HomeMy WebLinkAboutC-2823(C) - Grant Deed (Development Agreement No. 4)c1
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.:. - 92- 304758_//
RZCORDING REQUESTED BY: 8
P
Recorded at the request of - —
FIRST-AMER. TITLE INS, CO.
WHEN RECORDED MAIL TO 8:00 MAY 81992 x "°
AND MAIL TAX STATEMENTS T0: A.M. Official Records
�pOrange County, California
THE CITY OF NEWPORT BEACH �F�- Q.cpO�Recorder
3300 Newport Boulevard E`
P.O. Box 1768 RECEIVED
CiUy Cile[k
Newport Beach, CA 92659 -3141
Attention: City Clerk Deed a.', HAY 26 1992
� OFRK
. - hEWMiRiBEACH
Space above this line for Recorder's use
GRANT DEED
The undersigned Grantor declares:
R/T CODE 11922
DOCUMENTARY TRANSFER TAX $EXEMPT (Government Code 6103)
Computed on the full value of property conveyed, or
Computed on a full value less the value of liens or
encumbrances thereon remaining at the time of sale
For unincorporated area, or
x City of Newport Beach, California
The Irvine Company, a Michigan corporation, ( "Grantor "), hereby Grants to
the City of Newport Beach, ( "Grantee "), the following described real property
(the "Land ") in the City of Newport Beach, County of Orange, State of California:
See Exhibit A attached hereto and by this reference
incorporated herein.
Excepting and Reserving unto Grantor, its successors and assigns together
with the right to grant and transfer all or a portion of the same, as follows:
A. All oil, oil rights, minerals, mineral rights, natural gas rights, and
other hydrocarbons by whatsoever name known, geothermal steam and all products
derived from any of the foregoing, that may be within or under the Land, together
with the perpetual right of drilling, mining, exploring and operating therefor
and storing and removing the same from the Land or any other land, including the
right to whipstock or directionally drill and mine from lands other than those
conveyed hereby, oil or gas wells, tunnels and shafts into, through or across the
subsurface of the Land, and to bottom such whipstock or directionally drilled
wells, tunnels and shafts under and beneath or beyond the exterior limits
thereof, and to redrill, retunnel, equip, maintain, repair, deepen and operate
any such wells or mines; without, however, the right to drill, mine, store,
explore and operate through the surface or the upper 500 feet of the subsurface
of the Land.
B. Any and all water, water rights or interests therein appurtenant or
relating to the Land or owned or used by Grantor in connection with or with
respect to the Land (no matter how acquired by Grantor), whether such water
rights shall be riparian, overlying, appropriative, littoral, percolating,
prescriptive, adjudicated, statutory or contractual, together with the right and
power to explore, drill, redrill, remove and store the same from or in the Land
or to divert or otherwise utilize such water, rights or interests on any other
land owned or leased by Grantor; but without, however, the right to enter upon
the surface of the Land in exercise of such rights.
C. Permanent nonexclusive easements in gross on, over, under or across
that portion of the Land within 20 feet of the property lines of the Land (which
property lines shall be defined along those portions of the Land which border
public rights of way by the limit of such right of way as such rights of way are
shown to ultimately exist on said Parcel Map 90 -361) with the right to enter upon
asxesaD.DFL 1
that portion of the Land for the purpose, from time to time and at any time, of
(I) location, relocation, replacement and maintenance of any electric, telephone,
cable television, water, gas, sanitary sewer, drainage and /or any other utility
or service for the Land or any other real property and (ii) if required by any,
governmental authority, location, relocation, replacement and maintenance of
driveways, curbs, curb cuts, entry ways, light standards, traffic signs, traffic
signals, sidewalks, permanent walls or fences, landscaping, irrigation, monument,
directional or other signs and like improvements. Grantor further reserves
temporary nonexclusive easements in gross on, over or across that portion of the
Land within 30 feet of the property lines of the Land with the right to enter
upon the Land for the purpose of construction and installing the utilities,
services and improvements described in this Paragraph C, which temporary easement
shall continue until completion of such construction and installation. Grantor
shall have no obligation to construct or install any utilities, services or
improvements.
D. Temporary nonexclusive easements in gross with right of entry (I) until
that date which is the later of (A) thirty (30) days after written notice to
Grantor from Grantee of Grantee's intention to commence grading upon the Land or
(B) the date on which Grantee commences grading for construction of improvements,
on, over, under and across all of the Land for the purpose of depositing excess
soil, rock and other materials and the grading of all streets adjacent to and in
the vicinity of the Land, and (ii) until completion of the streets shown on any
parcel or tract map as permanent streets, that portion of the Land within 50 feet
of any property line bordering on and parallel to said streets for the purpose
of installing and constructing permanent streets and related improvements.
Grantor shall, at its sole cost and expense and at the request of Grantee, remove
such excess soil, rock or other materials deposited on the Land after the date
hereof pursuant to exercise of the rights set forth in this Paragraph D.
E. Permanent nonexclusive easements in gross on, over, under and across
the Land with right of entry, for the purpose of.(i) accepting drainage water
from adjacent land areas north of the Land and (ii) without obligation to do so,
for constructing, installing, maintaining, repairing, servicing, relocating or
replacing facilities to accept and control drainage water; without, however,
unreasonably increasing the quantity of drainage water discharged onto the Land
or otherwise unreasonably interfering with Grantee's reasonable use and enjoyment
of the Land.
F. Permanent nonexclusive easements in gross on, over, under and across
the Land, with right of entry, for the purpose of constructing, installing,
maintaining, repairing, servicing, relocating or replacing improvements for
access, ingress and egress by vehicles and pedestrians as required to provide
access to the adjacent land area to the south of the Land and for access, ingress
and egress by vehicles and pedestrians to the adjacent land area north of the
Land; without however, unreasonably interfering with Grantee's reasonable use and
enjoyment of the Land. If substantially all of the development entitlements
attributable to the adjacent real property north of the Land are transferred by
Grantor from the'planning area commonly known as Newport Village to other areas,
then this easement shall automatically terminate as to any access, ingress and
egress with respect to adjacent land areas north of the Land.
G. Permanent nonexclusive easements in gross on, over, under and across
(i) that portion of the Land, if any, shown on said Parcel Map 90 -361 as the
proposed right of way of MacArthur Boulevard for purposes of constructing and
installing roadway and appurtenant improvements, and (ii) that portion of the
Land within thirty five (35) feet of the westerly line of the ultimate right of
way of MacArthur Boulevard as shown on said Parcel Map 90 -361 for purposes of
constructing, installing, maintaining, repairing and servicing a slope to support
MacArthur Boulevard (as expanded to the ultimate right of way width as shown on
such Parcel Map), together with a temporary nonexclusive easement in gross on and
over an additional five (5) feet of the Land for purposes of the initial
construction of such slope. No improvements, grading (including placement of
fill material) or landscaping shall be installed or placed in or adjacent to such
right of way or slope area which will, in the sole judgment of the governmental
agency having responsibility for maintaining such roadway either (A) disturb or
impair the integrity of such roadway or slope, or (B) if such improvement,
grading or landscaping is installed prior to the construction of the ultimate
MacArthur Boulevard, impair or affect the construction of the roadway or the
slope.
eaxcean.DeL 2
H. A power of termination and right to reenter, take possession of the
Land and remove any and all persons or facilities therefrom by delivery of
written notice of termination and reentry to Grantee at the address set forth in
this Grant Deed for mailing tax statements to Grantee (or such other address as
Grantee shall designate in a written notice delivered to Grantor as provided in
the Special Restrictions, defined below) in the event of occurrence of any one
or more of the following conditions subsequent:
(i) The Land or any portion thereof or the "Specific Facilities" (as
defined in the Special Restrictions) thereon or any portion thereof are held,
used, developed, operated or maintained for any purpose other than the purposes
Permitted in the Special Restrictions, defined below.
(ii) Grantee shall not have commenced construction of the Specific
Facilities within twelve (12) months days after recordation of this Grant Deed
or substantially completed construction of the Specific Facilities within thirty
six (36) months from the date of recordation of this Grant Deed as such periods
of time are extended by periods of "Unavoidable Delay" (as defined in the Special
Restrictions).
(iii) Grantee abandons the Land and /or the Specific Facilities;
(iv) Grantee sells, contracts to sell, assigns, transfers, leases or
conveys (except as otherwise permitted in the Special Restrictions) all or any
portion of its interest in the Land or the Specific Facilities to a third party
without the prior written approval of Grantor which may be withheld in Grantor's
sole discretion.
If this power of termination is exdreised, then upon the earlier of (i) the date
on which Grantee delivers to Grantor a quit claim deed to the Land confirming the
effect of exercise of this power of termination or (ii) the date on which a
judgment in favor of Grantor confirming the effect of exercise of this power of
termination becomes final, Grantor. shall pay to Grantee the greater of (a)
$2,620,000.00 or (b) the unamortized principal amount, plus interest of, and
expenses (including without limitation costs to redeem and discharge including
any call premium provided that aggregate call premiums shall be limited to five
percent (5 %) of principal) properly incurred in connection with, any issue of
bonds, lease revenue obligations or certificates of participation ( "public
obligations ") where the proceeds have been used only for costs and expenses
related to such public obligations and construction of the Specific Facilities
on the "New Library Land" (as defined in the Special Restrictions) provided that
the original principal amount of all public obligations issued with respect to
the New Library Land do.not exceed $6,000,000.00 and provided that the amount
payable under this clause (b) shall be reduced and offset by any and all funds
held for the benefit of the holders of such public obligations other than funds
held to pay the costs of issuance. Payment of such sum does not and is not
intended to represent the value of the Land and nonpayment of such sum shall not
render the exercise of this power of termination invalid, void, voidable or
otherwise ineffective. However until such sum has been paid, Grantee shall
retain a lien on the Land, with power of sale, for payment of such sum which lien
shall be enforceable in the same manner as the enforcement of a mortgage or deed
of trust and upon payment of such sum, Grantee shall release and reconvey such
lien.
Notwithstanding anything to the contrary herein, the power of termination
contained in this paragraph H shall expire, terminate and be of no further force
or effect upon receipt by Grantee of a Certificate of Use and Occupancy for the
Specific Facilities from the appropriate governmental entity with jurisdiction.
In the event of expiration of this power of termination, Grantor shall, upon the
written request of Grantee, execute a quitclaim deed or other instrument in
recordable form specifically making reference to and relinquishing and releasing
this power of termination; provided, however, the other exceptions and
reservations contained in this Grant Deed or the Special Restrictions shall
remain in full force and effect and shall not be affected by such expiration.
The prevailing party in any litigation respecting the power of termination or any
payment due to Grantee in the event of exercise of the power of termination set
forth in this Grant Deed shall be entitled to reimbursement of attorneys' fees
and costs incurred in the litigation.
A=CRGD.DeL 3
Subject to:
1. General and special taxes and assessments for the current fiscal tax
year and any and all nondelinquent bonds and /or assessments;
2. That certain Declaration of Special Land Use Restrictions, Right of
First Refusal, Mortgage Lien and Option to Repurchase recorded concurrently
herewith and incorporated herein by this reference (the "Special Restrictions ");
and
3. All other covenants, conditions,.restrictions, reservations, rights,
rights of way, easements, dedications, offers of dedication and other matters of
record or apparent.
IN WITNESS WHEREOF, Grantor has executed this Grant Deed as of March 11,
1992;
"GRANTOR"
THE IRVINE COMPANY,
a Michigan corporation �}"{
By: �� - �l/w�•1 M
Its: Vice President
By:
Its: ga nt ecretar
ACCEPTANCE:
Grantee, by execution of this instrument, hereby accepts the grant of Land
upon the conditions and reservations stated in this Grant Deed and agrees to be
bound by the terms thereof.
This is to certify that the interest in real property conveyed by the Grant
Deed dated March 11, 1992 from The Irvine Company, as Grantor, to the City of
Newport Beach,as Grantee, a political corporation and /or governmental agency is
hereby accepted by the undersigned officer or agent on behalf of the City Council
of Grantee pursuant to authority conferred by resolution of the City Council of
Grantee adopted Resolution Number 6773 on May 13, 1968 and the Grantee consents
to recordation thereof by its duly authorized officer.
CITY OF NEWPORT BEACH
By: QL� DA )&' -�—
Its: City Manager
APPROV AS TO FORM:
By:
s: City Attorney
ARXC94D.DFL 4
STATE OF CALIFORNIA )
).ss
COUNTY OF)
:+Fi1
tate,
and
basis of sati ac ry I
instrument as
IRVINE COMPANY, s Mich
corporation executed it.
before me, the undersi ned, a Notary Public in
r appeared T f; .�
_ personally known to me (or proved to me on the
ce) to be the persons w o executed the within
' and n, ana.924-192i, on behalf of THE
corporation, and acknowledged o me that said
IN WITNESS my hand and official seal.
Notary ublI6 in and for #fd State
STATE OF CALIFORNIA )
ss:
COUNTY OF ORANGE )
RM NBEE
F
ei �Y PuWbCafdomia
PPoNCIPA 0FFICB kN
r ORANGE COUNTY
I �
On March 19, 1992, before me, the undersigned, a Notary Public
in and for the State, personally appeared Robert L. Wynn, known to
me to be the City Manager, on behalf of the City of Newport Beach,
which executed the within instrument pursuant to governing law and
a resolution of its board of directors and acknowledged to me that
the City of Newport Beach executed it.
WITNESS my hand and official seal.
Notary Public n an for d State.
yRiyd A'J i
Legal Description
Parcel A:
The southwesterly one -half of Parcel 2 as shown on Parcel Map No. 90 -361, in the City
of Newport Beach, County of Orange, State of California, recorded in Book. 270, Pages
i5. to --12 — inclusive of Parcel Maps, Records of Orange County, California.
Parcel B:
A permanent nonexclusive easement in gross and appurtenant to Parcel A, described
above, (the "Benefitted Parcel ") over that portion of Parcel 1 identified in Easement
Note 3 set forth and shown on Parcel Map No. 90 -361, in the City of Newport Beach,
County of Orange, State of California, recorded in Book 270, Pages 15 to 18 ,
inclusive, of Parcel Maps, records of said County (the "Principal Access Easement
Area ") for the purposes of vehicular and pedestrian access, ingress and egress and
construction, replacement and maintenance of driveways, curbs, curb cuts, entryways,
light standards, traffic signs,, sidewalks, landscaping, irrigation, monumentation,
directional and other roadway signs and like improvements within such Principal Access
Easement Area. Grantee shall pay for all costs and expenses to improve the Principal
Access Easement Area and to maintain the Principal Access Easement Area prior to the
time when the owner of Parcel 1 of Parcel Map No. 90 -361 ( "Burdened Parcel 1") obtains
a certificate of occupancy for permanent building improvements to be constructed on
such Burdened Parcel 1. Upon obtaining a certificate of occupancy for improvements
constructed on the Burdened Parcel 1, the owner of the Burdened Parcel 1 and the owner
of the Benefitted Parcel shall each contribute to fifty percent (508) of the costs and
expenses of maintenance, repair and 'restoration of all improvements located on the
Principal Access Easement Area which arise subsequent to the issuance of such
certificate of occupancy. Grantor hereby reserves the right, for the benefit of the
owner of the Burdened Parcel 1 to redesign, remove, reconstruct and improve the
driveways, curb cuts, curbs, entryways, light standards, traffic signs, sidewalks,
permanent walls and fences, landscaping, irrigation, monument, directional and other
roadway signs and like improvements located within the Principal Access Easement Area
in connection with improvement or reconstruction of permanent buildings located on the
Burdened Parcel 1; provided, however, that the owner of the Burdened Parcel 1 shall
provide reasonable alternative access to the Benefitted Parcel at all times during
construction of such redesigned or upgraded improvements. The owner of the Burdened
Parcel 1 shall repair all damage caused to improvements located within the Principal
Easement Area by construction activities.
Parcel C
A permanent nonexclusive easement in gross and appurtenant to Parcel A, described
above, (the "Benefitted Parcel ") over that portion of Parcel 3 identified in Easement
Note 4 set forth and shown on Parcel Map No. 90 -361, in the City of Newport Beach,
County of Orange, State of California, recorded in Book 270 , Pages 15 to 18,
inclusive of Parcel Maps, records of said County (the "Service Access Easement Area ")
for purposes of vehicular and pedestrian access, ingress and egress and construction,
replacement and maintenance of driveways, curb cuts, curbs, entryways, light standards,
traffic signs, sidewalks, landscaping, irrigation, monumentation, directional and other
roadway signs and like improvements within such Service Access Easement Area. Grantee
shall pay all costs and expenses to improve the Service Access Easement Area and
maintain the Service Access Easement Area prior to the time when the owner of Parcel
3 of Parcel Map No. 90 -361 (the "Burdened Parcel 3 ") obtains a certificate of occupancy
for permanent building improvements to be constructed on such Burdened Parcel 3. Upon
obtaining a certificate of occupancy for improvements constructed on the Burdened
Parcel 3, the owner of the Burdened Parcel 3, the owner of the Benefitted Parcel shall
each contribute to fifty percent (508) of the costs of maintenance, repair and
restoration of all improvements located on the Service Access Easement Area which arise
subsequent to the issuance of such certificate of occupancy. Grantor hereby reserves
the right, for the benefit of.the owner of the Burdened Parcel 3 to redesign, remove,
reconstruct and improve the driveways, curb cuts, curbs, entryways, light standards,
traffic signs, sidewalks, permanent walls and fences, landscaping, irrigation;
monument, directional and other roadway signs and like improvements located within the
Service Access Easement Area in connection with improvement or reconstruction of
permanent buildings located on the Burdened Parcel 3; provided, however, that the owner
of the Burdened Parcel 3 shall provide reasonable alternative access to the Benefitted
Parcel at all times during construction of such redesigned or upgraded improvements.
The owner of the Burdened Parcel 3 shall repair all damage to improvements located
within the Service Access Easement Area by construction activities.
92= 304160 �I':�yJ q
.. ~ •RECORDING f M I,/-- REQUESTED BY: FWAMR, IfFLE WS Ca
WHEN RECORDED MAIL TO B.'00 MAY 81992
AND MAIL TAX STATEMENTS TO: AAR. Official Rewds_
R..L THE Newport COMPANY 44 a. ,..ZReuroar j. ..
$SO Newport Center Drive Q.
A
7th Floor
N
�y evport Beach. f:A 92660
Attention: I.ea Milligan
Space above this lino for Recorder's we
�- GRANT DIED
The undersigned Grantor declares:
..1 DOCOMWARY TRANSFER TAE S f.8B2.00 .
Q X Cesputed an the fall Valve of property conveyed, or
v corpntsd os a full Value less the Value of lists or
encumbrances thereon raaaidItfg'A the tier of sal@
Per unincorporated area, or
x City of Newport Beach, California
.. The CITY OF NEWPORT BEACH, a California suniaipal Corporation. (•Grantor•),
hereby Grants to THE IRVINE COMPANY, a Michigan corporation, ( "Grants@ "), the
following described real property (the "Lend ") in the City of Newport Beach,
-- County of Orange, State of California:
Parcel 1, as sbam_oo a Map filed in gook alp Pay@ E and 9 of
Parcel Maps in the office- cf the Recorder of Orange County,
California.
Subject to:
1. General and special tabs and rises@@ me for the Current fiscal tea
year and any and all tsndslinquenc bonds and/or aesssorats and
2. All other covenants, conditions, restrictiots, ressrwatiots, rigbts.
rights of way, @@assents, dedications, offers of dedication and other satto" of
record or apparent.
IN WITNESS WHEREOF, Crantor has executed We Grant Dead as of March 11. 1992.
"GRANTOR"
CITY OF NEWPORT BEAM,
a California sunicips corporation
ty
Ica Mayor
ATTEST'
By: i
Itr. City Clark
f.P BCn181E IDBD
7 C
'Its: City Manager '�---^
APPROV AS TO FORM:
M':
cc rlty Attorney
J
n
1J
u
STATE OF CALIFORNIA )
COUNTY OF Q/Mnar" I
On %/ /[I/�P 7 /i� 19fg before No r gw a Notary Public In
and for said State, personally appeared
Personally known toms (or proved to ms an the basis at GAL14OPUctory evidence)
to be the person mho executed the vitbin Instrument as Chairman of the Nerd, on
behalf of the CITY OF NEWPORT SEAG7N, vhtch executed the within Instrument
puraw.at to governing law and a resolution of its board of directors and
acknowledged to No that the CITY OF NEWPORT BRAUN executed it.
WITNESS y hand and official nseal.
SHoEiry Public in an for sai Stato OWK"
76emem
amm"m ke.Iwt
ACCEPTANCE:
Grsates, by execution of this fmatrummat, hereby accepts the Event of Lund
j - upon the conditions and reservations stated In this Crant Mad and agrees to be
bound by the terms thereof.
e
TN61:NV1 ANY
Its: via Presl44
�. u: PalWaSodic S,
STATE OF CALIFORNIA
COUNTY OF ORANGE
In�
pfecary
).So
On mamh 77. 199E , 1992, before ms, the undersigned. a Notary Public in
and for said State. Personally appeared T. Patrfdn 4mith
and peter n. ye..ghnwser psrsoaally known to sa for proved to me an the
basis of satisfactory avidsaca) to be the paraotu who executed the within
instrument as Vice prosident and Assistant Secretary on behalf of THE
IRVINE COMPANY, a- Michigan corporatfan. and acknowledged to w that said
corporation executed 1t.
IN WITNESS y hand and official seal.
ffY
c nomr t CIIR�E a Agnam
Notary Public In a o d Stets - msk�NrttN�Bxitt�n
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STATE Or CaLardaxrm
Comm or CRkRCa
On wares 19. f992, before me, the undarmig od, a Notary
Public in and for the State, personally appeared ndl- fieniM,
known to ma to be the Mayor, Robert L_ Runs, known to M tO be the
City Manager, and MnRda R ase
. Rio, known to N to be the City
Clerk, on behalf of the CITY Or MEMP=r EEMM, which executed the
within instrument pursuant to gOVerning I" and a rasalution Of its
.board of directors and acknowledge to ar that the CITY Or NEWPORT
REACH executed it.
wimwo my hand and OffiOtal s
motuT Punitc in-ago zor umrA
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RECORDING AQUESTED BY: Recorded at the request of '-
FIRST AMER, TITLE INS. CO.
WHEN RECORDED MAIL TO 8 :00 MAY 81992
AND MAIL TAX STATEMENTS TO:
AM- Official Records 4k E
THE CITY OF NEWPORT BEACH Orangt County, California 1 `
3300 Newport Boulevard Recorder . RECEIVED
P.O. sox 1768 !N0 Gterk MAY 26 1992 "' s
Newport Beach, CA 42659 -3141 y�0.
Attention: P.?`.1� - NEWPOTrRiBE
QZSpace above this line for Recorder's use
�V DEED OF GIFT
The undersigned Grantor declares:
C� R/T CODE ]]922 EXEMPT
z DOCUMENTARY TRANSFER TAX $ (GIFT DEED) (Government Code 6103)
Computed on the full value of property conveyed, or
Computed on a full value less the value of liens or
encumbrances thereon remaining at the time of sale
For unincorporated area, or
x City of Newport Beach, California
THE IRVINE COMPANY, a Michigan corporation, ( "Grantor "), hereby
GRANTS to THE CITY OF NEWPORT BEACH, a California municipal corporation
( "Grantee "), the following described real property (the "Land ") in the City of
Newport Beach, County of Orange, State of California:
See Exhibit A attached hereto and by this
reference incorporated herein.
EXCEPTING AND RESERVING UNTO GRANTOR, its successors and assigns
together with the right to grant,'And transfer all or a portion of the same, as
follows:
A. All oil, oil rights, minerals, mineral rights, natural gas
rights, and other hydrocarbons by whatsoever name known, geothermal steam and all
products derived from any of the foregoing, that may be within or under the Land,
together with the perpetual right of drilling, mining, exploring and operating
therefor and storing and removing the same from the Land or any other land,
including the right to whipstock or directionally drill and mine from lands other
than those conveyed hereby, oil or gas wells, tunnels and shafts into, through
or across the subsurface of the Land, and to bottom such whipstock or
directionally drilled wells, tunnels and shafts under and beneath or beyond the
exterior limits thereof, and to redrill, retunnel, equip, maintain, repair,
deepen and operate any such wells or mines; without, however, the right to drill,
mine, store, explore and operate through the surface or the upper 500 feet of the
subsurface of the Land.
B. Any and all water, water rights or interests therein appurtenant
or relating to the Land or owned or used by Grantor in conne6tion with or with
respect to the Land (no matter how acquired by Grantor), whether such water
rights shall be riparian, overlying, appropriative, littoral, percolating,
prescriptive, adjudicated, statutory or contractual, together with the right and
power to explore, drill, redrill, remove and store the same from or in the Land
or to divert or otherwise utilize such water, rights or interests on any other
land owned or leased by Grantor; but without, however, the right to enter upon
the surface of the Land in exercise of such rights.
C. Permanent nonexclusive easements in gross on, over, under or
across that portion of the Land within 20 feet of the property lines of the Land
(which property lines shall be defined along those portions of the Land which
border public rights of way by the limit of such right of way as such rights of
way are shown to ultimately exist on said Parcel Map 90 -361) with the right to
enter upon that portion of the Land for the Purpose, from cime to time and at any
time, of (i) location, relocation, replacement and maintenance of any electric,
telephone, cable television, water, gas, sanitary sewer, drainage and /or any
1
other utility or service for the Land or any other real property and (ii) if
required by any governmental authority, location, relocation, replacement and
maintenance of driveways, curbs, curb cuts, entry ways, light standards, traffic
signs, traffic signals, sidewalks, permanent walls or fences, landscaping,
irrigation, monument, directional or other signs and like improvements. Grantor
further reserves temporary nonexclusive easements in gross on, over or across
that portion of the Land within 30 feet of the property lines of the Land with
the right to enter upon the Land for the purpose of construction and installing
the utilities, services and improvements described in this Paragraph C, which
temporary easement shall continue until completion of such construction and
installation. Grantor shall have no obligation to construct or install any
utilities, services or improvements.
D. Temporary nonexclusive easements in gross with.right of entry (i)
until that date which is the later of (A) thirty - -(30) -days after written notice
to Grantor from Grantee of Grantee's intention to commence grading upon the Land
or (B) the date on which Grantee commences grading for construction of
improvements, on, over, under and across all of the Land for the purpose of
depositing excess soil, rock and other materials and the grading of all streets
adjacent to and in the vicinity of the Land, and (ii) until completion of the
streets shown on any parcel or tract map as permanent streets, that portion of
the Land within 50 feet of any property line bordering on and parallel to said
streets for the purpose of installing and constructing permanent streets and
related improvements. Grantor shall, at its sole cost and expense and at the
request of Grantee, remove such excess soil, rock or other materials deposited
on the Land after the date hereof pursuant to exercise of the rights set forth
in this Paragraph D.
E. Permanent nonexclusive easements in gross on, over, under and
across the Land with right of entry, for the purpose of (i) accepting drainage
water from adjacent land areas north of the Land and (ii) without obligation to
do so, for constructing, installing, maintaining, repairing, servicing,
relocating or replacing facilities to accept and control drainage water; without,
however, unreasonably increasing the quantity of drainage water discharged onto
the Land or otherwise unreasonably interfering with Grantee's reasonable use and
enjoyment of the Land.
F. Permanent nonexclusive easements in gross on, over, under and
across the Land, with right of entry, for the purpose of constructing,
installing, maintaining, repairing, servicing, relocating or replacing
improvements for .^.ccess, ingress and egress by vehicles and pedestrians as
required to provide access to the adjacent land area to the south of the Land and
for access, ingress and egress by vehicles and pedestrians to the adjacent land
area north of the Land; without however, unreasonably interfering with Grantee's
reasonable use and enjoyment of the Land. If substantially all of the
development entitlements attributable to the Adjacent real property north of the
Land are transferred by Grantor from the planning area commonly known as Newport
Village to other areas, then this easement shall automatically terminate as to
any access, ingress and egress with respect to adjacent land areas north of the
Land.
G. Permanent nonexclusive easements in gross on, over, under and
across (i) that portion of the Land, if any, shown on said Parcel Map 90 -361 as
the proposed right of way of MacArthur Boulevard for purposes of constructing and
installing roadway and appurtenant improvements, and (11) that portion of the
Land within thirty five (35) feet of the westerly line. of the ultimate right of
way of MacArthur Boulevard as shown on said Parcel Map 90 -361 for purposes of
constructing, installing, maintaining, repairing and servicing a slope to support
MacArthur Boulevard (as expanded to the ultimate right of way width as shown on
such Parcel Map), together with a temporary nonexclusive easement in gross on and
over an additional five (5) feet of the Land for purposes of the initial
construction of such slope. No improvements, grading (including placement of
fill material) or landscaping shall be installed or placed in or adjacent to such
right of way or slope area which will, in the sole judgment of the governmental
agency having responsibility for maintaining such roadway either (A) disturb or
impair the integrity of such roadway or slope, or (B) if such improvement,
grading or landscaping is installed prior to the construction of the ultimate
MacArthur Boulevard, impair or affect the construction of the roadway or the
slope.
2
H. A power of termination and right to reenter, take possession of
the Land and remove any and all persons or facilities therefrom by delivery of
written notice of termination and reentry to Grantee at the address set forth in
this Deed of Gift for mailing tax statements to Grantee (or such other address
as Grantee shall designate in a written notice delivered to Grantor as provided
in the Special Restrictions, defined below) in the event of occurrence of any one
or more of the following conditions subsequent:
(i) The Ladd or any portion thereof or the "Specific
Facilities" (as defined in the :Special Restrictions) thereon or any portion
thereof are held, used, developed, operated or maintained for any purpose other
than the purposes permitted in the Special Restrictions, defined below.
(ii) Grantee shall not have commenced construction of the
Specific Facilities within twelve (12) months.. days -a €-ter recordation-of this Deed
of Gift or substantially completed construction of the Specific Facilities within
thirty six (36) months from the date of recordation of this Deed of Gift as such
periods of time are extended by periods of "Unavoidable Delay" (as defined in the
Special Restrictions).
(iii) Grantee abandons the Land and /or the Specific
Facilities;
(iv) Grantee sells, contracts to sell, assigns, transfers,
leases or conveys (except as otherwise permitted in the Special Restrictions) all
or any portion of its interest in the Lana or the Specific Facilities to a third
party without the prior written approval of Grantor which may be withheld in
Grantor's sole discretion.
If this power of termination is exercised, then upon the earlier of (i) the date
on which Grantee delivers to Grantor a quit claim deed to the Land confirming the
effect of exercise of this power of termination or (ii) the date on which a
judgment in favor of Grantor confirming the effect of exercise of this power of
termination becomes final, Grantor shall pay to Grantee the greater of (a) $1.00
or (b) unless paid by Grantor pursuant to exercise of any other power of
termination for other portions of the New Library Land (as defined in the Special
Restrictions) the unamortized principal amount, plus interest of, and expenses
(including without limitation costs to redeem and discharge including any call
premium provided that aggregate call premiums shall be limited to five percent
(58) of principal) properly incurred in connection with, any issue of bonds,
lease revenue obligations or certificates of participation ( "public obligations ")
where the proceeds have been used only for costs and expenses related to such
public obligations and construction of the Specific Facilities on the "New
Library Land" (as defined in the Special Restrictions) provided that the original
principal amount of all public obligations issued with respect to the New Library
Land does not exceed $6,000,000.00 and provided that the amount payable under
this clause (b) shall be reduced and offset by any and all funds held for the
benefit of the holders of such public obligations other than funds held to pay
the costs of issuance. Payment of such sum does not and is not intended to
represent the value of the Land and nonpayment of such sum shall not render the
exercise of this power of termination invalid, void, voidable or otherwise
ineffective. However until such sum has been paid, Grantee shall retain a lien
on the Land, with power of sale, for payment of such sum which lien shall be
enforceable in the same manner as the enforcement of a mortgage or deed of trust
and upon payment of such sum, Grantee shall release and reconvey such lien.
Notwithstanding anything to the contrary herein, the power of termination
contained in this paragraph H shall expire, terminate and be of no further force
or effect upon receipt by Grantee of a Certificate of Use and Occupancy for the
Specific Facilities from the appropriate governmental entity with jurisdiction.
In the event of expiration of this power of termination, Grantor shall, upon the
written request of Grantee, execute a quitclaim deed or other instrument in
recordable form specifically making reference to and relinquishing and releasing
this power of termination; provided, however, the other exceptions and
reservations contained in this Deed of Gift or the Special Restrictions shall
remain in full force and effect and shall not be affected by such expiration.
The prevailing party in any litigation respecting the power of termination or any
payment due to Grantee in the event of exercise of the power of termination set
3
�r
forth in this Deed of Gift shall be entitled to reimbursement of attorneys' fees
and costs incurred in the litigation.
Subject to:
1. General and special taxes and assessments for the current fiscal
tax year and any and all nondelinquent bonds and /or assessments;
2. That certain Declaration of Special Land Use Restrictions, Right
of First Refusal, Mortgage Lied and Option to Repurchase recorded concurrently
herewith and incorporated herein by this reference (the "Special Restrictions ");
and
3. All other covenants, conditions, restrictions, reservations,
rights, rights of way, easements, dedications -, -- offers 6f- -dedication and other
matters of record or apparent.
IN WITNESS WHEREOF, Grantor has executed this Deed of Gift as of
March 11, 1992.
THE IRVINE COMPANY,
a Michigan oration
�-
By.
ICs: ice P .d .n
By:
Its:
"GRANTOR"
4
iy
ACCEPTANCE:
Grantee, by execution of this instrument, hereby accepts the grant of Land
upon the conditions and reservations stated in.this Deed of Gift and agrees to
be bound by the terms thereof,
This is to certify that the interest in real property conveyed by the Deed
of Gift dated March 11, 1992 from The Irvine Company, as Grantor, to the City of
Newport Beach,as Grantee, a political corporation and/or governmental agency is
hereby accepted by the undersigned officer or agent on behalf of the City Council
of Grantee pursuant to authority conferred by resolution of the City Council of
Grantee adopted Resolution Number,6773 on May 13, 1968 and the Grantee consents
to recordation thereof by its duly authorized officer.
CITY OF NEWPORT BEACH
By:
Its:- Manager _
By:
AS TO FORM:
Attorney
5
STATE OF CALIFORNIA )
).ss
COUNTY OF O )
On
and%` ; Jb 7p�rv�,�
basis of satis ac ry
instrument as
IRVINE COMPANY, a Mich
corporation executed it.
19ZA before me, the undersigned a Notary Public in
onally appeared �. A _M�
Ga,¢n personally known to me (or proved to me on the
:vidence) to be the persons ho executed the within
and on behalf of THE
igan corporation, and acknowledge to me that said
WITNESS my hand and official seal
Not�blic in and for s tate
STATE OF CALIFORNIA )
SS:
COUNTY OF ORANGE )
o i
y ,
On March 19, 1992, before me, the undersigned, a Notary Public
in and for the State, personally appeared Robert L. M=, known to
me to be the City Manager of the City of Newport Beach, known to me
to be the person whose name is subscribed to the within instrument,
and acknowledged to me that he executed the same.
WITNESS my hand and official seal.
OFFICIAL SEAL
SNAUNA LYN OYLER
m NOTARY FUBUC - CALIFORNN
ORANGE COUNTY
14 Comm. Expires Jan.
16.1993
Notary Public in d for aid State
ADONGD.OFL 6