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HomeMy WebLinkAbout2008 CON CDC Covenant Running With The Land - Bay Marina Dr. & Harrison Ave.RECORDING REQUESTED BY STEWART TITLE OF CALIFORNIA, INC. SAN DIEGO DIVISION AND WHEN RECORDED MAIL TO: FOLEY E LARDNER LLP Attn: Richard L. Moskitis 402 West Broadway Suite 2300 San Diego, CA 92101-3542 10J61 DOC # 2008-0030088 1111E1111i1111111111 JAN 22, 2008 4:32 PM LiFF,17:LL.I.FtECCtitEt•_. ,tit-tcE t...0.1Itr • iti-,-.111,;(tEk EE ,-.7• 91 _I PACES: 15 II Hillll lilt lilt ill APN: 559-160-03-G9-11 AND -21 [THIS SPACE FOR RECORDER ONLY] 559-117-4 AND 15 AGREEMENT ESTABLISHING PROTECTIVE COVENANTS, CONDITIONS, AND RESTRICTIONS AND LIENS AND ENCUMBRANCES RUNNING WITH THE LAND (DOCUMENT TITLE) THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (ADDITIONAL RECORDING FEE APPLIES • • 10362 ATTACHMENT NO. 8 AGREEMENT ESTABLISHING PROTECTIVE COVENANTS, CONDITIONS AND RESTRICTIONS AND LIENS AND ENCUMBRANCES RUNNING WITH THE LAND RECORDING REQUESTED BY STEWART TITLE OF CALIFORNIA RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: FOLEY & LARDNER I.I.P Attn: Richard L. Moskitis 402 West Broadway- Suite 2300 San Diego, California 92101-3542 APNs: 559-160-03, -09, - 1 1 and -21 559-I 17-14 and 15 AGREEMENT ESTABLISHING PROTECTIVE COVENANTS, CONDITIONS AND RESTRICTIONS AND LIENS AND ENCUMBRANCES RUNNING WITH THE LAND THIS AGREEMENT ESTABLISHING PROTECTIVE COVENANTS, CONDITIONS AND RESTRICTIONS AND LIENS AND ENCUMBRANCES RUNNING WITH THE LAND ("Agreement") is entered into as of JAttue.Ry t , 200.E , by and between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY, a public body, corporate and politic ("CDC"), on the one hand, and MARINA GATEWAY DEVELOPMENT COMPANY, I.LC, a California limited liability company ("Developer") and SYCUAN TRIBAL DEVELOPMENT CORPORATION, a Tribally chartered corporation ("STDC") and the SYCUAN BAND OF TILE KUMEYAAY NATION ("Tribe"), on the other, (Developer and STDC are sometimes jointly referred to herein as "Owners") (CDC, Developer, STDC and Tribe are sometimes collectively referred to herein as the "Parties", and singularly as a "Party") with reference to the facts set forth below. RECITALS The following recitals are a substantive part of this Agreement: A. In furtherance of the objectives of the California Community Redevelopment Law, the CI)C desires to redevelop a certain approximately 6.23 acre portion of the National City Redevelopment Project (the "Redevelopment Project") located at the southeast corner of Bay Marina Drive and Harrison Avenue (APNs 559-160-03, 09, II and 21, 559-1 17-14 and 15) legally described in Exhibit "A" attached hereto and incorporated herein by reference (the "Site") in the City of National City (the "City"). Attachment No. 8-1 017.:.33970 13 10363 B. The CDC and Owners have previously entered into that certain Disposition and Development Agreement dated May 18, 2004 (the "DDA") the provisions of which are incorporated herein by reference and pursuant to which the Owners have purchased the Site from the CDC for the purpose of constructing an approximately one hundred fifty (150) room three star hotel with a restaurant and 8,000 square feet of conference facilities; another structure with an approximately 4,000 square foot restaurant and approximately 10,000 square feet of office/commercial/tourist space; a 1,000 square foot public vista point; and all with associated parking and on -site improvements (the "improvements"). C. Concurrent with the recording of this Agreement, the CDC is deeding a portion of the Site to Developer upon which the hotel is to be constructed (the "Hotel Site"). The CDC owns numerous parcels of real property in the Redevelopment Project other than the Site yet to be redeveloped (the "CDC Land") some of which are described in Exhibit "B" attached hereto and incorporated herein by reference. I). CDC is a redevelopment agency established pursuant to the Community Redevelopment Law of the State of Calithrnia (Health and Safety Code § 33000 et. seq.). While the CDC is a separate legal entity from the City, its sole function is to redevelop blighted areas of the City. As such, the benefit of the bargain for the CDC in entering into the DDA with the Owners and deeding the Site to the Owners, consists not only of the purchase price for the Site received from the Owners by the CI)C pursuant to the DDA, but also of (i) the right of the CDC to participate in what is commonly referred to as property tax increment from the Project pursuant to Health and Safety Code Section 33670 (as it may be amended or substituted) (the "Tax Increment Revenue"), (ii) the right of the City to receive transient occupancy taxes ("TOT") and business taxes from the operation of the Improvements (the "Business Taxes"). and (iii) the assurance that the Site and the Improvements constructed thereon will be operated for the uses set forth in the DDA in compliance with City rules, regulations and ordinances (the "Land Use Restrictions")( the Tax Increment Revenue, TOT, Business Taxes and Land Use Restrictions arc collectively referred to herein as the "Ongoing Consideration"). F. Tribe is a federally recognized Indian tribe. STDC is a Tribally chartered corporation of the Tribe. While Tribe has no present plans to seek to have the Hotel Site taken into trust for the benefit of the Tribe by the United States government ("Trust Land"), the preservation of the right to do so is viewed by the Tribe as a fundamental right of the Tribe's sovereignty and a core value of the Tribe. The Tribe, and STDC as a Tribally chartered corporation, both enjoy sovereign immunity. and CDC, as a condition of entering the DDA. conveying title under the DDA subject to these covenants, and executing this Agreement, requires an express limited waiver of the Tribe's and STDC's sovereign immunity. F. Cl)C is concerned that should all or a portion of the Site become Trust Land in the future, some or all of the benefit of the Ongoing Consideration set forth in Recital 1) above might be lost or become unenforceable. G. The Parties desire to enter into this Agreement which is to run with the land (i.e. the entire Site including the Hotel Site) in order to protect the benefit of the Ongoing Consideration to the CDC in the event all or any portion of the Site should become Trust Land in the future. Attachment No. 8-2 10364 NOW. THERI'_FORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties_ the Parties declare and agree that the Site (including, hut not limited to the I lotel Site) shall be held, transferred, sold and conveyed subject to the following covenants, conditions and restrictions and liens and encumbrances which arc for the purpose of protecting the benefit of the Ongoing Consideration to the CI)C. and City, and the burden of which shall run with the Site and which shall be binding upon all parties having any right, title or interest in the Site or any part thereof, their heirs, successors and assigns, and the benefit of which shall inure to the benefit of each of the ('IX.: and CDC Land and City, as follows: ARTICLE 1. COVENANTS, CONDITIONS AND RESTRICTIONS 1.1 Owners agree that the following covenants, conditions and restrictions and liens and encumbrances shall he applicable to and burden the Site and run with the land for the benefit of the CDC and CDC Land and City: A. Use Restrictions. For a term commencing upon the date of the recording of this Agreement and ending upon. July 18, 2040 (the "Termination Date") the Owners hereby covenant and agree for themselves, their successors. their assigns and all voluntary and involuntary successors in interest to the Site, or any part thereof, that the Site shall only be used for an approximately one hundred fifty (150) room three star hotel pursuant to a Three Star Flag with a restaurant and 8,000 square feet of conference facilities, another structure with an approximately 4000 square foot restaurant and approximately 10,000 square feet of office/commercial/tourist space and 1000 square foot public vista point. The preceding sentence shall not preclude gaming activity in the future on the Site, however, if either (i) gaming activity becomes generally lawful within the City limits of the City. or (ii) pursuant to a vote of the general electorate of the City, gaming is approved specifically for the Site. In the event gaming activity becomes a permitted use pursuant to the preceding sentence it shall be conditioned upon (a) all necessary or appropriate permits for such activity being first received, and (h) the primary business activity on the Site continuing to be the operation of a three star hotel, restaurant and related tourist/commercial uses. In addition, the Site shall he used in compliance with any Post- Closure Conditions (as defined in the DDA) restricting uses of the Site, if any. B. General Maintenance Covenants. The Site and all Improvements thereon, including all landscaping and erosion control, shall be maintained in a commercially reasonable manner. There shall be no further excavation of any portion of the Site except as set forth on the Site Plan Drawings (as defined in the DDA). C. Parking I .ot Maintenance. The parking lot portions of the Site being graded pursuant to the Grading Plan (as defined in the DDA) shall be maintained in such a condition that the integrity of the asphalt is sufficient to prevent surface water infiltration in compliance with the Post -Closure Conditions. D. Construction of Improvements. The Owners shall develop or cause the development of the Improvements in either one or two phases in accordance with the Scope of Development (as defined in the DDA). the City Municipal Code, and the plans, drawings and documents submitted by the Owners and approved by the C'L)C and City. In any event, the Owners shall complete at least 100 rooms of the hotel and fifty percent of the commercial,/restaurant/retail Attachment No. 8-3 017.233970.13 • 10365 portion of the Improvements within two (2) years of the date of the recording of this Agreement and all of the Improvements within five (5) years of the date of the recording of this Agreement. If requested by CIWMR, Owners shall reasonably coordinate with the CIWMB such that all utility trenching in the area of the Site to be capped pursuant to the Grading Plan is accomplished at the same time as the capping. E. Compliance with Laws. The Owners shall carry out the design, construction and operation of the Improvements in conformity with all applicable laws, including all applicable Environmental Laws (as defined in the DDA), all applicable state labor standards, all City zoning and development standards, all City sign ordinances, all fire and safety codes, all building, plumbing, mechanical and electrical codes, and all other provisions of the City Municipal Code, and all applicable disabled and handicapped access requirements, including without limitation the Americans With Disabilities Act, 42 U.S.C. Section 12101, et seq., Government Code Section 4450, et seq., Government Code Section 11135, et seq., and the Unruh Civil Rights Act, Civil Code Section 51, et seq. For purposes of this Section 1.1.E., "all applicable" shall mean and refer to the laws and regulations which would otherwise be applicable to the Site and the Improvements thereon except for the fact that all or a portion of the Site has become Trust Land. F. Nondiscrimination in Employment Owners agree that all persons employed or applying for employment by them, their affiliates, subsidiaries, or holding companies, and all subcontractors, bidders and vendors, are and will be treated equally by them without regard to, or because of race, color, religion, ancestry, national origin, sex, age, pregnancy, childbirth or related medical condition, medical condition (cancer related) or physical or mental disability, and in compliance with Title VII of the Civil Rights Act of 1964, 42 U.S.C. Section 2000, et seq., the Federal Equal Pay Act of 1963, 29 U.S.C. Section 206(d), the Age Discrimination in Employment Act of 1967, 29 U.S.C. Section 621, et seq., the Immigration Reform and Control Act of 1986, 8 U.S.C. Section 1324b, et seq., 42 IJ.S_C. Section 1981, the California Fair Employment and Housing Act, Cal. Government Code Section 12900, et seq., the California Equal Pay Law, Cal. Labor Code Section 1197.5, Cal. Government Code Section 11135, the Americans with Disabilities Act, 42 U.S.C. Section 12101, et seq., and all other anti -discrimination laws and regulations of the United States and the State of California as they now exist or may hereafter be amended. G. Prevailing Wages. All work in constructing the Improvements shall be done in accordance with all applicable federal and state labor standards. Owners are aware of Sections 33423 — 334Z6 of the California Health and Safety Code and Sections 1770 — 1780 of the California Labor Code and are aware of the requirements of California Labor Code Sections 1720 et. seq. and 1770 et seq. as well as California Code of Regulations, Title 8, §16000 et. seq. ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. In light of the fact that the Site is being purchased by Owners for its fair market value without public subsidy, it is the belief and understanding of the CDC and Owners that the Improvements do not involve a "public work" or "maintenance" project, as defined by the Prevailing Wage Laws. Notwithstanding the foregoing. in the event a determination should ever be made that the Improvements do involve a "public work" or "maintenance project" Owners agree to fully comply with such Prevailing Wage Laws. Owners shall defend; indemnify and hold the CDC, its elected officials, officers, employees and agents free and harmless from any and all claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws in connection with the Improvements. If the CDC or any of the indemnified parties are Attachment No. 8-4 017.233970 13 10366 named as a party in any dispute described in this Section, Owners agree that the CDC and the other indemnified parties may appoint their own independent counsel who are reasonably acceptable to Owners, and Owners agree to pay all reasonable attorneys' fees and defense costs of the CDC and the other indemnified parties, in addition to all other damages, fines, penalties and losses incurred by the CDC and the other indemnified parties as a result of the action. H. Lien and Encumbrance for Taxes and Assessments. At all times from the recording of this Agreement until July 18, 2040, the Owners shall pay prior to delinquency all ad valorem real estate taxes and assessments on the Site, subject to the Owners' right to contest in good faith any such taxes. The Owners understand, acknowledge and agree that during all such times the CDC shall be permitted to receive Tax Increment Revenue. In the event that all or any portion of the Site should become Trust Land, STDC and Tribe agree that they shall continue to pay to the CDC and City (as applicable) the same amount of Tax Increment Revenue, TOT and Business Taxes as the CDC and City would have received had the Site or portion thereof not become Trust Land. The obligation set forth in the preceding sentence shall be a lien and encumbrance upon the Site running with the land. I. Tribal Covenants. Prior to July 18, 2040, and notwithstanding paragraph II and Recital E above, the Tribe covenants and agrees not to take any actions in connection with having title to all or any portion of the Site taken into trust as Trust Land unless and until these is first a vote at a regularly scheduled municipal election of the general electorate of the City approving such action. This covenant shall expire on July 18, 2040. Tribe represents that it has no present intent to have all or any portion of the Site taken into Trust as Trust Land. Tribe covenants and agrees that should Tribe ever seek to have all or any portion of the Site taken into Trust as Trust Land, Tribe shall follow the then current administrative procedures of' the U.S. Department of the Interior and Tribe agrees not to seek (and hereby waives any right to seek) Trust Land status for all or any portion of the Site through legislative action, including, but not limited to, utilization of a rider attached to a pending bill of feZeral legislation. 1.2 The benefits and burdens of this Agreement are expressly intended by the parties hereto to "run with the land" and shall be a burden upon the Site binding upon the successors, heirs and/or assigns of the Owners of the Site for the express benefit of the CDC and CDC Land and City and the successors, heirs and/or assigns of the CDC and City. Without limiting the generality of foregoing, the parties intend this Agreement to comply with all relevant provisions of California law regarding liens and encumbrances and covenants that run with the land, including, but not limited to, California Civil Code §1468. The CDC is deemed the beneficiary of the terms and provisions of this Agreement and of the covenants running with the land, for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Agreement and the covenants running with the land have been provided, without regard to whether the CDC has been, remains or is an owner of any land or interest therein in the Site or in the Redevelopment Project. If the (.'.DC ceases to exist for any reason, then the City shall become the sole beneficiary of this Agreement. ARTICLE 2. LIMITED WAIVER OF SOVEREIGN IMMUNITY/ CHOICE OF LAW/CHOICE OF VENUE Attachment No. 8-5 017.233970.13 10367 2.1 STDC and the Tribe hereby expressly make a limited waiver of their sovereign immunity by consenting to the exercise of personal jurisdiction over them by the courts of the State of California, and by appropriate United States District Courts, including the District Court for the District in which the City is located, with respect to any suit that may arise out of this Agreement. 2.2 STDC agrees that this limited waiver of sovereign immunity allows levy and execution of any judgment against STDC (including without limitation awards of damages and injunctions) against any asset of STDC, including without limitation money, interests in land and any other property' and rights. in like manner as the court with subject matter jurisdiction over the case or proceeding may levy and execute against any other entity or corporation. The Tribe agrees that this limited waiver of sovereign immunity allows an appropriate court of the State of California, or federal bistrict Court, to enter and enforce an injunction against the Tribe in the case it attempts to have all or any portion of the Site taken into trust for the benefit of the Tribe as Trust Land in contravention of its covenants in this Agreement. 2.3 STDC and the Tribe hereby waive any right either might have, under law of the Tribe or the Kumeyaay Nation now or hereafter in effect, to invoke the jurisdiction of any Tribal or Nation's court with respect to any matter or suit that may arise out of this Agreement. 2.4. STDC and the Tribe agree that this limited waiver of their sovereign immunity shall survive and continue notwithstanding any request the Trihe may make to the United States to take title to all or any portion of the Site in trust, and notwithstanding the acceptance of title in trust by the United States to all or any portion of the Site. STDC and the Tribe agree this limited waiver of their sovereign immunity shall survive and continue notwithstanding the termination of this Agreement, for purposes of seeking redress for any breaches of this Agreement which may occur prior to the termination of this Agreement. ARTICLE 3. MISCELLANEOUS 3.1 •Each Exhibit attached to and referred to in this Agreement is hereby incorporated by reference as though set forth in full where referred to herein. The Recitals are incorporated herein by reference as matters of contract and not mere recital. All capitalized terms not defined differently herein shall have the same meaning as set forth in the DDA. The terms and provisions of the i)DA are incorporated herein by reference. In the event of an conflict or inconsistency between the terms and provisions of the DDA and this Agreement, the provisions of this Agreement shall control. 3.2 This Agreement may he signed in counterparts, each of which shall be deemed an original and all of which when taken together shall constitute one (1) instrument. 3.3 Each Party executing this Agreement represents and warrants to each other Party that it has full legal right, power and authority to execute and perform its obligations under this Agreement and that any all authorizations and approvals, if any, necessary in connection with this Agreement have been received. The persons executing this Agreement on behalf of each Party represent that they have full power and authority to do so. Attachment No. 8-6 017 733970.13 • 10368 3.4 The failure to enforce any particular provision of this Agreement on any particular occasion should not be deemed to be a waiver by any Party of any of its rights hereunder, and shall not be deemed to be a waiver of subsequent or continuing breaches of that provision, unless such waiver is expressed in a writing signed by the Party to be bound. 3.5 If any arbitration or other legal action is instituted by any Party in connection with this Agreement. the Party(ies) prevailing in such action (including any appeals) shall he entitled to recover from the other Party(ies) all of its/their costs and expenses, including, but not limited to, reasonable attomey's fees and costs as may he fixed by the arbitrator(s) or court therein. 3.6 This Agreement shall be governed by the laws of the State of California. 3.7 Each Party hereto agrees to execute such additional documents and take such additional actions as may be reasonably requested by any other Party hereto in order to carry out the purpose and intent of this Agreement. In particular, in the event the Tribe elects to seek Trust Land status for all or any portion of the Site in the future, Sll)C and Tribe agree to take all actions necessary or appropriate with the U.S. Department of the interior and/or Bureau of Indian Affairs in order to insure that the provisions of this Agreement shall continue to run with the land after all of any portion of the Site become Trust Land. 3.8 The term of this Agreement shall commence upon the recording of this Agreement and shall terminate upon the earlier of the Termination Date or the recordation of a written instrument executed by both the CDC and City agreeing to the earlier termination of this Agreement. 3.9 No modification, waiver, amendment discharge or change of this Agreement shall be valid or enforceable unless the same is in writing and signed by the Party against which the enforcement of such modification, waiver, amendment, discharge or change is sought. 3.10 Invalidation of any of the provisions contained in this Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions hereof or the application thereof to any other person and the same shall remain in full force and effect. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement to be effective as of the date first written above. State at Caktolnta, Coot), d .. 11' 'I Subsenbed and %won to (ot Aimed) before me on tits t g day et {J tJ ° i . by VI ' c.K 1,47.A. 2 a. pelscn.d'y knt.w.t to uM, in to used to the on Its ds, ,a ,.d '.t.0 buy ev-tome to be the pOtfor(t) xc� �`¢unza, 'hainnan CD(': COMMUNITY DEVELOPMENT COMMISSION OF THE OF THE CI%Y OF NATIONAL CITY, a public bocjy corpcstrt d politic ATTEST: 017.233970.13 ism LaErmo ,4�?': Cr1taNAtnt 't' IOMRSUC•Wf9IMA = 4 r/ Cosa E *It 2001 - Attachment No. 8-7 10369 ALL PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA } COUNTY OF Sat l "D:tk` {j } On U.,t larp}- before me, £\CrLa L < 12-4/,rTytA.- , a Notary Public, personally appeared 1Skc1lK,_ personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) isle subscribed to the within instrument and acknowledged to me that he/' /tfigy executed the same in his/Fter/fhair authorized capacity(tes.), an that by his/ terlthejr signature($ on the instrument the person(S), or the entity upon behalf of which the person( .acted, executed the instrument. WITNESS my hand and official seal. Signature EPA LWHIM GemMOM OTMY PISIIC.CMFLitlu My Coals*, kit Meek' ATTENTION NOTARY: Although the information requested below is OPTIONAL, it could prevent fraudulent attachment of this certificate to another document. THIS CEItTIFICATE MUST BE ATTACHED TO Title of Document rype THE DOCUMENT DESCRIBED AT RIGHT. Number of Pages Date of Document Signers) Other than Named Above OVED r S TO FORM: )C"u 103?0 DEVELOPER: MARINA GATEWAY DEVELOPMENT COMPANY, LLC, a California limited liability company By: MRW11 V roup 1r , 'e ada corporation, Man. _� , g y � r By: Its: By: SYCUAN TRIBAL DEVELOPMENT CORPORATION, a Tribally chartered corporation. Member STDC: By: Its: SYCUAN TRIBAL DEVELOPMENT CORPORATION, a Tribally chartered corporation By: Its: TRIBE: SYCUAN BAND OF THE KUMEYAAY NATION By: Attachment No. 8-8 KITES! : CDC Secretary APPROVED AS TO FORM: CDC Counsel 10371 DEVELOPER: MARINA GATEWAY DEVELOPMENT COMPANY, LLC, a California limited liability company By: MRW Group, Inc., Nevada corporation, Managing Member By: Its: By: SYCUAN TRIBAL DEVELOPMENT CORPORATION, a Tribally chartered corporation, Member STDC: SYCUAN TRIBAL DEVELOPMENT CORPORATION, a Tribally chartered corporation By: Its: e#744 elry Mf TRIBE: SYCIJAN BAND OF T ' 1 / YAAY NATION By: Attachment No. 8-8 DHNiEL . 77Q/64-G CyAre✓,,,, ✓ 10372 ACKNOWLEDGMENT State of California County of 5'.-� ,%.2 c�v , / On cox Zoo -1 before me, 4,444- / //44 e a•ek.o 5 a "re 'bury g. , (here inserl name and title of the offider) personally appeared Atr ,4e— I,• 1i-)9 QpL personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose names) 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. WITNESS my hand and official seal. Signature dffiadiaa7edh OFFI�CIAL�SCAL `'``' HARRY AVGERENOS NOTARY PUBLIC-CALIFORNIA COMM. NO. 1681254 SAN DIEGO COUNTY n : + • MY COMM. EXP. AUG. 12, 2010 (Seal) 10373 State of California County of,,t On Ora • ZSi Z00.7 personally appeared ACKNOWLEDGMENT before me, /4 yr i/ A ice YeuoSef014.8. -/ f uszt(Isere inert nametitle of the officer) `DA- ; ) /" dpi- personally known to me (or pfoved 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. WITNESS my hand and official seal. Signature OFFICIAL SEAL HARRY AVGERENOS NOTARY PUBLIC-CALIFORNIA COMM. NO. 1681254 SAN DIEGO COUNTY MY COMM. EXP. AUG. 12, 20100 (Seal) 10374 EXHIBIT A LEGAL DESCRIPTION OF SITE Exhibit A • EXHIBIT "A" 10375 (Exterior Boundary of Proposed Parcels 1-5) All those portions of Blocks 232, 281 and 282 of National City according to Map thereof No. 348 filed October 2, 1882, and those portions of Tract "A" and "B" of Chamber of Commerce Industrial Lands No. 1 according to Map thereof No. 1731. filed June 9, 1922, said Maps being recorded in the Office of the County Recorder of San Diego County, together with those portions of 25U' Street and Cleveland Street (formally 8tt' Avenue), as closed by Resolution No. 12268 recorded February 28, 1977, together with those portions of 26th Street and Cleveland Street (formally 8°' Avenue), together with the alley of said Block 282 closed by Resolution No. 1064 on July 20, 1926, all in the City of National City, County of San Diego, State of California, more particularly described as follows: Beginning at the intersection of the centerline of said 26t'' Street (closed to public use) with the Southerly prolongation of the Westerly line of said Block 282; thence along the Westerly line of said Block 282 and its prolongation North 17°45'41" West 330.18 feet to a point on the centerline of said 25th Street (closed to public use); thence parallel with the Northerly line of said Block 282 North 72°16'01" East 25.54 feet; thence leaving said parallel line North 17°43'59" West 40.00 feet to a point on the Southerly line of said Block 281 said point being the beginning of a non -tangent 449.73 foot radius curve concave Southeasterly to which a radial line bears North 82°38'59" West said point also being on a line 12.00 feet Southeasterly of and parallel with the centerline of the main track of the Coronado Branch of the San Diego and Arizona Eastern Railway Company; thence along said parallel line Northeasterly along the arc of said curve through a central angle of 20°31'20" a distance of 161.08 feet; thence continuing along said parallel line North 27°52'21" East 70.19 feet to the beginning of a tangent 473.73 foot radius curve concave Northwesterly; thence continuing along said parallel line Northeasterly along the arc of said curve through a central angle of 06°44'05" a distance of 55.68 feet; thence leaving said parallel line North 72°16'O1" East 50.71 feet; thence South 35°14'08" East 11.53 feet; thence North 72°16'O1" East 77.89 feet to the beginning of a tangent 300.00 foot radius curve concave Southeasterly; thence Northeasterly along the arc of said curve through a central angle of 16°40'49" a distance of 87.34 feet; thence North 88"56`50" East 107.15 feet to a point on the Easterly line of the land described in the Directors Deed to C & M Meat Packing Corporation, a California Corporation, recorded February 28, 1968 as file/page No. 34172 of Official Records; thence along said Easterly line South 79°42'O1" East 69.79 feet; thence continuing along said Easterly line South 31'312'43" East 268.55 feet; thence continuing along said Easterly line South 30°11'09" West 66.08 feet; thence continuing along said Easterly line South 27°11'04" East 34.37 feet to a point on the Southerly line of said Tract "A"; thence along said Southerly lime South 72°18'29" West 307.22 to a point on the centerline of said Cleveland Street (closed to public use); thence along said centerline of Cleveland Street (closed to public use) South 17°43'17" East 164.90 feet to the centerline of said 26:h Street; thence along said centerline South 72°16'10" West 300.00 feet to the Point of Beginning.