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Home My WebLink AboutSANTA ANA TRANSIT VILLAGE - 2005 N-2005-077 0: pw~ C:-'L.,e.v.t:lw"~ RECORDING REQUESTED BY: COpy . WHEN RECORDED RETURN TO: PALMIERI, TYLER, WIENER, WILHELM & WALDRON LLP (RAC) 2603 Main Street East Tower - Suite 1300 Irvine, CA 92614 The undersigned parties declare: Documentary Transfer Tax $ 0 [Consideration less than $100.00] MAINTENANCE AGREEMENT FOR SANTIAGO STREET LOFTS PUBLIC RIGHT.OF.WAY THIS MAINTENANCE AGREEMENT FOR SANTIAGO STREET LOFTS PUBLIC RIGHT-OF-WAY ("Agreement") is made and entered into as of the day of. , 2005, by and between SANTA ANA TRANSIT VILLAGE, LLC, a California limited liability company ("SATV"), and CITY OF SANTA ANA, a municipal corporation (the "City"). SATV and the City may collectively be referred to herein as the "Party" or the "Parties". R E C I TAL S: A. SA TV is the owner of certain real property located in the City of Santa Ana, County of Orange, State of California, more particularly described on Exhibit "A" attached hereto and incorporated herein by reference (the "SATV Property"). SATV has or intends to construct residential dwelling units on the SA TV Property and to convey each to members of the public. For purposes hereof, SATV Property shall mean and refer to the real property described in Exhibit "A" and the Annexed Properties, as defined below and described in Exhibit "A-1". B. SATV intends to annex to SATV Property certain additional parcels located in the City of Santa Ana, more particularly described on Exhibit "A-1" attached hereto and incorporated herein by this reference (individually an "Annexed Property" and collectively the "Annexed Properties"). From and after the Date of Annexation, each Annexed Property will automatically become subject to all of the terms, provisions and conditions of this Declaration as if the Annexed Property were part of the SATV Property. For purposes hereof, the term "Date of Annexation" means the earlier of the date (i) SATV acquires title to such Annexed Property; (ii) the Annexed Property is annexed to the SATV Property; or (iii) the Annexed Property is made subject to the Declaration, as defined below, or (iv) the F:\REAL\622\16369101\Grant Esmt & Main - City rll6.doc 5/2612005 , . Association has been invested with the power and duty to manage and operate a residential community on the Annexed Property. C. The SA TV Property shall be governed by that certain Declaration of Covenants, Conditions, Restrictions and Reservation of Easements for Santiago Street Lofts, to be recorded in the Official Records of Orange County, as may be further supplemented or amended (collectively the "Declaration"). The Declaration shall establish upon the SATV Property a condominium community as defined in California Code Section 1351, and shall invest the Santiago Street Lofts Maintenance Corporation, a California nonprofit mutual benefit corporation (the "Association") with the power and duty to manage and operate a residential community on the SATV Property. D. City and SATV wish to provide maintenance obligations and to establish certain rights incidental to the public right-of-way ("ROW") within a portion of SATV Property as shown on Exhibit "B", attached hereto and incorporated herein. NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: 1. Maintenance Obliqations of ROW. (a) Association Maintenance Area. SATV shall have the affirmative obligation at all times to cause that portion of the ROW, as shown on Exhibit "B" ("Association Maintenance Areas ") and those improvements set forth below ("Association Maintained Improvements") to be maintained in a safe condition according to reasonable street and public right-of-way maintenance standards as set forth by the City. The costs of such maintenance shall be exclusively borne by SATV. Such Association Maintained Improvements shall include, but are not limited to the following: (b) Keeping the Association Maintenance Area free from debris and obstructions; (c) Repairing damage to the Association Maintenance Area due to the elements and ordinary wear; (d) Replacing as needed the enhanced paving and decorative surfaces within the Association Maintenance Area in accordance with the Declaration. (e) Maintain all frontage trees, tree grates and associated irrigation systems along the ROW. (f) Maintaining the concrete benches (other than those maintained by the Orange Country Transportation Agency), concrete landings and other structural elements within the ROW that extend out from the Condominium Buildings located on the SATV Property. 2. Citv ResDonsibilitv. Graffiti removal and weed abatement within the ROW shail be the responsibility of the City and the cost of such maintenance shall be borne by the City. The City shall be responsible for the maintenance of all street lights located in the ROW. F:\REAl\622\16369101\Grant Esmt & Main - City rvB.doc 5126/2005 3. Termination of Association Maintenance Oblioation. SATV shall have the ongoing maintenance obligation of the Association Maintenance Areas and the Association Maintained Improvements therein, until such time as the City, at its sole and absolute discretion, elects to maintain such area at which time the ROW shall no longer constitute a part of the Association Maintenance Area, as defined by the Declaration. In such event, the City shall provide a notice of termination of the Association Maintenance Areas and the Association Maintained Improvements in writing to SATV. 4. Use of ROW. The Parties agree that neither they nor any successor may erect any structure or conduct any activity or otherwise cause or permit any activity or situation to exist that will unreasonably inhibit or impair the use of the ROW created in this Agreement. The ROW shall be accessible by the general public. 5. Rioht of Citv to Remedv Failure of Maintenance Obiioation. If SATV fails to comply with the provisions of this Agreement, including any failure to maintain the Association Maintenance Areas and/or the Association Maintained Improvements, as set forth above, then the City may deliver written notice to SATV identifying the specific defects regarding the maintenance of the Association Maintenance Areas or Association Maintained Improvements. SA TV shall have fifteen (15) days to correct the City's concerns. Notice provided by the City shall specify the date SATV must remedy the City's concerns in order to avoid action by the City. If the City determines a hazardous situation exists which must be remedied immediately ("emergency situation"), then the City will provide written notice to SATV specifying the emergency situation must be remedied within twenty-four (24) hours. If after notice from the City, SATV fails to correct the specific defects identified in the City's notice within the specified time period, the City shall have the right to remedy the defects. SATV hereby grants the City, or its assignees the right of access, ingress and egress upon and across the Association Maintenance Area as may be necessary to complete such work. The City may retain, at its election its own contractors, or the Association's contractors, or other third party maintenance company to complete the work. Any costs incurred by the City for maintenance of the Association Maintenance Area or the Association Maintained Improvements shall be soiely borne by the Association. The City shall provide an invoice for the maintenance cost incurred by the City to SATV. SATV shall remit payment to the City within thirty (30) days from receipt of the invoice. The Parties agree that any maintenance undertaken by the City under this section shall not terminate the maintenance obligation of SATV. 6. Indemnification. SATV hereby covenants and agrees to indemnify, defend, and hold City, its officers, agents, and employees harmless from and against any and all claims, damages (including damage to property and injury to persons), demands, losses, obligations, judgments, liabilities, costs and expenses (including, without limitation, attorneys' and other fees) arising from or in any way connected with or related to any of the following: (i) any lawsuit, arbitration, administrative proceeding or other legal action concerning the operation, maintenance or construction of the Association Maintenance Area and the Association Maintained Improvements by SATV and/or its agents and, (ii) any breach by SATV or the Association of any of its obligations under this Agreement. 7. Assionment. SATV shall have the right, upon written notification to the City, to assign ail of its rights and obligations set forth in this Agreement to the Association. F:\REAL\622\16369101\Grant Esmt & Main. City rvB.doc 5/2612005 , SATV hereby covenants and warrants for itself and its successors and assigns, that, except as otherwise provided for herein, conveyance of any interest in the SATV Property to the Association shall constitute an assumption by any successors, assigns or transferees of SATV, of the obligations under this Agreement. Upon recording the Declaration for SATV Property, the Association shall have all rights and obligations of SA TV set forth in this Agreement, and SATV shall thereafter have no further rights, liabilities or obligations under the Agreement and shall be released from all such liability hereunder. 8. Successors and Assions. This Agreement shall run with the land and shall be binding upon and shall inure to the benefit of the heirs, executors, administrators, successors and assigns of SATV and the City. The covenants, conditions and restrictions set forth in this Agreement shall constitute equitable servitudes which shall run with the land. 9. Affected and Benefited Land. The land ("Affected Land") affected by the covenants contained in this Agreement is the SATV Property and the ROW. The land ("Benefited Land") benefited by the covenants contained in this Agreement is the SATV Property and the ROW. 10. Notices. Unless otherwise provided in this Agreement, all notices, demands, or other communications given pursuant to the terms of this Agreement shall be in writing and shall be deemed to have been given upon personal delivery or as of the second business day after mailing in the United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows or to such other address or to such other erson as either art ma desi nate: If to SATV: If to Association: Santa Ana Transit Village LLC, 25 Enterprise, Suite 250 Aliso Viejo, CA 92656 Attention: Trudie Wilson Keystone Pacific Property Management 16845 Von Karmon, Suite 200 Irvine, CA 92606 Attention: Santiago Street Lofts Maintenance Cor oration If to City: City of Santa Ana Planning Division- Planning Manager Public Works - City Engineer 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 11. Lender Protection. Nothing in this Agreement shall be construed as giving any party priority over the rights of beneficiaries of first deeds of trust encumbering any portion of the SA TV Property. No breach of this Agreement shall invalidate the lien of any first deed of trust encumbering the SATV Property. F:\REAL\622\16369101\Grant Esmt & Main. City rv6.doc 512612005 ,,<J I' .' \' 12. Headinos. The titles or headings of the sections of this Agreement are not a part of the Agreement and shall have no effect upon the construction of or interpretation of this Agreement. 13. Execution in Counterpart. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as set forth below. Dated: ~ ~l 'ltJoC; SANTA ANA TRANSIT VILLAGE, LLC, a California limited liabiiity company By: GREYSTONE HOMES, INC., a Delaware corporation, Its M~' g Member ~ By: Name: J)O\)g u )clC~ v..lo..vd Its: D;" \ 'n \0" P-rfn\rler1-(:- "SATV" CITY OF SANTA ANA, a municipal corporation . . CITYOFSANTA~ ~/-- ~ DAVID N. REAM City Manager ATTEST: PATRICIA E. HEALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney ;( By: Kyl~e AsSis .. . F:\REAl\622\16369101\Grant Esmt & Main. City rv6.doc 5126/2005 , RECOMMENDED FOR APPROVAL: Step en G. Hardin Deputy City Manager for Development Services F:\REAL\622\16369101\Grant Esmt & Main - City rv6.doc 512612005 "CITY" . STATE OF CALIFORNIA ) ) ss: ) COUNTY OF On , 2005, before me, , name, title of officer. e.g., "JANE DOE, NOTARY PUBLIC" personally appeared name(s) of signer(s) [] personally known to me OR [] proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by hislher/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 STATE OF CALIFORNIA COUNTY OF ) ) ss: ) On , 2005, before me, name, title of officer - e.g., "JANE DOE, NOTARY PUBLIC" personally appeared name(s) of signer(s) [] personally known to me OR [] proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowiedged 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 F:\REAl\622\16369101\Grant Esmt & Main. City rv6.doc 512612005 , EXHIBIT "A" SATV PROPERTY That certain real property located in the City of Santa Ana, County of Orange, State of California, described as follows: Parcel 1. Lot 1 of Tract No. 16753, as shown on the map recorded in Book _, Pages _ and _ of Miscellaneous Maps, Records of Orange County, California. F:\REAL\622\16369101\Grant Esmt & Main - City rv6.doc 512612005 EXHIBIT "A-1" ANNEXED PROPERTIES PARCEL 1. TENTATIVE TRACT NO. 16754, BEING A SUBDIVISION OF: BLOCK 57 OF THE TOWN OF SANTA ANA EAST, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP THEREOF RECORDED IN BOOK 10 PAGES 43 AND 44 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY AND PARCEL 4 OF PARCEL MAP NO. 99- 110 AS SHOWN ON THE MAP FILED IN BOOK 318 PAGES 14 THROUGH 19 INCLUSIVE OF PARCEL MAPS, RECORDS OF ORANGE COUNTY. EXCEPTING THEREFROM, ALL MINERAL AND MINERAL RIGHTS OF EVERY KIND AND CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED, INCLUDING, BUT NOT LIMITED TO THE GENERALITY OF THE FOREGOING, OIL AND GAS RIGHTS THERETO, TOGETHER WITH THE SOLE, EXCLUSIVE AND PERPETUAL RIGHT TO EXPLORE FOR, REMOVE AND DISPOSE OF SAID MINERALS BY ANY MEANS OR METHODS SUITABLE, BUT WITHOUT ENTERING UPON OR USING THE SURFACE OF SAID PROPERTY, AND IN SUCH MANNER AS NOT TO DAMAGE THE SURFACE OF SAID LANDS OR TO INTERFERE WITH THE USE THEREOF BY ANY OWNER THEREOF, AS RESERVED BY UNION PACIFIC RAILROAD COMPANY, A DELAWARE CORPORATION, BY DEED RECORDED DECEMBER 30, 1999, AS INSTRUMENT NO. 1990882115, OFFICIAL RECORDS. PARCEL 2. TENTATIVE TRACT NO. 16558, BEING A SUBDIVISION OF: THAT CERTAIN REAL PROPERTY SITUATED IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE SOUTHWESTERLY LINE OF LAND OF SOUTHERN PACIFIC TRANSPORTATION COMPANY, WITH THE CENTER LINE OF CIVIC CENTER DRIVE EAST, 80 FEET WIDE: THENCE NORTHEASTERLY ALONG SAID CENTER LINE, 122 FEET TO A POINT IN A LINE PARALLEL WITH AND DISTANCE 28.00 FEET SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF SAID COMPANY'S MAIN TRACK (SANTA ANA BRANCH); THENCE SOUTHEASTERLY ALONG SAID PARALLEL LINE, 480 FEET TO A POINT IN THE CENTER LINE OF SANTA ANA BOULEVARD, 80 FEET WIDE; THENCE SOUTHWESTERLY ALONG SAID CENTER LINE 122 FEET TO A POINT IN SAID SOUTHWESTERLY LINE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE AND ALSO THE NORTHEASTERLY LINE OF POINSETTIA STREET, 60 FEET WIDE, 480 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT PORTION THEREOF LYING BELOW A DEPTH OF 500 FEET WITHOUT THE RIGHT OF SURFACE ENTRY, AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY IN THE DEED RECORDED JUNE 28, 1985, AS INSTRUMENT NO. 85-239883, OFFICIAL RECORDS. F:\REAL\622\16369101\Grant Esmt & Main. City rv6.doc 512612005 . EXHIBIT "B" DEPICTION OF ROW SHeET 1 or J SHeETS EXHBIT '8' SANTIAGO STREET LOFTS ASSOCIATION MAINTENANCE ARtAS SANTIAGO STRru TRtr WnL (lYP.) TRtr weLL (TrP.) ~ ~ ':'i iil ~ ~ ~ ~". POINSETTIA STRfU JEBJ!l' ~ INOICATfS HOA MAINTfNANe, AREAS [J INOICATfS TRff WilL MAINTAlNfO BY HOA 51876\ fXHIB/TS\Exh80 I-HOA.dwg ~-28-05 F:\REAL\622\16369101\Grant Esmt & Main. 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