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L RFCORDING REQUESTED Y,
AND WHEN RECORDED MAIL TO:
CITY CLERK
1200 CARLSBAD VILLAGE DRIVE
CARLSBAD CA 92008
CITY OF CARLSBAD 1465
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9ltC ; I ii
AMENDMENT NO. 1 TO REIMBURSEMENT AGREEMENT
BETWEEN THE CITY OF CARLSBAD AND CARLTAS CO.
FOR PALOMAR AIRPORT ROAD ASSESSMENT DISTRICT
This Amendment is entered into and effective as of the pday of 5- , 1996,
amending the Reimbursement Agreement dated May 26, 1988, by and between the CITY OF
CARLSBAD, a municipal corporation, hereinafter referred to as "City," and CARLSBAD RANCH
COMPANY, L.P., a California limited partnership, and CB RANCH ENTERPRISES, a California
corporation, as successors-in-interest to CARLTAS CO., a California . limited partnership,
hereinafter collectively referred to in the singular as "Owner."
RECITALS
WHEREAS, the initial Reimbursement Agreement, dated May 26, 1988, and recorded
November I, 1988 as Document Number 88-557947, identified the terms of the Agreement as
stated in "Exhibit B;" and
WHEREAS, the parties to this aforementioned Agreement desire to alter the terms of the
Reimbursement Agreement; and
WHEREAS, the City of Carlsbad, California, hereby finds it necessary, desirable, and in
the public interest to amend the aforementioned terms.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, City and Owner hereby agree to:
A. Delete Sections 3, 4 and 5 of the Reimbursement Agreement between the City of
Carlsbad and Carltas Co., dated May 26, 1988, and substitute the following Sections 3, 4
and 5 in their place:
Page 1 of 4 (Revised January 9,1996)
1466.
0 0 5, ..
1.
Section 3. When and if the Local Coastal Program and other land use restrictions
are so modified as to permit development of the Property, the following provisions
apply. Upon approval of any final map on the Property or portion of the Property,
or upon the issuance of any grading permit on the Property or any portion of the
Property, whichever comes first, Owner shall then immediately be obligated to either:
(a) reimburse the City for it's contribution to the Assessment District in the
amount of $395,889.82 plus interest at the rate of eight and one-quarter
percent (8.25%) per annum from the date of issuance of the bonds for the
Assessment District for a period of fifteen (15) years.
OR
(b) elect to pay all sums in the amounts and according to the schedule as set
forth in "Exhibit A," Any amounts not paid according to the schedule will
continue to accrue interest at the rate of eight and one-quarter percent
(8.25%) per annum until a date which is fifteen (1 5) years from the date of
issuance of the bonds for the Assessment District.
For the purposes of this Agreement, "development" means the division of land,
grading or original construction, of an improvement to the Property which division
of land, grading or construction is of the type normally associated with urban
development as opposed to agricultural activity and which is capable of receiving
and utilizing the special benefits accruing to the Property from the construction of the
public works of improvement pursuant to the Assessment District.
Notwithstanding the above, the City and Owner agree that during the term of this
Agreement, the reimbursement obligation computed as defined herein shall be
deferred, as long as the Owner continues the production of flowers on the Carlsbad
Ranch Project as defined in Section H.l .a.i. of the approved Carlsbad Ranch Specific
Page 2 of 4 (Revised January 9, 1996)
1467 0 0 ', ..
Plan, SP 207(A). Interest shall continue to accrue on the obligation during the period
of such deferral. From and after approval by the California Coastal Commission of
the Local Coastal Program Amendment for Specific Plan SP 207 (A), (i) the term
"Property" shall be defined to mean that portion of the Carlsbad Ranch Project
designated in the approved Specific Plan, SP 207 (A), as Planning Area 7, The
Flower Fields, and (ii) this Reimbursement Agreement shall be terminated with
respect to any other real property.
Section 4. The current value of the Owner's obligation to reimburse the City for it's
contribution to the Assessment District plus interest as shown on Attachment A, shall
be evidenced by a note and deed of trust on the Property in form satisfactory
to the City Attorney, which note and deed of trust shall be executed concurrent with
the occurrence of the obligation to repay under Section 3 above. The Owner's
obligation may be prepaid at any time without penalty.
Section 5. The Reimbursement Agreement and obligation shall be in full force and
effect for thirty (30) years from the date of this Amendment, unless earlier
extinguished by payment in full.
All other provisions of the aforementioned Reimbursement Agreement, entered into B.
on May 26, 1988, by and between City and Owner shall remain in full force and effect.
C. The parties acknowledge that these provisions represent a contract supported by
adequate consideration and hereby waive any and all potential challenges to the Palomar
Airport Road Assessment District formation or subsequent modifications thereto.
Ill
Ill
Ill
Page 3 of 4 (Revised January 9, 1996)
.. 0 0
1468
Acknowledged and Accepted:
OWNER: CITY:
CARLSBAD RANCH COMPANY, L.P.,
a California limited partnership
By: CARLTAS COMPANY,
a California limited partnership,
its General Partner
Mayor
ATTEST:
ALETHA L. RAUTENKRANZ
City Clerk
7A. /3 /79G Date I
CB
aC
By:
By:
Secretary
(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.)
APPROVED AS TO FORM:
. BALL ;ynm ~~‘~
By: w cib’ Attorney 2 c 6 0 $6 .
Page 4 of 4 (Revised January 9, 1996)
I CALIFORNIA ALL-PURPO z ACKNOWLEDGMENT 0
whose name(s) is/- subscribed to the within instrument
and acknowledged to me that hk/he/th&y executed the
same in &/her/the\authorized capacity(ies), and that by
his/her/therr signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted,
executed the instrument.
Though the information below IS not required by law, /t may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of tha form to another document.
Document Date: Number of Pages:
Signer(s) Other Than Nam
Capacity(ies) Claimed by
0 Individual
0 Corporate Officer
0 Attorney-in-Fact
Guardian or Conservator 0 Guardian or
Signer Is Representing: Signer Is Representing:
Prod No 5907 Reorder Call Toll-Free 1-800 0 1994 National Notary Association * 8236 Remmet Ave , PO Box 7184 * Canoga Park, CA 91309-7184
I 0 4
'CALIFORNIA ALL-PURPO 8 ACKNOWLEDGMENT
State of e A~rnhJ 1 A
?e7b1 A ?WS, /tbmcY /%&
Name and Title of Officer (e g , "Jane Ook Notary Pubis")
On JAn' UK f 1 ? /WG before me, K&
personally appeared rtms Tz)f'+z e 8 I'A ciclds Date
0 Name(s) of Signer(s)
executed the instrument. -
Description of Attached Document
Title or Type of Document: Afl~~I~?~~ fib / Tc 1&1fl/%~~t~ &7jI?
Document Date:
Signer(s) Other Than Named Above:
CapacityQes) Claimed by Signer(s)
Corporate Officer
0 Partner - 0 Limited 0 General
0 Attorney-in-Fact
0 Guardian or Conservator
0 Attorn ey-in- Fact
Guardian or Conservator
Signer Is Representing: Signer Is Representing:
Reorder Call Toll-Free 1-800- 0 1994 National Notary Associalton * 8236 Remmet Ave PO Box 7184 * Canoga Park CA 91309-7184 Prod No 5907
@ 0
' CALIFQRNIA ALL-PURPO ACKNOWLEDGMENT
State of CAUW 1 A
Countyof 54d DIE~O
?(=7L' A ?WS' AIC,*CY fi(@
Name and Title of Otficer (e g *Jane Dod Notary Publlc")
On JA~UKY /? 1796 beforeme, x&
Date
personally appeared ck&fs mp@?yc 6 9 PA LihdL , Name@) of Signer@)
his/her/their signaturew on the instrument the personw or the entity upon behalf of which the personpf acted,
executed the instrument.
Description of Attached Document
Title or Type of Document: Afld9Irl7aLrj' Ab 1 T& &/9?/!4k5a7E7d7 &7t't??-
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
0 Individual
Corporate Officer
0 Attorney-in-Fact 0 Attorney-in-Fact
0 Guardian or Conservator 0 Guardian or Conservator
Signer Is Representing: Signer Is Representing:
cl3 rwctf BQm?.fRtSe
Reorder Call Toll-Free 1-800-8 Prod No 5907 0 1994 National Notary Associahon * 8236 Remmet Ave , PO Box 7184 - Canoga Park, CA 91309-7184
0 0
CALIPOIt MA ALL=IW ItIDOSE ACHIOBWLEIBGBD1BST
1472
State of California }
County of San Diego 1 } ss.
On 19 January 1996, before me, Joyce E. Mizock, Notary Public, personally
appeared Paul Ecke 111, Secretary 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.
- &UT. 0
S~NATURE OF NOTARY
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUM
AMENDMENT NO.l TO REIMBURSEMENT
AGREEMENT BETWEEN THE CITY OF CARLSE
AND CARLTAS CO. FOR PALOMAR AIRPORT F
ASSESSMENT DISTRICT Secretary
Carltas Company, a California limited
TITLE TITLE OR TYPE OF DOCUMENT
partnership Four (4)
SIGNER IS REPRESENTING NUMBER OF PAGES
nla
TITLE DATE OF DOCUMENT
Christopher C. Calkins; Sue Kint; Claude
Lewis; Aletha L. Rautenkranz; Ronald R.
SIGNER IS REPRESENTING SIGNERS OTHER THAN NAMED ABOVE
Ces Co. Reimbursement Agreeant EXHlBl
Palomar Airport Rd. Assessment District 86- 1
Property Owner’s Obligation
As of June 30,1996 JP?3
(1 1 (1 1 Fiscal Original Original Total No. of Years Interest Total Year Principal Interest Payment Outstanding Rate Interest
89 14,955.18 28,733.03 43,688.21 7.0 8.25% 25,229.94 68,91
90 16,579.1 4 27,910.50 44,489.64 6.0 8.25% 22,022.37 66,51
91 17,735.82 26,915.75 44,651.57 ’ 5.0 8.25% 18,418.77 63,07
92 18,892.51 25,816.13 44,708.64 4.0 8.25% 14,753.85 5946
93 20,049.19 24,607.01 44,656.20 3.0 8.25% .11,052.41 55,70
94 21,591.44 23,283.76 44,875.20 2.0 8.25% 7,404.41 52,27
95 23,133.68 21,815.54 44,949.22 1 .o 8.25% 3,708.31 48,65
96 25,061.49 20,196.18 45,257.67 0.0 8.25% 0.00 45,25
Total 157,998.45 199,277.90 357,276.35
Total Amount Due June 30,1996 4!59,86€
Remaining Amounts Due June 30 of the Respective Years:
T
&a~ PrinciDal Interest I
97 26,603.74 18,410.55 45,OIL
98 28,531.54 16,481.78 45,OIE
99 30,844.91 14,377.58 45,a
2,000 33,l 58.28 12,025.66 45,183
2,001 35,471.65 9,455.89 44,927
2,002 40,098.38 6,662.50 46,760
2,003 43,182.87 3,454.63 46,637
Total 237,891.37 80,868.59 31 8,759
Grand Total
CURRENT VALUE OF THE PROPERTY OWNER’S OBUGATlON
Amount Due June 30,1996 459,866,
Remaining Amounts Due 31 8,759,
Total Current Obligation $778.626.:
(1 ) Original (1 ) Original
i
(1) Amounts as colculated by NBS Lowry
(2) Interest in the amount of 8.25% per year to be added to obligation if paid after June 30,1996.
88 5579 I-+ ,.-E- qcf,?
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0 w 0 City Clerk 1 2 Qo - 4 f E hn 3 Ave .
Cd?lsbd%, %A 92008
'\
REIMBURSEMENT AGREEMENT 1474
THIS AGREEMENT is made by and between the CITY OF CAQLSB&Q?A
("City") , a municipal corporation, and CARLTAS CO. ("Ow&t~~~$+Yy : a California limited partnership.
1 RECITALS
1. The City Council of the City has initiated proceedings for the formation of a' special assessment district, pursuant to the terms and provisions of the !'Municipal Improvement, Act of 1913l', being Division 12 of the Streets and Highways Code of the State of California, for the construction of certain public works of improve- ment, together with appurtenances and appurtenant work, said assessment district to be known and designated as
ASSESSMENT DISTRICT NO. 86-1
(PALOMAR AIRPORT ROAD)
(hereinafter referred to as the 'IAssessment District").
The public works of improvement proposed to be constructed pursuantto the Assessment District include street improve- ments to Palomar Airport Road, water improvements, drainage improvements, utility installation and acquisition of right-of-way.
3. Owner is the owner of certain real property located in
the City of Carlsbad and identified as Assessor's Parcel
No. 211-021-19 (the l'Property't). The Property is more
particularly described in Exhibit "A1', which is attached hereto and by this reference made a part hereof.
4. The Property is currently included within the proposed boundaries of the Assessment District and accordingly to the "investigation Eeport:' prepared for the City pwsuant
to the "Special Assessment Investigation, Limitation and Majority Protest Act of 1931,'' the Property would be subject to assessment.
5. Pursuant to the proceedings of the "Special Assessment
Investigation, Limitation and Majority Protest Act of
1931", Owner has filed a written protest pertaining to the formation of the Assessment District and the levy of
the proposed assessment against the Property. Owner's protest is based upon Owner's belief that the Property does not benefit from the proposed public works of impr- ovements as a result of limitations on development placed
upon the Property under the current Local Coastal Plan and other land use restrictions.
Owner has agreed to withdraw its protest to the formation
of the Assessment District if the City agrees to contribute
to the Assessment District a sum equal to the assessment
against the Property and to modify the Assessment District
2.
6.
1475 '3 .'I. '< I$ 0' '@ *i
.. +, . I
proceedings to eliminate any proposed assessment against the Property.
7. City is willing to contribute the sum specified herein if the Owner agrees to reimburse the City for such con- tribution plus interest as specified herein when and if the Local Coastal Plan restrictions on development of
the Property and other land use restrictions are
eliminated.
8. Owner is willing to agree to reimburse the City for monies advanced, provided that the terms and conditions hereinafter have a reasonable time limit andthe obligation is not perpetual.
NOW, THEREFORE, upon the terms and conditions and for the
consideration set forth hereinafter, the parties agrees as
follows :
1. City agrees that it will contribute funds to discharge
the assessment against the property said amount estimated
to be $ 395,889.82, which represents the current proposed
assessment against the Property, and approve a change and modification in the Assessment District proceedings so that upon confirmation of assessments within the Assessment District no assessment would be levied against
the Property.
2. Prior to the close of the protest hearing conducted pursuant to the ''Municipal Improvement Act of 1913", Owner agrees to file with the City Clerk a written with- drawal of Owner's protest to the formation of the District and Owner agrees thereafter not to file a protest to such formation.
3. When and if the Local Coastal Plan and other land use
restrictions are so modified as to permit development of
the Property and the City's General Plan concurrently permits development of the Property ar,a Owner requests a
permit to allow development on said land either through
a use permit, building permit, grading permit or sub-
division or parcel map, Owner shall then immediately be
obligated to either (a) reimburse the City for the prin-
cipal amount of the City's contribution to the Assessment
District, plus interest, as set forth herein, or contri- bution to the Assessment District, plus interest, as set forth herein, or (b) execute a promissory note and deed
of trust pursuant to the terms and conditions as set
forth hereinafter. For purposes of this Agreement, lldevelopment*t means the division of land, grading or
original construction of an improvement to the Property,
which division of land, grading or construction is of the
type normally associated with urban development as opposed to agricultural activity and which is capable of receiving and utilizingthe special benefits accruingtothe Property from the construction of the public works of improvement
pursuant to the Assessment District.
.'. 4' I d a M .( 147E
I SS
4. In lieu of paying the principal and interest upon devel- opment, the Property Owner may, at its option, elect to pay all sums necessary to bring current the amount as if an assessment had been levied, and then to pay the balance due over a period of years, said period being the balance
of the term for the issuance of bonds. This obligation
to pay over a period of years shall be evidenced by a note and deed of trust in form satisfactory to the City Attorney, and said amount may be prepaid at any time without penalty.
5. The Reimbursement Agreement and obligation shall be in full force and effect for thirty (30) years, and the Property Owner's obligation and payment shall accrue
interest at the rate of eight and one-quarter percent
(8.25%) per annum from the date of issuance of the bonds for the Assessment District for a period of fifteen (15) years.
6. Upon execution of this Agreement, the City shall cause a
copy of this Agreement to be recorded in the Office of
the County Recorder of the County of San Diego.
7. This Agreement constitutes the entire agreement between
the parties pertaining to the subject matter contained
herein, and supercedes all prior and contemporaneous agreements, representations and understandings of the parties. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the parties. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in written by the parties making the waiver.
8. This Agreement shall be binding upon and inure to the
benefit ofthe respective heirs, personal representatives, successors and assigns of the parties hereto.
9. All warranties, representations, covenants, obligations
and agreements contained in the Agreement shall survive
the execution and delivery of this Agreement and any and
all performances in accordance with this Agreement.
10. In the event that judicial or other legal action is
initiated pertaining to the enforcement of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees and costs.
11. Any notice, request, demand or other communication to be given to either party hereunder shall be in writing and shall be sent by registered or certified mail, as follows:
(li
’ tY I47
1. 1 0
TO CITY:
City of Carlsbad
1200 Elm Avenue
Carlsbad, CA 92008
Attention: City Manager
TO OWNER:
Carltas Co. Christopher Calkins
P.O. Box 488 Encinitas, CA 92024
Notice shall have been deemed to be given forty-eight
(48) hours after the same has been deposited in the United States mail post office box in the State to which the notice is addressed, or seventy-two (72) hours after deposited in any such post office box other than the State in which the notice is addressed, postage prepaid, addressed as set forth above. The addresses and ad- dressees for such the purpose of this paragraph may be changed by giving of written notice of such change in the manner provided herein for giving notice. Unless and until such notice is received, the last address and
addressee stated by written notice, shall be deemed to
continue in effect for all purposes hereunder.
IN WITNESS WHEREOF, the parties hereto have executed this
Reimbursement Agreement on the date and year set forth below.
EXECUTED at Carlsbad , California, this ALe
day of %%% 1988.
By: &.$ Q-
ALETHA L. RAUTENKRANZ, City Cle
4 , California, this /y L-- EXECUTED AS h’?l/ & /-
day of ,kf& / ( 1988.
Wfl-.A- A- -c, /rL.---T - 4
a e
1478
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_~___ - - -. - _- - __ - _________
__.- __--- _-______
____-___. _- - - .- I_____. -
".do\SS my hand and offtcial seal.
*e L7*/d& (This area for officlal notarial seal)
,/ " &2 &PA. S#[Z.
1475 W I;"' 0 (111 .I
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< 1480
EXHIBIT "A"
LEGAL DESCRIPTION
A portion of lot H of Rancho Aqua Hedionda according to Map 823 and more particularly described as Assessor's
Parcel Number 211-021-19. Shown for convenience sake on
the attached plat.