HomeMy WebLinkAbout2023-04-25 - AGENDA REPORTS - TESORO ADOBE ESMT AGMTO
Agenda Item: 7
1. CITY OF SANTA CLARITA
AGENDA REPORT
CONSENT CALENDAR
CITY MANAGER APPROVAL: TAA,/�
DATE: April 25, 2023
SUBJECT: TESORO ADOBE PARK RECIPROCAL EASEMENT AGREEMENT
DEPARTMENT: Administrative Services
PRESENTER: Keith Miller
RECOMMENDED ACTION
City Council:
1. Execute a Reciprocal Easement Agreement with the Tesoro del Valle Master Homeowners
Association, associated with the Tesoro Adobe Park.
2. Authorize the City Manager or designee to execute all agreements and associated documents,
subject to City Attorney approval.
BACKGROUND
In May 2005, a Donation Agreement was entered into by, and between, Montalvo Properties
LLC (Montalvo) and the County of Los Angeles (County), conveying Montalvo's rights, title
and interest in, and to, the Tesoro Adobe Park to the County. The Tesoro Adobe Park is
approximately 2.26 acres, located at 29350 Avenida Rancho Tesoro, and consists of historical
structures and a wood frame barn. Subsequently, the County, Montalvo, and the Tesoro Del
Valle Master Home Owners Association (Master Association) entered into a Reciprocal
Easement and Joint Use Agreement regarding Tesoro Adobe Park.
At their meeting of August 23, 2022, the City Council took several actions related to the Tesoro
Adobe Park in advance of the November 2022 Tesoro Del Valle annexation. These actions
included approval of a Park Transfer Agreement and the execution of an Amended Reciprocal
Easement and Joint Use Agreement (Amended Agreement), replacing the County with the City
in advance of becoming responsible for the operations and maintenance of the Tesoro Adobe
Park on December 1, 2022.
The Amended Agreement, originally agreed upon by the County and Tesoro Master Association,
memorialized two primary provisions. The first provision granted non-exclusive "Reciprocal
Page 1
Packet Pg. 43
O
Easements for Parking and Vehicular and Pedestrian Ingress and Egress" to both the County and
Master Association for parking purposes and vehicular and pedestrian ingress and egress (see
Exhibit "B" and "C" of the Amended Agreement attached to this report).
The second provision of this Amended Agreement entitled both the County of Los Angeles and
Members of the Tesoro Master Association to joint use of the Tesoro Adobe Park. Under these
terms, the Master Association was obligated to pay the County `Dues' above and beyond special
assessment revenues generated by the Landscape Maintenance District (LMD) Zone T76,
equaling $10.00 per month, per residential property.
While the assessment revenues generated by LMD Zone T76 were and will continue to be
utilized for recurring landscape operations, maintenance and future capital replacement needs of
the Adobe Park, the Dues generated by Members of the Master Association were intended to
support recreation programming of the Adobe Park for Tesoro property owners. In addition to
providing the Master Association with input into recreation programming offerings, the Joint
Use provision of the Amended Agreement also exempted the Association and its members from
payment of rental fees to utilize the Adobe Park.
The scope of the proposed Reciprocal Easement Agreement under consideration by the City
Council has been narrowed to retain language preserving the granting of non-exclusive
reciprocal easements to both the City and Master Association for parking purposes and vehicular
and pedestrian ingress and egress. At their March 28, 2023, Board meeting, the Tesoro Master
Association took action to approve the proposed new agreement.
Under the terms of this new Agreement, the City and Master Association have mutually agreed
to remove the `Joint Use' provision, including the elimination of monthly recurring dues to
support recreational programming previously agreed to and generated by individual property
owners. Finally, consistent with the terms of this new agreement, upon assuming operational
responsibility for recreation activities at Tesoro Adobe Park, all programming will be undertaken
and funded in a manner that is consistent with every other Santa Clarita recreational facility.
ALTERNATIVE ACTION
Other action as determined by the City Council.
FISCAL IMPACT
There is no fiscal impact associated with this action.
ATTACHMENTS
Final Reciprocol Easement Agreement
Reciprocal Easement and Joint Use Agreement - Amendment No. 1 (available in the City Clerk's
Reading File)
Page 2
Packet Pg. 44
7.a
RECORDING REQUEST BY:
WHEN RECORDED RETURN TO:
TBD
Documentary Transfer Tax $ -0-
(Value and consideration is less than $100.00)
RECIPROCAL EASEMENT AGREEMENT
THIS RECIPROCAL EASEMENT AGREEMENT dated , 20 (this
`Agreement'), is made by and among Tesoro del Valle Master Homeowners Association, a
California nonprofit mutual benefit corporation ("Master Association"), and the City of
Santa Clarita, a body corporate and politic ("City"), (City and the Master Association to be
individually referred to herein as, "Party" and collectively refer to herein as, "Parties"), with
respect to the following:
A. Whereas on May 9, 2005, a Donation Agreement ("Agreement") was entered into
by and between Montalvo Properties LLC, a California limited liability company ("Donor") and
the County of Los Angeles, a body corporate and politic (County) conveying Donor's rights, title
and interest in and to the Adobe Ranch House ("Historical Site" or "Donated Parcel") and all
adjacent adobe and wood -frame structures (collectively, the "Historical Structures" or "Tesoro
Adobe Park") to the County except for all rights, title and interest in and to the water and water
rights related to the Donated Parcel, and subject to the reciprocal parking easement in accordance
with the terms of such agreement.
B. Whereas, on May 20, 2005, the County, Donor and Tesoro Del Valle Master Home
Owners Association ("Master Association") entered into a Reciprocal Easement and Joint Use
Agreement regarding Tesoro Adobe Park, a public park owned and operated by the County.
C. Whereas, on September 6, 2022, the County Board of Supervisors executed an
amended Reciprocal Easement and Joint Use Agreement with Montalvo Properties LLC, the
Master Association and the City of Santa Clarita (City), for the purpose of replacing the County
with the City.
D. Whereas, on January 18, 2023, the Master Association, via FirstService
Residential, confirmed the Donor (Montalvo Properties LLC) is no longer an existing entity.
1
S:\LM D\Susie\Agreements\Reciprocal EasementAgreementTesorod elVaIIeHOA
Packet Pg. 45
7.a
E. City is the owner of that certain real property located in the County of Los Angeles,
more particularly described on Exhibit A. attached hereto and incorporated herein by this
reference (the "Historical Site"), upon which is located an adobe ranch house, four other adobe
structures and one wood -frame structure (collectively, the "Historical Structures"). City is
obligated to operate, maintain and preserve the Historical Structures and the Historical Site
described in the Preservation Covenant ("Preservation Covenant") which was recorded against
the Historical Site concurrently with the grant deed (Document #) conveying title to City. By
separate documentation, the maintenance and operation of the Historical Site and the Historical
Structures will continue to be maintained and funded by the existing Landscape Maintenance
District, Zone T76 (Tesoro Adobe Park) previously formed and subsequently transferred to City
concurrent to the completion of the Tesoro Del Valle annexation.
F. The Master Association and City desire to grant reciprocal nonexclusive easements
over and across portions of the Historical Site and that portion of the Master Common Area Lot
(the "Master Common Area Easement Area"), more particularly depicted on Exhibit B, attached
hereto and incorporated herein by reference.
NOW, THEREFORE, the Parties hereto declare that the Historical Site and the Master
Common Area Lot are hereby made subject to the easements, covenants, uses, restrictions,
conditions, rights, burdens, benefits and other agreements hereinafter described with the intention
that the same shall run with the land and shall be binding upon the Parties and shall inure to the
benefit of subsequent owners thereof, upon and subject to the provisions hereof as follows:
1. Reciprocal Easements for Parking and Vehicular and Pedestrian Ingress and Egress
1.1 Grant of Easements. Master Association hereby creates, establishes and grants
a nonexclusive easement (the "Master Common Area Easement") over and across the Master
Area Easement Area to and for the benefit of and as an appurtenance to the Historical Site for
parking purposes and vehicular and pedestrian ingress and egress. City hereby creates, establishes
and grants a nonexclusive easement (the "Historical Site Easement") over and across that portion
of the Historical Site depicted on the attached Exhibit C (the "Historical Site Easement Area")
to and for the benefit of and as an appurtenance to the Master Common Area Lot for parking
purposes and vehicular and pedestrian ingress and egress. The Master Common Area Easement
Area and the Historical Site Easement Area are collectively referred to herein as, the "Easement
Areas". The easements granted herein shall continue for as long as the Historical Site is used in
accordance with the terms and provisions of the Preservation Covenant.
1.2 Maintenance of Master Common Area Easement Area. The Master Association
shall at all times, at its sole expense, maintain the Master Common Area Easement Area in a neat,
clean, safe and attractive condition.
1.3 No Interference. Neither the Master Association nor the City shall permit any
uses within the Easement Areas which materially interfere with the quiet enjoyment of, and access
to and from, the Historical Site and/or the Master Common Area Lot.
2
S:\LM D\Susie\Agreements\Reciprocal EasementAgreementTesorod elVaIIeHOA
Packet Pg. 46
7.a
2. Required Insurance.
2.1 By City. City shall at all times maintain in full force and effect comprehensive,
broad form, general liability insurance that shall protect against claims and liability for personal
injury, death, and/or property damage arising from the use and/or condition of the Historical Site,
the improvements thereon, and/or any abutting public right-of-way owned and controlled by the
city, in an amount not less than $1,000,000 per occurrence. City shall deliver certificates
periodically to the Master Association that provide evidence that such insurance has not lapsed or
been materially changed and the same is and will remain in full force and effect for at least one (1)
year from the date of the certificate. In lieu of commercial insurance, the City shall retain the right
to self -insure all or any portion of its insurance obligations herein.
2.2 By the Master Association. The Master Association shall at all times and at its
sole cost and expense maintain in full force and effect comprehensive, broad form, general
liability insurance that shall protect against claims and liability for personal injury, death, and/or
property damage arising from the use and/or condition of the Master Common Area Easement
Area, the improvements thereon, and/or any abutting public right-of-way, and it shall provide
combined single limit protection of at least one million dollars, ($1,000,000) per occurrence, two
million dollars ($2,000,000) general aggregate. Such insurance shall be carried only with
responsible insurance companies licensed to do business in California. The Master Association
shall deliver certificates periodically to the City that provide evidence that such insurance has not
lapsed or been materially changed and the same is and will remain in full force and effect for at
least one (1) year from the date of the certificate, it being the Master Association's obligation to
ensure that the City always has evidence that such required insurance coverage is at all times in
force and effect.
Indemnification.
3.1 Master Association. The Master Association shall be responsible for all
damages to persons or property that occur as a result of Master Association, or its officers,
agents, employees, independent contractors, and volunteers' fault or negligence in connection
with Master Association's participation in the Activity. Further, Master Association shall
indemnify and save harmless the City, its officers, agents, employees, independent contractors,
and volunteers from all claims, suits, or actions of every name, kind, description, brought for, or
on account of, injuries to or death of any person or damage to property arising from or related to
the fault or negligence of Master Association, its officers, agents, employees, independent
contractors, and volunteers in connection with the Activity.
3.2 Cam. The City shall indemnify and save harmless Master Association, its officers,
agents, employees, independent contractors, and volunteers from all claims, suits, or actions of
every name, kind, description, brought for, or on account of, injuries to or death of any person or
damage to the property arising from or related to the fault or negligence of the City, its officers,
agents, employees, independent contractors, and volunteers in connection with the Activity.
S:\LM D\Susie\Agreements\Reciprocal EasementAgreementTesorod elVaIIeHOA
Packet Pg. 47
7.a
4. Defaults, Remedies. If any Party hereto shall be in breach or default of its covenants
or obligations under this Agreement, then prior to exercising any right or remedy in connection
therewith, the nondefaulting Party shall notify the defaulting Party of the occurrence of such breach
or default, describing the particulars thereof, and shall demand that the same be fully cured within
thirty (30) days after receipt of such notice. If, thereafter, such breach or default is not so fully
cured, then the nondefaulting Party may exercise such rights and remedies available to it at law,
in equity and/or hereunder including, by way of example only, specific performance and
compensation for any damage caused by such breach or default.
5. Rights Cumulative, No Implied Waivers. Each of the rights and remedies available
hereunder, at law or in equity are cumulative, and the exercise by any such Party hereto of one or
more of such rights or remedies shall not preclude such Party's exercise, at the same time or
different times, of any other right or remedy for the same or any other breach or default by the
other Party. No waiver of any right, remedy, breach, default or other provision hereof shall be
implied, and any such waiver shall be effective only if in writing and signed by the Party to be
charged with such waiver. No waiver of any breach of any provision hereof shall be deemed a
waiver of any subsequent breach whether of the same or another provision hereof.
6. Time of the Essence Construction. Time is of the essence of each and every provision
hereof. Use of the neuter shall include the masculine and feminine, the singular shall include the
plural, and vice versa.
7. Notices. Any notice, demand or other communication which any Party maybe required
or may wish to give to another Party shall be in writing and shall be addressed to said other Party
at the address listed below. Any such notice so addressed shall be deemed delivered upon receipt
if delivered personally or by courier service or on the third (3rd) business day after deposit into the
U.S. mail if sent by certified mail, postage prepaid, return receipt requested. If any Party wishes to
change its address for the receipt of any notice hereunder, then such owner shall notify the other
owner of such address change in accordance with the provision of this Section.
If to City:
City of Santa Clarita
23920 Valencia Boulevard
Santa Clarita, CA 91355
Attention: Ken Striplin, City Manager
with a copy to:
4
S:\LM D\Susie\Agreements\Reciprocal EasementAgreementTesorod elVaIIeHOA
Packet Pg. 48
7.a
8. Entire Agreement. This Agreement, together with the Exhibits attached hereto and
forming a part hereof, constitutes the entire agreement among the Parties with respect to the matters
covered herein and supersedes any prior negotiations, understandings or agreements with respect
to the matters contemplated hereby.
9. Exhibits Incorporated. Each of the Exhibits attached hereto are incorporated herein and
made a part of the Agreement.
10. Amendments, Waivers in Writing. This Agreement may not be amended or altered
except by a written instrument signed by each of the then -owners of fee title to the Historical Site
and the Master Common Area Lot.
11. Severability. Should any term, part, portion or provision of this Agreement or any
application hereof to any person or circumstance be held to be illegal, invalid or in conflict with
any applicable law, rule or regulation, then the validity of the remaining terms, part, portions and
provisions hereof and the application hereof to other persons or circumstances shall be deemed
severable, and the same shall remain enforceable and valid to the fullest extent permitted by law.
12. Covenants Running with the Land. The Parties hereto do hereby agree to the provisions
hereof on its own behalf and on behalf of the subsequent owners of the Historical Site and the
Master Common Area Lot, it being intended that the Agreement and its provisions shall run with
the land, shall be binding upon, and shall inure to the benefit of the Parties hereto and each such
subsequent owner of the Historical Site and the Master Common Area Lot.
13. Counterpart. This Agreement may be executed in counterparts, each of which shall be
an original, but all of which together shall constitute one and the same agreement.
14. Supersedes Prior Agreements. This Agreement shall supersede and replace all prior
agreements and understandings, oral or written, between the Master Association and the City
including the original Reciprocal Easement and Joint Access Agreement (Recorded No. XXXX)
and Amended Reciprocal Easement and Joint Access Agreement (Recorded No. XXXX).
S:\LM D\Susie\Agreements\Reciprocal EasementAgreementTesorod elVaIIeHOA
Packet Pg. 49
7.a
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed
by its duly authorized officer(s), agents(s) or representative(s) as of the date first written
above.
DATED:
DATED:
City of Santa Clarita
By: _
Name:
Title:
"Master Association"
Tesoro del Valle Master Homeowners
Association, a California nonprofit mutual
benefit corporation.
By:
Name:
Title:
By:
Name:
Title:
Exhibits:
A: Description of Historical Site
B: Depiction of Master Common Area Easement Area
C: Depiction of Historical Site Easement Area
S:\LM D\Susie\Agreements\Reciprocal EasementAgreementTesorod elVaIIeHOA
Packet Pg. 50
7.a
EXMIBIT "A"
Description of Historical Site
Lot 5 of bract 1 -J in the County of Los Angojc�, Stale f California, as per map re:nrded in
Book 127,1, Yates 7 through 16. inclusive„ ofMisceltan,eaus Records (Maps) in the Cuff-ic,', (if the
tvouniv Recorder of said Counct ..
l-
C:\Dk uments-aTid Settings%espic.P RKStLocal Seainp\Teniporary in«rntt
Fife lC }1R c�prc s as m nt.() C"lit LLAD and HOA),dcc Packet Pg. 51
7.a
EXHIBIT "B"
Depiction of Master Common Area Easement Area
15
C:\Documents and Settings\parkj.PARKS\Local Settings\Temporary Internet
Piles\OLK21\TesoroReeiprocalEasement.sent by County. 4-25-05.002C15-18.doc
Packet Pg. 52
7.a
0
z
d
crw
d�
J
D
O
WU
>W
>�
W tr)
Q o
O
d
CJ � t0
zap
Y N
QNO
a UJ Z
a
W
0
pWU
cr
Q
u.o¢
ZQ�
WOO
Z
W
w W Lrn
m
Wz0
^
cn
LL
U 4 0
Q
oof5t
_
Cl) L�
m
Q
voz
wdm
p
I
O
`o
co
Lo
W
o
V
O I-
U
wa
ZI
�
V)
Q N
m
�C6
T
x
W
LL-O
w
o
Lij
cn
��p W
Ld
V)
J
U
` 0
�� p
o
A VEN1Dq
R AN
i
U
0
U)
t:
m
r
x
Lo ro
W
w
Ln
r LO rn
?-
� L i `n
� Qp
(n
X
Packet Pg. 53
7.a
EXHIBIT "C"
Depiction of Historical Site Easement Area
P
z
w
w
w
c�
Q
z
w
w
to
Q
w
J
Q
U
O
a
U
W
w
W
CO
O
Q
O
w
O
to
w
r
c
d
E
m
m
L
Q
a)
E
N
M
W
O
u
O
L
Q
.0
NNd
LIB
U-
E
V
Q
16
C:\Documents and Settings\parkj.PARKS\Local Settings\Temporary Internet
Files\OLK21\TesoroReciproealEasement.sent by County. 4-25-05.002CI5-18.doc
Packet Pg. 54
7.a
0
ph
ry
a�
W
c�> in
s � o
o a. LLJ
-A,
Q Qpe =o• �o ,��
Y w �� pA,
f-- Q o ..
m ° a
0 U)
`' O
X Ofw
z z
W w— P
Wz ¢ <~
¢< �o
w� �
w
ao Zoo 3
Oa a�
P
IL Z a in xU r
n.Ofz
P w f
•� OQ�
�Zt On
On
L,
LU o
W Z O
U Q O
F
O O O Q-ujw =
II N w ow w w
CKdrn i
Y (C) m
w �
Y
U ¢ O
o
i
X
Packet Pg. 55
TRANSFER AGREEMENT
EXHIBIT C
RECIPROCAL EASEMENT AND JOINT USE
AGREEMENT
HOA.103766657.1
RECORDING REQUESTED BY: COUNTY OF LOS ANGELES
WHEN RECORDED MAIL TO:
City of Santa Clarita
23920 Valencia Blvd., Suite 300
Santa Clarita, CA 91355
Attention: Deputy City Manager
...............................................................................
AMENDMENT NO. 1 TO
RECIPROCAL EASEMENT AND JOINT USE AGREEMENT
This Amendment to the RECIPROCAL EASEMENT AND JOINT USE AGREEMENT
dated May 20, 2005 ("Agreement"), is made and entered into this day of
, 2022, by and between the County of Los Angeles ("County"), the
City of Santa Clarita ("City"), Montalvo Properties LLC, a California limited liability
company ("Montalvo Properties"), Tesoro del Valle Master Homeowners Association,
a California nonprofit mutual benefit corporation ("Master Association").
Whereas, in 2005, the County, Montalvo Properties, Master Association entered
into the Agreement regarding Tesoro Adobe Park, a public park owned and operated
by the County.
Whereas, the City is annexing unincorporated territory including Tesoro Adobe
Park.
Whereas, the County and City have agreed to transfer ownership and operation
of Tesoro Adobe Park to the City.
Therefore, the Parties wish to amend the Agreement to replace the County with
the City.
1. Assumption of Rights and Responsibilities. The City agrees to assume all of
County's rights and responsibilities under the Agreement.
2. Substitution of the County. All references to the County of Los Angeles or
"County" in the Agreement, are hereby replaced with the appropriate reference to
the City of Santa Clarita or "City".
3. Effective Date. The effective date of this Amendment shall be the later of the
following: (1) final execution by all parties, or (2) completion of the transfer of
Tesoro Adobe
4. No Other Changes. Except as expressly set forth herein, all other terms and
provisions of the Conservation Easement remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
by their authorized officials as of the day and year first above written.
City of Santa Clarita Tesoro del Valle Master Homeowners
Association,
By:_
Title:
APPROVED AS TO FORM
By:_
Title:
County of Los Angeles,
a body corporate and politic
Bv:
Norma E. Garcia -Gonzalez,
Director Parks and Recreation
APPROVED AS TO FORM:
DAWYN R. HARRISON
Acting, County Counsel:
By. � A v
Deputy
ATTEST:
DEAN C. LOGAN
Registrar-Recorder/County Clerk
By:
Deputy
By:_
Title:
Montalvo Properties LLC
By:_
Title:
RECORDING REQUESTED BY!
WHEN RECORDED RETURN TO:
Lt�Veri & Seligman
1801 Century Park East, Suite 200
I as Aneeiez, CA 90067
Attn: GaTy E. Leven, Esq.
YMEe���a�YYiYs*:Y�aiYYYlYY��IYYi��iY���a�Yi��e�ll�Y*MYYa�Y■�a�.illrrYIF�7YlYtY�rear�
C7CL7rjjcritary Trar3sfer Tax -0-
iValtie and consideration is Iess than 10Q. 0)
RECIPROCAL EASEMENT ACID JOINT USE AGREEMENT
THIS RECIPROCAL EASE IEN7 AND JOINT USE AGREENIIENT date.
. 2003 (this "Agreement"), is made by and artiong MontalvaProperties LLC,n
California limited liability compajly ("l4jontalvo Properties"), Suricalae;soro, LLC, a
Delaware limited liability comparty ("SunCallTesoro"), Tesoro del Valle Master Homeowners
_4ssociation, a California nonprofit mutual henefit corporation ("Master kssociWion" ), and the
Couniy" of Los Angeles. a hudy corporate and politic ("County"), (loni,alvo Properties..
SunC allTesoro. County and the Master A,.,.sociat Ion to be indiv iduall y referred io hffreiri as" "]P r '
and collectively referred to herein as. "Parties"), with resp= to the following.
A. Monialvo Properties. SunCal,'Tesoro and other merchant builders (collectively,
"Developers-) are the owners of potions of that £ertain real property ("Property"") located in the
ttninr°c r-Purated area of ihe Caufit-y of Lola Angeles ("County"). Developers intend to develop a
ie,sidential community on thy. Property to be known as Tesoro del Valle {tyre "Project").
B. In order to est:jhlish a plan for the development, maiMenance, enjc�ynient and use of
ihr- Vraject, Developers Dave caused Dr will cause that certaiii Ma-stcr Declaration of p j�tablishinent of
Canditions. Covenants and Restrictions .for Te�,aro del Valle (the -Declaratiori`io be recorded
against the initial phase of the Property to be developed and ii is intended that all portions of the
Property will be annexed thereto in the oTdinar�' coufse of development of the P perty. The
Did claranon provides for the formation, of the TesoT-o &I gall- Master Homeowners Association
("Master Association") which shall be resp€nr ible for the management and m;r intcjiancc of the
Project and various portions of the common area f"Master Common Area"), iucivdinp- but not
limited to, Lot 714 of 'Tract 51644 t referred to herein as, the "Master Common Area Lot'). all w,
do sL:ribeti in the Declaration. At; ofthe recc )Min'. pf this Agremunt, the blaster Canton Area l.ot is
either (a} owned by SlInCalaesoro and it is intended that the. Master Common Arta Lot will be
conveyed to the MasEerA6�sociation. or i b) awned by the WTier .Association quid SunCalr'Tesoro has
retaartc l the right to grant the rit�rjexclusive easement over the master Common Area Lot, os
Lip}seribe l herembelow.
1
CADOcurnents arkd 5ettings'+e pieTARKSlLocal Settiatp�� 4" mporaTy lnle.,meE
f= l CJ1�l ?lideciprc►r Jlr sen�ent.{] iif LLAD and HOA),doc
C. County is the owner of that ct, tait] rv� l 171c1pertN- located in the. unincoipomled areas to
the County of Los Angel , more particularly de scribtd on Exhibit A. attached heretc. and
incorporated herein by th is rcJ'erence (the -Historical Site"), upon which i,-� located an adobe ranch
house, four other adob,- miciores and one wood -frame structwpe jealieetively. the "Historical
Stmetures"). County is otil i Qaied to operate. maintain and prese e ffie Historical SwucLures and the
Fli,,torical Site as described in the Prc,�,ervItitrri Covl-- fans ("Preservation Covenant-) which was
reicor&d against the Historical She colicurreii.tdy with die grant deed conveying title io CouilLy. BN
separate docamematibii. the maintenance and operatifin of the Hisloric;al Site "d the Historical
i:ructures wiI I one ma& a part of a landscape and Iightirig act district ("LLAD ) which has orwiN Eye
formed for this purpose and ail owners of Proiect Units (as defined in the. DcQlaration) shall be
assessed by Lhei LL.AJD for _auch maintenance and operation u[ ur in accnrd�nce with the terms and
obli atiori.S Of Riel-1 separatc documtmtav;on. In addition. the Master Association shall pay to the
CoT.inry that p Fnlon of tit, costs associated with the maimermuce and opei-atIon of the Hj!. ti71ieaJ Sit --
and the Historical Strueitur s hi ll are~ 1-10( eoVered by the l L. _ in Lhe. mariner described
hereinbelow.
D. MOntalve Properties# unCal/ esoro. the Master Msociatimi and Couniv desim to {a)
grant reciprocal nonexclusive easements ever and across porrtions of the- Histt cal Site and that
p0nic?rt Of tltc lulatitcr COTtirilt T) Area Lot (tile "Master Common Area Easement Area"), more
pan, icirlady depicted on ExhihiI B, attached lhatio and irie;orporated herein by this refe reiice. (b)
pmvide for dies joint tlse by the Parties hereto of the Histodcil Site and thu Master Commor Area
Easement nt Area, all in acc rrdancc with the terms and provisions of this Agreement. acid tc) provide
for payment to the County by the MasteF Association for that pardon of the costs ass(}ciated with the
maintenance and op: railon of lhi - Historical Site and the Mstorical Strucnires which are not covered
by the LLAD, in the manner descr hed hereiiibelow,
NOW, T1-IEREFOl2E_ the Parties hereto declare that the .Historical Site and the Master
Common Area Lot are hereby made sttbjeci to the easements, covenants, uses. restrictIUMi.
conditions. r0its. burdem, bene.fi(e acid other agreements hereinafter describi�d with the iratntion
that flit Same shall run with the land and shill lie binding upon dic Parties and shall inure. to the
benefit of subse.-q=nt owiien thereof, upon and subject to The provisions here -of as follows -
I , Rrc.i]2rocal Easements_for Parking acid Vghicaalar and Pedestrian Trims area lEggss.
1.t Grant of Fa,�emi=s. SuiiCatfTesorc, hereby creaws. establishes and grants a.
nonexclusive easement (the "Master Common Area Easement-) twe.T and across the Master
Common Area Easement Area tt7 and for the- benefiI of rind as an a ppurten anex! to the: Historical Site
J4oT parking purposes and vehicular and pctjestrian ingress and egress. County hereby creates
establIshes and grants a 'non ex C I wt ive eaaerrienI I die "Historical Site lEasement" 1 m,cr and across;
that portion of the Hisiorical Site depicted on the attached Eichibit C (the "H'islorical Site EasemenI
Area") to and for the ben fit of and as arr appurLenance to the- M ati ter Corn morl Area Lot foT parkirxg
pw poscs Said vehie_nlar and pe de., triari ingress arid �gre�;s. The Master Comm on Area Easement Area
and the HistoricaJ Site EaNernnit Area are cotlecdveiy referred to herein as, the "Easement Areas".
The easements Granted herein steal I continue for as long as the Hhgodcal Site is usi in ac_crrdance
with the terni.s: and provisions of the Prese,rvaLlan CoverharR.
1.2 110aintenance of Master Commpn Area Easement area. The Mauer
}
C-Dacume=nm and Seteiii slespie. '41 1i 5iL al SEifin s%Teniporary Internet
1'iJUs�OL K92? ReciprocalEa rrieni.USC3i6 LL I aiid 110AtAac
Assoclatikm shall at all tim", at its sole Empense. maintain the Master Comrnon.Axea Easement Are
in a cleat. clean" safe and attractive condition,
1.3 No lntcrference. Neither Master,A.,;stwiauon nor County shall permit :mn
uses within the EasementAtea�, which mat�r.:ilIN, interfere with the quiet enjoynimt.of. and access i()
and I -TOM, dn" Historical Site and/or tltc Nlasicr Common Area Loc.
I_ Joint Use.
?.I Joint Use: Histtrrica] Site Jules_ The Master Association inernb-
thereof. a ud Counru shall all be entitled 10 joint use of the Historical Site and the Historical
Strucitii-es located thereon. n] I in acc'utdance `wilth the terms and provisions of (a) this Agreernena. N
the rules and regnlat ions For the Joint ute of the HIl znrical Site (" Historical Site Rules-)- atiached
hercLo as Exhibit IjD and incorporated herein by thii reference: and (c) the Prescrvation Covenant
dricludinLI LheTt-;quirernent that County rnalte ffie Historical. Site open to [he. public oil a regular and
con"nuoul, basis in response to public demand for said access, but in ne) ev nt less titan twelve (1 )
days per year- and as such other Omes by appointment to permit persons affiliated with educational
or anizations, ,professional arel7itc-cttrral associrit3ort, and historical societies Lcl study the .Historical
Structures. Arny.such pudic admission maybe subject torestrictions as reasonably designed for the
protccl on and maintenance of the Historical Struc[trres. Such admission may also he �Nubjeci try a
tea'sonablc fic. The 1-1i.gwrluxal Sile RuIEs, may tartly he amerided by the urtaQimnuw Written consent of
all members of flit; Coordinating Committee. as defined below.
rdinati112 coninli<ttee. County and the —Master Association .shall form a
cort mitte.e c-Canrd inafirig ommittee" I which will. co i-dinate xnd discuss any iiSues which regLiir�
the coordinz don or cooperation of ffie parties hereto; including but not lirniwd to, the sehedufinL, of
e cnt4 and we of the # istoriCi Site, Such Conrdinating Committee will uampri ed of one
member of each of County and the Master Association and shall he formed and govemed in
accordance %vith the rules kInd Criteria established by its, members. Notwithstanding the above. the
Cootdinatin Commitrtee shall have rte power to burden the Master Common Area Lot or Che
homeowners wiffim the Tesoro del Valle Project in any mariner nor to bind any batty to any
obligations. other than in accoi-daatce with the terns and provi.�ions of this Agreement.
2.3 Ki-mienance and Casts ofthe Historical Site, county shall at all tunes
maintain the Historical Site and rill improve:rtterns thereon in a neat. clean. safe and sttractiye
condition.
3. lay mem to County: budgets and Annual Reports.
3. ] The lvia�;ter Association shall pay to the County that poniw of the. Costs asstrciated
with the maintenance and operation of the Historical Site and the Historical Structuves which are not
covE-red by the LLAD, in the tnatiner described hicreinbelov_ Commencing the Inter of both (a)
ninely (90) days after the last date of the month in which the iirsx escrow closir12 With In the Project
occtjs se Laid f o r drat date that the rttcrproti e canter loGaied within the Historical Site 1� to use and
operational and ii dilcumrkg operatin- expert; s (""Dues C.Ommencernem D'Ote"I, the Master
Associatien shall pay to Coamy all initial ainount equal to Ten Dollars 610l ) per month per
5
t-=-%DacumeoLs and Sett inp\e.slri,-.PAR KS Lou a1 8ei filiQs1 T emporary Iwerracr
FrteslOLK92\Reciprm-al ,i',emrrrt.()5C'iTf LLAD and HO.A Woc
Pcojeci Unit das dcftii:d in the Declaration) which iw ;%uhjeci to and liable for- sse wssrnents iri
accurdance with the Declarat on, which amount may be. changed [TOM tune ro ttme in accordance
with Sectien 12 belo,.. but in no event shall eAceed a maximum of Ten Dollars 61 G) per month per
Project Unit %vhich is subJect to and liable for asse,,,smerlts bi accordance �tli thy: Dcclaration
("Master Associatitin Dues LSajbsiidy"j. The initial nitin:tlilr° Master Association fixes Subsidy per
Project Unit shall he hwed on the Proposed Fi.Ncak Fear 20030-00 4 Budget. Estimate included in the
fiulal Engirteer':s Report for LLA DPsinct Flo, 4, Zone 76 Tiesorn Adobe Park (" Budgef"). a copy tat
kvhich is attached hereto as Exhibit E and incorpornretl herein by this reference-, and shall ht=
dc_termir r as fo1lc� s: (a) subtraetirt- the "total District ;have (as shown OR the Budget) from the
Total Expense; (as showti on the Budget). (b) dividing the difference by the riutilber of Project Emit%
wubar t I and liable Far assessrneitts in accordance with flip Declaration on the Dum Ct�mnli�tac merit
Date. and (C) dividing thar aImount by twelve 412).
3.2 County dial l distribute to the plaster A,sstaciailon bar mail, no less than ninery
(90) days before the becirrning of each fiscal year of County. a copy of the prtx forma c)peratirsg
budget for the Historical -Site and a notice of a r qucst cif tiny increase or decrease in stir: M, aster
Association Dues Subsidy. if appli file. to the f rnccoming Fiscal year Lased on the pro forma
operating -budget. The pro forma operating budget shall be prepare consistently vw idl the prior fiscal
year's operating (income) siate_Ment and shall incited_ 4a} an estarvate of all revenue but
not fimited to, reve-nue derived frcrn the LLAD and from all adrnlssirsn and other fees obtained in
connection with the opc�ration of the historical Site) and cxpen*es for the fortliconimi fiscal year,
:find (b} adequate rescrves for coritin +encies and for deferred maintenance. repair. replan --meat or
imprcivetr3ents tO the Hi:siorical Site and Historical Structures, In addition, an annual report shall be
dislribtaed to the Master Association within One hundred twerityr (1 20) calendar days, after the close
crf C ouny^`s .f2s l Year L!omistinc of. (a') n balance sheet as of the end of the fiscal years (h) an
uClerating. (mconie) statement for the fiscal year-, (c) a staterne-nt of changes in financial position for
[he fiscal year. (d any irrformatfort rtquired to be repc)rted tinder Callfornia Crirporalions Code
s clion 8322. and ( e) a revieur )f the annual report for the Association prepare in accerdaac�_ 'With
generally accepted acccountingprinciples by a licenst*e of the California State Board of.Accountwicy,
The piaster Association 4hall have the right to review and approve each year. the pro forma
operating budget acid annual report for the IIisiorical Site, described hereinabove- within thirty (30)
tla}+s Of receipt thereof. in carder to determine whether the Master Association :Ewes Subside for the
f mhcomiiig fiscal year is Fvrther, the Master.Assvciatlon's obligation to pay the masrer
Association Dues ub�Lidy :Tall be contine-ent up011 its receipt Of the. pr0 fiarrrra op,�radrig budget and
annual repan t=h year. as described herein. In the evEnl that the MasiterAssociatiori shall not
approve such pro forma operating budder and annual report. the ?lesser ,A sociation shall gi%,e the
County Witten notice of disapproval thereof. lout shall continUe 10 pay to the County the amount of
the Mac ter A&,;o7clalFor; Dues Subsid-Y for the prier year until sash dispute is resolved; provi&-d,
however, the Master Association -;halI c:ontiniae to Assess its rriernbers the amount of the Master
Association Dues Subsidy included in the disputed pm forma €iperaiinrq budget and. rlt pending upon
the resolt nori of the dispute, either t a l pay the difference of the amounts actual Iv paid 10 the County
and the disputcd total M:i_ t(ur A sociatiorl Dues Subsidy we the Counly. or (b) refund the over -age to
the TnEmN!r who paid it. as appropriate:. Ann dispute aM;ing rout of or in any waY relating. to the
payment of the MasterAssacintio5 Dues SkibSidy or arn- rights and obligranons wtitnined wlihin the
Rec: procal Easemem and Joint Use Aoreermmt shall he r4 �rvl red 5v iudicia,l reference or arbitration
to accordance with Sections 18 and 19 of this AErrernent. The County herehy avree� Char sp Ion- as
n
:';l ccutiie,lrsanti Seatncs'espie.PARKSlL. of Seuitr sNTerripora-�� lwem�l
FiItslOLK92 eciprucalEasement,0_5Oit'LLAD arbd HOA�.cicc
the Master Msocjatior, is paying any dares to tine Counts'. all n:o}nies rep etvcd by t1i e C`otxnty for the
purposes K}i rraarntenarice. reMir. itperatson and adm-rt, iSttr�n of tlae I'IrtitoiacaS Sate lzilC he
exclusiveiv for sucmed
h Pu poses lair the Historical Site,
4, fie aired lris>arasi<c _
4,1 1�V�'l�MB11. C unty shall al A times maintain ur f'tril farce and effect
comprehensivt-,.broad fcann. gcneral liability iTisurancethai +hall protectagainst claims wid hahility
fur perSrmal injurydeath. andinT property diamage arising from the use and/or condition of the
Hisk0rical Site, the improviernents ther�!nn. and/or art'v abuttinv ptbhc right-c}f-wi and it shall
provide combined single liniit prutection of€tt least 011c milhari Dollai-s ( l.fl£N}.fkaD)perucctrrr`erice
t ith a maxint= deductible of Twew -live Hundrv:d Dollani (S .5f?% Sa h insurance shall be
><rried Only with re poatsible in.�Uran a c:o mpa,rties licensed to dobusi�xess as dif rni .Cat ty
shall deliver certificates penodically to the Glister ,9sociation that prowide a,videnace that such
insurance has not lapsed Garb on materialiv changed and the same is and will remain in full force and
effect rot at least ora+e (1) year froja the date of [be certificate, 2t bv�ing County's obligazion io erasure
that the ;t,stet Association always has t--vi+dence rhat such recla_trred insurance' coverage is at all tittles
in Force, and eifeetive. In lieu of commercial insurance, [lie Courity shall retain the right to pelf
insure al C or all portion of its insurance obligatiuns herein_
4_7 B.y the Master Association, Tiae C►�a�rer Ass;�ciaucart sha]]1 at all tunes axed at
its sole cost and e)�,-pcnse maintain ira full force and effec, comprehensive., broad form, general
liabibly insurance that shall prmcct agairtsl claims and liability for personal injury. death. and/or
pvoperry char- age arising From the use: andjor rendition of the Masler Coinrnon Area l asement,4rea.
the improvemrTiLs thereon. anchor any ai,utiing pubfie right-of-w°av, and it shall pro�•ide c�ambii7t_�.d
-single limit protection of at least tie MiIIion DolIars 1' 1.000,000) per occurrence with a maximum
deductible of Twenty-five Hundred Dollars ($ ,500. ), Such insurance shall be carried only with
responsible i asurarice companiti:s licensed to do business in California. The Master Assoclaiiori shall
deliver cert%r^acates periodically to County that provide evidence that such insurance has not iapsed Or
been rnaateriA y changed and tht= Larne is ud wFi I retrials irr full force and effect for at least one. (1 l
vcar from thedateof the c,::nj ac:ate. 'it being- thr, Master Association's obligatlrrri to eiisure that
Couniy alway,% has evidence that Stich required Mszuratrce CDvera-e is m ;all time,, in Puree and
effective.
5- Indernraificadon, Ench (If the Pard e-s hereto hereby iindernnifies and agrees to
forever save and bold harmless the tither Parties hereto,.. and ilicirrespective officer;. agents and
cmployees from and against any and all damages. elairn.s., losses. dernands, casts, expenses
I including reasonable attorneys' fees acid casts), nbli2atiohs, liens, lizibilities. trtatiom, and causes of
action. ffireatened or actual, which such other Party or Parties may suffer or incur arising direrdy or
rnelirectly with respect to any Party',s obligations, pursuant to this Agreement.
6. Defaults. Rernedies. lf=y Pam herew s hat I be in breach or deftluh of its covennnt,s
or -vbligaitions under. this Agreement. then pnor to exercising any right or remedy in ci;anrtection
there ith. the nondefaultirog Rang shall notify elic dcf L. lajng iarty of the occurt-eTice of such btrach
or Ofault. describing the pariiculars thert'of, and shall demand that the same be fully cured within
tMay° (30) days after receipt of such notice.. If. Lhereafier. such breaeh or default is not No [idly r.
C: \Do cumem,s and eiiltles'Cspie.PAR KS1Local Sett€ng!fTemporsry Internei
File, {O.Y,;)3lpeci.procalEs;sL!rtiertt_1)5C_� if CLAD and HOA j,doe
cured, then the nandef-auhing Pany may exercise such rights and remedies available tc it at lau, in
equity ancllar hereunder including. by way of example onl specific performance artd compensation
for MY dag, age caused by such breach or default.
7, Rights his Cumulative. No Implied 'aivct—x_ Bch of the rights and remedies availabic
hereunder. at Gain nc in equity are cumulative, and the exert ise by any such Party heretc) of one or
more of.such rights or remedies shall nest preclude siuch Pany''s exerciwe.at diesam-etimc ter different
times. of any other right or remn !d' fair the :wine or any other breach car defatili by the cLhciTiny. No
Waiver of a:3V right, remedy. bread. default or other provision hereof shrill be implied. and anvsuch
waiver -shall be effective ont y if irr &Titing and signed by the Parry to be charged with such W"liver_
No walver of any bre-ach of any pro vilsion hereof shall be deerned a waiver of any NjAk-equent breach
Whether of the same or aitcither provision hereof.
. Time of the Essence- C€ nstrupLion, Time is of the essence of each and evr.Ty
prop i iort hereof, Use of the neuter shall include the masculirte acid fminine. the singular shah
include the plural, and vice vers
9. Nati s_ Any notice.. demand cr other communic .lion which any Pasty may be
required or may wish Lo give to another Party hall he i.n uTidng amd shall be addmr ;Sed to said other
Part- at the address listed Any such notice so addressed shall he deemed delivered upon
receipt if delivered personally or by eerier serVice or on the third (3rd) business day after depes-it
into -the U.S. snail if sent h3� certified snail. pastage prepaid, re€torn receipt requested. If any Pa ty
fishes to Ctange t_� address for the receipt rof any notice hernnde> <. then such avvmer shall notify the
tidier owner of such address change in accordant with the previsions of this Section.
If to Montalvo Pro erdes I I C:
Momalvo Properties UC
3600 Birch Situ~: t. Suite 100
Newport Beach, California 92660
Fax: (94 ) 96-3-9010
Attention: Tim Collins &John Evam
with a copy to'
Leven & Seligman
1900 Avenue nue of the Stars
i'i, Floor
Los Angeles. California 90067
Fax- (310) 4-3- 353
Attention. Cary E. Leven, Eq.
If to SanCallTesorm:
unC'al 'e-soro. LLC
5109 E_ La Palma Aveime
Suite Li
Anah6m. California 92807
Q
C-Doc ijiiejw, and Set, I sg*�4spiL�_PARKSq m l Sell Internet
Fi ll ,;� Oil.K92' ReciprDealEas,,,mL iit_P3CI If LLAD and I IOA o.doc
FLXx (949) 93-6731
Attention: Mice Elieff
with a copy to
SunC di7esora. LTC"
11601 Devonshire Blvd,.
Suite 116
Chatswonh.. aliforni:� 91311
Fax: (1 8) 7 i2-1U67
Attention: Frar►i- Faye and Bob Bargain
and -
Foss, Cook Thel LLP
5 Dove Sircet
Suite 450
Newport Beach, California 92660
Fax. (94 ) 720-1508
Attention: Bruce V. Cool, Esq,
11' to counw,
Los Angeles Courity Departmcnt of Parks and Recreation
455 South Vermont Avenue
Los Angeles, CA 9W2O
Attention- Tim Gallagher, Director
with a cbpy to:
If to Master Association`
Tesoro del Valle Master Homeowners Association
cla Merit PT-OI)ertY MartaAement. Inn.
25910. Aee-r o Street, 0200
W;sion Viejo, CA 92691
Attentim- Kathy Zechrricisier
10. Entire Agreement. This ,Agreement. top -ether with iheExhibits auatched hereto and
forrnin� a part hereof, constitutes the entire agreement am ang,, they Panics with respect Lo the matter
covered herein and per -,des any prior ngotiatim. understandings or agreements with respect to
the matters contemplated hereby.
11. Exhibit4 lrxcoTporated, Each of the ExhihiLli attached hereto are incorporatedherein
and made a parE of this Aipree mcnr_
I?. Amenrlrnentti, V,raivers in Writing. This; Aoreeaneni rna►„� nett he anierttied or altered
7
C-= Docwrrmis and Seuln �espk-PARKS1Locai SettirtgslTE!mpnmry Internet
ife C]�f lf2c�� �'c ca3 sernenk_t {�t MAD 2ind HO Ooc
excepel by a uTitten instrument signed by each Of the then-ovwTlers offee title to the l-lisiofical Site
and the MastP-r Common Area Lot:
I . Sevverabilit . Should MY tern.. part. portion or provision of rhis Agreennent or an'4
application hereof to ony per"on or eircutnstarice: he held to be illegal, in vn Iid or in contiiet kvith anv
appli bl= law. mate or rcgulatiear. there the= validity of the: rerna' 'ng terms, parts, portions and
provisions hereof and thc4applicallon hercc)f to other persons ear circumstances shall bz cleecne d
sevcrable-. and the s�me shall remain enforcejahle and valid to the fullest exi,-at permined by law-
14, Covellants Rain tirtg with the Land. 'rhe Panie-s h�--reto do Hereby agree to the
provislorj� hereot on its okl,,n behalf and on behalf ofthe subsegta t owners of the Histoncal Site and
tleu Master Common i7t% Lot, it being intended thz this Agreerrmpn[ and its provis ons shah naa +with
the land, shall he binding upotl, and shall inure to the benefit of the Parties hereto wid each such
stibsNUMt tt)Nner OF the H i-sLorica] Site and the Master Common Aria Lot-
15, Countemart, This A grceme nl may be eMxecutM in c ountcrparts. each of which shall
be an odg mall, but all of which Iogezther shall .ons,titute one and the sane agmeetr nt.
16. Judicial Reference. Any dispute arising out. of or in any waNr relating to this
Ag e:menz shall be resol►i�ed by judicial re-f ence or a-,b ratiati. as described in 5e}e~Eimi 17 below.
The same hall be governed by and be conducted in ac cordartce with California Code of Vivid
Procedure Seclions 638 through 645.1 (aN amended from time to tune) ak" well a tire} following
provisions:
16.1 Thi'-proceeding shall bevkougl tandhesld in the'Courlty is which the ProTectis
located tactless the: parties agree to ati alternate venues_ The parties shall use they proc cdures adopted
by the Judicial Arbitration and. Mediation Sm,ice. fac.lEndispute r"jAN. -LS"i for iudicial ref�!rerree
and selection of a referee,
16.2 The; parties steal I agree upon a single referee whe shall have the. Power to try,
arty anal, all of the issues raised (whether of tact or of Law) which may be pertinem to the niatters in
dispute and to ftiw-Lie a statement of decision thereon to the cirtun Any dispute regarding the selection,
ofLhe referee shall be resolved byJAMS. Th.. referee shall he authoTi'zed to ptovidte all remedies
nvlilable in law or equity appropnaie under 'be circu tanc es other than punitive damages and the
referee may rec]uij'e one car mare pre -hearing confe;rerice s. Th parties shAl promptly and diligently
cooperate with each oiber and the referee and perform such acts as mas, be necessary fear an
e,xped tious resolution of the dispute,
16.3 The parties shall be entitled to discover+.•' and the referee; shall oversees
discovery and rnav enforce all discovery orders in tine same rncmrter as any trial court judge:. A
stenographic record of the iThd shall be made. provitit:d that the record shall rvrn:iin confidential
except as may be necessary for posi-hr.aTinE mmIom ;arid appe Ahi if any, The referee shall have the
aiiihority io TuIe on al I post -hearing rnotitreis in the same maiiner as a trig] judge-
16A They referee`,, slratement of dcc:isiore shall contain findings of fact and
conclusions of law to the extc nt applicable;- Said statement of decision upon all of the issues
considered by flit repo-ret Shall he binding t pern tyre parties and- upon filing of the sulletr ent of
C--�DL}cnriicriu� and SeTtinEs'wspie.PARK'kLw.al SettingslTemporary 1nternce
File\OLK92%Rt:ceprc),�;xlEase:mcni.OiCiiIf L.LAD and H A7.doti
decisi zt with The clerk of the court or With the judge where tlii*re ij, no clerk. iatjgmeiit may he
emered (hereon. The decision t�,f the refers s-hall be appealoble-
17. Arb itraiioTi- Any dispute arIsirig out of or Tn anyy n', relating to this AgreemenL shtalI
be resolved by judIcNil reference. as described in Section l; abo-ve. or - rbiTranon. as described
1ie.r6nbelow, If a,ucjj partr%s elect to utiiTze arbitration To Setif or r%olye, such claim car &,pure, -die a
the arbitrmiion she l be conducted bi accordance with the fvllowiq plavisims=
17.1 The claimant shall be rl�sptaMSiblc fot� paVingr the i1liti.ril fees and vests, The
arbiTrator(s) slrall ttltirnaTely deLerrriine. however. which of the parties sha.il be liable for .some or all
of the costs and fees of the arbitratitiri including the initial acid ongoing fees. aild costa.
17.2 The; arbitrailon shall be administered by a n+e ral and impartial peen (the
"uilmmistrator") ' eEiorted by the party respOr�sibie for advancing the mitial fees and costs pursuant
herew-
17-3 Cane { 1 l Or more (but 130 more than Lhree. (3) aeutraI and impartial individuals
shall serve as arbhratortsl, aTid they shall be selel,:ted and appointed by mutual agreemr _- t: of the
PM-11C:S %with nzjjx (60) &vs from the date of the admirtiKttatur's receif)t r f a written requcv i from a
party to -arbitrate the claim of dispute. In selecting the arbitrator(s) and thth admintsirator, the
provi%ions of Cali forma Cade rrf Cavil Prveedure Sec eion i 2971 14 as amended from time to time?
shall of ply. An arbiitratcrr or an adrnmi-:ctra;tor may he challenged For any of the g oLmds listed therein
Or in C'GH(mZia Code Lst` CiT'ff Pr redure 5eej c)n 1297,124{as amended from tinie to rime).
17.E The vemle of the arbitration shall be wit iin the County ut-tless ncc parties agree
iti fiOMP_ ether IOcation,
17.5 The arbitration shall be conducted iu accordance with Lhe Mules wid
Rcgulaticm� of JANIS.
17.6 The arbitration shall commence and be concluded promptly and timely in
accordance with the miles applicabi+c thereto, bur if said rules do not spccify, and the parties e3uiot
otherwise agree upon —a corrtmenccrr enj daze, then the aTbiirawr(s i shall fig the sa-mi-_.
17.7 The arbitrators} shall have the authority to provide for all recognized
rerncdies available at Ian+ iri equily and hereunder for any cause of actlon which is the basis of the
arbitration. The arbitrator{ ;i ;1ta11. hawever, base any award and/or final decision on the Lem. is and
provisions of this Agxement, if applicable, and in any event they shall endeavor to fohow the law
and judicial precedent which a Uriize+d Stater District ludg� sitting in the Cmtral District of
California would apply if the dispute or claim was being lit-igated in suchcourt, provided- however,
that nothing i_-Ontairied herein shall be decined to enlarge the grounds for vacating arbitral awards
evert if. despite such endeavors, the arbitrator( s ) fail Lo ct}rrZctli' follow+ applicable law-
17.8 The parties shall have the right to discovery to accordance with Cahji)rnia
Code q1' Civi? Procedure Sech)n 1283.05 (as a mended from time. To Time).
9
C: ncumems and Sittir)gsliespie.PARK-S51:= I SeninP-s\Temptarary lnterTiei
Files4OLK92eciprocalEaseineni-05C(if LLAD and HOA).doc
IN WITNESS WHEREOF, the Panies herv.o have caused tilis, Agreemr ,nt u) be exeruted b
its duly authorized ofl iceri sj, agents(s) or- rcpresenwive(,�) as of Lhe date first %kTitten above.
DATED: MONTA.I_VD PROPERTIES LLC,
a Califomla l rrmited fiahii ty company
M.
Name: Jo:�eph D, Clougherty
Title: Mamging Member
Name: Bernard J. Clougheny
Title: Managing . enibe-r
DATED: `County"
By:
Name:
Title:
10
C'4.T34rcuments-zind Settirs s'',e. ieePAl S tea] eaingsVrernporwy Internet
Fikes\Ol-K.9!%Reciprm,tiEv sement.05C(if LLAD and HbAl:dic
DATED: SUNCAL / TESORO, LLC. a Delaware
11mitEd liability company
DATED:
By: SC .Acquisitions. Inc— a California
corporation member
By.
Name:
Its:
By: LB 1 Lakeside Capital Partners. LLC_ a
Delaware limited liability Company,
Member
By:
Name:
Ifs:
"Master As sociatiuif'
Tesoro del Valle Masiex Horn6ownerq
Association. a California nonprofit mmuni
benefit m-poration
By.
Title;
a Y:
Title:
Exhibit,,:
A, Description of Historical Site
B, Depiction of Master Copt mmi Area Easement Area
C: Depiction of Historical Site Easement Area
D: Historical Site Rules
E: Budaet
11
CA)ccumenr,, and Scumg,��V['C°mpuvary ]ntemel
l'ilt.sOLK.�)2�Re-ciproc,a[L-isement.05C(ii'LLAD znJ HOA i.doc
STATE OF CALIFORNIA
ss.
COUNTY O
(ail . hefnre me. the Lindens IR red, a Nowy Public in and for s lid
Mate. Personally appeared , peTsarialIyr kiii -a to
ME (car proved 10 me on rh,e basis of.satisfactory evidence) Lu be the persons) Who-ge nsnie(s) is/are
subscribed to the within imirumem. and acknowledged to the that he1'shelthey executed the :;ame iri
hislherltheir authorized capncity(ies), and that by hislhfritli�:ir sjgnatures on the irrstrurrtent Lhe
per:;on(s). or the entity upon behalf of which the person(s) acted, e-xecuted the instrument.
WITNESS nw hand and official eat.
Notary Pubiic in and for said Mate
STATE OF CAI _ C FO R' LA.
COUNTY OF
n , before me, the w3dersig aed, a Notary Public in and for said
tflt , persa RliyF np ieare[i . p Onal Iv known to
rite (or proved to me on the bash, cif satisfacto y evidence) tct.be the person (s) whrise name ) iVare
subscribed to the within iri5truMr -'nt, and acl;nmvledg,ed to me that helshelthey exec LjEed the same in
his/her/their authorized capacitrri ies}, and that br -- his/her-Aheir signatures on the instrument the
Personas). or the entitu upOlt behalf of which the Person(s) acted. executed the iras omen.
'%VITNESS my hand and official seal,
Notary Public in and for said State
12
C-Oncuni ntq and SettingAespie.P'ARKS' Local Selfin.gffernpomFy Hemet
Files1OL ' 2%R ciprocai �iemenr,{)5Ciif LLAD and HOA).dnc
St1BO12D)!]VATION BY LENDER
The uncle rsigned ("IAnder") is 01ecurrem 0wnerofand benef2cian' under that certain deed
of trust dated (the "Blanket Trust Deed-), made by � as trustor to
. as trustee. than was recorded in the Official Recorck of Loi Angeles ounry.
California, ate as ir�strttm"I No. � and creates a iicii against the Fill in
piaster Common Area L-ot or Historical Site, as appropriatel.
Lender clues hereby. (] � consent to (:ach and all of the provisions contained in the foregoin
Agreement to which this pace is appended and of which this pale is ri patt ttngerher wad all
amendments, MOdificationS. supplements atld replacements thereof` or Lhertglo whether now or
hereafter madc. collectively, the "Agrwent"}; (?) agree that the lien and charge of the Blankv
Truss Deed shall bc. and is hereh}- made. w'bject. subordinate. and janior. in all respects. to the
Agrecjn�,-nt, which shall be remaia at all times unconditionally prior and superior to the lien and
charge of the Lilanket Truss Deed: zn€l (3) atInourledge and agree that rise Blanket Trust Deed and the
instruMoll Q � r ejr i dencing the obi ic alions secured thereby sba]1 ire appropriately marked arld endorsed
ci
to reflect the subordination effected hereby.
Execmed by the duiv authorizad agent(s), eff ceT(s) or representative(s) of Under a� of the
date first writteri above,
13
t Doctirnents and Seuinzslespie.PARK lLacal SetcinpATemporrin: lmernve
ikes Cll t �pracallvas tens. C if L.LAD and HOA'a_dnc
EXMIBIT "A"
Description of Historical Site
Lot 5 of bract 1 -J in the County of Los Stale f California, as per map re:nrded in
Book 127,1, Yak 7 through 16. in6usive„ ofMisceltan,eaus Records (Maps) in the Cuff-ic,', (if the
tvouniv Recorder of said Counct ..
14
CADk uments-wid Settings%espic.P RKStLocal Seainp\Teniporary in«rntt
Fife lC }1R �prc s as m nt.C) C"iit LLAD and HOA),doc
EXHIBIT "B"
Depiction of Master Common Area Easement Area
15
C:\Documents and Settings\parkj.PARKS\Local Settings\Temporary Internet
Piles\OLK21\TesoroReeiprocalEasement.sent by County. 4-25-05.002C15-18.doc
f
EXHIBIT 71B"
MASTER COMMON AREA EASEMENT AREA
84
D RECIPROCAL EASEMENTS FOR PARKING AND VEHICULAR AND
C PEDESTRIAN INGRESS AND EGRESS PURPOSES FOR THE
BENEFIT OF LOT 5 OF TRACT NO. 51644-05.
SCALE 1" = 150'
DATE: 5-7-03
W.O. 5093-23-04
LOT 6 OF TRACT NO. 51644-05
Z M.B. 1273-7-16
O
�O
(�K
X: \SURVEY\51644\EXHIBITS\DWG\HISTORCAL SITE EASEMENT EXH B.DWG
EXHIBIT "C"
Depiction of Historical Site Easement Area
16
C:\Documents and Settings\parkj.PARKS\Local Settings\Temporary Internet
Files\OLK21\TesoroReciproealEasement.sent by County. 4-25-05.002CI5-18.doc
EXHIBIT "C"
RECIPROCAL EASEMENTS FOR PARKING AND VEHICULAR AND
PEDESTRIAN INGRESS AND EGRESS PURPOSES
%,Q A
a
• s
s,76 0,
R
SCALE 1" = 100'
DATE: 5- 7- 03
W.O. 5093-23-04
LF`
O
..9
TFS
\
O
RECIPROCAL. EASEMENTS FOR PARKING AND VEHICULAR AND
PEDESTRIAN INGRESS AND EGRESS PURPOSES FOR THE
BENEFIT OF LOT 6 OF TRACT NO. 51644-05.
X_\SURVEY\51644\EXHIBITS\DWG\HISTORCAL SITE EASEMENT EXH C.DWG
LXi BIT 6*Dl*
flistori"I Site Rules
1. The Coantv-shall opermc and maintain the Mirorical Site in :a mamler.appropriale Ica public
site [hot is located v-,ithin a residential neighbor -hood and acl aeem to a iecrc�atir5r�3i faeility. ''ITae
County shall iw1her operate and mainiairi the Historical Site in accoi-dance with the Presm,ation
Co- enact. including but not 13rliled to. keeping the Historical Site opera t{, tkie! pUT arc nri a regular
Er
a u] coniinrao s hasin response; to public dL27jaiid for siiid access, but in no fweiit less lh-au ivrkAve
(I?-) days per year. and ai 5L1rt1 i Hier tianic< ltv appoiinttrient to hermit persons affiliated with
educational organizations. professiolarrl arch itr-ctucal rassociatioQs and hsstoricaI socitLies to stude' the
Historical Structures_ Anv such public admission may he subjecE. to restrictioris as rea nabl}
designed For the protection and maimeriance e� the Historical Irractures_ Such admiissiori may also
he subjec E 1 o a reasonable tee. as determined by the County: provided, however. That such admission
fee �ha] 1 be: waived For rnerrmbers Of Lhe Mas[er Association {" Hoaneowners" ). These Hisioncal Situ
ule.s are intended io be evolutionary to facilitate a higfn level of maintenance and preservation of 0
unique historic resource.
2. The County. iri consu l[atiOn with the Coordinating Conunlitee„hall be responsible tt1 prepam
and munitorr zm ai>ttanual master calcndx- and to locate* and assign equitable use of LhE ft-roriwcal Site
h,Y the Masier Association and the public. hicluding but ijot I roiled to. educational and eulrural
insiitutions, filming compnnies :trrd private parties. in the event of canflicts prier ro the :actual.
booking f au event. the fallowing uses .shall have tMt- following prion.l - Ehe into*.rpnetO c center shall
be opera to the general pub] is on the first Saturdziy of every rondo, between 10:00 a.rn- - 5,00 p.m.
rind this irse shall havtc first priority duriirg this period of Lime. The Masw Ass€xcifttion and
IIomeowners shall have Tint pl-IonIy for use d.urin0th r Peru Omof the week&ids-. the WiIIinm S.
Hart Lhiioo Rigln School District shill havsecond priority for use duffing other pxtlori� of the
we, lice nds. but shall have first priority for use durum [lie week far educational programs. and other
}list ricallcvlturalevents shall haivc third priority,
3, The.C(�=ty. in c onsult'atiorn with the oordinating Committee, all Lab fish a Iist of other
acceptable .-2ld �'umpatible uses and specify the_ days. limitations and tunes when appi-opr ate, such
as: Cultural Evcnl--Music:. Recitals. Leeturn-, Etc„ Fundraising Evr ats, Educational Classes otus;
Celehrations-Rec, ptions- Pinies, Etc.; cnm"nercial eMures-tvlovic: Produr:taon. All persons or
waratities that shall be. a]Iowed to use the blisEmlcaI Site. ("users.,) shall be su'biect Lei the tm-ms anti
PTOVisicnins of tine Historical Site Rules.
4. In :scheduI] ap, and establishing use rif the. Historical Site. the Ccsainly. in consultation with the
CuGrdinming Conmiiaee. shall take reasonable measurts to ensure ihai disturbances to the.
Homeowners are. mirnirnizt!d, This includes. but is Tacit limited aaa, placim2 restrictions anchor
hm-1ixion-s on inoise. trifle, IiouTs of operaiiov, ambient light a -ad parkinZ.
5. Occupancy Limits will he established for each specifiic use. such a�- Main Ranch Howe
viewing liraiie-d it) thirty i30'l people_ Occupancy of all other areas of ih- HisLo iczj Site shall be
limited to the at,iourni a]lowed in accordance with the local municipal codes_
e,- All chifdren niust be at:companl ed by an aduIi ni a I i tunes.
CAD and Soh i ngsiespie.PARK 'LocaI Seuings17'i�mpormr ' Intemet
Filt ,�EOLI 9`�1ReciprDcaJEasenienL-o CI if ILAD and TIOA'0o
7 A reasanahIe RtmlaI Fee. C16an-up Fee_ C.ocrrdMatiOnJOperati0na] Fee and Security Depn ilI
shatI he chargedi for wt ,- of the 1fiSIGN Cal Site 10 thV amounts to be. dt.icr line{ folla�t se
a. The Master .Assoelai_ion and the Homeowners �tiall e cxerri�rt from pa�'nlert of tli�
mental Fee,
b. The Count shall lie -entitled to a waiver of Lhc Rental FeL. ftrr tvAFO e� ent4 per year.
e. All fees may he waived for intci-pretativeledu all'onal uses.
In addition to t1ie above. a fee maybe ctiarr ed for sigecial security Rrrd/or valet park. in, to
tnicicoatc park- inzo= confHcts, if it is delerml n �!d by the Coung+ that such fees ire recess irv.
All Sees will he reviewed aTinually and revised. if appropriate.
S. prior to the rental of the Historical S ite- by any User, such l: ser shad be required to re a€i and
appToveart writing, the regulations and restxictiorts for use of the Historiu al Site. incluft6 but not
liraitl to: `
a. li mits and restrictions for noise abateortent (i.e_ use of amplified music andltnr public
a€itlr s systemsl, tF.JfjjC, 110urS of aperation:and ambient light,
h. clean-up regu rernimt5. including but riot limited to, removal of all trash
,c_ Security° and Safety lnstmctions, the prehibitian of use or enin- onto the property of
the MascerAssocianoii and the HOrrtco hers,
d. The hours of operation of the -Historical Site shall hggin no earlier than 10.f1UPM and
shall end no laier titan i 1=li } PM on Friday and 5arurday and 9:30 PM on Sunday —
Thursday;
e- (.)se of caterers from list approved by [he County.
f. Qthcr roles of conduct.
. Obtaining parking permits for the User's guests:
9; Certificates Of Insurance anti additional insured endorsements rrtav be rr-quirc-d by certain
Usen iiti an aMottrtt t)f coverage to be determined by the C'ounty. In addition, each User shall be
required to execute an indemnification agr,cerroent indemnifying and holding harmless the CoLmty
and. the ]Aaster Association from and : gairist any -anti all damaaes; Ulairr�s, josses, demands. casts.
eXpenses (416udinn rcaasunabk attornew' fees and costs). utrli galioros. I ierks, liabilities. ac tions artd
cause:, of action. threatcned or acru-id. which arise direcdy or indirectly with respect to such User's
use of the Himr ca:l Site.
10, There droll be no ovemighl parking wilifin die HistoricaI Site or thu MI aster CarttmDn Area.
Laselnen° Area,
H. Any operation. use and/or repair of the historical Structures niust be i:onslm nt with the
reguirernent ti, preserve tl�eirhistorir:al �haractet: No pertr�rtt�+�nt t'han�es or atls+eraltt:rati�aris olthe
hfstoric:aJ Structures may he made unless in i c:unfomi nce with the Secretary cal' the 1mL-'Ws
Standards for J ehabilitatiOTJ_
1s
C"SLra LIMCF)isRT1d SeltIn Aespie. PARK SiLocaI SeaingNTErli pnrafnl Imorw;l
t=ill*si L_K `?! i rn alF.xts itt nt;i '(it LLAD and F OAj.dcc
EX MI i "E"
Budget
19
:1Dacumenxs and et[inos\e5P e-PAR SIL(. ,cal SeubngslTcmporai)� ]n4mel
EalesiOL 92\RecipracalEasemen1.05C(if LLAD an HOA}-doc
SOARQ OF
SUPERVISORS
71p,+ 353M 147I1t& OFFICIAL COPY
COL'N'TY OF i-OS ALNGELES
REQUEST FOR APPFlOPRIATJON ADJUSTMENT too. ' 600 Yet
DEPARTMENT QF Parks And kecrg�ation Fef�rssary 2XW 2005
AvDi TP R-CO NT ROISLE R
-rHE FOLL6wING APFROPWATMN AWL]STµENT- iS D€r_MrT3 NECE.55ARY by 7-HIS OLPARTMENJ rLL Y$aC]R
-YOU PLEAE RCr AS T(7
AL`CQLl h{Tf{*! ALYGI AVA�zA$L�E L3AFiA.hLC �a A�lQ FORWARD Yf] THE CKfEF d. Li F7Llw
hl_4T r;q T�L' 0FFICEF2 Fa3#i LiiS- ti'ECC#'1 ME ESv f7,STlc9'9 C}R
ACTION
JILDJUSTIMENT REQUESMD AND REASONS THEREFOR
FINANCIAL SouRC :
Tesoro AdCbe ,Special F`unc
Revenue: Operating ^ararisfer in
CAS - PK - 40530 - 9= 6 } e j I[ C
$11, C a . 00 Increase Revenue
Tesoro Adobe special Fund
RevLt,nue : Reimbursement of Expense - EM
CAI - PK - 40530 - 9,846
$41 r COO— W Increase Re; eni)e
'Pesaro Ai3pbe Sper_ial Fund
Revenue: Donations
CAI - FK - 40530 - 9686
$85,000.00 Increase Revenue
FINANCTAL USES-
Tesoro Adobe Special Fund
Services & supplies
CAS -EAR -- 40530 - 20DO
$I37,00O.00 lnCreaLse Appropriation
JUSTMCATIM: To establish and ,provide appropriation for the operation
and Maintenance of the park.
REFERACD TO TP19 CKIEr ACTION
AvMLHLSTRATNE OFFLCIM MR— f/
y R9G0MMENL3ATI0N
AL1 MITOR-r-ONTROLLER
No- ,
53
Ld. 60 - Z.I._ A 4 -a,,
C) F L ra -rr-L "e, J�,r Q r
A,PP OVFG AS RE UE5TEH A3 FiEVISF-D
CH F'Fi4L7 O*T 7f+vr @fFl CR
A.P'PRCi:V�CF i A.6 Rryi rocip) r 19
00AM0 CIN SUPER11 ORS
ex
M
bA'rhrijgrr' t-
T"or* kdobp Psrk
"eded Annaiatl UPerat N ExDenses and Revanue
Fiscal Year
20CLS 24C
:2
2000-OQ
Mg-1
rvfp, 01 Aasesmble Ei}Us �LLAt))
Assn5sm"i P41 F;VU
131 Ag5essablo Property unis
927
S 57 M
707
12W
S 59.OG S
3}
1.4Cllj
a31.016
t.l;rJC`
1.575
5 6;.20
1,077
1,791
6541
1,4:a
1 7qi
S $7.70
1.153
1.791
70-4j7No-
t,1S2
OMratifM FteQulrOMEPnts
S?Ir eb Emiovrse Baamms
Spry s '0, SacpLIies
LLAD Re5enre
UAD Adrrm5trabon
Total Gips Ung Requ110tnarns
Financlntil SdurceS
LL4p iPriur Fear End Reserve
LLAD Benefit Assassa en
Vaster Aa5 dTjOi` Pat?nsn'S
Or*-Tume ClDnration
1nlereV
ReAlal aNd AOmissian Fees
Total Rmancing Sources
PrOjM@d Mt County C DSt Requlmd
Ave"& Nat M.Yurity Ceet
41.OLC9O
ts?.DW
771-t
i75:9O0
179.OGQ
5�='i.t}y.�
1'89.WD
28.0W
108.000
110,M0
1 v 4.QW
117,OGC
E22Mz!
125.o 11i
22
S
30-000
5 38.OM
S
42;WC
I
44,C
S
5!.IJW
S
53,0m
1 t,DOO
27,000
31.446
3M.O i£1
.37.000
39.CC(1
4a;,0pp
5 100.0 *
S
33 WO
5 3dg,000
3s5,Ct49
S
382.O+ D
5
3?aa.D+ O
5
bCr7- Wo
5 3,S4C
S
9i,CM
5 SUM
42,DKI
S
49.0m
S
F�1.009
S 53,004
$
71,C (3
S 8,S.Of>3$
-ppfl
S
117,00
5
.2i,coo
5
125-CH6O
21,OGC
:GH.G
7211,L}pQ
12'4-000
129.000
`32.00ij
133,Ob47
85-OM
3,t?f}0
2,,OCO
2.000
2.00G
ZQGC
3-GOC
3-I}D0
,04C
2,+7t)U
3.0130
3-Qw
3.{j u
3.000
S 162'02D
S-2717GO
S 239:COO
S
269,DDO
5
293.DGO
S
314.CCG
$
320-000
SS w'29-"
1
-t-rob
3 101OX
S
KODO
S
80,900
$
61.(W
5
97WO
rOOV
,4ssu.rnes t OOMy takers Mrze:srt,P of remark as Pr M.rrrcrl 2M
ASMO P� CPO of 3.5 pere--or gw4ed ra &%pdnses and bcAgrF2 assessrreerrr