE COMPANY
4.1 Management by the Manager. Real Estate Collateral Management Company shall be designated Manager of the Company and
shall have full, complete and exclusive authority, power, and discretion to manage and control the business, property and affairs of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incident to the management of the Company's business, property and affairs. The Members acknowledge that the Manager shall have the authority to sell all or any portion of the Property.
4.2 Powers of Manager. Without limiting the generality of Section 4.1, but subject to Section 4.4 and to the express limitations set forth elsewhere in this Agreement, the Manager shall have all necessary powers to manage and carry out the purposes, business, property, and affairs of the Company. The Members acknowledge that such powers include, without limitation, the power to:
(a) Acquire, purchase, renovate, improve, alter, . rebuild, demolish, replace, and own real property and any other property or assets that the Manager determines is necessary or appropriate or in the interest of the business of the Company, and to acquire options for the purchase of any such property;
(b) Sell, exchange, lease, or otherwise dispose of the real property and other property and assets owned by the Company, or any part thereof or any interest therein;
(cl Borrow money from any party, including the Manager , and its Affiliates, issue evidences of indebtedness in connection therewith, refinance, increase the amount of, modify, amend, or
change the terms of or extend the time for the payment of any indebtedness or obligation of the Company, and secure such-
indebtedness by mortgage, deed of trust, pledge, security interest, or other lien on Company assets;
(d) Guarantee the payment of money or the performance of any contract or obligation of any person;
(e) Sue on, defend, liabilities in favor of or aga such claims or liabilities to against the Company in connecti Company is involved; and
or compromise any and all claims or .inst the Company; submit any or all arbitration, and confess a judgment .on with any litigation in which the
(f) Retain legal counsel, auditors, and other professionals in connection with the Company business and to pay therefor such remuneration as the Manager may determine.
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CERTIFICATE OF INCUMBENCY
REAL ESTATE COLLATERAL MANAGEMENT COMPANY
I, DONALD T. MURPHY, an Assistant Secretary of Real Estate Collateral Management Company, a Delaware corporation, certify that the persons named below are officers of this corporation, holding the offices set opposite their names, and that their appointments have not been cancelled.
Sandy Throop President James C. Berry Vice President Michael C. Davis Vice President James M. Jackson Vice President Robert W. Birmingham Vice President Spiro G. Kailas Vice President Kent Peters Vice President Kerry A. Lane Assistant Vice President
Dated and Sealed: February 12, 1998
Donald T. Murphy, stant Secretary Real Estate Collater anagement Company
18164
Board of Directors October 29, 1993
Real Estate Collateral Management Company
GENERAL OPERATlNG RESOLUTION
1. General Ooeratino Authoritv:
Any two officers from Group I below, or
any one officer from Group I below, acting jointly with any one officer from Group II
are authorited to make, execute and deliver on behalf of Real Estate Collateral
Management Company (“RECM”) all contracts of any kind or character, all conveyances
of real estate, leases of any real property, transfers or leases of personal property,
licensing agreements, contracts or agreements, and any other instrument, document,
agreement or contract affecting in any way teal or personal property or any interest
therein now or hereafter owned ‘by or standing in the name of this corporation,
including but not limited to, bills of sale, contracts of sale, mortgages, deeds of trust,
security agreements or indenture agreements, whether said property stands in the name
of this corporation as owner or otherwise, any document, agreement or instrument that
may be necessary in extending credit, granting participations therein, or acquiring
participations in credit extended by others, and any release or reconveyance, whether
in whole or in part, of any mortgage, deed of trust, lien or other encumbrance, and any
loan agreement or note or any other instrument evidencing an indebtedness of the
corporation.
the Chairman of the Board
the President
any Senior Vic8 President
any Vic8 President
th8 Treasurer
any Assistant Vic8 President
the Secretary
any Assistant Secretary
any Assistant Tr8aSUr8r .
2. Any on8 officer from Group I above
is authorized to make, 8xecute or deliver any assignment or reassignment of any previously
executed mortgage, dead of trust, contract of sale, security interest in real or personal
property, bond, certificate of sale, agreement, instrument or obligation held by this corporation
as security for the payment or performance of any obligation to this corporation.
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3. Desianation of Eauitable Deed Comoanv as Aaent.
Equitable Deed Company is authorited to act as the authorized agent of this corporation
for purposes of executing assignments or reassignments to Bank of America NT&SA of loans,
mortgages, or deeds of trust which have previously been assigned by Bank of America NT&SA
to RECM.
4. Submission of Documents to Reaulatorv Authorities.
This Board authorites any officer of this corporation, or any attorney in the Legal
Department of Bank of America NT&SA with the title of counsel or a title senior thereto
to sign registrations, reports, certificates, applications and other writings on behalf of
this corporation for submission to or filing with any federal, state, local or foreign
regulatory authorities, and any amendments, withdrawals, or terminations thereof, as
the officer or attorney deems appropriate.
5. Authoritv Deemed Retroactive
The authority given hereunder shall be deemed retroactive and any and all acts
authorized hereunder performed prior to the passage of this resolution in conformity
with this resolution is hereby ratified and affirmed.
6. Suoersession.
The foregoing Supersedes the General Operating Resolution adopted by this Board on
September 16, 1993.
CERTlFlCATlON
I, R. SCOTT MCMIUEN, an Assistant Secretary of Real Estate Collateral Management
Company, a Delaware corporation, certify that the foregoing is a correct copy of a resolution adopted
by the Board of Directors in an action taken by unanimous written consent in accordance with the.
bylaws as of October 29, 1993. This resolution is still in effect.
Dated: May 2, 1996
.ytT L%+f-~&)gy
R. Scott McMillen, Assistant Secretary
Real Estate Collateral Management Comdany
,
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. 1 CSOIIA Knowledcrebase
Real Estate Collateral Management Company
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Personnel
org#: 372 acronym RECM status: Active domlintl Dot-n % owned 100
Directon - current
Garvey. Chnstine N.
McCrum, Chnstopher
Ogorzelec, Paul R.
St. Clair, Peter H.
Westfall, James S.
Director (Chairman)
Director
Director
Director
Director
.
Prepared by CSO
Printed on : S/2/96
;:.
This data is CONFIDENTIAL
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Page 1 of 1
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March 11, 1998
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LACOSTA VALLEY
RECEIVED
Mr. Pat Entezari
City of Carlsbad
2075 Las Palmas Drive
Carlsbad, CA 92009-I 576
MAR f 3 1998
ENGINEERING
DEPARTMENT
RE: El Camino Real Agreement
Dear Pat:
Enclosed please find the fully-executed original El Camino Real Reimbursement and
Easement Acquisition Agreement. Please let me know what date the Agreement will be
going before the Council when it gets placed on an agenda.
Should you have any questions, please do not hesitate to call me.
Sincerely,
kicfl*-
Timothy O’Grady
Project Manager
Enclosure
SALES INFORMATION [7601 736-1777
I’. 0. Box 9000-685 1 CARLSBAD, CA. 92018-9000 * TELEPHONE [7601 929-2701 . FACSIMILE [7601 929-2705
RPR-30-1998 15:17 JTY OF cPlRLsm .- 760 431 5769 P. 01me
FAX TRANSMITTAL
DATE:
TIME SENT: AM PM
TO: Kathleen Shoup
COMPANY: CITY CLERK
PHONE 5106 NO:
FAX NO:
Number of pages 8
E-MAIL
pente@ci.cariebad.ca.ur
FROM: PAT ENTEZARI
DIVISION: Eng. Dept
PHONE (760) 438-l 161 x 4385
NO.
FAX NO: (760) 4316789
Special Instructions:
VILLAGES OF LA COSTA (CORPORME RESOLUT/ON)
APR-30-1998 15:18 -CITY OF CRRLSBRD 760 431 5769 P .02&a
ACKNOWLEDGMENT
STATE OF CALIFORNIA L. . COUNTY OF SAN DIEGO 1
On March 6, 1998, before me, Vicki L. Udvarhelyi, personally appeared James MI Jackson and Kerry A. Lane, the,basis,of satistactosy evidence to be the proved to me on persons whose names are subscribed to the within instxumen .t and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument.
WITKESS my hand and official seal.
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APR-38-1998 15:18 . . . - ? ‘,’ i
-CITY OF CQRLSBRD 768 431 5769 P .83/08
DECL2iNLTIO# OP 3-S W. J&C%SON
I, Yames M. Jackson, declare as follows:
1. I am a Vice President of Real Estate Collateral
Management Company. X have knowledge of the facts set forth
below and could competently testify to them, if called upon to do
SO.
2. Attached hereto as Exhibit A is a true z and correct
excerpt of paragraphs 4.1 and 4.2 of the Limited Liability
Company Agreement for Villages of La Costa, L-L-C., (hereinafter
referred to as W.t.C. ") a Delaware Limited Liability Company,
which designates Real Estate Collateral Management Company as the
rnanaber of V.L.C. and authotizes Real Estate Collateral
Management Company to act on behalf of V.L.C.
I declare under penalty of perjury under the laws of the
State of California that the foregoing is true and correct.
Dated this 4 day of w 1997, at San Diego, California.
!wmEmr4’,: DEPARTMENT
WR-30-1998 15:18 CITY OF CARLSBFD 768 431 5769 P .I24108
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. . . EXHIBlr A . . . *
ARTICLE IV MANAGEMENT ti CONTROL OF THE COMPANY
4.1 Management by the Manager. Real Estate Coilateral Management Company shall be designated Manager of the Company and shall have full, complete and exclusive authority, power, and discretion to manage and control,the business, property and affairs of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incident to the management of the Company's business, property and affairs. The Members acknowledge that the Manager shall have the authority to sell all or any portion of the Property.
4.2 Powers of Manager. Without limiting the generality of Section 4.1, but subject to Section 4.4 and to the express limitations set forth elsewhere in this Agreement, the Manager shall have all necessary pouers to manage and carry out the purposes, business, property, and affairs of the Company. The Members acknowledge that such powers include, without limitation, the power to:
(a) Acquire, purchase, renovate, improve, alter, . rebuild, demolish, replace, and own real property and any other property or assets that the Manager determines is necessary or appropriate or in the interest of .the business of the Company, and to acquire options for the purchase of any such property;
(b) Sell, exchange, lease, or otherwise dispose of the real property and other property and assets owed by the Company, or any part thereof or an)i interest therein;
(cl Borrow money from any party, including the Manager
and its Affiliates, issue evidences of indebtedness in connection therewith, refinance, increase the amount of, modify, amend, or change the terms of or extend the time for the payment of any indebtedness or obligation of the Company, and secure such, indebtedness by mortgage, deed of trust, pledge, security interest, or other lien on Company assets; I
(d) Guarantee the payment of money or the performance of
any contract or obligation of any person;
(e) Sue on, defend, or compromise any and all claims or liabilities in favor of or against the Company; submit any or all such claims or liabilities to arbitration, and confess a.judgment against the Company in connection with any 1iUgation in which the Company is involved; and
(f) Retain legal counsel, auditors, and other professionals in connection with the Company business and to pay therefor such remuneration as the Manager may determine.
.
m-30-1998 15: 19 CITY OF CQRLSBAD
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760 431 5769 P .0S08
CERTIFICATE OF INCUMBENCY
REAL ESTATE COLLATERAL MANAGEMENT COMPANY
I, DONALD T. MURPHY, an Assistant Secretary of Real Estate Collateral Management Company, a Delaware corporation, certify that the persons named below are officers of this corporation, holding the offices set opposite their names, and that their appointments have not been cancelled.
Sandy Throop President James C. Berry Vice President Michael C. Davis Vice President James M, Jackson Vice President Robert W. Birmingham Vice President Spire G. Kailas Vice President Kent Peters Vice President Kerry A. Lane Assistant Vice President
Dated and Sealed: February 12, 1998
&a~.~$ . .
Donald T. Murphy, Asflstant Secretary Real Estate CollaterafManagemnt Company
QPR-30-1998 15: 19 ,C ITY OF CFIRLSBQD
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SC
760 431 5769 P .06/W -
Board of Directors October 29,1993
Aad Estate Collataral Msnrgernent Company
GENERAL -AtlNG RESOLUTION
1. General Oaeratina Authorhf :
Any KWO officers from Group I below, or
any one officer from Group I below, acting joindy with any one officer from Group II
are authorized to make, execute and deliver on behalf of Real Estate Collateral
Management Campany I’RECM’) all contracts of any kind or character, all conveyances
of real estaz8, teases of any real pmpeny, transfers or leasas of personal property,
licensing agreements, contracts or agrosmentp, and any other inruument, .document,
agreement or contract affecting in any way real or personal property or any interest
therein now ar hereafter owned by or standing in tie name of this corporation,
including but not Mted to, bills of safe, contracts of s&e, mongagss, deeds of trust,
security agreements or indenture agreement& whether maid property stands in the name
of this corporation as owner or otherwise, any documenr, agreement or inmment that
may be necessay in extending credit granting participations zherain, or acquiring
partkipadona in credit extended by others, and any release or reconveyance, whether
in whole or in pan, of any mortgage, deed of trust, lien or other encumbrance, and any
loan agreement or note or any other instrument evidencing an indebtedness of the
corporation.
the Chaitman of the Board
the President
sny Senior Vice President
any Vita President
die Treasurer
any Assistant Vie President
the secretary
any Assistant Secmary
any Asskam Treasurer c
2. Any one officer from Gmup I abovk
is rtiorized to make, sxewie~ or deliver any sssignment or reassignment of any previously
executed mongage, deed of trust, contracr of sale, security interest in real or personal
propony, bond, certificate of sale, agreement, instrument or obligation held by this corporation
as security for the payment or performance of any obligation to thii corporation.
FIPR-30-1998 15:20 i
-CITY OF CRRLSBAD
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760 431 5769 P. 07/08
3. . DesionationA Eourtable Deed Comaa Y as n Aaerq.
Equitable Deed Company is audtorired to act as rhe autharized agent of this corporation
for purposes of executing assignments or reassignments to Bank of America NT&SA of ~WIS,
mortgages, or deeds of trust which have previously been assigned by Bank of America NTbSA
to RECM.
4, . . submissian of Ooe~rrts to Reaulatorv Author& es.
This bard authorizes any officer of thii corporation, or any attorney in the Legal
Department of Bank of America NT&SA with tttr title of counsel or a tide senior therezo
to sign regktradons, reports, certificates, applicadens and other writings on behatf of
this corporation for submission to or filing with any federal, state, local or foreign
regulatory tuthorixior. and any rmondmenzs, withdrawals, or terminations thereof, as
t)le officer or attorney deems appropriate.
5. . Authonw Deqrne d Retrosctiv~
The authority given hereunder shall be deemed mtroaczive and any and ail acts
audrorked hereunder performed prior to the passage of this resomon in conformity
with this resolution is hereby ratified and affirmed.
6. . SuDe-ssrm .
The foregoing supersedes the General Operadng Reshtion adopted by this Rosrd OCI
September 16, 1993.
CERnFIcATlON
1, R. SCOTT MCMLLEN, an As&cant SecreUy of Real Estate Collateral Management
Company, a Delaware corporation. certify that the foregoing is s corcect copy of a resoludon adopted
by the Board of Difect~rs in an action taken by unanimous written consent in accordance w@h drew
bylaws as of Ocrober 29, 1993. This resoluthn is still in effect
Dam& May 2,1996
.
R. Scott McMilIen, Assistant SGretaw
Real Estate Collateral Managemem Company
.
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6 .
760 431 5769 P . 0B/0B RP!+30-1998 15: 20 -CITY OF CfRLSEQD
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Real Estate Collateral Management Company
Personnel
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Pageloll
TOTRL P.08
May 7,1998
La Costa Valley
Attn: Timothy O’Grady, Project Manager
PO Box 9000-685
Carlsbad, CA 92018-9000
RE: CT 88-33, ARROYO LA COSTA
Enclosed for your records are copies of Council Agenda Bill #14,633, Council
Resolution # 98-108, and the signed reimbursement agreement which were adopted
and approved by the Carlsbad City Council on April 14,1998.
If you have specific questions regarding this reimbursement agreement, please call
your project engineer, Mr. Pat Entezari, at (760) 438-l 161 extension 4385.
KATHLEEN D. SHOUP
Sr. Office Specialist
1200 Carlsbad Village Drive - Carlsbad, California 92008-1989 - (760) 434-2808