HomeMy WebLinkAbout06 - Release of Certain Assets Securing the City's 2010 Certificates of ParticipationQ �EwPpRT
CITY OF
O �
z NEWPORT BEACH
<,FORN'P City Council Staff Report
August 25, 2020
Agenda Item No. 6
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Dan Matusiewicz, Finance Director - 949-644-3123,
dmatusiewicz@newportbeachca.gov
PREPARED BY: Trevor Power, Senior Accountant,
tpower@newportbeachca.gov
PHONE: 949-644-3125
TITLE: Resolution No. 2020-75: Approval of Release of Certain Assets
Securing the City's 2010 Certificates of Participation
ABSTRACT:
Pursuant to the Lease/Purchase Agreement securing the City's 2010 Certificates of
Participation, the City upon completion of the Civic Center has the option to release all of
the assets securing the 2010 Certificates of Participation with the exception of the Civic
Center Site and the Central Library Site.
RECOMMENDATION:
a) Determine this action is exempt from the California Environmental Quality Act
(CEQA) pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines
because this action will not result in a physical change to the environment, directly
or indirectly; and
b) Adopt Resolution No. 2020-75, A Resolution of the City Council of the City of
Newport Beach, California, Approving Supplement No. 1 to Lease/Purchase
Agreement dated November 1, 2010 and First Amendment to the Site Lease and
Authorizing Certain Actions in Connection Therewith.
FUNDING REQUIREMENTS:
There is no fiscal impact related to this item.
6-1
Resolution No. 2020-75: Approval of Release of Certain Assets Securing the City's
2010 Certificates of Participation
August 25, 2020
Page 2
DISCUSSION:
The City and the Newport Beach Public Facilities Corporation ("Corporation"), have
previously entered into a Lease/Purchase Agreement dated as of November 1, 2010
("Lease/Purchase Agreement") relating to $20,085,000 City of Newport Beach
Certificates of Participation 2010A (Civic Center Project/Central Library Refunding) and
$106,757,000 2010B (Federally Taxable Direct Pay Build America Bonds) (Civic Center
Project) (collectively, "Certificates"), the proceeds of which (i) refunded certain certificates
of participation that were delivered to refinance the acquisition and construction of the
City's Central Library and (ii) financed the acquisition, improvement and equipping of the
City's Civic Center.
In connection with execution and delivery of the Certificates, the Corporation and the City
also entered into a Site Lease, dated as of November 1, 2010 ("Site Lease").
In order to avoid paying capitalized interest during the construction period of the new Civic
Center, the City leased the following sites and the improvements located thereon to the
Corporation which in turn leased them back to the City: the Central Library, Civic Center
(1100 Avocado and 1300 Avocado), Civic Center (1450 Avocado), Mariners Library,
Newport Coast Community Center, Fire Station No. 7 (Santa Ana Heights), Oasis Senior
Center, Fire Station No. 3/Police Station (Newport Center) and Fire Station No. 4 (Balboa
Island).
At the time the Certificates were sold, the City reserved the right upon completion of the
Civic Center to release all of the assets from the Lease/Purchase Agreement and the Site
Lease with the exception of the two Civic Center parcels and the Central Library parcel.
Staff is recommending that Council approve the Resolution authorizing the execution of
a First Amendment to the Site Lease and the Supplement No. 1 to Lease/Purchase
Agreement to effectuate the release of such assets.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not
result in a direct or reasonably foreseeable indirect physical change in the environment)
and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential for resulting in physical change to the environment, directly or indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENT:
Attachment A - Resolution No. 2020-75
6-2
ATTACHMENT A
RESOLUTION NO. 2020-75
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF NEWPORT BEACH, CALIFORNIA, APPROVING
SUPPLEMENT NO. 1 TO LEASEIPURCHASE
AGREEMENT DATED NOVEMBER 1, 2010 AND FIRST
AMENDMENT TO THE SITE LEASE AND AUTHORIZING
CERTAIN ACTIONS IN CONNECTION THEREWITH
WHEREAS, the City of Newport Beach ("City") and the Newport Beach Public
Facilities Corporation ("Corporation"), have previously entered into a Lease/Purchase
Agreement dated as of November 1, 2010 ("Lease/Purchase Agreement") relating to
$20,085,000 City of Newport Beach Certificates of Participation 2010A (Civic Center
Project/Central Library Refunding) and $106,757,000 20106 (Federally Taxable Direct
Pay Build America Bonds) ("Civic Center Project") (collectively, the "Certificates"), the
proceeds of which (i) refunded certain certificates of participation that were delivered to
refinance the acquisition and construction of the City's Central Library and (ii) financed
the acquisition, improvement and equipping of the City's Civic Center;
WHEREAS, the Corporation and the City have previously entered into that certain
Site Lease, dated as of November 1, 2010 (the "Site Lease" and, together with the
Lease/Purchase Agreement, the "Prior Lease Documents"), in connection with the
execution and delivery of the Certificates;
WHEREAS, pursuant to Section 7.12 of the Lease/Purchase Agreement, the City
has the right from time to time to release a portion of the real property or improvements
constituting the Leased Premises (as such term is defined in the Lease/Purchase
Agreement), if they have: (i) provided the Trustee with a supplement to the
Lease/Purchase Agreement; and (ii) satisfied certain conditions precedent set forth in
Section 7.12 of the Lease/Purchase Agreement;
WHEREAS, the City has determined that it is necessary and desirable to release
a portion of the Leased Premises from the lien created by the Lease/Purchase
Agreement, such that following the release, the Leased Premises will be comprised only
of the Civic Center Site (as such term is defined in the Lease/Purchase Agreement) and
the Central Library Site (as such term is defined in the Lease/Purchase Agreement); and
WHEREAS, to effectuate the release of a portion of the Leased Premises, the City
desires to amend the Prior Lease Documents by entering into a First Amendment to the
Site Lease (the "First Amendment to the Site Lease") and a Supplement No. 1 to
Lease/Purchase Agreement (the "Lease Supplement No. 1").
6-3
Resolution No. 2020 -
Page 2 of 3
NOW, THEREFORE, the City Council of the City of Newport Beach resolves as
follows:
Section 1: The City Council does hereby approve the forms of the First
Amendment to the Site Lease and Lease Supplement No. 1, attached hereto as Exhibits
A and B, and incorporated herein by this reference. Each of the Mayor, the City Manager,
the Finance Director and the City Clerk (the "Authorized Officers") is hereby authorized
for and in the name of the City to execute the First Amendment to the Site Lease and
Lease Supplement No. 1, in substantially the forms hereby approved, with such additions
thereto and changes therein as are recommended or approved by the City Attorney.
Approval of such changes shall be conclusively evidenced by the execution and delivery
of the foregoing documents by such officers. Each of the Authorized Officers is hereby
authorized to execute, acknowledge and deliver any and all documents required to
consummate the transactions contemplated by the First Amendment to the Site Lease
and Lease Supplement No. 1 in order to release a portion of the Leased Premises or any
other property from the lien of Prior Lease Documents.
Section 2: The recitals provided in this resolution are true and correct and are
incorporated into the operative part of this resolution.
Section 3: If any section, subsection, sentence, clause or phrase of this
resolution is, for any reason, held to be invalid or unconstitutional, such decision shall not
affect the validity or constitutionality of the remaining portions of this resolution. The City
Council hereby declares that it would have passed this resolution, and each section,
subsection, sentence, clause or phrase hereof, irrespective of the fact that any one or
more sections, subsections, sentences, clauses or phrases be declared invalid or
unconstitutional.
Section 4: The City Council finds the adoption of this resolution is not subject to
the California Environmental Quality Act ("CEQA") pursuant to Sections 15060(c)(2) (the
activity will not result in a direct or reasonably foreseeable indirect physical change in the
environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378)
of the CEQA Guidelines, California Code of Regulations, Title 14, Division 6, Chapter 3,
because it has no potential for resulting in physical change to the environment, directly or
indirectly.
Resolution No. 2020 -
Page 3 of 3
Section 5: Each of the Authorized Officers is hereby authorized, jointly and
severally, to do any and all things and to execute and deliver any and all documents which
they may deem necessary and advisable in order to consummate the entry into of the
First Amendment to the Site Lease and Lease Supplement No. 1, and otherwise
effectuate the purposes of this Resolution, including without limitation the substitution and
release from time to time of real property and improvements constituting the Leased
Premises for purposes of the Lease/Purchase Agreement, and such actions previously
taken by such officers are hereby ratified and confirmed.
Section 6: This resolution shall take effect immediately upon its adoption by the
City Council, and the City Clerk shall certify the vote adopting the resolution.
ADOPTED this 25th day of August, 2020.
Will O'Neill
Mayor
ATTEST:
Leilani L Brown
City Clerk
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Aaron C. Harp
City Attorney
Attachments: Exhibit A - First Amendment to the Site Lease
Exhibit B - Lease Supplement No. 1
6-5
EXHIBIT A
FIRST AMENDMENT TO THE SITE LEASE
[Document follows]
• •
RECORDING REQUESTED BY:
CITY OF NEWPORT BEACH
AND WHEN RECORDED MAIL TO:
STRADLING YOCCA CARLSON & RAUTH
660 Newport Center Drive, Suite 1600
Newport Beach, California 92660-6441
Attn: Brian P. Forbath, Esq.
(Space above for Recorder's use]
This document is recorded for the benefit of
the City of Newport Beach, California, and the
recording is fee -exempt under Section 27383
of the California Government Code.
FIRST AMENDMENT TO THE SITE LEASE
THIS FIRST AMENDMENT TO THE SITE LEASE (the "First Amendment") is made and
entered into as of August 1, 2020, by and between the NEWPORT BEACH PUBLIC FACILITIES
CORPORATION, a 501(c)(4) nonprofit public benefit corporation duly organized and existing under
the laws of the State of California, as lessor (the "Corporation"), and the CITY OF NEWPORT
BEACH, a chartered city duly organized and existing under the Constitution and laws of said State,
as lessee (the "City").
RECITALS
A. The Corporation and the City have entered into a "Site Lease," dated as of November
1, 2020 (the "Site Lease"), and recorded on November 29, 2010 as instrument number
2010000635816 in the Official Records of Orange County (the "Official Records") securing
$20,085,000 Certificates of Participation 2010A (Tax Exempt) (Civic Center Project/Central Library
Refunding) and $106,575,000 Certificates of Participation 2010B (Federally Taxable Build America
Bonds) (Civic Center Project) (collectively, the "Certificates"), in connection with that certain
Lease/Purchase Agreement by and between the City, as Lessee, and the Corporation, as Lessor, dated
as of November 1, 2010, a memorandum of which was recorded on November 29, 2010 as
instrument number 2010000635817 in the Official Records, as amended by that certain First
Amendment to Memorandum of Lease/Purchase Agreement, dated as of August 1, 2020
(collectively, the "Lease").
B. Pursuant to Section 7.12 of the Lease, the City has the right from time to time to
release a portion of the real property or improvements constituting the Leased Premises (as defined in
the Lease), if it has: (i) provided the Trustee with a supplement to the Lease; and (ii) satisfied certain
conditions precedent set forth in Section 7.12 of the Lease.
C. As of the date of this First Amendment, the City has provided the Trustee with a
supplement to the Lease and has complied with the conditions precedent set forth in Section 7.12 of
the Lease, and Corporation and City hereby desire to amend the Site Lease as set forth below.
DOCSOC\836728v2\22345.0000
NG-U9ZQV M F2/4824 -7593-8755v2/022459-0014
6-7
NOW, THEREFORE, the Corporation and the City agree as follows:
1. Release. The Leased Premises listed on Exhibit A of the Site Lease is hereby
replaced in its entirety with the Leased Premises listed on Exhibit A attached hereto. By the
recording of this First Amendment, the real property listed on Exhibit B attached hereto (the
"Released Leased Premises") is hereby released from the encumbrance of the Site Lease, and all
interests previously granted in the Released Leased Premises pursuant to the terms of the Site Lease
are hereby terminated.
2. No Other Changes. Except as expressly provided to the contrary in this First
Amendment, the terms of the Site Lease shall remain in full force and effect as written. All terms
used herein and not defined herein but defined in the Site Lease shall have the meaning given to such
terms in the Site Lease.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
2
NG-U9ZQ V MF2/4824-7593-8755v2/022459-0014
IN WITNESS WHEREOF, the parties have executed this First Amendment to the Site
Lease as of the date first set forth above.
CITY OF NEWPORT BEACH
[SEAL] By:
Grace K. Leung, City Manager
ATTEST:
Leilani I. Brown, City CIerk
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY:
By.
Aaron C. Harp, City Attorney
NEWPORT BEACH PUBLIC FACILITIES
CORPORATION
By:
Its: Chief Financial Officer
ATTEST:
Secretary
S-1
DOC SOC/ 15273 831022025-0040
NG-U9ZQ VMF2/4824-7593-8755v2/022459-00 14
EXHIBIT A
LEGAL DESCRIPTION OF THE LEASED PREMISES
Central Library:
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL 1: (APN: 442-014-26)
THE SOUTHWESTERLY ONE-HALF OF PARCEL 2, IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON PARCEL MAP NO. 90-
361, FILED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME
KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTS DERIVED FROM ANY OF THE
FOREGOING, THAT MAY BE WITHIN OR UNDER THE LAND, TOGETHER WITH THE
PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING AND OPERATING THEREFOR
AND STORING IN AND REMOVING THE SAME FROM THE LAND OR ANY OTHER LAND,
INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM
LANDS OTHER THAN THOSE CONVEYED HEREBY, OIL OR GAS WELLS, TUNNELS AND
SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF THE LAND, AND TO
BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND
SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF, AND
TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY
SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE,
EXPLORE AND OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE
SUBSURFACE OF THE LAND, AS RESERVED BY THE IRVINE -COMPANY IN THE DEED
RECORDED MAY 8, 1992, AS INSTRUMENT NO. 92-304758, OF OFFICIAL RECORDS.
PARCEL 1 A:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL I IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "PRINCIPAL ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
Exhibit A-1
DOCSOC/ 1527383/022025-0040
NG-U9ZQV M F2/4824 -7593-8755v2/022459-0014
6-10
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH PRINCIPAL ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE PRINCIPAL ACCESS EASEMENT AREA AND TO MAINTAIN THE
PRINCIPAL ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 1
OF PARCEL MAP NO. 90-361 ("BURDENED PARCEL I") OBTAINS A CERTIFICATE OF
OCCUPANCY FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON
SUCH BURDENED PARCEL 1. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 1, THE OWNER OF THE
BURDENED PARCEL 1 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE PRINCIPAL ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 1 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE
PRINCIPAL ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 1; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 1
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL 1 SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
PARCEL 1 B:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "SERVICE ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH SERVICE ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE SERVICE ACCESS EASEMENT AREA AND TO MAINTAIN THE SERVICE
ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 3 OF PARCEL
MAP NO. 90-361 ("BURDENED PARCEL 3") OBTAINS A CERTIFICATE OF OCCUPANCY
FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON SUCH
BURDENED PARCEL 3. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 3, THE OWNER OF THE
BURDENED PARCEL 3 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
Exhibit A-2
DOCSOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755v2/022459-0014
6-11
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE SERVICE ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 3 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE SERVICE
ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 3; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 3
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL 3 SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
PARCEL 2: (APN: 442-014-25)
THE NORTHWESTERLY ONE-HALF OF PARCEL 2, IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON PARCEL MAP NO. 90-
361, FILED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME
KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTS DERIVED FROM ANY OF THE
FOREGOING, THAT MAY BE WITHIN OR UNDER THE LAND, TOGETHER WITH THE
PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING AND OPERATING THEREFOR
AND STORING IN AND REMOVING THE SAME FROM THE LAND OR ANY OTHER LAND,
INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM
LANDS OTHER THAN THOSE CONVEYED HEREBY, OIL OR GAS WELLS, TUNNELS AND
SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF THE LAND, AND TO
BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND
SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF, AND
TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY
SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE,
EXPLORE AND OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE
SUBSURFACE OF THE LAND, AS RESERVED BY THE IRVINE -COMPANY IN THE DEED
RECORDED MAY 8, 1992, AS INSTRUMENT NO. 92-304759, OF OFFICIAL RECORDS.
PARCEL 2A:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "PRINCIPAL ACCESS EASEMENT AREA") FOR THE
Exhibit A-3
DOCSOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755v2/022459-0014
6-12
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH PRINCIPAL ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE PRINCIPAL ACCESS EASEMENT AREA AND TO MAINTAIN THE
PRINCIPAL ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 1
OF PARCEL MAP NO. 90-361 ("BURDENED PARCEL I") OBTAINS A CERTIFICATE OF
OCCUPANCY FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON
SUCH BURDENED PARCEL 1. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 1, THE OWNER OF THE
BURDENED PARCEL 1 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE PRINCIPAL ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 1 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE
PRINCIPAL ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL l; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 1
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL I SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
PARCEL 2B:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "SERVICE ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH SERVICE ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE SERVICE ACCESS EASEMENT AREA AND TO MAINTAIN THE SERVICE
ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 3 OF PARCEL
MAP NO. 90-361 ("BURDENED PARCEL 3") OBTAINS A CERTIFICATE OF OCCUPANCY
FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON SUCH
Exhibit A-4
DOC SOC/ 1527383/022025-0040
NG-U9ZQ V MF2/4824-7593-8755v2/022459-0014
6-13
BURDENED PARCEL 3. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 3, THE OWNER OF THE
BURDENED PARCEL 3 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE SERVICE ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 3 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE SERVICE
ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 3; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 3
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL 3 SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
Civic Center (1100 and 1300 Avocado):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL 3 OF PARCEL MAP 90-361, IN THE CITY OF NEWPORT BEACH, AS PER MAP
RECORDED IN BOOK 270, PAGE(S) 15 THROUGH 18, INCLUSIVE OF PARCEL MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA.
APN: 442-014-27
Civic Center (1450 Avocado):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
THAT PORTION OF PARCEL MAP NO. 88-163, AS SHOWN ON A MAP FILED IN BOOK 253,
PAGES 34 AND 35 OF PARCEL MAPS, IN THE OFFICE OF THE COUNT RECORDER OF
ORANGE COUNTY, CALIFORNIA, SHOWN AS "REMAINING PARCEL".
EXCEPTING THEREFROM, ANY AND ALL OIL, OIL RIGHTS, MINERALS, MINERAL
RIGHTS, NATURAL GAS RIGHTS AND OTHER HYDROCARBONS BY WHATSOEVER
NAME KNOW, GEOTHERMAL STEAM, ANY OTHER MATERIAL RESOURCES AND ALL
PRODUCTS DERIVED FROM ANY OF THE FOREGOING, THAT MAY BE WITHIN OR
UNDER THE PROPERTY, TOGETHER WITH THE PERPETUAL RIGHT OF DRILLING,
MINING, EXPLORING AND OPERATING THEREFOR AND STORING IN AND REMOVING
Exhibit A-5
DOC SOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755 v2/022459-0014
6-14
THE SAME FROM THE PROPERTY OR ANY OTHER LAND, INCLUDING THE RIGHT TO
WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM LANDS OUTSIDE THE
PROPERTY, OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS
THE SUBSURFACE OF THE PROPERTY AND TO BOTTOM SUCH WHIPSTOCKED OR
DIRECTIONALLY DRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR
BEYOND THE EXTERIOR LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP,
MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY SUCH WELLS OR MINES; BUT
WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE, EXPLORE OR OPERATE
THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE SUBSURFACE OF THE
PROPERTY.
ALSO EXCEPTING THEREFROM, ANY AND ALL WATER, WATER RIGHTS, OR INTEREST
THEREIN APPURTENANT TO, UNDERLYING OR RELATING TO THE PROPERTY, OR
OWNED OR USED BY GRANTOR IN CONNECTION WITH THE PROPERTY OR FOR ANY
BENEFICIAL USE, NO MATTER HOW ACQUIRED BY GRANTOR, AND INCLUDING BUT
NOT LIMITED TO THE RIGHTS THAT ARE RIPARIAN, OVERLYING, APPROPRIATIVE,
PRESCRIPTIVE, PERCOLATING, LITTORAL, ADJUDICATED, STATUTORY OR
CONTRACTUAL, BUT WITHOUT, HOWEVER, ANY RIGHT TO ENTER UPON THE
SURFACE OF THE PROPERTY IN THE EXERCISE OF SUCH RESERVED RIGHTS, AS
RESERVED IN GRANT DEED RECORDED OCTOBER 17, 2008, AS INSTRUMENT NO.
2008000480500, OF OFFICIAL RECORDS.
APN: 442-014-24
[END]
Exhibit A-6
DOC SOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755v2/022459-0014
6-15
EXHIBIT B
LEGAL DESCRIPTION OF THE RELEASED LEASED PREMISES
Newport Coast Community Center:
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
A PORTION OF PARCEL 1 OF LOT LINE ADJUSTMENT 94-006, IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, RECORDED MARCH 22, 1994, AS
INSTRUMENT NUMBER 94-0202108 OF OFFICIAL RECORDS, ORANGE COUNTY
RECORDERS OFFICE, STATE OF CALIFORNIA, BEING MORE PRACTICALLY DESCRIBED
AS FOLLOWS:
COMMENCING AT THE CENTERLINE INTERSECTION OF NEWPORT COAST DRIVE AND
SAN JOAQUIN HILLS ROAD AS SHOWN ON SAID TRACT MAP; THENCE NORTH 84° 27'
16" WEST ALONG SAID CENTERLINE OF SAN JOAQUIN HILLS ROAD A DISTANCE OF
441.70 FEET; THENCE LEAVING SAID CENTERLINE NORTH 05° 32' 44" EAST A
DISTANCE OF 61.49 FEET TO THE NORTHERLY RIGHT OF WAY LINE OF LAST SAID
ROAD, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE NORTH 05°
32' 44" EAST A DISTANCE OF 345.01 FEET TO A POINT ON A NON -TANGENT CURVE
CONCAVE NORTHERLY HAVING A RADIUS OF 142.54 FEET TO WHICH A RADIAL LINE
BEARS SOUTH 480 54' 51" WEST; THENCE CONTINUING ALONG THE NORTHERLY LINE
OF SAID LOT LINE ADJUSTMENT THE FOLLOWING MULTIPLE COURSES; THENCE
SOUTHEASTERLY ALONG SAID NON -TANGENT CURVE THROUGH A CENTRAL ANGLE
OF 370 02' 25" AN ARC LENGTH OF 92.15 FEET; THENCE SOUTH 78° 07' 34" EAST A
DISTANCE OF 36.87 FEET; THENCE NORTH 740 03' 52" EAST A DISTANCE OF 79.69 FEET;
THENCE NORTH 640 42' 53" EAST A DISTANCE OF 58.38 FEET TO THE BEGINNING OF A
TANGENT CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 50.00 FEET; THENCE
EASTERLY ALONG SAID TANGENT CURVE THROUGH A CENTRAL ANGLE OF 250 58'
33" AN ARC LENGTH OF 22.67 FEET; THENCE SOUTH 89° 18' 34" EAST A DISTANCE OF
123.01 FEET; THENCE NORTH 77° 16' 30" EAST A DISTANCE OF 18.90 FEET TO
WESTERLY RIGHT OF WAY LINE OF SAID NEWPORT COAST DRIVE AND THE
BEGINNING OF A NON -TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF
2291.00 FEET TO WHICH A RADIAL LINE BEARS SOUTH 850 40' 34" EAST; THENCE
CONTINUING ALONG LAST SAID WESTERLY RIGHT OF WAY LINE THE FOLLOWING
MULTIPLE COURSES; THENCE SOUTHERLY ALONG SAID NON -TANGENT CURVE
THROUGH A CENTRAL ANGLE OF 030 1 P 42" AN ARC LENGTH OF 127.75 FEET TO THE
BEGINNING OF A COMPOUND CURVE CONCAVE WESTERLY HAVING A RADIUS OF
201.00 FEET; THENCE SOUTHERLY ALONG SAID TANGENT CURVE THROUGH A
CENTRAL ANGLE OF 80 19' 02" AN ARC LENGTH OF 29.18 FEET; THENCE SOUTH 15° 50'
10" WEST A DISTANCE OF 30.62 FEET TO THE BEGINNING OF A TANGENT CURVE
CONCAVE EASTERLY HAVING A RADIUS OF 219.00 FEET; THENCE SOUTHERLY ALONG
SAID TANGENT CURVE THROUGH A CENTRAL ANGLE OF 070 34' 07" AN ARC LENGTH
OF 28.93 FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE WESTERLY
HAVING A RADIUS OF 2929.50 FEET TO WHICH A RADIAL LINE BEARS SOUTH 810 23'
57" EAST; THENCE SOUTHERLY ALONG SAID REVERSE CURVE THROUGH A CENTRAL
Exhibit B-1
DOCSOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755 v2/022459-0014
risuol
ANGLE OF 20 09' 07" AND ARC LENGTH OF 110.03 FEET; THENCE SOUTH 79° 14' 50"
EAST A DISTANCE OF 4.00 FEET TO THE BEGINNING OF A NON -TANGENT CURVE
CONCAVE WESTERLY HAVING A RADIUS OF 2925.50 FEET TO WHICH A RADIAL LINE
BEARS SOUTH 790 14' 50" EAST; THENCE SOUTHERLY ALONG SAID NON -TANGENT
CURVE THROUGH A CENTRAL ANGLE OF 00 34' 09" AN ARC LENGTH OF 29.06 FEET TO
AN ANGLE POINT ON SAID WESTERLY RIGHT OF WAY LINE; THENCE LEAVING SAID
RIGHT OF WAY LINE SOUTH 480 11' 54" WEST A DISTANCE OF 29.57 FEET TO A POINT
ON SAID NORTHERLY RIGHT OF WAY LINE OF SAN JOAQUIN HILLS ROAD; THENCE
CONTINUING ALONG LAST SAID RIGHT OF WAY LINE SOUTH 890 52' 33" WEST A
DISTANCE OF 51.85 FEET; THENCE CONTINUING ALONG LAST SAID RIGHT OF WAY
LINE NORTH 850 17' 57" WEST A DISTANCE OF 305.86 FEET TO THE TRUE POINT OF
BEGINNING.
EXCEPTING THEREFROM, ANY AND ALL OIL, OIL RIGHTS, MINERALS, MINERAL
RIGHTS, NATURAL GAS RIGHTS AND OTHER HYDROCARBONS BY WHATSOEVER
NAME KNOWN, GEOTHERMAL STEAM ARID ALL PRODUCTS DERIVED FROM ANY OF
THE FOREGOING, THAT MAY BE WITHIN OR UNDER THE PROPERTY, TOGETHER WITH
THE PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING, AND OPERATING
THEREFOR AND STORING IN AND REMOVING THE SAME FROM THE PROPERTY OR
ANY OTHER LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY
DRILL AND MINE FROM OTHER LANDS OTHER THAN THE PROPERTY, OIL OR GAS
WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF
THE PROPERTY AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED
WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR
LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN
AND OPERATE ANY SUCH WELLS OR MINES; BUT WITHOUT THE RIGHT TO ENTER
UPON OR USE THE SURFACE OF THE PROPERLY TO DRILL, MINE, STORE, EXPLORE, OR
OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE SUBSURFACE OF
THE PROPERTY.
ALSO EXCEPTING THEREFROM, FOR USE OF SURFACE OR SUBSURFACE WATER BY
THE COUNTY FOR LOCAL PARK PURPOSES ON THE PROPERTY, ANY AND ALL WATER,
SOLAR -HEATED WATER, RECLAIMED RIGHTS, WHETHER SURFACE OR SUBSURFACE,
APPURTENANT OR RELATING TO THE PROPERTY, OR OWNED OR USED BY OFFEROR
IN CONNECTION WITH THE PROPERTY TOGETHER WITH THE RIGHT TO EXPLORE,
DRILL, REDRILL AND REMOVE SUCH WATER FROM THE PROPERTY, TO STORE SUCH
WATER IN THE GROUND -WATER BASIN UNDERLYING THE PROPERTY BY
PERCOLATING, SPREADING, OR INJECTING WATER INTO SUCH BASIN FROM
LOCATIONS ON LANDS LYING OUTSIDE OF THE PROPERTY, AND TO DIVERT OR
OTHERWISE UTILIZE SUCH WATER, RIGHTS, OR INTERESTS ON ANY OTHER
PROPERTY OWNED OR LEASED BY OFFEROR, BUT WITHOUT THE RIGHT TO ENTER
UPON OR USE THE SURFACE OF THE PROPERTY IN THE EXERCISE OF SUCH RIGHT, AS
RESERVED BY THE IRVINE COMPANY, A MICHIGAN CORPORATION, IN IRREVOCABLE
OFFER OF DEDICATION, RECORDED APRIL 8, 1993, AS INSTRUMENT NO. 93-0234810,
AND IN GRANT DEED RECORDED JANUARY 2, 1997, AS INSTRUMENT NO. 19970000564,
BOTH OF OFFICIAL RECORDS.
Mariner's Library:
Exhibit B-2
DOCSOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755 v2/022459-0014
6-17
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL A:
A PARCEL OF LAND CONTAINING 9.019 ACRES AND BEING A PORTION OF BLOOK 53,
AS SHOWN UPON A MAP OF IRVINE'S SUBDIVISION RECORDED IN MISCELLANEOUS
MAPS, BOOK 1, PAGE 88, RECORDS OF ORANGE COUNTY, CALIFORNIA, AND MORE
PARTICULARLY DESCRIBED AS FOLLOWS, TO -WIT:
BEGINNING AT THE INTERSECTION OF A LINE LYING SOUTHWESTERLY OF,
PARALLEL TO, AND DISTANT 17 FEET FROM THE SOUTHEASTERLY PROLONGATION
OF THE CENTER LINE OF 19TH STREET AS SHOWN UPON A MAP OF NEWPORT
HEIGHTS, RECORDED IN MISCELLANEOUS MAP BOOK 4, PAGE 83, RECORDS OF
ORANGE COUNTY, SAID LINE ALSO BEING THE NORTHWESTERLY PROLONGATION OF
THE SOUTHWESTERLY LINE OF THE ORANGE COUNTY FLOOD CONTROL CHANNEL,
AS CONVEYED TO THE COUNTY OF ORANGE BY DEED RECORDED APRIL 7, 1954, IN
BOOK 2705, PAGE 539, OFFICIAL RECORDS OF SAID ORANGE COUNTY, AND A LINE
LYING SOUTHEASTERLY OF, PARALLEL TO, AND DISTANT 30 FEET FROM THE
NORTHWESTERLY LINE OF SAID BLOCK 53; THENCE SOUTH 50° 11' 30" EAST ALONG
SAID NORTHWESTERLY PROLONGATION AND ALONG SAID SOUTHWESTERLY LINE
OF SAID FLOOD CONTROL CHANNEL A DISTANCE OF 277 FEET TO THE BEGINNING OF
A TANGENT CURVE, CONCAVE TO THE SOUTHWEST AND HAVING A RADIUS OF 868
FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE AND SAID SOUTHWESTERLY
LINE OF THE FLOOD CONTROL CHANNEL A DISTANCE OF 713.99 FEET; THENCE SOUTH
30 03' 42" EAST, TANGENT TO LAST MENTIONED CURVE, AND ALONG SAID
SOUTHWESTERLY LINE OF THE FLOOD CONTROL CHANNEL A DISTANCE OF 58 FEET;
THENCE SOUTH 160 55' 29" EAST ALONG SAID SOUTHWESTERLY LINE OF THE FLOOD
CONTROL CHANNEL A DISTANCE OF 10.46 FEET; THENCE SOUTH 86° 56' 18" WEST A
DISTANCE OF 106.72 FEET TO THE BEGINNING OF A TANGENT CURVE, CONCAVE TO
THE SOUTHEAST AND HAVING A RADIUS OF 710 FEET; SAID LINE ALSO BEING THE
SOUTHWESTERLY PROLONGATION OF THE CENTER LINE OF MARINERS DRIVE, 60
FEET IN WIDTH, AS SHOWN UPON A MAP OF TRACT NO. 3004, RECORDED IN
MISCELLANEOUS MAP BOOK 92, PAGES 1 AND 2, RECORDS OF SAID ORANGE COUNTY;
THENCE WESTERLY ALONG SAID CURVE A DISTANCE OF 152.14 FEET; THENCE NORTH
150 20' 20" WEST, RADIAL TO LAST MENTIONED CURVE, A DISTANCE OF 30 FEET;
THENCE NORTH 500 11' 05" WEST A DISTANCE OF 758.99 FEET TO A POINT OF
INTERSECTION WITH THE AFOREMENTIONED PARALLEL LINE LYING
SOUTHEASTERLY OF, PARALLEL TO, AND DISTANT 30 FEET FROM THE
NORTHWESTERLY LINE OF SAID BLOCK 53; THENCE NORTH 39° 48' 55" EAST ALONG
SAID PARALLEL LINE A DISTANCE OF 495.70 FEET TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM, THAT PORTION OF THE LAND CONVEYED TO NEWPORT -
MESA UNIFIED SCHOOL DISTRICT IN QUITCLAIM DEED RECORDED JANUARY 14, 2003
AS INSTRUMENT NO. 2003000045873, DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWESTERLY TERMINUS OF THAT CERTAIN COURSE
DESCRIBED IN DEED TO THE CITY OF NEWPORT BEACH HAVING A BEARING AND
Exhibit B-3
DOCSOC/ 1527383/022025-0040
NG-U9ZQ V MF2/4824-7593-8755v2/022459-00 l4
DISTANCE OF N 15020'20" W 30.00 FEET, SAID NORTHWESTERLY TERMINUS BEING THE
INTERSECTION OF THE SOUTHWESTERLY LINE OF SAID CERTAIN PARCEL OF LAND
DEEDED TO THE CITY OF NEWPORT BEACH AND THE NORTHERLY LINE OF MARINERS
DRIVE, 60.00 FEET WIDE, AS SHOWN ON MAP OF TRACT NO. 1896 FILED IN BOOK 114,
PAGE 43 THROUGH 45 INCLUSIVE OF MISCELLANEOUS MAPS IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY; THENCE ALONG SAID SOUTHWESTERLY LINE
N 50011'06" W 498.00 FEET; THENCE N 39°48'55" E 38.00 FEET; THENCE S 50°11'05" E
526.60 FEET TO A POINT IN SAID NORTHERLY LINE OF MARINERS DRIVE, SAID
NORTHERLY LINE BEING A CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF
740.00 FEET, A RADIAL TO SAID POINT BEING N 11°49'06" W; THENCE WESTERLY
ALONG SAID NORTHERLY LINE AND CURVE, THROUGH A CENTRAL ANGLE OF
03°41' 14", AN ARC LENGTH OF 47.62 FEET TO THE POINT OF BEGINNING.
PARCEL B:
A PORTION OF THAT CERTAIN PARCEL OF LAND IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED IN DEED TO THE NEWPORT
BEACH ELEMENTARY SCHOOL DISTRICT, FILED IN BOOK 3970, PAGE 3 OF OFFICIAL
RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY AND SHOWN
AS ASSESSOR'S PARCEL NO. 425-071-01 FILED IN BOOK 425, PAGE 7 OF ASSESSOR'S
MAPS IN THE OFFICE OF THE COUNTY ASSESSOR OF SAID COUNTY, SAID PORTION
MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWESTERLY TERMINUS OF THAT CERTAIN COURSE
DESCRIBED IN SAID DEED TO THE NEWPORT BEACH ELEMENTARY SCHOOL DISTRICT
HAVING A BEARING AND DISTANCE OF N 50011'05" W 758.99 FEET, SAID CERTAIN
COURSE BEING THE NORTHEASTERLY LINE OF SAID CERTAIN PARCEL DEEDED TO
THE NEWPORT BEACH ELEMENTARY SCHOOL DISTRICT; THENCE ALONG SAID
NORTHEASTERLY LINE S 50011'05" E 50.00 FEET TO ITS INTERSECTION WITH THE
SOUTHEASTERLY LINE OF IRVINE AVENUE AS DESCRIBED IN DEED TO THE CITY OF
NEWPORT BEACH FILED IN BOOK 3978, PAGE 542 OF SAID OFFICIAL RECORDS, SAID
INTERSECTION BEING THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG
SAID NORTHEASTERLY LINE S 50011'05" E 210.99 FEET; THENCE S 39°48'55" W 92.00
FEET; THENCE N 50°11'05" W 120.99 FEET; THENCE S 39°48'55" W 10.00 FEET; THENCE N
50011'05" W 90.00 FEET TO SAID SOUTHEASTERLY LINE OF IRVINE AVENUE; THENCE
ALONG SAID SOUTHEASTERLY LINE N 39048'55" E 102.00 FEET TO THE TRUE POINT OF
BEGINNING.
APN: 425-071-03
Fire Station 7 (Santa Ana Heights):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
LOTS 57 THROUGH 60 AND THE SOUTHWESTERLY 66 FEET OF LOT 56, TRACT NO. 706,
PER MAP RECORDED IN BOOK 21, PAGES 25 OF MAPS, IN THE OFFICE OF THE COUNTY
Exhibit B-4
DOCSOC/ 1527383/022025-0040
NG-U9ZQ V MF2/4824-7593-8755v2/022459-0014
6-19
RECORDER, COUNTY OF ORANGE, CALIFORNIA.
APN: 439-391-29
Oasis Senior Center:
PARCEL 1 OF PARCEL MAP NO. 2008-161, IN THE CITY OF NEWPORT BEACH, COUNTY
OF ORANGE, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 367, PAGES 26, 27
AND 28 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY.
EXCEPTING THEREFROM ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES IN
AND UNDER THE ABOVE DESCRIBED PROPERTY, TOGETHER WITH THE RIGHT TO
EXPLORE FOR, DEVELOP, EXTRACT AND REMOVE THE SAME THEREFROM BY SLANT
DRILLING OR OTHER LIKE METHODS, WITH DERRICKS OR DRILL RIGS LOCATED
OUTSIDE OF THE BOUNDARIES OF SAID PROPERTY, AS RESERVED BY THE IRVINE
COMPANY IN THE DEED RECORDED MAY 5, 1959, IN BOOK 4698, PAGE 478, OF
OFFICIAL RECORDS.
ALSO EXCEPTING ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS, NATURAL GAS
RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME KNOWN,
GEOTHERMAL STEAM AND ALL PRODUCTS DERIVED FROM ANY OF THE FOREGOING,
THAT MAY BE WITHIN OR UNDER THE PARCEL OF LAND HEREINABOVE DESCRIBED,
TOGETHER WITH THE PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING, AND
OPERATING THEREFOR, AND STORING IN AND REMOVING THE SAME FROM SAID
LAND OR ANY OTHER LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR
DIRECTIONALLY DRILL AND MINE FROM LANDS OTHER THAN THOSE HEREINABOVE
DESCRIBED, OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS
THE SUBSURFACE OF THE LAND HEREINABOVE DESCRIBED, AND TO BOTTOM SUCH
WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND SHAFTS UNDER
AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF, AND TO REDRILL,
RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY SUCH WELLS OR
MINES, WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE, EXPLORE, AND
OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE SUBSURFACE OF
THE LAND HEREINABOVE DESCRIBED, AS RESERVED BY THE IRVINE COMPANY, IN
THE DEED RECORDED APRIL 29, 1986, AS INSTRUMENT NO. 86-170658, OF OFFICIAL
RECORDS.
APN: 458-651-02, 458-651-11, 458-651-13
Fire Station 3/Police Station (Newport Center):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL 1 OF PARCEL MAP, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE,
STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 55, PAGE 31 OF PARCEL MAPS, IN
Exhibit B-5
DOCSOC/ 1527383/022025-0040
NG-U9ZQV MF2/4824-7593-8755v2/022459-00 14
6-20
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM ALL OIL, GAS, PETROLEUM AND OTHER HYDROCARBON
SUBSTANCES AND CONVENIENT RIGHT TO EXPLORE AND EXTRACT AND TAKE ON
AND AT LEVELS BELOW THE DEPTH OF 500 FEET FROM THE SURFACE OF SAID LAND
BY MEANS OF WELLS, DERRICK OF OTHER EQUIPMENT FROM THE SURFACE
LOCATIONS AS RESERVED BY THE IRVINE COMPANY, IN DEED RECORDED JULY 28,
1970 IN BOOK 9357, PAGE 805 AND FEBRUARY 1, 1973, IN BOOK 10538, PAGE 27 OF
OFFICIAL RECORDS.
APN: 442-261-07, 08 AND 09
Fire Station 4 (Balboa Island):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL 1 OF PARCEL MAP 92-139, IN THE CITY OF NEWPORT BEACH, COUNTY OF
ORANGE, STATE OF CALIFORNIA, AS PER MAP FIILED IN BOOK 314, PAGES 36 AND 37
OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 050-173-01
[END]
Exhibit B-6
DOCSOC/ 1527383/022025-0040
NG-U9ZQ V MF2/4824-7593-8755v2/022459-0014
6-21
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
On , before me, , Notary Public,
personally appeared , who proved
to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the
entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal
SIGNATURE OF NOTARY PUBLIC
NG-U9ZQV MF2/4824-7593-8755v2/022459-0014
6-22
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
On , before me, , Notary Public,
personally appeared , who proved
to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the
entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal
SIGNATURE OF NOTARY PUBLIC
NG-U9ZQV MF2/4824-7593-8755 v2/022459-0014
6-23
EXHIBIT B
LEASE SUPPLEMENT NO. 1
[Document follows]
6-24
LEASE SUPPLEMENT NO. 1 TO LEASE/PURCHASE AGREEMENT
THIS LEASE SUPPLEMENT NO. l TO LEASE/PURCHASE AGREEMENT (this "Lease
Supplement") is made and entered into as of August 1, 2020, by and between the NEWPORT
BEACH PUBLIC FACILITIES CORPORATION, a 501(c)(4) nonprofit public benefit corporation
duly organized and existing under the laws of the State of California, as lessor (the "Corporation"),
and the CITY OF NEWPORT BEACH, a chartered city duly organized and existing under the
Constitution and laws of said State, as lessee (the "City").
RECITALS
A. The Corporation and the City have entered into that certain Lease/Purchase
Agreement, dated as of November 1, 2010 (the "Lease"), a memorandum of which was recorded on
November 29, 2010 as instrument number 2010000635817 in the Official Records of Orange
County, securing $20,085,000 Certificates of Participation 2010A (Tax Exempt) (Civic Center
Project/Central Library Refunding) and $106,575,000 Certificates of Participation 2010B (Federally
Taxable Build America Bonds) (Civic Center Project).
B. As of the date of this Lease Supplement, the City and Corporation hereby desire to
supplement the Lease as set forth below.
NOW, THEREFORE, the Corporation and the City agree as follows:
1. Release. The Leased Premises listed on Exhibit B of the Lease are hereby replaced in
their entirety with the Leased Premises listed on Exhibit 1 attached hereto (the "Remaining Leased
Premises"). The real property listed on Exhibit 2 attached hereto (the "Released Leased Premises")
is hereby released from the encumbrance of the Lease, and all interests previously granted in the
Released Leased Premises pursuant to the terms of the Lease are hereby terminated.
2. Certifications of the City. The City hereby certifies that:
(i) the Remaining Leased Premises will be used by the City for authorized public
purposes and can be leased under the provisions of the Lease and the Government Code;
(ii) the Remaining Leased Premises are currently owned by the City;
(iii) the Remaining Leased Premises are essential to the City; and
(iv) the Remaining Leased Premises are free and clear of all liens or claims of others,
except for the lien of the Permitted Encumbrances referred to in the Lease.
3. No Other Changes. Except as expressly provided to the contrary in this Lease
Supplement, the terms of the Lease shall remain in full force and effect as written. All terms used
herein and not defined herein but defined in the Lease shall have the meaning given to such terms in
the Lease.
4839-9604-7299v2/022459-0014
6-25
IN WITNESS WHEREOF, the parties have executed this Lease Supplement No. I to
Lease/Purchase Agreement as of the date first set forth above.
Attest:
Secretary
Attest:
LON
Leilani I. Brown, City Clerk
NEWPORT BEACH PUBLIC FACILITIES
CORPORATION, as Lessor
By:
Its:
Chief Financial Officer
CITY OF NEWPORT BEACH,
as Lessee
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY:
By: o•�r C • oM-L�
Aaron C. Harp, City Atto ney
2
4839-9604-7299v2/022459-0014
Grace K. Leung, City Manager
6-26
EXHIBIT 1
DESCRIPTION OF REMAINING LEASED PREMISES
Central Library:
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL 1: (APN: 442-014-26)
THE SOUTHWESTERLY ONE-HALF OF PARCEL 2, IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON PARCEL MAP NO. 90-
361, FILED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME
KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTS DERIVED FROM ANY OF THE
FOREGOING, THAT MAY BE WITHIN OR UNDER THE LAND, TOGETHER WITH THE
PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING AND OPERATING THEREFOR
AND STORING IN AND REMOVING THE SAME FROM THE LAND OR ANY OTHER LAND,
INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM
LANDS OTHER THAN THOSE CONVEYED HEREBY, OIL OR GAS WELLS, TUNNELS AND
SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF THE LAND, AND TO
BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND
SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF, AND
TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY
SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE,
EXPLORE AND OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE
SUBSURFACE OF THE LAND, AS RESERVED BY THE IRVINE -COMPANY IN THE DEED
RECORDED MAY 8, 1992, AS INSTRUMENT NO. 92-304758, OF OFFICIAL RECORDS.
PARCEL 1 A:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "PRINCIPAL ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH PRINCIPAL ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE PRINCIPAL ACCESS EASEMENT AREA AND TO MAINTAIN THE
Exhibit 1-1
4839-9604-7299v2/022459-0014
6-27
PRINCIPAL ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 1
OF PARCEL MAP NO. 90-361 ("BURDENED PARCEL 1") OBTAINS A CERTIFICATE OF
OCCUPANCY FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON
SUCH BURDENED PARCEL 1. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 1, THE OWNER OF THE
BURDENED PARCEL 1 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE PRINCIPAL ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 1 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE
PRINCIPAL ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 1; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 1
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL 1 SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
PARCEL 1 B:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "SERVICE ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH SERVICE ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE SERVICE ACCESS EASEMENT AREA AND TO MAINTAIN THE SERVICE
ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 3 OF PARCEL
MAP NO. 90-361 ("BURDENED PARCEL 3") OBTAINS A CERTIFICATE OF OCCUPANCY
FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON SUCH
BURDENED PARCEL 3. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 3, THE OWNER OF THE
BURDENED PARCEL 3 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE SERVICE ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
Exhibit 1-2
4839-9604-7299v2/022459-0014
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 3 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE SERVICE
ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 3; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 3
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL 3 SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
PARCEL 2: (APN: 442-014-25)
THE NORTHWESTERLY ONE-HALF OF PARCEL 2, IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON PARCEL MAP NO. 90-
361, FILED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME
KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTS DERIVED FROM ANY OF THE
FOREGOING, THAT MAY BE WITHIN OR UNDER THE LAND, TOGETHER WITH THE
PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING AND OPERATING THEREFOR
AND STORING IN AND REMOVING THE SAME FROM THE LAND OR ANY OTHER LAND,
INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM
LANDS OTHER THAN THOSE CONVEYED HEREBY, OIL OR GAS WELLS, TUNNELS AND
SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF THE LAND, AND TO
BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND
SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF, AND
TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY
SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE,
EXPLORE AND OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE
SUBSURFACE OF THE LAND, AS RESERVED BY THE IRVINE -COMPANY IN THE DEED
RECORDED MAY 8, 1992, AS INSTRUMENT NO. 92-304759, OF OFFICIAL RECORDS.
PARCEL 2A:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "PRINCIPAL ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
Exhibit 1-3
4839-9604-7299v2/022459-0014
6-29
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH PRINCIPAL ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE PRINCIPAL ACCESS EASEMENT AREA AND TO MAINTAIN THE
PRINCIPAL ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 1
OF PARCEL MAP NO. 90-361 ("BURDENED PARCEL I") OBTAINS A CERTIFICATE OF
OCCUPANCY FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON
SUCH BURDENED PARCEL 1. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 1, THE OWNER OF THE
BURDENED PARCEL 1 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE PRINCIPAL ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 1 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE
PRINCIPAL ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 1; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 1
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL I SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
PARCEL 2B:
A PERMANENT NONEXCLUSIVE EASEMENT IN GROSS AND APPURTENANT TO
PARCEL 1, DESCRIBED ABOVE, (THE "BENEFITTED PARCEL") OVER THAT PORTION
OF PARCEL 1 IDENTIFIED IN EASEMENT NOTE 3, SET FORTH AND SHOWN ON PARCEL
MAP NO. 90-361, IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF
CALIFORNIA, RECORDED IN BOOK 270, PAGES 15 TO 18 INCLUSIVE, OF PARCEL MAPS,
RECORDS OF SAID COUNTY (THE "SERVICE ACCESS EASEMENT AREA") FOR THE
PURPOSE OF VEHICULAR AND PEDESTRIAN ACCESS, INGRESS AND EGRESS AND
CONSTRUCTION, REPLACEMENT AND MAINTENANCE OF DRIVEWAYS, CURBS, CURB
CUTS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS,
LANDSCAPING, IRRIGATION, MONUMENTATION, DIRECTIONAL AND OTHER
ROADWAY SIGNS AND LIKE IMPROVEMENTS WITHIN SUCH SERVICE ACCESS
EASEMENT AREA. GRANTEE SHALL PAY FOR ALL COSTS AND EXPENSES TO
IMPROVE THE SERVICE ACCESS EASEMENT AREA AND TO MAINTAIN THE SERVICE
ACCESS EASEMENT AREA PRIOR TO THE TIME THE OWNER OF PARCEL 3 OF PARCEL
MAP NO. 90-361 ("BURDENED PARCEL 3") OBTAINS A CERTIFICATE OF OCCUPANCY
FOR PERMANENT BUILDING IMPROVEMENTS TO BE CONSTRUCTED ON SUCH
BURDENED PARCEL 3. UPON OBTAINING A CERTIFICATE OF OCCUPANCY FOR
IMPROVEMENTS CONSTRUCTED ON THE BURDENED PARCEL 3, THE OWNER OF THE
BURDENED PARCEL 3 AND THE OWNER OF THE BENEFITTED PARCEL SHALL EACH
Exhibit 1-4
4839-9604-7299v2/022459-0014
mewrt
CONTRIBUTE TO FIFTY PERCENT (50%) OF THE COSTS AND EXPENSES OF
MAINTENANCE, REPAIR AND RESTORATION OF ALL IMPROVEMENTS LOCATED ON
THE SERVICE ACCESS EASEMENT AREA WHICH ARISE SUBSEQUENT TO THE
ISSUANCE OF SUCH CERTIFICATE OF OCCUPANCY. GRANTOR HEREBY RESERVES
THE RIGHT, FOR THE BENEFIT OF THE OWNER OF THE BURDENED PARCEL 3 TO
REDESIGN, REMOVE, RECONSTRUCT AND IMPROVE THE DRIVEWAYS, CURB CUTS,
CURBS, ENTRYWAYS, LIGHT STANDARDS, TRAFFIC SIGNS, SIDEWALKS, PERMANENT
WALLS AND FENCES, LANDSCAPING, IRRIGATION, MONUMENT, DIRECTIONAL AND
OTHER ROADWAY SIGNS AND LIKE IMPROVEMENTS LOCATED WITHIN THE SERVICE
ACCESS EASEMENT AREA IN CONNECTION WITH IMPROVEMENT OR
RECONSTRUCTION OF PERMANENT BUILDINGS LOCATED ON THE BURDENED
PARCEL 3; PROVIDED, HOWEVER, THAT THE OWNER OF THE BURDENED PARCEL 3
SHALL PROVIDE REASONABLE ALTERNATIVE ACCESS TO THE BENEFITTED PARCEL
AT ALL TIMES DURING CONSTRUCTION OF SUCH REDESIGNED OR UPGRADED
IMPROVEMENTS. THE OWNER OF THE BURDENED PARCEL 3 SHALL REPAIR ALL
DAMAGE CAUSED TO IMPROVEMENTS LOCATED WITHIN THE PRINCIPAL EASEMENT
AREA BY CONSTRUCTION ACTIVITIES.
Civic Center (1100 and 1300 Avocado):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
PARCEL 3 OF PARCEL MAP 90-361, IN THE CITY OF NEWPORT BEACH, AS PER MAP
RECORDED IN BOOK 270, PAGE(S) 15 THROUGH 18, INCLUSIVE OF PARCEL MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA.
APN: 442-014-27
Civic Center (1450 Avocado):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
THAT PORTION OF PARCEL MAP NO. 88-163, AS SHOWN ON A MAP FILED IN BOOK 253,
PAGES 34 AND 35 OF PARCEL MAPS, IN THE OFFICE OF THE COUNT RECORDER OF
ORANGE COUNTY, CALIFORNIA, SHOWN AS "REMAINING PARCEL".
EXCEPTING THEREFROM, ANY AND ALL OIL, OIL RIGHTS, MINERALS, MINERAL
RIGHTS, NATURAL GAS RIGHTS AND OTHER HYDROCARBONS BY WHATSOEVER
NAME KNOW, GEOTHERMAL STEAM, ANY OTHER MATERIAL RESOURCES AND ALL
PRODUCTS DERIVED FROM ANY OF THE FOREGOING, THAT MAY BE WITHIN OR
UNDER THE PROPERTY, TOGETHER WITH THE PERPETUAL RIGHT OF DRILLING,
MINING, EXPLORING AND OPERATING THEREFOR AND STORING IN AND REMOVING
THE SAME FROM THE PROPERTY OR ANY OTHER LAND, INCLUDING THE RIGHT TO
WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM LANDS OUTSIDE THE
PROPERTY, OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS
Exhibit 1-5
4839-9604-7299v2/022459-0014
6-31
THE SUBSURFACE OF THE PROPERTY AND TO BOTTOM SUCH WHIPSTOCKED OR
DIRECTIONALLY DRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR
BEYOND THE EXTERIOR LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP,
MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY SUCH WELLS OR MINES; BUT
WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE, EXPLORE OR OPERATE
THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE SUBSURFACE OF THE
PROPERTY.
ALSO EXCEPTING THEREFROM, ANY AND ALL WATER, WATER RIGHTS, OR INTEREST
THEREIN APPURTENANT TO, UNDERLYING OR RELATING TO THE PROPERTY, OR
OWNED OR USED BY GRANTOR IN CONNECTION WITH THE PROPERTY OR FOR ANY
BENEFICIAL USE, NO MATTER HOW ACQUIRED BY GRANTOR, AND INCLUDING BUT
NOT LIMITED TO THE RIGHTS THAT ARE RIPARIAN, OVERLYING, APPROPRIATIVE,
PRESCRIPTIVE, PERCOLATING, LITTORAL, ADJUDICATED, STATUTORY OR
CONTRACTUAL, BUT WITHOUT, HOWEVER, ANY RIGHT TO ENTER UPON THE
SURFACE OF THE PROPERTY IN THE EXERCISE OF SUCH RESERVED RIGHTS, AS
RESERVED IN GRANT DEED RECORDED OCTOBER 17, 2008, AS INSTRUMENT NO.
2008000480500, OF OFFICIAL RECORDS.
APN: 442-014-24
[END]
Exhibit 1-6
4839-9604-7299v2/022459-0014
6-32
EXHIBIT 2
DESCRIPTION OF RELEASED LEASED PREMISES
Newport Coast Community Center:
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS
FOLLOWS:
A PORTION OF PARCEL 1 OF LOT LINE ADJUSTMENT 94-006, IN THE CITY OF
NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, RECORDED
MARCH 22, 1994, AS INSTRUMENT NUMBER 94-0202108 OF OFFICIAL RECORDS,
ORANGE COUNTY RECORDERS OFFICE, STATE OF CALIFORNIA, BEING MORE
PRACTICALLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE CENTERLINE INTERSECTION OF NEWPORT COAST DRIVE
AND SAN JOAQUIN HILLS ROAD AS SHOWN ON SAID TRACT MAP; THENCE NORTH
840 27' 16" WEST ALONG SAID CENTERLINE OF SAN JOAQUIN HILLS ROAD A
DISTANCE OF 441.70 FEET; THENCE LEAVING SAID CENTERLINE NORTH 05° 32' 44"
EAST A DISTANCE OF 61.49 FEET TO THE NORTHERLY RIGHT OF WAY LINE OF LAST
SAID ROAD, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE
NORTH 050 32' 44" EAST A DISTANCE OF 345.01 FEET TO A POINT ON A NON -
TANGENT CURVE CONCAVE NORTHERLY HAVING A RADIUS OF 142.54 FEET TO
WHICH A RADIAL LINE BEARS SOUTH 480 54' 51" WEST; THENCE CONTINUING
ALONG THE NORTHERLY LINE OF SAID LOT LINE ADJUSTMENT THE FOLLOWING
MULTIPLE COURSES; THENCE SOUTHEASTERLY ALONG SAID NON -TANGENT
CURVE THROUGH A CENTRAL ANGLE OF 370 02'25" AN ARC LENGTH OF 92.15 FEET;
THENCE SOUTH 780 07' 34" EAST A DISTANCE OF 36.87 FEET; THENCE NORTH 740 03'
52" EAST A DISTANCE OF 79.69 FEET; THENCE NORTH 64° 42' 53" EAST A DISTANCE
OF 58.38 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHERLY
HAVING A RADIUS OF 50.00 FEET; THENCE EASTERLY ALONG SAID TANGENT
CURVE THROUGH A CENTRAL ANGLE OF 250 58' 33" AN ARC LENGTH OF 22.67 FEET;
THENCE SOUTH 890 18' 34" EAST A DISTANCE OF 123.01 FEET; THENCE NORTH 77° 16'
30" EAST A DISTANCE OF 18.90 FEET TO WESTERLY RIGHT OF WAY LINE OF SAID
NEWPORT COAST DRIVE AND THE BEGINNING OF A NON -TANGENT CURVE
CONCAVE WESTERLY HAVING A RADIUS OF 2291.00 FEET TO WHICH A RADIAL LINE
BEARS SOUTH 850 40'34" EAST; THENCE CONTINUING ALONG LAST SAID WESTERLY
RIGHT OF WAY LINE THE FOLLOWING MULTIPLE COURSES; THENCE SOUTHERLY
ALONG SAID NON -TANGENT CURVE THROUGH A CENTRAL ANGLE OF 030 11'42" AN
ARC LENGTH OF 127.75 FEET TO THE BEGINNING OF A COMPOUND CURVE
CONCAVE WESTERLY HAVING A RADIUS OF 201.00 FEET; THENCE SOUTHERLY
ALONG SAID TANGENT CURVE THROUGH A CENTRAL ANGLE OF 80 19' 02" AN ARC
LENGTH OF 29.18 FEET; THENCE SOUTH 15° 50' 10" WEST A DISTANCE OF 30.62 FEET
TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS
OF 219.00 FEET; THENCE SOUTHERLY ALONG SAID TANGENT CURVE THROUGH A
CENTRAL ANGLE OF 070 34' 07" AN ARC LENGTH OF 28.93 FEET TO THE BEGINNING
OF A REVERSE CURVE CONCAVE WESTERLY HAVING A RADIUS OF 2929.50 FEET TO
WHICH A RADIAL LINE BEARS SOUTH 810 23'57" EAST; THENCE SOUTHERLY ALONG
Exhibit 2-1
4839-9604-7299v2/022459-0014
6-33
SAID REVERSE CURVE THROUGH A CENTRAL ANGLE OF 20 09'07" AND ARC LENGTH
OF 110.03 FEET; THENCE SOUTH 790 14' 50" EAST A DISTANCE OF 4.00 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS
OF 2925.50 FEET TO WHICH A RADIAL LINE BEARS SOUTH 790 14' 50" EAST; THENCE
SOUTHERLY ALONG SAID NON -TANGENT CURVE THROUGH A CENTRAL ANGLE OF
00 34' 09" AN ARC LENGTH OF 29.06 FEET TO AN ANGLE POINT ON SAID WESTERLY
RIGHT OF WAY LINE; THENCE LEAVING SAID RIGHT OF WAY LINE SOUTH 48° 11' 54"
WEST A DISTANCE OF 29.57 FEET TO A POINT ON SAID NORTHERLY RIGHT OF WAY
LINE OF SAN JOAQUIN HILLS ROAD; THENCE CONTINUING ALONG LAST SAID RIGHT
OF WAY LINE SOUTH 890 52' 33" WEST A DISTANCE OF 51.85 FEET; THENCE
CONTINUING ALONG LAST SAID RIGHT OF WAY LINE NORTH 850 17' 57" WEST A
DISTANCE OF 305.86 FEET TO THE TRUE POINT OF BEGINNING.
EXCEPTING THEREFROM, ANY AND ALL OIL, OIL RIGHTS, MINERALS, MINERAL
RIGHTS, NATURAL GAS RIGHTS AND OTHER HYDROCARBONS BY WHATSOEVER
NAME KNOWN, GEOTHERMAL STEAM ARID ALL PRODUCTS DERIVED FROM ANY OF
THE FOREGOING, THAT MAY BE WITHIN OR UNDER THE PROPERTY, TOGETHER
WITH THE PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING, AND OPERATING
THEREFOR AND STORING IN AND REMOVING THE SAME FROM THE PROPERTY OR
ANY OTHER LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY
DRILL AND MINE FROM OTHER LANDS OTHER THAN THE PROPERTY, OIL OR GAS
WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF
THE PROPERTY AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY
DRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR BEYOND THE
EXTERIOR LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN,
REPAIR, DEEPEN AND OPERATE ANY SUCH WELLS OR MINES; BUT WITHOUT THE
RIGHT TO ENTER UPON OR USE THE SURFACE OF THE PROPERLY TO DRILL, MINE,
STORE, EXPLORE, OR OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF
THE SUBSURFACE OF THE PROPERTY.
ALSO EXCEPTING THEREFROM, FOR USE OF SURFACE OR SUBSURFACE WATER BY
THE COUNTY FOR LOCAL PARK PURPOSES ON THE PROPERTY, ANY AND ALL
WATER, SOLAR -HEATED WATER, RECLAIMED RIGHTS, WHETHER SURFACE OR
SUBSURFACE, APPURTENANT OR RELATING TO THE PROPERTY, OR OWNED OR
USED BY OFFEROR IN CONNECTION WITH THE PROPERTY TOGETHER WITH THE
RIGHT TO EXPLORE, DRILL, REDRILL AND REMOVE SUCH WATER FROM THE
PROPERTY, TO STORE SUCH WATER IN THE GROUND -WATER BASIN UNDERLYING
THE PROPERTY BY PERCOLATING, SPREADING, OR INJECTING WATER INTO SUCH
BASIN FROM LOCATIONS ON LANDS LYING OUTSIDE OF THE PROPERTY, AND TO
DIVERT OR OTHERWISE UTILIZE SUCH WATER, RIGHTS, OR INTERESTS ON ANY
OTHER PROPERTY OWNED OR LEASED BY OFFEROR, BUT WITHOUT THE RIGHT TO
ENTER UPON OR USE THE SURFACE OF THE PROPERTY IN THE EXERCISE OF SUCH
RIGHT, AS RESERVED BY THE IRVINE COMPANY, A MICHIGAN CORPORATION, IN
IRREVOCABLE OFFER OF DEDICATION, RECORDED APRIL 8, 1993, AS INSTRUMENT
NO. 93-0234810, AND IN GRANT DEED RECORDED JANUARY 2, 1997, AS INSTRUMENT
NO. 19970000564, BOTH OF OFFICIAL RECORDS.
Exhibit 2-2
4839-9604-7299v2/022459-0014
6-34
Mariner's Library:
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF
NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS
DESCRIBED AS FOLLOWS:
PARCEL A:
A PARCEL OF LAND CONTAINING 9.019 ACRES AND BEING A PORTION OF
BLOOK 53, AS SHOWN UPON A MAP OF IRVINE'S SUBDIVISION RECORDED IN
MISCELLANEOUS MAPS, BOOK 1, PAGE 88, RECORDS OF ORANGE COUNTY,
CALIFORNIA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS, TO -WIT:
BEGINNING AT THE INTERSECTION OF A LINE LYING SOUTHWESTERLY OF,
PARALLEL TO, AND DISTANT 17 FEET FROM THE SOUTHEASTERLY
PROLONGATION OF THE CENTER LINE OF 19TH STREET AS SHOWN UPON A
MAP OF NEWPORT HEIGHTS, RECORDED IN MISCELLANEOUS MAP BOOK 4,
PAGE 83, RECORDS OF ORANGE COUNTY, SAID LINE ALSO BEING THE
NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF THE
ORANGE COUNTY FLOOD CONTROL CHANNEL, AS CONVEYED TO THE
COUNTY OF ORANGE BY DEED RECORDED APRIL 7, 1954, IN BOOK 2705, PAGE
539, OFFICIAL RECORDS OF SAID ORANGE COUNTY, AND A LINE LYING
SOUTHEASTERLY OF, PARALLEL TO, AND DISTANT 30 FEET FROM THE
NORTHWESTERLY LINE OF SAID BLOCK 53; THENCE SOUTH 50° 11' 30" EAST
ALONG SAID NORTHWESTERLY PROLONGATION AND ALONG SAID
SOUTHWESTERLY LINE OF SAID FLOOD CONTROL CHANNEL A DISTANCE OF
277 FEET TO THE BEGINNING OF A TANGENT CURVE, CONCAVE TO THE
SOUTHWEST AND HAVING A RADIUS OF 868 FEET; THENCE SOUTHEASTERLY
ALONG SAID CURVE AND SAID SOUTHWESTERLY LINE OF THE FLOOD
CONTROL CHANNEL A DISTANCE OF 713.99 FEET; THENCE SOUTH 30 03' 42"
EAST, TANGENT TO LAST MENTIONED CURVE, AND ALONG SAID
SOUTHWESTERLY LINE OF THE FLOOD CONTROL CHANNEL A DISTANCE OF
58 FEET; THENCE SOUTH 16° 55' 29" EAST ALONG SAID SOUTHWESTERLY LINE
OF THE FLOOD CONTROL CHANNEL A DISTANCE OF 10.46 FEET; THENCE
SOUTH 860 56' 18" WEST A DISTANCE OF 106.72 FEET TO THE BEGINNING OF A
TANGENT CURVE, CONCAVE TO THE SOUTHEAST AND HAVING A RADIUS OF
710 FEET; SAID LINE ALSO BEING THE SOUTHWESTERLY PROLONGATION OF
THE CENTER LINE OF MARINERS DRIVE, 60 FEET IN WIDTH, AS SHOWN UPON
A MAP OF TRACT NO. 3004, RECORDED IN MISCELLANEOUS MAP BOOK 92,
PAGES I AND 2, RECORDS OF SAID ORANGE COUNTY; THENCE WESTERLY
ALONG SAID CURVE A DISTANCE OF 152.14 FEET; THENCE NORTH 15° 20' 20"
WEST, RADIAL TO LAST MENTIONED CURVE, A DISTANCE OF 30 FEET;
THENCE NORTH 500 11' 05" WEST A DISTANCE OF 758.99 FEET TO A POINT OF
INTERSECTION WITH THE AFOREMENTIONED PARALLEL LINE LYING
SOUTHEASTERLY OF, PARALLEL TO, AND DISTANT 30 FEET FROM THE
NORTHWESTERLY LINE OF SAID BLOCK 53; THENCE NORTH 39° 48' 55" EAST
ALONG SAID PARALLEL LINE A DISTANCE OF 495.70 FEET TO THE POINT OF
BEGINNING.
Exhibit 2-3
4839-9604-7299v2/022459-0014
6-35
EXCEPTING THEREFROM, THAT PORTION OF THE LAND CONVEYED TO
NEWPORT -MESA UNIFIED SCHOOL DISTRICT IN QUITCLAIM DEED RECORDED
JANUARY 14, 2003 AS INSTRUMENT NO. 2003000045873, DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWESTERLY TERMINUS OF THAT CERTAIN COURSE
DESCRIBED IN DEED TO THE CITY OF NEWPORT BEACH HAVING A BEARING
AND DISTANCE OF N 15020'20" W 30.00 FEET, SAID NORTHWESTERLY
TERMINUS BEING THE INTERSECTION OF THE SOUTHWESTERLY LINE OF
SAID CERTAIN PARCEL OF LAND DEEDED TO THE CITY OF NEWPORT BEACH
AND THE NORTHERLY LINE OF MARINERS DRIVE, 60.00 FEET WIDE, AS
SHOWN ON MAP OF TRACT NO. 1896 FILED IN BOOK 114, PAGE 43 THROUGH 45
INCLUSIVE OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY; THENCE ALONG SAID SOUTHWESTERLY LINE N
50011'06" W 498.00 FEET; THENCE N 39°48'55" E 38.00 FEET; THENCE S 50°11'05"
E 526.60 FEET TO A POINT IN SAID NORTHERLY LINE OF MARINERS DRIVE,
SAID NORTHERLY LINE BEING A CURVE CONCAVE SOUTHERLY AND HAVING
A RADIUS OF 740.00 FEET, A RADIAL TO SAID POINT BEING N 11°49'06" W;
THENCE WESTERLY ALONG SAID NORTHERLY LINE AND CURVE, THROUGH A
CENTRAL ANGLE OF 03041'14", AN ARC LENGTH OF 47.62 FEET TO THE POINT
OF BEGINNING.
PARCEL B:
A PORTION OF THAT CERTAIN PARCEL OF LAND IN THE CITY OF NEWPORT
BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED IN DEED
TO THE NEWPORT BEACH ELEMENTARY SCHOOL DISTRICT, FILED IN BOOK
3970, PAGE 3 OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY AND SHOWN AS ASSESSOR'S PARCEL NO. 425-
071-01 FILED IN BOOK 425, PAGE 7 OF ASSESSOR'S MAPS IN THE OFFICE OF
THE COUNTY ASSESSOR OF SAID COUNTY, SAID PORTION MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWESTERLY TERMINUS OF THAT CERTAIN
COURSE DESCRIBED IN SAID DEED TO THE NEWPORT BEACH ELEMENTARY
SCHOOL DISTRICT HAVING A BEARING AND DISTANCE OF N 50011'05" W
758.99 FEET, SAID CERTAIN COURSE BEING THE NORTHEASTERLY LINE OF
SAID CERTAIN PARCEL DEEDED TO THE NEWPORT BEACH ELEMENTARY
SCHOOL DISTRICT; THENCE ALONG SAID NORTHEASTERLY LINE S 50°11'05" E
50.00 FEET TO ITS INTERSECTION WITH THE SOUTHEASTERLY LINE OF IRVINE
AVENUE AS DESCRIBED IN DEED TO THE CITY OF NEWPORT BEACH FILED IN
BOOK 3978, PAGE 542 OF SAID OFFICIAL RECORDS, SAID INTERSECTION BEING
THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID
NORTHEASTERLY LINE S 50011'05" E 210.99 FEET; THENCE S 39°48'55" W 92.00
FEET; THENCE N 50°11'05" W 120.99 FEET; THENCE S 39°48'55" W 10.00 FEET;
THENCE N 50011'05" W 90.00 FEET TO SAID SOUTHEASTERLY LINE OF IRVINE
AVENUE; THENCE ALONG SAID SOUTHEASTERLY LINE N 39°48'55" E 102.00
FEET TO THE TRUE POINT OF BEGINNING.
Exhibit 2-4
4839-9604-7299v2/022459-0014
6-36
APN: 425-071-03
Fire Station 7 (Santa Ana Heights):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF
NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS
DESCRIBED AS FOLLOWS:
LOTS 57 THROUGH 60 AND THE SOUTHWESTERLY 66 FEET OF LOT 56, TRACT
NO. 706, PER MAP RECORDED IN BOOK 21, PAGES 25 OF MAPS, IN THE OFFICE
OF THE COUNTY RECORDER, COUNTY OF ORANGE, CALIFORNIA.
APN: 439-391-29
Oasis Senior Center:
PARCEL I OF PARCEL MAP NO. 2008-161, IN THE CITY OF NEWPORT BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK
367, PAGES 26, 27 AND 28 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM ALL OIL, GAS, AND OTHER HYDROCARBON
SUBSTANCES IN AND UNDER THE ABOVE DESCRIBED PROPERTY, TOGETHER
WITH THE RIGHT TO EXPLORE FOR, DEVELOP, EXTRACT AND REMOVE THE
SAME THEREFROM BY SLANT DRILLING OR OTHER LIKE METHODS, WITH
DERRICKS OR DRILL RIGS LOCATED OUTSIDE OF THE BOUNDARIES OF SAID
PROPERTY, AS RESERVED BY THE IRVINE COMPANY IN THE DEED RECORDED
MAY 5, 1959, IN BOOK 4698, PAGE 478, OF OFFICIAL RECORDS.
ALSO EXCEPTING ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER
NAME KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTS DERIVED FROM
ANY OF THE FOREGOING, THAT MAY BE WITHIN OR UNDER THE PARCEL OF
LAND HEREINABOVE DESCRIBED, TOGETHER WITH THE PERPETUAL RIGHT
OF DRILLING, MINING, EXPLORING, AND OPERATING THEREFOR, AND
STORING IN AND REMOVING THE SAME FROM SAID LAND OR ANY OTHER
LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILL
AND MINE FROM LANDS OTHER THAN THOSE HEREINABOVE DESCRIBED, OIL
OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE
SUBSURFACE OF THE LAND HEREINABOVE DESCRIBED, AND TO BOTTOM
SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND
SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF,
AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND
OPERATE ANY SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE RIGHT TO
DRILL, MINE, STORE, EXPLORE, AND OPERATE THROUGH THE SURFACE OR
THE UPPER 500 FEET OF THE SUBSURFACE OF THE LAND HEREINABOVE
DESCRIBED, AS RESERVED BY THE IRVINE COMPANY, IN THE DEED
RECORDED APRIL 29, 1986, AS INSTRUMENT NO. 86-170658, OF OFFICIAL
Exhibit 2-5
4839-9604-7299v2/022459-0014
6-37
RECORDS.
APN: 458-651-02, 458-651-11, 458-651-13
Fire Station 3/Police Station (Newport Center):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF
NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS
DESCRIBED AS FOLLOWS:
PARCEL I OF PARCEL MAP, IN THE CITY OF NEWPORT BEACH, COUNTY OF
ORANGE, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 55, PAGE 31 OF
PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM ALL OIL, GAS, PETROLEUM AND OTHER
HYDROCARBON SUBSTANCES AND CONVENIENT RIGHT TO EXPLORE AND
EXTRACT AND TAKE ON AND AT LEVELS BELOW THE DEPTH OF 500 FEET
FROM THE SURFACE OF SAID LAND BY MEANS OF WELLS, DERRICK OF
OTHER EQUIPMENT FROM THE SURFACE LOCATIONS AS RESERVED BY THE
IRVINE COMPANY, IN DEED RECORDED JULY 28, 1970 IN BOOK 9357, PAGE 805
AND FEBRUARY 1, 1973, IN BOOK 10538, PAGE 27 OF OFFICIAL RECORDS.
APN: 442-261-07, 08 AND 09
Fire Station 4 (Balboa Island):
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF
NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS
DESCRIBED AS FOLLOWS:
PARCEL l OF PARCEL MAP 92-139, IN THE CITY OF NEWPORT BEACH, COUNTY
OF ORANGE, STATE OF CALIFORNIA, AS PER MAP FIILED IN BOOK 314, PAGES
36 AND 37 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF
SAID COUNTY.
APN: 050-173-01
[END]
Exhibit 2-6
4839-9604-7299v2/022459-0014
mm