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HomeMy WebLinkAboutAttachment E, Exhibit 1, X-2 - City ROW DeedEXHIBIT X -2 City ROW Deed 5764 -- 44062 \AP13360 AGRMTI 136768,6 5 /1/13 RECORDING REQUESTED BY: AND WHEN RECORDED MAIL TO: City Manager The City of Tustin 300 Centennial Way Tustin, California 92780 Mail copy of Quitclaim Deed and Tax Statements to: Vice Chancellor, Business Services South Orange County Community College District 28000 Marguerite Parkway Mission Viejo, California 92692 -3635 Exempt from Recording Fees Per Government Code Section 6103 Space Above This Line Reserved for Recorder's Use QUITCLAIM DEED AND ENVIRONMENTAL RESTRICTION PURSUANT TO CIVIL CODE SECTION 1471 (City - SOCCCD Land Exchange Agreement / City ROW) THIS DEED is made this day of 20_, by the CITY OF TUSTIN, CALIFORNIA, the recognized local redevelopment authority for Marine Corps Air Station Tustin ( "CITY "), in favor of the SOUTH ORANGE COUNTY COMMUNITY COLLEGE DISTRICT ( "SOCCCD "). RECITALS: WHEREAS A. CITY requested from the United States of America (hereinafter the "Government ") conveyance of a portion of the former Marine Corps Air Station Tustin, ( "MCAS Tustin ") which was closed pursuant to and in accordance with the Defense Base Closure and Realignment Act of 1990, as amended (Pub. L No. 101 -510; "Base Closure Act ") and which is no longer required for military purposes; B. The Government and CITY entered into that certain Agreement between the United States of America and the City of Tustin, California, for the Conveyance of a Portion of the Former Marine Corps Air Station Tustin, dated May 13, 2002 as amended by "Modification One (1)" dated April 10 2006, "Modification Two (2)" dated July 31, 2006 and "Modification Three (3)" dated December 19, 2011 (as so 5764- 44062\R.0403 \1 141328.4 4/30/13 amended and modified, the "Navy -City Conveyance Agreement ") which sets forth the terms and conditions of the conveyance of portions of MCAS Tustin from the Government to CITY; C. Pursuant to California Civil Code § 1471 and a Finding of Suitability to Transfer ( "FOST "), the Government determined that it is reasonably necessary to impose certain restrictions on the use of the City Property to protect present and future human health or safety or the environment as a result of the presence of hazardous materials on portions of the City Property described hereinafter with particularity; D. CITY and SOCCCD entered into that certain Agreement between the City of Tustin and the South Orange County Community College District for the Conveyance of a Portion of MCAS, Tustin and the Establishment of an Advanced Technology Educational Campus, dated April 22, 2004, (the "City - SOCCCD Conveyance Agreement ") setting forth the terms and conditions of the conveyance of a portion of the City Property from CITY to SOCCCD; E. Subsequently, CITY and SOCCCD entered into that certain Development Agreement and Amended and Restated Agreement between the City of Tustin and the South Orange County Community College District for Conveyance of a Portion of MCAS, Tustin and the Establishment of an Advanced Technology Educational Campus dated 20 ', and recorded in the Official Records of the County Recorder of Orange County, California, on , 20 " as Instrument No. (the "Development Agreement "), which, among other things, amends and restates the City - SOCCCD Conveyance Agreement in its entirety; F. Pursuant to the Navy -City Conveyance Agreement, the Government conveyed certain real property at the Marine Corps Air Station, Tustin ( "City Property") to CITY; G. In accordance with the City - SOCCCD Conveyance Agreement, CITY conveyed a portion of the City Property (the "SOCCCD Property") to SOCCCD; and I-I. CITY and SOCCCD have entered into that certain Agreement for the Exchange of Real Property dated , 20 (the "Land Exchange Agreement "), pursuant to which CITY has agreed to convey to SOCCCD certain portions of the City Property in exchange for the conveyance by SOCCCD to CITY of certain portions of the SOCCCD Property. NOW THEREFORE, CITY, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, does hereby remise, release and forever quitclaim to SOCCCD, all of CITY's right, title and interest in and to that certain real property, comprising approximately One and 275/1000ths (1.275) acres, more or less (hereinafter "City Exchange Property"), as more particularly described in Exhibit "A." 5764- 14062 \1211D403 \1141328.4 4/30/13 TOGETHER WITH all improvements on the City Exchange Property. 1. EXCEPTING THEREOUT AND THEREFROM, however, and reserving to CITY its successors and assigns, together with the right to grant and transfer all or a portion of the same, the following: 1.1 Any and 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 City Exchange Property together with the perpetual right of drilling, mining, exploring for and storing in and removing the same from the City Exchange Property or any other land, including the right to whipstock or directionally drill and mine from lands other than the City Exchange Property, oil or gas wells, tunnels and shafts into, through or across the subsurface of the City Exchange 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 well or mines; but without, however, the right to drill, mine, store, explore or operate through the surface of the City Exchange Property. 1.2 Any and all water, water rights or interests therein appurtenant or relating to the City Exchange Property or owned or used by CITY in connection with or with respect to the City Exchange Property (no matter how acquired by CITY), whether such water rights shall be riparian, overlying, appropriative, littoral, percolating, prescriptive, adjudicated, statutory or contractual, together with the perpetual right and power to explore, drill, redrill and remove the same from or in the City Exchange Property, to store the same beneath the surface of the City Exchange Property and to divert or otherwise utilize such water, rights or interests on any other property owned or leased by CITY; but without, however, any right to enter upon or use the surface of the City Exchange Property in the exercise of such rights. 1.3 A permanent non - exclusive easement in gross on, over, under or across the SOCCCD Property within ten (10) feet from all property lines bordering on and parallel to any public street or future public street as identified on the MCAS Tustin Specific Plan/Reuse Plan adopted February 3, 2003, as subsequently amended (as amended, the "MCAS Tustin Specific Plan/Reuse Plan ") for the construction, installation, emplacement, operation and maintenance of the any new utility systems, without unreasonably interfering with SOCCCD's reasonable use and enjoyment thereof. 2. SUBJECT TO THE FOLLOWING NOTICES, COVENANTS, RESTRICTIONS, AND CONDITIONS, which shall run with the land and be binding upon and enforceable as equitable servitudes against SOCCCD, its successors and assigns for such period of time as the Development Agreement prescribes: 5764- 44062 \R10403 \1141328.4 4!30113 2.1 Conditions: 2.1.1 Uses. The City Exchange Property shall be planned, developed, maintained and used solely for the purposes prescribed in the Development Agreement. 2.1.2 Effective Standards. The City Exchange Property shall be planned, developed and maintained in accordance with the Effective Standards as defined in the Development Agreement. 2.1.3 Major Improvements. SOCCCD shall not construct or make or permit the construction or making of any "Major Improvements" (as defined in the Development Agreement) on the City Exchange Property without complying with the provisions of the Development Agreement concerning CITY'S rights (a) to grant or deny "Development Approvals" and (b) to undertake courtesy review of the "DSA Plans" (as both such terms are defined in the Development Agreement). 2.2 Restrictions on Transfers: 2.2.1 Permitted Transfers. SOCCCD shall not effect, or agree to effect, any transfer, sale, assignment, gift or other conveyance of all or any portion of the City Exchange Property or any improvements thereon or any interest therein, whether voluntarily, involuntarily or by operation of law or otherwise except as provided in the Development Agreement. 2.2.2 Remedies For Improper Transfers. In the event of a Transfer in violation of this Section 2.2 CITY shall have all remedies available to it as provided in the Development Agreement, including the right to exercise the Right of Reverter contained in Article 13 of the Development Agreement. 2.2.3 Termination of Restrictions. The provisions of this Section 2.2 shall expire and be of no further force or effect on April 29, 2034 (the "Termination Date "). 2.3 Covenants: The Development Agreement includes certain additional covenants by SOCCCD in favor of CITY. SOCCCD, by acceptance hereof, reaffirms its obligation to comply with such covenants, including, but not limited to, the following: Section 7 concerning City regulation, Section 12 concerning unauthorized transfers, the Release contained in Section 16.3.3, Section 11 concerning non - discrimination and maintenance of the City Exchange Property, and Section 21.14 concerning estoppel certificates. 2.4 Enforcement of Covenants, Conditions, and Restrictions: SOCCCD, its successors and assigns, shall reimburse CITY for all damages, claims, or liability whatsoever that CITY sustains as a result of a breach by SOCCCD of any of the conditions or any other terms and covenants of this Deed, including all costs and expense (including reasonable attorney's fees and court costs) related to, or arising from CITY's enforcement or restraint of a breach by SOCCCD of any of the conditions or any other terms and covenants of this Deed. 5764- 44062\12JD403 \1141328.4 4/30/13 2.5 Encumbrances. SOCCCD agrees to accept conveyance of the City Exchange Property subject to all covenants, conditions, restrictions, easements, rights -of- way, reservations, rights, agreements, and encumbrances of record. 2.6 Government Deed. The quitclaim deed from the Government conveying the City Property to CITY (the "Government Deed ") was recorded prior to the recordation of this Deed. In its transfer of the City Property to CITY, the Government identified certain building(s) or portions of building(s) as being located on the City Exchange Property. CITY has no knowledge regarding the accuracy of such information. Additionally, in its transfer of the City Property to CITY, the Government identified certain building(s) or portions of building(s) as having, presumed to have, or requiring surveys for, friable and non - friable asbestos containing materials and lead based paint, and the presence of certain contaminants and hazardous materials. CITY has no knowledge regarding the accuracy of such information, and CITY makes no warranties regarding the condition of the building(s) on the City Exchange Property. CITY makes no warranties regarding the environmental conditions on the City Exchange Property; CITY has no knowledge regarding the accuracy or adequacy of the Government's remediation of the City Property as provided in the deed conveying the City Property to CITY, and CITY has taken no steps to abate any such conditions. The italicized information below is copied verbatim (except as discussed below) from the Government Deed conveying the City Property to CITY. To the extent applicable to the City Exchange Property conveyed hereunder, by acceptance of this Deed SOCCCD hereby acknowledges and assumes all responsibilities placed upon CITY, under the terms of the aforesaid Government Deed to CITY. Within the italicized information only, the term "GRANTOR" shall mean the Government, and the term "GRANTEE" shall mean CITY; to avoid confusion, the words "Government" have been added in parenthesis after the word "GRANTOR ", and "CITY" has been added in parenthesis after the word "GRANTEE ". 2.2 A FOST has been completed and an Environmental Baseline Survey ( "EBS') report is referenced in the POST. The FOST and EBS reference environmental conditions on the Property and on other property not subject to this Deed. GRANTEE ( "CITY') acknowledges that it has received copies of the EBS and the POST and that all documents referenced therein have been made available to GRANTEE ("CITY") for, inspection and copying. 2.3 Except as otherwise provided herein, or as otherwise provided by law, the GRANTEE ( "CITY) acknowledges that it has inspected, is aware of and accepts the condition and state of repair of the Property, and that the Property is conveyed "as is and "where is" without any representation, promise, agreement, or warranty on the part of the GRANTOR ( "the Government') regarding such condition and state of repair, or regarding the making of any alterations, improvements, repairs or additions. Except for the environmental remediation which may be required to be undertaken by GRANTOR ( "the Government') pursuant to paragraph. 2.6 below, the GRANTEE ( "CITY') further 5764- 440621R1D403 \1141328.4 4/30/13 acknowledges that the GRANTOR ( "the Government') shall not be liable for any latent or patent defects in the Property except to the extent required by applicable law. 2.4 Asbestos Containing Material 2.4.] GRANTEE ( "CITY') is hereby informed and does hereby acknowledge that hazardous materials in' the form of asbestos or asbestos- containing materials ("ACM') have been found and are otherwise presumed to exist in Buildings /Structures ...213 on the Property. The EBS and FOST disclose the presence of known asbestos or ACM hazards in such buildings and structures on the Property. 2.4.2 GRANTEE ( "CITY') covenants, on behalf of itself its successors and assigns, as a covenant running with the land, that it will prohibit occupancy and use of buildings and structures, or portions thereof containing known asbestos or ACM hazards prior to abatement of such hazards, In connection with its use and occupancy of the Property, including, but not limited to, demolition of buildings and structures containing asbestos or ACM it will comply with all applicable federal, state and local laws relating to asbestos and ACM 2.4.3 ACM surveys have not been conducted for Buildings /Structures, ...538... on Parcel I -E -2 [Areas 2 and 6 on Exhibit Al GRANTEE ( "CITY') shall prohibit occupancy and use of those buildings and structures and portions thereof until ACM surveys have been conducted by GRANTEE ( "CITY') or its successors and assigns, and any necessary abatement required under applicable federal, state and local laws relating to asbestos and ACM has been completed by GRANTEE ( "CITY) or its successors and assigns. 2.4.4 The GRANTOR ( "the Government') shall provide a notice of release, in recordable form, to the GRANTEE ( "CITY') at such time as demolition of the buildings on the Property containing ACM has been completed and the appropriate government regulatory agency(s) have confirmed in writing to the GRANTEE ( "CITY') that ACM has been removed from the buildings and any necessary soil remediation has been conducted in accordance with all applicable federal, state, and local laws and regulations. This notice of release shall be deemed to remove all notices and restrictions relating to ACM from the Property. The GRANTOR ( "the Government') shall have no obligation under this subparagraph for the demolition of buildings or the removal of ACM or soil remediation related to such demolition or removal action. 2.5 Lead Based Paint (LBP). 2.5.1 The Property may include improvements that are presumed to contain LBP because they are thought to have been constructed prior to 1978. Buildings ...213... are restricted from residential use and children are not allowed to occupy the buildings. When these buildings are demolished, Grantee ( "CITY') or its successors and assigns, will be required to demolish the buildings in accordance with applicable laws and conduct post - demolition sampling and abatement of any soil -lead hazards related to the demolition prior to occupation of any newly constructed buildings. Lead from paint, 5764 -44062 \RJD403 \1141328.4 4/30/13 paint chips, and dust can pose health hazards if not managed properly. Pursuant to 40 CFR Section 745.113 the following notice is provided; "Every purchaser of any interest in residential real property on which a residential dwelling was built prior to 1978 is notified that such property may present exposure to lead from lead -based paint that may place young children at risk of developing lead poisoning. Lead poisoning in young children may produce permanent neurological damage, including learning disabilities, reduced intelligence quotient, behavioral problems, and impaired memory. Lead poisoning also poses a particular risk to pregnant women. The seller of any interest in residential real property is required to provide the buyer with any information on lead - based paint hazards from risk assessments or inspections in the seller's possession and not( the buyer of any known lead -based paint hazards. A risk assessment or inspection for possible lead -based paint hazards is recommended prior to purchase." 2.5.2 The GRANTEE ( "CITY') hereby acknowledges the required disclosure of the presence of any known LBP and/or LBP hazards in target housing constructed prior to 1978 in accordance with the Residential Lead -Based Paint Hazard Reduction Act of 1992, 42 U.S.C. Section 4852d (Title X). The GRANTEE ( "CITY') acknowledges the receipt of available records and reports pertaining to LBP and/or LBP hazards and receipt of the Environmental Protection Agency (EPA) approved pamphlet "Protect Your Family from Lead in Your Home" (EPA 747 -K -94 -001). Furthermore, the GRANTEE ( "CITY') acknowledges that it has read and understood the EPA pamphlet. 2.5.3 The GRANTEE ( "CITY') covenants and agrees that, in any improvements on the Property defined as target housing by Title X and constructed prior to 1978, LBP hazards will be disclosed to potential occupants in accordance with Title X before use of such improvements as a residential dwelling (as defined in Title X). Further, the GRANTEE ( "CITY') covenants and agrees that LBP hazards in target housing will be abated in accordance with Title X before use and occupancy as a residential dwelling. "Target housing" means any housing constructed prior to 1978, except housing for the elderly or persons with disabilities (unless any child who is less than six [6] years of age resides, or is expected to reside, in such housing) or any zero - bedroom dwelling. 2.5.4 The GRANTEE ( "CITY') covenants and agrees that in its use and occupancy of the Property, it will comply with Title X and all applicable federal, state, and local laws relating to LBP. The GRANTEE ( "CITY') acknowledges that the GRANTOR ( "the Government') assumes no liability for damages for personal injury, illness, disability, or death to the GRANTEE ( "CITY'), or to any other person, including members of the general public, arising from or incident to the purchase, transportation, removal, handling, use, disposition, or other activity causing or leading to contact of any kind whatsoever with LBP on the Property, arising after the conveyance of the Property from the GRANTOR ( "the Government') to the GRANTEE ( "CITY'), whether the GRANTEE ( "CITY') has properly warned, or failed to properly warn, the persons injured. 2.5.5 The GRANTOR ("the Government') shall provide a notice of release, in recordable form, to the GRANTEE ( "CITY') at such time as demolition of the 5764- 44062 \RJ1)403 \1141328.4 4130/13 buildings on the Property containing LBP has been completed and the appropriate government regulatory agency(s) have confirmed in writing to the GRANTEE ("CITY") that LBP has been removed from the buildings and any necessary soil remediation has been conducted in accordance with all applicable federal, slate, and local laws and regulations. This Notice of Release shall be deemed to remove all notices and restrictions relating to LBP from the Property. The GRANTOR ("the Government') shall have no obligation under this subparagraph for the demolition of buildings or the removal of LBP or soil remediation related to such demolition or removal action. 2.6 Notices And Covenants. 2.6.1 Notices: Hazardous Substance Notification. Pursuant to 42 U.S.C. § 96200)(3)(A), and the provisions of 40 C.F.R. part 373, the GRANTOR ( "the Government') hereby gives notice that hazardous substances were stored for one year or more, released or disposed of on the Property. The information contained in this notice is required by regulations promulgated under Section 120(h) of the Comprehensive Environmental Response, Liability, and Compensation Act (CERCLA or "Superfumd "), 42 U.S. C. § 9620(h). The GRANTOR has made a complete search of its files and records concerning the Property. Based on that search, the type and quantity of such hazardous substances, the time at which such storage, release or disposal took place, to the extent such information is available, and a description of the remedial action taken, if any, is contained in Exhibit "B." 2.6.2 Grant of Covenant /CERCLA 42 U.S.C. Section 9620 00(3)(A)(ii)(1)1. The GRANTOR ( "the Government') covenants and warrants that all remedial action necessary to protect human health and the environment with respect to any hazardous substance remaining on the Property has been taken before the date of transfer. 2.63 Additional Remediation Obligation (CERCLA 42 U.S.C. Section 9620 (h)(3)(A)(ii)(11)J. The GRANTOR ( "the Government') covenants and warrants. that GRANTOR ( "the Government') shall conduct any additional remedial action found to be necessary after the date of transfer for any hazardous substance existing on the Property prior to the date of this Deed. This covenant shall not apply to the extent that the GRANTEE ( "CITY') caused or contributed to any release or threatened release of any hazardous substance, pollutant, or contaminant. 2.6.4 Access /CERCLA 42 U.S.C. Section 9620 (ii0(3)(A)(iij/. In connection with GRANTOR's ("the Government) covenant in 2.63 above and in connection with ongoing remediation on GRANTOR's ( "the Government') property adjacent to the Property, GRANTEE ( "CITY') agrees on behalf of itself its successors and assigns, as a covenant running with the land, that GRANTOR ( "the Government'), or its officers, agents, employees, contractors and subcontractors, shall have the right, upon reasonable notice to GRANTEE ("CITY"), to enter upon the Property in any case in which a response or corrective action is found to be necessary at such property after the date of this deed, or such access is necessary to carry out a response action or corrective action on adjoining property. Neither GRANTEE ( "CITY'), nor its successors 5764 -440621111D403 \1141328.4 4/30/13 and assigns, shall have any claim on account of such entries against the United States or any of its officers, agents, employees, contractors or subcontractors. The right to enter shall include the right to conduct tests, investigations and surveys, including where necessary, drilling, test pitting, boring and other similar activities. Such right shall also include the right to construct, operate, maintain or undertake any other response or corrective action as required or necessary, including, but not limited to monitoring wells, pumping wells, treatment facilities, and the installation of associated utilities. In exercising these rights of access, except in case of imminent and substantial endangerment to human health or the environment, the GRANTOR ( "the Government') (1) shall give the GRANTEE ("CITY') reasonable notice of any action to be taken related to such remedial or corrective actions on the Property, and (2) make reasonable efforts to minimize interference with the on -going use of the Property. Furthermore, the GRANTOR ( "the Government') and GRANTEE ( "CITY') agree to cooperate in good faith to minimize any conflict between the necessary environmental investigation and remediation activities and the GRANTEE's ( "CITY') use of the Property. Any inspection, survey, investigation or other response, corrective or remedial action undertaken by GRANTOR ( "the Government') will, to the maximum extent practical, be coordinated with representatives designated by the GRANTEE ("CITY'). In connection with GRANTOR 's ( "the Government') remedial actions described above, GRANTEE ( "CITY') agrees on behalf of itself its successors and assigns, as a covenant running with the land, to comply with the provisions of any health or safety plan in effect during the course of any such action. 2.7 Environmental Restriction. 2.7.1 The following environmental covenants, conditions, and restrictions (hereinafter "environmental restrictions') regarding the use of the Property have been determined by the GRANTOR ( "the Government") to be reasonably necessary to protect present or future human health or safety or the environment as provided by CERCLA and California Civil Code Section 1471. The environmental restrictions made and accepted herein by GRANTEE ( "CITY') shall be for the benefit of and enforceable by the GRANTOR ( "the Government') herein as provided under Civil Code Section 1471 and applicable Federal statutes and regulations, shall run with the land, and shall be binding on the GRANTEE ("CITY') its successors and assigns. GRANTOR ( "the Government') has installed monitoring and pumping wells, together with associated monitoring and other equipment on the Property. The approximate location of those wells and associated equipment is shown on Exhibit "C." GRANTEE ( "CITY') its successors and assigns, shall not alter, disturb or remove said wells or equipment without the prior written approval of GRANTOR ("the Government') United States Environmental Protection Agency, California Department of Toxic Substance Control, and Regional Water Quality Board, Santa Ana Region (collectively "Cognizant Regulatory Agencies"). 2.7.2 These environmental restrictions may be released at such time as the GRANTOR ( "the Government') and the Cognizant Regulatory Agencies have determined that the restricted Property is protective of present or future human health or 5764 - 4406201113403 \I 141328.4 4/30/13 safety of the environment for the use that was formerly prohibited Upon receipt of such written confirmation, the GRANTOR ( "the Government") shall deliver to the GRANTEE ( "CITY') in recordable form, a release (the "Release') relating specifically to the. environmental use restrictions set forth in this deed. The execution of the Release by the GRANTOR ( "the Government') shall remove all notices and restrictions relating to the remedy addressed by the restrictions from the title to the Property. 2.8 Indemnification Regarding Transferees. The GRANTOR ("the Government') hereby recognizes its obligations under Section 330 of the National Defense Authorization Act of 1993 (Pub. L. 102 -484), as amended, regarding indemnification of transferees of closing Department of Defense property. 2.9 Non- Discrimination. GRANTEE ( "CITY') covenants for itself its successors and assigns, that it will comply with all applicable provisions of the Civil Rights Act of 1964, section 504 of the Rehabilitation Act of 1973, and the Age Discrimination in Employment Act of /975 in the use, occupancy, sale or lease of the Property. The foregoing shall not be construed to prohibit the operation of federal or state approved programs focusing on the special needs of the homeless, veterans, victims of domestic violence and other classes of persons at risk; nor shall it be construed to prohibit employment practices not otherwise prohibited by law. The GRANTOR ("the Government') shall be deemed a beneficiary of this covenant without regard to whether it remains the owner of any land or interest therein in the locality of the Property hereby conveyed and shall have the sole right to enforce this covenant in any court of competent jurisdiction. 3. NO HAZARD TO AIR NAVIGATION: GRANTEE ( "CITY') covenants for itself its successors and assigns, that in connection with any construction or alteration on the Property, it will obtain a determination of no hazard to air navigation from the Federal Aviation Administration in accordance with Title 14, Code of Federal Regulations, part 77, entitled "Objects Affecting Navigable Airspace, " or under the authority of the Federal Aviation Act of 1958, as amended 4. THE CONDITIONS, RESTRICTIONS, RESERVATIONS, AND COVENANTS set forth herein are a binding servitude on the Property, shall inure to the benefit of GRANTOR ( "the Government') and GRANTEE ( "CITY') and their respective successors and assigns, and will be deemed to run with the land in perpetuity, pursuant to California Civil Code sections 1462 and 1471 and other applicable authority. The responsibilities and obligations placed upon the land by the Government shall run with the land and be binding on all subsequent owners of the City Exchange Property unless or until such responsibilities and obligations are released pursuant to the provisions set forth in the Government Deed. CITY and its successors and assigns, respectively, shall not be liable for any breach of such responsibilities and obligations with regard to the City Exchange Property arising from any matters or events occurring after transfer of ownership of the City Exchange Property by CITY or its successors and assigns, respectively; provided, however, that each such party shall, notwithstanding such 5764- 44062112.0403 \1141328.4 4/30/13 transfer, remain liable for any breach of such responsibilities and obligations to the extent caused by the fault or negligence of such party. 2.7 "As is, Where Is, With All Faults ". SOCCCD acknowledges that it has examined the City Exchange Property and is acquiring the City Exchange Property from the CITY in an "AS IS, WHERE IS, WITH ALL FAULTS" condition, in its present state and condition and with all faults, which provisions shall survive the close of escrow related to this transaction and do not merge with this Deed. 3. COVENANTS RUNNING WITH THE LAND. The terms of this Deed, are hereby agreed and declared by SOCCCD and CITY and declared to be covenants running with the land and enforceable as restrictions and equitable servitudes against the City Exchange Property, and are hereby declared to be and shall be binding upon the City Exchange Property and SOCCCD and the successors and assigns of SOCCCD owning all or any portion of the City Exchange Property. 4. NOTICES: All notices, consents, demands, requests and other communications a party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre -paid, first -class mail to the address set for below. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated forty -eight (48) hours from the time of mailing if mailed as provided in this Section: If to CITY: City of Tustin 300 Centennial Way Tustin, California 92780 Attn: City Manager With a copy (which shall not George R. Schlossberg, Esq. constitute notice) to: Kutak Rock LLP 1101 Connecticut Avenue, N.W., Suite 1000 Washington, DC 20036 If to SOCCCD: With a copy to: Vice Chancellor, Business Services South Orange County Community College District 8000 Marguerite Parkway Mission Viejo, CA 92692 Andrew P. Bernstein, Esq. Jackson DeMarco Tidus & Peckenpaugh 2030 Main Street, 12th Floor Irvine, California 92614 ]Signature Page Follows] 5764- 44062\123D403 \1141328.4 4/30/13 IN WITNESS WHEREOF, CITY has caused its name to be signed to this Deed on the day first above written. CITY OF TUSTIN By: Name: Jeffrey C. Parker Title: City Manager Date: Attest: Name: City Clerk Approved as to Form: Name: , Esq. City Attorney ACKNOWLEDGEMENT OF SOCCCD'S COVENANTS TO INDICATE ACCEPTANCE of its covenants and agreements contained in this Deed and receipt of the documents described herein, SOCCCD has executed this document on the date written below. SOUTH ORANGE COUNTY COMMUNITY COLLEGE DISTRICT By: Name: Gary L. Poertner Title: Chancellor Date: 5764- 44062\R1D403\1 141328.4 4/30/13 STATE OF CALIFORNIA COUNTY OF On , before me (here insert name and title of the officer) personally appeared who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he /she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person 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) STATE OF CALIFORNIA COUNTY OF On , before me, (here insert name and title of the officer) personally appeared who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he /she executed the same in his /her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person 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) 5 76444062 \RJ D403\ 1 141328.4 4/30/13 EXHIBIT A Legal Description of City Exchange Property (attached) To Quitclaim Deed and Environmental Restriction Pursuant to Civil Code Section 1471 [Area 3] 5764 - 44062 \R1D403 11141328.4 4/30/13 L. B k F ci.„.„„s StiVtItc`. ittss,:;!, Ll• :GAl, UI• :SCItlpUON.Oh' Akkt NO.3 Tustin, CA I'urtiva of APN: •l30- 28318 April 19. 2013 HKI' No. 20122005-13 Page I of 2 Reut property shoaled in the Lily of Tustin. County of Orange, Stale nrCaliforniu. describer) us follows; Hying a portion of PARCEL I .E• I and P'ARCE!. I •E•2 as said parecls are described it: that ccactin doauucni emitted "QUITCLAIMI DEED E AND ENVIRON\11:NfA1. Rl STRIC'IION Pl!R.SIJAVT TO CIVIL CODE SECTION 1411" fatal for ce❑trd ua May 1•I, 2002 in Mc. No. 20020404595, Records of change Comity, nun*: particularly descried as L+llnec,; COMMENCING at Ihu IIiuM nor1k1lycomer ofsaid PaltCl'1. ! -I 2, Tin:Nee along Ilrc norihtmsterly line of said 1S \RCI :I. 1 -I Saut13 :01'37'39'. West 197.68 103 n. the TRUE i'(IIPI'f OF 13EGIN.NINCi; l'h'arcc iaaving r:ait! n''rltevr..icay liar. Satnit (33"'.35'{)]" l :r.t. 3:4.0-11.22t; Thonco Snout, ,l': -,,, 21" l ie:'. '21._11..:'1 fed: 'fhcncr So;uh 5094S3 l'' I'aat ;56.41 leo 10 Ilie.uutli ;i crtc Sine. rt PARCEL 1- li•2.1, as sir:0 pr: eel is shown in !hat ccrinin LOT LINE ADJ( iSTM ENI' NO. 1. I.4 C3- 0i, llkrd fir recoul on April 15. ?003 in I',oc ur:int No, 2003000411455. I )Same County Redid;;; Thence along lost said sn :altcash'r!y lire, South d1i"S9'I5" \Ve!n, 02.113 freer ! hence Leaving Ia.t ;laid liar, North 50 °4S'' I" West, 355.12 f :c1; - 1'I :crcc North •0"2.','2 I" West, 214 So licl; 'I'I:cuee South S4"3 ?'43" V/'e51. 37.44 feet to s+ia r.nrll';w'sltrly Ink' pf :.id PARCH. I -1: - ?; Thence :t luny last said line, Nuril; 40'37'39" East. I'16.58 feet to the TRUE POINT OF f!EGINNINt . i 1.ntain illy an area of 55,51'I square feet or 1,2'15 acres mere or less, Ile irp. n NIP inn of Axsca:or's Parcel .NunthL r ,430-210- I R Ptigc I or2 111011111/11 '1NCiit/11111e 1" 111111 /111111 11111T14I 111111 111111141 a part Ile; cal. ITor IIICF I 3avia P.I No. ONES I imam.. explies: 0940-2014 4 -4, - zoiS KrSoi 11: Init14..11A5 I 1'1 rind S,t.1,11.414,11W6'161:11■1411kICIAN/11,././-11,1Srit; Maw. 2 of 2 (iPrl [E 4, iittI jg ! i : S 84'32'48' w - 37 44' CITY OF TUSTIN APN: 430 -283 -18 DOC. NO. 20020404595 LAND EXCHANGE AREA NO. 3 55,547 sq, ft.t„ 1.275 acres 1 PARCEL 1-E-2 ICI PI Ur n C, 4. 1� 'RCPOSEI) Ar.cq 2 PARCEL 1 -E -1 FP IJ' N 40'3730' C 1 16.59' SOU IHEAST:RLY LINE OF 1- E -2.1'" 1. Of LINE ADJUSTMENT 03 -01 00C. NO. 2003000418455 SOUTH ORANGE COUNTY COMMUNITY COLLEGE DISTRICT APN: 430-283-16 I > \S'1U12 \1::2D'(.LS PI. A II; LA' 1 sMAP : -WIC , rasp D_ P.O..0 5 40'17'39" W I97.Gi!' 03'45'03' C. .38.64' P)OF'OSEO AREA 6 LEGEND P.0 S. POINT OF COI41wENCEMEN1 LP.0.8. 'RUE POINT OF KC:INNING l S 41139'15" W 92.03' , _, --FROFOSED AREA 4 PLAT TO DAY • -T11 FE it �t e AGCOFtPANY LEGAL DESCRI'TION Euunu I IDuntta s IPlnm (500 SOUTiI M41I4 SI REV SURE 920 ORANGE, CA 92868 71.4- 415 -050) 11 4 -4 15 -0597 (FAX) Sub 11'ect SC!IEDUI.E LAW) EXCHANGE HANGE AREA J Job No. 20122006 -13 ©r-- -.._.. note &13/13 C,kII.W_y SHEET 1 OF ,h „