HomeMy WebLinkAbout15-058 CC Resolution RESOLUTION NO. 15-58
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
TEMECULA APPROVING A PURCHASE AND SALE
AGREEMENT BETWEEN THE CITY OF TEMECULA AND
THE METROPOLITAN WATER DISTRICT OF SOUTHERN
CALIFORNIA (MWD) IN CONNECTION WITH THE OLD
TOWN FRONT STREET PAVEMENT AND STORM DRAIN
REHABILITATION PROJECT
THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE
AS FOLLOWS:
Section 1. Findings.
A. The City of Temecula ("City') is a municipal corporation, located in the
County of Riverside, State of California. The Old Town Front Street Pavement and
Storm Drain Rehabilitation Project ("Project") is identified in the City's Capital
Improvement Program for Fiscal Years 2016-20. The Project will rehabilitate the
pavement on Old Town Front Street between Temecula Parkway and First Street and
construct certain storm drain improvements on Old Town Front Street. The storm drain
improvements include the removal and replacement of existing concrete ribbon gutter,
installation of approximately 180 linear feet of 30-inch high density polyethylene (HDPE)
storm drain pipe, installation of a 36-inch diameter, 13-foot deep packaged stormwater
lift station and associated electrical lines, installation of a 12-inch by 12-inch cast-in-
place concrete storm drain inlet, and parking lot repaving work. Additional storm drain
work being performed within the City right of way includes the removal of an existing 16-
inch wide concrete cross-gutter in Old Town Front Street, installation of two 24-inch
HDPE storm drain lines, and construction of two cast-in-place concrete stormwater
catch basins.
B. The construction of the Project will require the acquisition of an
approximate 5,160 square foot permanent easement ("Subject Easement") on the real
property identified Riverside County Tax Assessor's Parcel Number 922-110-022, which
is owned by The Metropolitan Water District of Southern California ("MWD"). The
construction of the Project also requires the acquisition of an approximate 12,540
square foot right of entry ("Right of Entry") for a period of three months over an
approximate 12,000 square foot portion of the MWD Parcel and 540 square foot portion
of the adjacent parcel located at 28991 Old Town Front Street, and identified as
Riverside County Tax Assessor's Parcel Number 922-110-038, which is owned by The
Stewart Group, LLC. The City has acquired the Right of Entry from The Stewart Group,
LLC.
Resos 15-58 1
C. Pursuant to Government Code section 7267.2, the City Council set just
compensation for the Subject Easement at the fair market value as determined by the
City's independent appraiser based on a September 2014 date of value. The City
Council also authorized its real property negotiators to extend a written offer and
negotiate the acquisition of the Subject Easement.
D. On March 3, 2015, the City extended to MWD an offer to purchase the
Subject Easement pursuant to Government Code section 7267.2. MWD submitted a
counter-offer to the City dated April 21 , 2015 regarding the City's purchase of the
Subject Easement. The Parties have negotiated an agreement for the City's purchase
of the Subject Easement, subject to approval by the City Council and the MWD Board of
Directors.
E. Pursuant to the attached Purchase and Sale Agreement, the City will pay
to MWD the sum of $25,284 as the Purchase Price for the Subject Easement. As part
of the total compensation for the Subject Easement, the City was required to pay to
MWD the sum of $6,000 in administrative costs in connection with MWD's processing of
the Purchase and Sale Agreement and the Subject Easement.
Section 2. Approval of Purchase and Sale Agreement. The City Council of
the City of Temecula hereby approves that certain agreement entitled "Purchase and
Sale Agreement Between the City of Temecula and the Metropolitan Water District of
Southern California (Permanent Easement on APN 922-110-022)", with such changes
' as may be mutually agreed upon by MWD and the City Manager as are in substantial
conformance with the form of the Purchase and Sale Agreement on file in the Office of
the City Clerk. The Mayor is hereby authorized to execute the Purchase and Sale
Agreement on behalf of the City. A copy of the final Purchase and Sale Agreement,
when executed by the Mayor, shall be placed on file in the Office of the City Clerk.
Section 3. City Manager's Authority. The City Manager (or his designee), is
hereby authorized, on behalf of the City, to take all actions necessary and convenient to
carry out and implement the Purchase and Sale Agreement, and to administer the City's
obligations, responsibilities and duties to be performed under said Agreement, including
but not limited to, approval and execution on behalf of the City of any such documents
that are necessary and convenient to implement the Purchase and Sale Agreement and
effect the transfer of the Subject Easement, escrow instructions, certificates of
acceptance, and other similar agreements and documents as contemplated by or
described in said Agreement or as necessary and convenient to implement the
Purchase and Sale Agreement.
Section 4. Environmental Analysis. The City studied the environmental
effects of the Project pursuant to the California Environmental Quality Act ("CEQA") and
the CEQA Guidelines. Pursuant to the CEQA Guidelines, the City found that the Project
is exempt from further review under CEQA. Specifically, the City found that the Project
involves rehabilitation of approximately 3,500 linear feet of existing pavement on Old
Town Front Street and the replacement of a surface cross gutter by undergrounding it to
improve the safety of motorists, bicyclists and pedestrians. The Project does not
Resos 15-58 2
involve the expansion of use of either the existing roadway or storm drain. The City
found that pursuant to CEQA Guidelines, the exemption is consistent with Section
15301, Class 1, a Categorical Exemption, which allows for the maintenance of existing
highways and streets with negligible or no expansion of the existing use. The City duly
filed a Notice of Exemption for the Project with the Riverside County Clerk's Office on
June 2, 2014 in accordance with CEQA. In connection with the attached Purchase and
Sale Agreement, City staff reviewed the environmental documentation prepared in
connection with the Project. Pursuant to the criteria of section 15162 of the CEQA
Guidelines and section 21166 of the Public Resources Code, City staff concluded that
no substantial changes have occurred in the Project, no substantial changes have
occurred in the circumstances under which the Project is undertaken, and that the City
has obtained no new information of substantial importance that would require further
environmental analysis. These environmental findings are the appropriate findings with
respect to the acquisition and/or use of the Subject Easement for the construction of the
Project.
Section 5. Certification. The City Clerk shall certify the adoption of this
resolution.
PASSED, APPROVED, AND ADOPTED by the City Council of the City of
Temecula this 27th day of October, 2015.
/Ga Jeff Comerchero, Mayor
ATTEST: /
Randi Jo , ity Clerk
[SEAL]
Resos 15-58 3
STATE OF CALIFORNIA )
' COUNTY OF RIVERSIDE ) ss
CITY OF TEMECULA )
I, Randi Johl, City Clerk of the City of Temecula, do hereby certify that the foregoing
Resolution No. 15-58 was duly and regularly adopted by the City Council of the City of
Temecula at a meeting thereof held on the 27th day of October, 2015, by the following
vote:
AYES: 5 COUNCIL MEMBERS: Edwards, McCracken, Naggar, Rahn,
Comerchero
NOES: 0 COUNCIL MEMBERS: None
ABSTAIN: 0 COUNCIL MEMBERS: None
ABSENT: 0 COUNCIL MEMBERS: None
Randi Johl, City Clerk
Resos 15-58 4
Permanent Easement on Riverside County Tax Assessors
Parcel No.922-110-022 located in Temecula,California
County of Riverside
San Diego Pipeline No.4 8 5
MWD Parcel No. 142-4-10PEC200(Portion)
WSO Lake Skinner Team
R.L.4007
Substructures Job No.4041-13-002 Deed No.
PURCHASE AND SALE AGREEMENT BETWEEN THE CITY OF TEMECULA
AND THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA
(Permanent Easement on APN 922-110-022- Document No. )
This Purchase and Sale Agreement (Permanent Easement on APN 922-110-022 -
Document No. is entered into by and between the City of Temecula, a municipal
corporation ("City" or"Grantee") and the Metropolitan Water District of Southern California
("MWD" or"Grantor"), and constitutes an agreement to purchase and sell real property between
the Parties. The City and MWD are referred to collectively in this Agreement as the "Parties".
This Agreement shall become effective on the date that it is fully executed by the Parties
("Effective Date").
RECITALS
A. MWD is the record fee owner of the real property located in the City of Temecula,
County of Riverside, State of California, identified as Riverside County Tax Assessor's Parcel
Number 922-110-022 ("MWD Parcel').
' B. The City seeks to acquire an approximate 5,160 square foot permanent
easement on the MWD Parcel to construct the proposed City-wide Storm Drain Improvements-
Old Town Front Street Pavement and Storm Drain Rehabilitation Project ("Project"). The
Project will replace and rehabilitate existing storm drain improvements, as well as replace
distressed pavement along Old Town Front Street. The approximate 5,160 square foot
permanent easement ("Subject Easement') is described more particularly on Exhibit"A" and
depicted on Exhibit "B" hereto, which are incorporated herein by this reference.
C. On March 3, 2015, the City extended to MWD an offer to purchase the Subject
Easement pursuant to Government Code section 7267.2. MWD submitted a counter-offer to the
City dated April 21, 2015 regarding the City's purchase of the Subject Easement. The Parties
have negotiated an agreement for the City's purchase of the Subject Easement, subject to
approval by the City Council and MWD.
D. MWD desires to sell, and the City desires to buy, the Subject Easement, on the
terms and conditions set forth herein.
NOW THEREFORE, in consideration of the above Recitals, which are incorporated
herein by this reference, and for other valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, MWD and the City mutually agree as follows.
1. Purchase and Sale. MWD agrees to sell the Subject Easement to the City and
the City agrees to purchase the Subject Easement from MWD on the terms and conditions set
forth in this Agreement. The City and MWD have herein set forth the whole of their Agreement.
' The performance of this Agreement constitutes the entire consideration for the Subject
Page 1 of 11
1853774v3
' Easement, and shall relieve the City of all further obligations or claims on this account, or on
account of the location, implementation, construction or operation of the Project, except as
otherwise provided herein.
2. Subject Easement. The City requires the Subject Easement described above in
Recital 8 and on Exhibits"A"and "B"hereto from the MWD Parcel to construct the Project, a
public use for which the City has authority to exercise the power of eminent domain. MWD
agrees to sell, and City agrees to acquire said Subject Easement conveyed by the form of Grant
of Permanent Easement attached as Exhibit"C" hereto and incorporated herein by this
reference. Both the City and MWD recognize the expense, time, effort and risk to both Parties
in determining the compensation for the Subject Easement by eminent domain litigation; and the
compensation set forth herein is in compromise and settlement, in lieu of such litigation.
3. Total Just Compensation. The Total Just Compensation that the City shall pay
to MWD for the Subject Easement consists of the Purchase Price and the Administrative Costs
set forth below.
a. Purchase Price. The City shall pay to MWD the sum of$25,284
("Purchase Price")for the Subject Easement.
b. Administrative Costs. The City has paid to MWD the total sum of$6,000
for MWD's administrative costs in connection with processing this Agreement and for the
conveyance of the Subject Easement contemplated by this Agreement by issuing Warrant No.
171806 in the amount of$6,000 payable to the Metropolitan Water District.
' 4. Title and Title Insurance.
a. The City may, at its sole discretion, require that a title company of its
choice ("Title Company") issue a CLTA Owner's Standard Coverage Policy of Title Insurance
that insures the City's easement interest in the Subject Easement in the amount of the Purchase
Price ("Policy"). Within five (5) business days of the Effective Date, the City will notify MWD in
writing of its election regarding the Policy. If the City elects to obtain the Policy, the Title
Company will provide to the City copies of all instruments identified as exceptions on said title
commitment. The City will pay for all costs relating to the Policy. In such case,the City will
provide to MWD a copy of the title commitment and all instruments identified as exceptions on
said title commitment if requested in writing by MWD.
b. The Policy provided for pursuant to Section 4.a. will insure the City's
easement interest in the Subject Easement free and clear of all liens, encumbrances,
restrictions, and rights-of-way of record, subject only to the following permitted conditions of title
("Permitted Title Exceptions"):
i. General and special real property taxes for the then current tax
fiscal year that are a lien not then due and payable.
ii. The applicable zoning, building and development regulations of
any municipality, county, state or federal jurisdiction affecting the Subject Easement; and
iii. Those non-monetary exceptions approved by the City within ten
business days after the date the City receives the title commitment and legible copies of all
instruments noted as exceptions therein.
' Page 2 of 11
185sn4✓e
(1) Unconditional Disapproval of Exceptions. The City will
notify MWD in writing of its unconditional disapproval of any such exceptions within five (5)
business days after the date the City receives the title commitment and legible copies of all
instruments noted as exceptions therein. If the City unconditionally disapproves any such
exceptions, this Agreement will have no further force or effect.
(2) Conditional Disapproval of Exceptions. The City will notify
MWD in writing of its conditional disapproval of any such exceptions within five (5) business
days after the date the City receives the title commitment and legible copies of all instruments
noted as exceptions therein. If the City conditionally disapproves any such exceptions, MWD
will use its best efforts to cause the exceptions to be removed within 30 calendar days of receipt
of a written request by the City to remove such exceptions. If such conditionally disapproved
non-monetary exceptions are not removed within such 30-calendar day period, the City may, at
the City's option, either accept the Subject Easement subject to such encumbrances, or
terminate the Agreement in which case this Agreement will thereupon be of no further force or
effect. The City will provide written notice to MWD of its decision to proceed with the purchase
of the Subject Easement within five(5) business days of the date that it receives written notice
that the conditionally disapproved non-monetary exceptions are not removed within the 30-
calendar day period set forth above.
C. Notification by City of Decision to Purchase Subject Easement and Election
Not to Obtain the Policy. The City will provide written notice to MWD of its election regarding
the Policy pursuant to Section 4.a. The City's failure to provide written notice to MWD of its
election to obtain the Policy as provided in Section 4.a.will be deemed a decision by the City to
not obtain the Policy. In such cases,the parties agree that they will proceed with the
transaction contemplated by this Agreement.
5. Deposit of Grant of Permanent Easement and Purchase Price.
a. Deposit of Grant of Easement by MWD. Within 30 (thirty) business days
after the approval of the conveyance of the Grant of Permanent Easement by the MWD Board
of Directors, MWD will execute and deposit with the City the fully executed Grant of Permanent
Easement in the form attached as Exhibit"C" hereto granting to the City the Subject Easement,
contingent upon the full execution of the Agreement. The Grant of Permanent Easement will be
duly executed and acknowledged by MWD and is contingent upon the approval of the
conveyance by the MWD Board of Directors. The City will accept said executed Grant of
Permanent Easement prior to recording.
b. Proof of MWD's Authorization. If the City elects to obtain a Policy under
Section 4.a. above, MWD will deliver to the City such proof of MWD's authorization to enter into
this transaction as the Title Company may reasonably require to issue the Policy.
C. Deposit of Purchase Price by the City. The City will transmit to MWD the
Purchase Price for the Grant of Permanent Easement within 15 (fifteen) business days after the
approval of the conveyance of the Grant of Permanent Easement by the MWD Board of
Directors.
6. Right of Entry Agreement Between City and The Stewart Group. The
Stewart Group, LLC ('The Stewart Group") owns that certain real property located adjacent to
the MWD Parcel, which is commonly known at 28991 Old Town Front Street, Temecula, and is
identified as APN 922-110-038 ("The Subject Group Parcel"). The Stewart Group is authorized
' Page 3 of 11
1853774V3
' to use the surface portion of the MWD Parcel for parking purposes pursuant to the terms of the
Grant Deed dated July 18, 1969 between Harry J. Salter and Louis Salter. Pursuant to that
certain Right of Entry and Access Agreement entered into between the City and The Stewart
Group, a copy of which is attached hereto as Exhibit V', the Stewart Group authorized the City
to use an approximate 12,540 square foot area, including an approximate 12,000 square foot
area of the MWD Parcel and an approximate 540 square foot portion of The Stewart Group
Parcel in connection with the construction of the Project.
7. Representations and Warranties of MWD.
a. MWD has taken all required action to permit it to execute, deliver, and
perform its obligations under this Agreement.
b. MWD represents and warrants that to the best of the MWD's knowledge,
there are no actions, suits, material claims, legal proceedings or any other proceedings affecting
the Subject Easement or any portion thereof, at law, or in equity before any court or
governmental agency, domestic or foreign.
C. MWD represents and warrants that it did not use, generate, release,
discharge, store or dispose of any hazardous waste,toxic substances or related materials on, or
under, in or about the Subject Easement or transport any Hazardous Materials to or from the
Subject Easement and that it shall not use, generate, release, discharge, store or dispose of
any hazardous waste, toxic substances or related materials on, or under, in or about the Subject
Easement prior to the submittal of the executed Grant of Permanent Easement to the City. The
' term"Hazardous Materials" shall mean any substance, material or waste which is or becomes
regulated by any local governmental authority, the State of California or the United States
Government, including, but not limited to, any material or substance which is (i) defined as a
"hazardous waste,""extremely hazardous waste" or"restricted hazardous waste" under sections
25115, 25117 or 25122.7 or listed pursuant to section 25140 of the California Health and Safety
Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as"hazardous
material", "hazardous substance"or"hazardous waste" under section 25501 of the California
Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response
Plans and Inventory), (iii) defined as "hazardous substance" under section 25281 of the
California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of
Hazardous Substances), (iv) petroleum, (v) asbestos, (vi) polychlorinated biphenyls, (vii) listed
under Article 9 or defined as"hazardous"or"extremely hazardous" pursuant to Article 11 of Title
22 of the California Administrative Code, Division 4, Chapter 20, (viii) designated as a
"hazardous substance" pursuant to section 311 of the Clean Water Act, (33 U.S.C. §1317), (ix)
defined as a "hazardous waste" pursuant to section 1004 of the Resource Conservation and
Recovery Act, 42 U.S.C. section 6901 et seq. (42 U.S.C. §6903) or(x) defined as a "hazardous
substance" pursuant to section 101 of the Comprehensive Environmental Response,
Compensation, as amended by Liability Act, 42 U.S.C. §9601 et seq. (42 U.S.C. §9601).
d. MWD represents that to the best of the MWD's knowledge, the Subject
Easement is in compliance with all applicable statutes and regulations, including environmental,
health and safety requirements.
e. MWD represents and warrants that it will, upon learning of any fact or
condition that would cause any of the warranties and representations in this Section 7 not to be
true as of the date it transmits the executed Grant of Permanent Easement for the Subject
Easement to the City, immediately give written notice of such fact or condition to the City.
' Page 4 of 11
18537740
' f. MWD warrants that except for the rights of The Stewart Group to use the
surface of the MWD Parcel for parking purposes as described in Section 6 above, there are no
oral or written leases on all or any portion of the MWD Parcel.
g. MWD and the signatories represent and warrant that the signatories to
this Agreement are authorized to enter into this Agreement to convey the Subject Easement
herein and that no other authorizations are required to implement this Agreement on behalf of
MWD. The Parties acknowledge, however, that any conveyance of the Subject Easement by
MWD to the City is made expressly subject to the approval of the grant by the MWD Board of
Directors.
8. Representations and Warranties of the City. The City hereby represents and
warrants to MWD the following, it being expressly understood and agreed that all such
representations and warranties are to be true and correct as of the date of recording of the
Grant of Permanent Easement in the Official Records of the County of Riverside and shall
survive said recording date.
a. The City has taken all required action to permit it to execute, deliver, and
perform its obligations under this Agreement.
b. The City has the power and authority to execute and deliver this
Agreement and to carry out its obligations hereunder and consummate the transaction
contemplated herein.
' 9. Construction of Project Within Five Years. The Parties agree that if
construction of the Project does not commence within five (5) years from the date of this
Agreement("five-year period"), the Subject Easement shall revert to MWD, and City agrees that
it shall promptly quitclaim its interest in the Subject Easement to MWD. For purposes herein,
construction is commenced when the City, by and through its Public Works Department, solicits
construction bids for the Project. Further, the Parties agree that if construction has not
commenced at the end of the five-year period, the City shall have the option to extend the five-
year period for an additional two (2) years upon adequate assurance to MWD, as determined by
MWD in its sole discretion, that City is in the process of commencing construction. For
purposes herein, the five-year period is calculated from the date of the recording of the Grant of
Permanent Easement under this Agreement.
10. Changes in As-Built Construction. The Parties further agree that if, upon
completion of construction of the Project, it is determined that the actual as-built area of the
Subject Easement deviates from the area of the Subject Easement conveyed under this
Agreement, the City agrees that it will survey the actual as-built area, prepare corrected legal
descriptions, and prepare for MWD's execution an amended Grant of Permanent Easement
based upon the corrected actual as-built area, all at City's sole cost and expense. All other
terms of this Agreement shall remain the same, and MWD shall not be entitled to further
compensation. For purposes herein, completion of construction means the improvements are
substantially complete, as deemed by City.
11. City's Payment of Total Just Compensation and Releases.
a. City's Payment of Total Just Compensation. It is understood and agreed
between the City and MWD that the City's payment of the Total Just Compensation, consisting
of$25,284 Purchase Price and the $6,000 that the City has paid to MWD for its administrative
' Page 5 of 11
18537744
costs in connection with the City's acquisition of the Subject Easement is an all-inclusive
settlement and constitutes the full and complete consideration and payment of just
compensation for the City's acquisition of the Subject Easement. Said Total Just Compensation
relieves the City of any further obligations or claims for compensation in connection with the
City's acquisition of the Subject Easement for the construction of the Project, in the manner '
proposed. This waiver by MWD of claims for further compensation in connection with the City's
acquisition of the Subject Easement does not extend to and is not intended to extend to claims
related to or alleged to arise out of the negligence on the part of the City, its agents or
contractors, in connection with the physical construction of the Project, as planned and
designed. The Purchase Price of the Subject Easement reflects the fair market value of the
Subject Easement as without the presence of contamination. If the Subject Easement is found
to be contaminated by the presence of hazardous materials which requires mitigation under
Federal or State Laws, the City may elect to recover its clean-up costs from those who cause or
contributed to the contamination.
b. Releases.
iv. This Agreement is a voluntary agreement between the Parties.
On the Effective Date, MWD, on behalf of MWD, its successors and assigns,fully releases the
City, Its officials, counsel, employees, and agents, from all claims and causes of action by
reason of any damage that has been sustained, or may be sustained, as a result of the City's
efforts to acquire the Subject Easement or any preliminary steps thereto and from any and all
claims, demands, causes of action, obligations, liabilities or claims for further compensation
relating to the City's purchase of the Subject Easement, unless otherwise provided in this
' Agreement.
V. MWD acknowledges that it may have sustained damage, loss,
costs or expenses which are presently unknown and unsuspected, and such damage, loss,
costs or expenses that may have been sustained, may give rise to additional damages, loss,
costs or expenses in the future. Nevertheless, MWD hereby acknowledges that this Agreement
has been negotiated and agreed upon in light of that situation, and hereby expressly waive any
and all rights that MWD may have under California Civil Code section 1542, or under any
statute or common law or equitable principle of similar effect as these may relate to the releases
described in this Section 11 herein. California Civil Code section 1542 provides as follows:
"A general release does not extend to claims which the
creditor does not know or suspect to exist in his or her
favor at the time of executing the release, which if known
by him or her must have materially affected his or her
settlement with the
ddeebtor."
MWD's Initials: City Initials
V
C. This Section 11 will survive the date of recording of the Grant of
Permanent Easement.
12. City's Contingencies. For the benefit of the City, the City's obligation to
consummate the purchase of the Subject Easement will be contingent upon and subject to the
occurrence of all of the following (or the City's written waiver thereof, it being agreed that the
City can waive any or all such contingencies) on or before the date of MWD's conveyance of the
Subject Easement:
Page 6 of 11
1853771x3
a. That as of the Effective Date the representations and warranties of MWD
in this Agreement are all true and correct.
b. The delivery to the City of the fully-executed Agreement.
C. If City elects to obtain a Policy, the Title Company's commitment to issue
in favor of the City a CLTA Standard Coverage Owner's Policy of Title Insurance with liability
equal to the Purchase Price showing the City's easement interest in the Subject Easement,
subject only to the Permitted Title Exceptions.
13. MWD Contingencies. MWD's obligation to consummate the conveyance of the
Subject Easement will be contingent upon and subject to the occurrence of all of the following:
a. Approval of the conveyance of the Subject Easement by the MWD Board
of Directors.
b. The City's delivery to MWD within five(5) business days of the Effective
Date and MWD's review and approval of Project plans and designs,consistent with the terms of
the Subject Easement grant and MWD's use and enjoyment of the MWD Property.
14. Fees. Charges and Costs. The City will pay all of the customary recording fees,
if any,fees for the Policy, and all charges and costs that arise in connection with this
transaction.
15. Authorization to Record Grant of Permanent Easement. The City is
authorized to record the Grant of Permanent Easement as soon as it determines that it will
proceed with the purchase of the Subject Easement and transmits to MWD the Purchase Price
for the Subject Easement.
16. Notices. All notices and demands will be given in writing by certified or
registered mail, postage prepaid, and return receipt requested, or by overnight carrier. Notices
will be considered given upon the earlier of(a)two business days following deposit in the United
States mail, postage prepaid, certified or registered, return receipt requested, or(b) one
business day following deposit with an overnight carrier service. The Parties will address such
notices as provided below or as may be amended by written notice:
CITY: City of Temecula
41000 Main Street
Temecula, California 92590
Attention: Aaron Adams, City Manager
COPY TO: Richards,Watson &Gershon
Attention: Peter M. Thorson, City Attorney
355 South Grand Avenue, 40th Floor
Los Angeles, California 90071-3101
MWD: Metropolitan Water District of Southern California
Attention: Revenue and Property Management Unit
Post Office Box 54153
Los Angeles, California 90054
Page 7 of 11
1853774x3
COPY TO: Metropolitan Water District of Southern California
Attention: Marcia Scully, General Counsel
Post Office Box 54153
Los Angeles, California 90054-0513
17. Miscellaneous.
a. Further Documents. Each party will, wherever and as often as it
shall be requested by the other party, execute, acknowledge, and deliver, or cause to be
executed, acknowledged, and delivered, such further instruments and documents, as may
reasonably be necessary in order to complete the sale, conveyance, and transfer herein
provided and to do any and all other ads and to execute, acknowledge, and deliver any and all
documents as may be requested in order to carry out the intent and purpose of this Agreement,
including escrow instructions and related documents if the Parties later determine that an
escrow is necessary to effect the transaction contemplated by this Agreement.
b. Amendments. Any amendments to this Agreement will be
effective only when duly executed by both MWD and the City.
C. Applicable Law. This Agreement will be construed and interpreted
under, and governed and enforced according to the laws of the State of California.
d. Entire Agreement. This Agreement supersedes any prior
agreement, oral or written, and together with the Exhibits hereto and any agreements delivered
' pursuant hereto, contains the entire agreement between MWD and the City on the subject
matter of this Agreement. No subsequent agreement, representation or promise made by either
party hereto, or by or to any employee, officer, agent or representative of either party, will be of
any effect unless it is in writing and executed by the party to be bound thereby. No person is
authorized to make, and by execution hereof MWD and the City acknowledge that no person
has made, any representation,warranty, guaranty or promise except as set forth herein; and no
such agreement, statement, representation or promise that is not contained herein will be valid
or binding on MWD or the City.
e. Successors and Assigns. This Agreement will be binding upon
and inure to the benefit of the heirs, executors, administrators, successors and assigns of the
Parties hereto.
f. Time of Essence. The Parties acknowledge that time is of the
essence in this Agreement.
g. Counterparts and Facsimile and Electronic Signatures. This
Agreement may be executed simultaneously in one or more counterparts, each of which will be
deemed an original, but all of which together will constitute one and the same instrument. For
purposes of this Agreement, facsimile and electronic signatures will be deemed to be original
signatures.
h. Remedies Not Exclusive and Waivers. No remedy conferred by
any of the speck provisions of this Agreement is intended to be exclusive of any other remedy
and each and every remedy will be cumulative and will be in addition to every other remedy
given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. The
' Page 8 of 11
1853774x3
election of any one or more remedies will not constitute a waiver of the right to pursue other
available remedies.
I. interpretation and Construction. Each party has reviewed this
Agreement and each has had the opportunity to have its respective counsel and real estate
advisors review and revise this Agreement and that any rule of construction to the effect that
ambiguities are to be resolved against the drafting party will not apply in the interpretation of this
Agreement or any amendments or exhibits thereto. In this Agreement the neuter gender
includes the feminine and masculine, and singular number includes the plural, and the words
"person" and "party" include corporation, partnership, firm, trust, or association wherever the
context so requires. The recitals and captions of the Sections and Subsections of this
Agreement are for convenience and reference only, and the words contained therein will in no
way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of
the provisions of this Agreement.
j. Severability. If any part, term or provision of this Agreement is
held by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the
remaining provisions will not be affected, and the rights and obligations of the Parties will be
construed and enforced as if this Agreement did not contain the particular part, term or provision
held to be invalid.
k. Exhibits. The exhibits and schedules attached hereto are
incorporated in this Agreement by reference herein.
' IN WITNESS WHEREOF, this Agreement is effective on the date that it is fully executed
by the Parties.
Page 9 of 11
18537740
' GRANTOR
THE METROPOLITAN WATER DISTRICT
OF SOUTHERN CALIFORNIA
Dated: /cam — -7
Jeffrey Kightlinger
General Manager
Manager
By/ CT "
Uohn C. Clairday, Manager
Real Property Development and
Management Group
Approved as to form:
Marcia Scully, General Counsel
By: .
Bryan Ota e
Senior De General �ounsel
Page 10 of 11
1853774x3
GRANTEE
CITY OF TEMECULA, a municipal
corporation
Dated: By:
Jeff Comerchero, Mayor
ATTEST:
Randi Johl-Olson, City Clerk
Approved as to form:
RICHARDS,WATSON &GERSHON
' Peter M.Thorson, City Attorney
Page 11 of 11
18WT74V3
1
EXHIBIT A
1
1
Exhibit A" Permanent Easement
Legal Description M. W.0.to City of Temecula
1424-10 PEC 200
R.L.3376
Being that certain portion of land situated in the City of Temecula, County of
Riverside,State of California,being a portion of Lot B in Block 31 of the Town of Temecula,
as shown by map on file in Book 15, Page 726, of Maps, Records of San Diego County,State
of California.Also,being a portion of Parcel A (M.W.D. Fee Parcel 142.4.10)per Grant Deed
in Favor of Metropolitan Water District recorded September 3, 1969, as Instrument no.
89797, In the Office of the County Recorder of Riverside County, State of California, being a
strip of land 24.00 feet wide, lying 12.00 feet on each side of the following described
centerline:
COMMENCING at the northeasterly'corner of said Parcel A,as shown per Record of Survey in
Book 127, Pages 80 through 93, Inclusive, of Records of Survey, in the Office of the County
Recorder,of said County, also being a point In the westerly Right-of-Way Line of Old Town
Front Street(30.00 half width west of centerline);
Thence along sold westerly Right-of-Way Line South 15442101"East a distance of 37,08 feet
to a point said point also being the TRUE POINT OF BEGINNING:
Thence leaving said westerly Right-of-Way Line South 74'12'09"West a distance of 215.00
feet to the POINT OFTERMINATION.
The sidelines of sold strip are to be lengthened or shortened as to terminate on said
westerly Right-of Way Line of Old Town Front Street
Contains:0.118 acre;more or less
Subject to any and all existing uses, licenses, permits, easements,rights of way, covenants,
and restrictions.
EXHIBIT'B'attached and hereto by this reference made apart hereof.
This Legal Description was prepared by me or under
my direction. `0 1 1 t D l7
Kris R. Winchak L.S.6140 Date — v go.L&6240" v
The Metropolitan Water District
•f/7/1
of Southern California of tlok�`,``
Ge0detIcs 8 Mapping Team Page 1 of 1
Reviewer. _ MCCLUE
Date:
EXHIBIT B
1
1
LEND I
P.O.C. POINT OF COMMENCEMENT
T.P.O.B. TRUE POINT OF BEGINNING R I
O.T. POINT OF TERMINATION
(0°0'07 INDICATES BASIS OF BEARINGS PER R.S. 127/U -93 I i
PERKMENT EASEMENT
I Q N.W.D. 92-440 PEC 100
RL. JJ76 0.II8 AC. Jo'
I I�
IPARCEL .3 I I
BLK 32 P.M. 20090 I a
I L 0 T 8 P.M.B. 129 / /0-lI W
M.B. 15 / 726 N. ELY. CON. PAR 'A' I
I — - - - - - - P.O.C.
P.O. y WIC
T. S'L Y LINE PARCEL J
17.00' O
i �N15"4TN*W ylO
S74'l1OV'W�/5.00'
L° PARCEL"A°- — - — –r.P.o.A kk'
��R-- 89797 n.00• .
REC. 09103/6 I R. —Lor
M. W.D. GRANT DEED _ - - — —— — o y>
GRANT DEED
INSTR. N0. 68994 '
REC. 02128192, 0.R. I �O
BLK 32 The MetrapolRen Water INstrlct I Cj
L 0 T 9 Of South am Cellfomla I
Caeotletke d Mapping Team
M.B. 15 / 726 Review .. MGC U r 6 I Jo I
Date- _.03-
WO LAKE SKINNER TEAM
RECORCOwneR- CITY OFTEMECLEA
XFAVOFx w WATER Dismicr l A N p
OFsOIl1NFRN CALRVVM % W JQ oA DEPARTMENT OF PLBL/C WORKS
P.O.BOX 1i/sJ ; y 0' /rya 'Pi 1
LOS AWaa CAUFOI wA WU ,,. S r• 'r'
ARM NZ-#O-o11 �-' EXHIBIT "B"
AWARN BY. — No. �s. s o APANIY.Y, PERMANENT
Pa am om ✓i// ua . EASEMENT
aw assp- aw F 0► CAUL WE WI&U SWr 1 oP I
' Exhibit "C"
[Insert Form of Grant of Permanent Easement]
18537740
' Recorded at the Request of and Mail to:
THE METROPOLITAN WATER DISTRICT
OF SOUTHERN CALIFORNIA
Post Office Box 54153
Los Angeles,CA 90054
Attention: Geodetics and Mapping Team
DOCUMENTARY TRANSFER TAX S
(Section 11922, California
Revenue and Taxation Code)
OFFICIAL BUSINESS
Document is entitled to free
recording per Government
Code Sections 6103 and 27383
PERMANENT EASEMENT DEED
San Diego Pipeline No. 4 & 5
MWD Parcel No. 142-4-1 OPEC200(Portion)
APN No. 922-110-022
WSO Lake Skinner Team
R.L.
Substructures Job No.No. 4041-13-002
THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA,a
public corporation, hereinafter referred to as Grantor,hereby grants to the CITY OF
TEMECULA, a municipal corporation, hereinafter referred to as Grantee, a permanent easement
for storm drain purposes, which includes electrical components for the storm drain pumps,over
and across real property of Grantor located in the City of Temecula, County of Riverside, State
of California,hereinafter referred to as Property. Said Property is described on Exhibit"A" and
shown on Exhibit`B,"attached hereto and incorporated herein by reference.
This easement is granted subject to the following terms and any conditions as
described below:
1. This Easement is subject to Grantor's paramount right to use the Property for the
purposes for which it was acquired. Such right includes, but is not limited to,operation,
maintenance, repair, replacement, removal of existing water conveyance facilities and
appurtenances, including, but not limited to, above ground structures and construction of future
additional water conveyance facilities and appurtenances. Grantor's existing water conveyance
facilities includes a 99-inch-inside-diameter pipeline at its San Diego Pipeline No. 4,a
97-inch-inside-diameter pipeline at its San Diego Pipeline No. 5, and related facilities and
appurtenances("Pipeline"). In the event Grantor's exercise of its paramount right results in the
destruction of,or damage to,all or part of Grantee's facilities,Grantor's obligation for
(tev.4/20 1 S
' City of Temecula
Permanent Easement -2-
MWD Parcel No. 142-4-IOPEC200(Portion)
restoration shall be limited to recompaction of soil to the previously existing grade as of the dale
of this Easement grant and shall not include, without way of limitation,any repair and/or
replacement of any of Grantee's facilities of any kind whatsoever.
2. Grantee shall submit, in advance,all plans for installation and construction or
reconstruction of Grantee's facilities to Grantor for review and written approval. All plans shall
show the location and size of Metropolitan's rights-of-way and the location and size of
Metropolitan's pipeline or other facilities therein. Grantee shall not plant, or allow to be planted,
any trees on the Property.
3. Grantee shall not change the existing grade or otherwise modify the topography of
Property affected by this easement without prior written consent of Grantor.
4. Any street improvements within the easement area constructed by Grantee shall
be so constructed as not to interfere with Grantor's access to adjoining property.
Streets constructed within the easement area shall conform with the applicable
public street standards and be incorporated into the city public street system,provided that(a)the
' construction of such street and utilities therein shall conform to final plans approved in writing
by Grantor, which show the location, character,dimensions, and details of the work to be
performed; and(b) after initial construction is completed,any future changes to the street or
changes to or installation of any utilities therein shall require the prior written approval of
Grantor, which approval shall not be unreasonably withheld.
5. Grantor's access over and across this easement shall be reasonably maintained by
Grantee during the term of this easement. Grantee shall provide a means to allow Grantor to
place its lock on any gates constructed hereon.
6. Grantee shall, at its sole cost and expense, keep Property free of noxious weeds
and trash, and shall comply with all applicable laws and regulations concerning the use of
Property. In accordance with provisions of this grant and California Civil Code Section 845, it is
the duty of Grantee to maintain the easement.
7. Grantor purchased the Property in fee for its existing facility and/or future
appurtenances. Any additional costs incurred for construction,reconstruction,maintenance and
use of the existing and/or future facilities and appurtenances on Property and/or Grantor's
adjacent property attributable to the presence of Grantee's improvements shall be borne by
Grantee. In the event that it will be necessary for Grantor's facilities to be relocated or protected
as a consequence of the easement, Grantee shall bear all related costs,
8. Grantor shall not be required to contribute any part of the costs of street
improvements on the Property, and, furthermore, if Grantor is included in an assessment district,
Rev.412015
' City of"Temecula
Permanent Easement -3-
MWD Parcel No. 142-4-1 OPEC200(Portion)
community facilities district, or any other special district, to pay such costs, Grantee shall
reimburse Grantor for any assessment therefor levied upon it.
9. Grantee hereby releases and discharges Grantor from all claims and demands by
Grantee for loss of or damage to Grantee's property, and agrees to indemnify Grantor against and
to hold Grantor harmless from all costs and expenses, including attorneys' fees, and all liability,
and claims and demands of others,except employees of Grantor, for loss of or damage to
property, or injury to or death of persons, which may result directly or indirectly from the
granting,use or termination of, or operations under this easement, save and except any such loss
of or damage to property or injury to or death of persons, resulting from the negligence of
Grantor. Grantee agrees to pay Grantor in full and promptly upon demand for any and all loss of
or damage to Grantor's property caused by the tortious conduct of Grantee, including negligence,
intentional or willful acts, and acts in which there is a liability without fault, resulting from or
growing out of Grantee's use of the Property pursuant to this Permanent Easement Grant.
10. In the event of abandonment by Grantee of the rights granted herein,they shall
terminate,and Grantee shall thereupon,without cost to Grantor,restore Property to a condition
as near as possible to that which existed prior to Grantee occupancy, and deliver to Grantor a
quitclaim of such rights. Nonuse for a period of three years shall constitute conclusive evidence
of such abandonment.
Dated: THE METROPOLITAN WATER DISTRICT
OF SOUTHERN CALIFORNIA
Jeffrey Kightlinger
General Manager
By
John C. Clairday,Manager
Real Property Development
and Management Group
Authorized by MWD Administrative Code Section 8230
JQL:ndl
s:\RPDM\PropMngt\WA5645_Permanent 1iascmentdocx
' Rev.4!2015
Exhibit A to Permanent Easement Deed
1
Exhibit A" Permanent Easement
Legal Description M. W.D.to City of Temecula
142-4-10 PEC 200
R.L.3376
Being that certain portion of land situated in the city of Temecula, County of
Riverside,State of California, being a portion of Lot 8 in Block 31 of the Town of Temecula,
as shown by map on file in Book 15, Page 726, of Maps, Records of Son Diego County,State
of California.Also,being a portion of Parcel A (M.W.D. Fee Parcel 142-4-10)per Grant Deed
in Favor of Metropolitan Water District recorded September 3, 1969, as Instrument no.
89797, In the Office of the County Recorder of Riverside County, State of California, being a
strip of land 24.00 feet wide, lying 11.00 feet on each side of the following described
centerline:
COMMENQNG at the northeasterly corner of said Parcel A,as shown per Record of Survey in
Book 127, Pages 80 through 93, Inclusive, of Records of Survey, in the Office of the County
Recorder, of said County, also being a point In the westerly Right-of-Way Line of Old Town
Front Street(30.00 half width west of centerline);
Thence along sold westerly Right-of-Way Line South 15'42101"East a distance of U08 feet
to o point said point also being the TRUE POINT OF BEGINNING:
Thence leaving said westerly Right-of-Way Line South 74'11'09"West a distance of 215.00
feet to the POINT OF TERMINATION.
The sidelines of said strip are to be lengthened or shortened as to terminate on said
westerly Right-of Way line of Old Town Front Street
Contains:0.118 acres,more or less
Subject to any and all existing uses, llcenses, permits, easements,rights of way,covenants,
and restrictions.
EXHIBIT'8"attached and hereto by this reference made apart hereof.
This Legal Description was prepared by me or under
my direction,
Kris R. Winchak SL 6240 c. Dote – v Ib LA 6240'
The Metropolitan Water District
Geode ics BaMapping Team
Reviewer. M-c- Page 1 of 1
tab:—D3 -0 L=Z245-
Exhibit B to Permanent Easement Deed
EGENO —"' I
PO.C. POINT OF COIMMENCEMENT
r
k T.i.0.1 TRUE POINT OF BEGINNING R I
0.T. POINT OF TERMINATION
(O°0'0) INDICATES BASIS OF BEARINGS PER R.S. Iv/6O- 9J I r
PERMANENT EASEMENT
I Q M.W.O. 141-4-10 PEC 100 ,
R.L. M76 O.IIBAC.
I I�
IPARCEL 3 I I
BLK 32 P.M. 20090 I a
I L 0 T 8 P.M.B. 129 / l0-l1 W
h "Ito
M.B. 15 / 7Z6 N. ELY. CDR PAR. 'A' I 4 2I
I — — —
P.0.T S1 C LINE PARCEL J
_ I2o9• o
i NIS"67'S1'Y/ _ _ S74"!109' y yIO
14.00' 1/5.00' Qr�
° PARCH°A"- Ll
-4N� - 89797 1200• rP.o.�.
REC. 09/03/6977?. —L07 3 =
M. WD. GRANT
To
— — _ — — a�y>
r — GRANT DEED
INSTR. N0. 68994
REC. 02128192, 0.R. I �O
BLK 32 me Metropollten Water D strict I C)i
L O T 9 of stl;Mapping Team I
M.B. 15 / 726 R ev W*W: J±CCC U Ar I J9 I
Date: 03 -.012
WSO LAKE SNINAER TFAM r
RECORD 0JWA-• ,:., CITY OF TEWMA
EEETIEDPLO/TAN WATER D/SIR/CT \A N 0
OOaSW CALlFORN/A S`C 8• g,/,yf09 "� DEPARTNFNT PUBLIC WORKS
LOS AWaES CAL/Ft1m 90074 CS x
AAA( 9t140--W ; — °., ,�.. ". EXHIBIT 8
MifPAR0 BY — M9. �s. s o _ PERMANENT
Cm w niffeLU / C.NAWS
Aa Bay Sow fiI/ ca EASEMENT
1i9Lo"� 92799AOSJ f 01 CA l\\ a1TE.•M/ldN4 SNEETIOFI
' Exhibit "D"
[Insert Right of Entry and Access Agreement between City and the Stewart
Group]
lW77tv3
' RIGHT OF ENTRY AND ACCESS AGREEMENT
(Assessor's Parcel Numbers 922-110-038 & 922-110-022)
THIS RIGHT OF ENTRY AND ACCESS AGREEMENT (Assessor's Parcel Numbers
922-110-038 & 922-110-022) ("Agreement") is made and entered into between The Stewart
Group, LLC ("Grantor") and the City of Temecula, a municipal corporation ("City"), and is
effective as of the date set forth below. The City and Grantor are referred to below collectively
as the"Parties".
RECITALS:
A. The City of Temecula is a municipal corporation located in the County of
Riverside, State of California.
B. The Stewart Group, LLC is the record fee owner of the real property commonly
known as 28991 Old Town Front Street, Temecula, and identified as Riverside County Tax
Assessor's Parcel Number 922-110-038 ("Stewart Group Parcel"). The Stewart Group, LLC
also has the right to use the surface of the adjacent real property identified as Riverside County
Tax Assessor's Parcel Number 922-110-022, which is owned by Metropolitan Water District
("MWD Parcer), pursuant to the terms of the Grant Deed dated July 18, 1969 between Harry J.
Salter, Louis Salter and MWD.
C. The City seeks to construct the City-wide Storm Drain Improvements—Old Town
Front Street Pavement and Storm Drain Rehabilitation Project ("Project"). The Project would
' replace and rehabilitate existing storm drain improvements, as well as replace distressed
pavement along Old Town Front Street.
D. The construction of the Project requires the acquisition of an approximate 5,160
square foot permanent easement ("Permanent Easements for storm drain purposes and all
uses necessary or convenient thereto on the MWD Parcel. The Permanent Easement is
identified on Exhibit "A"and depicted on Exhibit "B" to this Agreement, which are incorporated
herein by this reference. The City and MWD have agreed to the terms of the City's acquisition
of the Permanent Easement.
E. The City's construction of the Project will impact the surface use of an
approximate 12,540 square foot area. Accordingly, the City seeks to acquire from Grantor and
Grantor desires to grant to the City an approximate 12,540 square foot right of entry for a period
of three months to construct the Project. The 12,540 square foot right of entry is referred to
below as the "Subject Right of Entry" and is depicted roughly on Exhibit "C" to this Agreement,
which is incorporated herein by this reference. An approximate 12,000 square foot portion of
the Subject Right of Entry is located on the MWD Parcel and the remaining approximate 540
square foot portion of the Subject Right of Entry is located on the real property, which is owned
by Grantor. Grantor and Grantor's lessees use the Subject Right of Entry as a parking lot.
F. Grantor agrees to grant to the City and the City has agreed to accept from
Grantor the non-exclusive right to enter onto the Subject Right of Entry for a three-month tern
subject to the terms and conditions of this Agreement.
1
NOW, THEREFORE, for and in consideration of the above Recitals, the consideration
set forth below, the mutual covenants and agreements contained herein, and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor
and the City do hereby covenant and agree as follows:
1. Incorporation of Recitals. The above Recitals are incorporated herein by this
reference.
2. Right of Entry and Access. Grantor hereby grants to the City, its employees,
agents, contractors, representatives, consultants and other designees (referred to below
collectively as "City Designees") the Subject Right of Entry for a term of three months in
connection with the City's construction of the Project. Although the City will construct the
following improvements (referred to below as "Construction Activities") in the area comprising
the Permanent Easement, it needs to enter on and use the Subject Right of Entry to construct
said improvements:
Removal and replacement of existing concrete ribbon gutter, installation of
approximately 180 linear feet of 30-inch high density polyethylene (HOPE) storm
drain pipe, installation of a 38-inch diameter, 13-foot deep packaged stormwater
lift station and associated electrical lines, installation of a 12-inch by 12-inch cast-
in-place storm drain inlet, and parking lot repaving work.
a. Grantor agrees and acknowledges that the above Construction Activities
may include tests, surveys and work of professional engineers, architects and soils experts and
this Agreement authorizes any such work that is necessary to construct the above
improvements.
b. In performing the above Construction Activities, the City Designees will
use their best efforts to minimize any adverse impacts to the Subject Right of Entry. The City
Designees will use reasonable efforts to avoid any adverse, permanent damage to the Subject
Right of Entry area, except where the access and construction of the Construction Activities
discussed above require such changes or damage to the original conditions.
C. The City Designees will replace with material of like kind and quality any
improvements on the Subject Right of Entry that are damaged as a result of the Project. The
City Designees will be responsible for returning the Subject Right of Entry to as close as
possible to the original condition, except for the Construction Activities discussed above that
require permanent changes to the original conditions. The City Designees will remove any and
all trash and/or debris placed on the Subject Right of Entry by City Designees in connection with
the exercise of their rights under the Agreement after the completion of the Construction
Activities. City Designees will keep clean and clear of trash and debris the areas adjacent to or
on the Subject Right of Entry. Work areas will be left clean and orderly at the end of each work
day.
d. City Designees will perform the Construction Activities during regular
business hours (7:00 a.m. to 5:00 p.m.) on Monday through Friday. If requested by City
designees and approved by the City, work on Saturday shall be from 8:00 a.m. to 5:00 p.m.
City Designees will not perform any construction work on Sundays or federal holidays.
e. Grantor reserves the right to be present for observation during the
Construction Activities described herein, provided Grantor adheres to standard construction
area safety standards and provided that Grantor does not interfere with the City Designees.
2
' 3. Consideration.
a. Compensation. In consideration for Grantor's grant to the City of the
Subject Right of Entry, the City agrees to pay to Grantor the total compensation of $9,828
("Compensation") within 15 business days of the date this Agreement is fully executed by the
Parties. The$9,828 Compensation includes the$4,828 fair market value of the Subject Right of
Entry for the three-month term plus $5,000 for costs and expenses that Grantor anticipates that
it will incur to mitigate any temporary impacts that the City's use of the Subject Right of Entry
may cause to said subject area, including but not limited to potential additional costs for
Grantor's lease of additional parking, if necessary, to accommodate Grantor's tenants
("mitigation expenses").
b. Additional Consideration. The City agrees that it will reimburse Grantor's
costs, up to an additional $5,172 above the $5,000 mitigation expenses described in Section
3.a. above, for any expenses incurred by Grantor above said $5,000 mitigation expenses if
Grantor spends more than said amount to mitigate the temporary impacts to the parking tot
located on the Right of Entry. City will reimburse Grantor for such additional expenses, up to a
maximum of$5,172, on Grantor's submittal of paid invoices/receipts showing that Grantor spent
said amounts for additional parking for its lessees to mitigate the temporary impacts to the
parking lot located on the Subject Right of Entry, and other costs relating to such additional
parking.
C. Total Consideration. The $9,828 Compensation plus the Additional
Consideration, if any, is an all-inclusive settlement and constitutes the full and complete
consideration and payment of just compensation for the City's use and entry on the Subject
Right of Entry in connection with the City's construction of the Project. The Total Consideration
' is also full and complete consideration for all claims arising in connection with or out of the City's
acquisition of the Subject Right of Entry for the Project, claims for severance and other
damages, inverse condemnation, precondemnation damages, attorneys' fees, interest, loss of
rents, increased expenses to mitigate any impacts to the Stewart Group Parcel resulting from
the City's use of the Subject Right of Entry for the three-month term, improvements pertaining to
the realty, loss of business goodwill pursuant to Code of Civil Procedure section 1263.510, and
any other damages of every kind and nature suffered by Grantor by reason of the City's use and
entry on the Subject Right of Entry to construct the Project, and all casts and expenses
whatever in connection therewith.
4. Term. The Commencement Date of this Agreement will be five calendar days
after the date on which the City provides written notice to Grantor that it will commence the
construction of the Construction Activities in the Subject Right of Entry area. Accordingly, City
Designees will have the right to access the Subject Right of Entry five calendar days after the
date on which the City provides written notice to Grantor of the commencement of the
Construction Activities. City anticipates that it will complete the Construction Activities within
three months of the Commencement Date of this Agreement. Accordingly, this Agreement will
expire and terminate by its own terms upon (i)the completion of the Construction Activities or(it)
three months after the Commencement Date,whichever occurs sooner.
5. Lien Waivers. City agrees to keep the Subject Right of Entry free of any liens,
including without limitation, any liens made by contractors, subcontractors, suppliers, engineers,
architects and surveyors that arise out of the City's use of the Subject Right of Entry in
connection with the construction of the Project. If any such lien is filed on any portions of the
Subject Right of Entry as a result of the City's Construction Activities, the City will, at its sole
cost and expense, have the lien released and discharged of record in a manner satisfactory to
' 3
Grantor within thirty days of receiving notice of the lien. If the City fails to remove the lien within
such 30-day period, Grantor will have the right to remove the lien, and the City, upon demand,
will reimburse Grantor for all reasonable costs and expenses incurred by Grantor in connection
with such removal. Upon receipt of a written request from Grantor, the City will provide Grantor
with lien waivers following completion of the Construction Activities, in form and substance
reasonably satisfactory to Grantor and its counsel (if any), from each and every contractor,
subcontractor, supplier, engineer, architect and surveyor who might have lien rights against any
portion of the Subject Right of Entry for work performed or commenced in connection with-the
Construction Activities. To the extent permitted by applicable law, the City hereby indemnifies
Grantor from and against any claims or demands for payment, or any liens or lien claims made
against Grantor any portion of the Subject Right of Entry as a result of the City's Construction
Activities pursuant to this Agreement.
6. Insurance. Prior to entry onto the Agreement, the City will, and will cause all of
the City Designees performing the Construction Activities to, procure or maintain a policy of
commercial general liability insurance issued by an insurer reasonably satisfactory to Grantor
covering the Construction Activities with a single limit of liability (per occurrence and aggregate)
of not less than $1,000,000, and to deliver to Grantor a certificate of insurance and copy of
additional insured endorsement naming Grantor as named additional insured, evidencing that
such insurance is in force and effect, and evidencing that Grantor has been named as an
additional insured thereunder with respect to the Construction Activities. Such insurance will be
maintained in force throughout the term of this Agreement.
7. City Indemnification. The City will, and will request that its contractors,
indemnity, defend and hold Grantor harmless from any and all liability for bodily injury, death
and property damage arising out of or in any way connected with the City Designees' entry,
access and use of the Subject Right of Entry in connection with the exercise of City Designees'
rights under this Agreement, and will reimburse Grantor for all reasonable costs, expenses and
losses, including reasonable attorneys' fees, incurred by them in consequence of any claims,
demands and causes of action that may be made or brought against them arising out of the City
or City Designees' entry on and use of the Subject Right of Entry for the Construction Activities.
6. Agreement of Grantor to Indemnify City. Grantor covenants and agrees that the
lessees/tenants of The Stewart Group Parcel have no Interest in the Subject Right of Entry or to
the just compensation for said Subject Right of Entry. Accordingly, to the fullest extent
permitted by law, Grantor will indemnity, defend and hold harmless City, and Its elected and
appointed councilmembers, officials, officers, boards, commissions, consultants, agents,
employees, and attorneys from and against any and all claims, demands, obligations,damages,
actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs, and
expenses (including, without limitation, reasonable attorneys' fees, expert witness fees,
disbursements and court costs) of every kind and nature whatsoever brought by any tenant or
lessee of the Stewart Group Parcel that may arise out of, result from, or in any matter be related
(directly or indirectly) to the rights granted to City Designees pursuant to this Agreement.
9. Notification to Lessees/Potential Purchasers. During the term of the Agreement,
Grantor agrees to notify in writing any potential lessee/tenant or purchaser of The Stewart
Group Parcel of the rights granted to the City under this Agreement.
' 4
' 10. Notices. All notices and demands will be given in writing by certified or
registered mail, postage prepaid, and return receipt requested, or by overnight carrier. Notices
will be considered given upon the earlier of (a) two business days following deposit in the United
States mail, postage prepaid, certified or registered, return receipt requested, or (b) one
business day following deposit with an overnight carrier service. The Parties will address such
notices as provided below or as may be amended by written notice:
CITY: City of Temecula
41000 Main Street
Temecula, California 92590
Attention: City Manager
COPY TO: Richards, Watson & Gershon
Attention: Peter M.Thorson, City Attorney
355 South Grand Avenue, 40th Floor
Los Angeles, California 90071-3101
GRANTOR: The Stewart Group, LLC
Attention: David Botfeld
2612 26th Street
Santa Monica, California 90405
11. Miscellaneous.
' a. Authority to Bind Parties and Execute Agreement. Grantor and the City
represent and warrant to one another that this Agreement constitutes a binding obligation on
each of them and that the person executing this Agreement is authorized to execute the
Agreement on behalf of the respective party and to bind ft.
b. Governing Law. This Agreement is deemed to have been prepared by
each of the Parties hereto, and any uncertainty or ambiguity herein will not be interpreted
against the drafter, but rather, if such uncertainty or ambiguity exists, will be interpreted
according to the applicable rules of interpretation of contracts under the laws of the State of
California, and not the substantive law of another state or the United States or federal common
law. This Agreement will be deemed to have been executed and delivered within the State of
California, and the rights and obligations of the Parties will be governed by, and construed and
enforced in accordance with,the laws of the State of California.
C. Amendment or Modification. This Agreement may be modified or
amended only by a writing executed by all Parties to this Agreement.
d. Partial Invalidity/Severability. Each provision of this Agreement will be
valid and enforceable to the fullest extent permitted by law. If any provision of this Agreement
or the application of such provision to any person or circumstance is, to any extent, deemed to
be invalid or unenforceable, the remainder of this Agreement, or the application of such
provision to persons or circumstances other than those as to which it is held invalid or
unenforceable, will not be affected by such invalidity or unenforceability, unless such provision
or such application of such provision is essential to this Agreement.
e. Successors-in-Interest and Assigns. This Agreement will be binding upon
and will inure to the benefit of the successors-in-interest and assigns of the Parties hereto, and
each of them.
' 5
f. Legal Representation. The Parties, and each of them, acknowledge that
in connection with the negotiation and execution of this Agreement, they have each had the
opportunity to be represented by independent counsel of their own choosing and the Parties
executed the Agreement after review by such independent counsel, or, if they were not so
represented, said non-representation is and was the voluntary, intelligent and informed decision
and election of any of the Parties not so represented; and, prior to executing this Agreement,
each of the Parties has had an adequate opportunity to conduct an independent investigation of
all the facts and circumstances with respect to the matters that are the subject of this
Agreement.
g. Interpretation and Construction. Each parry has reviewed this Agreement
and each has had the opportunity to have its respective counsel and real estate advisors review
and revise this Agreement. Any rule of construction to the effect that ambiguities are to be
resolved against the drafting party will not apply in the interpretation of this Agreement or any
amendments or exhibits thereto. In this Agreement, the neuter gender includes the feminine
and masculine, and singular number includes the plural, and the words "person" and "party"
include corporation, partnership, firm, trust, or association wherever the context so requires.
The recitals and captions of the Sections and Subsections of this Agreement are for
convenience and reference only, and the words contained therein will in no way be held to
explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of
this Agreement.
h. Counterparts, Facsimile& Electronic Signatures. This Agreement may be
executed in whole or in counterparts which together will constitute the entire Agreement.
Facsimile or electronic signatures/counterparts to this Agreement will be effective as if the
original signed counterpart were delivered.
i. Fees and Costs. Each of the Parties will bear its own attomeys' fees and
costs, including, but not limited to expert fees, incurred in connection with negotiating this
Agreement. If either party hereto incurs attorneys' fees in order to enforce, defend or interpret
any of the terms, provisions or conditions of this Agreement or because of a breach of this
Agreement by the other party, the prevailing party, whether by suit, negotiation, arbitration or
settlement will be entitled to recover reasonable attorneys'fees and costs from the other party.
j. Severabifity. If any part, term or provision of this Agreement is held by a
court of competent jurisdiction to be illegal or in conflict with any law, the validity of the
remaining provisions will not be affected, and the rights and obligations of the Parties will be
construed and enforced as if this Agreement did not contain the particular part,term or provision
held to be invalid.
6
IN WITNESS WHEREOF,Grantor and City have executed this Agreement as of the date
set forth below.
GRANTOR
THE STEWARI GRO P, LL
ey:
Dated:
Title: gN4la �
CITY
CITY OF TEMECULA, a municipal
corporation
Dated: 2-0 l5 43y: /
Joe n4dlhero, Mayor
ATTEST:
Rands I-OLs n, City Clerk w
Approved as to form:
RICHARDS,WATSON &GERSHON
Peter M. Thorson, City Attorney
' 7
Exhibit A to Right of Entry
and Access Agreement
Exhibit A" Permanent Easement
Legal Description M. W.D.to City of Temecula
142-4-10 PEC 200
R.L.3376
Being that certain portion of land situated in the City of Temecula, County of
Riverside, State of California,being a portion of Lot 8 In Block 32 of the Town of Temecula,
as shown by map on file in Book 15, Page 726, of Maps, Records of San Diego County,State
of California.Also,being a portion of Parcel A(M.W.D. Fee Parcel 142-4-10)per Grant Deed
in Favor of Metropolitan Water District recorded September 3, 1969, as Instrument no.
89797, In the Office of the County Recorder of Riverside County, State of California, being o
strip of land 24.010 feet wide, lying 12.00 feet on each side of the following described
centertine:
COMMENCING at the northeasterly'corner of said Parcel A,as shown per Record of Survey In
Book 127, Pages 80 through 93, Inclusive, of Records of Survey, in the Office of the County
Recorder, of said County, also being a point in the Westerly Right-of-Way Line of Old Town
front Street(30.00 half width west of centerline);
Thence along said westerly Right-af-way Line South 15442'01"East a distance of 37,08 feet
' to a point,said point also being the TRUE POINT OF BEGINNING:
Thence leaving said westerly Right-of-Way Line South 74'12'09'West a distance of 115.00
feet to the POINT OF TERMINATION.
The sidelines of said strip are to be lengthened or shortened as to terminate on said
westerly Right-of Way Line of Old Town Front Street.
Comatns:0.118 acres,more or less
Subject to any and all existing uses, licenses, permits, easements,rights of way, covenonts
and restrictions.
EXHIBIT'B"attached and hereto by this reference made apart hereof.
This Legal Description was prepared by me or under
my direction. 0. l t 1 0 f`i
Kris R. Wlnchak,LS, 6240 Date — y Ibo.L2.6240 °
The Metropolitan Water District
of Southern California
Geodetim 8 Mapping Team Page 1 of f
Reviewe: MGGLUE
Oats o3 -/p- 9oi�
Exhibit B to Right of Entry
and Access Agreement
' GEND '-
D.C. POINT OF COWSKEMENr
T P.a& TRUE POINT OF BEGINNING R I
0.T. POINT Of TERMINATION
07 INDICATES BASIS OF BEARINGS PER R.S. 117/00- 9J
PERMANENT EASEMENT
I Q M.W.D. 142-4-10 PEC 200 ,
R.L. Jd70 0.110AC. Ja'
I I�
IPARCEL 3 I I J4
BLK 32 P.M. 20090 I a
I L 0 T 8 P.M.B. 129 / l0-Il U yl�
M.B. 15 / 7Z6 N. ELY. CON. PAR. -A' I 2'
I _ _ - - - - - P�O.C� y 1
P.O.T. SY LINE PARCEL J �,
_ 1100' O
i NIJ^6151,W go, Y/ @
14.00' 1,1.00' m'Q,
PARCE "A-- — - =— 14,
IAIR 89797 _«T �� TP 0.1.
,100'
REC. 0910 V"
o M. W.D. GRANT DEED_
GRANT DEED
INSTR. N0. 68994
REC. 02128192, 0.R. I �O
BLK 32 The Metropolhan Water District
L D T 9 GeoAe�d MaCpping Team I W
M.B. 15 / 726 wvwwer h±!i u E
Date:
WO LANE SX/NNER TEAM
RECAW ON A• CITY OF TEWCULA
PLIM MOTANWATERO,STR/CT l M 0
% j ` DEPARTMENT OF PWIC WORXS
POa MINN 541M 09Y/A 4th R, ly/NCB` t
LAWRaES CAWA WA+ yc,?u Iy
OS
APA EXHIBIT "B"
112240-W
AWFARWBY: _ No. L5. 6 0 ,,,jr, . PERMANENT
cm a YB,ECL" �/� c RAWS
P.a au ftw fi oa EASEMENT
gaff-mu WE MINIM &WET I OF I
Exhibit C to Right of Entry
and Access Agreement
EXHMIT "Co
Right of Entry Area —The Stewart Group
1
+ r
Lege d
_ n^
Pight o/rnty A," r...
lip
N, 169E Yayf,l,Yfl1,1,{.]{„111 �. Yw tM .
' 13