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HomeMy WebLinkAboutC-7307-10 - Beacon Bay, 54 - Lease 2007LEASE THIS LEASE is made and entered into as of theArd day of A t 2007, by and between the CITY OF NEWPORT BEACH, a Charter City and municipal corporation ("Lessor"), and ROGER S. WYETT, an unmarried man, ("Lessee"), regarding the real property commonly referred to as Beacon Bay Lot 54 . RECITALS A. The City of Newport Beach, by virtue of a 1978 legislative grant found in Chapter 74 of the Statutes of 1978 (the "Beacon Bay Bill"), holds the right, title and interest to certain tidelands and uplands commonly known as Beacon Bay and generally described in Exhibit A attached hereto and incorporated by reference. B. The Beacon Bay Bill frees the "Westerly portion" of the filled tidelands from the public trust and specifically authorizes the lease of the property for residential purposes subject to certain express statutory conditions. C. Beacon Bay, including the "Westerly Portion" thereof, has been divided into individual lots, with each lot leased by the City for residential purposes until December 31, 2005. D. On November 3, 1987, a majority of electors of the City approved a measure which authorized the City Council to enter into new leases of residential lots in Beacon Bay for a period not to exceed fifty (50) years. E. On November 3, 1992, a majority of electors of the City approved Measure M which authorized the City Council to lease tidelands and waterfront property consistent with the provisions of state law. F. The City Council, pursuant to the authority conferred by the electors, entered into negotiations with current lessees and the parties have agreed on the terms and conditions of a new lease with a fifty (50) year term, provision for adjustments in lease payments to reflect changes in the value of Beacon Bay leaseholds, and a recalculation of lease payments in the event of a transfer of the Lease by the Current Lessee or any Subsequent Lessee (as defined herein). G. Lessee acknowledges that the terms and conditions of this Lease may result in Lessee paying substantially more or less than another Lessee for similar property depending upon the date this Lease is executed, the date of any subsequent transfer, and the consideration paid for transfers of similarly situated property. H. Lessee acknowledges that accurate and complete reporting to the City of all consideration paid for the transfer of this Lease is vitally important to the City in that failure to fully report all consideration could materially reduce the amount of rent received by the City from other Beacon Bay Lessees. I. Lessor and Lessee acknowledge that the City has agreed to a fifty (50) year term and limited lease payment increases in consideration of provisions which require payment of rent approximating fair market rental value, without regard to any advantage maintained by Current Lessees, upon transfer by Current Lessees and payment of deferred rent in the event the Lease is not signed on or before the Effective Date (as defined herein). J. The California State Lands Commission has reviewed the form of this Lease and determined that it is in conformance with the provisions of relevant statutes, rules and regulations, including, without limitation, the Beacon Bay Bill. K. Lessor has determined that this Lease is consistent with provisions of the Beacon Bay Bill, the Charter, General Plan and Zoning Ordinance of the City of Newport Beach, and of all other applicable state and local laws. NB1-187371.V205/24/94 L. Lessor has determined it is in the best interests of the citizens of Newport Beach to maintain the residential character of Beacon Bay and to enter into new leases with Current Lessees under the terms and conditions specified in this agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the covenants in this lease, the parties agree as follows: LEASED LAND. Lessor hereby leases to Lessee the real property commonly known as Beacon Bay Lot 54 (the "Leased Land"), which is more particularly described in Exhibit B, and generally depicted on Exhibit A, each attached hereto and incorporated by reference, subject to the limitations on use specified in Section 6. As used in this Lease, the term "Premises" shall refer to the Leased Land and any improvements constructed thereon. Lessor expressly reserves all oil, oil rights, gas, minerals, mineral rights, natural gas rights and other hydrocarbon substances in and under the Leased Land and the right to grant and transfer the same, together with all necessary and convenient rights to explore for, develop, produce and extract and take the same, subject to the express limitation that any and all operations for the exploration, development, production, extraction and taking of any such substance shall be carried on at levels below the depth of five hundred feet (500') from the surface of the land by means of wells, derricks and other equipment from surface locations on adjoining or neighboring land, and subject further to all restrictions and regulations concerning the drilling for, and production of, oil, gas, minerals, petroleum and other hydrocarbon substances specified in the Newport Beach City Charter or the Newport Beach Municipal Code. 2. TERM. The term of this Lease shall commence on the Execution Date, but in no event prior to the Effective Date, and shall expire on the date fifty (50) years following the Effective Date, unless earlier terminated as provided in this Lease. 3. RENTAL. A. Definitions. For the purposes of this Lease, the following terms shall be defined as specified in this paragraph. In certain cases, the definition of the term contains operative language that affects the rights of the parties: (1) "Actual Sales Value" shall mean the total of all consideration paid for the non-exempt transfer of this Lease or the Pre-existing Lease, including the improvements on the Leased Land, from the Current Lessee, or Subsequent Lessee, to another person, excluding any consideration paid for the transfer of personal property in connection with such transaction. (2) "Average Actual Sales Value Rent" shall mean two and one-half percent (2.5 %) of the mean of the Actual Sales Value of the non-exempt transfer of a similarly situated (waterfront or interior) Beacon Bay parcels as specified in this subparagraph. Average Actual Sales Value Rent shall be the mean of the Actual Sales Value of the three similarly situated parcels most recently transferred. Exempt transfers, as defined in Paragraph 3.B(3), shall not be used to calculate Average Actual Sales Value rent. (3) "CPI" shall mean the Consumer Price Index - Los Angeles -Anaheim -Riverside Area, All Urban Consumers, All Items, published by the United States Department of Labor, Bureau of Labor Statistics (1982-1984=100). If the 1982-1984 base of said Consumer Price Index should hereafter be changed, then the new base shall be converted to the 1982-1984 base and the base as so converted shall be used. In the event that the Consumer Price Index, as now compiled and published, shall cease to be published, then the successor index shall be used provided that an appropriate conversion from the old index to the new index can feasibly be made. If such conversion cannot be made, or if no such index is published, then another index most nearly comparable thereto recognized as authoritative shall be substituted by agreement. (4) "Current Lessee" shall mean the person or persons who, as of April 1, 1994 (the "Cut-off Date"), was or were the Lessee under the Pre-existing Lease. (5) "Deferred Rent" shall mean the total rent that a Current Lessee would have paid had this Lease been executed on the Effective Date, through and including the date on which this Lease was first executed, less the rent actually paid pursuant to the Pre- existing Lease, together with interest at the rate of eight percent (8%) per annum calculated on the balance due at the end of each Lease Year or portion thereof. (6) "Effective Date" shall mean July 1, 1994. (7) "Execution Date" shall mean the date when this Lease is executed by Lessee. (8) 'Initial Rent' shall mean the effective net rent for the Leased Land as determined by the appraisal of George Hamilton Jones, with due consideration to the leasehold advantage created by the Pre-existing Lease, all as shown on Exhibit C attached hereto and incorporated herein by reference. (9) 'Person" shall mean any natural person or natural person(s) and does not include any corporation, association, or business entity in any form except a financial institution or other bona fide lender acting in the capacity of a lender or an inter vivos or living trust. (10) 'Pre-existing Lease" shall mean the Lease for the Leased Land which was effective on January 1, 1988, and would, absent this Lease, expire on July 1, 2006. (11) "Transferred" shall mean any sale, assignment, sublease or other transaction, other than an exempt transfer as defined in Paragraph 3.13(3), pursuant to which the right to possession of the premises and the right to sign a new lease identical to this Lease is transferred to another person. B. Rental Payments. Lessee shall pay annual rent in the sum of Forty-two thousand five hundred and 0/100s ($42,500.00), payable at the rate of Three thousand five hundred forty-one and 66/100s ($3,541.66) per month. Lessee shall also pay, if applicable, deferred rent in the sum of N/A upon execution of this Lease. Rent shall be adjusted every seven (7) years after the date of transfer in accordance with the provisions of Paragraph 3.13(4). Annual rent, deferred rent, and periodic adjustments are based upon the following: 3 (1) Execution Before Effective Date. In the event this Lease is executed by the Lessee on or before the Effective Date, Rent shall be paid as follows: (a) Current Lessee: Current Lessee shall pay annual rent equal to Initial Rent as specified in Exhibit C. Thereafter, so long as there has been no transfer of this Lease by the Current Lessee (other than an exempt transfer as set forth in Paragraph 3.13(3), rent shall remain as specified in this subparagraph notwithstanding the provisions of Paragraph 3.13(4). (b) In the event of any transfer of this Lease to a Subsequent Lessee, the Subsequent Lessee shall pay annual rent equal to two and one-half percent (2.5%) of the Actual Sales Value determined as of the date of the transfer in accordance with the provisions of paragraph 3.A(1). Thereafter, rent shall be adjusted every seven years after the date of the transfer in accordance with the provisions of paragraph 3.B(4). (c) In the event of any transfer of this Lease to a Subsequent Lessee in a transaction other than an arm's length assignment of this Lease, and sale of the improvements on the Leased Land, if any, such as a gift or transfer by inheritance other than an exempt transfer under Paragraph 3.13(3), the Subsequent Lessee shall pay annual rent equal to the Average Actual Sales Value Rent calculated as of the date of the transfer in accordance with the provisions of Paragraph 3.A(2). (2) Execution After the Effective Date. In the event this Lease is first executed after the Effective Date, rent shall be determined and paid as follows: (a) Current Lessee/Within Five Years After Effective Date: In the event this Lease is executed by the Current Lessee within five (5) years after the Effective Date, the Current Lessee shall pay annual rent equal to Initial Rent plus a sum calculated by multiplying the difference between Initial Rent and Average Actual Sales Value Rent by a fraction equal to the number of months between the Effective Date and Execution Date, divided by sixty. The Current Lessee shall also pay all Deferred Rent concurrent with the execution of this Lease. Thereafter, so long as there has been no transfer of this Lease by the Current Lessee, rent shall remain as specified in this subparagraph, notwithstanding the provisions of Paragraph 3.13(4). (b) Current Lessee/More Than Five Years After Effective Date: In the event this Lease is executed by the Current Lessee more than five (5) years after the Effective Date, the Current Lessee shall pay annual rent equal to Average Actual Sales Value Rent calculated as of the date of execution in accordance with the provisions of Paragraph 3.A(2). The Current Lessee shall also pay all Deferred Rent concurrent with the execution of this Lease. Thereafter, rent shall be adjusted every seven (7) years after the date of execution in accordance with the provisions of Paragraph 3.6(4). (c) Subsequent Lessee: In the event the Current Lessee transfers the Pre- existing Lease to a Subsequent Lessee who wishes to sign this Lease after the Cut-off Date, the Subsequent Lessee shall pay annual rent equal to two and one-half percent (2.5%) of Actual Sales Value determined as of the date of execution and in accordance with Paragraph 3.A(1). The Subsequent Lessee shall also pay all Deferred Rent concurrent with the execution of this Lease. The annual rent shall be adjusted every seven (7) years following the Execution Date in accordance with the provisions of Paragraph 3.B(4). 4 (d) Subsequent Lessee: In the event of any transfer of this Lease to a Subsequent Lessee who wished to sign this Lease after the Cut-off Date in a transaction other than an arm's length assignment of this Lease, and sale of the improvements on the Leased Land, if any, such as a gift or transfer by inheritance other than an exempt transfer under Paragraph 3.B(3), the Subsequent Lessee shall pay annual rent equal to the Average Actual Sales Value Rent calculated as of the date of the transfer in accordance with the provisions of Paragraph 3.A(2). The Subsequent Lessee shall also pay all Deferred Rent concurrent with the execution of this Lease. The annual rent shall be adjusted every seven (7) years following the Execution Date in accordance with the provisions of Paragraph 3.13(4). (3) Exempt Transfers. The provisions of Paragraph 3.B regarding transfers shall not operate to increase rent if: (a) Lessee is assigning an interest in this Lease to a trustee under a deed of trust for the benefit of a lender; (b) the transfer is caused by the death of a spouse and the full interest of the deceased spouse is transferred to a surviving spouse; (c) the transfer of an interest in this Lease is between or among tenants in common or joint tenants in ownership of the leasehold estate created by this Lease, and such tenants in common or joint tenants first acquired their respective interests in this Lease simultaneously; (d) the transfer or assignment is by a bona fide lender acquiring title by foreclosure or deed in lieu of foreclosure of a trust deed; or (e) the transfer is a sublease of the premises for three years or less; provided, however, that in determining the term of a sublease, any options or rights to renew or extend the sublease shall be considered part of the term whether or not exercised; (f) the transfer is caused by the dissolution of the marriage of Lessee and the full interest of one of the spouses is transferred to the other spouse; (g) the transfer is to an inter vivos trust, living trust or other similar estate planning arrangement of Lessee; provided, however, that the provisions of Paragraph 3.0 shall apply upon the death of such Lessee if the beneficiary of such trust or other arrangement is other than the surviving spouse or a tenant in common or joint tenant in ownership of the leasehold estate created by this Lease, and such tenants in common or joint tenants first acquired their respective interests in this Lease simultaneously; or (h) the transfer is to a guardian or custodian of Lessee appointed due to the physical or mental incapacity of Lessee; provided, however, that the provisions of Paragraph 3.0 shall apply upon the death of such Lessee unless the transferee is the surviving spouse or a tenant in common or joint tenant in ownership of the leasehold estate created by this Lease, and such tenants in common or joint tenants first acquired their respective interests in this Lease simultaneously. (4) Rent Adjustments. (a) Except as provided in Paragraphs 3.B(I)(a), 3.13(2)(a) and 3.13(3), on the seventh (7th) anniversary of the Execution Date of this Lease, or the seventh (7th) anniversary of the date of any transfer of this Lease by any Current or Subsequent Lessee, rent shall be adjusted to reflect any increase or decrease in the cost of living, which adjustment shall be determined as set forth hereinafter. 5 The most recently published CPI figure shall be determined as of the date ninety (90) days prior to the adjustment date, and rent payable during the ensuing seven (7) year period shall be determined by increasing or decreasing the then current rent by a percentage equal to the percentage increase or decrease, if any, in the CPI as of the Execution Date, or the date of the most recent rental adjustment, or the date of any transfer of this Lease by any Current or Subsequent Lessee, whichever is later. In no event shall rent be increased or decreased by a sum greater than forty percent (40%) of the rent paid by Lessee as of the later of (i) the Execution Date, or (ii) the last rental adjustment date. Lessor shall endeavor to notify Lessee of rental adjustments at least forty-five (45) days prior to the end of each seventh (7th) lease year; provided, however, failure of Lessor to give forty-five (45) days' notice does not relieve Lessee from the obligation to pay increased rent or the right to pay less rent in the event of a decrease in the CPI; and, provided further, that Lessee shall have no obligation to pay rent increases which apply to any period greater than ninety (90) days prior to the receipt by Lessee of Lessor's notice of an increase in rent. (b) In the event Lessee is two or more persons owning the leasehold estate created hereby as tenants in common or joint tenants, and less than all of such persons transfer their interest in this Lease to a person other than to an existing tenant in common or joint tenant, the rent adjustment shall be prorated to reflect the percentage interest being transferred to a third party. For example, if two persons are the Lessee as tenants in common as to equal one-half interests, and one of such persons transfers his/her 50% interest to a third party, the rent shall be adjusted as provided in Paragraph 3.13(2)(c), and thereafter as provided in Paragraph 3.B(4)(a), and the resultant rental increase multiplied by the percentage transferred (50%) to determine the rental increase; provided, however, that any subsequent transfer of an interest in this Lease to such third party shall not be exempt under subparagraph 3.13(3). (5) Installment Payments/Grace Period. Lessee shall pay rent in equal monthly installments, in advance, with payment due on or before the first day of the month for which rent is paid. Rent shall be prorated during any month when a transaction which increases rent becomes effective other than the first day of that month. No late payment charge applies to payments received by Lessor on or before 5:00 P.M. on the fifteenth (15th) day of the month for which the payment is made ("Grace Period") . If a rent payment, or any portion thereof, is received by Lessor after expiration of the Grace Period, Lessee shall pay Lessor a late payment charge equal to four percent (4%) of each late payment, or portion thereof. Rent payments shall be payable to the City of Newport Beach and sent, or delivered, to the Finance Director at the address specified for service of notices. Rent shall be payable by Lessee to Lessor in such coin or currency to the United States as at the time of payment is legal tender for public and private debts. Lessor and Lessee agree that late charges specified in this paragraph represent a fair and reasonable estimate of the cost Lessor will incur by reason of any late payment by Lessee. Any late or missed payment of rent constitutes a default pursuant to paragraph 13 of this Lease. Any failure by Lessor to declare a default and initiate termination of this Lease due to a late or missed payment shall not be considered a waiver of the right of Lessor to do so for that or any other late or missed payment. C. Credit to Tidelands Fund. In calculating Initial Rent under this Lease, a credit was given to certain of the Current Lessees equal to the annual amortization of the present value of the additional property tax to be paid by such lessees during the remaining period of the Pre-existing Lease. This credit, commonly referred to as the "tax advantage", is shown on Exhibit D for each affected lot. This credit was extended by Lessor to Current Lessees as consideration for entering into this Lease. As a consideration in its approval of this Lease, the California State Lands Commission required Lessor to credit its State supervised Tidelands Trust Fund by an amount equivalent to the tax advantage derived from those lots in Beacon Bay comprising tidelands. This amount is shown on Exhibit D for each affected lot comprising tidelands. Accordingly, Lessor has unilaterally agreed to annually calculate the amount of such tax advantage derived from the 0 tidelands parcels in Beacon Bay and to credit an equivalent amount as revenue to the State supervised Tidelands Trust Fund. This provision is included in this Lease to acknowledge the agreement of Lessor with the California State Lands Commission, and does not affect the rights and obligations of Lessor or Lessee under this Lease. 4. TRANSFERS. A. Conditions Precedent to Transfer. Lessee may transfer this Lease subject to the prior written consent of Lessor, which consent shall not be unreasonably withheld, delayed or conditioned. Lessor shall consent to any transfer when Lessee and the proposed transferee have complied with the following: (1) Lessee shall furnish Lessor with executed copies of each and every document used to effect the transfer. (2) Lessee or the proposed transferee shall pay to Lessor a transfer fee of one hundred dollars ($100.00); (3) Lessee shall execute a "Termination of Leasehold Interest" for recordation; and (4) The proposed transferee shall execute a new lease and execute a "Memorandum of Lease" for recordation, which lease shall be identical to this Lease and have a term equal to the remaining term of this Lease at the time of the transfer. B. Transfer Information. The parties to any non-exempt transfer of this Lease shall provide Lessor with all information relevant to a determination of the total consideration paid for the transfer, as well as all documents which are relevant to the total consideration paid for the transfer. Lessee and the proposed transferee shall provide this information not later than forty- five (45) days prior to the proposed effective date of the transfer of this Lease. Lessor shall have the right, at its sole discretion, to commission an appraisal of the fair market value of this Lease and improvements thereon as of the date of transfer. Any such appraisal shall be completed not later than thirty (30) days after receipt by Lessor of the aforementioned information from the Lessee. If the value determined by the appraiser commissioned by Lessor exceeds the stated total consideration to be paid based on the information received from the Lessee by more than ten percent (10%), Lessor shall so notify the Lessee and provide Lessee with a full copy of such appraisal report, and said value shall be deemed the Actual Sales Value for purposes of calculating Average Actual Sales Value Rent and rental payments unless within fifteen (15) days after receiving such notice and the report the Lessee notifies Lessor that Lessee elects to cause an appraisal of the fair market value of this Lease and improvements thereon as of the date of transfer to be conducted by an independent appraiser. In such event, Lessee cause such appraisal to be completed no later than thirty (30) days after the notice to Lessor and shall provide Lessor with a full copy of the appraisal upon completion. The Actual Sales Value for purposes of calculating Average Actual Sales Value Rent and rental payments shall be the greater of (i) the stated consideration for the transfer, or (ii) the average of the two appraisals. Any appraisal commissioned by Lessor or Lessee under this Paragraph 4.13 shall be conducted by an MAI appraiser licensed to conduct business in the State of California and experienced in residential appraisals in Southern California. C. Exempt Transfer Information. Lessor's consent is not required for the "exempt transfers" referenced in Paragraph 3.B(3); provided, however, Lessee shall furnish Lessor with copies of all documents used to effect any exempt transfer. D. Audit of Subleases. It is the intent of the parties that transfers referred to in Section 3.B(3)(e) shall only be exempt from the further provisions of Paragraph 3.13 (in respect of rental adjustments) if such subleases are not substantially equivalent to, do not have substantially the same economic effect as, or are intended to disguise, a transfer by the then Lessee of all or substantially all of his/her interest in this Lease to the putative sublessee. Lessor shall at all times have the right, upon written request to the Lessee, to receive copies of all written agreements, and to be advised in full of all oral agreements, between the Lessee and any sublessee of the Leased Land. Any purported sublease of the premises which is determined to be substantially equivalent to, or have substantially the same economic effect as, or is intended to disguise, a transfer by the then Lessee of all or substantially all of his/her interest in this Lease to the putative sublessee shall be void and of no force or effect, and such attempted or purported sublease shall, at the option of Lessor, (i) be an event of default by the Lessee under this Lease, or (ii) permit Lessor to treat such sublease as a transfer of this Lease subject to the provisions of Section 3.13. ENCUMBRANCES. A. Right to Encumber. Lessee may encumber this Lease by deed of trust, mortgage, or similar instrument, in favor of any bona fide lender ("Lender") in a bona fide loan transaction for any purpose without the consent of Lessor. To determine whether a loan is a bona fide lending transaction, and not an arrangement for transfer of the possession or title to the Premises to the putative lender, Lessee and the lender agree to provide Lessor with all documentation executed between Lessee and the lender concerning the loan upon request of Lessor. Neither Lessee nor Lessor shall have the power to encumber Lessor's interest in the Leased Land. Any encumbrance shall be subject to all covenants, conditions and restrictions in this Lease and to all rights and interests of Lessor except as otherwise expressly provided in this Lease. Lessee shall give Lessor prior written notice of any encumbrance. B. Notice to Lender. Lessor shall have no obligation to give any Lender any written notice pursuant to this Lease unless the Lender has given Lessor written notice of its name, address, and nature of encumbrance ("Complying Lender") . Lessor shall give all Complying Lenders a copy of any written notice of default, notice of termination or other notice which may affect Lessee's rights under this Lease. Notice shall be deemed given by Lessor to Lender five (5) days following deposit in the United States mail, certified and return receipt requested, postage prepaid, and sent to Lender at the address furnished in writing by Lender. C. Modification. Lessor and Lessee agree that they will not modify, surrender or cancel this Lease by mutual agreement without the prior written consent of Lender. D. Rights of Lender. Any Lender holding or the beneficiary of a security interest or lien on this Lease and the leasehold estate created hereby shall have the right, during the term of the Lease, to: (1) perform any act required of Lessee pursuant to this Lease; (2) transfer this Lease to the purchaser at any foreclosure sale, the assignee in the event of an assignment in lieu of foreclosure, or to acquire the interest of Lessee pursuant to foreclosure or assignment and thereafter transfer this Lease to the Lender's successor. Lender shall have no right to transfer this Lease unless and until Lender has cured all defaults requiring the payment or expenditure of money by Lessee. E. Right of Lender to Cure Default. Lessor shall give written notice of any default or breach of this Lease by Lessee to Lender and afford Lender the opportunity, after notice, to: (1) cure the breach or default within ten (10) days after expiration of the time period granted to Lessee for curing the default if the default can be cured by payment of money; (2) cure the breach or default within thirty (30) days after expiration of the time period granted to Lessee for curing the default when the breach or default can be cured within that period of time; or (3) cure the breach or default in a reasonable time when something other than money is required to cure the breach or default and cannot be performed within thirty (30) days after expiration of the time period granted to Lessee for curing the default, provided the acts necessary to cure the breach are commenced within thirty (30) days and thereafter diligently pursued to completion by Lender. E:3 F. Foreclosure in Lieu of Cure. Lender may forestall termination of this Lease for a default or breach by Lessee by commencing foreclosure proceedings subject to strict compliance with the following: (1) proceedings are commenced within thirty (30) days after the later of (i) expiration of the time period granted to Lessee for curing the default, or (ii) service on Lender of the notice describing the breach or default; (2) the proceedings are diligently pursued to completion in the manner authorized by law; and (3) Lender performs all of the terms, covenants and conditions of this Lease requiring the payment or expenditure of money by Lessee until the proceedings are complete or are discharged by redemption, satisfaction, payment or conveyance of this Lease to Lender. G. New Lease. Notwithstanding any other provision of this Lease, should this Lease terminate or be terminated because of any default or breach by Lessee, Lessor shall enter into a new lease with Lender as lessee provided: (1) the written request for the new lease is served on Lessor by Lender within thirty (30) days after the termination of this Lease. (2) the new lease contains the same terms and conditions as this Lease except for those which have already been fulfilled or are no longer applicable. (3) on execution of the new lease by Lessor, Lender shall pay any and all sums that would be due upon execution of the new lease, but for its termination, and shall fully remedy, or agree in writing to remedy, any other default or breach committed by Lessee that can reasonably be remedied by Lender. (4) Lender shall, upon execution of the new lease, pay all reasonable costs and expenses (including attorney's fees) incurred in terminating this Lease, recovering possession of the premises from Lessee, in preparing the new lease. H. Miscellaneous. The following provisions shall apply to Lessor, Lessee and any Lender: (1) Any Lender shall be liable to perform the obligations of the Lessee under this Lease only so long as the Lender holds title to this Lease; (2) Lessee shall, within ten (10) days after the recordation of any trust deed or other security instrument, record, at Lessee's sole expense, Lessor's written request for a copy of any notice of default and/or notice of sale under any deed of trust as provided by state law. 6. USE AND MAINTENANCE. A. Use of Leased Land. The Leased Land shall be solely for residential purposes. Lessee may demolish, construct, remodel, reconstruct and maintain structures on the Leased Land for residential purposes so long as the structures and construction are authorized by appropriate City permit and fully comply with all City ordinances, resolutions, regulations, policies, and plans. Lessee shall also obtain permission to construct and/or maintain structures from the California Coastal Commission and any other state agency if required by law. B. Maintenance of Improvements. Lessor shall not be required to make any changes, alterations, additions, improvements, or repairs in on or about all or part of the Premises. Lessee shall, at all times during the term of this Lease and without any cost or expense to Lessor, keep and maintain, the Premises, including, without limitation, all structures, facilities, walks, curbs, parkways and other improvements, in good order and repair and in a clean, safe, sanitary and orderly condition. Lessee shall repair or reconstruct any improvements on the Leased Land 9 following any damage or destruction thereof, unless the improvements are being destroyed in conjunction with remodeling or reconstruction and Lessor has consented, in writing, to the damage or destruction. Lessee shall cause to be constructed, maintained and repaired all utilities, pipes, walls, sewers, drains, and other improvements on the Premises to the extent required by law or as necessary to maintain the improvement in good order and repair and safe and sanitary condition. C. Compliance with Laws. Lessee shall make, or cause to be made, any additions, alterations or repairs to any structure or improvement on the Premises which may be required by, and Lessee shall otherwise observe and comply with, any law, statute, ordinance, plan, resolution or policy applicable to the Premises. Lessee shall indemnify, defend and hold Lessor harmless from and against any loss, liability, action, claim or damage, arising out of, or in any way related, to Lessee's failure to comply with, and perform pursuant to, provisions of this subparagraph C. All repairs, additions, and alterations to the structures or improvements on the Premises shall conform to all applicable laws, ordinances, regulations, plans, policies and resolutions and all work shall be performed with reasonable diligence, completed within a reasonable time, and performed at the sole cost and expense of Lessee. D. As Is Condition of Premises. Lessee expressly accepts the Premises "as is" and acknowledges that Lessor has made no representations or warranties as to the suitability of the property or any construction or improvement. Lessee shall conduct all tests necessary to determine the suitability of the property for any proposed construction or improvement, including, without limitation, the amount and extent of any fill, and related factors. Lessee expressly acknowledges that Lessor shall not be liable for any damage or loss resulting from any subsurface or soil condition in, on, or under the Premises or adjacent property. Lessee expressly acknowledges that, while the legislature of the State of California has purportedly removed the public trust restrictions on use of the Property pursuant to the Beacon Bay Bill, the Leased Land may constitute filled tidelands, and Lessor has made no representation or warranty relative to the validity of the Beacon Bay Bill or the power of the legislature of the State of California to remove public trust restrictions on tidelands through legislation. Notwithstanding the foregoing, in the event of any challenge to the right and power of Lessor to lease the Leased Land for the purposes provided in this Lease, Lessor agrees, at its sole cost and expense, to use all reasonable efforts to resist and defend against such challenge and to seek a ruling or judgment affirming and upholding the right and power of Lessor to lease the Leased Land for the purposes provided in this Lease. 7. TAXES AND UTILITIES. It is understood by Lessor and Lessee that this Lease shall give rise to a possessory interest tax obligation and that the execution of this Lease will constitute a reassessment event which may give rise to a material increase in the possessory interest tax currently payable by Lessee under the Pre-existing Lease. Lessee shall pay, before delinquent, all utility charges and any general and special taxes, assessments or other governmental charges, if any, which may be levied on the Leased Land, and/or any improvements, including, without limitation, any possessory interest tax. Any lien for unpaid utilities, taxes, assessments or charges shall not attach to the leasehold interest but only to improvements located on the Leased Land. 8. USE AND MAINTENANCE OF COMMON AREA. Lessee shall have the right to use the streets, beaches, walkways, tennis courts, docks, piers, and common landscaped areas in Beacon Bay (as depicted on Exhibit A) and which are leased to the Beacon Bay Community Association by Lessor in consideration of the maintenance thereof by such Association and rent to be paid by individual Lessees under their respective leases. 9. MAINTENANCE AND IMPROVEMENT OF INFRASTRUCTURE. Lessor has no obligation to install, improve, repair, or maintain streets, curbs, gutters, water lines, sewer lines, drainage facilities, street lighting or other facilities used by the residents of Beacon Bay (Infrastructure). Notwithstanding Section 8 above, Lessor reserves the right, after a five (5) year period following the Effective Date and upon approval by the Lessees representing a majority of the lots in Beacon Bay, to improve and maintain streets, curbs, gutters, water lines, sewer lines', drainage facilities, 10 street lighting, telephone and electricity lines and other Infrastructure facilities in Beacon Bay at its initial cost and to assess Lessee for a pro rata share of such costs, and to collect such costs from Lessee in the form of rent over the remaining term of this Lease. 10. COMMUNITY ASSOCIATION. A. Membership in Association. As a material part of the consideration of this Lease, and as an express condition to the continuance of any of the rights of Lessee pursuant to this Agreement, Lessee agrees to become, and during the term of this Lease to remain, a member in good standing of the Beacon Bay Community Association. B. Compliance with Rules and Regulations. Lessee agrees to abide by the Articles of Incorporation, bylaws, and all rules and regulations of the Association, and to pay to the Association, before delinquency, all valid dues, fees, assessments and other charges properly levied or assessed by the Association. Lessee's failure to comply with the provisions of Paragraph A and this Paragraph B shall constitute a material breach of this Lease. C. Lessor Maintenance of Common Areas. In addition to the rights reserved to Lessor pursuant to the provisions of Section 9, if the Community Association fails or ceases to maintain community facilities, Lessor may, at its option and without obligation, assume the obligations of the Community Association to maintain, repair, install or improve community facilities. In such event, Lessee shall pay a pro rata share of Lessor's reasonable expenses in maintaining and operating the community facilities, including a reasonable management fee or the fee charged by a management agent. Lessee's pro rata share shall be determined by dividing Lessor's costs by the number of residential lots within Beacon Bay (currently seventy-two lots) . Lessee's pro rata share of the annual costs incurred by Lessor shall be paid within thirty (30) days after written notice of the amount due, and any failure to pay shall constitute a material breach of this Lease. The costs of maintaining and operating community facilities shall be determined annually and solely from the financial records of Lessor. 11. COVENANTS, CONDITIONS AND RESTRICTIONS. Lessee agrees to abide and be bound by all covenants, conditions, restrictions and reservations as contained in Exhibit E attached hereto and incorporated herein by this reference. Said covenants, conditions and restrictions shall run with the Leased Land and shall be binding on Lessee and Lessee's successors in interest. ilE�l��=1u� 1►Ir�[�i[�7� Lessee shall indemnify, defend and hold harmless Lessor, its City Council, Boards and Commissions, officers, agents, servants and employees from and against any and all actions, causes of action, obligations, costs, damages, losses, claims, liabilities and demands of any nature whatsoever, including reasonable attorneys' fees, regardless of the merit or outcome of any such claim or suit, arising out of, or in any way related, to the condition of the Premises, or the use or possession of the Premises by Lessee, or Lessee's employees, agents, representatives, guests or invitees, as well as any activity, work or things which may be permitted or suffered by Lessee in or on the Premises. Lessee shall indemnify, defend and hold harmless Lessor, its City Council, Boards and Commissions, officers, agents, servants and employees from and against any and all actions, causes of action, obligations, costs, damages, losses, claims, liabilities, and demands of any nature whatsoever, including reasonable attorneys' fees, accruing or resulting to any and all persons, firms or corporations furnishing or supplying work, services, materials, equipment or supplies arising from or in any manner connected to the use or possession of the Premises by Lessee or from any activity, work or things which may be permitted or suffered by Lessee in or about the Premises. Without limiting the generality of the foregoing, Lessee hereby assumes all risk of damage to property or injury to persons in or about the Premises from any cause except for damage or injury resulting from the negligence or willful, fraudulent or criminal conduct by Lessor and/or its officers, employees, agents and representatives, and Lessee hereby waives all claims in respect thereof against Lessor. 13. INSURANCE. 11 A. General Conditions. All insurance required to be carried pursuant to this Section 13 shall be obtained from reputable carriers licensed to conduct business in the State of California. Each policy required to be carried pursuant to this Section 13 shall name Lessee and Lessor as additional named insureds, and shall provide that the policy may not be surrendered, cancelled or terminated, or coverage reduced, without not less than twenty (20) days prior written notice to Lessor. B. Fire Insurance. Lessee shall, during the term of this Lease, insure all structures and improvements on the Leased Land against loss or damage by fire or other risk for residential structures. The insurance shall provide coverage to at least ninety percent (90%) of the full insurable replacement value of all improvements on the Leased Land, with the loss payable to Lessee unless this Lease is terminated by Lessor for default of Lessee in which case the proceeds of insurance shall be paid to Lessor. C. Liability Insurance. Lessee shall, at Lessee's sole cost and expense, procure and maintain during the term of this Lease, a broad form comprehensive coverage policy of public liability insurance which insures Lessee and Lessor against any loss or liability caused by, or in any way related to, the condition, for Lessee's use and occupation, of the premises in amounts not less than: (1) $500,000 per occurrence for injury to, or death of, one person; (2) $100,000 for damage to or destruction of property. 14. DEFAULT. A. Events of Default. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (1) the abandonment of the Premises by Lessee; (2) the failure by Lessee to make any payment of rent when due if the failure continues for three (3) days after written notice has been given to Lessee. In the event that Lessor serves Lessee with a Notice to Pay Rent or Quit pursuant to applicable unlawful detainer statutes, such Notice to Pay Rent or Quit shall also constitute the notice required by this paragraph; (3) the failure by Lessee to perform any of the provisions of this Lease and any Exhibits attached hereto to be performed by Lessee, other than described in Paragraph 14.A(2) above, if the failure to perform continues for a period of thirty (30) days after written notice thereof has been given to Lessee. If the nature of Lessee's default is such that more than thirty (30) days are reasonably required for its cure, then Lessee shall not be in default if Lessee commences the cure within said thirty (30) day period and thereafter diligently prosecutes the cure to completion; or (4) the failure of Lessee to provide Lessor with all relevant information regarding the total consideration paid in conjunction with any transfer of this Lease; (5) the making by Lessee of any general assignment, or general arrangement for the benefit of creditors; the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement of any law relating to bankruptcy unless the same is dismissed within sixty (60) days; the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in the Lease, where possession is not restored to Lessee within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in the Lease, where such seizure is not discharged within thirty (30) days. Notices given under this Paragraph 14.A shall specify the alleged default and the applicable lease provisions, and shall demand that Lessee perform the provisions of this Lease or pay the rent that 12 is in arrears, as the case may be, within the applicable period of time. No such notice shall be deemed a forfeiture or a termination of this Lease unless Lessor so elects in the Notice. B. Landlord's Remedies. In the event of any default by Lessee as defined in Paragraph 14.A, Lessor may, in addition to any rights or remedies permitted by law, do the following: (1) Terminate Lessee's right to possession of the Leased Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession of the Premises to Lessor. In such event, Lessor shall be entitled to recover from Lessee all amounts to which Lessor is entitled pursuant to Section 1951.2 of the California Civil Code, or any other provision of law, including, without limitation, the following: (a) The worth at the time of award of the amount by which the unpaid rent and additional rent for the balance of the term after the time of award exceeds the amount of the loss than Lessee proves could be reasonably avoided; and (b) any other amount necessary to compensate Lessor for all detriment proximately caused by Lessee's failure to perform obligations pursuant to this Lease or which in the ordinary course of things would be likely to result from the breach, including, without limitation, the cost of recovering possession, expenses of reletting (including necessary repair, renovation and alteration) reasonable attorneys' fees, and any other reasonable costs. The "worth at the time of award" of all rental amounts other than that referred to in clause (i) above shall be computed by allowing interest at the rate of ten percent (10%) per annum from the date amounts accrue to Lessor. The worth at the time of award of the amount referred to in clause (i) shall be computed by discounting such amount at one percentage point above the discount rate of the Federal Reserve Bank of San Francisco at the time of award. (2) Without terminating or affecting the forfeiture of this Lease or, in the absence of express written notice of Lessor's election to do so, relieving Lessee of any obligation pursuant to this Lease, Lessor may, but need not, relet all or a portion of the Premises at any time, or from time to time, and on such terms and conditions as Lessor, at its sole discretion, deems appropriate. Whether or not the Premises are relet, Lessee shall pay all amounts required by this Lease up to the date that Lessor terminates Lessee's right to possession of the Premises. Lessee shall make such payments at the time specified in the Lease and Lessor need not wait until termination of the Lease to recover sums due by legal action. If Lessor relets all or a portion of the Premises, the reletting shall not relieve Lessee of any obligation pursuant to this Lease; provided, however, Lessor shall apply the rent or other proceeds actually collected by virtue of the reletting against amounts due from Lessee. Lessor may execute any agreement reletting all or a portion of the leased premises and Lessee shall have no right to collect any proceeds due Lessor by virtue of any reletting. Lessor shall not, by any reentry or reletting or other act, be deemed to: (a) Have accepted any surrender by Lessee of this Lease or the leased premises; (b) have terminated this Lease; or (c) have relieved Lessee of any obligation pursuant to this Lease unless Lessor has given Lessee express written notice of Lessor's election to do so. (3) Lessor may terminate this Lease by express written notice to Lessee of its election to do so. The termination shall not relieve Lessee of any obligation which has accrued prior to the date of termination. In the event of termination, Lessor shall be entitled to recover the amount specified in Paragraph 14.6(1). 13 C. Default By Lessor. Lessor shall not be in default unless Lessor fails to perform obligations required of Lessor within a reasonable time, but in no event later than thirty (30) days after written notice by Lessee to Lessor specifying wherein Lessor has failed to perform such obligation. If the nature of Lessor's obligation is such that more than thirty (30) days are required for performance, then Lessor shall not be in default if Lessor commences performance within such thirty (30) day period and thereafter diligently prosecutes the same to completion. D. Stay of Obligations. Neither party shall be under any obligation to perform or comply with its obligations pursuant to this Lease after the date of any default by the other party. E. Determination of Rental Value. In any action or unlawful detainer commenced by Lessor, the reasonable rental value of the Leased Land shall be deemed to be the amount of rent and additional rent (such as reimbursement for costs of Infrastructure improvements or the payment of taxes or assessments) for the period of the unlawful detainer, unless Lessor/Lessee shall prove to the contrary by competent evidence. F. Waiver of Rights. The failure or delay of either party to exercise any right or remedy shall not be construed as a waiver of such right or remedy or any default by the other party. Lessor's acceptance of any rent shall not be considered a waiver of any preexisting breach of default by Lessee other than the failure to pay the particular rent accepted regardless of Lessor's knowledge of the preexisting breach of default at the time rent is accepted. G. Waiver of Right of Redemption. Lessee waives any right of redemption or relief from forfeiture pursuant to Code of Civil Procedure Sections 1174 and 1179 and/or pursuant to any existing or future statutory or decisional law in the event Lessee is evicted or Lessor takes possession of the Premises by reason of Lessee's default. 15. SURRENDER OF POSSESSION UPON EXPIRATION OR TERMINATION. A. Surrender of Premises. Upon the expiration or termination of this Lease, Lessee agrees to peaceably deliver possession of, and agrees to vacate without contest, legal or otherwise, the Leased Land. Lessor, at its sole discretion, may record a document evidencing the expiration or termination of the leasehold interest. Lessee waives any right to receive relocation assistance or similar form of payment. B. Removal of Improvements. Upon the expiration of the term of this Lease, and on condition that Lessee is not then in default of any of the provisions of this Lease, Lessee shall have the right to remove from the Leased Land all buildings and improvements built or installed on the Leased Land. Removal of any building or improvement shall be at the sole cost and expense of Lessee and removal must be complete no later than ninety (90) days after expiration of the term of this Lease. Lessee shall fill all excavations and remove all foundations, debris and other parts of the buildings or improvements remaining after removal and surrender possession of the Premises to Lessor in a clean and orderly condition. In the event any of the buildings and improvements are not removed within the time provided in this Paragraph 15.13, they shall become the property of Lessor without the payment of any consideration. 16. EMINENT DOMAIN. A. Definitions of Terms. (1) The term "total taking" as used in this Section 16 shall mean the taking of the entire Premises under the power of eminent domain or the taking of so much of the Leased Land as to prevent or substantially impair the use thereof by Lessee for the residential purposes. (2) The term "partial taking" shall mean the taking of a portion only of the Premises which does not constitute a total taking as defined above. 14 (3) The term "taking" shall include a voluntary conveyance by Lessor to an agency, authority or public utility under threat of a taking under the power of eminent domain in lieu of formal proceedings. (4) The term "date of taking" shall be the date upon which title to the Premises or portion thereof passes to and vests in the condemnor. B. Effect of Taking. If, during the term hereof, there shall be a total taking or partial taking under the power of eminent domain, then the leasehold estate of the Lessee in and to the Leased Land or the portion thereof taken shall cease and terminate as of the date of taking of said Leased Land. If this Lease is so terminated in whole or in part, all rentals and other charges payable by Lessee to Lessor hereunder and attributable to the Leased Land or portion thereof taken shall be paid by Lessee up to the date of taking by the condemnor, and the parties shall thereupon be released from all further liability in relation thereto. C. Allocation of Award - Total Taking. All compensation and damages awarded for the total taking of the Premises and Lessee's leasehold interest therein shall be allocated as follows: (1) The Lessor shall be entitled to an amount equal to the sum of the following: (a) The fair market value of the Premises as improved (exclusive of the dwelling and appurtenances to such dwelling) as of the date of taking, discounted by multiplying such fair market value by the factor for the present worth of one dollar ($1.00) at nine percent (9%) per annum compound interest for the number of years remaining from the date of taking to the date of the expiration of the term of this Lease; and (b) The present worth of rents due during the period from the date of taking to the date of the expiration of the term of this Lease, computed by multiplying the annual rent then payable by the factor for the present worth of one dollar ($1.00) per annum at nine percent (9%) per annum compound interest (Inwood Coefficient) for the number of years in such period. (2) The Lessee shall be entitled to the amount remaining of the total award after deducting therefrom the sums to be paid to Lessor as hereinafter provided. D. Allocation of Award - Partial Taking. All compensation and damages awarded for the taking of a portion of the Leased Premises shall be allocated and divided as follows: (1) The Lessor shall be entitled to an amount equal to the sum of the following: (a) The proportionate reduction of the fair market value of the Premises as improved (exclusive of the dwelling and appurtenances to such dwelling) as of the date of taking, discounted by multiplying such proportionate reduction in fair market value by the factor for the present worth of one dollar ($1.00) at nine percent (9%) per annum compound interest for the number of years remaining from the date of taking to the date of expiration of the term of this Lease; and (b) The present worth of the amount by which the rent is reduced computed by multiplying the amount by which the annual rent is reduced by the factor for the present worth of $1.00 per annum at 9% per annum compound interest (Inwood Coefficient) for the number of years remaining from the date of taking to the date of expiration of the term of this Lease. (2) The Lessee shall be entitled to the amount remaining of the total award after deducting therefrom the sums to be paid to Lessor as hereinabove provided. E. Reduction of Rent on Partial Taking. In the event of a partial taking, the rent payable by Lessee hereunder shall be adjusted from the date of taking to the date of the expiration of the term of this Lease. Such rental adjustment will be made by reducing the basic rental payable by 15 Lessee in the ratio that the Fair Market Rental Value of the Premises at the date of taking bears to the Fair Market Rental Value of the Premises immediately thereafter. 17. ATTORNEYS' FEES. Should either party be required to employ counsel to enforce the terms, conditions and covenants of this Lease, the prevailing party shall recover all reasonable attorneys' fees and charges (and court costs if applicable) incurred therein, whether or not court proceedings were commenced. 18. REMEDIES CUMULATIVE. The rights, powers, elections and remedies of the Lessor or Lessee contained in this Lease shall be construed as cumulative and no one of them shall be considered exclusive of the other or exclusive of any rights or remedies allowed by law, and the exercise of one or more rights, powers, elections or remedies shall not impair or be deemed a waiver of Lessor's or Lessee's rights to exercise any other. 19. NO WAIVER. No delay or omission of either party to exercise any right or power arising from any omission, neglect or default of the other party shall impair any such right or power or shall be construed as a waiver of any such omission, neglect or default on the part of the other party or any acquiescence therein. No waiver of any breach of any of the terms, covenants, agreements, restrictions or conditions of this Lease shall be construed as a waiver of any succeeding breach of the same or of any of the terms, covenants, agreements, restrictions or conditions of this Lease. 20. COMPLIANCE WITH LAWS. Lessee covenants and agrees to comply with all rules, regulations, statutes, ordinances and laws of the State of California, County of Orange, City of Newport Beach, or any other governmental body or agency having lawful jurisdiction over the Leased Land. Any notice or notices provided for by this Lease or by law, to be given or served by Lessee, may be given or served by mail, registered or certified, with postage prepaid, on the City of Newport Beach, addressed to the Mayor, City Manager, or City Clerk, 3300 Newport Boulevard, P.O. Box 1768, Newport Beach, California 92659-1768, or at such other address as may be hereafter furnished to Lessee in writing. If notice is intended to be served by Lessor on Lessee, it may be served either: A. By delivering a copy to the Lessee personally; or B. By depositing the Notice in the United States Mail, registered or certified, with postage prepaid, to the residence or business address furnished by Lessee; or C. If the Lessee is absent from the Leased Land by leaving a copy with some person of suitable age and discretion who may be occupying the Leased Land; or D. If no one can be found, then by affixing a copy of the notice in a conspicuous place on the Premises and also sending a copy through the mail addressed to the Lessee. Such service upon Lessor or Lessee shall be deemed complete upon the earlier of (i) actual delivery, or (ii) the expiration of seventy-two (72) hours from and after the deposit in the United States mail of such notice, demand or communication. 22. HOLDING OVER. This Lease shall terminate and become null and void without further notice upon the expiration of the term of this Lease. Any holding over by Lessee after expiration of the term shall not constitute a renewal of this Lease or give Lessee any rights in or to the Premises except as expressly provided in this Section. The 16 parties agree this Lease cannot be renewed, extended, or in any manner modified except in a writing signed by all parties. However, if Lessee, or anyone claiming under Lessee, shall remain in possession of the Premises after expiration of the term of this Lease without any agreement in writing between the parties and Lessor accepts rent from Lessee, then Lessee shall be deemed a tenant from month-to-month subject to the provisions of this Lease insofar as they may be applicable to a month-to-month tendency. The month-to-month tendency may be terminated by Lessor or Lessee upon thirty (30) days' prior written notice to the other. 23. QUIET ENJOYMENT. Lessor covenants and agrees that Lessee, upon paying the rent set forth herein and observing and keeping all covenants and agreements to be observed or kept by Lessor hereunder, shall quietly have and enjoy the Leased Land during the term of this Lease without hindrance or molestation by anyone claiming by or through Lessor. 24. SEVERABILITY. If any term or provision of this Lease shall, to any extent be invalid or unenforceable, the remainder of this Lease shall not be affected thereby, and each term and provision of this Lease shall remain valid and enforceable to the fullest extent permitted by law. 25. MISCELLANEOUS. A. Representations. Lessee agrees that no representations as to the Premises have been made by Lessor or by any person or agent acting for Lessor. Lessor and Lessee agrees and acknowledges that this document contains the entire agreement of the parties, that there are no verbal agreements" representations, warranties or other understandings affecting this agreement, and Lessor and Lessee, as a material part of the consideration of this Lease, waives all claims against the other for recision, damages, or otherwise by reason of any alleged covenant, agreement or understanding not contained in this Lease. B. Inurement. Each and all of the covenants, conditions and agreements herein contained shall,' in accordance with the context, inure to the benefit of Lessor and Lessee and apply to and bind Lessor and Lessee, as the case may be, their respective heirs, legatees, devisees, executors and administrators, successors, assigns, licensees, permittees, or any person who may come into possession or occupancy of said Leased Land or any part thereof in any manner whatsoever. Nothing in this paragraph shall in any way alter the provisions herein contained against assignment or subletting. C. Joint Several Liability. If Lessee consists of more than one person, the covenants, obligations and liabilities of Lessee pursuant to this Lease shall be the joint and several covenants, obligations and liabilities of such persons. D. Captions. The section and paragraph captions used in this Lease are for the convenience of the parties and shall not be considered in the construction or interpretation of any provision. E. Gender. In this Lease, the masculine gender includes the feminine and neuter and the singular number includes the plural whenever the context so requires. 17 IN WITNESS WHEREOF, the parties have caused this Lease to be executed as of the date first above written. ATTEST: a I I APPROVED AS TO FORM: CITY ATTORNEY LESSOR: CITY OF NEWPORT BEACH, By: ("A I Titl ITY MANAGER LESSEE: Z' S. ROGElkS.YYETT 18 5A d 3Nd dD r Z 7 At41 a /// 4►•all 1t �-•^`' �- � s AA, cp •lO ^ �°L 7'�C' 1 + ��D' \ � C(j � �� � ted' p• N�o� Coo 4 o � 1`G ,� r tinn `� "�• �'g- \ N P 4p P 3�iCl jo \il N _Z SS (FpQ p° Q' V pe __ l 41 D "go 6 ilo o Q ,k 't �. fG: .tE •`e � `" � s R j� R 1p[f .ici• f �" �f_ it op. 140: Cl is �rl'n� p0' rzr x off^ o,.r ,r;,.will Q � m ttf s. N°1 a �pD O°oo �o .pts / �!°�• " ri�l� ct� f 1 m rtf' g 1 m '.r5s`sem 33 N/i�'30 Stc - Exhibit A EXHIBIT B Beacon Bay Lot 54 described as follows: Lot 54 as shown on the map filed in Book 9, Pages 42 and 43 of Record of Surveys in the Office of the County Recorder, County of Orange, State of California. SUNSIARY OF SALIENT FACTS AND CONCLUSIONS - continued SUNT -MARY OF VALUE INDICATIONS: Existing (Ist year) Unencumbered, Fair Market Contract Effective Lot No. Fee Lot Value Rental Value Rent Net Rent Water Front Lots A $1,330,000 $48,520 $23,125.08 $31,940.00 B $1,200,000 $43,320 $12,506.85 $22,270.00 C $1,031,000 $37,560 $16,625.04 $22,480.00 1 $947,000 $34,200 $8,020.80 $15,030.00 2 $1,131,000 $41,640 $8,825.40 $17,950.00 3 $1,263,000 $46,920 $24,250.08 $31,560.00 4 $1,318,000 $49,120 $10,458.96 $21,260.00 5 $1,341,000 $50,120 $20,012.04 $28,840.00 6 $1,386,000 $51,680 $25,000.00 $34,260.00 7 $1,210,000 $44,800 $24,999.96 $31,870.00 8 $1,177,000 $43,480 $43,750.00 $43,480.00 9 $1,298,000 $47,840 $42,500.04 $44,350.00 10 $1,342,000 $49,600 $24,999.96 $33,540.00 11 $1,122,000 $41,280 $9,020.52 $17,020.00 IV 12 $1,100,000 $40,400 $14,250.00 $22,190.00 13 $1,100,000 $40,400 $23,625.00 $29,450.00 14 $1,243,000 $45,640 $10,312.56 $19,690.00 15 $1,265,000 $46,520 $10,836.47 $20,240.00 16 $1,067,000 $39,080 $8,508.48 $16,480.00 17 $1,067,000 $39,080 $16,250.04 $21,750.00 18 $1,067,000 $39,080 $8,508.48 $16,480.00 19 $1,243,000 $45,640 $10,020.02 $19,500.00 20 $1,147,000 $42,320 $8,727.84 $17,910.00 21 $1,058,000 $38,760 $20,224.50 $26,660.00 22 $1,036,000 $37,880 $41,250.00 $37,880.00 ES 1 $1,037,000 $37,880 $28,749.96 $31,920.00 ES 2 $1,037,000 $37,880 $24,625.00 $29,220.00 Subtotals: $31,563,000 $1,160,640 $519,983.08 $705,220.00 Exhibit C - Page 1 SUI\IIv Y OF SALIENT FACTS AND CONCLUSIONS - continued -v Lot No Interior Lots 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 Unencumbered Fair Market Fee Lot Value Rental Value $478,000 $501,000 $509,000 $511,000 $519,000 $542,000 $518,000 $510,000 $517,000 $520,000 $528,000 $589,000 $559,000 $548,000 $517,000 $520,000 $528,000 $588,000 $513,000 $548,000 $556,000 $558,000 $565,000 $588,000 $539,000 $551,000 $520,000 $523,000 $520,000 $528,000 $588,000 $530,000 $559,000 $567,000 $546,000 $528,000 $525,000 $533,000 $14,487 $15,237 $15,537 $15,612 $15,912 $16,775 $15,650 $15,462 $15,725 $15,837 $16,137 $18,200 $17,000 $16,662 $15,725 $15,837 $16,137 $18,162 $15,500 $16,662 $16,962 $17,037 $17,300 $18,162 $16,475 $16,775 $15,837 $15,950 $15,837 $16,137 $18,162 $15,987 $17,075 $17,375 $16,737 $16,137 $16,025 $16,325 Existing (1st year) Contract Effective Rent Net Rent $2,782.32 $6,297.00 $6,125.04 $8,897.00 $3,399.12 $6,977.00 $3,417.72 $6,942.00 $3,436.44 $7,102.00 $4,137.72 $7,785.00 $15,375.00 $15,470.00 $3,551.16 $7,102.00 $8,750.00 $10,515.00 $3,588.48 $7,217.00 $3,607.08 $7,307.00 $4,454.64 $8,490.00 $3,776.28 $7,780.00 $3,795.00 $7,672.00 $14,625.00 $15,005.00 $3,780.36 $7,967.00 $9,125.04 $11,557.00 $11,133.60 $13,572.00 $3,719.64 $7,300.00 $3,795.00 $7,672.00 $11,250.00 $13,232.00 $3,832.20 $7,787.00 $4,056.84 $7,990.00 $4,454.64 $8,492.00 $3,459.36 $7,365.00 $6,249.96 $9,305.00 $3,551.16 $7,197.00 $3,569.76 $7,240.00 $3,780.36 $7,857.00 $12,750.00 $13,927.00 $4,479.00 $8,492.00 $3,344.88 $7,227.00 $10,625.04 $12,865.00 $3,603.96 $7,915.00 $3,551.16 $7,427.00 $6,750.00 $10,007.00 $10,125.00 $12,175.00 $3,533.88 $7,315.00 Exhibit C - Page 2 SUh,I]\IARY OF SALIENT FACTS AND CONCLUSIONS - continued Exhibit C - Page 3 Existing (Istyear) Unencumbered Fair Market Contract Effective Lot No. Fee Lot Valu4 Rental Value Rent Net Rent Interior Lots - continued 61 $588,000 $18,162 $4,436.16 $8,482.00 ES 3 $474,000 $14,225 $8,750.04 $10,325.00 ES 4 $467,000 $13,962 $3,021.96 $6,322.00 ES 5 $470,000 $14,075 $10,000.08 $11,415.00 ES 6 $468,000 $14,000 $2,982.96 $6,310.00 ES 7 $461,000 $13,737 $2,966.04 $6,057.00 ES 8 $471,000 $13,925 $3,118.08 $6,455.00 Subtotal Int.: $23,786,000 $724,637 $254,617.16 $397,807.00 Subtotal W.F.: $31,563,000 $1,160,640 $519,983.08 $705,220.00 Grand Totals: $55,349,000 $1,885,277 $774,600.24 $1,103,027.00 Exhibit C - Page 3 Distribution of Rents and Tax Advantage between Tidelands and Uplands* Beacon Bay 6'6/94 - Page 1 Exhibit D - Page 1 (Ist year) Proportionate Proportionate Annual Amort. Tidelands Effective % % Rent Rent of PV of Tax Tax Lot No. Net Rent Tidelands Uplands Tidelands Uplands Advantage Advantage 7aterfront Lots s A $31,940.00 100% 0170 $31,940 $0 $0 $0 B $22,270.00 100% 0% $22,270 $0 $930 $930 C $22,480.00 100% 0170 $22,480 $0 $1,410 $1,410 1 $15,030.00 100% 0170 $15,030 $0 $2,080 $2,080 2 $17,950.00 100% 0170 $17,950 $0 $2,260 $2,260 3 $31,560.00 100% 0% $31,560 $0 • $560 $560 4 $21,260.00 100% 00/0 $21,260 $0 $2,610 $2,610 5 $28,840.00 100% 090 $28,840 $0 $1,620 $1,620 6 $34,260.00 1000/0 0% $34,260 $0 $0 $0 7 $31,870.00 9517o 5% $30,276 $1,594 $0 $0 8 $43,480.00 50% 50% $21,740 $21,740 $0 $0 9 $44,350.00 517o 95% $2,217 $42,132 $0 $0 10 $33,540.00 0% 10070 $0 $33,540 $0 $0 11 $17,020.00 0% 100% $0 $17,020 $3,200 $0 12 $22,190.00 0% 100% $0 $22,190 $1,130 $0 13 $29,450.00 017C, 1001-70 $0 $29,450 $0 $0 14 $19,690.00 0% 100% $0 $19,690 $2,880 $0 15 $20,240.00 20% 80% $4,048 $16,192 $2,980 $596 16 $16,480.00 950/c 5170 $15,656 $824 $2,640 $2,508 17 $21,750.00 1000/0 0% $21,750 $0 $2,420 $2,420 18 $16,480.00 100% 0170 $16,480 $0 $2,640 $2,640 19 $19,500.00 100% 0170 $19,500 $0 $2,880 $2,880 20 $17,910.00 100% 0% $17,910 $0 $2,470 $2,470 21 $26,660.00 10017o 0%C $26,660 $0 $0 $0 22 $37,880.00 10070 0% $37,880 $0 $0 $0 ES 1 $31,920.00 100% 0% $31,920 $0 $0 $0 ES 2 $29,220.00 10070 0olrl� $29,220 $0 $0 $0 Vater -front subtotal: $705,220.00 $500,848 $204,372 $34,710 $24,984 Beacon Bay 6'6/94 - Page 1 Exhibit D - Page 1 Distribution of Rents and Tax Advantage between Tidelands and Uplands* Beacon Bay 616/94 -Page 2 Exhibit D -Page 2 (1st year) Proportionate Proportionate Annual Amort. Tidelands Effective % % Rent Rent of PV of Tax Tax Lot No. Net Rent Tidelands Uplands Tidelands Uplands Advantage Advantage iterior Lots ' 23 $6,297.00 0% 100% $0 $6,297 $550 $0 24 $8,897.00 0% 100% $0 $8,897 $390 $0 25 $6,977.00 517c 95% $349 $6,628 $630 $31 26 $6,942.00 99% 1% $6,873 $69 $710 $703 27 $7,102.00 100% 0% $7,102 $0 $660 $660 28 $7,785.00 100% 0% $7,785 $0 $740 $740 29 $15,470.00 0% 100% $0 $15,470 $0 $0 30 $7,102.00 0% 100% $0 $7,102 $580 $0 31 $10,515.00 30% 70% $3,154 $7,361 $660 $198 32 $7,217.00 100% 0% $7,217 $0 $620 $620 33 $7,307.00 100% 0% $7,307 $0 $650 $650 34 $8,490.00 100% 0% $8,490 $0 $730 $730 35 $7,780.00 0% 100% $0 $7,780 $580 $0 36 $7,672.00 0% 10090 $0 $7,672 $590 $0 37 $15,005.00 5% 95% $750 $14,255 $0 $0 38 $7,967.00 99% 1% $7,887 $80 $0 $0 39 v $11,557.00 100% 0% $11,557 $0 $0 $0 40 $13,572.00 100% 0% $13,572 $0 $0 $0 41 $7,300.00 0% 100% $0 $7,300 $510 $0 42 $7,672.00 0% 100% $0 $7,672 $590 $0 43 $13,23`2.00 0% 100% $0 $13,232 $0 $0 44 $7,787.00 0% 100% $0 $7,787 $630 $0 45 $7,990.00 15% 85% $1,198 $6,792 $660 $99 46 $8,492.00 0% 100% $0 $8,492 $720 $0 47 $7,365.00 0% 100% $0 $7,365 $610 $0 48 $9,305.00 0% 100% $0 $9,305 $600 $0 49 $7,197.00 0170 100% $0 $7,197 $620 $0 50 $7,240.00 0% 100% $0 $7,240 $630 $0 51 $7,857.00 0% 100% $0 $7,857 $110 $0 52 $13,927.00 0% 1009or $0 $13,927 $0 $0 53 $8,492.00 00/0 100% $0 $8,492 $730 $0 54 $7,227.00 0% 100% $0 $7,227 $500 $0 55 $12,865.00 0% 100% $0 $12,865 $0 $0 56 $7,915.00 0% 100% $0 $7,915 $470 $0 57 $7,427.00 0% 100% $0 $7,427 $700 $0 58 $10,007.00 0% 100% $0 $10,007 $0 $0 59 $12,175.00 0% 100% $0 $12,175 $0 $0 60 $7,315.00 0% 1009or $0 $7,315 $660 $0 Beacon Bay 616/94 -Page 2 Exhibit D -Page 2 Distribution of Rents and Tax Advantage between Tidelands and Uplands* fective Net Rents consider tax advantage. Discount rate for present value of annual anlage is 601c. Rate for arnprtization of advantage is 7%. Rent and advantage ;ores are from 10/8/93 appraisal. Lots 3, 7, and 21 have been adjusted for new contract rent real estate taxes. Beacon Bay 6516'94 -Page 3 Exhibit D - Page 3 (1st year) Proportionate Proportionate Annual Amort. Tidelands Effective % % Rent Rent of PV of Tax Tax Lot No. Net Rent Tidelands Uplands Tidelands Uplands Advantage Advantage terior Lots - continued s 61 $8,482.00 0% 10090 $0 $8,482 $720 $0 ES 3 $10,325.00 100% 0% $10,325 $0 $320 $320 ES 4 $6,322.00 10070 0% $6,322 $0 $500 $500 ES 5 $11,415.00 85% 15% $9,703 $1,712 $0 $0 ES 6 $6,310.00 0% 10090 $0 $6,310 $500 $0 ES 7 $6,057.00 0% 100% $0 $6,057 '$650 $0 ES 8 $6,455.00 0% 100% $0 $6,455 $410 $0 terior Lots etotal: $397,807.00 $109,592 $288,215 $19,930 $5,251 Waterfront $705,220.00 $500,848 $204,372 $34,710 $24,984 -and Total: $1,103,027.00 $610,440 $492,587 $54,640 $30,235 :)f Total: 100% 55% 45% 100% 55% V . fective Net Rents consider tax advantage. Discount rate for present value of annual anlage is 601c. Rate for arnprtization of advantage is 7%. Rent and advantage ;ores are from 10/8/93 appraisal. Lots 3, 7, and 21 have been adjusted for new contract rent real estate taxes. Beacon Bay 6516'94 -Page 3 Exhibit D - Page 3 DECLARkTION OF COVENANTS, CONDITIONS AND RESTRICTIONS BEACON BAY CO1Lh1UNITY ASSOCIATION Table of Contents Article Page I DEFINITIONS 2 1 - Architectural Committee 2 2 - Articles and Bvlaws 2 3 - Assessments 2 4 - Association 3 5 - Association Rules 3 6 - Board 3 7 - City 3 8 - Common Expenses 3 9 - Common Area 4 10- Covered Property 4 2.1- Declarant 4 12- Exhibit 4 13- Member 4 14- Lessee 4 15- Residence 4 16- Setback 5 II M=--,DERSHIP 5 1 - Membership 5 2 - Transfer 5 3 - Voting Rights 5 4 - Classes of Voting membership 5 5 - Approval of Members 5 III COVENANT FOR MAINTENANCE ASSESSMENTS 6 1 - Creation of the Lien and Personal Obligation of Assessments 6 2 - Purpose of Assessments 6 3 - Regular Assessments 6 4 - Uniform Assessment 6 5 - Special Assessments 6 6 - No Offsets 6 7 - Reserves 7 IV \O PAYMENT OF ASSESSMENTS 7 l - Delinquency 7 - Notice of Lien 8 3 - Foreclosure Sale 8 (i) Exhibit E LT T LT saseaTgnS --T LT ST2Toj770 70 I;jjTgeiTuoN -;T 9j queuano0 [�?uoszad -IT 9T uozgeleToaQ 90 43a7z3 T 9T saoigoN - 6 9T saa,3 , s7@ujog4v - g ST T2anjd sapnToul IeTnLuTS - L ST butpeaH - g ST uzas, :pueri aqq ggTM and oq squsuanOO - S ST �4TItge3GAGS - ST satpauiad aAtg2Tnuun3 - E ST zaAzeM ON - Z �T quauuaolo;uS �T SNOISIA02id rlVldSN=O X �T asn 70 ZaAz2M - £ �T asn 70 uoTgebaTaQ - Z £T quauuloCuS 7o gg6T�j ,ssagLuaw - T ET ZIEWhOfNS 3O SIHDId XI £T £T £T £T ZT ZT ZT ZT ZT ZT OT OT 0T 6 6 6 6 9 @poo aTozgaA 21UIOJTTeo - S s-teuizuv - aou2sznN - £ subtS - Z asfl jetO:'auu:OO SNOI,L0IELSE'd SSO IIIA satgiTTgfl o?Tgnd .7o aou2uaguZ2W - Z eassa7 kq aoupuaqurew pue zzed@E - Z uotg2zooss,y ,�q aou2ua4uT'eW pue IT2dad - T 7-ONVN21NIVW QNV uivd2u IIA sajng uotg2toossv - t, uouOtg2ioossv aqg go slaMod jejaua0 - E uotg2iooss-v aqq go sazgnQ Telaua O - Z saaMod pup sazgnQ Telaua0 - T NOILVI30SS`d SHS, 30 S2iSMOd CNV SSIWnQ supTd Jo 12Aozdd'i JO; �gTjTq'2TjUON - t, sueTd go IgTmlojuoo pua T2Aoaddy - E SUOTSTAOad T2zaUF;D - Z aa;gTwuuo0 T2sngoagtqo�� 7o quauuquzoddv - T goNZNOO gV'dnZ031IH32lV gTne;aQ 7o SuzanO - S suaTQ a6p6gaow qq?M digsuOTg2TGE - IA A DECE ARA T! ON OF COVENANTS, CONDITIONS AND RESTRICTIONIS BEACON BAY COM-MUNITY ASSOCIATION ORANGE COUNTY, CALIFORNIA THIS DECLARATION is made this day of by the City of Newport Beach a chartered municipal corporation. Said corporation, its successors and assigns, shall hereafter be referred to as "Declarant." R E C I T A L S A. Declarant is the fee owner of the real property described in Exhibit A to this Declaration, which shall be the Covered Property under this Declaration. This Declaration is being imposed by Declarant upon the Covered Property. S. Declarant has deemed it desirable to establish covenants, conditions and restrictions upon the Covered Property and each and every portion thereof, which will constitute a general scheme for the management of the Covered. Property, and for the use, occupancy and enjoyment thereof, all for the purpose of enhancing and protecting the value, desirability and attractiveness of the Covered Property and enhancing the quality of life within the Covered Property. C. It is desirable for the efficient management of the Covered Property and the preservation of the value, desirability and attractiveness of the Covered Property to delegate and assigned the powers of managing:.the Covered Prope=l:, maintaining and administering the Common Area and a?-11ni storing and enforcing these covenants, ccni?iticr, and restrictions and collecting and disbursing funds :::)-_rsuant to the assessment and charges hereinafter creat= !nd referred to and to perform such other acts as shall ge-:eraliy benefit the Covered Property to the Beacon Bay Cc,;, -_pity Assocation, a California nonprofit coroo- a-lon. D. Declarant will hereafter hold title to and lease all o_ he Covered Property subject to certain protective covenar:ts, conditions and restrictions hereafter set forth. Deacon ? , 9/20/79 Rev. 9/24/79 6L/�Z/6 •nad Z 61/OZ/6 feg ::ooa3II •uoT�e�eToaQ sTg� UT JO; papTnozd se uoa.aq; qsa3aquT snTd `aTgpAPd sabIPgo zaggo PUP saaj q�Tei zaggaboq 'quaussassV TeioadS P se pad=u`'saP a6zpgo laq-40 tup zo 'saTng uoT-4PToossV 10 sMpTAg 3q4 'uoTgpzPToaa sTgq go suoTSTnold aq; cJ?TM a�utTcwOo OgUT aouapTsa� sTq PUP aassaZ age 6uT6uT3q UT Pv ^uT s-qso0 303 UOTg2T30SSV acj-4 aslnqucal o-4 a42 04 aTge;ngT:Iqqp �TqoajTp '3ouapTsa� sTq PUP aassa7 �2Tr0.�aed e gsuTPbe a632go P uPau TTegs „Iuawssass" •sasuadxg uouu03-�Io; UOT-4eTooss-i ag-4 go lagwayl goPa fq PTed aq oq ST gOTgM 4.unoue @14-4upau TTegs „-4uaussaSSV :1 ' nE)@' :pauT3ap lag3PuTazaq squawssassV aqq 04 uanTS aq TTegs s6UTUPau MGL IJ, as ,,:s-.uaussassV„ 'E uoTIoaS •paLou aup I�Tnp aq awT; 04 awT4 WOJJ �Qw awes aq4 se uol�p'OOSSV aqq go sMeT,�g PUP UOlq-ezod3ooul ;o saTOTg3V ag=oq SmP PUP legal pue ueau TTegs T g�, P • TolquoD goalaq aTOIg3v aqq UT Joj papTnojd saa;4Tuu03 30 aag4Tuu00 aq; oq zaJa:r pup ueaw TTegs ,aaq;Twwo3 Tp:zn;oa;TgoIV„ 'T uo?Taag :SM(DTTO3 S2 pauT3ap alp uoTgejeToaQ sTgq uT pasn sulaq 6uTMOTTo3 aq� 'asTMJaggo sageOTpuT AT3eaTo :4xaquo0 aqq ssaTun SNOIZINIdac I aq o I luv •s;uauaua; 30 ;uawauaq qupuTuop aq; SP s;sala;uT pies 3o Zana pue gosa 3o zonPj UT apn;TnJas p S2 goazagq g32d Jana pup s;saza4UT pies uodn pasoduT alp pup goa3agq 3auMo goea go gT3auaq aqq oq ajnuT TTegs PUP ';oa3agq 43pd yup Jo sgsaza;uT pies UT aT;Tq to gg6T3 yup buTJTnboe to 6uTneq sa.T41Pd IT uodn 6uTpuTq aq TTegs pup ssa�a�uT pips g4TM unl TTegs s;uawasea pup suoTgoTl-sa3 'suoTgTpuoo 'sgUPUaAo3 asags •su6Tsse PUP s:rossa0ons ITaq; 'sgsajaquT pies go slauMo aqq pup ',�gjadojd pa3ano:) aqq UT sgsalaquT pies go ;T3auaq aqq zo; aq oq pa�eToap Fgasaq a3e goTgM squauasea PUP SUOTg3TJ4sal 'suoT;TPuoo 's;upuanoo 6UTMOTT09 aq4 04 ,oaCgns pa�anuoo PUP PTaq aq TTPgs �Taadold palanoD aq; UT jeadd-e auT4 o; awT� U103J Aeu aWPs aqq se gsazaquz SqT 3o TTPsa�PToap pue saal6e 's4ueuarOO Iga:laq quplpToaQ `32i0332i3ris ':'SON Section "Association" shall mean and refer to Beacon Bay Co-:munity Assocation, a nonprofit corporation, incoroorated under the laws of the State of California, its successors and assigns. Section S. "Association Rules" shall mean rules adopted by the Association pursuant to the Article hereof entitled "Duties and Powers of the Association." Section 6. "Board" shall mean the Board of Directors of the Association. Section 7. "City" shall mean and refer to the City of Newport Beach, California, a municipal corporation of the State of California. Section 8. "Common Expenses" shall mean and refer to the actual and estimated costs of: (a) maintenance, management, operation, repair and replacement of the Common Area, and all other areas on the Covered Property which are maintained by the Association; (b) maintenance by the Association of areas within the public right-of-way of public streets in the vicinity of the Covered Property as provided in this Declaration or pursuant to agreements with the City; (c) costs of management and administration of the Association, including, but not limited to, compensation paid by the Association to managers, accountants, attorneys and employees; (d) the costs of utilities, gardening and other services which generally benefit and enhance the value and desirability of. the Community Facilities; (e) the costs of fire, casualty, liability, workmen's compensation and other insurance covering the Common Area; !" the costs of any other insurance obtained by the Association; {g) reasonable reserves as deemed appropriate by the Boarc; (h the costs of bonding of the members of the Board, any professional managing agent or any other person handling the funds of the Association; Beaco7 Bay 9/20/70, 3 Rev. 9/24/79 6UW6 'nab ;Tun GuYTTaMp Teiquapisa.i oq; oPnToul • ealy UOwuiOZ) fue opn Tou c fou TT I? Lis „ao _ _ p _ Z) '3aAaMoq 'PDpzAOzd :PTu103TTe3 `XqunOO ;;JGue10 ,�;unOD aqq 30 ao'c330 a�iq uT aTT3 uo 'A<DAzns 30 =pj oaf pue Z6 sabed 16 xOoc UT popicoal uOTSTAI;:�c,.s :.eg uooeaQ 3o deL4 �@Azns 3o plOODU 0q; uo ur•,ogs qoT pa.aq'r.0 e o; 3a3az pue ueaut IT',214s „aouapisa�„ 'S i _==`as •aouapTsa� e auq �TaAT�OOJTOO aO allOTe aze OqM SaTTT;ua afoul ao auo o; aa3aj pue ueaui TTegs „aassa7„ 7c �aassaT �c lad l „'dTgsza,� paT-4T-4TuoT�e�eTOaQ sTc�� 90 aTOT��� auq oq quens3nd dTgszaquaul log saY3TTenb Oqm to uos3ad ,rzaAa o -r lagGJ pue ueaut TTeLIS T uo,-Oa s 'UOT�L'zeTO2Q STt�� uT �:3�esod�oouT aOua�a3az STgq Kq sT sq. gTgxa Mons ?o c.;oea pue o�a�ac� pagoeq'e pue uTajaq C)Ggeu6Tsap os—s-)UaV Hoop asoq-4 oq aagaj pue uaaut TTeus „�zq?ux3„ 'ZT uoT�OaS - • goeag �zod:•�a�,� 30 aq; o; za3a3 qU2 u-eaut TTeus „�u��eTOaC!„ 'TT UOTzOas - - ---- • „I�� gTgZux3 uo pagTzosap LK4zadozd Teaz aq� TTS oq za3az pue ueaiu TTpgs „Xgzadozd pazano3„ 'OT uoT�OaS gTq?gxa uo uMous se anzsnTouz r g5noJq� K sgoZ 04 pagTuTT qou qnq buipnTOUT 'seaae padeOspueT uoluuioo pue ; saaTd ' SYOop 's-lanuo sTuua4 -C ' SZgOaaq ' S4aalgs TTL ueavl TTeus „ea:IV UOWWOZ) , ' S uoT TOaS 'LIOT�2TOOSS� aqq .3o slemod ao salgnp due 3o abjeuOSTp aq� UT ao uoTgeTOOSSv. aqq 3o sasodand aqq 3o aOuelaggIng UT eTOossv zo sPIeTfg 'saToT��� aq� 'uoTqeleTOa0 zo 'saMd uoTg paq.eubTsap susa�T �o usa�T 3aq-4o Kue 3o sgsoo aqq 10 f eazV :ouzulo3 uu-4 q4TM uoTgoauuoo uT zanaosgegM unseal Aue X03 aq� Tq pazanouT sasuadxa zaggo (T) pue `pzeog aqq Xq pagsTTgeqsa aag4Tuiuio3 ao aaq:4TUITOD aqq Fq palznouT :7oaiagq SUOT430d �o -ealy UOMWOO aqq gsuluse palAaT aoueigWnoua so uaTT AUe 3o a6leg3sT p jog UOTge TOoSSFi aqq �q pled squnoui2 (�) !UOTgeTOOSS'V aL11 �q peed saxes (T) together ;with garages, structures and other -improvements on the same lot or parcel, Section 1'0. "Setback" shall mean and refer to those internal distances from the property line of each lot as shown on Exhibit "II ARTICLE II MEMBERSHIP Section 1 - Membership. Every Lessee shall be a Member but there shall be only one Membership per Residence. The term and provisions set forth in this Declaration, which are binding- upon all Lessees are not exclusive, as Lessees shall, -in addition, be subject to the terms and provisions Of the Articles, Bylaws and Association Rules to the extent the provisions thereof are not in conflict with this Declaration. Membership of Lessees shall be appurtenant to and may not be separated from the interest of such Lessee in any Residence. Ownership of a Residence shall be the sole qualification for membership; provided, however, a Member's voting rights may be regulated or suspended as provided in this Declaration, the Bylaws or the Association Rules, Section 2 - Transfer. The membership held by any Lessee shall not be transferred, pledged or alienated in any way, except that such membership shall automatically be transferred to the transferee of the interest required for memh�ership. Any attempt: to make a prohibited transfer is voic: and will not be reflected upon the books and records of the Association, The Association shall. have the right to record the transfer upon the books of the Association without any further action or consent by the transferring Lessee. Section 3 - Voting Ri hts. All voting right shall be subject to the restrictions and limitations provided here:,: and in the Articles, Bylaws and Association Rules. Sec 4 - Classes of Voting Membership. The Association shat' :aye one (1) class 'of voting membership. Ao -oval of Membcrs. Unless elsewhere ot,er'•: e specifically provided in this Declaration or the B1_=ws, any provision of this Declaration or the Bylaws 6L/ W6 9 6L/07_/6 Apd uooeaa •autiq oq auiTg uioa3 paeoa aqq �q pDT.^.a- aq ,�eui squacussassV TpToadS •squaussassV TpToa S - S uo goaS •aouopTsag goea log qunoute Tenba up qe pax:; aq TTegs sTuauissassV 3pTn6ag •quauissassV uiao3Tun •paeog aqg �q pagsiTgeTsa se sTuau:-T_,sut uT uoTTeToossV.agq fed aag3eaaagq TTegs pup quaus=asst' aeTnSaE aqq 3o aoTgou uaggTlm Tuas aq TTegs aaq��„ c..op3 •gsTTgeqsa: �Cpui paeog aqq se sagep gons uo aTg2nc� pue anp aq TTegs guawssassV aeTnbag aqs •aaquiayq goua Fq pTed aq oq guauissassV aeTnba�j aqq 3o qunoup aqq auzusaagap TTegs paeog aqq apa,� goeg •squawssass-i aeTn a -d - uoTToaS •SasuGdxz uowuioo �eajap oq FTaAisnToxa pasn aq TTegs uotgezoossV aqq �q paTnaT sTuaurssassv aqy •squeuissassv 3o asocand - z not?oaS •suall 6utgszxa aaggo due go �gTaoiad aqg goa;ze qou TTegs uaZT quawssassv aqq '.5uio6azo3 ac{g 6uipuegsgTzMgoN •anp sauiooaq quawssass'V aqq uagM awTq a(qq qe aouapTsad gons 3o aassal agq 3o uotgtsTlgo Teuosaad aqq aq osTe TTegs pup apeui sT quauissass-i gons goea gozgm TsuTe6e aouaplsa-d aqq uodn uaiT 6utnutguoo p aq TTpgs 'papTnoad aag3eutaaaq se 'goalagq uotgoaTToo 3o sqsoo aaggo pue 'sgsoo ganoo pup saa3 ,snauaogge 'sabaego agpT 'uoaaagq gsaaaquT ggTM aaggaboq 'squawssassv aqs •uo-[gpaeToaQ sTgq uT papTnoad se aulzg oq auTq uoa3 pagoaTToo pup pagsiTgegsa 'paxT3 aq oT squawssassV gons 'squauissassV TezoadS pup aeTnbaH :uotgezoossV aqq oq fed og aaa6e pue queuanoo oq pauzaap st.aassal g3p3 io uoTge TTgo Teuosaad pup uatl aqq 3o uoTgeaaZ) - T uoTToaS sin2l^ISS3Ssv 23NVN21NIVN 2303 LRVNsAQj III 313ilEv •smeT,�g aqq UT papTnoad Sp saaquiaw go a6equaoaad paT;Toads aqq �q paubts squasuoo uaTgTIM (q) •saaquiaw aqq 3o s6uzgaau? TpToads ao Tenuup ggTM 6uTTpap sMPTFg aqq 3o suoisTnoad aqq og guensand paoTgou pue paTTeo �Tnp 6uigaam e qe a6aquaoaad paTgToads aqg go Axoad �q ao uosaad UT agon aql (e) 6uTMc _To3 aqq �q paT3sTges pawaap aq TTegs uozgeToossV aqq 30 aar•.od 6utgon aqg 3o guassp uaggTaM 30 agon GLI; saaTnbaa gotgM Section 6 - No Offsets. All Assessments shall be payable in the amount specified by the Assessment and no offsets against such amount shall be permitted for any reason, including, without limitation, a claim that (i) the Association is not properly exercising its duties and powers as provided in this Declaration; or (ii) a Member has made and elects to make no use of the Common Areas. Section 7 - Reserves. The Regular Assessments may include reasonable amounts as determined by the Board collected as reserves for the future periodic maintenance, repair or replacement of all or a portion of the Common Area, or any other purpose as determined by the Board. All amounts collected as reserves, whether pursuant to this Section or otherwise, shall be deposited by the Board in a separate bank account to be held in trust for the purposes for which they are collected and are to be segregated from and not commingled with any other funds of the Association. Such reserves shall be deemed a contribution to the capital account of the Association by the Member. ARTICLE IV NONPAYMENT OF ASSESSMENTS Section 1 - Delinquency. Any assessment provided for in this Declaration which is not paid when due shall be delinquent on said date (the "delinquency date"). If any such Assessment is not paid within ten (10) days after delivery of notice of such delinquency from the Association, a late charge as established by the Board shall be levied and the Assessment shall bear interest from the delinquency date at the rate of ten percent (10%) per annum. The Association may at its option, and without waiving the right to judicially foreclose its lien against the residence, pursue any available remedies, including, wit17out limitation, bringing an action at law against the Member personally obligated to pay the same, and/or upon comcliance with the notice provisions set forth in the Sec -':on entitled "Notice of Lien" of this Article to fo_-eclose the lien against the Residence. If action is com-:need, there shall be added to the amount of such Asseszn.ent the late charge, interest, the costs of such action, and attorneys' fees incurred in connection with suc=: action; and in the event a judgment is obtained, such jii'c.;,ent shall include said late charge, interest and a reasonable attorney's fee, together with the costs of action. Each Member vests in the Association, or its assigns, the right and power to bring all actions at law Beac:Dn Bay 9/-;O'l 7 Rev. 9/24/79 6L/VZ/6 'Aad 8 6L/OZ/6 Le^ uooeag TTegs uoT�PseToaQ sTg� uT g��o� ;as 6u Lg�t�LIPPa�o uaTT puP 3o a�nsoToa�o� age (T) :a6e6��o�I a =o uazZ aq; oq ;oaCgns aq TTPgs joalaq uoTsTno-7d �ue sic D-gea-�o uaTT �Jegauoul P 04 40aCgns aouapTsad Niue 3I (q) •anp sauiooaq�a'ssass� gons roue agep aq4 04 IoTad pap3o3a3 seM goTgM ae6��ol•1 due go uaTl aqq oq ageuipiogns aq TTPgs s i=_ssass� go juau.�ed aq; log ,SquauSS@SSV go ;uaullPduo;T,, taT�TTua goa3aq 6T0TgJV aqq UT iog papTAold uaTT aqs (P) fsuaT7 a P q:IoW q-4TM CiTqsuOT4STad - y uoy;oaS "awes aqq �@Auoo puP aLe6_�out 'assal 'pToq puP a3Tnb3e oY pue 'ales aq; qe 'asodznd eons log panto loq spun] 10 'spunj uoTgeTDCSS-, buTsn 'aouapTsag aqq uo ptq oq JaMod aqq aneq TTegs 's-,ua6P paZTzoggne xinp sqT g6noagq 'uOTg1;aT3ossv aqq 'uoTIeToossv aqq go IaMod 6UT40A aqq go FgTIOCPu e go aTon aATYPUIZT1ge aqq uodn -MST �q papTAo:td so pagn.TLUaGd aauueu zag10 XuP uT zo 'gsnj; gb spaap puP sa6P6g3ou UT ales go s3aMod go asTo:Iaxa aq-. o, aTgPoTTddP 'papuaue aq auTq oq duTq uolg Xeut sagngeqs pies se 12TU103Tle 3 go ageI-S aqq go apo "[TATS aq'q go 14�Z6Z PUS 6�Z6Z '9�Z6Z JO'Z6Z 'g6Z6Z '�Z6Z suotgoaS go suoTSTAOId aqq ggTM aouPp.7000P UT pagonpuoo aq oq ST anoge aoj papTAOId ales dons i�uV •ooTaad Aep (OE) �-:lTq; pies uTq-4TM uaTl go ulTelo Jo aoT;ou a1.1-4 UT paTJToads squau.,iPd aqq a}jPu 04 aassaZ aqq go asnTTP3 3ag3S ales aqq a:�{eu oq p1sog aqq req paZTzoggne uoslad saggo ,�uP _70 �au:10-4qP s;T 'uoTgeToossV aq-. Xq Gies Zq paoaogua aq XPu! uaTT quaulssaSS ATPS •aTPS GInsoT3a!o3 - C uoTgoaS •qusuiTelo aqq 3o ssa:IppP puP aueu aqq pue 'uaTl pies Xq painoas -;qap aq-4 ggTM uoT-4oauuoo UT uoTIoaTToo 90 sasuadxe pue saag ,sZaUJOgge aTg2uosea3 snTd 'p�Pog•aq-4 Xq pagsTTgeqsa se a6:rego ager e 'unuue gad (g OT) -4uao-Iad ua4 30 agez aq; qP quaussassv pTedun aqq uo 4saaa4uT apnTouT TTPgs goTgM pauTPTo 4unouie aq; 'Joa3agq aassaq pa,4nda3 to aassa7 pzooax aqq 'aouapTsad gons due 90 uoigdTzosap Te6aT 4uaT0TJzns puP pooh e a;Toa3 gsnu uaTT 90 uiTeTo go aoTgou pTPs -, qunoD aqq go laplooa�j �quno:) aq-4 go aoT3Jo aqq UT uoTgeToossv aqq Xq paplooaz ST joaaagq Xdoo P pue 'aou@pTsag pies go easseq eq; oq 'pTedaad a6egsod 'pa3@4sT6az 30 paTgT41ao 'TTPu sagSgS pagTun aqq uT pagTsodap ST uaTT 90 uTeTo 90 aoT;ou e agep aqq la;gP step (0S) Z,4�Tg4 TT4un papTno�d uTasaq ales �o iaMod aqq zapun paaoozd oq zo uaTT 4uaussaSSV ATPS as0102309 04 gg6noJq aq TTSgs u0Tg0e ON •uaT-j 90 aoTgoN Z uoTgoaS •squauissassV 4uanbuTTap gons go uoTgoaTToo aqq 309 sjaquaW 3aggo ao zaquaW gons gsuTe6e ainsoToa303 uaTZ ac not operate to affect or impair the lien of such Mortgage; and (2) the foreclosure of the lien of said Mortgage, or the sale under a power of sale included in such Mortgage (such events being hereinafter referred to as "Events of Foreclosure") shall not operate to affect or impair the lien hereof, except that any persons who obtain an interest through any of the Events of Foreclosure, and the successors in interest, shall take title free of the lien hereof or any personal obligation for said charges as shall have accrued up to the time of any of the Events of Foreclosure, but subject to the lien hereof for all said charges that shall accrue subsequent to the Events of Foreclosure. Section 5 - Curing of Default. Upon the timely payment or other satisfaction of: (a) all delinquent Assessments specified in the notice of claim of lien, (b) all other Assessments which have become due and payable with respect to the Residence as to which such noti ce of claim of lien was recorded, and (c) interest, late charges, attorneys' fees and other costs of collection pursuant to this Declaration and the notice of claim of lien which have accrued, -officers of the Association or any other persons designated by the Board are hereby authorized to file or record, as the case may be, an appropriate release of such notice, upon payment by the defaulting Lessee of a fee, to be determined by the Association, but not to exceed Fifty Dollars*($50.00) to cover the costs of preparing and filing or recording such release. ARTICLE V ARCHITECTURAL CONTROL Section 1 - Appointment of Architectural Committee. The Architectural Committee shall consist of not less than three (3) nor more than five (5) persons as fixed from time to time by resolution of the Board. The Bomrc shall have the right to appoint the..members of the arc itecturai Committee. Persons appointed by the Board to the Architectural C mmittee, however, must be Member S. Sectio- 2 - General Provisions. (_) The Architectural Committee may establish reasor:able procedural rules and assess a fee in connection With r=, ew of plans and specifications including, without limitaticn, the number of sets of plans to be submitted; Beacon�Y 9/20/79 9 Rev. 9/24/79 6L/VZ/6 'na'd OT 6L/OZ/6 �,zS uooeag us sa,0143V sgT uT pagezaunua szar�od C== sa?gnP sMeT�Ig p —__—• uo?gaas aqq oq uoTgTpPe uI 's-aMod put' szT4nQ Tezaua� - T NOIj,vIOOSSv 3HZ 30 SI'Tbjod QNV S3IZf1Q In a7oil v • suoT =ea ? � T aad"s pue sueTd gons uzo-3 paganzgsuoa a-n_z,n-gs due UT goa�ap �Ue log zo ' zo3azagg cCgTTTgTsuodsaz -o r.gTT?geTT `uo?gzTooss� saunsse quez.eToaa lou pzeog aqg 's-aquiaW agge-r,goagTgo-�i aq-4' goazagg s-agvrau aqq aaggTu�u�O T aqg zaggTau suoTge°?�?Dads pue sue -cd cans buTnozdde ,�q pue 'saoueuTpzo buTpTTnq pue 6uTu02 ggTM agueTTtLroo zoo -o ubisap 6uilaauz6ua log pano-dde qou ase pue 'uoTgeooT pue aguezeadde 'ubTsap zoTzagxa 'aTKgs og se aaggTuunO znoagTgo-V aq; �q P ano-dde aq TTegs suoTgeoT�?cads T ego noz log ?ge?Tuoli - uoTgoas pue sueja 'SueTd 3 Teg?T •,igdez6odoq pue saznganzgs buTpunozzns oq uoTgeTaz u? uoTgeaoT pue ubtsap Teuaagxa go �UCUIzeq oq se aagg Tuuro� TezngaagTga-�i aqq fq panozdde pue oq paggTuigns uaaq anew gOTgM-o�azagg suoTgeoT�Toads pue sunTd ggTM aaueTTdmo uT gdaoxa quaatanozduul zaggo -o azngonzgs 'aouapTs@E�u� S°zO°T-agzadozd oq abuega -o oq uozgTppp Cue aq azagg TT q pazanoO aqq uodn pauTequTSM zo pagoaza 'paaueurmoo a-ngon-gs -aggo zo TTeM aouag aq 112 s `6uTpTrnq - uoTgoas 0 t -sus-Id go AgTuzojuoO pue Teno-aaj •goajga ou aneq TTegs os op oq gduragge Iue pue 'deW �anznS uoTsinTpgnS �2E uooeag aqq uo cunogs squawazTnbaz xoeggaS aqg ageuTuiTTa so aagTg3:1V aqq MoTTP og papueuie so ,�gTpoui og aaggTUIMD TL-Ing 'saToTgz� s,uoTgeToosst� pan-gsuoo aq TTegs saTng zo sMeTFg aqq UT -o uotgezeToaQ sTgq UT buTggoN (°) • pano-dde pauiaep aq TT?M suoTgeo TAT aadS ue sueTd q Ttuuoj Te-ngaagTgaz� aqq �g Pagdope P ons aagq, uoTss-cmgns gons buTp-e6a3 saTn- due ggTM aouep ooae uT aggTuigns uaaq aneg awes aqq zagje s,i*ep (0Z) �gzTgg P ue sueTd gons ano-ddesTp zo anozdde uTggTM suoT�eoTJToads p og sTTej aaggTu1ucoO TezngoagTqa-y aq; quana aqq UI (g) �q Teno-ddesTp •aaggTiuuro0 TezngoagTgo-� a-Tqua aqs suos-ad gons zo Tenozdde og guaTentnba aq TTe g �q suogq TgeoT3Taads pue sueTd go TenozddesTp zo Tenozdd2 a' uoTge6aTap gons uodfl ' aagg?uiuoO Tezngoag?gaz�i gons go szagwaw azoui zo auo og sagTTTq?suodsaz MaTnaz ueTd sgT age6aTap I12W aaggTwujoO TezngoagTgozV agg '-anar�ou or e�.S�Wh�re prOvi_ � - d�d ror herein, and without limiting the generality thereof, the Association shall have the specifi c d ;ties and powers specified in this Article. Section 2 - General Duties of the Association. The obligation to Association through the Board shall have the duty and : (a) en -force the provisions of this Declaration, Articles, Byla�;sthe , and Association Rules, by appropriate means and carry out 'the obligations of the Association hereunder; (b) maintain and otherwise manage the C01MmOn Area; (c) pay any real and personal property taxes other charges assessed to or payabland and e by the Association; (d) obtain and continue in effect during the term of of the lease, in its own name a comprehensive policy of public liability insurance proving coveraue for the common ar a policy of fire and casualty insurance with coverage as,then Board deems appropriate. Section 3 - General_ Powers of the Association. The Association through the Board shall have the the obligation to: Power but not (a) employ a manager contract er or other persons and with independent contractors or managing agents to perform all or any part c the duties and responsibili Assc:-:i anon; ties of the (o) borrot.a money as may be needed in connection with the di_,cn4rge o the Association's potyers and duties; and (c} establish and maintain a working capital and co nt i r.g =:-cv fund in an amount to be determined by the Board• Said fund shall be used by the Board as it deems r i t to Carry out the objectives and purposes of the Assc, Sac1 melon Ru1.es. The Board shall have the p° r __ _c=oil-, a''encl and repeal such rules and rec:_�t r>ls as it deems reasonable e F:u=,,.., "' (the Association In the c;�nt of ally conflict between any such and any other provisions of this e Ar ti c_1 es or Byl a�-:s th ti:e CS s e Provisions of Shall be deemed to be superseded by the - r= i s; On Of this Declaration, the Articles es or the f�Y1�� the extent: of any such conflict. i3eacc;-, 9/20/-/ 11 Rev. 9/24/79 5/4/81 /OZ/6 6L/W6 ' AaU ZT ,e V uooeag s^scdznd T2T4uap?sazuou zo `T2Tozauiuzoo 'ssauTsnq nue TTegs aouapTsa� e 3o gzed cN •asn TeTozauluoO - -;o3S SNOIIDDIIsau 3SI1 IIIA 32OIDIV •saTgTTTgn oijgnd eons Fq pazoasaz zo paoeTdaa '^auTCgu?Lut ATaadozd aze saTgTTT3e3 q ons gegq aznsua oq quaTuaAuoo zo F�2ssaoau az2 se sdags qons a�{eg TT2us uoTge?ss� aqq •saTgTTTgn oiTgnd gons Aq paun�o eazd uoL�oO aqq zanaMog alp oT M saTg?T?gn o:Tgnd zo UT squauiasea uTggTM pageooT q q saTgTTToe3 punozbzapun aqq azogsaz z0 �oSTdaazauT�ai.pgruoo uoTgeToossV aqq agebTTgo zo azTnbaz TT q _ uongoaS buTggoN 'sa?qTTTgII oTTgnd 3o aou2uaquTeLj - •aToTgz•d sTgq 3o suoTs?Aozd aqq ggTM aouepz000e uT bulaeospueT pzeF uoTgTpuoo anTgoezgqe UT uTequTeut zag3ea3agq pus TTegsuT (q) pue ziedaa pue uoTgTpuoo pooh uT aouapTsaE gons 30 pue saoua3 `sTT2M aqq `uoTgeq?uITT gnoggTM buTpnTouT 'aoua3oozpTsa� sTq 3o zoTzagxa aqq ;o suoTgzod -L-Ce uT2quTeul (e) T nozd ac� :TT2gs aassa2 �zaAa 'uoTgezeToaQ s?qg UTepspuoTgeTooss� aqq zT2daz pue uTeguTeuz og pag2bTTgo aq TT q SP gdaox3 •aassa7 q aou2uaquT21.1 pue zT2aaa . Z u0Tg0aS •saassarl z2TnoTgzed Iq aTge,�ed S-2 paT3Toads uTazaq asTMzaggo s2 gdaoxa 'uoTgoas sTg4 oq gu2nsznd apeut zT2daz pue aou2uaquTeur due 3o sgsoo aqq uoTgeToossV aqq 3o spun3 Tezauab aqq 3o qno fed (o) 'szaquray� aqq 3o zaMod buTgon aqq 30 �gTaoceul 2 3o quasuoo uagg T zM zo agon aqq Iq pagsanbaz aq auzTq og GWTg uioz3 deur se azngeu zanaosg2gM 3o squauoduroo otgagqsae zo sao?nzas quauidTnba 'saT4TTT323 zaggo TT2 uTequ?euz (q) :2az`d uouzu100 aqg og squauianozdWI �zessaoau a�{eui pue aculdaz ' azogsaz ' zTedaz ' uTegu?ems (e) aqy 'tlOTg2T�OSSFj :oq F;np'agg anew TTegs uoTgeTooss� a3ueuaguT2pue lie23 - T uoTgoaS 30N�I13,INI�I^I QNK �3IKd32i IIA 3'IOIl2ly Section 2 - Suns. No sign or billboard of any k;nd h be displayed to the Public vi e�� on any portion of1tI shall Covered Property; provided, however, that a Member may display on his Residence, a sign advertising its sale or lease so long as such sign shall comply with any customary and reasonable standards Promulgated by the Board. Section 3 - Nuisance. No noxious or offensive activity shall be carried on upon any Residence, or any part of the Covered Property nor shall anything be done thereon which may be, or may become an annoyance or nuisance to the neighborhood, or which shall in any way interfere with the quiet enjoyment of each of the Lessees of his respective Residence. Section 4 - An. No animals, livestock or poultry of any kind shall be raised, bred or kept upon the Covered Property, except that dogs, cats or other household pets may be kept on the Residences, provided they are not kept, bred or maintained for any commercial purpose, or in numbers deemed unreasonable by the Board. Notwithstanding the foregoing, no animals or foal may be kept on the Residences which in the good faith judgment of the Board or a committee selected by the Board for this Purpose, result in any annoyance or are obnoxious to residents in the vicinity. All animals except cats permitted to be kept by this Section shall be kept on a leash when on any portion of the Covered Property except within a Residence. Section S - California Vehicle Code. The City i -,lay be al.16,5ed to impose and enforce all provisions of the applicable California Vehicle Code sections on any private streets within the Covered Property. ARTICLE IX RIGHTS Or ENJOYMENT Section i - Members' Right of Enjoyment. Every Member shall ha%e nonexclusive easement for use and enjoyment in and to tL;e Common. Area and such right shall be appurtenant L o and s^all pass with the interest required to be a Lessee to every Residence, subject to all of the ease-e-ts, covenants, conditions, restrictions and other Provisions contained in this Declaration, including, without limitation, the following provisions: Beacon Bay 9/20/79 13 Rev. 9/24/79 6L/VZ/6•nab �T _ 6L/OZ/6 C- -C UOOLag ;uaussassV oq ;oadsa- q;?M •�uaulao-oJua eons a�p- :Zipun 04 �q6t- age an2g TTpgs 6u?pu2-4s spg as?M-aggo oqM aos_a? �u2 asPo qo? gM UT ' quauiao-ojua Bons agpngoa3ga o; a L - —:n s? -o sasnja- uoT;2ToossV aqq ssaTun goa-ag-4 ;uaulao:.o•?u= ag; 04 4g6TJ oniSnToxa aq; an2q TTpgs uo?-42?oossV a�;� 'saTnd UOT'�pTooSSV pup TO-quOo Tp3n4oagTg0-p oq godc_a= U, •o;@-aqq squaupuauP puP puP SMPT�g -o saTo?; age 30 suoTs?no-d age �gTnba u? -o MPT q2 sbu?paaoo-d :.q ao-o3ua o; ggST- aqq anpq OSTP TTpgs'aassa'I yup -o uo?gin-oosSV ags, -•uoT;PToTn gonS 309 sanp -aggo -o SabPup:7 0-4 �gb?-"auk puP Suo?gpn-asa- -o 's;uPuanoo `SuoTnTpuoo eons go UOT42101A aqq quana-d oq -pToar�o buTpnTou? '04a3aq4 4uaupuau2 suoTSTno-d aq4 �q pasoduiT-a��Pa-ag -o Mou 'suoT�anaasa- puP squpuanoo 'suo?-4Tpuoo 'suo?�o?-�sa- TTp `��?nba u? -o MPT ;p sbuTpaaoo-d �q a0309ua 04 qS613 aqq anfq TTpgs 'aassaZ due -o 'uoTgeTooSSV aqL uav?ao-o3ug - T uo?qoaS S NOI S InO2id 7F12i3N3� X 37OIluv •aouap?sa'd STq 90 �uauuopupgP age -o ' 2a1v uouuroO aq; go ;uau,�o Cua pup asn agq go -an ?2M �q ' saTn23 uoT;pToossd pup SM2Tt�g ' saToT�-� age ' uo??P-PToaQ s?qq go SUOTSTno-d -aggo pup Sa6-pqo 'sua?T age uo-; uTg �q pauMo aouap?sa�i aqq as2aTa- -O euos�ad000� aqq �q PaznaT �Tnp s4uautsSassp -off ��?T?qP?T T uot�oag �Tasu?g gdtuaxa ,KPu -aquae CN •asn go -an?2M - E •suo?421nba- puP SM21 TPdTo?unu aTgpo?Tddp TTp o; ui-oguoo goTgM sgtun bu?TTaMp agpa2das UT aouap?Sa-d aq; uo apisa- 4upuaq age pup aq gqoq ssaTun sgg611 p?ps oq paj4Tqua aq qou TTpgs aassaZ pips 'S;uPua; s?q o'4 quau�oCua go s;gbt- p?Ps Sag26aTap aassaZ P SP buoT os -oz Pup quana aq; UI • p-aog aq; �q pa;dope suo?gyp Tnba- pup saTni age oq goaCgns 'S;sans s?q o4 -o ' aouap?sag s? g uo ap T sa- oqr� s; upu@q s? q -o f TTure; S S. q 30 oq quau�oCua go ;q5?- s?q s -aquae age oq sea -V uouiuzoj age o uoT�2 aTaQ - Z uo?;oaS agPbaTap l pul-aquiaw �Uv 'asII •Pa -v uouu D ago go asn agq oq bu?uT2-4-ad suo?-42Tn6a- Pup SaTn- aTg2uos2a- gsTTgP;sa o; uo?;p?ooss-V aq; go ;g5?- aqs (q). •d?qs-aquae 309 pa -tuba- aouap?saE 2 u? 4sa-a;u? aq; 3o uo?q-od p 6u?UMo ;nq 'aoUap?Sag 2 3o uo?ssassod LIT coq uaW suosoadqsgnbago uouuoO age go asn age ;? u? T oq puP s -a -aqunu aqq ;?WTI o; uoT;PTOOSSj age �o �g6?- ags (p? Liens, the Association shall have the exclusive right to the enforcement 'thereof. Section 2 - No waiver. Failure by the Association or by any Member to enforce any covenant, condition, or restriction herein contained, or the Articles, Bylaws or Association Rules, in any certain instance or on any particular occasion shall not be deemed a waiver of such right on any such future breach of the same or any other covenant, condition or restriction. Section 3 - Cumulative Remedies. All rights, options and remedies of Declarant, the Association, or the Lessees under this Declaration are cumulative, and no one of them shall be exclusive of any other, and Declarant, the Association, and the Lessees shall have the right to pursue any one or all of such rights, options and remedies or any other remedy or relief which may be provided by law, whether or not stated in this Declaration. Section 4 - Severability. Invalidation of any one or a portion of these covenants, conditions or restrictions by judgment or court order shall in no way affect any other provisions which shall remain in full force and effect. Section 5 - Covenants to Run with the Land; Term. The covenants, conditions and restrictions of this Declaration shall run with and bind the Covered Property and shall inure to the benefit of and be enforceable by the Association or any Lessee, their respective legal representatives, heirs, successors and assigns, for a term of twenty five (25) years from the date this Declaration is recorded, after which time said covenants, conditions and restrictions shall be automatically extended for successive periods of ten (10) years, unless an instrLimen.t, signed by the Declarant anda majority of the then Lessees, has been recorded at least one (1) year prior to the end of any such period, agreeing to change said covenants, conditions and restrictions in whole or in, part. Section 5 -_Heading. The Article and Section headings have been inserted for convenience only, and shall not be considered or referred to in resolving, questions of intercretation or construction. Section, 7 - Singular Includes Plural. Whenever the context of this Declaration requires same, the singular shall include the plural and the masculine shall include the fe inine and the neuter. Beacon. Ea•_� 9/20/79 15 Rev. 9/24/79 6L/i,Z/6 'nab 9T 6L/OZ/6 he �- uooeag TTegs queuanOO Teuos:iad gons 'saassan zaq-4o zo '1-21zT3aQ pue aouapTsa,d gons go aassaZ aqq uaemgeq-Ue',!@noo T2uosaad e sageaao aOuapTsald e Jo aoueAanuoo 30 aO aTdaoOe aqq quagxa aqq os 'queuaAOD Teuoszad - TT 'u0143aS -ogalagq aTgCJTTdde suoTqeTnSGI pue saoueuTp�o 'sMeT oTTgnd ggTM S:!07STno-7d asagq ;o due go aoueTTdwoo aq4 o; se zo 'uo'T�.2ToaQ sTq; go uoTgaod roue ao TTe go �;TTTg2aoiogua ao -roagga L-[pU-[q:- aqq oq se paTTdMT Io ssaldxa 'suoTqprtuasa3da:1 to-�aTqualleM ou sa�{leuz quaaeToaa pu-e uo,-e�eToaQ SZLI-4 o; sTe-4iOaE aq; LIT q;zoj qas sasodind aqq 309 apeui ST uoTgeleToac sTgy •uoTg2IeTOac 3o goa3j3 - OT uoT�oaS •panTGOal FTTeM40e GIP saOT�ou gons fou I.0 jaq;aqM 'SUTITeuc gons 3o 7oo.ad anTsnTouoo pauiaap eq TTegs 'uoT4eToossv aq; go Sp300aa ail; uo uMogs sassaappe 30 ssazppe aq; 04 'sjaq�I:aN TTe o4 zo 'saassa7 _10 aassaz due o� paTTeur uaaq seg ao.-, e ;eq; �3nCzad 3o �-Teuad iapun 6uTjl2TOap uOTgl2T00ssV aq4 90 ;ua6e pazT3oq;ne so 3aOTjgo ueo 4TnepT33e ager, (o} •ssauisnq go aoeTd TedTouTzd S1l JO SSa�IppE' dl44 -11 -•'-t c --c- --- � ssaippe aqq o -q 'pTedaad a6egsod 'TTeu sa424S pa4Tun sseTo �s�T� age uT paOaTd uagM paaanTTap ATaadozd uaaq aneg oZ pauzaap aq TTegs uoll�eTOOSSV aq4 o-4 aOT-40N (q) •saassarl-oo gons TTe uo �3GATTap pauiaap aq TTegs pue saassa7-oz) TTe 3o 3T2gaq uo saassa7-00 age go auo dun oq quas 10 pajanTTap aq �12w aoTgou gOns due saassa7-oo go as20 aqq UI •TTscdap sinoq (g�) Tg6Ta-���o� pa�anTTap pauiaap aq TTegs aqq uTg4TM TTeui aqq uT pagTsodap os aoT4ou �uV 'aOuapTsa�l s,aassaq gons 3o ssa3ppe gaalgs aqq oq uaq-4 'pagsTu:inj uaaq aneq TTegs ssalppe gons ou '3T :10 '@OTgou 6uTnT6 go asodind aq-4 aoj uoTgeTOOSSV aqq oq 6u,gT,m uT aassaq gons Fq pagsTu�n ssa3ppe quaoaz 4sout aqq oq pTedaid a6egsod ' TTuLu sagegs pa4Tun sseTO 4szt; aqq UT paoeTd so 'aOuapTsaH s,aassa7 aq; oq pazanTTap uagM p@IanTTap FT:radoad uaaq an -eq oq paLuaap aq TTeus aassa7 e oq (e) :SmoTTog se pasanTTap aq Ze?w pue 6uT-4T:IM uT aq. TTegs 3apuna:jaq uanT6 aq oq aoTgou �uv 'saoT40N 6 uoT4OaS •gTns gOns go sgsoo pue saag ,s,Caujo;qe aTgeuoseaz ';uaul6pnC agq go gzed se ogazagq Ag3ed lag4o aq4 WO -39 �IaAOOaJ o4 palgT;ua aq TTegs uoTgO2 gons uT 6uTTTena3d �jsed aq; 'uoTge-12T3aQ sTg; uT pauTe�uoo suoTSTnold aqq 3o AU2 aolojua o; p -+. qsuT 8 ST uoT40e Juana age UI •saa3 ,s au�o���1 uoT�Oas terminane and be of no fur Cher force or effect from Cr after the date when a person or entity ceases to be an Lessee uxceot to the extent this Declaration may provide otherwise With respect to the payment of money to the Association. Section 12 - Nonliability of Officials. To the fullest extent permitted by law, neither the Board, the Architectural Committee, and other committees of the Association or any member of such Board or committee shall be liable to any Member or the Association for any damage, loss or prejudice suffered or claimed on account of any decision, approval or disapproval of plans or specifications (whether or not defective), course of action, act, omission, error, negligence or the like made in good faith within which such Board, committees or persons reasonably believed to be the scope of their duties. Section 13 - Subleases. Any agreement for the subleasing or rental of Residence (hereinafter in this Section referred to as a "lease") shall provide that the terms of such lease shall be subject in all respects to the provisions of this Declaration, the Articles, the Bylaws and the Association Rules. Said lease shall further provide that any failure by the lessee thereunder to comply with the terms of the foregoing documents shall be a default under the lease. All leases shall be in writing. Any Lessee who shall lease his Residence shall be responsible for assuring compliance by such Lessee's lessee with this Declaration, the Articles, the Bylaws and the Association Rules. Section 14 - Amendments. Subject to the other provisions of this Declaration, this Declaration may be amended as follows: (a) Any amendment or modification of the Articles hereof entitled "Covenant for Maintenance Assessments," "Nonpay7ent of Assessments," "Architectural Control," and "Repair and Maintenance," or of this Section shall require the affirmative vote or written approval of not less than sixty 'ercent (60%) of the Members. (b; Anv amendment or modification of any Article other t .— those specified in subparagraph (a) above shall require the affirmative vote or written approval of a major i t.y of the memIters. (c) An amendment or modification that requires the vote anf ".,ritten assent of the Members as hereinabove Beacon E�_y 9/20/79 17 Rev. 9/24/79 6L/ W6 •naU ST 6L/OZ/6 Fad uoOL'ag :Wr ioj Oil Sri Q2Ocidcly :,(aaTO �;TO 30 uoT�eaodao0 T2dTOTunul paaa�aegO � `HOd3H 1!OdMEN 3O .7=3 : zsazl •uaggTaM anog2 uTaaaq 4s379 aea,� pue �2p aq4 4uaulnagsuT sTg� pa�nOaxa seq ;uea2ToaQ ``Oga3HI� SS3ZITIM NI •uOT ;eTOossv aq; so aaMod 6uTgoA aq; go a62quaoaad auras aqq u2g4 ssaT qou go quass2 uaggTaM ao agora ani;2uIaTj;2 aq; ggTM XTuO papuaure aq u2o uoTsTnoad pT2s aapun ua�jeq aq 04 uOlgOe 303 uoTg2T3ossv aqq go aaMod 6ui on aq; ;o a62quaoaad paT;Toads 2 ;o T2noadd2 aq-4 saaTnbaa XTssaidxa goTgM saTn-d uoTgeTOossy ao sMeTXE 'saTOT43V aqq aO 'uoTg232TOaQ szg4 30 uoTsTnoad �u2 '6uTo6aao; aq4 6uTpu2;sg4Tt�40N (p) •uoTg2a2T3aQ STg4 3o quaulpuauly u2 a;2n;Oa;ga oq paaTnbaa aq Tou TT2gs saaquajq aq4 go sawn;eu6Ts pazTae;ou aqs •,�quno0 aq; go spaoOad T2TOTjjO aqq LEI papaoOaa uagM put 'papTnOad anog2LTazaq se panoadde uaaq seq UoTg2OTJTpOUI aO aq; qeq; AjTgaao ITegs oqM uoTgeToossv aq; go put ;uapTsaad aq; �q pagnoaxa uagM anT;Oajja aq T-egs papTnoad ss. COUNTY OF On r 19before me the undersigned, a Notary Public in and for said State, personally appeared known to me to be the of the corporation that executed the within Instrument, known to me to be the person who executed the within instrument on behalf or the corporation therein named, and acknowledged to me that such corporation executed the within instrument pursuant to its bylaws or a resolution of its board of directors. [Seal] WITNESS my hand and official seal, Notary Public r" Beacon --Dy 9/20/79 19 Rev. 9/24/79 i � y � 0 N ^z r m Dv O T y m r o -`/4 ro J > m o1 - z 1-1. h RECREATIONAL LOT — r L —--� >s ut O m 9 u , s>!uc- CUTTE R ROAD LOT . A I = r CZ C 1 I I I 1- , r.. � I I Y✓ALXWAY (fo2.sr+ELreRcovE) LOT D I L_l^_-:!- I I -q• I I I I I t I I ' ` L._---- s• r.� c SCHOONER ROAD LOT E ! - ^� t I i WALKYVAY ( Foi. CAPE COVE) LOT B >m t LL_L_J ' t r--1 WAb"WAY (Fog REEr(;Ovf.) LOT F j.- ._.J --`— --.. L.. _ • ; o I i I i , I I I .,II i i 'I u• II; � i i I r � it �'� >s ut O m 9 u , s>!uc- KETCH ROAD LOT I = r CZ C 1 I I I 1- , r.. � I I Y✓ALXWAY (fo2.sr+ELreRcovE) LOT D r--(-- I I -q• I I I I I t I I ' I _ s• r.� c SCHOONER ROAD LOT E ! - t LL_L_J ' t WAb"WAY (Fog REEr(;Ovf.) LOT F j.- ._.J --`— --.. L.. _ • ; o I i I i , I I I .,II i i 'I u• II; � i i I r � it �'� I F Yui "/I-✓�o,;� Lo 0 t. _i ae c �o s m O a • • a C _ — a — -— � •� "' — N G U 2 C K L.1 N ry n n n a . I b f Y Y Y . . . Y Y . . f f . r O m p XI X X X X X % X CI a F r a t a t • a t r y N N F F xl X x x x X x x x x % x x m Z " - - N - N G ii Gm N ry N N r n n n ,-. e. s • . . . Y Y . Y . f . . 4 gg s w O . . . . . . Y Y mm Y b Y f o � U b X x X X x x x x c x x c -r- - Y _ � C i < x o 16 v m� EXHIBIT "D" h 3 of 2 Pages sa5aa Z ;° z mQ„ IISIHxa m � _ 3 6 N !•� !� - m c � u - p ; � � x x x x x x x x x x x x x x x X Aov v - - -� v 0 0 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . c m m x X X X X X X X X x % X % % X X IX 0 . f ♦ i i i s f Y . Y ♦ 1 ♦ . I♦ ' MN N N x % % % X X X X x X % X O O O O O O O O O O O O v . . . . . ■ . . . . . . . . I. Q � n � J O G m G I