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HomeMy WebLinkAboutCT 74-21; Carlsbad Airport Business Center; Tentative Map (CT)1347 .-.. Recording fly And'TJhen Recorded Mail To: Kaiser Development Company 2121 Palomar Airport Road, Ste. 201 P. 0. Box 308 Carlsbad, CA 92008 Attention: Legal Counsel TLR DECLARATION OF PROTECTIVE COVENANTS FOR CARLSBAD OAKS BUSINESS CENTER DEE093085 BPCCR4 . 1348 TABLE OF CONTENTS Page PREAMBLE 1 ARTICLE I DEFINITIONS 1 ARTICLE II PROPERTY SUBJECT TO THIS DECLARATION 5 ARTICLE III THE ASSOCIATION 6 ARTICLE IV ASSOCIATION MEMBERSHIP AND VOTING RIGHTS 7 ARTICLE V ARCHITECTURAL AND DEVELOPMENT REVIEW COMMITTEE 9 ARTICLE VI RESERVATION OF EASEMENTS 11 ARTICLE VII REGULATION OF IMPROVEMENTS 12 ARTICLE VIII LAND CLASSIFICATION, PERMITTED USES AND RESTRICTIONS 18" " ARTICLE IX FUNDS AND ASSESSMENTS * 22 ARTICLE X DESTRUCTION OF BUSINESS CENTER 28 ARTICLE XI DURATION, MODIFICATION AND REPEAL 29 ARTICLE XII ENFORCEMENT 30 ARTICLE XIII MISCELLANEOUS PROVISIONS 32 EXHIBIT "A" DESCRIPTION OF REAL PROPERTY EXHIBIT "A-l" DESCRIPTION OF ANNEXABLE PROPERTY EXHIBIT "A-2" PLAT DEPICTING ANNEXABLE PROPERTY EXHIBIT "B" SCHEDULE OF GROSS ACREAGE OF LOTS EXHIBIT "C" DESCRIPTION OF LANDSCAPE MAINTENANCE AREAS EXHIBIT "C-l" PLAT DEPICTING LANDSCAPE MAINTENANCE AREAS EXHIBIT "D" LANDSCAPE ENTRY TREATMENT AREAS EXHIBIT "E" LANDSCAPE ACCESS AREAS EXHIBIT "F" PLAT DEPICTING STORM DRAIN SYSTEM EXHIBIT "G" DESCRIPTION OF ADJACENT OWNERS PROPERTY FOR EACH LOT DEE093085 1349 DECLARATION OF PROTECTIVE COVENANTS FOR CARLSBAD OAKS BUSINESS CENTER PREAMBLE THIS DECLARATION OF PROTECTIVE COVENANTS FOR CARLSBAD OAKS BUSINESS CENTER ("Declaration") is made on October 9, 1985, by KAISER DEVELOPMENT COMPANY, a California corporation ("Declarant") as owner of the real property located in the City of Carlsbad, County of San Diego, State of California, described in Exhibit "A" which is attached hereto and incorporated herein by this reference. The property described in Exhibit "A" (the "Property") is subject to this Declaration and will be known as Carlsbad Oaks Business Center (the "Business Center"). The Business Center is being developed as a planned commercial and industrial complex. The design and development of the Business Center shall be subject to this Declaration and the Architectural and Development Guidelines which shall be promulgated hereunder and which are for the purpose of enhancing, maintaining, protecting and improving the values and amenities in the Business Center. This Declaration is designed to complement and supplement local government and municipal regulations, and where conflicts occur, the most rigid requirements shall prevail. It is assumed that the users of Lots (as hereinafter defined) in the Business Center will be motivated to preserve these qualities through mutual cooperation and by enforcing the literal meaning and the spirit of this Declaration. ARTICLE I DEFINITIONS L. Unless the context otherwise specified, each term defined in this Article I shall, for all purposes of this Declaration, have the meaning herein specified. 1.1 Annexed Property. The term "Annexed Property" shall mean and refer to any and all real property (including all improvements thereon) which is annexed to the Property pursuant to the Declaration. The Annexable Property that may be annexed to the Property is described in Exhibit "A-I" and depicted in Exhibit "A-2" attached hereto. 1.2 Application. The term "Application" shall mean and refer4to any plans and specifications or other documentation required to be submitted to the Architectural Review and Development Committee pursuant to the provisions of Article VII. 1.3 Architect. The term "Architect" shall mean a person holding a certificate to practice architecture in the State of California under authority of Division 3, Chapter 3 of the Business and Professions Code of the State of California or any successor legislation thereto. DEE093085 v 1350 1.4 Architectural and Development Guidelines. The term "Architectural and Development Guidelines" shall mean the guidelines which shall be prepared and issued from time to time by the Board for the purpose of assisting users in preparing buildings, landscaping, site development, and other plans and other materials (including designs for signs and the like) which are subject to review by the Architectural Review and Development Committee pursuant to this Declaration. 1.5 Architectural Review and Development Committee or Committee. The terms "Architectural Review and Development Committee" or "Committee" shall mean the Architectural and Development Review Committee created pursuant to Article VI below. 1.6 Articles of Incorporation. The term "Articles" shall mean the Articles of Incorporation of the Association, as they may from time to time be amended, which are or shall be filed in the Office of the Secretary of State of the State of California. 1.7 Association. The term "Association" shall mean and refer to the Carlsbad Oaks Business Center Association, a California non-profit mutual benefit corporation, its successors and assigns. 1.8 Beneficiary. The term "Beneficiary" shall mean a mortgagee under a mortgage as well as a beneficiary under a deed of trust. 1.9 Board or Board of Directors. The term "Board" or "Board of Directors" may be used interchangeably herein and shall mean and refer to the Board of Directors of-the Association, as.the same may, from time to time, be constituted. 1.10 Business Center. The term "Business Center" shall mean the real property described in Exhibit "A" and the Improvements situated thereon, as such real property may be augmented or reduced pursuant to the provisions of this Declaration. 1.11 By-laws. The term "By-laws" shall mean the By-laws of the Association, as they may from time to time be amended. 1.12 Declarant. The term "Declarant" shall mean KAISER DEVELOPMENT COMPANY, a California corporation ("KAISER") or a related corporate entity in which KAISER owns at least fifty percent (501) of the stock, and, to the extent provided herein, its successors and assigns if such successors and assigns acquire or hold title to any part or all of the real property subject to this Declaration, and are expressly named as successor Declarant in a document executed by KAISER, or a successor Declarant, and recorded with the County Recorder for San Diego County assigning the rights and duties of Declarant to such successor Declarant, with such successor Declarant accepting and assuming the assignment of such rights and duties. A successor Declarant shall also be deemed to include the beneficiary under any deed of trust securing an obligation from a then existing Declarant encumbering all or any portion of the Property, which beneficiary has acquired any such property by foreclosure, power of sale or deed in lieu of such foreclosure or sale. DEE093085 - 1351 1.13 Declaration. The term "Declaration" shall mean this Declaration of Protective Covenants for the Business Center, as it may from time to time be amended or supplemented. 1.14 Deed of Trust. The term "Deed of Trust" or "Trust Deed" shall mean a mortgage as well as a deed of trust. 1.15 Effective Date. The term "Effective Date" of this Declaration shall mean the date the Declaration is recorded in the Office of the county Recorder of San Diego County, California. 1.16 File. The term "File" shall mean, with reference to any subdivision map, or any plat of survey, the filing for record of said map or plat in the Office of the County Recorder of San Diego County, California. 1.17 Gross Acreage or Gross Acres. The terms "Gross Acreage" or "Gross Acres," for the purpose of establishing the number of votes for each Lot and the cost assessment for each Lot, shall mean and refer to the number of acres for each Lot set forth on Exhibit "B".attached hereto and incorporated herein. Gross Acres for "the real property which may be annexed to this Declaration shall be determined by Declarant at the time such property is annexed into the Business Center and shall be set forth in the notice of annexation described in SectidrT 2.5 below. 1.18 Improvements. The term "Improvements" shall mean buildings, outbuildings, underground installations, slope and grade alterations, roads, curbs, gutters, storm drains, utilities, driveways, parking areas, fences, screening walls and barriers, retaining walls, stairs, decks, windbreaks, plantings, planted trees and shrubs, sidewalks, poles, signs, loading areas, docks and all other structures, land development or landscaping improvements of every type and kind. 1.19 Landscape Maintenance Areas. The term "Landscape Maintenance Areas" shall mean and refer to those portions of the Property described in Exhibit "C" attached hereto and incorporated herein on which are located plantings, ground covers, planted trees, shrubs, other plant materials, walls, sidewalks, embellished pavement, signs, sculptures, and other landscaping improvements over which the Association shall have an easement and which are to be maintained by the Association in accordance with the provisions of this Declaration. The Landscape Maintenance Areas of the Property are further depicted in the drawings marked on Exhibit "C-l" attached hereto and incorporated herein. If other real property is later annexed to this Declaration, the Landscape Maintenance Areas shall then include such portions of the Annexed Property as are annexed as Landscape Maintenance Areas. 1.20 Landscape Installation Areas. The term "Landscape Installation Areas" shall mean and refer to those portions of each Lot on which each Property Owner shall be responsible for installing and maintaining landscaping in accordance with the plans provided to each Property Owner by Declarant. 1.21 Landscape Entry Treatment Areas. The term "Landscape Entry Treatment Areas" shall mean and refer to those areas of each Lot which may be set aside for purposes of permanently identifying the Business Center and shall be maintained DEE093085 1352 by the Association in accordance with the provisions of this Declaration. The Landscape Entry Treatment Areas are approximately fifty feet (50') by fifty feet (50') each and are described on Exhibit "D" attached hereto and incorporated herein. 1.22 Landscape Access Areas. The term "Landscape Access Areas" shall mean and refer to the area of the Landscape Maintenance Areas and is described on Exhibit "E" attached hereto and incorporated herein which shall be used for access by Property Owners, Lessees, Licensees or Occupants over the Landscape Maintenance Areas and which shall be maintained by the Association in accordance with the provisions of this Declaration. 1.23 Lessee. The term "Lessee" shall mean the owner of a leasehold interest in a part or all of the Business Center. 1.24 Licenses. The term "Licensee" shall mean any person or entity having any right or rights in respect to a part of the business Center pursuant to a license granted by the Owner of such part of the Business Center. 1.25 Lot. The term "Lot" shall mean and refer to each legal lot of the business Center as described on Exhibit "A" or included within any Annexed Property described on Exhibit "A-i". In the event any of the Property, now~oir hereafter subject to this Declaration is split, resubdivided, or a line or boundary adjustment of one (1) or more Lots, or merger of two (2) or more Lots is completed, then each of the Lots thus created shall be deemed to be included within the definition of Lot. 1.26 Maintenance and Operation Account. The term "Maintenance and Operation Account" shall mean an account into which the Board shall deposit funds for maintenance and operation assessments. 1.27 Member. The term "Member" shall mean and refer to every person or entity who is a Member of the Association pursuant to Article IV hereof. .1.28 Mortgage. The term "Mortgage" shall mean any duly recorded mortgage or deed of trust encumbering a Lot in the Business Center. 1.29 Mortgagee. The term "Mortgagee" shall mean a beneficiary under, or a holder of, a deed of trust or a mortgage. 1.30 Occupant. The term "Occupant" shall mean any person or entity who occupies a part of the Business Center and is not a Property Owner, Lessee or Licensee. « 1.31 Property Owner or Owner. The terms "Property Owner" or "Owner" shall mean the legal or beneficial Owner of a part or all of the Business Center. 1.32 Record, Recorded or Recordation. The terms "record," "recorded," or "recordation" shall mean, with respect to any document, the recordation of said document in the Office of the county Recorder of San Diego County, California. 1.33 Rules and Regulations. The term "Rules and Regulations" shall mean and refer to those Rules and Regulations adopted by the Association or its Board, including any amendments or additions thereto. DEE093085 4 - 1353 1.34 Secured Party. The term "Secured Party" shall mean a secured party under a security instrument. 1.35 Security Instruments. The term "security instrument shall interchangeably mean a "Deed to Secure debt," "Mortgage" or "Deed of Trust." 1.36 jjCorm Drain System. The term "Storm Drain System" shall mean and refer to the series of pipes, culvert structures, catch basins and open channels, and all attachments or hookups designed to convey drainage through the Business Center,vthe general location and components of which are described on Exhibit "F"Center,vChe general location and components o attached}hereto and incorporated herein. ^ wVvch ox&to temairtVcun^* hi w- f&ffUmpr* ARTICLE II PROPERTY SUBJECT TO THIS DECLARATION 2. General Declaration Subjecting the Business Center to this Declaration and entitling Che City, Association Owners, Licensees, Occupants and LesseesThereof to the Benefit Thereof. 2.1 Declarant hereby declares that the Business Center and every part—~ thereof is and shall be owned (legally and beneficially), leased, or transferred, developed, improved, built upon or otherwise used, subject to this Declaration. This Declaration is declared and agreed to be in furtherance of an overall plan by Declarant and the City for the development, improvement, sale and use of the Business Center and is established for the purpose of enhancing and protecting the value, desirability and attractiveness of the Business Center and every part thereof. 2.2 Covenants Running With The Land. Declarant hereby declares that the Business Center is now held, and shall hereafter be held, conveyed, leased, occupied, operated and used, subject to the easements, restrictions, conditions, covenants and agreements herein set forth, each and all of which are for, and shall inure to, the benefit of and pass with each and every part, Lot of the Property and shall apply to and bind the heirs, successors and assigns of any Owner or Lessee thereof, and each of which shall constitute covenants running with the land between the respective Owners of such parts, and Lots, and create privity of contract and of estate between all grantees of any such part, or Lot and the heirs, successors and assigns of each and a.11 of them. 2.3 Splits or Resubdivision of Lots. No splits or resubdivision of any of the Lots contained in the description set forth in Exhibit "A" and shown on the final map as recorded, shall be permitted without the consent of the Architectural Review and Development Committee in writing. In the event a split or resubdivision of one or more Lots is so approved, each of the Lots created as a result of the lot split or resubdivision, shall be subject and bound by this Declaration, the Architectural and Development Guidelines, and existing laws and regulations of the City of Carlsbad, San Diego County, State of California. DEE093085 - 1354 2.4 Declarant's Power. Declarant may, ac any time during the pendency of this Declaration only, add all or a portion of any land now or hereafter which is owned by Declarant to the property which is covered by this Declaration, and upon recordation of a notice of annexation of real property containing at least the provisions set forth in Section 2.5 of this Article II, the provisions of this Declaration specified in said notice shall apply to such annexed Property in the same manner as if it were originally covered by this Declaration. Thereafter, to the extent this Declaration is made applicable thereto, the rights, powers and responsibilities of Declarant and the Owners, Lessees, Licensees and Occupants of Lots within such Annexed Property shall be the same as in the case of the land described in Exhibit "A." 2.5 Notice of Annexation of Land. The notice of annexation of real property referred to in Section 2.4 above shall contain at least the following provisions: a. A reference to this Declaration stating the date of recording hereof and the book or books of the records of San Diego County, California, and the page numbers where this Declaration is recorded; b. A statement that the provisions of this Declaration, or some specified part thereof, shall apply to such Annexed Property; __ ^_ c. An exact description of such Annexed Property; and d. Such other or different covenants, conditions, and restrictions as Declarant shall, in its discretion, specify to regulate and control the use, occupancy and improvement of such Annexed Property. ARTICLE III THE ASSOCIATION 3.1 The Organization. The Association is a nonprofit mutual benefit corporation, formed under the Nonprofit Mutual Benefit Law of California, charged with the duties and empowered with the rights set forth herein, in the By-laws and in the Articles. Its aftairs shall be governed by this Declaration, the Articles and the By-laws. On the close and recording of the first Lot sale to an Owner, the Association shall be charged with the duties and invested with the powers set forth in the Articles, the By-laws and this Declaration, including, but not limited to, control and maintenance of the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas and the Storm Drain Areas. 3.2 Powers. The Association shall have all the powers, rights and duties, in addition to those provided elsewhere in this Declaration, the Articles of Incorporation and the By-laws, if any, to: (1) commence and maintain actions or restrain and enjoin any actual or threatened breach of this Declaration and enforce by mandatory injunction or otherwise all of the provisions of this Declaration; (li) pay taxes, special assessments and other liabilities which are or would become a lien on the Property; (iii) levy assessments and perfect and DEE093085 1355 enforce liens as hereinafter provided; (iv) enter into contracts and perform the duties set forth herein, including but not limited to maintenance and repair of the Landscape Maintenance Areas and Storm Drain System; (v) adopt, amend and repeal rules and regulations as it deems reasonable; (vi) enter onto the Lots to enforce the provisions of this Declaration in accordance with the provisions of Article XII; and (vii) borrow funds to pay costs of operation, secured by assessment revenues due for succeeding years or by assignment of pledge of rights against delinquent Property Owners; provided, however, that the majority vote of the Property Owners, including Declarant, shall be required to borrow in excess of Ten Thousand Dollars ($10,000.00) per annum multiplied by the number of Lots in the business center. Said borrowing may be from Declarant should Declarant determine to advance funds for which Declarant shall receive no more than the published Bank of America prime rate plus one percent (1Z) as Interest. 3.3 Personal Liability. No Member of the Board, or of any committee of the Association, or any officer of the Association, or any manager, or Declarant, or any agent of Declarant, shall be personally liable to any Owner, or to any other party, including the Association, for any damage, loss or prejudice suffered or claimed on account of any act, omission, error or negligence of any such person or entity if such person or entity has, on the basis of such information as may be possessed by him or it, acted in good faith without willful or intentional misconduct. _!_ 3.4 Annual Membership Meetings. The initial Board may call the first annual meeting of Members at any time, but no later than forty-five (45) days after seventy-five percent (75Z) of the Lots shown on the initial covered Property and any recorded Declaration of Annexation are conveyed by Declarant to Owners. Thereafter, the Association shall hold an annual meeting of the Members in accordance with the By-laws of the Association. 3.5 Insurance. The Association shall acquire for the Association (a) Casualty, (b) Public Liability and (c) Directors and Officers errors and omissions Insurance policies. The Association, acting by and through the Board, may acquire any other insurance policies it deems necessary. ARTICLE IV ASSOCIATION MEMBERSHIP AND VOTING RIGHTS 4.1 Membership. A Property Owner shall automatically, upon becoming the record Owner of a Lot, be a Member of the Association and shall remain a Member thereof until such time as his ownership ceases for any reason, at which time his membership in the Association shall automatically cease. Such membership shall be appurtenant to and pass with the ownership of such Lot. The membership shall not be transferred, pledged or alienated in any way, except that a Property Owner, upon giving written notice to the Association, may give to a Lessee of an entire Lot for a lease terra in excess of five (5) years, a power coupled with an interest to act as Property Owner's agent and proxy in all matters relating to the Association which power and proxy shall automatically terminate when the Lessee's tenancy ends for any reason. Any attempt to transfer a membership prohibited by this Section shall be void and shall not be reflected upon the DEE093085 1356 Association's books and records. If the Property Owner of any Lot fails to transfer the membership appurtenant thereto upon any transfer, whether voluntary or involuntary, of the Lot, the Association shall have the right to record the transfer upon its books and thereupon the membership outstanding in the name of the prior Property Owner shall be null and void, but any agency and proxy given to a Lessee under a power coupled with an interest shall remain in effect through the period of the lease term and the Lessee's occupancy. 4.2 Voting. Each Property Owner, including the Declarant, shall have one (1) vote rounded off to the nearest Gross Acre owned for each Gross Acre owned by such Property Owner, including Declarant. Thus an Owner of 6.3 Gross Acres shall have six (6) votes, and the Owner of i.8 Gross Acres shall have two (2) votes and the Owner of 3.5 Gross Acres shall have four (4) votes. The number of gross acres for each Lot is set forth on Exhibit "B" attached hereto and incorporated herein. Whenever there is a vote to be made, pursuant to the terms of this Declaration, it shall be made in accordance with the provisions of this Section 4.2 unless otherwise specified. 4.3 Initial Board of Directors. The initial Board of directors of the Association shall consist of three. (3) Directors and shall be appointed by the Declarant upon the incorporation of the Association and shall hold office until the initial Board calls the first annual meeting called pursuant to Paragraph"3.4 above. 4.4 Subsequent Board of Directors. At the first meeting of Members a new Board consisting of five (5) Directors may be elected and such Board shall serve until the next annual meeting. At each subsequent annual meeting, except as may be otherwise provided by the By-laws, the Members of the Association shall elect a Board consisting of five (5) Directors who shall serve until the next annual meeting. The By-laws may provide "for staggered terms and lengths of terms for Directors different than those initially set forth in this Declaration and may provide for a greater or lesser number of Directors than set forth herein; provided, however, that in no event shall there be more than seven (7) directors nor less than three (3) directors. The Board shall undertake all duties and responsibilities of the Association and the management and conduct of the affairs thereof, except as expressly reserved herein to a vote of the Members. 4.5 Administration and Compliance. Except as to matters requiring the approval of Members as set forth in this Declaration, the By-laws or the Articles, the affairs of the Business Center shall be administered by the Association, through its Board, officers and agents in accordance with the provisions of this Declaration, and the By-laws. In the event that the By-laws are in any way inconsistent with this Declaration, then this Declaration shall prevail and control. Each Owner, guest, Lessee, or occupant of a Lot.shall comply with the provisions of this Declaration, the By-laws and Rules and Regulations of the Association, as lawfully amended from time to time, and failure to so comply shall be grounds for (i) an action for damages and/or injunctive relief, and (ii) such remedies, by legal proceedings or otherwise, as are available by reason of this Declaration or the By-laws, each of which remedies shall be cumulative and in addition to any other available remedy. DEE093085 1357 ARTICLE V ARCHITECTURAL AND DEVELOPMENT REVIEW COMMITTEE 5. There is hereby created an Architectural and Development Review Committee which shall be organized as follows; 5.1 Committee Composition. The Committee shall consist of three (3) persons. 5.2 Alternate Members. There shall also be two (2) alternate members either of whom may be designated by the Committee to act as a substitute for any member of the Committee in the event of his unavailability or disability. 5.3 Appointment. 5.3.1 Until such time as Declarant has conveyed to the Property Owners, other than declarant, seventy-five percent (75Z) of the Lots contained in the Business Center, Declarant shall have the right to appoint all members and alternate members of the Committee. • 5.3.2 After Declarant has conveyed to Property Owners, other'ChiLn Declarant, more than seventy-five percent (75Z) but less than one hundred percent (100Z) of the Lots contained in the Business Center, the Property Owners (voting on the basis of one (1) vote per Gross Acre or portion thereof owned by each Property Owner as specified in Section 4.2) shall have the right to elect one (1) member of the Committee. 5.3.3 After Declarant has conveyed one hundred percent (100Z) of the Lots contained in the Business Center, the Association, through its Board of Directors, shall have the rights of Declarant to appoint members of the Committee, enforce the Architectural and Development Guidelines and to perform Declarant's obligations under the Declaration; and upon such conveyance all obligations of Declarant under the Declaration shall automatically terminate. Notwithstanding the foregoing, as specified in Section 13.1 below, Declarant retains the ability, at any time from and after the date of recordation of this Declaration, to make the assignment specified in this Subsection 5.3.3 and terminate its obligations hereunder. 5.4 Removal. The right to remove any member or alternate member of the Committee shall be and is hereby vested solely in Declarant until such time when Declarant no longer has the right to appoint members of the Committee; provided that Declarant may not remove any member of the Committee appointed By the Association pursuant to Subsection 5.3.2. At such time the Board has the right to appoint all members of the Committee and shall thereafter have control of the removal of the Committee Members. When the Board has the right to appoint all members of the Committee, and the Board is presented with a petition for the removal of one (1) or more of the Committee members signed by the Property Owners owning at least twenty-five percent (25Z) of the voting power of the Lots then constituting the Business Center, the Board shall call for a vote upon such removal within thirty (30) days of receipt of the aforesaid petition. No member DEE093085 of Che Committee shall be removed prior to the end of his term unless two-thirds (2/3) of all the votes of the Property Owners are in favor of removing such member. 5.5 Definition and Rights of Property Owners. For purposes of Sections 5.3 and 5.4, in the event Declarant reacquires any real property in the Business Center by virtue of foreclosure or deed-in-lieu of foreclosure, with respect to such reacquired property, Declarant shall be regarded solely on the same basis as the other Property Owners. Any Property Owner may assign, revocably or irrevocably, his voting rights hereunder to any Lessee or Licensee of his Lot, providing such assignment is in writing and duly recorded with the secretary of the Association. 5.6 Terms of Office. The term of all Committee members appointed shall be one (I) year. Any new member appointed to replace a member who has resigned or been removed shall serve such member's unexpired term. Members whose terms have expired may be reappointed or re-elected. 5.7 Resignations; Vacancies. Any member of the Committee may, at any time, resign from the Committee upon written notice to Declarant so long as Declarant has the sole right to appoint any member, or upon written notice to the remaining Committee members when the right to appoint any members is vested in the BoarS". Vacancies on the Committee of members appointed by Declarant, however caused, shall be filled by Declarant so long as Declarant has the right to appoint members. Vacancies on the Committee of members appointed by the Board, however caused, shall be filled by the Board. 5.8 Duties and Appeals. It shall be the duty of the Committee to perform the functions-required of it by this Declaration; to consider and act upon each Application as are submitted to it pursuant to the terms hereof; to adopt Oi\$arrx-. Architectural and Development Guidelines; and to perform all other duties delegated to and imposed upon it by this Declaration. Any Property Owner, Lessee, Licensee or Occupant may appeal any decision of the Committee to the Board. 5.9 Meetings. The Committee shall meet as often as it, in its sole discretion, shall deem necessary to properly perform its duties hereunder. The vote or written consent of any two (Z) members shall constitute an act by the Committee unless the unanimous decision of Its members is otherwise required by this Declaration. The Committee shall keep written records of all actions taken by it. 5.10 Architectural and Development Guidelines. The Board shall* from time to time, and in its sole discretion, adopt, amend, by majority vote, rules and regulations, to be known as Architectural and Development Guidelines, subject to the approval set forth in Section 11.3 below. Said Architectural and Development Guidelines shall interpret and implement the provisions hereof by setting forth (a) the standards and procedures for Committee review, and (b) guidelines for improvements which shall include, but not be limited to, guidelines for the architectural design of Improvements and site plans, floor plans and exterior elevations for Improvements, landscaping designs and irrigation plans, color schemes, signage and exterior lighting finishes and materials for use in the Business Center. DEE093085 10 1359 5.11 Exercise of Rights. Exercise of the right of appointment and removal, as set forth herein, shall be evidenced by the recording among the committee's regular records of a declaration identifying each new Committee member appointed and each member replaced or removed from the Committee. ARTICLE VI RESERVATIONS OF EASEMENTS 6.1 Easements over Landscape Maintenance Areas, Landscape Entry Treatment Areas. The Landscape Maintenance Areas and Landscape Entry Treatment Areas are owned by the Owners, as part of their respective Lots. There is hereby reserved to Declarant, the Association or their duly authorized agents and representatives an easement over each Landscape Maintenance Area and Landscape Entry Treatment Areay\for the purpose of maintenance. Subject to the Association's easement for maintenance and any other easements or rights specifically provided for herein, each Owner shall have the exclusive use and enjoyment of the Landscape Maintenance Areas and Landscape Entry Treatment Areas, or any portion thereof, on his Lot. 6.2 Easements for^ffaincgnanc^. Declarant hereby reserves to itself, its successors and assigns, and agrees that it will grant to the Association, a nonexclusive easement for ingress and egress over the Lots within the business Center for the purposes of repair, reconstruction, restoration, landscaping and maintaining the landscaping of the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas and for maintenance of the Storm Drain System. 6.3 Easements over Landscap'e Access Areas. There is hereby reserved over the Landscape Access Areas for the benefit of Declarant, the Association and all Property Owners, Licensees and Lessees, an easement over the Landscape Access Areas for ingress and egress. Pursuant to the provisions of this Declaration, the Landscape Access Areas shall be maintained by the Association and the Association shall indemnify,- defend and hold the Property Owner of each Lot over which the Landscape Access Area is reserved harmless from all damages, claims, losses and liabilities arising from or caused by the use of the Landscape Access Areas by the Declarant, Association, Licensees, Lessees or Owners. 6.4 Transfer of Easement Rights. Prior to or concurrent with the first conveyance of a Lot, Declarant will transfer to the Association ownership and control of easements for the Landscape Maintenance Areas, Landscape entry Treatment Areas, Landscape Access Areas and the Storm Drain System Ipcated on the Property or Annexed Property. The Association will, upon such first conveyance of a Lot thereupon assume the obligation for and thereafter perform all the maintenance, repair and restoration of such Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas and the Storm Drain System. Prior to such grant of easements or the obtaining of encroachment permits by the Association, Declarant shall complete the applicable installation of improvements, facilities, landscaping and planting. DEE093085 11 - 1360 6.5 Easements Reserved and Granted. Any easements referred to in this Declaration shall be deemed reserved or granted, or both reserved and granted, by reference to this Declaration, in a deed to any Lot. ARTICLE VII REGULATION OF IMPROVEMENTS 7.1 Approval of Plans. 7.1.1 Approval Required. No Improvement shall be constructed, erected, placed, altered, maintained or permitted to remain in the Business Center unless they conform with federal, state or local regulations and until plans and specifications and other documentation required by the Architectural and Development Guidelines for said Improvements (the "Application"), which may include but not be limited to site plans, floor plans, exterior elevations, sections, materials, colors, landscaping, irrigation, signage, exterior lighting and any other information, needed to accurately describe the exterior appearance or functional characteristics of said Improvements, have been submitted to and approved in writing by the Committee. 7.1.2 Filing Fee. As a means of defraying its expenses, the Committee may institute and require a reasonable filing fee to accompany the Application based upon the following schedule: 7.1.2.1 When the Application is prepared by an Architect, the Committee review fee shall be the sum of Two Hundred Fifty Dollars ($250.00) per building per lot. 7.1.2.2 In all other cases, the Committee review fee shall be the sum of Five Hundred dollars ($500.00) per building per lot. 7.1.2.3 In the event the Application is resubmitted, the Committee may require an additional filing fee in an amount not to exceed One Hundred Dollars ($100.00) for each resubmission. 7.1.2.4 The schedule of review fees may be modified from time to time by the Committee to reflect changed circumstances such as inflation. 7.L.3 Basis for Approval. The Committee shall have the right to disapprove the Application submitted to it in the event any part of it is: (i) not in accordance with this Declaration and/or the Architectural, and Development Guidelines; and/or (ii) incomplete; and/or (ill) are not in compliance with the relevant governmental approvals and regulations for the Business Center; and/or (iv) are deemed by the Committee to be contrary to the best interests of the Business Center or the Property Owners. The Committee shall not unreasonably withhold its approval of the Application submitted to it. In this connection, the Committee may base its approval or disapproval on criteria which may include but are not limited to the following: the adequacy of the building locations and dimensions on the Lot; the adequacy of the parking to be provided; conformity and harmony of external design with neighboring DEE093085 12 1361 structures; effect of location and use of proposed Improvements on neighboring Lots and the types of operations and uses thereof; relation of topography, grade and finish ground elevation of the Lot being improved to that of neighboring Lots; proper facing of main elevation with respect to nearby streets; adequacy of screening of trash facilities and mechanical, air-conditioning or other rooftop installations; adequacy of landscaping; and conformity of the Application to the purpose and general plan and intent of this Declaration. Mo Application shall be approved which does not provide for the underground installation of all utility services. Notwithstanding approval by the Committee, no Application shall be deemed approved unless it provides for safety or any other control as set forth by local, state, federal or other governmental agencies. The decision of the Committee shall be final. 7.1.4 Result of Inaction. The Committee shall approve or disapprove the Application within thirty (30) days from the receipt thereof. If the Committee fails either to approve or disapprove the Application within said thirty (30) day period it shall be conclusively presumed that the committee has disapproved the Application unless the person submitting said plans and specifications for approval shall have delivered to the Committee within fifteen (15) days of the expiration of the thirty (30) day period, a notice in writing setting forth the date of initial submittal of the Application to the Committee and the fact that no approval or disapproval has been given by the Committee" as of the date of such notice. If the Committee fails to either approve or disapprove the Application or or before the fifteenth (15th) day following the receipt by the Committee of the notification, it shall be conclusively presumed that the Committee has approved the Application. One (1) set of said Application shall, with the approval or disapproval endorsed thereon, be returned to the person submitting them and the other set shall be retained by the Committee for its permanent files. 7.1.5 Proceeding with Work. Upon receipt of approval from the committee pursuant to this Section, the Owner, Lessee, Licensee or Occupant, to whom the same is directed and delivered, shall, as soon as practicable, satisfy all conditions thereof and diligently proceed with the commencement and completion of all approved construction, refinishlng, alterations, excavations and landscaping. In all cases, work shall be commenced within one (1) year of the date of such approval. If work is not commenced within one (1) year following the date of such approval, then the approval given pursuant to this Article shall be deemed revoked unless the Committee upon request made prior to the expiration of said one (1) year period, extends the time for commencing work. 7.1.6 Completion of Work. In any event, construction, refinishing, alteration or excavation of any such Improvements previously approved, under Subsection 7.1.1 above shall be completed within two (2) years of the date of such approval, except for so long as such completion is rendered impossible or would result in great hardships due to strikes, fires, national emergencies, natural calamities or other supervening forces beyond the control of the Owner, Lessee, Licensee or Occupant or his agents. Failure to comply with this Subsection 7.1.6 shall constitute a breach of this Declaration and subject the defaulting party or parties to all enforcement procedures set forth herein or any other remedies provided by law or in equity. DEE093085 13 1362 7.1.7 Estoppel Certificate. The Committee shall provide to any Owner an estoppel certificate within thirty (30) days of receipt of a written request for same which is accompanied by an ALIA or certified as-built survey of the Lot if the Committee does not have an as-built survey in its files. Such estoppel certificate shall certify that as of the date hereof (1) all Improvements made or work done on or within a Lot comply with this declaration, or (ii) such Improvements or wtrk do not so comply, in which event the certificate shall identify the non-complying Improvements and shall set forth the cause or causes for such non-compliance. Any lessee, purchaser or encumbrancer in good faith for value shall be entitled to rely on such certificate with respect to the matters set forth therein, such matters being conclusive as between the Committee and all such subsequent parties in Interest. 7.1.8 Liability. Neither Declarant, the Committee nor any Member thereof nor any agents of Declarant or of the Committee shall be liable for any damage, loss or prejudice suffered or claimed by any Property Owner, Lessee, Licensee or Occupant who submits an Application, and such person or entity who submits an Application shall forever defend and hold the Declarant, the Committee, the members thereof and the agents of each harmless from all damage, loss or prejudice suffered or claimed by any third party on account of.(l) any defects in any plans, drawings, specifications or other documentation submitted in any Application, revised or approved in accordance with the foregoing —— provisions, or for any structural or other defects in any work done according to such plans, drawings, specifications or other documentation; (ii) the approval or disapproval of any Application, whether or not defective; (ill) the construction or performance of any work, whether or not pursuant to an approved Application; or (iv) the development of any Lot within the Business Center. 7.2 Limitations on Improvements. 7.2.1 All limitations contained herein are supplemental to controls established by zoning, building, fire or other jurisdictional codes and regulations and the more restrictive shall apply. 7.2.2 Setback Lines. 7.2.2.1 Buildings or structures of any kind or any part thereof shall be subject to the following minimum setback requirements: Front Setback - Thirty five feet (35') from the property line except where a greater setback is otherwise required by ordinance or by the Architectural and Development Guidelines. For purposes of this Declaration a "front setback" shall relate to the boundary line or boundary lines of any Lot adjacent to any public street. Rear Setback - Twenty feet (20') from the property line except where otherwise prohibited by ordinance or by the Architectural and Development Guidelines. Side Setbacks (interior lots) - Ten feet (10') from the property line except where otherwise prohibited by ordinance or by the Architectural and Development Guidelines. DEE093085 14 - 1363 7.2.2.2 Exceptions to Setback Requirement. The following structures and Improvements may be excluded from the foregoing front setback requirement and the Committee shall have the right to approve their locations closer to property lines: (1) roof overhang; (2) steps and walks; (3) paving and associated curbing for drive approaches, except that vehicle parking areas shall not be permitted within thirty-five (35) feet of the street property line or lines; (4) fences, except that no fence shall be placed within the street setback area unless specific approval is given by the Committee in writing; (5) landscaping; and (6) planters, which do not exceed three (3) feet in height. 7.2.2.3 Loading Facilities. Loading facilities, loading docks, loading doors and other service areas shall be setback a minimum of seventy (70) feet from any street fronting building line which is adjacent to a public street, and no such loading or loading facilities shall be allowed, constructed or maintained on any portion of the Business Center without the prior written approval of the Committee. 7.2.3 Landscaping. 7.2.3.1 Except for portions of any Lot which shall be maintained as Landscaping Maintenance Areas or Landscape Entry Treatment Areas by the Association,'every Lot on which a building is constructed in the Business^- Center shall be landscaped by the Property Owner, Lessee, Licensee or Occupant in accordance with the plans and specifications to be submitted to and approved by the Committee pursuant to Section 7.1. above. In general, the Committee will approve only those landscaping plans which conform with the Architectural and Development Guidelines and which provide for the landscaping and maintenance of the entire area of the site to be maintained, excluding the property maintained by the Association. In addition to the foregoing, landscaping on any land designated as a Landscape Installation Area shall be installed and maintained by each Owner in accordance with plans prepared by the Owner and approved by the Committee. 7.2.3.2 Landscaping for each Lot, including the Landscape Installation Areas, as approved by the Committee, shall be installed prior to the date of occupancy by any Lessee or Property Owner or date of substantial completion of the building, whichever occurs first, unless the Committee shall have approved in writing another final date of landscape installation. The term "substantial completion" shall mean that date on which final City inspection is obtained for the building shell. 7.2.3.3 All Lots shall be maintained in a weed-free condition, and free from rubbish or refuse at all times.* 7.2.3.4 Except for areas maintained as Landscape Maintenance Areas, Landscape Entry Treatment Areas or Landscape Access Areas, the landscaping for all Lots shall be maintained as provided for in the Architectural and Development Guidelines. In the event any act or condition caused by the Property Owner, Lessee, Licensee or Occupant results in the destruction or removal of any landscaping within such areas, other than Landscape Maintenance Areas, the Property Owner, Lessee, Licensee or Occupant shall replace said landscaping with materials of like size and kind as approved by the Committee. DEE093085 15 - 1364 7.2.4 Signs. Except for the Carlsbad Oaks Business Center monument and street signs, no sign, billboard, or other advertising shall be erected, placed or maintained within the Business Center without specific written approval by the Committee and which: 7.2.4.1 Is not in accordance with any applicable governmental regulations; and 7.2.4.2 Makes identification other than the name, business and logo of the person or firm occupying the premises or those offering the premises for sale or for lease; and 7.2.4.3 Does not conform, to the theme, size, style and location as set forth in the Architectural and Development Guidelines or as approved by the Committee; and 7.2.4.4 Exceeds nine (9) square feet in size in the case of "For Sale" or "For Lease" signs. In no event shall more than one (1) of said types of signs be permitted for each Lot. 7.2.5 Parking Areas. 7.2.5.1 Paved off-street parking as required by rules of any applicable governmental authority of the City of Carlsbad or the County of San Diego or the State of California, or by any rules enacted by the Committee (providing such rules are not in conflict with any applicable governmental requirement) shall be provided by each Property Owner, Lessee, Licensee or Occupant on his Lot to accommodate all parking needs for employee, visitor, business invitee and company vehicles. The Committee shall have the authority to disapprove any Application for the construction of any building in the Business Center if such plans do not provide for paved off-street parking in compliance with this Subsection 7.2.5. The intent of these provisions is to eliminate the need for any on-streec parking. If parking requirements increase as a result of a change in use or number of employees, additional off-street parking shall be provided to satisfy the Intent of this Section and eliminate the need for any on-street parking which will be absolutely prohibited. 7.2.5.2 No parking shall be approved or permitted between the fronts of any building and the street without specific written approval from the Committee and upon submission of an Application to the Committee showing screening and concealing of automobiles from the street. 7.2.5.3 Any area used for parking shall be paved, striped and curbed. 7.2.5.4 No on-street parking within the Business Center will be permitted. 7.2.5.5 Each Property Owner shall be required, and Declarant covenants and agrees on behalf of itself and its successors and assigns, to incorporate in each lease of space in any building located in the Business Center the following provisions: DEEQ93085 16 1365 "On-street vehicle parking of any nature whatsoever of any type by tenant, its employees and business invitees is absolutely prohibited, and a violation of this prohibition shall be deemed to be a default under this lease and shall further constitute a violation under the certain Declaration of Protective Covenants recorded , 198 , as Document Number , in the Official Records of the County Recorder's Office of San Diego County." 7.2.5.6 The parking requirement and traffic circulation patters may be modified by the Committee as to any particular Lot as a condition to the approval of plans and specifications. 7.2.5.7 No parking will be approved or permitted within any landscape setback area fronting Falomar Airport Road and all streets within the Business Center. 7.2.6 Storage and Loading Areas. 7.2.6.1 Loading doors, docks, facilities or other service areas shall be set back in accordance with Subsection 7.2.2.3 and shall be" screened from view from the street. 7.2.6.2 No materials, supplies, merchandise or equipment, including company-owned or operated trucks, shall be stored in any area on a Lot except inside a closed building, or behind a visual barrier screening such areas so that they are not visible from the neighboring Lots or public streets. 7.2.6.3 Loading doors, docks, facilities and other service areas shall be adequately screened with landscaping, fencing or concrete walls to minimize the effect of their appearance from any street, freeway, expressway or neighboring property. 7.2.7 Exterior Lighting. Exterior lighting shall conform to the Architectural and Development Guidelines and not overwash property lines unless approved by the Committee, nor be of such Intensity, size, color or location as Co be a nuisance co other Property Owners or the public. 7.2.8 Utility Lines and Antennas. No sewer, drainage or utility lines or wires or other devices for the communication or transmission of electric current, power, or signals including telephone, television, microwave or radio signals, shall be constructed, placed or maintained anywhere in or upon any Lot other than within buildings or structures unless the same shall be contained in conduits or cables constructed, placed or maintained underground or concealed in or under building or other structures. No antenna for the transmission or reception of telephone, television, microwave or radio signals shall be placed on any building or other Improvement on any Lot unless (i) such antenna shall be so located that it cannot be seen from any point at Che ground level of such Lot DEE093085 17 1366 and (ii) Che consent of Che Committee shall first have been obtained. Nothing contained herein shall be deemed to forbid the erection or use of temporary power or telephone facilities incidental to the construction or repair of Improvements on any Lot. 7.2.9 Refuse Collection Areas. All outdoor refuse collection areas shall be located at the rear of the Lot, and in no case within one hundred (100) feet from any property line adjacent to a public street. Such areas shall be completely enclosed and screened by a wall constructed of durable material not less than six (6) feet in height, and by appropriate landscaping. All such areas shall have concrete floors and shall be sufficient in size to contain all refuse generated by each Lot, but in no event smaller than six (6) feet by eight (8) feet unless otherwise specified by the City of Carlsbad and approved by the Committee. No refuse collection areas shall be permitted in the area adjacent to any Improvement which fronts upon a public street unless prior written approval is obtained from the Committee. ARTICLE VIII LAND CLASSIFICATION. PERMITTED USES AND RESTRICTIONS 8.1 Land Classification. All land within the Business Center is zoned PM for industrial, research and development facilities and office buildings. If real property is annexed to the Business Center, its land use classification shall be established by the declaration of annexation. 8.2 Permitted Uses; Nuisances; Property Maintenance. 8.2.1 Permitted Operations and Uses. The improvement, operation and use of a Lot shall be restricted to office, engineering, research, warehousing and light and medium manufacturing operations and accessory uses incidental thereto, and such retail and commercial operations, expressly approved by the Committee in writing, as may be of service to, and in harmony with, a quality industrial park development, all of such nature and type as will not create or emit offensive, hazardous or excessive quantities of dust, dirt, fly ash, smoke, noise, fumes, odors or vibrations, or create fire, explosion or other hazards. Upon written request therefor, the Committee shall be provided with evidence that property controls, measures, or devises will be provided to insure and protect the interest, safety, and general welfare of other occupants of the Business Center from any and all such nuisances or hazards. All City, County, State or Federal laws, codes or ordinances shall be complied with. * 8.2.2 Specifically Prohibited Uses. No lot shall be used for an activity or purpose, in addition to those otherwise listed in this Section, considered by the Committee in its sole and absolute discretion to be objectionable as an intrusion into the environment of sound, odor, visual effect or physical impact which in its opinion will disturb or tend to disturb the other Owners, Lessees or Occupants in the Business Center or which is deemed to constitute a. nuisance. Operations and uses which will not be permitted on any Lot include, without limitation, the following: DEE093085 18 - 1368 bulk, and has been approved by Che Commiecee) or any ocher operation Involving offensive odors, noise levels or air pollution or such other operation or use which is deemed by the Committee in its sole and absolute discretion to be dangerous, unsafe, offensive or harmful to the senses or which is deemed to constitute a nuisance; 22. Jail or detention facilities; 23. Mini-warehouse; and 24. Truck terminals. 8.2.3 Nuisances. No Property Owner, Lessee, Licensee or Occupant shall create a nuisance in the Business Center or other property in the vicinity of the Business Center. No rubbish or debris of any kind shall be placed or permitted to accumulate upon or adjacent to any lot, and no odors shall be permitted to arise therefrom so as to render any Lot or portion thereof unsanitary, unsightly, offensive or detrimental to any property in the vicinity thereof or to the Occupants thereof after the initial occupancy or during_.the_ initlal construction or operation of the Improvements. No use or operation shall be conducted in the Business Center which is noxious, objectionable, unsightly or detrimental to others in any manner and due to any cause, such as but not limited to. vibration, sound, electro-mechanical disturbances, electro-magnetic disturbances, radiation, air to water pollution, dust or emission of odorous toxic and non-toxic matters. 8.3 Maintenance. 8.3.1 General. Notwithstanding the existence of any insurance covering an Owner, the Association, or both, against loss, damage and destruction, the Association and each Owner shall have the affirmative obligation tor maintenance, repair and restoration as set forth in this Article. 8.3.2 Property Owner's Obligation for Property Maintenance and Repair of Building. All Lots and Improvements, including but not limited co the Landscape Installation Areas, whether occupied or unoccupied, shall at all time be maintained in such a manner as to prevent their becoming unsightly by reason of unattractive growth or the accumulation of rubbish or debris thereon. No Lot or Improvement in the Business Center shall be permitted by its Owner, Lessee, Licensee or Occupant to fall into disrepair, and each such Lot and Improvement shall at all times be kept in good condition and repair and adequately painted or otherwise finished. 8.3.3 Drainage. No Owner shall interfere with or obstruct the established surface drainage pattern over any Lot, unless and adequate alternative provision is made for the proper drainage and is first approved in writing by the Architectural and Development Review Committee and the City of Carlsbad. Any alteration of the established drainage pattern must at all times comply with all applicable local governmental ordinances. For the purpose DEE093085 20 - 1367 1. Residential; 2. Camping; 3. Mobile home sales and storage yards or trailer or recreational vehicle courts or sales facilities; 4. Labor camps; 5. Junk yards and auto dismantling operations; 6. Distillation of bones; 7. Dumping, disposal, incineration or reduction of garbage, sewage, dead animals, refuse or silage; 8. Saw or planing mills; 9. Manufacturing, excavation (if applicable) or production of cement, lime asphalt, gypsum, fireworks, wood pulp or the like; 10. Production of fish products, sauerkraut, —" vinegar or the like; 11. Fat rendering; 12. Stockyard or slaughtering of animals; 13. Surface mining operations; 14. Smelting of iron, tin, zinc or other ores; 15. Cemeteries; 16. Tent shelters or storage facilities; 17. Processing of sugar beets; 18. Gasoline service stations, garages and auto repair, automotive paint and body shops; 19. Drilling for and/or the removal of gas or oil; « 20. Refining of petroleum or other hydrocarbon products or by-products or the storage of such products and by-products; 21. Manufacturing, distillation or storage of chemicals (unless such storage is incidental to other permitted activities, is not in DEE093085 19 - 1369 hereof, "established" drainage is defined as Che drainage which exists ac che time che overall grading of a Loc is completed by Declarant. Water from any Lot may drain into adjacent streets, but shall not drain onto adjacent Lots unless an easement for such purposes is granted herein or in che recorded subdivision map for the Business Center. Declaranc hereby reserves for itself and its successive owners, over areas of che Business Center, easements for drainage from slope areas and drainage ways constructed by Declarant. 8.3.4 Lateral Support. Each Owner shall maintain his Loc with sufficient landscaping and plantings so as to prevent erosion upon his Loc chac will result in damage co that Loc or to any adjacent Loc. No Owner shall perform any excavation upon his Loc chac will result in damage co any adjacenc Lot. 8.3.5 The Association's Obligation for Maincenance and Repairs. The Association shall maintain the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas and Storm Drain System including all improvements, facilities, landscaping and planting thereon in good condition and repair, and more specifically as follows; 8.3.5.1 Landscape Maintenance Areas, Landscape Access Areas and Landscape Entry Treatment Areas. The Landscape Maintenance Areas, Landscape Access Areas and Landscape Entry Treatment Areas shall be maintained by the Association in a high quality manner and in accordance with industry landscaping scandards. All aspects of landscaping, including but not limited to mowing, pruning, trimming, weeding, planting, fertilizing and irrigation shall be performed in a professional manner. 8.3.5.2 Scorm Drain System. Maintenance of all elemencs of the Storm Drain System shall include the removal of any accumulated silt, debris, weeds or other obstructions and che repair of any other condition which would prevent che system from operating as it was designed and shall be performed as necessary to insure proper operation of the system. 8.3.5.3 Cost of Maintenance. The cost of che normal maintenance for which the Association is responsible under this Section shall be assessed as pare of che regular assessments in accordance with the provisions of Section 9.5, provided, however, chac the cost of any maintenance, repair or replacement of che Landscape Maincenance Areas, Landscape Encry Treatment Areas, Landscape Access Areas or Storm Drain System which is not covered by insurance and which results from the negligence or willfulness of an Owner, Lessee, an Owner's guesc or Che occupant of an Owner's Loc shall be an assessmenc. lien, and obligacion of such Owner and shall be due and payable in all respeccs as provided in Seceion 9.7. t 8.4 Damage and Descrucclon Affeccing Lots — DuCy to Rebuild. If all or any portion of a Loc or any Improvement on any such Loc is damaged or descroyed by fire or other casualty, ic shall be che duty of che Owner of such Loc to (i) rebuild, repair or reconstruct the Lot and che Improvements thereon in a manner which will restore them to a condition and appearance approved by the Committee and the City of Carlsbad, (11) raze and remove the damaged Improvements, restoring che Loc to substantially its original unimproved DEE093085 21 • 1370 « condition, or (iii) any combination of Che above, all in a manner satisfactory to the Committee. The Owner of any Lot on which damaged Improvements are located shall be obligated to proceed with all due diligence hereunder, and such Owner shall cause cleanup and/or reconstruction to commence within three (3) months after the damage occurs and to be completed within nine (9) months after damage occurs, unless prevented by causes beyond his reasonable control. 8.5 Insurance Obligation of Owners. Each Owner shall insure his Improvements against loss or damage by fire or by any other casualty, under the standard form of extended endorsement now in use in the State of California or under such other Insurance as may be required by any mortgagee of a first mortgage on his Lot or by any beneficiary of a first deed of trust encumbering his Lot. All such insurance shall be in an amount as near as practicable to the full replacement value of the building and appurtenant Improvements, without deduction for depreciation or coinsurance. 8.6 Variances, Other Operations and Uses. •ft/prtd8.6.L Variances. . The GoiS>i>*ae is hereby authorized and empowered to grant variances for commercial or retail uses within the Business Center in addition to those listed in Subsection 8.2.1 and to further grant reasonable variances from the provisions of this Declaration, or any portion" hereof, in order to overcome practical difficulties and to prevent unnecessary hardship in the application of the provisions contained herein. Provided, however, that the Owner seeking the variance has obtained all acquired governmental approvals and the variances do not materially injure any of the Lots or Improvements in the Business Center, and shall otherwise be subject to and conform with all applicable laws, ordinances, rules and regulations, including but not limited to zoning regulations, of any governmental agency or political entity having jurisdiction over the Business Center. No variance granted pursuant to the authority granted herein shall constitute a waiver of any provision of this Declaration as applied to any person or real property. 8.6.2 Specially Permitted Operations and Uses. Operations and uses which are neither specifically prohibited nor specifically authorized by this Declaration may be permitted in a specific case if approved in writing by the Committee and permitted by the City of Carlsbad. Approval or disapproval shall be based upon consideration of the effect of such operations or uses on other property subject to this Declaration upon the occupants thereof. ARTICLE IX 4 FUNDS AND ASSESSMENTS 9.L Creation of Lien and Personal Obligation for Assessments. Declarant, for each lot owned within the Business Center, hereby covenants, and each Property Owner, by acceptance of a deed therefor, whether or not it shall be so expressed in such deed, Is deemed to covenant and agrees to pay to the Association: (a) regular assessments as hereinafter described, (b) special assessments, such assessments to be established and collected as hereinafter DEE093085 22 - 1371 provided and (c) such ocher assessments which the Board is authorized to levy pursuant to the provisions of this Declaration-^ The regular and special assessments, together with interest, costs and reasonable attorney's fees, shall be a charge on the land and shall be a continuing lien upon the Lot against which each such assessment is made, the lien to be effective upon recordatlon of a notice of delinquent assessments. Each such assessment, together with interest, costs and reasonable attorney's fees, shall also be the personal obligation of the person who was the Owner of such Lot at the time when the assessment fell due. The personal obligation for delinquent assessments shall not pass to his successors in title, unless expressly assumed by them. If more than one person or entity was the Owner of a Lot, the personal obligation to pay such assessment or installment respecting such Lot shall be both joint and several. 9.2 Purpose of Assessments. The assessments levied by the Association shall be used exclusively to enhance, maintain and protect the desirability, attractiveness and safety of the Business Center and for the improvement and maintenance of the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas and Storm Drain System, and to reimburse the Association for the costs incurred in bringing a Property Owner into compliance with the Articles, By-laws, Declaration and Rules and Regulations adopted by the Board. 9.3 Budgets and Financial Statements of the Association. The following" financial information shall be regularly prepared and distributed by the Board to all Members of the Association: 9.3.1 Prior to the beginning of each fiscal year of the Association, the Board shall prepare or cause to be prepared and distribute to all Members of the Association an operating budget for each fiscal year setting forth the estimated revenues and"expenses for said fiscal year and the total cash reserves of the Association currently available for expenditures. 9.3.2 After the close of the Association's fiscal year the Board shall prepare and distribute to each Member a balance sheet and operating (income) statement for the fiscal year. 9.4 Funds. The Association shall establish and maintain an operating fund (the "Maintenance and Operation Account") into which the Board shall deposit all funds paid to the Association as maintenance and operation assessments. The Association shall also maintain a reserve fund ("Reserve Account") into which the Board shall deposit all funds collected as reserves for contingencies and the repair and replacement of Improvements. All funds shall be held in trust by the Association for the use and benefit of its Members and shall only be used for and apply to the common specific purpose for each assessment as hereinafter set forth. 9.5 Regular Assessments. 9.5.1 Purpose. Regular assessments shall be used exclusively for all expenses Incurred by the Association for (a) the administration, operation and maintenance of the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas and Storm Drain System; and (b) carrying out the duties and obligations required under this Declaration. DEE093085 23 - 1372 « 9.5.2 Dace of Commencement of Regular Assessments. The regular assessments provided for in this Article IX shall commence as co all Lots on the first day of the month following the conveyance of the first Lot to a Property Owner; provided, however, that the Declarant may. at its option delay the start of regular assessments so long as Declarant performs all maintenance and other obligations of the Association at its sole cost and expense. The first regular assessment shall be adjusted according to the number of months remaining in the calendar year. 9.5.3 Budget. Not more than sixty (60) days before the beginning of each fiscal year of the Association, the Board shall meet for the purpose of establishing the regular assessment for the forthcoming fiscal year. At such meeting the Board shall review the proforma operating statement or budget prepared in accordance with Section 9.3 above, and written comments received from any Member and any other information available to it and, after making any adjustments that the Board deems appropriate, without a vote of the Members of the Association, shall establish the regular assessment for the forthcoming year; provided, however, that the regular assessment may not increase in any subsequent year by more than twenty percent (20Z) above the regular assessment for the previous year. Any Increase in the amount of the regular assessment in excess of twenty percent (20%) shall require the vote or written consent of the Association Members, including the Declarant, owning a majority of the Gross Acres in-the Business Center. 9.5.4 Payment of Assessments. Regular assessments shall be due and payable by the Owners to the Association in advance in four (4) equal quarterly installments, on or before the first day of January, April, July and October of each calendar year, or in such other manner as the Board shall designate. 9.6. Special Assessments. 9.6.1 Purpose. Special assessments may be levied by the Board if the Board determines that the estimated- total amount of funds necessary to defray the expenses of the Association for a given fiscal year is or will become inadequate to meet expenses due to unanticipated delinquencies, costs of construction or unexpected repairs, replacements or reconstruction of the capital improvements in the Landscape Maintenance Areas, Landscape Entry Treatment areas, Landscape Access Areas and Storm Drainage System, or if funds are otherwise required for any authorized activity of the Association. 9.6.2 Budgeting. The Board shall determine the approximate amount necessary to defray the expenses set forth in Subsection 9.6.1 above, and, if the amount is approved by a majority vote of the Board, it shall become, a special assessment; provided, however, that the Board may, in its discretion, pro rate such special assessment over the remaining months of the fiscal year or levy the assessment immediately against each Lot. Any special assessment in excess of ten percent (10Z) of the budgeted gross expenses of the Association for the fiscal year in which a special assessment is levied shall require approval by a majority of the voting power vote of the members of the Association, including Declarant. 9.5.3 Time and Manner of Payment. Special Assessments shall be due and payable within fifteen (15) business days after a Member receives written DEE093085 24 v 1373 notice from the Board specifying the amount of the special assessment, unless the Board specifies in such nocice a later date for. payment. 9.7 Reimbursement Assessment. The Board may levy a reimbursement assessment againsc any Owner who fails to comply vich this Declaration, the Rules and Regulations or the Architectural and Development Guidelines in an amount equal to any monies expended by the Association in performing its functions under this Declaration or in the imposition of a fine or penalty pursuant to this Declaration. 9.8 Capital Improvement Assessment. 9.8.1 Purpose. Capital improvement assessments may be levied by the Association in any assessment year, applicable to that year only, for the purpose of defraying, in whole or in part, the cost of construction of any Improvements deemed reasonably necessary by the Board for the benefit of the Business Center provided that any capital improvement assessment in excess of five (SZ) of all assessments budgeted for that fiscal year shall require approval by vote or written consent of a majority of the voting power of the Members of the Association, including Declarant. 9.8.2 Time and Manner of Payment. Capital improvement assessments shall be due and payable by all Owners in such installments and during such period or periods as the Board shall designate for the payment thereof. 9.9 Rate of Assessment. All assessments (other than a special assessment levied against a Property Owner to bring the Property Owner or his Lot into compliance with the Declaration, Articles, By-laws or rules and regulations of the Board) shall be fixed based upon the proportion of Gross Acres of land owned by each Owner in relationship to the total Gross Acreage in the Business Center. In the event of resubdivision of any Lots, the assessment shall be reallocated to such resubdivided Lots based upon the number of gross acres in the resubdivided Lot to the total Gross Acres of the Lot before resubdivision. 9.10 Estoppel Certificate. The Board, on not less than twenty (20) days, prior written request accompanied by a copy of an ALTA survey furnished by Owner, shall execute, acknowledge and deliver to the party making such request a statement in writing stating whether or not to the knowledge of the Association, a particular Owner is in default as to his Lot under the provisions of this Declaration and further stating the dates to which installments of assessments, regular or special, have been paid as to such Lot. Any such certificate may be relied on by any prospective purchaser of the Lot, but reliance on such certificate may not extend to any default not involving the payment*of assessments of which the signer had no actual knowledge. 9.11 Collection of Assessments; Liens. 9.11.1 Right to Enforce. The right to collect and enforce assessments is vested in the Board acting for and on behalf of the Association. The Board or its authorized representative, can enforce the obligations of the Owners to pay assessments provided for in this Declaration by commencement and maintenance of a suit at law or in equity, or the Board may foreclose by judicial DEE093085 25 1374 proceedings or through che exercise of the power of sale pursuant to Subsection 9.1L.2 below enforce che lien rlghcs created. Suit to recover a money judgment for unpaid assessments, together with all other amounts described in this Subseccion 9.11.1 shall be maintainable without foreclosing or waiving the lien rights. Notwithstanding anything else to the contrary herein, a monetary penalty imposed by the Association as a disciplinary measure for failure of a Member to comply with governing inscrumencs or as a means of reimbursing che Associacion for coses incurred by che Associacion in che repair of damage Co che Landscape Maintenance Area, Landscape Entry Treatment Areas, Landscape Access Areas, Storm Drain System or che other Improvements for which the Member was allegedly responsible or in bringing the Member into compliance wich Che governing inscrumencs of the Association may not be characterized nor treated as an assessment which may become a lien against Che Member's Lot enforceable by a sale of che incerest hereunder. The limitation in the preceding sentence, however, does not apply to charges imposed against a Member consisting of the late payment penalcies for delinquent assessments and/or charges to reimburse the Association for the loss of inceresc and for coses reasonably incurred (including accorney's fees) in effores co collect delinquent assessments. 9.11.2 Creation of Lien. If chere is a failure to pay any assessment within fourteen (14) days after the due dace, or installment on a Loc. any amounts that are delinquent, Inceresc at che race of ten percent (10Z) per annum and a lace charge of five percent (5Z) on the outstanding balance and all costs that are incurred by the Board or its authorized representative in che collection of che amounts, including reasonable accorney's fees, shall be a lien againsc such Loc upon Che recordaCion in che Office of che Councy Recorder of San Diego Councy of a nocice of assessment as provided in California Civil Code, Section 13S6. The nocice of assessment shall noc be recorded unless and until che Board or its authorized representative has delivered to the delinquent Owner or Owners, not less than fifteen (15) days before the recordaCion of che nocice of assessment, a wriccen nocice of defaulc and a demand for paymenc, and unless such delinquency has noc been cured within said fifteen (15) day period. The lien shall expire and be void unless, within one (1) year after recordaCion of the notice of assessment, the Board or its authorized representative records a notice of default as provided hereinafter or institutes judicial foreclosure proceedings with respect co such lien. 9.11.3 Notice of Default; Foreclosure. Noc more chan one (1) year nor less than fifteen (15) days after the recording of che notice of assessment, the Board or its authorized representative can record a notice of default and can cause the Lot -with respect to which a nocice of defaulc has been recorded co be sold in che same manner as a sale is conducted under California Civil Code, Sections 2924, 2924b and 2924c, or through judicial foreclosure. However, as a condition precedent co che holding of any such sale under Section 2924c appropriate publication shall be made. In connection with any sale under Section 2924c the Board is authorized to appoint its attorney, any officer or director, or any citle insurance company auchorized co do business in California as crustee for purposes of conducting the sale. If a delinquency is cured before sale, or before completing a judicial foreclosure, che Board or its auchorized DEE093085 26 1375 representative shall cause Co be recorded in the office of Che county recorder of the county in which the development is located a certificate setting forth the satisfaction of such claim and release of such lien upon payment of actual expenses incurred, including reasonable attorneys1 fees by any delinquent Ovner. On becoming delinquent in the payment of any assessments, or installments each delinquent Ovner shall be deemed to have absolutely assigned all rent, issues and profits of his Lot to the Association and shall further be deemed to have consented to the appointment of a receiver (which appointment may, at the election of the Association, be enforced by the Association through specific performance). The association, acting on behalf of the Owners, shall have the power to bid upon the Lot at foreclosure sale and to acquire, hold, lease, Mortgage and convey the Lot. 9.12 No Offsets. All assessments shall be payable in the amounts specified by the particular assessment and no offsets against such amount shall be permitted for any reasons. Including, without limitation, a claim that the Association is not properly exercising its duties of maintenance, operation or enforcement. 9.13 Subordination of the Lien to First Mortgages. The lien of assessment herein shall be subordinate and subject only to the lien of any first Mortgage now or hereafter placed upon any Lot subject to assessment which has been made in good faith and for value recorded in the Office of the San Diego County Recorder prior to the recordation of any such assessed lien, and the sale or transfer of any Lot pursuant to judicial or non-judicial foreclosure of a first Mortgage shall extinguish the lien of such assessments as to payments which became due prior to such sale or transfer. No sale or transfer shall relieve such Lot from lien rights for any assessments thereafter becoming due nor from the lien of any subsequent assessment. Where the Mortgagee of a first Mortgage or other purchaser of a Lot obtains title to the same as a result of foreclosure, such acquirer of title, his successors and assigns, shall not be liable for the share of the common expenses or assessments by the Association chargeable to such Lot which became due prior to the acquisition of title to such Lot by such acquirer, except for a share of such charges or assessments resulting from a . reallocation of such charges or assessments which are made against all Lots. 9.14 Transfer of Property. After transfer or sale of any Lot within the Business Center, the selling Owner or Owners shall not be liable for any assessment levied on his Lot after the date of such transfer of ownership and written notice of such transfer is delivered to the Association. The selling Owner shall still be responsible for all assessments and charges levied on his Lot prior to any such transfer. * 9.15 Failure to Fix Regular Assessments. The omission by the Board to fix the regular assessments hereunder before the expiration of any year, for that or the next year, shall not be deemed wither a waiver or modification in any respect of the provisions of this Declaration or a release of the Owner from the obligation to pay the assessments or any installment thereof for chat or any subsequent year, but the assessment fixed for the preceding year shall continue until a new assessment is fixed. DEE093085 27 v 1376 9.16 Association Funds. The assessments collected by the Association shall be property deposited into two (2) separate accounts with a savings and loan association or bank selected by the Board, which accounts shall be clearly designated as the Maintenance and Operation Account and the Reserve Account. The funds collected shall be deposited into the appropriate accounts and said accounts shall be separately maintained by Che Association. Upon sale or transfer of any Lot by any Owner, the Owner's interest in such accounts shall be deemed automatically transferred to the successor transferee of such Owner. In the event the Board retains a. professional management service, the Board may delegate the authority to deposit or withdraw funds to responsible representatives of the professional management agent so retained. Said professional management agent may additionally be authorized to establish a common trustee account for deposit of assessments as collected. 9.17 Book of Accounts. The Board shall maintain full, complete and correct books of account of the operation of the Business Center. The books of account shall be available for inspection by any Lot Owner during reasonable business hours. Any Lot Owner, or the duly authorized representative thereof, may at any time and at his own expense cause an audit or inspection to be made of the books and records of the Association for any period not previously audited. The Board may, at its option, cause an audit to be made at the Association's cost atrd" expense. Said books and records shall accurately detail the receipts and expenditures affecting the Landscape Maintenance Areas, Landscape Installation Areas, Landscape Entry Treatment Areas, Landscape Access Areas and Storm Drainage .System specifying and itemizing the maintenance and repair expenses of the Landscape Maintenance Areas, Landscape Installation Areas, Landscape Entry Treatment Areas, Landscape Access Areas and Storm Drainage System and any other expenses incurred. ARTICLE X DESTRUCTION OF' BUSINESS CENTER 10.1 Bids and Insurance Proceeds. As soon as practicable after the damage or destruction of all or any portion of the Landscape Maintenance Areas, Landscape Entry Treatment Areas; or Storm Drain System, the Board shall (1) obtain bids from at least two (2) reputable contractors, licensed in California, which bids shall sec forth in detail che work required to repair, reconstruct and restore such damaged or destroyed portions of the Landscape Maintenance Areas, Landscape Entry Treatment Areas. Landscape Access Areas or Storm Drain System to substantially the same condition as existed prior co such damage and the itemized cost of such work, and (11) determine the amount of all insurance proceeds available to the Association for the purpose of effecting such repair, reconstruction and restoration. 10.2 Sufficient Insurance Proceeds. If upon such damage or destruction the insurance proceeds available to che Association are sufficient Co effect the total repair, reconstruction and restoration of the damaged or destroyed portions of the Landscape Maintenance Areas, Landscape Access Areas or Storm Drain System, then the AssociaCion shall cause such to be repaired, reconstructed and restored to substantially che same condition as Che same existed prior co such damage or destruction. DEE093085 28 v 1377 10.3 Insurance Proceeds Insufficient. If.upon such damage or destruction Che proceeds of insurance available co the Association are insufficient to cover the cost of repair, reconstruction and restoration of the damaged or destroyed portions ot the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas or Storm Drain System, the Board shall then be authorized to specially assess all Lots proportionate to the Gross Acres of land in each Lot in relationship to the total Gross Acreage in the Business Center for all additional funds needed to comply with the obligation of the Association to maintain the Landscape Maintenance Areas, Landscape Entry Treatment Areas, Landscape Access Areas or Storm Drain System in accordance with Article IX hereof. ARTICLE XI DURATION. MODIFICATION AND REPEAL 11.1 Duration of Protective Covenants. This Declaration shall continue and remain in full force and effect at all times with respect to the Business Center and each part thereof, now or hereafter made subject thereto (subject, however, to the right to amend and repeal as provided in Section 11.2) for a period-™-~ commencing on the date of the recordatlon of this Declaration with the Office of the County Recorder of San Diego County, California, and ending on March 1, 2014; unless, within one (1) year prior to March 1, 2014, there shall be recorded an Instrument extending the term of this Declaration signed by the Property Owners owning not less than seventy-five percent (75Z) of the Gross Acres in the Business Center. 11.2 Termination and Modification. This Declaration, or any provisions hereof, may be terminated, extended, modified or amended, by the written consent of the (1) Declarant alone, until such time as Declarant has conveyed seventy-five percent (752) of all Lots to Property Owners other than Declarant, (11) a vote of all Property Owners holding at least two-thirds (2/3) of the votes of all Property Owners in the Business center after such time as Declarant has conveyed at least seventy-five percent (75Z) but not one hundred percent (10QZ) ot all. Lots to Property Owners other than Declarant, or (ill) a vote of Property Owners holding at least two-thirds (2/3) of the votes of all Property Owners in the business Center after Declarant has conveyed one hundred percent (100Z) of all Lots to property Owners, other than Declarant; provided, that each such termination, extension, modification or amendment shall apply uniformly to all property in the Business Center; and further provided, however, that so long as Declarant owns any part of the Business Center or for a period of fifteen (15) years from the date of recordation hereof, whichever is shorter, no such termination, extension, modification or amendment shall be effective without the written approval of Declarant thereto. No such termination, extension, modification or amendment shall be effective until a written instrument setting forth the terms thereof is duly executed by the .Board and Declarant, in the event Declarant's approval is required; provided, however, that any part of the Business Center which is subsequently conveyed or dedicated by Declarant for use as a public roadway or other public use may be conveyed or dedicated free and clear of this Declaration by execution and delivery of a deed by Declarant to the appropriate governmental body. DEE093085 29 - 1378 11.3 Approval of Adjacent Property Owner. Notwithstanding the provisions of Section 11.2 above, no amendment which materially or substantially affects the uses and restrictions imposed by this Declaration, including but not limited to the obligations or ability of the Association to maintain the Landscape Maintenance Areas, Landscape Installation Areas, Landscape Entry Treatment Areas, Landscape Access Areas and the Storm Drain System, shall be valid unless the prior written consent of Theodore E. Gildred or Paul K. Tchang ("Adjacent Owners") as owners of the real property adjacent to the Business Center and as owners of at least fifty percent (50Z) of Che entity owning real property adjacent to the Business Center is obtained. Said adjacent real property is more particularly described on attached Exhibit "G". Said approval to any such amendment by the Adjacent Owners shall not be unreasonably withheld. So long as the Adjacent Owners own any of the real property or own at least fifty percent (50Z) of the entity owning any of the real property described in Exhibit "G", the Adjacent Owners shall have the right of approval set forth herein. Said right of approval is personal in nature as to the Adjacent Owners or their heirs only, and shall not be binding upon and inure to the benefit of the subsequent purchasers and/or owners of all or any portion of the adjacent real property set forth in Exhibit "G". Provided, however, in the event the Adjacent Owners or their heirs have at least a fifty- percent (50Z) interest in said subsequent purchasers and/or owners the right of approval set forth above shall also be binding upon and" insure to the benefit of such subsequent purchasers and/or owners. Said right of approval cannot be assigned by the Adjacent Owners, their heirs or such subsequent purchasers and/or owners. ARTICLE XII ENFORCEMENT 12.1 Enforcement by Board. 12.1.1 Improvements and Unimproved Lots. All Improvements and Lots shall be maintained in an attractive, sightly and well-kept condition and in accordance with th« approved plans and specifications therefore. In the event any such Improvement or Lot is not so maintained, the Board shall notify the Property Owner or Lessee in writing by registered mail that said Improvement or Lot is not being properly maintained. If such maintenance is not effected by Che Propercy Owner or Lessee wichin thirty (30) days from che dace upon which che Board sent such notice to che Property Owner or Lessee, the Board, or its designee, shall have the right to the extent permitted by applicable laws, to enter upon the Lot for the purpose of maintaining, restoring or repairing said Improvement or Lot. The costs incurred by the Board in restoring, maintaining or repairing said Improvement or Lot plus twenty-five percent (25Z) allowance for overhead shall be borne by the Property Owner or Lessee and shall be paid on demand to the Board or to such other person or entity designated by such Board. 12.1.2 Remedies Upon Failure to Install Landscaping. In Che event the landscaping approved pursuant to Subsection 7.2.3.2 of Article VII above has not been installed within the required period, the Board shall notify the Property Owner or Lessee in writing thac che landscaping is co be installed within thirty (30) days from the daCe of such notice. If the landscaping has not been" Installed within such additional thirty (30) day period, the Board or its designated agent shall have the right to che extent permitted by applicable laws, DEE093085 30 v 1379 to enter upon the Lot for the purpose of installing the approved landscaping. The costs incurred by the Board for installing such landscaping plus a twenty-five percent (25%) allowance for overhead shall be borne by the Property Owner or Lessee and shall be paid on demand to the Board, or to such other person or entity designated by such Board. 12.1.3 Parking. Adequate off-street parking shall be provided by each Property Owner in accordance with Subsection 7.2.5 of Article VII above. In the eve,nt any employee, visitor, business invitee or company vehicles are parked on any street, the Board shall notify the Property Owner or Lessee concerned in writing by registered mail that on-street parking is occurring; If such on-street parking continues to occur five (5) days after the date upon which the Board sends such notice to the Property Owner or Lessee, the Board, or its designee, shall have the right to assess a fine of Two Hundred Fifty Dollars ($250.00) for each day such on-street parking continues to occur five (5) days after notice is sent, and such amounts shall be paid upon demand to the Board, or to such other person or entity designated by the Board. 12.1.4 Liens. Until paid, the costs including interest and attorney's fees, incurred by the Association for the enforcement of this Declaration and/or (i) the cost incurred for maintenance and overhead provided under subsection 12.1.1 above and/or (ii) the cost incurred for landscaping and overhead provided under Subsection 12.1.2 above and/or (iii) the cost incurred for towing and/or fines provided for under Subsection 12.1.3 above, shall be a lien upon the real property of the Property Owner or upon the leasehold interest of the Lessee and the Improvements on such Lot which may be enforced by Declarant in the same manner provided in Section 9.11 of Article IX above for the enforcement of liens. 12.2 Abatement and Suij:. 12.2.1 Preventive Remedies. Declarant and/or the Association may proceed at law or in equity to prevent the violation of this Declaration and easements. Declarant and/or the Association or their duly authorized agents shall have the right, upon violation of breach of any restriction set forth herein, if such violation or breach continues for a period of thirty (30) days after written notice thereof, to enter upon the Lot where such violation or breach exists, and summarily to remove at the expense of the Owner, Lessee or Occupant thereof, any structure, thing or condition that may be or exist thereon contrary to the intent and meaning of the provisions hereof. 12.2.2 Declarant and/or Association's Rights. During reasonable hours. Declarant, or its authorized representative, shall have the right to enter upon and inspect any Site or Lot and the Improvements thereon erected for the purpose of ascertaining whether or not the provisions of this Declaration have been or are being complied with, and shall not be deemed guilty of trespass by reason of such entry. Declarant and/or the Association, or their duly authorized agents, shall have the additional right at any time and from time to time following violation or breach of this Declaration to prosecute a proceeding at or in equity against the person or persons who have violated or are attempting to violate any -of the provisions of this Declaration, to enjoin or prevent them from doing so, to cause said violation to be remedied, and to recover damages for said violation. DEE093085 31 , 1380 12.2.3 Other Parties' Rights. After request upon and/or the Association to prevent .any violation of this Declaration, and failure to act by Declarant or the Association, the City, any Property Owner or Lessee shall additionally have all enforcement rights provided for in this Declaration. In addition, any other party to whose benefit this Declaration inures shall have the right in the event of violation or breach of this Declaration, to prosecute a proceeding at law or in equity against the person or persons who have violated or are attempting to violate this Declaration, to enjoin or prevent them from doing so, tor cause said violation to be remedied and to recover damages for said violation. 12.2.4 Cumulative Remedies. The remedies hereby specified are cumulative, and this specification shall not be deemed to preclude any aggrieved person's resort to any other remedy at law, in equity or under any statute. 12.2.5 Waiver of Civil Code of Procedure Section 731(a). Every owner and Occupant of a Lot subject to these restrictions expressly waives the benefit of California Code of Civil Procedure Section 731(a) and any other comparable statute or rule, and agrees that such violation or breach may be enjoined whether or not monetary damages may be provided or provable. 12.3 Deemed to Constitute a Nuisance. The result of every action or omission whereby the provisions of this Declaration are violated in whole or in part is hereby declared to constitute a nuisance, and every remedy allowed by law or equity against any Property Owner, Lessee, Licensee or Occupant shall be applicable in respect to every such result and may be exercised by Declarant, the Association or any Property Owner or Lessee to whose benefit this Declaration inures. 12.4 Attorney's Fees. In any legal or equitable proceeding to determine the rights of the parties to enforce or restrain the violation of this Declaration, the losing party or parties, as determined by the hearing officer or tribunal for this purpose, shall pay the reasonable attorney's fees, legal costs and expenses of the prevailing party or parties. 12.5 Failure to Enforce Not a Waiver of Rights. No delay or failure on the part of an aggrieved party to invoke any available remedy in respect to a violation of any of this Declaration shall be held to be a waiver by that part of (or an estoppel of that party to assert) any right available to him upon the recurrence or continuance of said violation or the occurrence of a different violation, nor shall there be construed upon Declarant or the Association, a duty to take any action to enforce the provisions of this Declaration. ARTICLE XIII MISCELLANEOUS PROVISIONS 13.1 Assignment of Rights and Duties. Any and all of the rights, powers and reservations of Declarant herein contained may be assigned to any person, corporation or to any association which will assume the duties of Declarant pertaining to the particular rights, powers and reservations assigned. Upon such DEE093085 32 - 1331 assignment any such person, corporation or the Association shall, evidencing its consent in writing to accept such assume such duties, have, to the extent of such assignment, the same rights and powers and be subject to the same obligations and duties as are given to and assumed by Declarant herein, including its heirs, successors and assigns. Any assignment or appointment made under this Section shall be in recordable form and shall be recorded in the Office of the County Recorder of San Diego County, California. Notwithstanding any .provision of this Declaration to the contrary, Declarant may, at any time, relieve itself of its rights and obligations under this Declaration by filing in the Recorder's Office of San "Diego County, California, a notice stating that Declarant has surrendered said rights and obligations and upon the recording of such notice, even if it is not specified therein, said powers and obligations shall immediately vest in the Owners of Lots holding a majority of the votes of all Property Owners or an association of Property Owners if an association then exists. If at any time Declarant ceases to exist and has not made such an assignment, the rights and obligations of Declarant shall automatically vest in the Association. 13.2 Constructive Notice and Acceptance. The Property Owner, Lessee, Licensee or Occupant, by acceptance of a deed conveying title to any part of the Business Center, or the execution of a contract for the purchase thereof, or the acceptance of a lease or license therefore, or the taking possession thereoTT" whether from Declarant or a subsequent Property Owner or Lessee, shall accept such deed, contract, lease, license or possession upon and subject to each and all of the provisions of this Declaration and to the rights and powers of Declarant and its successors and assigns, and by such acceptance shall for himself, his heirs, personal representatives, successors and assigns, covenant, consent and agree to and with Declarant, its successors and assigns, and to and with the other Property Owners a"nd Lessees to keep, observe, comply with and perform the provisions of this Declaration whether or not any reference to this Declaration is contained in the instrument by which such person or entity acquired said real property. Every person or other entity who now or hereafter owns or acquires any right, title or interest in or to any portion of the Business Center is and shall be conclusively deemed to have consented and agreed to the. Declaration, whether or not any reference to this Declaration is contained in the instrument by which such person or entity acquired an interest in said real property. 13.3 Waiver. Neither Declarant, the Association or any member thereof nor their successors or assigns, nor Property Owner nor Lessee shall be liable to any other Property Owner, Lessee, Licensee or Occupant of .any real property subject to this Declaration by reason of any mistake in judgment, negligence, nonfeasance, action or inaction in regard to the enforcement or failure to enforce the provisions of the Declaration or any part thereof. Every Property Owner, Lessee, Licensee or Occupant, by acquiring his interest in the Business Center agrees that he will not bring any action or suit against Declarant, its successors and assigns or the Association or any member thereof, from time to time to recover any such damages or to seek equitable relief. This Section 13.3 shall not prevent the enforcement of any legal or equitable right of one Property Owner against another. 13.4 Mutuality and/or Reciprocity Runs with Land. This Declaration is made for the direct, mutual and reciprocal benefit of each and every Lot of the DEE093085 33 •" 1382 business Center; shall create mutual, equitable servitudes upon each Lot of the Business Center in favor of every other Lot of the Business Center; shall create reciprocal rights and obligations between the respective Property Owners and privity of contract and estate between all grantees of real property in the Business Center, their heirs, successors and assigns; and shall, as to the Property Owner of each Lot of the Business Center, his heirs, successors and assigns, operate as covenants running with the land, for the benefit of all other Lots of the Business Center.r 13.5 Rights of Mortgages. No breach of this Declaration shall defeat or render invalid the lien of any security instrument now or hereafter executed upon any part of the Business Center except as provided in Subsection 7.1.4 above. Provided, however, that if any portion of said real property is sold under a foreclosure of any security instrument or is conveyed to the party so secured in lieu of foreclosure, any purchaser at such sale or any such grantee and his successors and assigns shall hold any and all real property, so purchased or acquired, subject to the provisions of this Declaration. 13.6 Retained Rights; Waiver of Compliance. Wherever it appears in this Declaration that the Declarant has the right to waive compliance with certain- provisions, the right to approve or deny certain matters or the right to exercise its discretion in various areas, these rights of the Declarant are expressly reserved or retained by the Declarant, and all of the provisions of this Declaration are subject to the retained and reserved rights of the Declarant. 13.7 Reservation of Utility Easements. Declarant hereby reserves for its own use and benefit, and for the use and benefit of each of its grantees and their successors and assigns, easements for the location, installation and maintenance of utilities of convenience or necessity as may be requested or required by Declarant or its grantees and their successors and assigns. The Owner of any Lot within the Business Center and any of his assignees, Lessees, Licensees or other Occupants shall have the right at all reasonable times to enter upon the land covered by said easements and to install, maintain, repair and service utilities thereon for the use and benefit of his own respective Lot. Provided, however, that any such person shall restore said land, at his own expense to, as nearly as practicable, the same condition as existed prior to such entry. The Owner of any Lot shall have the right to assign the benefit and use of any such easement to any electric company, gas company, telephone company, flood control district, or other public utility or to the State of California, or any subdivision thereof for the purpose of installing, operating and maintaining utilities and any drainage easements and enforcing the current easement rights. For the purpose thereof, "utilities" shall include electricity, gas mains and lines, water distribution lines, storm water sewers, sanitary sewers, telephone and telegraph cables and lines, and other similar or related facilities commonly regarded as utilities. No conveyance by Declarant of any Lot or Site within the Business Center, or any interest therein, shall be deemed to be, or construed as a conveyance or release of the easements herein reserved, even though such conveyance purports to convey such Lot or Lots in fee simple or purports to convey Declarant's entire interest therein; but, notwithstanding the foregoing, Declarant reserves the right unto itself, and Declarant shall have the right to express language to such effect, from time to time, to release any segment or area of the above reserved easements provided that Declarant causes any utility DEE093085 34 - 1383 or utilities existing therein to be relocated without expense to the users thereof and without any unreasonable interruption of any utility service furnished through the easement to be released. 13.8 Severance of a Lot. If at any time hereafter, any segment of the Business Center is severed from the main body of the Business Center by any limited access highway (i.e., a highway, access to which is permitted only, through officially established interchanges and direct access to which from adjacent properties is prohibited) Declarant, or the Property Owner of the Lot so severed, shall have the right to release the Lot so severed from the force and effect of this Declaration and, upon recordation of such an instrument, such Lot shall be released free and clear of the provisions of this Declaration with the same force and effect as though such Lot had not originally been included within the Business Center. After any such release, no Property Owner, transferee, Occupant, Lessee or Licensee of any such Lot shall be bound by or entitled to enforce or have any right or benefit pursuant to this Declaration. For purposes of this Section 13.8, a Lot shall be deemed severed from the Business Center if and when any such limited access highway intervenes between such Lot and the main body of the Business Center, even though access is provided by way of an overpass, an underpass, or crossroad between such Lot and the^maJLn body of the Business Center. 13.9 Paragraph Headings. Paragraph headings, where used herein, are inserted for convenience only and are not intended to be a part of this Declaration or in any way to define, limit or describe the scope and intent of the particular paragraphs to which they refer. 13.10 Effect of Invalidation. If any provision of this Declaration is held to be invalid by any court, the invalidity of such provision shall not affect the validity of the remaining provisions of this Declaration and all remaining provisions shall continue unimpaired, in full force and effect. 13.11 Notices. Any and all notices or other communication made pursuant hereto shall be in writing and shall be deemed properly delivered, given or served to Declarant (i) when personally delivered against receipted copy, or (ii) four (4) business days after being mailed by certified or registered mail, postage prepaid; in either case (i) or (ii) to the Declarant at the following address: KAISER DEVELOPMENT COMPANY 2121 Palomar Airport Road, Suite 201 P. 0. Box 308 Carlsbad, CA 92008 For the purpose of this Section, Declarant may change its address by recordation of a Notice of Change of Address in the Office of the County Recorder of San Diego County, California. Any notice to any Property Owner shall be deemed duly served (i) when personally delivered against receipted copy, or (ii) four (4) business days after mailing by certified or registered mail, postage prepaid, in either case (i) or (ii), to the last known address of the Owner-of the real property so owned, leased or occupied. DEE093085 35 1384 IN WITNESS WHEREOF, Declarant has executed this Declaration, as of the day and year first above written. KAISER DEVELOPMENT COMPANY, a California corporation Frank W. Rice, Jr. Regional Vice President STATE OF CALIFORNIA ) ) COUNTY OF SAN DIEGO ) ss. On October 9 , 1985, before me, the undersigned, a Notary Public in and for said State, personally appeared FRANK W. RICE, JR. personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as the Regional Vice President of the Corporation that executed the within instrument and acknowledged to me that such corporation executed the within instrument pursuant to its by-laws or a resolution of its Board of Directors. WITNESS my hand and official seal. OFFICIAL SEAL SHIRLEY E. McGUIRE Notary Pub'ic California Principal Office In , San Diego Count> My Comm. Exo. Scot 23. 1987 DEE093085 Ifi EXHIBIT "A" Lota 1 through 22, inclusive/ of CARLSBAD TRACT NO. 74-21 in the City of Carlsbad/ County of San Diego/ State of California/ according to Map thereof NO. 10372/ filed in the Office of the County Recorder of San Diego County/ADrrli3. 1Qfl9- *April 13, 1982. TICOR TITLE INSURANCE - 1386 ENGINEER'S DESCRIPTION ENGINEER'S NAME : R. PROVENCE ORDER NO. 1071781 L DATE ' : SEPTEMBER 19, 1985 PARCEL 1: ALL THAT PORTION OF LOT "B" OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. .823, FILED IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, BOUNDED AND DESCRIBED AS FOLLOWS: * COMMENCING AT THE NORTHWEST CORNER OF LOT "B" OF SAID RANCHO AGUA HEDIONDA, AS SHOWN ON RECORD OF SURVEY NO. 517, FILED IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 30, 1935; THENCE ALONG THE BOUNDARY OF SAID LOT AS SHOWN ON SAID MAP NO. 517, SOUTH 89°45' EAST 5173.00 FEET TO THE SOUTHEAST CORNER OF LOT "D" OF SAND RANCHO AGUA HEDIONDA; THENCE CONTINUING ALONG THE BOUNDARY OF SAID LOT "B", SOUTH 89°53' EAST 2666.00 FEET AND SOUTH 0°17'57" EAST 2657.96 FEET - RECORD SOUTH 0°32'00" EAST 2655.2 FEET - TO POINT 14 OF SAID LOT "B" AS SAID POINT 14 IS DESIGNATED ON SAID MAP NO. 823; THENCE ALONG THE BOUNDARY OF SAID LOT "B", SOUTH 89°54'00" EAST 2362.36 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID BOUNDARY, SOUTH 89°54'00" EAST 1109.57 FEET; THENCE SOUTH 3°05'08" EAST 5839.45 FEET TO THE SOUTHERLY BOUNDARY OF SAID LOT "B"; THENCE ALONG SAID SOUTHERLY BOUNDARY, SOUTH 79°09'09" WEST -RECORD SOUTH 79°12' WEST -645.60 FEET TO AN ANGLE POINT THEREIN; AND NORTH 73°54'02" WEST - RECORD NORTH 73°50' WEST - 495.70 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS SOUTH 3°05'08" EAST FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH 3°05'08" WEST, A DISTANCE OF 5825.40 FEET TO THE TRUE POINT OF BEGINNING. EXCEPTING THEREFROM ALL THAT PORTION LYING SOUTHERLY OF THE NORTHERLY LINE OF CARLSBAD TRACT NO. 74-21, ACCORDING TO MAP 10372, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 13, 1982. PARCEL 2: ALL THAT PORTION OF LOT "B" OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, BOUNDED AND DESCRIBED AS FOLLOWS: EXHIBIT "A-l" TICOR TITLE INSURANCE 1337 COMMENCING AT THE NORTHWEST CORNER OF LOT "B" OF SAID RANCHO AGUA HEDIONDA AS SHOWN ON RECORD OF SURVEY NO. 517, FILED COUNTY RECORDER OF SAN DIEGO COUNTY, THENCE ALONG THE BOUNDARY OF SAID LOT AS SHOWN ON SOUTH 89°45' EAST 5173.00 FEET TO THE SOUTHEAST OF SAID RANCHO AGUA HEDIONDA; THENCE CONTINUING ALONG SOUTH 89°53' EAST 2666.00 FEET AND SOUTH RECORD SOUTH 0°32'00" EAST 2655.2 FEET - IN THE OFFICE OF OCTOBER 30, 1935 SAID MAP NO. 517 CORNER OF LOT "D THE BOUNDARY OF SAID LOT "B" 0°17'57" EAST 2657.96 FEET - TO POINJ 14 OF SAID LOT "B" AS SAID POINT 14 IS DESIGNATED ON SAID MAP NO. 823; THENCE ALONG THE BOUNDARY OF SAID LOT "B", SOUTH 89°54'00M EAST 1205.46 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID BOUNDARY SOUTH 89°54'00" EAST 1156.90 FEET; THENCE SOUTH 3°05'08" EAST 5825.40 FEET TO THE SOUTHERLY BOUNDARY, NORTH 73°54'02" WEST -RECORD NORTH 73°50' WEST- A DISTANCE OF 1223.04 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS SOUTH 3°05'08" EAST FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH 3°05'08" WEST, A DISTANCE OF 5487.77 FEET TO THE TRUE POINT OF BEGINNING. EXCEPTING THEREFROM ALL THAT PORTION LYING SOUTHERLY OF THE NORTHERLY LINE OF CARLSBAD TRACT NO. 74-21, ACCORDING TO MAP THEREOF NO. 10372, FILED IN THE OFFICE OF THE COUNTY RECORDER • — OF SAN DIEGO COUNTY, APRIL 13. 1982. PARCEL 3: ALL THAT PORTION OF LOT "B" OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 823 FILED IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, BOUNDED AND DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF LOT "B" OF SAID RANCHO AGUA HEDIONDA, AS SHOWN ON RECORD OF SURVEY NO. 517 FILED IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 30, THENCE ALONG THE BOUNDARY OF SAID LOT AS SHOWN ON SAID MAP NO. 517, SOUTH 89°45' EAST 5173.00 FEET TO THE SOUTHEAST CORNER OF LOT "D" OF SAID RANCHO AGUA HEDIONDA; THENCE CONTINUING ALONG THE BOUNDARY OF SAID LOT "B"; SOUTH S9a53' EAST 2666.00 FEET AND SOUTH 0°17'57" EAST 2657.96 FEET SOUTH 0°32'00" EAST 2655.2 FEET - TO POINT 14 OF SAID LOT "B" AS SAID POINT 14 IS DESIGNATED ON SAID MAP NO. 823; THENCE ALONG THE BOUNDARY OF SAID LOT "B" SOUTH 89°54'00" EAST 3471.98 FEET TO THE TRUE POINT OF THENCE CONTINUING ALONG SAID BOUNDARY, SOUTH 89°54'00" 1142.07 FEET TO POINT 15 OF SAID LOT "B" AS SAID POINT 15 IS DESIGNATED ON SAID MAP NO. 823; THENCE ALONG THE EASTERLY BOUNDARY OF SAID LOT, SOUTH 3°05'08" EAST 5620.55 FEET - RECORD EAST 5621.2 FEET - TO THE SOUTHEAST THENCE-ALONG THE SOUTHERLY BOUNDARY SOUTH 79°09'09" WEST, -RECORD SOUTH 1935; - RECORD BEGINNING; EAST, SOUTH 3°3' CORNER THEREOF; OF SAID LOT "B", 79°12' WEST - 1150 85 FEET TO AN INTERSECTION WITH A LINE WHICH" BEARS SOUTH 3°05'08" EAST FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH 3°05'08" WEST, A DISTANCE OF 5839.45 FEET TO THE TRUE POINT OF BEGINNING. FTHTBTT "i-1" TICOR TITLE .JSURANCG «• 1388 '- EXCEPTING THEREFROM ALL THAT PORTION LYING SOUTHERLY OF THE NORTHERLY LINE OF CARLSBAD TRACT NO. 74-21, ACCORDING TO MAP THEREOF NO. 10372. FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 13, 1982. PARCEL 4: ALL THAT PORTION OF LOT "B" OF RANCHO AGUA HEDIONDA, IN THE CITY OF" CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 823, FILED IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, BOUNDED AND DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF LOT "B" OF SAID RANCHO AGUA HEDIONDA, AS SHOWN ON RECORD OF SURVEY NO. 517, FILED IN THE OFFICE OF COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 30, 1935; THENCE ALONG THE BOUNDARY OF SAID LOT AS SHOWN ON SAID MAP NO. 517, SOUTH 89°45' EAST 5173.00 FEET TO THE SOUTHEAST CORNER OF LOT "D" OF SAID RANCHO. AGUA HEDIONDA; THENCE CONTINUING ALONG THE BOUNDARY OF SAID LOT "B"; SOUTH 89°53' EAST 2666.00 FEET AMD-SOUTH 0817'57" EAST 2657.96 FEET - RECORD SOUTH 0°32'00" EAST 2655.2 FEET - TO POINT 14 OF SAID LOT "B" AS SAID POINT 14 IS DESIGNATED ON SAID MAP NO. 823; THENCE ALONG THE BOUNDARY OF SAID LOT "B", SOUTH 89°54'00" / EAST 23.41 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG THE BOUNDARY OF SAID LOT, SOUTH 89°54'00" EAST 1182.05 FEET; THENCE SOUTH 3°05'08" EAST 5487.77 FEET TO THE SOUTHERLY BOUNDARY OF SAID LOT "B"; THENCE ALONG SAID SOUTHERLY BOUNDARY NORTH 73°54'02" WEST - RECORD NORTH 73°50'00" WEST - 23.20 FEET TO AN ANGLE POINT THEREIN AND SOUTH 84°34'38" WEST - RECORD SOUTH 84°38' WEST - 1159.28 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS SOUTH 3°05'08" EAST FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH 3°05'08" WEST, A DISTANCE OF 5593.11 FEET TO THE TRUE POINT OF BEGINNING. EXCEPTING THEREFROM ALL THAT PORTION LYING SOUTHERLY OF THE NORTHERLY LINE OF CARLSBAD TRACT NO. 74-21, ACCORDING TO MAP THEREOF NO. 10372, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 13, 1982. EXHIBIT "A-l" 209-O5 M aoo _? "C> ' > _J ^"""CHANGES LK 1. OLD I/" w'7 « <* •/ •'•• t*'M •y ^•«w K>* (7/•v 'ji« • 1 *** <>*!','t<t* ••'f.'r cur ^<f^i </ V .'.•« i ' /; .v/. • j'- " OJ (JO MAP fl23 - RMC AGUA-^tDlONDA flOS 7845.9167 1390 ^ /••• - / • ?"*.'+, • 70<Zf?f J<=rx^^< / \.• \ • •\ ^"<4s, • N, ^•^ci .** • ^.- CN . ^>^ ^ - « EXHIBIT "A-21 C7> CO ™cs"" -;• r:\v-. 1392 LEGAL DESCRIPTION EASEMENT FOR LANDSCAPE MAINTENANCE AREAS CARLSBAD OAKS BUSINESS CENTER CARLSBAD TRACT 74-21 Vi L°tS \thC?U*h 22' inclusive, of CARLSBAD-21, in the City of Carlsbad/ County of San - °f California' according to Map thVreoi No? 10372, filed in the Office of the County Recorder of San Diego County, April 13, 1982* described as follows: Parcel 1 A strip of land 50.00 feet in width, lying northerly of the following described line: BEGINNING at the southwesterly corner of Lot 1 on said map of Tract 74-21; thence north 85°07'03" east a distance of 341.05 feet to the beginning of a tangent ___ ___ curve concave northwesterly and having a radius of 25.00 feet; thence along said curve a distance of 39.27 feet to a point hereinafter referred to as Point "A". COMMENCING at the southwesterly corner of Parcel 1; north 85°02'03" east a distance of 404.63 feet; thence north '4*57' 57" west a distance of 87.00 feet; thence North 85° 02 '03" east a distance of 36.00 feet to the TRUE POINT OF BEGINNING of a tangent curve concave northeasterly and having a radius of 25.00 feet; thence along said curve 89.27 feet through a central angle of 90°00'00"; thence tangent from said curve north 85e02'03" east a distance of 124.06 feet to the beginning of a tangent curve concave southerly and having a radius of 3063 feet; thence along said curve easterly 1151.10 feet through a. central angle of 21031'56"; thence tangent from said curve north 73e26'01" west 452.24 feet to the beginning of a tangent curve concave northerly having a radius of 2937 feet; thence along said curve 219.96 feet through a central angle of 4° 17' 28" to the beginning of a tangent curve of radius 25.00 feet; thence along said curve 39.27 feet through a central angle of 90*00' 00" to a point hereinafter referred to as "B". A strip of land 50.00 feet in width, lying westerly of the following described line: BEGINNING at Point "B" described hereinbefore in Parcel 1; thence north. 10°46'47" east a distance of 113.37 feet; thence north 3°32'52" east a distance of 192.51 feet. BEGINNING at the northeasterly corner of Lot 14 south along a tangent curve concave west having a radius of 758 feet; thence along said curve a distance of 257.57 feet through a central angle of 19° 28' 10"; thence south 3° 32' 52" west a. distance of 134.20 feet. 1393 A strip of land 35.00 feec in width lying westerly of the following described line: BEGINNING at Point "A" described hereinbefore in Lot 1; thence north 4°57'57" west a distance of 459.65 feet to the beginning of a tangent curve concave easterly of radius 536.00 feet; thence along said curve a distance of 338.45 feet through a central angle of 36°10'44"; thence north 31°12'47" east a distance of 275.74 Beet to the beginning of a tangent curve concave southeasterly and having a radius of 536.00 feet; thence along said curve a distance of 47.49 feet through a central angle of 5°64f34" to a point hereinafter referred to as Point "C". A strip of land 35.00 feet in width, lying southerly of the following described line: BEGINNING at Point "C" described hereinbefore in Lot 3; thence along a tangent curve concave west having a radius of 20.00 feet; thence along said curve a distance of 29.40 feet through a Central angle of 84°13'09"; thence north 47°55'48" west a distance of L63.84 feet to the beginning of a tangent curve concave southeasterly having a radius of 60.00 feet; thence along said curve. jJ distance of 105.82 feet through a central angle of 101°03'20" to a point hereinafter referred to as Point "D". A strip of land 35.00 feet in width lying northerly of the following described" line: BEGINNING at Point D described hereinbefore in Lot 4; thence along a tangent curve concave southwesterly having a radius of 60.00 feet; thence along said curve a distance of 167.57 feet through a central angle of 160000'57" to the beginning of a tangent curve concave north having a radius of 20.00 feet; thence along said curve a distance of 29.40 feet through a central angle of 84"13'09" to the beginning of a tangent curve concave south having a radius of 536.00 feet; thence along said curve a distance of 958.30 feet through a central angle of 102°26'15"; thence south 29'42I43" east a distance of 257.79 feet to the beginning of a tangent curve concave north having a radius'of 20.00 feet; thence along said curve a distance of 31.42 feet through a central angle of 90°00'00"; thence north 60°17'17" east a distance of 149.01 feet to the beginning of a tangent curve concave northwesterly having a radius of 40.00 feet; thence along said curve a distance of 28.30 feet through a central angle of 40°32'09" to the beginning of a tangent curve concave south having a radius of 60.00 feet; thence along said curve a distance of 128.64 feet through a central angle of 122°50'45" to a point hereinafter referred to as "E". A strip of land 35.00 feet in width, lying northeasterly of the following described line: BEGINNING at Point "E" described hereinbefore; thence along a tangent curve concave west having a radius of 60.00 feet; thence along said curve a distance of 144.75 feet through a central angle of 138°13'33" to the beginning of a tangent curve concave south having a radius of 40.00 feet; thence along said curve a distance of 28.30 feet through a central angle of 40°32'09"; thence south 60*17'17" west a distance of 149.01 feet to the beginning of a tangent curve concave east having a radius of 20.00 feet; thence along said curve a distance of EXHIBIT "C( 1394 " 31.42 feet through a central angle of 90800'00"; thence south 29°42'43" east a distance of 282.07 feet to the beginning of a tangent curve concave northerly having a radius of 364.00 feet; thence along said curve 360.47 feet through a central angle of 56°44'25"; thence south 86'27'08" east a distance of 356.63 feet to the beginning of a tangent curve concave northwesterly having a. radius of 25.00 feet; thence along said curve a distance of 39.27 feet through a central angle of 90°00'00". r. A strip of land 35.00 feet in width, lying easterly of the following described line: COMMENCING at the southwesterly corner of Parcel; north 85°02'03" east a distance of 404.63 feet; thence north 4°57'57" west a distance of 87.00 feet; thence north 85°02'03" east a distance of 36.00 feet to the TRUE POINT OF BEGINNING; thence north 4°57'57" west a distance of 459.65 feet to the beginning of a tangent curve concave easterly having a radius of 464.00 feet; thence along said curve a distance of 292.99 feet through a central angle of 36°10'44"; thence north 31°12'47" east a distance of 275.74 feet to a point hereinafter referred to as Point "F". A strip of land 35.00 feet in width, lying southerly of the following described line: BEGINNING at Point "F" described hereinbefore; thence along a tangent curve concave southerly having a radius of 500.00 feet; thence along said curve a distance of 1039.13 feet through_a central angle of 119°04f30"; thence south 29°42'43" east a distance of 651.85 feet to the beginning of a tangent curve concave northerly having a radius of 436.00 feet; thence along said curve a distance of 431.77 feet through a central angle of 56°44'25"; thence south 86°27'08" east a distance of 347.63 feet. EXHIBIT "C" LO O5 CO <n \ /I fr ^ /s .* ./ \ \\v\ 1^•Jo^<N-"oVN* £ £ $ i^ ,v @x ^ N yf ^ § / /<n ^ vj ^' / 5 C * fc/ §-.ft^§, ? 83^»^- x /1 t — // • i ! i i m S / ^• (V ^o vj L 21 • 22 Sill! j£\-. -589.GT~-J PM J13S r-.r-r* .1 r*Of". / / 209-05 I '.111- , -J , Ptli k.A1> _.t caj *, HANG~S OLD^= • )/'« «'.» ,v 4 tt • **/••J. . M'/« •a ^•«w HEV» i? v. y 1 »^^ *»*** %T2//..-/<•.',, r 7i *. K < y/ (* ' CUT «»• -<V; A' % .3f> /? .'ff.' •J. V ' ' — c .0 '•c' •• »- • -i i..- POH LO r CO <0 «0 1400 :-, EXHIBIT "G"