HomeMy WebLinkAbout2015-01-13; Public Financing Authority; 47; Execute and Record Lease Agreement�g CAft�,
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� .... ) PUBLIC FINANCING AUTHORITY - AGENDA BILL
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AB# 47 AUTHORIZE THE EXECUTION AND RECORDATION OF A DEPT. DIRECTOR
MEMORANDUM OF OPTION TO LEASE AGREEMENT
DATE 01/13/15 WITH GRAND PACIFIC CARLSBAD LOT 9, L.P., AND AN GEN. COUNSEL
AGREEMENT REGARDING THE HANDLING OF A
QUITCLAIM DEED FOR THE PROPERTY KNOWN AS THE
DEPT. CM CROSSINGS AT CARLSBAD WEST VIEW LOT 9 EXEC. DIRECTOR
RECOMMENDED ACTION: Adopt Resolution No. 67 of the Board of Directors of the Carlsbad
Public Financing Authority authorizing the execution and recordation of a Memorandum of Option to
Lease Agreement with Grand Pacific Carlsbad Lot 9, L.P., and an Agreement Regarding the Handling of
a Quitclaim Deed for the property known as The Crossings at Carlsbad West View Lot 9.
ITEM EXPLANATION: On December 9, 2014, the Carlsbad Public Finance Authority (CPFA) approved
Resolution No. 66 authorizing the CPFA to enter into an Option to Lease Agreement with Grand Pacific
Carlsbad Lot 9, L.P., a Delaware limited partnership (Optionee) on property known as The Crossings at
Carlsbad West View Lot 9 (Lot 9). City staff now seeks CPFA authorization to execute and record the
Memorandum of Option to Lease Agreement. The recordation of the Memorandum of Option to
Lease Agreement is required to establish in the public records the Optionee's rights under the Option
to Lease Agreement and to enable the Optionee to obtain title insurance.
CPFA authorization is also necessary for city staff to execute and record an Agreement Regarding the
Handling of a Quitclaim Deed. The Agreement Regarding the Handling of a Quitclaim Deed will enable
the CPFA to record a Quitclaim Deed to extinguish the Memorandum of Option to Lease Agreement in
the event the Option to Lease Agreement is terminated or expires without being properly exercised by
Optionee in accordance with the terms of the Option to Lease Agreement. The Agreement Regarding
the Handling of a Quitclaim Deed specifies that if the Option to Lease Agreement is terminated or
expires without being properly exercised by Optionee, CPFA may cause the Quitclaim Deed to be
recorded. The Agreement Regarding the Handling of a Quitclaim Deed also specifies that that if the
option under the Option to Lease Agreement is properly exercised by Optionee in accordance with the
terms of the Option to Lease Agreement, promptly thereafter CPFA shall return the Quitclaim Deed to
Optionee marked "cancelled". The Memorandum of Option to Lease Agreement and the Agreement
Regarding the Handling of a Quitclaim Deed are attached to this Agenda Bill as Exhibit 2.
FISCAL IMPACT: There are no direct fiscal impacts associated with this item. The Optionee shall be
responsible for all recording fees and any documentary transfer taxes imposed in connection with the
recordation of all documents. The future development of Lot 9 will result in a positive fiscal impact to
the City of Carlsbad and the Carlsbad Municipal Water District. Ground lease revenue of $159,965 will
be generated from the property starting in the first year of the Phase 1 Hotel operations.
DEPARTMENT CONTACT: Gary T. Barberio, 760-434-2822 gary.barberio carlsbadca.gov
FOR CITY CLERK'S USE ONLY.
AUTHORITY ACTION: APPROVED CONTINUED TO DATE SPECIFIC ❑
DENIED ❑ CONTINUED TO DATE UNKNOWN ❑
CONTINUED ❑ RECEIVED THE REPORT/PRESENTATION ❑
WITHDRAWN ❑
Starting in year six and ending in year twenty-five, the lease revenue will escalate 2% annually, and
starting in year twenty-six and ending in year fifty-five, the lease revenue will escalate 2.5% annually;
generating $15,460,834 in years one through fifty-five. The future project will generate additional
revenue from transient occupancy tax and sales tax collected from room stays and on -site taxable
sales. Lease revenue generated from the Lot 9 ground lease will be apportioned between the CMWD
and the City of Carlsbad based upon a per square foot ownership basis and leasehold interest, with
any applicable taxes or fees associated with the development of the site distributed to the appropriate
taxing authority. Property taxes will also be realized from the development of the site and the long-
term nature of the ground lease.
ENVIRONMENTAL IMPACT: The City of Carlsbad is the lead agency and the CPFA is a responsible
agency under the California Environmental Quality Act ("CEQA") for the project and will conduct the
appropriate environmental review. The Memorandum of Option to Lease Agreement and the
Agreement Regarding the Handling of a Quitclaim Deed are not subject to separate review under
CEQA because they are subordinate agreements to the Option to Lease Agreement which can be
exercised only if the City of Carlsbad completes and certifies a final EIR or other appropriate CEQA
document for the project in compliance with CEQA. The Option to Lease Agreement specifically
provides that the City of Carlsbad, as the lead agency, and the CPFA, as a responsible agency, in their
sole and absolute discretion, may certify or not certify the appropriate CEQA document and may
approve or not approve the project and may select any alternative, including the alternative of not
going forward with the project, or may adopt any mitigation measure or condition which the City of
Carlsbad or the CPFA determines is necessary and appropriate to reduce or avoid any potential
environmental impact associated with the project or to comply with any applicable law or regulation.
Accordingly, approval of these agreements that are subordinate to the Option to Lease Agreement will
not constitute a binding commitment to proceed with the project and the City of Carlsbad and the
CPFA reserves their discretion to approve or disapprove all actions related to the proposed project and
retains full discretion with respect to the environmental review required by CEQA.
EXHIBITS:
1. Resolution No. 67 of the Board of Directors of the Carlsbad Public Financing Authority
authorizing the execution and recordation of a Memorandum of Option to Lease Agreement with
Grand Pacific Carlsbad Lot 9, L.P., and an Agreement Regarding the Handling of a Quitclaim Deed
for the property known as The Crossings at Carlsbad West View Lot 9.
2. Agreement Regarding the Handling of a Quitclaim Deed; Memorandum of Option to Lease
Agreement; Quitclaim Deed.
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RESOLUTION NO. 67
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CARLSBAD
PUBLIC FINANCING AUTHORITY, AUTHORIZING THE EXECUTION
AND RECORDATION OF A MEMORANDUM OF OPTION TO LEASE
AGREEMENT WITH GRAND PACIFIC CARLSBAD LOT 9, L.P., AND AN
AGREEMENT REGARDING THE HANDLING OF A QUITCLAIM DEED
FOR THE PROPERTY KNOWN AS THE CROSSINGS AT CARLSBAD
WEST VIEW LOT 9.
WHEREAS, the Crossings at Carlsbad West View Lot 9 (Lot 9) is a combination of two
adjacent parcels: one a 2.7 acre parcel owned by the City of Carlsbad, and a second 0.45 acre
parcel owned by the Carlsbad Municipal Water District, for a total site area of 3.15 acres; and
WHEREAS, the City of Carlsbad and the Carlsbad Municipal Water District are member
agencies of the Carlsbad Public Financing Authority (CPFA), which was created on April 18,
2000, to provide for the financing of public capital improvements for the member agencies and
for other purposes as permitted under the Joint Powers Law as agreed to by the parties; and
WHEREAS, CPFA issued proposals to solicit responses from parties interested in
developing Lot 9 under a long term ground lease; and
WHEREAS, CPFA evaluated the responses to the request for proposals and on November
5, 2014, its two member agencies, the City of Carlsbad and the Carlsbad Municipal Water
District, authorized CPFA to enter into exclusive negotiations with Grand Pacific Resorts for the
ground lease of the property known as The Crossings at Carlsbad West View Lot 9; and
WHEREAS, on December 9th, 2014 CPFA approved an Option to Lease Agreement
between the Carlsbad Public Financing Authority and Grand Pacific Carlsbad Lot 9, L.P.
(Optionee), for the property known as The Crossings at Carlsbad West View Lot 9; and
DOCS 121163-000001/2117901.2
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WHEREAS, CPFA authorization is necessary for city staff to execute and record a
Memorandum of Option to Lease Agreement in order to establish in the public records the
Optionee's rights under the Option to Lease Agreement and to enable the Optionee to obtain
title insurance; and
WHEREAS, CPFA authorization is necessary for city staff to execute an Agreement
Regarding the Handling of a Quitclaim Deed, which would enable the CPFA to record a
Quitclaim Deed to extinguish the Memorandum of Option to Lease Agreement in the event the
Option to Lease Agreement is terminated or expires without being properly exercised by
Optionee in accordance with the terms of the Option to Lease Agreement; and
WHERAS, the Agreement Regarding the Handling of a Quitclaim Deed specifies that if I
the Option to Lease Agreement is terminated or expires without being properly exercised by I
Optionee in accordance with the terms of the Option to Lease Agreement, CPFA may cause the
Quitclaim Deed to be recorded; and
WHEREAS, the Agreement Regarding the Handling of a Quitclaim Deed specifies that I
that if the option under the Option to Lease Agreement is properly exercised by Optionee in
accordance with the terms of the Option to Lease Agreement, promptly thereafter CPFA shall
return the Quitclaim Deed to Optionee marked "cancelled".
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Carlsbad Public
Financing Authority, as follows:
1. The above recitations are true and correct.
2. City staff is authorized to execute and record a Memorandum of Option to Lease
Agreement.
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3. City staff is authorized to execute an Agreement Regarding the Handling of a
Quitclaim Deed.
4. Pursuant to the Agreement Regarding the Handling of a Quitclaim Deed, if the
Option to Lease Agreement is terminated or expires without being properly exercised by
Optionee in accordance with the terms of the Option to Lease Agreement, city staff, on
behalf of the CPFA, may cause the Quitclaim Deed to be recorded.
5. Pursuant to the Agreement Regarding the Handling of a Quitclaim Deed, if the
option under the Option to Lease Agreement is properly exercised by Optionee in
accordance with the terms of the Option to Lease Agreement, promptly thereafter city
staff, on behalf of the CPFA, shall return the Quitclaim Deed to Optionee marked
"cancelled".
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PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City
of Carlsbad on the 13th day of January 2015, by the following vote to wit:
AYES: Council Members Hall, Blackburn, Schumacher, Wood, Packard.
NOES: None.
ABSENT: None.
MATT HALL, Mayor
ATTEST:
cu�
jgAR4A�RA ENGLESON, ity Clerk
SBA
eo 0e
A�e�Isrii*I'" �a
AGREEMENT RE HANDLING OF QUITCLAIM DEED
THIS AGREEMENT RE HANDLING OF QUITCLAIM DEED (this, "Agreement")
is made and entered into as of thisy,: day of �an� , 201:5(the "Effective Date"), by
and between the THE CARLSBAD PUBLIC FINANCING AUTHORITY, a joint powers
authority formed by the City of Carlsbad and the Carlsbad Municipal Water District ("CPFA"),
and GRAND PACIFIC CARLSBAD LOT 9, L.P., a Delaware limited partnership ("Optionee").
WITNESSETH:
WHEREAS, Optionee and CPFA have entered into that certain Option to Lease Agreement
dated 3anuary I _, 201,5 the "Option Agreement") and, in connection therewith, that certain
Memorandum of Option Agreement, a copy of which is attached hereto as Exhibit No. 1 (the
"Memorandum") and Optionee has executed and delivered to CPFA that certain Quitclaim
Deed, a copy of which is attached hereto as Exhibit No. 2 (the "Deed.").
NOW, THEREFORE, in consideration of the performance and observance of the terms,
covenants and conditions hereafter set forth, the parties hereto mutually agree as follows:
Optionee may cause the Memorandum to be recorded in the Official Records of the San
Diego County Recorder's Office. Optionee shall be responsible for all recording fees and
any documentary transfer taxes imposed in connection with recordation of the
Memorandum. If the Option Agreement is terminated or expires without being properly
exercised by Optionee in accordance with the terms of the Option Agreement, CPFA may
cause the Deed to be recorded. If the option under the Option Agreement is properly
exercised by Optionee in accordance with the terms of the Option Agreement, promptly
thereafter CPFA shall return the Deed to Optionee marked "cancelled". CPFA agrees
that the Deed will be used for no other purpose than as set forth above.
2. This Agreement will be governed by and construed and enforced in accordance with the
laws of the State of California.
3. For convenience, CPFA and Optionee may execute this Agreement on separate
counterpart pages, which when attached to this Agreement shall constitute one fully -
executed complete original Agreement.
4. In the event of any dispute between the parties hereto involving the covenants or
conditions contained in this Agreement or arising out of the subject matter of this
Agreement, the prevailing party shall be entitled to recover reasonable expenses,
including (without limitation) attorneys' fees (including for work performed by in-house
attorneys) and costs.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
the year first above written.
7
CPFA: THE CARLSBAD PUBLIC FINANCING
AUTHORITY,
a joint powers authority formed by the City of
Carlsbad and the Carlsbad Municipal Water
District
By:
Name:
Title:
Attest:
mac,
MAara Engelson, CityrClerk
UP ' EU R
r „
Approved as'to form and legality: = r 4
Celia Brewer, City Attorney
OPTIONEE: GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership
By: Grand Pacific Carlsbad Lot 9, Inc.,
a Delaware corporation, its General Partner
By:
David S. Brown, Co -President
By:
imothy J. e, - resident
CPFA: T\oinowers
LSBAD PUBLIC FINANCING
AITY,
a authority formed by the City of
Cnd the Carlsbad Municipal Water
D
By:_
Name:
Title:
Attest:
Approved as to form and legality:
Celia Brewe , sty Attorney
Barbara Engelson\City Clerk
(Seal)
OPTIONEE: GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership
By: Grand Pacific Carlsbad Lot 9, Inc.,
a Delaware corp ation1, its General Partner
By:
David S. Brown, Co -President
Timothy J. Stripe, Co -President
I
EXHIBIT No.1
Memorandum of Option Agreement
[See attached]
10
Recording Requested By
When Recorded Mail To:
Grand Pacific Carlsbad Lot 9, L.P.,
5900 Pasteur Court, Suite 200
Carlsbad, CA 92008
Attn: Timothy J. Stripe, Co -President
ABOVE SPACE FOR
RECORDER'S USE ONLY
MEMORANDUM OF OPTION TO LEASE AGREEMENT
THIS MEMORANDUM OF OPTION TO LEASE AGREEMENT ("Agreement") is made as
of Jun ua r 201_g between THE CARLSBAD PUBLIC FINANCING
AUTHORITY, a oint powers authority formed by the City of Carlsbad and the Carlsbad
Municipal Water District ("CPFA"), and GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership ("Optionee"), with respect to the following recitals:
A. The City of Carlsbad and the Carlsbad Municipal Water District are the owners of
certain real property located in the City of Carlsbad, County of San Diego, State of California, as
more particularly described on Exhibit "A" attached hereto (the "Real Property').
B. The City of Carlsbad and the Carlsbad Municipal Water District are member agencies
of Optionor. Optionor was created on April 18, 2000 to provide for the financing of public
capital improvements for the member agencies including the long term leasing of excess or
underutilized properties owned by the member agencies and for other purposes as permitted
under the Joint Powers Law as agreed to by the member agencies.
C. CPFA and Optionee have entered into that certain unrecorded Option To Lease
Agreement dated as of December 2014 (the "Option Agreement"), pursuant to which CPFA
agreed to lease to Optionee, and Optionee agreed to lease from CPFA, the Real Property, in
accordance with the terms and conditions contained in the Option Agreement. Capitalized terms
used and not otherwise defined in this Agreement are used as defined in the Option Agreement.
Now, therefore, for and in consideration of the mutual covenants and agreements
contained in this Agreement and the Option Agreement, and other good and valuable
consideration, the receipt and adequacy of which is hereby acknowledged by CPFA, Optionee
and CPFA hereby agree as follows:
a
1. Option To Lease. Subject to the terms and conditions set forth in the Option
Agreement, CPFA hereby grants Optionee an option to lease the Real Property, which lease shall
be in accordance with the covenants and conditions set forth in the lease attached as Exhibit No.
"1" to the Option Agreement.
2. No Amendment to Option Agreement. This Agreement is solely to put third parties
on notice of Optionee's right to lease the Real Property from CPFA as provided herein and
nothing contained in this Agreement shall, or shall be deemed to, modify or amend the Option
Agreement in any respect. In the event of any conflict between the provisions of the Option
Agreement and the provisions of this Agreement, as between Optionee and CPFA the provisions
of the Option Agreement shall prevail.
3. Counterparts. This Agreement may be executed in counterparts, each of which shall
be deemed an original, but all of which, taken together, shall constitute one and the same
instrument.
[Signature page follows. Balance of this page intentionally left blank.]
In Witness Whereof, the parties have executed this Agreement as of the day and
year first above written.
CPFA: THE CARLSBAD PUBLIC FINANCING
AUTHORITY,
a joint powers authority formed by the City of
Carlsbad and the Carlsbad Municipal Water District
By:
Name:
Title:
Attest: a -
Barbara Engelson, Ci lerk
(Seal)
,oe�erirrrr��
Approved as to form and legality: . "P- -`SgA®c''�'
Celia Brewer, City Attorney `"Aw ,
OPTIONEE: GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership
By: Grand Pacific Carlsbad Lot 9, Inc.,
a Delaware corporation, its General Partner
By:
David S. Brown, -President
11
By:
imothy J. S e, o-President
In Witness Whereof, the parties have executed this Agreement as of the day and
year first above written.
CPFA: THE CARLSBAD PUBLIC FINANCING
a join owers authority formed by the City of
Carlsba d the Carlsbad Municipal Water District
By:_
Name:
Title:
Attest:
Approved as to form and legality:
Celia Brewer, ity Attorney
Barbara Engelson,
(Seal)
OPTIONEE: GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership
By: Grand Pacific Carlsbad Lot 9, Inc.,
a Delaware corporation, its General Partner
By:
David S. Brown, Co-Presi ent
RIM
Timothy J. Stripe, Co -President
a �
CALIFORNIA• • •.
Ct C ice' •�• .�. . -------
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of t2A .,b . Wf1' ? )
On ,21M 5 before me,
Date _ t .1 ere Insert me and Title of he Officer
personally appeared
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the personk whose name- is/axa
subscribed to the within instrument and acknowledged to me that he/fey executed the same in
his/haW ieirauthorized capacity(•@&), and that by histhen4h&-signature(s) on the instrument the person(,&'),
or the entity upon behalf of which the person(* -acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph
is true and correct.
WITNESS my hand and official seal.
LOWMORGEN FRY
Commission #t 2091497 f r
Notary Public - Calltornia SignaturSan Diego County Signatu f NotaryIlc Comm. Ex ree Dec 24 2018
Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document: Document Date:
Number of Pages: Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
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02014 National Notary• •www.Nationa]Notary.org 800NOTARY800i . •i 90
Acknowledgement
State of California
County of San Diego
On December 3, 2014, before me, Diane Marie Proulx, Notary Public, personally appeared Timothv
SW e, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)
isfar subscribed to the within instrument and acknowledged to me that he{ghe executed the
same in his�herltheir- authorized capacity*s-, and that by hisfke"i h signature(s} on the
instrument the persons , or the entity upon behalf of which the persons acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
DIANE MARIE PROUD(
Commission # 2070722
Notary Public - California
San Diego County
[@My Comm. Ex im Jun 1, 2018
27
Acknowledgement
State of California
County of San Diego
On December 3, 2014, before me, Diane Marie Proulx, Notary Public, personally appeared David S.
Brown, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)
isle subscribed to the within instrument and acknowledged to me that he�she/th executed the
same in hisj/her-,/th authorized capacity*s}, and that by hiss signaturefs} on the
instrument the person(s), or the entity upon behalf of which the person{g} acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
DIANE MARIE PROULX
Commission #t 2070722 Z
Notary Public - California >
San Diego County
—My Comm. Ex ires Jun 7 2018
L10— - - - __ - - - - - -
EXHIBIT "A"
LEGAL DESCRIPTION OF REAL PROPERTY
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL 1: APN 211-023-07 (PORTION)
THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO PARTITION MAP NO.823, FILED IN THE OFFICE OF THE COUNTY OF
RECORDER OF SAN DIEGO NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:
BEGINNING AT POINT 9 OF LOT "F" AS SHOWN ON SAID PARTITION MAP NO.823, SAID POINT 9 BEING A
POINT IN THE EASTERLY BOUNDARY COURSES OF SAID LOT "H" CONNECTING POINTS 13 OF LOT "G"
AND POINT 8 OF LOT "F" AS SHOWN ON SAID MAP NO.823; THENCE NORTH 0°07'28" EAST ALONG THE
SAID EASTERLY BOUNDARY COURSE OF SAID LOT "H" 110.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING NORTH 0°07'28" EAST ALONG SAID EASTERLY BOUNDARY COURSE 160.00 FEET;
THENCE LEAVING SAID BOUNDARY COURSE NORTH 89'52'32" WEST 120.00 FEET; THENCE SOUTH
00`07'28" WEST 160.00 FEET; THENCE SOUTH 89'52'32" EAST 120.00 FEET TO THE TRUE POINT OF
BEGINNING.
PARCEL 2: APN 211-023-07 (PORTION)
THAT PORTION OF LOT "F" OF RANCHO AGUA HEDIONDA, IN THE COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO PARTITION MAP NO.823, FILED IN THE OFFICE OF THE COUNTY RECORDER
OF SAN DIEGO, NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 9 OF SAID LOT "F" AS SHOWN ON SAID PARTITION MAP NO.823; THENCE
ALONG THE BOUNDARY COURSE CONNECTING POINTS 8 AND 9 OF SAID LOT "F" NORTH 00°07'28" EAST
(RECORD NORTH 0°31'16" WEST, RECORD OF SURVEY 5715) 167.78 FEET TO THE TRUE POINT OF
BEGINNING; THENCE CONTINUING NORTH 00°07'28" EAST ALONG SAID BOUNDARY COURSE 67.25 FEET
TO A POINT ON A 58 FOOT RADIUS CURVE CONCAVE WESTERLY, A RADIAL LINE THROUGH SAID POINT
BEARING SOUTH 54°41'40" WEST, THENCE FROM SAID POINT SOUTHEASTERLY, SOUTHERLY AND
SOUTHWESTERLY ALONG SAID CURVE 71.73 FEET THROUGH AN ANGLE OF 70*51'37' TO THE TRUE
POINT OF BEGINNING.
PARCEL 3: APN 212-271-02
LOT 9 OF CITY OF CARLSBAD CT 09-03, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO MAP THEREOF NO. 15902, FILED IN THE OFFICE OF THE COUNTY
RECORDER OF SAN DIEGO COUNTY, MARCH 4, 2013.
3 �,
4828-7939-8176, v. 1
EXHIBIT "A"
-1-
QUITCLAIM DEED
RECORDATION REQUESTED BY AND WHEN
RECORDED RETURN TO:
The Carlsbad Public Financing Authority
1200 Carlsbad Village Dr.
Carlsbad, CA 93008
Attn: City Manager
(Space above this line for Recorder's use)
GRAND PACIFIC CARLSBAD LOT 9, L.P., a Delaware limited partnership ("Grantor"),
for and in consideration of the sum of TEN AND N0/100 DOLLARS ($10.00), and other good
and valuable consideration, paid by THE CARLSBAD PUBLIC FINANCING AUTHORITY,
a joint powers authority formed by the City of Carlsbad and the Carlsbad Municipal Water
District ("Grantee"), the receipt and sufficiency of which are hereby acknowledged and
confessed, has RELEASED, REMISED AND FOREVER QUITCLAIMED, and by these
presents does hereby RELEASE, REMISE AND FOREVER QUITCLAIM, unto Grantee all of
Grantor's right, title and interest, if any, in and to those certain tracts of land situated in the City
of Carlsbad, Count of San Diego, California, and being more particularly described in Exhibit
"A" attached hereto and incorporated herein by reference for all purposes (the "Property").
TO HAVE AND TO HOLD, the Property, unto Grantee, and Grantees' successors and
assigns, forever so that neither Grantor, or Grantor's successors and assigns, nor any other
person claiming by, through or under Grantor, shall at any time hereafter have, claim or demand,
any right, title or interest in and to the Property or any part thereof.
3�i
EXECUTED effective as of the3'rd day of 1')p epm Le, , 20J.
GRANTOR:
GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership
By: Grand Pacific Carlsbad Lot 9, Inc.,
a Delaware corporation, its General Partner
A notary public or other officer completing this
certificate verifies only the identity of the
individual who signed the document to which this
certificate is attached, and not the truthfulness,
accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF SAN DIEGO )
On
a Notary Public, personally
on the basis of satisfactory i
within instrument and ackn4
authorized capacity(ies)
the entity upop behalf o
By:
David S. Brown, -President
By:
imo by q.t,4p-e, o-President
peared _ , who proved to me
le t e the person(s) whose name(s) is/are subscribed to the
to me that he/she/they executed the same in his/her/their
by his/her/their signature on the instrument, the person(s), or
the person(s) acted, executed the instrument.
I certi Wj
PENALTY OF PERJURY under the laws of the State of California that
the foregoingph is true and correct.
my hand and official seal.
Notary Public
4835-6700-1888.1 12/3/2014 3-6
Acknowledgement
State of California
County of San Diego
On December 3. 2014' before me, Diane Marie Proulx, Notary Public, personally appeared David S.
Brown, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)
is7La� subscribed to the within instrument and acknowledged to me that he{she executed the
same in his s authorized capacity{ es , and that by hiss�h signature f s} on the
instrument the person{sj, or the entity upon behalf of which the person{} acted, executed the
instrument.
I certify under PENALTY OF PERJURY.under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature _
(Seal)
DIANE MARIE PRQULX
Commission #t 2070722
Notary Public - California >
Z San Diego County
my Comm. Expires Jun 7 2018
EXECUTED effective as of the-" day of 1k4j.m h.� , 20 ► 4.
GRANTOR:
GRAND PACIFIC CARLSBAD LOT 9, L.P., a
Delaware limited partnership
By: Grand Pacific Carlsbad Lot 9, Inc.,
a Delaware corporationb its General Partner
By:
David S. Brown, Co -President
A notary public or other officer completing this
certificate verifies only the identity of the
individual who signed the document to which this
certificate is attached, and not the truthfulness,
accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF SAN DIEGO )
On , before
a Notary Public, personally appeared
on the basis of satisfactory evidence to be
within instrument and acknowledged o
authorized capacity(ies), and that b
the entity upon behalf of which th son(
Timothy J. Stripe, Co -President
, who proved to me
t rson(s) whose name(s) is/are subscribed to the
at he/she/they executed the same in his/her/their
er/their signature on the instrument, the person(s), or
s) acted, executed the instrument.
I certify under OF PERJURY under the laws of the State of California that
1
the foregoing paragrapWeand correct.
WITNESS in
/,yIid and official seal.
Notary Public
4835-6700-1888.1 12/3/2014 I'D 7
a
Acknowledgement
State of California
County of San Diego
On December 3. 2014, before me, Diane Marie Proulx, Notary Public, personally appeared Timothy
J Stripe, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)
is -/-are subscribed to the within instrument and acknowledged to me that he/she�Zey executed the
same in hisfher/th authorized capacity{ies}, and that by his{ker,lth r signatures} on the
instrument the persons , or the entity upon behalf of which the persons} acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS in d official seal.
Signature _
(Seal)
DIANE MARIE PRQULX
Commission #t 2070722
Notary Public - CalfforMa
Z San Diego County
MY Comm. Expires Jun 7 2018
3�
EXHIBIT "A" TO QUITCLAIM DEED
PROPERTY DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL 1: APN 211-023-07 (PORTION)
THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO PARTITION MAP NO.823, FILED IN THE OFFICE OF THE COUNTY OF
RECORDER OF SAN DIEGO NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:
BEGINNING AT POINT 9 OF LOT "F" AS SHOWN ON SAID PARTITION MAP NO.823, SAID POINT 9 BEING A
POINT IN THE EASTERLY BOUNDARY COURSES OF SAID LOT "H" CONNECTING POINTS 13 OF LOT "G"
AND POINT 8 OF LOT "F" AS SHOWN ON SAID MAP NO.823; THENCE NORTH 0°07'28" EAST ALONG THE
SAID EASTERLY BOUNDARY COURSE OF SAID LOT "H" 110.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING NORTH 0°07'28" EAST ALONG SAID EASTERLY BOUNDARY COURSE 160.00 FEET;
THENCE LEAVING SAID BOUNDARY COURSE NORTH 89°52'32" WEST 120.00 FEET; THENCE SOUTH
00'07'28" WEST 160.00 FEET; THENCE SOUTH 89°52'32" EAST 120.00 FEET TO THE TRUE POINT OF
BEGINNING.
PARCEL 2: APN 211-023-07 (PORTION)
THAT PORTION OF LOT "F" OF RANCHO AGUA HEDIONDA, IN THE COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO PARTITION MAP NO.823, FILED IN THE OFFICE OF THE COUNTY RECORDER
OF SAN DIEGO, NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 9 OF SAID LOT "F" AS SHOWN ON SAID PARTITION MAP NO. 823; THENCE
ALONG THE BOUNDARY COURSE CONNECTING POINTS 8 AND 9 OF SAID LOT "F" NORTH 00*07,28" EAST
(RECORD NORTH 0-31'16" WEST, RECORD OF SURVEY 5715) 167.78 FEET TO THE TRUE POINT OF
BEGINNING; THENCE CONTINUING NORTH 00°07'28" EAST ALONG SAID BOUNDARY COURSE 67.25 FEET
TO A POINT ON A 58 FOOT RADIUS CURVE CONCAVE WESTERLY, A RADIAL LINE THROUGH SAID POINT
BEARING SOUTH 54'41'40" WEST; THENCE FROM SAID POINT SOUTHEASTERLY, SOUTHERLY AND
SOUTHWESTERLY ALONG SAID CURVE 71.73 FEET THROUGH AN ANGLE OF 70°51'37' TO THE TRUE
POINT OF BEGINNING.
PARCEL 3: APN 212-271-02
LOT 9 OF CITY OF CARLSBAD CT 09-03, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO MAP THEREOF NO. 15902, FILED IN THE OFFICE OF THE COUNTY
RECORDER OF SAN DIEGO COUNTY, MARCH 4, 2013
-3- 3 i
4835-6700-1888.1 12/3/2014
CERTIFICATION FOR ACCEPTANCE OF DEED
This is to certify that the interest in real property conveyed by the
Quitclaim Deed, dated December 3, 2014, from Grand Pacific Carlsbad Lot
9, L.P., a Delaware limited partnership, to the Carlsbad Public Financing
Authority, a joint powers authority formed by the City of Carlsbad and the
Carlsbad Municipal Water District is hereby accepted by the Carlsbad
Public Financing Authority of the City of Carlsbad, California, pursuant to
Resolution No. 67, adopted on January 13, 2015, and the grantee consents
to the recordation thereof by its duly authorized officer.
DATED: January 16, 2015
(SEAL)