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Home My WebLink AboutHDP 95-09; HAMAAN INVESTMENS; Hillside Development Permit (HDP)---• • 1----CITY OF CARLSBAD '/ LAND USE REVIEW APPLICATION FOR PAGE 1 OF 2 1) APPLICATIONS APPLIED FOR: (CHECK BOXES) (FOR DEPT (FOR DEPT USE ONLY) USE ONLy) 0 Master Plan D General Plan Amendment 0 Specific Plan D Local Coastal Plan Amendment 0 Precise Development Plan D Site Development Plan 0 Tentative Tract Map D Zone Change 0 Planned Development Permit D Conditional Use Permit 0 Non-Residential Planned Development ~ Hillside Development Permit 1'j-01 0 Condominium Permit D Environmental Impact Assessment 0 Special Use Permit D Variance 0 Redevelopment Permit 0 Planned Industrial Permit 0 TeR~ti.,.e Pareel Map 0 Coastal Development Permit Obtain from Eng. Dept 0 Administrative Variance D Planning Commission Determination 0 Administrative Permit -2nd Dwelling Unit D List any other applications not specificed , 2) LOCATION OF PROJECT: ON THE I~Q{'" TH I SIDE OF I -p/4 '!2-AO A x:. A1k:/~ I (NORTH, SOUTH EAST, WEST) (NAME OF STREET) BETWEEN I/1ALLlSY I AND I Vi-V" ALLeN Wy-I (NAME OF STREETf (NAME OF STREET) 3) BRIEF LEGAL DESCRIPTION: lL-01"5 jOb I ID7,10g 2/[01-ot W--rLsJotklj "f!--€5 §AYL CH ~I§N""5 /1-. v 4) ASSESSOR PARCEL NO(S). 12-42 -130-~3{) 3Z./~3 f3~ 1 5) LOCAL FACILITIES 15 16) EXISTING GENERAL PLAN cr:I] 7) PROPOSED GENERAL PLAN [flJ MANAGEMENT ZONE DESIGNATION DESIGNATION 8) EXISTING ZONING 1 eM 19) PROPOSED ZONING lG-.N'! 1 10) GROSS SITE D ACREAGE 11) PROPOSED NUMBER OF [QJ 12) PROPOSED NUMBER D 13) TYPE OF SUBDNISION D RESIDENTIAL UNITS OF LOTS (RESIDENTIAL, COMMERCIAL ,INDUSTRIAL) 14) NUMBER OF EXISTING RESIDENTIAL 1 0 I-UNITS 15) PROPOSED INDUSTRIAL I'Z:z.,5l 00(} /16) PROPOSED COMMERCIAL 1 0 I OFFICE/SQUARE FOOTAGE SQUARE FOOTAGE NOTE: ., ~----------~~~------------~.----------~ CIIT OF CARLSBAD LAND USE REVIEW APPUCATION FORM PAGE 2 OF 2 17) PERCENTAGE OF PROPOSED PROJECT IN OPEN SPACE 18) PROPOSED SEWER USAGE IN EQUIVALENT DWELUNG UNITS 20) PROJECT NAME: t-rf..e,,/ ~ T Go 21) 22) 23) OWNER NAME (PRINT OR TIFE) 24) APPUCANT NAME (PRINT OR TIFE) Ha I-rlwn n MAIUNG ADDRESS . 15 WI &1 cm AND STATE ZIP TELEPHONE cm AND STATE ZIP TELEPHONE GL CAJ ~--:::-{-zol,O ~ /4Z+ G;L CA~O'N -tCfa 74'L4j- *.**.******-***.***._.***._._*******.*.*-******** •• ********-•• *************.**********.************** FOR cm USE ONLY FEE COMPUTATION: APPUCATION TIPS II/)/J fr-&9' l?ff' /lVo 77(..-1:7" txj-O ~ fr TOTAL FEE REQUIRED DATE FEE PAlO FEE REQUIRED LfoeJ.oc> $O.oc> ri)r;J. 00 AUG 0 3 1995 en\( Of CA~lSaAD PLAiMi~~NjG DEPT. DATE STAMP APPUCATION RECEIVED RECEIVED BY: RECEIPT NO. Ibn z- Preliminary Report First American Title Insurance Company ft1)? qj-01 EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (By Policy Type) 1. CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY -1990 SCHEDULE B EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage (and the Company will not pay costs, allorneys' fees or expenses) which arise by reason of: 1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may result in taxes or assessments, or notice of such proceedings, whether or not shown by the records of such agency or by the public records. 2. Any facts, rights, interests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. Easements, liens or encumbrances, or claims thereof, which are not shown by the public records. 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. 5. (a) Unpatented mining claims, (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the public records. EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land, (iii) a separation In ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part, or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a Violation or alteged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a nolice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. Rights of eminent domain unless notice 0: the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims, or other matters: (a) whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have been sustained If the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy. 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply With the applicable "doing business" laws of the state in which the land is situated. 5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6. Any claim, which arises out of the transaction vesting in the insured the estate or interest insured by their policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws. 2. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B-1 970 SCHEDULE OF EXCLUSIONS FROM COVERAGE 1. Any law, ordinance or governmental regulation (including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dimensions or location of any improvement now or hereafter erected on the land, or prohibiting a separation in ownership or a reduction in the dimensions of area of the land, or the effect of any violation of any such law, ordinance or governmental regulation. 2. Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such claimant acquired an estate or interest insured by this poliCY and not disclosed in writing by the Insured claimant to the Company prior to the date such insured claimant became an insured hereunder, (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. 3. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 WITH REGIONAL EXCEPTIONS When the American Land Title ASSOCiation policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 2 above are used and the following exceptions to coverage appear In the policy SCHEDULE B This policy does not insure against loss or damage by reason of the matters shown in parts one and two foltowing: Part One: 1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2 Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. Easements, claims of easement or encumbrances which are not shown by the public records. 3. 4. 5 6. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. "' :_ "J ~". .>@ · ~ , • ORDER NO. 1103954-20 FIRST AMERICAN TITLE INSURANCE COMPANY 411 IVY STREET, SAN DIEGO, CALIFORNIA 92101 P.O. BOX 808, SAN DIEGO, CALIFORNIA 92112 (619) 238-1776 October 17, 1994 UPLAND INDUSTRIES 24422 AVENIDA DE LA CARLOTA #360 LAGUNA HILLS, CA 92653 ATTN: STEVE ERENYI OUR ORDER NO. 1103954-20 IN RESPONSE TO THE HEREIN REFERENCED APPLICATION FOR A POLICY OF TITLE INSURANCE, THIS COMPANY HEREBY REPORTS THAT IT IS PREPARED TO ISSUE, OR CAUSE TO BE ISSUED, AS OF THE DATE HEREOF, A POLICY OR POLICIES OF TITLE INSURANCE DESCRIBING THE LAND AND THE ESTATE OR INTEREST THEREIN HEREINAFTER SET FORTH, INSURING AGAINST LOSS WHICH MAY BE SUSTAINED BY REASON OF ANY DEFECT, LIEN OR ENCUMBRANCE NOT SHOWN OR REFERRED TO AS OR NOT EXCLUDED FROM COVERAGE PURSUANT TO THE PRINTED SCHEDULES, CONDITIONS AND STIPULATIONS OF SAID POLICY FORMS. THE PRINTED EXCEPTIONS AND EXCLUSIONS FROM THE COVERAGE OF SAID POLICY OR POLICIES ARE SET FORTH HEREIN. COPIES OF THE POLICY FORMS SHOULD BE READ. THEY ARE AVAILABLE FROM THE OFFICE WHICH ISSUED THIS REPORT. THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LIABILITY IS ASSUMED HEREBY. IF IT IS DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE INSURANCE, A BINDER OR COMMITMENT SHOULD BE REQUESTED. DATED AS OF OCTOBER 7, 1994 AT 7:30 A.M. SKIP S Y -TITLE OFFICER DIRECT DIAL PHONE 231-4636 PAGE 1 .' ORDER NO. 1103954-20 THE FORM OF POLICY TITLE INSURANCE CONTEMPLATED BY THIS REPORT IS: ALTA OWNERS TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS: FEE THE LAND REFERRED TO HEREIN IS DESCRIBED AS FOLLOWS: (SEE ATTACHED LEGAL DESCRIPTION) AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS CONTAINED IN SAID POLICY FORM WOULD BE AS FOLLOWS: 1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1994-95, NOW PAYABLE, A LIEN NOT YET DELINQUENT. 2. A BOND ISSUED UNDER THE 1915 ACT FOR COLLEGE BOULEVARD, ASSESSMENT NO. 0000, DISTRICT 85-2, WHICH IS CURRENTLY OR WILL BE COLLECTED ON THE TAX ROLL. PRINCIPAL BALANCE IS: $72,045.74, PROVIDED CURRENT TAXES ARE PAID. THIS IS NOT A PAY-OFF AMOUNT. IF PAY-OFF IS REQUIRED, THERE WILL BE ADDED FEES, INTEREST AND A PRE-PAY AMOUNT. A DATE OF PAY-OFF WILL HAVE TO BE PROVIDED BY YOU; AS INTEREST IS COMPOUNDED DAILY. PLEASE ALLOW 15 WORKING DAYS, AS A REPORT WILL HAVE TO BE ORDERED FROM AGENCY CONCERNED. 3. THE LIEN OF SUPPLEMENTAL TAXES OR ASSESSMENTS, IF ANY, ASSESSED PURSUANT TO CHAPTER 3. 5 COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION CODE AND ANY OTHER APPLICABLE STATUTES OF THE CALIFORNIA REVENUE AND TAXATION CODE. PAGE 2 .' ORDER NO. 1103954-20 THE REQUIREMENT THAT THIS COMPANY BE FURNISHED WITH ALL SUPPLEMENTAL TAX BILLS, IF ANY, FROM THE OWNER OF THE HEREIN DESCRIBED PROPERTY BEFORE CLOSE OF ESCROW. 5. SAID LAND LIES WITHIN THE BOUNDARIES OF SPECIAL TAX ASSESSMENT DISTRICT (S) CREATED BY A "COMMUNITY FACILITIES DISTRICT" MAP RECORDED UNDER THE PROVISIONS OF THE MELLO-ROOS ACT (STREETS AND HIGHWAY CODE SECTION 3100, ET SEQ.) OF THE CALIFORNIA STATE LEGISLATURE. NOTE: UPON OFFICIAL FORMATION, POTENTIAL ADDITIONAL TAXES MAY BE AUTHORIZED AND LEVIED BY THE DISTRICT WHICH WILL BE INCORPORATED INTO THE REGULAR PROPERTY TAX BILL AND MADE A PART OF THE GENERAL TAX COLLECTION PROCESS. 6. AN AGREEMENT AND CONSENT TO THE CONSTRUCTION OF A DAM WHICH WILL CREATE A RESERVOIR AS SET FORTH IN CERTIFICATE OF CONSENT, DATED JUNE 30, 1980 BY AND BETWEEN JAPATUL CORPORATION, A CALIFORNIA CORPORATION AND CARLSBAD PACIFIC BUSINESS CENTER, A CALIFORNIA GENERAL PARTNERSHIP RECORDED JUNE 30, 1980 AS FILE NO. 80-206227 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 7. AN AGREEMENT REGARDING PAYMENT OF A PUBLIC FACILITIES FEE, DATED MAY 6, 1985, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: JULY 10, 1985 AS FILE NO. 85-246091 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 8. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED AUGUST 22, 1986, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: NOVEMBER 3, 1986 AS FILE NO. 86-501526 OF OFFICIAL RECORDS. PAGE 3 '\ :\M~~I • " C· ~ , ~-1 ~' ''!f(~i, :~', ,1- y..;r.J> :'~' ' . .;>~.:. .~~0.._ ~/-.. :'_" ~, ;:~ .. ~ '-\\¥f't..-:.;'; ,.;, -///e -~.,.. .~.~~'~-... •••• ORDER NO. 1103954-20 9 ~ THE LIMITATIONS, COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS, TERMS, LIENS, ASSESSMENTS, PROVISIONS AND CHARGES BUT DELETING RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN AS CONTAINED IN THE DECLARATION OF RESTRICTIONS RECORDED JUNE 29, 1988 AS FILE NO. 88-313420 OF OFFICIAL RECORDS. SAID INSTRUMENT ALSO PROVIDES THAT ALL LIENS CREATED BY THIS DECLARATION OF RESTRICTIONS, INCLUDING, BUT NOT LIMITED TO, ANY REGULAR OR SPECIAL ASSESSMENTS FOR THE PAYMENT OF MONEY, SHALL BE SUBORDINATE TO THE LIEN CREATED BY ANY FIRST DEED OF TRUST OR FIRST MORTGAGE. SAID INSTRUMENT PROVIDES THAT A VIOLATION THEREOF SHALL NEITHER DEFEAT NOR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED OF TRUST MADE FOR VALUE. SAID COVENANTS, CONDITIONS AND RESTRICTIONS WERE INCORPORATED BY A DECLARATION OF ANNEXATION RECORDED DECEMBER 8, 1992 AS FILE NO. 1992-0786590 OF OFFICIAL RECORDS. 10. THE FACT THAT SAID LAND LIES WITHIN THE ASSESSMENT DISTRICT NO. 85-2 (COLLEGE BOULEVARD), AS DISCLOSED BY INSTRUMENT RECORDED SEPTEMBER 19, 1988 AS FILE NO. 88-469414 OF OFFICIAL RECORDS. 11. THE FACT THAT SAID LAND LIES WITHIN THE COMMUNITY FACILITIES DISTRICT NO.1, AS DISCLOSED BY INSTRUMENT RECORDED DECEMBER 19, 1990 AS FILE NO. 90-0674118 OF OFFICIAL RECORDS. A NOTICE OF SPECIAL TAX LIEN WAS RECORDED MAY 20, 1991 AS FILE NO. 91-0236959 OF OFFICIAL RECORDS. 12. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED DECEMBER 21, 1990, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION AND THE CITY OF CARLSBAD. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208521 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 13. A AGREEMENT TO PAY BRIDGE AND THOROUGHFARE FEES DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208522 OF OFFICIAL RECORDS. PAGE 4 ·' ORDER NO. 1103954-20 IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 14 . AN AGREEMENT TO PAY DRAINAGE FEES AS REQUIRED BY THE GROWTH MANAGEMENT PROGRAM AND THE ADOPTED LOCAL FACILITIES MANAGEMENT PLAN FOR ZONE - 5 SUNNYCREEK DRAINAGE AREA, DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208523 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 15. THE FACT THAT SAID LAND LIES WITHIN THE FACILITIES DISTRICT NO- 90-2, AS DISCLOSED BY INSTRUMENT RECORDED JULY 16, 1991 AS FILE NO. 91-0348418 OF OFFICIAL RECORDS. 1994-1995 TAX INFORMATION: CODE AREA: PARCEL NO. : 1ST INSTALLMENT: 2ND INSTALLMENT: LAND VALUE: IMPROVEMENTS: EXEMPT: . -_._-_._----.------------~~- 09094 212-130-31-00 $8,382.42 OPEN $8,382.42 OPEN $527,858.00 $-0- $-0- PAGE 5 .' ORDER NO. 1103954-20 LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: LOT 106 OF CARLSBAD TRACT NO. 85-24 UNIT 5 CARLSBAD RESEARCH CENTER, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 12815, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 16, 1991. T:I0/17/94 08:58:04 V: / / JL 00 PAGE 6 CARLSBAD " " > '. . U) }5 . u: e --~ JO t .be, ~=--~ SCAI.£ ," • 100' sEE SHEET NO· 9 RICK BNGlNEERlNG COMPANY CfVL E.IICMIC:IM."-......a ~ 1 ... '1 .... _ ..,. ....... fIOt4 .. M'O'CM~ ...... I .... ,.,., ",f'IOf'EOOIiWI ~ .... t;IIIl~ ... C.I.I"..., ______ I' ... aA _ _.. ___ ...... _ \ All/:H, ... " (··f :~ _ .... 7.9 flr6J'tX)'1t 104 105 107 1.000_ 103 108 e.", _ 10Z SEE sHEET NJ· 9 this Is not a survey of the land but Is complied for Information by the First American Title Insurance Company from data shown by the official records _ MAP NO. 12815 SHEET 8 OF 11 SHEETS DETAIL -F- MO' , •• eAIA ~ ~ ! GIWING PLAN· PoE. 2. lUll .J-103117 CALIf. COOIWl.lII)[)Il;sao-III7T CT .9-iiil4 " ........... \ ~ ," . .. - 4eRICAN LAND TiTlE ASSOCIATION LOAN POLICY &0 WITH A.l.lA. ENDORSEMENT FORM 1 COVERAGl'J SCHEDULE OF EXCLUSIONS FROM COVERAGE Any law, ordinance or governmentat regulation (including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dimensions or locallon of any improvement now or hereafter erected on the land, or prohibiting a separation In ownership or a reduction in the dimensions or area of the land, or the effect of any violatIOn of any such law ordinance or governmental regulation. 2. Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears In the public records at Date of Policy 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the insured claimant, (b) not known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such claimant acqUIred an estate or Interest insured by this policy or acquired the insured mortgage and not disclosed in writing by the insured claimant to the Company prior to the date such Insured claimant became an insured hereunder, (c) resulting in no loss or damage to the insured claimant, (d) attaching or created subsequent to Date of Policy (except to the extent insurance is afforded herein as to any statutory lien for labor or material or to the extent insurance IS afforded herein as to assessments for street improvements under construction or completed at Date of Policy). 4. Unenforceability of the lien of the insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the indebtedness to comply with applicable "dOing business" laws of the state In which the land is situated. 5. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1970 WITH REGIONAL EXCEPTIONS When the American Land Title Associallon Lenders Policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy, the exclusions set forth In paragraph 4 above are used and the following exceptions to coverage appear In the policy. SCHEDULE B ThiS policy does not insure against loss or damage by reason of the matters shown in parts one and two following Part One: 1 2 Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easements, claims of easement or encumbrances which are not shown by the public records 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpatented mining claims; reservations or exceptions In patents or In Acts authorIZing the issuance thereof, water rights, claims or title to water. 6. Any lien, or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. 6. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1992 WITH A.l.IA. ENDORSEMENT FORM 1 COVERAGE EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of thiS policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which anse by reason of' 1. (a) Any law, ordinance or governmental regulation (Including but not limited to building and zoning laws, ordinances, or regulatIOns) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (Ii) the character, dimensions or location of any improvement now or hereafter erected on the land, (III) a separallon in ownership or a change in the dimenSions or area of the land or any parcel of which the land IS or was a part, or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violauon affecting the land has been recorded in the public records at Date of PoliCY 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. 4. 5. 6 7. (a) (b) (c) (d) (e) (i) (il) Defects, liens, encumbrances, adverse claims or other matters created, suffered, assumed or agreed to by the insured claimant, not known to the Company, not recorded In the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the Insured claimant prior to the date the insured claimant became an Insured under thiS policy, resulting in no loss or damage to the insured claimant; attaching or created subsequent to Date of Policy (except to the extent that this policy Insures the pnonty of the lien of the insured mortgage over any statutory lien for services, labor or material or the extent insurance IS afforded herein as to assessments for street improvements under construction or completed at date of policy), or resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable "doing bUSiness" laws of the state In which the land is situated. Invalidity or unenforceabillty of the lien of the Insured mortgage, or claim thereof, which arises out of the transactIOn evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law Any statutory lien for services, labor or matenals (or the claim of priority of any statutory lien for services, labor or matenals over the lien of the Insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and IS not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the Insured has advanced or is obligated to advance. Any claim, which anses out of the transaction creating the interest of the mortgagee insured by this POliCY, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is based on the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer, or the subordination of the Interest of the Insured mortgagee as a result of the application of the doctrine of eqUitable subordination, or (Iii) the transaction creating the interest of the Insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure. (a) to timely record the instrument of transfer; or (b) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. 7. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1992 WITH REGIONAL EXCEPTIONS When the American Land Title Association policy IS used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 6 above are used and the following exceptions to coverage appear in the policy. SCHEDULE B 1. T; es or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. This policy toes not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 2. Ajy facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Ec sements, claims of easement or encumbrances which are not shown by the public records. 4. 0 screpancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. U patented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or titte to water. 6. A I y lien, or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. i 8. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY· 1992 EXCLUSIONS FROM COVERAGE The fOliowit matters are expressly excluded from the coverage of this poticy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) A~IY law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of wlrch the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a r0tice of a defect, lien or encumbrance resulling from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) A Y governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting th land has been recorded in the public records at Date of Policy. 2. Ri hts of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which W· uld be binding on the rights of a purchaser for value without knowledge. 3. 0 fects, liens, encumbrances, adverse claims or other matters: (a) cr ated, suffered, assumed or agreed to by the insured claimant; (b) n t known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured cl imant became an insured under this policy; (e) re ulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. (c) rl' ulting in no loss or damage to the insured claimant; (d) at aching or created subsequent to Date of Policy; or 4. A Y claim, which arises out of the transaction vesting in the Insured the estate or interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, t t is based on: (i) th transaction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (ii) tht transaction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer resulls from the failure: (a to timely record the instrument of transfer; or (b, of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. 9. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY ·1992 WITH REGIONAL EXCEPTIONS When the A~erican Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 8 above are used and the following exceptions to coverage appear in t~e policy. I SCHEDULE B I This policy Idoes not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. T; es or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Part One: ~ 2. A y facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Ea~ements, claims of easement or encumbrances which are not shown by the public records. 4. Di~crepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. U1patented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. 6. A~y lien, or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. I 10. AMERICAN LAND TITLE ASSOCIATION RESIDENTIAL TITLE INSURANCE POLICY· 1987 EXCLUSIONS In addition (0 the Exceptions in Schedule S, you are not insured against loss, costs, attorneys' fees and expenses resulting from: 1. G9vernmental police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning: • land use • land division • improvements on the land • environmental protection Th~S exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date. Th s exclusion does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks. 2. Th right to take the land by condemning it. unless: 3. 4. 5. • a notice of exerciSing the right appears in the public records on the Policy Date • the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking. • that are created, allowed, or agreed to by you • that are known to you, but not to us, on the Policy Date -unless they appeared in the public records • that result in no loss to you • that first affect your title after the Policy Date -this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks to pay value for your title. of a right: • to any land outside the area specifically described and referred to in Item 3 of Schedule A, or ~ • in s1:ilets, alleys, or waterways that touch I8d exclusion 'a'oeS not iini; the access coverage in Item .ered Title Risks. 8 .. ~, '.!t":',--.. " n 7·-t · , Form No. 10{?8-1 (Rev",lO/17/92) Exhibit A to.Pnilimin.ary Report Preliminary Report First American Title Insurance Company \ \ EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (By Policy Type) \ I \ 1. CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY -1990 SCHEDULE B \ EXCEPTIONS FROM COVERAGE This pOllpy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. \ Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which \ may result in taxes or assessments, or notice of such proceedings, whether or not shown by the records of such agency or by the public records. 2. lny facts, rights, interests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. 3. asements, liens or encumbrances, or claims thereof, which are not shown by the public records. 4. iscrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. 5. la) Unpatented mining claims, (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) ~re shown by the public records. \ EXCWSIONS FROM COVERAGE The fOIiOWilg matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) A~y law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment Oft the land, (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which th land IS or was a part, or (iv) enVIronmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a Violation or alleged violation affecting the land has been recorded in the public records at Oate of Policy. 2. 3. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting th~ land has been recorded in the public records at Date of Policy. Rights of eminent domain unless notice 0: the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which WO~ld be binding on the rights of a purchaser for value without knowledge. Defrcts, liens, encumbrances, adverse claims, or other matters (a) whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not ~nown to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed In writing to the Company by the insured claimant prior to the date the insured clai~ant became an insured under this policy; (c) resulting in no loss or damage to the Insured claimant; (d) attac~ing or created subsequent to Date of Policy; or (e) resuljing in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy. 4. unen\orceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable "do in? business" laws of the state in which the land is situated. 5 6. 1. 2. 3. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or trU\h in lending law. Any claim, which arises out of the transaction vesting in the insured the estate or interest insured by their policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankrJptcy, state insolvency or similar creditors' rights laws I \ , i I I I I 2. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B-1 970 SCHEDULE OF EXCLUSIONS FROM COVERAGE Any law\ ordinance or governmental regulation (including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dlmensipns or location of any improvement now or hereafter erected on the land, or prohibiting a separation in ownership or a reduction in the dimensions of area of the land, or the effect of any violation of any such law, ordinance or governmental regulation Rights d,f eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. Defects, \liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company and not shown by the public records but known to the intured claimant either at Date of Policy or at the date such claimant acqUired an estate or interest insured by this policy and not disclosed in writing by the insured claimant to the Company prior to the date such ins~red claimant became an insured hereunder; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have \been sustained if the insured claimant had paid value for the estate or interest insured by this policy \ \ 3. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 WITH REGIONAL EXCEPTIONS When the American !Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 2 above are used and the following exceptions to coverage appear in the policy. I SCHEDULE B I I This policy does noti insure against loss or damage by reason of the matters shown in parts one and two follOWing: Part One: \ 1 Taxes or aS$essments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inqUiry of persons in possession thereof. 3. Easements, ~Iaims of easement or encumbrances which are not shown by the public records. 4. DiscrepanCi6\S, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpatented Inlng claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof, water rights, claims or title to water 6. Any lien, or ight to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. · ~ e • ·.f , ~~ ~ ORDER NO. 1103955-20 FIRST AMERICAN TITLE INSURANCE COMPANY 411 IVY STREET, SAN DIEGO, CALIFORNIA 92101 P.O. BOX 808, SAN DIEGO, CALIFORNIA 92112 (619) 238-1776 October 17, 1994 UPLAND INDUSTRIES 24422 AVENIDA DE LA CARLOTA #360 LAGUNA HILLS, CA 92653 ATTN: STEVE ERENYI OUR ORDER NO. 1103955-20 IN RESPONSE TO THE HEREIN REFERENCED APPLICATION FOR A POLICY OF TITLE INSURANCE, THIS COMPANY HEREBY REPORTS THAT IT IS PREPARED TO ISSUE, OR CAUSE TO BE ISSUED, AS OF THE DATE HEREOF, A POLICY OR POLICIES OF TITLE INSURANCE DESCRIBING THE LAND AND THE ESTATE OR INTEREST THEREIN HEREINAFTER SET FORTH, INSURING AGAINST LOSS WHICH MAY BE SUSTAINED BY REASON OF ANY DEFECT, LIEN OR ENCUMBRANCE NOT SHOWN OR REFERRED TO AS OR NOT EXCLUDED FROM COVERAGE PURSUANT TO THE PRINTED SCHEDULES, CONDITIONS AND STIPULATIONS OF SAID POLICY FORMS. THE PRINTED EXCEPTIONS AND EXCLUSIONS FROM THE COVERAGE OF SAID POLICY OR POLICIES ARE SET FORTH HEREIN. COPIES OF THE POLICY FORMS SHOULD BE READ. THEY ARE AVAILABLE FROM THE OFFICE WHICH ISSUED THIS REPORT. THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LIABILITY IS ASSUMED HEREBY. IF IT IS DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE INSURANCE, A BINDER OR COMMITMENT SHOULD BE REQUESTED. DATED AS OF OCTOBER 7, 1994 AT 7:30 A.M. SKIP S Y -TITLE OFFICER DIRECT DIAL PHONE 231-4636 PAGE 1 e···· ORDER NO. 1103955-20 THE FORM OF POLICY TITLE INSURANCE CONTEMPLATED BY THIS REPORT IS: ALTA OWNERS TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS: FEE THE LAND REFERRED TO HEREIN IS DESCRIBED AS FOLLOWS: (SEE ATTACHED LEGAL DESCRIPTION) AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS CONTAINED IN SAID POLICY FORM WOULD BE AS FOLLOWS: 1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1994-95, NOW PAYABLE, A LIEN NOT YET DELINQUENT. 2. A BOND ISSUED UNDER THE 1915 ACT FOR COLLEGE BOULEVARD, ASSESSMENT NO. 0000, DISTRICT 85-2, WHICH IS CURRENTLY OR WILL BE COLLECTED ON THE TAX ROLL. PRINCIPAL BALANCE IS: $82,843.75, PROVIDED CURRENT TAXES ARE PAID. THIS IS NOT A PAY-OFF AMOUNT. IF PAY-OFF IS REQUIRED, THERE WILL BE ADDED FEES, INTEREST AND A PRE-PAY AMOUNT. A DATE OF PAY-OFF WILL HAVE TO BE PROVIDED BY YOU; AS INTEREST IS COMPOUNDED DAILY. PLEASE ALLOW 15 WORKING DAYS, AS A REPORT WILL HAVE TO BE ORDERED FROM AGENCY CONCERNED. 3. THE LIEN OF SUPPLEMENTAL TAXES OR ASSESSMENTS, IF ANY, ASSESSED PURSUANT TO CHAPTER 3. 5 COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION CODE AND ANY OTHER APPLICABLE STATUTES OF THE CALIFORNIA REVENUE AND TAXATION CODE. PAGE 2 ORDER NO. 1103955-20 THE REQUIREMENT THAT THIS COMPANY BE FURNISHED WITH ALL SUPPLEMENTAL TAX BILLS, IF ANY, FROM THE OWNER OF THE HEREIN DESCRIBED PROPERTY BEFORE CLOSE OF ESCROW. 5. SAID LAND LIES WITHIN THE BOUNDARIES OF SPECIAL TAX ASSESSMENT DISTRICT (S) CREATED BY A "COMMUNITY FACILITIES DISTRICT" MAP RECORDED UNDER THE PROVISIONS OF THE MELLO-ROOS ACT (STREETS AND HIGHWAY CODE SECTION 3100, ET SEQ.) OF THE CALIFORNIA STATE LEGISLATURE. NOTE: UPON OFFICIAL FORMATION, POTENTIAL ADDITIONAL TAXES MAY BE AUTHORIZED AND LEVIED BY THE DISTRICT WHICH WILL BE INCORPORATED INTO THE REGULAR PROPERTY TAX BILL AND MADE A PART OF THE GENERAL TAX COLLECTION PROCESS. 6. AN AGREEMENT AND CONSENT TO THE CONSTRUCTION OF A DAM WHICH WILL CREATE A RESERVOIR AS SET FORTH IN CERTIFICATE OF CONSENT, DATED JUNE 30, 1980 BY AND BETWEEN JAPATUL CORPORATION, A CALIFORNIA CORPORATION AND CARLSBAD PACIFIC BUSINESS CENTER, A CALIFORNIA GENERAL PARTNERSHIP RECORDED JUNE 30, 1980 AS FILE NO. ~0-206227 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 7. AN AGREEMENT REGARDING PAYMENT OF A PUBLIC FACILITIES FEE, DATED MAY 6, 1985, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: JULY 10, 1985 AS FILE NO. 85-246091 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 8. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED AUGUST 22, 1986, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: NOVEMBER 3, 1986 AS FILE NO. 86-501526 OF OFFICIAL RECORDS. PAGE 3 ", " , '\ AMEll/. e " . ..... ':, • c ,-' -1 ~." .~~.. ~..-'~~.< 1· '~ : .... '..~ ~: ,pt ~i..~~:~~~. ~~ .. ".",,--~ "~.. """"'::t""~'4 .~'~.::.~:: .. ~4. ·~j/I~ ORDER NO. 1103955-20 -::;...-:.... -: --' --..--- 9. THE LIMITATIONS, COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS, TERMS, LIENS, ASSESSMENTS, PROVISIONS AND CHARGES BUT DELETING RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN AS CONTAINED IN THE DECLARATION OF RESTRICTIONS RECORDED JUNE 29, 1988 AS FILE NO. 88-313420 OF OFFICIAL RECORDS. SAID INSTRUMENT ALSO PROVIDES THAT ALL LIENS CREATED BY THIS DECLARATION OF RESTRICTIONS, INCLUDING, BUT NOT LIMITED TO, ANY REGULAR OR SPECIAL ASSESSMENTS FOR THE PAYMENT OF MONEY, SHALL BE SUBORDINATE TO THE LIEN CREATED BY ANY FIRST DEED OF TRUST OR FIRST MORTGAGE. SAID INSTRUMENT PROVIDES THAT A VIOLATION THEREOF SHALL NEITHER DEFEAT NOR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED OF TRUST MADE FOR VALUE. SAID COVENANTS, CONDITIONS AND RESTRICTIONS WERE INCORPORATED BY A DECLARATION OF ANNEXATION RECORDED DECEMBER 8, 1992 AS FILE NO. 1992-0786590 OF OFFICIAL RECORDS. 10. THE FACT THAT SAID LAND LIES WITHIN THE ASSESSMENT DISrRICT NO. 85-2 (COLLEGE BOULEVARD), AS DISCLOSED BY INSTRUMENT RECORDED SEPTEMBER 19, 1988 AS FILE NO. 88-469414 OF OFFICIAL RECORDS. 11. THE FACT THAT SAID LAND LIES WITHIN THE COMMUNITY FACILITIES DISTRICT NO.1, AS DISCLOSED BY INSTRUMENT RECORDED DECEMBER 19, 1990 AS FILE NO. 90-0674118 OF OFFICIAL RECORDS. A NOTICE OF SPECIAL TAX LIEN WAS RECORDED MAY 20, 1991 AS FILE NO. 91-0236959 OF OFFICIAL RECORDS. 12. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED DECEMBER 21, 1990, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION AND THE CITY OF CARLSBAD. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208521 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 13. A AGREEMENT TO PAY BRIDGE AND THOROUGHFARE FEES DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208522 OF OFFICIAL RECORDS. PAGE 4 ORDER NO. 1103955-20 REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 14. AN AGREEMENT TO PAY DRAINAGE FEES AS REQUIRED BY THE GROWTH MANAGEMENT PROGRAM AND THE ADOPTED LOCAL FACILITIES MANAGEMENT PLAN FOR ZONE - 5 SUNNYCREEK DRAINAGE AREA, DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208523 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 15. THE FACT THAT SAID LAND LIES WITHIN THE FACILITIES DISTRICT NO- 90-2, AS DISCLOSED BY INSTRUMENT RECORDED JULY 16, 1991 AS FILE NO. 91-0348418 OF OFFICIAL RECORDS. 1994-1995 TAX INFORMATION: CODE AREA: PARCEL NO. : 1ST INSTALLMENT: 2ND INSTALLMENT: LAND VALUE: IMPROVEMENTS: EXEMPT: 09094 212-130-32-00 $9,625.45 OPEN $9,625.45 OPEN $606,972.00 $-0- $-0- PAGE 5 , '. ORDER NO. 1103955-20 LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: LOT 107 OF CARLSBAD TRACT NO. 85-24 UNIT 5 CARLSBAD RESEARCH CENTER, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 12815, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 16, 1991. T:10/17/94 08:49:47 V: / / JL 00 PAGE 6 MAP NO. 12815 C:ARLSBAD TRAC:T NO. BS-a4 SHEET 8 UNIT NO.EJ ~"" ~ ~ ~ ~l}:~ ~'lY ~'MV ~ ....... ,:..\.", '{I ..w:;uii-,~," ~"II~A£r..r- WtxWTITfGZr __ tllll'" 1IlC0Mt HCCIUU ~ "" III fj~E JY4 ,f'll. ' A. EX/fTII$.w _11 1IMtf,/lrN"" EAUA!fP..; g 1fttA:aAJ:~}lrill$ CD tJ) I/) b. o a: __ .....r 98 Lon_ 99 .Jo ~ -IIJx, {) 100 200 SCALE:'-• 100' RICK BNGlNEERING COM~NY CIVL Elt(llHana. PLANNIIIO CONt1.UM1'1 I a""wpCMe MtO, ....... ~ ...... .,.oo.c..~'rll •• ~J"'.,.' .. "'OPlCOCIIWt: CNII."-O'CM.I'CWIM ............. ..... _ ... _-.-__ 1' ............ ~c:.. ....... t .. _ sEE SHEET NO· 9 .s'<,,~ oS'~_ ".7-~-b 108 '.1" AC/tD El 106 7, e8 AC1Ia!I II (j#!XJ,arw 103 102 )04 10.5 SEE SHEET NO· 9 this Is not a survey of the land but Is complied for Information by the First American Title Insurance Company from data shown by the official records. Jo9 I)!@."'"'' W:r~ ~ fjJ1atSrJltl, ,j,WO"'-" " I ) ..... ---.. -... ---~ .. ;~'~ ~ ~,.----- DETAIL -F- NOT TO .CALI: GRAIHl PlAN -PoE. 2. 88.43 .... _ 1031 '7 CAU': COORD.N>EX'3eO-1071 CT 851-24 " I ..• 1 f ~ ... "~ .. '"' .... , '. eERICAN LAND TITLE ASSOCIATION LOAN POLlCyeTO' . WITH A.L.T.A. ENDORSEMENT FORM 1 COVERAGE SCHEDULE OF EXCLUSIONS FROM COVERAGE 1. 1, Any law. ordinance or governmental regulation (including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupancy. use or enjoyment of the land. or regulating the character. dimensions or location of any improvement now or hereafter erected on the land. or prohibiting a separation In ownership or a reduction in the dimenSions or area of the land. or the effect of any violation of any such law ordinance or governmental regulation, 2 Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy 3, Defects. liens. encumbrances. adverse claims. or other matters (a) created. suffered. assumed or agreed to by the insured claimant. (b) not known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such claimant acquired an estate or Interest insured by this policy or acquired the insured mortgage and not disclosed in writing by the insured claimant to the Company prior to the date such insured claimant became an insured hereunder. (c) resulting in no loss or damage to the Insured claimant, (d) attaching or created subsequent to Date of Policy (except to the extent Insurance is afforded herein as to any statutory lien for labor or material or to the extent Insurance is afforded herein as to assessments for street Improvements under construction or completed at Date of Policy), 4, Unenforceability of the lien of the insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the indebtedness to comply with applicable "doing bUSiness" laws of the state in which the land IS situated, 5. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1970 WITH REGIONAL EXCEPTIONS When the American Land Title Association Lenders Policy IS used as a Standard Coverage Policy and not as an Extended Coverage Policy. the exclusions set forth in paragraph 4 above are used and the following exceptions to coverage appear In the policy, SCHEDULE B This policy does not insure against loss or damage by reason of the matters shown In parts one and two follOWing Part One: Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records 2, Any facts. rights. interests. or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3, Easements. claims of easement or encumbrances which are not shown by the public records, 4, Discrepancies. conflicts in boundary lines. shortage in area. encroachments. or any other facts which a correct survey would disclose. and which are not shown by public records 5, Unpatented mining claims; reservations or exceptions in patents or In Acts authOrizing the issuance thereof; water rights. claims or IItle to water. 6, Any lien. or right to a lien. for services. labor or material theretofore or hereafter furnished. imposed by law and not shown by the public records, 6. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1992 WITH A.L.lA. ENDORSEMENT FORM 1 COVERAGE EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage. costs. attorneys' fees or expenses which arise by reason of. 1. (a) Any law, ordinance or governmental regulation (including but not limited to bUilding and zOning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (I) the occupancy, use, or enjoyment of the land; (ii) the character, dimenSions or location of any improvement now or hereafter erected on the land; (IIi) a separation in ownership or a change In the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a Violation or alleged violation affecting the land has been recorded in the public records at Date of Policy (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exerCise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy, 2, Rights of eminent domain unless notice of the exercise thereof has been recorded in the pub[lc records at Date of Policy, but not exc[udlng from coverage any taking which has occurred prior to Date of Policy which would be binding on the nghts of a purchaser for value without knowledge, Defects, liens, encumbrances. adverse c[alms or other matters' (a) created, suffered. assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of PO[ICY, but known to the insured claimant and not disclosed in Writing to the Company by the insured claimant pnor to the date the insured claimant became an Insured under this policy; (c) resulting in no loss or damage to the insured c[almant, (d) attaching or created subsequent to Date of Policy (except to the extent that this poliCY insures the priority of the lien of the insured mortgage over any statutory lien for services, labor or matenal or the extent insurance IS afforded herein as to assessments for street improvements under construction or completed at date of policy); or (e) resulting In loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage 4, Unenforceability of the [len of the Insured mortgage because of the inability or failure of the Insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable "doing business" laws of the state In which the land is situated, 5, [nvalidity or unenforceabi[ity of the lien of the insured mortgage, or claim thereof, which arises out of the transaction eVidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law Any statutory [len for services, labor or materials (or the claim of priOrity of any statutory lien for services, labor or materials over the lien of the insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and is not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured has advanced or IS obligated to advance, 7, Any claim. which arises out of the transaction creating the interest of the mortgagee insured by this POliCY, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that IS based on, (i) the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or (II) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination, or (iii) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure (a) to timely record the Instrument of transfer, or (b) of such recordation to impart notice to a purchaser for value or a Judgment or lien creditor. 7. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1992 WITH REGIONAL EXCEPTIONS When the American Land Title AssociatIOn policy IS used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclUSions set forth In paragraph 6 above are used and the follOWing exceptions to coverage appear In the policy, SCHEDULE B This policy do s not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1, Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records, 2. Any f cts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Ease ents, claims of easement or encumbrances which are not shown by the public records. 4. Discre ancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpat nted mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. 6. Any Ii n, or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. 8. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -1992 EXCLUSIONS FROM COVERAGE The following m~tters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any la~, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the ,nd; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (Iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which t e land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notic of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any gOjernmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the lam has been recorded in the public records at Date of Policy. 2. Rights f eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would e binding on the rights of a purchaser for value without knowledge. 3. Defects liens, encumbrances, adverse claims or other matters: (a) createdJ suffered, assumed or agreed to by the insured claimant; (b) not kno~n to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claiman became an insured under this policy; (c) resultin in no loss or damage to the insured claimant; (d) attachin or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. 4. Any clai ,which arises out of the transaclion vesting in the Insured the estate or interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is b, sed on. (i) the trans ction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the trans ction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure: (a) to tiJ ely record the instrument of transfer; or (b) of s rh recordation to impart notice to a purchaser for value or a judgment or lien creditor. I i 9. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -1992 WITH REGIONAL EXCEPTIONS I When the American\,Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 8 above are used and the following exceptions to coverage appear in the poliCr I SCHEDULE B This policy does n1t insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: Part One: 1. Taxes or a~sessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any facts, irights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easement~! claims of easement or encumbrances which are not shown by the public records. 4. Discrepan4ies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. 6. Any lien, dr right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. i i 10. AMERICAN LAND TiTlE ASSOCIATION RESIDENTIAL TITLE INSURANCE POLICY -1987 EXCLUSIONS In addition to the Ex~ePtions in Schedule B, you are not insured against loss, costs, attorneys' fees and expenses resulting from: 1. Governmen(al police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning: I • land use • land division I • improvements on the land • environmental protection This exclusi'on does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date. This exclusibn does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks. 2. The right to I take the land by condemning it, unless: 3. 4. 5. 'I • a notice of exercising the right appears in the public records on the Policy Date • the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking. Title Risks: \ , • that are created, allowed, or agreed to by you I . that are known to you, but not to us, on the Policy Date -unless they appeared in the public records • that result in no loss to you I • that first affect your title after the Policy Date -this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks Failure to patvalue for your title. Lack of a rig t: • to any land outside the area specifically described and referred to in Item 3 of Schedule A, or • ~., in~treets, alleys, or waterways that touch ~d a This exclusio does not limit the access coverage in item .vered Title Risks. _ .,,'-.-. I_V .. '.. . h • t* dt * i * M\t~'" ~~~ __ ~~~_~~ _--..-~ __ ~ ~. ~-~ L .. .......... t· Form No.'.l'r-il8-1 (Rf1v. 10/17/92) Exhibit A to Preliminary Report r J_" _ Preliminary Report First American Title Insurance Company EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (By Policy Type) SCHEDULE B !\ I 1. CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY -1990 I EXCEPTIONS FROM COVERAGE This policy dols not insure againsl loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. Taxeslor assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may IFsult in taxes or assessments, or notice of such proceedings, whether or not shown by the records of such agency or by the public records. 2. Any *ts, rights, interests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. 3. Ease1ents, liens or encumbrances, or claims thereof, which are not shown by the public records. 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. 5. (a) u~eatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or titte to water, whether or not the matters excepted under (a), (b), or (c) are shpwn by the public records. i EXCLUSIONS FROM COVERAGE The follOWing m~tters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, altorneys' fees or expenses which arise by reason of: 1. (a) Any lall,V, ordinance or governmental regulation (including but not limited to buitding and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the and; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the lan~ is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a d~ect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any go ernmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the Ian has been recorded In the public records at Date of Policy. Rights· f eminent domain unless notice 0: the exercise thereof has been recorded in the public records at Date of Policy, but not exctuding from coverage any taking which has occurred prior to Date of Policy which would ~e binding on the rights of a purchaser for value without knowledge. 2. 3. 4. 5. 6. 1. 2. 3. Defectslliens, encumbrances, adverse claims, or other matters: (a) whetherl or not recorded In the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not kno~n to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed In writing to the Company by the insured claimant prior to the date the insured clalmanl became an Insured under this policy; (c) resultinq in no loss or damage to the insured claimant; (d) attachin~ or created subsequent to Date of Policy; or (e) resultind in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this poliCY. unenforfability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the 'applicable "doing b siness" laws of the state in which the land is situated. Invalidit I or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit proteclion or truth f' lending law. Any clai ,which arises out of the transaction vesting in the Insured the estate or interest insured by their policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankrupt rY' state insolvency or similar creditors' rights laws. \ 1 I I 2. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 SCHEDULE OF EXCLUSIONS FROM COVERAGE Any law, qrdinance or governmental regulation (including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dlmenSiO~\S or location of any improvement now or hereafter erected on the land, or prohibiting a separation in ownership or a reduction in the dimensions of area of the land, or the effect of any violation of any such law, ordinance or governmental regulation. Rights of ieminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company and not shown by the public records but known to the ins~red claimant either at Date of Policy or at the date such claimant acquired an estate or interest insured by this policy and not disclosed in writing by the insured claimant to the Company prior to the date such insu~ed claimant became an insured hereunder; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have qeen sustained if the insured claimant had paid value for the estate or interest insured by this policy. \ I I 3. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 WITH REGIONAL EXCEPTIONS When the American I'nd Title ASSOCiation policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 2 above are used and the following exceptions to coverage appear in the POliCY] i SCHEDULE B I This policy does notl insure against loss or damage by reason of the matters shown in parts one and two following' Part One 'I 1. Taxes or as\essments which are not shown as existing liens by the records of any taxing authority that leVies taxes or assessments on real property or by the public records. 2. Any facts, r ghts. interests. or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easements. claims of easement or encumbrances which are not shown by the public records. 4 Discrepanci~s. conflicts in boundary lines. shortage in area. encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights. claims or title to water. 6. An~,hen. or\right to a lien. for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records . . ) ;l~ e e ' ~ ~" . . ' ._~, 'T1IIIIII ,. ORDER NO. 1103956-20 FIRST AMERICAN TITLE INSURANCE COMPANY 411 IVY STREET, SAN DIEGO, CALIFORNIA 92101 P.O. BOX 808, SAN DIEGO, CALIFORNIA 92112 (619) 238-1776 October 17, 1994 UPLAND INDUSTRIES 24422 AVENIDA DE LA CARLOTA #360 LAGUNA HILLS, CA 92653 ATTN: STEVE ERENYI YOUR REF: TBD OUR ORDER NO. 1103956-20 IN RESPONSE TO THE HEREIN REFERENCED APPLICATION FOR A POLICY OF TITLE INSURANCE, THIS COMPANY HEREBY REPORTS THAT IT IS PREPARED TO ISSUE, OR CAUSE TO BE ISSUED, AS OF THE DATE HEREOF, A POLICY OR POLICIES OF TITLE INSURANCE DESCRIBING THE LAND AND THE ESTATE OR INTEREST THEREIN HEREINAFTER SET FORTH, INSURING AGAINST LOSS WHICH MAY BE SUSTAINED BY REASON OF ANY DEFECT, LIEN OR ENCUMBRANCE NOT SHOWN OR REFERRED TO AS OR NOT EXCLUDED FROM COVERAGE PURSUANT TO THE PRINTED SCHEDULES, CONDITIONS AND STIPULATIONS OF SAID POLICY FORMS. THE PRINTED EXCEPTIONS AND EXCLUSIONS FROM THE COVERAGE OF SAID POLICY OR POLICIES ARE SET FORTH HEREIN. COPIES OF THE POLICY FORMS SHOULD BE READ. THEY ARE AVAILABLE FROM THE OFFICE WHICH ISSUED THIS REPORT. THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LIABILITY IS ASSUMED HEREBY. IF IT IS DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE INSURANCE, A BINDER OR COMMITMENT SHOULD BE REQUESTED. DATED AS OF OCTOBER 7, 1994 AT 7:30 A.M. SKIP S Y -TITLE OFFICER DIRECT DIAL PHONE 231-4636 PAGE 1 ORDER NO. 1103956-20 THE FORM OF POLICY TITLE INSURANCE CONTEMPLATED BY THIS REPORT IS: TO BE DETERMINED TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS: FEE THE LAND REFERRED TO HEREIN IS DESCRIBED AS FOLLOWS: (SEE ATTACHED LEGAL DESCRIPTION) AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS CONTAINED IN SAID POLICY FORM WOULD BE AS FOLLOWS: 1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1994-95, NOW PAYABLE, A LIEN NOT YET DELINQUENT. 2. A BOND ISSUED UNDER THE 1915 ACT FOR IMPROVEMENT OF COLLEGE BOULEVARD, ASSESSMENT NO. DODO, DISTRICT 85-2, WHICH IS CURRENTLY OR WILL BE COLLECTED ON THE TAX ROLL. PRINCIPAL BALANCE IS: $88,862.31, PROVIDED CURRENT TAXES ARE PAID. THIS IS NOT A PAY-OFF AMOUNT. IF PAY-OFF IS REQUIRED, THERE WILL BE ADDED FEES, INTEREST AND A PRE-PAY AMOUNT. A DATE OF PAY-OFF WILL HAVE TO BE PROVIDED BY YOU; AS INTEREST IS COMPOUNDED DAILY. PLEASE ALLOW 15 WORKING DAYS, AS A REPORT WILL HAVE TO BE ORDERED FROM AGENCY CONCERNED. 3. THE LIEN OF SUPPLEMENTAL TAXES OR ASSESSMENTS, IF ANY, ASSESSED PURSUANT TO CHAPTER 3.5 COMMENCING WITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION CODE AND ANY OTHER APPLICABLE STATUTES OF THE CALIFORNIA REVENUE AND TAXATION CODE. PAGE 2 -------------. -~--~~~~-.--- ORDER NO. 1103956-20 THE REQUIREMENT THAT THIS COMPANY BE FURNISHED WITH ALL SUPPLEMENTAL TAX BILLS, IF ANY, FROM THE OWNER OF THE HEREIN DESCRIBED PROPERTY BEFORE CLOSE OF ESCROW. 5. SAID LAND LIES WITHIN THE BOUNDARIES OF SPECIAL TAX ASSESSMENT DISTRICT (S) CREATED BY A "COMMUNITY FACILITIES DISTRICT" MAP RECORDED UNDER THE PROVISIONS OF THE MELLO-ROOS ACT (STREETS AND HIGHWAY CODE SECTION 3100, ET SEQ.) OF THE CALIFORNIA STATE LEGISLATURE. NOTE: UPON OFFICIAL FORMATION, POTENTIAL ADDITIONAL TAXES MAY BE AUTHORIZED AND LEVIED BY THE DISTRICT WHICH WILL BE INCORPORATED INTO THE REGULAR PROPERTY TAX BILL AND MADE A PART OF THE GENERAL TAX COLLECTION PROCESS. 6. AN AGREEMENT AND CONSENT TO THE CONSTRUCTION OF A DAM WHICH WILL CREATE A RESERVOIR AS SET FORTH IN CERTIFICATE OF CONSENT, DATED JUNE 30, 1980 BY AND BETWEEN JAPATUL CORPORATION, A CALIFORNIA CORPORATION AND CARLSBAD PACIFIC BUSINESS CENTER, A CALIFORNIA GENERAL PARTNERSHIP RECORDED JUNE 30, 1980 AS FILE NO .. 80-206227 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 7. AN AGREEMENT REGARDING PAYMENT OF A PUBLIC FACILITIES FEE, DATED MAY 6, 1985, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: JULY 10, 1985 AS FILE NO. 85-246091 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 8. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED AUGUST 22, 1986, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: NOVEMBER 3, 1986 AS FILE NO. 86-501526 OF OFFICIAL RECORDS. PAGE 3 ORDER NO. 1103956-20 9. THE LIMITATIONS, COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS, TERMS, LIENS, ASSESSMENTS, PROVISIONS AND CHARGES BUT DELETING RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN AS CONTAINED IN THE DECLARATION OF RESTRICTIONS RECORDED JUNE 29, 1988 AS FILE NO. 88-313420 OF OFFICIAL RECORDS. SAID INSTRUMENT ALSO PROVIDES THAT ALL LIENS CREATED BY THIS DECLARATION OF RESTRICTIONS, INCLUDING, BUT NOT LIMITED TO, ANY REGULAR OR SPECIAL ASSESSMENTS FOR THE PAYMENT OF MONEY, SHALL BE SUBORDINATE TO THE LIEN CREATED BY ANY FIRST DEED OF TRUST OR FIRST MORTGAGE. SAID INSTRUMENT PROVIDES THAT A VIOLATION THEREOF SHALL NEITHER DEFEAT NOR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED OF TRUST MADE FOR VALUE. SAID COVENANTS, CONDITIONS AND RESTRICTIONS WERE INCORPORATED BY A DECLARATION OF ANNEXATION RECORDED DECEMBER 8, 1992 AS FILE NO. 992-0786590 OF OFFICIAL RECORDS. 10. THE FACT THAT SAID LAND LIES WITHIN THE ASSESSMENT DISTRICT NO. 85-2 (COLLEGE BOULEVARD), AS DISCLOSED BY INSTRUMENT'RECORDED SEPTEMBER 19, 1988 AS FILE NO. 88-469414 OF OFFICIAL RECORDS. 11. THE FACT THAT SAID LAND LIES WITHIN THE COMMUNITY FACILITIES DISTRICT NO.1, AS DISCLOSED BY INSTRUMENT RECORDED DECEMBER 19, 1990 AS FILE NO. 90-0674118 OF OFFICIAL RECORDS. A NOTICE OF SPECIAL TAX LIEN WAS RECORDED MAY 20, 1991 AS FILE NO. 91-0236959 OF OFFICIAL RECORDS. 12. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED DECEMBER 21, 1990, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION AND THE CITY OF CARLSBAD. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208521 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 13. A AGREEMENT TO PAY BRIDGE AND THOROUGHFARE FEES DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208522 OF OFFICIAL RECORDS. PAGE 4 ORDER NO. 1103956-20 REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 14 . AN AGREEMENT TO PAY DRAINAGE FEES AS REQUIRED BY THE GROWTH MANAGEMENT PROGRAM AND THE ADOPTED LOCAL FACILITIES MANAGEMENT PLAN FOR ZONE - 5 SUNNYCREEK DRAINAGE AREA, DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208523 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 15. THE FACT THAT SAID LAND LIES WITHIN THE FACILITIES DISTRICT NO- 90-2, AS DISCLOSED BY INSTRUMENT RECORDED JULY 16, 1991 AS FILE NO. 91-0348418 OF OFFICIAL RECORDS. 19994-1995 TAX INFORMATION: CODE AREA: PARCEL NO. : 1ST INSTALLMENT: 2ND INSTALLMENT: LAND VALUE: IMPROVEMENTS: EXEMPT: 09094 212-130-33-00 $10,258.46 OPEN $10,258.46 OPEN $651,069.00 $-0- $-0- PAGE 5 ORDER NO. 1103956-20 LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: LOTS 108 INCLUSIVE, OF CARLSBAD TRACT NO. 85-24 UNIT 5 CARLSBAD RESEARCH CENTER, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 12815, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 16, 1991. T:10/17/94 13:51:12 V: / / MF 00 PAGE 6 CARLSEIAD 'tW"l!'fSt ~1XIST1N&" __ t".", IICCMM Ha-.' 'N III. "1;( .,full ' A 111'1111' .... _1 -.;r.WAfITY EASCAlfllT g 1fl!JJ:'JrJ.}JfJl,M 10 til . 11) b. o . 0: -_ .. ......, JO g .i,., ~--.,., SCALE;" • toO' RICK BNGlNEEIUNO COMPANY CNL E~' K.....-.a COHIIoI..'IUfn. MMynOllll .... ,"""" ___ "_~H'''.'''''f'''' ,...I'ION:oClMo'l CMIl ..... c:.._ ........ , .. _ __ • ___ u .. __ .. __ a. ...... , .. _ 99 sEE SHEET NO· 9 \ "ll t: II , 'to" (. , ·f :~ MAP NO. 12815 SHEET 8 OF 11 SHEETS 106 7.'" M:IIEI lOS tt,6J'fP7/J 104 107 '.000_ 103 .s-~~ .s-~~ ,"'4.,. ~_ 4t? A.. <h!'-. -IV -v__ JOg .......... ~ •• I~ IOZ SEE sHEET NO· 9 this Is not 8 survey of the land but Is complied for Information by the First American Title Insurance Company from data shown by the official records. DETAIL -Fa ., ,.. eCALll GRAIING PLAN· PoE. 2. ee.4~ .... 10317 CAlI. COOAD.IIIlDI300·lIn CT 8S-il4 ~--, . .:' ••• e • ; ii 2 £ 22 2 iiI ii 2 ; j bE! SSJJS eERICAN LAND TITLE ASSOCIATION LOAN POLlCy670. WITH A.L.IA. ENDORSEMENT FORM 1 COVERAGP'" SCHEDULE OF EXCLUSIONS FROM COVERAGE " . 1. Any law, ordinance or governmental regulation (including but not limited to building and zoning ordinances) restnctlng or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dimenSions or location of any improvement now or hereafter erected on the land, or prohibiting a separation In ownership or a reduction In the dimensions or area of the land, or the effect of any violation of any such law ordinance or governmental regulatIOn. 2. Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the Insured clairnant. (b) not known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such claimant acquired an estate or interest insured by thiS policy or acquired the insured mortgage and not disclosed in wntlng by the insured claimant to the Cornpany pnor to the date such insured claimant became an insured hereunder; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy (except to the extent insurance is afforded herein as to any statutory lien for labor or material or to the extent insurance IS afforded herein as to assessments for street improvements under construction or completed at Date of Policy). 4. Unenforceabitity of the lien of the insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the Indebtedness to comply with applicable "doing business" laws of the state In which the land is situated. 5. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY· 1970 WITH REGIONAL EXCEPTIONS When the American Land Title Association Lenders Policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy, the exclusions set forth in paragraph 4 above are used and the following exceptions to coverage appear in the policy. SCHEDULE B This policy does not Insure against loss or damage by reason of the matters shown in parts one and two following. Part One Taxes or assessments which are not shown as eXisting liens by the records of any taxing authonty that levies taxes or assessments on real property or by the public records. 2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an Inspection of said land or by making inquiry of persons in possession thereof 3. Easements, claims of easement or encumbrances which are not shown by the public records. 4 Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpatented mining claims, reservations or exceptions In patents or in Acts authorizing the issuance thereof, water nghts, claims or title to water. 6. Any lien, or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. 6. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY· 1992 WITH A.L.IA. ENDORSEMENT FORM 1 COVERAGE EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of. 1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restnctlng, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any Improvement now or hereafter erected on the land; (IIi) a separation In ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect. lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violauon affecting the land has been recorded in the public records at Date of Policy. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of PoliCy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims or other matters (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded In the public records at Date of POliCY, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant pnor to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the Insured claimant; (d) attaching or created subsequent to Date of Policy (except to the extent that this policy insures the prionty of the lien of the insured mortgage over any statutory lien for services, labor or matenal or the extent Insurance IS afforded herein as to assessments for street improvements under construction or completed at date of policy); or (e) resulting in loss or damage which would not have been sustained If the insured claimant had paid value for the insured mortgage 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the Inability or failure of any subsequent owner of the indebtedness, to comply with applicable "dOing business" laws of the state in which the land is situated. 5. Invalidity or unenforceabilily of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6. Any statutory lien for services, labor or matenals (or the claim of priority of any statutory lien for services, labor or materials over the lien of the insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and IS not financed in whole or In part by proceeds of the Indebtedness secured by the insured mortgage which at Date of Policy the Insured has advanced or IS obligated to advance. Any claim, which arises out of the transaction creating the Interest of the mortgagee insured by this policy, by reason of the operation of federal bankruptcy, state Insolvency, or Similar creditors' rights laws, that is based on (i) the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or (II) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination, or (Iii) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure (a) to timely record the instrument of transfer, or (b) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor 7. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY· 1992 WITH REGIONAL EXCEPTIONS When the Amencan Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclUSions set forth in paragraph 6 above are used and the following exceptions to coverage appear in the policy. I I I. SCHEDULE B This policy doesi not insure agamst loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. 2. 3. 4. 5. 6. Taxes d{ assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Any fac/s, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. Easements, claims of easement or encumbrances which are not shown by the public records. Discrep!nCies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. Unpate ted mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. Any lie , or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. I 8. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -1992 EXCLUSIONS FROM COVERAGE The following ma ters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the la d; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which th land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any gov rnmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights a eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would b binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims or other matters: (a) created, ~ffered' assumed or agreed to by the insured claimant; (b) not know to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant ecame an insured under this policy; (e) resulting n loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. (c) reSUlting~ .. n no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or 4. Any clai ,which arises out of the transaction vesting in the Insured the estate or interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is ba ed on: (i) the transaction creating the estate or Interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the transa~tion creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure: (a) to timely record the instrument of transfer; or (b) of SU~h recordation to impart notice to a purchaser for value or a judgment or lien creditor. I \ 9. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -1992 WITH REGIONAL EXCEPTIONS When the American )..and Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 8 above are used and the following exceptions to coverage appear in the POlic~. I SCHEDULE B This policy does no\ insure against loss or damage (and the Company wilt not pay costs, attorneys' fees or expenses) which arise by reason of: Part One: 1. Taxes or ajsessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any facts, ights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easements claims of easement or encumbrances which are not shown by the public records. 4. Discrepanc es, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. 6. Any lien, a right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. I ! I 10. AMERICAN LAND TITLE ASSOCIATION RESIDENTIAL TITLE INSURANCE POLICY -1987 EXCLUSIONS In addition to the Ex1eptions in Schedule B, you are not insured against loss, costs, attorneys' fees and expenses resulting from: 1. Government~1 police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning: 2. 3. 4. 5. I • land use • land division \ • improvements on the land • environmental protection This exclusi n does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date. This exclusi n does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks. The right to take the land by condemning it, unless: i • a notice of exercising the right appears in the public records on the Policy Date i • the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking. Title Risks: I 'I • that are created, allowed, or agreed to by you • that are known to you, but not to us, on the Policy Date -unless they appeared in the public records I • that result in no loss to you • that first affect your title after the Policy Date -this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks • to any land outside the area specifically described and referred to in Item 3 of Schedule A, or • .in streets, alleys, or waterways that touch.nd ~oes not limit the access coverage in item, vered Title Risks. • .1 "' ,~<4~, Form No. 1068-1 (Rev. 10/17/92) Exhibit A to Preliminary Report ." Preliminary Report First American Title Insurance Company lib!> CfJ':or I' EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (By Policy Type) 1. CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY -1990 SCHEDULE B EXCEPTIONS FROM COVERAGE This policy dot not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. Taxes or assessments which are not shown as eXisting liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may suit in taxes or assessments, or notice of such proceedings, whether or not shown by the records of such agency or by the public records. 2. 3. 4. 5. Any f~cts, rights, Interests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. Easenjents, liens or encumbrances, or claims thereof, which are not shown by the public records. Discr~pancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. (a) Urlpatented mining claims, (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are sh~wn by the public records. EXCLUSIONS FROM COVERAGE The following ~atters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any laJ\~' ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the and, (ii) the character, dimenSions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the Ian is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a d fect, lien or encumbrance resulting from a violatIOn or alleged violation affecting the land has been recorded in the public records at Date of Policy (b) Any gOill' ernmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the Ian has been recorded In the public records at Date of Policy. 2. Rights f eminent domain unless notice 0: the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would e binding on the rights of a purchaser for value without knowledge. 3. Defects\liens, encumbrances, adverse claims, or other matters: (a) whethe~ or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not kn+n to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claima~t became an insured under this policy; (c) resultin~ in no loss or damage to the insured claimant; (d) attachinp or created subsequent to Date of Policy; or (e) resultinq in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy. 4. Unenforfeability of the lien of the Insured mortgage because of the Inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the Indebtedness, to comply with the applicable "doing ~usiness" laws of the state in which the land is situated. 5. 6. 2. 3. Invalidilt or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth lin lending law. Any Clal~, which arises out of the transaction vesting in the insured the estate or interest insured by their policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankrUP\CY, state insolvency or similar creditors' fights laws. i 2, AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 : SCHEDULE OF EXCLUSIONS FROM COVERAGE I Any law,~brdinance or governmental regulation (including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dlmensi'lns or location of any Improvement now or hereafter erected on the land, or prohibiting a separation in ownership or a reduction in the dimensions of area of the land, or the effect of any violation of any such lawl ordinance or governmental regulation. Righls ofl eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. Defecls, ~.ens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company and not shown by the public records but known to the in ured claimant either at Date of Policy or at the date such claimant acquired an estate or interest insured by this policy and not disclosed in writing by the insured claimant to the Company prior to the date such ins red claimant became an insured hereunder, (c) resulting In no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have een sustalOed If the insured claimant had paid value for the estate or interest insured by this policy. I I \ 3. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 WITH REGIONAL EXCEPTIONS When the American! Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 2 above are used and the following exceptions to coverage appear 10 the policy. ! • SCHEDULE B This poliCY does n~t insure against loss or damage by reason of the matters shown in parts one and two following: Part One i 1. 2. 3. 4. 5. 6. Taxes or afsessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Any lacts'lfights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. Easementsl claims of easement or encumbrances which are not shown by the public records. Discrepan~ies, conflicts in boundary lines, shortage 10 area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. unpatente~ mining claims; reservations or exceptions 10 patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. Any lien, or right to a lien, for serVices, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. _ e \ . '. t - •• ORDER NO. 1103957-20 FIRST AMERICAN TITLE INSURANCE COMPANY 411 IVY STREET, SAN DIEGO, CALIFORNIA 92101 P.O. BOX 808, SAN DIEGO, CALIFORNIA 92112 (619) 238-1776 October 17/ 1994 UPLAND INDUSTRIES 24422 AVENIDA DE LA CARLOTA #360 LAGUNA HILLS/ CA 92653 ATTN: STEVE ERENYI YOUR REF: TBD OUR ORDER NO. 1103957-20 IN RESPONSE TO THE HEREIN REFERENCED APPLICATION FOR A POLICY OF TITLE INSURANCE, THIS COMPANY HEREBY REPORTS THAT IT IS PREPARED TO ISSUE, OR CAUSE TO BE ISSUED, AS OF THE DATE HEREOF, A POLICY OR POLICIES OF TITLE INSURANCE DESCRIBING THE LAND AND THE ESTATE OR INTEREST THEREIN HEREINAFTER SET FORTH, INSURING AGAINST LOSS WHICH MAY BE SUSTAINED BY REASON OF ANY DEFECT, LIEN OR ENCUMBRANCE NOT SHOWN OR REFERRED TO AS OR NOT EXCLUDED FROM COVERAGE PURSUANT TO THE PRINTED SCHEDULES, CONDITIONS AND STIPULATIONS OF SAID POLICY FORMS. THE PRINTED EXCEPTIONS AND EXCLUSIONS FROM THE COVERAGE OF SAID POLICY OR POLICIES ARE SET FORTH HEREIN. COPIES OF THE POLICY FORMS SHOULD BE READ. THEY ARE AVAILABLE FROM THE OFFICE WHICH ISSUED THIS REPORT. THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LIABILITY IS ASSUMED HEREBY. IF IT IS DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE INSURANCE, A BINDER OR COMMITMENT SHOULD BE REQUESTED. DATED AS OF OCTOBER 7/ 1994 AT 7:30 A.M. SKIP S Y -TITLE OFFICER DIRECT DIAL PHONE 231-4636 PAGE 1 '. ORDER NO. 1103957-20 THE FORM OF POLICY TITLE INSURANCE CONTEMPLATED BY THIS REPORT IS: TO BE DETERMINED TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS: FEE THE LAND REFERRED TO HEREIN IS DESCRIBED AS FOLLOWS: (SEE ATTACHED LEGAL DESCRIPTION) AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS CONTAINED IN SAID POLICY FORM WOULD BE AS FOLLOWS: 1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1994-95, NOW PAYABLE, A LIEN NOT YET DELINQUENT. 2. A BOND ISSUED UNDER THE 1915 ACT FOR IMPROVEMENT OF COLLEGE BOULEVARD, ASSESSMENT NO. 0000, DISTRICT 85-2, WHICH IS CURRENTLY OR WILL BE COLLECTED ON THE TAX ROLL. PRINCIPAL BALANCE IS: $68,611.62, PROVIDED CURRENT TAXES ARE PAID. THIS IS NOT A PAY-OFF AMOUNT. IF PAY-OFF IS REQUIRED, THERE WILL BE ADDED FEES, INTEREST AND A PRE-PAY AMOUNT. A DATE OF PAY-OFF WILL HAVE TO BE PROVIDED BY YOU; AS INTEREST IS COMPOUNDED DAILY. PLEASE ALLOW 15 WORKING DAYS, AS A REPORT WILL HAVE TO BE ORDERED FROM AGENCY CONCERNED. 3. THE LIEN OF SUPPLEMENTAL TAXES OR ASSESSMENTS, IF ANY, ASSESSED PURSUANT TO CHAPTER 3.5 COMMENCING WITH SECTION 75, OF THE CALIFORNIA REVENUE AND TAXATION CODE AND ANY OTHER APPLICABLE STATUTES OF THE CALIFORNIA REVENUE AND TAXATION CODE. PAGE 2 ORDER NO. 1103957-20 4. SUPPLEMENTAL TAXES: THE REQUIREMENT THAT THIS COMPANY BE FURNISHED WITH ALL SUPPLEMENTAL TAX BILLS, IF ANY, FROM THE OWNER OF THE HEREIN DESCRIBED PROPERTY BEFORE CLOSE OF ESCROW. 5. SAID LAND LIES WITHIN THE BOUNDARIES OF SPECIAL TAX ASSESSMENT DISTRICT (S) CREATED BY A "COMMUNITY FACILITIES DISTRICT" MAP RECORDED UNDER THE PROVISIONS OF THE MELLO-ROOS ACT (STREETS AND HIGHWAY CODE SECTION 3100, ET SEQ.) OF THE CALIFORNIA STATE LEGISLATURE. NOTE: UPON OFFICIAL FORMATION, POTENTIAL ADDITIONAL TAXES MAY BE AUTHORIZED AND LEVIED BY THE DISTRICT WHICH WILL BE INCORPORATED INTO THE REGULAR PROPERTY TAX BILL AND MADE A PART OF THE GENERAL TAX COLLECTION PROCESS. 6. AN AGREEMENT AND CONSENT TO THE CONSTRUCTION OF A DAM WHICH WILL CREATE A RESERVOIR AS SET FORTH IN CERTIFICATE OF CONSENT, DATED JUNE 30, 1980 BY AND BETWEEN JAPATUL CORPORATION, A CALIFORNIA CORPORATION AND CARLSBAD PACIFIC BUSINESS CENTER, A CALIFORNIA GENERAL PARTNERSHIP RECORDED JUNE 30, 1980 AS FILE NO .. 80-206227 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 7. AN AGREEMENT REGARDING PAYMENT OF A PUBLIC FACILITIES FEE, DATED MAY 6, 1985, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: JULY 10, 1985 AS FILE NO. 85-246091 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 8. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED AUGUST 22, 1986, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: CARLSBAD RESEARCH CENTER AND THE CITY OF CARLSBAD. RECORDED: NOVEMBER 3, 1986 AS FILE NO. 86 -501526 OF OFFICIAL RECORDS. PAGE 3 '. AM£l{j C '1 ," < • '::«.. -1. ~,,~-... ~~.~ ~".'\.j~~' "i\.\,~#r~~ '///.!C ~ f!1 ~ _"<..:::-...-;;-.. ORDER NO. 1103957-20 9-. THE LIMITATIONS, COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS, TERMS, LIENS, ASSESSMENTS, PROVISIONS AND CHARGES BUT DELETING RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN AS CONTAINED IN THE DECLARATION OF RESTRICTIONS RECORDED JUNE 29, 1988 AS FILE NO. 88-313420 OF OFFICIAL RECORDS. SAID INSTRUMENT ALSO PROVIDES THAT ALL LIENS CREATED BY THIS DECLARATION OF RESTRICTIONS, INCLUDING, BUT NOT LIMITED TO, ANY REGULAR OR SPECIAL ASSESSMENTS FOR THE PAYMENT OF MONEY, SHALL BE SUBORDINATE TO THE LIEN CREATED BY ANY FIRST DEED OF TRUST OR FIRST MORTGAGE. SAID INSTRUMENT PROVIDES THAT A VIOLATION THEREOF SHALL NEITHER DEFEAT NOR RENDER INVALID THE LIEN OF ANY MORTGAGE OR DEED OF TRUST MADE FOR VALUE. SAID COVENANTS, CONDITIONS AND RESTRICTIONS WERE INCORPORATED BY A DECLARATION OF ANNEXATION RECORDED DECEMBER 8, 1992 AS FILE NO. 1992-0786590 OF OFFICIAL RECORDS. 10. THE FACT THAT SAID LAND LIES WITHIN THE ASSESSMENT DISTRICT NO. 85-2 (COLLEGE BOULEVARD), AS DISCLOSED BY INSTRUMENT'RECORDED SEPTEMBER 19, 1988 AS FILE NO. 88-469414 OF OFFICIAL RECORDS. 11. THE FACT THAT SAID LAND LIES WITHIN THE COMMUNITY FACILITIES DISTRICT NO.1, AS DISCLOSED BY INSTRUMENT RECORDED DECEMBER 19, 1990 AS FILE NO. 90-0674118 OF OFFICIAL RECORDS. A NOTICE OF SPECIAL TAX LIEN WAS RECORDED MAY 20, 1991 AS FILE NO. 91-0236959 OF OFFICIAL RECORDS. 12. A HOLD HARMLESS AGREEMENT REGARDING DRAINAGE, DATED DECEMBER 21, 1990, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION AND THE CITY OF CARLSBAD. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208521 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 13. A AGREEMENT TO PAY BRIDGE AND THOROUGHFARE FEES DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208522 OF OFFICIAL RECORDS. PAGE 4 • '. ORDER NO. 1103957-20 REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 14 . AN AGREEMENT TO PAY DRAINAGE FEES AS REQUIRED BY THE GROWTH MANAGEMENT PROGRAM AND THE ADOPTED LOCAL FACILITIES MANAGEMENT PLAN FOR ZONE - 5 SUNNYCREEK DRAINAGE AREA, DATED APRIL 24, 1991, UPON THE TERMS, COVENANTS, AND CONDITIONS CONTAINED THEREIN. EXECUTED BY AND BETWEEN: UPLAND INDUSTRIES CORPORATION, A NEBRASKA CORPORATION AND THE CITY OF CARLSBAD, A MUNICIPAL CORPORATION. RECORDED: MAY 6, 1991 AS FILE NO. 91-0208523 OF OFFICIAL RECORDS. REFERENCE IS MADE TO SAID INSTRUMENT FOR FURTHER PARTICULARS. 15. THE FACT THAT SAID LAND LIES WITHIN THE FACILITIES DISTRICT NO- 90-2, AS DISCLOSED BY INSTRUMENT RECORDED JULY 16, 1991 AS FILE NO. 91-0348418 OF OFFICIAL RECORDS. 1994-1995 TAX INFORMATION: CODE AREA: PARCEL NO. : 1ST INSTALLMENT: 2ND INSTALLMENT: LAND VALUE: IMPROVEMENTS: EXEMPT: 09094 212-130-34-00 $7,904.03 OPEN $7,904.03 OPEN $502,356.00 $-0- $-0- PAGE 5 • ORDER NO. 1103957-20 LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: LOT 109 INCLUSIVE, OF CARLSBAD TRACT NO. 85-24 UNIT 5 CARLSBAD RESEARCH CENTER, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 12815, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 16, 1991. T:10/17/94 13:27:43 V: / / MF 00 PAGE 6 CARLSBAD TRACT NO. SS-2!4 UNIT NO.!! CARLS!I!JAD RI!ISI!!ARCH CI!INTI!!R .,.:~ ~ ~ ~ t5'~~ U'-S-~ .los -to '($> ~ ... • 7t~ ~. • .. to (1) IJ) ,.... U) 11. o a: ~---¥~ 4».dY -__ _ , I ~ ~I' n~ \ I~ I CI@ 30.9Z5 ACRES DETAIL NO SCALE ~: 1'~/"r/R" ~lI"'~'.tIlI.~, , illY S 1»JiiIi I.IT$. I ~:,;;... illl6 "-__ --'Tf';;uv--_~IJfIW"""' ----69 70 ", UNIT SCALI!: I-IJ 100· niCK ENGINEF.RINO COMPANY ClVL uarHUnl. PU""'O CONI1.I.'IIUfn 11UIlYE't'0RII ~ ,NMlI!O,u, ,,,,, 01(00. CM..QNM ..... II",' If .... ,.' M)M m I'II;t) 0Mn!: CNIlMAO. CAUfOIWM ..... (.1.) ru-tMJ ......... __ ... _ • ., ...... _ ... _ .. & _H_ ..... _ 4 MAP N'o. J J 81 J \ This Is not a survey of the land but Is complied for Information by the First American Title Insurance Company from data shown by the official records. MAP NO. SHEET 10 OF 11 SHEETS FARADAY ~'\.. AVENUE # f -$ J.... "fit .?: .:) GRADING PLAN· p.E. 2. 88, 43 CAUF. COORD,IfIIlEX' 350-1677 ~ -... "'-10317 CT B5H.!4 , , " " . ' I • ., , }- ".' . ',- .. tl •• eERICAN LAND TITLE ASSOCIATION LOAN POLlC.O WITH A.l.IA. ENDORSEMENT FORM 1 COVERAGE SCHEDULE OF EXCLUSIONS FROM COVERAGE , . . . . 1. Any law, ordinance or governmental regulation (Including but not limited to bUilding and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dimensions or location of any improvement now or hereafter erected on the land, or prohibiting a separation In ownership or a reduction in the dimenSions or area of the land, or the effect of any Violation of any such law ordinance or governmental regulation 2. Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the insured claimant, (b) not known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such claimant acqUired an estate or interest Insured by this policy or acqUired the insured mortgage and not disclosed in Writing by the insured claimant to the Company prior to the date such insured claimant became an Insured hereunder; (c) resulting in no loss or damage to the insured claimant, (d) attaching or created subsequent to Date of Policy (except to the extent insurance is afforded herein as to any statutory lien for labor or material or to the extent insurance is afforded herein as to assessments for street improvements under construction or completed at Date of Policy). 4. Unenforceabillty of the lien of the insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the indebtedness to comply With applicable "dOing business" laws of the state in which the land is situated. 5. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY· 1970 WITH REGIONAL EXCEPTIONS When the American Land Title Association Lenders Policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy, the exclusions set forth In paragraph 4 above are used and the follOWing exceptions to coverage appear In the policy. SCHEDULE B This policy does not insure against loss or damage by reason of the matters shown in parts one and two following: Part One. 1. 2. Taxes or assessments which are not shown as eXISting liens by the records of any taxing authOrity that levies taxes or assessments on real property or by the publiC records Any facts, rights, Interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making Inquiry of persons in possession thereof. 3. Easements, claims of easement or encumbrances which are not shown by the public records. 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by publiC records. 5. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof, water nghts, claims or title to water 6. Any lien, or right to a lien, for services, labor or matenal theretofore or hereafter furnished, imposed by law and not shown by the public records 6. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY· 1992 WITH A.l.IA. ENDORSEMENT FORM 1 COVERAGE EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of thiS policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (Including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land, (ii) the character, dimenSions or location of any improvement now or hereafter erected on the land; (iii) a separation In ownership or a change In the dimensions or area of the land or any parcel of which the land IS or was a part; or (iv) enVIronmental protection, or the effect of any Violation of these laws, ordinances or governmentaf regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violatIOn affecting the land has been recorded in the publiC records at Date of PoliCY. 2. 3. 4. 5. 6. 7. (b) (a) (b) (c) (d) (e) (I) (ii) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. Defects, liens, encumbrances, adverse claims or other matters: created, suffered, assumed or agreed to by the insured claimant, not known to the Company, not recorded in the public records at Date of POliCY, but known to the insured claimant and not disclosed In writing to the Company by the insured claimant pnor to the date the insured claimant became an insured under this policy, resulting in no loss or damage to the insured claimant; attaching or created subsequent to Date of Policy (except to the extent that this policy Insures the priority of the lien of the insured mortgage over any statutory lien for services, labor or material or the extent insurance is afforded herein as to assessments for street improvements under construction or completed at date of policy), or resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the Insured mortgage. Unenforceabilily of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable "doing business" laws of the state In which the land is situated. Invalidity or unenforceability of the lien of the Insured mortgage, or claim thereof, which arises out of the transactIOn evidenced by the Insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. Any statutory lien for services, labor or matenals (or the claim of priority of any statutory lien for services, labor or materials over the lien of the insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and is not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured has advanced or IS obligated to advance Any claim, which arises out of the transaction creating the interest of the mortgagee insured by this policy, by reason of the operation of federal bankruptcy, state Insolvency, or Similar creditors' rights laws, that is based on the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of eqUitable subordination, or (iii) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure (a) to timely record the instrument of transfer, or (b) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor 7. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY· 1992 WITH REGIONAL EXCEPTIONS When the American Land Title ASSOCiation policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the eXClusions set forth In paragraph 6 above are used and the following exceptions to coverage appear in the poliCY I I SCHEDULE B This policy doeJ not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. Taxes jr assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any fa ts, rights, interests, or clairns which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easem nts, claims of easement or encumbrances which are not shown by the public records. 4. Discrep'ancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. unpate~ted mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. 6. Any lie9, or right to a lien, lor services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. \ 8. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY· 1992 , EXCLUSIONS FROM COVERAGE The following malters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law,ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the I nd; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which t e land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any gov rnmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights or eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would bt binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims or other matters: (a) created, suffered, assumed or agreed to by the insured claimant; (b) not knOlln to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resutting in no loss or damage to the insured claimant; (d) attachin or created subsequent to Date of Policy, or (e) reSUlting~'n loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. 4. Any clai ,which arises out of the transaction vesting in the Insured the estate or interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is b, sed on: (i) the trans!ction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the trans ction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure: (a) to ti~ ely record the instrument of transfer; or (b) of S~Ch recordation to impart notice to a purchaser for value or a judgment or lien creditor. i 9. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY· 1992 WITH REGIONAL EXCEPTIONS i When the America1 Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 8 above are used and the following exceptions to coverage appear in the pOlicr' I ~HroU~B This policy does n~t insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: Part One: I 1. Taxes or ~ssessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any facts,1 rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easement~, claims of easement or encumbrances which are not shown by the public records. 4. Discrepanpies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5. unpatenter mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof; water rights, claims or title to water. 6. Any lien, ~r right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. I 10. AMERICAN LAND TITLE ASSOCIATION RESIDENTIAL TITLE INSURANCE POLICY· 1987 EXCLUSIONS I In addition to the EJceptions in Schedule B, you are not insured against loss, costs, attorneys' fees and expenses resulting from: 1. Governmerftal police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning: . • land use • land division 2. 3. 4. 5. !. . improvements on the land • environmental protection This exclu. ion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date. This exclu ion does not limit the zoning coverage described in Items 12 and 13 of Covered ntle Risks. The right t take the land by condemning it, unless: I • a notice of exerCising the right appears in the public records on the Policy Date '[ • the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking. ntle Risks: 1 I . that are created, allowed, or agreed to by you • that are known to you, but not to us, on the Policy Date -unless they appeared in the public records . • that result in no loss to you I • that first affect your title after the Policy Date -this does not tim it the labor and material lien coverage in Item 8 of Covered ntle Risks Failure to p,ay value for your title. Lack of a rifht • to any land outside the area specifically descrjbed and referred to in Item 3 of Schedule A, or • in streets, alteys, or waterways that touch~d JhiE exclusion does not limit the acc~ss ~overqge irIltem .vered Title Risks. • _~_~ _________ ~_~._ ~_~ ,~""""""'-"--__ ~ ___ ....... "'--L_ _ __ ~.~. _.~~ __ ~~. __ ~ =-'-,. ~_~ - . , . .,. .... " " i""! ., , --~ .. ~ .... ~~-,-.,. ~ . • CITY OF CARLSBAD - 1200 CARLSBAD VILLAGE DRIVE:", CARl-SBAD, ~LlFORNIA 434-2867 92008 REC'D FROM , I ," _" d:1Udd~ . f-J Ct, Iii t'.~ I( ! '-(' t:p ,/~)-;L7./l~! {/ 17/)):') DATE---,,,-,i.\,,-, --=::'"-, , _""_(_'/_,.J_-'-____ _ ACCOUNT NO. DESCRIPTION AMOUNT j , . " il/"); /' --I./() I~I :4--' 1,,' I i.. it\· (J Ii I /'-..-"/'/, /)' '/ .. .... _. ~-{;. ... , .. ,1., .--",,,,/ -: .. .'" _ .... -s--;-' : )J I--1-:~-.. '.../ , /\) /1-""; c.. i C~ z.,-{"lc) , , .... " ., I . , " --, " i ! j. -:;:/:1 I ' r'-" , 1:/ .. {/l .... t. / , " t , .. .. '-' " ........ , , , , , 3021 Oe/03l'~'5 1001 01 02 , , , ~."'~Mi. '-ii,(", .. ~r, , , , , , , , /' , RECEIP,T NO. 16532 NOT VALID UNLESS VALIDATED BY TOTAL c/~)~('~ .' :---, * Printed on recycled paper. CASH REGISTER .. , 0 '(1-CITY OF CARLSBAD I T0) ",,-\ D J I' u "'-P .;;. 1200 CARLSBA ILLAGE DRIVE ' CARLSBAD, C LlFORNIA 92008 434·2867 ACCOUNT NO. DESCRIPTION AMOUNT I /) ;) k /? "n I -r~ £;; lA ~'1At;/!j""" 1)-0 \"", ~-#' -~I .-,» .. 1 .r:-'" ~~4D!"" ':h.,,}"~ '~7 I"m /l:;r: 'HUH hi 1\" , -. -~ .-. ... --~ .. .. ---.... :-fR~l1' 22CJj"l)O I " " 502 ;'J~::-"' 0 I RECEIPT NO. NOT VALID UNLESS VALIDATED BY TOTAL : If-->',) (1) Printed on re~YCled paper, 16 CASH REGISTER • . , RECORDING REQUESTED BY AND ) WHEN RECORDED MAIL TO: ) ) C~C~~ ) CITY OF CARLSBAD ) 1200 Carlsbad Vii/age Drive ) Carlsbad, California 92008-1989 ) Space above this line for Recorder's use Parcel No. __ 2_12_-_1_3_0-_31 _______ _ AGREEMENT BETWEEN OWNER, DEVELOFlER AND THE CITY OF CARLSBAD FOR THE PAYMENT OF A PUBLIC FACILITIES FEE FOR INSIDE THE BOUNDARIES OF COMMUNITY FACILITIES DISTRICT NO. 1 THIS AGREEMENT is entered into this 2nd day of __ ...;A=u,,-,gu:..;;;;;:;..st.;;;........ ___ , 19~ byandbetween_' _______ H_~ _____ I_n_v_es_tm __ en_t __________________________ __ (name of developer) a, General Partnership , hereinafter referred to as "Developer" whose address (corporation, partnership, etc.) is ___ 4_7_5_W_. __ Br_a_d_l_ey~._.A_v_e_. __ E_l_ca~j_o_n~,~,CA __ ~~~2_02_0 ________________________ __ (street) (city, state, zip code) and CRC, Ltd. (name of legal owner) a _L_i_ffi_i_ted __ p_ar_tn_e_r_sh_i_p _______ , hereinafter referred to as "Owner", whose address (individual, corporation, etc.) is _____ 1_5~08~Mi~·~ss~i~o~n~R~d~.~ ___ E_sc_o_n_d_id_o~, __ CA ___ 9_2_02_9 _____________________ _ . (street) (city, state, zip code) AND the CITY OF CARLSBAD, a municipal corporation of the State of California, hereinafter referred to as ·City", whose address is 1200 Carlsbad Village Drive, Carlsbad, California, 92008-1989. Fonn Approved By City Council July 2. 1991 R .. o II 91-19HKJH 1 Fonn IS .. rev 3127/95 ,-• RECITALS WHEREAS, Owner is the owner of the real property described on Exhibit "A", attached hereto and made a part of this agreement, hereinafter referred to as ·Property"; and WHEREAS, the Property lies within the boundaries of City; and WHEREAS, Developer has contracted with Ownerto purchase the property and proposes a development project as follows: __ an __ a..:;,p..::..p_ro_x_J.IDa_' _t_e....;ly::...-..1_5_0...:..,_O_OO_s....:qu:....-ar_e_f_oo_t_p:...l_an_t __ ______________________ on said Property, which development carries the proposed name ofT_i_t_l_e_is_t ______________ _ ___________________________________ and is hereafter referred to as "Development"; and WHEREAS, Developer filed on the 2nd day of August , 19~ with the City a request fo~ Iff L.L5 iDE Deyc.L-o(I(..{ t:3'Jr PE~( r C;Jv'l €C'I'v'/..A. (:)\..J 14L-I l (YJ t?J..C'(,A Sc;; t:'~<;'/~l fY'J F <:1" A i)Jl/S/71A.. t-N { Pc..L.1. r hereinafter referred to • as "Request"; and WHEREAS, the Public Facilities Element of the City General Plan requires that the City Council find that all public facilities necessary to serve a development will be available concurrent with need or such development shall not be approved (said element is on file with the City Clerk and is incorporated by this reference); and WHEREAS, Developer and City recognize the correctness of Council Policy No. 17, dated July 2, 1991, on file with the City Clerk and incorporated by this reference, and that the City's public facilities and services are at capacity and will not be available to accommodate the additional need for public facilities and services resulting from the proposed Development; and WHEREAS, Developer and Owner have asked the City to find that public facilities and services will be available to meet the future needs of the Development as it is presently proposed; but the Developer is aware that the City cannot and will not be able to make any such finding without financial assistance to pay, for sU.ch seryices and facilities; and therefore, Fonn Approved By City Council July 2, 1991 Rno 1# 91-1941IgH 2 Fonn 18a rev 3127/95 • Developer and Owner propose to help satisfy the General Plan as implemented by Council Policy No. 17 by payment of a public facilities fee. NOW, THEREFORE, in consideration of the recitals, and the covenants contained herein, .. I the parties agree as follows: 1. The Developer and Owner shall pay to the City a public facilities fee in an amount not to exceed 1.82% of the building permit valuation of the building or structures to be constructed in the Development pursuant to the Request. The fee shall be paid prior to the issuance of building or other construction permits for the development and shall be based on the valuation at that time. This fee shall be in addition to any fees, dedications or improvements required pursuant to Titles 18, 20 or 21 of the Carlsbad Municipal Code. Developer and Owner shall pay a fee for conversion of existing building or structures into condominiums in an amount not to exceed 1.82% of the building permit valuation at the time of conversion. The fee for a condominium conversion shall be paid prior to the issuance of a condominium conversion permit as provided in Chapter 21.47 of the Carlsbad Municipal Code. Condominium shall include community apartment or stock cooperative. The terms "other construction permits", ·other construction permit" and "entitlement for use" as used in this agreement, except in reference to mobilehome sites or projects, shall not refer to grading permits or other permits for the const/1Jction of underground or street imptovem~nts unless no other permit is necessary prior to the use or occupancy for which the development is intended. Developer and Owner shall pay the City a public facilities fee in the sum of $598 for each mobilehome space to be constructed pursuant to the Request. The fee' shall be paid prior to the issuance of building or other construction permits for the development. This fee shall be in addition to any fees, dedications or improvements required according to Titles 18, 20 or 21 of the Carlsbad Municipal Code. 2. The Developer and Owner may offer to donate a site or sites for public facilities in lieu of all or part of the financial obligation agreed upon in Paragraph 1 above. If Developer and Owner offer to donate a site or sites for public facilities, the City shall consider, but is not Fonn Approved Br City Council July 2. 1991 RelO # 91.19~/l\JH 3 Fonn 18a reY 3127/95 iii , ~, • obligated to accept the offer. The time for donation and amount of credit against the fee shall be determined by City prior to the issuance of any building or other permits. Such determination, when made, shall become a part of this agreement. Sites donated under this para~raph shall not include improvements required pursuant to Titles 18 or 20 of the Carlsbad Municipal Code. 3. This agreement and the fee paid pursuant hereto are required to ensure the , , consistency of the Development with the City's General Plan. If the fee is not paid as provided herein, the city will not have the funds to provide public facilities and services, and the development will not be consistent with the General Plan and any approval or permit for the Development shall be void. No building or other construction permit or entitlement for use shall , be issued until the public facilities fee required by this agreement is paid. 4. City agrees to deposit the fees paid pursuant to this agreement in a public facilities fund for the financin'g of public facilities when the City Council determines the need exists to provide the facilities and sufficient funds frol"(\ the payment of this and similar public facilities fees are available. 5. City agrees to provide upon request reasonable assurances to enable Developer to comply with any requirements of other public agencies as evidence of adequate public facilities and services sufficient to accommodate the needs of the Development herein described. 6. All obligations hereunder shall terminate in the event the Request made by Developer is not approved. 7. , Any notice from one party to the other shall be in writing, and shall be dated and e • signed by the party giving such notice or by a duly authorized representative of such party. Any such notice shall not be effective for any purpose whatsoever unless served in one of the following manners: 7.1 If notice is given to the City of personal delivery thereof to the City or by depositing same in the United States Mail, addressed to the City at the address set forth herein, enclosed in a sealed envelope, addressed to the City for attention of the City Manager, postage Form Approved By City COWlcil July 2, 1991 R .. o H 91.194/1\1H 4 Form 18& rev 3127195 "-. • prepaid and certified. 7.2 If notice is given to Developer by personal delivery thereof to Developer or by depositing the same in the United States Mail, enclosed in a sealed envelope, addressed to Developer at the address as many have been designated, postage prepaid and certified. 8. This agreement shall be binding upon and shall inure to the benefit of, and shall apply to, the respective successors and assigns of Developer, Owner and City, and references to Developer, Owner or City herein shall be deemed to be a reference to and include their respective successors and assigns without specific mention of such successors and assigns. If Developer should cease to have any interest in the Property, all obligations of Developer , , hereunder shall terminate; provided, however, that any successor to Developer's interest in the property shall have first assumed in writing the Developer's obligations hereunder. At such time as -Owner ceases to have any interest in the Property, all obligations of Owner hereunder shall terminate; provided, however, that if any successor to the Owner's interest, in the Property is a stranger to this agreement, such successor has first assumed the obligations of Owner in writing in a form acceptable to City. 9. This agreement shall be recorded but shall not create a lien or security interest in the Property; When the obligations of this agre~ment have been satisfied, City shall record a release. , I Fonn Approved By City Council July 2. 199 I RelO # 91·194/I\JH " ., 5 Fonn 18a rev 3/27/95 • IN WITNESS WHEREOF, this agreement is executed in San Diego County, Califomia as of the date first written above. (print name) (signature) (title) (print name) (signature) (title) ATTEST: ALETHA L RAUTENKRANZ, City Clerk APPROVED AS TO FORM: RONALD R. BALL, City Attorney By ______________________ __ Deputy City Attorney DEVELOPER: C:_.~-",""",~_.J.. Hamann ment Gregg Hamann General partner Hamann Investment (title and organization of signatory) By __________________________ _ (signature) (print name) (title and organization of signatory) CITY OF CARLSBAD, a municipal corporation of the State of California By ________________________ __ MARTIN ORENYAK for City Manager (Notarial acknowledgement of execution of DEVELOPER and OWNER must be attached). (President or vice-president and secretary or assistant secretary must sign for corporations. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation.) Fonn Approved By City Council July 2, 1991 Rua 1# 91.19~/IqH 6 Fonn 18& rev 3/27/95 • CAUFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CAUFORNIA COUNTY OF SAN DIEGO On _.....;g~t'-/=d+,/-L9_5_-__ before me, S y.1 U /f{ j{, l-iaft/JdhNotary Public, personally appeared Gr t e@ 0/ till. m {(, h n , [] personally known to me -or [ ] proved to me on the basis of satisfactory evidence to be the person(s). whose name(s} is/afe- subscribed to the within instrument and acknowledged to me that he/shQ/they executed the same in his/twr/their authorized capac it y(ies) , and that by his/herjtlleif signature~on the instrument the person(s},-.-or the entity upon behalf of which the person (s}-acted, executed the instrument. WITNESS my hand and official seal. . I Fonn Approved By City Council July 2. 1991 RelO N 91-194/KJH ' . 8 to •••. ~~:.~O 0 Of i@._.cOMM'# 1039282 ~ ! -Notcwy PIbIc -California ~ J ".' SAN DIEGO COUNTY - o • ; ~ ;C:;"1; e:*:' gc: 2S. 1':' 1 . , Fonn 18a rev 3127/95 • " &_ij-·1i~'c-} STATE OF , f\ }ss. COUNTY OF_\~~~;::.......:U~i =e5f=q...=D~ ______ ~} On (1"3-95 , before me, L~ ~1tle/; /.J~ /1Jblt'-~ , pe~on~~appea~d~~~f_~~e~L~f-~~.~~-· _~~a_~~Q~~~====J============~~_ .~ , J3€FsoAally Imovm to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s~re subscribed to the within instrument and acknowledged to me tha@she/they executed the same ir@/her/their authorized capacity(ies), and that b~er/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signatur~~ (This area for official notanal seal) . Title of Document &reem~ Date of Document J?-a-95" No.ofPages ____________________ _ Other signatures not acknowledged ____________________ _ 3006 (1 941 ;General) I. . . • " LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEqo, AND IS DESCRIBED AS FOLLOWS: LOT 106 OF CARLSBAD TRACT NO. 85-24 UNIT 5 CARLSBAD RESEARCH CENTER, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 12815, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 16, 1991. Fonn Approved By City Council July 2, 1991 RelO 1# 91-194/1QH 7 Fonn 18& rev 3127/95 .lDE DEVELOPMENT PERMIT rnF+ COMMENTS PROJECf NUMBER ~t:f....;;...J-_-:.-o_...f-'1 __________ A_E_C_E_iV_E_D_ vJJ( &">Vi. Land Use Review Application Form v2'. Slope Analysis (5 Copies) /3. Slope Profile (5 Copies) ~ Environmental Impact Assessment Form (Separate Fee required) -pfJ I () - Site Plan. Grading Plans. Prelimimuy Landscape Plan. Building Plans. Elevations (5 each) fU.MW f:1rC-tlPOIIVG ptAtV cH60/L Disclosure Statement b. L/JN])~ ~ 7. Title Report (3 Copies) 8. Application Fees. (Planner to include Application Number and Account Number on receipt) (!) PFF Agreement (2 Copies) (Separate Fee Reguired) The original PFF Agreement with the application number written in the lower right hand comer and one copy of the title report must be sent to the City Clerk's Office by the Planning Department for review and recordation) 10. Planner to date stamp the application materials and plans. Application materials must be given to data entry as soon as possible on the same day they are submitted. SIGNATURE fl· Lpv c£ ,FRMOOOll 10/92 Page 5 of 5