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HomeMy WebLinkAboutRP 93-03; Ralph & Eddie's Garden Patio; Redevelopment Permits (RP) (5)GROUND LEASE THIS GROUND LEASE (the "Lease") is made as of Thursday April 21 , 1988, by and between Ralph F. Burnett, ("Landlord"), and.T.I.O. - T.I.L., a California limited partnership ("Tenant"). 1. PREMISES. 1.1 General. Landlord hereby leases to Tenant, and Tenant hereby hires from Landlord, those certain premises (the "Premises") described on Exhibit "A" attached hereto consisting of approximately forty-two hundred (4,200) square feet of land located at AP# 203-173-06 and 203-173-13, Carlsbad, California, on which a parking lot is to be constructed by Tenant in accordance with the Approved Building Plans (as defined in Section 6) subiect to verification. Upon completion of the parking lot, Tenant shall operate, manage, equip, landscape, police, light, repair, clean and maintain the Premises in a neat, clean and orderly condition, and shall repair any damage thereto in accordance with the terms of this Lease. 2. EFFECTIVE DATE. This Lease shall be effective upon the date set forth above (the "Effective Date"). 3. TERM. 3.1 Term. The term of this Lease shall be for Forty- nine (49) Lease Years commencing on the Commencement Date as defined below (the "Term"). ZEZ: INITlAt 3.2 Commencement Date. The "Commencement Date" shall I r moan tho dato of approval of tho Approvod Building Plane be the 181st pursuant to Section 6.2 hereof. A "Lease Year" hereunder is a a period consisting of twelve (12) full calendar months comme nc ing ^^^^^ o, with the first day of a calendar month on or after the Commencement Date and ending one year thereafter. 4. RENTAL.. 4.1 Rent. Beginning on the Commencement Date, Tenant shall pay to Landlord as rent for each full calendar month from and after the Commencement Date the sum of Eicht Hundred Thirty-one Dollars ($831) per month ($.198 per square foot per month) during the Term subject to the increases to the rent set forth in this Section 4, for a minimum annual rent of . Nine Thousand Nine Hundred Seventy- nine Dollars ($9>979) (the "rent"). Rent shall be payable in advance upon the firot day of each calendar month beginning on the Commencement date. The rent for any fractional part of a month following the Commencement Date or at the end of the Term shall be a proportionate part of the rent for a full month. The rent for the period, if any, between the Commencement Date and the first day of the first full calendar month subsequent to the Commencement Date together, with the first full calendar month of the Term shall be payable within five (5) days after the Commencement Date. All rents payable by Tenant hereunder shall be paid in lawful money of the United States without deduction or offset and shall be paid to Landlord at it address pursuant to Section 24, or at such other place as Landlord may from time INITIAL rt fD CD (D O n- < a ri- (D .^tenth ' INITIAL -2- to time direct in writing. It is the intent of the parties that the rent provided herein shall be absolutely net to Landlord and that, except as in this Lease otherwise expressly provided. Tenant shall pay all costs, charges and expenses of every kind and nature against the Premises which may arise or become due during the Term and which, except for the execution and delivery hereof, would or could have been payable by Landlord. 4.2 Rent Increases. The rent payable under this Lease shall be a minimum of the rent payable pursuant to Section 4.1 above increased by each of the two mechanisms set forth below: (a) Market Value Increase. Effective on the first day of the fifteenth (15th) Lease Year, the rent shall be readjusted to the market rental value as set forth in this subsection (a); provided, however, that such readjustment shall not result in a rent of less than the rent payable immediately, prior to such readjustment. Such readjusted rent shall be paid as provided in Section 4.1 above. The readjusted rent provided for herein shall be determined by the following procedure begun one (1) year before the end of the fifteenth (15th) Lease Year. Fifteen (15) months prior to the end of the fifteenth (15th) Lease Year, Tenant and Landlord shall endeavor to agree upon the readjusted rent. If Tenant and Landlord are unable to agree upon such readjusted rent on or before the date which shall be twelve (12) months prior to the end of the fifteenth 03/03/88 3730r/2410/07 -3- (15th) Lease Year, then the readjusted rent shall be determined by establishing, as described more fully in (iii) and tiv) below, the "market value of the fee of the Premises" and the "market rental value of the Premises", the later being the average annual percentage return obtained by owners of land, at the time of the appraisal, for land similar to the Premises assuming highest and best use and not use as a parking lot, and then multiplying this average annual percentage return by the market value of the fee of the Premises to establish the readjusted annual rent. This readjusted annual rent shall be divided by twelve (12) to determine the monthly rent. Should Landlord and Tenant be unable to agree to the readjusted rent as set forth above, the readjusted rent shall be established in accordance with the following procedure: (i) Within fifteen (15) days after the expiration of the three (3) month period of negotiation between Landlord and Tenant during the period described above. Tenant and Landlord shall jointly attempt to agree on the appointment of a real estate appraiser who is a member of the American Institute of Real Estate Appraisers or any successor thereto or the Society of Real Estate Appraisers, or any successor thereto (or in the event the American Institute or Society of Real Estate Appraisers or any successor shall not then be in existence, a disinterested real estate appraiser having appropriate qualifications to appraise commercial real estate set forth • S^-'^^ immediately below), with at least ten (10) years full-time 03/03/88 3730r/2410/07 -4- commercial real estate appraisal experience in San Diego County. All appraisers selected pursuant to the provisions hereof shall be impartial and unrelated, directly or indirectly, so far as employment of services is concerned, to any of the.parties hereto, or their successors. The cost of the services performed by such appraiser shall be borne equally by the parties. The single appraiser jointly appointed by the parties shall determine the "market value of the fee of the Premises", the "market rental value of the Premises", and the readjusted annual rent in the manner herein specified and shall render his appraisal within sixty (60) days after said appraiser has been selected. (ii) . Failing the joint action within said fifteen (15) day period. Tenant and Landlord shall each within an additional fifteen (15) days, separately at its own cost designate an appraiser meeting the qualifications stated in paragraph (i) above. If two appraisers are appointed and they concur on the market value of the fee of the Premises and the market rental value of the Premises, in the manner hereinabove specified, the readjusted annual rent determined by them shall be the readjusted annual rent of the Premises. If the appraisers do not concur, and the difference between the respective higher and lower determinations of readjusted annual rent is an amount less than ten percent (10%) of the amount of the higher determination of the readjusted annual rent, the mean 03/03/88 3730r/2410/07 -5- average of the two determinations shall be the readjusted annual rent of the Premises. The two appraisers shall render their respective appraisals within sixty (60) days after they have been selected. If the difference between the two determinations exceeds the amount specified above, the two appraisers shall jointly select a third appraiser meeting the qualifications set forth in paragraph (i) above, and if they are unable to agree on a third appraiser, either of the parties to this Lease, by giving fifteen (15) days notice to the other party may apply to the presiding judge of the Superior Court of San Diego County to select a third appraiser who meets the qualifications set forth in paragraph (i) above. The third appraiser, however selected, shall be a person who has not acted in any capacity for either party. Within fifteen (15) days from the date of the selection of the third appraiser, all three appraisers shall meet and the first two appraisers shall present to the third appraiser all of their findings, data and conclusions as to the market value of the fee of the Premises and the market rental value of the Premises. The third appraiser shall review all such findings, data and conclusions, and shall determine which of the two appraisers' respective determinations of the market value of the fee of the Premises and the market rental value of the Premises are the most reasonable determinations under the criteria set forth above and iNtTlAl 03/03/88 3730r/2410/07 -6- ^ elsewhere in this Lease. The third appraiser shall not be permitted to make any other independent determination of market value of the fee of the Premises or market rental value of the premises. The appraiser's determinations found by the third appraiser to be the most reasonable determinations shall be the market value of the fee of the Premises and the market rental value of the Premises. The third appraiser's conclusion shall be reached within sixty (60) days from the selection of the third appraiser. The expenses related to the selection and services of the third appraiser shall be shared equally by Landlord and Tenant. (iii) As used herein the "market value of the fee of the Premises" to be determined by the appraisers shall be the market value of the fee interest in the land constituting the Premises (and not the rental value therefor which shall be determined pursuant to paragraph (iv) below) under the actual facts and circumstances existing at the time of the appraisal. In establishing the market value of the fee of the Premises, the appraiser(s) shall consider: the then-current and actual use being made of the Premises as permitted or required by this Lease and not assuming a change of use for which any private or governmental permission would be required or any change in use whether or not permitted by the terms of this Lease and without regard to any residual value for any future uses; the existing actual Improvements .V. INITIAL 03/03/88 3730r/2410/07 -7- on the Premises (but not the value thereof) except that the appraisers may assume the Improvements to be in the physical condition and being operated in the manner required unde^r this Lease; all encumbrances affecting the Premises, including but not limited to all then-existing taxes, assessments, covenants, conditions, restrictions, rights of way, liens, and easements; and the encumbrance of the Premises by this Lease and all covenants, conditions, limitations and restrictions contained herein. The appraisers shall also consider all burdens upon and benefits to the Premises including, but not limited to, the costs and expenses associated with and benefits of any appurtenant rights granted to Tenant under this Lease or otherwise existing with respect to the Premises or Improvements. (iv) The market value of the fee of the Premises determined by the appraiser(s) in the manner described above, shall then be multiplied by a factor which will give Landlord a rate of return on the value of the fee interest in the land constituting the Premises as described in subparagraph (iii) above equal to the "market rental value of the Premises." As used herein the "market rental value of the Premises" to be determined by the appraisers shall be the market rental value of the land constituting the Premises under the actual facts and circumstances existing at the time of the appraisal giving consideration to all of4^ s//2^ 03/03/88 3730r/2410/07 -8- the matters particularly set forth in subparagraph (iii) above, including that the appraisers may assume the Improvements to be in the physical condition and being operated in ihe manner required under this Lease. To arrive at the market rental value of the Premises the appraiser(s) shall consider the average annual percentage return being obtained by owners of land, at the time of the appraisal, similar to the Premises having similar restrictions, conditions and circumstances as described in subparagraph (iii) above. Such average annual percentage return shall then be multiplied by the market value of the fee of the Premises as determined by the appraiser(s) to arrive at the readjusted annual rent. In any event the new readjusted annual rent shall not be less than the annual rent payable immediately prior to the end of the fifteenth (15th) Lease Year. (v) The appraiser(s) shall be instructed to consider the market value of the fee of the Premises, market rental value of the Premises and rates of return only as of the date the appraisals are being made. The market values established under this Section shall be binding and conclusive on the parties. If for any reason a value established under this Section is not conclusive, no party may avail itself of a value more favorable to such party than the value determined by the appraiser appointed by such party. Zl: INITIAL 03/03/88 3730r/2410/07 -9- (vi) Each appraiser shall certify that he has personally inspected the Premises and Improvements and all properties used as comparisons, that he has no past, present or contemplated future interest in the Premises or Improvements, or any part thereof, that the compensation to be received by him from any source for making the appraisal is solely in accordance with this Lease, that he has followed the instructions as set forth in this Section for valuing the Premises and Improvements, that neither his employment to make the appraisal nor his compensation therefor is contingent upon reporting a predetermined value or values, or a value or values within a predetermined range of values, that he has had ten (10) years full time professional experience as a commercial real estate appraiser in San Diego County, that he is a member of the American Institute of Real Estate Appraisers or the Society of Real Estate Appraisers or successor thereto and that his appraisal was prepared in conformity with the standards of professional practice of the Institute or Society or successor thereto. (b) Cost of Living Increases. The annual rent required pursuant to Section 4.1 and 4.2(a) above shall be adjusted upward as of the expiration of the thirty-sixth (36th) full calendar month of the Term and each twelve (12) month period thereafter as provided herein. The adjustment shall be 03/03/88 3730r/2410/07 -10- calculated upon the basis of the United States Department of Labor, Bureau of Labor Statistics Consumer Price Index-'of Urban Wage Earners and Clerical Workers, San Diego Statistical Metropolitan Area Average, all items (1967 = 100) (the "Index"). The Index published and in effect ninety (90) days prior to the Commencement Date shall be considered the Base Year Index for Lease Years 4 through Lease Year 15 and the Index published and in effect ninety (90) days prior to the first day of Lease Year 15 shall be considered the Base Year Index for Lease Years 16 through 49 (the Base Year Index is sometimes referred to as the "Base"). At each "Adjustment Date" (i.e., the first day of the first month of each Lease Year beginning with Lease Year 4 and continuing through Lease Year 49), the rent otherwise due shall be adjusted by the percentage increase, if any, between the Base and the Index published and in effect ninety (90) days preceding the Adjustment Date. In no event shall the rent following an Adjustment Date be less than the rent in effect during the Lease Year immediately preceding such Adjustment Date notwithstanding the fact that the Index may, as of some Adjustment Date, be less than the Index as of the previous Adjustment Date or the Base. In addition, the adjusted rent for any given Lease Year beginning with Lease Year 6 shall not exceed the rent payable in the immediately preceding Lease Year by more than six percent (6%).. When the adjusted rent is determined. Landlord shall give Tenant written notice of same indicating how the new figure was computed. If at any 1^ INITIAL 03/03/88 3730r/2410/07 -11- Adjustment Date the Index shall not exist in the same format as recited in this Section 4.2(b), Landlord shall substitute any official index published by the Bureau of Labor Statistics, or successor or similar governmental agency, as may then be in existence and which is, in Landlord's reasonable discretion, most nearly equivalent to the Index. 4.3 Costs. Tenant shall pay as additional rent in the manner and at the time provided all reasonable costs and expenses incurred in the operation, repair and maintenance of the Premises during the Term. Such costs and expenses shall include, without limiting the generality of the foregoing, the maintenance and repairs, resurfacing, painting, restriping, cleaning, sweeping and janitorial services; planting and landscaping,; trash removal and sewer charges, if any; lighting and other utilities; directional signs and other markers and bumpers; personnel to implement such services and to police the Premises. Such costs and expenses shall include the costs of original construction and installation of the Improvements on the Premises by Tenant as approved by Landlord pursuant to Section 6 herein. 5. TAXES AND ASSESSMENTS. 5.1 Payment of Impositions. Tenant shall pay, as additional rent, before any fine, penalty, interest or cost may be added thereto for the nonpayment thereof, all real estate and personal property taxes, assessments, water rates and charges, and other governmental charges, general and special, ordinary and extraordinary, unforeseen as well as foreseen, of 03/03/88 3730r/2410/07 -12- ITIAL any kind and nature whatsoever, including but not limited to assessments for public improvements or benefits, which,shall during the period from the Effective Date to the expiration of the Term be laid,^ assessed, levied or imposed upon or become due and payable or a lien upon the Premises or any part thereof, or any buildings, appurtenances or equipment or personal property thereon or therein, or any part thereof, belonging to Tenant if separately assessed including any tax or excise on rents or other tax, however, described, levied or assessed by the State of California or any political subdivision thereof imposed as a direct result of Landlord's ownership of this Lease or the Premises or of the rentals occurring under this Lease (all of which taxes, assessments, water rates or charges, levies and other governmental charges are hereinafter referred to as "Impositions"); provided, however, that if, by law, any Imposition is payable, or may at the option of the taxpayer be paid, in installments (whether or not interest shall accrue on the unpaid balance of the Imposition), Tenant may pay the same together with any accrued interest on the unpaid balance of the Imposition in installments as the same respectively become due and payable before any fine, penalty, interest or cost may be added thereto for the nonpayment of any such installment and interest; and provided, further, that any Impositions relating to a fiscal period of the taxing authority, a part of which period is included in the period from the Effective Date to the termination of the Term, and a part of which is included in ,a 03/03/88 '^ISM: 3730r/2410/07 -13- period of time before the Effective Date or after the termination of the Term, shall (notwithstanding the date any Impositions shall be paid, assessed, levied or imposed upon or become due and payable or become a lien upon the Premises or any part thereof) be adjusted as between Landlord and Tenant as of the Effective Date or termination of the Term, as the case may be, so that Landlord shall pay that proportion of the Impositions which that part of such fiscal period included in the period of time before the Effective Date or after the termination of the Term bears to such fiscal period, and Tenant shall pay the remainder thereof. With respect to any Imposition for public improvements or benefits which by law is payable, or at the option of the taxpayer may be paid, in installments. Landlord shall pay the installments thereof which become due and payable subsequent to the termination of the Term, and Tenant shall pay those installments which become due and payable between the Effective Date and the termination of the Term. 5.2 Exclusions. Tenant pays only increase in taxes caused by its use. Nothing in this Lease contained shall require or be construed to require Tenant to pay any inheritance, estate, succession, transfer, gift, franchise, excise, income, profit revenue, corporate or capital levy tax that is or may be imposed upon Landlord, its personal representatives, successors and assigns. 5.3 Proof of Payment. Tenant shall furnish to Landlord, within thirty (30) days after written request by |» Landlord, official receipts of the appropriate taxing ^ INITIAL 03/03/88 3730r/2410/07 -14- authority, or other written proof reasonably satisfactory to Landlord, evidencing the payment thereof. The certificate, advice or bill of the appropriate official designated by law to make or issue the same or to receive payment of any Imposition indicating nonpayment of any Imposition is prima facie evidence that the Imposition is due and unpaid at the time of the making or issuance of such certificate, advice or bill. 5.4 Contest by Tenant. Tenant shall have the right, at Tenant's sole cost, risk and expense, to contest the amount or validity of any Imposition by appropriate legal proceedings but this shall not be deemed or construed in any way as relieving, modifying or extending Tenant's covenant to pay the Imposition at the time and in the manner provided in this Section 5 unless such proceedings shall operate to prevent the sale of the Premises or any part thereof or shall allow the placing of any lien thereon to satisfy the Imposition prior to the final determination of such proceedings. Upon the termination of such proceedings. Tenant shall promptly pay, remove and discharge the Impositions, if any, then payable and the interest and penalties in connection therewith, and the charges accruing in such proceedings. 5.5 Joinder by Landlord. At the request of Tenant, Landlord shall join in any such proceedings only if it is necessary for Landlord to do so in order to properly prosecute such proceedings, provided, however, that Tenant shall indemnify and hold Landlord harmless against all costs and expenses, including attorneys' fees, arising out of or in y^'"^^^ 'INITIAL 03/03/88 3730r/2410/07 -15- connection therewith, and shall indemnify and hold Landlord harmless against any liability for the payment of any .costs or expenses in connection with any such proceedings brought by Tenant. Tenant covenants to indemnify and save harmless Landlord from any such costs or expenses, including attorneys' fees. 6. CONSTRUCTION. OF IMPROVEMENTS. 6.1 Construction Covenants. Tenant shall, subject to the terms and conditions hereafter set forth, at Tenant's sole cost and expense, cause to be constructed and completed a ^mr-^OLc^ parking lot covering the entire Premises, together with the walkways, facilities, utilities and landscaping substantially in accordance with the plans and specifications to be provided by Tenant and approved by the City of Carlsbad (the "City") as provided in Section 6.2 (the "Approved Building Plans"). Said new parking lot, walkways, facilities, utilities and landscaping are sometimes referred to herein, collectively, as the "Improvements." 6.2 Approval of Plans/ Tenant shall deliver to the City sufficient complete sets of detailed plans and specifications, and working drawings for the Improvements sufficient to obtain a building permit for the same from applicable governmental authorities, and to enable Tenant to obtain bids for the construction of the Improvements from licensed and reputable contractors at the appropriate time. Once said plans are approved by the City, then the plans 03/03/88 ^ET" 3730r/2410/07 -16- INITIAL resulting from the foregoing process shall be deemed to be the "Approved Building Plans." Upon the failure of Tenant'to receive Approved Building Plans within 180 days from the effective date, this Lease shall terminate and neither party shall have any rights or obligations with respect to the other. 6.3 Building Permit. Tenant shall cause the Approved Building Plans, or such appropriate parts thereof as may be necessary, to be filed with and approved by the building department of the City and obtain the necessary building permits therefor. 6.4 Commencement and Completion of Improvement Work. Tenant shall commence construction of the Improvements within ^ TuiaAufMAtti ^>^vry ( 37^ ) days of the later of the issuance of the necessary building permits therefor or execution by Tenant of a construction contract for the Improvements with a contractor and will diligently proceed to complete construction, of the aamo not lator than tho dato cpocifiod in Section 3.3. Completion for this purpose shall be defined as the time the Improvements have been substantially completed by Tenant in accordance with the Approved Building Plans. 6.5 Force Majeure. In the event that any obligations of Landlord or Tenant under this Section 6 in connection with the construction of the Improvements become impossible to perform by reason of any act of God, or the elements, shortage or unavailability of necessary materials, supplies or labor shortage or interruptions of transportation, or other cause beyond the control of the party responsible therefor, including 03/03/88 -"^^ 3730r/2410/07 -17-El 'MITI At ^ delays caused by the other party, then in such event, the time for performance of the obligations of the party responsible therefor shall be extended until the termination of such cause beyond its control. Provided, however, that in no event shall any such delay (other than a delay caused by Tenant) extend the date specified in Section 3.2 more than three (3) months. 6.6 Contractor. The Improvements shall be constructed by licensed, reputable, and at the option of the Landlord, in its sole discretion (but at the expense of Tenant), bonded contractors approved by Landlord. If Landlord further requests in writing. Tenant shall deliver to Landlord within ten (10) days of such request, a lien and completion bond in a form reasonably satisfactory to Landlord in an amount equal to one and one-half times the estimated construction cost of the Improvements to insure Landlord of the lien free completion of the Improvements. 6.7 Contractor's Guaranty. Tenant shall use its best efforts to obtain, as a condition of the construction contracts an appropriate contractor's guaranty for a period of one (1) year from the date of completion of the Improvements covered by such contract which shall guarantee the Improvements and all appurtenances and systems therein against any defects in workmanship and materials. Each contractor's guaranty shall provide, among other things, that the contractor shall, at the contractor's own expense, replace and repair promptly any defects in workmanship and materials which may appear within said one (1) year period. Tenant shall require that the 03/03/88 ^'-^^ 3730r/2410/07 -18- >ri _ /a) Mm JMiTlll contractor secure similar guarantees, if available, from all subcontractors and materialmen involved in the construction pursuant to his contract. Tenant shall deliver to Landlord copies of such guarantees of material and workmanship as are provided Tenant by its contractor and its subcontractors and materialmen, and Tenant hereby assigns to Landlord any and all rights Tenant may have thereunder. However, if and when necessary, both Landlord and Tenant shall have the full benefit and right of enforcement of such assigned guarantees directly against the parties having given same. 6.8 Work Quality. All work shall be done in good and workmanlike manner, shall be done diligently in conformity with all legal safety requirements and in accordance with the. standards required by the building department of the City of Carlsbad and any other governmental agency having jurisdiction over the construction of the Improvements. 6.9 Indemnity and Insurance. Tenant shall indemnify and save Landlord harmless from all claims, demands, causes of action or suits of whatever nature arising out of the labor and materials furnished by Tenant or any contractor or supplier employed by Tenant in respect of the construction of the Improvements and from all laborers', materialmens' and mechanics' liens upon the Premises arising out of the performance by Tenant or its contractors, subcontractors, laborers, or materialmen of its obligations or of any other improvements made upon the Premises by Tenant. 03/03/88 3730r/2410/07 -19- 6.10 Right of Entry. During the construction of the Improvements, Landlord and its architects or engineers'or both, may from time to time inspect the Improvements and shall be furnished with copies of all plans, drawings and specifications relating to such construction, and may examine at reasonable times all plans, drawings and specifications. 7. UTILITIES. From and after theACommencement Date, Tenant shall pay for all gas, electricity, light, heat, power or other services used, rendered or supplied upon or in connection with the Premises, and shall indemnify Landlord against any liability or damages on such account. Tenant shall install,at its expense, separate meters for such utilities. 8. USE AND COMPLIANCE WITH LAW. 8.1 Use. Tenant shall, use and occupy the Premises solely for the purposes of conducting and carrying on the operation of a parking lot and for no other purposes except as may be approved in writing by Landlord. 8.2 Compliance with Law. Tenant covenants and agrees that it will not use the Premises or any part thereof for any use or purpose in violation of the laws of the United States of America, the State of California, any local ordinances, regulations and requirements or any covenants, conditions and restrictions or record. Tenant agrees not to conduct auctions, fire or liquidation sales on the Premises. Tenant shall, throughout the Term and at no expense to Landlord, promptly comply or cause compliance with all laws and ordinances, and 03/03/88 3730r/2410/07 -20- (^) the orders, rules and regulations of all federal, state, county and municipal governments, and the appropriate departments, commissions, boards and officers thereof, whether or not the same shall be presently within the contemplation of the parties hereto, or shall involve any change of governmental policy, or require any structural or extraordinary repairs, alterations or additions, irrespective of the cost thereof, including without limitation, the fixtures and equipment thereof. Tenant further agrees that it will not use or occupy or permit the Premises or any part thereof to be used or occupied for any unlawful business, use or purpose, or for any business, use or purpose which would violate any certificate of occupancy, or which will make void or voidable any insurance required to be furnished by Tenant hereunder, or which will cause or be likely to cause structural damage' to the Improvements or any part thereof, or which shall constitute a public or private nuisance, or for any purpose or in any manner which would violate any present or future governmental laws or regulations. Tenant shall promptly, after the discovery of any such unlawful use, take all necessary steps, legal and equitable, to compel the discontinuance of such use, and to remove any subtenants, occupants or any other person guilty of the nonpermitted use. 8.3 Contest. Tenant shall have the right, after prior written notice to Landlord, to contest by appropriate legal proceedings, without cost or expense to Landlord, the validity of any law, ordinance, order, rule, regulation or requirement of the nature referred to in this Section 8. If, 03/03/88 3730r/2410/07 -21- riAL upon posting bond or obtaining an injunction or other order or writ, compliance with any such law, ordinance, order, rule, regulation or requirement may legally be held in abeyance without subjecting Tenant or Landlord to any liability for failure so to comply therewith and Tenant posts such bond or obtains such injunction, order or writ. Tenant may postpone compliance therewith until the final determination of such proceedings, provided that all such proceedings shall be prosecuted with all due diligence and dispatch. Landlord shall be required to join in any such proceedings, unless it shall not be necessary for Landlord to do so in order to properly prosecute such proceedings, provided, however, that Tenant shall indemnify and hold Landlord harmless against all costs and expenses, including attorneys' fees, arising out of or in connection therewith. In the event that any such contest is finally determined adversely to Tenant, Tenant shall immediately comply with any such law, ordinance, order, rule, regulation or requirement. Except as specifically provided herein Landlord shall have no duty to act or obligation with respect to such law, ordinance, order, rule, regulation or requirement. 8.4 Abatement of Rent. Except as specifically provided herein, no abatement, diminution or, reduction of rent or additional rent shall be allowed Tenant for any inconveniences, interruption, cessation or loss of business caused directly or indirectly by any present or future laws, rules, requirements, orders, directions, ordinances or 03/03/88 3730r/2410/07 -22- regulations of the United States of America, or of the state, county or city governments, or any other municipal or governmental or lawful authority whatsoever, or by priorities, rationing or curtailing of labor, materials, or by war, civil commotion, riots, strikes or any matter or thing resulting therefrom, or by any other cause or causes. 9. MAINTENANCE AND REPAIRS. 9.1 Maintenance and Repairs. Tenant shall not cause or permit any waste, damage or injury to the Premises. Tenant, at its sole expense, shall keep the Premises and all improvements thereon clean and in good condition, reasonable wear and tear excepted, and shall make all repairs, replacements and renewals, whether ordinary or extraordinary, seen or unfore- seen, including all structural repairs necessary to maintain the Premises and Improvements. All repairs, replacements and renewals shall be at least equal in quality in material and workmanship to that originally existing in the Premises and Improvements as of the date of completion of the Improvements by Tenant. Landlord shall not be required to make any repairs, alterations or improvements to the Premises. Tenant shall indemnify Landlord against all costs, expenses, liabilities, losses, damages, suits, fines, penalties, claims and demands, including reasonable attorneys' fees, because of Tenant's failure to comply with the foregoing. Tenant shall, at its own expense, keep free and clear from dirt, rubbish and other obstructions and encumbrances the sidewalks and curbs adjacent to the Premises. ^2b^— 03/03/88 3730r/2410/07 -23- m\k\. 9.2 Surrender at End of Term. Tenant shall surrender the Premises at the expiration of the Term in good order, condition and repair, together with any permanent improvements thereon made by Tenant, reasonable use and wear excepted. 10. ALTERATIONS AND ADDITIONS. Tenant shall have the right to make changes or alterations in the Improvements located on the Premises, subject to the following conditions: (a) Tenant shall not make any alterations, structural or otherwise, which will decrease the value of the Premises, or convert any building into a structure which is not a complete, self-contained operating unit. Tenant shall make no structural changes in or additions to the Improvements, the total costs of which may be reasonably expected to exceed the sum of Ten Thousand Dollars ($10,000), without first submitting to Landlord plans and specifications thereof, and obtaining Landlord's written consent thereto. (b) Before the commencement of any work. Tenant shall pay the amount of any increased premiums on insurance policies provided for hereunder, and Tenant shall, in addition, if the estimated cost of such work shall exceed Ten Thousand Dollars ($10,000), provide Landlord, at Tenant's expense, with a surety company performance bond of a company reasonably acceptable to Landlord, in an amount equal to the estimated cost of all work, which borid shall guarantee completion of work free and clear of all liens, encumbrances, security agreements, chattel mortgages and conditional bills of sale in accordance with the approved plans and specifications therefor. 03/03/88 3730r/2410/07 -24- (c) All buildings, additions, rebuildings, replacements and improvements or appurtenances on or in the Premises which may be erected, installed or affixed by Tenant on or in the Premises which may be erected, installed or affixed by Tenant on or in the Premises during the Term shall, at the end of the Term be deemed a part of the Premises, except that all trade fixtures and trade equipment (as defined in this Lease) installed by Tenant shall be and remain the property of Tenant. (d) Landlord shall in no event be required to make any alterations, rebuilding, replacement, changes, additions or improvements or repairs to the Premises during the Term except as specifically provided in this Lease. 11. INSURANCE AND INDEMNITY. 11.1 Liability Insurance. Tenant shall obtain and keep in force from the Effective Date to the termination of the Term a policy of comprehensive public liability insurance insuring Landlord and Tenant against any liability arising out of the construction, ownership, use, occupancy or maintenance of the Premises and all areas appurtenant thereto. Such insurance shall be in an amount of not less that/One' Million Dollars i 9^'^^^'000^ combined single occurrence limit, for injury to or death of one (1) or more persons in any one (1) accident or occurrence and property damage incurred in such occurrence. The limits of said insurance shall not, however, limit the liability of Tenant hereunder. Said insurance shall have a landlord's protective liability endorsement attached 03/03/88 3730r/2410/07 -25- miTlAL > thereto. If Tenant shall fail to procure and maintain said insurance. Landlord may, but shall not be required to,'procure and maintain the same, but at the expense of Tenant. Coverage in the amount specified by any blanket insurance policy maintained by Tenant and insuring against the risks herein specified may be deemed to satisfy Tenant's obligations hereunder, upon Landlord's review of such policy. 11.2 Insurance Policies. Insurance required hereunder shall be in the companies rated B+ or better in "Best's Insurance Guide." Tenant shall deliver to Landlord copies of policies of such insurance with loss payable clauses satisfactory to Landlord. No such policy shall be cancellable or subject to reduction of coverage or other modification except after thirty (30) days prior written notice to Landlord. Tenant" shall, within ten (10) days prior to the expiration of such policies furnish Landlord with renewals or "binders" thereof. 11.3 Waiver of Subrogation. Tenant and Landlord each, to the extent permitted by the insurance policies maintained by them, hereby waive any and all rights of recovery against the other, or against the partners, officers, employees, agents and representatives of the other, for loss or damage is insured against under any insurance policy in force at the time of such loss or damage. Tenant shall, upon obtaining the policies of insurance required hereunder, give notice to the insurance carrier or carriers that the foregoing mutual waiver of subrogation is contained in this Lease. 03/03/88 INITIAL 3730r/2410/07 -26- 11.4 Indemnitv. Tenant shall indemnify and hold Landlord harmless from and against any and all claims arising from Tenant's construction of the Improvements and use of the Premises, or from the conduct of Tenant's business or from any activity, work or things done, permitted or suffered by Tenant in or about the Premises and shall further indemnify and hold harmless Landlord from and against any and all claims arising from any breach or default in the performance of any obligation on Tenant's part to be performed under the terms of this Lease, or arising from any negligence of the Tenant, or any of Tenant's agents, contractors or employees, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon; provided, however that Landlord shall promptly notify Tenant in writing of any claim or action filed against Landlord as to which indemnity is sought hereunder and Tenant and/or its liability carrier shall have the right to designate counsel to undertake Landlord's defense. Landlord may, at its own expense, retain separate counsel to review the defense undertaken by counsel selected by Tenant or its carrier and such insurance counsel shall provide Landlord and its separate counsel with copies of all pleadings, notices and correspon- dence concerning such litigation during the pendency of such litigation. Mn INfriAL 03/03/88 3730r/2410/07 -27- 12. CASUALTY LOSS AND RESTORATION. 12.1 Non-Termination and Non-Abatement. Unless aforementioned renders premises totally unusable. Except as provided herein, .no destruction or damage to the Improvements or the Premises by fire, windstorm or other casualty whether insured or uninsured shall entitle Tenant to terminate this Lease. 12.2 Repair of Damage. (a) Complete Destruction. If the Improvements shall be totally destroyed or rendered wholly untenantable by fire or other casualty, Tenant shall, within thirty (30) days from the date of said destruction, commence the repair or replacement of the Improvements and shall complete the same within ninety (90) days of commencement so that Tenant may continue in occupancy. In the event the Improvements cannot reasonably be replaced or repaired within ninety (90) days then the replacement period shall be extended ninety (90) days, or at Landlord's option, the Lease shall be terminated. As used herein, "total destruction or damage" shall be damage or destruction resulting in reasonably estimated cost of repair or replacement equal to or greater than fifty percent (50%) of the then replacement value of the improvement so affected. (b) Partial Destruction. If the Improvements shall be partially damaged, or rendered partially untenantable, by fire or other casualty. Tenant will, within thirty (30) days ITIAL 03/03/88 3730r/2410/07 -28- from such destruction commence the repair or replacement of the Improvements affected and within ninety (90) days from the date of commencement complete the repair or replacement of said Improvements. (c) Application of Insurance Proceeds. All insurance moneys recovered on account of damage or destruction, less the cost, if any, of such recovery, shall be applied to the payment of the cost of repairing and replacing the Improvements. If net available insurance monies shall be insufficient to pay the entire cost of such work, or if the damage or destruction shall be the result of a cause not reguired to be insured against, then Tenant shall bear the cost thereof in excess of the net available insurance monies. 12.3 Continued Operations. During any period of repair. Tenant shall continue the operation of its business on the Premises to the extent reasonably practicable from the standpoint of prudent business management. However, irrespec- tive of the continued operation of Tenant's business during such period of repair, the Rent payable hereunder shall not be abated. Upon completion of such repair and restoration Tenant shall promptly refixture and restock the Improvements, if necessary, substantially to the condition prior to the casualty and shall reopen for business, if closed by the casualty. 12.4 Damage or Destruction in Last Year. If the Improvements are destroyed or substantially damaged by fire or 03/03/88 INITIAL 3730r/2410/07 -29- casualty when at least one (1) year does not remain in the Term, then Tenant may cancel this Lease by written notice of election to Landlord within thirty (30) days after such substantial damage or destruction and the rents and other charges payable by Tenant hereunder shall be apportioned to the termination date. In such event all sums received by or due to Tenant on account of insurance covering the Improvements shall be paid to Tenant except that the Premises, at Landlord's option, shall be re-delivered to Landlord after removal of the Improvements, and the expense therefor shall be paid out of the sums received by or due to Tenant or on account of such insurance. As used herein, "substantial damage" shall mean damage or destruction, the reasonably estimated cost of repair of which is twenty percent (20%) or more than the Rent payable during the remainder of the Term. 13. CONDEMNATION. 13.1 Total Taking. If the whole of the Premises or so much thereof as to make the part remaining not reasonably adequate for the conduct of Tenant's business substantially as conducted prior to such taking, shall be so taken, this Lease shall, at Tenant's option, be cancelled and terminated and the rents and other charges payable by Tenant hereunder shall be apportioned to the termination date. Such option to terminate shall be exercised at any time subsequent to the filing of the condemnation action and prior to the expiration of ninety (90) INITIAI riAL 03/03/88 3730r/2410/07 -30- days after service of the summons therein upon Tenant and if so exercised delivery of possession shall be made to Landlord on the termination date as specified in the notice exercising such option, which da.te shall be not earlier than the date of condemnation or later than six (6) months after the date of condemnation. The termination date specified in said notice, if such notice is given prior to the entry of final judgment, may be by reference to the date of entry of final judgment even though at the time such notice is given, such date may not have been determined, but such notice shall in no event be effective unless and until said final judgment is entered. In the event the condemning agency shall require possession of the portion condemned, or direct the removal of the improvements therefrom prior to the date specified in said notice, possession of the Premises shall be surrendered to Landlord on the date so required by the condemning agency, and at the option of Tenant, the termination of this Lease shall be upon such date instead of the date specified in said notice. In the event of a dispute between Landlord and Tenant as to whether a taking had been such as to give rise to Tenant's option to terminate, the matter shall be submitted to arbitration by the American Arbitration Association in accordance with its rules and regulations. The cost of such arbitration shall be allocated between the parties by the panel of arbitrators. In the event of a condemnation, other than through an action brought under 03, 03/88 37o0r/2410/07 -31- the power of eminent domain, Tenant's ninety (90) day period for the giving of notice shall commence upon receipt from Landlord of written notice that a condemnation has or will occur and specifying, in reasonable detail, the portion or portions of the Premises which will be taken. Except as provided herein. Landlord shall be entitled to collect from the condemning authority the entire award made in such proceedings. 13.2 Partial Taking. If only fifteen percent (15%) or less of the Premises shall be so taken and if this Lease shall not be terminated pursuant to the provisions of Section 13.1, this Lease shall terminate as to the portion taken as of the date of taking of possession by the condemning authority. Tenant shall restore, repair and replace the portion of the improvements on the Premises that are not so taken to a complete architectural unit for use and occupancy of Tenant. Landlord shall apply or cause to be applied the net amount of any award that may be received by the Landlord in such proceedings towards the cost of restoration. Such net amount of award shall be paid out from time to time to Tenant as the restoration progresses. If the net amount of the award received by Landlord exceeds the cost .of restoration. Landlord shall be entitled to retain such excess. If the net amount of the award received is less than the cost of restoration. Tenant shall pay the deficiency. The "net amount of the award" shall mean the total amount of such taking, less any attorneys' fees, costs and expenses incurred in connection with the condemnation 03/03/88 3730r/2410/07 -32- 13.3 Abatement of Rent. In the event of any taking under the power of eminent domain which does not result in a termination of this Lease, the Rent payable hereunder shall be reduced, effectiye as of the date on which the condemning authority takes possession, on a pro-rata basis according to the percentage of the Premises that is taken. 13.4 Tenant's Award. If there be any taking of the Premises or any part thereof, whether or not this Lease is terminated. Tenant shall have the right to prove in such proceedings and receive any award therein which may be made for damage to, costs of removal, or costs of the undepreciated value of Tenant's trade fixtures and trade equipment as defined in this Lease as well as leasehold improvements, and furniture and furnishings, and moving expenses. Undepreciated value shall be determined by reference to the date of installation and the remainder of the Term on a straight-line basis. Landlord shall notify Tenant in writing within ten (10) business days of any notice Landlord receives concerning a taking of the Premises. 13.5 Temporary Taking. If less than a fee title to all or any portion of the Premises shall be taken by any competent authority for temporary use or occupancy, the fore- going provisions of this Section 13 shall not be applicable to such taking, this Lease shall continue in full force and effect without reduction or abatement of rent, and Tenant shall be IE— INITIAL 03/03/88 3730r/2410/07 -33- entitled to the entire award for such taking to the extent that the same shall be applicable to the period of such temporary use or occupancy included in the Term and Landlord shall be entitled to the remainder thereof. 13.6 Sale in Lieu of Condemnation. The terms "condemnation" and "taking" as used in this Lease shall include a private purchase, under threat of condemnation, in lieu of eminent domain by an entity with the power of condemnation and the date of condemnation shall mean the day on which actual physical taking of possession pursuant to the exercise of said power of eminent domain, or private purchase in lieu thereof, occurs, or the date of settlement or compromise of the claims of the parties thereto during the pendency of the exercise of said power, whichever first occurs. 14. ASSIGNMENT AND SUBLETTING. Tenant shall not assign this Lease in whole or in part, nor sublet all or any part of the Premises, except to the City, without the prior written consent of Landlord in each instance, which consent shall not be unreasonably with- held. The consent by Landlord to any one (1) assignment or subletting shall not constitute a waiver of the necessity for such consent to any subsequent assignment or ^„ . , subletting. No sueh assignment or subletting shall release Tenant from its liability hereunder. This prohibition against INITIAL assigning or subletting shall be construed to include a prohibition against any assigning or subletting by operation of (NlTlAL 03/03/88 3730r/2410/07 -34- law. If without Landlord's consent, this Lease is assigned or the Premises are sublet or occupied by anyone other than Tenant, Landlord may collect rent herein reserved, but no such occupancy or collection shall be deemed a waiver of this covenant, nor the acceptance by Landlord of the assignee, subtenant or occupant, nor the release of Tenant from the further performance by Tenant of the covenants on the part of Tenant herein contained. Tenant will not, either voluntarily or involuntarily, by operation of law or otherwise, encumber, pledge, grant a security interest in, or otherwise transfer, except as specifically permitted above, all or any part of Tenant's leasehold estate hereunder. _/ Ttji^Aur ^f^^ci^ ucT CAUS^ TO 15. DEFAULT. fAcitirr' ujiTtt-airr Ciry's 15.1 Events of Default. The word "default," as used ^&' in this Section 15, shall mean and include any one or more of the following events or occurrences: (a) The failure of Tenant to pay when due the rent or additional rent provided for in this Lease; (b) The failure of Tenant to perform any term, condition, covenant or agreement of this Lease, excluding the payment of rent, and the continuation of such failure for a period of thirty (30) days after Landlord shall have given Tenant written notice specifying the same, or in the case of a situation in which the default cannot reasonably be cured within thirty (30) days, if Tenant shall not promptly, within mi 03/03/88 INITIAL 3730r/2410/07 -35- thirty (30) days after receipt of such notice, commence to remedy the situation by a means that can reasonably be.expected to remedy the situation within a reasonable period of time and diligently pursue the same to completion within ninety (90) days after the date of giving of such notice; (c) The abandonment by Tenant of the Premises or a substantial portion thereof; (d) The issuance of any writ, attachment order or levy against Tenant which is not cured within sixty (60) days, whereby the Premises or any portion thereof shall be taken or occupied or attempted to be taken or occupied by someone other than Tenant; (e) The filing, at ariy time after the date of the execution and prior to the expiration of this Lease, against Tenant in any court pursuant to any statute, either of the United States or of the state, of a petition in bankruptcy or insolvency, or for reorganization, or for the appointment of a receiver or trustee of Tenant, which petition is not dismissed or discharged within sixty (60) days after the filing thereof; or (f) The filing by Tenant of a voluntary petition in bankruptcy or insolvency, or for reorganization, or for the appointment of a receiver or trustee for the Tenant, or the making of an assignment for the benefit of creditors or for the relief of debtors. (NrriAL 03/03/88 3730r/2410/07 -36- 1^-2 Right to Terminate Lease. Subject to Section 15.5, upon the occurrence of any one or more of the events of default specified in paragraph 15.1, Landlord shall have the right at any time thereafter to cancel and terminate this Lease and re-enter and take possession of the Premises, or any part thereof, and repossess the same, and expel (forcibly, if necessary) Tenant and those claiming through or under Tenant, without prejudice to any remedies which Landlord might otherwise have for arrears of rent or for a prior breach of the provision of this Lease. Upon any such entry by Landlord, this Lease shall terminate. Upon such termination. Landlord shall be entitled to recover from Tenant such sums as are provided under California Civil Code Section 1951.2 (or any similar applicable statute or rule of law), the provisions of which are hereby incorporated herein and made a part hereof as if herein set forth verbatim. Additionally, upon any such termination. Landlord shall be entitled to recover from Tenant all costs incurred in collecting amounts due from Tenant under this Lease (including attorneys' fees, costs of litigation and ^he like), all reasonable costs incurred by Landlord in attempting to relet the Premises including advertisements and brokerage commission. 15.3 No Termination of Lease. Should Landlord fail to make the election to terminate the Lease provided for in the preceding paragraph, this Lease shall continue in full force and effect. During the period Tenant is in default, Landlord 03/03/88 3730r/2410/07 -37- may enter the Premises and relet them, or any part of them, to third parties for Tenant's account. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in reletting the Premises, including, without limitation, brokers' commissions, expenses of remodeling the Premises required by the reletting, and like costs. Reletting can be for a period shorter or longer than the remainder of the Term. Tenant shall pay to Landlord the rent due under this Lease on the dates the rent is due, less the rent Landlord receives from any reletting. No act by Landlord allowed by this section shall terminate this Lease unless Landlord notifies Tenant in writing that Landlord elects to terminate this Lease. After Tenant's default and for as long as Landlord does not terminate Tenant's right to possession of the Premises, if Tenant obtains Landlord's consent. Tenant shall have the right to assign or sublet its interest in this Lease, but Tenant shall not be released from liability. 15.4 Right to Cure Default. Landlord, at any time after Tenant commits a default as defined in Section 15.1(b) can cure the default at Tenant's cost. If Landlord at any time, by reasons of Tenant's default, pays any sum or does any act that requires the payment of any sum, the sum paid by Landlord shall be due immediately from Tenant to Landlord within ten (10) days after demand, and if not paid within such period shall bear interest at the maximum rate permitted by law from the tenth (10th) day after demand until Landlord is 03/03/88 3730r/2410/07 -38- reimbursed by Tenant. The sum, together with interest thereon, shall be additional rent. Agency (as defined in Section 15.5) shall also be permitted to cure any defaults of Tenant and in such event, Agency shall have the same rights against Tenant as Landlord would have under this Section 15.4 had Landlord cured Tenant's default. 15.5 Rights of Housing and Redevelopment Commission of the City of Carlsbad. In the event of a default by Tenant pursuant to which Landlord has the right pursuant to this Section 15 to terminate this Lease or Tenant's rights hereunder, prior to such termination. Landlord agrees that it will give written notice to the Housing and Redevelopment Commission of the City of Carlsbad, a public body corporate and politic (the "Agency"), at such address as Agency shall from time to time give Landlord in writing, specifying Tenant's default(s) and Landlord's intent to terminate the Lease. For a period of ten (10) days from the date of receipt by Agency of Landlord's notice, the Agency shall have the right to assume in writing Tenant's rights, duties and obligations under this Lease provided that, concurrent with such assumption. Agency shall cure all monetary defaults of Tenant and shall commence to cure all non-monetary defaults of Tenant and diligently proceed to complete all such curative measures in accordance with Section 15.4. In the event of Agency's*timely election to assume this Lease pursuant to the foregoing. Tenant shall be deemed to have assigned all of its rights, duties and 03/03/88 'N'^'^*- 3730r/2410/07 -39- obligations hereunder to Agency effective as of the date of such written assumption by Agency, without the necessity of any further act or execution of any instrument by Tenant or Landlord, provided that in all events. Tenant shall remain liable to Landlord and to Agency for all of Tenant's defaults and all damages, losses, costs and expenses incurred by Landlord and Agency arising therefrom. Landlord acknowledges that Agency is a third party beneficiary to this Lease pursuant to this Section 15.5. 16. END OF TERM; HOLDING OVER. 16.1 Surrender of Premises. Upon the expiration of the Term or upon its earlier termination for any reason whatsoever. Tenant shall surrender and deliver up the Premises and, unless directed otherwise by Landlord in writing, all Improvements thereon, except movable fixtures and personal property installed therein by Tenant or its subtenants, in good order, condition and repair except for reasonable wear and tear and except for damage caused by fire or other casualty; provided, however, that if Tenant shall surrender and deliver up the Premises and Improvements to Landlord without having repaired or restored any such damage done by fire or other casualty. Tenant shall concurrently therewith assign to Landlord all of Tenant's rights or claims to any insurance proceeds resulting from such fire or other casualty and Tenant shall repair any damage resulting from such fire or other casualty. Tenant shall repair any damage resulting from the 03/03/88 3730r/2410/07 -40- removal by Tenant or any subtenant of Tenant of any trade * fixture or personal property not required to be so surrendered. 16.2 Holding Over. Upon the expiration of the Term, should Tenant remain in possession of the Premises with Landlord's consent, expressed or implied, such holding over shall be deemed to have created only a tenancy from month to month, terminable by either party upon thirty (30) days' written notice to the other at a monthly rental egual to one hundred fifty percent (150%) of the Rent payable for the last full month of the Term. INTENTIONALLY OMITTED' INfTlAL 18. QUIET ENJOYMENT. Upon payment by Tenant of the rents provided herein, and upon the observance and performance of all^ of the covenants, terms and conditions on the part of Tenant to be performed hereunder. Landlord covenants and warrants that Tenant may peaceably and quietly hold and enjoy the Premises for the Term. 19. SUBORDINATION OF LEASE. 19.1 Subordination. Tenant agrees that this Lease is and shall be subordinate to any mortgage, deed of trust or other instruments of security or any renewal thereof, or ground lease or underlying lease, which is now or hereafter shall be placed by Landlord on the land constituting the Premises, and to any and all advances made on the security .thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding anything to the contrary in this Lease, if a lender requires that this Lease be 03/03/88 3730r/2410/07 -41- ^ subordinate to an encumbrance hereafter placed upon the Premises by Landlord, such subordination shall be contingent upon the lender agreeing in writing that so long as Tenant performs all of its obligation under this Lease, neither foreclosure of, deed given in lieu foreclosure of, or the sale under such encumbrance shall terminate Tenant's right to possession of the Premises. 19.2 Certificates. Tenant agrees to promptly execute any certificate or other instrument which Landlord may deem proper to evidence such subordination or to make this Lease prior to the lien of any mortgage, deed of trust or ground lease, as the case may be. 20. ESTOPPEL CERTIFICATES. (a) Each of the parties shall at any time and from time to time upon not less than twenty (20) days' prior notice by the other, execute, acknowledge and deliver to such other party a statement in writing certifying that this Lease is unmodified and is in full force and effect (or if there shall have been modifications that this Lease is in full force and effect as modified and stating the modifications), and the dates to which the rent has been paid^ and stating whether or not to the best knowledge of the signer of such certificate such other party is in default in performing or observing any provision of this Lease, and, if in default, specifying each such default of which the signer may have knowledge, it being intended that any such statement delivered by Tenant may be relied upon by Landlord or any prospective purchaser of the fee 03/03/88 3730r/2410/07 -42- lArriAL or any prospective mortgagee or encumbrancer thereof or any prospective assignee of any mortgage or trust deed upon the fee, and it being further intended that any such statement delivered by Landlord may be relied upon by any prospective assignee of Tenant's interest in this Lease, any prospective sublessee of all or part of the Premises. Reliance on any such certificate may not extend to any default as to which the signer of the certificate shall have had no actual knowledge. (b) If Landlord desires to finance or refinance the Premises, or any part thereof. Tenant hereby agrees to deliver to any lender designated by Landlord such financial information concerning Tenant as may be reasonably required by such lender and is reasonably available to Tenant. Such statements shall include, but shall not be limited to, the past three (3) years financial statements of Tenant, which financial statements need not be audited. All such financial information shall be received by Landlord in confidence and shall be used only for the purposes set forth herein. 21. TRANSFER OF LANDLORD'S INTEREST. In the event of any transfer or transfers of Landlord's interest in the Premises, the transferor shall, upon written notice to Tenant, be automatically relieved of any and all obligations on the part of Landlord accruing from and after the date of such transfer. The transferee shall be deemed, without further act or agreement, to have assumed and agreed to carry out any and all of the covenants and obligations of Landlord and be entitled to any rights or benefits conferred upon Landlord under this Lease. 03/03/88 , ./C 3730r/2410/07 -43- ' jumiL 22. FORCE MAJEURE. Except as provided in Sections 6 and 12, in the event the performance by either party of any of its obligations hereunder is delayed by reason of the act or neglect of the other party, act of God, stormy or inclement weather, strike, labor dispute, boycott, lockout or other like defensive action by such party, inability to obtain labor or materials, governmental restrictions, riot, insurrection, war, catastrophe, casualty, act of the public enemy, or any other cause, whether similar of dissimilar, beyond the reasonable control of the party from whom such performance is due, the period for the commencement or completion thereof shall be extended for a period equal to the period during which performance is so delayed. , • -56-: INTENTIONALLY OMITTED. ? ^ . . 24. MISCELLANEOUS. WmAL 24.1 Waiver. The waiver by either Landlord or Tenant of any breach of any term, condition or covenant contained herein shall not be deemed a waiver of such term, condition or covenant on any subsequent breach of the same or any other term, condition or covenant contained herein. 24.2 Notices. All notices, demands or other writings to be made, given or sent hereunder, or which may be so given or made or sent by either Landlord or Tenant to the other shall be deemed to have been given when in writing and personally delivered or if mailed on the second (2nd) day after deposited in the United States mail, certified or registered, postage prepaid, and addressed to the respective parties at their 03/03/88 ^ (p) 3730r/2410/07 -44- ^ addresses set forth below. Landlord or Tenant may from time to time, by written notice to the other party designate a different address which shall be substituted for the one' specified herein. Landlord Tenant Mr. Ralph F. Burnett T.I.O. - T.I.L. Post Office Box 1575 Carlsbad, CA 92008 With a copy to: City of Carlsbad 1200 Elm Avenue Carlsbad, CA 92008-1989 Attention: Mr. Chris Salomone 24.3 Interest. Any amount payable by Tenant to Landlord hereunder which is not paid within ten (10) days after its due date shall bear interest at the rate of twelve percent (12%) per annum or the maximum rate permitted by law, whichever is less, compounded annually, from the due date until paid, but the payment of such interest shall not excuse or cure any default under this lease. 24.4 Exhibits. All Exhibits referred to in this Lease and attached hereto are hereby incorporated herein by reference and made a part hereof as though herein set forth verbatim. 24.5 Access by Landlord. Landlord or its agents shall have the right to enter upon the Premises at all times to examine the same and to show them to prospective purchasers or tenants or to post notices of non-responsibility subject to the -45- / -H^^Z^ rules and regulations of the Banking authorities. During the period of six (6) months prior to the expiration of the Term, Landlord may also exhibit the Premises to prospective tenants or purchasers, ahd place upon the Premises usual notices "To Let" or "For Sale," which notices shall remain thereon without molestation by Tenant. Landlord, or its agent, may enter during business hours or other hours as agreed to by Tenant to erect scaffolding or perform other work as may be incident to the cure of any default hereunder, provided that the same shall be conducted in a reasonable manner with a view toward minimizing interference with Tenant's operations on the Premises. _ 24.6 Attorneys' Fees. -^^Eaeh pagty payo ite ovm either Landlord or Tenant shall institute any action or proceeding for the possession of the Premises, for the recovery of any sum due under this Lease, or for the breach of any provision of this Lease, the prevailing party in such action or proceeding shall be entitled to receive from the losing party its reasonable expenses incurred therein, including such amount as the court may adjudge to be reasonable as attorneys* fees. 24.7 Time of Essence. Time is hereby expressly declared to be of the essence of this Lease and of each and every term, covenant and condition hereof which relates to a date or period of time. 24.8 Remedies Cumulative. The remedies herein given to Landlord shall be cumulative and are given without impairing'^^J^ any other rights or remedies given Landlord by statute or law INlTtAi 03/03/88 3730r/2410/07 -46- now existing or hereafter enacted, and the exercise of any one (1) remedy by Landlord shall not exclude the exercise of any other remedy. 24.9 Construction. The language in all parts of this Lease shall in all respects be construed as a whole, according to its fair meaning, and not strictly for or against either Landlord or Tenant. The article headings in this Lease are for convenience only and are not to be construed as a part of the Lease or in any way limiting or amplifying the provisions hereof. 24.10 Brokers. Landlord and Tenant each agrees to indemnify and hold the other harmless from and against any claims by brokers and/or finders employed or claiming to have been employed or retained by or otherwise entitled to a commission with respect to this Lease from the respective indemnifying party. 24.11 Effect of Invalidity. If any term or provi- sion of this Lease or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of its terms and provisions to persons and circumstances other than those to which it has been held invalid or unenforceable shall not be affected thereby, and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. No acquisition by Landlord of all or any of the interest of Tenant in or to the Premises or the zr 'yl-r-l INITIAL 03/03/88 3730r/2410/07 -47- Improvements, and no acquisition by Tenant of all or any interest of Landlord in or to the Premises shall constitute or work a merger of the respective interest, unless expressly provided for. 24.12 Successors and Assigns. This Lease and the covenants and conditions contained herein shall be binding and inure to the benefit of and shall apply to the successors and assigns of Landlord and to the permitted successors and assigns of Tenant, and all references in this Lease to "Tenant" or "Landlord" shall be deemed to refer to an include all permitted successors and assigns of such party. 24.13 Consents. Except as expressly provided in this Lease, where the consent or approval of Landlord or Tenant is required in this Lease, such consent or approval will not be unreasonably withheld nor will the party giving such consent require the payment of any consideration for the giving thereof. Landlord's request for indemnity by Tenant and/or its successor as a condition to granting such consent shall not be considered as requiring payment of any consideration for purposes of this Section. 24.14 Entire Agreement. This Lease and the exhibits hereto contain the entire agreement of Landlord and Tenant with respect to the matters covered hereby, and no other agreement, statement of promise made by either Landlord* or Tenant, which is not contained herein, shall be valid or binding. No prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose. No provision ' .jg) INITIAL 03/03/88 3730r/2410/07 -48- of this Lease may be amended or added to except by an agreement in writing signed by Landlord and Tenant. 24.15 Memorandum of Commencement Date; Memorandum of Lease. Within thirty (30) days following the Commencement Date, Landlord and Tenant shall execute and acknowledge a supplemental agreement setting forth the Commencement Date and the termination date of this Lease. The parties agree to execute, acknowledge and record a memorandum of lease for this Lease concurrent with its execution or at any other time as required by any party hereto. 24.16 Performance of Tenant's. Obligations. Whenever in this Lease it is provided that Tenant is obligated to perform any act, such act shall be deemed performed by Tenant if it causes the due performance thereof by any other party. 24.17 Quitclaim Deed. At the expiration or earlier termination of this Lease, Tenant shall execute, acknowledge and deliver to Landlord, within five (5) days after written demand from Landlord to Tenant, any quitclaim deed or other document required by any reputable title company to remove the cloud of this Lease from the title to the real property which is the subject of this Lease. 24.18 Number and Gender. Whenever the singular number is used in this Lease and when required by the context, the same shall include the plural, and the masculine gender shall include the feminine and neuter genders, and the word "person" shall include corporation, firm or association. INITIAL 03/03/88 3730r/2410/07 -49- IN WITNESS WHEREOF, the parties hereto have executed this Ground Lease as of the date set forth above. "LANDLORD" "TENANT" By tla/ph F. Bu: Burnett T.I.O. - T.I.L., a California LIMITED PARTNERSHIP By: DHW, GENERAL PARTNER By Robert B. Burke y By: S^phen W. Densham By: David L. Harshbarger -50- EXHIBIT A DESCRIPTION OF PREMISES Parcel ^ The Southwesterly 60 feet of the Northwesterly 30 feet of the Southwest 300 feet, measured along the Southeasterly line of Block 10, Carlsbad Townsite, according to Map thereof No. 365 filed February 2, 1887. Parcel C: 1. That portion of Block 10 of Carlsbad, in the City of Carlsbad, County of San Diego, State of California according to the Map thereof No. 365 filed in the office of the County Recorder of San Diego County February 2, 1887, and described as follows: Beginning at the Southeasterly corner of Block 10; thence South 55 27' West a distance of 140 feet; thence North 35 14' West a distance of 60 feet to the true point of beginning; continuing North 35 14' West a distance of 80 feet; thence South 55 27; West a distance of 30 feet; thence South 35 14' East a distance of 80 feet; thence North 55 27' East a distance of 30 feet to the true point of beginning. An easement for ingress, egress, pipelines and roadway purposes over, under, along, and across the Northwesterly 20 feet, as reserved in Deeds recorded August 12, 1955 in Book 5752 , Page 427 and August 25, 1952 in Book 4569, Page 262 of Official Records. see attached map COMPARISON SHOPPlNt; MAY SAVE YOU MONEY THIS TITLE INFORMATION HAS BI-EN FURNISHED WITIlOUr CMARGi' BY IN CONFORMANCE WITH THE RULES ESTABLISHED BY THE CALH'ORNIA INSURANCE COMMISSIONER. WHO URGES YOU TO SHOP FOR rilE BEST SERVICE AVAILABLE AND COMPARE CHARGES AND FEES FOR TITLE INSURANCE, ESCROW, AND OTHER SERVICES ASSOCIATED WITH THE PURCHASE OR SALE OF A HOME. Vacant Land Ralph F. Burnfitte and Ralph F. Burnette Jr. 2-26-73 '9.90 203-17 3-06 li.) t - A >s^^^rj d^^V ol u e - hiY : 11,1st $ _ 2 5 v83 3 ,354 3 , 3-S4~ 25.83 l)x\T!'; SOIJJ See attached a) i'l ^ 1 i- I . '/US n.. ; .< -jh ! . ^Hii 111 ; I. V" 'y I'f GRANT DEED , RAUnt F. BUKSnn: and KAl.ni F. lil'KNl-.Tf, IK., falluM- arid iOU, as joint tenants, C^^rl s>bac' ^^ffirrnrno^J OF BLa;K lO OF CAK .SHAD, IN nu. CITY OF ^y^<}f^^^''i'^''f.J'' ^^'S ^a^iH™F''?(. N"' 0F^ N^^N': CCK' INI lie NOKHi A m SA^V nl ITL - THFN^^^ 55^27' WE:V A DISTANCE OF >0 J Kh '; lillfE SOUTH 35^ ^A ^isTX^^D^^ OF 80 F^'ET; THENCi NORTH y.f IV KIT A DISTANC? OF 30 FEET TO THE TRUE PcINP OF HEC1N::1NG. UOOK A^faO PAGE l^l OF OFFICIAL RECORDS. Betce M. CarfionCof i January 31 .v>T'> -m,'!,.. un.s s..:.., I'-M., ' . , ,, , ..v... puv.u;. .ri-.-"..! Sctce M. Curpontcr MAIU TAX STATtMENTS AS DI«ECTED AOOVI- /n V. Commoiiwealth Land Title Conipany r 14S5 Frazee Road, Suite 600 t •ytpr:'' San Diego, CaUfomia 92108 1 .»• 1 > ; i; ; Issuing Policies of j !( \ Commonwealth. / ; i>-^ Land Title Insurance Company •I. ;f i' Y, • . j • ^Y Law Office of Richard MacBurn ;S . V : 1015 Chestnut Avenue ; > : Suite E3 \ ,3 Carlsbad.CA - '1 .•'3-Y-1 • ^rf^]^' Richard ,;;. I ''- 'p''':'' Y'^ ' Your Ref; ^ Burnette''--Y' j ;H ' ' Our No: 963152-4 i Title Officer: \ >f; Larry Vinti (619) 686-2140 PRELIMINARY REPORT Dated as of December 3, 1993 at 7:30 A.M. _:In response to the above referenced application for^a policy of title insurance, Commonwealth t Land TitleXompany hereby reports tfiat it is prepared to issue, or cause to be issued, as of the If Vdate hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest ^'f'j^^ therein hereinafter set forth, insuring against loss which may be sustained by reason of any * i defect, lien or encumbrance not shown or referred to as an Exception below or not excluded from ji^l coverage pursuant to the printed Schedules, Conditions and Stipulations of said policy forms. jjThe printed Exceptions and Exclusions from the coverage of said Policy or Policies are set forth |Tin Exhibit A attached. Copies of the Policy forms should be read. They are available from the office which issued this report. f|.«^ 'f^4'^^^'niis report (and any supplements or amendments hereto) is issued solely for the purpose of ^ ^ ^1^'/facilitating the issuance^of a policy of title insurance and no liability is assumed hereby. If it is \^ V ' 4'^'' clesir'ed that liability be assumed prior to the issuance of a policy of title insurance, a Binder or ^if^^i'' /jr'Conmiitment should be requested. i^^ir^X", . V* .3 CLTA Preliininwy Report Fonn (Rev. 11/18/82) 5) V 963152 Page 2 i Y*! t » I SCHEDULE A The form of policy of title insurance contemplated by tliis report is: A CLTA Owners Policy The estate or interest in the land hereinafter described or referred to covered by this repqrt is: Title to said estate or interest at the date hereof is vested in: Ralph F, Burnette and Ralph F. Burnette, Jr., 4eed to them recorded November 5, 1987 as File No. 87-624497 of Official Records, which recites ",/.as Joint tenants," the validity of which joint tenancy has not been ^J established by; the public records, to Item'5 herein ,TjiieJand referred to in this Report is situatecTin the'State of Carifornia, County of San Diego, and is described as follows: ^ ' Northeasterly 60 feet of Block 10 of Carlsbad, in the City of Carlsbad, County of San State of Califomia, accordmg to Map thereof No. 365, filed in the Office of the &^%C''lf^^li^^^^^^ Recorder of San Diego County, February 2, 1887. «.& . Excepting therefrom'the Northwesterly 60 feet of said land. mm'^4., Y>T' ^'-r. ^4t^ CLTA Preliminaiy Report Fonn (Rev. 11/18/82) 1 ' J ir I AA'fY' ^963152 Page 3 SCHEDULE B At the date hereof Exceptions to coverage in addition to tlie printed exceptions and exclusions in said policy form would be as follows: X f General and special taxes, including any personal property taxes, and assessments collected with taxes for the fiscal year 1993-1994. Total: First InstaUment: Penalty: •tt: ' ' renaity: lfl^r''^':N'yy Second InstaUment: lm%*ii^>*'' 0Yfi**> -.^ < $3,591.98 1,795.99 Open 179.60 1,795.99 Open 189.60 '} Homeowners* Exemption: $none M "-code: , -Parcel: 09098 203-173-04 lltkjY,^ ' The Uen of supplemental taxes, if any, assessed pursuant to the provisions of Section .if W (' i'^ h K seq. of the Revenue and Taxation Code of the State of CaUfomia. : ' n% v"^ ' ^ provisions m a deed prohibiting the buying, selling or handUng of intoxicating 1888 in Book 129, Page 49 of Deeds ^IwS easement,for the purpose shown below and rights incidental thereto as reserved 'A in a document. i; i- it Recorded;. Califomia Security Liquidation Corporation aU springs and other streams or waters arising or flowmg visible or invisible, on said property with the right to take and use any and all water or waters in, on or under any and aU of said real property .%i hereinbefore described, providmg such takmg is accompUshed through . ,V weUs or other means not located on the said real property i ..^»^;;t^-June U, .1938 in Book 795, Page 85 of Official Records A ' iTv^ii The exact location and extent of said easement is not disclosed of 1^1^^^. .ft^recordj||,e o sK/i... ^^ftS^^' s?^WY:U^riY ^f-^-^' |3.;^J^^ An easement for tiie purpose shown below and rights incidental thereto as reserved i^lin aidocument.' ' f*' ^^ w^.. Cl^TA PwUminaxy Report Fpnn (Rpv, U/18/82) in\r- \ \ ' 1,1'', mi •i Wfl '• 963152 Page 4 Grantor: Purpose: Recorded: Affects: EmU W. Tobler, et ux sewer easement September 1, 1950 in Book 3761, Page 397 of Official Records No location set forth Said easement has been granted and reserved in various deeds of record. 4. • An easement for the purpose shown below and rights incidental thereto as reserved in a document. Grantor: Purppse: Recorded: Herbert L. Carpenter, et ux ingress and egress for pipe Unes and roadway purposes August 25, 1952 in Book 4569, Page 262 of Official Record^ Affects: Northwesterly 20 feet A deed of tmst to secure an indebtedness in the amount shown below: Amount: $40,000.00 Dated: October 15, 1971 Tmstor: B. M. Christiansen and Kay F. Christiansen, husband and wife, Paul S. Swirsky and Marianne R. Swirsky, husband and wife, James M. Gaiser and Dorothy M. Gaiser, husband and wife, Alvin A. Sugg and beulah O. Sugg, husband and wife, and Eugene L. Geil and Harriet Geil, husband and wife Security Titie Insurance Company, a Califoraia corporation Ruth G. Bateman as Tmstee for Brian Patrick Bateman as to an I undivided one-half interest; Ruth G. Bateman as Tmstee for Michael > . James Bateman as to an undivided one-fourth interest and Ruth G. • * Bateman as Tmstee for David Alfred Bateman as to an undivided one- fourth interest Recorded: December 7, 1971 as File No. 283755 of Official Records Nol reconveyance or release of this item appears of record; however, we have reason to j'^'-mM^li^ve that it may have been paid and we wiU be requesting an examination of prior " ' ' proceedings by the appropriate'entify: Upon ^h^^^ of the fmding of this examination, , welwiU advise you and supplement our report. t6.|||fgThe requirement that the certam deed executed by Donald M. Rosenstock in favor of ithej}(estee herein recorded November 5, 1987 as FUe No. 87-624497 of Official Records be ;re-recprded to correct the name of the grantor as Donald M. Rosenstock who acquired titie asjgpnald M. Resentock, The company may also require the deed to be co-executed by Donna L. Rosenstock. abstract of judgment for the amount shown below and any other amounts due |4^,.Y ? 963152 Page 5 / Debtor: «Y Creditor: Date entered: ."Y;1 County: Court: Case No: . Amount: Recorded: Ralph F. Burnette aka Ralph Bumette Balboa CoUection Service, Inc. November 12, 1987 SanDiego ': — Municipal 71097 $3,236.96 November 19, 1987 as FUe No. 87-647323 of Official Records An abstract of judgment for the amount shown below and any other amounts due Debtor: Creditor; Date entered: ,\^{:^^ County:' }1-ir^K'.^'Court* •' if;!'Case No: Amount: |Y Recorded: 1^14 " • * •• Ralph F. Bumette aka Ralph Bumette Tri-City Hospital District June 16, 1989 San Diego * Municipal 86413 $180.72 October 18, 1989 as FUe No. 89-564332 of Official Records mm. iilfi Califbrnia. A lien for the amount shown and any other amounts due, in favor of the Stale of $1,557.78 Employment Development Department Ralph F. Bumette, Jr.; Ralph & Eddies W932632001 September 27, 1993 as FUe No. 1993-0635885 of Official Records If**' lii K I v,Y,kf' CL^A) P»«lin»in^ ^»POrt Form (Rev. 11/18/82) 1 1. ( ! 1 < >963152 ; Page 6 Note No. 1: AS OF JANUARY 1, 1990, CHAPTER 598, CAUFORNDV STATUTES OF 1989, (AB 512; INSURANCE CODE SECTION 12413.1) BECAME EFFECTIVE. THE LAWS REQUIRE THAT ALL FUNDS BE DEPOSITED AND AVAILABLE FOR WITHDRAWAL BY THE TITLE ENTITY'S ESCROW OR SUBESCROW ACCOUNT PRIOR TO DISBURSEMENT OF ANY FUNDS. ONLY CASH OR WIRED FUNDS CAN BE GIVEN IMMEDIATE AVAILABIUTY UPON DEPOSIT. CASHIER'S CHECKS, TELLER'S CHECKS AND CERTIFIED CHECKS MAY BE AVAILABLE ONE BUSINESS DAY AFTER DEPOSIT. ALL OTHER FUNDS SUCH AS PERSONAL, CORPORATE OR PARTNERSHIP CHECKS AND DRAFTS MAY CAUSE MATERIAL DELAYS IN DISBURSEMENT OF FUNDS ON THIS ORDER. ORDER TO AVOID DELAYS, ALL FUNDS SHOULD BE WIRE TRANSFERRED. OUTGOING WIRE TRANSFER WILL NOT BE AUTHORIZED UNTIL CONFIRMATION OF THE RESPECTIVE INCOMING WIRE TRANSFER OR '' ' AVAILABILITY OF DEPOSITED CHECKS. V;>;';;.V';;;4,i;;'' . _ , ' , . SSttlv'-IS^ WnONG INFORMATION FOR THIS OFFICE IS AS FOLLOWS: 530 !'B" STREET ' SAN DIEGO, CA 92101 II BANK NUMBER: 122000496 ^4 CREDIT: CommonweaUh Land Titie Co. ACCOUNT NUMBER: 4000124120 Note No. 2: THIS COMPANY DOES REQUIRE CURRENT BENEFICIARY pEMANDS PRIOR TO CLOSING. If the demand is expUed and a current demand cannot ,be*.obtained, our requirements wiU be as foUows: • (a)^|flf this Company accepts a verbal update on the demand, we may hold an amount equal to one montiUy mortgage payment. This hold wUl be in addition to the verbal hold the lender may have stipulated. (b)^^ ^ hi If this Company cannot obtain a verbal update on the demand, we wiU either pay off the expked demand, or wait for the amended demand, at the discretion of the escrow. Note No. 3: Requirement that this Company be fumished with a copy of any supplemental tax biUs nW in existence whicfi" ai^not ]^^^ report. CLTA Preliminaiy Report Form (Rev. 11/18/82) Miiiiiiiiiil^ 963152 Page 7 I^Y' Note No. 4: If taxes are posted paid less than 45 days, the Company wiU hold the tax amount plus delinquency amount untU 45 days have elapsed. If taxes have been paid through an impound account or if a copy of the cancelled check can be provided to us, this requirement can be waived. Note No. 5: If any deed of tmst in favor of "Private Parties" is to be omitted from our poUcy of title insurance, we wiU require that the original note, deed of tmst and properly executed and notarized request for reconveyance be surrendered for review prior to close of escrow. 1*4 CLTA Praliminarv Renort Form Hlav. 11/1^81\ •liiMliiiliiii , ''•.#Y' V 'i 'Wi.' . 963152 Page 7 Note No, 4: If taxes are posted paid less than 45 days, the Conipany wiU hold the tax amount plus delinquency amount untU 45 days have elapsed. If taxes have been paid through an impound account or if a copy of the cancelled check can be provided to us, this requkement can be waived. Note No. 5: If any deed of tmst m favor of "Private Parties" is to be omitted from our poUcy of title msurance, we wiU requke that the original note, deed of tmst and properiy executed and notarized request for reconveyance be surrendered for review prior to close of escrow. CLTA'Preliminaiv^ Reoort Pnrm ntav. ' •>Jlil'T« 'I •• fmiLt it M Ul fi zn V Ii itti l» il H 9/'ii U/ h if lo 6T• \ i''' Y?.< .ull'V J r:' >M • I Ml , . f If J« itfiiiiit liiHilililli V EXHIBIT "A" LIST OF PREPRINTED POLICY EXCLUSIONS AND EXCEI*TIONS CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE, POLICY EXCLUSIONS FROM COVERAGE 1990 f.^The ft^jlowing mailers are expressly excluded from the coverage of litis policy and llic Company will nol pay loss or damage, costs, attorneys' fees or expenses wliich arise l^jby'reasonofti'} - Any law, ordinance or governmental regulation (including but not limited to building or zoning laws, ordinances, or regulations) restricting, regulating, prohibiting i'|||i)|or rcla^iiig lo (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 ' WW**P"*'^°"ownership or a change in the dimensions or area of thc land or any parcel of which lhe land is or was a part; or (iv) environmental protection, or the effeci ' '^^MM^^ot any violation of these laws, ordinances or govemmental regulations, except to the exlent that a notice of the enforcement ihereof or a notice of a defect, licn or if^i*^*!l^^^^^ resulting from a violation or alleged violation affecting the land has been recorded in the public records al Dale of Policy. i'»wW*il^li(b)Any governmental police power nol excluded by (a) above, except lo the exlent that a notice of the exercise ihereof or a nolice of a defect, lien or encumbrance MK^IMIII (b)Any governmental poll ,|jf|w|Mf^^ resulting from a violation power not excluded by (a) above, except or alleged violation affecting the land has been recorded in the public records at Date of Policy. rTO^II^'l'^*^*^'* of eminent domain unless notice of the exercise ihereof has been recorded in the public records at Date of Policy, but not excluding froni. coverage any taking '4tl V which has occurred prior lo 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: i|fi|5f (a) whelher or not recorded in the public records at Date of Policy, bul created, suffered, assumed or agreed to by the insured claimanl; /t^'4^'^¥^l,V3) nol known to the Company, not recorded in the public records at Dale of Policy, bul known to the insured claimanl and nol disclosed in wriiing to the Company by iV^^jl'(^ insured claimant prior to the date of the insured claimant became an insured under this policy; it'?t k*M resulting in no loss or damage to the insured claimant; tmm /j\ ,..1 ...k , .» r.„.„ „r D^i.-,., .J,., been sustained if thc insured claimanl had paid value for the insured mortgage or for the estate or intcicst insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent fff. owner ofthe indebtedness, to comply wilh the applicable doing business laws of the slate in which the land is situated. arises oul of the transaction evidenced by the insured mortgage land is based or unenforceability of (he lien of the insured mortgage, or claim thereof, which ari or any consumer credit protection or truth in lending law. iW'f^^'^Any c\^m, which arises OMI of Uie transaction vesting in the insured the estate or "•——• i^ifi^'^lM^hPy rcasofi of the operation of federal bankruptcy, stale insolvency or simii inleresl insured by this policy or the transaction creating the inleresl uf the insured similar creditors' rights laws. —EXCEPTI0N8 FROlVt COVERAGE (SCHEDULE B-PART I) n||^|ITTii^; policy d9es not insure agatnst loss or damage (and the Company will not pay costs, attomeys fees or expenses) which arise by reason of: il^^tv*Yl> Taxes or assessments which are not shown as existing liens by the records of any taxing authority lhat levies taxes or assessments on real property or by thc public • ip* NfJ >> ! P'^0'^**^''*85 by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or nol shown by the records of such agency or by the li'Ui!n'L4|pub]^jp^ords;(k|^^^^ , ..^ : ji|2jAny facts,^ righlsi interests or claims which are not shown by the public records but which could be asceiiained by an inspeciion of the land or which may be asserted by 1^'person^ in possession thereof. |3i 7 Easements, liens or encumbrances, or claims thereof, which are not shown by the public records. K4«i Discrepancies/conflicts in boundary lines, shortage in area, encroachments, or any olher facts which a correct survey would disclose, and which are not shown by the ||#publicrccord8,H:rt-^ ; 5^ ]|SA(a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or tille to water, whether or li'Hot the matters excepted under (a), (b) or (c) are shown by the public records. kl'AND AMERICAN LAND TITLE ASSOCIATION LEASEHOLD OWNER'S POLICY (10-17-92) AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY (10-17-92) Y ^ EXCLUSIONS FROM COVERAGE (a) Any law, ordinance or governmental regulation (including but not limited to building or 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 i sepa^^ion iii 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 nolice of the enforcemenl thereof or a notice of a defect, lien or encumt^rance resulting frotn 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 lhat a notice of the exercise thereof or a notice of a defect, lien or encumbrance j^l'i resulting from a violation or alleged violation affecting the land has been recorded in the public records al Date of Policy. |^c;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 M<?f / whic)) has occurred prior 10 Date ofPolicy which would be binding on the righls of a purchaser for value without knowledge. Erf*/Defects, liens, encumbrances, adverse claims or olher matters: %| j (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 claimanl and not disclosed in writing lo the Conipany by 1^:I', the insured claimant prior to the date of the insured claimant became an insured under this policy. Hl^j. (c)/esulting in no loss or damage to the insured claimant; ' (d)'attaching or created subsequent to Date of Policy; or i^^'(e) resulting in loss or damage which would hot have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. ^;VAny,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, slate Minsolyency, or similar creditors' rights laws, that is based on: ^|(a) the transaction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or |;,(b) the transaction creating the estate or interest insured by the policy being deemed a preferential transfer except where the preferential transfer results from the failure: (I) t9 timely record the instrument of transfer; or i (ii) of such recordation to impart notice to a purchaser for value or a judgement or lien creditor. iiiitiiliiiii^^ iiiiiiij|i^liillliia^^ iilii i riiMBitiii-iiiiwiriiiitir'iMiTi-ir[iiftiii»miiiiiiimi.iiiMiMtrtiM^^ AMERICAN LAND TITLE ASSOCIATION LOAN POLICY WITH A.L.T.A. ENDORSEMENT FORM 1 COVERAGE (10-17-92) AND A.L.T.A. LEASEHOLD LOAN POLICY (10-17-92), EXCLUSIONS FROM COVERAGE • 1 he following mailers are expressly excluded from the coverage of ihis policy and lhe Company will nol pay loss or damage, costs, allorneys' Ices or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited lo building or zoning laws, ordinances, or reguiaiions) reslriciiiig, rcgulaling, prohibiting or relating lo (i) the occupancy, use, or enjoyiiieiil of the land; (ii) the character, dimensions or location of any iinprovcincnl now or hcreal'lcr creeled on liic land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which lhe land is or was a pan; or (iv) eiiviroiiiiicnial proieciion. or the elTcct ofany violation of these laws, ordinances or gi)vernnienlal regulations, except to the cxiciii that a notice of liic cnrorccnieni thereof or a nolice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in lhe public records at Dale of Policy. (b) Any governmental police power not excluded by (a) above, except to llie exieiil thai a notice of ihe exercise thereof or a nolice of a defect, licn or encumbrance ' resulting from a violation or alleged violalioii affecting the land has been recorded in the public records al Date of Policy. 2. Rights of eminent domain unless nolice ofthe exercise thereof has been lecorcicd in Uie public records al Dale ofPolicy, bui not excluding fiDiii coverage any laking which has occurred prior to Dale of Policy which would be binding on the righls of a piiichascr lor value willunil knowledge. 3. Defects, liens, encumbrances, adverse claims or other niatters: i ' (a) created, suffered, a.ssumed or agreed to by the insured claimant; (b) not known to the Conipany, not recorded in the public records al Date ol' Policy, but known lo ilie insured claiiiiiiiil and nol disclosed in wriiing lo Ihe Company by the insured claimant prior to the dale the insured claimanl became an insured under this policy: (c) resulting in no ioss or damage to the insured claimant; J;? (d) attaching or created sub.sei|uent to Date of Policy (except lo the exteni lluil this policy insures the jn iorily of ihc licn of ihe insured mortgage over any slaiuU)ry lien for services, labor or malerial or lo the extent insurance is afforded herein as to assessnienis for street improvenients under construction or completed at Date of 'p\, Policy); or • • > (e) resulting in loss or damage which would nol have been sustained if the insured claimant had paid vulue for the insuied niorigage! , ' • 4. Unenforceability ofthe lien ofthe insured mortgage Iwcause ofihe inability or failure ofllie insuied al Dale ofPolicy, or the inability or failure ofany subseciuenl .1 ' . owner of the indebtedness, to comply wilh the applicable doing business laws of the slale in which Ihe land is situated. „ ' 5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the iransaclion evidenced by the insured inorigagc and is based '' upon usury or any consumer credit protection or truth in lending law. 6, Any statutory iien for services, labor or malerials (or the claim of priority of any statutory lien for sei vices, labor or malerials 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 nol Iniaiiced in whole or in part by i \ proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured has advanced or is obligated to advance. '*') ^V' ^7. Any claim which arises out of the transaction vesting in the Insured the estaie or interest insured by Uiis policy, by reason of the operation of federal bankruptcy, slate '' ' insolvency, or similar creditors' rights laws, that is ba.sed on: (a) the transaction creating the interest of the insured morigagee being deemed a fraudulent conveyance or fraudulent transfer; or r i '' (b) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination; or (c) the transaction creating the interest of the insured morigagee being deemed a preferential transfer except where the iirefcrential transfer resulls from the failure; (i) to timely record the instrument of transfer, or (ii) of sucji recordation to imparl notice to a purchaser for value or a judgement or lien creditor. j]]. \' 't> r- . '0y;y AMERICAN LAND TITLE ASSOCIATION RESIDENTIAL TITLE INSURANCE POLICY (6-1-87) •j^r EXCLUSIONS 'fl^^l^^y^,, In addition to the Exceptions in Schedule B, you are not insured against loss, costs, attorney's fees, and expenses resulting from: v'f i' (^ i"; 'I !• Govemmental police power, and the existence or violation of any law or govemment regulation. This includes building and zoning ordinances and also laws and * • regulations eoiieerning: f 1: < » ^<1'''*t .i • improvements on lhe land V i - ''MfeitflAH'*"*^'landdivision '|»rf,'<^^|y/et\vlronmej^^^^ " ' ' ^tt^AP^I^i^ '. ^ITii/t^exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Dale. ;^ Thi^ exclusion doe$ not limit the zoning coverage described in Items 12 and 13 of iCoviered Title Risks. '^lYVi 2. The right to take the land by condemning it, unless: \Mmi^ -•••-«' (•"'.>• • " • - • > . • ^! '.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. 'i^Ulflit* 3. Title Risks: • . . *i } mfi , • tt)at are created, allowed, or agreed to by you ^ W',}'-. ' * that are known lo you, but nol to us, on the Policy Date - unless they ap|)earcd in the public records <, j , * lhat result in no loss to you t' .ff' , ^ • that first affect your title afler the Policy Dale - this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks. •Yy •' • " Yi!|i ^ l».4. Failure to pay value for your title. 5. Lack of a right: 1 ii'Vii; "^^fe, • V' 0^'*'^^ '"^^'^ specifically described and referred to in Item 3 of Schedule A 11 , • ,» streets, alley^^ pi^iijhif^ixclusion^does not limit the access coverage in Item 5 of Covered Title Risks. A// •1 •k ~h -k -k -k PROJECT NAME; RALPH AND EDDIES- GARDEN PATIO 390 GRAND AVE. CARLSBAD, CA. RALPH BURNETTE JR. GENERAL PLAN: I Remove existing five parking spaces on north end of building, 2. Replace the five parking spaces to east side of building. 3. Black top to be replaced with troweled smooth concrete, and decorator brick/ and or tile. 4. Put up Stucco block fence 6 ft. high on North side, and 5 ft. stucco block wall with two{ exit only gates}, one on East side and one on West side. 5. Garden Patio to have decorative fountain, and barbeque area. 6. Landscape area to have Potted Palm trees, and flowers. 7. Garden Patio to have 10 tables and chairs ,also outdoor furniture . 8. Food and alcoholic beverage will be served in patio area. 9. Existing building at 390 Grand to be sand blasted, and Plastered with stucco and detailed. 10. Existing storage sheds to be plastered to match building II .^Existing windows on east side to be replaced or decorated and awnings to be put up and old replaced. 1 2. The total sq. footage for the existing building is 4,520 with useable sq. footage at 3,215 . The patio sq footage will be 2,250 ft.. With 1,500 useable footage for patio. 12. The parking for Ralph and Eddies now required 64 ,existing parking places 65. We realize that there would be additional parking spaces required, but wish to waiver the additional spaces.In view of the complete overall project will be in keeping with the improvement of the downtown redevelopment theme. - 1 - 6) fjose : To enhance existing^ilding, in keeping with the " Ullage Theme " of the down ^wn area. To bring Ralph and Eddies building more in line with other architecture structure in the redevelopment area. - 2 - '2^ RALPH AND EDDIES Pi 390 GRAND AVE. lO GARDEN EXISTING PLAN 45ft, CO O c o DO •-iaia.i:ag£ my O^UJX. 3ARD ROOM 3AMER00M BAR ENTRY < WEST > EAST GRAND AVE, 390 RALPH AND EDDIES I CO X •z -H o z: > m CO b fi j-n r— DO O 140 (Ji ,^\Vo \>o \V5 \VJ \Vy \KI \to , , •» \-^. \in \U \^ \^ \Q \0 REVIEWED BY: CHRIS SALOMONE Community Redevelopment Manager REVIEWED BY: Y MIKE HOLZMILLER Principal Planner S) RALPH AND EDDIES^TIO GARDEN PROPOSED PLAN 390 GRAND AVE. . 45ft, ^ WATER FOUNTAIN m X m GARDEN PATIO CO O O DD CD-m O. c m > •LO L 1 r Pitn.ragR 4x1? X CARDROOM GAMEROOM BAR ENTRY m CO z —^ O z > -< m CO a rn DD r— DD O < WEST > EAST GRAND AVE, 390 RALPH AND EDDIES RECORDING REQUESTED BY AND WHEN RECORDED MAiL TO: City Clerk CITY OF CARLSBAD 1200 Carlsbad Village Drive Carlsbad, California 92008-1989 Space above this line for Recorder's use Parcel No. 2^3-113-Q^. Ob , jl^ AGREEMENT BETWEEN DEVELOPER-OWNER AND THE CITY OF CARLSBAD FOR THE PAYMENT OF A PUBUC FACILH'IES FEE FOR OUTSIDE THE BOUNDARIES OF COMMUNITY FACILITIES DISTRICT NO. 1 THIS AGREEMENT is entered into this // day of '"^^^^^-^ , 19^^ by and between _ (name of developer-owner) aA; PiOIc^ ^dL , hereinafter referred to as "Developer" whose address (corporation, partnership, etc.) is .33A^mUy rflji^Ub^ > CMf. 9P^oo3 (street) (cify, 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. WITNESSETH: WHEREAS, Developer 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 proposed a development project as follows: ^ySlSO ^ Foci (^/f^PBfO fLi~fO on said Property, which development carries the proposed name of P/lLPH- t J^t>Pit:S Form Approved By City Council July 2,1991 Reso # 9M94/KJH and is hereafter referred to as "Developmenf; and WHEREAS. Developer filed on the day of , 19^3 with the City a request for. )fCO(\ f!^A^Aj <i^t>y^ me n\ f^iKWlft' hereinafter referred to as "Requesf; and WHEREAS, the Public Facilities Element of the City General Plan requires that the City Council find that ail public facilities necessary to serve a deveiopment wiil 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 wiil not be available to accommodate the additional need for pubiic facilities and services resulting from the proposed Development; and WHEREAS, Developer has 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 wiil not be able to make any such finding without financial assistance to pay for such services and facilities; and therefore, Developer proposes to help satisfy the Generai Plan as implemented by Council Poiicy No. 17 by payment of a public facilities fee. NOW. THEREFORE, in consideration of the recitals and the covenants contained herein, the parties agree as follows: 1. . The Developer shall pay to the City a public facilities fee in an amount not to exceed 3.5% of the buiiding 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 Form Approved By City Council Juty 2.1901 Reeo # 91-194/KJH ^ [ ^ to Tities 18, 20 or 21 of the Carisbad Municipal Code. Developer shall pay a fee for conversion of existing building or structures into condominiums in an amount not to exceed 3.5% 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 construction of underground or street improvements unless no other permit is necessary prior to the use or occupancy for which the development is intended. Developer shall pay the City a public facilities fee in the sum of $1,150 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 deveiopment. This fee shall be in addition to any fees, dedications or improvements required according to Titles 18, 20 or 21 of the Carisbad Municipal Code. 2. The Developer may offer to donate a site or sites for public facilities in lieu of all or part of the financial obiigation agreed upon in Paragraph 1 above. If Developer offers to donate a site or sites for public facilities, the City shall consider, but is not 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 be- come a part of this agreement. Sites donated under this paragraph 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, tf the fee is not paid as provided herein, the City will not have the funds to provide public facitities and services, and the development witt 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 entitiement for use shall Form Approved By City Council July Z 1901 Reeo # 91-194/KJH « 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 financing of public facilities when the City Council determines the need exists to provide the facilities and sufficient funds from the payment of this and similar public facilities fees are avaiiabie. 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 faciiities 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 shali be in writing, and shall be dated and 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 prepaid and certified. 7.2 tf notice is given to Developer by personat delivery thereof to Developer or by depositing the same in the United States Mail, enclosed in a seated envelope, addressed to Developer at the address as many have been designated, postage prepaid and certified. 8. This agreement shall be binding upon and shalt inure to the benefit of. and shalt apply to. the respective successors and assigns of Developer and City, and references to Developer or City herein shall be deemed to be a reference to and inctude their respective successors and assigns without specific mention of such successors and assigns, tf Developer should cease to have any interest in the Property, alt obligations of Developer hereunder shall Form Approved By city Councii July 2, 1991 Reeo # 91-194/KJH . terminate; provided, however, that any successor to Developer's interest in the property shall have first assumed in writing the Developer's obligations hereunder. 9. This agreement shall be recorded but shall not create a lien or security interest in the Property. When the obligations of this agreement have been satisfied, City shall record a release. Form Approved By City Council July 2,1901 Reeo # 91-194/KJH IN WITNESS WHEREOF, this agreement is executed in San Diego County, California as of the date first written above. DEVELOPER-OWNER: "1 '-^ (signature) X ^ (print name) (title) By (signature) (print name) (title) ATTEST: ALETHA L RAUTENKRANZ, City Clerk APPROVED AS TO FORM: ROI^LD R. BALL, City Attomey By CfTY OF CARLSBAD, a municipal corporation of the State of California By MARTIN ORENYAK for City Manager Deputy City Attomey (Notarial acknowledgement of execution of DEVELOPER-OWNER must be attached.) Form Approved By City CouncU Juty 2,1901 Reeo # 91-194/KJH 6 EXHIBIT "A" LEGXL DESCRIPTION 1. The northeasterly 60 feet of block 10 of Carlsbad, in the City of Carlsbad, County of San Diego, State of California, according to map thereof No. 365, filed in the office of the County Recorder of San Diego County, February 2, 1887. 2. Parcel 1: That portion of block 10 of Carlsbad, in the City of Carlsbad, County of San Diego, State of California, according to map thereof No. 365, filed in the office of the County Recorder of San Diego County, February 2, 1887, as described as follows: Beginning at the southeasterly corner of block 10; thence south 55 27' west a distance of 140 feet; thence north 35 14' west a distance of 80 feet; thence south 55 27' west a distance of 30 feet; thence south 35 14' east a distance of 80 feet; thence north 55 27' east a distance of 30 feet to the true point of beginning. Parcel 2: An easement for ingress, egress, pipelines and roadway purposes over, under, along and across the northwesterly 20 feet, as reserved in deeds recorded august 12, 1955 in book 5752, page 427 and august 25, 1952 in book 4569, page 262 of official records. 3. The southeasterly 60 feet of the northeasterly 30 feet of the southwest 300 feet, measured along the southeasterly line thereof, in block 10 of Carlsbad, in the County of San Diego, State of California, according to map thereof No. 365, filed in the office of the County Recorder of San Diego County, February 2, 1887. 4. Parcel 1: The northeasterly 56.00 feet of the southwesterly 270.00 feet of the southeasterly 90.00 feet of block 10, of carlsbad, according to map thereof No. 365, filed in the office of the County Recorder of San Diego County. Parcel 2: An easement and right of way for ingress and egress for driveway purposes over the northeasterly 6.00 feet of the southwesterly 214.00 feet of the southeasterly 90.00 feet of said block 10. State of rn\c\ < County Qf 0^r\ } On fflardU tjefortme. UnAa Sulitv^ati , NocVr^ pL<.bl I c personally appeared P^personaiiy known to me • OR - • proved to me on ttie basis of satisfactory evidenca to be ttie personfsl \tvhose name<t) ii/ subscnised to the within instrufnem and ac- knowiedged to me that he/stte^tfiey exacutad the same m his/hecaDaii: authorizad capacity (ieal. and that by hia/har/ttmir signature^ on the instnjmant tha panon<a). or ttie entity upon behalf of which tha panonfs) acted, executed ttie instmniant Witness my hand and officiai saal. OFFICiAL NOTARY SEAL UN0A8UUJVAN SAN OIEQO COUNTY ^ Cemm. Expiree SEP 06.1805 9 » ' <«iae CAPACITY CLAMED BY SIGNER QflNOlVIOUAUS) • CO»IPO«ATf 0fFK:6«(S) _ "'^t.Sl Q PAirrNcrvs) Q ATTOmCV-IN-FACT • TmjSTlE^S) • suaacAiaiNQ WITNCSS • QUAMOIANCONSeRVATOI^ • OTHfP: SNSNER IS REPRESENTING: OP ^mOWit ON INnTV|«» AitlWnOW NOTAMV: AViougn M i THIS CERTIFICATE MUST BE ATTACHED TO THE OOCUMENT OESCRIBED AT RIGHT: Title or Typa of Document Number of Paoaa (p loifliii Signar(s) Othar Than Named Abova CFTY OF CARLSBAD APPUCATION REQUIREMENTS FOR: CQl^nTQ^^ "SE PERMITS (INCLUDING AMENDMENTS & EXTENSIONS) MAyn?R PLANS (INCLUDING AMENDMENTS) RFHRVFLOPMENT PERMITS (MAJOR, MINOR AND AMENDMENTS) - A COASTAL DEVELOPMENT PERMIT SUPPLEMENTAL APPUCATION MUST ALSO BE COMPLETED. Pf ANNING COMMISSION DETERMINATIONS PRECISE DEVELOPMENT PLANS <;PFnAL USE PERMITS ( INCLUDING AMENDMENTS) (EXaUDING FLOODPLMN S.U.PS) .qPFaFIC PL\NS GNCLUDLNG AMENDMENTS) SITE DEVELOPMENT PL\NS (INCLUDING REVISIONS) A proposed projeci requiring drat mulriple applications be fUed must be submitted prior to 3:30 p.m. A proposed projecc requiring chac only one applicadon be fOed must be submitted prior to 4:00 p.m. All joint applicadon exhibics (i.e., Sice Plans, Landscape Plam and constraints maps should be prepared at the same scale. (Use a scale no smaller than 1* » A(y)^ The following materials shall be submirted for each application or for combined applications on a single project, except as noted on #7 and #8 under Property Owner's List and Address Labels. 1. Ten (10) copies of the proposed site plan on a 24" x 36" sheet(s) folded to 8 1/2" xll" size. Fifteen copies of che sice plan shall be submicted by che applicant upon request of che project planner prior to approval of the project. Each site plan shall contain che following information: L GENERAL INFORMATION: Name, address and telephone number of the applicant, owner and Engineer or Architecc who prepared the plan. A. B. C. D. E. F. G. H. Name of sewer, water and school discriccs providing service co the projecc. 1. Street address and assessors parcel number. FRMOOOl 4/91 Page 1 of 7 • 2. Site acreage. ^ 3. Existing zone and land use. Q 4. Proposed land use. Q 5. Total building coverage. Q 6. Building square footage. 7. Percent Landscaping. ^ 8. Number of paridng spaces required/provided. • 9. Square Footage of open or recreational space (if applicable), for each unit and tocal common open space for the projecc. • 10. Proposed density. • 11. Area of che sice which is undevelopable per Zoning Ordinance Section 21.53.230 (Include die acreage in each category). If not applicable statc on the plans. • 12. Cubic footage of scorage space (if applicable). Show Location. • 13. Average Daily Traffic generaced by che project broken down by separate uses. IL SITE INFORMATION: A. General • 1. Approximace location of exiscing and proposed buildings and permanenc strucrures onsite and within 100 feet of sice. • 2. 3. • 4. • S. • 6. • 7. • 8. condition elevations ac boch ends and in che middle of the wall or fence. FRMOOOl 4/91 Page 2 cf 7 B. Streel and Utilities n 1. The location, widdi and proposed name of all screecs widun and adjacenc co die * proposed project. Show screec grades and cencerline radii |-| 2. Name, location and width of existing adjacenc streecs and aUeys. Include medians and adjacenc driveway locations. Q 3. Typical screec cross sections for aU adjacenc and screecs widiin projecc. g 4. Widdi, location, and use of ail existing and/or proposed pubUc or privace easements. Q 5. PubUc and private streets and utiHces clearly identified. • 6. Show discance between aU intersections and medium and high use driveways. • 7. Clearly show parking staU and isle dimensions and cruck turning radu for all parking areas. Q 8. Show access poincs to adjacenc undeveloped lands. rn 9 Show all existing and proposed street Ughts and utilities (sewer, water, ma^r gas and * fuel Unes, major electric and telephone faciHties) widiin and adjacent co die project. • 10. Show location of aU fire hydrants widiin 300 feec of site. C. Grading and Drainage n 1 Approximace concours at 1' incervals for slopes less dian 5%. 2' incervals for slopes ° bemeen and 10%, and 5' incervals for slopes over 10% (bodi exiscmg and proposed). Existing and proposed copographic concours widiin a 100 fooc permiecer of die boundaries of die sice. Existing onsite trees; diose Co be removed and those to be saved. • 2. Earthwork volumes; cue, fill, import and export. • 3. Spot elevations at die comers of each pad. n 4. Mediod of draining each loc. Include a cypical cross section caken paraUel to die frontage for locs widi less than standard froncage. n 5. Location, widdi and/or size of aU wacercourses and drainage faciUties within and ° adjacenc CO die proposed subdivision. Show location and approximace size of any proposed decention/recention basins, n 6. Clearly show and label die 100 year flood Une for die before and after conditions any projeci which is widiin or adjacent to a FEMA flood plain. Page 3 of 7 FRMOOOl 4/91 ^3 • 2. One (1) copy of 8 1/2" xll" reduced sice plan and building elevations. (u) •y 3. One (1) copy of 8 1/2" xll" location map (suggested scale 200" - vicinicy maps on die ^ site plan arc not acceptable). ^^Q'^^. Environmental Impacc Assessmenc Form (Separace Fee Required). 6. Disclosure Stateir.ent. 5. PubUc FaciUty Agreement: Two (2) copies: One (1) notarized original and one (1) reproduced copy. i^Separace fee required). ^ 7. Properry Owners' List and .-^.ddressed Labels NOTE: WHEN THE .\PPLIC\TION IS TENTATIVELY SCHEDULED TO BE HEARD BY THE DECISION MAKING BODY. THE PROJECT PLANNER WILL CONTACT THE APPUCANT AND ADVISE HIM TO SUBMIT THE RADIUS MAP. TWO SETS OP THE PROPERTY OWNERS UST. LABELS AND POSTAGE. THE APPUCANT SHALL BE REQUIRED TO SIGN A STATEMENT CERTIFYING THAT THE INFORMATION PROVIDED REPRESENTS THE LATEST EQUAUZED ASSESSMENT ROLLS FROM THE SAN DIEGO COUNTY ASSESSOR'S OFFICL THE PROJECT WILL NOT GO FORWARD UNTIL THIS INFORMATION IS RECEIVED. - A typewritten Use of names and addresses of aU property ownen within a 600 foot radius of subjecc property (including che appUcant and/or owner). The list shall include che San Diego County Assessor's parcel number from che lacesi assessment roUs. - Two (2) separate sets of mailing labels of the property owners within a 600 fooc radius of subjecc property. For any address other than single family residence, apartment or suice number muse be included. DO NOT TYPE ASSESSOR'S PARCEL NUMBER ON LABELS. AppUcanc muse submic separate check to cover cose of postage. I] 8- 600 Fooc Radius Map A map CO scale noc less than 1" = 200' showing each lot wichin 600 feec of the exterior boundaries of che subjecc property. Each of these lots shaU be consecutively nimibered and correspond with the property owner's Use. The scale of che map may be reduced co a scale accepcable to the Planning Director if the required scale is impractical • 9. Three (3) copies of die PreUminary Tide Report (currene wichin che lase six [61 months). FRMOOOl 4/91 Page 4 of 7 • 10. Proof of availabiUty of sewer if locaced in die Leucadia County Wacer Discrice or die Vallcdios Water DiscricL r-l 11 Colored Site Plan and Elevation Plan (Nol required widi firsl submittal), it is die ^ * AppUcant's responsibiUcy to bring one (1) copy of a colored site plan and one(l) copy of a colored elevation to die Planning Department by Noon eight (8) days prior to the Planning Commission meeting. Do not mount exhibits. n 12 rr^nstraints Map (24" x 36') folded to 8 1/2" x 11" shaU include die foUowing ^ * infonnation: If die constiamt does noc apply co die property, Use ie on die map as noc appUcable. Constiamt map should be die same scale as odier exhibits, (i.e.. Site Plan etc.). Q a. Major ridge Unes Q b. Discanc views Q c. Incemal views Q d. Riparian or woodlands Q e. Incerminenc drainage course Q f. 25 - 40% slopes Q g. Greacer chan 40% slopes Q h. Major rock ouccroppings Q i. Easemencs Q j. Floodplains Q k. Archaeological sices • L Special Planning Areas • m. Biological Habicacs. Indicate die location of Coastal Sage Scr^ib and chaparral plant communities existing on the projecc sice. Q n. Beaches Q o. Permanenc bodies of water Q p. Wedands • q. Land subjecc co major power transmission easemencs Page 5 of 7 FRMOOOl 4/91 * Q r. Railroad track beds. Q 13. For projects with an average daily traffic (ADT) generation race greacer chan 500 vehicles per day: Two (2) copies of a Circulation Impacc Analysis for che projecc. The analysis muse be prepared by an appropriate registered Engineer. The analysis muse show projecc impacts to aU intersections and road segments identified as impacted within the included Local FaciUties Management Plan. The foUowing should be included with the study: a. 8 1/2" X U " or 8 L 2" x 14" plats showing zone impacted roads, background and projecc AM ana ?M peak hour impaccs and craffic discribution. b. Project traffic genera'ccn rates. c. Necessary calcuiadons and or analysis to determine intersection and road segment levels of service. d. Any proposed midgarion requirements to maintain che pubUc faciUcy scandards. • 14. Noise seudy consistent with Planning Director Adminiscrative PoUcy No. 17 (when appUcable). See Noise PoUcy #17. • 15. Two copies of preliminary soils/geologic report for aU projeccs with cul or fill depths exceeding 5 feet. • 16. Ten (10) copies of preUminary landscape plan on a 24" x 36" sheet(s) folded to 8 1/2" X 11" size drawn to the same scale as sice plan. Fifteen (15) copies of the landscape plans shaU be submicted by the appUcant upon request of che project planner prior to approval of the project. Each landscape plan shaU include the foUowing information: • a. Landscape zones per the City of Carlsbad Landscape ManuaL Q b. Typical plane species, quantity of each species, and their size for each planting zone. (Use symbols). Q c. An escimace of the yearly amount of irrigation (supplemental) water requiied to maintain each zone. • d. Landscape maintenance responsibiUty (private or common) for all areas. • e. Perceni of site used for landscaping. • f. Water Conservation Plan. FRMOOOl 4/91 Page 6 of 7 S) V n 0* ^^^^ copies of thc building elevations and floor plans On a 24" x 36" sheets (s) folded to 8 1/2* X !!• size. Fifteen (15) copies of che building elevations and floor plans shaU be submitted by the appUcane upon request of thc projeci planner prior to project approviL Each building elevation and floor plan shall include thc foUowing information: Q a. Floor plans with square footage included. Q b. Location and size of storage areas. Q c. All buildings, structures, waUs and/or fences, signs and exterior Ughes. Q d. Include a scale cn aU rloor plans and building elevations. Q e. Indicace on aU building elevations che heighe measured from lowese grade co the midpoine of the highest roof. The measurement is taken five feet from thc building waU at the worse condition. • 18. For Mascer Plan and Specific Plans Onlv a. It is strongly recommended thac che appUcani meet with siaff before submitting ten and maps for a mascer plan or specific plan. b. Afcer scaff and che appUcane have worked out the details of thc specific plan or mascer plan a minimum of 20 bound copies of che mascer plan will be required prior CO scheduling the projecc for a pubUc hearing c. GeneraUy che foUowing information muse be included in a Mascer Plan or Specific Plan documene: 1. Introduction. 2. Environmencal Conscraincs. 3. Land Use and Deveiopmenc Scandards. 4. Open Space. 5. PubUc FaciUties and Phasing. 6. Signage • i9. Photographs of che property caken fiom the north, south, ease and wesL • 20. Construction macerials board and color samples (i.e., roofing, excerior walls, textured pavement, glass, wood ecc.) Q 21. Roof plans showing location of roof apertanances and mechanical equipmene. [JJ/^. Completed "Projecc Description/Explanation" sheet • 23. Signed "Notice of Time Limics on Discretionary AppUcations". FRMOOOl 4/91 ' Page 7 of 7 Citv of Carlsbarl RIarinin DISCLOSURE STATEMENT APPUCAI^/rS STATEMENT OF DISCLOSURE OF CERTAIN OWNERSHIP INTERESTS ON ALL APPUCATIONS WHICH WILL REQUIRE OlSCRenONARY ACTION ON THE PART OF THE CITY COUNCIL CR ANY APPOINTED BOARD. COMMISSION OR COMMfTTEE. (Plewe Print) The following information must be disclosed: 1. Applicant List the names and addresses pf ail persons having a financial interest in the application. 2. Owner List the names and addresses of lall persons having any ownership interest in the property involved. 3. If any person identified pursuant to (1) or (2) above is a corporation or partnership, list the names and addresses of all individuals owning more than 10% of the shares in the corporation or owning any partnership interest in the partnership. 4. If any person identified pursuant to (1) or (2) above is a non-profit organization or a trust, list the names and addresses of any person serving as officer or director of the non-profit organization or as trustee or beneficiary ct the trust. FRMOOOl 4/91 '^/^-re . — o^i,^,. orix/« • r:i»ri!*»->ad. California 92009-4859 • (619) 438-1161 PRQJgCT DESCRIPTION/EXPLANATION PROdECTNAME: R^lP/^ f ^P^^^^ ^4^^^^^^^ APPLICANT NAME J?/fH^/J ^ BoiIC^JCitc 3?C> please describe fully tre crcocsed orciect. Include any details necessary :c aceauate y explain the scope arccr cceraticn cf tne proposed project. You may aiso nc-ce ary background 'nfcrn^at;cn ara sucpcring statements regarding the -eascrs 'cr z- appropriateness of, the accncaticn Use an addendum sheet if necessan/ Description/Explanation. Rev. 4/91 P'O|0««c fr^ (Over) 0/sciosur« Sfa(am«nt Page 2 5 Have VOU had more than $250 worth of business transacted with any member of City staff, Boards, Comrriissions. Committees and Council within the past twelve months? No Ify^S' please indicate person(s)_ . .* M- M .1 firm coca—ersn;p o.nt .ent-re. assocttion. social club, fratamai organization, corporation, astate. trust, rece.ve Person .s defined aa: Any .ndiv.duai ^ w ^^^^ n^un^ccai.ry, district or othar political subdiv.a.on. or any other group or combination acting as syndicate, thi* and any othar county, city and county u t w r synd unit' (NOTE: Attach additional pages as necessary) ^-93 Signature of Owier/date Print or type name of owner applicant/date ^ Print or type name of applicant FRM0001 4/91 POLICY NO. 20 EFFECTIVE OATE: 9/5/89 PLANNING OEPARTMENT iCMlNISTRATIVE POLICY 1. 2. DAPi^TNr. . nvFRHANG /^^«^«^cfrafiup Policy 'iO 1 -a:e standard provision for non-ccrpac: tnT. to have area of 3-1/2' x 17-1/2' with-2-1/2' overnarg :n:: d ac nt lan^^^^^^^^ area, ^ne w.cespread application of this policy has led to a general deterioration of Unascaped setback areas in most projects. A. a result, the following policy shall se applied: No parking overhang ^ill be allowed into any required setback area. Parkinq overhang will be allowed only in special, specific situations as reviewed and approved by the Planning Director on a case by case basis. 3. In no case shall parking overhang be allowed for compact car spaces. 4. This Administrative Policy repeals Administrative Policy No. 11. APPROVED BY: MICHAEL J. H0LZMILL1 Planning Director MJH:ENM/lh Pulley Nu. 2L ECTcctivc Dale 3 12 90 PL/\NNING DEPARTMENT ADMINISTRATIVE POLICY Fences DliMN ITIONS !i^c - \ !"> irncr or enclosure cnnsirucled ol any malerial v^hicli Nupporii no oilier load 'liier liuui >i.s own v*.eii:lu. Wall - A solid Icnce. Rciainin'j i A A ,,1 jcsicr.ed lo resisl the lateral displacement of <^oil or oiher malerials. >inu na'.cr'.ais hcmii substantially equal lo lhe height of the v^all. The term vvaU" in Seciion 21.-»^). L't) of the Zone Code and other applicable sections of the code shall be interpreted to mean retaining walls in addition to solid fences. Salelv RailiP'i - .An open fence nol lo e.xcecd 36" in height. The said openings, heuveen the inaieiials of vvhich the fence is constructed must nol represent less lhan 70 percent of the total surface of each five loot linear seclion when viewed perpendicular to the face of ihc fence. The loial height of all walls, fences, retaining walls, and combination fence retaining walls in a required selback shall not exceed the following limits: A. B. D. APPROVED BY: in a retjuired front yard setback, the total height shall not exceed 42 inches. (Example - Two 42 inch retaining walls would nol be permitted nor a 42 inch retaining wall and anolher 42 inch fence). In a required ."^ide and roar yard selback. the total height shall not exceed 6 feel. (E.xampie - A 4 ft. retaining wall and a 5 ft. fence would nol be permitted because the total exceeds 6 ft). Upon approval of the Planning Director, the total height shall not exceed 6 feet in a required street side yard. Otherwise, the total height shall not exceed 42 inches in a slreet side yard. (This includes all comhinaiions oi fences and retaining walls). A ."6 inch safely railing is required on top of all retaining walls ihni exceed a height of 3 feel. The maximum heighl of the railing shall be .>6 inches and must conform to the definition of a salely railing. MICHAEL J. Planning Director JG:at MEMORANPVM January 23, 1990 TO: ALL PLANNING STAFF FROM: Gary RE: RADOJS MAP AND LABELS FOR APPUCATIONS Effective im tely, the radius map, property owners list, labels and postage for Planning applications longer be submitted with the application, but will instead be required when the project is scr i for heanng. When the project Planner commences work on the staff report, it is his/her r nsibiiity to contact the applicant and notify them that the project is tentatively scheduled to be heard on a certain date. (See form letter 1 attached) The applicant shall at that time submit a current radius map, property owners list, set of labels and postage, reflecting the latest Assessor's roles. The applicant shall sign a statement that the names and addresses submitted are from the Assessor's roles, dated and are current to within six months. (See attachment 2) Until we have worked through all the applications received prior to this time, please check the submittal date of the various applications when scheduling them for hearing. If they were submitted more than six months before the hearing date, please contact the applicant and obtain a new sel of labels and property owners list. If there are more names that previously submitted, please collect the appropriate amount pf postage. When collecting the postage, please indicaie on the miscellaneous receipt for the Cashier what the project application number is (eg. CT 89-16). Attach. 2 (5) * ******* *•* *************** ************************ * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * FIRST AMERICAN TITLE INSURANCE CO. 09/02/93 San Diego County Prepared for:C21 GOLD COAST Sales Updated Through: 08/30/93 Requested By: MIKE H Rep: ANT »> PROPERTY INFORMATION «< Ovmer Name: BURNETTE RALPH F /NSJT Situs Address: 390 GRAND AV CARLSBAD Mailing Address: 3315 MCKINLEY ST;CARLSBAD CA 92008 Legal Desc: T 775 B 10 L U Parcel Nuinber: Zoning: City Code: Ownership Type: Year Built: Units: Pool: Use Code: Features: 203-173-04-00 6 CA 1954 NONE 35-RESTAURANT Sguare Feet: Lot Size: Lot Sgft: Bedrooms: Baths (F + H) Total Rooms: Last Sale Date: Sale Price: Doc. # / Type: 1st Prev. Sale: Amount: »> SALES INFORMATION «< 07/20/88 Q-352051 / Lender: 1st Trust Deed; Other Loans: Price per Sgft: »> TAX INFORMATION «< Exemp tion: NONE Improvement Value: $13 5,3 04 Land Value: $178,871 Total Assessed Val: $314,175 Annual Tax: Improvement %: Tax Rate Area: 4950 8276 8276 $3,527.26 43 9098 THE INFORMATION PROVIDED IS DEEMED RELIABLE BUT IS NOT GUARANTEED Copyright TRW REDI 1986, 1991 ************************************************************************** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **** I8i AND VmEN RECORDED MAIL THIS DEED AND. UNIESS OtHEWWISE SHOWN BELOW, MAIL TAX STAtEMENTS TO 1 ^ Cut ^C AVi" ^"Tl L Title Order ND Escrow No J-? 352051 I' IM .irllJf II iN * I I .;• * N " •- M? v'riNlT.KA I 1988 JUl 20 PH ^ «»0 L vLi' ' i.n i: I COUHI r Htr,or<OEK_J RF AR f MG UF oc —^ 5 I TXPO .SPACE ABOVE THIS LINE FOR RECORDER'S USE. QUITCLAIM DEED Ltonna L. Rosenstock H DOCUMENTARY TRANSFER TAX $. [ ; computed on (ull value of property conveyed, or . computed on full value less value of liens and >efTtp?nbrances remaining at th^ime of sale. V.^()«.it'j'f •II ln.cl^'iint o'T>T:nt D€ti!f'nmin(] fj^ firm Natn* the underslQ.ied grantor(s). for a valuable consideration, receipt of which Is hereby acknowledged. do.es- hereby remise. release and forever quitclaim to Ralph F. Burnette and Ralph F. Burnette Jr., As joint tenants with right of survivorship the following described real property in the Cily of Carlsbad Countyof SanDiego . State of California. The Northeasterly 60 feet of block 10 of Carlsbad, In the City of Carlsbad, County of San Dlego, State of California, according to Map thereof No. 365, flled In the office of the County Recorder of San Dlego County, February 2, 1887. EXCEPTING THEREFROM the Northwesterly 60 feet of said land. Assessor's parcel No Executed on 203-173-04 Donna L. Rosenstock STATE OF CALIFORNIA COUNTY OF San Dlego On IWs 19 day July In the year 19.S8.belore me. tlte undersigned, a Notary Public in and for said State, personally appeared Donna L. Rosenstock personally known to me (w proved to me on the basis tA sallslactory evidence} lo be the person_ whose name_ Is subscrlberi to the within instrument, and acknowledged to me that .?he_ executed tt. WITNESS my hand ard officiai seal. Notary Puh'T in and for saM State. MAIL TAX STATEMENTS TO f OFFIC'^L «I='^L ATM'CrN FRALEY OtatW fOtllC • CAIIPOBNIA «• wtnocowm • e m^. «*irN AIM 11. IW (This area for offidal nolarial seal) Ralph F. BurnfttiA .Ir ^^15 McKlnleVr Carlsbad Ca. 92008 NAME ADDRESS NOIOOTTS lOdM no. Nl« IM 0U11CUUM Otto nmtMWSI Co • I • • I'l,HI', HI 'J'll ; I ' ll H t ion.II M.I , '• ; • ; »'•'•'•••• j Zi'j .'. . . I r; » MI31 .,.1.1. TT fILE/PAGt No. RECORDED RttJUEST OF Tifiiinijuictiiiiaci OCT \\) 9«0Ali'»« SlRIt S 3 BOOK 19« . OmCIAL RtCOROS SAN D» GO COUNTY, CAUF.^ A. S. GRAY, RlCORObt I V^) SPACE ADOVE THIS LINE rOR RECOnOER S U9 • •• (/rani DCMMI fO 401 C (Jfdl THIS roMM ruHNISHCO av TITLE INSUWANCC ANO TWUCT COMf>ANV l (M{ \ \ M.I AMI.!. ( ON.SIMMtATInN. n«. i|>t of Mlii.li ii lirrrl.y ttckriuHlrWpi.i. FRANK L. MORRIS AND VIRGINIA MORRIS, husband and wife \^,u^l^ i.lMVlis, I., RALPH F. BURNETTE, an unmarried nmn llir lull.IM inc il»-rril.r.l risil |in>|M!rlv ill llir City of Carlsbad toimUdl San Dlcf^O .-tnli-i»f riilifuinin: The Northeasterly 56.00 feet of thc Southwesterly 270.00 feet of the Southeasterly 90.00 feet of Block 10, of Carlsbad, according to the Map thereof No. 365, filed in the office of the County Recorder of San Diego County. An easement and right of way for ingress and egress for drive- way purposes over the Northeasterly 6.00 feet of the South- westerly 21i*.00 feet of the Southeasterly 90.00 feet cf said Block 10. l»,„r,i: September. 20, 1962 -I \ \y u\ I \l IMIKM \ I Kit Nn Ity.. ... tioix i)iono »»n_..iie^.i«Inbex_26^_.X962_ .lirloff III'-, llir miili-l- »i(;»"''l. n Niil:in I'lililii in mnl for «.irnl I oiitiM nii'l SlJilr. |icr>»n.iltt lfl'II"L Prank L. Ilorrla and — _ - Vlrgin.lB Morris . ^. . _ . , . k ioMn to mr I" lw llir |"T^'YV>.,/lr-iiiinw.thfty Mili«i rilwi| tn llir ttitliirt iii-lril(il>^t} frii\ iii4yiii't(ln|(;r>| |||,|| .rxi-Milril llir .nmr W i rNK,>^ IIM t .11.1 iin.l •ilTHiiil SifiMi.... EDWARD T. My OwnmlttlAn (tnire* M\ ?4, /\Sfti«.-( r)|M-«fer I'rinlril) Title Ordrr .No TSn TT 17a iao 17 ^mvtjmx mm IO CAUMSAS CA "TW TTT ifyCTJ CMU07 -1 riMU. IM 100, FULLERTON CA W6W fJ cT" ^-'f^'P riMLt iwm ^!e^1 « TH CA 3»i TH CA 3.00 66 CHI JOL iSL 100. rULLCftTON CA 92655 TM CA WTO Tja— •TORT vajT -r sfc PAC H.m -mm rs IW "f/ii/w^^Wow 2672 _ 5 !i-i Hoysftfv riN CITV or SJWT rs—" iw ••?/ia/>w "^{SgSA— 91769 _2ji " **** JSL •787— TTT 581 Q31 13 TEAO UAY. SAN OICOO CA TSS 'imm 1 DIRCCTW HTG itt£ ?.0Q M f tt TY HIGHEST PRICE PAID IN TRACT « TTTT •NEU« JO— ffi^ ril^' OEL JST!!! mi Siii 6 i{if 767 • •4 500,000 • '^/K/^ "Sfti^A mm P iJ-r m sv /«R ig.WQ TTTT TTTT 17^ flf^ Pfl ?M oai 01 TRWREDI , CARLSBAD CA m 92009 "07 10.45? 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PREPARED FOR: C21 GOLD COAST 09/02/93 San Diego County " Sales Updated Through: 08/30/93 PAGE REQUESTED BY: REP: MIKE H. ANT ***** NO QUALIFYING RECORDS FOUND ***** **END OF REPORT** LOI 16 JilSSMCNT PAR NO. 4Vb2E-i8 SUB ID IOI 02 SIN OllCO COyKTv 4i><;rssoir$ MAP B30« 209 Mct 02 SHT £ Mippic 10" ississMiNt Pueposli ONI< NOTET.ACH SUB ID INQUDES AN UNO INT. IN ITS RESPECTIVt COMMON AREA CONDOMINIUM MAP 1762 -GRAN TRW-REDI i|i|||m|i|i|l ' 1 i|i|i|m|i|i|i ' 2 i|i|i|m|l|l|i ' 3 l|i|i|l|i|l|i|i 4 i|l|l|l|l|l|i|i 5 i|i|i|i mi|i|i 6 AltCIIOM'S M*f IK 201 fft 17 MIPPI r< ioi« A5^|l;c«l|^l puttpn'.i MAP 166) - CARLSBAO LAND MAP 77«if ifis si«>) - mm I COMMONWEALTH LAND TITLE COMPANY 3333 Camino Del Rlo Sc., Suite 400 - (619) 563-5000 P.O. Box 82028, San Diego, California 92138 RICHARD MACGURN 1015 CHESTNUT AVENUE SUITE E-3 CARLSBAD, CA 92008 Attention: ELIZABETH GIFFORD Your Ref; BURNETTE Our No: 948562.6 In response to your application for a policy of title insurance. Commonwealth Land Title Company reports that it is prepared to issue, 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 an exception below or not excluded from coverage pursuant to the printed schedules, conditions and stipulations of said policy form. The printed exceptions and exclusions from the coverage of said policy or policies are set forth in Exhibit A attached. 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: AUGUST 24, 1992 at 7:30 A.M. PR 001 Order No. 948562.6 Page 2 Schedule "A" The form of policy of title insurance contemplated by this report is: PRELIMINARY REPORT ONLY The estate or interest in the land hereinafter described or referred to covered by this report is: A FEE Title to said estate or interest at the date hereof is vested in: RALPH F. BURNETTE SR., A MARRIED MAN AS HIS SOLE & SEPARATE PROPERTY AND RALPH F. BURNETTE JR., A MARRIED MAN AS HIS SOLE & SEPARATE PROPERTY The land referred to in this report is in the county of San Diego, state of California, and is described as follows: See attached Exhibit "A" Order No. 948562.6 Page Exhibit "A" THE SOUTHEASTERLY 60 FEET OF THE NORTHEASTERLY 3 0 FEET OF THE SOUTHWEST 3 00 FEET, MEASURED ALONG THE SOUTHEASTERLY LINE THEREOF, IN BLOCK 10 OF CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 3 65, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, FEBRUARY 2, 1887. Order No. 948562.6 Page 4 Schedule "B" At the date hereof exceptions to coverage in addition to the printed exceptions and exclusions in said policy form would be as follows: 1. General and special county and/or city taxes for the fiscal year: 1992-93; a lien not yet due and payable. 2. General and special county and/or city taxes for the fiscal year: 1991-92, including personal property tax if any. First half: PAID Second half: PAID 3. The lien of supplemental taxes, if any, assessed pursuant to the provisions of Chapter 498, Statutes of 1983 of the State of California. 4. Covenants, conditions and restrictions in an instrumenl: recorded: MAY 23, 1888 IN BOOK 129, PAGE 49 OF DEEDS. Restrictions, if any, based on race, color, religion or national origin are deleted. 5. An easement affecting the portion of said land and for the purposes stated herein and incidental purposes In favor of: EMIL W. TOBLER ET UX For: SEWER LINE Recorded":" " """DECEMBER"IT7 1^45 TNHBaOK 1996 PAGE 182 OF OFFICIAL RECORDS Affects: NO LOCATION SET FORTH Said easement has been granted and reserved in various deeds of record. 6. An Abstract of Judgment for the amount herein stated and any other amounts due. Case No.: 71097 Debtor: RALPH F. BURNETTE AKA RALPH BURNETTE Creditor: BALBOA COLLECTION SERVICE Amount: $2,236.96 Entered: NOVEMBER 12, 1987 Recorded: NOVEMBER 19, 1987 AS FILE NO. 87-647323 OF OFFICIAL RECORDS 7. An unrecorded lease, affecting the premises herein stated, executed by and between the parties named herein, for the term and upon the terms, covenants and conditions therein provided. Dated: (NOT SHOWN) Lessor; RALPH F. BURNETTE Lessee: T.I.O., A CALIFORNIA LIMITED PARTNERSHIP Term: FORTY-NINE (49) YEARS Affects: SAID LAND Disclosed by: MEMORANDUM OF LEASE Recorded: MAY 31, 1988 AS FILE NO. 88-254947 OF OFFICIAL RECORDS Order No. 948562.6 8. Page An Abstract of Judgment for the amount herein stated and any other amounts due. Case No.: Debtor: Creditor: Amount: Entered: Recorded: 86413 RALPH F. BURNETTE AKA RALPH BURNETTE TRI-CITY HOSPITAL DISTRICT $180.72 JUNE 16, 1989 OCTOBER 18, 1989 AS FILE NO. 89-564332 OF OFFICIAL RECORDS Notes: 1. 2 . Policy charge will be based on QUOTE Tax note: Fiscal year: First installment: Second installment: Land: Improvements: Personal property: Exemptions: Code area: Parcel no.: 1991-92 $117.60 PAID $117.60 PAID $6,528.00 $00.00 $00.00 $00.00 09098 203-173-13 ICHANGES! cn CFI ran PTI ran unwimnrmninsi •i HH HH •H HH Hi HH HH HH HH I^H HH HH HH HH HH HH HH •n HH •1 HH •H HH HH •1 HH IHI HH HH HI HH HH HH HH m HH HH HI H HH Hi Hi Hi HH HH HH IHI HH HH IH HH HH Hi Hi HH IHI HH HH HH HH HH HH HI HH HI Hi * Jl; m m JP S5 m ^Commonwealth Land Title Insurance Company CLTA Preliminary Report Form EXHIBIT A CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY - 1988 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 or 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 policy 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 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 Icnowledge. 3. Defects, Uens. 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. EXCEPTIONS FROM COVERAGE (SCHEDULE B - PART I) This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. Ikxes 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 notices 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 by making inquiry of persons in possession thereof. 3. 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 nTmihg claims; (bl reservations or exceptions fii p¥tents 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. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY—1970 WITH A.L.T.A. ENDORSEMENT FORM 1 COVERAGE (REVISED 10-17-70 AND 10-17-84) SCHEDULE OF EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy: 1. (a) Governmental police power. (b) Any law, ordinance or governmental regulation relating to environmental protection. (c) 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 change in the dimensions or area of the land or any parcel of which the land is or was a part. (d) The effect of any violation of the matters excluded under (a), (b), or (c) above, unless notice of a defect, lien or encumbrance resulting from a violation has been recorded at Date of Policy in those records in which under state statutes deeds, mortgages, lis pendens, liens or other title encumbrances must be recorded in order to impart constructive notice to purchasers of the land for value and without knowledge; provided, however, that without limitation, such records shall not be construed to include records in any of the offices of federal, state or local environmental protection, zoning, building, health or public safety authorities. 2. Rights of eminent domain 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 acquu-ed 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. Valid Only If Schedules A, B and Cover Are Attached Form 2210-1 (CA) Rev. 3-89 (EXHIBIT A CONTINUED ON BACK) (J^ MAR 1 0 m 0 Citv of Carlsbad RIanninc] Departnnent DISCLOSURE STATEMENT APPLlCANffS STA'EWENT OF DISCLOSURE OF CERTAIN OWNERSHIP INTERESTS ON ALL APPLICATIONS WHICH WILL =EQOiPE DiSCRETiONARY ACTION ON THE PART OF THE CTY COUNCIL, OR ANY APPOINTED BOARD. COMMISSION OR CCMM(TTES (Please Print) The following information must be disclosed: 1. Appiicant List the names and addresses of ali persons having a financial interest in the application. Owner List the names and addresses of ali persons having any ownership interest in tfie property involved. . If any person identified pursuant to (1) or (2) above is a corporation or partnership, list the names and addresses of all individuals owning more than 10% of the shares in the corporation or owning any partnership interest in the ^rtnership. _A1 5t in tne oannership. If any person identified pursuant to (1) or (2) above is a non-profit organization or a trust, list the names and addresses of any person sen^ng as officer or director of the non-profit organization or as trustee or beneficiary of the trust. T FRM00013 8/90 2075 Las Palmas Drive • Carlsbad. California 92009-4859 • (619) 438-1161 b Disclosure Statement (Over) Page 2 Have you had more than $250 worth of business transacted with any member of City staft. Scares Commissions. Committees and Council within the past twelve months? Yes No If yes, please indicate person(s) ', Person is defined as: 'Any individual, firm, copartnership, jointventure. association, social club, fraternal organization, corporation, estate trust. r^c9iyt. syndicate, this and any other county, crty and county, crty municipalrty, distnct or other poirtical subdivision, or any other group or connbination acting as a unrt." (NOTE: Attach additional pages as necessary.) Signafure of applicant/date Signature oTOwner/date Print or type name of owner Print or type name of applicant FRM00013 8/90 (D PROJECT DESCRIPTION/EXPLANATION PROJECTNAME: p/filF^ ^ ^DD /l=S APPLICANT NAME: Please describe fully the proposed project. Include any details necessary to adequately explain the scope and/or operation of the proposed project. You may also include any background information and supporting statements regarding the reasons for. or appropriateness of, the application. Use an addendum sheet if necessary. Description/Explanation. Rev. 4/91 ProjDesc.frm GENl ** ASSESSOR'S FILE GENERAL INFO ** 03/14/94 10:08 Parcel Nuinber: 203-174-06-00 Owner Name: Address: Situs Address: Legal Desc: Acres in Parcel: Tax Rate Area: Community Code: Map Book No: Gov't Owned: Ag Preserve No: Retired Parcel: Comments: TIL LTD Additional Owners: P O BOX 1575 CARLSBAD CA 92018 2978 CARLSBAD BL 1.79 AC M/L IN TCT 96 1.79 090-98 001661 Assr Use Code: Tax Code: Assess/Exempt: Tax Status: Acres in Preserve: Land: Imp: P/P: Exmp: Exmp: NAV: .00 Values 1,757.486 234.328 1,991,814 ** Parcel No: All or Portion: GENl ** ASSESSOR'S FILE GENERAL INFO ** 03/14/94 10:07 Parcel Number: 203-174-07-00 Owner Name: Address: Situs Address: Legal Desc: Acres in Parcel: Tax Rate Area: Community Code: Map Book No: Gov't Owned: Ag Preserve No: Retired Parcel: Comments: TIL LTD Additional Owners: P O BOX 1575 CARLSBAD CA 92018 300 CARLSBAD VILLAGE DR (EX STS)NELY 200 FT OF TCT 96 1.75 090-98 001661 Assr Use Code: Tax Code: Assess/Exempt: Tax Status: Acres Parcel No: in Preserve: Land: Imp: P/P: Exmp: Exmp: NAV: .00 Values 1,863,607 6,951,469 8,815,076 ** All or Portion: GENl ** ASSESSOR'S FILE GENERAL INFO ** 03/15/94 14:38 Parcel Number: 203-173-03-00 Owner Name: Address: BURNETTE RALPH F JR&LANA M 3315 MCKINLEY ST CARLSBAD CA 92008 Additional Owners: Situs Address: Legal Desc: Acres in Parcel: Tax Rate Area: Community Code: Map Book No: Gov't Owned: Ag Preserve No: Retired Parcel: Comments: 381 CHRISTIANSEN WY NE 110 FT OF NW 60 FT BLK 10 .00 090-98 000775 Assr Use Code: Tax Code: Assess/Exempt: Tax Status: Acres Parcel No: in Preserve: Land: Imp: P/P: Exmp: Exmp: NAV: .00 Values 270 All or Portion: 300 112,200 382,500 ** GENl ** ASSESSOR'S FILE GENERAL INFO^ ** 03/15/94 14:37 Parcel Number: 203-173-08-00 Owner Name: CHRISTIANSEN CATHERYN F TR Address: P O BOX 188 CARLSBAD CA 92018 Situs Address: Legal Desc: POR BLK 10 Acres in Parcel: Tax Rate Area: 090-98 Community Code: Map Book No: 000775 Gov't Owned: 00 Assr Use Code: Additional Owners: Ag Preserve No: Retired Parcel: Comments: Tax Code: _ Assess/Exempt: _ Tax Status: _ Acres in Preserve: Values Land: Imp: P/P: Exmp: Exmp: NAV: .00 39,974 39,974 ** Parcel No: All or Portion: