HomeMy WebLinkAboutC-6056 - Settlement and ReleaseSETTLEMENT AND RELEASE AGREEMENT
This Settlement and Release Agreement ("Agreement") dated effective as of February 24,
2015, is entered into by and between the City of Newport Beach (the "City") and Lido Partners,
a California limited partnership, ("Lido Partners"). The City and Lido Partners are referred to
collectively as the "Parties" and individually as a "Party."
RECITALS
A. The City is the fee owner of that certain real property located in Newport Beach,
California, commonly known as 3300 Newport Boulevard and more particularly described on
Exhibit "1" attached hereto (the "City Property").
B. Lido Partners is the fee owner of that certain real property located adjacent to the
City Property, which is commonly referred to as the "Via Lido Shopping Center" and is more
particularly described on Exhibit "2" attached hereto and depicted in Exhibit "3" (the "Lido
Partners Property").
C. Lido Partners contends that it obtained a permanent, irrevocable right to use a
portion of the City Property as more particularly described herein below (the "Disputed Area").
Specifically, Lido Partners contends that it has somehow acquired an irrevocable license or
equitable interest in the Disputed Area.
D. On April 7, 2014, the City filed a complaint against Lido Partners in the Orange
County Superior Court asserting claims to quiet title and for declaratory relief as to the Disputed
Property in Case No. 30-2014 00715029 — CU-OR-CJC (the "Complaint"). The Disputed
Property is more particularly described in Paragraph 10 of the Complaint. Lido Partners filed a
cross-complaint in the Action that similarly asserts claims to quiet title and for declaratory relief.
Collectively, the claims filed by the Parties in Case No. Case No. 30-2014 00715029 — CU-OR-
CJC shall be referred to as the "Actions".
E. A portion of the City Property has been ground leased by the City to Olson Real
Estate Group, Inc., dba R. D. Olson Development ("Ground Lessee") pursuant to that certain
Ground Lease dated September 9, 2014 ("Ground Lease"), which real property is more
particularly described in the Ground Lease ("Ground Lease Property").
F. If the controversy regarding the City and Lido Partners' rights with respect to the
Disputed Area is not resolved, it will interfere with the redevelopment of the City's Property as
contemplated by the Ground Lease.
G. The Parties, without admission of any kind regarding the merits of any claim or
defense, desire to settle the Actions and release any and all claims that they may have, now or in
the future, against each other relating in any way to the allegations contained in, or that could
have been alleged, in the Actions, except as specifically set forth in this Agreement, in order to
avoid litigation and expenditure of any further resources. The Parties intend that the terms and
conditions set forth in this Agreement will resolve the Actions in a manner consistent with the
Parties mutual desire to direct truck traffic to and from the Lido Partners Property over the public
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right-of-ways via 32"d Street and Via Oporto, and to improve the traffic flow and public safety in
Lido Village.
F. Accordingly, and for good and adequate consideration, the receipt and sufficiency
of which is hereby acknowledged by the Parties, the Parties covenant and agree as follows:
AGREEMENT
1. Truck Access. Lido Partners desires, and the City hereby approves of, a point of
access for emergency vehicles and vehicular trucks, including without limitation waste collection
and disposal trucks and vendor/supplier delivery trucks, to and from the Lido Partners Property
through the "New Driveway" (as defined below) from the public street abutting the south-
easterly boundary of Lido Partners Property and commonly known as Via Oporto, on the terms
and conditions set forth in this Agreement ("New Truck Access").
2. New Driveway and New Truck Access Route. The point of ingress/egress for the
New Truck Access will be a new concrete driveway apron to be located in the public rights-of-
way and public street commonly known as Via Oporto as shown and labeled on Exhibit "3-A"
attached hereto ("New Driveway"). The vehicular ingress and egress route for use of the New
Driveway will be as shown and labeled on Exhibit "3-A" (New Truck Access Route"). After
completion of the Site Work (as defined below), and unless Lido Partners requests or otherwise
agrees, the City will not require any conditions of approval concerning the Lido Partners
Property which would relocate or modify the New Driveway, the New Truck Access or the New
Truck Access Route because such relocation or modification would be in material conflict with
the terms and conditions of this Agreement.
3. Material Consideration. The New Truck Access, the New Driveway and the New
Truck Access Route, all as set forth in this Agreement, are material inducements for Lido
Partners, without which Lido Partners would not enter into this Agreement, and constitute
material consideration for Lido Partners to settle the Actions by entering into this Agreement. If
the New Truck Access, the New Driveway and the New Truck Access Route are eliminated by
the City without the request or the consent of Lido Partners, the Parties acknowledge and agree
that such action would provide a basis for Lido Partners to make a claim for inverse
condemnation (including any losses or damages arising therefrom) against the City.
4. Site Work For New Truck Access Route. To enable the use of the New Truck
Access by Lido Partners pursuant to the New Truck Access Route, certain site improvement
work will be performed by the City and Lido Partners in the time and manner as set forth in this
Section 4. The "City Site Work" is set forth in Section 4(a) below, and the "Lido Partners Site
Work" is set forth in Section 4(b) below. The City Site Work and the Lido Partners Site Work
will be referred to collectively as the "Site Work."
(a) City Site Work. The City will:
(i) Restripe existing traffic lanes on Via Oporto to provide for two-
way traffic lanes over the southern portion of Via Oporto from the New Driveway southerly to
the intersection of Via Oporto and 32nd Street as necessary to permit two-way vehicular truck
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ingress and egress to and from the Lido Partners Property via 32"d Street, Via Oporto and over
the New Driveway, as shown on Exhibit "3-A."
(ii) Construct improvements necessary to ensure continued one-way
traffic (south -bound) over the remaining portion of Via Oporto (extending north from the New
Driveway to the Via Lido/Via Oporto intersection).
(iii) Construct the New Driveway, with a minimum width of 20 feet,
together with adjacent sidewalk and street improvements, and install traffic control measures if
necessary to direct traffic flow in accordance with the New Truck Access Route.
All City Site Work will be conducted in the public rights-of-way, including curb cuts, gutters and
sidewalks, and not on the Lido Partners Property.
(b) Lido Partners Site Work.
(i) Lido Partners Revised Site Plan. Lido Partners will reconfigure the
parking lot on the south-east corner of Lido Partners Property (between the New Driveway and
Building "A" identified in Exhibit "3-A") to create a vehicular truck driving lane from the New
Driveway to the truck delivery area on the Lido Partners Property, and to realign vehicular
parking spaces as necessary in accordance with the Exhibit "3-A." The reconfiguration of said
parking lot and realignment of vehicular parking spaces of the Lido Partners Property as
necessary in accordance with the Exhibit "3-A" is subject to the following conditions:
(1) Parking Spaces. The City and Lido Partners acknowledge
and agree that:
a. the total number of parking spaces currently
existing on the Lido Partners Property is 312 parking spaces, and the total number of parking
spaces serving the uses existing on the Lido Partners Property as of the date of this Agreement
and required by the City's Zoning Ordinance is 296 parking spaces, which results in a current
surplus of 16 parking spaces for the Lido Partners Property, as shown on Exhibit "3";
b. approximately 7 parking spaces may be eliminated
by the addition of the New Truck Access and the redesign of the driving lanes and realignment
of vehicular parking spaces for the New Truck Access Route, as shown on Exhibit "3-A", which
will be accomplished by the Lido Partners Site Work; and
C. For each parking space on the Lido Partners
Property which is actually eliminated due to the Lido Partners Site Work, the City will take fully
into consideration such parking loss in connection with any application for subdivision, building
permits or other applications of Lido Partners or any of Lido Partners' lessees, tenants,
successor's or assigns for the purpose of the City's parking requirements and shall treat such
applications as if such loss had not occurred. By way of example only, if 7 parking spaces are
actually eliminated in connection with the New Truck Access and Lido Partners Site Work, then
the City would consider the required number of parking spaces as 289 and the provided number
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of parking spaces as 305 for the Lido Partners Property, such that the surplus number of parking
spaces is 16.
d. Promptly following final City -approved permitted
plans and specifications for the Lido Partners Site Work, Lido Partners will execute and deliver
to the City for execution and recording approval, the Parking Covenant Agreement attached
hereto as Exhibit "4" (with the actual number of eliminated parking spaces having been inserted
pursuant to such final plans and specifications). Within ten (10) days following receipt of the
Parking Covenant Agreement, the City will return a fully executed, notarized original of the
Parking Covenant Agreement to Lido Partners, and Lido Partners (at its cost) will immediately
submit the Parking Covenant Agreement for recording in the Official Records of the Orange
County Recorder's Office.
(2) Electronic Security Gate. The electronic security gate on
the Lido Partners Property, which will be relocated from its current position for use with the
New Driveway, will be shown on the final permitted plans and specifications for the Lido
Partners Site Work (which will also include the actual number of eliminated parking spaces due
to the relocation of the electronic security gate), and its relocation will be approved by the City in
accordance with the current City Community Development Department and Public Works
Department processes.
(3) Parking Validation System. A parking validation system
may be incorporated for the Lido Partners Property. The pending application of Lido Partners for
such parking validation system will be modified as necessary to be consistent with this
Agreement and will identify the point of entrance and exit for delivery trucks and emergency
access vehicles to the Lido Partners Property as being through the New Driveway and New
Truck Access. The pending application for said parking validation system (as modified) will be
processed by the City in accordance with the current City Community Development Department
and Public Works Department processes.
All Lido Partners Site Work will be conducted on the Lido Partners Property, and not in the
public rights-of-way or City Property.
(c) Costs and Expenses for Site Work.
(i) All costs and expenses related to the City Site Work will be at the
City's sole cost and expense.
(ii) All costs and expenses related to the Lido Partners Site Work will
be at Lido Partners' sole cost and expense.
(d) Schedule for Site Work.
(i) The City will commence, and thereafter diligently pursue to
completion, the City Site Work promptly upon execution of this Agreement. The construction of
the City Site Work will be completed pursuant to plans and specifications reasonably approved
by Lido Partners and the City by no later than 12 months following the mutual execution of this
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Agreement ("Completion Date"). Should any circumstances or requirements imposed by other
public agencies affect the Completion Date for the City Site Work, the Parties shall meet and
confer in good faith and coordinate time schedules for the completion of the City Site Work.
(ii) Lido Partners will commence, and thereafter diligently pursue to
completion, the Lido Partners Site Work promptly upon execution of this Agreement. The
construction of the Lido Partners Site Work will be completed pursuant to final permitted plans
and specifications approved by the City in accordance with the current City Community
Development Department and Public Works Department processes; provided however, in no
event will the City require any conditions of approval to such plans and specifications which are
in material conflict with the terms and conditions of this Agreement. The City approved final
permitted plans and specifications for the Lido Partners Site Work will confirm the actual
number of parking spaces which are eliminated due to the Lido Partners Site Work, and will
confirm the resulting number of required, provided, and surplus parking spaces for the Lido
Partners Property after application of the treatment set forth in Section 4(b)(i)(1)(c) above.
5. Use of Interim Access Route. Until the Site Work for the New Truck Access and
New Driveway is completed by the City and Lido Partners, Lido Partners will continue to use
that portion of the Ground Leased Property generally depicted on Exhibit "3" for truck ingress
and egress from 32nd Street to the Lido Partners Property ("Interim Access Route"), without
obstruction or interruption, consistent with Lido Partners' present use of the Interim Access
Route. Lido Partners' rights to use the Interim Access Route will immediately terminate upon
completion of all of the Site Work. The City will coordinate any construction or development
activities by Ground Lessee under the Ground Lease in a manner to maintain uninterrupted or
obstructed use of the Interim Access Route in accordance with this Section 5.
6. City Council Approval. This Agreement is expressly conditioned upon approval
of this Agreement by the City Council (after expiration of any applicable appeal periods without
the filing of an appeal challenging such approval, or if an appeal is filed, after the final resolution
of such appeal by the City Council which approves this Agreement).
7. City Authorization. The City Manager of the City of Newport Beach is hereby
authorized, on behalf of the City, to sign all documents necessary and appropriate to cavy out
and implement this Agreement and to administer the City's obligations, responsibilities and
duties to be performed under this Agreement.
8. Dismissal of the Actions. Within ten (10) days after the mutual execution and
delivery (including the satisfaction of all conditions set forth herein) by the Parties, counsel for
the Parties will execute and file a dismissal of the Actions with prejudice.
9. Mutual Releases.
(a) Except for the covenants, and obligations contained in this Agreement,
the City, on the one hand and Lido Partners on the other hand, each on behalf of itself and its
respective officers, directors, employees, managers, partners, agents, representatives,
successors and assigns, hereby irrevocably and unconditionally release and forever discharge
the other and the other's respective parents, insurers, subsidiaries, predecessors, successors and
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assigns and all their respective shareholders, partners, members, managers, directors, officers,
employees, affiliates, agents, and attorneys of and from any and all liability, promises, acts,
actions, claims, demands, costs, expenses, damages, causes of action, suits or obligations of
any nature, whether at law, equity or otherwise, whether based upon statute, contract, tort or
otherwise, whether known or unknown, foreseen or unforeseen, accrued or hereafter accruing,
which any of the Parties (or their officers, directors, employees, members, partners,
shareholders, agents, representatives, successors or assigns) now have, may have or may
hereafter assert against one another, relating to the Actions.
(b) The term "claims" as used herein, includes any claim, counter -claim, or
cause of action, regardless of the forum in which it may be brought, and includes, but is not
limited to any alleged breach of express or implied contract, breach of the covenant of good
faith and fair dealing, breach of any obligation arising out of any law or public policy of the
United States of America, the State of California or any other governmental entity, intentional
or negligent infliction of emotional distress, fraud, misrepresentation, defamation, retaliation,
or any other claims or causes of action for damages of any nature, including without limitation,
actual, compensatory, punitive and liquidated damages and attorney fees, costs and expenses.
(c) To the extent that the foregoing releases are releases to which Section
1542 of the California Civil Code applies, it is the intention of the Parties that the foregoing
releases shall be effective as a bar to any and all actions, fees, damages, losses, claims,
liabilities and demands of whatsoever character, nature and kind, known or unknown,
suspected or unsuspected, specified herein. In furtherance of this intention, the Parties each
expressly waive any and all rights and benefits conferred upon them by the provisions of
Section 1542 of the California Civil Code (as well as of all provisions of similar effect under
any other applicable law of any jurisdiction). The Parties acknowledge that the waiver and
relinquishment of their rights and benefits under Section 1542 of the California Civil Code is
an essential and material term of the releases, without which this Agreement would not have
been executed. Section 1542 of the California Civil Code reads as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE
TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST
HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
10, Quit Claim. Within ten (10) days following the completion of the City Site Work,
Lido Partners shall execute, and the City shall record, a Quit Claim Deed in substantially the
same form as Exhibit "5" attached hereto, conveying all rights, title and interest in and to the
Disputed Area.
11. Miscellaneous.
(a) No Limitation of Remedies. No right, power or remedy conferred upon
or reserved to or by the Parties to this Agreement is intended to be exclusive of any other right,
power or remedy conferred upon or reserved to or by the Parties under this Agreement, or at
law or in equity. Each and every remedy shall be cumulative and concurrent, and shall be in
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addition to each and every other right, power and remedy given under this Agreement, now or
subsequently existing at law.
(b) No Waivers. No delay or failure on the part of the Parties in the exercise
of any right or remedy under this Agreement shall operate as a waiver, and no single or partial
exercise of any right or remedy shall preclude other or further exercise thereof or the exercise
of any other right or remedy. No action or forbearance by the Parties contrary to the provisions
of this Agreement shall be construed to constitute a waiver of any of the express provisions.
(c) Successors or Assigns. Whenever any Party hereto is named or referred
to in this Agreement, the heirs, executors, legal representatives, successors, successors -in -title
and assigns of such Party shall be included.
(d) Construction of Agreement. Each Party hereto acknowledges that it
has participated in the negotiation of this Agreement. No provision of this Agreement shall be
construed against or interpreted to the disadvantage of any Parry by any court or other
governmental or judicial authority by reason of such party having or being deemed to have
structured, dictated or drafted such provision. No representations or warranties have been
made by any of the Parties, or relied upon by the Parties, pertaining to the subject matter of this
Agreement, other than those expressly set forth in this Agreement. All prior statements,
representations and warranties, if any, are entirely superseded and merged into this Agreement,
which represents the final and sole Agreement of the Parties with respect to the subject matters
of this Agreement. All of the terms of this Agreement were negotiated at arm's length, and this
Agreement was prepared and executed without fraud, duress, undue influence or coercion of
any kind exerted by any of the Parties upon the others. The execution and delivery of this
Agreement is the free and voluntary act of the Parties.
(e) Relationship of Parties. The Parties do not intend by this Agreement to
create a partnership or a joint venture. The obligations of the Parties set forth herein are not
intended to benefit and should not be relied on by third parties.
(f) Headings. The headings of the articles, sections and subsections of this
Agreement are for the convenience of reference only, are not to be considered a part of this
Agreement and shall not be used to construe, limit or otherwise affect this Agreement.
(g) Time of Essence. Time is of the essence of this Agreement.
(h) Invalid Provision to Affect No Others. If, from any circumstances
whatsoever, fulfillment of any provision of this Agreement, at the time performance of such
provision shall be due, shall involve transcending the limit of validity presently prescribed by
any applicable usury statute or any other applicable law, with regard to obligations of like
character and amount, then ipso facto, the obligation to be fulfilled shall be reduced to the limit
of such validity. If any clause or provision operates or would prospectively operate to
invalidate this Agreement, in whole or in part, then such clause or provision only shall be
deemed deleted, as though not contained, and the remainder of this Agreement, shall remain
operative and in full force and effect.
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(i) Attorneys' Fees And Costs and Conflict Resolution. Each Party shall
bear its own attorneys' fees and costs incurred in connection with the Action. However, in the
event it is necessary for any Party to initiate legal action to enforce any term or condition of
this Agreement, the prevailing party(ies) shall be entitled to recover all actual attorneys' fees
and costs incurred.
0) Continuing Jurisdiction. The Parties agree, and jointly request, that the
judge presiding over the Actions retain jurisdiction over the Actions and over the Parties
personally until final performance of this Agreement, pursuant to California Code of Civil
Procedure section 664.6. This includes appropriate proceedings to enforce this Agreement,
including but not limited to the entry of any appropriate judgment, and includes tolling of any
applicable statute, rule or court order affecting timely prosecution of the Actions. The Parties
further agree that they shall cooperate to file any appropriate notices and stipulations in the
Actions, including without limitation any notices of settlement or notices of conditional
settlement.
(k) Amendments. This Agreement may not be amended, modified or
terminated other than pursuant to a written instrument specifically referring to this Agreement,
and which is executed and delivered by all of the Parties.
(1) Claims Not Assigned. The Parties represent and warrant that they
have not sold, assigned, transferred, conveyed or otherwise disposed of any right, claim,
demand or cause of action being released herein or otherwise relating to any matter covered by
this Agreement.
(m) Authority To Execute. The individual persons executing this
Agreement represent and warrant that they have full unconditional authorization and power to
execute this Agreement on behalf of each respective Party on whose behalf they are executing
this Agreement.
(n) Governing Law. This Agreement shall be governed by and construed
in accordance with the law of the State of California.
(o) Counterparts. This Agreement may be executed in multiple
counterparts, each of which shall be deemed an original, and all such counterparts together
shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed as of the
date set forth above.
"CITY"
CITY OF NEWPORT BEACH,
a Califo ' charter c'
By:
�31)QL
Ed db. Selich, ayor
APPROVED AS T\"/O�`FOORR_M:?/�
Aaron C. Harp, City Attorney
City of Newport Beach
ATTEST:
Leilani Brown, pity Clerk
"LIDO PARTNERS"
Lido Partners, a California limited partnership
By: Fritz Duda an a Texas corporation,
its gene e
By: _
Fritz . Duda, President
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APPROVAL AS TO FORM AND CONTENT BY COUNSEL
PAUL HASTINGS LLP
Dated: February ZH 2015 By: a a-J)A C_, �^
Don Morrow
Attorneys for Lido Partners, a California limited
partnership
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EXHIBIT "1"
Legal Description of City Property
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF NEWPORT BEACH, AND IS DESCRIBED AS FOLLOWS:
PARCELI:
THAT PORTION OF LOTS 3, 6 AND 7 IN SECTION 28, TOWNSHIP 6 SOUTH, RANGE 10
WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT FILED IN THE
DISTRICT LAND OFFICE, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE NORTHERLY LINE OF "THE HUDSON" WITH
THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF LOT 21 IN BLOCK 431
OF "LANCASTER'S ADDITION TO NEWPORT BEACH", AS SHOWN ON A MAP RECORDED
IN BOOK 5, PAGE 14 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA; THENCE NORTH 0'44'30" WEST ALONG SAID NORTHERLY
PROLONGATION 400.00 FEET; THENCE WESTERLY PARALLEL WITH SAID NORTHERLY
LINE AND LOT 1 IN BLOCK "A" OF SAID LANCASTER'S ADDITION TO NEWPORT BEACH
461.53 FEET TO A POINT IN THE EASTERLY LINE OF SAID CENTRAL AVENUE, AS
SHOWN ON TRACT NO. 108, AS SHOWN ON A MAP RECORDED IN BOOK 2, PAGES 1 OF
SAID MISCELLANEOUS MAPS; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF
SAID CENTRAL AVENUE 401.79 FEET, MORE OR LESS, TO THE NORTHWEST CORNER
OF SAID LOT 1; THENCE EASTERLY ALONG THE NORTHERLY OF SAID LOT 1 AND SAID
NORTHERLY LINE OF "THE HUDSON" 495.33 FEET TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM THE LAND DESCRIBED IN THE DEED ATTACHED TO THAT
CERTAIN RESOLUTION NO. 3284 OF THE CITY COUNCIL OF NEWPORT BEACH, A
CERTIFIED COPY OF WHICH RECORDED MARCHI1, 1946 IN BOOK 1404, PAGE130 OF
OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA.
ALSO EXCEPTING THEREFROM THE LAND DESCRIBED AS PARCEL 2 IN DEED TO THE
GRIFFITH COMPANY RECORDED MARCH 23, 1948 IN BOOK 1741, PAGE 174 OF SAID
OFFICIAL RECORDS.
PARCEL 2:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 2 IN BLOCK "A" OF "LANCASTER'S
ADDITION TO NEWPORT BEACH", AS SHOWN ON A MAP RECORDED IN BOOK 5, PAGE
14 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA; THENCE
EASTERLY ALONG THE NORTHERLY LINE OF WASHINGTON AVENUE, NOW KNOWN AS
32ND STREET, TO THE INTERSECTION WITH THAT PORTION OF THE BULKHEAD LINE
ESTABLISHED BY THE WAR DEPARTMENT IN 1936 AND SHOWN ON THE WAR
DEPARTMENT MAP OF NEWPORT BAY SHOWING HARBOR LINE, EXTENDING BETWEEN
BULKHEAD STATION NO.124 AND BULKHEAD STATION NO.125; THENCE NORTH
27'30'00" WEST ALONG SAID BULKHEAD LINE TO ITS INTERSECTION WITH THE
NORTHERLY LINE OF 'THE HUDSON" AS SHOWN ON SAID MAP OF LANCASTER'S
ADDITION; THENCE WESTERLY ALONG THE NORTHERLY LINE OF SAID "THE HUDSON"
TO THE NORTHEAST CORNER OF LOT I OF SAID BLOCK"A'; THENCE SOUTHERLY
ALONG THE EASTERLY LINE OF SAID LOTS 1 AND 2 TO THE POINT OF BEGINNING.
Exhibit I
IRO DOCS\743463.9\CO24843\0378039
PARCEL 3:
THAT PORTION OF LOT 3 OF TRACT NO. 1117, AS SHOWN ON A MAP RECORDED IN
BOOK 35, PAGES 48 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA, TOGETHER WITH THAT PORTION OF THE 20.00 FOOT ALLEY AS VACATED
BY RESOLUTION NO. 3280 OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH, A
CERTIFIED COPY OF WHICH RECORDED MARCH 11, 1946 IN BOOK 1400, PAGE 189 OF
OFFICIAL RECORDS OF SAID ORANGE COUNTY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEASTERLY CORNER OF SAID LOT 3; THENCE NORTH
0'44'30" WEST ALONG THE EASTERLY LINE OF SAID LOT 3, A DISTANCE OF 90.00 FEET;
THENCE NORTH 40'47'07" WEST 170.97 FEET TO A POINT IN THE WESTERLY LINE OF
SAID 20.00 FOOT ALLEY; THENCE SOUTH 0'44'30" EAST ALONG THE WESTERLY LINE
OF SAID ALLEY 220.89 FEET TO THE SOUTHWESTERLY CORNER OF TRACT NO. 907,
AS SHOWN ON A MAP RECORDED IN BOOK 28, PAGES 25 TO 36 INCLUSIVE OF
MISCELLANEOUS MAPS, RECORDS OF SAID ORANGE COUNTY; THENCE NORTH
891530" EAST ALONG THE SOUTHERLY LINE OF SAID TRACT NO. 907 AND SAID LOT 3,
A DISTANCE OF 110.00 FEET TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM THE LAND DESCRIBED AS PARCEL 1 IN DEED TO THE
GRIFFITH COMPANY RECORDED MARCH 23, 1948 IN BOOK 1741, PAGE 174 OF
OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA.
ALSO EXCEPTING THEREFROM THE LAND DESCRIBED IN DEED TO THE GRIFFITH
COMPANY RECORDED JUNE 15, 1953 IN BOOK 2520, PAGE 577 OF OFFICIAL RECORDS
OF ORANGE COUNTY, CALIFORNIA.
PARCEL 4:
THAT PORTION OF LOT 3 OF TRACT NO. 1117, AS SHOWN ON A MAP RECORDED IN
BOOK 35, PAGE 48 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEASTERLY CORNER OF SAID LOT 3; THENCE NORTH
044'30" WEST 74.46 FEET ALONG THE EAST LINE OF SAID LOT TO THE MOST
SOUTHERLY CORNER OF THE LAND DESCRIBED AS PARCEL 1 IN DEED TO THE
GRIFFITH COMPANY RECORDED MARCH 23, 1948 IN BOOK 1741, PAGE 174 OF
OFFICIAL RECORDS OF SAID ORANGE COUNTY, SAID POINT BEING THE TRUE POINT
OF BEGINNING; THENCE NORTH 40'47'07" WEST ALONG THE SOUTHWESTERLY LINE
OF SAID LAND OF GRIFFITH COMPANY, A DISTANCE OF 69.945 FEET; THENCE NORTH
89'15'30" EAST 45.00 FEET TO THE EAST LINE OF SAID LOT 3; THENCE SOUTH 0'44'30"
EAST 53.54 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL 5:
LOTS ONE (2) AND TWO (2) IN BLOCK "A" OF "LANCASTER'S ADDITION TO NEWPORT
BEACH' AS SHOWN ON A MAP RECORED IN BOOK 5, PAGE 14 OF MISCELLANEOUS
MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA
Exhibit 1
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EXHIBIT "2"
Legal Description of Lido Partners Property
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF
ORANGE, CITY OF NEWPORT BEACH, DESCRIBED AS FOLLOWS:
PARCEL 1:
PARCEL 1, AS SHOWN ON A MAP PARCEL MAP FILED IN BOOK 85, PAGES 1 AND 2
OF PARCELS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
PARCEL 2:
A NON-EXCLUSIVE EASEMENT GRANTED IN AN INDENTURE OF EASEMENT
RECORDED DECEMBER 2, 1976 IN BOOK 11981, PAGE 602 OF OFFICIAL RECORDS,
OVER THE FOLLOWING DESCRIBED PROPERTY:
THAT PORTION OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 10 WEST, SAN
BERNARDINO BASE AND MERIDIAN, DESCRIBED AS FOLLOWS:
THE WESTERLY 180 FEET OF THE NORTHERLY 50 FEET OF THAT CERTAIN PARCEL
OF LAND DESCRIBED IN A QUITCLAIM DEED TO THE CITY OF NEWPORT BEACH,
RECORDED IN BOOK 1011, PAGE 379 OF OFFICIAL RECORDS OF SAID ORANGE
COUNTY.
EXCEPTING THEREFROM, THAT PORTION OF PARCEL 2 AS DESCRIBED IN A DEED
RECORDED IN BOOK 1741, PAGE 174 OF SAID OFFICIAL RECORDS, WHICH LIES
WITHIN THE PARCEL FIRST DESCRIBED ABOVE.
Exhibit 2
IROIDOCS\743463.9\CO24843\0378039
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EXHIBIT"3"
Depiction of Lido Village Partners Property
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VIA LIDO PLAYA
PROJECT SUMMARY
SITE AREA
4.92 Acres ± 214,108 SF.
BUILDING AREA
TOTAL: 86,591 SF
PARKING AREA
PROVIDED: 312 STALLS
REQUIRED: 296 STALLS
SURPLUS: 16 STALLS
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EXHIBIT"3-A"
New Truck Access Route
VIA LIDO PLAZA
PROJECT SUMMARY
SITE AREA
± 4.92 Acres ± 274,108 SF.
BUILDING AREA
TOTAL: 86,591 SF
PARKING AREA (proposed)
PROVIDED: ESTIMATED: 305 STALLS
REQUIRED: ESTIMATED: 289 STALLS
SURPLUS: ESTIMATED: 16 STALLS
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Truck Access Route"
Future Proposed Validated
Parkin Control Area
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CITY HALL PARCEL -
"New Driveway"
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EXHIBIT "4"
Parking Covenant Agreement
[See attached]
Exhibit 4
IROI DOCS\743463.9\CO24843\0378039
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Bryan Cave LLP
3161 Michelson Drive, Suite 1500
Irvine, California 92612
Attention: Holly P. Lopez, Esq
Space Above This Line
PARKING COVENANT AGREEMENT
3425 Via Lido, Newport Beach, California; Assessor Parcel No. 423-11-01)
THIS COVENANT AGREEMENT ("Agreement") is made and entered into this
day of February, 2015, by and between LIDO PARTNERS, A CALIFORNIA
LIMITED PARTNERSHIP as fee owner ("Owner") of that certain property commonly
known as "Via Lido Shopping Center," Newport Beach California as more particularly
described on Exhibit "A" attached hereto and incorporated herewith, and the CITY OF
NEWPORT BEACH, a California municipal corporation organized and existing under
and by virtue of its Charter and the Constitution and the laws of the State of California,
("City").
WITNESSETH:
WHEREAS, Owner is the vested fee owner of property located at 3425 Via Lido,
Newport Beach, California, County Assessor's Parcel Number 423-11-01 ("Property").
WHEREAS, the City has agreed to reduce the number of parking spaces
required for the Property and after taking into account such reduction, the parties desire
to verify the amount of parking spaces required by the City for the Property and the
amount of parking spaces provided by Owner for the Property.
NOW, THEREFORE, the parties hereto agree as follows:
The number of parking spaces required by the City for the Property is U and
the number of parking spaces provided by Owner for the Property is [_1,
effecting a surplus of [_] parking spaces for the Property. The foregoing shall
be effective for all purposes, including without limitation, applications, submittals,
building permits by Owner or any of Owner's lessees, tenants, successor's or
assigns, relating to the ownership or use of the Property,
2. That this agreement shall run with the real property herein described, in favor of
and enforceable by the City of Newport Beach.
749000.1
3. That this agreement shall be binding upon our heirs, successors and assigns
4. This Covenant and Agreement shall run with the land, and shall be binding upon
the undersigned, and any and all future owners, encumbrances, successors in
interest, heirs, and assignees who acquire, in any way, all or any portion of the
title to the Property; shall be recorded in the office of the County Recorder of
Orange county; and shall continue in effect until such time as the City of
Newport Beach and Owner release this covenant via written instruments.
OWNER:
Lido Partners, a California limited partnership
By: Fritz Duda Company, a Texas corporation,
its general partner
By:
Fritz L. Duda, President
CITY:
[Owners' signatures must be notarized]
APPROVED FOR RECORDING:
CITY OF NEWPORT BEACH,
A California municipal corporation
Dave Kiff, City Manager
ATTEST:
DATE:
Leilani I. Brown, City Clerk
DATE:
DATE:
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Lin
Aaron C. Harp, City Attomey� z
,1-,1, 5
A10-00674 21 P a 9 e
749000.1
INSERT NOTARY FORM
749000.1
EXHIBIT °A"
Legal Description of Owner's Property
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF
ORANGE, CITY OF NEWPORT BEACH, DESCRIBED AS FOLLOWS:
PARCEL 1:
PARCEL 1, AS SHOWN ON A MAP PARCEL MAP FILED IN BOOK 85, PAGES 1 AND
2 OF PARCELS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY.
PARCEL 2:
A NON-EXCLUSIVE EASEMENT GRANTED IN AN INDENTURE OF EASEMENT
RECORDED DECEMBER 2, 1976 IN BOOK 11981, PAGE 602 OF OFFICIAL
RECORDS, OVER THE FOLLOWING DESCRIBED PROPERTY:
THAT PORTION OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 10 WEST, SAN
BERNARDINO BASE AND MERIDIAN, DESCRIBED AS FOLLOWS:
THE WESTERLY 180 FEET OF THE NORTHERLY 50 FEET OF THAT CERTAIN
PARCEL OF LAND DESCRIBED IN A QUITCLAIM DEED TO THE CITY OF
NEWPORT BEACH, RECORDED IN BOOK 1011, PAGE 379 OF OFFICIAL
RECORDS OF SAID ORANGE COUNTY.
EXCEPTING THEREFROM, THAT PORTION OF PARCEL 2 AS DESCRIBED IN A
DEED RECORDED IN BOOK 1741, PAGE 174 OF SAID OFFICIAL RECORDS,
WHICH LIES WITHIN THE PARCEL FIRST DESCRIBED ABOVE.
749000.1
EXHIBIT "5"
Quitclaim
RECORDED AT THE REQUEST OF
AND WHEN RECORDED MAIL TO:
City of Newport Beach
Attention: City Manager
100 Civic Center Drive
Newport Beach, CA 92660
This document is exempt from recording fees
per Government Code Section 27383 and is
exempt from Document Transfer Tax per
Revenue and Taxation Code Section 11922.
THIS SPACE FOR RECORDER'S USE ONLY
QUITCLAIM DEED
FOR A VALUABLE CONSIDERATION, receipt and adequacy of which is hereby acknowledged,
LIDO PARTNERS,
a California limited partnership
does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the
CITY OF NEWPORT BEACH,
a California municipal corporation,
hereinafter referred to as "CITY",
in an "as is" condition, all RIGHTS, TITLE and INTEREST in and to that certain real property legally
described in Exhibit A ('Property"), which exhibits are attached hereto and made a part hereof.
IN WITNESS WHEREOF, this instrument has been executed on
LIDO PARTNERS,
a California limited partnership
By: Fritz Duda Company, a Texas Corporation
its, general partner
to
Fritz L. Duda, President
Exhibit 5
CERTIFICATE OF ACCEPTANCE
Pursuant to the provisions of Resolution No. 92-82 approved July 27, 1992, of the City of Newport
Beach, State of California, I, David A. Kiff, City Manager of the City of Newport Beach, hereby request
recordation of the within Quitclaim Deed, and accept on behalf of the public the interest in real property
conveyed by the within Quitclaim Deed dated from the County of Orange.
Dated:
APPROVED AS TO FORM:
UA
Aaron C. Harp, City Attorn
�24I-117
ATTEST:
Leilani I. Brown, City Clerk
CITY
CITY OF NEWPORT BEACH,
a California municipal corporation
By:
David A. Kiff, City Manager
Exhibit 5
LEGAL DESCRIPTION OF PROPERTY
That portion of the alley, 20 feet in width as shown on the map of Tract No. 908 recorded in Book 28,
Pages 25 through 36 inclusive, of Miscellaneous Maps in the office of the County Recorder of Orange
County, adjoining Lots 1178 through 1192 inclusive, and lying southerly of the southerly line of the land
described as Parcel 1 in the deed to the Griffith Company, recorded March 3, 1948 in Book 1741 of
Official Records of Orange County, California.
Exhibit 5