HomeMy WebLinkAboutC-3067(E) - Jamboree, 3300 - Declaration of Special Land Use Restrictions and Right of First Refusal 1995 - Fletcher Jones MotorcarsC —3o 67
Recording Requested By:
When recorded, mail to:
The Irvine Company
c/o Irvine Land Management
550 Newport Center Drive, 2nd Floor
Newport Beach, CA 92660
Attn: Lee Milligan
(Space above this line for Recorder's Use)
DECLARATION OF SPECIAL LAND USE RESTRICTIONS
AND RIGHT OF FIRST REFUSAL
THIS DECLARATION ("Declaration") is made as of
1995, by and between THE IRVINE COMPANY, a Michigan corporation,
dba Irvine Land Management ("TIC"), and the CITY OF NEWPORT BEACH,
a California municipal corporation ("City"), with reference to the
following facts:
A. City and TIC have entered into a Dedication Agreement by
which City is acquiring from TIC the real property depicted on
Exhibit A, and legally described on Exhibit B (the "Main Parcel")
situated in the City of Newport Beach, County of Orange, State of
California.
B. The Dedication Agreement also contemplates the
acquisition, now or in the future, by City of related parcels that
are contiguous with the Main Parcel (these parcels, and such
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interest in either parcel as may be acquired by City, are referred
to as the "Contiguous Parcels") and which have previously been
dedicated by TIC to the Transportation Corridor Agency and the
State of California Department of Transportation. The Contiguous
Parcels are situated in the City of Newport Beach, County of
Orange, State of California, are depicted on Exhibit C, and legally
described in Exhibit D.
C. City intends to acquire the Main Parcel and Contiguous
Parcels, transfer the parcels to Fletcher Jones Motor Cars, Inc.,
("Developer") for the purpose of establishing and operating an
Automobile Dealership on the Main Parcel and Contiguous Parcels.
D. TIC is willing to dedicate the Main Parcel to the City
subject to use and development of the Property in accordance with
the covenants, conditions, rights, restrictions and limitations
specified in this Declaration.
E. The Main Parcel and the Contiguous Parcels are sometimes
collectively referred to as the "Property."
NOW, THEREFORE, in consideration of the foregoing (including
the dedication of the Property by TIC to City), as well as other
valuable consideration, the parties agree as follows:
ARTICLE 1. GENERAL PROVISIONS.
1.1 Citv's Representations and Warranties. CITY
REPRESENTS AND WARRANTS TO TIC THAT CITY IS ACQUIRING THE PROPERTY
FOR TRANSFER TO DEVELOPER AND DEVELOPER'S IMPROVEMENT AND USE OF
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THE PROPERTY AS AN AUTOMOBILE DEALERSHIP IN COMPLIANCE WITH THE
RESTRICTIONS SPECIFIED IN THIS DECLARATION. CITY ACKNOWLEDGES,
AMONG OTHER THINGS, THAT:
(A) TIC IS CONVEYING THE MAIN PARCEL AND CITY SHALL ACCEPT FEE
TITLE TO THE MAIN PARCEL FOR USE BY CITY AND DEVELOPER IN
ACCORDANCE WITH THE PARTICULAR USES PROVIDED FOR IN THIS
DECLARATION;
(B) TIC AND CITY DO NOT EXPECT OR INTEND THE PROPERTY TO BE
USED AT ANY TIME FOR ANY PURPOSE NOT OTHERWISE PERMITTED IN THIS
DECLARATION;
(C) WITHOUT THE RESTRICTIONS IN THIS DECLARATION, THE PURPOSES
AND EXPECTATIONS OF TIC IN THE DEVELOPMENT AND USE OF THE
BENEFITTED PROPERTY AND USE OF THE PROPERTY COULD BE DEFEATED;
(D) TIC HAS DETERMINED TO DEDICATE THE MAIN PARCEL TO CITY
WITHOUT CASH CONSIDERATION IN LIGHT OF THE PUBLIC PURPOSES SERVED
BY THE DEDICATION AND THE PRESERVATION OF SUBSTANTIAL MUNICIPAL
REVENUE NECESSARY TO PROVIDE SERVICES TO NEWPORT BEACH RESIDENTS.
TIC I5 CONVEYING THE MAIN PARCEL TO CITY BASED UPON THESE
REPRESENTATIONS AND WARRANTIES.
1.2 Statement of TIC's General Purposes. TIC is the
owner of a large and unique landholding, part of which has been
developed as a master planned business, recreational, hotel,
residential and retail center situated within the cities of Newport
Beach, Irvine, and Tustin and the unincorporated territory of the
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County of Orange. Distinguishing characteristics of these
masterplanned communities include, without limitation, the clear
delineation of use areas, together with the strict exercise of
architectural and occupancy controls over individual construction
projects, so as to ensure the harmonious growth and development of
such communities and the maximization of the value of TIC's
developed and undeveloped landholdings.
In addition to those general concerns, it is vitally
important to TIC that the intensity of development shall•be limited
on those parcels of property (including the Property) that TIC from
time to time elects to dedicate or convey to third parties. Should
the development limitations imposed by TIC be exceeded, the
roadways and the infrastructure improvements servicing the City of
Newport Beach and its environs could be overutilized, resulting in
undesirable traffic congestion and imbalances within the City of
Newport Beach. Such conditions could in turn adversely affect the
ability of TIC to develop, own, operate, lease or sell its
landownings, including without limitation the "Benefitted
Property."
This Declaration is made to promote and achieve the
goals and objectives of TIC, with respect to all of the Benefitted
Property.
1.3 Definitions. For purposes of this Declaration,
these terms shall be defined as follows:
(a) "Benefitted Property" shall mean the real
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property to which the benefit of the provisions of this Declaration
inures, and as of the execution of this Declaration shall mean all
real property in Orange County, California, which TIC currently
owns, including, without limitation, real property described on
Exhibit E, and which TIC continues to own at the time of
enforcement of applicable provisions of this Declaration. TIC
shall have the right by a duly recorded amendment to this
Declaration executed solely by TIC to substitute for, or add to,
the Benefitted Property, any real property in the County of Orange,
State of California which TIC owns as of the date of this
Declaration and continues to own through and after the date of such
substitution or addition. The Benefitted Property shall be the
dominant tenement and the Property shall be the servient tenement
for purposes of this Declaration.
(b) "TIC" shall mean The Irvine Company as
identified above and its successors, assigns or designees who shall
assume the obligation, and to whom The Irvine Company shall
specifically assign, in writing, the right to enforce these
Restrictions, subject to the provisions of the Section entitled
"Assignment by TIC."
Cars, Inc.
(c) "Developer" shall mean Fletcher Jones Motor
(d) "Effective Date" of this Declaration shall be
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the date this Declaration is recorded in the Official Records of
Orange County, California.
(e) "Owner" shall mean the City of Newport Beach,
identified above and each and every successor, assignee (including
Developer), owner, lessee, licensee or other occupant of the
Property, the Specific Facilities, or any portion thereof or
interest therein, during their ownership or occupancy. However,
the term "Owner" shall not include any person having an interest in
all or any portion of the Property or Specific Facilities merely as
security for the performance of an obligation, Without limiting
the generality of the foregoing, if the Owner leases all or any of
its interest in the Property or the Specific Facilities, both the
lessor and lessee under such lease shall be responsible as
principals (and not sureties) for compliance with all the terms and
provisions of this Declaration.
(f) "Restrictions" shall mean each and every
covenant, condition, restriction, reservation, limitation or other
provision of this Declaration.
(g) The term "IAC" shall mean Irvine Apartment
Communities, L.P. a Delaware limited partnership, or its successors
or assigns.
(h) The term "IAC Benefitted Property" shall mean
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all real property in Orange County, California, which IAC currently
owns, including without limitation the real property described on
Exhibit F, and which IAC continues to own at the
enforcement of the restriction contained in Section 2.
Apartment Use). IAC shall have the right by a duly
document to unilaterally substitute for, or add to,
time of
1(h) (No
recorded
the IAC
Benefitted Property any real property in Orange County, California,
which IAC owns as of the date of this Declaration and continues to
own through and after such substitution or addition.
(i) "Gross Floor Area" shall be defined as provided
in Section 20.87.182 of the Newport Beach Municipal Code.
(j) The term "City" shall mean the City of Newport
Beach , a California Municipal Corporation and Charter City.
(k) The term "Specific Facilities" shall mean the
improvements described on Exhibit G.
(1) The term "Automobile Dealership" shall include,
without limitation, all uses and activities commonly associated
with Automobile Dealerships, now, or in the future, including the
sale and repair of vehicles, the sale of automotive -related
products, the leasing of vehicles, the marketing or advertising of
services, the sale of parts and automotive supplies and equipment,
and ancillary retail services, including on -site food service,
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intended to serve as a convenience to customers of the Automobile
Dealership.
ARTICLE 2. SPECIFIC RESTRICTIONS.
2.1 Specific Facilities.
(a) Improvement and Continued Use. Except as
specifically provided in Section 3.1, the Property shall be
improved only with the Specific Facilities and other related
improvements, and in full accordance with all of the terms of this
Declaration. The Property, and the Specific Facilities shall be
used solely for an Automobile Dealership, except as otherwise
provided in this Declaration, and in full accordance with all of
the terms of this Declaration. Except as expressly provided in
this Section and Section 3.1, no portion of the Property, or any
improvements, shall be improved, developed, or used for retail,
commercial, quasi -retail or quasi -commercial facilities, unless
expressly approved by TIC, which approval may be granted or
withheld by TIC in its sole discretion.
(b) Initial Construction. Owner shall improve the
Property with the Specific Facilities and other improvements
pursuant to the plans and specifications approved by TIC. In the
event Owner desires to make any substantial alterations,
modifications, additions or changes to the exterior elements of any
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plans and specifications previously approved by TIC, then Owner
shall submit two copies of any Change Order to TIC for its approval
prior to obtaining approval of the change order by the governmental
entity having jurisdiction and prior to incorporation of the change
order in the work. TIC shall approve or disapprove such Change
Order in accordance with the standards and procedures set forth in
Section 2.2. Construction and installation shall be commenced and
completed within any time period specified in this Declaration.
(c) Commencement and Completion. Subject to
extensions of time for "Unavoidable Delay," Owner shall diligently
commence construction of the Specific Facilities and thereafter
diligently pursue construction to completion. Owner shall be
deemed to have "completed construction" of the Specific Facilities
when City has issued a valid Certificate of Use and Occupancy.
Owner shall commence and complete construction of the other
improvements prior to or contemporaneously with the Specific
Facilities.
(d) Grading. Prior to the commencement of any
grading or similar work on the Property, Owner shall submit to TIC
for its approval two sets of plans and specifications for grading,
terracing and filling of the Property and for construction of other
similar improvements in, on or about the Property.
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(e) Utilities, Streets and Public Improvements.
(i) Owner shall cause all necessary facilities
for water, drainage, sewage, telephone, electricity, cable
television, and other utility service for the Property to be
constructed and installed on the Property.
(ii) In addition to the Specific Facilities,
Owner shall construct and install, or pay for construction and
installation, of all streets, street lights, driveways, curb cuts,
entry ways, sidewalks and the like, perimeter walls and fences,
irrigation and drainage systems, landscaping, monument, directional
or other signs and all like improvements on the Property or between
the Property and adjoining sidewalks, curbs, or streets.
(f) Landscaping. Owner shall landscape the
Property as necessary to create a first class attractive condition.
City shall submit to TIC for its approval two sets of plans and
specifications for the landscaping on the Property.
(g) Alterations and Additions. Owner shall not
make any substantial additions, alterations or other modifications
("alterations") of or to the exterior of the Specific Facilities or
any additions, alterations or other modifications to the visible
portions of other improvements from time to time located on the
Property, without the prior written approval of TIC. TIC shall
approve or disapprove of such alterations in accordance with the
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standards and procedures set forth in Section 2.2. All such
alterations shall be subject to the provisions of Article 2. As
used in this Section, the "exterior" of the Specific Facilities
shall mean all roofs, outside walls and facades, structural
foundation, entrance doors, windows, outside walkways, ramps and
other accessways, and parking facilities.
(h) No Apartment Use. No portion of the Property or any
improvements thereon may be held, developed, constructed,
maintained, operated, used, leased or sold for rental apartment
purposes at any time. Furthermore, no portion of the Property or
any improvements thereon may be so developed or used for rental
apartment purposes at any time prior to July 31, 2020,
notwithstanding any amendment to this Declaration or any other
agreement to that effect between TIC and Owner, without the express
written consent in each case of IAC, which consent may be granted
or withheld by IAC in its sole discretion. TIC and City hereby
acknowledge that IAC is a third party beneficiary of the foregoing
special covenant, with full rights to enforce the same as if IAC
were a third party to this Declaration, and that such covenant
shall run and pass with each and every portion of the Property for
the benefit of IAC, its successors and assigns, and the IAC
Benefitted Property. The parties intend for the purposes of this
Paragraph, that the dominant tenement shall be the IAC Benefitted
Property and the servient tenement shall be the Property.
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shall notify Owner of its reasons for disapproval. Failure of TIC
to approve or disapprove any plans and specifications within said
ten (10) business day period and TIC's continued failure to approve
or disapprove for three (3) business days after Owner's written
notice to TIC that TIC has failed to approve or disapprove as
required herein shall be deemed approval thereof. The approval by
TIC of any plans and specifications pursuant to this Section shall
only represent TIC's satisfaction with the plans and specifications
as to their general aesthetic elements. Such approval shall not be
deemed to constitute any representation or warranty by TIC as to
the adequacy or sufficiency of such plans and specifications for
architectural or engineering design or the feasibility or integrity
of any grading, landscaping, improvement or construction
contemplated for any use or purpose. By approving such plans and
specifications, TIC assumes no liability or responsibility or for
any defect in any grading, landscaping, improvements or
construction.
(c) As Built Plans. Upon completion of the
grading, landscaping and construction of improvements, Owner shall
submit to TIC two "as built" brown line, reproducible plan sheets
and a Certificate of Compliance executed by Owner's state licensed
consultant (engineer, architect and/or landscape architect). The
Certificate of Compliance shall state that the completed grading,
landscaping and construction conforms to the plans and
specifications approved by TIC.
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2.3 Owner's Cost. The Specific Facilities, and all
other landscaping, grading and other improvements made or
constructed in, about or on the Property as contemplated herein
shall be constructed, installed and completed at the sole cost and
expense of Owner and without any cost, liability or expense to TIC.
2.4 Compliance With Law. The Specific Facilities, and
all other landscaping, grading and other improvements made or
constructed in, about or on the Property, and the use of the.
Property, shall comply with all applicable public laws, ordinances
and regulations. Without limiting the generality of the foregoing,
Owner shall obtain, at its sole expense, all necessary approvals
and permits from governmental entities with jurisdiction over the
Property or Project which may from time to time be required with
respect to the performance contemplated under this Declaration,
including, without limitation, permits or approvals from City, or
the California Coastal Commission. Owner shall prepare, at its
sole expense, as necessary and without limitation, all
environmental impact reports, engineering studies and other
documents necessary to obtain such approval or permits.
2.5 Bonds. Before the commencement of any of the work
required under this Article 2, Owner shall furnish to TIC true
copies of any and all labor and material bonds and faithful
performance bonds, if any, required of Owner by any governmental
agency concerning such work.
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2.6 Transfers.
(a) Transfer Prohibited. Except as provided in
Section 2.6(b) and Article 4, Owner shall not sell, convey or
exchange, or otherwise transfer the Property or any portion thereof
or facilities thereon, whether by agreement for sale or in any
other manner (herein collectively referred to as a "transfer")
without first giving TIC at least thirty (30) days prior written
notice of all terms and conditions of such proposed transfer and
the right to exercise its right of first refusal as specified in
Article 4. TIC's failure to exercise its right of first refusal
within the thirty (30) day period shall be deemed to constitute
approval of the transfer on the terms and conditions proposed by
Owner.
(b) Permitted Transfers. Notwithstanding the foregoing,
Owner may, in its sole and absolute discretion, transfer some or
all of the property to any member of the family of Fletcher Jones,
Jr., whether by sale, gift, inheritance or otherwise, or to any
firm, corporation, entity, family trust, or partnership at least
fifty-one percent (51%) of which is owned, directly or
beneficially, by Fletcher Jones, Jr., his family members, or any
related family trust. In addition, Owner may transfer some or all
the Contiguous Parcels to the Transportation Corridor Agency, Cal
Trans, or other public entity for street and highway purposes, and
any such land transferred for street and highway purposes shall no
longer be considered part of the Property and shall be
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automatically released from the Restrictions. These transfers are
permitted as a matter of right.
(c) Consent to Encumbrance. TIC shall consent to an
encumbrance on the Property made in connection with an interim or
permanent loan or loans or other form of private or public
financing (including without limitation bonds, lease revenue
obligations or certificates of participation) ("public
obligations") made in good faith and for value by an institutional
lender, (including, without limitation, Mercedes Benz Credit
Corporation or any other similar lender) or by a public obligation,
the proceeds of which are used only for the costs and expenses of
such public obligations and construction of the Specific Facilities
or refinancing of such a construction financing.
ARTICLE 3. GENERAL RESTRICTIONS.
3.1 Unapproved Development or Use. Except as otherwise
provided in this Section, Owner shall not permit the construction,
maintenance, operation or use of the Property or any improvements
on the Property that do not fully comply with all other
requirements of law, this Declaration and other covenants and
restrictions applicable to the Property. For a period of three (3)
years after the effective date, the Property shall be used solely
for an Automobile Dealership, and for no other use whatsoever.
Commencing three (3) years after the Effective Date, the use of the
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Property may be changed from an Automobile Dealership to either
office or industrial use (a "Permitted Alternate Use") if and only
if all of the following criteria are satisfied:
(a) The proposed use and the density and intensity of
the proposed use are consistent with, and permitted by, the Land
Use Element of the Newport Beach General Plan, the Land Use Plan of
the Local Coastal Program of the City of Newport Beach, the zoning
ordinances of the City of Newport Beach or any applicable planned
community development text and all other relevant ordinances,
resolutions, plans and policies of the City of Newport Beach;
(b) There is no substantial evidence
of any significant adverse physical or economic impact of the
proposed use, densities or intensities, on any of the Benefitted
Property or on any property covered by any agreement to which TIC
is a party; and
(c) Either:
(i) Owner is prohibited from using the
Property as an Automobile Dealership by any public entity having
jurisdiction of the Property, or
(ii) The continued operation of an Automobile
Dealership on the site is infeasible based upon specific financial
and accounting data which establish that operation of the
dealership has not generated a net profit .during the preceding 24
months;
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(d) The gross floor area (including mezzanine) of
facilities for a Permitted Alternate Use shall not exceed the
lesser of (i) 112,000 square feet or (ii) the amount that would
generate average, a.m. peak and p.m. peak daily automobile trips,
not exceeding that generated by the Automobile Dealership;
(e) Owner shall have offered to sell the Property to TIC
at a price (the "TIC Re -purchase Price") equal to (i) the "Agreed
Land Amount" (as hereinafter defined) plus (ii) one-half (1/2) the
"Bonus Value" as (hereinafter defined).
(i) The "Agreed Land Amount" shall be the greater
of (A) the "restricted fair market value" of the Property (as
defined in Article 6 below), or (B) eight million dollars
($8,000,000.00).
(ii) The "Bonus Value" shall be (A) the "new fair
market value" of the Property (as defined in Article 6) assuming
the intended Permitted Use is allowed hereunder and under
applicable zoning and General Plan, less (B) an amount equal to the
Agreed Land Amount.
If TIC accepts such offer within thirty (30) days after
receipt of such offer (together with evidence that the other
conditions in this Section 3.1 have been satisfied), then TIC and
Owner shall proceed to consummate such sale of the Property (which
shall include, for no additional consideration, Owner's interest in
any improvements on the Property, Owner's interest as lessor under
any leases on the Property, and Owner's interest, as lessee, under
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any leases of adjacent property used in connection with the
operation and use of the Property) within an additional thirty (30)
day period. The purchase price shall be paid in cash, and title
shall be transferred only subject to non -delinquent taxes, other
non -monetary and non -interfering easements, and any then existing
lease to third parties (as evidenced by a title policy issued by a
title company selected by TIC and issued at TIC's cost). In
connection with such sale, Owner shall transfer to TIC, for no
additional consideration and without representation or warranty by
Owner, all warranties, plans and specification, and causes of
action relating to the Property and improvements thereon.
(f) If TIC does not elect to acquire the Property under
Subparagraph (e) above, then Owner shall pay to TIC an amount equal
to one-half (1/2) the Bonus Value (as determined under subparagraph
(e) above).
(g) In no event shall the Property or any improvement
thereon be used:
(i) For any purpose in violation of the other
applicable Restrictions (including but not limited to Section 2.1
entitled "No Apartment Use"), or
(ii) In violation of the restrictions in Exhibit G
concerning maximum number of buildings, maximum gross floor area,
or maximum floor area ratio, or
(iii) For any use whatsoever other than an
Automobile Dealership as described on Exhibit G or a Permitted
Alternate Use as specifically provided above.
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3.2 Calculation of Net Profits. For purposes of Section
3.1(c) (ii) above, net profits shall:
(i) Be calculated using generally accepted
accounting procedures and the requirements imposed by the
automobile manufacturer which has franchised the Automobile
Dealership on the Property,
(ii) Amortize all costs of acquisition,
construction and development evenly over the depreciation period
permitted by the United States Internal Revenue Service,
(iii) Include, as a sale from the Property, any
automobile lease or sale arranged primarily at the Property
(irrespective of the location of delivery of the automobile), and
(iv) Exclude as an expense any payment (as salary,
contract services or otherwise) to any member of the family of
Fletcher Jones, Jr. or any entity controlled by any one or more of
such persons, to the extent such payment exceeds the fair market
value for such service or product.
3.3 General Maintenance. Prior to the completion of the
Specific Facilities, Owner shall maintain the Property in a clean,
sanitary, orderly and attractive conditions, free of weeds, debris
and pests.
Upon completion of the Specific Facilities as
contemplated herein, Owner shall at all times maintain the Specific
Facilities, and all other improvements from time to time located on
the Property, including without limitation the landscaped areas, in
first-class condition, order and repair. Owner shall remove any
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graffiti on the Specific Facilities or other improvements within
three (3) business days after delivery of notice by TIC.
3.4 Restoration. If any building or improvement on the
Property, or any part thereof, or any landscaping installed upon
the Property, shall be damaged or destroyed by fire or other
casualty, Owner shall at its cost and expense either (i) repair or
restore the same according to the original plans thereof or to such
modified plans as shall be previously approved in writing by TIC as
provided above, or (ii) demolish such damaged or destroyed
improvements and leave the Property (or applicable portion
thereof) in a clean and safe condition. Such repair, restoration
or demolition shall be commenced within one hundred twenty (120)
days after the damage or loss occurs and shall be completed with
due diligence. The time periods specified in this subparagraph
entitled "Restoration" shall be extended as provided in the Section
of this Declaration entitled "Unavoidable Delay."
3.5 Drainage. Owner shall not drain or discharge water
from the Property (including but not limited to rain water and
water from landscape sprinkler systems located on the Property) on
to adjacent property except as follows: Owner shall at all times
cause the discharge of all water from the Property onto the public
street adjoining the Property or into an established drainage
facility, if any, on or adjacent to the Property which has been
designated to accommodate the water at the rate discharged.
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3.6 Signs. Owner shall not place or use any signs,
banners, balloons, displays or other advertising media in, on,
about or above the Property or on or in any improvements
constructed or placed thereon unless it has first obtained the
prior written consent of TIC as to the number, size, location,
height, illumination, color and design of such signs or other
media. TIC shall not unreasonably withhold or delay such approval.
Such signs or other media shall (a) comply with (i) TIC's sign
program for the Property, the property surrounding the Property and
the Benefitted Property, if any, and (ii) the statues, ordinances
or regulations of any governmental entity or agency having
jurisdiction over the Property and (b) harmonize and conform with
the existing or proposed improvements on or in the vicinity of the
Property and with TIC's general aesthetic and architectural plans
and criteria for the Property and the general area in which the
Property is located. Except as provided in this Section, no sign,
banner, balloon, display or other advertising media which is
visible from adjacent land or any public or private street shall be
maintained in, on, about or above the Property or on or in any
improvements constructed or placed thereon.
3.7 Prohibited Operations and Uses. No use or operation
shall be made, conducted or permitted on or with respect to all or
any part of the Property or improvements thereon which is obnoxious
to, or out of harmony with, the residential and/or commercial
development in the vicinity of the Property. Included among the
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uses or operations which are prohibited and are deemed to conflict
with the reasonable standards of appearance and maintenance
required hereby, are uses or operations which produce or are
accompanied by the following characteristics, which list is not
intended to be all inclusive:
(a) Any public or private nuisance;
(b) Any vibration, noise, sound or disturbance that
is objectionable due to intermittence, heat, frequency, shrillness
or loudness;
(c) Any direct lighting which is not shielded and
confined within site boundaries;
(d) Any emission of odors, noxious, caustic or
corrosive matter, whether toxic or nontoxic;
(e) Any litter, dust, dirt or ash in excessive
quantities;
(f) Any use of a structure of a temporary
character, trailer, tent, shack, barn or other outbuilding except
for such structures maintained on the Property during a period
permitted for construction or reconstruction of improvements;
(g) Any raising, breeding or keeping of animals,
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livestock or poultry of any kind; and
(h) Any exterior radio antenna, television antenna,
"C.B." antenna, "satellite dish," microwave transmitting or
receiving antenna or other antenna, transmitting or receiving
device of any type unless it is screened from view from all
adjoining lots and public and private streets.
Any screen required under this Section shall consist of
permanent landscaping and/or improvements in harmony with other
approved landscaping and improvements on the Property and be
approved in writing by TIC. The provisions of this Section
entitled "Prohibited Operations and Uses" shall not in any way
supersede the other Restrictions.
3.8 Zoning. Owner shall not use or develop or attempt to use
or develop the Property or any portion thereof for any purpose
other than those purposes expressly allowed under the zoning
ordinance or ordinances of the governmental entity having zoning
jurisdiction over the Property. Additionally, Owner shall not at
any time change or attempt any change in zoning, or obtain or apply
for a conditional use permit, zoning variance or exception or other
similar approval with respect to the use or development of the
Property or any portion thereof not expressly allowed under such
existing zoning ordinance, unless expressly approved by TIC, which
approval may be withheld in its sole discretion. Notwithstanding
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the foregoing, TIC shall not unreasonably withhold its consent to
City's application for such conditional use permit as may be
required for development of the Property with the Specific
Facilities or for a Permitted Alternate Use. City shall give
notice to TIC prior to placing such application on the agenda of
City's discretionary body or submitting any such application or
related documents to any other governmental agency thereafter and
will submit copies of all such documents to TIC for its review and
information.
3.9 Indemnity. TIC and TIC's past, present, and future
employees, officers, directors, shareholders, agents and
representatives, and their respective successors and assigns
(collectively, the "Indemnitees") shall not be liable for any loss,
damage, injury or claim of any kind or character to any person or
property arising from or caused by, with or without fault:
(a) The improvement, development, maintenance, use,
lease or other conveyance of the Property or improvements thereon
or any portion thereof or interest therein, including, without
limitation, any loss, damage, injury or claim arising from or
caused by or alleged to arise from or be caused by:
(i) Any use of the Property or any part thereof,
(ii) Any defect in the design, construction of, or
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material in any structure or other improvement upon the Property,
(iii) Any defect in or contamination of soils or in
the preparation of soils or in the design and accomplishment of
grading, which arises subsequent to the effective date of this
Agreement, (including the existence of any contaminants or
hazardous materials in or on the soil),
(iv) Any act or omission of Owner or any of its
agents, employees, licensees, invitees, or contractors,
(v) Any accident or casualty on the Property,
(vi) Any representations by Owner or any of its
agents or employees,
(vii) Any violation or alleged violation by Owner,
its employees or agents of any law now or hereafter enacted,
(viii) Any slope failure or subsurface geologic or
groundwater condition,
(ix) Any work of design, construction, engineering
or other work with respect to the Property,
(x) Any other cause whatsoever in connection with
Owner use of the Property or Owner performances under this
26
• •
Declaration, or any other agreement with TIC relating to the
Property, or,
(b) The negligence or willful misconduct of Owner or its
employees or agents in the development, construction, grading or
other work performed off the Property by Owner pursuant to this
Declaration, or
(c) The breach by Owner of any of its obligations under
this Declaration.
(d) Furthermore, as a material part of the consideration
of this Declaration, Owner for itself and other owners, hereby
waives on its behalf all claims and demands against TIC for any
such loss, damage or injury of Owner, and agrees to indemnify,
defend and hold harmless TIC and its property, and the other
Indemnitees from all loss, liability, damage, costs and expenses
(including attorneys' fees) arising from or related to any such
loss, damage, injury or claim, whether incurred or made by Owner or
any other person(s), The foregoing waiver, indemnity and agreement
shall apply to a claim or action brought by a private party or by
a governmental agency or entity under any statute or common law now
or hereinafter in effect. With respect to design, construction
methods, materials locations and other matters for which TIC has
given or will give its approval, recommendation or other direction,
the foregoing waiver, indemnity and agreement shall apply
irrespective of TIC's approval, recommendation or other direction.
The provisions of this Section shall not operate to relieve TIC or
27
the other Indemnitees from any loss, damage, injury or claim
ultimately established by a court of competent jurisdiction to have
been caused by the active negligence or willful misconduct of TIC
or the other Indemnitees . Owner's covenants in this Section
arising from or related to acts or occurrences during the time of
ownership shall survive the lease or other conveyance of all or any
part of the Property or improvements thereon and shall be binding
on said Owner (as well as its successors to the Property) until
such time as action against the Indemnitees is absolutely barred by
an applicable statute of limitations. A finding of liability or an
obligation to indemnify shall not be a condition precedent to the
duty to defend.
ARTICLE 4. TIC'S RIGHT OF FIRST REFUSAL.
Except with regard to "Permitted Transfers" described in the
Section above entitled "Transfers," if, at any time, Owner shall
determine to transfer all or any part of the Property or the
improvements thereon or any interest therein ("Interest"), Owner
shall notify TIC of the price and the terms on which Owner would be
willing to transfer. If TIC, within thirty (30) days after receipt
of Owner's notice, indicates in writing its agreement to purchase
said Interest for the price and on the terms stated in Owner's
notice, then Owner shall transfer and convey the Interest to TIC
for the price and on the terms stated in such notice. If TIC does
not indicate its agreement within such thirty (30) day period, then
28
Owner thereafter shall have the right to transfer and convey the
Interest to a third party, but only for a price not less than the
price offered to TIC and on terms not more favorable than those
stated in the notice. If Owner does not so transfer and convey the
Interest within one hundred eighty (180) days after notice, then
any further transactions (including a transaction on the same price
and terms previously submitted to TIC) shall be deemed a new
determination by Owner to transfer and convey said Interest, and
the provisions of this Article shall again be applicable. The
obligation and rights of this Article shall survive any sale of the
Property and be binding upon the buyer at such sale and its
successors and assigns as to each successive transfer of an
Interest in the Property. Notwithstanding the foregoing, after
construction of all improvements for operation of an Automobile
Dealership on the Property, Owner shall have the right to transfer,
free of TIC's right of first refusal under this Article 4, all (but
not a part) of Owner's interest in the Property together with all
improvements thereon and the Automobile Dealership business
conducted thereon, to a single buyer.
ARTICLE 5. REMEDIES.
5.1 Default and General Remedies. In the event of any
breach, violation or failure to perform or satisfy any of the
Restrictions which has not been cured within the applicable cure
period as set forth below, TIC at its sole option and discretion
29
i
may enforce any one or more of the following remedies or any other
rights or remedies to which TIC may be entitled by law or equity,
whether or not set forth herein. Unless a cure period is otherwise
specifically designated, such cure period shall commence when
written notice is given to Owner of a violation hereunder and shall
end thirty (30) days thereafter in the case of a monetary default
and sixty (60) days thereafter in the case of a non -monetary
default; provided that if a non -monetary default is not reasonably
susceptible of cure promptly within the sixty (60) day period, then
Owner shall have a reasonable time to cure same so long as Owner
has commenced such cure promptly within the sixty (60) day period
and thereafter diligently prosecutes the cure to completion. To
the maximum extent allowable by law, all remedies provided herein
or by law or equity shall be cumulative and not exclusive.
(a) Damages. TIC may bring a suit for damages for
any compensable breach of, or noncompliance with, any of the
Restrictions, or declaratory relief to determine the enforceability
of any of the Restrictions.
(b) Equity. It is recognized that a particular or
ongoing violation by Owner of one or more of the foregoing
Restrictions may cause TIC to suffer material injury or damage not
compensable in money (including, but not limited to irreparable
effects on the type and quality of development on, and use of, the
Benefitted Property or portions thereof), and that TIC shall be
entitled to bring an action in equity or otherwise for specific
performance to enforce compliance with the Restriction or an
30
•
injunction to enjoin the continuance of any such breach or
violation thereof, whether or not TIC exercises any other remedy
set forth herein.
5.2 Waiver. No waiver by TIC of a breach of any of the
Restrictions by Owner and no delay or failure to enforce any of the
Restrictions shall be construed or held to be a waiver of any
succeeding or preceding breach of the same or any other of the
Restrictions. No waiver of any breach of default of Owner
hereunder shall be implied from any omission by TIC to take any
action on account of such breach or default if such breach or
default persists or is repeated, and no express waiver shall affect
a breach or default other than as specified in said waiver. The
consent or approval by TIC to or of any act by Owner requiring
TIC's consent or approval shall not be deemed to waive or render
unnecessary TIC's consent or approval to or of any subsequent
similar acts by Owner.
5.3 Costs of Enforcement. In the event any legal or
equitable action or proceeding shall be instituted between TIC and
Owner in connection with this Declaration or the Property to
enforce any provision of this Declaration, the party prevailing in
such action shall be entitled to recover from the losing party all
of its reasonable costs, including court costs and reasonable
attorney's fees.
31
• •
5.4 Rights of Lenders. No breach or violation of the
Restrictions shall defeat or render invalid the lien of any
mortgage, deed of trust or similar instrument securing a loan made
in good faith and for value with respect to the development or
permanent financing of the Property or any portion thereof;
provided, however, that this Declaration and all provisions hereof
shall be binding upon and effective against any subsequent owner or
other occupant of the Property or portion thereof whose title is
acquired by foreclosure, trustee's sale, deed in lieu of
foreclosure or otherwise, but (a) such subsequent owner shall have
a reasonable time after acquiring title in which to cure any
violations or correct and change any facts giving rise to TIC's
rights under this Declaration occurring prior to such transfer of
title or occupancy and which are reasonably capable of being cured
or changed provided that such subsequent owner diligently acts to
effect such cure or change (and in the event of such diligent and
timely cure, such subsequent owner shall have no further liability
in connection with such prior violation or the continued existence
of such violation until such cure is completed), and (b) Section
5.1(a) shall not be applicable as to such subsequent owner with
regard to any noncurable default occurring prior to the time such
subsequent owner acquired title. For purposes of this Section, the
construction or installation of any improvement in violation of the
requirements of this Declaration shall be deemed "curable" so long
as reconstruction, repair or replacement in a manner consistent
with the requirements of this Declaration is physically and legally
32
• •
possible (without respect to cost).
5.5 Waiver of Jury Trial. TIC AND OWNER EACH ACKNOWLEDGE
THAT IT IS AWARE OF, AND HAS HAD THE ADVICE OF COUNSEL OF ITS
CHOICE WITH RESPECT TO, ITS RIGHTS TO TRIAL BY JURY, AND EACH PARTY
FOR ITSELF AND ITS SUCCESSORS AND ASSIGNS DOES HEREBY EXPRESSLY AND
KNOWINGLY WAIVE AND RELEASE ALL SUCH RIGHTS TO TRIAL BY JURY IN ANY
ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER PARTY HERETO
AGAINST THE OTHER (AND/OR AGAINST ITS OFFICERS, DIRECTORS,
EMPLOYEES, AGENTS, OR SUBSIDIARY OR AFFILIATED ENTITIES) ON OR WITH
REGARD TO ANY MATTERS WHATSOEVER ARISING OUT OF OR IN ANY WAY
CONNECTED WITH THIS DECLARATION, OWNER'S USE OR OCCUPANCY OF THE
PROPERTY, AND/OR ANY CLAIM OF INJURY OR DAMAGE.
ARTICLE 6 Additional Purchase Price.
6.1 Payment of Additional Purchase Price. If Owner violates
the land use restrictions in Section 2.1 of this Declaration, TIC
may in its soleand absolute discretion and as its exclusive remedy
with regard to such violation, elect to obligate Owner to pay to
TIC (and Owner agrees to pay) within one hundred, twenty (120) days
after written demand, the additional purchase price as determined
in this Section 6.1, together with interest thereon from the date
of such violation until the date of payment (compounded annually).
(a) Determination of Additional Purchase Price. The
additional purchase price resulting from a changed use shall be
33
• •
determined by calculating the difference between the following
items:
(i) The then "new fair market value" of the
Property based upon such new use; minus
(ii) The "restricted fair market value" of the
Property.
As used herein, the term "new fair market value" shall mean
the then value of the Property (not including the value of any
improvements thereon), without taking into consideration any of the
restrictions and limitations imposed under this Declaration but
assuming the new use is permitted under this Declaration and all
applicable governmental regulations and ordinances (including
zoning and General Plan). As used herein, the "restricted fair
market value" shall mean the then value of the Property (not
including the value of any improvements thereon), taking into
consideration, the restrictions and limitations imposed under this
Declaration and assuming the Property was used solely as an
Automobile Dealership or a comparable commercial enterprise. Both
the "new fair market value" and the "restricted fair market value"
shall be determined assuming the Property is not burdened with any
existing lease, mortgage, or deed of trust. In no event shall the
additional purchase price be a negative number. TIC and Owner
shall use reasonable efforts to agree on such market values. If
TIC and Owner shall not have agreed to the applicable market values
within thirty (30) days after the date TIC gives Owner notice that
the additional purchase price is or may be payable, then the
34
• •
following arbitration procedure shall apply.
(A) TIC shall within an additional thirty (30)
days, at TIC's cost, deliver to Owner a written appraisal of the
applicable new fair market value and restricted fair market value
with which TIC agrees, prepared by an independent qualified
appraiser ("TIC's Appraisal"). The term "independent qualified
appraiser" as used in this Section shall mean a professional
independent appraiser who is a Member of the Appraisal Institute
(M.A.I. or S.R.E.A.) or another recognized association of
appraisers, or a similar association of real estate appraisers that
has adopted rules and regulations governing the professional
conduct and ethics of its members requiring independent appraisals
without bias to any party or to any result, or has such other
education and experience so as to be considered qualified by both
parties.
(B) If Owner does not agree with TIC's
Appraisal, Owner shall notify TIC in writing of such disagreement
within ten (10) days after receipt of TIC's Appraisal. Within
thirty (30) days of such notice, Owner shall at its cost deliver to
TIC a written appraisal of the applicable "new fair market value"
and "restricted fair market value" with which Owner agrees,
prepared by an independent qualified appraiser ("Owner's
Appraisal"). If Owner fails to deliver Owner's Appraisal within
the time provided, or if Owner's Appraisal of the difference
between the new fair market value and the restricted fair market
value (the "Value Differential") is higher than or equal to that
35
contained in TIC's Appraisal, then TIC's Appraisal shall constitute
the final and binding determination of the applicable "new fair
market value" and "restricted fair market value".
(C) If Owner's Appraisal is delivered to TIC
within the time provided and the Value Differential is lower than
that determined under TIC's Appraisal, and if TIC and Owner cannot
then agree as to the applicable Value Differential within ten (10)
days after delivery of Owner's Appraisal to TIC, then TIC and Owner
shall within ten (10) days thereafter mutually agree on a third
independent qualified appraiser acceptable to them to make an
independent determination of the applicable "new fair market value"
and "restricted fair market value" (the "Final Appraisal"). Such
Final Appraisal shall be delivered to TIC and Owner within thirty
(30) days of the selection of the third appraiser. If TIC and
Owner do not agree on a third independent qualified appraiser
acceptable to them as specified above, then such third appraiser
shall be appointed in accordance with the provisions of California
Code of Civil Procedure Section 1281.6, or any successor statue,
and in such event the independent determination of the "new fair
market value" and "restricted fair market value" made by the third
appraiser so appointed shall be the "Final Appraisal." If the
third appraiser must be appointed pursuant to the provisions of the
California Code of Civil Procedure Section 1281.6, or any successor
status, TIC shall file a petition to appoint the third appraiser
with the Superior Court of Orange County, California ("Court"), and
shall set the hearing on the petition on the earliest date
36
permitted by the Court's calendar and by the applicable notice
period required by law. TIC and Owner shall share equally the cost
of the Final Appraisal.. If the Final Appraisal states a Value
Differential between that of TIC's Appraisal and Owner's Appraisal,
the Final Appraisal shall be the final and binding determination of
the applicable market values. If the Value Differential
established in the Final Appraisal is higher than (1) the Value
Differential established in TIC's Appraisal or lower than (2) the
Value Differential established in Owner's Appraisal, or equal to
either, then the final determination of the Value Differential
shall be (1) or (2) depending upon which one is equal or closer to
the Value Differential established in the Final Appraisal.
6.2 No Right to Change Use. Nothing in this Article 6,
including but not limited to payment of, or the offer to pay the
additional purchase price as determined hereunder, shall create any
right of Owner to change the use of the Property or any part
thereof from the uses permitted under this Declaration. No failure
by TIC to exercise its rights to require payment under this Article
6, and no prior exercise as to a previous violation, shall
constitute a waiver of TIC's right to require such payment at any
later time. In the event of such election by TIC, Owner agrees to
pay the additional purchase price as described above.
ARTICLE 7. GENERAL PROVISIONS.
37
•
7.1 Covenants to Run With the Property; Term.
(a) Covenants to Run With the Property. The
Property shall be held, improved, developed, conveyed,
hypothecated, encumbered, leased, rented, used and occupied subject
to the Restrictions set forth in this Declaration. The
Restrictions are for the benefit of the Benefitted Property and are
intended and shall be construed as covenants and conditions running
with, and binding on, the Property and an equitable servitude upon
the Property and every part thereof. Furthermore, all and each of
the Restrictions shall be binding upon and burden all persons
having or acquiring any right, title or interest in the Property,
or any part thereof, and their successors and assigns, and shall
inure to the benefit of the Benefitted Property and the owners of
the Benefitted Property, their successors and assigns, and shall be
enforceable by TIC and its successors and assigns, all upon the
terms, provisions and conditions set forth herein.
(b) Term. All of the terms and provisions set
forth in this Declaration shall continue in full force and effect
in perpetuity, except that TIC's right of first refusal described
in Article 4 shall terminate sixty (60) years from the Effective
Date.
7.2 Assignment by TIC. TIC may assign any of its
rights and powers under this Declaration to any subsidiary
corporation, sister corporation or parent corporation of The Irvine
38
• •
Company, so long as such entity in writing agrees to assume the
duties of Declarant pertaining to the particular rights and powers
assigned. Upon the recordation of such writing, accepting such
assignment and assuming such duties, such entity shall, to the
extent of such assignment, have the same rights and powers and be
subject to the same obligations and duties as are given to and
assumed by TIC and TIC shall be relieved of any further obligations
or liabilities hereunder. TIC's rights and powers shall
automatically inure to the benefit of and pass to any successor by
merger to TIC. TIC, and the permitted successor described in this
Section so long as such entity is at the time the owner of the
Benefitted Property or a material portion thereof, and no other
person or entity, shall have the right to enforce the Restrictions
and the other provisions of this Declaration or to recover the
additional purchase price, damages or other amounts for violation
of the Restrictions or breach of Owner's duties hereunder.
7.3 Amendments. Except as provided in this Declaration
concerning (a) substitution of other real property as the
Benefitted Property, (b) release of any portion of all of the
Property from this Declaration, (c) reacquisition of the Property
by TIC and (d) assignment by TIC of its rights under this
Declaration, this Declaration may be terminated, extended or
amended only by a writing executed by TIC and the Owner(s) of the
fee interest in the Property and recorded against the Property.
39
• •
7.4 Release.
(a) Release by TIC. TIC may release any portion of
the Property from this Declaration at any time and for any reason
without the approval of Owner.
(b) Not Applicable to TIC. Notwithstanding
anything herein to the contrary, if TIC reacquires title to the
Property or any portion thereof at any time after the effective and
record(s) a notice of termination, these Restrictions shall cease
and terminate and be of no further force and effect as to TIC and
such Property, or any portion thereof, effective as of the date of
such recordation.
7.5 Notice. All notices, consents, requests, demands
and other communications provided for herein shall be in writing
and shall be deemed to have been duly given if and when personally
served or forty-eight (48) hours after being sent by United States
registered mail, return receipt requested, postage prepared, to the
other party at the following respective addresses:
With a Copy to:
TIC: THE IRVINE COMPANY
550 Newport Center Drive
Newport Beach, California 92660
Attn: Chick C. Willette
The Irvine Company
550 Newport Center Drive
Newport Beach, CA 92660
Attn: Tom Redwitz
40
OWNER: City of Newport Beach
3300 Newport Blvd.
Newport Beach, CA 92660
ATTN: City Manager
or at such other address as TIC or Owner may designate to the other
in writing in accordance with the provisions of this Section.
7.6 Governing Law. This Declaration shall be governed by and
construed under the laws of the State of California. In the event
of any dispute hereunder, it is agreed that the sole and exclusive
venue shall be in a court of competent jurisdiction in Orange
County, California, and TIC and Owner agree to and do hereby submit
to the jurisdiction of such court.
7.7 Severability. In the event that any portion of this
Declaration shall become illegal, null or void or against public
policy, for any reason, or shall be held by any court of competent
jurisdiction to be illegal, null or void or against public policy,
the remaining portions of this Declaration shall not be affected
thereby and shall remain in force and effect to the full extent
permitted by law.
7.8 Captions. The captions used herein are for convenience
only and are not a part of this Declaration and do not in any way
limit or amplify the terms and provisions hereof.
7.9 Entire Agreement. This Declaration, the Dedication
41
•
Agreement, and the Development Agreement, (including Exhibits which
are incorporated by reference, constitute the entire agreement
between the parties pertaining to the subject matter hereof and all
prior and contemporaneous agreements, representations, negotiations
and understandings of the parties hereto, oral or written, are
hereby superseded and merged herein.
7.10 Gender and Number. In this Declaration (unless the
context requires otherwise), the masculine, feminine and neuter
genders and the singular and the plural include one another.
7.11 Time of Essence. Time is of the essence of each
provision of this Declaration in which time is an element.
7.12 No Waiver by Indemnitees. No failure or delay on the
part of any Indemnitee to exercise any power, right or privilege
under this Declaration shall impair any such power, right or
privilege, or be construed to be a waiver of any default or any
acquiescence therein, nor shall any single or partial exercise of
such power, right or privilege preclude other or further exercise
thereof or of any other right, power or privilege.
7.13 Interest. Amounts due hereunder from Declarant or Owner
to the other, if not paid when due, shall bear interest at prime
interest rate plus 2 percent (2%), but in no event in excess of the
maximum legal rate of interest permitted by California law.
42
Interest which is not paid shall annually be added to the principal.;
amount due and shall thereafter itself bear interest at such rate.
7.14 Unavoidable Delay. The time for performing any duty
required by this Declaration shall be extended to the extent the
performance was delayed by war, strikes, acts of God, acts of
nature, casualty, governmental restrictions, or any similar event
beyond the control of the party whose performance was delayed.
THE IRVINE COMPANY, A Michigan Corporation
Date:✓.. i , 1996 By:
Date:,•Ln 5 , 1996
Date:37/4/7, 1996
APPROVED AS TO FORM:
/
Robert H. Burnham,
ity Attorney, City of Newport Beach
wb\agr\lndrestr.agt
Chick C. Willette, President
Irvine Land Management, a Division of
The Irvine Company
William Mc arland
Executive Vice President
The Irvine Company
CITY OF NEWPORT BEACH, A California
Municipal Corporation
By:
en J/ rphy
City Man er
City of Newport Beach
43
12-15-95
• •
REQUIREMENTS FOR SPECIFIC FACILITIES
Description of Specific Facilities:
Maximum No. of Buildings: 3 (Three)
Minimum Gross Floor Area:
Maximum Gross Floor Area:
Maximum Floor Area Ratio:
169,000 Square Feet *
174,000 Square Feet *
25 Percent
( 99,000 S.F. Footprint/ 415,000 S.F. Site)
Permitted Use:
Automotive Sales, Service, and Repair
Commencement Date: 1 March 1996
Completion Date: 1 December 1996
By setting forth any required minimum or maximum gross floor
area [or maximum trip generation] above, TIC does not thereby
represent or warrant that Owner shall be able to develop the
Property for such density.
44
r
SCALE: 1" = 150'
c
co
x74i77O1 w
,l`, y
SKETCH
SHEET 1 OF 1
TO ACCOMPANY LEGAL DESCRIPTION OF PARCELS
A, B AND C, IN THE CITY OF NEWPORT BEACH, COUNTY OF
ORANGE, STATE OF CALIFORNIA
•
Hy
cp A= 65'35'21-
= 37.00'T, .yi°
,h L = 4236' \ Q.•
Oy.4 8. �Ac
*
•
PARCEL
•C# h
P.O.C.
h • ?4 b
•
Q 1
/ PONT 'C' ?
N1423'551/ �'C
28.86'
Sly CORNER OF THE Nally 1/2
OF THE SE'ly 1/2 OF BLOCK 50
OF IRVINE'S SUBDIVISION
,1 \\ \ e b;
1 f �= 05'07'14'`� ,,ti5 ter-.
l L = 135.75' .0 . �h
`A?‘;
4
N
^J
Op 41
e PARCEL J \\\\ \\ 0,4
"An J/ \ \ ��
\\\ \^'•8
4 \\ \
•V4 s°*
ryk �'P7
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o T.P.O.BY4t
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17.79
\\\\\ \
ks
\ \\ \
\ \ \\
a A.
E35V10 1 / \
T,Sf EPA \\ \ \\ '%
• .4'
A _ 30T2' a\ \\
R = 27.00-t. \.
R a "O7 .,r. L = 14.24' \ v'i
1034 772: \ ;
!' 4 = i6Tli'i ' L 322.811R0.)yV\�
R = 174806.
A yV i POINT 'B'
OR1?E H R HAY
/0921
118.9,1
L
= 488.7r
PROPOSED
STORM DRAM
EASEMENT
ASL Consulting Engineers
ONE 3ENNER STREET
SURE 200
0606.053
THOSE PORTIONS OF THE IRVINE'S SUBDIVISION, IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP
THEREOF RECORDED IN BOOK 1, PAGE 88, OF MISCELLANEOUS RECORD MAPS
IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS
FOLLOWS:
PARCEL A (THE IRVINE COMPANY)
COMMENCING AT THE SOUTHERLY CORNER OF THE NORTHWESTERLY
ONE-HALF OF THE SOUTHEASTERLY ONE-HALF OF BLOCK 50 OF SAID IRVINE'S
SUBDIVISION, AS SAID CORNER IS SHOWN ON A MAP ATTACHED TO A DEED TO
SAID COUNTY RECORDED IN BOOK 1055, PAGE 115, OF OFFICIAL RECORDS OF
SAID COUNTY. THE BEARING OF THE SOUTHWESTERLY LINE OF SAID BLOCK
50 IS NORTH 49°21'51" WEST. SAID SOUTHERLY CORNER IS ALSO THE
CENTERLINE INTERSECTION OF JAMBOREE ROAD, 132 FEET WIDE, AS
DESCRIBED IN A DEED TO THE CITY OF NEWPORT BEACH, RECORDED IN BOOK
6135, PAGE 155, OF SAID OFFICIAL RECORDS, AND SAID SOUTHWESTERLY LINE;
THENCE SOUTH 40°38'09" WEST ALONG SAID CENTERLINE 112.80 FEET TO THE
BEGINNING OF A CURVE IN SAID CENTERLINE, CONCAVE SOUTHEASTERLY AND
HAVING A RADIUS OF 1600.00 FEET; THENCE SOUTHWESTERLY ALONG SAID
CURVE 142.99 FEET THROUGH A CENTRAL ANGLE OF 5°07'14"; THENCE
DEPARTING FROM SAID CENTERLINE SOUTH 54°29'05" EAST, RADIALLY TO SAID
CURVE, 81.00 FEET TO THE BEGINNING OF A NON -TANGENT CURVE, THE
RADIUS POINT OF WHICH BEARS SOUTH 54°29'05" EAST 1519.00 FEET FROM
SAID BEGINNING; THENCE NORTHEASTERLY ALONG SAID CURVE 135.75 FEET
THROUGH A CENTRAL ANGLE OF 5°07'14"; THENCE NORTH 40°38'09" EAST
20.68 FEET TO THE BEGINNING OF A CURVE, CONCAVE SOUTHERLY AND
RAVING A RADIUS OF 37.00 FEET; THENCE NORTHEASTERLY ALONG SAID CURVE
42.36 FEET THROUGH A CENTRAL ANGLE OF 65°35'21" TO THE BEGINNING OF
A NON -TANGENT CURVE, THE RADIUS POINT OF WHICH BEARS SOUTH 45°59'17"
WEST 1272.00 FEET FROM SAID BEGINNING; THENCE SOUTHEASTERLY ALONG
SAID CURVE 172.46 FEET THROUGH A CENTRAL ANGLE OF 7°46'06" TO THE
TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTHEASTERLY ALONG
SAID CURVE 127.46 FEET THROUGH A CENTRAL ANGLE OF 5°44'29" TO A POINT
TO BE KNOWN. AS "POINT A"; THENCE CONTINUING SOUTHEASTERLY ALONG
SAID CURVE 315.58 FEET THROUGH A CENTRAL ANGLE OF 14°12'54" TO THE
BEGINNING OF A COMPOUND CURVE, THE RADIUS POINT OF WHICH BEARS
SOUTH 73°42'46" WEST ALONG 1072.00 FEET FROM SAID BEGINNING; THENCE
SOUTHEASTERLY ALONG SAID CURVE 165.72 FEET THROUGH A CENTRAL ANGLE
OF 8°51'26"; THENCE SOUTH 7°25'48" EAST 137.06 FEET TO THE BEGINNING OF
A CURVE CONCAVE WESTERLY AND HAVING A RADIUS OF 27.00 FEET; THENCE
SOUTHERLY ALONG SAID CURVE 14.24 FEET TO THE BEGINNING OF A NON-
TANGENT CURVE, THE RADIUS POINT OF WHICH BEARS NORTH 5°37'44" EAST
1748.06 FEET FROM SAID BEGINNING, SAID POINT TO BE KNOWN AS "POINT B°;
THENCE NORTHWESTERLY ALONG SAID CURVE 322.81 FEET THROUGH A
CENTRA ANGLE OF 10°34'50" TO THE BEGINNING OF A COMPOUND CURVE, THE
RADIUS POINT OF WHICH BEARS NORTH 16°12'34" EAST 1092.17 FEET FROM
EXHIBIT
re
SAID BEGINNING; THENCE NORTHWESTERLY ALONG SAID CURVE 118.99 FEET
THROUGH A CENTRAL ANGLE OF 6°14'32"; THENCE NORTH 67°32'54" WEST
126.12 FEET; THENCE NORTH 68°28'38" WEST 54.25 FEET TO A POINT TO BE
KNOWN AS "POINT C"; THENCE NORTH 13°03'10" EAST 15.42 FEET; THENCE
NORTH 17°37'21" EAST 83.83 FEET; THENCE NORTH 25°30'48" EAST 71.20 FEET;
THENCE NORTH 34°48'54" EAST 67.09 FEET; THENCE NORTH 36°35'37" EAST
293.40 FEET; THENCE NORTH 41 °18'40" EAST 118.28 FEET TO THE TRUE POINT
OF BEGINNING.
ALL AS MORE PARTICULARLY SHOWN ON THE SKETCH ATTACHED HERETO AND
BY REFERENC ADE A PART HEREOF.
rasa /636)6-
. KAPP, P. : ► RCE 22015
EX'IRES: SEPTEMBER 30, 1997
moo \o5]\MIu<,MW
SCALE: 1" = 150'
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SKETCH
SHEET 1 OF 1
TO ACCOMPANY LEGAL DESCRIPTION OF PARCELS
A, B AND C, IN THE CITY OF NEWPORT BEACH, COUNTY OF
ORANGE, STATE OF CALIFORNIA
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T TT YT T TT T T
THOSE PORTIONS OF THE IRVINE'S SUBDIVISION, IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP
THEREOF RECORDED IN BOOK 1, PAGE 88, OF MISCELLANEOUS RECORD MAPS
IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS
FOLLOWS:
PARCEL B (CALTRANS)
BEGINNING AT THE ABOVE DESCRIBED "POINT A"; THENCE SOUTH 39°50'08"
EAST 17.19 FEET TO THE BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY
AND HAVING A RADIUS OF 1741.00 FEET; THENCE SOUTHEASTERLY ALONG SAID
CURVE 560.20 FEET THROUGH A CENTRAL ANGLE OF 18°26'09"; THENCE SOUTH
21 °23'59" EAST 124.55 FEET TO THE BEGINNING OF A NON -TANGENT CURVE,
THE RADIUS POINT OF WHICH BEARS SOUTH 00°11'20" WEST 1748.06 FEET
FROM SAID BEGINNING; THENCE WESTERLY ALONG SAID CURVE 165.97 FEET
THROUGH A CENTRAL ANGLE OF 5°26.24" TO THE ABOVE DESCRIBED "POINT B";
THENCE ALONG THE EASTERLY LINE OF THE ABOVE DESCRIBED PARCEL A TO
"POINT A" AND THE POINT OF BEGINNING.
ALL AS MORE PARTICULARLY SHOWN ON THE SKETCH ATTACHED HERETO AND
BY REFERENCZ1V ADE A PART HEREOF.
!°l �l 5.
J. Fp. KAPP, P. RCE 22�015
EXISIRES: SEPTEMBER 30, 1997
TT+TT T n T rrn
THOSE PORTIONS OF THE IRVINE'S SUBDIVISION, IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP
THEREOF RECORDED IN BOOK 1, PAGE 88, OF MISCELLANEOUS RECORD MAPS
IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS
FOLLOWS:
PARCEL C (TRANSPORTATION CORRIDOR AGENCY)
BEGINNING AT THE ABOVE DESCRIBED "POINT C"; THENCE NORTH 68°28'38"
WEST 120.95 FEET; THENCE NORTH 14°23'55" WEST 28.86 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, THE RADIUS POINT OF WHICH BEARS
SOUTH 74°01'01" EAST 1519.00 FEET FROM SAID BEGINNING; THENCE
NORTHEASTERLY ALONG SAID CURVE 653.59 FEET THROUGH A CENTRAL ANGLE
OF 24°39'11 "; THENCE NORTH 40°38'09" EAST 20.68 FEET TO THE BEGINNING OF
A CURVE, CONCAVE SOUTHERLY AND HAVING A RADIUS OF 37.00 FEET; THENCE
NORTHEASTERLY ALONG SAID CURVE 42.36 FEET THROUGH A CENTRAL ANGLE
OF 65°35'21" TO THE BEGINNING OF A NON -TANGENT CURVE, THE RADIUS
POINT OF WHICH BEARS SOUTH 45°59'17" WEST 1272.00 FEET FROM SAID
BEGINNING; THENCE SOUTHEASTERLY ALONG SAID CURVE 172.46 FEET
THROUGH A CENTRAL ANGLE OF 7°46'06" TO THE TRUE POINT OF BEGINNING
OF THE ABOVE DESCRIBED PARCEL A; THENCE SOUTHWESTERLY ALONG THE
NORTHWESTERLY LINE OF SAID ABOVE DESCRIBED PARCEL A TO "POINT C" AND
THE POINT OF BEGINNING.
ALL AS MORE PARTICULARLY SHOWN ON THE SKETCH ATTACHED HERETO AND
BY REFERENC ADE A PART HEREOF.
/c3o39
J. KAPP, P. RCE 22015
EX•IRES: SEPTEMBER 30, 1997
OSCIG\ \Mtc4.MW
BENEFITTED PROPERTY
The properties described below shall constitute the "Benefitted Property" for purposes of this
Declaration of Special Land Use Restrictions and Right of First Refusal, provided that any such
property shall cease being part of the "Benefitted Property" at such time as fee title to such property
ceases to be owned by either The Irvine Company, a Michigan corporation ("TIC") or a permitted
assignee under Section 7.2.
Parcel A (Harbor View Shopping Center):
Parcels 2, 3 and 4, in the City of Newport Beach, County of Orange, State of California, as shown
on a map filed in Book 35 Page 1 of Parcel Maps, in the Office of the County Recorder of said
County.
A non-exclusive easement for ingress and egress purposes over the northwesterly 10;00 feet of Parcel
No. 1, in the City of Newport Beach, County of Orange, State of California, as per map filed in
Book 35, Page 1 of Parcel Maps, records of said Orange County. (Harbor View Shopping Center)
Parcel B (Fashion Island)
Parcel B-1:
Parcels 1 through 9, inclusive, in the City of Newport Beach, County of Orange, State of
California, as shown on Parcel Map No. 86-399 as per Map filed in Book 221, pages 30
through 36, inclusive, of Parcel Maps, in the Office of the County Recorder of said County.
Parcel B-2:
Parcels 13 through 17, inclusive, and Lots Q, R, S, U, R-1, R-2 and R-3 of Tract No. 6015,
in the City of Newport Beach, County of Orange, State of California, as per Map recorded in
Book 239, pages 28 through 41, inclusive, of Miscellaneous Maps, in the Office of the -
County Recorder of said County.
Parcel B-3:
Parcel 1, in the City of Newport Beach, County of Orange, State of Califomia, as shown on a
Parcel Map filed in Book 67, pages 2 and 3, of Parcel Maps, in the Office of the County
Recorder of said County.
Parcel B-4:
Parcel 1, in the City of Newport Beach, County of Orange, State of California, as shown on a
Parcel Map filed in Book 75, page 48, of Parcel Maps, in the Office of the County Recorder
of said County.
111.760tBENPROPI.JEP\Decemter 7, 1995
EXHIBIT "E"
Page 1 of 7
Fletcher lanes
f•
Parcel B-5:
Parcel 4 of Parcel Maps, as shown on a Map filed in Book 67, pages 2 and 3, of Parcel Maps
and Lot W of Tract No. 6015, as per Map recorded in Book 239, pages 28 through 41,
inclusive, of Miscellaneous Maps, all in the City of Newport Beach, County of Orange, State
of California, in the Office of the County Recorder of said County, lying within the land
described as Parcels 1 and 2 of that certain Lot Line Adjustment N.B.L.L.A. 87-3, recorded
November 13, 1987, as Instrument No. 87-640346, in the Office of the County Recorder of
said County.
Parcel C (Pelican Hill Golf Courses)
Parcel C-1:
Parcel 1 of that certain Lot Line Adjustment No. LL-94-030, recorded April 28, 1995 as
Instrument No. 95-0180640, Official Records of said County.
Parcel C-2:
Lots 2, 5, 6 and 7 of Tract No. 14131, in the County of Orange, State of California, as
shown on a Map filed in Book 662, Pages 42 to 46, inclusive of Miscellaneous Maps,
Records of Orange County, California.
Parcel C-3:
Parcel 4 of that certain Lot Line Adjustment No. 94-008 recorded April 28, 1995 as
Instrument No. 95-018064, Official Records of said County.
Parcel C-5:
Parcel 1 of that certain Lot Line Adjustment LL 92-017, recorded on May 22, 1992 as
Instrument No. 92-343565 of' Official Records of said County.
Parcel C-6:
Easements over those portions of Lot 59 and that portion of Lot A of Tract 14063, per Map
filed in Book 670, Pages 23 through 29 inclusive of Miscellaneous Maps, Records of Orange
County, California, as set forth in Article II, Subparagraph 2.3(c) entitled "Access Over
Common Area for Golf Course" in that certain declaration entitled Declaration of Special
Covenants, Conditions, Restrictions and Establishment of Easements for Golf Course Property
and Pelican Point, recorded May 23, 1991 as Instrument No. 91-254012, Official Records.
Parcel C-7:
A forty (40) foot wide easement for access tunnel purposes under and through a portion of
that parcel of land described within the "Irrevocable Offer to Convey Easement Pelican Hill
Road Right -of -Way" (now known as "Newport Coast Drive") recorded December 20, 1988 as
Instrument No. 88-663375, Official Records in the Unincorporated Territory of the County of
Orange, State of California, and shown on the map of Tract No. 14131, Filed in Book 662,
111.2601BENPROPI.7EP\Deccmber 7, 1995
EXHIBIT "E"
Page 2 of 7
Fletcher lams
• •
Pages 42 through 46, inclusive, of Miscellaneous Maps, in the Office of the County Recorder
of said County, said easement being more particularly described as follows:
Commencing on the northwesterly terminus of that certain course described as "North
55° 53' 00" west, 457.71'", to which a radial line bears north 34° 43' 41" west and
being the intersection of the northeasterly line of Lot 4 of said tract with the southerly
line of said irrevocable offer, said southerly line being a curve concave southerly,
having a radius of 1129.50 feet; thence, westerly, 97.70 feet along said curve,
through a central angle of 04° 57' 21" to the True Point of Beginning, a radial line
through said point bears north 39° 41' 02" west; thence continuing along said curve
44.50 feet through a central angle of 02° 15' 26" to which a radial line bears north
41° 56' 28° west; thence, crossing said irrevocable offer, north 14° 56' 28" west;
thence crossing said irrevocable offer, north 14° 50' 00" west, 151.77 feet to the
northerly line of said irrevocable offer and a point in a curve concave southerly
having a radius of 1266.50 feet, a radial line through said point bears north 38° 48'
'40" west; thence, easterly, 43.45 feet, along said curve, through a central angle of
01° 57' 57", to which a radial line bears north 36° 50' 43" west; thence, crossing
said irrevocable offer, south 14° 50' 43" west; thence, crossing said irrevocable offer,
south 14° 50' 00" east, 149.26 feet to the Point of Beginning.
The herein described easement is centered upon a cylinder twenty-five (25) feet in diameter.
The finished floor elevation at the northerly end is 129.50 feet M.S.L.; the finished floor
elevation at the southerly end is 120.10 feet M.S.L.
Parcel C-7:
A fifty (50) foot wide easement for access tunnel proposes under and through a portion of that
parcel of land being a 100 foot wide right of way known as "Pacific Coast Highway" in the
unincorporated territory of Orange County, as shown on the Map of Tract No. 14131, filed in
Book 662, Pages 42 through 46, inclusive, of Miscellaneous Maps, in the Office of the
County Recorder of said County, said easement being more particularly described as follows:
Commencing on the northwesterly terminus of that certain course described as "(north
49° 29' 55" west, 5241.12')" and being the most westerly corner of Lot 3 of said
tract and being in the easterly line of said Pacific Coast Highway; thence, along said
easterly line of Pacific Coast Highway, south 49° 29' 55" east, 205.89 feet to the
True Point of Beginning; thence, continuing with said easterly line, south 49° 29' 55"
east, 50.00 feet; thence, crossing said Pacific Coast Highway, south 40° 30' 05"
west, 100.00 feet to a point in the westerly line of said Pacific Coast Highway;
thence, along said westerly line, north 49° 29' 55" west, 50.00 feet; thence, crossing
said Pacific Coast Highway, north 40° 30' 05" east, 100.00 feet to the True Point of
Beginning.
The herein described easement is centered upon a cylinder twenty-five (25) feet in
diameter. The finished floor elevation at the northeasterly end is 113.10 feet M.S.L.;
the finished floor elevation at the southwesterly end is 112.60 feet M.S.L.
1111691BFNPROPI JERDecem6er 7. 1995
EXHIBIT "E"
Page 3 of 7
Fletcher Janes
Parcel C-8:
Parcel 1 of that certain Lot Line Adjustment No. LL-94-031, recorded April 28, 1995 as
Instrument No. 95-0180642, Official Records of said County.
Parcel C-9:
Those certain Easements Rights over Lots 40, 41 and 42 of Tract No. 13703, as set forth in
Article 2 of that certain Declaration of Reciprocal Easements by The Irvine Company
recorded March 4, 1994 as Instrument No. 94-0157793 of Official Records.
Parcel C-10:
Easements over Lots A, B and K of Tract 14063, as per Map filed in Book 670, Pages 23
through 29 inclusive of Miscellaneous Maps, Records of Orange County, California, for
pedestrian, golf cart and other vehicular means for maintenance purposes, use and enjoyment
of the adjacent golf course, as contained in that certain Declaration of Reciprocal Easements
by The Irvine Company recorded March 4, 1994 as Instrument No. 94-0157793, Official
Records.
Parcel C-11:
A non-exclusive easement and right of vehicular and pedestrian ingress and egress over that
portion of Lot 1 of Tract No. 13859, in the unincorporated territory of the County of Orange, ..
State of California, as shown on the Map filed in Book 671, Pages 12 and 13 of
Miscellaneous Maps, in the Office of the County Recorder of said County, more particularly
described as follows:
Beginning at the intersection of the northwesterly line of said Lot 1 with the
southwesterly line of Pelican Hill Road South as described in an Irrevocable Offer of
Dedication to the County of Orange, Recorded October 4, 1990 as Instrument No. 90-
530548 of Official Records of said County; said intersection also being the beginning
of a curve concave northeasterly, having a radius of 5140.00 feet, a radial line
through said beginning bears south 33° 46' 57" west;
thence, traversing the interior of said Lot 1, the following three (3) courses:
(I) Southeasterly, 89.01 feet along said curve, through a central angle of 00° 59'
32" to a non -tangent line and to which a radial line bears south 32° 47' 25"
west;
(2). South 27° 12' 19" west, 201.25 feet to the beginning of a curve concave
northwesterly, having a radius of 84.00 feet; and
(3) Southwesterly, 103.00 feet along said curve, through a central angle of 70°
15' 21" to said northwesterly line of Lot 1 and to which a radial line bears
south 07° 27' 40° west;
111.261MENPROPI.JEP\Dc«mbcr 7. 1995
EXHIBIT "E"
Page 4 of 7
Flack/ Jones
thence, along said northwesterly line of Lot I, north 20° 44' 00" east, 291.60 feet to
the Point of Beginning.
Parcel D (500 and 550 Newport Center Drivel
Beginning at the easterly terminus of that certain course in the northerly right of way line o f San
Nicolas Drive shown as south 80 degrees, 14 minutes, 38 seconds east 91.45 feet on Map of Tract
6015 filed in Book 239, pages 28 through 41 of Miscellaneous Maps, in the Office of said County
Recorder; thence along the right of way lines of said San Nicolas Drive, Newport Center Drive East
and Santa Rosa Drive as shown on said Map. The following courses and distances, north 80 degrees,
14 minutes, 38 seconds west 91.45 feet to the beginning of a curve concave northeasterly having a
radius of 25.00 feet, northwesterly 38.16 feet along said curve through an angle of 87 degrees, 26
minutes, 49 seconds to the beginning of a reverse curve concave westerly having a 425 radius of
1670.00 feet; northerly 472.13 feet along said curve through an angle of 16 degrees, 11 minutes, 54
seconds to the beginning of a reverse curve concave southeasterly having a radius of 25.00 feet;
northeasterly 38.16 feet along said curve through an angle of 87 degrees; 26 minutes, 49 seconds,
north 78 degrees, 27 minutes, 06 seconds 69.97 feet to the beginning of a curve concave
northwesterly having a radius of 825.50 feet, northeasterly 195.27 feet along said curve through an
angle of 13 degrees, 33 minutes, 11 seconds to a point of a non -tangent curve concave southwesterly
having a radius of 25.00 feet, a radial to said point bears north 35 degrees, 38 minutes, 46 seconds
east; thence easterly 4.81 feet along said curve through an angle of 11 degrees, 01 minutes, 42
seconds to the beginning of a reverse curve concave northeasterly having a radius of 161.00 feet;
thence southeasterly 91.20 feet along said curve through an angle of 32 degrees, 27 minutes, 16
seconds to the beginning of a reverse curve concave southeasterly having a radius of 25.00 feet;
thence southerly 32.67 feet along said curve through an angle of 74 degrees, 53 minutes, 02 seconds;
thence south 0 degrees, 53 minutes, 46 seconds east 25.50 feet to the beginning of a reverse curve
concave northwesterly having a radius of 2.00 feet; thence southwesterly 3.14 feet along said curve
through an angle of 90 degrees, 00 minutes, 00 seconds to the beginning of a reverse curve concave
southeasterly having a radius of 2.00 feet; thence southwesterly 3.14 feet along said curve through an
angle of 90 degrees, 00 minutes, 00 seconds; thence south 0 degrees, 53 minutes, 46 seconds east
179.75 feet to the beginning of a curve concave northwesterl}' having a radius of 10.00 feet; thence
southwesterly 6.59 feet along said curve through an angle of '37 degrees, 45 minutes, 40 seconds;
thence south 36 degrees, 51 minutes, 54 seconds west 9.49 feet to the beginning of a curve concave
southeasterly having a radius of 10.00 feet; thence southerly 6.59 feet along said curve through an
angle of 37 degrees, 45 minutes, 40 seconds; thence south 0 flegrees, 53 minutes, 46 seconds east
31.50 feet to "Point A" hereinafter referred to; thence continuing south 0 degrees, 53 minutes, 46
seconds ease 31.50 to the beginning of a curve concave northeasterly having a radius of 10.00 feet;
thence southeasterly 6.59 feet along said curve through an angle of 37 degrees, 45 minutes, 40
seconds; thence south 38 degrees, 39 minutes, 26 seconds east 9.49 feet to the beginning of a curve
concave southwesterly having a radius of 10.00 feet; thence southerly 6.59 feet along said curve
through an angle of 37 degrees, 45 minutes, 40 seconds; thence south 0 degrees, 53 minutes, 46
seconds east 212.75 feet to the beginning of a curve concavelnorthwesterly having a radius of 25.00
feet; thence southwesterly 24.40 feet along said curve through an angle of 55 degrees, 55 minutes, 53
seconds to the beginning of a reverse concave southeasterly having a radius of 147.00 feet; thence
southwesterly 66.40 feet along said curve through an angle of 25 degrees, 52 minutes, 43 seconds to
the beginning of a reverse curve concave northwesterly having a radius of 25.00 feet; thence
southwesterly 9.78 feet along said curve through an angle of22 degrees, 24 minutes, 25 seconds to a
point on a non -tangent curve concave southerly having a radius of 950.50 feet and northerly right of
way line of said San Nicolas Drive, a radial to said point bears north 22 degrees, 12 minutes, 47
111.26(BBENPROPI.JEPlDxember 7, 1995
EXHIBIT "E"
Page 5 of 7
Fk4M loos
seconds east; thence westerly 206.65 feet along said curve through an angle of 12 degrees, 27
minutes, 25 seconds to the point of beginning.
Parcel E (610 Newport Center Drive)
That portion of Lot 22 of Tract No. 6015, in the City of Newport Beach, County of Orange, State of
California, as shown on a Map recorded in Book 239, pages 28 through 41, inclusive, of
Miscellaneous Maps, in the Office of the County Recorder of said County; lying southeasterly of the
boundary of a Map filed in Book 25, page 14 of Parcel Maps, in the Office of the County Recorder
of said County.
Parcel F (690 Newport Center Drive)
Parcels 2 and 3 of Parcel Map No. 83-715, in the City of Newport Beach, County of Orange, State of
California, as shown on a Map filed in Book 196, pages 13 through 16, inclusive, of Parcel Maps, in
the Office of the County Recorder of said County.
Parcel G
All other property owned by TIC in the County of Orange, California, as of the date of recordation
of this Declaration.
T I C shall have the right by duly recorded amendment(s) to this Declaration executed only by TIC
to unilaterally provide further descriptions and/or depictions of all or portions of the Benefitted
Property described above.
111.26O\BENPROPIJEP\Decenher 7. 1995
EXHIBIT "E"
Page 6 of 7
Fletcher Jones
IAC BENEFITTED PROPERTY
1. Bayport:
PARCEL A:
PARCEL 1 IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE,
STATE OF CALIFORNIA, AS SHOWN ON A MAP THEREOF RECORDED IN
BOOK 35, PAGE 1 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID ORANGE COUNTY.
PARCEL B:
EASEMENTS FOR PEDESTRIAN AND VEHICULAR ACCESS, INGRESS AND
EGRESS, AND FOR UTILITY FACILITIES, OVER, ACROSS AND THROUGH
THAT CERTAIN PROPERTY LOCATED IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS THE
SOUTHEASTERLY 10.00 FEET OF PARCEL 2, IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP
FILED IN BOOK 35, PAGE 1 OF PARCEL MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, AS SET FORTH IN THAT CERTAIN
DECLARATION OF ACCESS EASEMENTS DATED AS OF JUNE 15, 1993, AND
RECORDED JUNE 15, 1993, AS INSTRUMENT NO. 93-0401502 OFFICIAL
RECORDS
2. Bayview:
PARCEL 1 IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE,
STATE OF CALIFORNIA, AS SHOWN ON A PARCEL MAP FILED IN BOOK
35, PAGE 2 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
3. Baywood:
PARCELS 1 AND 2 IN THE CITY OF NEWPORT BEACH, COUNTY OF
ORANGE, STATE OF CALIFORNIA, AS SHOWN ON PARCEL MAP NO. 84-705
.FILED IN BOOK 189, PAGES 6 THROUGH 16 INCLUSIVE, OF PARCEL MAPS,
IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXHIBIT " F "
111.2601BENPROPI.JEP\Dccember 7, 1995 Fletcher Jaws
•
REQUIREMENTS FOR SPECIFIC FACILITIES
Description of Specific Facilities:
Maximum No. of Buildings: 3 (Three)
Minimum Gross Floor Area: 169,000 Square Feet *
Maximum Gross Floor Area: 174,000 Square Feet *
Maximum Floor Area Ratio: 25 Percent
( 99,000 S.F. Footprint/ 415,000 S.F. Site)
Permitted Use:
Automotive Sales, Service, and Repair
Commencement Date: 1 March 1996
Completion Date: 1 December 1996
* By setting forth any required minimum or maximum gross floor
area [or maximum trip generation) above, TIC does not thereby
represent or warrant that Owner shall be able to develop the
Property for such density.
Exhibit G
1
•
C-3667
EXHIBIT D
COST SHARING
FLETCHER JONES/CITY OF NEWPORT BEACH
TASK DESCRIPTION
Composite Site Plan Graphics
EIR for Bayview Way
(Jamboree to MacArthur)
and Auto Dealership Site
Typographical Mapping
and Boundary Surveying
Engineering for Street and
Site Grading; Street
Improvements & Utility
Infrastructure
Geotechnical Field
Investigation and Written
Report
Level 1 Environmental
Analysis for Hazardous
Materials
Permit Processing with
Federal & State Agencies
Project Management
Excavation for M.W.D. and
M.C.W.D. Mains
Percolation Feasibility Study
Reproduction
SITE SHARE
(FLETCHER JONES)
$1,500.00
$47,000.00
$12,000.00
$35,000.00
$6,750.00
$1,750.00
$8,000.00
$30,000.00
$1,810.00
$6,492.00
$500.00
BAYVIEW WAY
SHARE (CNBI TOTAT.
$1,500.00 $3,000.00
$47,000.00 $94,000.00
$12,000.00 $24,000.00
$35,000.00
$6,750.00
$1,750.00
$8,000.00
$30,000.00
$1,810.00
0
$500.00
$70,000.00
$13,500.00
$3,500.00
$16,000.00
$60,000.00
$3,620.00
$6,492.00
$1,000.00
SUBTOTALS
Real Estate Appraisal
(Caltrans Appraisal)
Title Report
TOTAL
$150,802.00
$21,000.00
$2.000 00
$173,802.00
$144,310.00
0
0
$295,112.00
$21,000.00
$2.000.00
$144,310.00 $318,112.00