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HomeMy WebLinkAbout2002-02-05; City Council; Resolution 2002-0441 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 EXHIBIT 1 RESOLUTION N0.2002-044 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING THE MAYOR TO EXECUTE A PREPAYMENT AGREEMENT BETWEEN THE CITY OF CARLSBAD AND REAL ESTATE COLILATERAL MANAGEMENT COMPANY FOR CT 99-04 WHEREAS, the City of Carlsbad City Council has required that the funding of Rancho Santa Fe Road and Olivenhain Road (Project) must be guaranteed before any development takes place in the area bounded by Local Facilities Management Zones 11 and 12, and portions of Zone 6; and WHEREAS, the Council has directed City staff to proceed with the formation of a Community Facilities District (CFD No. 2) to finance the Project; and WHEREAS, although the Council anticipates that CFD No. 2 will'be formed in the future, the Council is willing to consider alternative financing proposals during the period from the present to the formation date of CFD No. 2; and WHEREAS, the Council finds that the guarantee provisions related to the Project may be met through an interim financing program using an agreement between certain property owners and the City whereby the property owner agrees to prepay hislher fair share of costs associated with the Project; and WHEREAS, Real Estate Management Collateral Management Company intends to build approximately 1,078 single-family homes and 274 multi-family units in Local Facilities Management Zone 11 known as La Costa Oaks and La Costa Ridge identified as CT 99-04, and WHEREAS, the City Engineer has determined that, since construction of the road is a condition of the master plan, map conditions are sufficient to insure that the road is constructed concurrent with the development; and, Ill 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 WHEREAS, the Council finds that as Rancho La Costa Village, LLC may enter into the attached Agreement to Pay Fair Share in satisfaction of their obligation under the Project financing conditions. NOW THEREFORE BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. That the above recitations are true and correct. 2. That the Mayor is hereby authorized to enter into the attached agreement entitled “Petition, Waiver and Consent to Creation of a Community Facilities District and Agreement to Pay Fair Share” between the City of Carlsbad and Real Estate Collateral Management Company. PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City Council held on the 3:h day of FEBRUARY ,2002 by the following vote, to wit: AYES: Council Members Lewis, Kul NOES: None ABSENT: None ATTEST: W M. WOOD, City Clerk ct REC WHEN RECORDED MAIL TO: 'ING REQUESTED BY AND City Clerk CITY OF CARLSBAD 1200 Carlsbad Village Drive Carlsbad. CA 92008 SDace Above This Line for Recorder's Use [ There are numerous parcel numbers comprising this property 1 PETITION, WAIVER AND CONSENT TO CREATION OF A COMMUNITY FACILITIES DISTRICT AND AGREEMENT TO PAY FAIR SHARE ("AGREEMENT") 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 Master Tentative Map CT 99-04 (hereinafter referred to as the "Project"); and, WHEREAS, the legal description for the Project is shown on Exhibits "A-I" and "A-2" attached hereto and incorporated herein by reference: and, WHEREAS, City has determined this Project is located within the boundaries of a proposed Community Facilities District known as Community Facilities District 1 REV 02-1 2-97 5 No. 2 - Rancho Santa Fe and Olivenhain Road (hereinafter referred to as "District" or "CFD #2"); and, WHEREAS, the 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 No. 10 of Planning Commission Resolution No. 5020, recommending approval of Master Tentative Map CT99-04 for the Villages of La Costa, requires that the Property Owner comply with the Mitigation, Monitoring and Reporting Program by providinq for or participating in the construction of certain public improvements including sections of Rancho Santa Fe Road; 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 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 the Villages of La Costa Mitigation, Monitoring and Reporting Program Mitigation Measure 4.7-5, adopted pursuant to Condition #I 0 of Planning Commission Resolution No. 5020, and as referenced in City Council Resolution 2001 -31 8, to provide a financial guarantee for the construction of those improvements described in Section 1 below; and, 2 REV 02-1 2-97 WHEREAS, Property Owner voluntarily enters into this Agreement with respect to the Project; and, WHEREAS, the City Council has determined that map conditions are sufficient to insure that the road is constructed concurrent with the development and that development of the Project can 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 the 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 and/or financing of the following improvements (hereinafter referred to as "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 Widening, and intersection improvements at Olivenhain and El Camino Real. c) Rancho Sanra Fe Road North Phase 2 (RSF No. 2) Phase 1 End to Melrose Drive. d) Rancho Santa Fe Road South (RSF So.) (Assumes Secondary Arterial Standard - Encinitas City Boundary to Olivenhain Road Full Improvements. 3 REV 02-1 2-97 "f 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," 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 consent to and support 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 "B", 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 "B" attached hereto and incorporated herein by reference. d) Payment by Property Owner of its fair share of improvement costs as determined by City Council and set forth herein will satisfy its obligation for 4 REV 02-1 2-97 the construction of the Improvements described in Section 1, as required by the Villages of La Costa Mitigation, Monitoring and Reporting Program Mitigation Measure 4.7-5 adopted pursuant to Condition #IO of Planning Commission Resolution No. 5020 and City Council Resolution 2001-318 subject to adjustment as described in Section 9 herein. e) Alternatively, if the District is formed and the Project is included within it, Property Owner's obligation to pay its fair share pursuant to the Agreement shall be satisfied upon payment of all taxes imposed, established and payable to said District. 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 local facilities zone plank+), financing plans and related documents until a satisfactory financing program has been developed to fund the construction of the Improvements described in Section 1. 6. Property Owner hereby waives its right to challenge the amount, establishment or imposition of :;aid fair share and further waive any rights to pay said fair share under protest. 7. This Agreement dots not affect, in any way whatsoever, the obligation of Property Owner to pay any other fees or assessments associated with Property Owner's development and/or 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 Master Tentative Map CT99- 04 by the City. 5 REV 02-1 2-97 3 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 et seq., 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 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 sufficient funds are not available from District's resources, Property Owner shall be reimbursed, 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. Upon the formation of a CFD to fund 6 REV 02-1 2-97 \A 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 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 7 REV 02-1 2-97 share of Equivalent Dwelling Units (EDUS) constructed or to be constructed by that party, weighted as described in Exhibit 6, divided by the total number of EDUs constructed or to be constructed within, and participating in CFD #2, and/or 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 clearly indicating entitlement to the refund unless the request is being made by the party who 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 parties 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 City 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 right to any refunds under this section is assigned to another 8 REV 02-1 2-97 party, or if there is a change in name or address for the eligible party. The City takes no responsibility for the accuracy of the information included in this file, and is under no obligation to locate persons or entities that 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. 11. 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 Zones 6, 11 and 12 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. 12. Compliance with the provisions of this Agreement is a condition of all future discretionary approval for the Improvements. If 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. 9 REV 02-1 2-97 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 Owner's 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 mailing regardless of receipt by Property Owner. Notices required to be given to Property Owner shall be addressed as follows: Real Estate Collateral Management Company c/o Morrow Development ATTN: Fred Arbuckle 1903 Wright Place Suite 180 Carlsbad, CA 92008 Notices to the City shall be delivered to: Finance Director City of Carlsbad 1635 Faraday Avenue Carlsbad. CA 92008 Each party shall notify the other immediately of any change that would require any notice delivered hereunder to be directed to another party. 10 REV 02-1 2-97 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 it is Owner of the property as described herein on Exhibits "A-1" and "A-2". or an authorized agent of the Owner, and has the authority to execute this document, including the binding authorizations herein. Executed this YTkt day of f&%LUh&Y , 2002. *OWNER: REAL ESTATE COLLATERAL CITY OF ~ARLSBAD, a Muny5pa II MANAGEMENT COMPANY, a Delaware Corporation By: &e (sign here) Mayor z& Yd A. Icc: ILt; (print name) ATTEST: (title and organization of signatory) ity Clerk J By: (sign here) (print name) (title and organization of signatory) 11 REV 02-1 2-97 If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation, Agreement must be signed by one corporate officer from each of the following two groups. *Group A. Chairman, President, or Vice-president **Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s1 signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, City Attorney 12 dpersonally known to me 0 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 his/her/their authorized capacity(ies), and that by his/her/their signature($ on the instrument the person(s), or the entity upon behalf of which the person@) ted, executed the instrument. Though the information below is not required hy law, it may prove valuable to penons relying on me document and muldprevenl fraudulent removal and realiachmeot of this form to anofher document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: CapacityQes) Claimed by Signer 0 Corporate Officer - Title@): - 0 Partner - 3 Limited 0 General 0 Guardian or Conservator Signer Is Representing: 0 ,888 Nailon., Nomw *ipa,at,on. 9310 De Bot0 A"* , PO BOX 2402. I:"alsuo"h CA 9\313-240* . wm "allonalmfsR 010 LEGAL DESCRIPTION EXHIBIT A-I EXHIBIT A-2 (see following pages) (remainder of this page intentionally left blank) EXHIBIT A-1 Page 1 OrderNo. 13066271 La Costa Rid e DESCRIPTIO~ THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE COUNTY OF SAN DIEGO ASSESSOR'S MAP BEING 223-050-43, 223-050-49 AND 223-010-31 AND LYING WITHIN THE FOLLOWING DESCRIBED PROPERTY: I PARCEL BB: THAT PORTION OF THE WEST HALF OF SECTION 32; AND NORTH HALF OF SECTION 31; AND THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 30, ALL BEING IN TOWNSHIP 12 SOUTH, RANGE 3 WEST; TOGETHER WITH THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 36, IN TOWNSHIP 12 SOUTH, RANGE 4 WEST, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF DESCRIBED AS FOLLOWS: ALONG THE NORTH LINE OF SAID WEST HALF, 2689.53 FEET TO THE NORTHEAST CORNER BEGINNING AT THE NORTHWEST CORNER OF SAID WEST HALF; THENCE SOUTH 89'53'42" EAST THEREOF; THENCE SOUTH OOO36'38" WEST ALONG THE EAST 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 64013'23" WEST, 2226.43 FEET; THENCE SOUTH 72°08'00" WEST, 65.20 FEET TO A POINT ON A LINE, SAID BEING 45.00 FEET SOUTHWESTERLY MEASURED AT RIGHT ANGLES AND PARALLEL WITH SAID SOUTHWESTFXLY RIGHT OF WAY LINE OF A 200.00 FOOT SAN DIEGO GAS AND ELECTRIC COMPANY EASEMENT; THENCE NORTH 64-13'23" WEST ALONG SAID 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 COupTpy, JUNE 3, NORTHEAST CORNER OF SAID MAP NU. 7950; THENCE NORTH 64O13'23" WEST ALONG THE 1974; THENCE NORTH 31°00'00~~ EAST ALONG SAID BOUNDARY LINE, 45.19 FEET TO THE NORTHEASTERLY BOUNDARY LINE OF SAID MAP NO. 7950, A DISTANCE OF 1326.91 FEET; THENCE SOUTH 43°30'00" WEST 477.50 FEET TO THE BEGINNING OF A NON-TANGENT 1720.00 FOOT RADIUS -VF+, 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°50'00" A DISTANCE OF 85.06 FEET; THENCE TANGENT TO SAID CURVE NORTH 43'40' WEST 445.15 FEET TO THE BEGINNING OF A TANGENT 455.00 FOOT RADIUS CONCAVE SOWHERLY; .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 FEET TO THE BEGINNING OF A TANGENT 780.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 08059'38" 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, COWWIT OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING OT MAP 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 71'13'23" WEST 276.62 FEET; THENCE SOUTH 77046'50" WEST 290.25 FEET; THENCE NORTH 59°50'00" WEST 121.23 FEET; THENCE SOUTH 83040'00" WEST 114.59 FEET; THENCE SOUTH 14°40'00" WEST 230.00 FEET; THENCE SOUTH 28°2r)'309' WEST 436.00 FEET; THENCE SOUTH 18'27'30'' EAST 218.11 FEET; THENCE SOUTH 25"0'3'28'1 WEST 165.00 FEET; THENCE NORTH 64O56'32" WEST SOUTHWESTERLY LINE OF THAT CERTAIN 100.00 FOOT EASEMENT-TO SAN DIEGO GAS P2-m 300.00 FEET; THENCE SOUTH 00024"13" WEST 110.03 FEET TO THE INTERSECTION WITH THE 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 EXHIBIT A-I Page. 2 DESCFUPTION OrderNo. 13066271 LEAVING SAID BOUNDARY OF SAID MAP NO. 7779 AND ALONG THE SOUTHWESTERLY BOUNDARY OF SAID EASEMENT NORTH 64O56'32" WEST TO THE MOST SOUTHERLY 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 NORTH 25003' 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 05°30'00" WEST 130.00 FEET; THENCE NORTH 36°55'10" EAST 345.00 FEET; THENCE NORTH 52°15'00" EAST 160.00 FEET TO A POINT IN THE BOUNDARY OF PARCEL MAP NO. 10179, IN THE CITY OF CARLSBAD, COUNTY 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; THENCE LEAVING SAID BOUNDARY OF MAP NO. 8302 AND ALONG THE SOUTHERLY BOUNDARY OF SAID PARCEL MAP NO. 10179, SOUTH 26O58'00" EAST 346.13 FEET; THENCE NORTH 89O43'11" EAST 880.46 FEET; THENCE SOUTH 42O13'10" EAST 281.25 FEET; THENCE SOUTH 49O46'54" EAST 170.00 FEET; THENCE NORTH 89O58'20" EAST 145.00 FEET; THENCE NORTH 34O29'10" EAST 309.50 FEET; THENCE SOUTH 42O42'30" EAST 530.00 FEET; THENCE NORTH 66O24"35" EAST 174.50 FEET; THENCE SOUTH 74O00'21" EAST 145.50 FEET; THENCE NORTH 41°27'00" EAST 113.50 FEET; THENCE SOUTH 8S044'40" EAST 271.00 FEET; THENCE NORTH 31°57'15" EAST 330.00 FEET; "HENCE NORTH 47°25'05" EAST 129.10 FEET TO THE INTERSECTION WITH THE NORTHERLY LINE OF SAID SECTION 31; THENCE ALONG TXE 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 RANGE 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. 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 0'36'31'' WEST, 950.65 FEET; THENCE SOUTH 31°28'50" WEST 341.61 FEET; THENCE SOUTH 58O42'49" WEST, 456.37 FEET; THENCE NORTH 76°12'27" 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, EAST, 68.28 FEET; THENCE SOUTH 55028'26" EAST 34.95 FEET; THENCE SOUTH 67O10'26" 350.00 FEET; THEXCE SOUTH OO36'31" WEST, 265.00 FEET; THENCE SOUTH 46°28'07" 78O04'47" EAST, 92.20 FEET TO A LINE WHICH BEARS SOUTH OO36'31" WEST FROM THE TO THE TRUE POINT OF BEGINNING. TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH OO36'31" EAST, 263.00 FEET EAST, 76.69 FEET; THENCE SOUTH a9023'29" EAST, 110.00 FEET; THENCE NORTH 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 : COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 32; THENCE ALONG THE NORTH LINE THEREOF SOUTH 89O53'42" EAST 496.36 FEET; THENCE LEAVING SAID NORTH LINE SOUTH OO06'18" 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 OF 36O03'42" A DISTANCE OF 295.82 FEET; THENCE TANGENT TO SAID CURVE SCKITH SOUTHERLY; THENCE EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTPAL ANGLE EXHIBIT A-I Page 3 DESCRIPTION OrderNo. 13066271 SOUTH 63042'00" EAST, 424.18 FEET; THENCE SOUTH 76'40'00'' EAST, 288.30 FEET; 53°50'00" EAST, 386.84 FEET; THENCE SOUTH 35'24'00" WEST, 30.75 FEET; THENCE THENCE SOUTH OOoOO'OO" WEST, 81.00 FEET; THENCE SOUTH 72°49'00" WEST, 288.60 FEET; THENCE NORTH 89O32'30" WEST, 628.00 FEET; THENCE SOUTH 87°08'00" WEST, EAST, 166.20 FEET; THENCE NORTH 20°05'30" EAST, 530.37 FEET TO THE TRUE POINT OF 618.80 FEET; THENCE NORTH 47O36'00" WEST, 187.00 FEET; THENCE NORTH 2°56'00" 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: 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 CORPORATION 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 THE SOUTHEASTERLY RIGHT OF WAY LINE OF ROAD SURVEY NO. 454, ON FILE IN THE OFFICE OF THE COUNTY ENGINEER OF SAID SAN DIEGO COUNTY; THENCE LEAVING SAID SOUTHERLY LINE AND ALONG SAID RIGHT OF WAY LINE SOUTH 31°32'16" WEST 247.14 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID RIGHT OF WAY LINE NORTH 89O43'11" EAST, 145.34 FEET TO A POINT ON THE NORTHWESTERLY RIGHT OF WAY LINE OF PROPOSED RANCHO SANTA FE DRIVE; THENCE ALONG OF A TANGENT 1137 FOOT RADIUS CURVE, CONCAVE NORTHWESTERlrY; THENCE SOZlTHWESTERLY SAID NORTHWESTERLY RIGHT OF WAY SOUTH 12O22'42" WEST, 22.51 FEET TO THE BEGINNING ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 7O1'27" 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 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 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 DD: MAPS BEING 223-010-12,223-010-18,223-010-19, THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE COUNTY OF SAN DIEGO ASSESSOR'S 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, 223-021-16, 222-470-23 AND 222-470-25 AND LYING WITH THE FOLLOWING DESCRIBED PROPERTY : DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN PARCELS 3 AND 4 OF PARCEL MAP NO. 10179, IN THE CITY OF CARLSBAD, COUNTY 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. NO. 1, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, EXCEPTING THEREFROM THAT PORTION LYING WITHIN CARLSBAD TRACT NO. 79-25(B) UNIT ACCORDING TO MAP THEREOF NO. 10243, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 20, 1981. EXHIBIT A-I Page 4 OrderNo. 13066271 DESCRIPTION ALSO EXCEPTING THEREFROM THOSE PORTIONS LYING WITHIN CARLSBAD TRACT NO. 79-25tB) 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 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 CENTER LINE 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: MAP THEREOF NO. 6095 ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COMMENCING AT THE SOUTHEAST CORNER OF LA COSTA MEADOWS, UNIT NO. 2, ACCORDING TO COUNTY, SAID SOUTHEAST CORNER BEING A POINT ON THE SOUTHEASTERLY RIGHT OF WAY OF EL mRTE STREET AS SHOWN ON SAID MAP NO. 6905; THENCE NORTH 68O13'07" EAST FEET; THENCE SOUTH 51O54'40" EAST 141.03 FEET; THENCE SOUTH 22O52'25" WEST 191.85 1536.70 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 68°01'10" EAST 99.51 FEET; THENCE SOUTH 57O13'00" WST 73.07 FEET; THENCE NORTH 83O46'00" WEST 185.97 FEET; THENCE NORTH 34'25'48'' WEST 144.00 FEET; THENCE NORTH 55'34'12'' EAST 100.00 FEET TO THE BEGINNING OF A TANGENT 322-FOOT RADIUS CURVF, CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 33O35'22" 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"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 INSURERS, AS A CONVEYANCE TO OUR CUSTOMERS. THEREFORE, IT IS IMPORTANT THAT THIS DESCRIPTION NOT BE INCLUDED IN ANY CONVEYANCES, AS IT IS NOT INSURABLE. PARCEL EE: PARCEL 2 OF PARCEL MAP NO. 13900. IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 6, 1985 AS FILE NO. 85-281626, OF OFFICIAL RECORDS. AFFECTS PARCEL NO. 222-151-80. EXHIBIT A-2 La Costa Oaks Page 1 DESCRIPTION OrderNo. 13066273 PARCEL X: LOT 5 AND THE WEST HALF OF LOT 6 AND LOT 8 OF RANCHO LAS ENCINITAS, IN THE CITY NO. 848, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF 27, 1898. EXEPTING THEREFROM THAT PORTION LYING WITHIN CARLSBAD TRACT NO. 75-9(B) UNIT NO. TO MAP THEREOF NO. 9959, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO 2, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING THE SOUTHERLY BOUNDARY THEREOF. COUNTY, DECEMBER 31, 1980 AND THAT PORTION LYING SOUTHERLY AND SOUTIIWESTERLY OF ALSO EXCEPTING THEREFROM THAT PORTION LYING WITHIN PARCEL MAP NO. 13524, 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 25, 1984 AS FILE NO. SOUTHERLY BOUND-Y THEREOF. 84-403293 OF OFFICIAL RECORDS, AND THAT PORTION THEREOF LYING SOUTHERLY OF THE ALSO EXCEPTING THEREFROM THAT PORTION LYING NORTHWESTERLY ON THE FOLLOWING DESCRIBED LINE : BEGINNING AT THE MOST EASTERLY TERMINUS OF THE CENTERLINE OF LA COSTA AVENUE AS SHOWN ON HEREINBEFORE MENTIONED PARCEL MAP NO. 13524; THENCE NORTH 55°00'00" 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 IN TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO OFFICIAL PLAT THEREOF, ALL BEING IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA. EXCEPTING THEREFORM THAT PORTION OF^ THE EAST HALF OF SAID SECTION 31, ALL THAT PORTION THEREOF LYING NORTHWESTERLY OF THE SOUTHEASTERLY 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 89O53'42" EAST ALONG THE NORTH LINE OF SAID WEST ONE HALF, 2689.53 LINE OF SAID WEST ONE HALF, 3120.35 FEET TO A POINT ON THE SOUTHWESTERLY RIGHT FEET TO THE NORTHEAST CORNER THEREOF; THENCE SOUTH OO"36'38" WEST ALONG THE EAST OF WAY LINE OF A 200.00 FOOT SAN DIEGO GAS AND ELECTRIC COMPANY EASEMENT IN BOOK 5208, PAGE 399 OF THE OFFICIAL RECORDS OF SAID SAN DIEGO COUNTY AND BEING THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID EAST LINE AND ALONG SAID EASEMENT LINE, NORTH 64O13'32" WEST, 2226.43 FEET; THENCE SOUTH 72008'00'' WEST, 65.20 FEET TO A POINT ON A LINE, SAID LINE BEING 45.00 FEET SOUTHWESTERLY, MEASURED AT EXHIBIT A-2 Page 2 DESCRIPTION OrderNo. 13066273 RIGHT ANGLES AND PARALLEL WITH SAID SOUTHWESTERLY RIGHT OF WAY LINE OF 200.00 FOOT SAN DIEGO GAS AND ELECTRIC COMPANY EASEMENT; THENCE NORTH 64O13'23" WEST ALONG SAID PARALLEL LINE, 1583.36 FEET TO A POINT ON THE SOUTHEASTERLY BOUNDARY LINE OF SAID MAP NO. 7950; THENCE CONTINUING ALONG SAID PARALLEL LINE NORTH SAID INTERSECTION BEING THE POINT OF TERMINUS. 64O13'23" WEST TO THE INTERSECTION WITH THE NORTHERLY LINE OF SAID SECTION 31, ALSO EXEPTING THEREFROM ALL THAT PORTION THEREOF LYING SOUTHWESTERLY OF THE FOLLOWING LINE : BEGINNING AT THE MOST SOUTHERLY CORNER OF SAID CARLSBAD TRACT NO. 72-20 AS SHOWN ON MAP NO. 7950, SAID CORNER BEING A POINT ON THE ARC OF A NON-TANGENT 1230.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY, A RADIAL TO SAID POINT BEARS NORTH CARLSBAD TRACT NO. 72-20, THE FOLLOWING COURSES: 51°54'08" WEST; THENCE CONTINUING ALONG THE SOUTHEASTERLY BOUNDARY LINE OF NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 14°34'46" A DISTANCE OF 312.99 FEET, NORTH 38O50'03" EAST, 31.80 FEET TO THE BEGINNING OF A TANGENT 1480.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE NORTHERLY XONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 7OJ.9'57" A DISTANCE OF 189.40 LEAVING SAID SOUTHEASTERLY BOUNDARY LINE SOUTH 43°50'00" BAST, 1685.42 FEET; FEET; THENCE NORTH 46°10'00" EAST, 1057.78 FEET TO THE POINT OF BEGINNING; THENCE CURVE, CONCAVE NORTHWESTERLY A RADIAL LINE TO SAID POINT BEARS SOUTH 53O39'32" THENCE SOUTH 53O39'32" EAST, 42.00 FEE TO A POINT ON THE ARC OF A NON-TANGENT EAST; THENCE SOUTHWESTERLY ALONG SAID CURVE TO 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 BERNWINO BASE AND MERIDIAN, LYING WITH A STRIP OF LAND 60 FEET WIDE, 30 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED CENTER LINE: COMMENCING AT THE POINT OF 1NTER.SECTION OF THE CENTER LINE OF ROAD SURVEY NO. 454, A PLAT OF WHICH IS ON FILE IN THE OFFICE OF THE COUNTY ENGINEER, WITH THE NORTH LINE OF SAID SOUTHEAST QUARTER BEING DISTANT ALONG SAID NORTH LINE 721.98 FEET FROM THE NORTHEAST CORNER OF SAID SOUTHEAST QUARTER, SAID POINT BEING ENGINEER'S STATION 194 PLUS 74.85, POINT ON A 1000 FOOT RADIUS CURVE, CONCAVE EASTERLY ON SAID CENTER LINE; THENCE ALONG SAID CENTER LINE IS FOLLOWS: SOUTHERLY ALONG SAID 1000 FOOT RADIUS CURVE, 36.54 FEET AND TANGENT TO SAID CURVE SOUTH 7O22' EAST, 12.41 FE:ET TO THE 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 LINE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 71'51'. A DISTANCE OF 1504.47 FEET TO ENGINEER'S STATION 210 PLUS 87.12 POINT 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 EXHIBIT A-2 Page 3 DESCRIPTION OrderNo. 13066273 HEREINABOVE DESCRIBED, AND N0RTHE:RLY OF SAID ROAD SURVEY NO. 454. ALSO EXCEPTING THEREFROM THAT POP.TION 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 CARLSBAII, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA DISCRIBED AS FOLLOWS : COMMENCING AT THE MOST EASTERLY C!ORNER 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 FEET; THENCE SOUTH 59°00'00" 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 C!URVE, CONCAVE NORTHWESTERLY THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE AND SAID BOUNDARY LINE THROUGH A CENTRAL ANGLE OF 9°19'02", A DISTANCE OF 247.18 FEET TO THE TRUE POINT OF 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 OF 26O43'55". A DISTANCE OF 326.59 FEET; THENCE SOUTH 10°10'27" EAST, 474.67 FEET SOUTHERLY ALONG THE ARC OF SAID 700 .OO FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE TO A POINT ON A NON-TANGENT 2400.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF RADIUS CURVE, CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 15024'49''. A DISTANCE OF 645.64 FEET TO A POINT ON A NON-TANGENT 1170.00 FOOT A CENTRAL ANGLE OF 6O14'41". A DISTANCE OF 127.52 FEET; THENCE SOUTH 25O02'36" 31017'17'' EAST, THENCE SOUTHWESTERLY ALONG THE ARC OF SAID 1170.00 CVRVE THROUGH EAST, 60.00 FEET TO A POINT ON A NON-TANGENT 1230.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 25O02'36" EAST, THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 22"45' 14", A DISTANCE OF 488.47 FEET TO A POINT ON A NON-TANGENT 2400.00 RADIUS CURVE, CONCAVE NORTHWESTERLY, A RADIAL LINE TO SAID POINT BEARS SOUTH 33O56'33" EAST THENCE NORTHEASTERLY ALONG THE ARC OF SAID 2400.00 FOOT RADIUS CURVE THROUGH A CENTRAL ANGLE OF 7O35'06", A DISTANCE OF 317.72 FEET; THENCE SOUTH 41O31'39" EAST, 63.00 FEET; THENCE SOUTH 64"50'25" EAST 265.09 FEET; THENCE SOUTH 28O21'27" WEST, 501.00 FEET; THENCE SOUTH 31°16'32" EAST 62.63 FEET TO A POINT ON A NON-TANGENT 700.00 FOOT RADIUS CIJRVE, CONCAVE SOUTHEASTERLY; THENCE DISTANCE OF 371.00 FEET; THENCE SOUTH 28O21'27" WEST, 470.00 FEET TO THE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 30°22' Ol", A BEGINNING OF A 1000.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 7°59'01", A DISTANCE 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 TO THE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 5O50'58". A BEGINNING OF A TANGENT 1520.00 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY, THENCE DISTANCE OF.155.18 FEET, TO THE TRUE POINT OF BEGINNING. AFFECTS PARCEL NOS. 223-050-67 AND 223-050-69; 223-071-05 AND 223-071-07. PARCEL BB: THOSE PARCELS OF LAND SHOWN AND DELINEATED ON THE SAN DIEGO COUNTY ASSESSOR'S MAPS BEING PARCEL 223-050-51, 223-050-52, 223-050-53, 223-050-54, 223-050-59, 223-050-65 AND 223-071-09 LYING WITHIN THE FOLLOWING DESCRIBED PROPERTY: 24 EXHIBIT A-2 Page 4 OrderNo. 13066273 DESCRIPTION THAT PORTION OF THE WEST HALF OF SECTION 32; AND THE NORTH HALF OF SECTION 31; AND THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 30, ALL BEING IN TOWNSHIP 12 SOUTH, RANGE 3 WEST; TOGETHER WITH THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 36, IN TOWNSHIP 12 SOUTH, RANGE 4 WEST, 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 89'53'42'' EAST ALONG THE NORTH LINE OF SAID WEST HALF, 2689.53 FEET TO THE NORTHEAST CORNER THEREOF; THENCE SOUTH 00°36'38" WEST ALONG THE EAST 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 AND ALONG SAID EASEMENT LINE NOR'PH 64°13'23" WEST, 2226.43 FEET; THENCE SOUTH 399 OF OFFICIAL RECORDS OF SAID SAN DIEGO COUNTY; THENCE LEAVING SAID EAST LINE 72"08'00" WEST, 65.20 FEE TO A POINT ON A LINE, SAID LINE BEING 45.00 FEET RIGHT OF WAY LINE OF A 200.00 FOOT SAN DIEGO GAS AND ELECTRIC COMPANY EASEMENT; SOUTHWESTERLY MEASURED AT RIGHT ANGLES AND PARALLEL WITH SAID SOUTHWESTERLY THENCE NORTH 64°13'23" WEST ALONG SAID 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 THk COUNTY RECORDER OF SAN DIEGO COUNTY, JUNE 3, NORTHEAST CORNER OF SAID MAP NO. 7950; THENCE NORTH 64°13'23" WEST ALONG THE 1974; THENCE NORTH 31000'00" EAST ALONG SAID BOUNDARY LINE, 45.19 FEET TO 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 1720.00 FOOT RADIUS CURVE, CONCAVE NORTHEASTERLY, A RADIAL LINE TO SAID POINT BEARS ANGLE OF 02°50'00" A DISTANCE OF 85.06 FEET; THENCE TANGENT TO SAID CURVE NORTH SOUTH 43°30'00" WEST; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CEIiTRAL 43'40' WEST 445.15 FEET TO THE BEGINNING OF A TANGENT 455.00 FOOT RADIUS mVE, CONCAVE SOUTHERLY; THENCE NORTHWESTERLY, WESTERLY AND SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 9G050'00" A DISTANCE OF 768.98 FEET; THENCE TANGENT TO SAID CURVE SOUTH 39°30'00" ,W 153.51 FEET TO THE BEGINNING OF A ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 08°59'38" A DISTANCE OF 122.44 FEET TANGENT 780.00 FOOT RADIUS CURVE, CONCAVE SOUTHEASTERLY; THENCE SOUTHWESTERLY TO A POINT OF 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 N0.7779, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 26, 1973; THENCE LEAVING SAID MAE' N0.7950 AND ALONG THE BOUNDAFtY 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 77"46'50" 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; THENCE SOUTH 28'20'30'' WEST 436.00 FEET; THENCE SOUTH 18027'30" EAST 218.11 FEET; THENCE SOUTH 25'03'28'' WEST 165.00 FEET; THENCE NORTH 64056'32" WEST 300.00 FEET; THENCE OF THAT CERTAIN 100.00 FOOT EASEMENT TO SAN DIEGO GAS AND ELECTRIC COMPANY, SOUTH 00°24'13" WEST 110.03 FEET TO THE INTERSECTION WITH THE SOUTHWESTERLY LINE BOOK 5208, PAGE 403 OF OFFICIAL RECORDS, THENCE LEAVING SAID BOUNDARY OF SAID FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 19,1954 IN MAP N0.7779 AND ALONG THE SOUTHWESTERLY BOUNDARY OF SAID EASEMENT NORTH 64'56'32" WEST TO THE MOST SOUTHERLY 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 OF OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MAY 5, 1976; THENCE LEAVING SAID EASEMENT ALONG THE EASTERLY BOUNDARY THEREOF NORTH 25O03'28" EAST 100.00 FEET; THENCE NORTH EXHIBIT A-2 Page 5 DESCRIPTION OrderNo. 13066273 03'02'10" WEST 495.00 FEET; THENClE NORTH 20°25'10" EAST 280.00 FEET; THENCE NORTH 0S030'00" WEST 130.00 FEET; THENC!E NORTH 3G055'10" EAST 345.00 FEET; THENCE NORTH THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE 52°15'00" EAST 160.00 FEET TO A E'OINT IN THE BOUNDARY OF PARCEL MAP NO. 10179, IN OFFICE OF THE COUNTY RECORDER OF SAN DIEGO 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'I.l" EAST 880.46 FEET; THENCE SOUTH 42O13'10" EAST 281.25 FEET; THENCE SOUTH 49O46'54" EAST 170.0 FEET; THENCE SOUTH 42"42'30" EAST 530.00 FEET; THENCE NORTH 66°24':4S" 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 145.50 FEET; THENCE NORTH 41°27'00" EAST 113.50 FEET; THENCE SOUTH 85O44'40" EAST 271.00 FEET; THENCE NORTH 31°57'f5" EAST 330.00 FEET; THENCE NORTH 47O25'05" EAST 129.10 FEET0 TO THE INTERSECTION WITH THE NORTHERLY LINE OF SAID SECTION 31; THENCE ALONG THE NORTHERLY BOUNDRRY THEREOF NORTH 89O43'11" EAST 2607.74 FEET TO THE TRUE POINT OF BEGINNING. TOGETHER WITH THAT PORTION OF SECTION 25 TOWNSHIP 12 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE MAP NO. 8302. OFFICIAL PLAT THEREOF LYING SOUTlIEASTERtY OF THE SOUTHEASTERLY BOUNDARY OF SAID EXCEPT THEREFROM THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 32, TOWNSHIP 12 SOUTH, RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, 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 OO36'31" WEST, WEST, 456.37 FEET; THENCE NORTH 76O12'27" WEST 230.37 FEET TO THE TRUE POINT OF 950.65 FEET; THENCE SOUTH 31O28'50" WEST, 341.61 FEET; THENCE SOUTH 58O42'49" BEGINNING; THENCE NORTH 0'36'31" EAST, 77.00 FEET; THENCE NORTH 89O23'29" WEST, 350.00 FEET; THENCE SOUTH OO36'31" WEST, 265.00 FEET; THENCE SOUTH 46O28'07" EAST, 68.28 FEET, THENCE SOUTH 5S028'26" EAST 34.95 FEET; THENCE SOUTH 67O10'26" EAST, 76.69 FEET; THENCE SOUTH 89O23'29" EAST, 110.00 FEET; THENCE NORTH TRUE POINT OF BEGINNING; THENCE ALONG SAID LINE, NORTH O"36'31" EAST, 263.00 FEET 78O04'47" EAST, 92.20 FEET TO A :LINE WHICH BEARS SOUTH OO36'31" WEST FROM THE TO THE TRUE POINT OF BEGINNING. 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 : COPEVENCING AT THE NORTHWEST CORNER OF SAID SECTION 32; THENCE ALONG THE NORTH LINE THEREOF SOUTH 89O53'42" EAST 496.36 FEET; THENCE LEAVING SAID NORTH LINE SOUTH Oo06'18" WEST, 210.00 FEET TO THE TRUE POINT OF BEGINNING, THENCE SOUTH SOUTHERLY; THENCE EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE 89O53'42" EAST, 237.57 FEET TO THE BEGINNING OF A 470 FOOT RADIUS CURVE, CONCAVE OF 3G003'42", A DISTANCE OF 295.82 FEET; THENCE TANGENT TO SAID CURVE SOIPTH 53°50'00" EAST, 386.84 FEET; THENCE SOUTH 35O24'00" WEST, 30.75 FEET; THENCE SOUTH 63°42'00" EAST, 424.18 FEET; THENCE SOUTH 76°40'00" EAST, 288.30 FEET; THENCE SOUTH OOoOO'OO" WEST, 81.00 FEET; THENCE SOUTH 72°49'00" WEST, 288.60 FEET; THENCE NORTH 89'32'30'' WEST, 628.00 FEET; THENCE SOUTH 87°08'00" WEST 618.80 FEET; THENCE NORTH 47°36'00" 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. EXHIBIT A-2 Page 6 DESCRIPTION OrderNo. 13066273 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 COUNT, STATE OF CALIFORNIA, BEING THE SOUTHEAST CORNER OF SECTION 30 AS SHOWN ON SAID PARCEL MAP; THENCE SOUTH 89043'11" WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 3, A DISTANCE OF 48.19 ON FILE IN THE OFFICE OF THE COUNTY ENGINEER OF SAID SAN DIEGO COUNTY; THENCE FEET TO A POINT ON THE SOUTHEASTERLY RIGHT OF WAY LINE OF ROAD SURVEY NO. 454, LEAVING SAID SOUTHERLY LINE AND ALONG SAID RIGHT OF WAY LINE SOUTH 31O32'16" WEST 247.14 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID RIGHT OF WAY LINE NORTH 89043'11'' EAST, 145.34 FEET TO A POINT ON THE NORTHWESTERLY RIGHT OF WAY LINE OF PROPOSED RANCHO SANTA FE DRIVE; THENCE ALONG SAID NORTHWESTERLY RIGHT OF WAY LINE SOUTH 12O22'42" WEST, 22.51 FEET TO THE BEGINNING OF A TANGENT 1137 FOOT RADIUS CURVE, CONCAVE NORTHWESTERLY THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 7O17'27" 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 31"32'16" EAST, 115.50 FEET TO THE TRUE POINT OF BEGINNING. 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 "JER 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 HALF OF THE SOUTHWEST QUARTER OF SECTION 29, TOWNSHIP 12 SOUTH, RANGE WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO OFFICIAL PLAT THEREOF. AFFECTS PARCEL NOS. 223-011-02, 223-011-03, 223-032-01 AND 223-032-02. PARCEL DD: THOSE PRRCELS OF LAND SHOWN AND DELINEATED ON THE SAN DIEGO COUNTY ASSESSOR'S MAPS BEING PARCELS 223-011-4, 223-011-5, 223-011-6, 223-021-8 AND 223-011-11 LYING WITHIN THE FOLLOWING DESCR.IBED PROPERTY: 3 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, JVNE 17, 1980 AS FILE NO. 80-204502 OF OFFICIAL RECORDS. TOGETHER WITH THAT PORTION DELINEATED ANTI DESIGNATE "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 EXEPTING THEREFROM THOSE PORTIONS LYING WITHIN CARLSBAD TRACT NO. 79-25(B) ACCORDING TO MAP THEREOF NO. 10820. FILED IN THE OFFICE OF THE COUNTY RECORDER PHASE VI, IN THE CITY OF CARLSBW), COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, OF SAN DIEGO COUNTY, JANUARY 13, 1984, AND CARLSBAD TRACT NO. 84-23, IN THE CITY EXHIBIT A-2 Page 7 DESCRIPTION OrderNo. 13066273 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. 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 THAT PORTION DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF LA COSTA MERDOWS, 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 RIGHT-OF-WAY OF EL FUERTE THE TRUE POINT OF BEGINNING; THENCE SOUTH 68°01'10" EAST 99.51 FEET; THENCE SOUTH STREET AS SHOWN ON SAID MAP NO. 6905; THENCE NORTH 68O13'07" EAST 1536.70 FEET TO 51°54'40" EAST 141.03 FEET; THENCE SOUTH 22°52'25" WEST 191.85 FEET' THENCE SOUTH 57O13'00" WEST 73.07 FEET; THENCE NORTH 83O46'00" WEST 185.97 FEET; THENCE NORTH BEGINNING OF A TANGENT 322 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE 34O25'48" WEST 144.00 FEET; THENCE NORTH 55O34'12" EAST 100.00 FEET TO THE NORTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 33O35'22" A DISTANCE OF 188.77 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 CUSTOMER. THEREFORE, IT IS IMPORTANT THAT THIS DESCRIPTION NOT BE INCLUDED IN ANY CONVEYANCES, AS IT IS NOT INSURABLE. EXHIBIT B RATE AND METHOD FOR DETERMINING FAIR SHARE OBLIGATION RANCHO SANTA FE AND OLlVENHAlN ROADS 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 Roads 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 COST OF TENTATIVE MAP CT99-04" (Agreement) which has been voluntarily entered into by the City of Carlsbad and Property Owner wishing to proceed with development of its Property in advance of the creation of Community Facilities District No. 2 (CFD #2). It is the City and Property Owner's intent to form CFD #2 to provide funding for those improvements described within the 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 this 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 per product classification as follows: Product Classification Equivalent Dwellinq Units Single Family - Detached Units 1 .O EDU Single Family - Attached Units 0.8 EDU Multi-Family Units 0.6 EDU Churches 4.0 EDU per Acre Commercial/lndustriaI and other 10.0 EDU per Acre EXHIBIT B 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 approval by the City Council of the Master Final Map 99-01-01 for the La Costa Oaks South project by the City Council, the Property Owner shall pay to the City an amount equal to the number of EDUs to be built as individual lots included in said Master Final Map as determined by the City Engineer (current estimate is 161 EDUs) times $10,250. If the City .Council determined that the City Engineer's calculation of the number of EDUs included on the Master 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 master final map will be scheduled for Council consideration. EXHIBIT B 2) Prior to the approval of any final neighborhood map by the City Council (with the exception of the 161 individual lots to be approved in the Master Final Map), the Property Owner shall pay to the City an amount equal to the number of EDUs included in said final neighborhood 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 neighborhood map will be scheduled for Council consideration. 3) The table below shows the estimated Fair Share Obligation for the Project. Computation of Fair Share Obligation La Costa Ridge and La Costa Oaks SDP 99-07 Type of Unit I unit I EDU EDU per Cost per La Costa Ridge: Single Family - Detached Units 1 .o $10,250 Multi-Family Units 0.6 $10,250 La Costa Oaks: Single Family - Detached Units Individual lots 1 .o $10,250 Neighborhoods 1 .o $10,250 Multi-Family Units 0.6 $10,250 Total Units Covered by Agreement Estimated Amount Due 262 $ 2,685,500 58 356,700 161 1,650,250 655 6,713,750 21 6 1,328,400 1,352 $12,734,600 4) If the property owner has already obtained a final map for any units conditioned with the financing of Rancho Santa Fe and Olivenhain Road prior to execution of this agreement, the property owner shall pay to the City the net amount due shown above upon entering into this Agreement. SECRETARY’S CERTIFICATE OF REAL ESTATE COLLATERAL MANAGEMENT COMPANY THE UNDERSIGNED, the Secretary of Real Estate Collateral Management Company, a Delaware corporation (the “Corporation”), does hereby certify that the following is a true and correct copy of the resolutions adopted by the unanimous written consent of the Board of Directors of the Corporation on December 12,2001 and the same are in full force and effect as of the date hereof: RESOLVED, that the Corporation is hereby authorized to enter into all agreements, indentures, mortgages, deeds, conveyances, licenses, permits, transfers, contracts, discharges, releases, satisfactions, settlements, petitions, schedules, accounts, affidavits, bonds in an aggregare amount of up to One Hundred and Thirty Million Dollars ($130,000,000), undertakings, proxies and other instruments or documents required or deemed necessary by an Authorized Officer to be delivered in connection with the development of the property owned by the Corporation and the project known as thee Villages of La Costa. FURTHER RESOLVED, that the President or any Vice President of the Corporation (the “Authorized Officers”) are hereby authorized and directed to execute and deliver on behalf of the Corporation any documents and instruments necessary or appropriate to effectuate and to perfom such other acts as may be deemed necessary and proper to effectuate the intent and purposes of the foregoing resolution. FURTHER RESOLVED, the Corporation does hereby ratify and confirm all actions that have been taken in conjunction with the foregoing resolutions as of the date hereof. IN WITNESS WHEREOF, I have hereto set my hand on this 14‘h day of December, 2001. REAL ESTATE COLLATERAL MANAGEMENT COMPANY CERTIFICATE OF INCUMBENCY I, L. S. Mattenson, the 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 forth opposite their names, and that their appointments have not been cancelled as of the date hereof. L. C. Klug President D. A. Watts Vice President T. P. Shanley Vice President Dated: December 14,2001 Secretary EXHIBIT 3 n SITE VILLAGES OF LA COSTA EIR 98-07/GPA 98-01/MP 149(Q)/MP 98-01/ LFMP 1 O/LFMP 1 I (B)/CT 99-03/HDP 99- Ol/SUP 01-041SUP 99-01/CT 99-04/ PUD OI-O8/HDP 99-O2/SUP 01-03