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HomeMy WebLinkAboutC-6072-5 - Jamboree Road, 4311 - Agreement for Termination of EasementsAGREEMENT FOR TERMINATION OF EASEMENTS This AGREEMENT ("Agreement") is made and entered into as of this 3rd of March, 2026 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and TSG PARCEL 1, LLC, a Delaware limited liability company ("TSG"), whose address is 18565 Jamboree Road, Suite 200, Irvine, CA 92612. RECITALS A. The City owns that certain real property situated in the City of Newport Beach, County of Orange, State of California, as more particularly described in Exhibit "A" attached hereto (the "Tract Map"), pursuant to a dedication thereof to the City in that certain tract map for Tract No. 17763 recorded June 19, 2015 as Instrument No. 2015000320061, in Book 937, Pages 17 through 23, inclusive, of Miscellaneous Maps in the Official Records of Orange County, California (the "Official Records"), as amended by that certain Tract Map Certificate of Correction recorded February 2, 2016, as Instrument No. 2016000045179 in the Official Records. B. The Tract Map reserved unto the owners, its successors and assigns, a temporary easement over Lot "A" ("Property") for project construction staging, stockpiling, and installation of park improvements ("Temporary Construction Easement"), and a permanent easement for the ongoing maintenance and repair of the park improvements ("Permanent Maintenance Easement"), collectively the "Easements." C. On July 18th, 2025, the City entered into a Maintenance License Agreement with TSG ("Maintenance Agreement") for the operation maintenance and repair of park improvements at the Property. D. On July 19, 2025, TSG assigned all of its obligations to maintain the park improvements at the Property to the Uptown Newport Master Association, a California nonprofit corporation ("HOX). TSG and HOA are collectively referred to as the "Parties." E. City and TSG contemplate the termination, release, and extinguishment of the Easements burdening or benefitting City's Property. F. City and TSG desire to memorialize certain acknowledgments and confirmations regarding the Easements as set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned Parties as follows: 1. OWNERSHIP AND AUTHORITY 1.1 TSG hereby represents and warrants the following as of the Effective Date: 1.1.2 Parties are the sole legal and beneficial owner of the Easements. 1.1.3 Parties have not assigned, pledged, encumbered, or otherwise transferred the Easements, or any portion thereof, to any third party. The Easements are free and clear of all liens and encumbrances. 1.1.4 The Parties possesses the full right, power, and legal authority to execute this Agreement and to terminate, release, and extinguish the Easements in their entirety. 1.1.5 No consent or approval from any third party, government agency, or lienholder is required to effectuate the termination of the Easements. To the extent any such consent was required, the Parties have unconditionally obtained it prior to the execution of this Agreement and shall provide evidence of such consent upon request. 2. RELIANCE; SURVIVAL 2.1 City is entitled to rely upon the acknowledgments, representations, warranties, and accords set forth in this Agreement, and such acknowledgments, representations, warranties, and accords are a material basis for City's execution and delivery of, and performance under, this Agreement. 2.2 The acknowledgments, representations, warranties, and accords set forth shall survive the execution and delivery of this Agreement and shall not be merged therein. 2.3 Certificate of Occupancy. Upon the Effective Date, the City will issue the Certificate of Occupancy for Permit No. XC2023-0211 by March 5, 2026, provided that all other standard administrative requirements for such issuance have been satisfied. 3. NON -RECORDABLE INSTRUMENT The City acknowledges and agree that this Agreement is not intended to be, and shall not be deemed, a document eligible for recording in any land records or other public recording office. The City expressly covenants that they will not present or cause this Agreement, or any memorandum or summary of it, to be recorded. 4. NOTICES TSG - PARCEL 1, LLC Page 1 Any notices under this Agreement shall be given in the manner set forth to the Parties at their respective notice addresses specified herein, or to such other addresses as a Party may designate by notice. All notices, demands, requests or approvals to City shall be addressed at: Attn: Director of Community Development Community Development Department City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92658 All notices, demands, requests or approvals to TSG shall be addressed at: Attn: William A. Shopoff TSG - Parcel 1, LLC 18565 Jamboree Road, Suite 200 Irvine, CA 92612 5. MISCELLANEOUS 5.5 Recitals. City and TSG acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 5.6 Compliance with all Laws. TSG shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. 5.7 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 5.8 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 5.9 Conflicts or Inconsistencies. This Agreement supplements any previous arrangement and understanding solely with respect to the matters expressly set forth herein and does not amend, modify, or waive any other term of the Agreement. In the event of a direct conflict between this Agreement and any previous arrangements with respect to the subject matter hereof, the terms of this Agreement shall govern. TSG - PARCEL 1, LLC Page 2 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: !3/2 0:7 jq2 t, By: A ron C. Harp City Attorney ATTEST: Date: 2 By: Lena Shumway City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: Z oz6 By: Seimone Jurjis City Manager TSG PARCEL 1, LLC, a Delaware limited liability company Date: Signed in Counterpart By: William A Shopoff President and Chief Executive Officer TSG - PARCEL 1, LLC Page 4 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Dater/ ? /2 4 By: La Aqjon C. Harp Q City Attorney ATTEST: Date: By: Lena Shumway City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Seimone Jurjis City Manager TSG PARCEL 1, LLC, a Delaware limited liability company Date: 3�3i a0"oZb By- IIUUl William A. Sh President and Chief Executive Officer TSG - PARCEL 1, LLC Page 4 ACKNOWLEDGEMENT 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 County1 of romyN On 3�'Jl a.lp before m , LVV � Notary Public, personally appeared Sl jk'i S T.)p 4 who proved to me on the basis of satisfactory evidence to be the person(s) whose e(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. � TERRI HOVCESTAD Notary Public • California WITNESS my hand and official seal. Orange County ` Commission 1 2406769 Sid ature , (Seal) MY Comm. Expires Jun 28, 2026 ACKNOWLEDGEMENT 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 On before me, , Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(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 (Seal) TSG - PARCEL 1, LLC Page 5 EXHIBIT A CITY EASEMENTS TO TRACT NO. 17763 TSG - PARCEL 1, LLC Page A-1 RECORDING REQUESTED BY Hall & Foreman, Inc. WHEN RECORDED MAIL TO: City of Newport Beach Public Works Department 3300 Newport Boulevard P.O. Box 1768 Newport Beach, CA 92658-8915 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder I!IIII 11111 jjjj111f 1111 Jjf 11111111IIII1111111111II 12,00 *$ R 0 0 0 8 1 2 8 1 4 4 $ * 2016000045179 9:41 am 02/02/16 10416C18F13 2 0.00 0.00 0.00 0.00 3.00 0.00 0.00 0.00 SPACE ABOVE THIS LINE FOR RECORDER'S USE TRACT MAP CERTIFICATE OF CORRECTION City of Newport Beach, County of Orange, State of California The following corrections or additions are hereby made to Tract No. 17763, filed in Book 937, Pages(s) 17 through 23, of Miscellaneous Maps, in the office of the Recorder of Orange County: 1. The Preamble (Legal Description) on Sheet 1 of 7, should read as follows: "IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA BEING A SUBDIVISION OF PARCELS 2, 3 AND A PORTION OF PARCELS 1 AND 4 OF PARCEL MAP NO. 2013-108, AS SHOWN ON MAP FILED IN BOOK 378, PAGES 10 TO 12, INCLUSIVE, OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY" 2. A distance shown on sheet 4 of 7, as 30.11 feet, along the southerly line of Lot "N" is corrected as follows: The distance of 30.11 feet would be along the southerly line of Lot "N" from the easterly end of said southerly line to the easterly terminus of the distance shown as 14.94 feet also on said southerly line. cNB Public Works FEB � 2 2016 Rn-ontRCi- Page 1 of 2 Surveyor's Certificate I hereby certify that this Certificate of Correction was prepared by me or under my e o L AN' U S� direction on July 9, 2015, and the changes 4i� �P@n G. 'Q!. shown hereon are as provided for in �r �4L �0,A, Section 66469 of th Subdivision Ma Act. `% 0 NO. (685 Signed Exp.06/3 j& Print Name Williamt. Hoff L.S. No. 6685 Registration Expires 6/30/16 Citv Enaineer's Statement I hereby state that I have examined this Certificate of Correction and found it to be substantially in conformance with the Tentative Map, as filed with, amended and Q��FESS!Oq� approved by the City Planning Commission; �o VU o9l? that all provisions of the Subdivision Map Act ��`� �� h- ✓ F\ and the City Subdivision Regulations have been complied with. NO. -y- ZQI�. ���� A Dated this 20 day of Toi»Uof , zcaa� EXP' Signed V� Te0F CM\Fob Print Name_jOrk V4je ✓i c. R.C.E. or L.S. No. (0 /S' 2 7 Registration Expires 2,Z)17 County Surveyor's Certificate I hereby certify that I have examined this Certificate of Correction and the only changes made are those set forth in Section 66469 of the Subdivision Map Act. Dated this day 4 l�/_� , 29�3 Kevin R. Hills, County Surveyor By��� Cr . Wehrma , Chief Deputy Surveyor Listed below are the present fee owners of real property affected by this correction. 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