HomeMy WebLinkAboutKUDA, LAWRENCE M., TRUSTEE OF THE KUDA FAMILY SURVIVING GRANTORS TRUST, AND BRUCE METAL AND SALVAGE, INC. Docusign Envelope ID:9CBEDCE3-696B-4C55-9FC6-3A8DE9663BF9 A-2025-052
INSURMCE NOT REQUIRED
W OR6 NIAY PROCEED
CITY CIAP 12025
DATE: SETTLEMENT AGREEMENT and MUTUAL RELEASE
M L, City of Santa Ana and Lawrence M. Kuda, Jr. as Trustee of the Kuda Family
001�c�l V1r�'h00,
p�+(I A.w A) Surviving Grantors Trust, and Bruce Metal and Salvage Inc.
1. Introduction
This Settlement Agreement and Mutual Release ("Agreement") is made
and entered into on April 1, 2025 by and among Lawrence M. Kuda, Jr. as
Trustee of the Kuda Family Surviving Grantors Trust ("Kuda"), and Bruce
Metal and Salvage, Inc. ("Bruce Metal" collectively with Kuda, the "Bruce
Metal Parties") on the one hand, and the City of Santa Ana (the "City" or
"Santa Ana") on the other hand.
2. Definitions
2.1 "Action"
"Action" shall mean the state court action initiated by the Notice of
Appeal and Verified Petition for Writ of Mandate and Complaint for
Declaratory Relief, Injunctive Relief, and Taking of Property Without Just
Compensation filed in the Orange County Superior Court captioned Lawrence
M. Kuda, Jr. et al. v. City of Santa Ana. (OCSC No. 30-2024-01414415-CU-
WM-CJC) ("Petition and Complaint").
2.2 "Agreement"
"Agreement" shall mean this Settlement Agreement.
2.3 "Amortization Period"
"Amortization Period" shall mean 36-months from the Effective Date of
this Agreement or March 31, 2028, whichever occurs first.
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2.4 "Claims"
"Claim" or "Claims" shall mean any past or present, fixed or contingent,
mature or immature, liquidated or unliquidated, claims, cross-claims,
liabilities, rights, demands, notices, inquiries, damages, requests, suits,
lawsuits, costs, costs of suit, attorneys' fees, experts' fees, administrative
proceedings, causes of action, orders, of any nature, character, type or
description, whenever and however occurring, whether at law or equity,
directly related to the Action.
2.5 "CUPs"
"CUPS" shall mean the conditional use permits associated with the
Property as defined in Section 2.9 below. These permits are CUP 7I-22, CUP
72-20, CUP 74-6.
2.6 "Effective Date"
"Effective Date" of this Agreement shall mean the date of the last
signature necessary to execute this Agreement.
2.7 "Notice and Order"
"Notice and Order" shall mean the "Notice and Order to Repair and
Abate Public Nuisance" the City issued to Bruce Metal on February 27, 2024.
2.8 "Party" or "Parties"
"Party" or "Parties" shall mean the City of Santa Ana, Lawrence M.
Kuda, Jr., as Trustee of the Kuda Family Surviving Grantors Trust, and
Bruce Metal and Salvage, Inc.
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2.9 "Property"
"Property" shall mean 910 - 920 East 6th Street in the City of Santa
Ana incorporating Assessor Parcel Numbers 398-341-02, 398-341-08, 398-
341-09, and 398-341-10.
3. Recitals
3.1 Bruce Metal is a California Corporation in good standing
established on January 28, 1974. One-hundred percent of the stock of Bruce
Metal is owned by Kuda as Trustee of the Kuda Family Surviving Grantors
Trust. Bruce Metal is currently operating as a business that recycles brass,
copper, aluminum, insulated copper wire, electric motors, CRV aluminum
cans, and CRV glass bottles. Bruce Metal does not perform automobile
wrecking and salvage at the Property. Bruce Metal holds a Certified
Recycling Center permit from CalRecycle to conduct this type of business and
has a business license from the City of Santa Ana.
3.2 Bruce Metal applied for a CUP (71-22) from Santa Ana in 1971
for a proposed use as an automobile salvage and wrecking yard. CUP 71-22
was abandoned. The following year, Bruce Metal applied for a CUP (72-20)
"[t]o allow any auto wrecking yard, to include sale of auto parts and usable
metals." The City approved CUP 72-20 in February 1973.
3.3 Bruce Metal applied for a CUP (74-6) to allow for paper recycling
at the existing property in the M2 zone. The City approved the CUP 74-6 in
September 1974.
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3.4 Bruce Metal contends that it has lawfully conducted recycling
activities at the Property from at least 1974 to present.
3.5 Bruce Metal was located in a part of Santa Ana designated as an
M2 ("Heavy Industrial") zone until 2010 when the City adopted the Transit
Zoning Code ("TZC"), subzone Urban Center, and the Industrial Overlay Zone
which permitted industrial uses under the current provisions of the Santa
Ana Municipal Code for the M2 district. The TZC is intended to be a
pedestrian-friendly, mixed-use residential and commercial community.
3.6 In 2022, Santa Ana updated its General Plan consistent with the
requirements of SB 1000 and California state law to address long-standing
environmental justice issues and economic disparities that exist in Santa
Ana, including the Lacy neighborhood where Bruce Metal is located. In 2022,
Santa Ana also updated its General Plan Housing Element for the 6th Cycle
planning period (2021-2029).
3.7 Santa Ana Code Enforcement conducted an inspection of Bruce
Metal on February 15, 2024 and determined the Property constituted a public
nuisance. On February 27, 2024, the City issued a Notice and Order to Bruce
Metal. Bruce Metal appealed the Notice and Order.
3.8 Santa Ana is currently preparing the Specific Development No.
84 (SD-84) TZC amendment to rezone the SD-84 zoning district to remove
the Industrial Overlay Zone in certain areas, including the Property.
3.9 Santa Ana adopted Urgency Ordinance NS-3063 on April 16,
2024 imposing a temporary moratorium on issuing building permits for
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certain industrial uses located in the TZC pending adoption of the SD-84 TZC
amendment. Santa Ana adopted moratorium Ordinance NS-3064 on May 21,
2024.
3.10 Santa Ana conducted an administrative hearing on Bruce Metal's
appeal on June 18, 2024 with a third-party hearing officer. The hearing
officer issued a ruling upholding the Notice and Order on July 1, 2024.
3.11 Bruce Metal filed the Action in the Orange County Superior
Court on July 19, 2024. Among the allegations in the Petition and Complaint,
Bruce Metal contends it has a vested legal right to continue its recycling
business as it has since 1974, and its recycling business is a legal non-
conforming use. Santa Ana disagrees, and claims Bruce Metal has no vested
right to conduct the recycling business as it currently exists, and that the
business was never a legal non-conforming use.
3.12 The Parties participated in a mediation with (ret.) Judge Mary
Strobel on February 5, 2025. At that mediation the parties agreed to settle
the Action on the terms set forth, below.
3.13 These Recitals are essential, integral, and material terms of this
Agreement, and this Agreement shall be construed with respect thereto.
NOW, THEREFORE, to settle and avoid the risks and costs of
litigation, in consideration of the mutual covenants, promises, and
agreements in this Agreement and for other good and valuable consideration,
the receipt and adequacy of which is hereby acknowledged, the Parties agree
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to the following terms and conditions as a complete and final resolution of the
Action:
4. Settlement Terms
4.1 Bruce Metal Will Cease Operations
The Parties agree that Bruce Metal will cease all operations at the
Property within thirty-six (36) months from this Agreement's Effective Date
or March 31, 2028, whichever occurs first.
4.2 Bruce Metal Will "Freeze" Its Business as it Exists on February
5, 2025
Bruce Metal will be allowed to continue the current recycling use on-
site during its current hours for the duration of the Amortization Period.
Bruce Metal will not expand, alter, or change the nature of its business at the
Property during the Amortization Period. The Parties agree Santa Ana
maintains the right to enforce provisions of the Santa Municipal Code or
state law if Bruce Metal expands or alters its business operations from its
status on February 5, 2025 or if Santa Ana discovers there is an expansion,
addition, or new nuisance created by Bruce Metal's ongoing operations.
4.3 Bruce Metal CUPS Become Null and Void
Bruce Metal agrees all CUPS associated with the Property shall be null
and void and of no further effect upon expiration of the Amortization Period.
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4.4 Property Management Agreement
Bruce Metal agrees to record a Property Management Agreement
(Attachment 1 to this Agreement) within seven business days of the
Effective Date of this Agreement.
4.5 Regular Meetings During the Amortization Period
The Parties agree to in-person meetings at the Property on a regular
basis (not less than twice annually) to ensure compliance with the terms of
this Agreement.
4.6 No Public Disparagement
Bruce Metal agrees to make no public statements in opposition to
Santa Ana's current proposed ordinance amending SD-84.
4.7 Notice of Sale
Bruce Metal agrees to provide notice to Santa Ana within three (3)
business days of the opening of escrow for sale of the Property. The notice
shall be given in writing to the Executive Director, Planning and Building
Agency, through the City Clerk's office.
4.8 Bruce Metal Business License
Santa Ana will renew Bruce Metal's business license annually through the
Amortization Period.
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5. The Parties Agree to Dismissal of All Claims and Pending Actions
5.1 The Bruce Metal Parties will file a notice of dismissal of the
Action, with prejudice, within seven (7) business days of the Effective Date of
this Agreement.
5.2 Santa Ana will take no further enforcement action against Bruce
Metal concerning the alleged non-permitted use at the Property and building-
specific violations identified in the Notice and Order, including but not
limited to administrative citations and revocations proceedings involving the
current uses at the Property as they existed on February 5, 2025.
5.3 The Bruce Metal Parties agree to obtain permits for structures
"A" and "E" on the Property as identified in Attachment 1 to this
Agreement. A "permit" will include one of the following: (a) an "as-is" permit
for the existing structure, (b) a permit for a modified structure, or (c)
demolition of the structure. The temporary structures identified as "B", "C"
and "D" in Attachment 1 will not be altered or expanded and shall be
removed from the Property at the expiration of the Amortization Period.
5.3.1 The Bruce Metal Parties agree to submit plans to permit
the structures identified in Attachment 1 within 180-days of this
Agreement's Effective Date;
5.3.2 The Bruce Metal Parties agree to pull permits within 14
calendar days of plan check approval;
5.3.3 The Bruce Metal Parties will complete all work and
complete City inspections within 365 days of this Agreement's Effective Date;
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5.3.4 The Parties will work cooperatively and to make good faith
efforts to meet these deadlines;
5.3.5 The Parties agree any extensions of these deadlines must
be approved by the Executive Director of the Planning and Building Agency;
5.3.6 In the event a lawsuit is brought concerning or related to
the temporary structures identified in Attachment 1 as "B", "C", or "D", the
Bruce Metal Parties shall defend, indemnify, and hold the City, its officials,
officers, employees, agents, and those City agents serving as independent
contractors in the role of City officials free and harmless from and against
any and all claims (including, without limitation, claims for bodily injury,
death, or damage to or diminution of the value of property), causes of action,
suits, losses, judgments, costs, and expenses in any manner arising out of or
incident to the three temporary structures on the Property. The City and
Bruce Metal Parties agree to consult regarding the City's defense, but the
City retains the right to select counsel of its choice.
6. Release of Claims
6.1 Except for any claims relating to a breach of this Agreement or
any specific obligation of, or restriction imposed on the Parties by this
Agreement, in consideration of the foregoing, the Parties separately, and on
their own behalf, and on behalf of each of their respective officers, directors,
employees, predecessors, successors, assigns, representatives and attorneys,
do hereby fully and forever remise, release and discharge each and all of the
other parties to this Agreement, and each of their respective subsidiaries,
affiliates and/or parent corporations, companies and divisions, affiliates,
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partnerships, partners, successors, predecessors and assigns, and each of
their respective members, officers, directors, shareholders, partners,
employees, lenders, insurers, and attorneys, of and from any and all claims,
demands, agreements, contracts, covenants, actions, suits, causes of action,
obligations, controversies, debts, costs, expenses, accounts, damages,
judgments, lawsuits, and liabilities of whatever kind or nature, in law, equity
or otherwise, whether known or unknown, liquidated or unliquidated,
material or immaterial, occurring on or before the date of this Agreement
arising out of, and solely based upon events and claims alleged in the Action.
Nothing in the preceding sentence shall be construed as releasing any claim
by any of the Parties to enforce the terms of this Agreement.
6.2 The Parties stipulate and seek that the Orange County Superior
Court retain jurisdiction over the Parties to enforce this Agreement until
performance of the obligations under Section 4.1-4.8 has been completed. In
the event the Court will not retain jurisdiction for the entire Amortization
Period, the Parties stipulate to submit any disagreement or disputes arising
under this Agreement to mediation with (ret.) Judge Mary Strobel or other
mediator mutually agreed to between the Parties.
7. Provisions Regarding Releases
7.1 Complete Settlement
The Parties and each of them acknowledge and agree that this
Agreement and the releases herein shall constitute a binding, full, final and
complete settlement, resolution, and final disposition of any Claims that are
the subject matter of the releases herein. On the Effective Date, the Parties,
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and each of them, shall forever be enjoined from prosecuting or defending the
Action.
7.2 Releases Apply to Subsequently Discovered Facts
The Parties, and each of them, acknowledge that each or all of them
may hereafter discover facts different from, or in addition to, those that it or
they now believe to be true with respect to any and all of the matters released
herein. Nevertheless, each of the Parties agrees that the releases set forth
above shall be and remain effective in all respects, notwithstanding the
discovery of any such subsequently discovered different or additional facts.
7.3 Subject to the completion of the terms set forth in this
Agreement, and except as otherwise provided in this Agreement, it is the
intention of the Parties that the releases entered into as part of this
Agreement shall be effective as a bar to all claims, causes of action, actions,
damages, losses, demands, accounts, reckonings, rights, debts, liabilities,
obligations, and attorneys' fees, of every character and kind, known or
unknown, existing or contingent; and in furtherance of such intention, the
Parties expressly waive any and all rights conferred upon them by the
provisions of California Civil Code Section 1542, which reads as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
THAT THE CREDITOR OR RELEASING PARTY DOES NOT
KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT
THE TIME OF EXECUTING THE RELEASE AND THAT, IF
KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY
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AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
OR RELEASED PARTY.
7.4 The Parties hereby acknowledge that the foregoing waiver of the
provisions of Section 1542 of the California Civil Code was bargained for
separately.
7.5 Integrated Agreement
This Agreement constitutes the entire Agreement between the Parties
pertaining to the subject matter hereof; there are no warranties,
representations, or other agreements between the parties except as expressly
set forth herein. No supplementation, modification, waiver or termination of
the Agreement shall be binding unless executed in writing by the party to be
bound thereby.
7.6 Representations, Warranties, and Covenants of Bruce Metal
Bruce Metal represents, warrants, and covenants to the City that as of the
Effective Date, each of the following statements is accurate and complete:
7.6.1 Valid Existence; Good Standing. Bruce Metal is duly
organized, validly existing and in good standing under the laws of the State
of California.
7.6.2 Authority. Bruce Metal has all requisite power and
authority to execute and deliver this Agreement and to carry out and perform
all of its duties and obligations under this Agreement.
7.6.3 No Limitation on Ability to Perform. Neither Bruce Metal's
articles of incorporation, organization and/or bylaws, nor any other
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agreement, court decision, or law regarding Bruce Metal prohibits or
materially limits or otherwise affects the right or power of Bruce Metal to
enter into and perform all of the terms and covenants of this Agreement.
7.6.4 Valid Execution. The execution and delivery of this
Agreement by the Bruce Metal has been duly and validly
authorized by all necessary action on the part of Bruce Metal.
7.7 Waiver of Breach
No waiver of any of the provisions of this Agreement shall be deemed or
shall constitute a waiver of any of the other provisions hereof whether or not
similar, nor shall such waiver constitute a continuing waiver.
8. Additional Provisions Regarding This Agreement
8.1 Attorneys' Pees and Costs
Each Party hereto shall bear its own attorneys' fees and court costs
arising from the actions of its own counsel in connection with the Action, and
fees incurred in the negotiation, preparation, and execution of this
Agreement. In the event of future dispute over the terms of this Agreement,
the Parties agree to an even-split of costs in connection with the dispute's
resolution through mediation, and to each bear their own attorneys' fees and
costs associated therewith.
8.2 No Presumption Against Drafter
This Agreement has been negotiated at arm's length and between
persons sophisticated and knowledgeable in the matters dealt with in this
Agreement. In addition, experienced and knowledgeable legal counsel has
represented each Party. Accordingly, this Agreement shall be interpreted to
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accordingly expressly and specifically waive the right to benefit from the
application of the doctrine of contra proferentum in any subsequent dispute
concerning interpretation of the provisions of this Agreement.
8.7 Applicable Law
This Agreement shall be deemed to have been executed and delivered
within the State of California, and the rights and obligations of the Parties
hereunder shall be construed and enforced in accordance with, and governed
by, the substantive law of the State of California without regard to its choice-
of-law provisions.
8.8 Warranties Regarding Execution
Each of the signatories to this Agreement represents and warrants that
(i) each is fully authorized to enter into this Agreement; (ii) each has read and
fully understands the provisions of this Agreement; (iii) each has consulted
with, and relied upon the advice of, legal counsel, which has explained the
content and meaning of the provisions of this Agreement; and (iv) each has
signed the Agreement voluntarily, without any duress or undue influence on
the part of, or on behalf of, any signatory or other third-party.
8.9 No Admission of Liability
The Parties entered into this Agreement solely to compromise and
settle disputed claims. The signatories do not admit, concede, or otherwise
acknowledge liability in this matter. The Parties expressly deny and disclaim
any liability or that either has engaged in any wrongful conduct whatsoever.
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8.10 Further Documents and Ongoing Duty of Cooperation
The Parties will cooperate in executing and delivering all documents,
and taking all additional actions necessary to effectuate the Agreement set
forth herein.
8.11 Notice
Any notice regarding this Agreement is to be provided in writing to the
Parties at the addresses below:
City of Santa Ana Bruce Metal
Attn: City Attorney c/o Ackerman Law
20 Civic Ctr. Plz. Jason M. Ackerman
Santa Ana, California 92701 3200 E. Guasti Road, Ste, 100
Ontario, California 91761
IN WITNESS WHEREOF, the Parties have executed this Agreement as of
the date set forth below.
April 15 , 2025 Bruce Metal and Salvage, Inc.
By: E;ed by:
1en.Vt,in k- A�-011 �v
Member
Lawrence M. Kuda, Jr. Trustee of the
Kuda Family Surviving Grantors
Trust
it;
ed by:
By: �t.In
Trustee
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[SIGNATURES FOLLOW]
April �, 2025 CITY OF SANT
By: •1
AL ARO NE , City anaglI,
Attes -
By:
�FJE IF . HALL, City Clerk
APPROVED AS TO FORM
April , 2025 BOBKO LAW APC
Patrick K. Bobko
PATRICK K. BOBKO
Counsel for Defendant and Respondent
City of Santa Ana
April , 2025 SONIA R. CARVALHO
City Attorney
By: _
�0
MELISSA M. CROSTHWAITE
Senior Assistant City Attorney
April , 2025 ACKERMAN LAW
Jason Ackerman
111 :21111111111111111,111111111111111111111
JASON ACKERMAN
Counsel for Plaintiff and Petitioner
Bruce Metal and Salvage, Inc., and
Lawrence M. Kuda, Jr. Trustee of the
Kuda Family Surviving Grantors Trust
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ATTACHMENT 1
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Bruce Metals Unpermitted Structures Photos
Building A—Unpermitted 20'x 20' Office Building
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Building B—Unpermitted Mobile Trailer/Office
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Building C—Unpermitted 14'x 14' Breakroom
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Building D—Unpermitted 15'x 24' Canopy Structure
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Building E—Unpermitted 20'x 10'Canopy Structure
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RECORDING REQUESTED BY Recorded in Official Records,, Orange County
AND WHEN RECORDED MAIL Hugh Nguyen, Clerk-Recorder
TO, I IIIII I�III
City of Santa Ana III!II IIIII IIIII IIII �IIII Illll Illli I���IIIII III I III III NO F E E
Planning and Building Agency, M-20 * $ R 0 0 1 5 6 5 1 1 4 3 $ *
20 Civic Center Plaza 2025000178627 11:32 am 06/24/25
PO Box 1988 63 RecWin11A Al2 13
Santa Ana, CA 92702 0.00 0.00 0.00 0.00 36.00 0.00 0.00 0.00 0.00 0.00
(Space above Line for Use by Recorder)
A-2025-052
This document is exempt from they.
payment of a recording fee pursuant to
Return FULLY EXECUTED Government Code Section 27383
Copy to City Clerk, M-30
CITY OF SANTA ANA
PROPERTY MAINTENANCE AGREEMENT FOR THE PROPERTY LOCATED AT
910 - 920 EAST 6TH STREET, SANTA ANA, CALIFORNIA
This PROPERTY MAINTENANCE AGREEMENT (the "Agreement"), is effective
upon the date of recordation of the Agreement (the "Effective Date"), and is entered into by and
between the City of Santa Ana, a municipal corporation (the "City") and Bruce Metal & Salvage,
Inc. and Lawrence M. Kuda, Jr. trustee of the Kuda Family Surviving Grantors Trust (the
"Owner") and/or any assigned responsible party, including, but not limited to tenants, lessor(s),
lessee(s),ground-lease holders,etc. (the"Responsible Party"). The capitalized term"Parties"shall
be a collective reference to both the City and the Owner. The capitalized term"Party" shall refer
to either the City or the Owner interchangeably as appropriate.
RECITALS
WHEREAS, the Owner owns and operates an industrial use on the real property located
at 910-920 E. 6t' Street in Santa Ana, CA (APNs 398-341-02, 398-341-08, 398-341-09, and 398-
341-10), which is more particularly described in the legal description attached hereto as
Attachment"A" and incorporated herein (the"Property");
WHEREAS, on February 5, 2025, the Owner and the City agreed to settlement terms,
which were subsequently adopted and executed, for the case Lawrence M Kuda, Jr. et aI. v. City
of Santa Ana(OCSC No. 30-2024-01414415-CU-WM-CJC) (the "Settlement Agreement")which
permit the Owner's existing industrial use, alleged to be allowed pursuant to CUP 71-22, CUP 72-
20, and CUP 74-6 ("Industrial Use"), in existence on February 5, 2025,to remain on the Property
for a sunset period of 36 months from the Effective Date of the Agreement, or March 31, 2028,
whichever occurs first(the "Amortization Period");
WHEREAS,this Agreement pertains to the Industrial Use described in the second recital,
above;
WHEREAS,the Parties seek to enter into this Agreement to ensure the proper compliance
with City codes related to public health and safety, and upkeep of the Property, improvements,and
Industrial Uses.
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NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES AND
COVENANTS CONTAINED HEREIN, THE CITY AND OWNER AGREE AS FOLLOWS:
SECTION 1, RECITALS. The Recitals above are true and correct and incorporated into
the body of this Agreement by this reference.
SECTION 2. COMPLIANCE WITH SETTLEMENT AGREEMENT AND CITY
CODES. The Industrial Use shall substantially conform with the terms of the Settlement
Agreement, and the Owner will not materially expand, alter, or change the nature of its business
at the Property during the Amortization Period,
SECTION 3. PROPERTY MAINTENANCE ENFORCEMENT BY THE CITY OF
SANTA ANA.
A. Ongoing Operational/Maintenance Conditions. The Owner, on behalf of itself, and its
successors and assigns, hereby agrees to maintain and repair the following elements of the
Property, it being expressly understood and agreed that, to the extent that any of the following
obligations conflict with the obligations that the Owner assumed under the Settlement Agreement,
the Settlement Agreement shall be controlling and shall limit those obligations pursuant to its
terms:
1. The Property shall be maintained in conformance with the standards generally applicable
to comparable industrial businesses located within the City, as modified by the Settlement
Agreement between the Parties dated April 1,2025.
2. The Industrial Use shall comply with ongoing operational standards, requirements and
restrictions, as applicable (including, but not limited to, hours of operation, security
requirements, the proper storage and disposal of trash and debris, and/or restrictions on
certain uses in effect on February 5, 2025) as contained in the Santa Ana Municipal Code
("SAMC")as currently existing and as may be amended,
3. All onsite activities shall comply with the City of Santa Ana Noise Ordinance at all times.
4. Ongoing maintenance, repair and upkeep of the Property and all improvements located
thereupon shall be provided by the Owner (including, but not limited to, controls on the
proliferation of trash and debris about the Property; the proper and timely removal of
graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or
weathered buildings, structures and/or improvements; the timely maintenance, repair and
upkeep of exterior paint, parking striping, pedestrian pathways/open space areas, Iighting
fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, as
applicable).
5. If the Owner and any tenant are different, both the Owner and tenant, as a Responsible
Party, shall be signatories to this agreement and both shall be jointly and severally liable
for compliance with its terms.
6. Owner and any Responsible Party responsible for complying with the terms of this
agreement shall not transfer or assign its ownership interest in the Property or any interest
in any lease,sublease,license or sublicense,unless the Owner or Responsible Party notifies
the City at least thirty (30) calendar days prior to the proposed transfer or assignment and
the prospective assignee agrees in writing to assume all of the duties and obligations and
731834040 2
responsibilities set forth under this agreement.
7. The surface of the driveways, fire lanes,vehicle parking areas,and public right-of-way
areas adjacent to the Property as depicted on the Site Plan, attached as Attachment B t<
and incorporated herein by reference, shall be maintained in a good and serviceable
condition by the Owner, and shall be kept free of weeds,trash,or other debris.
8. While the Parties understand that Owner is limited in its ability to lawfully address certain
activities conducted in the right-of-way or on adjacent streets, Owner shall take all
reasonable efforts to discourage and address loitering in and around the Property as well as
related unlawful actions, including, but not limited to, the dismantling and discarding of
bicycle and bicycle parts.
9. The removal of solid waste,trash, or other debris from the Property shall be undertaken by
a duly franchised solid waste hauler authorized to provide such services to commercial
properties in the City.
10. Exterior surfaces of the buildings, structures, fixtures, or other improvements located
on the Property, shall be kept free and clear of graffiti. Graffiti shall be removed within
twenty-four (24) hours following the time of its application. Graffiti shall be removed
by either painting over the evidence of such graffiti with a paint that has been color
matched to the surface to which it is applied, or graffiti may be removed with solvents
or detergents, as applicable. A failure by the Owner to remove graffiti within twenty-
four(24)hours following its application on any structure, fixture or other improvement
located on the Property shall be deemed to be a Maintenance Deficiency as defined
below in Section 7(d), unless circumstances exist, such as inclement weather, that
prevent its removal within this period, in which case, graffiti shall be removed as
promptly thereafter as circumstances permit.
11. Vehicles utilized for ingoing and outgoing deliveries to the Property shall not exceed the
weight limits set forth by the Department of Transportation Federal Highway
Administration applicable to Class 1 through Class 7 type- vehicles, so long as no such
vehicle exceeds forty (40)feet in length.
12. The idling of vehicles, including delivery vehicles, is prohibited within the Property or
adjacent streets.For purposes of this Agreement, "idling"refers to the running of a vehicle's
(including those used for incoming and outgoing deliveries to the Property) engine when
such vehicle is not in motion for more than five (5) minutes, including when such vehicle
is parked outside of any building or structure, or otherwise stationary with the engine
running.
B. The Owner Confers to the City Right to Conduct Maintenance and Repairs.The Owner,
on behalf of itself, its successors and assigns hereby confers upon the City the right but not the
obligation to conduct maintenance and repairs on the Property as required in Section 3(A) of this
Agreement, subject to the conditions of Section 3(C). Such powers under Section 3(B) of this
Agreement are conferred by the Owner on the City for the benefit of the City to provide for the
health, safety and welfare of all persons who use the Project or any portion thereof and other
persons who reside in the vicinity of the Project and the entire City. No ownership interest in the
Property or any interest in any lease, sublease, license or sublicense of the Property shall be
conveyed unless the prospective recipient of such interest agrees in writing to assume all duties,
obligations, and responsibilities set forth in this Agreement.
3
73183404v1
C. City Right to Enforce. The right and power of the City to enforce the maintenance,
repair and replacement obligations of the Owner shall not be deemed to arise by virtue of this
Section 3 alone. Any provision of this Agreement to the contrary notwithstanding, the City may,
by public nuisance abatement proceeding, and/or by the initiation of an action at law or in equity,
notwithstanding this Section 3, enforce the law as relates to the abatement or elimination of a
public nuisance at the Property or enforce any provision or conditions of approval of a building or
development permit issued for the Property by the City. It shall be presumed that the City is
proceeding under the general municipal policy powers reserved to the City under this Section 3(C)
if the City issues a written notice of"Maintenance Deficiency" as this term is defined in Section
3(D) of this Agreement.
D. Notice of Maintenance Deficiencies. Upon any failure by the Owner to perform any
of the maintenance and repair obligations referenced in Section 3(A) (such failure hereinafter
referred to as a"Maintenance Deficiency"),the City shall issue written notice of such Maintenance
Deficiency to the Owner, as provided in,Section 13 of this Agreement.
E. Maintenance Deficiencies, The Owner shall comply with any issuance of a Notice of
Maintenance Deficiency within the timeframe specified by the Code Enforcement Division to cure
the Maintenance Deficiency identified in such Notice. Within the timeframe specified by the Code
Enforcement Division in the notice of a Maintenance Deficiency,the Owner may submit a written
request to the City seeking additional time to cure the Maintenance Deficiency. Each such written
request for additional time shall describe and specify in detail (i) which tasks require additional
time to complete the cure of the Maintenance Deficiency and the reason why such additional time
is needed under the circumstances; (ii) what steps the Owner has already taken to commence the
cure of the Maintenance Deficiency. The City, in its reasonable discretion, may grant,
conditionally grant or deny any written request for additional time as determined by the Code
Enforcement Manager. The City shall be under no obligation to consider untimely submitted time
extension requests or requests which fail to provide any of the information required above.
F. City May Cure Maintenance Deficiency.
1. In the event the Owner fails to cure a Maintenance Deficiency within the time
allowed, the City may initiate a public hearing pursuant to Section 41-651 of the
SAMC. At such a public hearing the City shall consider such evidence and
testimony of interested persons as may be relevant to the matter. If upon the
conclusion of a public hearing,the City makes a written finding that a Maintenance
Deficiency exists and that there appears to be non-compliance with the maintenance
and repair obligations referenced in Section 3(A) of this Agreement, the City shall
have the right to record the notice described in Section 3(I) of this Agreement and
thereafter the City may enter upon or otherwise access the Property for the purpose
of curing the Maintenance Deficiency without further notice to the Owner.
2. The foregoing notwithstanding, the City, without notice to the Owner, shall have
the right to enter the Property and remove graffiti,solid waste,trash,or other debris
under the following two circumstances: (i)a failure by the Owner to remove graffiti
within the period set forth in Section 3(A)(9) following its application on any
structure, fixture or other improvement located on the Property that is visible from
an adjacent or contiguous public right-of-way; or (ii) a failure by the Owner to
remove the accumulation of solid waste, trash, or other debris that is visible for a
duration of the period set forth in Section 3(A)(9) from an adjacent or contiguous
4
73183404v1
public right-of-way or from a designated fire lane on the Property, except as
permitted for the Industrial Use or by the Settlement Agreement. Any sum
expended by the City for the removal of graffiti, solid waste, trash, or other debris
pursuant to this Section 3(F)(2) of the Agreement shall become a lien on the
Property in accordance with Section 3(G) and the City shall have the right to
enforce such lien in the manner provided in Section 3(H).
G. City's Lien Authority. Any sums expended by the City in enforcing, maintaining,
repairing or replacing, curing any element of the Property as authorized in Section 3 for which a
Maintenance Deficiency has been declared by the City to exist under Section 3(F),shall become a
lien on the Property. The powers conferred upon the City pursuant to this Section 3(G) are in
addition to all other remedies which the City may have to enforce this Agreement, or any building
or development project permit under other law including public nuisance abatement proceedings
or any other action at law or equity.
H. Enforcement of Liens by the City,
1. The rights conferred upon the City by the Owner under Section 3 of this Agreement
expressly include the power to establish and enforce a lien or other encumbrances
against the Property or any portion thereof, subject to all then existing other liens
and encumbrances on the Property,in an amount reasonably necessary to reimburse
the City for its reasonable costs of the necessary and reasonable costs incurred by
the City under Section 3(F) to restore the Property and the Industrial use to the
maintenance standard required under this Section 3, as,modified by the Settlement
Agreement including reasonable attorney's fees and costs of the prevailing party
associated with the correction of the Maintenance Deficiency in connection with
such action. If the amount of any such lien as relates to a Maintenance Deficiency
is not paid within thirty (30) calendar days after written notice by the City to the
Owner, demanding such payment,the City shall have the right to enforce its lien in
accordance with the statutory authority referenced under this Section 3(H)(1). The
prevailing party in a collection or other lien enforcement action authorized by this
Section 3(1) shall also have the right to collect its reasonable attorney's fees, costs
and expenses associated with any action or proceeding to enforce or defend its
rights hereunder.
2. In the event that the City makes a written finding that a Maintenance Deficiency
exists on the Property as provided in Section 3(F), then in addition its lien powers
under Section 3(H)(1), the City may record a notice of correction of Maintenance
Deficiency be recorded against the Property. Such a notice of Maintenance
Deficiency shall refer to Section 3(F) of the Agreement,be signed by the Executive
Director of the Planning and Building Agency and shall have a duration following
the date of its recordation until such date the Maintenance Deficiency is corrected.
1. No approval by the Owner shall be necessary for the City to establish and foreclose a
lien for non-payment of amounts expended by the City to cure a Maintenance Deficiency under
Section 3 of this Agreement. No failure by the City to enforce any default pertaining to the
maintenance,repair or replacement of any element of the Property under Section 3 shall be deemed
to be a waiver of the right or power of the City to enforce any subsequent default thereof by the
Owner.
73183404v1 5
J. Priority of City Ordinances and Other Laws. Notwithstanding any provision in this
Agreement to the contrary,the approval and acceptance of this Agreement by the City shall not be
deemed a waiver or release of any applicable provision of any building permit or other
development project permit issued by the City for the improvement on the Property,or of any other
applicable ordinance or law or the general police power of the City. In the event of any conflict
or inconsistency between any provision hereof and any ordinance, law,or the general police power
of the City,the latter shall prevail.
SECTION 4. TERMINATION of AGREEMENT. This Agreement shall terminate and
be of no further force or effect upon the mutual written termination ofthis Agreement by the Owner
and the City,or upon cessation of the Industrial Use by the Owner at any time.
SECTION 5. LEGAL ADVICE. Each Party represents and warrants to the other the
following:they have carefully read this Agreement,and in signing this Agreement,they do so with
full knowledge of any right which they may have; they have received independent legal advice
from their respective legal counsel as to the matters set forth in this Agreement, or having
knowingly chosen not to consult legal counsel as to the matters set forth in this Agreement; and
they have freely signed this Agreement without any reliance upon any agreement, promise,
statement, or representation by or on behalf of the other Party, or in their respective agents,
employees or attorneys, except as specifically set forth in this Agreement, and without duress or
coercion, whether economic or otherwise.
SECTION 6. REPRESENTATION AND WARRANTIES OF THE OWNER.
The Owner represents and warrants for the benefit and reliance for the City as follows:
A. The Owner validly exists under the laws of the State of California and is authorized to
conduct business in California and is authorized to carry on its business being conducted as
contemplated in this Agreement;
B. The Owner has the power and authority to enter into this Agreement;
C. This Agreement shall be a legal,valid and binding obligation of the Owner,enforceable
against the Owner and its successors and assigns in interest in the Property, and each portion
thereof, in accordance with its terms, subject to bankruptcy and other equitable principles.
SECTION 7. COVENANT OF THE OWNER. The Owner declares that the Industrial
Use and the Property shall be held,conveyed, leased,used, and improved subject to the provisions
of this Agreement and this Agreement is expressly declared to be for the benefit of the Property
and the abutting public rights-of-way. The Property maintenance covenants of the Owner in favor
of the City which arises under this Agreement shall run with and burden the Property and shall be
binding upon all persons having or acquiring any right or title in the Property, including any
leasehold interest,or any part thereof, and the successors and assigns of each of them.
SECTION S. TIME OF THE ESSENCE; TERM OF AGREEMENT. Time is expressly
made of the essence with respect to the performance by the City and the Owner of each and every
obligation and condition of this Agreement.
SECTION 9. ATTORNEY'S FEES. In addition to any other remedies provided herein
or available under applicable laws, if either Party to this Agreement commences an action against
73193404A 6
P
the other Party arising out of, or in connection with this Agreement, the prevailing Party shall be
entitled to recover from the losing Party its costs of suit, including,but not limited to, its reasonable
attorney's fees, expert witness fees, and costs of investigation.
SECTION 10. INTEGRATION. This Agreement contains the entire understanding
between the Parties relating to the transaction contemplated by this Agreement, except as
otherwise provided. All prior contemporaneous agreements, understandings, representations and
statements,oral or written,are merged in this Agreement and shall be of no further force or effect.
Each Party is entering into this Agreement based solely upon the representations set forth herein
and upon each Party's own independent investigation of any and all facts such Party deems
material. This Agreement constitutes the entire understanding and agreement of the Parties,
notwithstanding any previous negotiations or agreements between the Parties or their predecessors
in interest with respect to all or any part of the subject matter hereof.
SECTION 11. SEVERABILITY. If any portion of this Agreement is declared invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction,the remaining provisions
shall continue in full force and effect.
SECTION 12. AMENDMENT. No amendment, modification or supplement of this
Agreement shall be valid or binding unless executed in writing and signed by both Parties,subject
to the City's approval. The requirement for written amendments, modifications or supplements
cannot be waived and any attempted waiver shall be void and invalid.
SECTION 13. NOTICES. All notices permitted or required under this Agreement shall be
given to the respective Parties at the following addresses,or at such other address as the respective
Parties may provide in writing for this purpose:
OWNER: CITY:
Bruce Metal & Salvage, Inc. City of Santa Ana
920 E. 6a' Street PIanning and Building Agency,M-20
Santa Ana, CA 92701 PO Box 1988
Attn: Lawrence M. Kuda Santa Ana, CA 92702
(714) 543-1300 (714) 647-5804
l.kuda@charter.net PlanningDepartment@santa-ana.org
Lawrence M. Kuda, Jr. Trustee of
the Kuda Family Surviving Grantors
Trust
920 E. 61h Street
Santa Ana, CA 92701
Attn: Lawrence M. Kuda
(714) 716-4731
l.kuda@charter.net
SECTION 14. COUNTERPARTS. This Agreement shall be executed in three(3)original
counterparts each of which shall be of equal force and effect. One fully executed original
counterpart shall be delivered to the Owner and the remaining two original counterparts shall be
retained by the City.
7
731834040
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as evidenced
by the signatures of the authorized officers of each of them.
CITY OWNER
City of Santa Ana, a municipal Bruce Metal & Salvage,Inc.
corporation
Lt;,F-999AF91f58
d by:
By: By: tAAt, 1� , ,fir
Alvaro Nunez Member
Ci Ma alter
;! Lawrence M. Kuda,Jr. Trustee of the Kuda
Family Survijge�rantors Trust
By: - _ By:!�
ni . Hall Trustee
rk the Council
[NOTARIZED SIGNATURES REQUIRED]
73183404vl 8
Attachment "A"
Legal Description of the Property
All that certain real property situated in the County of Orange, State of California, described as
follows:
910 E. 6t1 Street,Santa Ana
APN# 398-341-02
Legal description; A TR BURGESS ADD BLK C LOT 6
920 E. 611 Street, Santa Ana
APN# 398-341-08
Legal description: A TR BURGESS ADD BLK C LOT 12
920 E. 6"' Street, Santa Ana
APN#398-341-09
Legal description: A TR BURGESS ADD BLK C LOT 8
920 E. 61" Street, Santa Ana
APN# 398-341-10
Legal description: A TR BURGESS ADD BLK C LOT 8
73 1 ssaoavl
9
Attachment "B"
Site Plan
PLQTIFLOOR PLAN Patin of f
CITY OF SANTA ANA
Is
L P — 4� V. tl
i
` yOff —
A I
i
� rA
I - -
Narrw '�� Indicate North Appruxbrwtr Sine
Zoning— awl ,ow pev Frx�i
use .Gs_ r�+c..V�WM ww.e�rrarts.nr
(kcupancy Permitted—
i
731 n404v1 10
CALIFORNIA ACKNOWLEDGMENT CIVIL CODE § 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document
to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
State of California 1
County of 0r-OLnaPi J}
On ^_t'�pr 1 I � r ��J before me, fitp-Lyn T-4-, ym . No aN N b1 is
Date Here Insert Name and Title of the Of icer
personally appeared Alwam N
Nome(s)of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
EVE�YN18ARfU
Notary Public-jnty rnta
unty
Onanye Co WITNESS my hand and official seal.
Commission Y 2489063
IaMy Comm.ExPiref aty 3,n28
Signature
Place Notary Sea/andlor Stamp Above Si+Le4of Notary Public
OPTIONAL
Completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
❑ Corporate Officer-Title(s): ❑ Corporate Officer-Title(s):
❑ Partner- ❑ Limited ❑ General ❑ Partner- ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator
❑ Other: ❑ Other:
Signer is Representing: Signer is Representing:
C2019 National Notary Association
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as evidenced
by the signatures of the authorized officers of each of them.
CITY OWNER
City of Santa Ana, a municipal Bruce Metal & Salvage,Inc.
corporation
Al
By: By: -- � c�
Alvaro Nunez ember
City Manager
Lawrence M. lCuda,Jr. Trustee of the Kuda
Family Surviving Grantors Trust
By: By: ..
Jennifer L. Hall Trustee
Clerk of the Council
[NOTARIZED SIGNATURES REQUIRED]
73T83404A
r
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
Ste► a-V KibSouri
e Cotnity ofiwan OP fir-LCLA:%�
On u' 2. Z,� ram' before me, COS VlM L6J-N%,?=Crd )A
(insert name and title of the officer)
personally appeared Lawrence M. Kuda, Jr. Trustee of the Kuda Family Surviving Grantors Trust
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that helshe/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
=bNA LEWIS
WITNESS my hand and official seal. NotarySTATEPublic
Nota JRI Seal
i
Countyres:Jan.26,2026 22fi76b23
Signature (seal)
1