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Home My WebLink AboutCT 88-03; Real Estate Collateral Management Company; 1998-0152405; Future Improvement Agreement/Release- .. - .- !G3CC,XDED REQUEST OF DOC, $,& 1998-0152405 First American Title SUBDIVISION MAPPING DEFT. MAR 201. 1998 2~38 PPI Recording Requested Ey ana When Recorded Return to: City Clerk 4 54 City of Carlsbad 1200 Carlsbad Village Drive Carlsbad, CA 92008-1989 SON DIEm COUNTY RECORER'S OFFICE OFFICIAL RECOKDS GEGORY J. SMITH, COUNTY RECORDER FEES: 0.00 1998-0162406 i ,, (Exempt from fling fee - Gov't Code 9 6103) 1996 RANCHO SANTA FEI ROAD AGREEMENT BETWEEN CITY OF CARLSBAD AND REAL ESTATE COLLATERAL. MANAGEhENT COMPANY 11/26/96 I I 1996 RANCHO SANTA FE ROAD AGREEMENT This 1996 Rancho Santa Fe Road Agreement ("Agreement") is made this e day of &,, 1997 between the City of Carlsbad, a municipal corporation of the State of California ("City") and Real Estate Collateral Management Company, a Delaware corporation ("RECM"), which owns substantial development real estate in the City, and in consideration of the following covenants, conditions and obligations contained herein, the parties agree as follows: L/ RECITALS A. RECM is the owner of approximately 1,593.58 acres of development real estate within the City's southeast quadrant and spread among Local Facility Management Plan Zones 11 and 12 (hereinafter collectively referred to as the "Villages of La Costa") substantially as follows: (1) The Southwedhoyo La Costa includes approximately 481.58 acres within the City's Zone 12, identified more specifically on Exhibit "A-1'' attached hereto (hereinafter "Arroyo/ La Costa"). The Arroyo/La Costa property has a currently approved Tentative Tract Map for 1,076 single family dwellings (CT88-3) and associated improvements; (2) The SoutheastlRancheros area consists of approximately 1,112 acres within the City's Zone 11, as more particularly described on Exhibit "A-2'' attached hereto (hereinafter "Southeast/Rancheros"); B. Rancho Santa Fe Road is a major Circulation Element Road in the City's Southeast Quadrant, portions of which are not yet fully constructed to ultimate design. The City's Local Facilities Management Plans for Zones 11 and 12 require a financing plan for the future construction of certain portions of Rancho Santa Fe Road (and Olivenhain Road). Attached hereto as Exhibit "B," and incorporated herein by reference is the "City of Carlsbad C.F.D. No. 2 - Preliminary Cost Estimate Summary" dated August 25, 1993 which (i) identifies the four stages of future road construction and (ii) estimates the overall budget for completion of $36,657,000. For purposes of this Agreement the "Future Road Improvements" shall mean and refer to the four stages of detailed 1101007.08 11/26/96 " improvements identified on Exhibit "B" and "Road Budget" shall mean and refer to the estimates contained therein. C. Pursuant to City Council Resolution No. 90-258, Condition No. 98 states that prior to obtaining a final subdivision map on ArroyolLa Costa, the City Council must have approved a Financing Plan for the Future Road Improvements. The Parties hereto desire and intend this Agreement, together with the associated agreements referenced herein to hlly satisfy said condition in its entirety, for all phases of final map buildout of ArroyoLa Costa. D. Prior to or concurrently herewith, the City has approved a revised Financing Plan for Future Road Improvements, a copy ofwhich is attached hereto, marked Exhibit "C" and incorporated herein by this reference ("Revised Financing Plan"). The Parties intend this Agreement to implement the Revised Financing Plan as it relates to both the Southeast/Rancheros and ArroyoLa Costa properties, together with the RSF Road Prepayment Agreement executed concurrently herewith (see Exhibit 'X",) and it is intended that the Revised Financing Plan satisfies all City Growth Management policies, plans, ordinances and programs regarding financing of Future Road Improvements as well as satisfying Condition No. 98 referred to in Paragraph C above. E. On June 7, 1995, the City, RECh4's predecessor in interest, Fieldstonda Costa Associates Limited Partnership as then owner of the Villages of La Costa, the United States Fish and Wildlife Service, and the California Department of Fish and Game entered into that certain "Implementation Agreement Regarding The City of CarlsbadRieldstonda Costa Associates Habitat Conservation PldOn-Wig Multi-Species Plan" ("HCPIOMSP"), which addressed certain habitat mitigation requirements and obligations applicable to the Future Road Improvements and hture private development of the SoutheastIRancheros and other properties. As used herein, "Southeast Habitat Area" shall refer to that area designated on the map marked Exhibit "D" hereto as "RancherodSoutheast II Consewed Habitat Pards," which Exhibit ID" is a copy of Exhibit 2, Sheet A of the HCPIOMSP. F. Notwithstanding the requirement for all property to provide a financing plan for Rancho Santa Fe Road, some properties in the Rancho Santa Fe Road area have been dowed to proceed through the approval of final maps, and the construction of unitq by entering into and making certain payments under the terms and conditions of the PETITION, WAIVER AND 3 11/26/96 CONSENT TO CREATION OF A CFD AND AGREEMENT TO PAY FAIR SHARE (“RSF Road Prepayment Agreement”) attached as Exhibit “E”. In consideration of performance under this agreement, the City is prepared to extend a similar opportunity for the benefit of ArroyolLa Costa on the terms and conditions set forth herein. G. The City and RECM intend to combine into this comprehensive Agreement all the terms and conditions applicable to the Arroyo/La Costa to permit it to proceed to final map and build units in lieu of the immediate formation of CFD No. 2, by satisfying Condition No. 98 through the City‘s adoption of the Raised Financing Plan and RECXfs performance of the RSF Road Prepayment Agreement and this Agreement. NOW, THEREFORE, incorporating the foregoing recitals of facts set forth above and in consideration of the mutual covenants, conditions and obligations contained herein, the parties agree to the following: 1. ArroWLa Costa Pregavment Aereement. As part of the Revised Financing Plan, the City has approved and revised the “RSF Road Prepayment Agreement,” a copy of which is attached hereto as Exhibit “E,” and incorporated herein by this reference. RECM, concurrently herewith shall execute the RSF Road Prepayment Agreement for the benefit of, and affecting the ArroyoLa Costa property. The Parties intend that as long as existing or hture owners of Arroyoh Costa comply with the RSF Road Prepayment Agreement, the Armyah Costa project may proceed without regard to Future Road Improvements construction and linancing. The ability of RECM or successor owners to proceed to develop ArroyoLa Costa, including grading and ultimately home construction, is a material element of this Agreement. Therefore, ifwithin one hundred eighty (1 80) days of Final Map approval, a third party and/or the City or other governmental agency prevents, through lawsuit or otherwise, development of Armyoh Costa, then the performance by RECM of obligations provided herein shall be tolled, at the option of RECM, for such period of time as development of ArroyoLa Costa is prevented or delayed. 2. Ament - Covenant Bmdinn on Successor Owners. The Parties hereto intend this Agreement will be binding upon, and enure to the benefit of, successor development owners of all or part of the ArroyolLa Costa and SoutheastCRancheros and RECM in accordance with its terms. 4 11/26/96 Within ten (10) days of execution her-< the Parties will cause this Agreement to be. recorded thereby giving notice ofthis Agreement to all subsequent purchasers. The City Engineer shall execute such documents for recordation as reasonably necessary to eliminate this Agreement from title with respect (i) to individual lots upon payment under the RSF Road Prepayment Agreement in connection with said lot at final map and (ii) to all of the property upon completed performance of the obligations herein. From time to time, upon reasonable request of RECM, the City Engineer shall execute a customary estoppel letter within ten (10) days of written request for the benefit of any purchaser or lender identifying the existence of any events of default and/or the status of performance under this Agreement. 3. Rieht-of-Wav Dedication. It shall be the responsibility of RECM to irrevocably offer to dedicate any Future Road Improvements right-of-way owned by RECM. Said irrevocable offer@) shall be in the form attached hereto as Exhibit "F," and incorporated herein by this reference and shall occur in two phases as follows: Phase (1) concurrently with approval of the first final map for ArroyoLa Costa for those stages of Future Road Improvements as to which the right-of-way alignment is known, and Phase (2) within thuty (30) days following the City Council approval of a final alignment for the balance of the Future Road Improvements. The City shall prepare the necessary legal descriptions and/or diagrams necessary to describe the right-of-way and finalize construction plans and specifications. The City agrees to consult with RECM regarding the final alignment as such alignment affects RECM's contiguous development and joint grading impacts for hture project approvals. The City shall also vacate, or cause to be vacated, the old Rancho Santa Fe Road right-of-way and cause title thereto to be transferred to RECh4, to the extent it or its successor owns the contiguous property, including any reasonably necessary actions involving the County of San Diego, at the earliest opportunity when such old right-of-way is no longer neceswy for City purposes. 4. Revised Financing Plan. The Parties shall implement the Revised Financing Plan as follows: 4.1 Reimbursements to RECM. Deferral. The Future Road Improvements budget, includes an estimate of potential reimbursement amounts due RECM for (i) preliminary engineering and design costs up to $4.0 million and (ii) payment for Future Road Improvement 5 11/26/96 459 habitat and mitigation costs up to $5.75 million. RECM agrees to defer City‘s repayment of all or any portions of said reimbursements to the end of the Revised Financing Program to be reimbursed only after all construction of Future Road Improvements is completed or the City Engineer is reasonably satisfied that adequate funds are remaining to complete the work. The City Council shall determine the appropriate reimbursement amount to be paid to RECM based upon recommendations from the City Engineer. The City Engineer shall recommend amounts for reimbursement that in his reasonable judgment represent costs that would have been borne by the City had the project been undertaken as a stand-alone Public Works project including environmental compliance and habitat mitigation. 4.2 Additional Funding Sources. In addition to obtaining funds from Carlsbad properties, Ci agrees to use its best efforts to obtain supplemental sources of funding from adjacent cities andor properties outside the City, other state or federal sources, which contributions, if obtained, will be used for Future Road Improvements. 4.3 SeDarate Fund. The City will establish a separate fund (the “Future Road Improvement Fund”) for construction of Future Road Improvements and shall deposit all amed interest to that fund. AU amounts received pursuant to the RSF Prepayment Agreement for the payment of Future Road Improvements shall be deposited and earn interest in the Future Road Improvement Fund. Additional sources may be deposited in separate fund(s) as required. 4.4 C.F.D. No. 1 Contriiutions. The City shall contribute a total of $5.75 million to the Future Road Improvement Fund from C.F.D. No. 1. Said contribution shall be made in conformity with the City’s Capital Improvement Program as approved by the City Council, which may be revised from time to time as necessary to adjust project fundmg to coincide with availability of funds. The City reserves the right to modify the timing of said contribution in whole or in part, but in no event shall said mntriition be completed later than five (5) years following completion of construction of the Future Road Improvements as evidenced by an appropriate certificate of completion. Nothing herein shall be construed to require the City to provide funding for Future Road Improvements from any sources other than the Future Road Improvement Fund, including the required C.F.D. No. 1 contribution thereto. 4.5 Credit Against Fees: Reimbursement for Construction. If any Property Owner, incldhg RECM under Paragraph 5.2.4 or otherwise, shall construct all or any portion of the Future 6 11/26/96 Road Improvements, said property owner shall be entitled to reimbursement from the Future Road Improvement Fund andor credit against its prepayment amount established in the RSF Road prepayment Apmmt in accdmcc with a reimburmendcredit agreement entered into with City covering such imprwements in advance of construction. Any such reimbursement shall take priority over otha non-construction reimbursements from the Future Road Improvement Fund on a first expended, 6rst reimbursed basis. Any prope-rty owner undertaking such improvements shall enter into arstomary secured subdivision public improvement agreements with the City and post improvement security for such work undertaken. 4.6 onal RECM Credit Agatnst Fees and Rclmbuncment. Further, in lieu of construction, should RECM, or its successors 6) pay any amounts under Paragraphs 5.2.7 and 5.2.8, or (ii) if any call on the Performance Bond is made under Paragraph 5.2.8 or otherwise, then such payments or call amounts shall entitle RECM to dollar for dollar credit against RSF Road Prepayment Agrement payments andor reimbursement on the same basis as constructed improvements under Paragraph 4.5 above, including priority thereof on a 6rst expended, first reimbursed basis. 5. Pafomwce Bond. Concurrently with approval of the ArroydL. Costa Fd Map, RECM shall post with the Ci a pdormance bond in the initial amount of $6.8 Million, which bond shall be in the form of Exhibit “G” attached hereto and incorporated herein by this reference (“Performance Bond”). Said Performance Bond shall be subject to the following terms and conditions, and useable by City exclusively for construction related costs of Future Road Improvements only after all other Future Road Improvement Funds have beem obligated by the Ci Council for payment of actual costs of Future Road Improvements following award of construction contracts for such work. 5.1 Performance Bond Reductions. At least annually prior to the renewal anniversa~~ date, and prior to any call on the Performance Bond, the Ci Engineer shall approve Performana Bond reductions and issue bond reduction letters, pursuant to Section 5.3 below, on a dollar for dollar basis attributable to the following events: 5.1.1 Aredu~onintheFuturrRoad~budgetedamountsother than the RECM reimbursements in Section 4.1 above. 5.1.2 The amount of all payments made or accrued under the RSF Prepayment Agreement from any property owners, including RECM, and any contributions from all other sources, including payments under Paragraph 5.2.8 herein. 5.1.3 Receipt of interest earned on the Future Road Improvement Fund. 5.1.4 Construction of all or portions of the Future Road Improvements by a property owner or developer in an amount determined by the City Engineer to be the reasonable value of such improvements. 5.1.5 Any prior partial draw@) on thePerformance Bond. 5.1.6 The amount of any performance bond to secure subdivision public improvement agreements for the construction of Future Road Improvements, including such amounts pursuant to Paragraph 5.2.4 herein. 5.2 Call on Bond. No call or demand may be made on the Performance Bond, or any portion thereof; except after each and every of the following conditions precedent have been My satisfied: 5.2.1 The City Engineer, based on then current reasonable and reliable tdic dor engineering reports, makes a written determination that a portion of the existing Rancho Santa Fe Road extending from the intersection with La Costa Avenue to the future intersection with Melrose Drive fails (or is projected to fail within 6 months based on actual traffic counts) to meet the established Growth Management Performance Standard for Circulation (hereinafter "Projected Failure"). 5.2.2 Upon such determination of a Projected Failure, the City Engineer shall notify RECM (or its successor owner of SoutheastlRancheros) in writing of the existence of the Projected Failure with a description of the improvements required to mitigate that failure (hereinafter 8 11/26/96 462 ‘Mtigation Improvements”) and an estimate of the construction costs to cure such failure. 5.2.3 RECM, within 60 days of receipt of notification from the City Engineer, shall advise the City Engineer of its intention to construct required Mitigation Improvements or its desire that the City construct such improvements. 5.2.4 IfRECM chooses to c~nstruct said Mitigation Improvements, it shall within 30 days following notice of its determination to the City Engineer, enter into a secured subdivision public improvement agreement to construct the needed Mitigation Improvements within 18 months of the efFective date of such agreement and in conformance with a schedule contained therein. As a provision of said agreement, the City agrees to make available to RECM any and all available hds in the Future Road Improvement Fund or other dedicated sources to assist in paying for such Mitigation Improvements. Such payments shall be in the form of reimbursements to RECM against the first funds expended for qualified expenditures related to the required road improvements as determined to be appropriate by the City Engineer which shall correspondingly reduce the Performance Bond pursuant to Section 5.1.4 above. 5.2.5 If RECM fails to perform in conformance with the provision of the secured subdivision public improvement agreement and the security therefore has been exhausted, in addition to remedies provided in this Agreement, the City Manager may report to the City Council that a growth management failure exists and take appropriate actions under the procedures of the Growth Management Ordinance, including Section 21.90.130 ofthe Carlsbad Municipal Code, to the extent such provisions are applicable. 9 11/26/96 4 4 63 5.2.6 IfRECM chooses not to construct the needed improvements or fails to respond within the 60-day notification period provided herein, the City shall proceed with the necessary steps to construct the required Mitigation Improvements. 5.2.7 If the City proceeds with construction of the Mitigation Improvements, it shall first utilize any and all available funds in the Future Road Improvement Fund or other dedicated sources to hnd said Mitigation Improvements. The amount of the call on RECM or the Performance Bond proceeds shall be the minimum amount necessary to pay for actual construction and related costs of the Mitigation Improvements after application of available funds. 5.2.8 RECM shall have the right to provide the necessary funds as set forth in Section 5.2.7 to the City required to complete the Mitigation Improvements within 60 days of invoice by the City. Said invoice would in no case be issued prior to City Council authorization advdsig for bids to construct the Mitigation Improvements. Failure of RECM or the successors and assigns on Southeastkncheros to provide funding as stipulated herein shall be cause for the City to make call on the Performance Bond. Should the award of contracts establish a lesser amount, the call shall be reduced proportionately, or any overpayment refunded immediately. 5.2.9 Should City be required to call bonds to ensure compliance, it shall be entitled to recover all costs incurred to obtain funds including my appropriate construction delay claims that may arise from the failure to perform by RECM. 5.3 Cancellation of Bond Uoon Comdetion of Construction. Upon completion of Future Road Improvements, if all or any portion of the Performance Bond remains outstanding, it shall be exonerated and cancelled by the City Engineer. 10 11/26/96 464 6. Habitat Dedications. The parties acknowledge that the Southeast Habitat Area of the HCP/OMSP is intended to provide habitat mitigation for the Future Road Improvements as well as for private development elsewhere in the SoutheadRancheros. Provided, however, the parties intend here to establish a mechanism in the event that habitat mitigation for Future Road Improvements in the Southeast Habitat Area is required prior to actual dedication and conveyance of the entire Southeast Habitat Area under the HCPIOMSP, as follows: 6.1 Scone of Road Habitat Dedication. In the event road habitat dedication is required, City and RECM will work cooperatively with the wildlife agencies to define the Minimum Conservation Easement area within the Southeast Habitat Area necessary to mitigate habitat impacts for that portion of the Future Road Improvements to be constructed. City and RECM agree to abide by the determination of the wildlife agencies with regard to the amount of the Minimum Conservation Easement area. Once determined, this subportion of the Southeast Habitat Area shall be referred to as the "Road Mitigation Area." The Parties shall use their collective best efforts to locate the Road Mitigation Area away from development areas and areas where easements or utilities would likely be located in designating any Road Mitigation Area from time to time. 6.2 Conservation Easement. Once the Road Mitigation Area is determined, RECM shall grant to the City the Conservation Easement substantially in the same form as attached as Exhibit "5" to the HCP/OMSP, together with the duty of the City to convey said easement to another approved conservation entity pursuant to the direction of RECM consistent with the HCPl OMSP. 6.3 Citv Resuonsible for Maintenance Costs. In the event of road habitat dedication, the City shall be solely responsible for all associated habitat maintenance costs and expenses until six (6) months following approval of the General Plan Amendment. 6.4 Valuation ofRoad Mitigation Habitat. RECM shall be entitled to payment for the fair market value of the Southeast Habitat Area necessary for mitigation of Future Road Improvements. Said reimbursement amount shall be calculated at the rate of S15,oOO per me, or portion thereof, which acreage shall include the full right-of-way and slope easement disturbance areas, times the number of acres expected to be disturbed, times the mitigation ratio of 2.5: 1, plus the actual construction costs of the outside lanes adjacent to the conserved habitat areas. For example, 11 11/26/96 ifthe expected disturbed area for Future Road Improvements were 68 acres, and the mitigation ratio is 2.5:1, then the total reimbursement amount would be S2,550,000.00 (Sl5,OOO x 68 x 2.5) plus outside lane construction costs. 6.5 Two Year Prohibition. Notwithstanding anythins to the contrary, under no cirmmtanca will the City request or require any Road Mitigation Area dedication sooner than two (2) years firom the effective date of this Agreement. 7. Previous Ennineerinn. Desim and Related Costs. Under Paragraph 4.1, two categories of reimbursements due RECM are identified. The valuation of necessary Future Road Improvement mitigation and habitat is addrd in Paragraph 6.4 above. The other category, namely the value of prior engineering, design and related costs, shall be equitably resolved by the parties within twelve (12) months of the effective date of this Agreement as follows: Certain road related expenses, plans, costs and alternate designs were required in connection with certification of the Rancho Santa Fe Road Realignment and Mass Grading Final EIR (SCH900010850). The Ci Engineer shall estimate the reasonable value of the existing useable engineerins design work for construction of Future Road Imprwements reasonably useable as set forth in Paragraph 4.1 and the mount of EIR certification costs and expenses. RECM shall be entitled to submit evidence that a higher valuation is appropriate if it disagrees with the City Engineer's estimate. The City Council shall then resolve the final amount proposed by the City in an mount not less than the City Engineer's recommended amount. Once that final amount is agreed upon, the City shall have the right to use the engineering and design work product, prior plans and specifications, RECM shall have no liability or responsibility for said work product and makes no representation or warranty regarding any such work product. 8. common Grading. The existing Rancho Santa Fe Road Realignment and Mass Grading Fd EIR (SCH 90010850) covered mass grading for both the Future Road Improvements and kture development of the Southeast portion of Southeastkncheros. Should construction of Future Road Improvements be done by the City which produces or requires excess materials, or reqh bw areas, then the Ci Engineer and RECM shall promptly meet and establish a grading 12 11l26196 4 66 program which shall include (i) blasting work in a mannex to create useable fill material, (i) operation - of a ctushing operation, (ii) placement and compaction of fill consistent with the mass grading plan, and (iv) achieving an anticipated balance of materials on each side of the Future Road Improvements to avoid having to cross the new road for future grading operations. Blasting shall be done in a manner to create material no greater than 2 feet in Si. No material shall be moved off the Southeast/Rancheros without RECMs written consent. Notwithstanding the foregoing, nothing herein is intended to require the City to undertake the entire mass grading plan for private development. 9. General Provisions. 9.1 Successors and Assigns. This Agreement shall bind and inure to the benefit of the parties, their respective assigns and successors, and the successive owners of the Viages of La Costa. Provided, however, all rights to receive hture payments or reimbursements of any kind and any fee credits earned or accrued, shall be the personal property of RECM and may be assigned to future owners in the discretion of RECM; such rights shall not run with the land unless expressly assigned by RECM in writing. RECM shall provide the City with such written notice of the assignment or a separate notice of non-assignment within 30 days of the transfer of any property subject to this Agreement. RECM shall notify the City of any such assignment or non-assignment by delivering to the City, to the attention of the Community Development Director, the “Villages of La Costa Rancho Santa Fe Road, CreditReimbursement Notice” in the form attached hereto as Exhibit “I”’ hereto. 9.2 Construction. This Agreement shall be construed as a whole in accordance with its fair meaning, the captions being for the convenience of the parties only and not intended to describe or define the provisions and the portions of the Agreement to which they pertain. Both parties acknowledge that they understand the terms and conditions of this Agreement and execute the Agreement without force or duress. Neither party shall deny the enforceability of any provision of this Agreement on the basis that it did not have legal counsel, or that it did not understand a term or a condition of this Agreement. Both parties to this Agreement acknowledge that they have been represented by counsel andor advisers of their own choice and that neither party shall be deemed to have primary responsibility for drafting this Agreement. 13 11/26/96 9.3 Resoonsible Individuals. The names of the persons who are authorized to give written notices or receive written notices on behalf of the Parties in connection with this Agreement are as follows: For: Title: Community Development Director Name: Mr. Marty Orenyak Address: City of Carlsbad 2075 Las Palmas Drive Carlsbad, CA 92009-4859 For RECM: Title: Vice President Name: Mr. James M. Jackson Address: Real Estate Collateral Management Company P.O. BOX 9000-685 Carlsbad, CA 92018-9000 Street Address: 2300 Alga Road Carlsbad, CA 92009 The Parties may, f?om time to time, change the designated individuals by giving written notice to the other Party. 9.4 m. No waiver by either party of any default, breach or any other term set forth herein shall constitute a waiver of any other default, breach or term whether of the same or any other covenant or condition. 9.5 Severability. If any portion of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in lid force and effect and shall be given its fir11 and fair meaning in order to effectuate the purposes of this Agreement. 9.6 Amendments. Except as otherwise provided in section 5 above, no change or addition to this Agreement, or any part or portion thereof, shall be valid unless in writing and signed by all parties hereto. 9.7 No Third Pam Beneficiarv. Nothing contained herein is intended, nor shall be construed as benefitting any third party, or member of the public, nor shall it create or authorize any claims, causes of action or maintain any suit to interpret or enforce this Agreement, other than the parties hereto and their successors and assigns. 14 11/26/96 468 9.8 Entire Apreement. This Agreement contains the entire agreement between the parties keto respecting the subject matter covered. This Agreement supersedes and replaces any and all previous discussions, negotiations and writings between the parties hereto, superseding and replacing all negotiations, prior discussions, preliminary agreements, or understandings respecting the subject matter, whether written or oral. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. CITY OF WSBAD, L. By: CLAUDE A. LEWIS ATTEST: APPROVED AS TO FORM: RE& ESTATE COLLATERAL MANAGEMENT COMPANY, a Delaware corporation By: / I // 15 11/26/96 ACKNOWLEDGMENT 4 69 STATE OF CALIFORNIA 1 COUNTY OF SAN DIEGO 1 9s. appeared James U. Jackson and Spiro 6. Kailas , personallv known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within iqstrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies1, and that by his/her/their signature(s1 on the instrument the person(s1, or the entity upon behalf of which the person (9) acted, executed the instrument. On W27J96 , before me, Vivian Mae Walters, personally WITNESS my hand and official seal. *Lw Not ry Public in and for said County and State 4 70 EXHIBIT "A" Lead Description of Villages of La Costa 17 11/26/96 ORDER NO. 1126321-11 SOUTttW= LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: PARCEL C: ALL OF LOTS 3 AND 4 OF FRACTIONAL SECTION 1 ANI? PORTIONS OF LOTS 1, 2: 3, 5, 6, 7 AND 8 OF FRACTIONAL SECTION 2, IN TOWNSHIP 13 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN DIEGO, LOT 2 AND A PORTION OF LOTS 1 AND 11 OF RANCHO LAS ENCINITAS, IN THE STATE OF CALIFORNIA, ACCORDING TO OFFICIAL PLAT THERZOF, TOGETHER WITH COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MA? THEREOF NO. 848, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COLTTY, JUNE 27, 1858, DESCRIBED AS A WHOLE AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2 OF RANCHO LAS ENCINITAS; THENCE ALONG THE NORTHERLY BOUNDARY OF SAID RANCHO LAS ENCINITAS, NORTH 75°21'30" EAST, 852.92 FEET TO THE EASTERLY L.INt OF NORTH 1'35'31" EAST, 1094.53 FEET TO THE NORTHEAST CORNER OF SAID LOT SAID LOT 3 OF FRACTIONAL SECTION 1; THENCE ALONG SAID EASTEZLY LINE 3; THENCE ALONG THt NORTHERLY LINE OF SAID FRACTIONAL SECTION 1, KOXTH 85"17'25" WEST, 1583.77 FEET TO AN ANGLE POINT THEREIN; TENCE CONTINUING ALONG SAID NORTHERLY LINE AiiD ALONG THE NORTHERLY LINE OF SAID FRACTIONAL SECTION 2, NORTH 85O17'41" WEST, 993.40 FEET AN ANGLE DEED AND COtJSERVAT3KS DEED TO W. B. DALITZ, RTCORDED SZPTEMBER 19, POINT IN THE SOUTFSRLY BOLTDARY OF THE LAND DESCRIBED IN EXECUTCXS' SOUTHEASTERLY BOUNDARY OF SAID LAND SOUTE: 68°25'31" WEST, 1851.05 FEET 1965 AS FILE NO. 164971 OF OFFICIAL RECORDS; THENCE ALONG THE TO AN ANGLE POINT AND SOUTH 56O30'28" WEST, 1100.64 FEET TO A POINT IN THE EASTERLY LINE OF COUNTY OF SAN DIEGO ROAD SURVEY NO. 1800-1, BEING TWAT CERTAIN 90 FOOT STRIP OF LAND AS DESCRIBED IN EXECUTOR'S DEED AND CONSERVATORS' DEED TO THE COUNTY OF SAN DIEGO, RECORDED FEBRUARY 16, 1570 AS FILE NO. 27777 OF OFFICIAL RECORDS AND ALSO BEING A POINT IN A NON-TANGENT 1970.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 58°00'29" WCST; THENCE ALONG THE EASTERLY LINE OF SAID ROAD SURVEY AS FOLLOWS: T:11117iYS 1027 24 V: i i . : JL 00 PAGE 22 ,126 321- 11 SOUTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 4 O56' 20" AN ARC DISTANCE OF 169.81 FEET, TANGENT TO SAID CURVE SOUTH 36O15'51" EAST, 291.95 FEET TO THE BEGINNING OF A TANGENT 2045.00 FOOT RADIUS CURVE, CONCAVE WESTERLY, SOUTHERLY ALONG SAID CURVE THROUGH AN ANGLE OF 32O30'56" AN ARC DISTANCE OF 1160.54 FEET, TANGENT TO SAID CURVE SOUTH, 3O44'55" EAST, 1061.59 FEET TO THE BEGINNING OF A TANGENT CURVE THROUGH AN ANGLE OF 3'01'18'' AN ARC DISTANCE OF 477.02 FEET TO 9045.00 FOOT RADIUS CURVE, CONCAVE WESTERLY AND SOUTHERLY ALONG SAID THE SOUTHERLY LINE OF THE LAND DESCRIBED IN DEED TO THE HEIRS OR DEVISEES OF FRIEDA C. WIEGAND, DECEASED, ET AL, RECORDED FEBRUARY 25, 1971 AS FILE NO. 35748 OF OFFICIAL RECORDS; THENCE ALONG SAID SOUTHERLY LINE, RADIAL TO LAST SAID CURVE NORTH 89'16'23" EAST, 398.31 FEET TO AN INTERSECTION WITH THE WESTERLY LINE OF SAID RANCHO LAS ENCINITAS; THENCE ALONG SAID WESTERLY LINE SOUTH 20O02'35" ZAST, 686.02 FEET TO AN INTERSECTION WITH THE WESTERLY PROLONGATION OF THE NORTHERLY LINE OF LOT 12 OF SAID RANCHO LAS ENCINITAS; THENCE ALONG SAID WESTERLY PROLONGATION AND SAID NORTHERLY LINE NORTH 87O30'15" EAST, 698.33 FEET TO THE WESTERLY LINE OF THE EASTERLY 2505.00 FEET OF SAID LOT 11 OF RANCHO LAS ENCINITAS; THENCE ALONG SAID WESTERLY LINE NORTH 2'55'51" WEST, 2107.50 FEET TO THE NORTHERLY LINE OF THE SOUTHERLY 2107.50 FEET OF SAID LOT 11 ; THENCE ALONG SAID NORTHZRLY LINE NORTH 87O30'15" EAST, 2505.00 FEET TO TEE EASTERLY LINE OF SAID LOT 11 OF RANCHO LAS ENCINITAS; THENCE ALONG SAID EASTERLY LINE NORTH 2O55'51" WEST, 526.98 FEET TO THE SOUTHEAST CORNER OF SAID LOT 2 OF RANCHO LAS ENCINITAS; THENCE ALONG THE EASTERLY LINE OF SAID LOT 2 NORTH 1'58'05'' WEST, 807.94 FEET TO THE POINT OF BEGINNING. AFFECTS PARCEL NOS. 255-010-24, 255-010-25, 255-022-01, 255-030-11, 255-030-12, 255-030-13, 255-041-18, 255-041-19 AND 255-041-20. PARCEL D: RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO OFFICIAL THOSE PORTIONS OF LOTS 1, 2 AND 3 IN SECTION 2, TOWNSHIP 13 SOUTH, PLAT THEREOF, ALSO THE EAST HALF OF THE SOUTHEAST QUARTER OF SECTION ALSO THE WEST 50 ACRES OF THE SOUTH HALF OF THE SOUTHWEST QUARTER OF 35, TOWNSHIP 12 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, SECTION 36, TOWNSHIP 12 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO OFFICIAL PLAT THEREOF, ALL IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: PAGE 23 - .I - >. 8. @di/bn , .,&+\=-\! .a > .*@&b qAj . 7. & 4 73 ~~-~ 4,'%:!:.:*' -.,7..* , - " "I /kc-.*y ..I N'r: , . .., ~,. / " "". W' J ORDER NO. 1126321-11 BEGINNING AT THE EAST QUARTER CORNER OF SAID SECTION 35; THENCE ALONG THE NORTH LINE OF THE EAST HALF OF THE SOUTHEAST QUARTER OF SAID SECTION 35, NORTH 89'07'13" WEST, 1318.40 FEET TO THE NORTHWEST CORNER OF SAID EAST HALF; THENCE ALONG THE WEST LINE OF SAID EAST HALF, SOUTH OO33'46" WEST, 2649.70 FEET TO THE SOUTH LINE OF SAID SECTION 35; THENCE ALONG SAID SOUTH LINE NORTH 89O18'14" WEST, 50.25 FEET TO A POINT IN THE EASTERLY RIGHT OF WAY LINE OF COUNTY OF SAN DIEGO ROAD SURVEY NO. 1800 - 1 EL CAMINO REAL - ON FILE IN THE OFFICE OF THE COUNTY ENGINEER OF SAID SAN DIEGO COUNTY, SAID POINT BEING ON A NON- TANGENT 3030.00 FOOT RADIUS CURVE, CONCAVE WESTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 74'59'19" EAST; THENCE SOUTHERLY ALONG SAID EASTERLY LINE AND SAID CURVE THROUGH A CENTML ANGLE OF 6' 09 ' 33 " AN ARC DISTANCE OF 325.73 FEET; THENCE TANGENT TO SAID CURVE SOUTH RADIUS CURVE, CONCAVE EASTERLY; THENCE SOUTHERLY ALONG SAID CURVE 8"51'08" EAST, 288.92 FEET TO THE BEGINNING OF A TANGENT 1970.00 FOOT THROUGH A CENTML ANGLE OF 22'28'17" PJJ ARC DISTANCE OF 772.64 FEET; THENCE LEAVING SAID EASTERLY RIGHT OF WAY LINE NORTH 56O30'28" EAST, SOUTHEAST CORNER OF THE WEST 50 ACRES OF THE SOUTH HALF OF THE 1100.78 FEET; THENCE NORTH 68"25'31" EAST, 1851.09 FEET TO THE SAID WEST 50 ACRES NORTH 0'33'05'' EAST, 1323.11 FEET TO THE NORTHEAST SOUTHWEST QUARTER OF SAID SECTION 36; THENCE ALONG THE EAST LINE OF CORNER THEREOF; TEEXCE ALONG THE KSRX LINE OF SAID WEST 512 ACXZS NORTH 83'18'37" WEST, 1646.40 FEET TO THE SOUTHEAST CORNER OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTET OF SAID SECTION 35; THENCE ALONG THE EAST LINE OF SAID NORTHEAST QUARTER OF THE SOUTHEAST QUARTER, NORTH OO34'20" EAST, 1322.81 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THOSE PORTIONS LYING NORTHWESTERLY AND NORTHERLY OF THE SOUTHERLY BOUNDARY OF CARLSBAD TRACT NO. 75-7 GREEN VALLEY KNOLLS, ACCORDING TO MAP THEREOF NO. 8379, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY. ALSO EXCEPTING THEREFROM THAT PORTION LYING NORTHERLY OF THE SOUTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-24, SPANISH VILLAGE UNIT NO. 1, ACCORDING TO MAP THEREOF NO. 7895, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY. AFFECTS PARCEL NOS. 255-010-19, 255-010-26 AND 255-010-27. --- PARCEL E: ALL THAT PORTION OF LOTS 1 AND 2 IN SECTION 1, TOWNSHIP 13 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO OFFICIAL ENCINITAS, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF PLAT THEREOF AND ALL THAT PORTION OF LOTS 3 AND 4 OF RANCHO LAS THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AND THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 27, 1898, ALL BEING IN DESCRIBED AS A WHOLE AS FOLLOWS: PAGE 24 c ORDER NO. 1126321-11 BEGINNING AT THE SOUTHWEST CORNER OF SAID SECTION 31; THENCE ALONG THE SOUTHERLY LINE OF SAID SECTION 31, SOUTH 89O51'26" EAST, 280.00 FEET; THENCE NORTH 71°00'00" EAST, 1545.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE RETRACING SOUTH 71°00'00" WEST, 1545.00 FEET TO THE NORTH 89'51'26'' WEST, 280.00 FEET TO THE SOUTHWEST CORNER OF SAID SOUTHERLY LINE OF SAID SECTION 31; THENCE ALONG SAID SOUTHERLY LINE SECTION 31, BEING ALSO A POINT ON THE NORTHERLY LINE OF SAID SECTION 1, TOWNSHIP 13 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN; THENCE ALONG SAID NORTHERLY LINE NORTH 89'51'52'' WEST, 956.82 FEET TO THE NORTHWEST CORNER OF LOT 2 IN SAID SECTION 1; THENCE ALONG THE WEST LINE OF SAID LOT 2, SOUTH 1094.53 FEET TO THE NORTHERLY LINE OF SAID LOT 3 OF RANCHO LAS ENCINITAS; THENCE ALONG SAID NORTHERLY LINE SOUTH THENCE ALONG THE WESTERLY LINE OF SAID LOT 3, SOUTH 02 O32 ' 35 EAST, 75O47'10" WEST, 892.92 FEET TO THE NCRTHWEST CORNER OF SAID LOT 3; 340.00 FEET; THENCE LEAVING SAID WESTERLY LINE NORTH 87'30'00" EAST, 3350.00 FEET, MORE OR LESS TO THE CENTER LINE OF COUNTY ROAD SURVEY NO. 454 - KNOWN AS RANCHO SANTA FE ROAD - AS DESCRIBED IN DEED TO THE COUNTY OF SAN DIEGO, RECORDED JANUARY 21, 1930 IN BOOK 1737, PAGE 4 OF DEEDS; THENCE NORTHERLY AND NORTHEASTERLY ALONG SAID CENTERLINE TO A LINE WHICH BEARS SOUTH 52°00'00" EAST FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 52°00'00" WEST, 485.00 FEET TO THE TRUE POINT OF EEC-INNING. NORTHEASTERLY OF THE SOUTHERLY BOUNDARY OF CARLSBAD TRACT NO. 73-2 EXCEPTING THEREFROM THAT PORTION THEREOF LYING NORTHERLY .WD (SANTA FE GLENS), IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JANUARY 22, 1975. OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 8059, FILED IN THE OFFICE AFFECTS PARCEL NO. 255-030-09. PARCEL F: THAT PORTION OF LOTS 3, 4, 9 AND 10 OF RANCHO LAS ENCINITAS, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 27, 1898, DESCRIBED AS FOLLOWS: PAGE 25 COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 3; THENCE ALONG THE WESTERLY LINE OF SAID LOT 3, SOUTH 02O31'38" EAST, 340.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID WESTERLY BOUNDARY SOUTH 02O31'38" EAST, 468.13 FEET TO THE NORTHWEST CORNER OF SAID LOT 10; THENCE ALONG THE WESTERLY LINE OF SAID LOT 10, SOUTH LINE SOUTH 03O29'27" EAST, 1869.70 FEET TO THE SOUTHWEST CORNER OF 03O29'27" EAST, 760.00 FEET; THENCE CONTINUING ALONG SAID WESTERLY SAID LOT 10, SAID CORNER BEING IN THE CENTER LINE OF OLIVEHAIN ROAD, ACCORDING TO SAN DIEGO COUNTY ROAD SURVEY NO. 1631, FILED IN THE OFFICE OF THE COUNTY ENGINEER OF SAID COUNTY; THENCE ALONG THE SOUTHERLY LINE OF LOT 10 AND SAID CENTERLINE NORTH 87O03'30" EAST, 509.61 FEET TO THE BEGINNING OF A 300.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY, A RADIAL LINE OF SAID CURVE BEARS SOUTH 02°56'30" EAST DIEGO COUNTY ROAD SURVEY NO. 4 54 (KNOWN AS WCHO SANTA FE ROAD) AS TO SAID POINT, SAID POINT BEING THE SOUTHWESTERLY TERMINUS OF SAY DESCRIBED IN DEED TO THE COUNTY OF SAN DIEGO, RECORDED JANUARY 21, 1930 IN BOOK 1731, PAGE 4 OF DEEDS; THENCE LEAVING SAID SOUTHERLY LINE A LINE WHICH BEARS NORTH 87°30'00" EAST FROM THE TRUE POINT OF OF LOT 10, NORTHEASTERLY ALONG SAID CENTERLINE TO AN INTERSECTION WITH THE TRUE POINT OF BEGINNING. BEGINNING; THENCE SOUTH 87°30'00" WEST, 3350.00 FEET, MORE OR LESS, TO EXCEPTING THEREFROM LOTS 1 THROUGH 86 INCLUSIVE OF SANTA FE RIDGE iTNIT NO. 2, CARLSBAD TRACT NO. 83 -16, IN THE CITY OF CARLSBm, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 10857, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, FEBRUARY 28, 1984. AFFECTS PARCEL NOS. 255-031-24 AND 255-031-25 PARCEL G: LOT 13 OF LA COSTA CANADA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 7205, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY ON FEBRUARY 15, 1972. AFFECT PARCEL NO. 216-320-13. PAGE 26 '=E ORDER NO. 1126324-11 SE/I SOW65Q-ST pr LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: PARCEL X: LOT 5 AND THE WEST HALF OF LOT 6 AND LOT 8 OF RANCHO LAS ENCINITAS, IN THE CITY OF CARLSBAD, COUNTY OF Sf?N DIEGO, STATE OF CqLIFORNIA, ACCORDING TO MAP THEREOF NO. 848, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, Jii3-E 27, 1698. EXCEPTING THEREFROM THAT PORTION LYING WITHIN CARLSBAD TRACT NO. 75-9(Bi UNIT NO. 2, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 9959, FILED IN TUE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, DECEMBER 3i. 1980 AND THAT PORTION LYING SOUTHERLY AND SOUTHWESTERLY OF THE SOUTHERLY BOUNDARY THEREOF. ALSO EXCEPTING THEREFROM THAT ?ORTION LYING WITHIN PARCEL MAP NO. 13524, IN THE CITY OF CARLSBAD, COUNTY OF SiiN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICZ OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 25, 1984 AS FILE NO. 84-403293 OF OFFICIAL RECORDS, AND THAT PORTION.. THEREOF LYING SOUTHERLY OF THE SOUTHERLY BOUNDAiiY THEREOF. .. ALSO EXCEPTING THEREFROM THAT PORTION LYING NORTHWESTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT THE MOST EASTERLY TERMINUS OF THE CENTERLINE OF LA COSTA AVENUE AS SHOWN ON HEREINBEFORE MENTIONED PARCEL YAP NO. 13524 ; THENCE NORTH 55°0C'00" EAST 200.89 FEET TO THE BEGINNING OF A 1000 .00 FOOT RADIUS CURVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG SAID CURVE TO THE NORTHERLY LINE OF HEREINBEFORE MENTIONED LOT 5 OF RANCHO LAS ENCINITAS. AFFECTS PARCEL NOS. 223-060-15. 223-060-49 AND 264-222-03. PARCEL AA: THE WEST HALF OF SECTION 32 AND THE EAST HALF OF SECTION 31, ALL BEING ACCORDING TO OFFICIAL PLAT THEREOF, ALL BEING IN THE CITY OF CARLSBAD, IN TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA. T:ll/i7/95 :1:12:<0 v: 1 " . .. . XF CC PAGE 26 ', .?.. 7/23 ORDER NO. 1126324-11 ALL THAT PORTION THEREOF LYING NORTHWESTERLY OF THE SOUTHEASTERLY EXCEPTING THEREFROM THAT PORTION OF THE EAST HALF OF SAID SECTION 31, BOUNDARY OF CARLSBAD TRACT NO. 72-20 (LA COSTA VALE) UNIT NO. 3, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 7950, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 3, 1974. ALSO EXCEPTING THEREFROM ALL THAT PORTION THEREOF LYING NORTHEASTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT THE NORTHWEST CORNER OF SAID WEST ONE HALF OF SAID SECTION 32; THENCE SOUTH 85'53'42'' EAST ALONG THE NORTH LINE OF SAID WEST ONE HALF, 2689.53 FEET TO THE NORTHEAST CORNER THEREOF; THENCE SOUTH 00 O3 6 ' 3 8" WEST ALONG THE EAST LINE OF SAID WEST ONE HqLF, 200.00 FOOT SAN DIEGO GAS AND ELECTRIC COMPANY EASEMENT IN BOOK 5208, 3120.35 FEET TO A POINT ON THE SOUTHWESTERLY RIGHT OF WAY LINE OF A THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID EAST LINE AND ALONG PAGE 359 OF THE OFFICIAL RECORDS OF SAID SAN DIEGO COUNTY AND BEING SAID EASEMENT LINE, NORTH 64'13'23'' WEST, 2226.43 FEET; THENCE SOUTH 72°08'00" WEST, 65.20 FEET TO A POINT ON A LINE, SAID LINE BEING 45.00 FEET SOUTHWESTERLY, MEASURED AT RIGHT ANGLES LVD PARALLEL WITH SAID SOUTHWESTERLY RIGHT OF WAY LINE OF 200.00 FOOT SAN DIEGO GAS ANI3 ELECTRIC COMPPNY EASEMENT; THENCE NORTH 64O13'23" WEST ALONG SAID PARALLEL LINE, 1583.36 FEET TO A POINT ON THE SOUTHEASTERLY BOUNDARY NORTH 64O13' 23" WEST TO THE INTERSECTION WITH TEE NORTHERLY LINE OF LINE OF SAID MAP NO. 7950; THENCE CONTINUING ALONG SAID PARALLEL LINE SAID SECTION 31, SAID INTERSECTION BEING THE POINT OF TERMINUS. ALSO EXCEPTING THEREFROM ALL THAT PORTION THEREOF LYING SOUTHWESTERLY OF THE FOLLOWING LINE: BEGINNING AT THE MOST SOUTHERLY CORNER OF SAID CARLSBAD TRACT NO. OF A NON-TANGENT 1230.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY, A 72-20 AS SHOWN ON MAP NO. 7950, SAID CORNER BEING A POINT ON THE ARC ALONG THE SOUTHEASTERLY BOUNDARY LINE OF CARLSBAD TRACT NO. 72-20, THE RADIAL TO SAID POINT BEARS NORTH 51O54'08" WEST; THENCE CONTINUING FOLLOWING COURSES: NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF TO THE BEGINNING OF A TANGENT 1480.00 FOOT RADIUS CURVE, CONCAVE 14O34'46" A DISTANCE OF 312.99 FEET, NORTH 38°50'03" EAST, 31.80 FEET SOUTHEASTERLY; THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A 46°10'00" EAST, 1057.78 FEET TO THE TRUE POINT OF BEGINNING; THENCE CENTRAL ANGLE OF 7'19'57'' A DISTANCE OF 189.40 FEET; THENCE NORTH: LEAVING SAID SOUTHEASTERLY BOUNDARY LINE SOUTH 43°50'00" EAST, 1685.42 A NON-TANGENT CURVE, CONCAVE NORTHWESTERLY A RADIAL LINE TO SAID POINT FEET; THENCE SOUTH 53°39'32" EAST, 42.00 FEET TO A POINT ON THE ARC OF BEARS SOUTH 53"39'32" EAST; THENCE SOUTHWESTERLY ALONG SAID CURVE TO PAGE 27 33 3 4 78 ORDER NO. 1126324-11 THE INTERSECTION WITH THE SOUTHERLY LINE OF SAID SECTION 31, SAID INTERSECTION BEING THE POINT OF TERMINUS. ALSO EXCEPTING THE INTEREST CONVEYED TO THE COUNTY OF SAN DIEGO BY DEED RECORDED FEBRUARY 16, 1967 AS FILE NO. 21426 OF OFFICIAL RECORDS, LYING WITHIN THOSE PORTIONS DESCRIBED AS FOLLOWS: PARCEL 66398-A: THAT PORTION OF SECTION 31, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, LYING WITHIN A STRIP OF LAND 60 FEET WIDE, 30 FEET ON EACH SIDE OF TXE FOLLOWING DESCRIBED CENTER LINE: COMMENCING AT THE POINT OF INTERSECTION OF THE CENTER LINE OF ROAD SURVEY NO. 454, A PLAT OF WHICH IS ON FILE IN THE OFFICE OF THE COUNTY ALONG SAID NORTH LINE 721.98 FEET FROM THE NORTHEAST CORNER OF SAID ENGINEER, WITH THE NORTH LINE OF SAID SOUTHEAST QUARTER BEING DISTANT SOUTHEAST QUARTER, SAID POINT BEING ENGINEER'S STATION 194 PLUS 74.85, LINE; THENCE ALONG SAID CENTER LINE AS FOLLOWS: POINT ON A 1000 FOOT RADIUS CURVE, CONCAVE EASTERLY ON SAID CENTER SOUTHERLY ALONG SAID 1000 FOOT FADIUS CURVE, 3 6.54 FEET AND TANGENT TO SAID CURVE SOUTH 7'22' EAST, 12.41 FEET TO THE TRUE POINT OF BEGINNING AND THE BEGINNING OF A 1200 FOOT RADIUS CURVE, THE CENTER OF WHICH BEARS SOUTH 82O38' WEST FROM SAID POINT: THENCE LEAVING SAID CENTER A DISTANCE OF 1504.47 FEET TO ENGINEEZ'S STATION 210 PLUS 87.12 POINT LINE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 71°50', OF TERMINATION ON THE CENTER LINE OF SAID ROAD SURVEY NO. 454. .. PARCEL 66398-B: THAT PORTION OF SAID SOUTHEAST QUARTER LYING SOUTHERLY OF PARCEL 66398-A HEREINABOVE DESCRIBED, AND NORTHERLY OF SAID ROAD SURVEY NO. 454. ALSO EXCEPTING THEREFROM THAT PORTION CONVEYED TO MAG PROPERTIES, A CALIFORNIA GENERAL PARTNERSHIP, BY DEED RECORDED FEBRUARY 1, 1990 AS FILE NO. 90-057460 OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS : THAT PORTION OF SECTION 31, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE MOST EASTERLY CORNER OF LOT 494 OF MAP NO. 7950, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID SAN DIEGO COUNTY, SAID POINT BEING ON THE WESTERLY RIGHT OF WAY LINE OF RANCHO SANTA FE ROAD AS SHOWN ON SAID MAP NO. 7950; THENCE SOUTH 31°00'00" WEST, 46.04 PAGE 28 I[ ORDER NO. 1126324-11 4" 4 79 FEET; THENCE SOUTH 59"OO'OO" EAST, 71.00 FEET TO A POINT ON THE EASTERLY BOUNDARY LINE OF SAID MAP SAID POINT BEING ON A NON-TANGENT 1520.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ANGLE OF 9°19'02", A DISTANCE OF 247.18 FEET TO THE TRUE POINT OF ALONG THE ARC OF SAID CURVE AND SAID BOUNDARY LINE THROUGH A CENTRAL BEGINNING, SAID POINT BEING ON A NON-TANGENT 700.00 FOOT RADIUS REVERSING CURVE, CONCAVE EASTERLY; A RADIAL LINE TO SAID POINT BEARS NORTH 73O26'32" WEST; THENCE SOUTHERLY ALONG THE ARC OF SAID 700 .OO FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE OF 26O43'55", A DISTANCE OF NON-TANGENT 2400.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE 326.59 FEET; THENCE SOUTH 10"'10'27" EAST, 474.67 FEET TO A POINT ON A NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 15O24'49", A DISTANCE OF 545.54 FEET TO A POINT ON A NON-TANGENT 1170.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY, A RADIAL LINE TO ARC OF SAID 1170.00 CURVE THROUGH A CENTRAL ANGLE OF 6O14'41", A SAID POINT BEARS SOUTH 31°17'17" EAST; THENCE SOUTHWESTERLY ALONG THE DISTANCE OF 127.52 FEET; THENCE SOUTH 2S002'36" EAST, 60.00 FEET TO A NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 25O02' 36 'I EAST; POINT ON A NON-TANGENT 1230.00 FOOT RAIIIUS CURVE, CONCAVE ANGLE OF 22'45'14", A DISTANCE OF 488.47 FEET TO A POINT ON A NON- THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL TANGENT 2400.00 RADIUS CURVE, CONCAVE NORTHWESTERLY, A RADIAL LINE TC SAID POINT BEARS SOUTH 33O56'33" EAST; THENCE NORTHEASTERLY ALONG THE ARC OF SAID 2400.00 FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE OF 7O35'05", A DISTANCE OF 317.72 FEET; THENCE SOUTH 41O31'39" EAST, 63.00 FEET; THENCE SOUTH 64 '50' 25" EAST, 265.0 0 FEET; THENCE SOUTi: A POINT ON A NON-TANGENT 700.00 FOOT RADIUS CURVE, CONCAVE 26O21'27" WEST, 501.00 FEET; TiiENCE SOUTH 31O16'32" EAST 62.63 FEET TO SOUTHEASTERLY; THENCE SOUTHWESTERLY ALONG TUC ARC OF SAID CVRVE THROUGH A CENTRAL ANGLE OF 30°22'01", A DISTANCE OF 371.00 FEET; THENCE SOUTH 28°21'27" WEST, 470.00 FEET TO THE BEGINNING OF A 1000 .00 THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 7O59'01", A DISTANCE FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG OF 139.34 FEET; THENCE NORTH 53O39'32" WEST, 42.00 FEET; THENCE NORTH 43°50'00" WEST, 1685.42 FEET; THENCE NORTH 46°10'00" EAST, 465.58 FEET NORTHWESTERLY; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE TO THE BEGINNING OF A TANGENT 1520.00 FOOT RADIUS CURVE CONCAVE THROUGH A CENTRAL ANGLE OF 5O50' 56", A DISTANCE OF 155.18 FEET, TO THE TRUE POINT OF BEGINNING. AFFECTS PARCEL NOS. 223-050-67 AND 223-050-59; 223-071-05 AND 223-071- 07. PAGE 29 c, 5 480 ORDER NO. 1126324-11 PARCEL BB: ASSESSOR'S MAPS BEING PARCELS 223-050-51, 223-050-52, 223-050-53, 223- THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE SAN DIEGO COUNTY 050-54, 223-050-59, 223-050-65 AND 223-071-09 LYING WITHIN THE FOLLOWING DESCRIBED PROPERTY: BEGINNING AT THE NORTHWEST CORNER OF SAID WEST HALF; THENCE SOUTH 89O53'42" EAST ALONG THE NORTH LINE OF SAID WEST HALF, 2689.53 FEET TO THE NORTHEAST CORNER THEREOF; THENCE SOUTH 00' 36 ' 3 8 I' WEST ALONG THE EAST LINE OF SAID WEST HALF, 3120.35 FEET TO A POINT ON THE ELECTRIC EASEMENT, RECORDED APRIL 15, 1954 IN BOOK 5208, PAGE 395 OT SOUTHWESTERLY RIGHT OF WAY LINE OF A 200 .OO FOOT SAN DIEGO GAS AND OFFICIAL RECORDS OF SAID SAN DIEGO COUNTY; THENCE LEAVING SAID EAST LINE AND ALONG SAID EASEMENT LINE, NORTH 64O13'23" WEST, 2226.43 FEET; THENCE SOUTH 72°08'00" WEST, 65.20 FEET TO A POINT ON A LINE, SAID LINE BEING 45.00 FEET SOUTHWESTERLY MEASURED AT RIGHT ANGLES AND PAXALLEL WITH SAID SOUTHWESTERLY RIGHT OF WAY LINE OF A 200.00 FOOT SAN DIEGO GAS AND ELECTRIC COMPANY EASEMENT: THENCE NORTH 64'13'23'' WZST ALONG SAID PARALLEL LINE, 1583.36 FEET TO A POINT ON TXE SOUTHEASTERLY BOUNDARY LINE OF LA COSTA VALE UNIT NO. 3, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TC MAP THEREOF NO. 7950, FILED IN THE OFFICE OF THE COUNTY RECORDER OF BOUNDARY LINE, 45.15 FEET TO THE NORTHEAST CORNER OF SAID MAP NO. SAN DIEGO COUNTY, JUNE 3, 1974; THENCE NORTH 31°00'00" EAST ALONG SAID LINE OF SAID MAP NO. 7950, A DISTANCE OF 1326.91 FEET; THENCE SOUTH 7 550 ; THENCE NORTH 64 13 ' 23 'I WEST ALONG THE NORTHEASTERLY BOUNDARY 43°30'00" WEST 477.59 FEET TO THE SEGINNING OF A NON-TANGENT 1720.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 43' 30 ' 00 WEST; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°50'00n A DISTANCE OF 85.06 FEET; THENCE TANGENT TO SAID CURVE NORTH 43O40' WEST 445.15 FEET TO THE BEGINNINC- OF A TANGENT 455.00 FOOT RADIUS CURVE, CONCAVE SOUTHERLY; THENCE NORTHWESTERLY, WESTERLY AND SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 96"50'00" A DISTANCE OF 768.98 FEET; THENCE TANGENT TO SAID CURVE SOUTH 35°30'00" WEST.153.51 FEET TO THE BEGINNING OF A TANGENT 780.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 08O59'38" A DISTANCE OF 122.44 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-20, UNIT NO. 2, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 7779, OCTOBER 26, 1973; THENCE LEAVING SAID MAP NO. 7950 AND ALONG THE FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BOUNDARY OF SAID MAP NO. 7779, NON-TANGENT TO SAID CURVE NORTH 71°00'00" WEST 269.16 FEET; THENCE NORTH 44"OO'OO" WEST 965.00 FEET; THENCE NORTH 71O13'23" WEST 276.62 FEET; THENCE SOUTH 77O46'50" WEST 290.25 FEET; THENCE NORTH 59'50' 00" WEST 121.23 FEET; THENCE SOUTH 83°40'00" WEST 114.59 FEET; THENCE SOUTH 14°40'00" WEST 230.00 FEET; PAGE 30 . ,.. ,. i. c 481 ORDER NO. 1126324-11 THENCE SOUTH 28°20'30" WEST 436.00 FEET; THENCE SOUTH 18O27'30" EAST 218.11 FEET; THENCE SOUTH 25'03'28" WEST 165.00 FEET; THENCE NORTH 64O56'32" WEST 300.00 FEET; THENCE SOUTH 00'24'13'' WEST 110.03 FEET TO THE INTERSECTION WITH THE SOUTHWESTERLY LINE OF THAT CERTAIN 100.00 OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 19, 1954 IN FOOT EASEMENT TO SAN DIEGO GAS AND ELECTRIC COMPANY, FILED IN THE BOOK 5208, PAGE 403 OF OFFICIAL RECORDS; THENCE LEAVING SAID BOUNDARY OF SAID MAP NO. 7779 AND ALONG THE SOUTHWESTERLY BOUNDARY OF SAID TRACT NO. 75-4 (LA COSTA ESTATES NORTH), IN THE CITY OF CARLSBAD, EA5S.YEl'iT NG2-X 64OC.6' 32 WEST TO THE MOST SOUTHERLY CORNER OF CARLSBAD COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. MAY 5, 1976; THENCE LEAVING SAID EASEMENT ALONG THE EASTERLY BOUNDARY 8302, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, THEREOF NORTH 25O03'28" EAST 100.00 FEET; THENCE NORTH 03°02'10" WEST 495.00 FEET; THENCE NORTH 20'25'10'' EAST 280.00 FEET; THENCE NORTH THENCE NORTH 52"15'00" EAST 160.00 FEET TO A POINT IN THE BOUNDARY OF 0S030'00" WEST 130.00 FEET; THENCE NORTH 36'55'10" EAST 345.00 FEET; PARCEL MAP NO. 10179, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 27, 1980 AS FILE NO. 80-204502 OF OFFICIAL RECORDS: BOLTDARY OF SAID PARCEL MAP NO. 10179, SOUTH 2605e'oo" EAST 346.13 THENCE LEAVING SAID BOUNDARY 07 IJAP NO. a302 AND ALONG THE SOUTHERLY EAST 281.25 FEET; THENCE SOUTH 49°46'54'' EAST 170.00 FEET; THENCE FEET; THENCE NORTH 89'43' 11" EAST 880.46 FEET; THENCE SOUTH 42'13 ' 10" SOUTH 42O42'30" EAST 530.00 FEET; THENCE NORTH 66'24'35" EAST 174.50 FEET; THENCE NORTH 89'58 ' 20" EAST 145.00 FEST; THZXCE NORTH 34'29 ' 10" NORTH 41°27'00" EAST 113.50 FEET; THENCE SOUTH 85"44'40" EAST 271.00 EAST 309.50 FEET; THENCE SOUTH 74°00'21" EAST 145.50 FEET; THENCE EAST 129.10 FEET TO THE INTERSECTION WITH THE NORTHERLY LINE OF SAID FEET; THENCE NORTH 31'57'15'' EAST 330.00 FEET; THENCE NORTH 47'25'05'' SECTION 31; THENCE ALONG THE NORTHERLY BOUNDARY THEREOF NORTH 89O43'11" EAST 2607.74 FEET TO THE TRUE POINT OF BEGINNING. WEST, SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF TOGETHER WITH THAT PORTION OF SECTION 25 TOWNSHIP 12 SOUTH, RANGE 4 OF THE SOUTHEASTERLY BOUNDARY OF SAID MAP NO. 8302. CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF LYING SOUTHEASTERLY - TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, EXCEPT THEREFROM THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 32, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID NORTHWEST QUARTER OF SECTION 32; THENCE ALONG THE EASTERLY LINE OF SAID NORTHWEST QUARTER, FEET; THENCE SOUTH 58'42'49" WEST, 456.37 FEET; THENCE NORTH 76'12'27" SOUTH OO36'31" WEST, 950.65 FEET; THENCE SOUTH 31O28'50" WEST, 341.61 WEST 230.37 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 0'36'31'' EAST, 77.00 FEET; THENCE NORTH 89"23'29" WEST, 350.00 FEET; TFIENCE SOUTH O"36'31" WEST, 265.00 FEET; THENCE SOUTH 46'28'07" EAST, 68.28 PAGE 31 1.. - " .. , ,' , CE 7 482 4L- I ORDER NO. 1126324-11 EAST, 76.69 FEET; THENCE SOUTH 89'23'29" EAST, 110.00 FEET; THENCE FEET; THENCE SOUTH 55'28'26" EAST 34.95 FEET; THENCE SOUTH 67O10'26" WEST FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH NORTH 78°04'47" EAST, 92.20 FEET TO A LINE WHICH BEARS SOUTH OO36'31" OO36'31" EAST, 263.00 FEET TO THE TRUE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM THAT PORTION OF THE NORTHERLY HALF OF SECTION DESCRIBED AS FOLLOWS: 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 32; THENCE ALONG THE NORTH LINE THEREOF SOUTH 89'53'42" EAST 496.36 FEET; THENCE LEAVING SAID NORTH LINE SOUTH OOO6'18" WEST, 210.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 89'53'42" EAST, 237.57 FEET TO THE BEGINNING OF A 470 FOOT RADIUS CURVE, CONCAVE SOUTHERLY; THENCE EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF SOUTH 53°50'00" EAST, 386.84 FEET: THENCE SOUTH 35'24'00'' WEST, 30.75 36O03'42", A DISTANCE OF 295.82 FEET; THENCE TANGENT TO SAID CURVE FEET; THENCE SOUTH 63'42'00" EAST, 424.18 FEET; THENCE SOUTH 76O40'00" EAST, 288.30 FEET; THENCE SOUTH oo~oo~oo~~ WEST, 81.00 FEET; THENCE FEET; THENCE SOUTH 87'08' 00" WEST, 618.80 FEET; THENCE NORTH 47'36' 00" SOUTH 72'49'00'' WEST, 288.60 FEET; THENCE NORTH 89'32'30" WEST, 628.00 WEST, 187.00 FEET; THENCE NORTH 2"56'00" EAST, 166.20 FEET; THENCE NORTH 20°05'30" EAST, 530.37 FEET TO THE TRUE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM THAT PORTION OF SECTION 31. TOWNSHIP 12 SOUTH, RANGE 3..WEST, SAN BERNARDINO BASE AND MERIDIAN,' DESCRIBED AS FOLLOWS : BEGINNING AT THE SOUTHEAST CORNER OF PARCEL 3 OF PARCEL MAP NO. 10179 ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, STATE OF CALIFORNIA, BEING THE SOUTHEAST CORNER OF SECTION 30 AS SHOWN ON SAID PARCEL MAP; THENCE SOUTH 89O43'11" WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 3, A DISTANCE OF 48.19 FEET TO A POINT ON TEE OFFICE OF THE COUNTY ENGINEER OF SAID SAN DIEGO COUNTY; THENCE LEAVING SOUTHEASTERLY RIGHT OF WAY LINE OF ROAD SURVEY NO. 454, ON FILE IN THE WEST 247.14 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID SAID SOUTHERLY LINE AND ALONG SAID RIGHT OF WAY LINE SOUTH 31°32'16" NORTHWESTERLY RIGHT OF WAY LINE OF PROPOSED RANCHO SANTA FE DRIVE; RIGHT OF WAY LINE NORTH 89'43'11'' EAST, 145.34 FEET TO A POINT ON THE WEST, 22.51 FEET TO THE BEGINNING OF A TANGENT 1137 FOOT RADIUS CURVE, THENCE ALONG SAID NORTHWESTERLY RIGHT OF WAY LINE SOUTH 12O22' 42" CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 7OI.7'27" A DISTANCE OF 144.68 FEET; THENCE LEAVING SAID NORTHWESTERLY RIGHT OF WAY LINE NORTH 69°00'00" WEST, 172.47 FEET TO A POINT ON SAID SOUTHWESTERLY RIGHT OF WAY LINE; THENCE NORTH 31O32'16" EAST, 115.50 FEET TO THE TRUE POINT OF BEGINNING. PAGE 32 " 483 ORDER NO. 1126324-11 AFFECTS PARCEL NOS. 223-071-09, 223-050-51, 223-050-52, 223-050-53 223-050-54, 223-050-59, 223-050-65. NOTE: THIS PARCEL IS DESCRIBED IN A MANNER NOT NORMALLY USED BY TITLE INSURERS, AS A CONVENIENCE TO OUR CUSTOMERS. THEREFORE, IT IS IMPORTANT THAT THIS DESCRIPTION NOT BE INCLUDED IN ANY CONVEYANCES, AS IT IS NOT INSURABLE. PARCEL CC: THE WEST FISLF OF THE SOUTHWEST QUARTER OF SECTION 29, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF CARLSBAD, THEREOF. COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO OFFICIAL FLAT AFFECTS PARCEL NOS, 223-011-02, 223-011-03, 223-032-01AND 223-032-02. PARCEL DD: ASSESSOR'S MAPS BEING PARCELS 223-011-4, 223-011-5, 223-011-5, 223- THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE SAN DIEGO CSUNT'! 021-8 AND 223-011-11 LYING WITHIN THE FOLLOWING DESCRIBED PROPERTY: PARCELS 3 AND 4 OF PARCEL WkP NO. 10179, IN TIiS CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 17, 1980 AS FILE NO. 80-204502 OF OFFICIAL RECORDS. TOGETHER WITH THAT PORTION DELINEATED AND DESIGNATED "NOT A PART" ON SAID PARCEL MAP. EXCEPTING THEREFROM THAT PORTION LYING WITHIN CARLSBAD TRACT NO. 79-25(B) UNIT NO. 1, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 10243, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 20, 1981. ALSO EXCEPTING THEREFROM THOSE PORTIONS LYING WITHIN CARLSBAD TRACT NO. 79-25(B) PHASE VI, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 10820, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JANUARY 13, 1984, AND CARLSBAD TRACT NO. 84-23, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 11241, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 22, 1985. PAGE 33 484 ORDER NO. 1126324-11 ALSO EXCEPTING THEREFROM THAT PORTION LYING WITHIN RECORD OF SURVEY NO. 9182, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 28, 1982 AS FILE NO. 82-332144 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THAT PORTION OF SAID PARCEL MAP NO. 10179 LYING NORTHEASTERLY OF THE CENTERLINE OF THAT CERTAIN RIGHT OF WAY AS DESCRIBED IN DEED TO THE COUNTY, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 7, 1966 AS FILE NO. 58549 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM TPAT PORTION DESCRIBED AS FOLLOWS: ACCORDING TO MAP NO. 6095 ON FILE IN THE OFFICE OF THE COUNTY RECORDEX ICOM:,iENCING AT THE SOUTHEAST CCRNER OF LA COSTA MEADOWS, UNIT NO. 2, OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT ON THE SOUTHEASTERLY RIGHT-OF-WAY OF EL FUERTE STREET AS SHOWN ON SAID MAP NO. 6905; THENCE NORTH 68'13'07'' EAST 1536.70 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 68°01'10" EAST 99.51 FEET; THENCE SOUTH 51354'40" EAST 141.03 FEET; THENCE SOUTH 22O52'25" WEST 191.85 FEET; THENCE SOUTH 57"13'00" WEST 73.07 FEET; THENCE NORTH 83O46'00" WEST 185.97 FEET; THENCE NORTH 34O25 ' 48" WEST 144.00 FEET; THENCE NORTH 5S034'12" EAST 100.00 FEET TO THE BEGINNING OF A TANGENT 322-FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 33O35'22" A DISTANCE OF 182.77 FEET TO THE TRUE POINT OF BEGINNING. AFFECTS PARCEL NOS. 223-011-04, 223-011-05, 223-011-06; 223-021-08, 223-021-11. NOTE: THIS PARCEL IS DESCRIBED IN A MANNER NOT NORMALLY USED BY TITLE INSURERS, AS A CONVENIENCE TO OUR CUSTOMERS. THEREFORE, IT IS IMPORTANT THAT THIS DESCRIPTION NOT BE INCLUDED IN ANY CONVEYANCES, AS IT IS NOT INSURABLE. PAGE 34 R.- I ORDER NO. 1126322-11 LEGAL D SCRIPTION RAl\aebROS . THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: ASSESSOR'S MAPS BEING 223-050-43, 223-050-49 AND 223-010-31 AND LYING THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE COUNTY OF SAN DIEGO WITHIN THE FOLLOWING DESCRIBED PROPERTY: PARCEL BB: THAT PORTION OF THE WEST HALF OF SECTION 32; AND THE NORTH HALF OF SECTION 31; FLND THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 36, IN SECTION 30, ALL BEING IN TOWNSHIP 12 SOUTH, RANGE 3 WEST; TOGETHER WITH TOWNSHIP 12 SOUTH, RANGE 4 WEST, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID WEST HALF; THENCE SOUTH THE NORTHEAST CORNER THEREOF; THENCE SOUTH 00 '3 6 ' 38 It WEST ALONG THE EAST 89O53'42" EAST ALONG THE NORTH LINE OF SAID WEST HALF, 2689.53 FEET TO LINE OF SAID WEST HALF, 3120.35 FEET TO A POINT ON THE SOUTHWESTERLY RIGHT OF WAY LINE OF A 200.00 FOOT SAN DIEGO GAS AND ELECTRIC EASEMENT, RECORDED APRIL .19, 1954 IN BOOK 5208, PAGE 399 OF OFFICIAL RECORDS OF SAID SAN 'DIEGO COUNTY; THENCE LEAVING SAID EAST LINE AND ALONG SAID EASEMENT LINE, NORTH 64O13'23" WEST, 2226.43 FEET; THENCE SOUTH FEET SOUTHWESTERLY MEASURED AT RIGHT ANGLES AND PARALLEL WITH SAID 72"08'00" WEST, 65.20 FEET TO A POINT ON A LINE, SAID LINE BEING 45.00 ELECTRIC COMPANY EASEMENT; THENCE NORTH 64°13'23" WEST ALONG SAID SOUTHWESTERLY RIGHT OF WAY LINE OF A 200 .GO FOOT SAN DIEGO GAS AND PARALLEL LINE, 1583.36 FEET TO A POINT ON THE SOUTHEASTERLY BOUNDARY LINE OF LA COSTA VALE UNIT NO. 3, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 7950, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 3, 1974; THENCE NORTH 31°00'00" EAST ALONG SAID BOUNDARY LINE, 45.19 FEET TO THE iU'ORTHEAS'r CORPIZR OF SAID MAP NO, 7950; THENCE NORTH 64'13'23" WEST ALONG THE NORTHEASTERLY BOUNDARY LINE OF SAID MAP NO. 7950, A DISTANCE OF 1326.91 FEET; THENCE SOUTH 43°30'00" WEST 477.59 FEET TO THE BEGINNING OF A NON-TANGENT 1720 .OO FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 43°30'00" WEST; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02 O50' 00" A DISTANCE OF 85.06 FEET; THENCE TANGENT TO SAID CURVE NORTH 43O40' WEST 445.15 FEET TO THE BEGINNING OF A TANGENT 455.00 FOOT RADIUS CURVE, CONCAVE SOUTHERLY; THENCE NORTHWESTERLY, WESTERLY AND SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 96°50'00" A DISTANCE OF 768.98 FEET; THENCE TANGENT TO SAID CURVE SOUTH 39°30'00" WEST 153.51 PAGE 27 F-" 486 ORDER NO. 1126322-11 FEET TO THE BEGINNING OF A TANGENT 780 .OO FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 08O59'38" A DISTANCE OF 122.44 FEET TO A POINT ON THE NORTHERLY BOUNDARY OF CARLSBAD TRACT NO. 72-20, UNIT NO. 2, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MP.P THEREOF NO. 7779, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 26, 1973; THENCE LEAVING SAID MAP NO. 7950 AND ALONG THE BOUNDARY OF SAID MAP NO. 7779, NON-TANGENT TO SAID CURVE NORTH 71°00'00" WEST 269.16 FEET; THENCE NORTH 44°00'00" WEST 965.00 FEET; THENCE NORTH 71O13'23" WEST 276.62 FEET; THENCE SOUTH 77O46'50" WEST 290.25 FEET; THENCE NORTH 59°50'00" WEST 121.23 FEET; THENCE SOUTH THENCE SOUTH 28°20'30" WEST 436.00 FEET; THENCE SOUTH 18°27'30" EAST 83"40'00" WEST 114.59 FEET; THEKCE SOUTH 14°40'00" WEST 230.00 FEET, 218.11 FEET; THENCE SOUTH 25°03'28" WEST 165.00 FEET; THENCE NORTH THE INTERSECTION WITH THE SOUTHWESTERLY LINE OF THAT CERTAIN 100.00 FOOT 64'56'32'' WEST 300.00 FEET; THENCE SOUTH 00°24'13" WEST 110.03 FEET TO EASEMENT TO SAN DIEGO GAS ELECTRIC COMPANY, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 19, 1954 IN BOOK 5208, PAGE 403 OF OFFICIAL RECORDS; THENCE LEAVING SAID BOUNDARY OF SAID MAP NO. 7779 AND ALONG THE SOUTHWESTERLY BOUNDARY OF SAID EASEMENT NORTH 64O56'32" WEST TO THE MOST SOUTHgRLY CORNER OF CARLSBAD TRACT NO. 75-4 (LA COSTA ESTATES NORTH), IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 8302, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 5, 1976; THENCE LEAVING SAID EASEMENT ALONG THE EASTERLY BOUNDARY THEREOF NORTE THENCE NORTE 20'25'10'' EAST 280.00 FEET; THENCE NORTH 05°30'00" WEST 25'03'28'' EAST 100 .OO FEET; THENCE NORTH 03"02'10" WEST 495 .OO FEET; 52°15'00" EAST 160.00 FEET TO A POINT IN THE BOUNDARY OF PARCEL MAP NO. 130.00 FEET; THENCE NORTH 36°55'10" EAST 345.00 FEET; THENCE NORTH CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO 10179, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF COUNTY, JUNE 27, 1980 AS FILE NO. 80-204502 OF OFFICIAL RECORDS; THENCE LEAVING SAID BOUNDARY OF MAP NO. 8302 AND ALONG THE SOUTHERLY BOUNDARY OF SAID PARCEL MAP NO. 10179, SOUTH 26°58'00" EAST 346.13 FEET; THENCE NORTH 89O43'11" EAST 880.46 FEET; THENCE SOUTH 42'13'10" EAST 281.25 FEET; THENCE SOUTH 49'46'54" EAST 170.00 FEET; THENCE SOUTH 42°42'30" EAST 530.00 FEET; THENCE NORTH 66O24'35" EAST 174.50 FEET; THENCE NORTH 89'58'20" EAST 145.00 FEET; THENCE NORTH 34'29'10'' EAST 309.50 FEET; THENCE SOUTH 74°00'21" EAST 145 .SO FEET; THENCE NORTH 41°27'00" EAST 113.50 FEET; THENCE SOUTH 85'44'40'' EAST 271.00 FEET; THENCE NORTH TKE INTERSECTION WITH THE NORTHERLY LINE OF SAID SECTION 31; THENCE 31O57'15" EAST 330.00 FEET; THENCE NORTH 47O25'05" EAST 129.10 FEET TO ALONG THE NORTHERLY BOUNDARY THEREOF NORTH 89O43'11" EAST 2607.74 FEET TO THE TRUE POINT OF BEGINNING. TOGETHER WITH THAT PORTION OF SECTION 25 TOWNSHIP 12 SOUTH, RKNGE 4 WEST, SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF LYING SOUTHEASTERLY OF THE SOUTHEASTERLY BOUNDARY OF SAID MAP NO, 8302. PAGE 28 Ii3 4 87 ORDER NO. 1126322-11 EXCEPTING THEREFROM THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID NORTHWEST QUARTER OF SECTION 32 ; THENCE ALONG THE EASTERLY LINE OF SAID NORTHWEST QUARTER, SOUTH THENCE SOUTH 58'42'49'' WEST, 456.37 FEET; THENCE NORTH 76'12'27" WEST 0'36'31'' WEST, 950.65 FEET; THENCE SOUTH 31'28'50'' WEST, 341.61 FEET; 230.37 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 0'36'31" EAST, 77.00 FEET; THENCE NORTH 89'23'29'' WEST, 350.00 FEET; THENCE SOUTH 0'36'31" WEST, 265.00 FEET; THENCE SOUTH 46'28'07'' EAST, 68.28 FEET; THENCE SOUTH 55'28'26'' EAST 34.95 FEET; THENCE SOUTH 67'10'26" EAST, 76.69 FEET; THENCE SOUTH 89O23'29" EAST, 110.00 FEET; THENCS NORTH 78O04'47" EAST, 92.20 FEET TO A LINE WHICH BEARS SOUTH OO36'31" WEST EAST, 263.00 FEET TO THE TRUE POINT OF BEGINNING. FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH 0'36 ' 31" ALSO EXCEPTING THEREFROM THAT PORTION OF THE NORTHERLY HALF OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, DESCRIBED AS FOLLOWS: NORTH LINE THEREOF SOUTH 89°53'42" EAST 496.36 FEET; THENCE LEAVING SAID COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 32; THENCE ALONG THE NORTH LINE SOUTH 0°06'18" WEST, 210.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 89'53'42'' EAST, 237.57 FEET TO THE BEGINNING OF A 470 FOOT RADIUS CURVE, CONCAVE SOUTHERLY; THENCE EASTERLY ALONG THE ARC OF SAID CURVE 'THROUGH A CENTRAL ANGLE OF 36'03'42", A DISTANCE OF 295.82 FEET; THENCE TANGENT TO SAID CURVE SOUTH 53°50'00" EAST, 386.84 FEET; THENCE SOUTH 35"24'00" WEST, 30.75 FEET; THENCE SOUTH 63'42'00" EAST, 424.18 FEET; THENCE SOUTH 76°40'00" EAST, 288.30 FEET; THENCE SOUTH.OOO.OQ'OO" WEST, 81.00 FEET; THENCE SOUTH 72O49'00" WEST, 288.60 WEST, -618..80 FEET; THENCE NORTH 47°36'00" WEST, 187.00 FEET; THENCE FEET; THE'NCE NORTH 89O32'30" WEST, 628.00 FEET; THENCE SOUTH 87°08'00" NORTH 2'56'00" EAST, 166.20 FEET; THENCE NORTH 20°05'30" EAST, 530.37 FEET TO' THE TRUE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM THAT PORTION OF SECTION 31, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: PAGE 29 R4- 488 ORDER NO. 1126322-11 COMMENCING AT THE SOUTHEAST CORNER OF PARCEL 3 OF PARCEL MAP NO. 10179 ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, STATE OF CALIFORNIA, BEING THE SOUTHEAST CORNER OF SECTION 30 AS SHOWN ON SAID PARCEL MAP; THENCE SOUTH 89'43'11'' WEST ALONG THE SOUTHERLY LINE OF SAID OF WAY LINE OF ROAD SURVEY NO. 454, ON FILE IN THE OFFICE OF THE COUNTY PARCEL 3, A DISTANCE OF 48.19 FEET TO A POINT ON THE SOUTHEASTERLY RIGHT AND ALONG SAID RIGHT OF WAY LINE SOUTH 31'32'16" WEST 247.14 FEET TO THE ENGINEER OF SAID SAN DIEGO COUNTY; THENCE LEAVING SAID SOUTHERLY LINE TRUE POINT OF BEGINNING; THENCE LEAVING SAID RIGHT OF WAY LINE NORTH LINE OF PROPOSED RANCHO SANTA FE DRIVE; THENCE ALONG SAID NORTHWESTERLY 89°A7'11" EAST, 145.34 FEET TO A POINT ON THE NORTHWESTERLY RIGHT OF WAY A TANGENT 1137 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE RIGHT OF WAY LINE SOUTH 12O22'42" WEST, 22.51 FEET TO THE BEGINNING OF SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF RIGHT OF WAY LINE NORTH 69°00'00" WEST, 172.47 FEET TO A POINT ON SAID 7O17'27" A DISTANCE OF 144.68 FEET; THENCE LEAVING SAID NORTHWESTERLY SOUTHWESTERLY RIGHT OF WAY LINE; THENCE NORTH 31'32'16'' EAST, 115.50 FEET TO THE TRUE POINT OF BEGINNING. AFFECTS PARCEL NOS, 223-050-43, 223-050-49, 223-010-31. Xdk: THIS PARCEL Is DESCRIBED IN A MANNER NOT NORMALLY USED BY TITLE INSURERS, AS A CONVENIENCE TO OUR CUSTOMERS. THEREFORE, IT IS IMPORTANT THAT THIS DESCRIPTION NOT BE INCLUDED IN ANY CONVEYANCES, AS IT IS NOT : INSUWBLE. !. THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE COUNTY OF SAN DIEGO I ASSESSOR'S MAPS BEING 223-010-12, 223-010-18, 223-010-19, 223-010-27, j 223-010-28, 223-010-29, 223-010-32, 223-010-33, 223-010-34, 223-010-35, ': 223-010-37, 223-021-9, 223-021-10, 223-021-12, 223-021-15, 223-021-16, i 222-470-23 AND 222-470-25 AND LYING WITH THE FOLLOWING DESCRIBED '3 PROPERTY : \ 1 PARCEL DD: PARCELS 3 AND 4 OF PARCEL MAP NO. 10179, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 17, 1980 AS FILE NO. 80-204502 OF Ob'FIClAL RECORDS. TOGETHER WITH THAT PORTION DELINEATED AND DESIGNATED "NOT A PART" ON SAID PARCEL MAP. EXCEPTING THEREFROM THAT PORTION LYING WITHIN CARLSBAD TRACT NO. OF CALIFORNIA, ACCORDING TO MAP THEREOF NO, 10243, FILED IN THE OFFICE 79-25(B) UNIT NO. 1, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 20, 1981. PAGE 30 h- 489 ORDER NO. 1126322-11 ALSO EXCEPTING THEREFROM THOSE PORTIONS LYING WITHIN CARLSBAD TRACT NO. 79-25(B) PHASE VI, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 10820, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JANUARY 13, 1984, AND CARLSBAD TRACT NO. 84-23, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 11241, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 22, 1985. EXCEPTING THEREFROM THAT PORTION LYING WITHIN RECORD OF SURVEY NO. 9182, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 28, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED 1982 AS FILE P:3. 82-332144 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THAT PORTION OF SAID PARCEL MAP NO. 10179 LYING NORTHEASTERLY OF THE CENTERLINE OF THAT CERTAIN RIGHT OF WAY AS DESCRIBED IN DEED TO THE COUNTY, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 7, 1966 AS FILE NO. 58549 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THAT PORTION DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF LA COSTA MEADOWS, UNIT NO, 2, ACCORDING TO MAP NO. 6095 ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT ON THE SOUTHEASTERLY NORTH 68°13'07" EAST 1536.70 FEET TO THE TRUE POINT OF BEGINNING; THENCE RIGHT-OF-WAY OF EL FUERTE STREET AS SHOWN ON SAID MAP NO. 6905; THENCE SOUTH 68°01'10" EAST 99.51 FEET; THENCE SOUTH 51'54'40'' EAST 141.03 FEET; THENCE SOUTH 22O52'25" WEST 191.85 FEET; THENCE SOUTH 57°13'00" WEST 73.07 FEET; THENCE NORTH 83O46'00" WEST 185.97 FEET; THENCE NORTH 34O25'48" WEST 144.00 FEET; THENCE NORTH 55'34'12'' EAST 100.00 FEET TO THE BEGINNING OF A TANGENT 322-FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 33'35'22'' A DISTANCE OF 188.77 FEET TO THE TRUE POINT OF BEGINNING. AFFECTS PARCEL NOS. 223-010-12, 223-010-18, 223-010-19, 223-010-27, 223- 010-28, 223-010-29, 223-010-32, 223-010-33, 223-010-34, 223-010-35, 223- 010-37; 223-021-09, 223-021-10, 223-021-12, 223-021-15 AND 223-021-16; 222-470-25 AND 222-470-23. NOTE: THIS PARCEL IS DESCRIBED IN a MANNER NOT NORMALLY USED BY TITLE THAT THIS DSS'lRIPTION NOT BE INCLUDED IN ANY CONVEYANCES, AS IT IS NOT INSURERS, AS A CONVENIENCE TO OUR CUSTOMERS. THEREFORE, IT IS IMPORTPNT IXSUIiir6LE. PAGE 3: 490 ORDER NO. 1126322-11 PARCEL EE: DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER PARCEL 2 OF PARCEL MAP NO. 13900, IN THE CITY OF CARLSBAD, COUNTY OF SAN OF SAN DIEGO COUNTY, AUGUST 6, 1985 AS FILE NO. 85-281626 OF OFFICIAL RECORDS. AFFECTS PARCEL NO. 222-151-80. PAGE 32 491 EXHIBIT "B" . C.F.D. No. 2 -Preliminary Cost Estimate Summarv Dated August 25. 1993 18 11/26/96 EXHIBIT "C" - Note: The Revised Financing Plan consists of the 1996 Rancho Santa Fe Road Agreement and its companion Agreement to Pay Fair Share, which are included with the Agenda Bill for City Council ana City Council Resolution NO. 96-425 dated December IO, 1996 on file in the City Clerks Office. c - 25-Aug-93 C. F. L ,O. 2 - PRELIMINARY COST ESTIM). i SUMMARY PAGE NO. 1 493 CITY OF CARLSBAD COMMUNITY FACILITIES DISTRICT NO. 2 STAGE COST SUMMARY STAGE 1: OLIVENHAIN ROAD AREA A, (@ EL CAMINO REAL) $2,503,000 AREA B, (@ RANCHO SANTA FE RD.) $91 2,000 DETENTION BASIN 'D' $871,000 - - - - - - - - - - - - - - - - - - TOTAL STAGE 1 $4,206,000 STAGES 2: RANCHO SANTA FE ROAD, PHASE I $1 5,032,000 STAGES 3 RANCHO SANTA FE ROAD, PHASE II $1 4,230,000 STAGE 4 RANCHO SANTA FE ROAD SOUTH $3,109,000 CFD NO. 2 TOTAL FILE: SUMMARY.WQ1 PREPARED BY: HELMING ENGINEERING, INC. 494 EXHIBIT "D" MaD of Southeast Habitat Area 20 11/26/96 LEGEND: VILLAGES OF LA CTTA HCP / OMSP 495 \ \ \ CONSERVED AREA c h 496 EXHIBIT "E" Rancho Santa Fe Aqreement to Pav Fair Share [Prepavment Aqreernent) ./" RECORDING REOUESTED BY AND WHEN RECORDED MAIL TO: City Clerk CITY OF CARLSBAD 1200 Carlsbad Village Drive Carlsbad, CA 92008 497 Soace Abow This Una tor Racordar'a Use PETITION, WAIVER AND CONSENT TO CREATION OF A COMMUNITY FACILITIES DISTRICT AND AGREEMENT TO PAY FAIR SHARE parcel Nos: 255-022-01; 255-041-18,19,20 255-010-09,189 19; 216-320-13 255-030-09,11,12,13 255-031-24,25 WHEREAS, the undersigned Property Owner at this time is processing for development with the City of Carlsbad (hereinafter referred to as "City") a development project known and identified as Tentative Tract Map CT 65-3 (hereinafter referred to as the "firoject"); and, WHEREAS, the legal description for .the Project is shown on Exhibit "B" attached hereto; and. WHEREAS, City has determined this Project is located within the boundaries of a proposed Community Facilities District known as Community Facilities District No. 2 - Rancho Santa Fe and Olivenhain Road (hereinafter referred to as "District"); and, 498 EXHlBllT 1 WHEREAS, District is intended to be formed to finance those improvements generally described in Section 1 herein; and, WHEREAS, Property Owner desires to proceed with processing prior to the .. formation of District; and, .. WHEREAS, condition number of Tentative Tract Map CTW-2 requires that. the Property Owner provide for or participate in the construction 'of certain public improvements including sections of Rancho Santa Fekoad; and, . WHEREAS, the compliance with tentative map conditions is a condition of approval for the final map for the Project; and, WHEREAS, the City and Property Owner desire to agree to an alternative method of financing the improvements described in Section 1 herein that will allow Property Owner to discharge-its fair share and obligation for said improvements in lieu of, or in anticipation of, participation in District; and, WHEREAS, the City :Council agrees that Property Owner, upon entering into this agreement and upon payment of the fair share described herein, has met the requirement set forth in tentative map condition number 98 - for Carlsbad Tract Map CT 99 -3 , to provide a financial guarantee for the construction of those improvements described in Section 1 below; and, ~. - WHEREAS, Property Owner voluntarily enters into this agreement with respect to the Project; and, 4 49 9 WHEREAS, the City Council has determined that due to the size of the proposed development, there will be no major impact on the circulation system at the present time if development of the Project is allowed to proceed with sufficient financial guarantees for future construction of Property Owner's fair share of the circulation improvements; NOW, THEREFORE, in consideration of proceeding with the processing of Project, the undersigned Property Owner and City hereby agree and certify to the following: 1. Property Owner hereby petitions the City for the initiation of the proceedings for the formation of District which will cause the construction and installation andlor financing of the following improvements (hereinafter "Improvements" which are generally described as follows: a) Rancho Santa Fe Road North Phase 1 (RSF No.1) La Costa Avenue to east of Mahr Reservoir b) Olivenhain Road Widenina. and intersection imDrovements at Olivenhain and El Camino Real c) Rancho Santa Fe Road North Phase 2 (RSF No. 2) Phase 1 End u1 Melrose Drive. d) Rancho Santa Fe Road South (RSF So.) (Assues Secondaw Arterial Standard - Encinitas Citv Boundarv to Olivenhain Road Full ImDrovements. 2. The cost of construction, engineering, environmental mitigations legal and other incidental expenses as set forth in the Improvements budget will be funded by the District. 3. Property Owner acknowledges its right to notice of and participation in all phases of formation under the "Mello-Roos Community Facilities Act of 1982," 5 500 expressly waives the proceedings required and all limitations contained in Title 5, Division 2, Chapter 2.5 of the California Government Code and nonetheless with full knowledge of such rights, completely and forever waives such rights. Specifically, Property Owner hereby consents to the proceedings and waives any right to protest the formation of the District and the ordering of the improvements under applicable California .statutes' and consents to and supports formation of said District with respect to the Project. The City shall exclude the Project from. the District boundary map if, prior to the adoption of a Resolution of Intention by the City Council to form said. District, Property Owner has entered into this agreement and has paid to the city all amounts due as described herein. . 4. a) Property Owner agrees to pay to City, or provide, its fair share for the improvements described in Section 1. b) Said payment, or provision, shall be made in the manner described in Exhibit "A", Rate and Method for Determining Fair Share Obligation Rancho Santa Fe and Olivenhain Road, which is incorporated herein by reference. c) The amount of Property Owner's fair share will be conclusively determined by the City Council in the manner described in Exhibit "A" attached hereto. d) Payment by Property Owner of its fair share of improvement costs as determined by City Council and set forth herein will satisfy its obligations for the construction of the improqements described in Section 1, as required by the Tentative Map CTB - 3 condition numbefj5, as that condition applies to CT@- -1 3 subject to adjustment as described in Section 9 herein. . e) Alternatively, if the District is formed and Project is included within it, Property Owner's obligations to pay its fair share pursuant to the agreement shall be satisfied upon payment of all taxes imposed, established and 6 payable to said District less the credit identified in Exhibit "A" for the construction costs of the applicable improvements in Tentative Tract Map CT &- 3 .. 5. Property Owner acknowledges that this agreement to pay its fair share and participate in the financing of improvements is voluntary and that without this agreement Property Owner would be precluded from obtaining final map approvals or building and other development permits under the provisions of the General Plan, Chapter 21.90 of the Carlsbad Municipal Code, applicable zone plan, financing plans and related documents until a satisfactory financing program has been developed to fund the construction of the improvement described in Section 1. 6. Property Owner hereby waives his right to challenge the amount, establishment or imposition of said fair share and further waives any rights to pay said fair share under protest. 7. This agreement does not affect, in any way whatsoever, the obligation of Property Owner to pay any other fees or assessments associated with Property Owner's development andlor to post improvement bonds as required by the City Engineer. Nor does this agreement relieve Property owner from providing other public facilities required under conditions placed upon tentative map CT 9- 3 by the City. 8. Property Owner agrees that payment of its fair share is not a fee and waives any and all rights to notice of or challenges to the establishment or imposition of said fair share as a fee under provisions of Government Code section 66000 .e$ SM, or any successor or related statutes. 9. a) If the District is formed subsequent to the payment by Property Owner of the fair share pursuant to this agreement, Property Owner's financial obligation shall be recalculated using the taxing formula established for the District for the improvements described in Paragraph 1. If that obligation is lower than the 7 .- 502 amount previously paid or provided by Property Owner to City, City shall refund any excess, in the manner described below. b) Any refund shall be made from funds available within District upon District formation and shall not be an obligation of City's General Fund or other revenue sources. .. c) In the event that insufficient funds are available from District's resources, Property Owner shall be reimbursed in the order in which funds were. deposited with City as soon as sufficient -funds become available, as determined by the City Council, through the payment of one-time taxes or annual undeveloped land taxes to the District. The City is not required to establish an undeveloped land tax within the District to provide such refund. d) No reimbursement is required until the City Council determines that sufficient funds are available. Any refund to Property Owner shall not include interest. e) Any payment received by the City under this agreement shall be deposited in a special interest bearing fund and may only be used to fund the construction of the facilities described herein. Upqn the formation of a CFD to fund these same Improvements, any amount remaining in the special fund may be transferred to~the CFD fund, at the discretion of the Finance Director. - 10. Upon completion of the Improvements, and recording of the notice of completion for the final phase of the Improvements, the City Engineer shall determine the total cost of all phases of the Improvements and all related work (Costs), and the Finance Director shall determine the total amount of revenue including fees, taxes, interest earned on funds restricted to use only on the Improvements, and other sources of funds received by the City dedicated to paying for the construction of the 8 503 Improvements (Revenues). The Finance Director shall then compare the amount of Costs and Revenues to determine if there are any excess Revenues as described below. If excess Revenues of more than $100,000 exist, the Finance Director shall provide refunds to all eligible parties of all excess Revenues in an amount and in the manner described below. If excess Revenues are equal to, or less than $100,000 the City shall retain these funds in a special fund to be used to finance street repair, maintenance, and landscaping within the Improvements. a) The total amount of excess Revenues shall be determined by deducting the amount of the project Costs from the available Revenues. Total project Costs shall include all costs to plan, design, construct, mitigate environmental impacts, inspect, and otherwise complete the project to the satisfaction of the City Engineer, including applicable charges for City staff services. Total Revenues shall include all monies held by the City dedicated exclusively to the construction of the Improvements including any fee revenues earmarked for the Project, CFD #2 taxes, applicable CFD #1 taxes, grants, and interest earned on restricted funds as determined by the Finance Director. b) The amount of the refund due to any party shall be based on the proportion of that party’s payments under this agreement based on its’ proportional share of Equivalent Dwelling Units constructed or to be constructed by that party, weighted as described in Exhibit A, divided by the total number of EDUs constructed or to be constructed within, and participating in, CFD #2 andlor CFD #2 agreements to prepay taxes. The amount of the refund shall be determined by multiplying the proportional share computed above by the total amount of excess revenues. c) In order to share in the refund of any portion of the excess Revenues, the eligible party must request to be included in the distribution of funds. Such request must be made within 90 days after the City Council‘s acceptance of the Notice of Completion for the final phase of the Improvements. Each request must be accompanied by documents indicating clear title to the refund unless the request is 9 being made by the party which originally paid the taxes to the City under a prepayment agreement or to CFD #2. d) The Finance Director shall compute the amount of the refund due each party as described above. Funds may be disbursed to the eligible parties following Council approval of such refunds. . e) If the City does not receive requests for refund from all eligible parities within the specified period, and all funds cannot be disbursed as provided by this section, any remaining funds shall be held in a special fund to be used to support road and roadway maintenance in and around the Improvements area, as determined - to be necessary by the City Engineer, and approved by the Ciw Council. f) As a courtesy to all interested parties, the City will maintain a file of those individuals or companies entitled to a refund, and will mail -notices of refund availability to the names and -addresses in this file following the City Council's acceptance of the final Notice of Completion. It is the eligible party's responsibility to notify the City if the rights to any refunds under this section are assigned to another party, or if there is-a change in name or address for the eligible party. The Cit-y takes no responsibility for the accuracy of the information included in this file, - and is under no obligation to locate persons or entities who are entitled to refunds. Failure to notify any party of the availability of excess Revenues shall not obligate the City in any way to extend or modify the above refund procedures. 1 1. Compliance with this agreement will be accepted by City as an alternate to the method described in _the current Local Facilities Management Plan for local facilities Management Zone for financing the Improvements described in Paragraph 1. This agreement does not require City to issue building permits or other development permits or grant approvals or relieve Property Owner of the obligation to comply with all applicable provisions of law, including but not limited to Carlsbad Municipal Code Titles 18, 19, 20 and 21. 10 "35 12. Compliance with the provisions of this agreement is a condition of all future discretionary approval for the Improvements Property Owner does not Comply with the provisions of this agreement, approval of the Project will not be consistent with the General Plan, the Growth Management Program, and the Local Facilities Management Plan, and all subsequent discretionary approvals and permits for the Project may be withheld by City. 13. In addition, the City will not approve any pending final maps, issue grading, building or other development permits or take any discretionary action until the Property Owner has complied with the terms of this agreement due to be satisfied at the time such approval is required. 14. The City may, at its discretion, elect to pursue any remedy, legal or equitable against Property Owner and Property Owner's successors, heirs, assigns, and transferees of the Project to secure compliance with this agreement. 15. City shall not, nor shall any officer or employee of City, be liable or responsible for any loss or damage incurred by Property Owner or any successor or assign of Property Owner, or by any occupant in Property Owners buildings, as a result of the exercise of any remedies provided to City in this agreement. Property Owner agrees to indemnify City for any liabilities incurred by City as a result of City's exercise of these remedies. 16. This agreement and the covenants contained herein shall be binding upon and inure to the benefit of the successors, heirs, assigns, and transferees of Property Owner with respect to the Project only and City, and shall run with the Project and create an equitable servitude upon the Project. 17. All notices provided for under this agreement shall be in writing and shall be delivered in person or served by certified mail postage prepaid. Delivery of notice to Property Owner shall be presumed to have been made on the date of 11 mailing regardless of receipt by Property Owner. Notices required to be given to Property Owner shall be addressed as follows: Notices to the City shall be delivered to the Finance Director City of Carlsbad 1200 Carlsbad Village Drive Carlsbad. CA 92008 Notices to Property Owner shall be delivered to: \Mr. ThQ w. T.Lsod &=hC erit7-E ca c" MmmhG/JTc3"#my - to. BdX $WO-bSs CNUW, CA. 92oIB- 7mo Each party shall notify the other immediately of any change that would require any notice delivered hereunder to be directed to another party. 18. This agreement shall be recorded but shall not create a lien or security interest in the property. 19. The undersigned Property Owner further states, under penalty of perjury, that he is owner of the property as described herein on Exhibit 'B", or an authorized agent of the owner, and has the authority to execute this document, including the binding authorizations herein. It ti It - /I lI It It It It 12 Executed this -?7& day of & , 1996. ‘J (print’dame here) VlCt pm I crcJ.7- By: ” (print name here) Vf City Clerk Approved as to form: fbp onald A. Ball City Attorney (title and organization of signatory) (Proper notarial acknowledgment of execution by *OWNER must be attached.) (President or vice-president and secretary or assistant secretary must sign for corporations. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation. ACKNOWLEDGMENT 508 STATE OF CALIFORNIA 1 COUNTY OF SAN DIEGO ) 9s. ) appeared James M. Jackson personallv known to me (or proved to me on the basis of and Spiro G. Kailas satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within igstrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) , and that by his/her/their signature(s) on the person(s) acted, executed the instrument. instrument the person(s), or the entity upon behalf of which the On 11/27/96 , before me, Vivian Mae Walters, personally WITNESS my hand and official seal. F- Notarv Public in and for said Count? and State 509 EXHIBIT A RATE AND METHOD FOR DETERMINING FAIR SHARE OBLIGATION RANCHO SANTA FE AND OLIVENHAIN ROAD The City Council shall use the following rate and method for determining the fair share obligation for funding the construction of Rancho Santa Fe and Olivenhain Road due from property conditioned to participate in the financing of these facilities. This calculation is done as part of an agreement titled PETITION, WAIVER AND CONSENT TO CREATION OF A COMMUNITY FACILITIES DISTRICT AND AGREEMENT TO PAY FAIR SHARE (Agreement) which has been voluntarily entered. into by the City of Carlsbad and certain. property owners wishing to proceed with development of their property in advance of the creation of Community Facilities District No. 2(CFD No. 2). ’ It is the City and property owners intent to form CFD No. 2 to provide funding for those improvements described within the above-referenced agreement. The following rate and method shall be used to determine the fair share and amount due from any property owner wishing to take advantage of thls alternate funding mechanism. Basis for Cost Allocation The basis for allocation of costs to property conditioned with the financing of the improvements described in the Agreement shall be the Equivalent Dwelling Unit (EDU) which is defined as follows for residential developments: ” Residential EDU Allocation Single-Family - Detached Units 1 .O EDU Single Family 2 Attached Units 0.8 EDU Multi-Family Units 0.6 EDU 14 510 The number of each type of unit included in a development shall be determined by the City Engineer based on the most recent final map submitted to the City for approval. The EDU determination for non-residential development shall be made by the City Engineer when such a determination is requested by the property owner. The City Engineer may request additional information from any property owner as may be necessary to make his determination. The City Engineer is not required to make a determination on the number of EDUs for any project until adequate information is available. The City Engineer's determination shall be submitted to the City Council in the table below. The City Council shall make the final determination of the number of EDUs to be used in computing the fair share obligation for any project. Fair Share Amount and Method of Pavment The City shall collect $10,250 for each EDU as determined by the City Council. This amount shall be collected in one payment of $10,250 per EDU to be paid prior to Council consideration of final map approval as described below. 1) Prior to the approval of a final map by the City Council, the property owner shall pay to the City an amount equal to the number of EDUs included in said final map, as determined by the City Engineer, times $10,250. If the City Council determined that the City Engineer's calculation of the number of EDUs included on the final map is in error, the Council shall direct the City Engineer to amend his calculations and direct staff to bring the final map back for approval when such correction has taken place. Funds must be paid to the City before the final map will be scheduled for Council consideration. 15 Computation of Fair Share Obligation CT&-"L Units 1 and 2 2) If the property owner has already obtained a final map for Units conditioned with the financing of Rancho Santa Fe and Olivenhain Road, the Property Owner shall pay to the City the net amount due shown above prior to entering into this agreement. 16 EXHIBIT “F” Form ofRiaht-of-Wav Irrevocable Offer to Dedicate 22 RECORDING REQUESTED BY EXHIBIT 'Fi' - AND WHEN RECORDED PLEASE MAIL TO: Ci Clerk CITY OF CARLSBAD Carlsbad, CA 92008 1200 Carlsbad Village Drive MAIL TAX STATEMENTS TO: 513 The undersigned grantor@) declare@): APN~2301102:~302108.10.116 16: 22303241: 22u)5065.67 869: 22347107 8 W Documentay transfer tax is $0.0 Project No. 8 Name PR 3.4.174 ( ) computed on full value of property conveyed, or Rancho Santa Fe Road Finance Aqreement ( ) computed on full value less value of liens and encumbrances remaining at time of sale. ( ) Unicorporated area: (x) City of -, and IRREVOCABLE OFFER TO DEDICATE REAL PROPERTY REAL ESTATE COLLATERAL MANAGEMENT COMPANY, A Delaware Corporation for a valuable consideration, hereby makes an Irrevocable Offer of Dedication to hereinafter designated Grantor, represents that they are the owners of the hereinafter described real property, and the CITY OF CARLSBAD, a Municipal Corporation hereinafter designated Grantee, its successors and assigns, an easement and right-of-way upon, through, under, over and across the hereinafter described real property for the following purpose: PUBLIC STREET AND PUBLIC UTILITY EASEMENT The real property referred to above is situated in the City of Carlsbad, County of San Diego, State of California and is described in Exhibit "A" consisting of four (4) page(s), attached hereto and made a part hereof. Exhibit "B consisting of six (6) page(s) is attached for clarity only. The Grantor hereby further offers to the City of Carlsbad the privilege and right to extend and access drainage structures, excavation and embankment slopes beyond the limits of the herein described right-of-way where required for the construction and maintenance of said street and utilities. Access rights for drainage structures shall extend a minimum of seven feet (7.0') on either side of pipe outside diameter or outerwalls of box structures and ten feet (1 0) beyond all inlet and outlet structures, including rip rap fields. RESERVING unto Grantor of the above described parcel of land, his successors, or assigns, the right to eliminate such slopes andlor drainage structures or portions thereof, when in the written opinion of the Ci Engineer of Grantee, the necessity therefore is removed by substituting other protection, support andlor drainage facility, provided such substitution is first approved in writing by said Engineer. The Grantor hereby further offers to Grantee all trees, growths (growing or that may hereafter grow), and road building materials within said right-of-way, including the right to take water, together with the right to use the same in such manner and at such locations as said Grantee may deem proper, needful or necessary, in the construction, reconstruction, improvement or maintenance of said street and utilities. The Grantor, for himself, his successors and assigns, hereby waives any claim for any and all damages to Grantor's remaining propelty contiguous to the right-of-way hereby conveyed by reason of the location. construction, landscaping or maintenance of said street and utilities. This Offer of Dedication is made pursuant to Section 7050 of the Government Code of the State of California and may only be accepted by the City Council of the City of Carlsbad for that porfjon for which a road construction contract has been awarded. This Offer of Dedication may be terminated and the right to accept the offer may be abandoned in accordance with the Summary vacation procedures in Section 8300 et seq. of the Streets and Highways Code of the State of i 'f 514 PR 3.4.174 This Offer of Dedication shall be irrevocable and shall be binding on the Grantor its heirs, executors, administrators, successors and assigns. In Witness Whereof, Irrevocable Offer of Dedication to be executed this 27 fi day of STATE OF CALIFORNIA COUNTY OF SAN DIEGO Real Estate Collateral Management Company, Name (Type or Print) i. 0 Title v 1- (Type or Print) On before me, of the officer), peisonally appeared (here insert name and title , personally known to me (or proved to me on the basis of satisfactory evidencej to be the person(s) whose name(s) idare subscribed to. the within instrument and acknowledged to me that hekhelthey executed the same in hidherltheir authorized capacity(ies), and that by hislherltheir signature(s) on the instrument the person@), or the entity upon behalf of which the person(s) acted, WITNESS my hand and official seal. executed the instrument. Signature (Seal) I certify on behalf of the City Council of the City of Carlsbad pursuant to Authority conferred by Resolution of said Council adopted on Offer and consents to recordation thereof. that the City of Carlsbad consents to the making of the foregoing Irrevocable Dated MAIL THIS STATEMENT AS DIRECTED ABOVE ACKNOWLEDGMENT 515 STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) ss. ) appeared James M. Jackson and Spiro G. Kailas personallv known to me (or proved to me on the basis of satisfactory evidence) to be the Derson(s) whose name(s) is/are On 11/27/96 , before me,Vivian Mae Walters, personally subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Count; and State 516 EXHIBIT "A' LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT PARCEL "A" - RANCHO SANTA FE ROAD EASEMENT THE WEST HALF OF SECTION 29, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN. AND BEING A PORTION OF THE EAST HALF OF SECTION 31, THE NORTHWEST QUARTER OF SECTION 32, AND COUNTY RECORDER OF SAN DIEGO. IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO. STATE OF PORTIONS OF PARCELS 3 AND 4, ACCORDING TO PARCEL MAP NO. 101 79, ON FILE IN THE OFFICE OF THE CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHERLY TERMINUS OF THAT COURSE AND DISTANCE DESIGNATED AS "NORTH 10" 10' 27" WEST, 474.67 FEET IN THE NORTHERLY BOUNDARY OF A CERTIFICATE OF COMPLIANCE RECORDED DECEMBER 15,1989 AS FILE/PAGE NO. 89-680019 OF OFFICIAL RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG SAID BOUNDARY NORTH 10" 10 20" WEST 63.00 FEET NORTHEASTERLY 3,194.04 FEET NORTH 01 31' 12 EAST 686.19 FEET NORTHERLY 1,268.67 FEET SOUTH 58" 58' 03" EAST 126.00 FEET 6. SOUTHERLY 7. 1,203.77 FEET SOUTH 1' 31' 12" WEST 686.19 FEET 8. SOUTHWESTERLY PCL-ABCLEG REV.12-2-96 2,018.40 FEET (NORTH 10" 10' 27" WEST PER SAID CERTIFICATE OF 2,337.00 FOOT RADIUS CURVE CONCAVE COMPLIANCE) TO A POINT ON THE ARC OF A RADIAL WITH AND 63.00 FEET NORTHWESTERLY OF THAT NORTHWESTERLY SAID CURVE BEING CONCENTRIC CERTAIN CURVE IN SAID CERTIFICATE OF COMPLIANCE BOUNDARY DESCRIBED AS HAVING A RADIUS OF 2.400 FOOT WITH AN ARC LENGTH OF 645.64 FEET THROUGH SAID BOUNDARY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 78" 18' 28" TO A THENCE POINT HEREINAFTER REFERRED TO AS POINT "A" ; TO THE BEGINNING OF A TANGENT 2.463.00 FOOT THE ARC OF SAID CURVE A CENTRAL ANGLE OF 15" 24' 49; THENCE LEAVING RADIUS CURVE CONCAVE EASTERLY; THENCE ALONG THROUGH A CENTRAL ANGLE OF 29" 30' 45; THENCE TO THE BEGINNING OF A NON-TANGENT 2,337.00 FOOT RADIUS CURVE CONCAVE EASTERLY, A RADIAL LINE TO SAID CURVE BEARS NORTH 58"58'03" WEST, SAID CURVE BEING CONCENTRIC WITH AND 126.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO. 4; THENCE ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 29" 30' 45 TO A LINE THAT IS PARALLEL WITH AND 126.00 FEET EASTERLY OF THAT CERTAIN LINE DESCRIBED HEREIN AS COURSE NO. 3; THENCE TO THE BEGINNING OF A TANGENT 2.463.00 FOOT CURVE BEING CONCENTRIC WITH AND 126.00 FEET RADIUS CURVE CONCAVE NORTHWESTERLY, SAID EASTERLY OF THAT CERTAIN CURVE DESCRIBED ~ ~ HEREIN AS COURSE N0.~2; THENCE ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46" 57' 12 TO AN INTERSECTION WITH AN ANGLE POINT ON THE NORTHERLY BOUNDARY OF SAID CERTIFICATE OF PAGE 1 OF 4 PR34174 ,, -6 51 7 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT COMPLIANCE: THENCE LEAVING THE ARC OF SAID CURVE RADIALLY ALONG SAID BOUNDARY 9. NORTH 41' 31' 36" WEST 10. SOUTHWESTERLY 11. SOUTHWESTERLY 12. SOUTHWESTERLY 13. NORTH 25" 02 30" WEST 14. NORTHEASTERLY 15. SOUTHWESTERLY 63.00 FEET 317.72 FEET 391.25 FEET 97.15 FEET 53.96 FEET 127.48 FEET 645.64 FEET (NORTH 41" 31' 39" WEST PER SAID CERTIFICATE OF COMPLIANCE) TO AN ANGLE POINT IN SAID BOUNDARY. BEING ALSO A POINT ON THE ARC OF A RADIAL 2.400.00 OT RADIUS CURVE IN SAID BOUNDARY CONCAVE RTHWESTERLY; THENCE ALONG THE ARC OF SAID CURVE AND BOUNDARY THROUGH A CENTRAL ANGLE OF 07" 35' 06" TO AN ANGLE POINT IN SAID BOUNDARY. BEING ALSO A POINT ON THE ARC OF A NON-TANGENT 1.230.00 FOOT - . . . . . - . .. . - - . . . . . - . . ~~ RADIUS CURVE IN SAID BOUNDARY CONCAVE NORTH- WESTERLY, A RADIAL TO SAID POINT BEARS SOUTH 47" 47' 44 EAST: THENCE ALONG THE ARC OF SAID CURVE AND BOUNDARY THROUGH A CENTRAL ANGLE OF 18" 13 30" TO A POINT ON THE ARC OF A NON-TANGENT 2,463.00 FOOT TO SAID POINT BEARS SOUTH 24" 52 18 EAST; RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL THENCE LEAVING SAID BOUNDARY BUT ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 02" 15' 36" TO AN INTFRSECTION WITH THE NORTHERLY BOUNDARY OF ~~~ ~ THE ARC OF SAID CURVE BUT ALONG SAID BOUNDARY SAID CERTIFICATE OF COMPLIANCE: THENCE LEAVING (NORTH 25" 02' 36 WEST PER SAID CERTIFICATE OF COMPLIANCE) TO A POINT ON THE ARC OF A RADIAL 1,170.00 FOOT RADIUS CURVE INSAID BOUNDARY ARC OF SAID CURVE AND BOUNDARY CONCAVE NORTHWESTERLY; THENCE ALONG THE THROUGH A CENTRAL ANGLE OF 06" 14' 34 (DELTA - 06" 14'41"~ L- 127.52 FEET PER SAID CERTIFICATE OF __ . . .. COMPLIANCE) TO AN ANGLE POINT IN SAID BOUNDARY, BEING ALSO A POINT ON THE ARC OF A NON-TANGENT ._ ~~~~~ ~ ~~ 2.400.00 FOOT RADIUS CURVE IN SAID BOUNDARY CONCAVE NORTHWESTERLY, A RADIAL TO SAID POINT BEARS SOUTH 25" 35' 09 EAST: THENCE ALONG THE ARC OF SAID CURVE AND BOUNDARY ~ " ~~ ~~ ~ ~ THROUGH A CENTRAL ANGLE OF 15' 24' 49 TO THE TRUE POINT OF BEGINNING CONTAINS 13.572 ACRES MORE OR LESS. PARCEL "E" - CONNECTOR ROAD EASEMENT BEING A PORTION OF THE SOUTH HALF OF SECTION 31, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN COUNTY RECORDER OF SAN DIEGO, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO. STATE OF BERNARDINO MERIDIAN, ACCORDING TO LICENSE SURVEY MAP NO. 443 ON FILE IN THE OFFICE OF THE CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: PCL-ABC.LEG REV.12-2-96 PAGE 2 OF 4 PR 3.4 174 518 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT BEGINNING AT THE SOUTHERLY TERMINUS OF THAT COURSE AND DISTANCE DESIGNATED AS "NORTH 10" 10' 27" WEST, 474.67 FEET IN THE NORTHERLY BOUNDARY OF A CERTIFICATE OF COMPLIANCE RECORDED DECEMBER 15, 1989 AS FILUPAGE NO. 89-680019 OF OFFICIAL RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG SAID BOUNDARY 1. 2. 3. NORTH 10" 10 20 WEST 63.00 FEET NORTH 10" 10' 20" WEST 412.05 FEET NORTHERLY 326.20 FEET 4. NORTHEASTERLY 5. SOUTHERLY 6. 7. a. 96.09 FEET 401.57 FEET SOUTH 10" 10'20" EAST 386.40 FEET SOUTHEASTERLY 39.86 FEET WESTERLY 55.60 FEET TO THE TRUE POINT OF BEGINNING; SAID POINT ALSO BEING AN ANGLE POINT IN THE RIGHT-OF-WAY DESCRIBED FOR PARCEL "A" ABOVE. THENCE CONTINUING ALONG SAID BOUNDARY TO THE BEGINNING OF A 700.00 FOOT RADIUS CURVE IN SAID BOUNDARY CONCAVE EASTERLY; THENCE ALONG THE ARC OF SAID CURVE AND BOUNDARY THROUGH A CENTRAL ANGLE OF 26-41'58" (DELTA = 26" 43' 55". L = 376.59 FEET PER SAID CERTIFICATE OF COMPLIANCE) TO A POINT ON THE ARC OF NON- TANGENT 11520.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 49" 41' 13" EAST, SAID CURVE ALSO BEING ON THE EASTERLY RIGHT-OF-WAY OF RANCHO SANTA FE ROAD AS DEDICATED AND SHOWN ON LACOSTA VALE UNIT 3 ACCORDING TO MAP THEREOF . - ~~~~ ~ ~ ~~~ ~ ~ ~~~ NO. 7950, ON FILE IN THE OFFICE OF THE COUNTY SAID BOUNDARY AND ALONG THE ARC OF SAID CURVE AND RIGHT-OF-WAY RECORDER OF SAN DlEGO COUNTY; THENCE LEAVING THROUGH A CENTRAL ANGLE OF 03" 37" 19" TO A POINT ON THE ARC OF A NON-TANGENT 670.00 FOOT . ~" -~ ~~~~~ ~ ~ RADIUS CURVE CONCAVE EASTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 65" 49' 53" WEST SAID CURVE BEING CONCENTRIC WITH AND 30.00 FEET EASTERLY OF THAT CERTAIN 700.00 FOOT RADIUS CURVE DESCRIBED HEREIN AS COURSE NO. 3; THENCE ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 34" 20 27" TO A LINE THAT CERTAIN LINE HEREIN DESCRIBED AS COURSE WHICH IS PARALLEL AND 30.00 FEET NORTHERLY OF NO. 1; THENCE ~~ TO THE BEGINNING OF A TANGENT 25.00 FOOT RADIUS THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 91" 21' 47" TO A POINT OF CUSP ON THE ARC OF A TANGENT 2,337.00 FOOT RADIUS CURVE CONCAVE NORTHERLY, SAID CURVE ALSO BEING ON THE NORTH AND WESTERLY THENCE ALONG THE ARC OF SAID CURVE AND RIGHT- RIGHT-OF-WAY FOR PARCEL "A" DESCRIBED ABOVE: OF WAY THROUGH A CENTRAL ANGLE OF 01 21' 47" TO THE TRUE POINT OF BEGINNING. CURVE CONCAVE NORTHEASTERLY; THENCE ALONG CONTAINS 0.534 ACRE MORE OR LESS PCL-ABC.LEG REV.12-2-96 PAGE 3 OF 4 PR 3 4.174 t 6. %-. 519 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT PARCEL "C" - DETOUR FROM EXIST RSF RD. TO REALIGNED RSF RD. PHASE I BEING A PORTION OF THE EAST HALF OF SECTION 31, THE NORTHWEST QUARTER OF SECTION 32, AND THE WEST HALF OF SECTION 29, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO. IN THE CITY OF CARLSBAD. COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT POINT "A" DESCRIBED IN PARCEL "A" ABOVE; THENCE I. 2. 3. 4. 5. 6. 7. 8. NORTH 01' 31' 12" EAST 365.25 FEET NORTH 03" 52 46" WEST 1,008.15 FEET NORTHERLY 1218.41 FEET SOUTH 45" 22' 00" EAST 78.00 FEET SOUTHERLY 1,152.37 FEET SOUTH 03" 52' 46" EAST 385.75 FEET SOUTHERLY 306.83 FEET SOUTH 01' 31' 12 WEST 320.94 FEET TO THE TRUE POINT OF BEGINNING; THENCE TO THE BEGINNING OF A TANGENT 1,439.00 FOOT RADIUS CURVE CONCAVE EASTERLY; THENCE ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 48" 30 46"; THENCE TO A POINT ON A NON-TANGENT 1,361.00 FOOT TO SAID POINT BEARS NORTH 45" 22' 00" WEST SAID RADIUS CURVE CONCAVE EASTERLY, A RADIAL LINE CURVE IS CONCENTRIC WITH AND 78.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED SAID CURVE HEREIN AS COURSE N0.3; THENCE ALONG THE ARC OF THROUGH A CENTRAL ANGLE OF 48" 30 46" TO A LINE THAT IS PARALLEL WITH AN 78.00 FEET EASEERLY OF THAT CERAIN LINE DESCRIBED HEREIN AS COURSE NO. 2; THENCE TO A POINT ON A NON-TANGENT 2,463.00 FOOT RADIUS CURVE CONCAVE EASTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 81" 20 32" WEST, SAID POINT ALSO BEING ON THE WESTERLY RIGHT-OF-WAY LINE OF REALIGNED RANCHO SANTA FE ROAD AS THE ARC OF SAID CURVE AND SAID RIGHT-OF-WAY, DESCRIBED IN PARCEL "A" ABOVE; THENCE ALONG ~ ~ ~ THROUGH A CENTREAL ANGLE OF 07" 08 16"; THENCE CONTINUING ALONG SAID RIGHT-OF-WAY TO THE TRUE POINT OF BEGINNING CONTAINS 3.278 ACRE MORE OR LESS -: - ~. ... ' . ,, ,y,\ , . . . . . . - EXPIRAWN 12/31 PCL-AEC.LEG REV.12-2-96 PAGE 4 OF 4 PR 3.4.174 520 " -. 524 i i I ! ! ! I i i I ! 1 I ~ i i i i I 1 i ! i ~ SCALE: 1"=200' I,9,,.R*F-R".DYGI PLAT.! ,4' WCIHIaD SrnAIFIERaDrn - mtIFor EXHIBIT PROJECT NO. bbk Sfmet md bbMc Ub%$ IEaxmtnnt Real Estate Collateral Management Company B PR 3.4.174 SHT. 5 OF E 1- EASEMENTS El ROAD SURVEI PER DOC REC. JAN. 1. 1930 IN BOOK 1737, PACE 4 OF DEEDS E2 100' EASEMENT TO S DG&E. PER DOC, REC. FEB. 5. 1954 IN BOOK 5208. PAGE d05 OR. BOOK 5132. PAGE 342 O.R. AND DOC. REC. APR. 19. 1954 IN E3 200 EASEMENT TO 8DC.k.E PER DOC. REC APR. 19. 1954 IN BOOK 5208. PACE 399 O.R. El 150 EASEMENT TO S.DG.&E PER DOC OCT 20. 1958 IN BOOK 7307, PAGE 304 O.R. E5 GRANT DEE0 FOR ROAD R/W PER OOC. REC. FEB. 16, 1967 AS FILL PACE NO 21476 E6 30 EASEMENT TO 0.M.W.D PER OOC. KC. OCT. 27, 1971 AS FILE/PAGE NO. 247284 E8 ROAD EASEMENT PER DOC. REC. APRIL 25. 1974 AS FILE/PACE NO. 74-105621 OR El0 DRAINAGE EASEMENT PER DOC. REC. MAY 15. 1971 AS FILE/PAGE 74-126972 O.R.. PARCEL 74-0548 C Ell ORAINAGE EASEMENT PER DOC. REC. JAN. 13, 1977 AS FILE/PAGE 77-014212 O.R.. PARCEL 77-0009 A. PCL. "A" €IS EASEMENT TO 0M.W.D. PER DOC. REC. JULY 25. 1980 AS FILE/PAGE NO. 80-233967 E14 EASEMENT TO O.M.W.D. PER OOC. REC. JULY 25. 1980 AS FILE/PACE NO. 80-133968 E15 EASEMENT TO V.W.D. PER DOC. REC. SEPT. 23, 1980 AS FILE/PAGE NO. 80-308501 O.R. AND DOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. 81 -266030, PCL. .A* E16 EASEMENT TO V.WO. PER OK. REC. SEPT. 23. 1980 AS FILE/PAGE NO. 80-308501 O.R. ANO.OOC. REC. AUC. 20. 1981 AS FILE/PAGE NO. 81-266030. PCL. B E17 EASEMENT TO V.W.O. PER DOC. REC. SEPT. 23. 1980 AS FILE/PAGE NO. 80-308501 O.R. AN0 OOC. REC. AUC. 20, 1981 AS FILEPAGE NO. 81-266050, PCL. 'C El8 EASEMENT TO V.W D. PER DOC. REC. SEPT. 21, 1980 AS FILE/PAGE NO. 80-308501 O.R. AN0 DOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. 81-266030. PCL. "0" E19 EASEMENT TO V.W.O. PER DOC. REC SEPI. 23. 1980 AS FILE/PAGE NO. 80-308501 O.R. AN0 DOC. REC. AUG. 20, 1981 AS FlLE/PACE NO. 81-266030, PCL. 'F E20 EASEMENT 10 V.W.1). PER OOC. IlEC. SEI'I. 23, 1980 AS FILE/PAGE NO. 80-308501 O.R. AN0 DOC. REC, AUG. 20, 1981 AS FILE/PAGE NO. 81 -266030. PCL. 'G' ~ E21 EASEMENT TO V.W.D. PER DOC. REC. SEPT. 21, 1980 AS AS FILE/PAGE NO. 81-266OSO. PCL. 'H FILE/PAGE NO 80-308501 O.R. AN0 DOC. REC. AUC. 20. 1981 E22 42' EASEMENT TO O.M.W.D. PER DOC. REC. MAR. 14, 1984 AS FlLE/PACE NO. 84-091367 E23 ROAD EASEMENT PER DOC. REC OCT. 20. 1989 AS FILE/PACE NO. 89-571684. PCL. 'A* €24 ROAO EASEMENT PER DOC. REG. OCT. 20. 1989 AS FILE/PACE NO. 89-571684. PCL. "B E25 20' EASEMENT TO V.WD. PER DOC. REC MAR. 24. 1992 AS FILE/PAGE NO 92-0162736 E26 20' EASEMENT TO V.W.D. PER DOC. REC. MAR. 24, 1992 As FILE/PAGE NO. 92-0162737 WmbBC SbWt man hbBc UUQ ~memU i3 PR 3.4.1 74 Real Estate Collateral Management Company SHT. 6 OF RECORDING REQUESTED BY AND WHEN RECORDED PLEASE MAIL TO: City Clerk CITY OF CARLSBAD Carlsbad, CA 92008 1200 Carlsbad Village Drive MAIL TAX STATEMENTS TO: - EXEMPT EXHIBIT 526 The undersigned grantor@) declare@): Documentary transfer tax is $0.0 ( ) computed on full value of property conveyed, or ( ) computed on full value less value of liens and encumbrances remaining at time of sale. f I UnicorDorated area: (x) Citv of and APN- Project No. 8 Name PR 2.3.79 Rancho Santa Fe Road Finance Aareement IRREVOCABLE OFFER TO DEDICATE REAL PROPERTY REAL ESTATE COLLATERAL MANAGEMENT COMPANY, A Delaware Corporation consideration, hereby makes an Irrevocable Offer of Dedication to hereinafter designated Grantor, represents that they are the owners of the hereinafter described real property, and for a valuable the City of Carlsbad, a Municipal Corporation hereinafter designated Grantee, its successors and assigns, a temporary construction easement upon, through, under, over and across the hereinafter described real property for the following purpose: TEMPORARY CONSTRUCTION AREA FOR DRAINAGE STRUCTURES, EXCAVATION AND EMBANKMENT SLOPES, TEMPORARY MATERIAL STORAGE, STREET DETOURS AND OTHER USES RELATED TO CONSTRUCJION OF THE REALIGNMENT OF RANCHO SANTA FE ROAD The real property referred to above issituated in the City of Carlsbad. County of San Diego, State of California and is described in ExhiM"A" consisting of four (4) page(s). attached hereto and made a part hereof. Exhibit "B consisting of six (6) page@) is attached for clarity only. The Grantor hereby further offers to Grantee all trees, growths (growing or that may hereafter grow), and road building materials within said right-of-way, including the right to take water, together with the right to use the same in such manner and at such locations as said Grantee may deem proper, needful or necessary, in the construction, reconstruction, improvement or maintenance of street and utilities. The Grantor, for himself, his successors and assigns, hereby waives any claim for any and all damages to Grantor's remaining property contiguous to the construction easement hereby conveyed by reason of the location, construction, landscaping or maintenance of street and utilities. This Offer of Dedication is made pursuant to Section 7050 of the Government Code of the State of California and may only be accepted by the City Council of the City of Carlsbad for that portion for which a road construction contract has been awarded. construction contract. The accepted easement shall be extinguished at such time as a Certificate of Completion is filed by the City of Carlsbad for said vacation procedures in Section 8300 et seq. of the Streets and Highways Code of the State of California. The termination and This Offer of Dedication may be terminated and the right to accept the offer may be abandoned in accordance with the Summary abandonment may be made by the City Council of the City of Carlsbad. - 527 PR 2.3.79 This Offer of Dedication shall be irrevocable and shall be binding on the Grantor its heirs executors, administratom. successors and assigns. In Wtness Where f. the Grantor has caused this Irrevocable Offer of Dedication to be executed this 27 e-, - day of 1 4 ryh+", 199k. Real Estate Collateral Management Company. A Delaware Corporation STATE OF CALIFORNIA COUNTY OF SAN DlEGO On before me, (here insert name and title of the officer), personallvappeared ~ ~ ~~ ~ ~ , personally known to me (or Droved to me on the basis of satisfactow evidence) to be the person(s) whose name@) idare subscnbed.to the within &&anent and acknowledged to me that hekhellhey executed the Same in hisherhheir authorized capaatyoes). and that by hisherhheir signature($ on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. . .. (Seal) I certify on behalf of the City Council of the City of Carlsbad pursuant to Authority conferred by Resolution of said Council adopted on that the City of Caisbad consenb.to the making of the. foregoing Irrevocable Offer and consents to recordation thereof. Dated MAIL THIS STATEMENT AS DIRECTED ABOVE I j:. 528 ACKNOWLEDGMENT STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) 9s. ) appeared James W. Jackson personally known to me (or proved to me on the basis of and Spiro G. Kailas satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within igstrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. On 11/27/96 , before me,Vivian Mae Walters, personally WITNESS my hand and official seal. County and State - 1 529 EXHIBIT "A" LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENTS PARCEL"D": RANCHO SANTA FE ROAD BEING A PORTION OF THE EAST HALF OF SECTION 31, NORTHWEST QUARTER OF SECTION 32. AND THE 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 17. 12. 13. NORTH 10" 10 20 WEST NORTH 10" 10'20 WEST NORTHEASTERLY NORTH 01 31' 12" EAST NORTHERLY NORTH 31' 01' 57" EAST SOUTH 58 "58' 03" EAST SOUTH 31 01' 57" WEST SOUTHERLY NORTH 89" 53' 42" WEST SOUTH 20" 05' 30 WEST SOUTH 02" 56' 00 WEST SOUTH 47" 36 00 EAST 63.00 FEET 237.00 FEET 2,870.13 FEET 686.19 FEET 1,390.74 FEET 185.60 FEET 600.00 FEET 185.00 FEET 151.25 FEET 152.54 FEET 530.37 FEET 166.20 FEET 166.75 FEET RTH 10" 10' 27" WEST PER SAID CERTIFICATE OF POINT OF BEGINNING; SAID BOUNDARY A POINT ON THE ARC OF A RADIAL 2.100.00 FOOT DlUS CURVE CONCAVE NORTHWESTERLY: THENCE NTED TO VALLECJTOS COUNTY WATER DISTRICT UlNG ALONG SAID PROPERTY LINE ' UlNG ALONG SAID PROPERTY LINE UlNG ALONG SAID PROPERTY LINE PCL-DEF.LEG REV 11-29-96 PAGE 1 bf 5 PR 2.3.79 - 530 EXHIBIT "A": LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENT POINT BEARS NORTH 85" 14' 44" WEST, SAID CURVE BEING CONCENTRIC WITH AND 600.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO. 5; THENCE LEAVING SAID PROPERTY LINE ALONG THE ARC OF SAID CURVE 14. SOUTHERLY 118.55 FEET THROUGH A CENTRAL ANGLE OF 3" 14' 04 TO A LINE PARALLEL WITH AND 600.00 FEET EASTERLY OF THAT CERTAIN LINE DESCRIBED HEREIN AS COURSE NO. 4; THENCE ALONG SAID LINE 15. SOUTH 01" 31' 12" WEST 686.19 FEET TO THE BEGINNING OF A TANGENT 2700.00 FOOT RADIUS CURVE CONCAVE WESTERLY SAID CURVE BEING CONCENTRIC WITH AND 600.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO. 3; THENCE ALONG THE ARC OF SAID CURVE 16. SOUTHERLY 2.1 11 29EET THROUGH A CENTRAL ANGLE OF 44' 48' 11" TO A POINT ON THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE; THENCE ALONG SAID BOUNDARY 17. NORTH 64" 50'25" WEST 256.00 FEET (NORTH 64" 50' 25" WEST PER SAID CERTIFICATE OF COMPLIANCE) TO A POINT ON A NON-TANGENT 2,463.00 FOOT RADIUS CURVE CONCAVE WESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 41" 31' 36" EAST, SAID CURVE BEING CONCENTRIC WITH AND 363.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO. 3; THENCE ALONG THE ARC OF SAID CURVE 18. NORTHEASTERLY 2,018.40 FEET THROUGH A CENTRAL ANGLE OF 46" 57' 12 TO A LINE PARALLEL WITH AND 363.00 FEET EASTERLY OF THAT THENCE ALONG SAID LINE CERTAIN LINE HEREIN DESCRIBED AS COURSE NO. 4; 19. NORTH 1' 31' 12" EAST 686.19 FEET TO THE BEGINNING OF A TANGENT 2.337.00 FOOT RADIUS CURVE CONCAVE EASTERLY SAID CURVE BEING CONCENTRIC WITH AND 363.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO. 5; THENCE ALONG THE ARC OF SAID CURVE 20. NORTHERLY 1,203.77 FEET THROUGH A CENTRAL ANGLE OF 29" 30 45; THENCE 21. NORTH 58" 58' 03" WEST 126.00 FEET TO THE BEGINNING OF A NON-TANGENT 2,463.00 FOOT WHICH BEARS NORTH 58 58'03" WEST, SAID CURVE RADIUS CURVE CONCAVE EASTERLY, A RADIAL LINE TO OF THAT CERTAIN CURVE DESCRIBED HEREIN AS BEING CONCENTRIC WITH AND 237.00 FEET EASTERLY COURSE NO. 5; THENCE ALONG THE ARC OF SAID CURVE 22. SOUTHERLY PCL-0EF.LEG REV 11-29-96 1.268.67 FEET THROUGH A CENTRAL ANGLE OF 29' 30 45" TO A LINE PARALLEL WITH AND 237.00 FEET EASTERLY OF THAT CERTAIN LINE HEREIN DESCRIBED AS COURSE NO 4; THENCE ALONG SAID LINE PAGE 2 of 5 PR 2 3 79 531 EXHIBIT "A": LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENT 23. SOUTH 1" 31'12 WEST 686.19 FEET TO THE BEGINNING OF A TANGENT 2,337.00 FOOT CURVE BEING CONCENTRIC WITH AND 237.00 FEET RADIUS CURVE CONCAVE NORTHWESTERLY SAID EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO. 3; THENCE ALONG THE ARC OF SAID CURVE 24. SOUTHWESTERLY 3,194.04 FEET THROUGH A CENTRAL ANGLE OF 78" 18' 28" TO THE TRUE POINT OF BEGINNING. CONTAINS 48.838 ACRE MORE OR LESS PARCEL "E": CONNECTOR ROAD TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN ON FILE IN THE OFFICE OF THE COUNTY BEING A PORTION OF THE EAST HALF OF SECTION 31, AND THE NORTHWEST QUARTER OF SECTION 32, PARTICULARLY DESCRIBED AS FOLLOWS: RECORDER OF SAN DIEGO. IN THE CITY OF CARLSBAD. COUNTY OF SAN DIEGO. STATE OF CALIFORNIA. MORE BEGINNING AT THE SOUTHERLY TERMINUS OF THAT COURSE AND DISTANCE DESIGNATED AS "NORTH 10" 10 27" WEST, 474.67 FEET IN THE NORTHERLY BOUNDARY OF A CERTIFICATE OF COMPLIANCE RECORDED DECEMBER 15.1989 AS FILWPAGE NO. 89-680019 OF OFFICIAL RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG SAID BOUNDARY 1. NORTH IO" 10 20" WEST 300.00 FEET (NORTH 10" 10' 27" WEST PER SAID CERTIFICATE OF COMPLIANCE) TO A POINT ON A NON-TANGENT 2,100.00 FOOT RADIUS CURVE CONCAVE NORTHERLY; A RADIAL THENCE ALONG THE ARC OF SAID CURVE LINE TO SAID POINT BEARS SOUTH 10" 10' 20 EAST; 30.60 FEET THROUGH A CENTRAL ANGLE OF 00" 49 07" TO A POINT ON A LINE WHICH IS PARALLEL WITH AND 30.00 FEET EASTERLY OF SAID BOUNDARY LINE, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE 2. WESTERLY 3. NORTH 10" 10 20" WEST 174.84 FEET TO THE BEGINNING OF A 670.00 FOOT RADIUS CURVE CONCAVE EASTERLY, SAID CURVE BEING CONCENTRIC THENCE ALONG THE ARC OF SAID CURVE WITH AND 30.00 FEET EASTERLY OF SAID BOUNDARY; 4. NORTHERLY 5. NORTHEASTERLY PCL-DEF.LEG REV 11-29-96 401.57 FEET THROUGH A CENTRAL ANGLE OF 34" 20 27" TO A POINT ON A NON-TANGENT 1,520 FOOT RADIUS REVERSE CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 53' 78 32" EAST, SAID POINT ALSO BEING ON THE EASTERLY RIGHT-OF-WAY OF RANCHO SANTA FE ROAD AS DEDICATED AND SHOWN THEREOF NO. 7950, ON FILE IN THE OFFICE OF THE ON LA COSTA VALE UNIT NO. 3 ACCORDING TO MAP ALONG THE ARC OF SAID CURVE AND RIGHT-OF-WAY COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE 151.05 FEET THROUGH A CENTRAL ANGLE OF 05'' 41' 37"; THENCE CONTINUING ALONG SAID RIGHT-OF-WAY PAGE 3 of 5 PR 2.3.79 > I :G - - 532 EXHIBIT "A": LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENT 6. NORTH 30" 59'51" EAST 276.57 FEET THENCE LEAVING SAID RIGHT-OF-WAY 7. SOUTH 16" 31' 38" WEST 501.03 FEET TO THE BEGINNING OF A 550.00 FOOT RADIUS CURVE CONCAVE EASTERLY SAID CURVE BEING CONCENTRIC WITH AND 120.00 FEET EASTERLY OF THAT CERTAIN ALONG THE ARC OF SAID CURVE CURVE DESCRIBED HEREIN AS COURSE NO. 4: THENCE 8. SOUTHERLY 9. SOUTH 10" 10' 20 EAST 10. WESTERLY 256.30 FEET THROUGH A CENTRAL ANGLE OF 26" 41' 58 TO A LINE PARALLEL WITH AND 120.00 FEET EASTERLY OF THAT THENCE ALONG SAID LINE CERTAIN LINE DESCRIBED HEREIN AS COURSE NO. 3: 169.69 FEET TO A POINT ON A NON-TANGENT 2,100.00 FOOT RADIUS CURVE CONCAVE NORTHERLY, A RADIAL LINE LINE TO SAID POINT BEARS SOUTH 14' 16' 06 EAST: THENCE ALONG THE ARC OF SAID CURVE 120.13 FEET THROUGH A CENTRAL ANGLE OF 03" 16' 39" TO THE TRUE POINT OF BEGINNING CONTAINS 2.012 ACRE MORE OR LESS. PARCEL "F": DETOUR BEING A PORTION OF THE EAST HALF OF SECTIONS 30 AND 31, THE NORTHWEST QUARTER OF SECTION 32, AND THE WEST HALF OF SECTION 29, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO MERIDIAN, AND A PORTION OF PARCEL 3, ACCORDING TO PARCEL MAP NO. 101 79, BOTH ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO. IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING ATTHE ABOVE REFERENCED POINT "A", SAID POINT BEING THE MOST NORTHERLY CORNER OF PARCEL -D" DESCRIBED ABOVE; THENCE'ALONG THE BOUNDARY OF SAID PARCEL "D" 2. SOUTHERLY 1. SOUTH 31 01' 57" WEST 185.00 FEET TO THE BEGINNING OF A TANGENT 2.700.00 FOOT RADIUS CURVE CONCAVE EASTERLY; THENCE CONTINUING ALONG THE BOUNDARY OF SAID PARCEL "D" AND ALONG THE ARC OF SAID CURVE 720.52 FEET THROUGH A CENTRAL ANGLE OF 15" 17' 24" TO A POINT ON A NON-TANGENT 1,500.00 FOOT RADIUS CURVE CONCAVE EASTERLY, A RADIAL LINE TO SAID POINT ARC OF SAID CURVE BEARS SOUTH 85" 35' 49" WEST, THENCE ALONG THE 3. NORTHERLY 1283.77 FEET THROUGH A CENTRAL ANGLE OF 49" 02 11": THENCE 4. NORTH 44" 38 00" EAST 100.00 FEET THENCE 5. SOUTH 45" 22' 00" EAST 200.00 FEET THENCE 6. SOUTH 44" 38 00" WEST 100.00 FEET TO THE BEGINNING OF A TANGENT 1.300.00 FOOT RADIUS CURVE CONCAVE EASTERLY SAID CURVE BEING CONCENTRIC WITH AND 200.00 FEET EASTERLY OF THAT CERTAIN CURVE DESCRIBED HEREIN AS COURSE NO 3: THENCE ALONG THE ARC OF SAID CURVE PCL-DEF.LEG REV 11-29-96 PAGE 4 of 5 PR 2 3 79 1 .. . ,I i - 533 EXHIBIT “A”: LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENT 7. SOUTHERLY 281 27 FEET THROUGH A CENTRAL ANGLE OF 12” 23’ 48” TO THE THENCE ALONG SAID NORTH LINE NORTH LINE OF PARCEL ‘D“ DESCRIBED ABOVE; 8. NORTH 58” 58’ 03” WEST 18.01 FEET TO THE POINT OF BEGINNING CONTAINS 4.355 ACRE MORE OR LESS. .. PCL-DEF.LEG REV 11 -29-96 PAGE 5 of 5 PR 2.3.79 - -534 ////// POR BE 114 BEC, ‘Jl 7.728. a.aw. #.ME, ////// ////// /////I 223-050-67 ///// ///// ///// ///// A.P.N. 223-050-70 CERTIFICATE OF COMPLIANCE RECORDED DEC. 15, 1G89 A9 FIL% NO. 88-680018 O.R. , , 'Jf T.P.O.E. PARCEL - J I - - 539 EASEMENTS E] ROAD SUWEI PER DOC REC JAN. 1. 1930 IN BOOK 17.37, PAGE 4 or mos ~2 100' EASEMENT TO S.DGhE. PER DOC. REC FEB 5. 1954 IN BOOK 5132, PAGE S42 O.R. AND OOC. REC. APR. 19. 1954 IN OOOK 5208. PAGE 405 OR. E1 200' EASEMENT TO S.O.CM PER OOC. REC. APR. 19. 1954 IN BOOK 5208. PACE 399 O.R. ~4 150' EASEMENT TO SO.G.&E. PER OOC. OCT. 20. 1958 IN BOOK 7307. PAGE 304 O.R. E5 GRANT DEED FOR ROAD R/W PER OOC. REC. FEB. 16, 1967 *S FILE PAGE NO. 21426 E6 3V EASEMENT TO O.M.WO PER DOC. REC. OCT 27. 1971 As FILE/PAGE NO. 247284 ~8 ROAD EASEMENT PER DOC. REC. APRIL 25. 1974 AS FILEIPAGE NO. 74-105621 0.R El0 DRAINAGE EASEMENT PER DOC. REC. MAY 15. 1974 AS FILE/PACE 74-126972 O.R.. PARCEL 74-0548 c Ell DRAINAGE LASEMEN1 PER DOC. REC. JAN. 13. 1977 AS F!LE/PnCr 77-014212 OR. PARCEL 77-0009 A. PCL. "A- ~13 EASEMENT TO O.M.W.O. PER OOC. REC. JULY 25. 1980 As FILE/PAGE NO 80-233967 El4 EASEMENT TO O.M.W.O. PER OOC. REC. JULY 25, 1980 6 FILE/PAGE NO. 80-233968 EI) WSEMENT 10 v.w.0. PER DOC REC. SEPT. 21, 1980 AS FILE/PAGE NO. 80-308501 O.R. AND DOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. 81 -266010, PCL. 'A* E16 EASEMENT TO V.W.O. PER DOC. REC. SEPT. 21. 1980 AS FILE/PAGE NO. 80-508501 O.R. AND DOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. 81-266030, PCL. 'g E17 EASEMENT TO V.W.D. PER DOC. REC. SEPT. 21. 1980 AS FILE/PAGE NO. 80-308501 O.R. AND DOC. REC. AUG. 20. 1981 AS FILE/PACE NO. 81-266010, PCL. .r El8 EASEMENT TO V.W.0 PER DOC. REC. SEPT. 23. 1980 As FILE/PAGE NO, 80-308501 O.R. AND DOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. 81-266030, PCL. *D" E19 EASEMENT TO V.WO. PER DOC. REC. SEPT, 23. 1980 AS FILE/PACE NO. 80-308501 0.R AND DOC. REC. AUC. 20. 1981 AS FILE/PAGE NO. 81-256030. PCL. 'c E20 EASEMENT TO V.WO. PER DOC. REC. SEPT. 23. 1980 As FILE/PAGE NO. 80-308501 O.R. AND DOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. 81-266030. PCL. 'c E21 EASEMENT To'V.W.0. PER DOC REC. SEPT 23. 1980 AS FILE/PAGE NO 80-508501 OR AND OOC. REC. AUG. 20. 1981 AS FILE/PAGE NO. fll -256030. PCL. -ti" E22 12' EASEMENT TO 0.M W.D. PER OOC. REC. MAR. 14. 1984 AS FILE/PAGE NO, 84-091367 E23 ROAO LASEMENT PER DOC. REC. OCT 20. 1989 AS FILE/PAGE NO. 89-571684, PCL. E24 ROAD EASEMENT PER DOC. REC. OCT. 20. 1989 AS FILE/PAGE NO. 89-571684, PCL. "E' E25 20' EASEMENT TO V W 0, PER DOC. REC. MAR. 21. 1992 AS FILE/PAGE NO. 92-0162736 E26 20' EASEMENT TO V W 0. PER DOC. REC. MAR. 24, 1992 AS FILE/PAGE NO. 92-0162737 RECORDING REQUESTED BY A EXHIBIT 'F3' - AND WHEN RECORDED, PLEASE MAIL TO: City Clerk CITY OF CARLSBAD 1200 Carlsbad Village Drive Carlsbad. CA 92008 MAIL TAX STATEMENTS TO: 540 EXEMPT I The undersigned grantor(s) declare(s): APN 22WB3-68 223-050-70: 223-060.31: 223-060.32 Documentary transfer tax is $0.0 Project No. & Name PR 3.4.173 ( )computed on full value of propelty conveyed, or Rancho Santa Fe Road Finance Aoreement ( ) computed on full value less value of liens and encumbrances remaining at time of sale. ( ) Unicorporated area: (x) City of -, and IRREVOCABLE OFFER TO DEDICATE REAL PROPERTY Associates Limited Partnership, a California Limited Partnership which acquired the right to dedicate Parcels M1 and Real Estate Collateral Management Company, A Delaware Corporation, successor in interest to FieldstonelLa Costa M2, hereinafter described, from MAG Properties by Grant of Easement document dated January 11, 1990 and recorded February 1.1990 as Doc. No. 90-057463 Official Records, San Diego County, and which reserved the sole right and power to dedicate Parcels M3. M4 and M5 hereinafter described, in Grant Deed dated January 11,1990 and recorded February 1,1990 as Doc. No. 90-057460 Official Records, San Diego County hereinafter designated Grantor, represents that they are the owners of the hereinafter described real properly, and for a valuable consideration, hereby makes an Irrevocable Offer of Dedication to the City of Carlsbad. a Municipal Corporation hereinafter designated Grantee, its successors and assigns, an easement and right-of-way upon, through, under, over and across the hereinafter described real properly for the following purpose: PUBLIC STREET AND PUBLIC UTILITY EASEMENT The real properly referred to above is situated in the City of Carlsbad, County of San Diego, State of California and is described in Exhibit "A" consisting of six (6) page(s), attached hereto and made a part hereof. Exhibit "B consisting of three (3) page(s) is attached for clarity only. The Grantor hereby further offers to the City of Carlsbad the privilege and right to extend and access drainage structures, excavation and embankment slopes beyond the limits of the herein described right-of-way where required forthe construction and maintenance of said street and utilities, Access rights for drainage structures shall extend a minimum of seven feet (7.07 on either de of pipe outside diameter or outerwalls of box structures and ten feet (1 0') parcel of land, his successors, or assigns, the right to eliminate such slopes andlor drainage structures or portions beyond all inlet and outlet structures, including rip rap fields. RESERVING unto Grantor of the above described thereof, when in the written opinion of the Cty Engineer of Grantee, the necessity therefore is removed by substituting other protection, support and/or drainage facility, provided such substitution is first approved in writing by said Engineer. The Grantor hereby further offers to Grantee all trees, growths (growing or that may hereafter grow), and road building materials within said right-of-way, including the right to take water, together with the right to use the same in such manner and at such locations as said Grantee may deem proper, needful or necessary. in the construction, reconstruction, improvement or maintenance of said street and utilities. The Grantor, for himself, his successors and assigns, hereby waives any claim for any and all damages to Grantor's remaining properly contiguous to the right-of-way hereby conveyed by reason of the location, construction, landscaping or maintenance of said street and utilities. This Offer of Dedication is made pursuant to Section 7050 of the Government Code of the State of California and may only be accepted by the Ci Council of the Cii of Carlsbad for that portion for which a road construction contract 541 PR 3.4.173 This Offer of Dedication may be terminated and the right to accept the offer may be abandoned in accordance with the Summary vacation procedures in Section 8300 et seq. of the Streets and Highways Code of the State of California. The termination and abandonment may be made by the City Council of the City of Carlsbad. successors and assigns. This Offer of Dedication shall be irrevocable and shall be binding on the Grantor ih heirs, executors, administrators. In Wdness Whereof, the Grantor has caused this Irrevocable Offer of Dedication to be executed this 2 77% day of /cj8+A&- ,199d. Real Estate Collateral Management Company, A Delaware Corporation 1 Nam .c STATE OF CALIFORNIA COUNTY OF SAN DIEGO Title VI (Type or Print) On before me. (here insert name and title of the officer), personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person@) whose name@) idare subscribed to the within instrument and acknowledged to me that he/she/they executed the same in hidherfiheir authorized capacity(ies). and that by his/her/their signature(s) on the instrument the person@). or the enti upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) I certify on behalf of the City Council of the City of Carlsbad pursuant to Authority conferred by Resolution of said Council adopted on that the Cio, of Carlsbad consents to the making of the foregoing Irrevocable Offer and consents to recordation thereof. Dated MAIL THIS STATEMENT AS DIRECTED ABOVE ACKNOWLEDGMENT 542 STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) 5s. ) appeared James M. Jackson On 11/27/96 , before me,Vivian Mae Walters, personally and Spiro G. Kaih gatisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within igstrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which "he person(s) acted, executed the instrument. ersonallv known to me (or proved to me on the basis of WITNESS my hand and official seal. County and State 543 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT PARCEL Mi: AN EASEMENT BEING IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO. STATE OF CALIFORNIA AND BEING RECORDED JULY 2,1982 OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS: A PORTION OF LAND AS SHOWN IN THE CERTIFICATE OF COMPLIANCE PER DOCUMENT NUMBER 82-207275 BEGINNING AT THE MOST NORTHERLY CORNER OF SAID CERTIFICATE OF COMPLIANCE; THENCE ALONG THE NORTHEASTERLY BOUNDARY LINE THEREOF 1. SOUTH 43" 50' 00 EAST 443.93 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID NORTHEASTERLY BOUNDARY. 2. SOUTH 43" 50 00 EAST 156.59 FEET TO A POINT ON A NON-TANGENT 2,463.00 FOOT RADIUS CURVE CONCAVE NORTHERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 7" 44 39" EAST; THENCE ALONG THE ARC OF SAID CURVE 3. WESTERLY 15.63 FEET THROUGH A CENTRAL ANGLE OF 0' 21' 49; THENCE 4. SOUTH 82" 37' 10 WEST 314.74 FEET TO THE BEGINNING OF A TANGENT 1,700.00 FOOT RADIUS CURVE CONCAVE SOUTHERLY; THENCE ALONG THE ARC 5. WESTERLY OF SAID CURVE 633.58 FEET THROUGH A CENTRAL ANGLE OF 21' 21' 14 TO A POINT OF COMPOUND CURVATURE OF A 1600.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY. A RADIAL LINE TO SAID POINT BEARS NORTH 28" 44 04 WEST; THENCE ALONG THE ARC OF SAID CURVE 6. SOUTHWESTERLY 107.12 FEET THROUGH A CENTRAL ANGLE OF 3" 50 09 TO A POINT ON A NON-TANGENT 1,230.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY; SAID POINT BEING ON THE BOUNDARY LINE OF SAID CERTIFICATE OF COMPLIANCE AND BEING A SAID POINT NORTH 20" 50' 34 WEST; THENCE ALONG THE POINT HEREIN DESCRIBED AS POINT "A, A RADIAL LINE TO CURVE BOUNDARY LINE THEREOF AND ALONG THE ARC OF SAID 7. SOUTHWESTERLY 353.77FEET THROUGH A CENTRAL ANGLE OF 16" 28' 45"; THENCE CONTINUING ALONG SAID BOUNDARY 8. NORTH 38" 50 03" EAST 31.80 FEET TO THE BEGINNING OF A TANGENT 1,480.00 FOOT RADIUS CURVECONCAVES0UTHEASTERLY;THENCEALONGTHE ARC OF SAID CURVE AND ALONG SAID BOUNDARY 9. NORTHEASTERLY 189.40 FEET THROUGH A CENTRAL ANGLE OF 7" 19' 57" TO AN ANGLE POINT IN SAID CERTIFICATE OF COMPLIANCE: THENCE ALONG SAID BOUNDARY PARCL-M1 .M5 REV 12-2-96 Page 1 of 6 PR 3.4.173 ! 14 - 544 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT 10. NORTH 46" 10 00" EAST 221.48 FEET TO A POINT ON A NON-TANGENT 1,700.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY, A RADIAL LINE TO SAID SAID BOUNDARY LINE AND ALONG THE ARC OF SAID CURVE 11. NORTHEASTERLY 177.38 FEET THROUGH A CENTRAL ANGLE OF 5' 58' 42 TO A POINT OF COMPOUND CURVATURE OF A 1,826.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY, A RADIAL LINE TO ALONG THE ARC OF SAID CURVE SAID POINT BEARS NORTH 24" 20 01" WEST; THENCE POINT BEARS NORTH 30" 18 43" WEST; THENCE LEAVING 12. NORTHEASTERLY 540.29 FEET THROUGH A CENTRAL ANGLE OF 16" 57' 11"; THENCE 13. NORTH 82" 37' 10" EAST 237.34 FEET TO THE TRUE POINT OF BEGINNING CONTAINING 3.433 ACRES MORE OR LESS TOGETHER WITH; PARCEL M2: A PORTION OF LAND AS SHOWN IN THE CERTIFICATE OF COMPLIANCE PER DOCUMENT NUMBER 82-207275 AN EASEMENT BEING IN THE CITY OF CARLSBAD. COUNTY OF SAN DIEGO. STATE OF CALIFORNIA AND BEING RECORDED JULY 2.1982 OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE ABOVE DESCRIBED POINT "A SAID POINT BEING ON THE ARC OF A 1,600.00 FOOT RADIUS CURVE THENCE ALONG THE ARC OF SAID CURVE 1. SOUTHWESTERLY 351.82 FEET THROUGH A CENTRAL ANGLE OF 12" 35' 56 TO THE TRUE ARC OF SAID CURVE POINT OF BEGINNING; THENCE CONTINUING ALONG THE 2. SOUTHWESTERLY 167.46 FEET THROUGH A CENTRAL ANGLE OF 5' 59 48"; THENCE 3. SOUTH 38" 50 03" WEST 145.57 FEET TO A POINT ON A NON-TANGENT 25.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 55' 04' 55 WEST, SAID POINT ALSO BEING ON THE RIGHT-OF-WAY LINE OF THAT CERTAIN ROAD EASEMENT TO THE CITY OF CARLSBAD PER DOCUMENT NUMBER 77-261161 RECORDED JULY 14,1977: THENCE ALONG SAID EASEMENT AND ALONG THE ARC OF SAID CURVE 4. NORTHERLY 32.1 8 FEET THROUGH A CENTRAL ANGLE OF 73" 45' 08"; THENCE 5. NORTH 51 09 57" WEST 6.68 FEET TO A POINT ON THE WESTERLY BOUNDARY LINE OF SAID CERTIFICATE OF COMPLIANCE; SAID POINT BEING ON THE PARCL-MI.M5 REV 12-2-96 Page 2 of 6 PR 3.4.173 545 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT ARC OF A NON-TANGENT 1.1 70.00 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS NORTH 51 41' 42 WEST; THENCE LEAVING SAID EASEMENT AND ALONG SAID BOUNDARY LINE AND ALONG THE ARC OF SAID CURVE 6. NORTHEASTERLY 291.40 FEET THROUGH A CENTRAL ANGLE OF 14" 16 13 TO THE TRUE POINT OF BEGINNING. CONTAINING 0.1 12 ACRES MORE OF LESS TOGETHER WITH; PARCEL M3: A PORTION OF LAND AS SHOWN IN THE CERTIFICATE OF COMPLIANCE PER DOCUMENT NUMBER 89-680019 AN EASEMENT BEING IN THE CITY OF CARLSBAD. COUNTY OF SAN DIEGO, STATE OF CALIFORNIA AND BEING RECORDED DECEMBER 15,1989, OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST WESTERLY CORNER OF SAID CERTIFICATE OF COMPLIANCE; THENCE ALONG THE SOUTHWESTERLY BOUNDARY LINE THEREOF 1. SOUTH 43" 50' 00 EAST 443.93 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID BOUNDARY LINE 2. NORTH 82" 37' 10 EAST 77.40 FEET TO THE BEGINNING OF A TANGENT 2,337.00 FOOT RADIUS CURVE CONCAVE NORTHERLY; THENCE ALONG THE ARC OF SAID CURVE 3. EASTERLY 11 3.95 FEET THROUGH A CENTRAL ANGLE OF 2' 47' 37". TO A POINT ON A LINE IN THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE WHICH BEARS NORTH IO" 10 27" WEST; THENCE ALONG SAID BOUNDARY LINE 4. SOUTH 10" 10' 27" EAST 63.00 FEET TO A POINT ON A RADIAL 2,400.00 FOOT RADIUS CURVE THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE AND ALONG THE ARC OF SAID CURVE CONCAVE NORTHWESTERLY; THENCE CONTINUING ALONG 5. EASTERLY 645.64 FEET THROUGH A CENTRAL ANGLE OF 15" 24' 49" TO A POINT ON A NON-TANGENT 1,170.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 31" 17' 17" EAST; THENCE CONTINUING ALONG THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE AND ALONG THE ARC OF SAID CURVE 6. WESTERLY PARCL-Ml.MS REV 12-2-96 127.52FEET THROUGH A CENTRAL ANGLE OF 6" 14' 41"; THENCE Page 3 of 6 PR 3.4.173 546 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT 7. SOUTH 25" 02' 36" EAST 53.95 FEET 8. WESTERLY 639.15 FEET 9. NORTH 43" 50 00 WEST 156.59 FEET CONTAINING 1.204 ACRES MORE OR LESS TOGETHER WITH; CONTINUING ALONG SAID BOUNDARY TO A POINT ON A NON-TANGENT 2,463.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 22" 36 45 EAST, SAID POINT LEAVING THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 14" 52' 06 TO A POINT ON SAID SOUTHWEST BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE; THENCE ALONG SAID BOUNDARY TO THE TRUE POINT OF BEGINNING HEREINAFTER REFERRED TO AS POINT "13': THENCE PARCEL M4: AN EASEMENT BEING IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO. STATE OF CALIFORNIA AND BEING A PORTION OF LAND AS SHOWN IN THE CERTIFICATE OF COMPLIANCE PER DOCUMENT NUMBER 89-680019 RECORDED DECEMBER 15,1989, OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE ABOVE DESCRIBED POINT "B: SAID POINT BEING ON THE ARC OF A 2.463.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE ALONG THE ARC OF SAID CURVE 1. EASTERLY 2. NORTHEASTERLY 3. NORTHEASTERLY 4. SOUTH 41 31' 39" EAST PARCL-M1.MS REV 12-2-96 97.21 feet 391.1 9 FEET 317.72 FEET 63.00 FEET THROUGH A CENTRAL ANGLE OF 2" 15' 41" TO THE TRUE POINT OF BEGINNING. SAID POINT BEING A POINT ON A NON-TANGENT 1,230.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 29" 34' 29 EAST SAID POINT ALSO BEING ON THE THENCE ALONG SAID BOUNDARY AND ALONG THE ARC OF BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE: SAID CURVE THROUGH A CENTRAL ANGLE OF 18" 13' 21" TO A POINT ON A NON-TANGENT 2,400.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS AND ALONG THE ARC OF SAID CURVE SOUTH 33" 56' 33" EAST; THENCE ALONG SAID BOUNDARY THROUGH A CENTRAL ANGLE OF 7" 35' 06"; THENCE ALONG SAID BOUNDARY TO A POINT ON A RADIAL 2,463.00 FOOT RADIUS CURVE Page 4 of 6 PR 3.4.173 - A 547 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT CONCAVE NORTHWESTERLY; THENCE LEAVING SAID BOUNDARY ALONG THE ARC OF SAID CURVE 5. SOUTHWESTERLY 715.90 FEET THROUGH A CENTRAL ANGLE OF 16' 39 13 TO THE TRUE POINT OF BEGINNING. CONTAINING 0.700 ACRES MORE OR LESS TOGETHER WITH; PARCEL M5: AN EASEMENT BEING IN THE CITY OF CARLSBAD. COUNTY OF SAN DIEGO. STATE OF CALIFORNIA AND BEING A PORTION OF LAND AS SHOWN IN THE CERTIFICATE OF COMPLIANCE PER DOCUMENT NUMBER 8948001 9 RECORDED DECEMBER 15.1989, OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING ATTHE SOUTHERLY TERMINUS OF THAT COURSE AND DISTANCE DESIGNATED AS "NORTH 10' 10'27" WEST, 474.67 FEET IN THE NORTHERLY BOUNDARY OF A CERTIFICATE OF COMPLIANCE RECORDED DECEMBER 15.1989 AS FILBPAGE NO. 89-680019 OF OFFICIAL RECORDS. ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY: THENCE ALONG SAID BOUNDARY 1. NORTH 10" l0'27"WEST 2. WESTERLY 3. EAST AND NORTH 4. NORTH 10" 10'27" WEST 5. NORTHERLY PARCL-Ml M5 REV 12-2-96 63.00 FEET 55.60 FEET 39.86 FEET 386.02 FEET 281.33 FEET TO THE TRUE POINT OF BEGINNING. SAID POINT BEING ON THE WESTERLY RIGHT-OF WAY LINE OF RANCHO SANTA FE ROAD AS DESCRIBED IN PARCEL M1 DESCRIBED ABOVE, TANGENT 2337.00 FOOT RADIUS CURVE CONCAVE NOTRHERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 10' 10' 27" EAST; THENCE ALONG SAID WESTERLY RIGHT- OF-WAY LINE AND ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 01' 21' 47" TO THE CUSP OF A 25.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS RIGHT-OF-WAY LINE AND ALONG THE ARC OF SAID CURVE SAID POINT ALSO BEING THE BEGINNING OF A NON- SOUTH 08" 48'40 EAST; THENCE LEAVING SAID WESTERLY THROUGH A CENTRAL ANGLE OF 91 21' 47": THENCE TO THE BEGINNING OF A TANGENT 730.00 FOOT RADIUS CURVE CONCAVE EASTERLY; THENCE ALONG THE ARC OF SAID CURVE MORE OR LESS THROUGH A CENTRAL ANGLE OF 22" 04' 51" TO A POINT ON THE EASTERLY RIGHT-OF-WAY LINE OF RANCHO SANTA FE ROAD AS DEDICATED ON MAP 7950 Page 5 of 6 PR 3.4.173 IS 548 EXHIBIT "A" LEGAL DESCRIPTION FOR PUBLIC STREET AND PUBLIC UTILITY EASEMENT 6. NORTHEASTERLY 63.33FEET 7. SOUTHERLY 326.61 FEET 8. SOUTH 10" 10 27" EAST 41 1.67 FEET CONTAINING 0.495 ACRES MORE OR LESS RECORDED IN THE OFFICE COUNTY RECORDER OF SAN A RADIAL LINE TO SAID POINT BEARS NORTH 47" 13' 13 1520.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY. WEST; THENCE ALONG SAID RIGHT-OF-WAY AND THE ARC OF SAID CURVE FOOT RADIUS CURVE CONCAVE EASTERLY, SAID CURVE MORE OR LESS TO A POINT ON A NON-TANGENT 700.00 ALSO BEING THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE, A RADIAL LINE TO SAID POINT BEARS NORTH 73" 26 28 WEST; THENCE ALONG THE BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE AND ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 26' 43' 59 THENCE TO THE TRUE POINT OF BEGINNING DIEGO COUNTY, SAID POINT BEING ON A NON-TANGENT . .. : , RCE 23174 EXPIkdTION 12/31/97 PARCL-Ml.M5 REV 12-2-96 Page 6 of 6 PR 3.4.173 I - 549 .. PARCEL "3' LEGEND CENTERLINE - - - PROPERTY LINE CERT. OF COMP. - - - BDRY. NEW EASEMENT EXIST EASEMENT T P.O.R. PARCEL "MZ" -N 38'5003" E Z R = 1230 00' PUBLIC ROAD PER DOC RLCORDEO 2-16-67 AS FILE NO 2'467 (R 5 454-66) 6 - -. 551 - EASEMENTS El ROAD SURVEY PER DOC. REC JAN. 1. 1930 IN BOOK 1737. PAGE d OF DEEDS E2 100' EASEMENT TO SDG&E PER DOC REC. FEB 5, 1954 IN BOOK 5132. PAGE 342 OR AND DOC REC. APR 19. !954 IN BOOK 5208. PAGE 405 O.R. E5 GRANT DEED FOR fROAD R/W PER DOC. REC FEB. 16. 1967 AS FILE PAGE 140 2ln25 E5 30' EASEMENT TO 0.M.W.D PER DOC. REC OCT. 27. 1971 AS FILE/PAGE NO 247284 E7 30 EASEMENT TO OM W.D. PER DOC. REC. JULY 3, 1972 AS FILE PAGE NO. 170416 O.R.. PARCEL "D' E9 10' DRAINAGE EASEMENT PER QOC. REC. MAY 15. 1974 AS FILE/PAT,E 74-126972 OR., PARCEL 74-0548 B E10 ORAINAGE EASEMENT PER DOC REC MAY 13, 1974 AS FILE/PAGE 74-126972 OR, PARCEL 74-0540 C Ell DRAINAGE EASEMENT PER DOC REC. JAN. 13, 1977 AS FILE/PAGE 77.014212 o.R.. PARCEL 77-0009 A. PCL. "A" E12 DRAINAGE EASEMENT PER DOC REG. JAN. 13, 1977 AS FILE/PAGE 77-014212 O.R.. PARCEL 77-0009 A, PCL. "0' E22 42' EASEMENT TO 0.M.WD. PER DOC. REC. MAR 14. 1984 AS FILE/PAGE NO. 84-091367 0' t).,.- p.3VJ. WCIHIO SrnA m Iwom PLAT FOE EXHIBIT .PROJECT NO. hb%C surwu anondl Iwnb~C Urn$ ~mmerma B PR 3.4.1 73 FROM MAG PROPERTIES SHT. 3 OF c, EXHIBIT “G Performance Bond 23 5 52 11/26/96 1 2 3 4 5 6 7 0 9 10 11 12 13 14 15 16 17 10 19 20 21 22 23 24 25 26 27 28 x 553 EXHIBIT "G" FAITHFUL PERFORMANCE BOND NAME OF DEVELOPEWSUBDIVIDER Real Estate Collateral Management Company, DATE OF AGREEMENT: TITLE OF AGREEMENT: 1996 Rancho Santa Fe Road Agreement NAME OF DEVELOPMENTlSUBDlVlSlON: CT 88-03, Arroyo La Costa NAME OF SURETY: United Pacific Insurance Company i ADDRESS: 580 California St., San Francisco, CA 94104 a Delaware Corporation ~ ~ i i SECURITY AMOUNT: $6,800,000 SECURITY ID NO.: U2688707 EFFECTIVE DATE: December 2,1996 PREMIUM: $30,600. WHEREAS. the City of Carlsbad, State of California, hereinafter referred to as "CITY', and the Developer/Subdivider named on Line 1 of Page 1, hereinafter referred to as "PRINCIPAL", have entered into an agreement whereby PRINCIPAL agrees pursuant to Section 5 of the agreement to contribute funds under the tens and conditions set forth therein for certain designated public improvements, which said agreement, dated as shown on Line 2 of Page 1 and entitled as shown on tine 3 of Page 1, for public improvements appurtenant to the DEVELOPMENT/SUBDIVISION named on Line 4 of Page 1, is hereby referred to and made a part hereof; and, WHEREAS, PRINCIPAL is required under the terms of said agreement to furnish bonds for the faithful performance of its funding obligation in Section 5 of said agreement. NOW, THEREFORE, WE, the PRINCIPAL and the SURETY named on Line 5 of Page 1, hereinafter referred to as "SURETY", are held and firmly bound unto CITY in the penal sum of the amount stated on Line 7 of Page 1, lawful money of the United States, for the payment of which sum, well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded PRINCIPAL, their heirs, executors, administrators, successors or assigns, shall in all things stand to and BOndlBll.Frm -1- REV 8108190 1 r I - I f s 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 20 554 abide by, and well and truly keep and perform the covenants, conditions and provisions in Section 5 of said agreement and any alteration thereof made as therein provided, on their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless CITf its officers. agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified on Line 7 of Page 1, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by CITY in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. SURETY hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligations on this Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill BMmBS.Fllll -2- REV. O8/02Ro ! t $ 1( 11 1; 1: 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. Executed by PRINCIPAL this 3t-4 day of hr& hes , e$L. PRINCIPAL: MANAGEMENT COMPANY, REAL ESTATE COLLATERAL a Delaware Corporation - (name of Principal) ,, . " Executed by SURW this 2nd day of December ,1996. SURETY: United Pacific Insurance Company R (signature of Attorney-in-Fact) Larry C. German (printed name of Attorney-in-Fact) (attach corporate resolution showing current power of attorney) (Proper notarial acknowledgment of execution by PRINCIPAL and SURETY must be attached) only one officer signs, the corporation must attach a resolution certified by the secretary or (President or vice-president and secretary or assistant secretary must sign for corporations. If assistant secretary under corporate seal empowering that officer to bind the corporation.) APPROVED AS TO FORM: RONALD R. BALL City Attorney By: Deputy City Attorney . - - CALIFORNIA ALL-PURPOSE ACKNOWZEDGMENT STATE OF CALIFORNIA 1 COUNTY OF SAN FRANCISCO 1 1 On December 2, 1996 before me, Doris B. Diaz, Notary Public Dole Name. Ti& of Oflcer, Notmy Public personally appeared Larry C. German, Attorney-In-Fact Mpersonally known to me - OR - 0 proved to me on the bases of satisfatory evidence to be the perso@ whose nameM is/&? subscribed to the within instrument and acknowledged to me that heww executed the same in hie/w authorized capaciiyo@, and that by his@@= signatureMon the instrument the personu, or the entify upon behalf of which the personH acted, executed the NAME@) OF SIGNER(S) instrument. WWESS my hand and official seal. UNITED PACIFIC INSURANCE COMPANY RELIANCE NATIONAL INDEMNITY COMPANY ADMINISTRATIVE OFFICE, PHILADELPHIA, PENNSYLVANIA POWER OF AlTORNEY aware, and that RELIANCE INSURANCE COMPANY and UNITED PACIFIC INSURANCE COMPANY, are corporations duly organized under the laws KNOW ALL MEN BY THESE PRESENTS, that RELIANCE SURETY COMPANY is a corporation duly organized under the laws of the State of Del- the State of Wisconsin (herein collectively called “the Companies”) and that the Companies by virtue of signature and seals do hereby make, of the Commonwealth of Pennsylvania and that RELIANCE NATIONAL INDEMNITY COMPANY is a corporation duly organized under the laws of Constitute and,appoint Lary C. G?rrrnan. of San Francisco. California their true and lawful Attorneylsl-in-Fact, to make, execute. Seal and deliver for and on their behalf, and as thew act and deed any and all bonds and undertakings of suretyship and to bind the Companies thereby as fully and to the same extent as if such bonds and undertakings and other writings obligatory in the nature thereof were signed by an Executive Officer of the Companies and sealed and attested by one other of such officers, and hereby ratifies and confirms all that their said Attorneylsl-in-Fact may do in pursuance hereof. RELiANCE INSURANCE COMPANY, UNITED PACIFIC INSURANCE COMPANY, and RELIANCE NATIONAL INDEMNITY COMPANY which This Power of Attorney is granted under and by the authority of Article VI1 of the By-Laws of RELIANCE SURETY COMPANY, provisions are now in full force and effect, reading as follows: ARTICLE Vi1 . EXECUTION OF BONDS AND UNDERTAKiNGS 0ir.CfOlS shdl have porn and .ulM”ty IO 111 *pant AItmnevIsI-lhFIS1 and to aulhWme Iha to execute on behaif of thm Company. bonds and undafl*mngs. IaCOgniZmCes.. COnflaSn Of indsmnty 1. The BOWd Of 0ir.etWS. Ih. R.lid.nf. the Chairman of ths Band. my Senior Vice Presidsnt. my Victl Resident or Assmmt Vice PreYdmc 01 Other officer dmignarsd by the Board of and OIW WnIlW Wli9WXV in th nMI. thereof. and Ibl 10 rmwe my sush AIfDmeyl9l-ihFaCf et any Itme and r(IVO*e the Wwer and lYfhOrlN given to fhm. and undnfaking.. laSDOniz.-. c- of indrnnity and Other writing. Migat- in lhe mtwe tWmf. The ~~r~rate %.ai is not meum for the validity of any bmds and undsmhngr. 2. AnOWlIl-lhF~ SMf h.rr WWW and aulW, rtkiscr Io tho fms and limitlomu ot Ihs Pawmr of Attormy essusd to them. 10 11xeCute deliva On bM*lf Of me CMlDmy. bond3 rmOnl2.m. Cmtrmt. of indrnrutv W Other wliIin8. ot4ig.l- in the mlve lhw*If. 3. A~(m~vl~li~F1cl ShU hN. DwW and aulhority 10 eXMe affdmif. raqu4r.d Io be anxhed to bond.. recOgnizmCes, cmtrzms of indwnnity or otha 50ndidon~I or obligatory undanakiings aM lhw Mall aI.0 hNa WWW and authority to Eertlfy the finMn.1 Ilammnl of th. Company and to copies of tha By-bws of the Company w any arfde or swllon t”f. This Pow- Of ARWW ia slam and SWed by fauimila yndw md by MhOlity of tho follOmng rudylim adopted by the Exe~~tive and Rnanca Commmm of ma Beards of Oirmon of Rslimcs inWIenCa ComPV. UnRM Pacific lRwnm Company and Rdimce NlOW Indemnify Company by Unanimous CONMI dated as of Fsbrwry 28. 1994 and by the Eliecutwe and Finanual Comminn of me Boud at oirmws of ndimo surety cmww by umoy. co- dated u ot HWPI 31. 1994. .Resdvd IN1 the sipnmrm of IuSn dWeCmm and 0nic.n .nd Ihe mu of tN Capmv may b. affixd to any such Pwa of Anmq or my CmifiCatU rdatinp than0 by UM1.d W CnfDflad bv f-iie SiOnaNIU and f-Ha .uI &dl be valid and bindlq urn Iha Company. in the fmwe With r~w to an* WM w undon.king to which it is aU8m.d.- f.S.mlH..M SWh Porn Of AItmluy 01 C.RiilCS. WViW luh facshiie ai-- Of famil. 8-1 Shdl b. “did and brnding upm the Capmy and my such Pww So IN WITNESS WHEREOF, the Companies have caused these presents to be signed and their corporate seals to be hereto affixed. this July 19. 1996. RELIANCE SUREIY COMPANY RELIANCE INSURANCE COMPANY UNITED PACIFIC INSURANCE COMPANY RELIANCE NATIONAL INDEMNITY COMPANY rl J’ STATE OF Washington COUNTY OF King 1 ) 5s. On this, July 19. 1996, before me. Janet Blankley, personally appeared Mark W. Alaup, who acknowledged himself to be the Vice President of the Reliance Surety Company, and the Vice President of Reliance Insurance Company, United Pacific Insurance Company, and Reliance National the name of the corporation by himself as its duly authorized officer Indemnity Company and that as such, being authorized to do so, executed the foregoing instrument for the purpose therein contained by signing In witness whereof, I hereunto set my hand and official seal. I. Robvn Layng, Assistant Secretary of RELIANCE SURETY COMPANY. RELIANCE INSURANCE COMPANY. UNITED PACIFIC INSURANCE COMP- ANY, and RELIANCE NATIONAL INDEMNITY COMPANY do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies, which is still in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 2nd day of December 19 96. GENERAL ACKNOWLEDGMENT 558 State of California County of sa0 piac 0 personally known to me or proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) islare subscribed to the within instrument and acknowledged to me that he/she/they executed the same in hislherltheir authorized capacity(ies), and that by hislherltheir signaturds) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. -.. ............................... :..: z.. Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. 0 0 0 0 0 CAPACITY CLAIMED BY SIGNER INDIVIDUAL CORPORATE OFFICER TlTLEiSl PARTNENS) 0 LIMITED 0 GENERAL ATTORNEY-IN-FACT TRUSTEE(S1 GUARDlANlCONSERVATOR OTHER: SIGNER IS REPRESENTING: NAME OF PERSONISI OR ENTITYIIESI DESCRIPTION OF ATTACHED DOCUMENT TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S1 OTHER THAN NAMED ABOVE Q6+".8W 559 EXHIBIT “I”’ Villages ofLa Costa Rancho Santa Fe Road CreditReimbursement Notice . 24 11/26/96 EXHIBJT “€I” 560 VILLAGES OF LA COSTA RANCHO SANTA FE ROAD CREDITKEIMBURSEMENT NOTICE THIS NOTICE IS PROVIDED TO CITY PURSUANT TO SECTION 9.1 of the 1996 RANCHO SANTAFE ROAD AGREEMENT To: Community Development Director City of Carlsbad 2075 Las Palmas Drive Carlsbad, CA 92009-4859 Date: Property Transferred: rdescriDtion1 New Owner: Real Estate Collateral Management Company hereby notifies the City that the above-described property has been transferred to the new owner indicated above. As part of that transfer, the following 1996 Rancho Santa Fe Road credits and/or reimbursements have been assigned, or not assigned, as indicated: Credits: Describe credits. or ifnone. insert “None”1 Reimbursements: Describe reimbursements. or if none. insert “None”1 The City is entitled to rely on this Notice. REAL ESTATE COLLATERAL MANAGEhENT COMPANYMLLAGES OF LA COSTA Name: Title: .P .C. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ORI6lNAL AMENDMENT NO 1. TO THE 1996 RANCHO SANTA FE ROAD AGREEMENT This amendment to the 1996 Rancho Santa Fe Road Agreement (“Agreement“) is made on the day of , 1999, by the City of Carlsbad, a municipal corporation of the state of California (“City”) and Real Estate Collateral Management Company, a Delaware corporation (“RECM”), parties to the original 1996 Rancho Santa Fe Road Agreement. RECITALS A. Section 4.1 of the Agreement titled Reimbursements to RECM; Deferral states the following: 1. That the budget for the construction of Rancho Santa Fe Road includes funds to reimburse RECM for both preliminary engineering and design, and habitat and mitigation costs; 2. That the City Council shall determine the appropriate reimbursement amount to be paid to RECM based upon recommendations from the City Engineer; 3. That future reimbursement shall occur only after Rancho Santa Fe Road has been constructed, or the City Engineer is reasonably satisfied that adequate funds are remaining to complete the work; 4. That the City Engineer shall make such recommendations to the City Council that in the City Engineer‘s reasonable judgment represent costs that would have been borne by the City had the project been undertaken as a stand-alone Public Works project, including environmental compliance and habitat mitigation. B. The City Engineer, with the support of the City staff and consulting engineers, has determined that the amount to be reimbursed to RECM for preliminary engineering and design costs is $863,327. C. The City Engineer, with the support of the City staff and consulting engineers, has determined that the amount to be paid to RECM related to habitat and mitigation costs as defined in the Fieldstone Habitat Conservation Plan -4- ‘7 CTFE -3 .. ., 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 (HCP), and under the Agreement for Rancho Santa Fe Road habitat impacts is $2,391,000. D. Both the City and RECM agree that the payment of the amounts set forth in recitals B and C above represents the full and complete obligation of the City for reimbursement for preliminary engineering design, and habitat mitigation under the 1996 Rancho Santa Fe Road Agreement. NOW, THEREFORE, incorporating the foregoing recitals of facts as set forth above and in consideration of the mutual covenants and obligations contained herein, the parties agree to the following: 1. Reimbursement For Preliminarv Enaineerina And Desian Costs. The City and RECM have agreed that the total amount of reimbursement due RECM for preliminary engineering and design costs related to Rancho Santa Fe Road is $863,327. 2. Reimbursement for Habitat Mitiaation Costs. The City and RECM agree that the total amount due to RECM for habitat mitigation costs for Rancho Santa Fe Road under the terms of the HCP and the Agreement is $2,391,000. 3. Release and Satisfaction. RECM acknowledges that the receipt of a payment in the amount of $3,254,327 from the City to RECM represents complete satisfaction of all financial obligations of the City under the Agreement related to preliminary engineering and design costs and habitat mitigation for Rancho Santa Fe Road except those costs associated with the construction of the outside lanes adjacent to the conserved habitat areas. IN WITNESS WHEREOF, the parties hereto have executed this agreement on the day and year first above written. CITY OF CARLSBAD a municipal corporation us: -5- I c . ,. 1 2 3 4 5 6 I 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 21 28 ATTEST: APPROVED AS TO FORM: n City Attorney 77- MANAGEMENT I. 2. REAL ESTATE COLLATERAL COMPANY, a Delaware corporation By: JamkiM. Jackson -6- ACKNOWLEDGMENT STATE OF CALIFORNIA 1 COUNTY OF SAN DIEGO 1 ss. 1 On May 21, 1999 , before me, Peggy J. French, personally appeared James M. Jackson , personally known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. a04 4 Notary RPucvin and for said County and State [SEAL] Direct Dial Number: 6191515.5653 E-mail: james.m.jackson@bankamerica.com May 21, 1999 Via Airborne Ms. Kathleen D. Shoup City of Carlsbad Office of the City Clerk 1200 Carlsbad Village Drive Carlsbad, CA 92008-1989 Re: Amendment No. 1 to the 1996 Rancho Santa Fe Road Agreement Dear Ms. Shoup: Per your instructions, enclosed is the original Amendment No. 1 To the 1996 Rancho Santa Fe Road Agreement that has been executed by Real Estate Collateral Management Company ("RECM"). Further, please be advised that I have been authorized to sign documents on behalf of RECM pursuant to the attached copies of RECM's Bylaw Certification and Certificate of Incumbency. If you have any questions or need any further information, please don't hesitate to call me Sincerely, Real Estate Collateral Management Company, a Delaware corporation JMJIDf cc: Fred Arbuckle Enclosures: 3 450 "B" Street, Suite 620, San Diego, CA 92101 Phone 619/515-5646 Fax 619/515-5655 Real Estate Collateral Management Company Bylaw Cerh'fication The undersigned, CHRISTINE SOKITCH, an Assistant Secretary of Real Estate Collateral Management Company, a Delaware corporation, does hereby certify that the following is a true and complete copy of an excerpt from the Bylaws of the Real Estate Collateral Management Company, and the same is in full force and effect as of the date hereof: ARTICLE X Section 5. Execution of Instruments. All agreements, indentures, mortgages, deeds, conveyances, transfers, contracts, checks, notes, drafts, loan documents, letters of credit, master agreements, swap agreements, guarantees of signatures, certificates, declarations, receipts, discharges, releases, satisfactions, settlements, petitions, schedules, accounts, affidavits, bonds, undertakings, proxies and other instruments or documents may be signed, executed, acknowledged, verified, attested, delivered or accepted on behalf of the corporation by the Chairman of Board, the President, any Vice Chairman of the Board, any Division President, any Managing Director, any Vice President, any Assistant Vice President, or any individual who is listed on the corporation's personnel records in a position equal to any of the aforementioned officer positions, or such other officers, employees or agents as the Board of Directors or any of such designated officers or individuals may direct. The provisions of this Section 5 are supplementary to any other provision of these Bylaws and shall not be construed to authorize execution of instruments otherwise dictated by law. IN WITNESS WHEREOF, I have hereupon set my hand this 14TH day of December, 1998. P 1 Christine Sokitch Assistant Secretary Real Estate Collateral Management Company CERTIFICATE OF INCUMBENCY REAL ESTATE COLLATERAL MANAGEMENT COMPANY I, CHRISTINE SOKITCH, an Assistant Secretary of Real Estate Collateral Management Company, a Delaware corporation, certify that the persons named below are officers of this corporation, holding the offices set opposite their names, and that their appointments have not been cancelled. Wayne J. Anderson Robert W. Birmingham Michael C. Davis James M. Jackson Kent Peters President Vice President Vice President Vice President Vice President Dated: December 9, 1998 Assistant Secretary Real Estate Collateral Management Company