HomeMy WebLinkAbout1998-10-06; City Council; 14868; AGREEMENT WITH VALLECITOS WATER DISTICT TO RELOCATE SEWER FACILITES AS NEEDED FOR CONSTRUCTION OF MELROSE DRIVE- ASSESSMENT DISTRICT NO. 96-1 RANCHO CARRILLOAGREEMENT WITH
VALLECITOS WATER DISTRICT TO RELOCATE MTG. 10106198
RECOMMENDED ACTION:
Adopt Resolution No. 98 -%Z/
maintenance with Vallecitos Water District. approving an agreement for installation, acquisitic
ITEM EXPLANATION:
The Rancho Carrillo Assessment District's primary work consists of grading for and construc Melrose Drive from Palomar Airport Road to Alga Road. Part of that work includes relocatii reconstructing a sewer transmission line owned and operated by the Vallecitos Water Distric work was completed prior to the public hearing to form the assessment district since this acquisition district. Normally, public works that are completed cannot be included witt assessment district. Therefore, the attached agreement is required to acknowledge the intent to include the work within the assessment district and that the Vallecitos Water Distr operate and maintain the system after completion. An acquisition agreement with the pi owner, Continental Ranch, Inc., was approved by the City Council in 1996.
The public hearing confirming this assessment district was held on September I, 1998. The ( the Vallecitos sewer line was included in the confirmed cost of the district. Howeve agreement was not included at that time because the Vallecitos Water District Board had r approved it. The agreement has now been approved by the Vallecitos Water District.
FISCAL IMPACT:
Approval of the Vallecitos Water District agreement will allow the assessment district to rein the developer for the sewer line relocation. No City funds were or will be expended.
1. Resolution No. 9 8 -3kI approving an agreement for installation, acquisitior maintenance with Vallecitos Water District (copy of agreement attached).
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RESOLUTION NO. 98-321
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, APPROVING AN AGREEMENT WITH -THE VALLECITOS WATER DISTRICT FOR THE INSTALLATION,
ACQUISITION AND MAINTENANCE OF A SEWER LINE,
ASSESSMENT NO. 96-1, RANCHO CARRILLO.
WHEREAS, the City Council of the City of Carlsbad, California, on June 2
adopted Resolution No. 98-210 approving a Resolution of Intention to Order the Acqui
Certain Improvements for Assessment District No, 96-1, Rancho Carrilio; and
WHEREAS, the developer is constructing sewer line facilities to be owned and (
by the Vallecitos Water District; and
WI IEREAS, the sewer line facilities were included in the Acquisition Agreement a
by the City Council; and
WI {EREAS, the Installation, Acquisition and Maintenance Agreement with L
Water District will not take affect until after proceedings have been taken and funds are i
pursuant la the "Municipal Improvement Act of 191 3".
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of C
California, as follows:
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2.
That the above recitations are true and correct.
That the Agreement for Installation, Acquisition, Conveyance, Maintena
Operation of Improvements, a copy of which is attached, is hereby approved and the h
hereby authorized and directed to execute said agreement.
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e 0 3. Following the execution of the agreement, the City Clerk is further authoriz
directed to forward originals of the agreement to the Engineering Department and
Vallecitos Water District,
PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City
held on the 6th day of October , 1998 by the following vote, to wit:
AYES: Council Members Lewis, Finnila, Nygaard, and Hall
NOES: None
ATTEST:
(SEAL) 1 ALETHA L. RAUTENKRANZ, City Clerk 1
0 . COP
AGREEMENT FOR INSTALLATION, ACQUIsI"HON,
CO"cE, MAMTENANCE AND OPERATION OF IMPROVEMENTS
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THIS AGREEMENT, made and entered into this ioth day of October , 1998, by
between the CRY OF CARLSBAD (hereinafter dl "City"), the VALLECITOS WATER DISTR;
(hereinafter called "District"), and CONTINENTAL RANCH, INC. (hereinafter referred to
"Property owner").
WHEREAS, City is considering proceedings pursuant to the provisions of the "Munici
Improvement Act of 1913," being Division 12 of the Strwts and Highways Code of the State
California, for the acquisition of certain improvements, including certain sewer improvements, wit
a special assessment district, and to assess the costs and expenses of such improvements agai
properties benefitting from said improvements, said special assessment district known and designa
as ASSESSMENT DISTRICT NO. 96-1 (RANCHO CARIULLO) (hereinafter referred to as
"Assessment District");
WHEREAS, Diskict is a public agency organized and existing under the laws of the State
California, and is authorized and obligated to provide service to the territory and property within I
boundaries of the proposed Assessment District;
WHEREAS, property Owner is an ownex of property within the boundaries of the props
Assessment District, and said Property Owner is constructing and installing the facilities prior to s
of bonds for said Assessment District;
WHEREAS, the improvements to be acquired under the Assessment District inciude the installati
of public improvements, together with certain facilities that will be under the ownership, -
and control of District and a general description of such "facilities" is as folfows:
The relocation of sewer facilities as necessary for the construction of Melrose Drive between Palomar Airport Road and its northerfy termhation within the Assessment
District;
WHEREAS, City, District and Property Owner desire at this time to enter into this Agreeme
pursuant to the provisions and authorization of Section 101 10 of the Streets and Highways Code of tl
State of California
NOW, THEREFORE, IT IS MUTUALLY AGREED between the parties as folIows:
PECITAIS
SECTION 1. That the above recitals are all true and correct.
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PROCEED1NG:S
SECTIONZ. City &dl continue to conduct proceedings for financing the acquisitic
*rovements proposed for the above-referenced Assessment District, including t
facilities to be under the ownership, management and control of District, and for 5
and complete description of the facilities to be under the control, management
ownership of District, reference is hereby made to the plans and specification
previously approved, all of which will be incorporated in the Engineer's "Report"
the above-referenced Assessment District.
PLANS AND SPECIFICATIONS
SECTION3. District shall furnish and supply, and/or approve, all plans, specifications
drawings, as well as provide administration, supemision and inspection as neces!
and required for the construction and installation ofthe above referenced facilitit
OPERTY OWNER CONSTRU~O~
SECTION 4. In order to expedik the proceedings and to hitiate the construction of the facilit
Property Owner is constructing and installing said f'ilities. Upon a successful i
of bonds, the City shall then pay to Property Owner the costs and expenses of
facilities pursuant to the terms of that certain Aquisition/Fiicing Agreement by,
between Property ownet and City, which is on file and open to public inspection
JMPROVEMENT FU ND
SECTiON 5. Upon the confinnation of an assessment to pay the costs and expenses of the wo
of improvement, the City shall establish a special Improvement Fund, into which SI
be deposited all payments made upon any assessment, as well as the proceeds hm
sale of bonds. This Fund shall be used exclusively for the payment of the costs 2
expenses of the proceedings and to reimburse costs for the construction and installat
of the sewer facilities.
PAYMENT
SECTION 6. All payments required to be made by City fir the Assessment District shall be m
solely and exclusively from the special Improvement Fund, and City shall not
obligated to make any such payment fiom any other funds or monies of said Ci
This Agreement is subject to the power of the legislative body to abandon 1
proceedings at any time prior to the effective date of this Agreement.
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OWNERSHIP OF FACILITIES
SECTION 7. Upon completion of the installation of the facilities, District will own, operate drain said facilities. Said facilities shall become part of the system of District
shall thereafter be used, operated and maintained as part of said system.
AUTHORIZATIQN
SECTION 8. This Agreement is made pwsuant to the authorization of Section 101 10 of the Strc
and Highways Code of the State of California, the "Municipal Improvement Ac
1913".
EFlFECTTVE DATE OF AGREEMEW
SECTION 9. Pursuant to Section 10110 of the Streets and Highways Code, this Agreement sl
become effective after proceedings have been taken and work ordered, pursuant to
"Municipal Improvement Act of 1913" and funds are available to carry out all of
terms. In the event the proceedigs for the formation of the special Assessm
District shall be abandoned, enjoined or held by a court of competent jurisdiction
be illegally or improperly conducted, or if for any reason the proceedings are l
Agreement shall be terminated and any Agreement between the parties shall
Canceled.
SECTION 10. Property Owner, its successors and assigns agree to MernniQ and hold harmless
City, the District, and their respective officers, oficials, employees and voIunte
from and against all claims, damages, losses, and expenses including attorney 6
arising out of the performance of the work described herein caused by any will
misconduct, or negligent act, or omission of the Property Owner, any contractor, i
subcontractor, anyone direaly or indirectly employed by any of them, or anyone
whose acts any of them may be liable. Property Owner, its successom and assigns a
agree to indemnify and hold harmless the District, and their respective office
officials, employees and volunteem from and against ali claims, damages, losses, i
expenses including attorney fees arising out of this Agreement.
consummated, or if consummated and fhds are not sufficient or avaiIable, then t
l!a€EE
SECTION 11. Any notices authorized or required by this Agreement shall be deemed to have be
given when deposited in the United States mail, postage prepaid, addressed to 1
persons below listed:
To CRY: City of Carlsbd
1200 Carlsbad Village Drive
Carlsbad, CA 92008
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TO DISTRICT: VaIlecitos Water District
201 Vallecitos De Or0
San Marws, CA 92069
Continental Ranch, Inc.
12636 High Bluff Drive, Suite 300
San Diego, CA 92130
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TO PROPERTY OWNER:
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year i
hereinabove written.
e
VALLECITOS WATER DISTRICT
BY: a i William W. Rucker General Manager
C0"ENTAL RANCH, INC.
BY: b4 &
iTC /I& PFES
4
October 21,1998
Vallecitos Water District
William W. Rucker, General Manager
201 Vallecitos De Or0
San Marcos, CA 92069
Enclosed for your records is a copy of the Carlsbad City Council Resolution No. 98-32
which was approved on October 6,1998.
Also enclosed is a fully executed and original agreement between the City of Carlsbac
and the Vallecitos Water District for the installation, acquisition and maintenance of a
sewer line in Assessment District 96-1, Rancho Carrillo.
If you have any questions regarding this agreement please call Mr. Richard Allen, in tt
. Carisbad Engineering Department, at (760) 438-1 161, ext. 4389.
--A KATHLEEN D. SHOUP
Senior Office Specialist
1200 Carlsbad Village Drive Carlsbad, California 92008-1 989 (760) 434-28C
October 21 I 1998
Continental Ranch, Inc.
David A. Lother, Vice President
12636 High Bluff Drive, Suite 300
San Diego, CA 92130
Enclosed for your records is a copy of the Carlsbad City Council Resolution No. 98-32
which was approved on October 6, 1998.
Also enclosed is a fully executed and original agreement between the City of Carlsbac
and the Vallecitos Water District for the installation, acquisition and maintenance of a
sewer line in Assessment District 96-1, Rancho Carrillo.
If you have any questions regarding this agreement please call Mr. Richard Allen, in tt
Carlsbad Engineering Department, at (760) 438-1 161 , ext. 4389. *-+ KATHLEEN D. SHOUP
Senior Office Specialist
1200 Carlsbad Village Drive - Carlsbad, California 92008-1 989 - (760) 434-28C
m- q
- -- - THE BOND MARKET I i‘ -= j 1Z v- -lid Li TRADE ASSOCIATION ,_ --l
MASTER
REPURCHASE AGREEMENT
SEPTEMBER 1996 VERSION
Dated as of December 23, l!
Between:
City of Carlsbad, as Buyer
and
Republic National Bank of New York,
1. Applicability
/
as Seller
From time to time the parties hereto day enter into transactions in which one party (“SeIler”) agee.
transfer to the other (“Buyer”) securities or other assets (“Securities”) against the transfer of funds b
Buyer, with a simultaneous agreement by Buyer to transfer to Seller such Securities at a date certain
on demand, against the transfer of funds by Seller. Each such transaction shall be referred to herein (
a “Transaction” and, unless otherwise agreed in writing, shall be governed by this Agreement, inch
ing any supplemental terms or conditions contained in Annex I hereeo and in any other annexes idei
fled herein or therein as applicable hereunder.
2. Definitions
(a) “Act of Insolvency”. with respect to any party, (i) the commencement by such party as debtor of
any case or proceeding under any bankruptcy, insolvency, reorganization, liquidation, rnoratori-
urn, dissolution, delinquency or similar law, or such party seeking the appointment or election o
receiver, conservator, trustee. custodian or similar official for such party or any substantial part (
its property, or the convening of any meeting of creditors for purposes of commencing any such
case or proceeding or seeking such an appointment or election, (ii) the commencement of any su
case or proceeding against such party, or another seeking such an appointment or election, or the
filing against a party of an appiication for a protective decree under the provisions of the Securiu
Investor Protection Act of 1970, which (A) is consented to or not timely contested by such party.
(B) results in the entry of an order for relief, such an appointment or election, the issuance of suck
a protective decree or the entry of an order having a similar effect, or (C) is not dismissed within
15 days, (iii) the making by such party of a generai assignment for the benefit of creditors, or (iv)
the admission in writing by such paq of such party’s inability to pay such party’s debts as they
become due;
(b) “Additional Purchased Securities”. Securities provided by SelIer to Buyer pursuant to Paragraph
4 (a) hereot
(c) “Buyer’s Margin Amount”, with respect to any Transaction as of any date, the amount obtained b
application of the Buyer’s Margin Percentage to the Repurchase Price for such Transaction as Of
such date:
W *
(d) “Buyer’s Margin Percentage”, with respect to any Transaction as of any date, a percentage (whicl
may be equal to the Seller’s Margin Percentage) agreed to by Buyer and Seller or, in the absence L
any such agreement, the percentage obtained by dividing the Market Value of the Purchased
Securities on the Purchase Date by the Purchase Price on the Purchase Date for such Transaction:
(e) “Confirmation”, the meaning specified in Paragraph 3(b) hereof;
(f) “InCOme”, with f‘@SpeCt to any %!tuffty at any time, any qrincipal thereof and di interest, divi-
(g) “Margin Deficit”, the meaning specified in Paragraph 4(a) hereof;
(h) “Margin Excess”, the meaning specified in Paragraph 4(b) hereof;
(i) “Margin Notice Deadline”, the time agreed to by the parties in the relevant Confirmation, Annex
hereto or otherwise as the deadline for giving notice requiring same-day satisfaction of margin
maintenance obligations as provided in Paragraph 4 hereof (or, in the absence of any such agree-
ment, the deadline for such purposes established in accordance with market practice);
(j) “Market Value”, with respect to any Securities as of any date, the price for such Securities on suck
date obtained from a generally recognized source agreed to by the parties or the most recent clos-
ing bid quotation from such a source, plus accrued Income to the extent not inciuded therein (othc
than any Income credited or transferred to, or applied to the obligations of, Seller pursuant to
Paragraph 5 hereof) as of such date (unless contrary to market practice for such Securities);
(k) “Price Differential”, with respect to any Transaction as of any date, the aggregate amount obtainec
by daily application of the Pricing Rate for such Transaction to the Purchase Price for such
Transaction on a 360-day-per-year basis for the actual number of days during the period commenc
ing on (and including) the Purchase Date for such Transaction and ending on (but excluding) the
date of determination (reduced by any amount of such Price Differential previously paid by Seller
to Buyer with respect to such Transaction);
(1) “Pricing Rate”, the per annum percentage rate for determination of the Price Differential:
(m) “Prime Rate”, the prime rate of U.S. commercial banks as published in The Wall Streetjournal (or, if
more than one such rate is published, the average of such rates):
(n) “Purchase Date”, the date on which Purchased Securities are to be transferred by Seller to Buyer:
(0) “Purchase Price”, (i) on the Purchase Date, the price at which Purchased Securities are transferred
by Seller to Buyer, and (ii) thereafter, except where Buyer and Seller agree otherwise, such price
increased by the amount of any cash transferred by Buyer to Seller pursuant to Paragraph 4(b)
hereof and decreased by the amount of any cash transferred by Seller to Buyer pursuant to
Paragraph 4(a) hereof or applied to reduce Selier’s obligations under clause (ii) of Paragraph 5
hereof;
(p) “Purchased Securities“, the Securities transferred by SelIer to Buyer in a Transaction hereunder,
and any Securities substituted therefor in accordance with Paragraph 9 hereof. The term
“Purchased Securities” with respect to any Transaction at any time also shall include Additional
Purchased Securities delivered pursuant to Paragraph 4(a) hereof and shall exclude Securities
returned pursuant to Paragraph 4(b) hereof;
(4) “Repurchase Date”, the date on which Seller is to repurchase the Purchased Securities from Buyer,
including any date determined by application of the provisions of Paragraph 3(c) or 11 hereof;
(r) “Repurchase Price”, the price at which Purchased Securities are to be transferred from Buyer to
Seller upon termination of a Transaction, which will be determined in each case (including
Transactions terminable upon demand) as the sum of the Purchase Price and the Price Differential
as of the date of such determination:
dends or other distributions thereon:
September 1996 * Master Repurchase Agreement 2
* a
(s) “Seller’s Margin Amount”, with respect to any Transaction as of any date, the amount obtain
application ofthe Sekr’s Margin Percentage to the Repurchase Price for such Transaction a~ l
such date;
(t) “Seller’s Margin Percentage”, with respect to any Transaction as of any date, a percentage (wl
may be equal to the Buyer’s Margin Percentage) agreed to by Buyer and Seller or, in the absei
Securities on the Purchase Date by the Purchase Priie on the Purchase Date for such Transacti
any such agreement, the percentage obtained by dividing the Market Value of the Purchased
3. Initiation; Confirmation; Termination
(a) An agreement to enter into a Transaction may be made orally or in writing at the initiation of
either Buy& or Seller. On the Purchase Date for the Transaction, the Purchased Securities shal
transferred to Buyer or its agent against the transfer of the Purchase Price to an account of Sell
(b) Upon agreeing to enter into a Transaction hereunder, Buyer or Seller (or both), as shall be agre
shall promptly deliver to the other party a written confirmation of each Transaction (a
u Confirmation”). The Confmation shall describe the Purchased Securities (including CUSIP r
ber, if any), identify Buyer and Seller and set forth (i) the Purchase Date, (ii) the Purchase Prict
the Repurchase Date, unless the Transaction is to be terminable on demand, (iv) the Pricing Ra
Repurchase Price applicable to the Transaction, and (v) any additional terms or conditions of tl
Transaction not inconsistent with this Agreement. The Confirmation, together with this
Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and SelIer
respect to the Transaction to which the Confirmation relates, unless with respect to the
Confirmation specific objection is made promptly after receipt thereof. In the event of any confl
between the terms of such Confirmation and this Agreement, this Agreement shall prevail.
(c) In the case of Transactions terminable upon demand, such demand shall be made by Buyer or
Seller, no later than such time as is customary in accordance with market practice, by telephone
otherwise on or prior to the business day on which such termination will be effective. On the d.
specified in such demand, or on the date fixed for termination in the case of Transactions havin
fixed term, termination of the Transaction wiil be effected by transfer to Seller or its agent of tht
Purchased Securities and any Income in respect thereof received by Buyer (and not previously
credited or transfened to, or applied to the obligations of, Seller pursuant to Paragraph 5 hereo
against the transfer of the Repurchase Price to an account of Buyer.
4. Margin Maintenance
(a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions
which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin
Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller requii
Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities re
sonabiy acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate
Market Value of the Purchased Securities, including any such Additional Purchased Securities, \r
thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of
any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting 2
Seller).
(b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions ii
which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount
for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer
require Buyer in such Transactions, at Buyer‘s option, to transfer cash or Purchased Securities to
Seller, so that the aggregate Market Value of the Purchased Securities. after deduction of any sud
3 September 1996 * Masw Repurchse
, * 0
cash or any Purchased Securities so transfened, will thereupon not exceed such aggregate Seller’s
Margin Amount (increased by the amount of any Margin Excess as of such date arising from any
Transactions in which such Seller is acting as Buyer).
before the Margin Notice Deadline on any business day, the party receiving such notice shall tram
fer Cash Ur Additional Purchased Securities as provided in such subparagraph no later than the
close of business in the relevant market on such day. If ziny such notice is given after the Margin
Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than
the close of business in the relevant market on the next business day following such notice.
(d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall b
agreed upon by Buyer and Seller.
(e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that fie respective
rights of Buyer or Seller (or both) under subparagraphs (a) and @) of this Paragraph may be exer-
cised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar
amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or
percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions).
(0 Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective
rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimi-
nation of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such
a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calcu-
lated without regard to any other Transaction outstanding under this Agreement).
(c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or
5. Income Payments
Seller shall be entitled to receive an amount equal to all Income paid or distributed on or in respect of
the Securities that is not otherwise received by Seller, to the full extent it would be so entitled if the
Securities had not been sold to Buyer. Buyer shall, as the parties may agree with respect to any
Transaction (or, in the absence of any such agreement, as Buyer shall reasonably determine in its dis-
cretion). on the date such Income is paid or distributed either (i) transfer to or credit to the account of
Seller such Income with respect to any Purchased Securities subject to such Transaction or (ii) with
respect to Income paid in cash, appIy the Income payment or payments to reduce the amount, if any,
to be transferred to Buyer by Seller upon termination of such Transaction. Buyer shall not be obligated
to take any action pursuant to the preceding sentence (A) to the extent that such action would result in
the creation of a Margin Deficit, unless prior thereto or simultaneously therewith Seller transfers to
Buyer cash or Additional Purchased Securities sufficient to eliminate such Margin Deficit, or (€3) if an
Event of Default with respect to Seller has occurred and is then continuing at the time such Income is
paid or distributed.
6. Security Interest
Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in
the event any such Transactions are deemed to be loans, Seller shall be deemed to have pledged to
Buyer as security €or the performance by Seller of its obligations under each such Transaction, and
shall be deemed to have granted to Buyer a security interest in, all of the Purchased Securities with
respect to dl Transactions hereunder and all Income thereon and other proceeds thereof.
7. Payment and Transfer
Unless otherwise mutually agreed, all transfers of funds hereunder shall be in immediately available
funds. All Securities transferred by one party hereto to ‘the other party (i) shall be in suitable form for
transfer or shall be accompanied by duiy executed instruments of transfer or assignment in blank and
September 1’396 * Master Repurchase Agreement 4
0 0.
such other documentation as the party receiving possession may reasonably request, (ii) shall be
ferred on the book-entry system of a Federal Reserve Bank, or (iii) shall be transferred by any 0th
method mutualIy acceptable to Seller and Buyer.
8. Segregation of Purchased Securities
To the extent repired by appiicable law, all Purchased Securities in the possession of Seller shall
segregated from other securities in its possession and shall be identified as subject to this Agreer
Segregation may be accomplished by appropriate identification on the books and records of the b
including a financial or securities intermediary or a clearing corporation. All of Seller’s interest in
Purchased Securities shall pass to Buyer on the Purchase Date and. unless otherwise agreed by Bt
and Seller, nothing in this Agreement shaI1 preclude Buyer from engaging in repurchase transacti
with the Purchased Securities or otherwise selling, transferring, pledging or hypothecating the Pu
chased Securities, but no such transaction shall relieve Buyer of its obligations to transfer Purchas
Securities to Seller pursuant to Paragraph 3, 4 or 11 hereof, or of Buyer’s obligation to credit or pa:
Income to, or apply Income to the obligations of, Seller pursuant to Paragraph 5 hereof.
Required Disclosure for Transactions in Which the Seller Retains
Custody of the Purchased Securities
Seller is not permitted to substitute other securities for those subject to this Agreement
and therefore must keep Buyer’s securities segregated at all times, unless in this
Agreement Buyer grants Seller the right to substitute other securities. If Buyer grants
the right to substitute, this means that Buyer’s securities will likely be commingled with
Seller’s own securities during the trading day. Buyer is advised that, during any trading
day that Buyer’s securities are commingled with Seller’s securities, they [will]* [may]**
be subject to liens granted by Seller to [its clearing bank]* [third parties]** and may be
used by Seller for deliveries on other securities transactions. Whenever the securities are
commingled, Seller’s ability to resegregate substitute securities for Buyer will be subject
to Seller’s ability to satisfy [the clearing]* [any]** lien or to obtain substitute securities.
*Language to be used under 17 C.F.R. §403.4(e) if Seller is a government securities broker or dealer
other than a financial institution.
**Language to be used under 17 C.F.R. §403.5(d) if Seller is a financial institution.
9. Substitution
(a) Seller may, subject to agreement with and acceptance by Buyer, substitute other Securities for ar
Purchased Securities. Such substitution shall be made by transfer to Buyer of such other Securiti
and transfer to Seller of such Purchased Securities. After substitution, the substituted Securities
shall be deemed to be Purchased Securities.
(b) In Transactions in which Seller retains custody of Purchased Securities, the parties expressly agrt
that Buyer shall be deemed, for purposes of subparagraph (a) of this Paragraph, to have agreed t
and accepted in this Agreement substitution by SeIIer of other Securities for Purchased Securitie:
provided, however, that such other Securities shall have a Market Value at least equal to the Marke
Value of the Purchased Securities for which they are substituted.
10. Representations
Each of Buyer and Seller represents and warrants to the other that (i) it is duly authorized to execute
and deliver this Agreement. to enter into Transactions contemplated hereunder and to perform its
obligations hereunder and has taken all necessary action to authorize such execution, delivery and pe
5 September 1996 - Master Repurchase 1
W’ 6
formance, (ii) it will engage in such Transactions as principal (or, if agreed in writing, in the form of a
annex hereto or otherwise, in advance of any Transaction by the other party hereto, as agent For a dis-
closed principal), (iii) the person signing this Agreement on its behalf is duly authorized to do so on i
behalf (or on behalf of any such disclosed principal), (iv) it has obtained all authorizations of any gov
ernmental body required in connection with this Agreement and the Transactions hereunder and suck
authorizations are in full force and effect and (v) the execution, delivery and performance of this
Agreement and the Transactions hereunder will not violate any law, ordinance, charter, by-law or mli
applicable to it or any agreement by which it is bound or by which any of its assets are affected. On th
Purchase Date for any Transaction Buyer and Seller shall each be deemed to repeat all the foregoing
representations made by it.
11. Events of Default
In the event that (i) Seller fails to transfer or Buyer fails to purchase Purchased Securities upon the
applicable Purchase Date, (ii) Seller fails to repurchase or Buyer fails to transfer Purchased Securities
upon the applicable Repurchase Date, (iii) Seller or Buyer fails to comply with Paragraph 4 hereof, (iv)
Buyer fails, after one business day’s notice, to comply with Paragraph 5 hereof, (v) an Act of
Insolvency occurs with respect to Seller or Buyer, (vi) any representation made by Seller or Buyer shall
have been incorrect or untrue in any material respect when made or repeated or deemed to have been
made or repeated, or (vii) Seller or Buyer shall admit to the other its inability to, or its intention not to,
perform any Of its obligations hereunder (each an “Event of Default”):
(a) The nondefaulting party may, at its option (which option shall be deemed to have been exercised
immediateIy upon the occurrence of an Act of Insolvency), declare an Event of Default to have
occurred hereunder and, upon the exercise or deemed exercise of such option, the Repurchase
Date for each Transaction hereunder shall, if it has not already occurred, be deemed immediately
to occur (except that, in the event that the Purchase Date For any Transaction has not yet occurred
as of the date of such exercise or deemed exercise, such Transaction shall be deemed immediately
canceled). The nondefaulting party shall (except upon the occurrence of an Act of Insolvency) give
notice to the defaulting party of the exercise of such option as promptly as practicable.
.(b) In all Transactions in which the defaulting party is acting as Seller, if the nondefaulting party exer-
cises or is deemed to have exercised the option referred to in subparagraph (a) of this Paragraph,
(i) the defaulting party’s obligations in such Transactions to repurchase all Purchased Securities, at
the Repurchase Price therefor on the Repurchase Date determined in accordance with subpara-
graph (a) of this Paragraph, shall thereupon become immediately due and payable, (ii) all Income
paid after such exercise or deemed exercise shall be retained by the nondefaulting party and
applied to the aggregate unpaid Repurchase Prices and any other amounts owing by the default-
ing party hereunder, and (iii) the defaulting party shalI immediately deliver to the nondefaulting
party any Purchased Securities subject to such Transactions then in the defaulting party’s posses-
sion or control.
(c) In all Transactions in which the defaulting party is acting as Buyer, upon tender by the nondefault-
ing party of payment of the aggregate Repurchase Prices for ail such Transactions, all right, title
and interest in and entitlement to all Purchased Securities subject to such Transactions shall be
deemed transferred to the nondefaulting party, and the defaulting party shall deliver all such
Purchased Securities to the nondefaulting party.
September 1986 * bbter Repurchase Agreement 6
W i
(d) If the nondefaulting party exercises or is deemed to have exercised the option referred to in s
paragraph (a) of this Paragraph, the nondefauIting party, without prior notice to the defaultii
party. may:
(i) as to Transactions in which the defaulting party is acting as Seller, (A) immediately sell, i
recognized market (or otherwise in a commerciaIly reasonable manner) at such price or p
as the nondefaulting party may reasonably deem satisfactory, any or all Purchased Secur
subject to such Transactions and apply the proceeds thereof to the aggregate unpaid Rep)
chase Prices and any other amounts owing by the defaulting party hereunder or (B) in it2
discretion elect, in lieu of selling dl or a portion of such Purchased Securities, to give the
defaulting party credit for such Purchased Securities in an amount equal to the price therl
on such date, obtained-from a generally recognized source or the most recent closing bid
tation from such a source, against the aggregate unpaid Repurchase Prices and any other
amounts owing by the defaulting party hereunder: and
(ii) as to Transactions in which the defaulting party is acting as Buyer, (A) immediately purci-
in a recognized market (or otherwise in a commercially reasonable manner) at such price I
prices as the nondefaulting party may reasonably deem satisfactory, securities (“Replacen
Securities”) of the same class and amount as any Purchased Securities that are not delivert
the defaulting party to the nondefauiting party as required hereunder or (B) in its sole disc
tion elect, in lieu of purchasing Replacement Securities, to be deemed to have purchased
Replacement Securities at the price therefor on such date, obtained from a generally recog-
nized source or the most recent closing offer quotation from such a source.
Unless otherwise provided in Annex I, the parties acknowledge and agree that (1) the Securitie
subject to any Transaction hereunder are instruments traded in a recognized market, (2) in the
absence of a generally recognized source for prices or bid or offer quotations for any Security, i
nondefaulting party may establish the source therefor in its sole discretion and (3) all prices, bi
and offers shall be determined together with accrued Income (except to the extent contrary to n
ket practice with respect to the relevant Securities).
(e) As to Transactions in which the defaulting party is acting as Buyer, the defaulting party shall b
liable to the nondefaulting party for any excess of the price paid (or deemed paid) by the nondl
faUhg party for Replacement Securities aver the Repurchase Price for the Purchased Securiue:
replaced thereby and for any amounts payable by the defaulting party under Paragraph 5 herec
or othewise hereunder.
(f) For purposes of this Paragraph 11. the Repurchase Price for each Transaction hereunder in resp
of which the defaulting party is acting as Buyer shall not increase above the amount of such
Repurchase Price for such Transaction determined as of the date of the exercise or deemed exerc
by the nondefaulting party of the option referred to in subparagraph (a) of this Paragraph.
(g) The defaulting party shall be liable to the nondefaulting party for (i) the amount of all reasonabl
legal or other expenses incurred by the nondefaulting party in connection with or as a result of 2
Event of Default, (ii) damages in an amount equal to the cost (including all fees, expenses and
commissions) of entering into replacement transactions and entering into or terminating hedge
transactions in connection with or as a result of an Event of Default, and (iii) any other loss, darr
age, cost or expense directly arising or resulting from the occurrence of an Event of Default in
respect of a Transaction.
(h) To the extent permitted by applicable law, the defaulting party shall be liable to the nondefaultir
party for interest On any amounts owing by the defaulting party hereunder, from the date the
defaulting party becomes liable for such amounts hereunder until such amounts are (i) paid in ft
7 September 1996 * Master Repurchase
4
by the defaulting party or (ii) satisfied in full by the exercise of the nondefaulting party’s rights
hereunder. Interest on any sum payable by the defaulting party to the nondefaulting party under
this Paragraph Il(h) shall be at a rate equal to the greater of the Pricing Rate for the relevant
Transaction or the Prime Rate.
(i) The nondefaulting party shall have, in addition to its rights hereunder, any rights otherwise avail
able to it under any other agreement or applicable law.
12. Single Agreement
Buyer and Seller acknowledge that, and have entered hereinto and will enter into each Transaction
hereunder in consideration of and in reliance upon the fact that, all Transactions hereunder constitute
single business and contractual relationship and have been made in consideration of each other.
Accordingly, each of Buyer and Seller agrees (i) to perform all of its obligations in respect of each
Transaction hereunder, and that a default in the performance of any such obligations shall constitute a
default by it in respect of all Transactions hereunder, (ii) that each of them shall be entitled to set off
claims and apply property held by them in respect of any Transaction against obligations owing to
them in respect of any other Transactions hereunder and (iii) that payments, deliveries and other trans
fers made by either of them in respect of any Transaction shall be deemed to have been made in con-
sideration of payments, deliveries and other transfers in respect of any other Transactions hereunder,
and the obligations to make any such payments, deliveries and other transfers may be applied against
each other and netted.
13. Notices and Other Communications
Any and all notices, statements, demands or other communications hereunder may be given by a party
to the other by mail, facsimiie, telegraph, messenger or otherwise to the address specified in Annex I1
hereto, or so sent to such party at any other place specified in a notice of change of address hereafter
received by the other. All notices, demands and requests hereunder may be made orally, to be con-
firmed promptly in writing, or by other communication as specified in the preceding sentence.
14. Entire Agreement; Severability
This Agreement shall supersede any existing agreements between the parties containing general terms
and conditions for repurchase transactions. Each provision and agreement herein shall be treated as
separate and independent from any other provision or agreement herein and shall be enforceable
notwithstanding the unenforceability of any such other provision or agreement.
I 5. Non-assignability; Termination
(a) The rights and obligations of the parties under this Agreement and under any Transaction shall
not be assigned by either party without the prior written consent of the other party, and any such
assignment without the prior written consent of the other party shall be null and void. Subject to
the foregoing, this Agreement and any Transactions shall be binding upon and shall inure to the
benefit of the parties and their respective successors and assigns. This Agreement may be terminat-
ed by either party upon giving written notice to the other, except that this Agreement shall,
notwithstanding such notice, remain applicable to any Transactions then outstanding.
(b) Subparagraph (a) of this Paragraph 15 shall not preclude a party from assigning, charging or other-
wise dealing with all or any part of its interest in any sum payable to it under Paragraph 11 hereof.
16. Governing Law
This Agreement shall be governed by the laws of the State of New York without giving effect to the
conflict of law principles thereof.
Seoiember 1996 9 Master Repurchase Agreemeni 8
w 6
17. No Waivers, Etc.
No express or implied waiver of any Event of Default by either party shall constitute a waiver: of
other Event of Default and no exercise of any remedy hereunder by any party shall constitute a v
of its right to exercise any other remedy hereunder. No modification or waiver of any provision o
Agreement and no consent by any party to a departure herefrom shall be effective unless and unt
such shall be in writing and duly executed by both of the parties hereto. Without limitation on an
the foregoing, the failure to give a notice pursuant to Pafagraph 4(a) or 4(b) hereof will not consti
waiver of any right to do so at a Iater date.
78. Use of Ernpioyee Plan Assets
.. .. (a) If assets of an employee benefit plan subject to any provision of the Employee Retirement Inct
Security Act of 1974 (“ERISA”) are intended to be used by either party hereto (the “Plan Paq
a Transaction, the Plan Party shall so notify the other party prior to the Transaction. The Plan
shall represent in writing to the other party that the Transaction does not constitute a prohibit1
transaction under ERISA or is otherwise exempt therefrom, and the other party may proceed i
reliance thereon but shall not be required so to proceed.
(b) Subject to the last sentence of subparagraph (a) of this Paragraph, any such Transaction shall p
ceed only if Seller furnishes or has furnished to Buyer its most recent available audited statemt
of its financial condition and its most recent subsequent unaudited statement of its financial co
tion.
(c) By entering into a Transaction pursuant to this Paragraph, Seller shall be deemed (i) to represei
Buyer hat since the date of Seller’s latest such financial statements, there has been no material
adverse change in Seller’s financial condition which Seller has not disclosed to Buyer, and (ii) tc
agree to provide Buyer with future audited and unaudited statements of its financial condition
they are issued, so long as it is a Seller in any outstanding Transaction involving a Plan Party.
19. lntent
(a) The parties recognize that each Transaction is a ”repurchase agreement” as that term is defined
Section 101 of Title 11 of the United States Code, as amended (except insofar as the type of
Securities subject to such Transaction or the term of such Transaction would render such definit
inapplicable), and a “securities contract” as that term is defined in Section 741 of Title 11 of the
United States Code, as amended (except insofar as the type of assets subject to such Transaction
would render such definition inapplicable).
(b) It is understood that either party’s right to liquidate Securities delivered to it in connection with
Transactions hereunder or to exercise any other remedies pursuant to Paragraph 11 hereof is a c
tractuaI right to Iiquidate such Transaction as described in Sections 555 and 559 of Title 11 of the
United States Code, as amended.
(c) The parties agree and acknowledge that if a party hereto is an ”insured depository institution,” i
such tern is defined in the Federal Deposit Insurance Act, as amended (“FDIA”) , then each
Transaction hereunder is a “qualified financial contract.” as that term is defined in FDIA and any
rules, orders or policy statements thereunder (except insofar as the type of assets subject to such
Transaction would render such definition inapplicable).
(d) It is understood that this Agreement constitutes a “netting contract” as defined in and subject to
Title IV of the Federal Deposit Insurance Corporation Improvement Act of 1991 (“FDICIA”) and
each payment entitlement and payment obligation under any Transaction hereunder shall consti-
tute a “covered contractual payment entitlement” or “covered contractual payment obligation”.
I 9 September 1996 - Master Repurchase 9
w e’
respectively, as defined in and subject to FDICIA (except insofar as one or both of the parties is not
a “financial institution” as that term is defined in FDICIA).
20. Disclosure Relating to Certain Federal Protections
The parties acknowledge that they have been advised that:
(a) in the case of Transactions in which one of the parties is a broker or dealer registered with the
Securities and Exchange Commission (”SEC”) under Sect& 15 of the Securities Exchange Act of
1934 (“1934 Act”), the Securities Investor Protection Corporation has taken the position that the
provisions of the Securities Investor Protection Act of 1970 (“SIPA”) do not protect the other party
with respect to any Transaction hereunder;
ernment securities dealer registered with the SEC under Section 1% of the 1934 Act. SIPA will not
provide protection to the other party with respect to any Transaction hereunder: and
(c) in the case of Transactions in which one of the parties is a financial institution. funds held by the
financial institution pursuant to a Transaction hereunder are not a deposit and therefore are not
insured by the FederaI Deposit Insurance Corporation or the National Credit Union Share
(b) in the case of Transactions in which one of the parties is a government securities broker or a gov-
Insurance Fund, as applicable.
City of Carlsbad, as Buyer Republic National Bank of Be\ as Seller
By; x- fY A By: [{tfdJd
ANTHO A.BELO Title: Title: Finance Director
Date: December 28, 1999 Date:
NI
By :
Title :“a,,” Tivvud 1 a q
Date: -&I-& \/ice ff=ichpn,k
n /> ‘2 J.44
Septemwr 1996 - Muter Repurchase Agreement 70
* il)
ANNEX I
Supplemental Terms and Conditions
This Annex I forms part of the Master Repurchase Agreement dated as of December 23rd, 1999 {
"Seller"). Capitalized terms used but not defined in this Annex I shall have the meaning ascribed to them in
Agreement.
Definitions: (i) "Business Day" means any day other than Saturd
Sunday or any other day on which commercial banks in N
York, New York, or Carlsbad, California are required
authorized to be closed.
(ii) 'kdenture" means that certain Bond Indenture date&
of October 1, 1998 by the City of Carlsbad ("City")
connection with the execution and delivery of City of Carlsb
Assessment District No. 96-1 (Rancho Carillo) Limii
Obligation Improvement Bonds (the "Bonds").
December 23rd, 1999
"Agreement") between CITY OF CARLSBAD, (the "Buyer") and REPUBLIC NATIONAL BANK OF NEW YORK I
Initial Purchase Date:
Amount of Initial Purchase: $0
Final Repurchase Date: September 2,2008
Repurchases: Prior to the Final Repurchase Date, Seller shall repurchase all I
part of the Purchased Securities in such amounts as the Buy
shall request by notice to Seller at least two Business Days pri~
to the date of repurchase; provided, however, that the Buy
shall not request Seller to enter into a Repurchase Transactic
other than in each case as required or permitted by the Indentu
(i) to make payments with respect to the Bonds if the amount i
the designated accounts (as defmed in the Indenture)
insufficient; (ii) to provide for the redemption or refunding (
the Bonds; (iii) to make payments upon an Event of Defau
under the Indenture that results in the acceleration or mandator
redemption of all the Bonds or (iv) for any transfers required b
the Indenture to the extent the amount on deposit in the Reservl
Account is in excess of the Reserve Requirement under thc
Indenture.
The Buyer shall neither request Seller to enter into a Repurchasl
Transaction earlier than three Business Days prior to the date 01
which the proceeds of such Repurchase Transaction are to be
applied by the Buyer pursuant to the provisions of the Indenture
stated above, nor in amounts greater than the amounts to be sc
applied by the Buyer.
In no event shall the Buyer require any repurchase for purposes
of reinvestment. Seller will repurchase all Purchased Securities
on the Final Repurchase Date.
Pricing Rate: A rate per annum of 6.03%.
W 0'
Phce Differential
Payment Dates:
One Business Day prior to the second day of each March and
September during the period frm the date hereof to a
including the Final Repurchase Daw, commencing March 1
2000.
30/260 day basis. Price Differential Day
Count Calculation:
Additional Purchases: Additional Purchases may be made at rhc Pricing R~E up to s months after the initial Repurchase; provided, however, that tl
agpgate sum of the Additional Purchases shall at no fn
exceed the Amount of $1,357,770. Additional Purchases w1
be made prior to the Final Repurchase Date. Any suc
Transactions shall be governed by the terns of this Agrement.
(a) Any bond or other oblitions which as to princip.
and interest constitute direct general obligations of, or ar
unconditionally guaranteed by, rhe United States of America;
(b) bonds, debentures, notes, rncutgase parcicipatio:
certificates, mortgage pass-through certificates in physical 01
book entry form, collateralized mortgage obligations, or otk
evidences of indebtedness issued by or the payment of which i:
guaranteed by Federal Home Loan Martgape Corporatiox
(including participation cenificates); or Federal Nationa
Mortgage Association; or
(c)
Securities:
any other securities pemittcd in the Indenture and
agreed to by the Buyer and Seller.
Buycr's Margin Percentage: The market value of the collateral js maintained at a level of not
less than 103% of the amount invested and upon such
conditions as would be acceptable 10 Standard & Poor's and
Moody's to maintain an "A" rating in an "A" rated structured
financing (with a market value approach).
Full substitution rishts.
IO A.M. Eastem Standard Time; unless agreed otherwise by the
parries, notification given after such time shall be deemed @en
on the next Business Day. Notification shall be by telephone or
by facsimile with rem confmuon.
As soon as practicable, but in no event later bn one Business
Day from date of notification of a Margin Excess or a Marsin
Deficit Norification shall be by telephone or by ficsimile with return confurnation.
Each eansfer of Purchased Securities by Seller pursuant IO the terns of this Master Repurchase Agreement shall be made KO
Buyer. Notwithstanding any provision in Paragaaph 8 of this
Master Repurchase Agreement, Seller shall not retain cusrody of
Purchased Securities.
Substitution Rights of Seller:
Margin Notice Deadline:
Cure Period for Margin
Excess or Deficit:
Delivery Method:
2'
TOTQL
w e
Securities Valuation
Responsibilities:
The Market Value of the Purchased Securities shall be
determined by Seller at least weekly and communicated
facsimile transmission to Buyer. "Market Value'' of
Federal Reserve Bank of New York for such Securities on
preceding Business Day as reported in The Wall Street Jou
or the New York Times: or, if not available, the price of s
Securities as determined by a nationally recognized
accepted pric-ing service whose valuation method consists of
composite average of various bid price quotes on the datc
valuation; or, alternatively, the lower of the bid prices for s'
Securities as quoted on the date of valuation by two securi
dealers that are market makers in such Securities. The rating!
such dealers or, if applicable, their parents, on the date
valuation must be investment grade or higher, as determined
Moody's and Standard & Poor's.
Seller agrees to give Buyer one Business Day written notice
Income Payments due by Buyer to Seller for the timely trans
of income from Buyer to Seller.
Paragraph 6 of the Master Repurchase Agreement is here
deleted and restated in its entirety as follows:
"(a) Buyer and Seller agree that, if for any reason a Transaction hereunder shall be deemed to be other than a sale
purchase, Seller hereby grants a first security interest in a
pledges, assigns and transfers to Buyer any and all right, tit
and interest of Seller in and to the Purchased Securities a
Income thereon and other proceeds thereof or cash delivered
to be delivered to Buyer pursuant to the terns of tl
Transactions in order to secure the prompt performance of i
obligations of Seller under this Agreement, including, with0
limitation, the payment to Buyer of the liabilities, indebtedne
and obligations of Seller, and all claims of Buyer against Sell
arising out of or by reason of any or all Transactions hereunde:
"(b) It is the intention of Seller and Buyer that, if for ar
reason any Transaction shall be deemed other than a sale ar
purchase, Buyer's rights in and to the Purchased Securities ar
cash delivered to Buyer shall be those of a secured party holdir
collateral under the provisions of the Uniform Commerci
Code as in effect in the State of New York."
All payments under the Master Repurchase Agreement will b
made without setoff or counterclaim.
The third sentence of Paragraph 8 of the Master Repurchas
Agreement is hereby amended to read in its entirety as foilow:
"All of Seller's interest in the Purchased Securities shall pass tc
Buyer; provided, however, that Buyer shall not engage u
repurchase transactions with the Purchased Securities o
otherwise pledge or hypothecate the Purchased Securities."
Securities shall mean at any tie the bid price last quoted bj
Income Payments:
Security Interest:
Setoff:
Rehypothecation:
3
1) e’
Covenants of Buyer: Buyer agrees that (i) it will deliver to Seller written notice o proposed amendments and waivers to the Indenture that w(
affect the Transctiom, and wh notice shall be accomp
by the proposed amendments and waivers; (ii) no propc
amendment to or waiver of any provision of the Inden
relating to the Transactions shall be adopted which has the ef
of reducing Seller’s expected benefits or increasing Sel
exposure or obligations pursuant to the Master Repurcl
Agreement without the prior written consent of Seller; (iii;
proposed amendment to or waiver of any provision of
Indenture relating to the Transactions shall be adopted wh
has the effect of making the Transactions contempla
hereunder no longer permissible under the Indenture; (iv)
funds used by Buyer to pay for the Purchased Securities
derived from funds and accounts established pursuant to
Indenture; and (v) it has received all required consents z
directions to enter into the Transactions contemplated herein
accordance with the applicable provisions of the Indenture.
(a) Seller agrees that so long as it has or may have i!
obligation under this Master Repurchase Agreement, it w
notify Buyer of any Event of Default under the Mas1
Repurchase Agreement or any suspension, withdrawal
downgrading of its rating.
(b) Seller agrees that in the event Seller’s rating
suspended, withdrawn or is ,gadded below A- or below A3, t
either Standard & Poor’s or Moody’s, respectively, the Mast
Repurchase Agreement and any outstanding Transactions mi
be terminated by Buyer on one Business Day’s prior notice
Within two Business Days of the termination date specified
Buyer‘s notice, all securities shall be repurchased by Seller ill
any Price Differential Payments owing as of the date of suc
Repurchase Transaction shall be paid by Seller. Seller
currently rated AA- and Aa3 by Standard & Poor’s an
Moody’s, respectively.
(c) Seller will provide monthly reports to Buyer settir forth the amount and value of Purchased Securities held b
Buyer, any repurchases made by Seller during such period an
Price Differential Payments made by Seller during such period.
(a) Paragraph 1 I(h) of the Master Repurchase Agreemer
is hereby amended by deleting the words “Prime Rate” at th
end thereof and substituting “Federal Funds Effective Rate’
therefor. For purposes of Paragraph 11Q “Federal Fund.
Effective Rate” shall mean, for any day, an interest rate pe
annum equal to the weighted average of the rates on overnigh
Federal funds transactions with members of the Federal Resew
System arranged by Federal funds brokers on such day, a
published for such day (or, if such day is not a Business Day
for the immediately preceding Business Day).
Covenants of Seller:
Events of Default:
4
e 6.
(b) is hereby deleted and restated in its entirety as follows:
Paragraph 1 l(i) of the Master Repurchase Agreerr
“The non-defaulting party shall have, in addition to its rig
hereunder, any rights otherwise available to it under any ot
agreement or applicable law; provided that for Transactii
where the defaulting party is acting as Seller, the non-default
party must first exhaust its remedies against the Purcha
Securities, as,set forth above.“
(c) Events of Default specified in Paragraph 11 of the Ma
Repurchase Agreement, the failure of either party to obsei
any material obligation under the terms of this Ma
Repurchase Agreement, including, without limitation,
failure to make any Price Differential Payment when due, si
also constitute an “Event of Default” under Paragraph 11 oft
Master Repurchase Agreement and, upon the occurrence of
Event of Default, the non-defaulting party shall have the right
exercise a11 remedies available under such Paragraph unlc
otherwise specified herein.
To the extent that the terms and conditions of Annex I confl.
with the terms and conditions of the printed form of Mast
Repurchase Agreement, the terms and conditions of Annex
shall prevail.
Section 15 of the Master Repurchase Agreement is herel
amended by adding (I) “The Master Repurchase Agreement ill
Custody Agreement shall only be amended by a writing signne
by the parties.” as a sentence at the end thereof.
In performing its obligations, neither Seller nor any of i directors, officers, partners, employees, or agents (includir
directors, officers, employees or agents thereof) shall be liab
or responsible for:
(a) to the Bonds issued pursuant to the Indenture;
(b) to Buyer hereunder; or
(c) the Bonds or the Indenture.
Without limiting the foregoing, regardless of whether Seller ha
reviewed the Indenture or is generally familiar with the terms o
indentures of a similar type, Seller shall have no duty to compl;
with the terms of the Indenture or to ascertain whether Buyer ir in compliance therewith.
(a) Buyer agrees that if any trustee succeeds to the dutie: of Buyer as trustee pursuant to the applicable provisions of tht
Indenture, it will promptly notify Seller in writing of SUC!
It is agreed by Buyer and Seller that, in addition to
Conflict of Terms:
Amendments and Assignability:
Role of Seller:
the payment of any amounts owing on or with respec
the use or application by Buyer of any monies payabl
any acts or omissions of Buyer under or with respect tc
Miscellaneous:
5
w e
succession, which notice shall identify the successor trustee,
successor trustee shall, upon delivery to Seller of such additic
information as may reasonably be requested by Seller, and u
execution of an assumption of Buyer's obligations under
Master Repurchase Agreement, if required by Sel
automatically succeed to the rights and duties of Buyer pursu
to Paragraph 15 of the Master Repurchase Agreement.
(b) This Master Repurchase Agreement may be execu in counterparts by the parties hereto, and each such counten
shall be considered an original and all such counterparts sl
constitute one and the same instrument.
(c) The headings of the articles and sections hereof are convenience of reference only and shall not affect the meani
or construction of any provisions hereof.
(d) The Buyer has entered into this Agreement under 1 Indenture as directed by the in accordance with the provisions
the Indenture. The Buyer may consult with counsel with resp
to any relating to its duties or responsibilities hereunder. T may act through its officers, agents, employees and attome!
Each party shall be entitled to rely conclusively upon a
certificate, notice, direction or other document delivered
hereunder by the other party as provided herein as to the trut
accuracy and validity thereof,
In addition to this Annex I and Annex 11, the following Annex
and any Schedules hereto shall form part of the Agreement an
shall be applicable thereunder: NONE
out it~ addressl telephwi ad ffi~iknik numbers. S
Other Applicable Annexes:
Agreed to and annexed to the Master Repurchase Agreement dated as of December 23rd, 1999, between Buy
and Seller.
CITY OF CARLSBAD, AS BUYER
By: (L
Title: Finance Director
Date: December 28, 1999
REPUBLIC NATIONAL BANK OF NEW YORK, AS SELLER
By: (fffp
Title:
Date: ANTHO YA. BELO
SENlOR VI €-PRESIDENT i!
6
w
ANNEX I1
Wire and Delivery Instructions
1. Buyer
US Dollar Payments (Funds): .City of Carlsbad
Wells Fargo Bank
ABA No:# 121 000 248
Acct.# 415928 1716
Ref Rancho Carrilo AD
VIA Federal Book Entry (F.B.E.)
FED ABA Routing Number
ABA NO”
First
Attn:
Fed Book Entry (Securities):
2. Seller C@-J\C.zA - =e
A&( Republic Na ’ nal Bank of NY
ABA NO- 21-004-823
For cr / it to Dept 357
Chase MC/ RNB DPG
US Dollar PaymentsFunds:
Fed Book Entry (Securities):
ABA NO: #02 1-000-02 1
FNMAS Chase NYCLDTC 281 I/RNB DPG
7
.
e' 6 _'*
Notices:
For Buyer;
City of Carlsbad
Finance Dept.
1200 Carlsbad Village Drive
Carlsbad, CA 92008-1989
Attention: Corporate
Telephone Np.: (760) 434 2867
Facsimile No.: (760) 434 8164
Republic National Bank of New York 452 Fifth Avenue - Tower 10
New York, New York 10018
Attention: Jorge Martin, First Vice President
Telephone No.: (212) 525-8000
FacsimiIe No.: (212) 556-9224
For Seller:
8
4 Y 7
t' %. e . N!j-J4J 06. 2-9913 12::
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO: OFFICIAL RECORK %I! ftIEGC COUNTY EEOIIDER' S OFICE ggijafl 2. SMITH, CfluNTY iEC%Wi FEES: 49.M City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008 lllliollllss Qs
I< p Attn: C;b,Ckk
1998-0725542
(Space above for recorder's use o
AGREEMENT FOR FILING OF FINAL MAPS WITHIN
ASSESSMENT DISTRICT NO. 96-n (RANCHO CARRILLO)
4-/ This Agreement is made and entered into this d '&day of 6cbb e( 15
by and between THE CITY OF CARLSBAD, a municipal corporation of the State of Califo
(the "City"), and CONTINENTAL RANCH, INC., a Delaware corporation (the "Prop
Owner" ) .
RECITALS
A. At the request of Continental Ranch, Inc. and for the benefit of
district under the terms and conditions of the "Municipal Improvement Act of 1913" (the "1
Act"), being Division 12 of the Streets and Highways Code of the State of California, and
issuance of bonds pursuant to the "Improvement Bond Act of 1915" (the "1915 Act"), bc
Division 10 of the Streets and Highways Code of the State of California, for the acquisitioi
certain public improvements, together with appurtenances and appurtenant work within
jurisdictional limits of the City, said special assessment district known and designatec
Assessment District No. 96-1 (Rancho Carrillo) (the "Assessment District").
property subject of this Agreement, the City is undertaking the formation of a special assessn
B. Property Owner is the owner of certain real property (the "Propen
within the Assessment District, as described in Exhibit "A" attached hereto.
C. Upon formation of the Assessment District, assessments will be confin
with respect to the parcels of land within the Assessment District in accordance with a f
engineer's report for the Assessment District (the "Engineer's Report") prepared by Berry]
and Henigar (the "Assessment Engineer").
D. The Engineer's Report will identify an assessment ("Assessment")
single-family detached residential lot ("Lot") anticipated to be developed within each of
09-23-98
- S \172\97120012 AG8
? f
\> %c . e 499 0
fourteen (14) villages proposed to be developed with single-family detached housing within
Assessment District (each, a "Village"). The Assessment Engineer's determination of
number of Lots within a Village shall be based upon approved tentative or final subdivision 11
at the time of confirmation of the Assessments, or in the absence of such maps, upon
estimated number of "Adjusted Planned Equivalent Dwelling Units" for such Village set f
in Exhibit 5 of the Engineer's Report.
E. The City has approved final subdivision maps for Villages D, H, 0
Q1, tentative subdivision maps for Villages M, Q2 and R3/Q4, and is currently proces
tentative subdivision maps for Villages E, F, G, K and P within the Assessment District.
F. The City's policy with respect to the Assessment District is t
notwithstanding any possible subsequent reductions in the number of Lots to be developed wi
a Village, as a result of subdivision, the Assessments shall remain substantially equivaler
those projected in the Engineer's Report. Therefore, it is the intent of this Agreemenf
conformance with such City policy, to ensure that at the time of filing of a final map 1
respect to any Village, the actual assessment on each Lot resulting from the subdivision shal
substantially equivalent to the Assessment described in the Engineer's Report.
NOW, THEREFORE, for good and valuable consideration, the receipt of wl
is hereby acknowledged, it is mutually agreed between the parties as follows:
AGREEMENT
1.
2.
The above Recitals are all true and correct.
Prior to approval of each final map creating Lots upon which single-far
detached dwelling units may be constructed and sold (a "Final Map") within a Village,
Assessment Engineer shall make a preliminary determination of the apportionment
assessments to each Lot to be created by the Final Map in accordance with the method
formula of assessment spread set forth in the Engineer's Report, the provisions of Part 10.
the 1915 Act and other applicable law (the "Preliminary Apportionment"). If the Prelimir
Apportionment indicates that the assessment per Lot upon filing of the Final Map
"Apportioned Assessment") would exceed the Assessment per Lot identified in the Enginel
Report for the Village by more than 3 %, then prior to filing the Final Map, the Property Owl
shall, as a condition of approval of such Final Map, pay the amount (the "Prepayment Amou. required to reduce the Apportioned Assessment (the "Adjusted Apportioned Assessments"
an amount not greater than the Assessment for each Lot projected in the Engineer's Report 1
respect to such Lots. No Final Map shall be approved unless and until the Property Owner F
the Prepayment Amount, if applicable.
The Prepayment Amount shall be calculated in accordance with Section 87t
of the 1915 Act and other applicable law as follows:
2 09-23-98 S.\172\97120012 .AG8
<* e 499 0
(i) determine the difference between the sum of the Apportic Assessment on all Lots and the Adjusted Apportioned Assessment;
(ii) multiply the determined amount in (i) by the applicable redem1
premium on the bonds of the Assessment District (the “Bonds”) at the next call date
add the result to the amount determined in (i);
(iii) add to the result of (ii) an amount equal to interest accrued to
next call date of the Bonds with respect to the amount in (i), which date shall be the 1
Bond interest payment date after the date of prepayment;
(iv) add to the result of (iii) the amount of any delinquent installn
of principal and interest, together with penalties accrued, to the date of prepayment 7
respect to the portion of the Assessment District to which the Final Map applies a:
fee for the costs of administering the prepayment and the advance redemption of Bo
if any;
(v) to determine the Prepayment Amount, subtract from the resu
(iv) an amount equal to a credit for the reserve fund on the 3onds calculatec
accordance with Streets and Highways Code Section 8881.
Prepayment of the principal amount of the Assessment in increments of $5,000 or any por
thereof shall be permitted in accordance with the Bond documents.
3. Upon payment of the Prepayment Amount pursuant to Section 2 abov
upon a prepayment of assessment pursuant to Section 3 above, the City shall issue a rev
auditor’s record showing the proportionate reduction in assessment installments and there2
levy subsequent installments at the reduced rate. The City shall also modify the assessment
accordingly and record an addendum to the notice of assessment in accordance with applic,
law.
4. Property Owner hereby agrees to provide written notice to any subseql
purchaser of all or any portion of the Property (other than the purchasers of homes) upon wf
single-family detached dwelling units will be constructed advising such purchaser af
existence of this Agreement and the condition of approval of each Final Map imposed pursi
to Section 2 of this Agreement. In addition, Property Owner shall cause each such purch
to sign and deliver to the City a written assignment and assumption of obligations under
Agreement in the form attached hereto as Exhibit “3”. Such assignment and assump
agreement shall not be effective until it is executed on behalf of the City by the City Man:
or his designee.
5. This Agreement shall terminate with respect to any Lot created by a F
Map and and such Lot shall be released and no longer be subject to this Agreement without
execution or recordation of any further document upon filing of the Final Map and paymen
3 09-23-98 S:\172\97120012.AG8
It e 50a
the Prepayment Amount with respect to such Lot, if required. In addition, this Agreement z
terminate upon the filing of Final Maps with respect to all of the Property.
6. The parties hereto intend that the Property Owner’s burdens
obligations under numbered paragraph 2 above constitute a covenant running with the land
that such covenant shall be binding on all transferees of the subject property.
7. This Agreement shall be binding on all of the Property Owner’s succes
and assigns.
8. This Agreement is executed by and between the parties hereto on the
first hereinabove written.
ATTEST:
City l2dtzZLa- Clerk
By:: &City Attorney Name: By: f 2 Jg p ;a. . Lore
Approved as to form: CONTINENTAL RANCH, INC., a Delar
corporation
W-u bk* &
Title:
By:
Name: ehfi:r h bG
Title: prq
4 09-23-98 S \172\97120012 AG8
0 sd,
Y -
STATE OF CALIFORNIA 1
) ss.
1 COUNTY OF c! & f 0
On &&S ,998 before me,
notary public in and for said State, personally appeared > - idYyaAiLi%
person s whose nam (s i /@subscribed to the within instrument and acknowledged to me
@/SI& e executed the same in h' /h r/ ei authorized capacite, and that by $s/$r$
signature 9 s on the instrument the perso s) or the entity upon behalf of which the perso
acted, executed the instrument.
hot-ic nf ...- evl, 0- personal known to e J- ) to be 7 8&
WITNESS my hand and official seal. NataryR#c--ccllwlk sonMeoocarpy
fL
STATE OF CALIFORNIA 1
COUNTY OF 1
1 ss.
On before me,
notary public in and for said State, personally appeared
personally known to me (or proved to me on the basis of satisfactory evidence) to be
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me
he/she/they executed the same in his/her/their authorized capacity( ies), and that by hislherlt
signature(s) on the instrument the person(s), or the entity upon behalf of which the persc
acted, executed the instrument.
WITNESS my hand and official seal.
Signature (5
08-25-98
S:\172\97 12001 2.AG4 5
0 s?
EXHIBIT A
DESCRIPTION OF SUBJECT PROPERTY
0 8 - 2 5 - 9 8
S:\172\97 12001 2.AG4
RICKE"EERING aMP @a3 -. 0 5620 Friars Road vAv . SanDiego L& California 921 10-2596
(619)291-0707
Legal Desc
TC Ref.
J-12987 ~ Order No. -
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RB/jb.002
Date: September 29, 1998
Descr.
Rev. By
Page 1 of 6
A parcel of land being a portion of the Southerly one half of Section 18 and a portion (
Section 19, Township 12 South, Range 3 West, San Bernardino Meridian and a portion (
Fractional Section 13 and a portion of Fractional Section 24, Township 12 South, Rang
4 West, San Bernardino Meridian, City of Carlsbad, County of San Diego, State (
California described as follows:
Beginning at a point on the Westerly boundary line of Record of Survey No. 91 12 on fi
in the Office of the County Recorder of said County of San Diego, said point also being c
the centerline of Palomar Airport Road and the beginning of a non-tangent 1200.00 foc
radius curve concave Southwesterly, to which a radial line bears North 02"03'04" Eas
thence leaving said Westerly line and along said centerline Southeasterly along the arc ( said curve through a central angle of 20'1 3'34" a distance of 423,61 feet; thence Sou'
67"43'22" East 1328.80 feet to the beginning of a tangent 1000.00 foot radius CUD
concave Northeasterly; thence Southeasterly along the arc of said curve through a centr
angle of 03°09'32" a distance of 55.13 feet to the beginning of a non-tangent 2263.00 fol
radius curve concave Northerly to which a radial line bears North 08'33'46" East; thenc
Easterly along the arc of said curve through a central angle of 16"17'25" a distance
643.41 feet to the beginning of a non-tangent 1000.00 foot radius curve concai
Northwesterly to which a radial line bears North 18"16'59" West; thence Northeaster
along the arc of said curve through a central angle of 03"09'32" a distance of 55.13 fee
thence North 68'33'29" East 1525.56 feet to the beginning of a tangent 6000.00 fo
radius curve concave Southeasterly; thence Northeasterly along the arc of said cun
through a central angle of 05"39'05" a distance of 591.81 feet; thence North 74'12'34
East 454.40 feet to the beginning of a tangent 3000.00 foot radius curve conca\
Southeasterly; thence Northeasterly along the arc of said curve through a central angle
OO"52'58" a distance of 46.22 feet to a point on the Easterly boundary line of said Reco
-
RE103 4/89
e RICKENGINEERING COMPANY -. . a 5620 Friars Road Bq ' SanDiego Lw& California 92110-2596
(6 19)291-0707 504
Legal Des
TC Ref.-
Order No. -
Date
Descr. 1 Rev. By __
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RB/jb.002
Date: September 29, 1998
Page 2 of 6
of Survey No. 91 12; thence leaving said centerline and Southerly, Westerly and Northei
along the boundary lines of said Record of Survey the following courses: South 00'39'5
West 2492.24 feet; thence South 00'08'23" West 2669.98 feet; thence South 00'07'3
West 1335.81 feet; thence North 89'45'39'' West 1314.12 feet; thence North 89'48'0
West 1248.20 feet; thence North 89'46'41" West 1848.74 feet; thence South 00'51'4
West 431.07 feet to the beginning of a non-tangent 900.00 foot radius curve concai
Northeasterly, to which a radial line bears South 15'05'10" West; thence Northwestei
along the arc of said curve through a central angle of 01 '44'50" a distance of 27.45 fec thence North 73'1 0'00" West 120.00 feet to the beginning of a tangent 900.00 foot radii
curve concave Northeasterly; thence Northwesterly along the arc of said curve through
central angle of 29'32'00" a distance of 463.91 feet; thence South 46'22'00" West 82.;
feet to the beginning of a tangent 150.00 foot radius curve concave Northerly; then1
Westerly along the arc of said curve through a central angle of 82'18'00" a distance
21 5.46 feet; thence North 51 '20'00" West 440.25 feet to the beginning of a tangent 700.1
foot radius curve concave Northeasterly; thence Northwesterly along the arc of said cur
through a central angle of 19'20'00" a distance of 236.20 feet; thence North 32'00'0
West 425.00 feet to the beginning of a tangent 750.00 foot radius curve conca>
Southwesterly; thence Northwesterly along the arc of said curve through a central anc
of 57'17'44'' a distance of 750.00 feet; thence North 89'17'44" West 480.00 feet; then1
North 00'41'42" East 205.09 feet; thence South 89'26'46" East 2458.80 feet; thence Noi
02'38'00" West 5065.02 feet to the Point of Beginning.
Excepting therefrom the following described parcels of land:
(Existinq Park Site 1)
Commencing at the Southeast corner of said Record of Survey No. 91 12; thence Noi
RE103 4/89
NCKENGI"GmM P ANY 5620 Friars Road e rA@ ' SanDiego LwA California 92110-2596
565 (619)291-0707
Legal Desc
TC Ref.
Order No. -
~
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J" Descr.
Rev. By By: RB/jb.002
Date: September 29, 1998
Page 3 of 6
00'07'39" East along the Easterly line thereof 1335.81 feet; thence leaving said Easter
line North 89'46'11 " West 1308.84 feet; thence North 00 '21 '00'' East 1398.14 feet; then(
North 89'39'00'' West 542.1 1 feet to the TRUE POINT OF BEGINNING, being a point c
that certain document granted to the City of Carlsbad on February 24,1977 as File/Pa<
77-068081; thence along said document the following courses: South 36'1 5'49" We
408.00 feet; South 05°10'1 5" East 176.66 feet; South 06'32'57" West 225.02 feet; Sou
79 O555'36" East 228.30 feet: South 32'22'1 9" East 107.90 feet; South I go 16'22" We
68.69 feet; South 76'50'48'' West 575.23 feet; North 48'51'58" West 291 .IO feet; Nor
16'01'37'' East 549.47 feet; North 49'58'58'' East 494.91 feet; North 85'50'40'' Ea
240.49 feet to the TRUE POINT OF BEGINNING.
jExistins Park Site 21
That parcel of land described in that document recorded November 4, 1997 (
Document No. 97-0554155 and being a portion of Parcel 2 of Certificate
Compliance, Document No. 94-0497667 in the City of Carlsbad, both on file in tl
Office of the County Recorder of San Diego County, State of California described ,
follows:
Beginning at an angle point in the Southeasterly line of said Parcel 2 formed by tl
intersection of the two courses: North 85'50'40" East 92.05 feet, North 04'09'2(
West 326.97 feet; thence along said Southeasterly line the following courses: Sou
85"50'40" West 92.05 feet to the beginning of a tangent 2000.00 foot radius cur
concave Southerly; thence Westerly along the arc of said curve through a central anc
of 02'22'02" a distance of 82.63 feet; thence leaving said Southeasterly line Nor
50'32'05" East 21 4.03 feet to said Southeasterly line; thence along si
Southeasterly line South 04'09'20'' East 122.00 feet to the Point of Beginning.
RE103 4/89
-
0
5GG
II(ICKENGI"GCOWM a 5620 Friars Road rAv ' SanDirgo L-A California 92110-2596
(619)291-0707
Legal Desc
TC Ref.
Order No. -
Date
Descr. 1 Rev. By
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RB/jb.002
Date: September 29, 1998
Page 4 of 6
[Lot I1 1, Carlsbad Tract No. 93-04, Villaae "Q", Phase 1, Park Site)
Lot 111 of Carlsbad Tract No. 93-04, Rancho Carriilo Village "Q" Phase 1 in the City
Carisbad, County of San Diego, State of California according to Map No. 13551 on file
the Office of the San Diego County Recorder.
(Proposed School Site)
That portion of Parcel 2 of Certificate of Compliance, Document No. 94-0497667 ai
Parcel 3 of Certificate of Compliance, Document No. 94-0497669 both in the City
Carlsbad, on file in the Office of the County Recorder of San Diego County, State
California described as follows:
Beginning at an angle point in the Southeasterly line of said Parcel 2 formed by tl
intersection of the two courses; North 85"50'40" East 92.05 feet, North 04"09'2(
West 326.97 feet; thence North 04'09'20" West along said Southeasterly lii
122.00 feet to the TRUE POINT OF BEGINNING; thence South 50'32'05" We
230.39 feet; thence South 38'58'1 2" East 19.32 feet; thence South 55"32'56" WE
143.45 feet; thence South 48"54'47" West 151.28 feet; thence South 44"27'1
West 104.02 feet; thence South 56'30'35" West 147.17 feet; thence Nor
74'13'36" West 146.41 feet; thence North 84'11'15'' West 218.1 1 feet to t
beginning of a tangent 140.00 foot radius curve concave Southeasterly; then
Southwesterly along the arc of said curve through a central angle of 56'28'45''
distance of 138.01 feet; thence South 39'20'00" West 236.54 feet; thence Sou
46O46'16" West 31.78 feet; thence South 60"10'20" West 58.15 feet to t
beginning of a tangent 1 25 .OO foot radius curve concave Northerly; thence Weste
I
RE103 4/89
0 RICKENGI"GC0MTANy 0 5620 Friars Road ra ' SanDirgo LwA California 92110-2596
(6 19)29 1-0707 5fi7
Legal Desc
TC Ref.
J-12987 r Order No. -
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RWjb.002
Descr.
Rev. By
Date: September 29, 1998
Page 5 of 6
along the arc of said curve through a central angle of 51 '48'28" a distance of 1 13.0
feet; thence North 68'01 '1 2" West 41.08 feet to the beginning of a tangent 100.0
foot radius curve concave Southerly; thence Westerly along the arc of said curb
through a central angle of 35'36'36" a distance of 62.15 feet; thence Soul
76"22'12" West 45.1 3 feet; thence North 87'28'01 'I West 41.1 8 feet; thence Nod
18'34'56" West 95.67 feet; thence North 72"43'50" East 84.30 feet to tk
beginning of a tangent 145 1 .OO foot radius curve concave Northwesterly; thenc
Northeasterly along the arc of said curve through a central angle of 30'05'48"
distance of 762.1 9 feet to the beginning of a reverse 20.00 foot radius curve concat
Southeasterly; thence Northeasterly along the arc of said curve through a central ans
curve concave Northwesterly; thence Northeasterly along the arc of said curve throu!
a central angle of 33'23'30" a distance of 17.48 feet to the beginning of a rever
170.00 foot radius curve concave Southeasterly; thence Northeasterly along the a
of said curve through a central angle of 10'03'18" a distance of 29.83 feet to tl
beginning of a reverse 145 1 .OO foot radius curve concave Northwesterly; then1
Northeasterly along the arc of said curve through a central angle of 07'43'04"
distance of 195.45 feet; thence North 32"47'02" East 24-0.48 feet to the beginnit
of a tangent 21 49.00 foot radius curve concave Southeasterly; thence Northeastei
along the arc of said curve through a central angle of 00'54'1 1 " a distance of 33.t
feet; thence North 33'41 '1 3" East 280.45 feet to the beginning of a tangent 25.(
foot radius curve concave Southerly; thence Northeasterly along the arc of said cur
through a central angle of 91'53'02" a distance of 40.09 feet; thence Sou
46"49'56" East 31.87 feet; thence South 53'32'41 " East 8.86 feet; thence Sou
59"31'58" East 35.19 feet to the beginning of a non-tangent 2337.00 foot radi
curve concave Southwesterly. to which a radial line bears North 37O25'20'' Ea!
thence Southeasterly along the arc of said curve through a central angle of 13'37'2
of 21 o 12'1 6" a distance of 7.40 feet to the beginning of a reverse 30.00 foot radii
-
RE103 4/89
0 RICKEI.GI"G COMPANY e. * 5620 Friars Road rAy SanDIego LwA California ?2110-25?6
(619)291-0707 568
Legal Desc
TC Ref.
J-12987 r Order No. __
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J" Descr.
Rev. By By: RB/jb.002
Date: September 29, 1998
Page 6 of 6
a distance of 555.71 feet; thence South 50'32'05" West 59.84 feet to the TRI
POINT OF BEGINNING.
JVillaqe "J", Lots 1 throuqh 45 & Lots 61 throuah 65)
Lots 1 through 45 and Lots 61 through 65 of Carlsbad Tract No. 93-01, Rand
Carrillo Village "J" in the City of Carisbad, County of San Diego, State of Califorr
according to the map thereof No. 13552 on file in the Office of the San Diego Coun
Recorder.
jbll2987.002
RE103 4/89
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.- e a9
EXHIBIT "B"
FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT
[Attached]
08-25-98
S:\172\97120012.AG4
.. e e0
ASSIGNMENT AND ASSUMPTION AGREEMENT
Pursuant to an Agreement for Filing of Final Maps Within Assessment Dir
No. 96-1 (Rancho Carillo) dated , 1998 (the "Agreement") between the C
OF CARLSBAD ("City") and CONTINENTAL RANCH, INC., a Delaware torpor(
("Assignor") , which Agreement is hereby incorporated herein by this reference, and for I
and valuable consideration, receipt of which is hereby acknowledged, the undersigned agrc
follows:
1. The assignment and assumption provided for under this Assignmeni
Assumption Agreement ("Assignment") is made together with the sale, transfer or assign
of all or a part of the property subject to the Agreement. The property sold, transferrt
assigned together with this Assignment is described in Exhibit "A" attached hereto
incorporated herein by this reference (the "Subject Property").
2. Assignor hereby grants, sells, transfers, conveys assigns and delegatr
("Assignee") all of Assignor's rights, title, inte
benefits, privileges, duties and obligations arising under or from the Agreement with respe
the Subject Property.
3. Assignee hereby accepts the foregoing assignment and unconditioi
assumes and agrees to perform all of the duties and obligations of Assignor arising undt
from the Agreement as owner of the Subject Property and Assignor is hereby released fror
such duties and obligations.
4. The sale, transfer or assignment of the Subject Property and the assigm
and assumption provided for under this Assignment are the subject of additional agreenr
between Assignor and Assignee. Notwithstanding any term, condition or provision of
additional agreements, the rights of the City arising under or from the Agreement and
Assignment shall not be affected, diminished or defeated in any way, except upon the ex]
written agreement of the City.
5. Assignor and Assignee execute this Assignment pursuant to Section
the Agreement, and the City evidences its consent to this Assignment by signing below.
08-25-98
S :\ 172\97 12001 2 .AG4 B- 1
e 511. ,*
** ..
IN WITNESS WHEREOF, the parties have executed this Assignment
ASSIGNOR:
CONTINENTAL RANCH, INC., a Delai
corporation
By:
Name:
Title:
ASSIGNEE:
By :
Name:
Title:
The City hereby consents to this CITY:
Assignment.
APPROVED AS TO FORM:
CITY OF CARLSBAD
3y :
Its: City Manager
City Attorney
08-25-98 S \172\97120012 AG4 B-2
512 g: q yjcj
WgZgV 0&3 199s 12=:
RECORDING REQUESTE BY
AND WEEN RECORDED MAIL TO:
City of Carlsbad OFFICIAL k!@RDS p 1200 Carlsbad Village Drive $hl DIEGO EQfirNPI FEiIRDEtl’S OFFIC
9 ..
7 .. .
Carlsbad, CA 92008 GXGW J. SMITH? COUNTY EECOWDEF \&? Attn: c;tY--C\e?k. : FEES: 4tJ.00
SPECIAL ASSESSMENT DISTRICT (Spat UHHlll~~ll~ll~l111~1~ 1QQ8-072554!
DISCLOSURE AGREEMENT
THIS AGREEMENT entered into as of thisd‘ p day o l’ k t&’b<d98 by and between the Ci
of Carlsbad, a municipal corporation (“City,”) and Continental Ranch, Inc., a Delaware Corporatio
(“Developer”).
WHEREAS, Developer or its predecessor in interest has petitioned the City Council of the City to
initiate and the City has initiated proceedings for the formation of a special assessment district
pursuant to the terms and provisions of the “Municipal Improvement Act of 1913”, being Division
12 of the Streets and Highways Code of the State of California, said special assessment district
known and designated as ASSESSMENT DISTRICT NO 96-1 (RANCHO CARRILLO) (hereinaf
referred to as the “Assessment District”); and
WHEREAS, the City has adopted policies relating to the utilization of Assessment District
financing which require Developer to extinguish the lien on any parcel created as a result of the
confirmation of the Assessment District prior to the close of escrow on the sale of such parcel to a
residential home buyer unless Developer shall have provided full disclosure of the existence of the
assessment lien, the amount thereof, the annual assessment installments, the duration of the
assessment lien and such other information as may be required by the City, and has provided the
residential home buyer with the option to (a) take title subject to the applicable Assessment Distric
special assessment against their parcel, or (b) require the special assessment obligation to be
discharged prior to the close of such escrow; and
WHEREAS, the parties hereto have entered into this Disclosure Agreement to establish the terms
and conditions which must be satisfied by Developer should it desire to allow residential home
buyers to take title subject to the assessment obligation established for any parcel or parcels within
the Assessment District.
NOW, THEREFORE, IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES P
FOLLOWS:
SECTION 1.
SECTION 2.
The above recitals are all true and correct.
Developer owns property proposed to be subject to assessment obligations
within the boundaries of the Assessment District. Developer’s property is describe
and set forth in the attached, referenced and incorporated Exhibit “A”.
SECTION 3. The escrow for the sale to any residential home buyer of any lot or parcel,
including condominium unit, within the Assessment District shall not close or title
1
such parcel be buyer without first
causing the ass a ent lien created as a result of the coli ? irniation of the Assessment . District, if any, on such parcel to be extinguished except as provided for herein
below.
An assessment lien on a parcel within the Assessment District proposed to be sold to
a residential home buyer need not be extinguished prior to the close of the escrow for
the sale or other conveyance to such residential home buyer if Developer shall have
given the residential home buyer a copy of the Notice of Special Assessment and
Payment Option Election, the form of which is attached hereto as Exhibit ‘$13” and
incorporated herein by this reference and such notice shall have been duly executed
by the residential home buyer or buyers and deposited into escrow.
mise conveyed to such residential 11 .. .
SECTION 4. Developer shall incorporate the amount of assessment lien into the advertised
sales price of the home and clearly disclose the pass-through option in any sales
literature. Sales literature for this purpose shall not be deemed to include media
advertising, billboards, signs or other like advertisements. In addition, notice of the
assessment in a form similar to Exhibit “C” shall be prominently displayed in all
sales offices offering units for sale that are subject to the Assessment District lien.
SECTION 5. This obligation shall be binding on a11 heirs, assigns or successors-in-interest
of the parties hereto, and the City shall cause a copy of this Agreement to be
recorded in- the Office of the County Recorder upon its execution,
SECTION 6. Developer shall indemnify and hold harmless the City of Carlsbad from any
claims arising out of Developer’s failure to adequately perform under the provisions
of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the 5th day of
October , 1998.
CITY OF CARLSBAD CONTINENTAL RANCH, MC., a
Delaware Corporation
By: - --
chris topher ChaiunberS & Mayor President
ATTEST: By: w A.
David Lother
Vice President -3-
Aletha L. Rautenkranz
City Clerk
2
ilJ 0 e
State of California
County of San Diego
On October 26, 1998 before me, Nancy A. Nemec, Notary Public, personally appt
David A. Lother and Christopher Chambers, personally known to me to be the pel
whose names are subscribed to the within instrument and acknowledged to me that
executed the same in their authorized capacities, and that by their signatures 01
instrument the persons or the entity upon behalf of which the persons acted, exec
the instrument.
WITNESS my hand and official seal.
-a# llrnl
Notary Dusk - caiifonda 0 *& P
dncy A. Nemec, Notary Public
Description of Attached Document:
Title or Type of Document: Spec ial Assessment District Disclosure Agreement
Document Date: T Jndated Number of Pages: 13
Capacity(ies) Claimed by Signers:
Signer’s Name: David A. Lother Signer’s Name: Chris Chambers
Title: Vice President Title: President
Representing: Continental Ranch, Inc, Representing: Continental Ranch. Inc.
* .. ,. 0
EXHIBIT A
DESCRIPTION OF SUBJECT PROPERTY
w JAW
RICKENGINEERZNGCOMPWIY 5620 Friars Road 0 v@@ . SanDirgo L-a California 92110-2596
(619129 1-0707
Legal Desc
TC Ref.
Order No. -
~
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: REVjb.002
Date: September 29, 1998
Page 1 of 6
Descr.
Rev. By
A parcel of land being a portion of the Southerly one half of Section 18 and a portion
Section 19, Township 12 South, Range 3 West, San Bernardino Meridian and a portion
Fractional Section 13 and a portion of Fractional Section 24, Township 12 South, Ran<
4 West, San Bernardino Meridian, City of Carlsbad, County of San Diego, State
California described as follows:
Beginning at a point on the Westerly boundary line of Record of Survey No. 91 12 on fi
in the Office of the County Recorder of said County of San Diego, said point also being (
the centerline of Pabmar Airport Road and the beginning of a non-tangent 1200.00 fo
radius curve concave Southwesterly, to which a rsdial line bears North 02'03'04'' Ea:
thence leaving said Westerly line and aior,g said centerline Southeasterty along the arc
said cutve through a central angle of 20'13'34" a distance of 423.61 feet; thence Sou
67'43'22'' East 1328.80 feet to the beginning of a tangent 1000.00 foot radius CUT\
concave Northeastedy; thence Southeasterly along the arc of said curve through a centr
angle of 03'09'32' a distance of 55.1 3 feet to the beginning of a non-tangent 2263.00 fo
radius curve concave Northerly to which a radial line bears North 08'33'46'' East; them
Easterly along the arc of said curve through a central angle of 16°17'25" a distance
643.41 feet to the beginning of a non-tangent 1000.00 foot radius curve concal
Northwesterly to which a radial line bears North 18' 16'59" West; thence Northeastei
along the arc of said curve through a central angle of 03"09'32" a distance of 55.13 fec
thence North 68"33'29" East 1525.56 feet to the beginning of a tangent 6000.00 fo
radius curve concave Southeasterly; thence Northeasterly along the arc of said cur
through a central angle of 05O39'05" a distance of 591.81 feet; thence North 74'12'3
East 454.40 feet to the beginning of a tangent 3000.00 foot radius curve conca!
Southeasterly; thence Northeasterly along the arc of said curve through a central angle
00'52'58" a distance of 46.22 feet to a point on the Easterly boundary line of said Reco
..
RE103 US9
e v- I
RICK ENGINEEIUNG COMPANY 0 ,.
5620 Friar\ Road r@v SanDwgo L-r Calrfornia 92110-2596
(61 9)29 1-0707
Legal De:
TC Ref.-
Order No. -
Date
Descr. -
~ Rev. By __
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RB/jb.002
Date: September 29, 1998
Page 2 of 6
of Survey No. 91 12; thence leaving said centerline and Southerly, Westerly and Northe
along the boundary lines of said Record of Survey the following courses: South 00'39'5
West 2492.24 feet; thence South 00'08'23" West 2669.98 feet; thence South 00 "07'3
West 1335.81 feet; thence North 89'45'39" West 1314.12 feet; thence North 89'48'0
West 1248.20 feet; thence North 89'46'41" West 1848.74 feet; thence South OO"51'4
West 431.07 feet to the beginning of a non-tangent 900.00 foot radius curve conca
Northeasterly, to which a radial line bears South 15'05'1 0" West; thence Northweste
along the arc of said curve through a central angle of 01 '44'50" a distance of 27.45 fej
thence North 73'10'00" West 120.00 feet to the beginning of a tangent 900.00 foot radi
curve concave Northeasterly; thence Northwesterly along the arc of said CUNE! througt
central angle of 29"32'00" a distance of 463.91 feel; thence South 46'22'00" West 82.
feet to the beginning of a tangent 150.00 foot radius curve concave Northerly; then Westerly along the arc of said curve through a central angle of 82 O 18'00" a distance
21 5.46 feet; thence North 51 "20'00" West 440.25 feet to the beginning of a tangent 700.1
foot radius curve concave Northeasterly; thence Northwesterly along the arc of said cur
through a central angle of 19'20'00" a distance of 236.20 feet; thence North 32'00'C
West 425.00 feet to the beginning of a tangent 750.00 foot radius curve conca
Southwesterly; thence Northwesterly along the arc of said cuwe through a central an<
of 57'17'44" a distance of 750.00 feet; thence North 89'17'44" West 480.00 feet; then
North 00'41'42" East 205.09 feet; thence South 89'26'46" East 2458.80 feet; thence Noi
02°38'00" West 5065.02 feet to the Point of Beginning.
Excepting therefrom the following described parcels of land:
[Existitla Park Site 1)
Commencing at the Southeast corner of said Record of Survey No. 91 12; thence Noi
RE103 4/89
NCKENGI"G COMPANY 5620 Friars Road 0 VAT. San Diego L-d California 92110-2596
(619)291-0707
Legal Desc
TC Ref.
Order No. -
Date
Descr.
~ Rev. By
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J,'
By: RB/jb.002
Date: September 29, 1998
Page 3 of 6
OO"O7'39" East along the Easterly line thereof 1335.81 feet; thence leaving said Eastei
line North 89'46'1 1 I' West 1308.84 feet; thence North 00 "21 '00" East 1398.14 feet; them North 89'39'00" West 542.1 1 feet to the TZU€ POINT OF BEGINNING, being a point (
that certain document granted to the Citj of Carlsbad on February 24,1977 as File/Pa!
77-068081 ; thence along said document the following courses: South 36' 15'49" WE
408.00 feet: South 05' 10'1 5" East 176.66 feet; South 06'32'57" West 225.02 feet; Sou
79'55'36" East 228.30 feet; South 32'22'1 9" East 107.90 feet; South 19" 16'22'' WE
68.69 feet; South 76'50'48" West 575.23 feet; North 48'51'58'' West 291 .IO feet; Nor
16°01'37'' East 549.47 feet: North 49'58'58" East 494.91 feet; North 85'50'40'' E:
240.49 feet to the TRUE POINT OF BEGINNING.
JExistinq Park Site 2)
That parcel of land described in that document recorded November 4, 1997
Document No. 97-0554155 and being a portion of Parcel 2 of Certificate
Compliance, Document No. 94-0497667 in the City of Carlsbad, both on file in t~
Office of the County Recorder of San Diego County, State of California described
follows:
Beginning at an angle point in the Southeasterly line of said Parcel 2 formed by t
intersection of the two courses: North 85'50'40" East 92.05 feet, North 04'09'21
West 326.97 feet; thence along said Southeasterly line the following courses: Sou
85'50'40" West 92.05 feet to the beginning of a tangent 2000.00 foot radius cur
concave Southerly; thence Westerly along the arc of said curve through a central ani
of OZ"22'02" a distance of 82.63 feet; thence leaving said Southeasterly line Nor
50'32'05'' East 21 4.03 feet to said Southeasterly line; thence along si
Southeasterly line South 04'09'20'' East 122.00 feet to the Point of Beginning.
. :j%
RE103 U89
-
W VILl
RICKENGINEERING cofvlpANy 5620 Friars Road 0 VAT . SanDirgo L-A California. 92110-2596
(619)291-0707
Legal Des
TC Ref.
Order No.
Date
Descr. E Rev. 0 y
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RWjb.002
Date: September 29, 1998
Page 4 of 6
{Lot 11 1, Carlsbad Tract No. 93-04, Villaae "Q". Phase 1, Park Site)
Lot 11 1 of Carlsbad Tract No. 93-04, Rancho Carrillo Village ''Q" Phase 1 in the City
Carlsbad, County of San Diego, State of California according to Map NO. 13551 on file
the Office of the San Diego County Recorder.
[Prooosed School Site)
That portion of Parcel 2 of Certificate of Compliance, Document NO. 94-0497667 ai
Parcel 3 of Certificate of Compliance, Document No. 94-0497669 both in the City
Carlsbad, on file in the Office of the County Recorder of San Diego County, State
California described as follows:
Beginning at an angle point in the Southeasterly line of said Parcel 2 formed by tl
intersection of the two courses: North 85'50'40" East 92.05 feet, North 04O09'21
West 326.97 feet; thence North 04"09'20" West along said Southeasterly lii
122.00 feet to the TRUE POINT OF BEGINNING; thence South 50'32'05" We
230.39 feet; thence South 38'58'1 2" East 19.32 feet; thence South 55'32'56" WE
143.45 feet; thence South 48"54'47" West 151.28 feet; thence South 44"27'1
West 104.02 feet; thence South 56'30'35" West 147.17 feet; thence Nor
74"13'36" West 146.41 feet; thence North 84"l 1'15" West 218.11 feet to t
beginning of a tangent 140.00 foot radius curve concave Southeasterly: then
Southwesterly along the arc of said curve through a central angle of 56'28'45"
distance of 138.01 feet; thence South 39'20'00" West 236.54 feet: thence Sou
46O46'16" West 31.78 feet: thence South 60°10'20" West 58.15 feet to t
beginning of a tangent 125.00 foot radius curve concave Northerly; thence Westei
-
RE103 4/89
vuv
RICKENGI"GCOMPANY 5620 Friars Road 0 rAv . SanDirgo L-A California 92110-2596
(619)291-0707
Legal Desc
TC Ref.
J-12987 :: Order No. -
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RB/jb.002
Date: September 29, 1998
Page 5 of 6
Descr.
Rev. By
along the arc of said curve through a central angle of 51 '48'28'' a distance of 11 3.C
feet; thence North 68'01'12" West 41.08 feet to the beginning of a tangent 1OO.C
foot radius curve concave Southerly; thence Westerly along the arc of said curl
through a central angle of 35'36'36" a distance of 62.15 feet; thence Soul
76'22'1 2" West 45.1 3 feet; thence North 87'28'01 I' West 41.1 8 feet; thence Non
18'34'56" West 95.67 feet; thence North 72'43'50" East 84.30 feet to tt.
beginning of a tangent 145 1 .OO foot radius curve concave Northwesterly; thenc
Northeasterly along the arc of said curve through a central angle of 30'05'48"
distance of 762.1 9 feet to the beginning of a reverse 20.00 foot radius curve concaj
Southeasterly; thence Northeasterly along the arc of said curve through a central ang
of 21 "1 2'1 6" a distance of 7.40 feet to the beginning of a reverse 30.00 foot radit
curve concave Northwesterly; thence Northeasterly along the arc of said curve throuG
a central angle of 33"23'30" a distance of 17.48 feet to the beginning of a rever2
170.00 foot radius curve concave Southeasterly: thence Northeasterly along the a
of said curve through a central angle of 1 0'03'1 8" a distance of 29.83 feet to t!
beginning of a reverse 1451 .OO foot radius curve concave Northwesterly; them
Northeasterly along the arc of said curve through a central angle of 07"43'04"
distance of 195.45 feet; thence North 32'47'02" East 240.48 feet to the beginnir
of a tangent 21 49.00 foot radius curve concave Southeasterly; thence Northeaster
along the arc of said curve through a central angle of 00'54'1 1 I' a distance of 33.E
feet; thence North 33'41 '1 3" East 280.45 feet to the beginning of a tangent 25.C
foot radius curve concave Southerly; thence Northeasterly along the arc of said cur\
through a central angle of 91'53'02'' a distance of 40.09 feet; thence Sou.
46'49'56" East 31.87 feet; thence South 53'32'41 " East 8.86 feet; thence Sou.
59'31 '58" East 35.1 9 feet to the beginning of a non-tangent 2337.00 foot radk
curve concave Southwesterly, to which a radial line bears North 37'25'20'' Eas
thence Southeasterly along the arc of said curve through a central angle of 13'37'2:
-
RE103 4189
W RICKEYGI"GCOMPANY e ..
5620 Friars Road rA@ ' SanDiego Lwd California 92110-2596
(619)291-0707
Legal Des
TC Ref.
Order No. -
Date
Oescr.
~ Rev. E y -
J-12987
RANCHO CARRILLO, EXCLUDING PARK SITES,
SCHOOL SITE AND PORTIONS OF VILLAGE "J"
By: RB/jb.002
Date: September 29, 1998
Page 6 of 6
a distance of 555.71 feet; thence South 50"32'05" West 59.84 feet to the TRI
POINT OF BEGINNING.
jVillaqe "J", Lots 1 throucrh 45 & Lots 61 throuah 651
Lots 1 through 45 and Lots 61 through 65 of Carlsbad Tract No. 93-01, Ranc
Carrillo Village "J" in the City of Carlsbad, County of San Diego, State of Califorr
according to the map thereof No. 13552 on file in the Office of the San Diego Cour
Recorder.
jbll2987.002
RE103 4/89
3L-m 0
EXHIBIT B
(SAMPLE - FOR ILLUSTRATION PURPOSES ONLY)
NOTICE OF SPECIAL ASSESSMENT
AND PAYMENT OPTION ELECTION
(Supplement to Escrow Instructions)
THE PROPERTY WHICH BUYER IS PURCHASING IS SUBJECT TO A
SIGNIFICANT ASSESSMENT WHICH IS IN ADDITION TO REGULAR PROPERTY
TAXES. THIS ASSESSMENT WILL AFFECT THE AMOUNT WHICH BUYER WIL;
BE REQUIRED TO PAY IN THE PURCHASE OF BUYER'S PROPERTY. YOU ARE
URGED TO READ THIS NOTICE VERY CAREFULLY IN ORDER TO
UNDERSTAND THE ASSESSMENT AGAINST THE PROPERTY.
Name(s) of Buyer:
Address of Property:
Escrow Company:
The escrow instructions relating to the sale and purchase of the above described propertj
(the "Property") are supplemented by the following as set forth herein.
ASSESSMENT INFORMATION
The City of Carlsbad ("City") has formed a special assessment district pursuant to the
provisions of the "Municipal Improvement Act of 1913" to finance the acquisition or
construction of certain public works of improvement which will benefit the properties within
the assessment district. This assessment district is known and designated as ASSESSMENT
DISTRICT NO. 96-1 (Rancho Carrillo) (the "Assessment District").
The public improvements to be financed through the Assessment District include:
e Roadway improvements to Melrose Drive generally consisting of relocation of
sewer mains, grading and paving of streets, installation of curbs, gutters,
sidewalks, guardrail, signing and striping, storm drainage facilities, water,
sewer and reclaimed water mains, riparian mitigation, landscaping of medians,
parkways and adjacent slopes and other appurtenant works;
Roadway improvements to the intersection of Melrose Drive and Palomar
Airport Road generally consisting of left-turn pockets, acceleration and
deceleration lanes and median break; and
0
Bonds in the amount of $
above-described improvements. The bonds are secured by the assessments levied on property
3
have been issued to finance the construction of the
0 Is3
within the Assessment District. The Property which you are purchasing is located within the
boundaries of the Assessment District.
The City has determined that the Property will receive a direct and special benefit from the
improvements to be financed through the Assessment District and has levied an assessment
is secured by a lien much like a home loan is secured by a deed of trust. When you purchase
the Property, you will be solely responsible for the payment of the assessment. Prior to the
close of escrow, you have the option to either (a) pay off the assessment obligation in semi-
annual installments ("Option (a)") or (b) pay the entire assessment obligation at the close of
escrow on the sale of the Property ("Option (b)").
If you elect Option (a) the assessment on the Property will be collected in annual installments
which will be included in the property tax bill for the Property. The annual installments are
estimated to be $ years,
In the event you elect Option (b), the amount required to pay the assessment will be determinl
at the close of escrow.
FAILURE TO PAY
Should you fail to pay an assessment installment when due, the City may be required to initia
judicial foreclosure proceedings against the Property in order to recover any delinquent
assessment installments and the penalties which may be imposed for such a delinquency. In
the event that the City is able to obtain a favorable court ruling in such foreclosure
proceedings, the Property would be subject to foreclosure sale.
Should you have any questions regarding this Notice, please call NBS Government Finance
Group (the District Administrator) at 1-800-676-7516 or the Finance Department of the Cit
of Carlsbad at (760) 434-2867.
PLEASE INSURE THAT YOU HAVE THOROUGHLY READ AND UNDERSTAND
THIS NOTICE BEFORE YOU PURCHASE TKE PROPERTY.
against the Property in the total amount of $ I The assessment against the Proper1
per year to be collected for a maximum period of
....................................................................................................................
RECEIPT, ACKNOWLEDGMENT AND OPTION ELECTION
By signing this Notice, Buyer acknowledges that:
1.
2.
The Property that Buyer is purchasing is located within the boundaries of the
Assessment District and is subject to a significant assessment against the Property.
Buyer has had an opportunity to read and review this Notice, and has received a copy
of this Notice prior to opening escrow for the purchase of the Property, or, if received
after the opening of such escrow, with sufficient time for Buyer to make any reasonabl
inquiries that Buyer deems necessary regarding the assessment against the Property
prior to the close of escrow.
4
e e524
3. Buyer hereby elects the following option (check one):
(a) pay the assessment in annual installments estimated to be $
(b) pay the entire assessment at one time at the close of escrow for the Property. Tht
per year.
amount will be determined in escrow.
4. If Buyer elects Option (a), Buyer assumes the assessment against the Property, and wi
be solely responsible for the payment of such assessment and Seller shall have no
liability for such payment. Further Buyer agrees to the amount and purpose of the
assessment on the Property and that Buyer forever waives any right of complaint or
protest to the City pertaining to the nature, extent, duration and amount of the
assessment against the Property. Notwithstanding Buyer’s election of Option (a) at thi
time, Buyer may pay the entire assessment at any time in the future if Buyer so
chooses.
BUYER
Name (Please Print) Signature Date
Name (Please Print) Signature Date
A COPY OF THIS EXECUTED NOTICE OF SPECIAL ASSESSMENT SHALL BE
PROVIDED TO THE FINANCE DIRECTOR OF THE CITY AT THE CLOSE OF
ESCROW.
Please mail executed copy to: Finance Director
City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008
5
......... .-" ... . . I I VL.,
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.. NOTICE' OF SPECIAL- TAxEs..AND . '_. ' .. ... ..
. _. . ..
ASSESSMENT!$
',The homes. being sold in [nme of development.) are within , .
Unified School Dis'kict Community Facilities District No. .5 an
'.are subject 'to' special taxes .and. an assessirtent iiem This may. -:
':. . ..' require .the homeowner to make semi-annual- payments .-over. a. .. ,, ..
, 1 .tepi ofup to.30 years-. The payments' aremade at.the'same time
.'. . and imthe 'same manner as.your property taxes. .,More . I. ' . . . .- :;:' : I
.. :. ; . I information can be found .in the Notice of Special' Assessment'.':, . ::.
and Payment Option Election. fork .and the Nofice of Special -: : . ' '
' . Tax, both of which.must be read'and signed prior to purchasing
* . ' a (name ofdevelopment) home. Your sales representative ... will
provide a copy ofthese notices and is avaiIabIe to answer. : .: , .
4.
... ,
. ' Carlsbad Assessment District No.- 96-1 and the San Mxcos . . I. :.
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526 . Ng-J'tt 06s 1998 3-2:
:;AM DfEfiU ~~~ RE^'^ OFFIL
*. e
t
UFFICIfiL RECUb!IIS RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO: GEEGORY J. SMITflr CGUHfY RECWJE! FEES: 31.00
City of Carlsbad lf$ 1200 Carlsbad Village Drive Carlsbad, CA 92008 ~l~~l~~~l~~~~~~l~l~~~~~~~ll~l~l~l~~~ sf Attn: (?i$ C\.&k 1998-0725544
(Space above for recorder's use
AGREEMENT FOR FILING OF FINAL MAPS WITHIN
ASSESSMENT DISTRICT NO. 96-1 (RANCHO CARRILLO)
This Agreement is made and entered into this .-/ 5-34 day of c> [hbd,
by and between THE CITY OF CAFUSBAD, a municipal corporation of the State of Calij
(the "City"), and SHEA HOMES LIMITED PARTNERSHIP, n Californi2 !in?ired "am€ (the "Property Owner"). Y
RECITALS
A. At the request of Property Owner's predecessor-in-interest, and fc
benefit of the property subject of this Agreement, the City is undertaking the formation
special assessment district under the terms and conditions of the "Municipal Improvemer
of 1913" (the "1913 Act"), being Division 12 of the Streets and Highways Code of the St;
California, and the issuance of bonds pursuant to the "Improvement Bond Act of 1915'
"1915 Act"), being Division 10 of the Streets and Highways Code of the State of Califomi
work within the jurisdictional limits of the City, said special assessment district known
designated as Assessment District No. 96-1 (Rancho Carrillo) (the "Assessment District")
Property Owner is the owner of certain real property (the "Prope
within the Assessment District, as described in Exhibit "A" attached hereto.
Upon formation of the Assessment District, assessments will be cod1
with respect to the parcels of land within the Assessment District in accordance with a
engineer's report for the Assessment District (the "Engineer's Report") prepared by BeT
and Henigar (the "Assessment Engineer").
the acquisition of certain public improvements, together with appurtenances and appurt
B.
C.
D. The Engineer's Report will identify an assessment ("Assessment":
single-family detached residential lot ("Lot") anticipated to be developed within each o
09-23-98 S: \172\97120312 .AG7
e 527 0 .*
fourteen (14) villages proposed to be developed with single-family detached housing wid
Assessment District (each, a "Village"). The Assessment Engineer's determination
number of Lots within a Village shall be based upon approved tentative or final subdivisioI
at the time of confirmation of the Assessments, or in the absence of such maps, up
estimated number of "Adjusted Planned Equivalent Dwelling Units" for such Village se
in Exhibit 5 of the Engineer's Report.
E. The City has approved final subdivision maps for Villages D, H,
Q1, tentative subdivision maps for Villages M, Q2 and R3/Q4, and is currently proc
tentative subdivision maps for Villages E, F, G, K and P within the Assessment Distric
F. The City's policy with respect to the Assessment District i:
notwithstanding any possible subsequent reductions in the number of Lots to be developed
a Village, as a result of subdivision, the Assessments shall remain substantially equiva
+hose projeaed in the kngmeer's Xepor:. Therefore. A: ls Li.ie InLent 3i this Agreeml
conformance with such City policy, to ensure that at the time of filing of a final ma
respect to any Village, the actual assessment on each Lot resulting from the subdivision s
substantially equivalent to the Assessment described in the Engineer's Report.
-
NOW, THEREFORE, for good and valuable consideration, the receipt of
is hereby acknowledged. it is mutuallv agreed between the parties as followc.
AGREEMENT
1.
2.
The above Recitals are all true and correct.
Prior to approval of each final map creating Lots upon which single-
detached dwelling units may be constructed and sold (a "Final Map") within a Villai
Assessment Engineer shall make a preliminary determination of the apportionme
assessments to each Lot to be created by the Final Map in accordance with the methc
formula of assessment spread set forth in the Engineer's Report, the provisions of Part 1
the 1915 Act and other applicable law (the "Preliminary Apportionment"). If the Prelir
Apportionment indicates that the assessment per Lot upon filing of the Final Ma
"Apportioned Assessment") would exceed the Assessment per Lot identified in the Engi
Report for the ViIlage by more than 3 % , then prior to filing the Final Map, the Property C
shall, as a condition of approval of such Final Map, pay the amount (the "Prepayment Am
required to reduce the Apportioned Assessment (the "Adjusted Apportioned Assessmen
an amount not greater than the Assessment for each Lot projected in the Engineer's Rep0
respect to such Lots. No Finai Map shall be approved unless and until the Property Own€
the Prepayment Amount, if applicable.
The Prepayment Amount shall be calculated in accordance with Section F of the 1915 Act and other applicable law as follows:
2 09 43-98 5:\172\97120012 .AG7
a. e 52tP
(i) determine the difference between the sum of the Appo
Assessment on all Lots and the Adjusted Apportioned Assessment;
(ii) multiply the determined amount in (i) by the applicable redel
premium on the bonds of the Assessment District (the “Bonds”) at the next call &
add the result to the amount determined in (i);
(iii) add to the result of (ii) an amount equal to interest accrued
next call date of the Bonds with respect to the amount in (i), which date shall be tl
Bond interest payment date after the date of prepayment;
(iv) add to the result of (iii) the amount of any delinquent insta
of principal and interest, together with penalties accrued, to the date of prepaymei
respect to the portion of the Assessment District to which the Final Map applie:
fee for the costs cf :immswizg tne prepaymenc aiiu the aavance reaemprlon of
if any;
(v) to determine the Prepayment Amount, subtract from the re
(iv) an amount equal to a credit for the reserve fund on the Bonds calcul:
accordance with Streets and Highways Code Section 8881.
Prepayment of the principal amount of the Assessment in increments of $5,000 or any 1
thereof shall be permitted in accordance with the Bond documents.
3. Upon payment of the Prepayment Amount pursuant to Section 2 ab
upon a prepayment of assessment pursuant to Section 3 above, the City shall issue a I
auditor’s record showing the proportionate reduction in assessment installments and the
levy subsequent installments at the reduced rate. The City shall also modify the assessme
accordingly and record an addendum to the notice of assessment in accordance with app
law.
4. Property Owner hereby agrees to provide written notice to any subs
purchaser of all or any portion of the Property (other than the purchasers of homes) upon
single-family detached dwelling units will be constructed advising such purchaser
existence of this Agreement and the condition of approval of each Final Map imposed p~
to sign and deliver to the City a written assignment and assumption of obligations undc
Agreement in the form attached hereto as Exhibit “B”. Such assignment and assur
agreement shall not be effective until it is executed on behalf of the City by the City Mi
or his designee.
to Section 2 of this Agreement. In addition, Property Owner shall cause each such purl
5. This Agreement shall terminate with respect to any Lot created by i
Map and such Lot shall be released and no longer be subject to this Agreement withc
execution or recordation of any further document upon filing of the Final Map and paym
3 09-23-98 S: \172\97120012.AG7
89
the Prepayment Amount with respect to such Lot, if required. In addition, this Agreeme]
terminate upon the filing of Final Maps with respect to all of the Property.
The parties hereto intend that the Property Owner’s burder
obligations under numbered paragraph 2 above constitute a covenant running with the [a
that such covenant shall be binding on all transferees of the subject property.
This Agreement shall be binding on all of the Property Owner’s sua
and assigns.
This Agreement is executed by and between the parties hereto on tl
6.
7.
8.
first hereinabove written.
ATTEST:
City Clerk
APPROVED AS TO FORM: SHEA HOMES LIMITED PARTNER
a California limited partnership
B : J.F. SHEA CO., INC., a b
corporation, General Partner JL
---..- By: =ew*- Its: Richard Gustafson, Ass
by:.^ d
By:
Its: +&e--, Asst. S Teri Shusterman,
09 - 23 -98 4
S: \ 172\97120012.AG7
0 go
State of California )
County of San Diego )
) S.S.
On October 6, 1998, before me, Susan L. Trimingham, Notary Public, personally appeared Rich
Gustafson and Teri Shusterman personally known to me to be the persons whose names
subscribed to the within instrument and acknowledged to me that they executed the same in tl
authorized capacities, and that by their signatures on the instrument the persons, or the entity uy
behalf of which the persons acted, executed the instrument.
WITNESS my hand and official seal.
b- x \&L-&Le- q L
a 531e
EXHIBIT A
DESCRIPTION OF SUBJECT PROPERTY
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIF01
COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS:
LOTS 1 THROUGH 45 AND 61 THROUGH 65 OF CARLSBAD TRACT NO.
RANCHO CARRILL0 VILLAGE "J", IN THE CITY OF CARLSBAD, COUNTY OF
DEEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 13552, F
IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARC
1998.
09-23-98 S:\172\97120012 .AG7
L ', 0 "W
EXHIBIT "B I'
FORM OF ASSIGNMENT AND ASSIJMPTTON AGREEMENT
[Attached]
09-23 -98 S:\l72\97120012.AG7
0
.r 533 e b '.-
ASSIGNMENT AND ASSUMPTION AGREEMENT
Pursuant to an Agreement for Filing of Final Maps Within Assessment
No. 96-1 (Rancho Carillo) dated , 1998 (the "Agreement") between th
OF CARLSBAD ("City") and [Shea Homes], a ("Assignor"),
Agreement is hereby incorporated herein by this reference, and for good and v
consideration, receipt of which is hereby acknowledged, the undersigned agree as follo
The assignment and assumption provided for under this Assignml
Assumption Agreement ("Assignment") is made together with the sale, transfer or assi
of all or a part of the property subject to the Agreement. The property sold, transfe
assigned together with this Assignment is described in Exhibit "A" attached here
incorporated herein by this reference (the "Subject Property").
'
1.
2. Assignor hereby grants, sells, transfers, conveys assigns and deleL
("Assignee") all of Assignor's rights, title, ir
benefits, privileges, duties and obligations arising under or from the Agreement with res
the Subject Property.
3. Assignee hereby accepts ihe foregoing assignment and unconditi
assumes and agrees to perform a11 of the duties and obligations of Assignor arising un
from the Agreement as owner of the Subject Property and Assignor is hereby released frl
such duties and obligations.
4. The sale, transfer or assignment of the Subject Property and the assig
and assumption provided for under this Assignment are the subject of additional agree
between Assignor and Assignee. Notwithstanding any term, condition or provision of
additional agreements, the rights of the City arising under or from the Agreement an
Assignment shall not be affected, diminished or defeated in any way, except upon the e;
written agreement of the City.
5. Assignor and Assignee execute this Assignment pursuant to Sectior
the Agreement, and the City evidences its consent to this Assignment by signing berow.
B- 1 05 -23 -58 S :\172\97120012 .AG7
i) --I w .-. -4
IN WITNESS WHEREOF, the parties have executed this Assigm
ASSIGNOR:
SHEA HOMES LIMITED PARTNERS'
California limited partnership
By: J.F. SHEA CO., INC., a
corporation, General Partner
By:
Its:
By:
Its:
ASSIGNEE:
By:
Name:
Title:
The City hereby consents to this
Assignment.
APPROVED AS TO FORM:
CITY:
CITY OF CARLSBAD
By :
Its: City Manager
City Attorney
B-2 09 -23 - 98 S: \172\97120012.AG7
5
87 Lf 535 ’ RECORDINGREQUES BY
AND WHEN RECORDED AIL TO:
City df Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008
Attn: CJ”bj Gb~k, -
NQ4J I(-J&% 1998 2-22:
!E
DFFTCIK R€@RDS $# ijlEGO COMNTY HECOWDER i S OFFICI GEC@Y J. SfifITHt C!jLW\! ~E~~~~E~ RES: 28, cc?
SPECIAL ASSESSMENT DISTRICT illlUllllWllillilYl DISCLOSURE AGREEMENT 1998-0725545
ci i3
5%’ THIS AGREEMENT entered into as ofthis - day of &t x e/( 1998 by and between the Cit
of Carlsbad, a municipal corporation (“City”) and Shea Homes Limited Partnership, a California
Limited Partnership (“Developer”).
WHEREAS, Developer or its predecessor in interest has petitioned the City Council of the City to
initiate and the City has initiated proceedings for the formation of a special assessment district
pursuant to the terms and provisions of the “Municipal Improvement Act of 1913”, being Division
12 of the Streets and Highways Code of the State of California, said special assessment district
known and designated as ASSESSMENT DISTRICT NO 96-1 (RANCHO CARRILLO) (hereinaft1
referred to as the “Assessment District”); and
WHEREAS, the City has adopted policies relating to the utilization of Assessment District
financing which require Developer to extinguish the lien on any parcel created as a result of the
confirmation of the Assessment District prior to the close of escrow on the sale of such parcel to a
residential home buyer unless Developer shall have provided full disclosure of the existence of the
assessment lien, the amount thereof, the annual assessment installments, the duration of the
assessment lien and such other information as may be required by the City, and has provided the
residential home buyer with the option to (a) take title subject to the applicable Assessment District
special assessment against their parcel, or (b) require the special assessment obligation to be
discharged prior to the close of such escrow; and
WHEREAS, the parties hereto have entered into this Disclosure Agreement to establish the terms
and conditions which must be satisfied by Developer should it desire to allow residential home
buyers to take title subject to the assessment obligation established for any parcel or parcels within
the Assessment District.
NOW, THEREFORE, IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES A,
FOLLOWS:
SECTION 1.
SECTION 2.
The above recitals are all true and correct.
Developer owns property proposed to be subject to assessment obligations
within the boundaries of the Assessment District. Developer’s property is described
and set forth in the attached, referenced and incorporated Exhibit “A”.
SECTION 3. The escrow for the sale to any residential home buyer of any lot or parcel,
including condominium unit, within the Assessment District shall not close or title tc
1
.I 5-v such parceeothenvise conveyed to such residentia “?a e buyer without first
causing the assessment lien created as a result of the confirmation of the Assessmei
District, if any, on such parcel to be extinguished except as provided for herein
below.
An assessment lien on a parcel within the Assessment District proposed to be sold ‘
a residential home buyer need not be extinguished prior to the close of the escrow 1
the sale or other conveyance to such residential home buyer if Developer shall havc
given the residential home buyer a copy of the Notice of Special Assessment and
Payment Option Election, the form of which is attached hereto as Exhibit “B” and
incorporated herein by this reference and such notice shall have been duly executec
by the residential home buyer or buyers and deposited into escrow.
‘
SECTION 4. Developer shall iqcorporate the amount of assessment lien into the advertis1
sales price of the home and clearly disclose the pass-through option in any sales
literature. Sales literature for this purpose shall not be deemed to include media
advertising, billboards, signs or other like advertisements. In addition, notice of thc
assessment in a form similar to Exhibit “Cy’ shall be prominently displayed in all
sales offices offering units for sale that are subject to the Assessment District lien.
SECTION 5. This obligation shall be binding on all heirs, assigns or successors-in-intere:
of the parties hereto, and the City shall cause a copy of this Agreement to be
recorded in the Office of the County Recorder upon its execution.
SECTION 6. Developer shall indemnify and hold harmless the City of Carlsbad from anq
claims arising out of Developer’s failure to adequately perform under the provision
of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the 5 th day of
nrtnhpr , 1998.
CITY OF CARLSBAD
State of California
SHEA HOMES LIMITED PARTNERSHIP, a
California Limited Partnership
J.F. SHEA CO., INC., a Nevada
Corporation, General Partner q$ 1 / , - -
By: By: -M
Cla
Mayor
-Richard Gustafson Ifs: Assistant Secretary ,
By: pu/7Li$itd ATTEST: Dale Holbrook
It’s: Assistant Secretary
Aletha L. Rautenkranz
City Clerk 2
-. 0 5370
STATE OF CALIFORNIA 1
COUNTY OF SAN DIEGO 1
) ss.
On od D bw 6”, l q 9 .z , before me, Rhonda M. Angel, Notary Public, personally app
Richard Gustafson and Dale Holbrook, personally known to me to be the persons whose name
subscribed to the within instrument and acknowledged to me that they executed the same in
authorized capacities, and that by their signatures on the instrument the persons, or the entity upon b
of which the persons acted, executed the instrument.
WITNESS MY HAND AND OFFICIAL SEAL. *h rnWLdYrn .aykL
Rhonda M. Angel, Nota
SEAL:
d e 5-
EXHIBIT A
DESCRIPTION OF SUBJECT PROPERTY
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFOW
COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS:
LOTS 1 THROUGH 45 AND 61 THROUGH 65 OF CARLSBAD TRACT NO. 93
RANCHO CARRILLO VILLAGE "Y, IN THE CITY OF CARLSBAD, COUNTY OF s.
DIEGO, STATE OF CALIFORNIA, NXDRDING TO MAP THEREOF NO. 13552, FIL
IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH
1998.
09 - 23 -98 S.\172\97120012 AG7
c w 0 EXHIBIT B 'C
(SAMPLE - FOR ILLUSTRATION PURPOSES ONLY)
NOTICE OF SPECIAL ASSESSMENT
AND PAYMENT OPTION ELECTION
(Supplement to Escrow Instructions)
THE PROPERTY WHICH BUYER IS PURCHASING IS SUBJECT TO A
SIGNIFICANT ASSESSMENT WHICH IS IN ADDITION TO REGULAR PROPERTI
TAXES. THIS ASSESSMENT WILL AFFECT THE AMOUNT WHICH BUYER WIL
BE REQUIRED TO PAY IN THE PURCHASE OF BUYER'S PROPERTY. YOU ARE
URGED TO READ THIS NOTICE VERY CAREFULLY IN ORDER TO
UNDERSTAND THE ASSESSMENT AGAINST THE PROPERTY.
Name(s) of Buyer:
Address of Property:
Escrow Company:
The escrow instructions relating to the sale and purchase of the above described propert
(the "Property") are supplemented by the following as set forth herein.
ASSESSMENT INFORMATION
The City of Carlsbad ('Tity'') has formed a special assessment district pursuant to the
provisions of the "Municipal Improvement Act of 1913" to finance the acquisition or
construction of certain public works of improvement which will benefit the properties within
the assessment district. This assessment district is known and designated as ASSESSMENT
DISTRICT NO. 96- 1 (Rancho Carrillo) (the "Assessment District").
The public improvements to be financed through the Assessment District include:
0 Roadway improvements to Melrose Drive generally consisting of relocation of
sewer mains, grading and paving of streets, installation of curbs, gutters,
sidewalks, guardrail, signing and striping, storm drainage facilities, water,
sewer and reclaimed water mains, riparian mitigation, landscaping of medians,
parkways and adjacent slopes and other appurtenant works;
Roadway improvements to the intersection of Melrose Drive and Palornar
Airport Road generally consisting of left-turn pockets, acceleration and
deceleration lanes and median break; and
e
Bonds in the amount of $
above-described improvements. The bonds are secured by the assessments levied on property
3
have been issued to finance the construction of the
. within the Assessment Det. The Property which you are purc E" g is located within the
boundaries of the Assessment District.
The City has determined that the Property will receive a direct and special benefit from the
improvements to be financed through the Assessment District and has levied an assessment
against the Property in the total amount of $ . The assessment against the Proper1
is secured by a lien much like a home loan is secured by a deed of trust. When you purchase
the Property, you will be solely responsible for the payment of the assessment. Prior to the
close of escrow, you have the option to either (a) pay off the assessment obligation in semi-
escrow on the sale of the Property ("Option (b)").
If you elect Option (a) the assessment on the Property will be collected in annual installments
which will be included in the property tax bill for the Froperty. The annual installments are
estimated to be $ years
In the event you elect Option (b), the amount required to pay the assessment will be determin
at the close of escrow.
FAILURE TO PAY
Should you fail to pay an assessment installment when due, the City may be required to initial
judicial foreclosure proceedings against the Property in order to recover any delinquent
assessment installments and the penalties which may be imposed for such a delinquency. In
the event that the City is able to obtain a favorable court ruling in such foreclosure
proceedings, the Property would be subject to foreclosure sale.
armuai installments ("Option (a)") or @) pay the entire assessment obligation at the close of
per year to be collected for a maximum period of
Should you have any questions regarding this Notice, please call NBS Government Finance
Group (the District Administrator) at 1-800-676-7516 or the Finance Department of the Ciq
of Carlsbad at (760) 434-2867.
PLEASE INSURE THAT YOU HAVE THOROUGHLY READ AND UNDERSTAND
THIS NOTICE BEFORE YOU PURCHASE THE PROPERTY.
.................................................................................................................
RECEIPT, ACKNOWLEDGMENT AND OPTION ELECTION
By signing this Notice, Buyer acknowledges that:
1.
2.
The Property that Buyer is purchasing is located within the boundaries of the
Assessment District and is subject to a significant assessment against the Property.
Buyer has had an opportunity to read and review this Notice, and has received a copy
of this Notice prior to opening escrow for the purchase of the Property, or, if received
after the opening of such escrow, with sufficient time for Buyer to make any reasonable
inquiries that Buyer deems necessary regarding the assessment against the Property
prior to the close of escrow.
4
r' e41 0 3. Buyer hereby elects the following option (check one):
(a) pay the assessment in annual installments estimated to be $ per year.
(b) pay the entire assessment at one time at the close of escrow for the Property. Tht
amount will be determined in escrow.
4. If Buyer elects Option (a), Buyer assumes the assessment against the Property, and wi
be solely responsible for the payment of such assessment and Seller shall have no
liability for Such payment. Further Buyer agrees to the mount and purpose of the
assessment on the Property and that Buyer forever waives any right of complaint or
protest to the City pertaining to the nature, extent, duration and mount of the
assessment against the Property. Notwithstanding Buyer's election of Option (a) at thj
time, Buyer may pay the entire assessment at any time in the future if Buyer so
chooses.
BUYER:
Name (Please Print) Signature Date
Name (Please Print) Signature Date
A COPY OF THIS EXECUTED NOTICE OF SPECIAL ASSESSMENT SHALL BE
PROVIDED TO THE FINANCE DIRECTOR OF THE CITY AT THE CLOSE OF
ESCROW.
Please mail executed copy to: Finance Director
City of Carlsbad
Carlsbad, CA 92008
1200 Carlsbad Village Drive
5
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