HomeMy WebLinkAbout09 CROSSROAD CHURCH PROJECT IMPLEMENTATION AGREEMENT• Agenda Item 9
AGENDA REPORT Reviewed:
City Manager
_ / Finance Director
MEETING DATE: SEPTEMBER 4, 2012
TO: JEFFREY C. PARKER, CITY MANAGER
FROM: DOUGLAS S. STACK, DIRECTOR OF PUBLIC WORKS /CITY ENGINEER
SUBJECT: APPROVE CROSSROAD CHURCH PROJECT IMPLEMENTATION
AGREEMENT AND MEMORANDUM IN CONJUNCTION WITH THE TUSTIN
RANCH ROAD EXTENSION PROJECT BETWEEN WALNUT AVENUE AND
VALENCIA AVENUE (CIP No. 70100)
SUMMARY
Staff is requesting the City Council and the Successor Agency to the Tustin Community
Redevelopment Agency approve the Project Implementation Agreement and Memorandum with
Crossroad Church located at 2472 Walnut Avenue to provide for implementation of applicable
noise mitigation measures. The noise mitigations are required measures identified in the Final
Supplement #1 to the Final EIS /EIR for the Tustin Ranch Road Extension Project (CIP No. 70100)
RECOMMENDATION
It is recommended that the City Council and the Successor Agency to the Tustin Community
Redevelopment Agency approve the attached documents for 2472 Walnut Avenue (Crossroad
Church) including the Project Implementation Agreement and Memorandum of Project
Implementation Agreement, and authorize the Mayor or the City Manager to execute on behalf of
the City and Successor Agency, subject to approval as to form with any minor non - substantive
modifications required by the City Attorney.
FISCAL IMPACT
The City's Capital Improvement Program (CIP) budget for FY 2012/2013 appropriates funds in the
Tustin Ranch Road Extension Project (CIP No. 70100) for mitigation of noise and construction
impacts during the project construction. The project mitigation costs for Crossroad Church is
$40,500.
DISCUSSION AND BACKGROUND
A Notice to Proceed for the Phase 2 construction of the Tustin Ranch Road Extension Project was
recently issued and construction will soon be underway.
Final Supplement No. 1 to the Final EIS /EIR was approved by the City Council on December 6,
2004. Resolution No. 04 -77 provides for findings of fact, a statement of overriding considerations,
and a mitigation and monitoring program for this roadway extension. The mitigation measures
adopted to mitigate noise impacts from the roadway extension affect 2472 Walnut Avenue
(Crossroad Church). Approval of this agreement and memorandum will provide for implementation
of applicable noise mitigation as required in the approved environmental documents.
Tustin Ranch Road Extension Project, CIP No. 70100
Crossroad Church Agreement and Memorandum
September 4, 2012
Page 2
This agreement and memorandum satisfy all City obligations related to noise mitigation measures
for Crossroad Church.
Stack, P.E.
Public Works /City Engineer
Attachment(s) 1. Project Implementation Agreement (Crossroad Church)
2. Memorandum of Project Implementation Agreement (Crossroad Church)
S \City Council Items\2012 Council Items\Approval of Agreement and Memorandum for Crossroad Church for TRR Extension
Project CIP 70100.docx
ATTACHMENT 1
PROJECT IMPLEMENTATION AGREEMENT
(Noise Reduction Improvements — Tustin Ranch Road Extension)
This Project Implementation Agreement (this "Agreement ") is made and entered into as of the
day of 2012, by and between the CITY OF TUSTIN, a municipal corporation of
the State of California ( "City "), and the SUCCESOR AGENCY TO THE TUSTIN COMMUNITY
REDEVELOPMENT AGENCY ( "Agency") (City and Agency are collectively referred to herein as
"City"), on the one hand and CROSSROAD CHURCH, a California corporation ("Owner") on the other
hand
A. Owner owns real property located in the City of Tustin, County of Orange, State of
California (the "Property"), which Property is described on Exhibit attached hereto and made a part
hereof.
B. City proposes to construct an extension of Tustin Ranch Road from Walnut Avenue to
Valencia North Loop Road (the "Project ").
C. City most implement applicable noise impact mitigation measures for the Project (the
"Applicable Mitigation Measures ") as set forth in the Final EIS/EIR for the Disposal and Reuse of MCAS
Tustin; Final Supplement #I to the Final EIS/EE2 for the Disposal and Reuse of MCAS Tustin for Tustin
Ranch Road Extension - Walnut Avenue to Valencia North Loop Road (Final Supplement); and
Addendum to the Final EISIEIR for the Disposal and Reuse of MCAS Tustin for Zone Change (Specific
Plan Amendment 05 -002) (collectively, the "EIR ").
D. The Applicable Mitigation Measures require the construction of a sound wall (a "Sound
Wall") in certain locations adjacent to both the eastem and western boundaries of the Project area, and the
installation of certain property - specific improvements designed to abate noise for specified residential and
institutional properties located adjacent to the Project area (the "Property- Specific Improvements ")
(collectively, the Sound Wall and Property - Specific Improvements arc referred to in this Agreement as
the "Noise Reduction Improvements.")
E. The technical studies in the EIR analyzed the Noise Reduction Improvements and found
that they are sufficient to mitigate noise impacts resulting following the completion of the Project and the
Project's operation at full capacity.
F. City is willing to provide Owner with a sum of money (the "Mitigation Payment ")
sufficient to fund and compensate Owner for (i) the complete implementation of the Noise Reduction
Impmvements applicable to the Property; (ii) a license to enter the Property to document the Property's
existing condition; (iii) the cooperation of Owner in City's installation of the Sound Wall abutting and/or
adjacent to the Property; and any future impact on the use or enjoyment of the Property suffered by
Owner or its tenants as a result of noise attributable to implementation of the Project and the Noise
Reduction Improvements (collectively, "Costs ").
G. Owner is willing to accept such Mitigation Payment and other good and valuable
consideration as full payment for and satisfaction of (i) Owner's right to installation of all applicable
Noise Reduction Improvements; (ii) Owner's grant to City of a license to enter the Property to document
the Property's existing condition; (iii) Owner's cooperation in City's installation of the Sound Wall; and
(iv) all Costs, subject to the terms and conditions set forth in this Agreement.
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NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions
contained herein, and other good and valuable consideration, the receipt and sufficiency of which is
acknowledged by each of the parties, City and Owner agree as follows:
I. Noise Reduction Improvements. City and Owner acknowledge and confirm that,
pursuant to the Applicable Mitigation Measures, in connection with City's completion of the Project,
Owner is entitled to the installation on or near the Property of the Noise Reduction Improvements set
forth on Exhibit B attached hereto and made a part hereof. Owner further acknowledges and confirms
that City is not obligated pursuant to the Applicable Mitigation Measures or otherwise to provide advance
funds for potential Costs.
2. Mitigation Payment. City hereby agrees to pay Owner a Mitigation Payment in the
amount of Forty Thousand Five Hundred Dollars and Zero Cents ($40,500.00) as consideration for,
and/or in full satisfaction of all costs and expenses for (i) Owner's cooperation in City's installation of the
Sound Wall adjacent to or abutting the Property as shown and/or described in Exhibit B; (ii) Owner's
grant to City of a temporary license to enter and document the existing condition of the Property in
accordance with Paragraph 7 of this Agreement; (iii) Owner's installation of the Property - Specific
Improvements that are listed in Item 1 on Exhibit B; and (iv) future Costs incurred or suffered by Owner
or its tenants as a result of noise attributable to implementation of the Project and the Noise Reduction
Improvements. Owner confirms that such Mitigation Payment is sufficient to fund and provide the
complete implementation of the Noise Reduction Improvements described in Item I on Exhibit B and
Owner is willing to accept such Mitigation Payment in full satisfaction of Owner's right to installation of
the Noise Reduction Improvements described in Item 1 on Exhibit B and as full mitigation of and in
payment for any Costs incurred or suffered by Owner or its tenants as a result of noise attributable to
implementation of the Project and the Noise Reduction Improvements. City acknowledges that any and
all costs of materials, tasks and/or activities required to construct the Sound Wall shall be funded
independently by City in addition to City's payment to Owner of the Mitigation Payment.
3. Implementation of Property- Specific Improvements by Owner. Owner hereby confirms
that City's payment and Owner's acceptance of the Mitigation Payment fulfills City's obligation, if any,
to cause installation of the Property - Specific Improvements described in Item Ion Exhibit B under the
Applicable Mitigation Measures. Owner and City agree and acknowledge that following delivery of the
Mitigation Payment, City shall have no further obligation to cause the installation of the Property - Specific
Improvements described in Item 1 on Exhibit B and such Property - Specific Improvements to the
Property shall be implemented by Owner, or caused to be implemented by Owner as contemplated by this
Agreement.
4. Specifications and Estimates for Property- Specific Improvements. Owner hereby
acknowledges and confpms that City has obtained and provided Owner with specifications for, and an
estimate of the cost to install, the Property - Specific Improvements that are listed on Exhibit B and that
such estimated cost is equal to the amount of the Mitigation Payment.
5. Acknowledgement and Certification of Satisfaction of Applicable Mitigation Measures.
Owner and City hereby confirm and acknowledge that City's installation of the Sound Wall and payment
to Owner of the Mitigation Payment constitutes full implementation of the Noise Reduction
Improvements that are solely required for the Property as required by the Applicable Mitigation
Measures. Owner further agrees that the City's installation of the Sound Wall and payment of the
Mitigation Payment fulfills City's obligations to Owner under the Applicable Mitigation Measures,
Owner is not entitled to further Noise Reduction Improvements related to the Project, and City shall not
be responsible to Owner or its tenants for additional Costs.
8659]0.1
6. Acknowledgements. Owner acknowledges and confirms that following City's payment
to Owner of the Mitigation Payment, City has no control over Owner's timing of and ultimate installation
of the Property- Specific Improvements described in Item I on Exhibit B if any, and City has no ability to
ensure that Owner will use the Mitigation Payment for implementation of the Property- Specific
Improvements or to satisfy any applicable Costs. Owner further acknowledges and agrees that City's
performance of the provisions of this Agreement, including payment of the Mitigation Payment, shall
constitute full and fair compensation and consideration for any and all claims that Owner, and its
successors and assigns, may have against City by reason of City's obligation to install the Noise
Reduction Improvements pursuant to the FIR and/or for any future Costs incurred or suffered by Owner
or its tenants as a result of implementation of the Project and the Noise Reduction Improvements.
Accordingly, Owner hereby agrees as follows:
Except with respect to City's obligations under this Agreement and its obligation to
construct the Sound Wall, Owner, for itself, and each of its representatives, agents,
assigns, successors -in- interest, knowingly and voluntarily releases and discharges City
and each of its officers, employees, representatives, agents, successors and assigns, from
any and all present and future claims, damages, liabilities and causes of action which are
related to, arise out of, result from, or are connected with (i) the installation of the Noise
Reduction Improvements, and the failure of the Noise Reduction Improvements to meet
the standards set forth by the Applicable Mitigation Measures, failure of Owner to install
the applicable Property- Specific Improvements, or (it) any impact on the use or
enjoyment of the Property suffered by Owner or its tenants as a result of noise
attributable to the implementation of the Project or the Noise Reduction Improvements.
Notwithstanding the foregoing, nothing herein is intended or shall be construed as a
waiver by Owner or any third party of any claims caused by, resulting from, or
attributable to the negligent, reckless, or wrongful conduct of City or any of its officers,
employees, contractors, representatives, or agents.
b. There is a risk that subsequent to the execution of this Agreement, Owner will discover,
incur or suffer loss, damages or injuries that are in some way related to the matters
released above, but which are unknown or unanticipated at the time that this Agreement
is executed. Each person or entity executing this Agreement hereby assumes this risk and
understands that to the extent of the releases set forth above, THIS AGREEMENT
SHALL APPLY TO ALL UNKNOWN OR UNANTICIPATED RESULTS OF, OR
RELATED TO, THE MATTERS RELEASED ABOVE, AS WELL AS THOSE
KNOWN AND ANTICIPATED. Owner, and each of them, hereby expressly
acknowledges that she, he or it is familiar with section 1542 of the California Civil Code
which provides:
A general release does not extend to claims which the creditor
does not know or suspect to exist in his or her favor at the time
of executing the release, which if known by him or her must
have materially affected his or her settlement with the debtor.
Owner understands and acknowledges the significance and consequence of this specific
waiver of section 1542. Having the opportunity to consult with legal counsel, Owner
expressly waives and relinquishes any and all rights and benefits which she, he or it may
have under section 1542 of the Civil. Code to the full extent that such rights and benefits
maybe lawfully waived pertaining to the subject matter of this Agreement.
865920.1
7. Documentation of Property Condition. In consideration of the payment of the Mitigation
Payment, which includes an amount for Owner's grant to City of a temporary license to enter the
Property, Owner's installation of certain Project- Specific Improvements and Costs, Owner hereby grants
City the right to document at reasonable times and upon prior written request the pre- existing condition of
the exterior of the Owner's Property, which includes, without limitation, the right to document, videotape
and photograph the pre - existing condition of the exterior of the Property. Owner or Owner's designated
representative(s) shall have the right to be present and accompany City's employees, representatives or
agents at all times they are present on the Property for such purposes. City agrees to hold harmless and
indemnify and defend Owner from and against any and all damage, claims, demands, actions, and causes
of action for personal or bodily injury or death to any person or permanent damage to the Property
proximately arising out of, or resulting from, the City's exercise of its right to enter the Property pursuant
to the terms of this Agreement.
S. Notices. Any and all notices given or delivered by any party hereto shall be effective
upon receipt or refusal of delivery, and shall be delivered in person or by Federal Express or similar
private commercial courier for next business day delivery or otherwise deposited in the United States mail
in the County of Orange, Sate of California, duly certified or registered, postage prepaid, and addressed as
set forth below:
To City:
City of Tustin
300 Centennial Way
Tustin, CA 92780
Attention: Doug Anderson
With a Copy To:
Woodruff, Spradlin & Smart
555 Anton Boulevard
Costa Mesa, CA 92870
Attention: David Kendig
To Owner:
Crossroad Church
2472 Walnut Avenue
Tustin, CA 92780
Attention: David Frost, Senior Pastor
With a Copy To:
Sedgwick
3 Park Plaza, 17' Floor
Irvine, CA 92614
Attention: Charles Hurst
9. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit
of each of the parties hereto and thew respective successors and assigns. City may not assign its rights
under this Agreement without obtaining the consent of Owner, which may be withheld in Owner's sole
and absolute discretion. Notwithstanding this provision, the Parties agree that the City retains the right to
assign construction of the Sound Wall to a third party contactor.
10. Entire Agreement. No representations or covenants of any kind other than those
expressly contained herein have been made by either party hereto. This Agreement may only be modified
or amended by an agreement in writing duly executed and delivered by each of the parties hereto.
H. Sevembilitv. If any provision of this instrument, or the application thereof to any person
or circumstances, is found to be invalid, the remainder of the provisions of this instrument, or the
865920.1
application of such provision to persons or circumstances other than those as to which it is found to be
invalid, as the case may be, shall not be affected thereby.
12. Memorandum of Aereement. Owner and City shall execute a memorandum of
for
agreement pertaining to this Agreement, in the m attached hereto as Exhibit C. Such memorandum of
agreement shall be recorded against the property in the Official Records of Orange County following
execution of thereof,
13. Govemine Law. This Agreement shall be governed in accordance with the laws of the
State of California.
14. Counterparts. This Agreement may be executed in counterparts, each of which shall be
deemed an original and which together shall constitute a single agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written
above.
OWNER
CROSSROAD CHURCH, a C is
corporation ^
David Fro[t, Pres ent
Date: 72-7
By:
,Suzann..". Kaech, Secretary
Date: 7 A2 V 2/ 42
9659'_0.1
CITY
CITY OF TUSTIN, a municipal corporation of the
State of California
By:
Date:
AGENCY
SUCCESSOR AGENCY TO THE TUSTIN
COMMUNITY REDEVELOPMENT AGENCY
By:
Date:
ATTEST:
Date:
By:
Pamela Stoker
City Clerk
APPROVED AS TO FORM:
Date:
By:
David Kendig
City Attorney
I.ALIN VICNIA ALL- rUKYVSE
State of California
County of Orange
On July 24, 2012 before me, Miriam Benitez, Notary Public
DATE NAME, TITLE OF OFFICER,E G, "JANE DOE, NOTARY PUBLIC'
personally appeared David Frost and Suzanne k. Kaech ------------- ---------------------------------------------
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 loshe /they
executed the same in hisfher/their authorized capacity(ies),
1 and that by hisAw /their signature(s) on the instrument the
MINIAM BENITEZ - person(s), or the entity upon behalf of which the person(s)
Notary Public M tall�ni acted, executed the instrument. I certify under PENALTY
i .� Notary PuNk - California Y
onmpaCourdy OF PERJURY under the laws of the State of California that
My Comm. EaokMF@b 6. a 6 r the foregoing paragraph is true and correct.
WITNESS my hand and official seal
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relyin=ATTACHED ent fraudulent
reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPT CUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
❑ PARTNER(S) ❑ LIMITED
❑ GENERA
❑ ATTORNEY -IN -FACT
❑ TRUSTEE(S)
❑ GUARDIAN /CONSERV R
❑ OTHER:
SIGNER,"EPRESENTIN
NAME. OF P SON(S) OR ENTITY(IES)
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
EXHIBIT A
Description of Property
Address: 2472 Walnut Avenue
Tustin, California 92780
Leeal Description
PARCEL A
PARCEL 3 OF PARCEL MAP NO. 84 -1031, IN THE CITY OF TUSTIN, COUNTY OF ORANGE, STATE
OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 199 PAGES 34 THROUGH 36 OF
PARCEL MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM THAT PORTION OF SAID PARCEL 3, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST SOUTHERLY CORNER OF SAID PARCEL 3; THENCE NORTH 32° 40'
25' WEST 263.52 FEET ALONG THE SOUTHWESTERLY LINE OF SAID PARCEL 3 TO THE
NORTHWESTERLY LINE OF SAID PARCEL 3; THENCE NORTH 44° 34' 35' EAST 15.89 FEET
ALONG SAID NORTHWESTERLY LINE TO A LINE PARALLEL WITH AND NORTHEASTERLY 15.50
FEET FROM SAID SOUTHWESTERLY LINE; THENCE SOUTH 320 40'25" EAST 267.03 FEET
ALONG SAID PARALLEL LINE TO THE SOUTHEASTERLY LINE OF SAID PARCEL 3; THENCE
SOUTH 57° 19'35" WEST 15.50 FEET ALONG SAID SOUTHEASTERLY LINE TO THE POINT OF
BEGINNING.
SAID LAND IS ALSO DESCRIBED AS PARCEL 1 ON LOT LINE ADJUSTMENT NO. 85 -3, RECORDED
DECEMBER 18, 1985, AS INSTRUMENT NO. 85- 506459 OF OFFICIAL RECORDS.
EXCEPTING THEREFROM ANY AND ALL OF OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME KNOWN,
GEOTHERMAL STEAM OR OTHER RESOURCES, 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, OR EXPLORING AND OPERATING THEREFORE 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 IMO, THROUGH OR
ACROSS THE SUBSURFACE OF THE LAND, AND TO BOTTOM SUCH WHIPSrOCKED 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 SUBSTANCES OF THE LAND, AS RESERVED IN THE DEED FROM THE IRVINE
COMPANY, A WEST VIRGINIA CORPORATION, RECORDED JULY 6, 1984, AS INSTRUMENT NO.
94- 279964 OF OFFICIAL RECORDS.
PARCEL B:
A RECIPROCAL EASEMENT FOR INGRESS, EGRESS, PARKING AND OTHER PURPOSES AS SET
OUT IN A DECLARATION OF ESTABLISHMENT OF EASEMENTS, RECORDED FEBRUARY 23, 1990,
AS INSTRUMENT NO. 90- 098264, OF OFFICIAL RECORDS.
APN: 432 - 491 -34
965920.1
EXHIBIT B
Noise Reduction Improvements
1. Property- Specific Improvements applicable to the Property: Pursuant to Mitigation Measure
NR -7, replacement of existing second floor windows having a direct view of the proposed
Tustin Ranch Road Extension with acoustic -rated window /door assemblies having a Sound
Transmission Class (STC) rating of at least 35 STC, as further described in the January 27,
2011 assessment report prepared by Vista Environmental attached hereto.
2. Pursuant to Mitigation Measure NR -6, for purposes of protecting the Property, a Sound Wall
will be constructed within the Tustin Ranch Road Right -of -Way on City property adjacent to
the Property.
865920.1
EXHIBIT C
Memorandum of Proiect Implementation Aereement
(See Attached)
Deleted:I
9
96592al ----------------------------------- '- "-'---------- "- - - - ---
ATTACHMENT 2
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City of Tustin
Attn: Ken Nishikawa
300 Centennial Way
Tustin, CA 92780
Exempt from recording fee per
Government Code §§ 6103 and 27383
APN: 432 - 491 -34 (Space Above This Line for Recorder's Use)
MEMORANDUM OF PROJECT IMPLEMENTATION AGREEMENT
This Memorandum of Project Implementation Agreement (this "Memorandum ") is made and
entered into as of the day of 2012, by and between the CITY OF TUSTIN, a
municipal corporation of the State of California ( "City "), and the SUCCESSOR AGENCY TO THE
TUSTIN COMMUNITY REDEVELOPMENT AGENCY ( "Agency ") (City and Agency are collectively
referred to herein as "City "), on the one hand and CROSSROAD CHURCH, a California corporation
( "Owner ") on the other hand.
A. Owner and City have entered into that certain Project Implementation Agreement, dated
, 2012 (the "Agreement "), which Agreement, as executed, is attached hereto as
Exhibit A and incorporated herein by this reference.
B. The Agreement affects and relates to that certain real property owned by Owner located
in the City of Tustin, County of Orange, State of California (the "Property "), which Property is described
on Exhibit B attached hereto and incorporated herein by this reference.
C. Owner and City desire to execute this Memorandum to provide notice of the existence of
the Agreement and all rights and obligations under the Agreement to all appropriately interested persons,
including without limitation any and all future owners of the Property or any part thereof or any interest
therein, and in no way modifies the provisions of the Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the City and Owner hereby agree and confirm as follows:
I. Definitions. All capitalized words used herein, unless otherwise defined, shall have the
meanings ascribed to them in the Agreement.
2. Terms of Agreement.
(a) Pursuant to the Agreement, Owner has accepted a one -time Mitigation Payment
from City as consideration for, and/or in full satisfaction of all costs and expenses
for, (i) Owner's cooperation in City's installation of a Sound Wall adjacent to or
abutting the Property; (ii) Owner's grant to City of a temporary license to enter
865919.1
the Property and document its existing condition; (iii) installation of certain
Property- Specific Improvements applicable to the Property; and (iv) the future
Costs incurred or suffered by Owner or its tenants as a result of the
implementation of the Project and Noise Reduction Improvements.
(b) Pursuant to the Agreement, by its acceptance of such Mitigation Payment, Owner
acknowledged and confirmed the sufficiency of such Mitigation Payment to fund
and implement certain specified Noise Reduction Improvements applicable to the
Property, and confirmed its acceptance of such Mitigation Payment as full
satisfaction of Owner's right to installation of certain applicable Noise Reduction
Improvements and as full payment for the Costs.
3. Provisions. To the extent of any inconsistency between the Agreement and this
Memorandum, the Agreement shall control.
4. Successors and Assigns. This Memorandum shall be binding upon and inure to the
benefit of each of the parties hereto and their respective successors and assigns.
5. Governing Law. This Memorandum shall be governed in accordance with the laws of the
State of California.
6. Recordation. City and Owner hereby confirm and acknowledge that this Memorandum
shall be recorded in the Official Records of Orange County, California, following execution.
7. Counterparts. This Memorandum may be executed in counterparts, each of which shall
be deemed an original and which together shall constitute a single agreement.
IN WITNESS WHEREOF, the parties have executed this Memorandum as of the date first
written above.
OWNER
CROSSROAD HU a C ' o is rporation
By:
David Frost, Preside t
Date:
$ -Z. -(Z
By: Z�z 34Z
Suzann-AC . Kaech, Secretary
CITY
CITY OF TUSTIN, a municipal corporation of the
State of California
By:
Date:
AGENCY
Date: SUCCESSOR AGENCY TO THE TUSTIN
COMMUNITY REDEVELOPMENT AGENCY
0
Date:
865919.1
ATTEST:
Date:
By:
Pamela Stoker
City Clerk
APPROVED AS TO FORM:
Date:
By:
David Kendig
City Attorney
565919.1
State of California )
) ss.
County of Y n )
On O x / 0 ) i )0Al before me, Khafoed H0, r a notary public,
personally appeared 17"Cl f-
rrtS i c7�d Se7unnc �c r!, , who proved tome on the basis
of satisfactory evidence to be the person(s) whose name(s))6 are subscribed to the within instrument and
acknowledged to me that P?6 /s/they executed the same in Yrs* /their authorized capacity(ies), and that
by O/lXr /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. / n
Signatures
(Seal)
1 IOI11T2REl11fOM
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865919.1
EXHIBIT A
Fully- Executed Proiect Implementation Agreement
(See Attached)
865919.1
EXHIBIT B
Legal Description of Property
Address: 2472 Walnut Avenue
Tustin, California 92780
Legal Description:
PARCEL A:
PARCEL 3 OF PARCEL MAP NO. 84 -1031, IN THE CITY OF TUSTIN, COUNTY OF ORANGE, STATE
OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 199 PAGES 34 THROUGH 36 OF
PARCEL MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM THAT PORTION OF SAID PARCEL 3, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST SOUTHERLY CORNER OF SAID PARCEL 3; THENCE NORTH 320 40'
25" WEST 263.52 FEET ALONG THE SOUTHWESTERLY LINE OF SAID PARCEL 3 TO THE
NORTHWESTERLY LINE OF SAID PARCEL 3; THENCE NORTH 440 34'35" EAST 15.89 FEET
ALONG SAID NORTHWESTERLY LINE TO A LINE PARALLEL WITH AND NORTHEASTERLY 15.50
FEET FROM SAID SOUTHWESTERLY LINE; THENCE SOUTH 320 40'25" EAST 267.03 FEET
ALONG SAID PARALLEL LINE TO THE SOUTHEASTERLY LINE OF SAID PARCEL 3; THENCE
SOUTH 570 19'35" WEST 15.50 FEET ALONG SAID SOUTHEASTERLY LINE TO THE POINT OF
BEGINNING.
SAID LAND IS ALSO DESCRIBED AS PARCEL 1 ON LOT LINE ADJUSTMENT NO. 85 -3, RECORDED
DECEMBER 18, 1985, AS INSTRUMENT NO. 85- 506459 OF OFFICIAL RECORDS.
EXCEPTING THEREFROM ANY AND ALL OF OIL RIGHTS, MINERALS, MINERAL RIGHTS,
NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME KNOWN,
GEOTHERMAL STEAM OR OTHER RESOURCES, 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, OR EXPLORING AND OPERATING THEREFORE 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 SUBSTANCES OF THE LAND, AS RESERVED IN THE DEED FROM THE IRVINE
COMPANY, A WEST VIRGINIA CORPORATION, RECORDED JULY 6, 1984, AS INSTRUMENT NO.
94- 279964 OF OFFICIAL RECORDS.
PARCEL B:
A RECIPROCAL EASEMENT FOR INGRESS, EGRESS, PARKING AND OTHER PURPOSES AS SET
OUT IN A DECLARATION OF ESTABLISHMENT OF EASEMENTS, RECORDED FEBRUARY 23, 1990,
AS INSTRUMENT NO. 90- 098264, OF OFFICIAL RECORDS.
APN: 432- 491 -34
865919.1