HomeMy WebLinkAboutORD 1580 (2026)______________________
Ordinance 1580
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ORDINANCE NO. 1580
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUSTIN,
CALIFORNIA, APPROVING DEVELOPMENT AGREEMENT 2025-0001
BETWEEN THE CITY OF TUSTIN AND CD-CW (TUSTIN) LLC (CONFLUENT
DEVELOPMENT) FOR THE DEVELOPMENT OF A 6.14-ACRE SITE WITHIN
TUSTIN LEGACY WITH 172 RESIDENTIAL UNITS FOR ACTIVE SENIORS
AND AN APPROXIMATELY 143,000 SQUARE FOOT ASSISTED LIVING AND
MEMORY CARE FACILITY
The City Council of the City of Tustin does hereby ordain as follows:
SECTION 1. The City Council finds and determines as follows:
A. That a proper application has been submitted by Confluent Development,
through its project entity CD-CW (Tustin) LLC, for the development of 172
residential units for active seniors, including 26 units affordable to Lower
Income households, and an approximately 143,000 square foot assisted
living and memory care facility containing 103 units, on Lot 14 of Tract
18197, an approximately 6.14-acre site currently owned by the City of
Tustin within Planning Area (PA) 8, 13, and 14 (Neighborhood D) of the
Tustin Legacy Specific Plan (TLSP).
B. That Development Agreement (DA) 2025-0001 provides public benefits in
the form of senior housing including 26 units affordable to Lower Income
households and assisted living and memory care facilities in the City;
increased tax revenues; installation of on-site and off-site improvements;
and the creation and retention of jobs. In addition, the DA requires the
developer to:
1. Design and construct sidewalk, parkway landscape, and irrigation
systems adjacent to the project along Warner Avenue, Armstrong
Avenue, John Johnson Way, and Veterans Way;
2. Enter into a Landscape Installation and Maintenance Agreement with
the City for the construction, maintenance, repair, and replacement
of landscaping within the landscape area;
3. Annex the property and project improvements into Community
Facilities District (CFD) 18-01, Zone 5, for the provision of
maintenance and essential services at Tustin Legacy;
4. Pay the Project Fair Share Contribution for backbone infrastructure
in Tustin Legacy; and
5. Construct the project within the time period set forth in the Schedule
of Performance attached to the Disposition and Development
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Agreement (DDA).
C. That TLSP Section 4.2.7 requires all private nonresidential development at
Tustin Legacy to obtain a DA in accordance with Section 65864 et seq. of
the Government Code and Sections 9600 to 9619 of the Tustin City Code
(TCC). In compliance with TCC Section 9611, the Tustin Planning
Commission must make a recommendation on the proposed DA to the City
Council.
D. That a public hearing was duly called, noticed, and held on said application
on August 11, 2026, by the Planning Commission. The Planning
Commission adopted Resolution No. 4554 recommending that the City
Council approve the DA.
E. That a public hearing was duly called, noticed, and held on said application
on September 1st, 2026, by the City Council.
F. On January 16, 2001, the City of Tustin certified the Program Final
Environmental Impact Statement/Environmental Impact Report (FEIS/EIR)
for the reuse and disposal of MCAS Tustin. On December 6, 2004, the City
Council adopted Resolution No. 04-76 approving a supplement to the
FEIS/EIR for the extension of Tustin Ranch Road between Walnut Avenue
and the future alignment of Valencia North Loop Road. On April 3, 2006,
the City Council adopted Resolution No. 06-43 approving an addendum to
the FEIS/EIR. On May 13, 2013, the City Council adopted Resolution No.
13-32 approving a second addendum to the FEIS/EIR. On July 5, 2017,
the City Council adopted Resolution No. 17-23 approving a second
supplement to the FEIS/EIR. On December 17, 2024, the City Council
adopted Resolution No. 24-76 approving a third supplement to the
FEIS/EIR (the TLSP 2025 SEIR, State Clearinghouse No. 1994071005),
which evaluated the environmental effects in conjunction with an
amendment to the TLSP to implement the programs and policies of the
City’s Sixth Cycle Housing Element Rezone Project, which increased
residential capacity within TLSP Neighborhoods D (North and South) and
G (Housing Element Sites 1A, 1B and 2).
The FEIS/EIR, along with its addenda and supplements, is a program
EIR under the California Environmental Quality Act (CEQA). The
FEIS/EIR, addenda, and supplements considered the potential
environmental impacts associated with development on the former
Marine Corps Air Station, Tustin.
Because the proposed project includes an institutional assisted living and
memory care component in addition to residential uses, the project has
been evaluated through an addendum tiering from the TLSP 2025 SEIR
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pursuant to CEQA Guidelines Sections 15164, 15162, and 15168. The
addendum concludes that the project is within the scope of the
development previously analyzed in the TLSP 2025 SEIR, that none of
the conditions described in CEQA Guidelines Section 15162 calling for
preparation of a subsequent or supplemental EIR have occurred, and
that no further environmental documentation is required.
By Resolution No. 26-43, adopted concurrently herewith, the City Council
has adopted the addendum to the TLSP 2025 SEIR.
G. That the DA can be supported by the following findings:
1. The project is consistent with the objectives, policies, general land
uses and programs specified in the General Plan and the TLSP in that
residential uses are permitted by right and assisted living facilities
(including memory care, a subset of assisted living) are conditionally
permitted within Planning Area (PA) 8, 13, and 14 of Neighborhood
D.
2. The project is compatible with the uses authorized in the district in
which the real property is located (PA 8, 13, and 14) in that similar and
compatible uses are envisioned within close proximity of the project
site.
3. The project is in conformity with the public necessity, public
convenience, general welfare, and good land use practices in that the
agreement incorporates public benefits in the form of new senior
housing opportunities, including 26 units affordable to Lower Income
households, and assisted living and memory care services responsive
to the needs of the City’s older adult population; sidewalk, parkway
landscape, and irrigation improvements along the project’s Warner
Avenue, Armstrong Avenue, John Johnson Way, and Veterans Way
frontages; ongoing landscape maintenance secured by a Landscape
Installation and Maintenance Agreement; annexation into CFD 18-01,
Zone 5, for maintenance and essential services; increased tax
revenues; and the creation and retention of jobs.
4. The project will not be detrimental to the health, safety, and general
welfare in that the project will provide market rate and affordable
residential units for active seniors, together with an assisted living and
memory care facility, in an area designated for such uses. That, as
conditioned, the construction and use of the project will not be
detrimental to health, safety, and general welfare.
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5. The project will not adversely affect the orderly development of
property in that the existing and surrounding properties are improved
or planned for residential, institutional, and park uses, and the project
is orderly, well designed, and equipped with necessary infrastructure
and amenities to support existing and future residents of Tustin
Legacy.
6. The provisions of the proposed DA and conditions of approval will
ensure that the project will have a positive fiscal impact on the City.
SECTION 2. The City Manager is hereby authorized to take such actions, and execute
such documents and instruments as deemed necessary or desirable to
implement the terms of the DA and other documents as necessary.
SECTION 3. The City Council hereby approves DA 2025-0001 attached hereto as
Exhibit A and subject to final approval of the City Attorney.
SECTION 4. Severability. If any section, subsection, sentence, clause, phrase, or
portion of this ordinance is for any reason held to be invalid or
unconstitutional by the decision of any court of competent jurisdiction,
such decision shall not affect the validity of the remaining portions of this
ordinance. The City Council of the City of Tustin hereby declares that it
would have adopted this ordinance and each section, subsection,
sentence, clause, phrase, or portion thereof irrespective of the fact that
any one or more sections, subsections, sentences, clauses, phrases, or
portions be declared invalid or unconstitutional.
PASSED AND ADOPTED, at a regular meeting of the City Council for the City of Tustin
on this 15th day of September 2026.
_____________________________
AUSTIN LUMBARD,
Mayor
ATTEST:
_________________________
ERICA N. YASUDA,
City Clerk
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APPROVED AS TO FORM:
_________________________
DAVID E. KENDIG
City Attorney
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF TUSTIN )
CERTIFICATION FOR ORDINANCE NO. 1580
I, Erica N. Yasuda, City Clerk and ex-officio Clerk of the City Council of the City of
Tustin, California, does hereby certify: (1) that the full title of the above and foregoing
Ordinance No. 1580 was included on the City Council’s published agendas for its
meetings on the 1st day of September 2026, the 15th day of September 2026; (2) that
a copy of the full ordinance was made available to the public online and in print at the
meeting prior its passage; (3) that the whole number of the members of the City Council
of the City of Tustin is five; and (4) that the ordinance was duly and regularly introduced
at the regular meeting of the City Council held on the 1st day of September 2026 and
was given its second reading, passed and adopted at a regular meeting of the City
Council held on the 15th day of September 2026, by the following vote:
COUNCILMEMBER AYES: Lumbard, Schnell, Gallagher, Fink, Nielsen (5)
COUNCILMEMBER NOES: (0)
COUNCILMEMBER ABSTAINED: (0)
COUNCILMEMBER ABSENT: (0)
COUNCILMEMBER RECUSED: (0)
ERICA N. YASUDA,
City Clerk
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Development Agreement
CITY OF TUSTIN OFFICIAL BUSINESS
REQUEST DOCUMENT BE RECORDED
AND BE EXEMPT FROM PAYMENT OF
A RECORDING FEE PER
GOVERNMENT CODE 6103 AND 27383
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
City of Tustin
300 Centennial Way
Tustin, California 92780
Attn: City Clerk
Space Above This Line Reserved for Recorder’s Use Only
TUSTIN LEGACY DEVELOPMENT AGREEMENT
THIS TUSTIN LEGACY DEVELOPMENT AGREEMENT (“Agreement”) is entered into
effective as of the Effective Date (as defined below) by and between the CITY OF TUSTIN, a
California municipal corporation (“City”), and CD-CW (TUSTIN) LLC, a Colorado limited
liability company (as further defined in Section 1 below, “Developer”). The City and Developer
are collectively referred to herein as the “Parties” and individually as a “Party”.
RECITALS
The following recitals are an integral part of this Agreement and are binding on the Parties.
Capitalized terms used in these recitals shall have the meanings ascribed to such terms as set forth
in Section 1.1.
A.To strengthen the public planning process, encourage private participation in
comprehensive planning, and reduce the economic risk of development, the legislature of the State
of California (“State”) adopted California Government Code Sections 65864, et seq.
(“Development Agreement Statute”). The Development Agreement Statute authorizes the City to
enter into an agreement with any person having a legal or equitable interest in real property and to
provide for development of such property and to establish certain development rights therein.
Pursuant to California Government Code Section 65451, the City has adopted the Tustin Legacy
Specific Plan regulating land uses within Tustin Legacy (as the same may be amended from time
to time, “Specific Plan”). Specific Plan Section 4.2.7 states: “prior to issuance of any permits or
approval of any entitlements within the Specific Plan area, all private non-residential development
shall first obtain a Development Agreement in accordance with Section 65864 et seq. of the
Government Code and Sections 9600 to 9619 of the Tustin City Code.” Pursuant to the
authorization set forth in the Development Agreement Statute, the City has enacted procedures for
entering into development agreements which are contained in Tustin City Code Sections 9600 to
9619.
B.The City and Developer intend, concurrently with the execution of this Agreement,
to enter into the Tustin Legacy Disposition and Development Agreement for Portion of Disposition
ATTACHMENT A
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Area 8 as the same may be amended from time to time (“DDA”) pursuant to which the City shall
agree to sell and Developer shall agree to buy and develop the Real Property.
C.Developer shall develop the Project as two components comprised of an active
adult residential facility and related improvements (as further defined in the DDA, “Active Adult
Project”) on the Active Adult Real Property and a separate assisted living and memory care
commercial facility and related improvements (as further defined in the DDA, “AL/MC Project”)
to be constructed on the AL/MC Real Property, as more specifically set forth and defined in the
DDA.
D.Upon the Close of Escrow, Developer intends to acquire the Property and develop
the Project.
E.Consistent with the requirements of California Government Code Sections 54220-
54234 (“Surplus Land Act”) and the California Department of Housing and Community
Development’s (“HCD”) Updated Surplus Land Act Guidelines dated August 1, 2024 (“SLA
Guidelines”, and collectively with the Surplus Land Act, as each may be amended from time to
time, the “SLA Regulations”), fifteen percent (15%) of the total number of Residential Units to be
constructed on the Active Adult Real Property (and any Residential Units that may in the future
be developed on the AL/MC Real Property) must be Lower Income Units. Developer recognizes
that the timing of construction of the Project may be subject to regulation under the SLA
Regulations as the same may be amended. To ensure compliance with the SLA Regulations, the
City shall record an SLA Covenant and an Affordable Housing Declaration against the Real
Property immediately prior to the Close of Escrow. Notwithstanding the foregoing, the Parties
acknowledge and agree that development of an assisted living and/or memory care facility is a
commercial use under the Tustin Legacy Specific Plan and such use is accordingly not a residential
use or considered development of Residential Units to which the affordable housing requirements
of the SLA Covenant would apply.
F.This Agreement shall be executed concurrently with the DDA pursuant to which
Developer shall have an equitable and/or legal interest in the Real Property in that it has the
contractual right to purchase the Property from the City for development of the Project.
G.Pursuant to California Government Code Section 65864, the Legislature has found
and determined that:
“(a) The lack of certainty in the approval of development projects can result in
a waste of resources, escalate the cost of housing and other development to the
consumer, and discourage investment in and commitment to comprehensive
planning which would make maximum efficient utilization of resources at the least
economic cost to the public.
(b)Assurance to the applicant for a development project that upon approval of
the project, the applicant may proceed with the project in accordance with existing
policies, rules and regulations, and subject to conditions of approval, will
strengthen the public planning process, encourage private participation in
comprehensive planning, and reduce the economic costs of development.
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(c)The lack of public facilities, including but not limited to streets, sewerage,
transportation, drinking water, school, and utility facilities, is a serious impediment
to the development of new housing. Whenever possible, applicants and local
governments may include provisions in agreements whereby applicants are
reimbursed over time for financing public facilities.”
In accordance with the legislative findings set forth in California Government Code Section
65864, the City wishes to secure the Public Benefits and attain certain public objectives that will
be furthered by this Agreement. This Agreement will provide for: the orderly implementation of
the City of Tustin General Plan (“General Plan”), the development and completion of the Project
in accordance with the DDA and as applicable the SLA Covenant and the Affordable Housing
Declaration, consistent with the General Plan and the Specific Plan. This Agreement will further
the comprehensive planning objective contained in the General Plan, to promote an economically
balanced community with complementary and buffered land uses to include commercial,
professional, multi-family and single-family development.
H.The DDA, the Specific Plan and the development under the DDA and the Specific
Plan require a substantial early investment of money and planning and design effort by Developer.
Without the protection provided by this Agreement, uncertainty that the Project may be completed
in its entirety could result in a waste of public resources, escalate the cost of public improvements,
and discourage Developer’s provision of the Public Benefits or payment for those certain public
improvements specified in the DDA and the Specific Plan. Developer’s participation in the
implementation of the DDA and the Specific Plan will result in a number of public benefits. These
benefits require the cooperation and participation of the City and Developer and could not be
secured without mutual cooperation in and commitment to the comprehensive planning effort that
has resulted in the DDA and the Specific Plan.
I.This Agreement is intended to be, and shall be construed as, a development
agreement within the meaning of the Development Agreement Statute. This Agreement is intended
to augment and further the purposes and intent of the Parties in the implementation of the DDA
and the Specific Plan. This Agreement, as a device for the implementation of the Existing
Entitlement Approvals and the Specific Plan, will benefit the City by: eliminating uncertainty in
planning for and securing the orderly development of the Project, ensuring a desirable and
functional community environment; providing effective and efficient development of public
facilities, infrastructure and services appropriate for the development of the Project; assuring
attainment of the maximum effective utilization of resources within the City; and providing other
significant public benefits to the City and its residents by otherwise achieving the goals and
purposes of the Development Agreement Statute. In exchange for these benefits to the City,
Developer desires to receive the assurance that it may proceed with development of the Project in
accordance with the terms and conditions of this Agreement and the Applicable Rules, all as more
particularly set forth herein.
J.The City has determined that this Agreement and the Project are consistent with the
Marine Corps Air Station-Tustin Reuse Plan, the General Plan and the Specific Plan.
K. On ___________________, 20__, the Planning Commission held a public hearing
on this Agreement (DA 2025-0001), made certain findings and determinations with respect
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thereto, and recommended to the City Council of the City that this Agreement be approved. On
___________________, 20__ the City Council held a public hearing on this Agreement,
considered the recommendations of the Planning Commission, and adopted Ordinance No.
______, approving this Agreement and authorizing its execution. Ordinance No. _______ was
formally adopted at a second reading by the City Council on ________________, 20__.
L.On _________________, 20__, the Planning Commission held a public hearing
and recommended to the City Council of the City that it approve Design Review application 2025-
0008: Subdivision 2025-0003 (County Tentative Parcel Map Number 2025-151); Conditional Use
Permit approval (CUP 2025-0012); and the density bonus application, density bonus exception
and related concessions, incentives and waivers authorized under Tustin City Code Sections 9123
and 9124 related to the provision of affordable housing units in compliance with California
Government Code Section 54220-54234 and 65915. On _________________, 20__, the City
Council held a public hearing, considered the recommendations of the Planning Commission, and
approved the Design Review, Tentative Parcel Map, Conditional Use Permit and density bonus
applications.
AGREEMENT
NOW, THEREFORE, in consideration of the above recitals, which are incorporated herein
by this reference, and for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the Parties agree as follows:
1.DEFINITIONS AND EXHIBITS
Definitions. Any capitalized word or term used and specifically defined in this
Section 1.1 or elsewhere in this Agreement shall have the meaning established in this Agreement.
Capitalized words or terms not defined in this Agreement shall have the definition or meaning
ascribed to such word or term as provided in the DDA. All capitalized terms not specifically
defined in the DDA or this Agreement shall be interpreted in accordance with the Planning and
Land Use Law (California Government Code, Title 7). If neither this Agreement, the DDA, nor
applicable law defines a particular term, then the City Manager’s interpretation in her/his
reasonable discretion shall apply. The following terms when used in this Agreement shall be
defined as follows:
1.1.1 “Action” is defined in Section 9.10.
1.1.2 “Active Adult Project” is defined in Recital C.
1.1.3 “Active Adult Real Property” means the portion of the Real Property
depicted as such on Exhibit E to this Agreement and if the Final Parcel Map is Recorded, shall be
comprised of Parcel 1 on the Final Parcel Map.
1.1.4 “Administrative Amendment” is defined in Section 2.5.3.
1.1.5 “Affordable Housing Declaration” means that certain Declaration of
Affordable Housing Restrictive Covenants and Regulatory Agreement to be executed by the City
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and Developer and Recorded against the Real Property prior to the Close of Escrow.
1.1.6 “Agreement” is defined in the introductory paragraph.
1.1.7 “AL/MC Project” is defined in Recital C.
1.1.8 “AL/MC Real Property” means the portion of the Real Property
depicted as such on Exhibit E to this Agreement, and if the Final Parcel Map is Recorded, shall be
comprised of Parcel 2 of the Final Parcel Map.
1.1.9 “Annual Review Certificate” is defined in Section 4.5.
1.1.10 “Applicable Rules” means (a) the Existing Land Use Regulations of the
City; (b) the Future Rules that at the time of adoption do not Conflict with the then-effective
Applicable Rules; (c) the Future Rules made applicable to the Project and/or the Property pursuant
to Section 3.6.2 or 3.10; (d) the Existing Entitlement Approvals, and (e) the Subsequent
Entitlement Approvals to which the Project and/or the Property or development and use thereof
are made subject to pursuant to the terms of this Agreement.
1.1.11 “Applications” is defined in Section 3.11.2.
1.1.12 “Business Day(s)” means any day on which City Hall is open for
business and shall specifically exclude Saturday, Sunday or a legal holiday.
1.1.13 “Certificate of Compliance” means a certificate issued and Recorded by
the City upon Completion by Developer of the Active Adult Project Improvements and/or the
AL/MC Project Improvements, as applicable, and satisfaction of all additional Conditions
Precedent thereto as described in the DDA, provided that if the Final Parcel Map is not Recorded
prior to issuance of the first of these two Certificates of Compliance, then in lieu of separate
Certificates of Compliance for each component of the Project, there shall be only one Certificate
of Compliance issued and it shall be issued after Completion of the entirety of the Project and
satisfaction of all additional Conditions Precedent set forth in the DDA for both the Active Adult
Project and AL/MC Project.
1.1.14 “City” is defined in the introductory paragraph.
1.1.15 “City Manager” means Aldo E. Schindler or his successor in such
capacity, or other designee as identified in writing by the City Manager.
1.1.16 “City Processing Fees” means (a) all fees and charges imposed by the
City under the then-current regulations for processing applications and requests for permits,
approvals, and other actions and monitoring compliance with any permits issued or approvals
granted, including Plan Check and Inspection Fees and all applicable processing and permit fees
to cover the reasonable cost to the City of: (i) processing and reviewing applications (including
Applications) and plans for any Entitlement Approvals, site review and approval, administrative
review, and similar fees imposed to recover the City’s costs associated with processing, reviewing,
and inspecting Project applications, plans and specifications; (ii) inspecting the work constructed
or installed by or on behalf of Developer, and (iii) monitoring compliance with any requirements
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applicable to development of the Project, and (b) all costs incurred by the City in the performance
of necessary studies and reports in connection with the foregoing and its obligations under this
Agreement.
1.1.17 “Claims” is defined in Section 6.
1.1.18 “Conflict” means Future Rules that as compared with the Existing Land
Use Regulations, the Existing Entitlement Approvals, this Agreement, the DDA, the Memorandum
of DDA, the Special Restrictions, the Landscape Installation and Maintenance Agreement, the
Quitclaim Deeds, the SLA Covenant and the Affordable Housing Declaration: (i) would: (a)
preclude compliance with or performance of any provision of this Agreement; (b) modify the land
use designation or permitted uses of the Real Property; (c) impose additional obligations in
connection with the reservation or dedication of land or exactions for public purposes; (d) impose
an increased or additional affordable housing obligation for the Project beyond those set forth in
the SLA Covenant and the Affordable Housing Declaration; or(e) regulate rents charged for any
of the Residential Units, including without limitation, the enactment of a rental control or
stabilization ordinance (and excluding regulations of rent implemented through the SLA Covenant
and Affordable Housing Declaration); (ii) would result in a material adverse effect to the Project
with respect to any of the following: (a) impose limits or controls in the rate, timing, phasing or
sequencing of development of the Project or provision of utilities, (b) limit or restrict the
availability of public utilities, services, infrastructure or facilities (for example, but not by way of
limitation, water rights, water connection or sewage capacity rights, sewer connections, etc.) to the
Project with respect to matters under the control of the City; (c) reduce or limit the density,
intensity, maximum building height or size or parking or loading spaces of any of the buildings
comprising the Project to less than that described in the Existing Entitlement Approvals, (d) limit
the location of building sites, grading or other Project Improvements on the Real Property, or (e)
require Developer to obtain additional discretionary approvals or permits from the City to develop
the Project as entitled by the Existing Entitlement Approvals, excepting therefrom any Subsequent
Entitlement Approvals as may be required or requested by Developer.
1.1.19 “Costs” is defined in Section 9.10.
1.1.20 “Damages” is defined in Section 5.3.
1.1.21 “DDA” is defined in Recital B.
1.1.22 “Decision” is defined in Section 9.10.
1.1.23 “Defaulting Party” is defined in Section 5.1.
1.1.24 “Developer” is defined in the introductory paragraph and includes any
Successors In Interest of Developer.
1.1.25 “Development Agreement Statute” is defined in Recital A.
1.1.26 “Development Permits” means all ministerial permits, certificates and
approvals which may be required by the City or other governmental authority for the development
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and construction of the Project Improvements in accordance with this Agreement, the DDA, the
Applicable Rules and any required environmental mitigation, including engineering permits,
grading permits, foundation permits, construction permits and building permits.
1.1.27 “District” is defined in Section 3.1.1.
1.1.28 “Effective Date” means the date that is thirty (30) days after the date of
approval (second reading) by the City Council of the City’s ordinance approving this Agreement.
1.1.29 “EIR” means the Final Environmental Impact Statement/Final
Environmental Impact Report for the Disposal and Reuse of MCAS Tustin (Final EIS/EIR) and
Mitigation Monitoring and Reporting Program for the Final EIS/EIR adopted by the City on
January 16, 2001 as subsequently modified by Supplement to the Final EIR/EIS and Addenda to
the Final EIS/EIR approved by the City.
1.1.30 “Entitlement Approvals” means (a) all discretionary land use approvals
and entitlements, subdivision maps, density bonuses, conditional use permits and design review
approvals as may be applicable for proposed specific uses in connection with development of the
Project on the Real Property and (b) all conditions of approval legally required by the City as a
condition to subdivision and development of the Real Property, and construction of the Project
Improvements in accordance with this Agreement and the DDA. Entitlement Approvals shall be
comprised of the Existing Entitlement Approvals and any Subsequent Entitlement Approvals.
1.1.31 “Existing Entitlement Approvals” means all Entitlement Approvals
approved or issued prior to the Effective Date and including the following which are a matter of
public record on the Effective Date: (a) Development Agreement (2025-0001), (b) Design Review
2025-0008, (c) Subdivision 2025-0003 (Tentative Parcel Map Number 2025-151), (d) Conditional
Use Permit (CUP 2025-0012), and (e) the density bonus application, density bonus exception and
related concessions and incentives authorized under Tustin City Code Section 9123 and 9124
related to the provision of affordable housing units.
1.1.32 “Existing Land Use Regulations” means the Land Use Regulations in
effect on the Effective Date, including the General Plan, the City Zoning Code, the Specific Plan,
development and/or design standards and guidelines and all other ordinances, resolutions, rules,
and regulations of the City governing development and use of the Real Property in the form and
substance in effect as of the Effective Date to the extent applicable to the Project; provided that
the definition of Existing Land Use Regulations shall not include regulations modified through
density bonus concessions, waivers and/or incentives granted as part of the Existing Entitlement
Approvals.
1.1.33 “Extremely Low Income Households” means persons and families
whose incomes do not exceed the qualifying limits for extremely low income families as
established and amended from time to time by the Secretary of Housing and Urban Development
and defined in Section 5.603(b) of Title 24 of the Code of Federal Regulations. These limits shall
be published by the Department of Housing and Community Development in the California Code
of Regulations as soon as possible after adoption by the Secretary of Housing and Urban
Development. In the event the federal standards are discontinued, the Department of Housing and
Community Development shall, by regulation, establish income limits for extremely low income
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households for all geographic areas of the state at 30 percent of AMI, adjusted for family size and
revised annually.
1.1.34 “Final Certificate of Compliance” means the Certificate of Compliance
issued and Recorded by the City for the last of the Active Adult Project or the AL/MC Project
upon satisfaction of all Conditions Precedent therefor set forth in the DDA, provided that if the
Final Parcel Map is not Recorded prior to issuance of the first of those two Certificates of
Compliance, then the single Certificate of Compliance issued after Completion of the entirety of
the Project and satisfaction of all additional Conditions Precedent set forth in the DDA or both the
Active Adult Project and AL/MC Project shall be the Final Certificate of Compliance.
1.1.35 “Final Date” is defined in Section 3.12.1(b).
1.1.36 “Final Parcel Map” means the final parcel map for the Real Property,
Parcel Map Number 2025-151, which shall be substantially in the form and content required by
the Tentative Tract Map unless otherwise approved by the City in its Governmental Capacity. If
Recorded, the Final Parcel Map shall be recorded in one phase.
1.1.37 “Force Majeure Delay” as to the Active Adult Project or the AL/MC
Project is a delay that is determined to be a Force Majeure Delay as to that specific project under
the applicable DDA Section.
1.1.38 “Future Rules” is defined in Section 3.6.2.
1.1.39 “General Plan” is defined in Recital G.
1.1.40 “HCD” is defined in Recital E.
1.1.41 “Land Use Regulations” means all laws, statutes, ordinances,
resolutions, codes, orders, rules, regulations and official policies of the City governing the
development and use of land, including the permitted uses of the Real Property and Project
Improvements, the density or intensity of use, subdivision requirements, timing and phasing of
development, the maximum height and size of proposed buildings, and the provisions for
reservation or dedication of land for public purposes.
1.1.42 “Landscape Area” means the portion of the Real Property and of the
City Property (as defined in the Landscape Installation and Maintenance Agreement), generally
between the back of curb on each public street adjoining the Real Property and the buildings on
the Real Property, as more particularly depicted on Exhibit D to this Agreement.
1.1.43 “Lower Income Household” means persons and families whose income
does not exceed the qualifying limits for lower income households established and amended from
time to time pursuant to Health and Safety Code section 50079.5, including the federal income-
limit methodology under Section 8 of the United States Housing Act of 1937 referenced therein,
as adjusted for family size and published by the California Department of Housing and Community
Development. For purposes of this Agreement, the applicable income limit for Lower Income
Households shall generally not exceed eighty percent (80%) of area median income, adjusted for
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family size, as such limits are revised annually. “Lower Income Households” includes Very Low
Income Households and Extremely Low Income Households.
1.1.44 “Lower Income Units” shall mean Residential Units that are restricted
to be sold or rented to Lower Income Households.
1.1.45 “Major Amendment” is defined in Section 2.5.2.
1.1.46 “Non-Defaulting Party” is defined in Section 5.1.
1.1.47 “Operating Memoranda” is defined in Section 2.5.3.
1.1.48 “Other Agreements” shall mean the SLA Covenant, the Special
Restrictions, the Landscape Installation and Maintenance Agreement, the DDA, the Memorandum
of DDA, the Affordable Housing Declaration, the Access Easement Agreement, the Bioswale
Easement and the Quitclaim Deed.
1.1.49 “Party” and “Parties” are defined in the introductory paragraph.
1.1.50 “Plan Check and Inspection Fees” means the portion of the City
Processing Fees incurred by the City directly or by an independent contractor of the City with
respect to its provision of Plan Check and Inspection Services for the Project, which shall be billed
to Developer by the City and paid by Developer to the City in accordance with Section 3.12.1(b).
1.1.51 “Plan Check and Inspection Services” means the services performed by
City staff and its third-party inspectors, engineers, contractors and consultants, if any, to carry out
and complete plan check, perform inspections, and monitor Developer compliance with the
Applicable Rules, as needed for review and issuance of encroachment permits, excavation permits,
grading permits, mechanical, electrical and plumbing permits and building permits requested by
Developer in connection with the Project.
1.1.52 “Prevailing Party” is defined in Section 9.10.
1.1.53 “Processing Fee Deposit” is defined in Section 3.12.1(b).
1.1.54 “Project” means the development of the Real Property with the Project
Improvements contemplated by the Existing Entitlement Approvals as such Entitlement Approvals
may be further defined, enhanced or modified pursuant to the provisions of this Agreement.
1.1.55 “Project Fair Share Contribution” means the fair share of the Tustin
Legacy Backbone Infrastructure Program to be contributed by Developer with respect to the
Project as further described in the DDA and Section 3.12.3.
1.1.56 “Project Improvements” means all infrastructure, roads, sidewalks,
buildings, structures and other improvements to be constructed or installed on the Active Adult
Real Property and the AL/MC Real Property as further described for each in the DDA, and for
avoidance of doubt shall include the Horizontal Improvements, the Vertical Improvements and the
Public Benefits Improvements.
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1.1.57 “Public Benefit” and “Public Benefits” means those public benefits to
be provided by Developer and the Project as described in Section 3.1 that comprise enforceable
additional consideration to the City for this Agreement and shall include the Public Benefits
Improvements.
1.1.58 “Public Benefits Improvements” means those improvements listed in
Exhibit C to this Agreement to be constructed by Developer as part of the Project.
1.1.59 “Public Health Risk” is defined in Section 3.10.3.
1.1.60 “Real Property” means the real property legally described on Exhibit A
and depicted on Exhibit B that is proposed to be conveyed by the City to Developer pursuant to
the DDA, excluding therefrom the rights and interests identified in the DDA as to be reserved by
the City in the Quitclaim Deed.
1.1.61 “Record”, “Recording”, and “Recorded” means to record the specified
instrument, or the current or past recording of the specified instrument, in the official records of
Orange County, California.
1.1.62 “Recordable” means in a form suitable for Recording.
1.1.63 “Reservation of Authority” means the rights and authority excepted
from the assurances and rights provided to Developer under this Agreement and reserved to the
City under Section 3.10.
1.1.64 “Residential Units” means units constructed on the Real Property that
are characterized as residential units by the City of Tustin Municipal Code and/or the Tustin
Legacy Specific Plan; provided that Residential Units shall not include the assisted living and/or
memory care facility rooms proposed to be constructed on the AL/MC Property.
1.1.65 “RMA” is defined in Section 3.1.1.
1.1.66 “SLA Covenant” means that certain Surplus Land Act Covenant to be
executed by the City and acknowledged and accepted by Developer under the DDA and the
Nominee(s), if any, that will acquire the Property at the Close of Escrow, which shall be Recorded
against the Real Property prior to the Close of Escrow.
1.1.67 “SLA Guidelines” is defined in Recital E.
1.1.68 “SLA Regulations” is defined in Recital E.
1.1.69 “Specific Plan” is defined in Recital A.
1.1.70 “State” is defined in Recital A.
1.1.71 “Subsequent Entitlement Approvals” means each discretionary land use
approval, if any, approved by the City consistent with the terms of this Agreement subsequent to
the Effective Date in connection with development of the Property, as further described in Section
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3.9.
1.1.72 “Successors In Interest” means each and every Person having a legal or
equitable interest in or to the whole of the Real Property or any portion of the Real Property.
1.1.73 “Surplus Land Act” is defined in Recital E.
1.1.74 “Tax B” means a District tax the proceeds of which shall be used by the
City to fund a portion of the City essential services, including police protection services, fire
protection services, ambulance and paramedic services, recreation program services, maintenance
of City-owned parks, parkways and open space, flood and storm protection and street and sidewalk
maintenance at Tustin Legacy.
1.1.75 “Tentative Parcel Map” means the tentative parcel map for the Real
Property (Tentative Parcel Map No. 2025-151) approved by the City Council with respect to the
Real Property prior to the Effective Date of this Agreement, as the same may be modified or
amended with the approval of the City in its Governmental Capacity.
1.1.76 “Term” is defined in Section 2.3.
1.1.77 “Tustin City Code” means the municipal code of the City of Tustin.
1.1.78 “Very Low Income Household” means persons and families whose
incomes do not exceed the qualifying limits for very low income families as established and
amended from time to time pursuant to Section 8 of the United States Housing Act of 1937. These
qualifying limits shall be published by the Department of Housing and Community Development
in the California Code of Regulations as soon as possible after adoption by the Secretary of
Housing and Urban Development. In the event the federal standards are discontinued, the
Department of Housing and Community Development shall, by regulation, establish income limits
for very low income households for all geographic areas of the state at fifty percent (50%) of area
median income, adjusted for family size and revised annually. “Very Low Income Households”
includes Extremely Low Income Households.
Exhibits. The following documents are attached to, and by this reference made a
part of, this Agreement:
Exhibit A – Legal Description of the Real Property
Exhibit B – Map showing Real Property
Exhibit C – Public Benefits Improvements
Exhibit D – Landscape Area
Exhibit E – Site Plan
Exhibit F – Access Easement Agreement
Exhibit G – Bioswale Easement Agreement
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2.GENERAL PROVISIONS
Binding Effect of Agreement. The Real Property is hereby made subject to this
Agreement. Development of the Real Property is hereby authorized and shall be carried out only
in accordance with the terms of this Agreement and the Entitlement Approvals. This Agreement
shall become null and void if the DDA is not approved and executed within ninety (90) calendar days
of approval of this Agreement by the City Council, as the same may be extended by mutual agreement
of the City Manager and Developer.
Interests in Property. The City and Developer agree that Developer’s right to
acquire the Property pursuant to the DDA creates a sufficient legal and/or equitable interest in
order to enter into this Agreement. If Developer fails to acquire any portion of the Property, then
this Agreement shall automatically no longer be effective as to the entirety of the Property
concurrently with the date upon which Developer’s rights to acquire any unacquired portion of the
Property expire.
Term. This Agreement shall commence on the Effective Date and unless
terminated, modified, or extended by circumstances set forth in this Agreement or by mutual
written consent of the Parties shall terminate upon the earlier of (i) the issuance and Recording by
the City of the Final Certificate of Compliance or (ii) the date that is thirty-six (36) months
following the Close of Escrow (“Term”). Notwithstanding the foregoing, the Term shall be
automatically extended only during the term of any Force Majeure Delay declared pursuant to the
DDA, provided that the maximum extension to the Term as to any portion of the Active Adult
Project or the AL/MC Project as a result of Force Majeure Delay shall not as to each such portion
of the Project cumulatively exceed twelve (12) months and provided further that in no event shall
the Term be extended by an event of Force Majeure Delay beyond that set forth in this Section.
Covenants Running with the Land; Assignment. The rights, interests and
obligations conveyed and provided herein to Developer’s benefit are appurtenant to the Real
Property, and shall constitute covenants running with the land comprising the Real Property and
shall bind and inure to the benefit of all assignees, transferees and successors to the Parties.
Developer shall have the right to assign this Agreement in connection with a conveyance,
assignment or any other transfer of all or a portion of the Real Property without the City’s consent,
provided the assignee agrees to assume all of the obligations of Developer hereunder with respect
to the Real Property or transferred portion thereof. Notwithstanding the foregoing, no Owner shall
Transfer any portion of the Real Property or portion thereof, or Improvements thereon or interest
therein or Transfer Control as to any portion of the Real Property for which a Certificate of
Compliance has not been issued, except in compliance with the requirements of Article 2 and/or
Article 17 of the DDA, which provisions, and all definitions and other provisions of the DDA
required to interpret and apply such provisions, shall be deemed to be incorporated into this Section
2.4 by this reference and to be in effect as to the portion of the Real Property subject to the DDA
whether then in effect or then terminated. Any purported Transfer or Transfer of Control that does
not comply with the requirements of Article 2 and, if applicable, Article 17 of the DDA shall, at
the election of the City, be null and void.
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Amendment or Cancellation of Agreement.
2.5.1 Generally. City or Developer may propose an amendment to or
cancellation, in whole or in part, of this Agreement. Any amendment or cancellation shall be by
mutual consent of the Parties except as provided otherwise in this Agreement, in California
Government Code Section 65865.1, or in the Tustin City Code Section 9615.
2.5.2 Major Amendment. Any amendment to this Agreement which affects or
relates to: (a) the Term of this Agreement; (b) amendment of the uses allowed on the Real Property;
(c)provisions for the reservation or dedication of land or grant of any easement; (d) conditions,
terms, restrictions or requirements for subsequent discretionary actions; (e) the density or intensity
of use of the Real Property or the maximum height or square footage of proposed buildings or
other structures or improvements; (f) a material change to the design, improvement and
construction standards and specifications applicable to the development of the Real Property, (g)
the conditions, terms, restrictions and requirements relating to Subsequent Entitlement Approvals
of the City, (h) material revisions to Public Benefits or Public Benefits Improvements (other than
to the time for performance of such Public Benefits or Public Benefits Improvements), or to
monetary exactions of or contributions by Developer, (i) significant revisions to the amount or any
funds due pursuant to this Agreement, or (j) revisions to the default, cure or remedies provisions
of this Agreement shall be deemed a “Major Amendment”. A Major Amendment shall only be
made following a noticed public hearing held by the Planning Commission to consider whether
the amendment should be approved or denied, and, following recommendation to the City Council
on the matter, the City Council shall hold a noticed public hearing to consider the request and the
Planning Commission’s recommendation on the matter. At the conclusion of the public hearing,
the City Council may approve, deny, or conditionally approve the amendment. Any amendment
which is not a Major Amendment shall be deemed an Administrative Amendment subject to
Section 2.5.3. Subject to any defined terms in this Agreement, the City Manager or his or her
designee shall have the authority to determine in her/his reasonable discretion, if an amendment is
a Major Amendment subject to this Section 2.5.2 or an Administrative Amendment subject to
Section 2.5.3.
2.5.3 Administrative Amendments and Operating Memoranda. The Parties
acknowledge that refinement and further implementation of the Project may demonstrate that
certain minor changes may be appropriate with respect to the details and performance of the Parties
under this Agreement when a Major Amendment is not required (“Administrative Amendment”).
The Parties desire to retain a certain degree of flexibility with respect to the details of the Project
and with respect to those items covered in the general terms of this Agreement. If and when the
Parties find that minor changes, or minor adjustments are necessary or appropriate and do not
constitute a Major Amendment under Section 2.5.2, they shall effectuate such minor changes or
minor adjustments through a written Administrative Amendment approved in writing by
Developer and the City Manager, which upon request from Developer shall be in recordable form.
Unless otherwise required by law, no such Administrative Amendment shall require prior notice
or hearing, nor shall it constitute an amendment to this Agreement. The authority to enter into such
Administrative Amendments is hereby delegated to the City Manager and the City Manager is
hereby authorized to execute any Administrative Amendments without further Planning
Commission or City Council action. Furthermore, if, from time to time during the Term of this
Agreement, City and Developer agree that clarifications or further understanding regarding the
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implementation of this Agreement are needed that do not constitute a Major Amendment or Minor
Amendment are necessary or appropriate, City and Developer shall effectuate such clarifications
through operating memoranda approved in writing by City and Developer (“Operating
Memoranda”), which upon request from Developer may be in a recordable form. No such
Operating Memoranda shall constitute an amendment to this Agreement requiring public notice or
hearing and are considered ministerial clarifications. The City Manager shall have the sole
discretion and authority to make determinations on behalf of City as to whether a requested
clarification may be effectuated pursuant to this Section 2.5.3. The City Manager shall, upon
consultation with the City Attorney as to the form of the Operating Memorandum, be authorized
to execute any Operating Memoranda hereunder on behalf of City.
2.5.4 Consent to Amendments. Any Future Rule applicable pursuant to this
Agreement, that is not in conflict with this Agreement, and any amendment of the Land Use
Regulations including to the General Plan, the Specific Plan or the City’s zoning ordinance, that
is not in conflict with this Agreement, shall not require amendment of this Agreement. Instead,
any such amendment shall be deemed to be incorporated into this Agreement at the time that such
amendment is approved by the appropriate City decision maker, so long as such amendment is
consistent with this Agreement.
2.5.5 Termination. This Agreement shall be deemed terminated and of no
further effect upon the occurrence of any of the following events:
(a)Expiration of the Term of this Agreement as set forth in Section 2.3;
(b)Entry of a final court judgment not subject to further appeal setting
aside, voiding or annulling the adoption of the City ordinance approving this Agreement;
(c)The adoption of a referendum measure overriding or repealing the
City ordinance approving this Agreement;
(d)Grant of all easements, dedications, grants and/or relinquishments
of rights by Developer as required on the Final Parcel Map (if then Recorded) and pursuant to the
Other Agreements, issuance of all required occupancy permits and acceptance by the City or
applicable public agency of all required public improvements and dedications, and issuance and
Recording by the City of the Final Certificate of Compliance; provided that if the Final Parcel Map
is Recorded prior to the Recording of the first Certificate of Compliance, then this Agreement shall
terminate as to the Active Adult Real Property or the AL/MC Real Property, as the case may be,
upon issuance of a Certificate of Compliance for the applicable component of the Real Property
and Project and satisfaction of the requirements in this clause (d).
(e)Due to termination by the City in accordance with Sections 4.4, 5 or
9.12 of this Agreement; or
(f)Upon mutual written agreement of the City and Developer.
Termination of this Agreement shall not constitute termination of any other Entitlement Approvals
for the Real Property. Upon the termination of this Agreement, no Party shall have any further
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right or obligation hereunder except with respect to any obligation to have been performed prior
to such termination or with respect to any default in the performance of the provisions of this
Agreement which has occurred prior to such termination or with respect to any obligations which
are specifically set forth as surviving this Agreement.
Notices, Demands and Communications between the Parties. All notices, demands,
consents, requests and other communications required or permitted to be given under this
Agreement shall be in writing and shall be deemed conclusively to have been duly given (a) when
hand delivered to the other Party; (b) three (3) Business Days after such notice has been sent by
U.S. Postal Service via certified mail, return receipt requested, postage prepaid, and addressed to
the other Party as set forth below; (c) the next Business Day after such notice has been deposited
with an overnight delivery service reasonably approved by the Parties (Federal Express, Overnite
Express, United Parcel Service and U.S. Postal Service are deemed approved by the Parties),
postage prepaid, addressed to the Party to whom notice is being sent as set forth below with next
Business Day delivery guaranteed, provided that the sending Party receives a confirmation of
delivery from the delivery service provider; or (d) when received by the recipient Party when sent
by email to the email address set forth below; provided, however, that notices given by email shall
not be effective unless either (i) a duplicate copy of such notice is promptly sent by any method
permitted under this Section 2.6 other than by email (provided that the recipient Party need not
receive such duplicate copy prior to any deadline set forth herein); or (ii) the receiving Party
delivers a written confirmation of receipt for such notice by email or any other method permitted
under this Section 2.6. Any notice given by email shall be deemed received on the next Business
Day if such notice is received after 5:00 p.m. (recipient’s time) or on a non-Business Day. Unless
otherwise provided in writing, all notices with respect to this Agreement shall be addressed as
follows:
City: City Manager
City of Tustin
300 Centennial Way
Tustin, CA 92780
Attention: Aldo E. Schindler
Email: CityManager@tustinca.org
With a copy to: Deputy City Manager – Real Property
City of Tustin
300 Centennial Way
Tustin, CA 92780
Email: Director.ED@tustinca.org
And with a copy to: City Attorney
Woodruff, Spradlin & Smart
555 Anton Blvd., Suite 1200
Costa Mesa, CA 92626
Attention: David Kendig, Esq.
Email: dkendig@woodruff.law
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And with a copy to: Hepner & Myers LLP
1241 Johnson Avenue, Suite 360
San Luis Obispo, CA 93401
Attention: Amy E. Freilich, Esq.
Email: afreilich@HepnerMyers.com
Developer: CD-CW (Tustin) LLC
c/o Confluent Development, LLC
2215 Market Street
Denver, CO 80202
Attention: Steve Strom and H McNeish
Email: steve.strom@confluentdev.com;
HMcNeish@confluentdev.com
And with a copy to: CD-CW (Tustin) LLC
c/o Confluent Development, LLC
2215 Market Street
Denver, CO 80202
Attention: Legal Department
Email: legal@confluentdev.com
And with a copy to: Polsinelli
1401 Lawrence Street, Suite 2300
Denver, CO 80202
Attention: Nick McGrath
Email: nmcgrath@polsinelli.com
Any Party may by written notice to the other Party in the manner specified in this
Agreement change the person or persons and/or address or addresses, or designate an additional
person or persons or an additional address or addresses, for its notices, but notice of a change of
address shall also with respect to the City be delivered to the City Clerk. Neither Party shall refuse
or reject delivery of any notice given in accordance with this Section 2.6.
3.DEVELOPMENT OF THE REAL PROPERTY
Public Benefits. This Agreement provides assurances and Developer with vested
rights (but not the obligation) to develop the Project in accordance with the Applicable Rules and
this Agreement, and subject to the City’s Reservation of Authority. The Parties believe that such
orderly development of the Project will provide the benefits to the City and additional regional
public benefits including development of new senior housing opportunities (including affordable
Residential Units) for seniors, and assisted living and memory care facilities in the City, increased
tax revenues, installation of on-site and off-site improvements, and creation and retention of jobs.
In addition, Developer will provide the following additional Public Benefits which constitute
specific additional consideration for this Agreement for the benefit of the City:
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3.1.1 The City has previously established Community Facilities District 18-
01 with a Tax B component to pay for various essential services at Tustin Legacy (“District”).
Prior to and as a condition to the Close of Escrow and as further set forth in the DDA, the City, by
action of the City Council, intends to form CFD 18-01 Zone 5, which shall include the Real
Property and Project Improvements for purposes of providing maintenance and to thereby annex
the Real Property and future Project Improvements into the District and to adopt a rate and method
of apportionment for the improvement area (“RMA”) for CFD 18-01 Zone 5. When the new
improvement area is formed, the District shall impose a tax and lien upon the Real Property in
accordance with the terms of the instruments governing the District, the RMA and the requirements
of the DDA. At the time of annexation into the District, the Real Property and Project
Improvements will be de-annexed from existing City CFD 13-01. During the Term, Developer and
the City shall adhere to all terms and conditions in the DDA governing the District, including the
formation and operation thereof and annexation of the Real Property into the District, and
Developer shall pay when due any assessments and/or special assessments imposed by the District.
3.1.2 Developer shall pay the Project Fair Share Contribution to the City as
and when described in Section 3.12.3.
3.1.3 Developer shall complete the Public Benefits Improvements listed on
Exhibit C within the time periods set forth in the Schedule of Performance attached to the DDA.
3.1.4 Developer shall construct the Project within the time period set forth in
the Schedule of Performance unless such time period is extended as a result of a Force Majeure
Delay or as otherwise permitted under Sections 8.3 and 18.7 of the DDA. Developer shall maintain
the Real Property and Project Improvements at the sole cost of Developer.
3.1.5 At the Close of Escrow, Developer shall enter into a Landscape
Installation and Maintenance Agreement with the City of Tustin for the construction, maintenance,
repair, and replacement of the Landscape Improvements within the Landscape Area identified in
Exhibit D. Developer shall assure, through the provision of bonds, guarantees, cash collateral, or
other instruments approved by the City, the lien-free completion of all landscaping and irrigation
improvements as described therein and/or listed as Public Benefits Improvements on Exhibit C
within the time period and upon the terms set forth in the Schedule of Performance, the DDA and
the Landscape Installation and Maintenance Agreement.
Notwithstanding anything to the contrary in this Agreement, if any payment under
this Section 3.1 is not made or any obligation requiring performance is not performed by
Developer, the City shall have the right to withhold building permits for any building or structure
within the Project if Developer fails to timely comply with its obligations with respect to the
District or the Public Benefits set forth in this Agreement and the DDA.
Mutual Objectives. Development of the Project in accordance with this
Development Agreement will provide for the orderly development of the Real Property in
accordance with the objectives set forth in the General Plan. Moreover, a development agreement
for the Project will eliminate uncertainty in planning for and securing orderly development of the
Real Property, assure installation of necessary improvements, assure attainment of maximum
efficient resource utilization within the City at the least economic cost to its citizens and otherwise
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achieve the goals and purposes established by California Government Code Section 65864.
Additionally, although development of the Project in accordance with this Agreement will
constrain the City’s land use or other relevant police powers, this Agreement provides the City
with sufficient reserved powers during the Term to remain responsible and accountable to its
residents. In exchange for these and other benefits to the City, Developer will receive assurance
that the Project may be developed during the Term in accordance with the Applicable Rules,
Entitlement Approvals and Reservation of Authority, subject to the terms and conditions of this
Agreement.
School District Assessments. Nothing in this Agreement shall modify or waive the
obligation of Developer to pay when due all taxes and assessments imposed on the Real Property
and Project Improvements pursuant to the authority of the County assessor, including any and all
Santa Ana Unified School District Assessments, including any Level 1 fees imposed on Developer
by the school district.
Applicability of the Agreement. This Agreement does not: (a) grant density or
intensity in excess of that otherwise established in the Existing Entitlement Approvals; (b)
eliminate future discretionary actions relating to the Project that are either required by the
Applicable Rules or requested by Developer pursuant to Applications initiated and submitted by
Developer after the Effective Date; (c) guarantee that Developer will receive any profits from the
Project; (d) amend the DDA, the Specific Plan or the General Plan; (e) except as specifically set
forth in Sections 3.6 and 3.10, protect Developer, the Project, the Project Improvements or the
Property from the applicability of any Future Rules imposed pursuant to the City’s Reservation of
Authority or adopted by the City and that are not at the time of adoption in Conflict with the then-
applicable Existing Land Use Regulations; or (f) protect Developer, the Project or the Property
from the applicability of any increases in development fees or the City Processing Fees.
Agreement and Assurance on the Part of Developer. In consideration for the City
entering into this Agreement, and as an inducement for the City to obligate itself to carry out the
covenants and conditions set forth in this Agreement, and in order to effectuate the premises,
purposes and intentions set forth in this Agreement, Developer hereby agrees as follows:
3.5.1 Project Development. Developer agrees that it will use commercially
reasonable efforts, in accordance with its own business judgment and taking into account market
conditions and economic considerations, to undertake any development of the Project in
accordance with the terms and conditions of the DDA, this Agreement and the Existing Entitlement
Approvals.
3.5.2 Additional Obligations of Developer as Consideration for this
Agreement. In addition to the obligations identified in Section 3.1, the development assurances
provided by this Agreement and the resulting construction of the Project will result in the
following:
(a)Construction and Completion of the Horizontal Improvements, the
Vertical Improvements and the Public Benefits Improvements consistent with this Agreement, the
Applicable Rules, the Entitlement Approvals, the Approved Plans and the DDA, including in
accordance with the Schedule of Performance.
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(b)Compliance with the DDA, the Applicable Rules, State and federal
law, all mitigation measures, including measures imposed pursuant to CEQA, all Development
Permits and all conditions of approval associated with the foregoing.
(c) Payment of all required development related fees as set forth in the
DDA and this Agreement.
Agreement and Assurances on the Part of the City. In consideration for Developer
entering into this Agreement, and as an inducement for Developer to obligate itself to carry out
the covenants and conditions set forth in this Agreement, and in order to effectuate the purpose of
this Agreement, the City hereby agrees as follows:
3.6.1 Applicable Regulations; Vested Right to Develop. Except as otherwise
provided under the terms of this Agreement including the Reservation of Authority, during the
Term of this Agreement, the rules, regulations, and official policies governing the Project,
including the permitted uses of the Real Property, the density and intensity of use of the Real
Property, the maximum height and size of proposed buildings, the design, improvement and
construction standards and specifications applicable to the Project, including any changes
authorized pursuant to Section 3.6.2, and the provisions for the reservation and dedication of land
as needed for public purposes, the subdivision of land and requirements for infrastructure and
public improvements, and other terms and conditions of the Project, shall be the Applicable Rules,
together with the terms of the DDA and the provisions of this Agreement. To the maximum extent
permitted by law (and notwithstanding any future action of the City or its citizens, whether by
ordinance, resolution, initiative or otherwise), Developer has the vested right for the Term to
develop the Project in accordance with the Applicable Rules and the provisions of the DDA and
this Agreement.
3.6.2 Changes Authorized by the City. Nothing in this Agreement shall
preclude the City from adopting changes in the Existing Land Use Regulations or any provisions
of future General Plans, specific plans, development and design standards or guidelines, zoning
codes ordinances or other rules, regulations, ordinances or policies of the City (whether adopted
by means of ordinance, initiative, referenda, resolution, policy, order, moratorium, or other means,
adopted by the City Council, Planning Commission, or any other board, commission, agency,
committee, or department of the City, or any officer or employee thereof) following the Effective
Date (collectively, “Future Rules”). Provided that such changes do not Conflict with the Existing
Land Use Regulations or the Existing Entitlement Approvals, such Future Rules shall be applicable
to the Project and shall be deemed Applicable Rules. Notwithstanding the foregoing, a Future Rule
that Conflicts with the then- effective Applicable Rules shall nonetheless apply to the Real
Property and be deemed an Applicable Rule if any one of the following apply: (i) it is consented
to in writing by Developer; (ii) there is a Public Health Risk as determined by the City in its
Governmental Capacity in accordance with Section 3.10.3; (iii) it is required by changes in State
or federal law as set forth in Section 3.10.2; (iv) it consists of revisions to or adoption of new
building regulations permitted by Section 3.10.4; (v) it is a procedural regulation relating to
hearing bodies, petitions, applications, notices, findings, records, hearings, reports,
recommendations, appeals and any other matter of procedure excluding those specifically set forth
in the Specific Plan or this Agreement or (vi) it is otherwise expressly permitted by this Agreement.
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3.6.3 Availability of Public Services. To the maximum extent permitted by
law and consistent with its authority, the City shall use commercially reasonable efforts to assist
Developer in reserving such capacity for sewer and water services as may be necessary to serve
the Project, at no cost or expense to the City.
Compliance with SLA Regulations; City Housing Incentive Agreement
Requirements.
3.7.1 SLA Covenant. Consistent with the requirements of the SLA
Regulations, the Parties have agreed that the City shall Record against the Real Property at the
Close of Escrow the SLA Covenant requiring that fifteen percent (15%) of the total number of
Residential Units developed on the Real Property shall be restricted as Lower Income Units and
remain affordable to, and occupied by, lower income households for a period of fifty five (55)
years for rental housing and 45 years for ownership housing, and subject to the further restrictions
set forth therein, if any.
3.7.2 Affordable Housing Declaration. The Parties have also agreed that the
City shall Record an Affordable Housing Declaration against the Real Property prior to Close of
Escrow which shall comprise the housing incentive agreement required pursuant to City Code
Section 9142 to ensure implementation of the Affordable Housing Requirements of the Specific
Plan and the City’s density bonus ordinance and establishing further regulations and restrictions
with respect to the density bonus requested by the Project. As further set forth therein, the AL/MC
Real Property shall be released from the Affordable Housing Declaration concurrently with
issuance and Recording by the City of the Final Certificate of Compliance, provided that if the
Final Parcel Map is Recorded prior to the Recording of the first Certificate of Compliance, then
the AL/MC Real Property shall be released from the Affordable Housing Declaration
concurrently with issuance and Recording by the City of a Certificate of Compliance for the
Active Adult Project.
3.7.3 Developer acknowledges that the requirements of the SLA Covenant
and the Affordable Housing Declaration shall be restrictions running with the land and shall be
binding upon Developer and each Successor In Interest of Developer and enforceable against
Developer and each Successor In Interest of Developer who violates such restrictions and each
successor-in-interest who continues the violation by any of the entities described in subdivisions
(a) to (f), inclusive, of Section 54222.5 of the California Government Code. The Parties
acknowledge and agree that the SLA Covenant will be the same instrument as the SLA Covenant
as defined and provided in the DDA and the Affordable Housing Declaration will be the same
instrument as the Affordable Housing Declaration as defined and provided in the DDA.
Timing of Development. The timing of development will be as set forth in the
DDA. Since the California Supreme Court held in Pardee Construction Co. v. City of Camarillo
(1984) 37 Cal.3d 465, that the failure of the parties therein to provide for the timing of development
resulted in a later adopted initiative restricting the timing of development to prevail over such
parties’ agreement, it is the Parties’ intent to cure that deficiency by acknowledging and providing
that Developer shall have the vested right to develop the Project on the Real Property at the rate,
timing, and sequencing that Developer deems appropriate within the exercise of Developer’s sole
subjective business judgment, provided that such development adheres to the terms of the DDA,
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the SLA Covenant and the Affordable Housing Declaration regarding the development of the
Project and is consistent with State and federal laws governing the Project, including the SLA
Regulations.
Subsequent Entitlement Approvals; Changes and Amendments to Existing
Entitlement Approvals.
3.9.1 Application for Subsequent Entitlement Approvals. The Parties
acknowledge that refinement and further development of the Project may require Subsequent
Entitlement Approvals and may demonstrate that changes are appropriate and desirable in the
Existing Entitlement Approvals. Entitlement Approvals (except for this Agreement, the
amendment process for which is set forth in Section 2.5) may be amended or modified from time
to time, but only upon application by Developer or with the written consent of Developer. In the
event Developer finds that a change in the Existing Entitlement Approvals is necessary or
appropriate, Developer shall apply for Subsequent Entitlement Approval(s) to effectuate such
change and the City shall process and act on such Application in accordance with the Applicable
Rules, except as otherwise provided by this Agreement, including the Reservation of Authority.
All amendments to the Existing Entitlement Approvals and all Subsequent Entitlement Approvals
approved by the City shall automatically become part of the Applicable Rules without the necessity
for amending this Agreement and the same may be further modified from time to time as provided
in this Section 3.9.1.
3.9.2 Effect of Agreement on Subsequent Entitlement Approvals. To the
extent required, the City shall accept for processing and review and take action on all Applications
as provided in Section 3.9 and 3.11.2. In connection with any Subsequent Entitlement Approval,
the City shall exercise discretion in the same manner as it exercises its discretion under its police
powers, including the Reservation of Authority; provided however, that such discretion shall not
prevent development of the Project as set forth in this Agreement.
Reservation of Authority. Notwithstanding any other provision of this Agreement
to the contrary, the Future Rules described in this Section 3.10 shall apply to and govern
development of the Real Property and Project to the extent set forth herein.
3.10.1 Consistent Future City Regulations; Consent By Developer. Future
Rules that are not, at the time of adoption, in Conflict with the then-effective Applicable Rules
shall apply to and govern development of the Real Property. In addition, Future Rules that Conflict
with such Applicable Rules and are not otherwise made applicable pursuant to this Agreement, but
are consented to by Developer shall become Applicable Rules and apply and govern development
of the Real Property.
3.10.2 Overriding State and Federal Laws. The City shall not be precluded
from applying Future Rules to the Real Property and the development of the Project to the extent
that such Future Rules are required to be applied by State or federal laws or regulations even if
such Future Rules Conflict with the then-effective Applicable Rules, provided however, that (a)
Developer does not waive its right to challenge or contest the validity of such State or federal rules
or regulations; and (b) such Future Rules, if they Conflict with the then effective Applicable Rules,
shall only be applied to the Project and development of the Project to the extent necessary to
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comply with such new State or federal law or regulation. To the extent that any federal or State
actions (or actions of regional and local agencies, including the City, required by federal or State
law or regulation) have the effect of preventing, delaying or modifying development of the Real
Property, the City shall not in any manner be liable for any such prevention, delay or modification
of said development. Developer is required, at its cost and without cost to or obligation on the part
of the City, to participate in such regional or local programs and to be subject to such development
restrictions as may be necessary or appropriate by reason of such actions of federal or State
agencies (or such actions of regional and local agencies, including the City, required by federal or
State agencies). In the event State or federal laws or regulations enacted after this Agreement is
entered into Conflict with the provisions in this Agreement and/or require changes in Project
Approvals, each Party shall provide the other Party with a copy of such law or regulation and
written notice concerning the conflict with this Agreement or the required change in Project
Approvals. The Parties shall, within thirty (30) days of the first such notice, meet and confer in
good faith in a reasonable attempt to modify this Agreement and/or the Project Approvals to
comply with such law or regulation in the manner that is least disruptive to the vested rights and
Applicable Rules in effect prior to such new law and the purpose and intent of this Agreement.
3.10.3 Public Health and Safety. Nothing in this Agreement shall preclude the
City from adopting and applying Future Rules that are in Conflict with the terms of this Agreement
if it is determined by the City in its Governmental Capacity and evidenced through findings
adopted by the City Council that the change or provision is required in order to prevent or mitigate
a condition dangerous to the public health or safety if such condition presents an immediate or
potential material threat to the public health or safety (a “Public Health Risk”), provided, however,
that: (a) any such Future Rule is tailored narrowly to address the Public Health Risk and protect
health and safety; and (b) that before imposing any Future Rule on the Real Property or the Project
based on a Public Health Risk, the City must first provide Developer with written notice of the
Public Health Risk upon which the imposition of such Future Rule is based, and if the Public
Health Risk is a matter that is capable of cure by Developer, Developer responds in writing within
fifteen (15) days confirming that Developer will correct such Public Health Risk and describing
the means of such correction, and City concurs in writing, as determined in its Governmental
Discretion that such correction will resolve the Public Health Risk and thereafter Developer
promptly and diligently pursues such correction to completion, such Future Rule shall no longer
be applicable to the Real Property or the Project and City shall take no further action based thereon
unless Developer fails to complete such correction in a prompt and diligent manner or the means
of correction taken by Developer fails to cure the Public Health Risk. Developer retains the right
to administratively dispute the existence of any Public Health Risk or any Future Rule based
thereon, but waives the right to challenge the same by way of any legal proceedings. The provisions
of this Section 3.10.3 do not apply to any measure adopted by initiative or referendum.
3.10.4 Uniform Construction Codes and Regulations. Policies and rules
governing engineering and construction standards and specifications applicable to public and
private improvements, including all uniform codes adopted by the City and any local amendments
to those codes adopted by the City in the future shall apply to the Project and Real Property.
3.10.5 Police Power. Except as set forth in this Agreement, the City shall retain
full rights to exercise its police powers to regulate development of the Project and Real Property.
Any uses or development requiring specific plan amendment, design review, subdivision map,
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conditional use permit, a variance or other Application shall be considered by the City in
accordance with the Applicable Rules and shall require permits and/or approval from the City as
required by the Applicable Rules, and notwithstanding any other provision set forth herein, this
Agreement is not intended to vest Developer’s right to issuance of such permit or approval. In
addition, procedural regulations relating to hearing bodies, petitions, applications, notices,
findings, records, hearings, reports, recommendations, appeals and any other matter of procedure
excluding those specifically set forth in the Specific Plan or this Agreement shall apply to the
Project and the Real Property.
Processing.
3.11.1 Subdivisions. Any additional subdivision, as defined in California
Government Code Section 66473.7 required for the Project other than the Tentative Parcel Map
approved with the Entitlement Approvals, shall not be approved unless a tentative map for the
subdivision complies with the provisions of said Section 66473.7. This provision is included in
this Agreement to comply with California Government Code Section 65867.5.
3.11.2 Subsequent Entitlement Approvals. The City shall, in accordance with
and to the full extent allowed by Existing Land Use Regulations and this Agreement, promptly
and diligently, commence and complete all steps necessary to act on Developer’s Subsequent
Entitlement Approval applications (“Applications”), including: (i) accepting, making
completeness determinations, and processing of each Application; (ii) if legally required,
providing notice and holding public hearings on an Application; and (iii) acting on each
Application. City shall not use its authority in considering, approving or conditioning any
Application to revisit or change the fundamental policy decisions reflected by the Entitlement
Approvals or otherwise to prevent or delay development of the Project as set forth in the
Entitlement Approvals. Notwithstanding the foregoing, this Section 3.11.2 shall not prohibit the
City from exercising its police powers to regulate development of the Project and Real Property
and if the Application proposes new uses or substantial modifications to the Project, the
Applications shall be processed by the City as requests for new entitlement approvals. At such
time as any Subsequent Entitlement Approval applicable to the Real Property is approved by the
City, then such Subsequent Entitlement Approval shall become subject to all of the terms and
conditions of the Development Agreement and shall be treated as part of the “Entitlement
Approvals” under this Agreement.
3.11.3 Filings. Developer shall exercise reasonable efforts to file applications
for Development Permits and Entitlement Approvals within the time frames and schedules as
generally outlined in the DDA and shall exercise reasonable efforts to attempt to obtain
Development Permits and Entitlement Approvals within the time frames identified in the DDA;
provided, however, that failure solely to comply with such time frame(s) shall not be deemed to
be a default under this Agreement.
3.11.4 Cooperation. The City and Developer shall cooperate in processing all
applications for permits and approvals for the Project, provided, however, that such cooperation
shall not include any obligation of the City to incur any un-reimbursed expense, and the City shall
be entitled, subject to the terms of this Agreement, the DDA and Developer’s rights hereunder, to
exercise all discretion to which it is entitled by law in processing and issuing any permits and
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approvals for the Project.
3.11.5 Approvals. Notwithstanding any administrative or judicial proceedings,
initiative or referendum concerning any of the Entitlement Approvals, the City shall process
applications for permits and approvals as provided herein to the fullest extent allowed by law and
Developer may proceed at its sole risk with development of the Project pursuant to the DDA and
the Applicable Rules to the fullest extent allowed by law.
CEQA. This Agreement does not modify, alter or change the City’s obligations
pursuant to CEQA. Developer acknowledges that the City is required by State law to comply with
CEQA in the consideration and approval of any Subsequent Entitlement Approval and/or any
amendment to this Agreement. Nothing in this Agreement shall require or be construed to require
CEQA review of ministerial approvals. It is agreed that, in acting on any discretionary Subsequent
Entitlement Approval(s) for the Project, the City shall rely on the CEQA approvals approved
concurrently with the Existing Entitlement Approvals to satisfy the requirements of CEQA to the
extent permissible by CEQA. In the event that any additional CEQA documentation is legally
required for any discretionary Subsequent Entitlement Approval for the Project, then the scope of
such documentation shall be focused, to the extent possible consistent with CEQA, on the specific
subject matter of the Subsequent Entitlement Approval and the City shall conduct such CEQA
review as expeditiously as possible, at Developer’s expense. Nothing herein shall restrict or limit
the obligation of Developer to pay for and implement any additional mitigation measures or
conditions of approval imposed as a result of such CEQA and any Subsequent Entitlement
Approval process.
3.12.1 Processing Fees and Charges.
(a)The City shall have the right to charge and Developer shall be
required to pay all City Processing Fees for the Project and the City has and shall retain discretion
to prospectively impose and revise City Processing Fees as the city deems appropriate, in
accordance with applicable law and without other restriction. Except as otherwise specifically set
forth in Section 3.12.1(b), such City Processing Fees shall be paid in accordance with the
procedures and at the generally applicable rates in effect at the time such City Processing Fees are
due.
(b)With respect to Plan Check and Inspection Services only, the City
shall be entitled to charge and Developer shall reimburse the City for its costs to make available
City staff, including the City Attorney, and third-party inspectors, engineers and consultants, if
any, as required to complete, process, and review plans and applications, complete plan check,
perform inspections, and monitor Developer compliance with the requirements of this Agreement
and the Applicable Rules. Following approval by the City of this Agreement Developer shall
deliver to the City in cash or cash equivalent funds, a deposit in an amount reasonably requested
by the City which shall be based on the City’s estimate of staff and third-party consultant time
required to complete and perform plan check and inspections (“Processing Fee Deposit”). The
Processing Fee Deposit shall be paid to the City concurrently with the first submittal of plans by
Developer for which Plan Check and Inspection Services will be required. Developer
acknowledges that the City will not commence processing of plans until Developer has paid the
Processing Fee Deposit. The Processing Fee Deposit shall be deposited by the City in an account
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in a bank or trust company selected by the City and with no requirement that such account be
interest bearing. If any interest is paid on such account, such interest shall accrue to any balances
in the account for the benefit of the City. If at any time prior to the latest to occur of (i) issuance
of the Final Certificate of Compliance; (ii) the issuance of the final certificate of occupancy for a
building on the Real Property; or (iii) termination of the DDA (“Final Date”) as to the Real
Property, the amount of funds in the Processing Fee Deposit account is depleted below Ten
Thousand Dollars ($10,000), then Developer shall be required to pay to the City each time an
additional Twenty Thousand Dollars ($20,000) or such other amount as the City may specify as
required in the City’s estimation to cover the cost of Plan Check and Inspection Fees, which shall
be credited to the Processing Fee Deposit. Each such payment shall be deposited by the City into
the Processing Fee Deposit account and shall be applied to reduce the amount of Plan Check and
Inspection Fees incurred by the City. The Processing Fee Deposit has been established to fund the
Plan Check and Inspection Fees incurred by the City and may be used by the City for such purpose,
and shall be depleted accordingly. Immediately upon incurring any Plan Check and Inspection
Fees or costs or receipt of an invoice from third parties for same, the City shall have the right to
deduct the amounts due it on account thereof from the Processing Fee Deposit. A monthly
accounting of deductions documenting staff time spent to process and review plans and
applications, complete plan check, perform inspections, and monitor Developer compliance, along
with documentation evidencing any other deductions from the Processing Fee Deposit shall be
provided by the City to Developer. The Processing Fee Deposit shall be retained by the City until
the Final Date specified above and the remaining amount of the Processing Fee Deposit then held
by the City, if any, shall be returned promptly by the City to Developer, provided that the return
of such funds shall not terminate the obligations of Developer to pay all City Processing Fees
arising or incurred prior to the Final Date. Developer shall pay any outstanding amounts due with
respect to the City Processing Fees to the City within thirty (30) calendar days following receipt
of an invoice from the City therefor, provided that the City shall first apply the amount of the
Processing Fee Deposit, if any, then held by it in satisfaction of such invoice, and shall reflect the
amount of such credit on the invoice.
3.12.2 Development Fees. The City shall have the right to impose, and
Developer shall pay, all development fees adopted by the City at the time of issuance of building
permits for the Project. The City retains discretion to prospectively revise such fees as the City
deems appropriate, in accordance with applicable law, and to adopt new development fees from
time to time, in its sole discretion.
3.12.3 Project Fair Share Contribution. Notwithstanding Section 3.12.2, the
“Project Fair Share Contribution” (relating to the Tustin Legacy Backbone Infrastructure Program)
to be contributed by Developer with respect to the Project shall be Three Million Twenty Eight
Thousand Seven Hundred Seventy Seven Dollars and Sixty Nine Cents ($3,028,777.69) which is
equal to Four Hundred Ninety Three Thousand Four Hundred Forty Seven Dollars ($493,447.00)
per acre of land conveyed to Developer by the City and constitutes the full, complete and final
satisfaction of the Project Fair Share contribution under the Tustin Legacy Backbone Infrastructure
Program with respect to the Property and the Project and no further payment shall be owed or
payable thereunder with respect thereto. Such amount shall be paid at the Close of Escrow under
the DDA and shall be in addition to the Purchase Price for the Property pursuant to the DDA.
Fees Other Than Processing Fees. As of the Effective Date, the City’s
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administrative, processing, building, planning and new construction and other fees are set forth on
the FY 25-26 Comprehensive Fee Schedule (approved by City Council Resolution No. 25-50,
effective as of September 1, 2025). The term “development fees” as used in Section 3.12.2 does
not include City Processing Fees or pass-through fees from other agencies. The term “Existing
Impact Fees” as used in this Agreement is a subset of the fees listed on the City’s FY 24-25
Comprehensive Fee Schedule comprising the “new construction fees” only and for purposes of
this Agreement are deemed development impact fees. As of the Effective Date, there are no other
development impact fees assessed by the City and the City has determined that the Project Fair
Share Contribution, which is payable under this Agreement, is not a development impact fee. All
other fees and charges described on the City’s FY 25-26 Comprehensive Schedule shall be deemed
Processing Fees, which shall be governed by Section 3.12.1, or pass-through fees from other
agencies, including transportation fees and school fees and that are administered by the City, that
may be increased from time to time without restriction under this Agreement and that Developer
shall pay as and when due.
Dedications and Easements. Developer acknowledges and agrees that it is required
(and will be required) to make certain dedications and to grant certain easements to the City and
other public agencies as set forth in the Access Easement Agreement attached to this Agreement
as Exhibit F (as the same may be modified pursuant to the provisions thereof), the Bioswale
Easement Agreement attached to this Agreement as Exhibit G and the Landscape Installation and
Maintenance Agreement attached to the DDA, each Recorded against the Real Property at Close
of Escrow, and such other dedications and easements as more fully set forth on the Final Parcel
Map, if Developer elects to Record the same.
Regulation by Other Public Agencies. It is acknowledged by the Parties that other
public agencies not within the control of the City, including IRWD and the Santa Ana Unified
School District, possess authority to regulate aspects of the Project and development of the Real
Property separately from or jointly with the City and this Agreement does not limit the authority
of such other public agencies. The City agrees to cooperate fully, at no out-of-pocket cost to it,
with Developer in obtaining any required permits or compliance with the regulations of other
public agencies provided such cooperation is not in conflict with any laws, regulations or policies
of the City.
Tentative Parcel Map Extension. Any subdivision map, heretofore or hereafter
approved in connection with development of the Real Property, shall be eligible for extensions of
time as provided in California Government Code Section 66452.6, except that any extension shall
be consistent with any performance schedule provided or established in the DDA and shall not be
deemed or considered in any way an extension of any Developer rights or obligations under the
DDA.
Intentionally Omitted.
No Quimby Act Fees or Park Fees. Except as set forth in this Agreement, or
required by the Entitlement Approvals, all fees and/or dedications required in connection with the
Project as park fees or pursuant to the Quimby Act, California Government Code Section 66477
(to the extent applicable to the Project), are included within the Project Fair Share Contribution
and Developer shall not have any additional liability on account thereof.
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Compliance with Legal Requirements. Prior to the issuance of a certificate of
occupancy for each building, Developer shall satisfy all applicable requirements of the Tustin City
Code, Specific Plan, and conditions of approval of the Entitlement Approvals relating thereto,
including compliance with the Americans with Disabilities Act and necessary Project
Improvements to support such building.
4.ANNUAL REVIEW
Timing and Annual Review. The City Council shall review Developer’s
performance under this Agreement at least every twelve (12) months from the Effective Date until
expiration of the Agreement. In connection with such review, both the City and Developer shall
have a reasonable opportunity to assert matters which either believes have not been undertaken in
accordance with this Agreement, to explain the basis for such assertion, and to receive from the
other Party a justification of its position on such matters.
Review Procedure. The City shall provide notice to Developer and deliver to
Developer a copy of all public staff reports, documents and related exhibits concerning the City’s
review of Developer’s performance hereunder at least thirty (30) calendar days prior to any date
proposed for City Council review of performance under the Agreement.
Good Faith Compliance. Developer or its Successor in Interest shall demonstrate
good faith compliance with the terms of this Agreement and shall furnish evidence of good faith
compliance, as the City, in its reasonable exercise of its discretion, may require. Evidence of good
faith compliance may include the following:
(a)conformance with the DDA including the Scope of Development and
Schedule of Performance;
(b)conformance with the requirements of the Specific Plan;
(c)conformance with provisions of this Agreement identified by the City; and
(d)payment of all sums due and payable to the City pursuant to the DDA and
this Agreement.
4.3.2 Response. Developer shall have the opportunity to be heard and respond
to the City’s evaluation of Developer’s performance, either orally or in a written statement, at
Developer’s election.
4.3.3 Non-Compliance. If, as a result of its periodic review as described in
Section 4, the City Council finds and determines, on the basis of substantial evidence, that
Developer has not complied in good faith with the terms or conditions of this Agreement, the City
Council may commence proceedings to enforce, modify, or terminate this Agreement.
4.3.4 Referral. The City Council may refer the matter to the Planning
Commission for further proceedings or for a report and recommendation.
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Modification or Termination. If the City Council determines to proceed with
modification or termination of this Agreement, the City Council shall give notice to Developer of
its intention to do so. The notice shall contain all information required by Tustin City Code Section
9618. At the time and place set for the hearing on modification or termination, the City Council
may refer the matter back to the Planning Commission for further proceedings or for a report and
recommendation. The City Council may take such action as it deems necessary to protect the
interests of the City, including the receipt of additional evidence as to Developer’s compliance
with the terms of this Agreement. The decision of the City Council shall be final, subject only to
judicial review pursuant to California Code of Civil Procedure Section 1094.5(b).
Annual Review Certificate Upon Agreement Compliance. If, at the conclusion of a
periodic review, Developer is found to comply with this Agreement, the City shall, upon request
of Developer, issue a certificate (“Annual Review Certificate”) to Developer stating that after the
most recent periodic review and based upon the information known or made known to the City
Council that: (a) this Agreement remains in effect, and (b) Developer is not in default. The Annual
Review Certificate shall be in Recordable form, shall contain information necessary to
communicate constructive record notice of the finding of compliance, and shall state the
anticipated date of commencement of the next periodic review. Developer may Record the Annual
Review Certificate with the County Recorder. If the City does not find Developer in compliance
with this Agreement, it shall not be obligated to issue the Annual Review Certificate.
5.DEFAULT, REMEDIES, AND TERMINATION
Default Procedure. A non-defaulting Party (the “Non-Defaulting Party”) at its
discretion may elect to declare a default under this Agreement in accordance with the procedures
hereinafter set forth for any failure or breach of any other Party (“Defaulting Party”) to perform
any material duty or obligation of said Defaulting Party in accordance with the terms of this
Agreement. However, the Non-Defaulting Party must provide written notice to the Defaulting
Party setting forth the nature of the breach or failure and the actions, if any, required by the
Defaulting Party to cure such breach or failure. The Defaulting Party shall be deemed to be in
“default” of its obligations set forth in this Agreement if the Defaulting Party has failed to cure the
default within ten (10) calendar days after the date of such notice (for monetary defaults) or within
thirty (30) calendar days after the date of such notice (for non-monetary defaults). If, however, a
non-monetary default cannot be cured within such thirty (30) day period, as long as the Defaulting
Party does each of the following:
(a)provides the Non-Defaulting Party with a written, reasonable explanation
as to the reasons the asserted default is not curable within the thirty (30) day period;
(b)notifies the Non-Defaulting Party in writing of the Defaulting Party’s
proposed course of action to cure the default;
(c)promptly commences to cure the default within the thirty (30) day period;
(d)makes periodic written reports to the Non-Defaulting Party as to the
progress of the program of cure; and
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(e)diligently prosecutes such cure to completion,
then the Non-Defaulting Party shall grant in writing the Defaulting Party such additional time as
determined by the Non-Defaulting Party as reasonably necessary to cure such default.
City Remedies. In the event of a default by Developer under this Agreement that is
not cured within the time period specified in Section 5.1, the City, at its option, may institute legal
action to cure, correct or remedy such default, enjoining any threatened or attempted violation,
enforce the terms of this Agreement by specific performance, or pursue any other legal or equitable
remedy. Furthermore, the City, in addition to or as an alternative to exercising the remedies in this
Section 5.2, in the event of such default by Developer, may give notice of its intent to terminate or
modify this Agreement pursuant to Section 4.3, in which event the matter shall be scheduled for
consideration and review by the City Council in the manner set forth in Tustin City Code Section
9618. The decision of the City Council shall be final, subject only to judicial review pursuant to
California Code of Civil Procedure Section 1094.5(b). Notwithstanding the foregoing, if the City
repurchases or revests any portion of the Property as a result of its exercise of the Right of Purchase
or Right of Reversion under the DDA, the City shall have the right, in its sole discretion, to merge
its interests under this Agreement, to terminate this Agreement as to the Property so repurchased
or revested, to modify the provisions of this Agreement related to the Repurchased Property or the
Reacquired Property, as applicable, or to take other actions affecting this Agreement or the rights
of the City in and to such Repurchased Property or Reacquired Property, as applicable, without
the approval of any other person or entity.
Developer’s Remedies. In the event of a default of the City under this Agreement
that is not cured within the time period specified in Section 5.1, Developer shall be entitled to any
or all of the following remedies: (a) seeking mandamus or special writs, injunctive relief, or
specific performance of this Agreement; (b) modification or termination of this Agreement; or (c)
seeking any other remedy available at law or in equity, provided, however, except as provided in
Section 9.10, Developer agrees and covenants on behalf of itself and its Successors In Interest, not
to seek in connection with any Claim against the City damages or monetary compensation for
breach of this Agreement or arising out of or connected with any dispute, controversy or issue
regarding the application or effect of this Agreement, the DDA, the Applicable Rules, or any
Development Permits or Entitlement Approvals sought in connection with development or use of
the Real Property or Project, or any portion thereof, including for general, special, compensatory,
expectation, anticipation, indirect, consequential, exemplary, or punitive damages (“Damages”).
Developer acknowledges that the City would not have entered into this Agreement if the City could
be held liable for Damages for any default or breach arising out of this Agreement and that
Developer has adequate remedies other than Damages to secure the City’s compliance with its
obligations under this Agreement. Therefore, Developer agrees that the City, its officers,
employees and agents shall not be liable for any Damages and that this Section shall apply to all
Successors in Interest of Developer.
Third Party Legal Challenges. In the event of any legal action instituted by a third
party challenging the validity or enforceability of any provision of this Agreement, the DDA, or
Entitlement Approvals for the Project or the approval of any CEQA document prepared in
connection with the foregoing, Developer agrees, at its sole cost and expense, to defend (with
counsel reasonably acceptable to the City), indemnify, and hold harmless the City, its officers,
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30 City of Tustin/Confluent Development
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employees, agents, and consultants, from any claim, action, or proceeding against the City, its
officers, agents, and employees, which seeks to attack, set aside, challenge, void, or annul an
approval of the City Council, the Planning Commission, or any other decision-making body,
including staff, concerning the Project. The City agrees to promptly notify Developer of any such
claim or action filed against the City and to cooperate in the defense of any such action. Developer
shall also indemnify and hold harmless the City and its agents, officials and employees from and
against all claims, losses, or liabilities assessed or awarded against the City by way of judgment,
settlement, or stipulation. The City may elect to participate in the defense of any such action under
this condition and may, in its sole discretion, elect to be separately represented by the City Attorney
and/or outside legal counsel of its choice in any such action or proceeding with the costs of such
representation to be paid by Developer. In the event City recovers any attorneys’ fees, expert
witness fees, costs, interest, or other amounts from the third party or third parties challenging this
Agreement, the DDA, or Entitlement Approvals for the Project, Developer shall be entitled to
retain the same in an amount not to exceed payments made pursuant to Developer’s
indemnification obligation (provided Developer has fully performed its indemnity obligations
hereunder).
6.INDEMNITY BY DEVELOPER
Developer agrees to indemnify, defend, and hold harmless the City, the City’s designees,
and their respective elected and appointed officials, boards, commissions, agents, contractors, and
employees from and against any and all claims, actions, causes of action, demands, orders, or other
means of seeking or recovering losses, damages, liabilities, costs, expenses (including attorneys’
fees, fees of expert witnesses, consultants’ fees and court and litigation costs), costs and expenses
attributable to compliance with judicial and regulatory orders and requirements, fines, penalties,
liens, taxes, monetary payment or reimbursements or any other type of compensation of any kind
whatsoever, direct or indirect, known or unknown, foreseen or unforeseen (“Claims”) which may
arise, directly or indirectly, from the acts, omissions, or operations of Developer or Developer’s
agents, contractors, subcontractors, agents, or employees pursuant to this Agreement, but
excluding any loss resulting from the gross negligence, willful misconduct or fraud of the City,
the City’s designee, or each of their respective elected and appointed officials, boards,
commissions, officers, agents, contractors, and employees. Developer shall select and retain
counsel reasonably acceptable to the City to defend any action or actions and Developer shall pay
the cost thereof. The indemnity provisions set forth in this Agreement shall survive termination of
the Agreement. In the event City recovers any attorneys’ fees, expert witness fees, costs, interest,
or other amounts from the third party or third parties asserting a Claim, Developer shall be entitled
to retain the same in an amount not to exceed payments made pursuant to Developer’s
indemnification obligation (provided Developer has fully performed its indemnity obligations
hereunder).
7.MORTGAGEE PROTECTION
The Parties hereto agree that this Agreement shall not prevent or limit Developer, in any
manner, from encumbering the Real Property or any portion thereof or any improvement thereon
by any Mortgage securing financing with respect to the Real Property; provided that nothing herein
shall modify or amend the restrictions set forth in the DDA with respect to Mortgages. Any
Mortgagee holding a Mortgage that is not prohibited by the DDA associated with the Real Property
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it encumbers shall be entitled to the following rights and privileges and the provisions below:
(a)This Agreement shall be superior and senior to any lien placed upon the
Real Property or any portion thereof after the date of Recording of this Agreement, including the
lien of any Mortgage. Notwithstanding the foregoing, neither entering into this Agreement nor a
breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any Mortgage
on the Real Property made in good faith and for value, unless otherwise required by law, and any
acquisition or acceptance of title or any right or interest in or with respect to the Real Property or
any portion thereof by a Mortgagee (whether pursuant to foreclosure, trustee’s sale, deed in lieu
of foreclosure, lease termination or otherwise) shall be subject to the terms and conditions of this
Agreement and any such Mortgagee who takes title to the Real Property or any portion thereof
shall be entitled to benefits arising under this Agreement.
(b)Each Mortgagee of any Mortgage encumbering the Real Property, or any
part thereof, shall upon written request in writing to the City, be entitled to receive written notice
from the City of results of the Annual Review and of any default by Developer in the performance
of Developer’s obligations under this Agreement concurrently with delivery of same to Developer
and shall have the right, but not the obligation, to cure the default during the remaining cure period
allowed such Party under this Agreement (including any extended cure period necessary in order
to allow the Mortgagee to obtain title to the Real Property and cure the default). Notwithstanding
the foregoing, the failure of the City to deliver a concurrent copy of such notice of default to a
Mortgagee shall not affect in any way the validity of the notice of default as it relates to Developer,
and provided, further, the giving of any notice of default or the failure to deliver a copy to any
Permitted Mortgagee shall in no event create any liability on the part of the Person so declaring a
default
(c)Any Mortgagee who comes into possession of the Real Property, or any
part thereof, pursuant to foreclosure of the Mortgage or deed in lieu of such foreclosure, shall take
the Real Property, or part thereof, subject to the terms of this Agreement, the DDA and the Other
Agreements. Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee
shall have an obligation or duty under this Agreement to perform any of Developer’s obligations
or other affirmative covenants of Developer hereunder, or to guarantee such performance; except
that (i) the Mortgagee shall have no right to develop the Real Property without fully complying
with the terms of this Agreement, the DDA, the Other Agreements, and the Applicable Rules and
(ii)to the extent that any covenant to be performed by Developer is a condition precedent to the
performance of a covenant by the City, the performance thereof shall continue to be a condition
precedent to the City’s performance hereunder.
Notwithstanding anything to the contrary contained above in this Section, any Mortgagee
shall be subject to all of the terms of the DDA applicable to the Real Property encumbered and/or
acquired by it.
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32 City of Tustin/Confluent Development
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8.INTENTIONALLY OMITTED
9.MISCELLANEOUS PROVISIONS
Recording of this Agreement. This Agreement and any amendment or cancellation
thereof shall be Recorded by the City Clerk within ten (10) calendar days after the City executes
this Agreement, as required by California Government Code Section 65868.5. If the Parties to this
Agreement amend or cancel this Agreement as provided for herein and in California Government
Code Section 65868, or if the City terminates or modifies this Agreement as provided for herein
and in California Government Code Section 65865.1 for failure of Developer to comply in good
faith with the terms or conditions of this Agreement, the City Clerk shall have notice of such action
Recorded.
Entire Agreement. This Agreement, the DDA and the Other Agreements set forth
and contain the entire understanding and agreement of the Parties with respect to the matters set
forth herein, and there are no oral or written representations, understandings or ancillary covenants,
undertakings or agreements which are not contained or expressly referred to herein or therein. No
testimony or evidence of any such representations, understandings or covenants shall be admissible
in any proceeding of any kind or nature to interpret or determine the terms or conditions of this
Agreement.
Severability. If any term, provision, covenant or condition of this Agreement shall
be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected
thereby to the extent such remaining provisions are not rendered impractical to perform taking into
consideration the purposes of this Agreement.
Interpretation and Governing Law. This Agreement and any dispute arising
hereunder shall be governed and interpreted in accordance with the internal laws of the State of
California without reference to choice of law or conflicts of law provisions. This Agreement shall
be construed as a whole according to its fair language and common meaning to achieve the
objectives and purposes of the Parties hereto, and the rule of construction to the effect that
ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this
Agreement, all Parties having been represented by counsel in the negotiation and preparation
hereof. The decision of the City Council shall be final, subject only to judicial review pursuant to
California Code of Civil Procedure Section 1094.5(b).
Section Headings. All section headings and subheadings are inserted for
convenience only and shall not affect any construction or interpretation of this Agreement.
Construction.
9.6.1 References to Sections, Clauses and Exhibits. Unless otherwise
indicated, references in this Agreement to sections, clauses and exhibits are to the same contained
in or attached to this Agreement and all exhibits referenced in this Agreement are incorporated in
this Agreement by this reference as though fully set forth in this Section.
9.6.2 Singular and Plural. As used herein, the singular of any word includes
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33 City of Tustin/Confluent Development
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the plural and vice versa.
9.6.3 Includes and Including. As used in this Agreement the words “include”
and “including” mean, respectively, “include, without limitation” and “including, without
limitation”.
Time of Essence. Subject to the following sentence, time is of the essence in the
performance of each provision of this Agreement. Whenever action must be taken (including the
giving of notice or the delivery of documents) under this Agreement during a certain period of
time or by a particular date that ends or occurs on a non-Business Day, then such period or date
shall be extended until the immediately following Business Day.
Waiver. Failure by a Party to insist upon the strict performance of any of the
provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon
the default of the other Party, shall not constitute a waiver of such Party’s right to insist and demand
strict compliance by the other Party with the terms of this Agreement thereafter.
No Third Party Beneficiaries. This Agreement is made and entered into for the sole
protection and benefit of the City and its successors and assigns and Developer and its Successors
In Interest. No other person shall have any right of action based upon any provision of this
Agreement.
Attorneys’ Fees. Wherever Developer has an obligation to defend the City under
this Agreement, Developer shall, prior to selection of counsel, consult in good faith with the City
to ensure that the City is satisfied, in its sole discretion that the proposed legal counsel has the
professional expertise and experience to demonstrate they are well-qualified to defend the City
against the Claim(s) and has not taken a position adverse to the City in the past. If any Party to this
Agreement institutes any Action, suit, proceeding, counterclaim or other proceeding for any relief
against another Party, declaratory or otherwise (collectively an “Action”), to enforce the terms
hereof or to declare rights under this Agreement or with respect to any inaccuracies or material
omissions in connection with any of the covenants, representations, warranties or obligations on
the part of the other Party to this Agreement, then the Prevailing Party in such Action shall be
entitled to have and recover of and from the other Party all costs and expenses of the Action,
including (a) the Prevailing Party's reasonable attorneys' fees (which shall be payable at the
contractual hourly rate for the City’s litigation counsel at the time the fees were incurred, but in no
event more than Four Hundred Dollars ($400.00) per hour with this rate being used to calculate
the attorneys’ fees to be recovered by the Prevailing Party regardless of whether the City or another
Person is the Prevailing Party, and (b) costs actually incurred in bringing and prosecuting such
Action and/or enforcing any judgment, order, ruling or award (collectively, a “Decision”) granted
therein, all of which shall be deemed to have accrued on the commencement of such Action and
shall be paid whether or not such Action is prosecuted to a Decision. Any Decision entered in any
final judgment shall contain a specific provision providing for the recovery of all costs and
expenses of suit, including reasonable attorneys’ fees and expert fees and costs (collectively
“Costs”) incurred in enforcing, perfecting and executing such judgment. For the purposes of this
paragraph, Costs shall include in addition to Costs incurred in prosecution or defense of the
underlying Action, reasonable attorneys’ fees, costs, expenses and expert fees and costs incurred
in the following: (i) post judgment motions and collection actions; (ii) contempt proceedings; (iii)
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garnishment, levy, debtor and third party examinations; (iv) discovery; (v) Bankruptcy
Proceedings and similar proceedings not involving Developer, and (vi) appeals of any order or
judgment. “Prevailing Party” within the meaning of this Section 9.10 includes a Party who agrees
to dismiss an Action in consideration for the other Party’s payment of the amounts allegedly due
or performance of the covenants allegedly breached, or obtains from a court of competent
jurisdiction substantially the relief sought by such Party.
Force Majeure Delay. During the Term of this Agreement, any determination of
Force Majeure Delay as to the Active Adult Project or the AL/MC Project under the DDA shall be
an event of Force Majeure Delay under this Agreement as to the applicable Active Adult Project
or AL/MC Project only. Time periods for performance of any obligations under this Agreement
may be extended for Force Majeure Delay, provided that the maximum extension for Force
Majeure Delay as to the Active Adult Project or the AL/MC Project as a result of Force Majeure
Delay shall be as set forth in the DDA and as to each such portion of the Project shall not
cumulatively exceed twelve (12) months and provided further that in no event shall the Term be
extended by an event of Force Majeure Delay beyond that set forth in Section 2.3.
Successors. The burdens of this Agreement shall be binding upon, and the benefits
of this Agreement shall inure to, the City and its successors and assigns and Developer and its
Successors in Interest. All provisions of this Agreement shall be enforceable as equitable
servitudes and constitute covenants running with the land. Each covenant to do or refrain from
doing some act hereunder with regard to development of the Real Property: (a) is for the benefit
of and is a burden upon every portion of the Real Property; (b) runs with the Real Property and
each portion thereof; and (c) is binding upon the City and its successors and assigns and upon
Developer and each Successor in Interest during ownership of the Real Property or any portion
thereof and for such longer period as such Person may have liability hereunder. Notwithstanding
the foregoing, upon acquisition of the Real Property or any portion thereof by the City pursuant to
exercise of the Right of Purchase or Right of Reversion or action in lieu thereof pursuant to the
DDA, the City shall have the right in its sole discretion to terminate this Agreement as to the
portion of the Real Property so acquired and the Agreement shall remain binding, in accordance
with its terms, upon the remainder of the Real Property. In the event that the City repurchases or
revests all or any portion of the Real Property pursuant to exercise of the Right of Purchase or
Right of Reversion, such acquisition shall include all Entitlement Approvals and other
development rights, consents, authorizations, variances, waivers, licenses, permits, certificates and
approvals from any governmental or quasi-governmental authority, and all other appurtenant rights
applicable thereto, including those buildings and/or Residential Units or Rooms, as applicable,
allocated to the respective Repurchased Property or the Reacquired Property, as applicable, as
shown in the Approved Plan.
Counterparts. This Agreement may be executed by the Parties in counterparts,
which counterparts shall be construed together and have the same effect as if all of the Parties had
executed the same instrument.
Jurisdiction and Venue. Any action at law or in equity arising under this Agreement
or brought by a Party hereto for the purpose of enforcing, construing or determining the validity
of any provision of this Agreement shall be filed and tried in the Superior Court of the County of
Orange, State of California, or the United States District Court for the Central District of
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California, Santa Ana Division, and the Parties hereto waive all provisions of law providing for
the filing, removal or change of venue to any other court.
Project as a Private Undertaking. It is specifically understood and agreed by and
between the Parties hereto that the development of the Project is a private development, that neither
Party is acting as the agent of the other in any respect hereunder, and that each Party is an
independent contracting entity with respect to the terms, covenants and conditions contained in
this Agreement. No partnership, joint venture or other association of any kind is formed by this
Agreement. The only relationship between the City and Developer with respect to this Agreement
is that of a government entity regulating the development of private property and the developer of
such property.
Further Actions and Instruments. Each of the Parties shall cooperate with and
provide reasonable assistance to the other to the extent contemplated hereunder in the performance
of all obligations under this Agreement and the satisfaction of the conditions of this Agreement.
Upon the request of either Party at any time, the other Party shall promptly execute, with
acknowledgment or affidavit if reasonably required, and file or Record such required instruments
and writings and take any actions as may be reasonably necessary under the terms of this
Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or
consummate the transactions contemplated by this Agreement.
Estoppel Certificate. Any Party hereunder, may at any time but not more than four
times in a calendar year, deliver a written notice to the other Party requesting such Party to certify
in writing that, to the best knowledge of the certifying Party: (a) this Agreement is in full force and
effect and a binding obligation of the Party; (b) this Agreement has not been amended or modified
either orally or in writing, or if so amended, identifying the date and nature of the amendments to
this Agreement, and, in each case, that the Agreement remains in full force and effect (including
as amended or modified if applicable), and a continuing binding obligation of the Party; and (c)
the requesting Party is not in default in performance of its obligations set forth in the Agreement,
or if the Party is in default, provide a description of the nature of such default(s). A Party receiving
a request hereunder shall execute and return such certificate within thirty (30) calendar days
following receipt thereof. The party to whom such certificate is addressed, including any third
party or Mortgagee, shall be entitled to rely on the certificate. Developer shall pay to the City all
costs incurred by the City in connection with the issuance of estoppel certificates.
Authority to Execute. The person or persons executing this Agreement on behalf of
each Party warrants and represents that he or she/they have the authority to execute this Agreement
on behalf of such Party and warrants and represents that he or she/they has/have the authority to
bind such Party to the performance of its obligations hereunder.
Non-Liability of City Officials and City Employees. No elected or appointed
official, representative, employee, agent, consultant, legal counsel or employee of the City shall
be personally liable to Developer for any amount which may become due to Developer under the
terms of this Agreement.
No Merger. As of the Effective Date, the Real Property is owned in fee by the City,
and portions of the Real Property may continue to be owned in fee by the City during the Term or
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36 City of Tustin/Confluent Development
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may be conveyed by the City to one or more Developers and subsequently reconveyed to the City
during the Term. Except as expressly set forth below, there shall be no merger of any rights,
interests or estates created by this Agreement as a result of the ownership by the City of all or any
portion of the Real Property and no merger shall occur with respect to any portion of the Real
Property unless and until the City and all persons and entities at the time having a legal and/or
equitable ownership interest in such portion of the Real Property shall join in a written instrument
affecting such merger and shall duly Record the same.
No Discrimination. There shall be no discrimination against or segregation of any
person or group of persons on account of race, color, creed, religion, sex, sexual orientation,
marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the land, nor shall the transferee itself or any person claiming under or
through it, establish or permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees or vendees of the land.
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S-1 City of Tustin/Confluent Development
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SIGNATURE PAGES
TO DEVELOPMENT AGREEMENT
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day
and year set forth below.
Dated:
THE CITY OF TUSTIN:
By:
Austin Lumbard, Mayor
ATTEST:
By:
Erica N. Yasuda
City Clerk
APPROVED AS TO FORM
By:
David Kendig
City Attorney
Hepner & Myers LLP
Special Real Estate Counsel to the City
By: ______________________
Amy E. Freilich
{signatures continued on following page}
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S-3 City of Tustin/Confluent Development
Development Agreement
CALIFORNIA ALL PURPOSE 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, ________________________________________________,
Date (Insert Name and Title of the Officer)
personally appeared ___________________________________________________________
Name(s) of Signer(s)
____________________________________________________________________________,
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.
Place Notary Seal and/or Stamp above Signature: ______________________________________
Signature of Notary Public
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EXHIBIT A City of Tustin/Confluent Development
Development Agreement
EXHIBIT A
TO DEVELOPMENT AGREEMENT
LEGAL DESCRIPTION OF PROPERTY
The Land referred to herein below is situated in the City of Tustin, County of Orange, State of
California, and is described as follows:
LOT 14, INCLUSIVE OF TRACT NO. 18197 AS SHOWN ON A MAP FILED IN BOOK 990,
PAGES 25 THROUGH 33, INCLUSIVE OF TRACT MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA.
For conveyancing purposes only: APN 430-481-12
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EXHIBIT B City of Tustin/Confluent Development
Development Agreement
EXHIBIT B
TO DEVELOPMENT AGREEMENT
MAP SHOWING PROPERTY AND ITS LOCATION
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PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
JOHN JOHNSON WAY
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℄ARMSTRONG AVENUE℄℄℄VETERANS WAYPROJECT NO.
DRAWN BY:
DESIGNED BY:DATE:REVIEWED BY:DATENO. REVISIONCKBYFIRST SUBMITTAL DATE:
SHEET NO.Save Date: Plot Date: 7/8/2026 3:00 PM7/8/2026 3:20 PMBy: Juta P:\C\CONFCDMS0012\0400CAD\EXHIBITS\2026-07-07 Tustin Development Agreement Exhibits For Confluent\Reference\EXHIBIT B-CONFCDMS0012 - Copy.dwgJustin TatBy: File:CHECKED BY:
®
17542 E. 17th Street
Suite 150
Tustin, CA 92780
714.665.4500
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EXHIBIT B -
PROPERTY MAP & VICINITY MAPCLEARWATER AT TUSTIN LEGACYTENTATIVE PARCEL MAP 2025-151LOT 14, TRACT NO. 18197, M.M. 990/25-33TUSTIN, CA 9260607/08/2026
CONFCDMS-0012
1
OF 1EXHIBIT BTO DEVELOPMENT AGREEMENTMAP SHOWING PROPERTY AND ITS LOCATIONDocusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
EXHIBIT C City of Tustin/Confluent Development
Development Agreement
EXHIBIT C
TO DEVELOPMENT AGREEMENT
PUBLIC BENEFITS IMPROVEMENTS
Developer shall construct the following Public Benefits Improvements, which shall be completed
within the time periods set forth in the Schedule of Performance attached to and forming part of
the DDA, and in accordance with the Entitlement Approvals and Approved Plans:
1.Developer shall design and construct sidewalk, parkway landscape and irrigation system
adjacent to the Project along Warner Avenue, Armstrong Avenue, John Johnson Way and
Veterans Way.
2.Developer shall, pursuant to the Landscape Installation and Maintenance Agreement entered
into with the City, install landscaping and perform the maintenance, repair, and replacement
of the landscaping described therein within the Landscape Area depicted on Exhibit D. A
detailed landscape improvement exhibit shall be provided in the Landscape Installation and
Maintenance Agreement.
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
EXHIBIT D City of Tustin/Confluent Development
Development Agreement
EXHIBIT D
LANDSCAPE AREA
[Attached]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
DW
RW
RWDW
DW
DW
DW DW DW DW
SS
SS
SS
SS
SS SS SS SSDW
8"W12"W12"WSSSSSSSSSSSSSSSSSSDWDWDWDWDWDWDWDWEEEEE
EEEEEEEXEXEXEX
SLEJT
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JTEEJTJTTELTELTELT
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IRR IRRIRRIRRIRR IRR IRR
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PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
JOHN JOHNSON WAY
WARNER
A
V
E
N
U
E
VETERANS WAYASSISTED LIVING /
MEMORY CARE
BUILDINGARMSTRONG AVENUEACTIVE ADULT BUILDING
PROJECT NO.
DRAWN BY:
DESIGNED BY:DATE:REVIEWED BY:DATENO. REVISIONCKBYFIRST SUBMITTAL DATE:
SHEET NO.Save Date: Plot Date: 7/31/2026 12:52 PM7/31/2026 12:57 PMBy: Juta P:\C\CONFCDMS0012\0400CAD\EXHIBITS\2026-07-07 Tustin Development Agreement Exhibits For Confluent\Reference\EXHIBIT D-CONFCDMS0012 - Copy.dwgJustin TatBy: File:CHECKED BY:
®
17542 E. 17th Street
Suite 150
Tustin, CA 92780
714.665.4500
( FEET )
SCALE
1 INCH = 80 FT.
80 80 160400
EXHIBIT D -
LANDSCAPE AREACLEARWATER AT TUSTIN LEGACYTENTATIVE PARCEL MAP 2025-151LOT 14, TRACT NO. 18197, M.M. 990/25-33TUSTIN, CA 9260607/08/2026
CONFCDMS-0012
1
OF 1
LEGEND
LANDSCAPE AREA EXHIBIT DTO DEVELOPMENT AGREEMENTLANDSCAPE AREADocusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
EXHIBIT E City of Tustin/Confluent Development
Development Agreement
EXHIBIT E
SITE PLAN
[showing Active Adult Real Property and AL/MC Real Property]
[Attached]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
SS SS SS
SS SS SS
DW DW
SS SS
DW DW DWDWSS
DWSSSSDWDWRWDW
RW
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SS SS SS SSDW
8"W12"W12"WSSSSSSSSSSSSSSSSSSDWDWDWDWDWDWDWDWEEEEE
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SLEJT
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EJT
JTEEJTJTTELTELTELT
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C C
E E E E E ESTST
IRR IRRIRRIRRIRR IRR IRR
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PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
PROPERTY LINE
& RIGHT OF WAY
JOHN JOHNSON WAY
WARNER
A
V
E
N
U
E
VETERANS WAYASSISTED LIVING /
MEMORY CARE
BUILDINGARMSTRONG AVENUEACTIVE ADULT BUILDING
FUTURE PARCEL LINE
PROJECT NO.
DRAWN BY:
DESIGNED BY:DATE:REVIEWED BY:DATENO. REVISIONCKBYFIRST SUBMITTAL DATE:
SHEET NO.Save Date: Plot Date: 8/3/2026 3:15 PM8/3/2026 3:19 PMBy: Juta P:\C\CONFCDMS0012\0400CAD\EXHIBITS\2026-07-07 Tustin Development Agreement Exhibits For Confluent\Reference\EXHIBIT E-CONFCDMS0012.dwgJustin TatBy: File:CHECKED BY:
®
17542 E. 17th Street
Suite 150
Tustin, CA 92780
714.665.4500
( FEET )
SCALE
1 INCH = 80 FT.
80 80 160400
EXHIBIT E -
SITE PLANCLEARWATER AT TUSTIN LEGACYTENTATIVE PARCEL MAP 2025-151LOT 14, TRACT NO. 18197, M.M. 990/25-33TUSTIN, CA 9260607/08/2026
CONFCDMS-0012
1
OF 1EXHIBIT ETO DEVELOPMENT AGREEMENTSITE PLANACTIVE ADULT REAL PROPERTY
AL/MC
REAL
PROPERTY Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
EXHIBIT F City of Tustin/Confluent Development
Development Agreement
EXHIBIT F
ACCESS EASEMENT AGREEMENT
[Attached]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
1 City of Tustin/Confluent Development
Portion of Disp. Area 8
EXHIBIT F
ACCESS EASEMENT AGREEMENT
CITY OF TUSTIN OFFICIAL BUSINESS
REQUEST DOCUMENT TO BE
RECORDED AND TO BE EXEMPT FROM
RECORDING FEES PER GOVERNMENT
CODE §6103 AND §27383.
RECORDING REQUESTED BY:
AND WHEN RECORDED MAIL TO:
City Manager
The City of Tustin
300 Centennial Way
Tustin, California 92780
Space Above This Line Reserved for Recorder’s Use
ACCESS EASEMENT AGREEMENT
This ACCESS EASEMENT AGREEMENT (“Agreement”) is made this ____ day of_________,
202_, by CD-CW (TUSTIN) LLC, a Colorado limited liability company (“Developer”) and the
CITY OF TUSTIN (“City”) and is made for the benefit of the City, the successors and assigns of
the City, and where specified, its residents and the public at large.
A.Immediately prior to the recording of this Agreement in office of the County Clerk
Recorder for Orange County, California (“Official Records”), the City has conveyed to Developer
that certain real property legally described on Schedule 1 attached hereto and made a part hereof
(“Real Property”) and Developer intends to develop the Real Property with an active adult
residential facility and related improvements and an assisted living and memory care commercial
facility and related improvements, together with on-site infrastructure and a complete
accompanying set of high quality amenities as further described in (1) that certain statutory
Development Agreement between City and Developer recorded in the Official Records on
____________as Instrument No.____________, [{if amended add reference to amendment(s)}
(as so amended,] (“Development Agreement”) and (2) that certain Disposition and Development
Agreement for Portion of Disposition Area 8 (Tustin Legacy) between Developer and City dated
as of ___________, 20__(“ DDA”) [{if amended add reference to amendment(s)} (as so
amended,] “DDA”), a memorandum of which DDA was recorded in the Official Records
immediately prior to recording of this Agreement. The DDA contemplates that the City will
execute and record in the Official Records one or two certificates of compliance for the Real
Property upon the terms set forth therein. Each such certificate of compliance executed by the City
and recorded in the Official Records is referred to herein as a “Certificate of Compliance”.
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
2 City of Tustin/Confluent Development
Portion of Disp. Area 8
B.As partial consideration for the conveyance of the Real Property by the City to
Developer, Developer has agreed to grant certain easements in favor of the City pursuant to this
Agreement.
C.Pursuant to the California Subdivision Map Act, the City has approved Tentative
Parcel Map No. 2025-151, which is attached to this Agreement for reference as Schedule 2 and is
incorporated herein by this reference (“Tentative Parcel Map”). The Tentative Parcel Map, with
such additional modifications as may be requested by Developer or required by the City in
accordance with the process described in Recital D, is proposed to be recorded in the Official
Records upon approval thereof by the City and Orange County and, following its recording shall
be referred to as the “Final Parcel Map”. Notwithstanding the foregoing, Developer shall have
the right, but not the obligation, to cause recording of the Final Parcel Map.
D.This Agreement is also intended to preserve and maintain the obligation of
Developer and each and every Person owning or acquiring fee title to all or any portion of the Real
Property (“Successor Owner”), and each and every Person claiming by, through or under
Developer or any Successor Owner, to grant the easements defined and approved as to specific
locations by the City Engineer and/or other agencies, as depicted on the Tentative Parcel Map
attached as Schedule 2, and other easements, if any, defined and approved as to specific locations
by the City Engineer and/or other agencies on the Tentative Parcel Map as the same may be
modified with the approval of the City in the exercise of its legislative, administrative and/or
enforcement capacity in approving the Final Parcel Map.
NOW THEREFORE, Developer hereby covenants, and Developer and City hereby agree,
as follows:
1.Developer hereby grants and conveys to the City, for the benefit of the City and its
successors and assigns, at no cost to the City or any of the beneficiaries thereof, a non-exclusive,
perpetual easement in gross and right of way for purposes of allowing common access and
emergency vehicle access over the private drives and driveways to be created upon the Real
Property for such use identified as Proposed Easement “B” as depicted on the Tentative Parcel
Map; provided that if the Final Parcel Map is recorded in the Official Records and modifications
are made in that Final Parcel Map to the locations of the emergency vehicle access and public
service routes described in this Paragraph 1, then upon recording in the Official Records of the
Final Certificate of Compliance (or upon such date thereafter as the Final Parcel Map may be
recorded) the City shall execute and cause the recording in the Official Records of the Termination
attached hereto as Schedule 3 terminating the easements granted by this Paragraph 1 as to the
portion of the Real Property for which the Certificate of Compliance has been issued and the
easements granted in the Final Parcel Map shall remain in effect and govern.
2.For avoidance of doubt, the grants of easements made by Developer in this
Agreement shall have priority over the lien and charge of any mortgage, construction lien and/or
other lien upon the Real Property and any improvements thereon and the same shall not be
modified or affected by the subsequent recording of the Final Parcel Map except upon recording
of a Termination as provided in Section 1 above.
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
3 City of Tustin/Confluent Development
Portion of Disp. Area 8
3.Unless expressly provided herein, the City, on behalf of itself and its successors
and assigns, upon acceptance of the foregoing easements, agrees that any obligations by Developer
to prepare, improve or otherwise alter the Real Property as may expressly be stated in the
Development Agreement, the DDA and/or Other Agreements and that this Agreement does not
modify, reduce or expand such obligations.
4.This Agreement is an equitable servitude and shall be binding upon the Developer
and its Successor Owners and each and every Person claiming by, through or under Developer or
any Successor Owner and shall run with the Real Property for the benefit of the City and its
successors and assigns in perpetuity, unless and until terminated as set forth herein.
5.This Agreement shall be recorded in the Official Records against the Real Property.
6.This Agreement may be signed in counterparts, each of which shall be deemed an
original and all of which when taken together shall constitute one instrument.
7.The Recitals above are incorporated herein by reference.
{remainder of page blank; signatures commence on following page}
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
S-1 City of Tustin/Confluent Development
Portion of Disp. Area 8
IN WITNESS WHEREOF, the Developer and City have executed this Access Easement
Agreement on the date first above written.
Dated:
CITY OF TUSTIN:
By:
Name: Aldo E. Schindler
Title: City Manager
ATTEST:
By:
Erica N. Yasuda
City Clerk
APPROVED AS TO FORM
By:
David Kendig
City Attorney
Hepner & Myers LLP
Special Real Estate Counsel to the City
By:
Amy E. Freilich
DEVELOPER:
____________________, a _________limited
liability company
By: _________________________
Name:
Title:
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
S-2 City of Tustin/Confluent Development
Portion of Disp. Area 8
CERTIFICATE OF ACCEPTANCE OF EASEMENT
(City of Tustin)
This is to certify that the interest in real property conveyed by the ACCESS EASEMENT
AGREEMENT dated ____________, 20__ from the owners of the Real Property, being
__________________, a _____________ to the CITY OF TUSTIN, a governmental agency, is
hereby accepted by the undersigned officer on behalf of the CITY OF TUSTIN pursuant to
authority conferred by Resolution No. 95- 39 of the CITY OF TUSTIN adopted on April 3, 1995,
and the grantee consents to recordation thereof by its duly authorized officer.
Dated:_____________________ _________________________
Erica N. Yasuda, City Clerk
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
S-3 City of Tustin/Confluent Development
Portion of Disp. Area 8
CALIFORNIA ALL PURPOSE 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, ________________________________________________,
Date (Insert Name and Title of the Officer)
personally appeared ___________________________________________________________
Name(s) of Signer(s)
____________________________________________________________________________,
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.
Place Notary Seal and/or Stamp above Signature: ______________________________________
Signature of Notary Public
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
S-4 City of Tustin/Confluent Development
Portion of Disp. Area 8
STATE OF COLORADO )
CITY AND ) SS:
COUNTY OF DENVER )
The foregoing instrument was acknowledged before me this ____ day of July, 2026, by
Marshall M. Burton, as Chief Executive Officer of Confluent Development, LLC, a Colorado
limited liability company, as Manager of CD Manager LLC, a Colorado limited liability company,
as Manager of CD-CW (Tustin) LLC, a Colorado limited liability company.
WITNESS my hand and official seal.
Notary Public
My Commission Expires:
[SEAL]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement
Agreement 7.8.26 (HM)
Exhibit F
Schedule 1 City of Tustin/Confluent Development
Portion of Disp. Area 8
SCHEDULE 1
Legal Description of Real Property
The Land referred to herein below is situated in the City of Tustin, County of Orange, State of
California, and is described as follows:
LOT 14, INCLUSIVE OF TRACT NO. 18197 AS SHOWN ON A MAP FILED IN BOOK 990,
PAGES 25 THROUGH 33, INCLUSIVE OF TRACT MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA.
Excluding therefrom the rights and interests reserved by the City in Section 2 of the Quitclaim
Deed for the Real Property made by the City in favor of Developer recorded immediately prior to
recording of this Agreement.
For conveyancing purposes only: APN 430-481-12
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Access Easement Agreement
7.8.26 (HM)
Schedule 2 City of Tustin/Confluent Development
Portion of Disp. Area 8
SCHEDULE 2
Tentative Parcel Map
[see attached]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
8"W12"W
12"W
EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEESLSLSLSLEEEEJTJTJTJTJTJTJTJTJTE
E
EJTJTJTJTJT
JTJTJTJTJTEJTJTJTJTJTJTJTJTEEEESTSTSTSTSL
SLEEEEEEEEEEEEEEE
EESTSTSTSTSTSTSTSTSTDSSSSRWR
PB
PB
RWR
WARNER AVEJOHN JOHNSON WAY7(37.55' R1)
37.55'641N17°00'00".E 432.38' (432.38' R1)L=112.35'(L=490.98' R1)(L=603.35' R1)L=603.35'N 64°05'52" W 280.62' (280.62' R1)Δ=16°06'48"(Δ=16°06'56" R1)
TELEPHONE PULL BOX (NE COR)3.0' SW'LY OF PL
ELECTRIC PULL BOX (NE COR)
2.8' SW'LY OF PL
TV PULL BOX (NE COR)3.3' SW'LY OF PL
TELEPHONE VAULT (NE COR)
2.0' SW'LY OF PL
WALL (NE COR END)1.2' SW'LY OF PL
ELECTRIC PULL BOX (SE COR)6.5' NE'LY OF PL
CULVERT BOX (SW COR)2.4' NE'LY OF PL
IRRIGATION BOX (SE COR)5.7' NE'LY OF PL
WALL (N'LY FACE)
0.1' SW'LY OF PL
WALL (N'LY FACE)CROSSING PL
WALL (NW COR END)8.4' NE'LY OF PL
IRRIGATION CONTROL BOX(NE COR) 3.2' NW'LY OF PL
SEWER MAN HOLE (CENTER)4.0' SE'LY OF PL
PROPERTY LINE& RIGHT OF WAYPROPERTY LINE & RIGHT OF WAYDIRT
SIDEWALK (BACK)0.1' NE'LY OF PL
SIDEWALK (BACK)0.1' NE'LY OF PL
2ARMST
R
O
N
G
A
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PROPOSED5-STORY ACTIVE ADULTBUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.47PROPOSED2-STORY ASSISTED LIVING& MEMORY CARE BUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.80EX 12"
D
W
EX 72"
S
D
EX 15"
S
S
C/LC/LC/L
C/LL=23.37', R=15.00'N23°14'34"E
L=59.44'EXISTING 36" SDEX. 36" SDEX 10" SSEX 10" DWEX. 8" SSEX. 10" WAEX RW
EX ELEC
EX 24" SD
EX 10" WA
EX 8" SS(NOT A PART)(NOT APART)L=47.60',R=20.00'37.02'N 20°54'17" W60657075565758596162636466676869717273747677
555
4
53
55
54 5351
5556575859L =1 0 7 .4 4',R =3 11.6 6 'S64°38'16"EL=6.95'N25°54'08"E
L=126.17'L=303.67'(L=303.67' R1)L=308.03'(L=308.03' R1)(R=1982.00' R1)R=1982.00'(R=1954.00' R1)R=1954.00'N 64°05'52" W 201.98' (201.98' R1)(Δ=8°54'16" R1)Δ=8°54'16"Δ=8°54'16"(Δ=8°54'16" R1)Δ=5°48'14"R=1470.00'(R=1470.00' R1)(Δ=5°48'14" R1)L=148.91'(L=148.91' R1)(Δ=20°05'37" R1)Δ=20°05'40"R=1400.00'(R=1400.00' R1)Δ=4°35'52"(L=112.37' R1)(Δ=4°35'55" R1)(Δ=24°41'32" R1)Δ=24°41'32"(302.17' R1)302.17'N 75°31'01" W(L=96.90' R1)(R=1460.00' R1)Δ=3°48'10"N50°49'29"W50.00'(50.00' R1)(114.22
'
R
1
)
N39°10
'
3
1
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E
1
1
4
.
2
2
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(Δ=12°3
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)
Δ=12°32
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8
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R=1348.04'(R=1348.04
'
R
1
)
L=295.06'(L=295.06' R1
)
55.000
53
5354
54
59
54 PROPOSED LOT LINEPROPOSED LOT LINEPROPOSED (PRIVATE)MODULAR WETLANDSTORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE) 6" FIREWATER AND BACKFLOW PREVENTERPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)OLDCASTLE STORMCAPTUREPROPOSED (PRIVATE) 4" DOMESTICWATER AND BACKFLOW PREVENTERPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE)48" STORM DRAINDEMOLISH PORTION OFEXISTING STORM DRAINLATERAL AND CATCH BASINPROPOSED (PRIVATE)8" SEWER20.9'23.7'15.9'11
.
6
'
15.9'70.4'50.3'12.8'42.7'35.0
'70.1'25.3'46.1'24.6'22.7'
25.7'
11
.
8
'15.4'27' DRIVEWAY
17.2'14.2'27' DRIVEWAY20.0'20.0'PARCEL 1121,531 SF (2.79 AC)PARCEL 2145,854 SF (3.35 AC)314P/L
P/L
P/LPROPOSED (PRIVATE)48" STORM DRAINN25°54'08"E
L=83.62'PROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE)8" SEWERP/LN 25°58'17" W38.45'(38.45' R1)P/LPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)6" DOMESTIC WATERPROPOSED (PRIVATE)48" STORM DRAINBBBBBAA(37.02' R1)3N 39°1
0
'
3
1
"
E
2
0
5
.
2
1
'
(205.21
'
R
1
)N50°40'29"W52.00'(Δ=14°45'
0
7
"
R
1
)
Δ=14°45'
0
7
"
Δ=32°59'5
9
"
(Δ=32°59'5
9
"
R
1
)
R=1400.04'
(R=1400.04' R1
)
(L=360.47' R1
)
L=360.47'1914L=806.36'(L=806.36' R1)
(L=393.79' R1)L=393.73'19P/L234.24'(234.24' R1)N 73°00'08" W206.24'(206.24' R1)N 73°00'08" W5.0'(NOT APART)VETERANS WAY 51(Δ=3°48'10" R1)PROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTURE6.0'REMOVE PORTION OF EXISTINGSTORM DRAIN LATERAL ANDCATCH BASIN; CAP STORMDRAIN AT PROPERTY LINEPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)48" STORM DRAINCAP EXISTING STORMDRAIN CONNECTORPIPE AT PROPERTYLINE1L=96.90'R=1460.00'19PROPCBPROPCBPROPCBPROPCBPROPCBPROPCBPROPCBTRACT 17144APN: 430-272-12TRACT 18197APN: 430-481-1519TRACT 18197APN: 430-481-24N17°00'00"E 133.00' (133.00' R1)N 13°56'50" E
N 17°00'00" E 138.72' (138.72' R1)3256575857585959565758585959
56 565757
5555545555545656PROPOSED (PRIVATE)OLDCASTLE STORMCAPTUREΔ=10°42'21"R=170.77'(L=31.91')(R=170.77')(R1)(Δ=10°42'21")L=31.91'76L=26.48'(Δ=07°43'15")(R1)(R=196.48')(L=26.48')R=196.48'Δ=07°43'15"Δ=13°06'14"R=41.00'(L=9.38')(R=41.00')(R1)(Δ=13°06'14")L=9.38'54L=15.91'(Δ=15°27'12")(R1)(R=59.00')(L=15.91')R=59.00'Δ=15°27'12"Δ=02°21'00"R=1472.00'(L=60.37')(R=1472.00')(R1)(Δ=02°21'00")L=60.37'3DELTAΔ=14°11'50"CURVE1LENGTHL=10.16'RADIUSR=41.00'(L=10.16')LENGTHRADIUS(R=41.00')RECORD(R1)DELTA(Δ=14°11'50")2L=14.78'(Δ=14°20'59")(R1)(R=59.00')(L=14.78')R=59.00'Δ=14°20'59"(R1) (N85°15'23"E)(0.11')0.11'N85°15'23"EN38°14'17"E4.92'(4.92')(N38°14'17"E)(R1)(R1) (N85°15'26"E)(37.48')37.48'N85°15'26"EN51°45'31"W32.83'(32.83')(N51°45'31"W)(R1)(36.45')(N36°37'39"W)1LINEDISTANCEBEARINGN36°37'39"W36.45'RECORD BEARING DISTANCE(R1)(R1) (N68°46'50"W)(36.20')36.20'N68°46'50"W23456RW8"W12"W
12"W
EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEXEXEXEXEXEXEXEXEXEXEXEXEXEXEXEEEEJTJTJTJTJTJTJTJTJTE
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JTJTJTJTEEEEEJTJTJTJTJTJTJTJTEXEXEXEXEXEXEXEXEXEXEXEXEEEEEJTJTJTJTJTJTJTJTJTE
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WARNER AVEJOHN JOHNSON WAY157(37.55' R1)
37.55'641N17°00'00".E 432.38' (432.38' R1)(L=490.98' R1)L=491.00'(L=603.35' R1)N50°49'29"W 185.10' (185.10' R1)L=603.35'N 64°05'52" W 280.62' (280.62' R1)TELEPHONE PULL BOX (NE COR)3.0' SW'LY OF PL
ELECTRIC PULL BOX (NE COR)
2.8' SW'LY OF PL
TV PULL BOX (NE COR)3.3' SW'LY OF PL
TELEPHONE VAULT (NE COR)
2.0' SW'LY OF PL
WALL (NE COR END)1.2' SW'LY OF PL
ELECTRIC PULL BOX (SE COR)6.5' NE'LY OF PL
CULVERT BOX (SW COR)2.4' NE'LY OF PL
IRRIGATION BOX (SE COR)
5.7' NE'LY OF PL
WALL (N'LY FACE)
0.1' SW'LY OF PL
WALL (N'LY FACE)CROSSING PL
WALL (NW COR END)8.4' NE'LY OF PL ELECTRIC MANHOLE (CENTER)3.2' SW'LY OF PLIRRIGATION CONTROL BOX(NE COR) 3.2' NW'LY OF PL
SEWER MAN HOLE (CENTER)4.0' SE'LY OF PL
PROPERTY LINE& RIGHT OF WAYPROPERTY LINE & RIGHT OF WAYDIRT
N46°41'40"W1853.44'(GPS TIE)SIDEWALK (BACK)0.1' NE'LY OF PL
SIDEWALK (BACK)0.1' NE'LY OF PL SIDEWALK (BACK)AT PL1211ARMST
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PROPOSED5-STORY ACTIVE ADULTBUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.47PROPOSED2-STORY ASSISTED LIVING& MEMORY CARE BUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.80EX 12"
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C/LL=23.37', R=15.00'N23°14'34"E
L=59.44'EXISTING 36" SDEX. 36" SDEX 10" SSEX 10" DWEX. 8" SSEX RW
EX ELEC
EX RWEX 24" SD
EX 10" WA
EX 8" SS (NOT APART)L=47.60',R=20.00'37.02'N 20°54'17" W60657075565758596162636466676869717273747677
555
4
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55
54 5351
5556575859L =1 0 7 .4 4 ',R =3 11.6 6 'S64°38'16"EL=6.95'N25°54'08"E
L=126.17'L=303.67'(L=303.67' R1)L=308.03'(R=1954.00' R1)R=1954.00'N 64°05'52" W 201.98' (201.98' R1)(Δ=8°54'16" R1)Δ=8°54'16"Δ=5°48'14"R=1470.00'(R=1470.00' R1)(Δ=5°48'14" R1)L=148.91'(L=148.91' R1)(Δ=20°05'37" R1)Δ=20°05'40"R=1400.00'(R=1400.00' R1)(L=112.37' R1)(Δ=4°35'55" R1)(Δ=24°41'32" R1)Δ=24°41'32"(L=96.90' R1)(R=1460.00' R1)Δ=3°48'10"N50°49'29"W50.00'(50.00' R1)(114.22
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55.000
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54 PROPOSED LOT LINEPROPOSED LOT LINEPROPOSED (PRIVATE)MODULAR WETLANDSTORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE) 6" FIREWATER AND BACKFLOW PREVENTERPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)OLDCASTLE STORMCAPTUREPROPOSED (PRIVATE) 4" DOMESTICWATER AND BACKFLOW PREVENTERPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE)48" STORM DRAINDEMOLISH PORTION OFEXISTING STORM DRAINLATERAL AND CATCH BASINPROPOSED (PRIVATE)8" SEWER20.9'23.7'15.9'11
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15.9'70.4'50.3'12.8'42.7'35.0
'70.1'25.3'46.1'24.6'22.7'
25.7'
11
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8
'15.4'27' DRIVEWAY
17.2'14.2'27' DRIVEWAY20.0'20.0'PARCEL 1121,531 SF (2.79 AC)PARCEL 2145,854 SF (3.35 AC)3164P/L
P/L
P/LPROPOSED (PRIVATE)48" STORM DRAINN25°54'08"E
L=83.62'PROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE)8" SEWERP/LN 25°58'17" W38.45'(38.45' R1)P/LPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)6" DOMESTIC WATERPROPOSED (PRIVATE)48" STORM DRAINBBBBBAA(37.02' R1)3N 39°1
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Δ=14°45'
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(L=360.47' R1)
L=360.47'1914L=806.36'(L=806.36' R1)
(L=393.79' R1)L=393.73'EX 6" RW19P/L234.24'(234.24' R1)N 73°00'08" W206.24'(206.24' R1)N 73°00'08" W5.0'
VETERANS WAY 51(Δ=3°48'10" R1)PROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTURE6.0'REMOVE PORTION OF EXISTINGSTORM DRAIN LATERAL ANDCATCH BASIN; CAP STORMDRAIN AT PROPERTY LINEPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)48" STORM DRAINCAP EXISTING STORMDRAIN CONNECTORPIPE AT PROPERTYLINE1L=96.90'R=1460.00'19PROPCBPROPCBPROPCBPROPCBPROPCBPROPCBPROPCBTRACT 17144APN: 430-272-12(NOT APART)TRACT 17404APN: 430-371-20N17°00'00"E 133.00' (133.00' R1)N 13°56'50" E
N 17°00'00" E 138.72' (138.72' R1)3256575857585959565758585959
56 565757
5555545555545656PROPOSED (PRIVATE)OLDCASTLE STORMCAPTURETENTATIVE PARCEL MAP 2025-151PROJECT NO.DRAWN BY: JTKADESIGNED BY: JITDATE:REVIEWED BY:
DATENO. REVISION CKBY1/19/2026SHEET NO.CHECKED BY: JITSave Date: Plot Date: 1/19/2026 4:04 PM1/19/2026 4:25 PM By: Rxka P:\C\CONFCDMS0012\0400CAD\SHEETS\EC\Entitlements\Tentative Parcel Map\EC-001-CV-CONFCDMS0012-TPM.dwg
Robyn KathermanBy: File:®CONFCDMS-0013CLEARWATER AT TUSTIN LEGACY
TENTATIVE PARCEL MAP 2025-151
LOT 14, TRACT NO. 18197, M.M. 990/25-33
TUSTIN, CA 92606 17542 17th St., Suite 150Tustin, CA, 92780Phone: 714.665.4500OWNER:CITY OF TUSTIN,300 CENTENNIAL WAYTUSTIN, CA 92780ATTN:PROJECT ADDRESS:LOT 14, TRACT NO. 18197, M.M. 990/25-33TUSTIN, CA 92606CIVIL ENGINEER:DAVID EVANS AND ASSOCIATES, INC.25152 SPRINGFIELD COURT, SUITE 350SANTA CLARITA, CA 91355ATTN: JONATHAN TAPIAPHONE 661.284.7436E-MAIL: JTAPIA@DEAINC.COMARCHITECT:HPI ARCHITECTURE115 22ND STREETNEWPORT BEACH, CA 92663PHONE: 949.675.6442BASIS OF BEARINGS:THE BEARING SHOWN HEREON ARE BASED ON THE CALCULATED BEARINGBETWEEN O.C.S. HORIZONTAL CONTROL STATION GPS NO. 6529 AND GPS NO.6535 BEING NORTH 03° 46' 13" WEST PER RECORDS ON FILE IN THE OFFICE OFTHE ORANGE COUNTY SURVEYOR.BENCHMARK:THE ELEVATIONS SHOWN HEREON ARE BASED UPON THE ORANGE COUNTYPUBLIC WORKS VERTICAL CONTROL DATA SHEET BENCHMARK NO. 3A-107-77,(YEAR 2013).3 3/4" OCS ALUMINUM BENCHMARK DISK STAMPED "3A-107-77" IN THEWESTERLY CORNER OF A 4 FT BY 11 FT CONCRETE CATCH BASIN.MONUMENT IS LOCATED IN THE NORTHERLY CORNER OF THE INTERSECTIONOF REDHILL AVENUE AND WARNER AVENUE, 47 FT NORTHEASTERLY OF THECENTERLINE MEDIAN ALONG WARNER AND 105 FT NORTHWESTERLY OF THECENTERLINE OF REDHILL AVENUE. MONUMENT IS LEVEL WITH THE SIDEWALK.ELEVATION = 62.047'CONTOURS SHOWN HEREON ARE 1' INTERVAL.BOUNDARY/PARCEL LINEPROPOSED PARCEL LINEEASEMENTEXISTING UTILITIESLEGENDEXISTING R/WSITE.555DYER RDBARRANCA PKWYRE
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RR1.....INDICATES DATA PER TRACT NO. 18197, M.B. 990/25-33R2.....INDICATES DATA PER TRACT NO. 17144, M.B. 906/5-14( )INDICATES RECORD DATA.INDICATES REFERENCE RECORD DATA.R1INDICATES DESCRIPTION NUMBER.1MONUMENT NOTES:LEGAL DESCRIPTION: INDICATES FOUND MONUMENT, AS NOTED.THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF TUSTIN, COUNTY OF ORANGE, STATEOF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:LOT 14, INCLUSIVE OF TRACT NO. 18197 AS SHOWN ON A MAP FILED IN BOOK 990, PAGES 25 THROUGH 33,INCLUSIVE OF TRACT MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.EXCEPTING THEREFROM ANY AND OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS, NATURAL GAS RIGHTSAND OTHER HYDROCABONS BY WHATSOEVER NAME KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTSDERIVED FROM ANY OF THE FOREGOING, THAT MAY BE WITHIN OR UNDER THE LAND, TOGETHER WITH THEPERPETUAL RIGHT OF DRILLING, MINING, EXPLORING FOR AND STORING IN AND REMOVING THE SAMEFROM THE LAND OR ANY OTHER LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILLAND MINE FROM LANDS OTHER THAT THE LAND, OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGHOR ACROSS THE SUBSURFACE OF THE LAND AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLYDRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF,AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATED ANY SUCH WELL ORMINES; BUT WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE, EXPLORE OR OPERATE THROUGH THESURFACE OF THE LAND, AS RESERVED IN THE DEED FROM THE CITY OF TUSTIN, CALIFORNIA, RECORDEDSEPTEMBER 24, 2002 AS INSTRUMENT NO. 20020819173 OF OFFICIAL RECORDS.ALSO EXCEPTING THEREFROM ANY AND ALL WATER, WATER RIGHTS OR INTERESTS THEREINAPPURTENANT OR RELATING TO THE LAND OR OWNED OR USED BY THE GRANTOR IN CONNECTION WITHOR WITH RESPECT TO THE LAND (NO MATTER HOW ACQUIRED BY THE GRANTOR), WHETHER SUCH RIGHTSSHALL BE RIPARIAN, OVERLYING, APPROPRIATIVE, LITTORAL, PERCOLATING, ADJUDICATED, STATUTORY ORCONTRACTUAL, TOGETHER WITH THE PERPETUAL RIGHT AND POWER TO EXPLORE, DRILL, REDRILL ANDREMOVE THE SAME FROM OR IN THE LAND, TO STORE THE SAME BENEATH THE SURFACE OF THE LANDAND TO DIVERT OR OTHERWISE UTILIZE SUCH WATER, RIGHTS OR INTERESTS ON ANY OTHER PROPERTYOWNED OR LEASE BY GRANTOR; BUT WITHOUT, HOWEVER, ANY RIGHT TO ENTER UPON OR USE THESURFACE OF THE LAND IN THE EXERCISE OF SUCH RIGHTS, AS RESERVED IN THE DEED FROM THE CITY OFTUSTIN, CALIFORNIA, RECORDED SEPTEMBER 24, 2002 AS INSTRUMENT NO.20020819173 OF OFFICIAL RECORDS.FOR CONVEYANCING PURPOSES ONLY: APN 430-481-12INDICATES CALCULATED FROMCFFOUND SPIKE & WASHER STAMPED "LS 6673" PER R1, FLUSH; ACCEPTED AS ARMSTRONG AVENUE& WARNER AVENUE CENTERLINE INTERSECTION PER R1.1PER FIRST AMERICAN TITLE INSURANCE COMPANY, REPORT NO. NCS-1146469-SA1, DATEDMAY 07, 2025TITLE EXCEPTIONS:1. ANY DEFECT, LIEN, ENCUMBRANCE, ADVERSE CLAIM, OR OTHER MATTER THAT APPEARS FOR THEFIRST TIME IN THE PUBLIC RECORDS OR IS CREATED, ATTACHES, OR IS DISCLOSED BETWEEN THECOMMITMENT DATE AND THE DATE ON WHICH ALL OF THE SCHEDULE B, PART I-REQUIREMENTS AREMET.2. (A) TAXES OR ASSESSMENTS THAT ARE NOT SHOWN AS EXISTING LIENS BY THE RECORDS OF ANYTAXING AUTHORITY THAT LEVIES TAXES OR ASSESSMENTS ON REAL PROPERTY OR BY THE PUBLICRECORDS; (B) PROCEEDINGS BY A PUBLIC AGENCY THAT MAY RESULT IN TAXES OR ASSESSMENTS,OR NOTICES OF SUCH PROCEEDINGS, WHETHER OR NOT SHOWN BY THE RECORDS OF SUCHAGENCY OR BY THE PUBLIC RECORDS.3. ANY FACTS, RIGHTS, INTERESTS, OR CLAIMS THAT ARE NOT SHOWN BY THE PUBLIC RECORDS BUTTHAT COULD BE ASCERTAINED BY AN INSPECTION OF THE LAND OR THAT MAY BE ASSERTED BYPERSONS IN POSSESSION OF THE LAND.4. EASEMENTS, LIENS OR ENCUMBRANCES, OR CLAIMS THEREOF, NOT SHOWN BY THE PUBLICRECORDS.5. ANY ENCROACHMENT, ENCUMBRANCE, VIOLATION, VARIATION, OR ADVERSE CIRCUMSTANCEAFFECTING THE 77TLE THAT WOULD BE DISCLOSED BY AN ACCURATE AND COMPLETE LAND SURVEYOF THE LAND AND NOT SHOWN BY THE PUBLIC RECORDS.6. (A) UNPATENTED MINING CLAIMS; (B) RESERVATIONS OR EXCEPTIONS IN PATENTS OR IN ACTSAUTHORIZING THE ISSUANCE THEREOF; (C) WATER RIGHTS, CLAIMS OR TITLE TO WATER, WHETHEROR NOT THE MATTERS EXCEPTED UNDER (A), (B), OR (C) ARE SHOWN BY THE PUBLIC RECORDS.7. GENERAL AND SPECIAL TAXES AND ASSESSMENTS FOR THE FISCAL YEAR 2023-2024, A LIEN NOT YETDUE OR PAYABLE.8. GENERAL AND SPECIAL TAXES AND ASSESSMENTS FOR THE FISCAL YEAR 2022-2023 ARE EXEMPT. IFTHE EXEMPT STATUS IS TERMINATED AN ADDITIONAL TAX MAY BE LEVIED. A.P. NO.: 430-481-12.9. THE LIEN OF SPECIAL TAX ASSESSED PURSUANT TO CHAPTER 2.5 COMMENCING WITH SECTION 53311OF THE CALIFORNIA GOVERNMENT CODE FOR COMMUNITY FACILITIES DISTRICT NO. 13-01, ASDISCLOSED BY NOTICE OF SPECIAL TAX LIEN RECORDED MAY 16, 2013 AS INSTRUMENT NO.2013000296640 OF OFFICIAL RECORDS.10. THE LIEN OF SPECIAL TAX ASSESSED PURSUANT TO CHAPTER 2.5 COMMENCING WITH SECTION 53311OF THE CALIFORNIA GOVERNMENT CODE FOR COMMUNITY FACILITIES DISTRICT NO. 15-2, ASDISCLOSED BY NOTICE OF SPECIAL TAX LIEN RECORDED NOVEMBER 18, 2015 AS INSTRUMENT NO.2015000594036 OF OFFICIAL RECORDS.11. THE LIEN OF SPECIAL TAX ASSESSED PURSUANT TO CHAPTER 2.5 COMMENCING WITH SECTION 53311OF THE CALIFORNIA GOVERNMENT CODE FOR COMMUNITY FACILITIES DISTRICT NO. 2018-01, ASDISCLOSED BY NOTICE OF SPECIAL TAX LIEN RECORDED FEBRUARY 17, 2021 AS INSTRUMENT NO.2021000112117 OF OFFICIAL RECORDS.12. THE LIEN OF SUPPLEMENTAL TAXES, IF ANY, ASSESSED PURSUANT TO CHAPTER 3.5 COMMENCINGWITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION CODE.13. THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "SHORT FORM NOTICE OFAGREEMENT" RECORDED MAY 14, 2002 AS INSTRUMENT NO. 20020404589 OF OFFICIAL RECORDS.14. EASEMENTS, COVENANTS AND CONDITIONS CONTAINED IN THE DEED FROM THE UNITED STATES OFAMERICA, AS GRANTOR, TO THE CITY OF TUSTIN, CALIFORNIA, AS GRANTEE, RECORDED MAY 14, 2002AS INSTRUMENT NO. 20020404594 OF OFFICIAL RECORDS. REFERENCE BEING MADE TO THEDOCUMENT FOR FULL PARTICULARS.DOCUMENT RE-RECORDED APRIL 09, 2003 AS INSTRUMENT NO.2003000392129 OF OFFICIAL RECORDS.NOT PLOTTED.15. THE FACT THAT THE LAND LIES WITHIN THE BOUNDARIES OF THE MCAS TUSTIN REDEVELOPMENTPROJECT AREA, AS DISCLOSED BY THE DOCUMENT RECORDED JUNE 18, 2003 AS INSTRUMENT NO.2003000710836 OF OFFICIAL RECORDS.NOT PLOTTED.16. THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "DECLARATION OF SPECIALRESTRICTIONS" RECORDED JUNE 19, 2007 AS INSTRUMENT NO. 2007000390805 OF OFFICIAL RECORDS.NOT PLOTTED.17. COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS IN THE DOCUMENT RECORDED OCTOBER04, 2006 AS INSTRUMENT NO. 2006000661919 OF OFFICIAL RECORDS, WHICH PROVIDE THAT AVIOLATION THEREOF SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY FIRST MORTGAGE ORDEED OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING ANY COVENANT, CONDITIONOR RESTRICTION INDICATING A PREFERENCE, LIMITATION OR DISCRIMINATION BASED ON RACE,COLOR, RELIGION, SEX, HANDICAP, FAMILIAL STATUS, NATIONAL ORIGIN, SEXUAL ORIENTATION,MARITAL STATUS, ANCESTRY, SOURCE OF INCOME OR DISABILITY, TO THE EXTENT SUCHCOVENANTS, CONDITIONS OR RESTRICTIONS VIOLATE TITLE 42, SECTION 3604(C), OF THE UNITEDSTATES CODES OR SECTION 12955 OF THE CALIFORNIA GOVERNMENT CODE. LAWFUL RESTRICTIONSUNDER STATE AND FEDERAL LAW ON THE AGE OF OCCUPANTS IN SENIOR HOUSING OR HOUSING FOROLDER PERSONS SHALL NOT BE CONSTRUED AS RESTRICTIONS BASED ON FAMILIAL STATUS. NOTPLOTTED18. THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "NOTICE OF DELINQUENCYAND CLAIM OF LIEN" RECORDED APRIL 06, 2010 AS INSTRUMENT NO. 2010000160007 OF OFFICIALRECORDS. NOT PLOTTED.19. AN EASEMENT SHOWN OR DEDICATED ON THE MAP OF TRACT NO. 18197 RECORDED DECEMBER 10,2020 AND ON FILE IN BOOK 990, PAGE 25-33, OF TRACT MAPS.FOR: PUBLIC STREET AND PUBLIC UTILITY PURPOSES: ARMSTRONG AVENUE, WARNER AVENUE,LEGACY ROAD, AIRSHIP AVENUE, FLIGHT WAY, HELBER WAY, VETERANS WAY, COMPASS AVENUE,SWAIM WAY, JOHN JOHNSON WAY AND PEEBLER WAY AND INCIDENTAL PURPOSES.PLOTTED HEREON.20. WATER RIGHTS, CLAIMS OR TITLE TO WATER, WHETHER OR NOT SHOWN BY THE PUBLIC RECORDS.21. AN ALTA/NSPS SURVEY OF RECENT DATE WHICH COMPLIES WITH THE CURRENT MINIMUM STANDARDDETAIL REQUIREMENTS FOR ALTA/NSPS LAND TITLE SU1VEYS.22. ANY FACTS, RIGHTS, INTERESTS OR CLAIMS WHICH WOULD BE DISCLOSED BY A CORRECT ALTA/NSPSSURVEY.23. RIGHTS OF PARTIES IN POSSESSION.FOUND SPIKE & WASHER STAMPED "LS 6673" PER R1, FLUSH; ACCEPTED AS ARMSTRONG AVENUECENTERLINE BEGINNING CURVE PER R1.2FOUND SPIKE & WASHER STAMPED "LS 6673" PER R2, FLUSH; ACCEPTED AS ARMSTRONG AVENUE& C STREET CENTERLINE INTERSECTION PER R2.3SEARCHED FOUND NOTHING, SET NOTHING; ARMSTRONG AVENUE & JOHN JOHNSON WAY CENTERLINEINTERSECTION ESTABLISHED BY RECORD RADIUS AND DISTANCE (360.47') FROM 2 PER R14FOUND SPIKE & WASHER STAMPED "LS 5347" PER R1, FLUSH; ACCEPTED AS WARNER AVENUE& LEGACY ROAD CENTERLINE INTERSECTION PER R1.5SEARCHED FOUND NOTHING, SET NOTHING; WARNER AVENUE & VETERANS WAYCENTERLINE INTERSECTION ESTABLISHED BY RECORD DISTANCES FROM 1 PER R16SEARCHED FOUND NOTHING, SET NOTHING; VETERANS WAY & JOHN JOHNSON WAY CENTERLINEINTERSECTION ESTABLISHED BY RECORD BEARING & DISTANCES FROM 6 PER R17FOUND SPIKE & WASHER STAMPED "LS 6673" PER R1, FLUSH; ACCEPTED AS ARMSTRONG AVENUECENTERLINE BEGINNING CURVE PER R1.8( FEET )SCALE1 INCH = 30 FT.303060150DATUM STATEMENT:COORDINATES SHOWN ARE BASED ON THE CALIFORNIA COORDINATE SYSTEM(CCS83), ZONE VI, 1983 NAD, (2017.50 EPOCH OCS GPS ADJUSTMENT).ALL DISTANCES SHOWN ARE GROUND UNLESS OTHERWISE NOTED. TO OBTAINGRID DISTANCE, MULTIPLY GROUND DISTANCE BY 0.99997671 (PROJECTSPECIFIC).FLOOD ZONE:THIS SURVEY LIES WITHIN ZONE "X" (AREAS DETERMINED TO BE OUTSIDE THE0.2% ANNUAL CHANCE FLOODPLAIN) AS SET OUT ON THE FLOOD INSURANCERATE MAP FOR ORANGE COUNTY, COMMUNITY PANEL NUMBER 06059C 0279J,DATED DECEMBER 3, 2009.VICINITY MAPN.T.S.EXCEPTIONS/ENCROACHMENT NOTES:UTILITIES WITHOUT EASEMENT ON THE NORTHERLY BOUNDARY AS SHOWN.1WALL CROSSING THE PROPERTY LINE ON THE NORTHERLY BOUNDARY AS SHOWN.2UTILITIES WITHOUT EASEMENT ON THE SOUTHWESTERLY BOUNDARY AS SHOWN.3LINE AND CURVE TABLESC-0.0CENTERLINEUTILITY PURVEYORS:ELECTRICAL:SOUTHERN CALIFORNIA EDISON1325 S GRAND AVE.SANTA ANA, CA 92705(800)-655-4555GAS:SOUTHERN CALIFORNIA GAS COMPANY1919 STATE COLLEGE BLVD.ANAHEIM, CA 92805(877) 238-0092(714) 634-3245CABLE:TIME WARNER14311 NEWPORT AVE.TUSTIN, CA 927803(714) 418-4267FRONTIER COMMUNICATION7354 SLATER AVE.HUNTINGTON BEACH, CA 92647(714) 969-6468COX6771 QUAIL HILL PKWY.IRVINE, CA 92603(949) 546-1000TELEPHONECOX COMMUNICATIONS6771 QUAIL HILL PKWY.IRVINE, CA 92603(949) 546-1000AT&T (LAND LINE SERVICE)3581 ORANGE STRIVERSIDE , CA 92501(909) 441-0499WATER & SEWER:IRVINE RANCH WATER DISTRICT3512 MICHELSON DR,IRVINE, CA 92612(714) 453-5300STORM DRAINCITY OF TUSTIN (PUBLIC WORKS)300 CENTENNIAL WAYTUSTIN, CA 92780(714)-573-3150SUBDIVIDER/DEVELOPER:CD-CW (TUSTIN) LLC2215 MARKET ST.DENVER, CO 80205ATTN: H. MCNEISHPHONE: 303.573.6500PROPOSED EASEMENTS:APROPOSED EASEMENT TO THE CITY OF TUSTIN FOR BIOSWALE ACCESS ANDMAINTENANCE PURPOSES AND UTILITIES (PULLBOXES, VAULTS, CONDUITS)TO BE RESERVED IN SEPARATE DOCUMENT (4,260 SF)BPROPOSED EASEMENT FOR COMMON ACCESS AND EMERGENCY VEHICLE ACCESSNOTE:THE SUBDIVIDER SHALL RELEASE AND RELINQUISH TO THE CITY OF TUSTINALL VEHICULAR ACCESS RIGHTS ALONG ARMSTRONG AVENUE, WARNERAVENUE, VETERANS WAY, AND JOHN JOHNSON WAY, EXCEPT ALL APPROVEDACCESS LOCATIONS AND STREET INTERSECTIONS, AT NO COST TO THE CITY.AREA:GROSS AREA: 267,385 SF (6.14 AC)NET AREA: 263,125 SF (6.04 AC)FETATSOICA
ILAC
FLIVIN
R
O No.C-62159RP
ETSIGRE
K
R
AM DER
SFONOEOKSOSURLAREENIGNISSE1/23/2026Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
2
City of Tustin/Confluent Development
Portion of Disp. Area 8
SCHEDULE 3
Form of Termination of Agreement
CITY OF TUSTIN OFFICIAL BUSINESS
REQUEST DOCUMENT TO BE
RECORDED AND TO BE EXEMPT FROM
RECORDING FEES PER GOVERNMENT
CODE §6103 AND §27383.
RECORDING REQUESTED BY:
AND WHEN RECORDED MAIL TO:
City Manager
The City of Tustin
300 Centennial Way
Tustin, California 92780
Space Above This Line Reserved for Recorder’s Use
TERMINATION OF ACCESS EASEMENT AGREEMENT
[TO BE RECORDED AGAINST THE PORTION OF THE REAL PROPERTY FOR WHICH
A CERTIFICATE OF COMPLIANCE HAS BEEN RECORDED AND ONLY IF THE
FINAL PARCEL MAP IS THEN RECORDED]
THIS TERMINATION OF ACCESS EASEMENT AGREEMENT (“Termination”)
is made this ____________ day of_________, 20__, by the City of Tustin (“City”), in favor of
_________________, a ___________ (“Developer”).
A. On______________, 20__, Developer, or its predecessor-in-interest, and the City
recorded as Instrument No. ___________________ that certain Access Easement Agreement
(“Agreement”) in the office of the County Clerk Recorder for Orange County, California, Official
Records of Orange County, California (“Official Records”).
B.Final Parcel Map No. 2025-151 (“Final Parcel Map”) has now been recorded in
the Official Records on __________, 20__ as Instrument No. _________ against certain real
property including that certain real property legally described on Exhibit A attached hereto
(“Parcel”) and a Certificate of Compliance for the Parcel has been executed by the City and
recorded in the Official Records, therefore, pursuant to the terms of the Agreement, the City has
agreed to execute this Termination in order to release the grant of easements in the Agreement.
C.All capitalized terms not otherwise defined herein shall have the meaning given to
them in the Agreement.
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
2
City of Tustin/Confluent Development
Portion of Disp. Area 8
NOW THEREFORE, the City and Developer hereby agree as follows:
1.Termination. The provisions of the Agreement are hereby terminated and shall be
of no further force or effect. Nothing in this Termination shall modify, affect, terminate or void
the dedication of easements or the provision of offers to dedicate established by the Final Parcel
Map as to the Parcel.
2.No Other Changes. Except as specifically set forth in this Termination, the terms
of the Agreement shall remain unmodified and in full force and effect. Only those provisions of
the Agreement specifically terminated herein shall be affected by this Termination.
3.Recordation; Successors and Assigns. This Termination shall be recorded in the
Official Records against the Parcel, and is binding on and inures to the benefit of City and
Developer, and their respective successors and permitted assigns.
4. Counterparts. This Termination may be signed in counterparts, each of which shall
be deemed an original and all of which when taken together shall constitute one instrument.
5.Recitals. The Recitals above are incorporated herein by reference.
{signature pages follow}
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
S-1
City of Tustin/Confluent Development
Portion of Disp. Area 8
112047323.3
IN WITNESS WHEREOF, the City and Developer have executed this Termination of Access
Easement Agreement on the date first above written.
Dated:
CITY OF TUSTIN:
By:
Name: Aldo E. Schindler
Title: City Manager
ATTEST:
By:
Erica N. Yasuda
City Clerk
APPROVED AS TO FORM
By:
David Kendig
City Attorney
Hepner & Myers LLP
Special Real Estate Counsel to the City
By:
Amy E. Freilich
{signature pages continue on following page}
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
S-2
City of Tustin/Confluent Development
Portion of Disp. Area 8
112047323.3
DEVELOPER: ________________, a ______________
By:________________________
Name:
Title:
By:________________________
Name:
Title:
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
S-3
City of Tustin/Confluent Development
Portion of Disp. Area 8
112047323.3
CALIFORNIA ALL PURPOSE 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, ________________________________________________,
Date (Insert Name and Title of the Officer)
personally appeared ___________________________________________________________
Name(s) of Signer(s)
____________________________________________________________________________,
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.
Place Notary Seal and/or Stamp above Signature: ______________________________________
Signature of Notary Public
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
S-3
City of Tustin/Confluent Development
Portion of Disp. Area 8
112047323.3
CALIFORNIA ALL PURPOSE 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, ________________________________________________,
Date (Insert Name and Title of the Officer)
personally appeared ___________________________________________________________
Name(s) of Signer(s)
____________________________________________________________________________,
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.
Place Notary Seal and/or Stamp above Signature: ______________________________________
Signature of Notary Public
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Exhibit F
Schedule 3
Exhibit A
City of Tustin/Confluent Development
Portion of Disp. Area 8
112047323.3
EXHIBIT A
LEGAL DESCRIPTION OF PARCEL FOR WHICH CERTIFICATE OF
COMPLIANCE WAS RECORDED
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
EXHIBIT G City of Tustin/Confluent Development
Development Agreement
EXHIBIT G
BIOSWALE EASEMENT
[Attached]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
1 City of Tustin/Confluent Development
Development Agreement
EXHIBIT G
BIOSWALE EASEMENT AGREEMENT
CITY OF TUSTIN OFFICIAL BUSINESS
REQUEST DOCUMENT TO BE
RECORDED AND TO BE EXEMPT FROM
RECORDING FEES PER GOVERNMENT
CODE §6103 AND §27383.
RECORDING REQUESTED BY:
AND WHEN RECORDED MAIL TO:
City Manager
The City of Tustin
300 Centennial Way
Tustin, California 92780
Space Above This Line Reserved for Recorder’s Use
BIOSWALE AND UTILITY EASEMENT AGREEMENT
This BIOSWALE AND UTILITY EASEMENT AGREEMENT (this “Agreement”) is
made this ____ day of __________, 202_, by and between CD-CW (TUSTIN) LLC, a Colorado
limited liability company (“Developer”), and the CITY OF TUSTIN, a California municipal
corporation (“City” or “Grantee”). Developer and Grantee are sometimes referred to herein
individually as a “Party” and collectively as the “Parties.”
RECITALS
A.Immediately prior to the recording of this Agreement in the office of the County
Clerk-Recorder for Orange County, California (“Official Records”), the City has conveyed to
Developer that certain real property legally described on Schedule 1 attached hereto and made a
part hereof (“Real Property”), and Developer intends to develop the Real Property with a senior
congregate care facility comprised of an active adult residential facility and related improvements
and an assisted living and memory care commercial facility and related improvements, together
with on-site infrastructure and a complete accompanying set of high quality amenities, as further
described in (1) that certain statutory Development Agreement between City and Developer
recorded in the Official Records on ____________ as Instrument No. ____________ [{if amended
add reference to amendment(s)} (as so amended,] (the “Development Agreement”], and (2) that
certain Disposition and Development Agreement for Portion of Disposition Area 8 (Tustin
Legacy) between Developer and City dated as of ___________, 20__(“ DDA”) [{if amended add
reference to amendment(s)} (as so amended,] “DDA”), a memorandum of which DDA was
recorded in the Official Records immediately prior to recording of this Agreement. The DDA
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Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
2 City of Tustin/Confluent Development
Development Agreement
contemplates that the City will execute and record in the Official Records one or two certificates
of compliance for the Real Property upon the terms set forth therein. Each such certificate of
compliance executed by the City and recorded in the Official Records is referred to herein as a
“Certificate of Compliance”.
B.As partial consideration for the conveyance of the Real Property by the City to
Developer, and in connection with the development of the Real Property, Developer has agreed to
grant to the City a perpetual easement over the portion of the Real Property described in this
Agreement for the construction, operation, maintenance, repair, replacement and use the Bioswale
Improvements (defined below), as more fully provided herein.
C.Pursuant to the California Subdivision Map Act, the City has approved Tentative
Parcel Map No. 2025-151, which is attached to this Agreement for reference as Schedule 2 and
incorporated herein by this reference (“Tentative Parcel Map”). The Tentative Parcel Map
identifies, under “Proposed Easements,” an area designated as Area “A” for the bioswale and
utilities easement contemplated by this Agreement. The legal description and plat of the easement
area burdened by this Agreement are attached hereto as Schedule 3 and incorporated herein by this
reference. The Tentative Parcel Map, with such additional modifications as may be requested by
Developer or required by the City is proposed to be recorded in the Official Records upon approval
thereof by the City and Orange County and, following its recording shall be referred to as the
“Final Parcel Map”. Developer shall have the right, but not the obligation, to cause recording of
the Final Parcel Map. Notwithstanding any subsequent recording in the Official Records of the
Final Parcel Map, the easement area as legally described on Schedule 3 shall control the location
and extent of the easement granted herein and in the Final Parcel Map and is referred to herein as
the “Bioswale Easement Area” and the Final Parcel Map shall reflect the Bioswale Easement
Area as legally described in this Agreement.
D.This Agreement is intended to preserve and maintain the obligation of Developer
and each and every Person owning or acquiring fee title to all or any portion of the Real Property
(“Successor Owner”), and each and every Person claiming by, through or under Developer or any
Successor Owner, to the terms, covenants, restrictions and obligations set forth in this Agreement.
E.The Parties desire to enter into and record this Agreement to grant the City the
easement rights necessary for the Bioswale Improvements, to establish the City’s maintenance
rights and to burden the Bioswale Easement Area for the benefit of the City and its successors and
assigns.
NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants
contained herein and other valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Developer hereby covenants, and Developer and City hereby agree, as follows:
1.Incorporation of Recitals. The Recitals set forth above are true and correct and are
incorporated into this Agreement by this reference.
2.Grant of Easement. Developer hereby grants and conveys to the City and its
successors and assigns, for the benefit of the City and the City’s municipal stormwater, drainage
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Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
3 City of Tustin/Confluent Development
Development Agreement
and water quality system, a perpetual, non-exclusive easement in gross over, under, upon, through
and across the Bioswale Easement Area for the purpose of reconstructing, operating, using,
inspecting, maintaining, repairing, replacing, improving, modifying and accessing the
improvements therein, including all related appurtenances, utilities, inlets, outlets, underdrains,
pipes, structures, filtration media, planting materials, irrigation, erosion control measures, and
surface and subsurface drainage and water quality facilities (collectively, “Bioswale
Improvements”), together with all rights reasonably necessary for the full exercise of the rights
granted herein.
3.Description of Bioswale Easement Area. The Bioswale Easement Area is legally
described and depicted on Schedule 3 attached hereto and incorporated herein by this reference. .
4.Priority. The easement rights granted to the City under this Agreement shall have
priority over the lien and charge of any mortgage, deed of trust, construction deed of trust,
mechanic’s lien, assessment lien, judgment lien or other lien or encumbrance recorded against the
Real Property after the recordation of this Agreement. Developer shall not grant, create, permit or
suffer any lien, encumbrance, easement, license, covenant or other right that would interfere with,
impair, subordinate, extinguish or otherwise adversely affect the rights granted to the City under
this Agreement without the City’s prior written consent, which may be withheld in the City’s sole
discretion.
5.Construction Access. Developer hereby grants to the City and its officers,
employees, agents, representatives, consultants, contractors, subcontractors, successors and
assigns the right to enter the Bioswale Easement Area and such portions of the Real Property
immediately adjacent thereto as are reasonably necessary to exercise the City’s rights under this
Agreement.
6.City’s Rights Under Easement City shall have the right to use the Bioswale
Easement Area and adjoining portions of the Real Property reasonably necessary for access, and
to construct, install, reconstruct, operate, use, inspect, maintain, repair, replace, improve, modify,
remove and access the Bioswale Improvements as provided in Sections 2 and 5 above. Except in
an emergency, the City shall use reasonable efforts to provide prior notice to Developer before
entering portions of the Real Property outside the Bioswale Easement Area. The City’s use of any
area outside the Bioswale Easement Area shall be limited to the area reasonably necessary to
exercise the City’s rights and shall be conducted in a manner intended to minimize unreasonable
interference with Developer’s use of the Real Property.
7.Restoration by City. If the City disturbs portions of the Real Property outside the
Bioswale Easement Area in the course of exercising its rights under this Agreement, the City shall
restore the disturbed area as nearly as reasonably practicable to the condition existing immediately
before the City’s work. The City shall have no obligation to restore the Bioswale Easement Area
in a manner inconsistent with the design, operation, maintenance, repair or replacement of the
Bioswale Improvements.
8.Developer’s Rights and Restrictions. Developer reserves all rights in the Bioswale
Easement Area and the Real Property that may be used and enjoyed without interfering with,
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Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
4 City of Tustin/Confluent Development
Development Agreement
impairing or increasing the cost or burden of the rights granted to the City under this Agreement
in any meaningful respect. Developer shall not use, or permit the use of, the Bioswale Easement
Area in any manner that interferes with the construction, operation, use, inspection, maintenance,
repair, replacement, improvement, modification, removal or access of the Bioswale Improvements.
Developer shall not, without the City’s prior written consent in its sole discretion, construct, install,
place, maintain or permit any building, wall, fence, footing, foundation, retaining wall, pavement,
hardscape, utility, tree, deep-rooted vegetation, sign, lighting, grading, fill, excavation, drainage
facility, private stormwater facility, encroachment or other structure, improvement or condition
within the Bioswale Easement Area or elsewhere on the Real Property that will interfere with,
damage, obstruct, impair access to, alter drainage to or from, or increase the City’s cost to operate,
inspect, maintain, repair, replace or remove the Bioswale Improvements in any meaningful respect.
Developer shall not alter the grade, drainage pattern, tributary area, inflow, outflow, water quality
function, filtration function, planting palette, soil media, underdrain, inlet, outlet, overflow
structure or other component of the Bioswale Improvements without the City’s prior written
consent in its sole discretion. Developer shall promptly remove, at Developer’s sole cost and
expense, any encroachment or condition that violates this Agreement. If Developer fails to do so
within the time reasonably specified by the City, or immediately in an emergency, the City may
remove the encroachment or condition and Developer shall reimburse the City for all costs
incurred.
9.City Indemnity. The City shall indemnify and hold harmless Developer and its
successors and assigns owning all or any portion of the Real Property from and against third party
claims for bodily injury or property damage to the extent caused by the City’s active negligence
or willful misconduct in the City’s exercise of its rights under this Agreement. The foregoing
indemnity shall not apply to the extent of injury or damage caused by Developer or any person
acting by, through or under Developer.
10.Covenants Running with the Land. This Agreement, the easement rights granted
herein and the covenants, restrictions and obligations imposed herein shall be perpetual, shall
constitute equitable servitudes and covenants running with the land, shall burden the Real Property
and each portion thereof, and shall be binding upon Developer and each and every person or entity
owning or acquiring fee title to all or any portion of the Real Property, and each and every person
or entity claiming by, through or under Developer or any such successor owner, for the benefit of
the City and its successors and assigns.
11.Successors; Assignment. The City may assign its rights under this Agreement to
any successor public agency or other governmental entity responsible for the City’s municipal
stormwater, drainage or water quality system. Developer’s obligations under this Agreement shall
automatically bind Developer’s successors and assigns owning all or any portion of the Real
Property. No transfer of the Real Property or any portion thereof shall release Developer from
obligations that accrued before the effective date of the transfer, and no transfer shall release any
successor owner from obligations arising during its period of ownership.
12.Enforcement; Remedies. The City shall have the right to enforce this Agreement
by any proceeding at law or in equity, including specific performance, injunctive relief, actual
damages (but specifically excluding consequential, punitive or special damages), recovery of costs
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
5 City of Tustin/Confluent Development
Development Agreement
and any other remedy available under this Agreement or applicable law. The rights and remedies
of the City are cumulative and not exclusive. No delay or failure by the City to exercise any right
or remedy shall constitute a waiver of that right or remedy. In the event of a breach of any provision
of this Agreement, City may demand by written notice (“Default Notice”) that the violation be
cured. Except for utility service interruptions or similar emergencies which shall not require
advance notice or cure periods hereunder, if Developer does not cure the violation within thirty
(30) days after receipt of the Default Notice, or if such default is of a kind which cannot reasonably
be cured within thirty (30) days, and Developer does not within such thirty (30) day period
commence to cure such default and diligently thereafter prosecute such cure to completion, then
City shall have the right, but not the obligation, to (i) institute legal action against Developer for
specific performance, injunction, declaratory relief, actual damages (but specifically excluding
consequential, punitive or special damages), or any other remedy provided by law, (ii) pay any
sum owed by Developer to the party entitled to such payment and/or (iii) enter upon the Bioswale
Easement Area and to summarily abate, remove or otherwise remedy any improvement, and/or
repair or modify any improvement which violates the terms of this Agreement and/or perform any
obligation of Developer under this Agreement to be performed thereon. Developer shall pay to the
City, within thirty (30) calendar days of written demand by City (which demand is accompanied
by appropriate supporting documentation), an amount equal to all reasonable costs and expenses
incurred by City in undertaking any of the actions permitted by the preceding sentence, including
without limitation, third party costs and City hourly wages and benefits reasonably allocable to the
time expended by City in taking such actions, and if not paid within such thirty (30) calendar day
period, together with interest thereon at the rate equal eight percent (8%) per annum, from the date
such costs and expenses were advanced or incurred by the City until paid. The rights and remedies
given to City by this Agreement shall be deemed to be cumulative and no one of such rights and
remedies shall be exclusive of any of the others, or of any other right or remedy at law or in equity
which City might otherwise have by virtue of a default under this Agreement, and the exercise of
one such right or remedy by any City shall not impair the City’s standing to exercise any other
right or remedy. Notwithstanding any limitation or exclusion of consequential, punitive,
exemplary, or special damages in this Agreement, such limitation or exclusion shall not limit or
impair City’s right to seek specific performance, injunctive relief, recovery of actual out-of-pocket
costs, costs of repair or restoration, costs incurred in exercising self-help or enforcement rights,
indemnity obligations, or any other amounts expressly payable or recoverable under this
Agreement.
13.Notices. All notices required or permitted under this Agreement shall be in writing
and shall be delivered by personal delivery, reputable overnight courier, or certified mail, return
receipt requested, postage prepaid, addressed to the Parties at the addresses set forth below, or to
such other address as a Party may designate by written notice given in accordance with this
Section. Notice shall be deemed given upon personal delivery, one (1) business day after deposit
with an overnight courier, or three (3) business days after deposit in the United States mail.
If to City:
City of Tustin
300 Centennial Way
Tustin, California 92780
Attn: City Manager
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
6 City of Tustin/Confluent Development
Development Agreement
With a copy to:
City of Tustin
300 Centennial Way
Tustin, California 92780
Attn: City Attorney
If to Developer:
CD-CW (TUSTIN) LLC
____________________________
____________________________
Attn: _______________________
With a copy to:
____________________________
____________________________
Attn: _______________________
14.Attorneys’ Fees. If any action or proceeding is commenced to enforce or interpret
this Agreement, the prevailing Party shall be entitled to recover its reasonable attorneys’ fees,
expert witness fees, consultant fees, costs and expenses from the non-prevailing Party.
15.Governing Law; Venue. This Agreement shall be governed by and construed in
accordance with the laws of the State of California. Venue for any action or proceeding arising out
of or relating to this Agreement shall be in the Superior Court of the State of California for the
County of Orange.
16.Severability. If any provision of this Agreement is determined by a court of
competent jurisdiction to be invalid or unenforceable, the remaining provisions of this Agreement
shall remain in full force and effect to the maximum extent permitted by law.
17.Amendment; Termination. This Agreement may be amended or terminated only by
a written instrument executed by the City and the then-owner of the portion of the Real Property
burdened by the Bioswale Easement Area and recorded in the Official Records. The City may
execute any amendment or termination in its governmental capacity and no amendment or
termination shall be effective until recorded in the Official Records.
18.Estoppel Certificate. Each Party hereby covenants that within twenty (20) business
days of the written request of any other Party it will issue to such other Party an Estoppel Certificate
stating: (a) whether the Party to whom the request has been directed knows of any default under
this Agreement and if there are known defaults specifying the nature thereof; (b) whether to its
knowledge this Agreement has been assigned, modified, or amended in any way (and if it has, then
stating the nature thereof); and (3) whether to the Party’s knowledge this Agreement is as of that
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
7 City of Tustin/Confluent Development
Development Agreement
date is in full force and effect. In no event shall an estoppel certificate be requested more often
than two times per year.
19.Excuse for Non-Performance. Each Party shall be excused from performing any
obligation or undertaking provided in this Agreement except any obligation to pay any sum of
money under the applicable provisions hereof, in the event and so long as the performance of any
such obligation is prevented or delayed, retarded, or hindered by act of God, fire, earthquake,
floods, explosion, actions of the elements, war, invasion, insurrection, riot, mob violence,
sabotage, inability to procure or general shortage of labor, equipment, facilities, materials, or
supplies in the ordinary course on the open market; failure of normal transportation strikes,
lockouts, action of labor unions, condemnation, requisition, laws, orders of governmental or civil
or military authorities.
20.Effect on Third Parties. Except as herein specifically provided, no rights, privileges
or immunities conferred upon the Parties to this Agreement shall inure to the benefit of any
homeowner nor shall any person be deemed to be a third-party beneficiary of any of the provisions
contained herein.
21.Entire Agreement. This Agreement constitutes the entire agreement between the
Parties hereto pertaining to the subject matter hereof, and the final, complete and exclusive
expression of the terms and conditions thereof. Prior agreements, representations, negotiations,
and understandings of the Parties hereto, oral or written, express or implied, are hereby superseded
and merged herein.
22. Recording. This Agreement shall be recorded in the Official Records against the
Real Property.
23. Counterparts. This Agreement may be executed in counterparts, each of which
shall be deemed an original and all of which, when taken together, shall constitute one instrument.
24. Authority. Each person executing this Agreement on behalf of a Party represents
and warrants that such person has full power and authority to execute this Agreement and to bind
the Party on whose behalf such person executes this Agreement.
25.References to Sections, Clauses, Schedules and Exhibits. Unless otherwise
indicated, references in this Agreement to sections, clauses, schedules, and exhibits are to the same
contained in or attached to this Agreement and all exhibits and schedules referenced in this
Agreement are incorporated in this Agreement by this reference as though fully set forth in this
Section.
[Signature pages follow.]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
S-1 City of Tustin/Confluent Development
Development Agreement
IN WITNESS WHEREOF, Developer and City have executed this Bioswale Easement
Agreement as of the date first written above.
CITY:
CITY OF TUSTIN,
a California municipal corporation
By: ______________________________
Name: Aldo E. Schindler
Title: City Manager
ATTEST:
By: ______________________________
Erica N. Yasuda, City Clerk
APPROVED AS TO FORM:
By: ______________________________
David E. Kendig, City Attorney
Hepner & Myers LLP
Special Real Estate Counsel to the City
By: ______________________________
Amy E. Freilich
DEVELOPER:
CD-CW (TUSTIN) LLC,
a Colorado limited liability company
By: ______________________________
Name: ____________________________
Title: _____________________________
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
S-2 City of Tustin/Confluent Development
Development Agreement
CERTIFICATE OF ACCEPTANCE OF EASEMENT (City of Tustin)
This is to certify that the interest in real property conveyed by the BIOSWALE
EASEMENT AGREEMENT dated ____________, 202_ from CD-CW (TUSTIN) LLC, a
Colorado limited liability company, to the CITY OF TUSTIN, a California municipal corporation
and governmental agency, is hereby accepted by the undersigned officer on behalf of the CITY
OF TUSTIN pursuant to authority conferred by Resolution No. 95-39 of the CITY OF TUSTIN
adopted on April 3, 1995, and the grantee consents to recordation thereof by its duly authorized
officer.
Dated: ____________________ ______________________________
Erica N. Yasuda, City Clerk
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
S-3 City of Tustin/Confluent Development
Development Agreement
CALIFORNIA ALL PURPOSE 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, ________________________________________________,
Date (Insert Name and Title of the Officer)
personally appeared ___________________________________________________________
Name(s) of Signer(s)
____________________________________________________________________________,
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.
Place Notary Seal and/or Stamp above Signature: ______________________________________
Signature of Notary Public
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
S-4 City of Tustin/Confluent Development
Development Agreement
STATE OF COLORADO )
CITY AND ) SS:
COUNTY OF DENVER )
The foregoing instrument was acknowledged before me this ____ day of July, 2026, by
Marshall M. Burton, as Chief Executive Officer of Confluent Development, LLC, a Colorado
limited liability company, as Manager of CD Manager LLC, a Colorado limited liability company,
as Manager of CD-CW (Tustin) LLC, a Colorado limited liability company.
WITNESS my hand and official seal.
Notary Public
My Commission Expires:
[SEAL]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
Schedule 1 City of Tustin/Confluent Development
Development Agreement
SCHEDULE 1
Legal Description of Real Property
The Land referred to herein below is situated in the City of Tustin, County of Orange, State of
California, and is described as follows:
LOT 14, INCLUSIVE OF TRACT NO. 18197 AS SHOWN ON A MAP FILED IN BOOK 990,
PAGES 25 THROUGH 33, INCLUSIVE OF TRACT MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA.
Excluding therefrom the rights and interests reserved by the City in Section 2 of the Quitclaim
Deed for the Real Property made by the City in favor of Developer recorded immediately prior to
recording of this Agreement.
For conveyancing purposes only: APN 430-481-12
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
Schedule 2 City of Tustin/Confluent Development
Development Agreement
SCHEDULE 2
Tentative Parcel Map No. 2025-151
[Proposed Easements Area “A” identifies the Bioswale Easement Area.]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
8"W12"W
12"W
EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEESLSLSLSLEEEEJTJTJTJTJTJTJTJTJTE
E
EJTJTJTJTJT
JTJTJTJTJTEJTJTJTJTJTJTJTJTEEEESTSTSTSTSL
SLEEEEEEEEEEEEEEE
EESTSTSTSTSTSTSTSTSTDSSSSRWR
PB
PB
RWR
WARNER AVEJOHN JOHNSON WAY7(37.55' R1)
37.55'641N17°00'00".E 432.38' (432.38' R1)L=112.35'(L=490.98' R1)(L=603.35' R1)L=603.35'N 64°05'52" W 280.62' (280.62' R1)Δ=16°06'48"(Δ=16°06'56" R1)
TELEPHONE PULL BOX (NE COR)3.0' SW'LY OF PL
ELECTRIC PULL BOX (NE COR)
2.8' SW'LY OF PL
TV PULL BOX (NE COR)3.3' SW'LY OF PL
TELEPHONE VAULT (NE COR)
2.0' SW'LY OF PL
WALL (NE COR END)1.2' SW'LY OF PL
ELECTRIC PULL BOX (SE COR)6.5' NE'LY OF PL
CULVERT BOX (SW COR)2.4' NE'LY OF PL
IRRIGATION BOX (SE COR)5.7' NE'LY OF PL
WALL (N'LY FACE)
0.1' SW'LY OF PL
WALL (N'LY FACE)CROSSING PL
WALL (NW COR END)8.4' NE'LY OF PL
IRRIGATION CONTROL BOX(NE COR) 3.2' NW'LY OF PL
SEWER MAN HOLE (CENTER)4.0' SE'LY OF PL
PROPERTY LINE& RIGHT OF WAYPROPERTY LINE & RIGHT OF WAYDIRT
SIDEWALK (BACK)0.1' NE'LY OF PL
SIDEWALK (BACK)0.1' NE'LY OF PL
2ARMST
R
O
N
G
A
V
E
PROPOSED5-STORY ACTIVE ADULTBUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.47PROPOSED2-STORY ASSISTED LIVING& MEMORY CARE BUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.80EX 12"
D
W
EX 72"
S
D
EX 15"
S
S
C/LC/LC/L
C/LL=23.37', R=15.00'N23°14'34"E
L=59.44'EXISTING 36" SDEX. 36" SDEX 10" SSEX 10" DWEX. 8" SSEX. 10" WAEX RW
EX ELEC
EX 24" SD
EX 10" WA
EX 8" SS(NOT A PART)(NOT APART)L=47.60',R=20.00'37.02'N 20°54'17" W60657075565758596162636466676869717273747677
555
4
53
55
54 5351
5556575859L =1 0 7 .4 4',R =3 11.6 6 'S64°38'16"EL=6.95'N25°54'08"E
L=126.17'L=303.67'(L=303.67' R1)L=308.03'(L=308.03' R1)(R=1982.00' R1)R=1982.00'(R=1954.00' R1)R=1954.00'N 64°05'52" W 201.98' (201.98' R1)(Δ=8°54'16" R1)Δ=8°54'16"Δ=8°54'16"(Δ=8°54'16" R1)Δ=5°48'14"R=1470.00'(R=1470.00' R1)(Δ=5°48'14" R1)L=148.91'(L=148.91' R1)(Δ=20°05'37" R1)Δ=20°05'40"R=1400.00'(R=1400.00' R1)Δ=4°35'52"(L=112.37' R1)(Δ=4°35'55" R1)(Δ=24°41'32" R1)Δ=24°41'32"(302.17' R1)302.17'N 75°31'01" W(L=96.90' R1)(R=1460.00' R1)Δ=3°48'10"N50°49'29"W50.00'(50.00' R1)(114.22
'
R
1
)
N39°10
'
3
1
"
E
1
1
4
.
2
2
'
(Δ=12°3
2
'
2
8
"
R
1
)
Δ=12°32
'
2
8
"
R=1348.04'(R=1348.04
'
R
1
)
L=295.06'(L=295.06' R1
)
55.000
53
5354
54
59
54 PROPOSED LOT LINEPROPOSED LOT LINEPROPOSED (PRIVATE)MODULAR WETLANDSTORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE) 6" FIREWATER AND BACKFLOW PREVENTERPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)OLDCASTLE STORMCAPTUREPROPOSED (PRIVATE) 4" DOMESTICWATER AND BACKFLOW PREVENTERPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE)48" STORM DRAINDEMOLISH PORTION OFEXISTING STORM DRAINLATERAL AND CATCH BASINPROPOSED (PRIVATE)8" SEWER20.9'23.7'15.9'11
.
6
'
15.9'70.4'50.3'12.8'42.7'35.0
'70.1'25.3'46.1'24.6'22.7'
25.7'
11
.
8
'15.4'27' DRIVEWAY
17.2'14.2'27' DRIVEWAY20.0'20.0'PARCEL 1121,531 SF (2.79 AC)PARCEL 2145,854 SF (3.35 AC)314P/L
P/L
P/LPROPOSED (PRIVATE)48" STORM DRAINN25°54'08"E
L=83.62'PROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE)8" SEWERP/LN 25°58'17" W38.45'(38.45' R1)P/LPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)6" DOMESTIC WATERPROPOSED (PRIVATE)48" STORM DRAINBBBBBAA(37.02' R1)3N 39°1
0
'
3
1
"
E
2
0
5
.
2
1
'
(205.21
'
R
1
)N50°40'29"W52.00'(Δ=14°45'
0
7
"
R
1
)
Δ=14°45'
0
7
"
Δ=32°59'5
9
"
(Δ=32°59'5
9
"
R
1
)
R=1400.04'
(R=1400.04' R1
)
(L=360.47' R1
)
L=360.47'1914L=806.36'(L=806.36' R1)
(L=393.79' R1)L=393.73'19P/L234.24'(234.24' R1)N 73°00'08" W206.24'(206.24' R1)N 73°00'08" W5.0'(NOT APART)VETERANS WAY 51(Δ=3°48'10" R1)PROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTURE6.0'REMOVE PORTION OF EXISTINGSTORM DRAIN LATERAL ANDCATCH BASIN; CAP STORMDRAIN AT PROPERTY LINEPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)48" STORM DRAINCAP EXISTING STORMDRAIN CONNECTORPIPE AT PROPERTYLINE1L=96.90'R=1460.00'19PROPCBPROPCBPROPCBPROPCBPROPCBPROPCBPROPCBTRACT 17144APN: 430-272-12TRACT 18197APN: 430-481-1519TRACT 18197APN: 430-481-24N17°00'00"E 133.00' (133.00' R1)N 13°56'50" E
N 17°00'00" E 138.72' (138.72' R1)3256575857585959565758585959
56 565757
5555545555545656PROPOSED (PRIVATE)OLDCASTLE STORMCAPTUREΔ=10°42'21"R=170.77'(L=31.91')(R=170.77')(R1)(Δ=10°42'21")L=31.91'76L=26.48'(Δ=07°43'15")(R1)(R=196.48')(L=26.48')R=196.48'Δ=07°43'15"Δ=13°06'14"R=41.00'(L=9.38')(R=41.00')(R1)(Δ=13°06'14")L=9.38'54L=15.91'(Δ=15°27'12")(R1)(R=59.00')(L=15.91')R=59.00'Δ=15°27'12"Δ=02°21'00"R=1472.00'(L=60.37')(R=1472.00')(R1)(Δ=02°21'00")L=60.37'3DELTAΔ=14°11'50"CURVE1LENGTHL=10.16'RADIUSR=41.00'(L=10.16')LENGTHRADIUS(R=41.00')RECORD(R1)DELTA(Δ=14°11'50")2L=14.78'(Δ=14°20'59")(R1)(R=59.00')(L=14.78')R=59.00'Δ=14°20'59"(R1) (N85°15'23"E)(0.11')0.11'N85°15'23"EN38°14'17"E4.92'(4.92')(N38°14'17"E)(R1)(R1) (N85°15'26"E)(37.48')37.48'N85°15'26"EN51°45'31"W32.83'(32.83')(N51°45'31"W)(R1)(36.45')(N36°37'39"W)1LINEDISTANCEBEARINGN36°37'39"W36.45'RECORD BEARING DISTANCE(R1)(R1) (N68°46'50"W)(36.20')36.20'N68°46'50"W23456RW8"W12"W
12"W
EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEXEXEXEXEXEXEXEXEXEXEXEXEXEXEXEEEEJTJTJTJTJTJTJTJTJTE
E
E
EJTJTJTJTJTJT
JTJTJTJTEEEEEJTJTJTJTJTJTJTJTEXEXEXEXEXEXEXEXEXEXEXEXEEEEEJTJTJTJTJTJTJTJTJTE
E
JTJTJTJTTELTELTELT
E
L
TE
L
TELTELTELTELTELSTSTSTSTSL
CCCEEEEEEEEEEEESTSTSTSTSTDSSSSSSRWR
PBPB
PB
RWR
WARNER AVEJOHN JOHNSON WAY157(37.55' R1)
37.55'641N17°00'00".E 432.38' (432.38' R1)(L=490.98' R1)L=491.00'(L=603.35' R1)N50°49'29"W 185.10' (185.10' R1)L=603.35'N 64°05'52" W 280.62' (280.62' R1)TELEPHONE PULL BOX (NE COR)3.0' SW'LY OF PL
ELECTRIC PULL BOX (NE COR)
2.8' SW'LY OF PL
TV PULL BOX (NE COR)3.3' SW'LY OF PL
TELEPHONE VAULT (NE COR)
2.0' SW'LY OF PL
WALL (NE COR END)1.2' SW'LY OF PL
ELECTRIC PULL BOX (SE COR)6.5' NE'LY OF PL
CULVERT BOX (SW COR)2.4' NE'LY OF PL
IRRIGATION BOX (SE COR)
5.7' NE'LY OF PL
WALL (N'LY FACE)
0.1' SW'LY OF PL
WALL (N'LY FACE)CROSSING PL
WALL (NW COR END)8.4' NE'LY OF PL ELECTRIC MANHOLE (CENTER)3.2' SW'LY OF PLIRRIGATION CONTROL BOX(NE COR) 3.2' NW'LY OF PL
SEWER MAN HOLE (CENTER)4.0' SE'LY OF PL
PROPERTY LINE& RIGHT OF WAYPROPERTY LINE & RIGHT OF WAYDIRT
N46°41'40"W1853.44'(GPS TIE)SIDEWALK (BACK)0.1' NE'LY OF PL
SIDEWALK (BACK)0.1' NE'LY OF PL SIDEWALK (BACK)AT PL1211ARMST
R
O
N
G
A
V
E
PROPOSED5-STORY ACTIVE ADULTBUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.47PROPOSED2-STORY ASSISTED LIVING& MEMORY CARE BUILDINGFF ELEV = ± 55.80FG ELEV = ± 54.80EX 12"
D
W
EX 36" SDEX 72"
S
D
EX 15"
S
S
C/LC/LC/L
C/LL=23.37', R=15.00'N23°14'34"E
L=59.44'EXISTING 36" SDEX. 36" SDEX 10" SSEX 10" DWEX. 8" SSEX RW
EX ELEC
EX RWEX 24" SD
EX 10" WA
EX 8" SS (NOT APART)L=47.60',R=20.00'37.02'N 20°54'17" W60657075565758596162636466676869717273747677
555
4
5
3
55
54 5351
5556575859L =1 0 7 .4 4 ',R =3 11.6 6 'S64°38'16"EL=6.95'N25°54'08"E
L=126.17'L=303.67'(L=303.67' R1)L=308.03'(R=1954.00' R1)R=1954.00'N 64°05'52" W 201.98' (201.98' R1)(Δ=8°54'16" R1)Δ=8°54'16"Δ=5°48'14"R=1470.00'(R=1470.00' R1)(Δ=5°48'14" R1)L=148.91'(L=148.91' R1)(Δ=20°05'37" R1)Δ=20°05'40"R=1400.00'(R=1400.00' R1)(L=112.37' R1)(Δ=4°35'55" R1)(Δ=24°41'32" R1)Δ=24°41'32"(L=96.90' R1)(R=1460.00' R1)Δ=3°48'10"N50°49'29"W50.00'(50.00' R1)(114.22
'
R
1
)
N39°10
'
3
1
"
E
1
1
4
.
2
2
'
(Δ=12°3
2
'
2
8
"
R
1
)
Δ=12°32
'
2
8
"
R=1348.04'(R=1348.0
4
'
R
1
)
L=295.06'(L=295.06' R1
)
55.000
53
5354
54
59
54 PROPOSED LOT LINEPROPOSED LOT LINEPROPOSED (PRIVATE)MODULAR WETLANDSTORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE) 6" FIREWATER AND BACKFLOW PREVENTERPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)OLDCASTLE STORMCAPTUREPROPOSED (PRIVATE) 4" DOMESTICWATER AND BACKFLOW PREVENTERPROPOSED(PRIVATE) 8" SEWERPROPOSED (PRIVATE)48" STORM DRAINDEMOLISH PORTION OFEXISTING STORM DRAINLATERAL AND CATCH BASINPROPOSED (PRIVATE)8" SEWER20.9'23.7'15.9'11
.
6
'
15.9'70.4'50.3'12.8'42.7'35.0
'70.1'25.3'46.1'24.6'22.7'
25.7'
11
.
8
'15.4'27' DRIVEWAY
17.2'14.2'27' DRIVEWAY20.0'20.0'PARCEL 1121,531 SF (2.79 AC)PARCEL 2145,854 SF (3.35 AC)3164P/L
P/L
P/LPROPOSED (PRIVATE)48" STORM DRAINN25°54'08"E
L=83.62'PROPOSED (PRIVATE)48" STORM DRAINPROPOSED(PRIVATE)8" SEWERP/LN 25°58'17" W38.45'(38.45' R1)P/LPROPOSED (PRIVATE)6" FIRE WATERPROPOSED (PRIVATE)6" DOMESTIC WATERPROPOSED (PRIVATE)48" STORM DRAINBBBBBAA(37.02' R1)3N 39°1
0
'
3
1
"
E
2
0
5
.
2
1
'
(205.21
'
R
1
)N50°40'29"W52.00'(Δ=14°45'
0
7
"
R
1
)
Δ=14°45'
0
7
"
Δ=32°59'5
9
"
(Δ=32°59'
5
9
"
R
1
)
R=1400.04'
(R=1400.04' R1
)
(L=360.47' R1)
L=360.47'1914L=806.36'(L=806.36' R1)
(L=393.79' R1)L=393.73'EX 6" RW19P/L234.24'(234.24' R1)N 73°00'08" W206.24'(206.24' R1)N 73°00'08" W5.0'
VETERANS WAY 51(Δ=3°48'10" R1)PROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTURE6.0'REMOVE PORTION OF EXISTINGSTORM DRAIN LATERAL ANDCATCH BASIN; CAP STORMDRAIN AT PROPERTY LINEPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)STORM DRAINTRANSITION STRUCTUREPROPOSED (PRIVATE)48" STORM DRAINCAP EXISTING STORMDRAIN CONNECTORPIPE AT PROPERTYLINE1L=96.90'R=1460.00'19PROPCBPROPCBPROPCBPROPCBPROPCBPROPCBPROPCBTRACT 17144APN: 430-272-12(NOT APART)TRACT 17404APN: 430-371-20N17°00'00"E 133.00' (133.00' R1)N 13°56'50" E
N 17°00'00" E 138.72' (138.72' R1)3256575857585959565758585959
56 565757
5555545555545656PROPOSED (PRIVATE)OLDCASTLE STORMCAPTURETENTATIVE PARCEL MAP 2025-151PROJECT NO.DRAWN BY: JTKADESIGNED BY: JITDATE:REVIEWED BY:
DATENO. REVISION CKBY1/19/2026SHEET NO.CHECKED BY: JITSave Date: Plot Date: 1/19/2026 4:04 PM1/19/2026 4:25 PM By: Rxka P:\C\CONFCDMS0012\0400CAD\SHEETS\EC\Entitlements\Tentative Parcel Map\EC-001-CV-CONFCDMS0012-TPM.dwg
Robyn KathermanBy: File:®CONFCDMS-0013CLEARWATER AT TUSTIN LEGACY
TENTATIVE PARCEL MAP 2025-151
LOT 14, TRACT NO. 18197, M.M. 990/25-33
TUSTIN, CA 92606 17542 17th St., Suite 150Tustin, CA, 92780Phone: 714.665.4500OWNER:CITY OF TUSTIN,300 CENTENNIAL WAYTUSTIN, CA 92780ATTN:PROJECT ADDRESS:LOT 14, TRACT NO. 18197, M.M. 990/25-33TUSTIN, CA 92606CIVIL ENGINEER:DAVID EVANS AND ASSOCIATES, INC.25152 SPRINGFIELD COURT, SUITE 350SANTA CLARITA, CA 91355ATTN: JONATHAN TAPIAPHONE 661.284.7436E-MAIL: JTAPIA@DEAINC.COMARCHITECT:HPI ARCHITECTURE115 22ND STREETNEWPORT BEACH, CA 92663PHONE: 949.675.6442BASIS OF BEARINGS:THE BEARING SHOWN HEREON ARE BASED ON THE CALCULATED BEARINGBETWEEN O.C.S. HORIZONTAL CONTROL STATION GPS NO. 6529 AND GPS NO.6535 BEING NORTH 03° 46' 13" WEST PER RECORDS ON FILE IN THE OFFICE OFTHE ORANGE COUNTY SURVEYOR.BENCHMARK:THE ELEVATIONS SHOWN HEREON ARE BASED UPON THE ORANGE COUNTYPUBLIC WORKS VERTICAL CONTROL DATA SHEET BENCHMARK NO. 3A-107-77,(YEAR 2013).3 3/4" OCS ALUMINUM BENCHMARK DISK STAMPED "3A-107-77" IN THEWESTERLY CORNER OF A 4 FT BY 11 FT CONCRETE CATCH BASIN.MONUMENT IS LOCATED IN THE NORTHERLY CORNER OF THE INTERSECTIONOF REDHILL AVENUE AND WARNER AVENUE, 47 FT NORTHEASTERLY OF THECENTERLINE MEDIAN ALONG WARNER AND 105 FT NORTHWESTERLY OF THECENTERLINE OF REDHILL AVENUE. MONUMENT IS LEVEL WITH THE SIDEWALK.ELEVATION = 62.047'CONTOURS SHOWN HEREON ARE 1' INTERVAL.BOUNDARY/PARCEL LINEPROPOSED PARCEL LINEEASEMENTEXISTING UTILITIESLEGENDEXISTING R/WSITE.555DYER RDBARRANCA PKWYRE
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RR1.....INDICATES DATA PER TRACT NO. 18197, M.B. 990/25-33R2.....INDICATES DATA PER TRACT NO. 17144, M.B. 906/5-14( )INDICATES RECORD DATA.INDICATES REFERENCE RECORD DATA.R1INDICATES DESCRIPTION NUMBER.1MONUMENT NOTES:LEGAL DESCRIPTION: INDICATES FOUND MONUMENT, AS NOTED.THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF TUSTIN, COUNTY OF ORANGE, STATEOF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:LOT 14, INCLUSIVE OF TRACT NO. 18197 AS SHOWN ON A MAP FILED IN BOOK 990, PAGES 25 THROUGH 33,INCLUSIVE OF TRACT MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.EXCEPTING THEREFROM ANY AND OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS, NATURAL GAS RIGHTSAND OTHER HYDROCABONS BY WHATSOEVER NAME KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTSDERIVED FROM ANY OF THE FOREGOING, THAT MAY BE WITHIN OR UNDER THE LAND, TOGETHER WITH THEPERPETUAL RIGHT OF DRILLING, MINING, EXPLORING FOR AND STORING IN AND REMOVING THE SAMEFROM THE LAND OR ANY OTHER LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILLAND MINE FROM LANDS OTHER THAT THE LAND, OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGHOR ACROSS THE SUBSURFACE OF THE LAND AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLYDRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF,AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATED ANY SUCH WELL ORMINES; BUT WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE, EXPLORE OR OPERATE THROUGH THESURFACE OF THE LAND, AS RESERVED IN THE DEED FROM THE CITY OF TUSTIN, CALIFORNIA, RECORDEDSEPTEMBER 24, 2002 AS INSTRUMENT NO. 20020819173 OF OFFICIAL RECORDS.ALSO EXCEPTING THEREFROM ANY AND ALL WATER, WATER RIGHTS OR INTERESTS THEREINAPPURTENANT OR RELATING TO THE LAND OR OWNED OR USED BY THE GRANTOR IN CONNECTION WITHOR WITH RESPECT TO THE LAND (NO MATTER HOW ACQUIRED BY THE GRANTOR), WHETHER SUCH RIGHTSSHALL BE RIPARIAN, OVERLYING, APPROPRIATIVE, LITTORAL, PERCOLATING, ADJUDICATED, STATUTORY ORCONTRACTUAL, TOGETHER WITH THE PERPETUAL RIGHT AND POWER TO EXPLORE, DRILL, REDRILL ANDREMOVE THE SAME FROM OR IN THE LAND, TO STORE THE SAME BENEATH THE SURFACE OF THE LANDAND TO DIVERT OR OTHERWISE UTILIZE SUCH WATER, RIGHTS OR INTERESTS ON ANY OTHER PROPERTYOWNED OR LEASE BY GRANTOR; BUT WITHOUT, HOWEVER, ANY RIGHT TO ENTER UPON OR USE THESURFACE OF THE LAND IN THE EXERCISE OF SUCH RIGHTS, AS RESERVED IN THE DEED FROM THE CITY OFTUSTIN, CALIFORNIA, RECORDED SEPTEMBER 24, 2002 AS INSTRUMENT NO.20020819173 OF OFFICIAL RECORDS.FOR CONVEYANCING PURPOSES ONLY: APN 430-481-12INDICATES CALCULATED FROMCFFOUND SPIKE & WASHER STAMPED "LS 6673" PER R1, FLUSH; ACCEPTED AS ARMSTRONG AVENUE& WARNER AVENUE CENTERLINE INTERSECTION PER R1.1PER FIRST AMERICAN TITLE INSURANCE COMPANY, REPORT NO. NCS-1146469-SA1, DATEDMAY 07, 2025TITLE EXCEPTIONS:1. ANY DEFECT, LIEN, ENCUMBRANCE, ADVERSE CLAIM, OR OTHER MATTER THAT APPEARS FOR THEFIRST TIME IN THE PUBLIC RECORDS OR IS CREATED, ATTACHES, OR IS DISCLOSED BETWEEN THECOMMITMENT DATE AND THE DATE ON WHICH ALL OF THE SCHEDULE B, PART I-REQUIREMENTS AREMET.2. (A) TAXES OR ASSESSMENTS THAT ARE NOT SHOWN AS EXISTING LIENS BY THE RECORDS OF ANYTAXING AUTHORITY THAT LEVIES TAXES OR ASSESSMENTS ON REAL PROPERTY OR BY THE PUBLICRECORDS; (B) PROCEEDINGS BY A PUBLIC AGENCY THAT MAY RESULT IN TAXES OR ASSESSMENTS,OR NOTICES OF SUCH PROCEEDINGS, WHETHER OR NOT SHOWN BY THE RECORDS OF SUCHAGENCY OR BY THE PUBLIC RECORDS.3. ANY FACTS, RIGHTS, INTERESTS, OR CLAIMS THAT ARE NOT SHOWN BY THE PUBLIC RECORDS BUTTHAT COULD BE ASCERTAINED BY AN INSPECTION OF THE LAND OR THAT MAY BE ASSERTED BYPERSONS IN POSSESSION OF THE LAND.4. EASEMENTS, LIENS OR ENCUMBRANCES, OR CLAIMS THEREOF, NOT SHOWN BY THE PUBLICRECORDS.5. ANY ENCROACHMENT, ENCUMBRANCE, VIOLATION, VARIATION, OR ADVERSE CIRCUMSTANCEAFFECTING THE 77TLE THAT WOULD BE DISCLOSED BY AN ACCURATE AND COMPLETE LAND SURVEYOF THE LAND AND NOT SHOWN BY THE PUBLIC RECORDS.6. (A) UNPATENTED MINING CLAIMS; (B) RESERVATIONS OR EXCEPTIONS IN PATENTS OR IN ACTSAUTHORIZING THE ISSUANCE THEREOF; (C) WATER RIGHTS, CLAIMS OR TITLE TO WATER, WHETHEROR NOT THE MATTERS EXCEPTED UNDER (A), (B), OR (C) ARE SHOWN BY THE PUBLIC RECORDS.7. GENERAL AND SPECIAL TAXES AND ASSESSMENTS FOR THE FISCAL YEAR 2023-2024, A LIEN NOT YETDUE OR PAYABLE.8. GENERAL AND SPECIAL TAXES AND ASSESSMENTS FOR THE FISCAL YEAR 2022-2023 ARE EXEMPT. IFTHE EXEMPT STATUS IS TERMINATED AN ADDITIONAL TAX MAY BE LEVIED. A.P. NO.: 430-481-12.9. THE LIEN OF SPECIAL TAX ASSESSED PURSUANT TO CHAPTER 2.5 COMMENCING WITH SECTION 53311OF THE CALIFORNIA GOVERNMENT CODE FOR COMMUNITY FACILITIES DISTRICT NO. 13-01, ASDISCLOSED BY NOTICE OF SPECIAL TAX LIEN RECORDED MAY 16, 2013 AS INSTRUMENT NO.2013000296640 OF OFFICIAL RECORDS.10. THE LIEN OF SPECIAL TAX ASSESSED PURSUANT TO CHAPTER 2.5 COMMENCING WITH SECTION 53311OF THE CALIFORNIA GOVERNMENT CODE FOR COMMUNITY FACILITIES DISTRICT NO. 15-2, ASDISCLOSED BY NOTICE OF SPECIAL TAX LIEN RECORDED NOVEMBER 18, 2015 AS INSTRUMENT NO.2015000594036 OF OFFICIAL RECORDS.11. THE LIEN OF SPECIAL TAX ASSESSED PURSUANT TO CHAPTER 2.5 COMMENCING WITH SECTION 53311OF THE CALIFORNIA GOVERNMENT CODE FOR COMMUNITY FACILITIES DISTRICT NO. 2018-01, ASDISCLOSED BY NOTICE OF SPECIAL TAX LIEN RECORDED FEBRUARY 17, 2021 AS INSTRUMENT NO.2021000112117 OF OFFICIAL RECORDS.12. THE LIEN OF SUPPLEMENTAL TAXES, IF ANY, ASSESSED PURSUANT TO CHAPTER 3.5 COMMENCINGWITH SECTION 75 OF THE CALIFORNIA REVENUE AND TAXATION CODE.13. THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "SHORT FORM NOTICE OFAGREEMENT" RECORDED MAY 14, 2002 AS INSTRUMENT NO. 20020404589 OF OFFICIAL RECORDS.14. EASEMENTS, COVENANTS AND CONDITIONS CONTAINED IN THE DEED FROM THE UNITED STATES OFAMERICA, AS GRANTOR, TO THE CITY OF TUSTIN, CALIFORNIA, AS GRANTEE, RECORDED MAY 14, 2002AS INSTRUMENT NO. 20020404594 OF OFFICIAL RECORDS. REFERENCE BEING MADE TO THEDOCUMENT FOR FULL PARTICULARS.DOCUMENT RE-RECORDED APRIL 09, 2003 AS INSTRUMENT NO.2003000392129 OF OFFICIAL RECORDS.NOT PLOTTED.15. THE FACT THAT THE LAND LIES WITHIN THE BOUNDARIES OF THE MCAS TUSTIN REDEVELOPMENTPROJECT AREA, AS DISCLOSED BY THE DOCUMENT RECORDED JUNE 18, 2003 AS INSTRUMENT NO.2003000710836 OF OFFICIAL RECORDS.NOT PLOTTED.16. THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "DECLARATION OF SPECIALRESTRICTIONS" RECORDED JUNE 19, 2007 AS INSTRUMENT NO. 2007000390805 OF OFFICIAL RECORDS.NOT PLOTTED.17. COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS IN THE DOCUMENT RECORDED OCTOBER04, 2006 AS INSTRUMENT NO. 2006000661919 OF OFFICIAL RECORDS, WHICH PROVIDE THAT AVIOLATION THEREOF SHALL NOT DEFEAT OR RENDER INVALID THE LIEN OF ANY FIRST MORTGAGE ORDEED OF TRUST MADE IN GOOD FAITH AND FOR VALUE, BUT DELETING ANY COVENANT, CONDITIONOR RESTRICTION INDICATING A PREFERENCE, LIMITATION OR DISCRIMINATION BASED ON RACE,COLOR, RELIGION, SEX, HANDICAP, FAMILIAL STATUS, NATIONAL ORIGIN, SEXUAL ORIENTATION,MARITAL STATUS, ANCESTRY, SOURCE OF INCOME OR DISABILITY, TO THE EXTENT SUCHCOVENANTS, CONDITIONS OR RESTRICTIONS VIOLATE TITLE 42, SECTION 3604(C), OF THE UNITEDSTATES CODES OR SECTION 12955 OF THE CALIFORNIA GOVERNMENT CODE. LAWFUL RESTRICTIONSUNDER STATE AND FEDERAL LAW ON THE AGE OF OCCUPANTS IN SENIOR HOUSING OR HOUSING FOROLDER PERSONS SHALL NOT BE CONSTRUED AS RESTRICTIONS BASED ON FAMILIAL STATUS. NOTPLOTTED18. THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "NOTICE OF DELINQUENCYAND CLAIM OF LIEN" RECORDED APRIL 06, 2010 AS INSTRUMENT NO. 2010000160007 OF OFFICIALRECORDS. NOT PLOTTED.19. AN EASEMENT SHOWN OR DEDICATED ON THE MAP OF TRACT NO. 18197 RECORDED DECEMBER 10,2020 AND ON FILE IN BOOK 990, PAGE 25-33, OF TRACT MAPS.FOR: PUBLIC STREET AND PUBLIC UTILITY PURPOSES: ARMSTRONG AVENUE, WARNER AVENUE,LEGACY ROAD, AIRSHIP AVENUE, FLIGHT WAY, HELBER WAY, VETERANS WAY, COMPASS AVENUE,SWAIM WAY, JOHN JOHNSON WAY AND PEEBLER WAY AND INCIDENTAL PURPOSES.PLOTTED HEREON.20. WATER RIGHTS, CLAIMS OR TITLE TO WATER, WHETHER OR NOT SHOWN BY THE PUBLIC RECORDS.21. AN ALTA/NSPS SURVEY OF RECENT DATE WHICH COMPLIES WITH THE CURRENT MINIMUM STANDARDDETAIL REQUIREMENTS FOR ALTA/NSPS LAND TITLE SU1VEYS.22. ANY FACTS, RIGHTS, INTERESTS OR CLAIMS WHICH WOULD BE DISCLOSED BY A CORRECT ALTA/NSPSSURVEY.23. RIGHTS OF PARTIES IN POSSESSION.FOUND SPIKE & WASHER STAMPED "LS 6673" PER R1, FLUSH; ACCEPTED AS ARMSTRONG AVENUECENTERLINE BEGINNING CURVE PER R1.2FOUND SPIKE & WASHER STAMPED "LS 6673" PER R2, FLUSH; ACCEPTED AS ARMSTRONG AVENUE& C STREET CENTERLINE INTERSECTION PER R2.3SEARCHED FOUND NOTHING, SET NOTHING; ARMSTRONG AVENUE & JOHN JOHNSON WAY CENTERLINEINTERSECTION ESTABLISHED BY RECORD RADIUS AND DISTANCE (360.47') FROM 2 PER R14FOUND SPIKE & WASHER STAMPED "LS 5347" PER R1, FLUSH; ACCEPTED AS WARNER AVENUE& LEGACY ROAD CENTERLINE INTERSECTION PER R1.5SEARCHED FOUND NOTHING, SET NOTHING; WARNER AVENUE & VETERANS WAYCENTERLINE INTERSECTION ESTABLISHED BY RECORD DISTANCES FROM 1 PER R16SEARCHED FOUND NOTHING, SET NOTHING; VETERANS WAY & JOHN JOHNSON WAY CENTERLINEINTERSECTION ESTABLISHED BY RECORD BEARING & DISTANCES FROM 6 PER R17FOUND SPIKE & WASHER STAMPED "LS 6673" PER R1, FLUSH; ACCEPTED AS ARMSTRONG AVENUECENTERLINE BEGINNING CURVE PER R1.8( FEET )SCALE1 INCH = 30 FT.303060150DATUM STATEMENT:COORDINATES SHOWN ARE BASED ON THE CALIFORNIA COORDINATE SYSTEM(CCS83), ZONE VI, 1983 NAD, (2017.50 EPOCH OCS GPS ADJUSTMENT).ALL DISTANCES SHOWN ARE GROUND UNLESS OTHERWISE NOTED. TO OBTAINGRID DISTANCE, MULTIPLY GROUND DISTANCE BY 0.99997671 (PROJECTSPECIFIC).FLOOD ZONE:THIS SURVEY LIES WITHIN ZONE "X" (AREAS DETERMINED TO BE OUTSIDE THE0.2% ANNUAL CHANCE FLOODPLAIN) AS SET OUT ON THE FLOOD INSURANCERATE MAP FOR ORANGE COUNTY, COMMUNITY PANEL NUMBER 06059C 0279J,DATED DECEMBER 3, 2009.VICINITY MAPN.T.S.EXCEPTIONS/ENCROACHMENT NOTES:UTILITIES WITHOUT EASEMENT ON THE NORTHERLY BOUNDARY AS SHOWN.1WALL CROSSING THE PROPERTY LINE ON THE NORTHERLY BOUNDARY AS SHOWN.2UTILITIES WITHOUT EASEMENT ON THE SOUTHWESTERLY BOUNDARY AS SHOWN.3LINE AND CURVE TABLESC-0.0CENTERLINEUTILITY PURVEYORS:ELECTRICAL:SOUTHERN CALIFORNIA EDISON1325 S GRAND AVE.SANTA ANA, CA 92705(800)-655-4555GAS:SOUTHERN CALIFORNIA GAS COMPANY1919 STATE COLLEGE BLVD.ANAHEIM, CA 92805(877) 238-0092(714) 634-3245CABLE:TIME WARNER14311 NEWPORT AVE.TUSTIN, CA 927803(714) 418-4267FRONTIER COMMUNICATION7354 SLATER AVE.HUNTINGTON BEACH, CA 92647(714) 969-6468COX6771 QUAIL HILL PKWY.IRVINE, CA 92603(949) 546-1000TELEPHONECOX COMMUNICATIONS6771 QUAIL HILL PKWY.IRVINE, CA 92603(949) 546-1000AT&T (LAND LINE SERVICE)3581 ORANGE STRIVERSIDE , CA 92501(909) 441-0499WATER & SEWER:IRVINE RANCH WATER DISTRICT3512 MICHELSON DR,IRVINE, CA 92612(714) 453-5300STORM DRAINCITY OF TUSTIN (PUBLIC WORKS)300 CENTENNIAL WAYTUSTIN, CA 92780(714)-573-3150SUBDIVIDER/DEVELOPER:CD-CW (TUSTIN) LLC2215 MARKET ST.DENVER, CO 80205ATTN: H. MCNEISHPHONE: 303.573.6500PROPOSED EASEMENTS:APROPOSED EASEMENT TO THE CITY OF TUSTIN FOR BIOSWALE ACCESS ANDMAINTENANCE PURPOSES AND UTILITIES (PULLBOXES, VAULTS, CONDUITS)TO BE RESERVED IN SEPARATE DOCUMENT (4,260 SF)BPROPOSED EASEMENT FOR COMMON ACCESS AND EMERGENCY VEHICLE ACCESSNOTE:THE SUBDIVIDER SHALL RELEASE AND RELINQUISH TO THE CITY OF TUSTINALL VEHICULAR ACCESS RIGHTS ALONG ARMSTRONG AVENUE, WARNERAVENUE, VETERANS WAY, AND JOHN JOHNSON WAY, EXCEPT ALL APPROVEDACCESS LOCATIONS AND STREET INTERSECTIONS, AT NO COST TO THE CITY.AREA:GROSS AREA: 267,385 SF (6.14 AC)NET AREA: 263,125 SF (6.04 AC)FETATSOICA
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SFONOEOKSOSURLAREENIGNISSE1/23/2026Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Tustin Confluent Bioswale and Utility
Easement 7.8.26 (HM)
Schedule 3 City of Tustin/Confluent Development
Development Agreement
SCHEDULE 3
Legal and Plat of Bioswale Easement Area
[To be attached]
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
SCHEDULE 3
TO DEVELOPMENT AGREEMENT
LEGAL AND PLAT OF BIOSWALE EASEMENT AREA
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309
Docusign Envelope ID: 99A9BCC8-415A-8342-83CC-FBF1BEC97309