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051060188
TITLE(S) :
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FEE
FEE $28 F
COO E wk. FED. Code 20
CODE
19
CODE
9
RECORDED/FILED IN OFFICIAL RECORDS
RECORDER'S OFFICE
LOS ANGELES COUNTY
CALIFORNIA
05/05/05 AT 08:00am
D.T.T.
v
Assessor's Identification Number (AIN)
To be completed by Examiner OR Title Company in black ink. Number of AIN's Shown
A THIS FORM IS NOT TO BE DUPLICATED
RECORDING REQUESTED BY
Kilroy Realty Finance Partnership, LP
12200 W Olympic Blvd.
Los Angeles, CA 90064
Attention: Legal Department
AND WHEN RECORDED MAIL TO:
CITY CLERK
CITY OF EL SEGUNDO
350 Main Street
El Segundo, California 90245
515/05 3 4 2 5 y
05 1060188
(Space Above For Recorder's Use)
COVENANT RESTRICTING USE OF PROPERTY
This Covenant Restricting Use of Property ( "Covenant ") is entered into this 28 day of
April, 2005 by and between the City of El Segundo, a general law city and municipal corporation
( "City ") and Kilroy Realty Finance Partnership, L.P., a Delaware limited partnership ( "Owner ")
with respect to that certain real property commonly known as 2260 East El Segundo Boulevard,
El Segundo, California and which has the legal description described in Exhibit A attached
hereto ( "Property ").
The parties enter into this Covenant with reference to the following facts and objectives:
1. In connection with a lease entered into between Owner and AboveNet
Communications, Inc. (which lease has since been terminated), the Owner filed an application
with the City, pursuant to City's General Plan ( "ESGP ") Land Use Element Light Industrial
Designation and El Segundo Municipal Code ( "ESMC ") Section 20.40.020, for, and received, a
permit (the "Permit ") for the construction and use of an additional building on the Property (the
"Expansion Building ");
2. ESMC Section 20.40.060 F. requires that the allowable floor area ratio ( "FAR ")
for the Property does not exceed 0.6:1;
3. The Property (a) currently has a lot area of 191,200 square feet, pursuant to that
Area Summary prepared by Skidmore, Owings, & Merrill, LLP dated April 19, 2000, and (b)
originally had one (1) structure erected on it which caused the Property to have a total of 92,109
square feet of total floor area and 74,410 square feet of net floor area ( "NFA" as defined by
ESMC section 20.08.420) (the "Existing Building ");
4. The Owner has constructed the Expansion Building consisting of 42,108 of total
floor area and 38,997 square feet of net floor area on the Property in accordance with the Permit;
575722.01 /wla
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5. The total square feet of floor area of both the Existing Building and the Expansion
Building is 134,217 ( "Total Final Space ") and the combined net square feet of the Existing
Building and the Expansion Building is 113,407 ( "Total Net Square Feet ");
6. Pursuant to the FAR, the allowable net floor area of the Property is 114,720 net
square feet;
7. Resolution No. 2487 of the City's Planning Commission requires the Owner to
record an agreement acceptable to the City Attorney prohibiting the conversion of 19,497 square
feet in the Total Final Space from equipment or storage rooms to usable floor area before the
City will issue a certificate of occupancy for the Expansion Building;
8. The Owner and the City recognize that the intent of this Covenant is to allow for
the construction of the Expansion Building on the Property while ensuring that the structures on
the Property do not exceed the FAR for the Property.
NOW THEREFORE the parties do hereby agree, covenant and warrant as follows:
1. RESTRICTIONS ON USE OF PROPERTY. The Owner must designate and
maintain 19,497 square feet of the Total Final Space exclusively for use as equipment or storage
rooms ( "Minimum Equipment Area "). All other uses of the Minimum Equipment Area is
prohibited unless (a) the Owner removes, or causes to be removed, the Expansion Building and
restores that portion of the Property on which the Expansion Building is located to substantially
the same condition as existed before constructing the Expansion Building, ordinary wear and tear
excepted, (b) the City specifically allows such other uses, or (c) such other uses become
allowable pursuant to changes in applicable City codes. Under the circumstances in (a), (b) or
(c), the Owner will not be further bound by this Covenant (i.e., the Minimum Equipment Area
can be used without restriction), and the Owner and the City will reasonably cooperate to execute
documents needed to terminate this Covenant.
2. REDUCTION IN MINIMUM USE AREA. The actual Minimum Equipment
Area (i.e., 19,497) can be reduced in the event (a) the Building is altered (in compliance with all
City requirements) such that the overall Total Final Space is reduced or (b) the City regulations
regarding FAR are modified such that more of the Total Final Space may be used for other uses.
3. ALLOWABLE NET FLOOR AREA. The Owner is permitted to construct
additional space consisting of up to 1,313 net square feet on the Property without violating or
exceeding the FAR (i.e., allowable net floor area 114,720 minus Total Net Square Feet 113,407).
4. REMEDIES. If the Owner uses the Minimum Equipment Area in violation of
paragraph No. 1 above, in addition to all other remedies available to the City at law or equity, the
City is entitled to specific performance of this Covenant, including without limitation injunctive
relief to prevent the use of the Property in violation of this Covenant. The Owner acknowledges
that monetary damages would not remedy all of the harms that would be incurred by the City in
the event of such a violation.
575722.01/wla 05 1060188
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5. BINDING ON SUCCESSORS AND ASSIGNS. This covenant runs with the
Property and is for the benefit of, and be binding on, the successors in interest, assigns, and heirs
of the parties.
6. ENTIRE AGREEMENT. This Covenant is the complete and final expression of
the parties and supersedes all prior written and/or oral agreements or understandings of the
parties with respect to the subject matter hereof.
IN WITNESS WHEREOF, this Covenant has been executed as of the day and year first
written above.
CITY OF E"T Q EG DO
By:
Name: of enn
Its: City Manager
KILROY REALTY FINANCE PARTNERSHIP, L.P.,
a Delaware limited partnership
By: KILROY REALTY FINANCE, INC.,
General PartNs-,--
By:
JEFF EY C. NAWKEN
Title: PRESIDENT
Title:
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ASSET !`dihNAMIENT
05 1060188
May 2, 2005
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
CITY OF EL SEGUNDO )
SS
3425
On April 28, 2005, before Cathy Domann, Deputy City Clerk, personally
appeared Mary Strenn, City Manager of the City of El Segundo, personally
known to me to be the person whose name is subscribed to on the within
instrument, and acknowledged to me that she executed the same in her
authorized capacity, and that by her signature on the instrument the person, or
entity upon behalf of which the persons acted, executed the instrument.
Witness my hand and Official Seal
�" i�zmdvo�t
Cathy DomShn, Deputy City Clerk
C:forms \certsig
05 1050188
l��UJ
ACKNOWLEDGMENT
STATE OF CALIFORNIA )
)SS
COUNTY OF LOS ANGELES)
On March 31, 2005 , before me, Judy LaCoss , a Notary Public, personally
appeared Jeffrey C. Hawken and John T. Fucci , personally known to me (or pr-eve to mo
vii ia. e u*' basis of satis f *„n. evidenee) to be the person(s) whose name(s) i-s /are subscribed to the
within instrument and acknowledged to me that he/she /they executed the same in hisAw/their
authorized capacity(ies), and that by his,1 /their signature(s) on the instrument, the person(s), or
the entity(ies) upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
JUDY LACOSS t
COMM. #1329985 m
N r ai ,o Notary Public- California N
W , LOS ANGELES COUNTY -�
My Comm. Exp. Nov 13, 2005
[Seal]
05 1060188
EXHIBIT A
LEGAL DESCRIPTION
All that certain real property situated in the City of El Segundo, County of Los
Angeles, State of California, described as follows:
PARCEL A:
PARCEL 1, IN THE CITY OF EL SEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA,
AS SHOWN ON PARCEL MAP NO. 14364, FILED IN BOOK 113 PAGES 23 AND 24 OF PARCEL
MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY,
EXCEPT ALL OIL, GAS, ASPHALTUM AND OTHER MROCARBON AND OTHER MINERALS, WHETHER
SIMILAR TO HEREIN SPECIFIED OR NOT, WITHIN OR THAT MAY BE PRODUCED FROM SAID
LAND; PROVIDED HOWEVER, THAT THE SURFACE OF SAID LAND SHALL NEVER BE USED FOR THE
EXPLORATION, DEVELOPMENT, EXTRACTION, REMOVAL OR STORAGE OF SAID OIL, GAS,
ASPHALTOM AND OTHER HYDROCARBON AND OTHER MINERALS AND FURTHER PROVIDED THAT NO
INSTALLATION CONSTRUCTED THEREON SHALL BE DISTURBED IN ANY MANNER IN EXTRACTING
SAID RESERVED MINERALS, AS RESERVED IN THE DEED FROM STANDARD OIL COMPANY OF
CALIFORNIA, RECORDED DECEMBER 20, 1960, AS INSTRUMENT NO, 1622 IN BOOK D -1069
PAGE 896, OFFICIAL RECORDS.
PARCEL B:
THE NON - EXCLUSIVE, PERPETUAL RIGHTS AND EASEMENTS APPURTENANT TO AND FOR THE
BENEFIT OF PARCEL 1 CREATED AND ESTABLISHED BY THE DECLARATION DATED (THE
"DECLARATION ") DATED JUNE 20, 1996, EXECUTED BY KILROY- FREEHOLD INDUSTRIAL
DEVELOPMENT ORGANIZATION, A CALIFORNIA GENERAL PARTNERSHIP ( "K- FIDO ") AND FILED
FOR RECORD JUNE 21, 1996 AS INSTRUMENT NO. 96- 986628, IN THE OFFICE OF THE COUNTY
RECORDER OF LOS ANGELES COUNTY, INCLUDING, WITHOUT LIMITATON:
(A) THE NON- EXCLUSIVE, PERPETUAL RIGHTS AND EASEMENTS TO UTILIZE (INCLUDING ANY
AND ALL PARKING PERMITS, PARKING CARS OR OTHER ITEMS REQUIRED TO EVIDENCE THE
SAME) SIXTY -EIGHT (68) PARKING SPACES (THE "PARKING STRUCTURE SPACES ") LOCATED
:AITHIN THE PARKING STRUCTURE ( "PARKING STRUCTURE ") SITUATED UPON THE FOLLOWING
DESCRIBED REAL PROPERTY:
PARCEL 2, IN TEE CITY OF EL SEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA,
AS SHOWN ON PARCEL MAP NO, 14364, FILED IN BOOK 143 PAGES 23 AND 24 OF PARCEL
MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF LOS ANGELES COUNTY;
TO PARK MOTOR VEHICLES;
(S) THE NON - EXCLUSIVE, PERPETUAL RIGHTS AND EASEMENTS TO UTILIZE ANY OR ALL OF
THE PARKING STRUCTURE (INCLUDING, WITHOUT LIMITATION, ALL ELEVATORS THEREIN)
REASONABLY NECESSARY FOR VEHICULAR AND PEDESTRIAN INGRESS TO AND EGRESS FROM THE
PARKING STRUCTURE SPACES; AND
EXHIBIT A
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(C) THE NON - EXCLUSIVE,' PERPETUAL RIGHTS AND EASEMENTS TO UTILIZE ALL OF THE
COMMON AREAS (AS DEFINED IN THE DECLARATION) AS EXIST FROM TIME TO TIME UPON:
PARCEL 2 OR PARCEL 3, IN THE CITY OF £L SEGUNDO, COUNTY OF LOS ANGELES, STATE OF
CALIFORNIA, AS SHOWN ON PARCEL MAP N0, 14364, FILED IN HOOK 143 PAGES 23 AND 24
OF PARCEL MAPS, IN THE OFFICE OF -THE COUNTY RECORDER OF LOS ANGELES COUNTY;
FOR ALL PURPOSES ASSOCIATED WITH SUCK COMMON AREAS, SPECIFICALLY INCLUDING,
WIHTOUT LIMITATION, ACCESS, INGRESS AND EGRESS FOR VEHICLES AND PEDESTRIANS OVER
THOSE PORTIONS OF PARCELS 2 AND 3 OF PARCEL MAP NO. 14364, IN THE CITY OF EL
GEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 143
PAGES 23 AND 24 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF 'LAS
ANGELES COUNTY, DESCRIBED AS FOLLOWS:
(1) A STRIP OF LAND 24.00 FEET WIDE, LYING 12.00 FEET ON EACH SIDE OF THE
FOLLOWING DESCRIBED CENTERLINE:
BEGINNING AT THE NORTHEAST CORNER OF SAID PARCEL 2; THENCE ALONG THE NORTH LINE
OF SAID PARCEL AND ITS WESTERLY PROLONGATION NORTH 89 DEGREES 56 MINUTES 08
SECONDS WEST 328.00 FEET.
(2) A STRIP OF LAND 24.00 FEET WIDE, LYING 12.00 FEET ON EACH SIDE OF THE
FOLLOWING DESCRIBED CENTERLINE:
"GINNING AT THE NORTHEAST CORNER OF SAID PARCEL 2; THENCE ALONG THE NORTH LINE
CF SAID PARCEL AND ITS WESTERLY PROLONGATION NORTH 89 DEGREES 56 MINUTES OB
SECONDS WEST 316.60 FEET; THENCE SOUTH 00 DEGREES 03 MINUTES 07 SECONDS WEST
12.00 FEET TO THE TRUE POINT OF BEGINNING;
SECONDS WEST 93.00 FEET. THENCE SOUTH 0 DEGREES 03 MINUTES 07
(3) A STRIP OF LAND 24.00 FEET WIDE, LYING 12.00 FEET ON EACH SIDE OF THE
FOLLOWING DESCRIBED CENTERLINE:
BEGINNING AT THE MOST WESTERLY CORNER OF SAID PARCEL 3; THENCE ALONG THE
S0trfM ESTYRLY AND SOUTHERLY LINES OF SAID PARCEL 3, SOUTH 48 DEGREES 48 MINUTES
41 SECONDS EAST 73.00 FEET AND SOUTH 89 DEGREES 55 MINUTES 25 SECONDS EAST 112.00
FEET TO POINT "A• FOR PURPOSES OF THIS DESCRIPTION; THENCE ALONG THE WEST LINE OF
SAID PARCEL 3 AND ITS SOUTHERLY PROLONGATION SOUTH 00 DEGREES 03 MINUTES 52
SECONDS WEST 369.92 FEET TO AN INTERSECTION WITH THE WESTERLY pROLONGATI0 OF TEE
NORTH LINE OF PARCEL 2 OF SAID PARCEL MAP SAVING A BEARING AND DISTANCE OF NORTH
89 DEGREES 56 MINUTES 08 SECONDS WEST 147.02 FEET;
EXCEPT THE SOUTHERLY 12.00 FEET.
EXHIBIT A 05 1060188
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X42 5 .
LEGAL DESCRIPTION (CONIMTp) (i
THE SIDE LINES OF SAID STRIP SHALL BE PROLONGED OR SHORTENED TO TERMINATE
NORTHERLY IN THE NORTHERLY LINE OF SAID PARCEL 3 AND TO MEET AT ANGLE POINTS.
(3) A STRIP OF LAND 16.00 FEET WIDE, LYING 8.00 FEET ON EACH SIDE OF THE
FOLLOWING DESCRIBED CENTERLINE:
B- GINNING AT HEREMBOVE DESCRIBED POINT "A "; THENCE NORTH 00 DEGREES 03 MINUTES
52 SECONDS EAST 6.00 FEET ALONG THE NORTHERLY PROLONGATION OF THE WEST LINE OF
SAID PARCEL 3; THENCE LEAVING SAID LINE NORTH 31 DEGREES 56 MINUTES 39 SECONDS
EAST 49.45 FEET TO TEE NORTHERLY LINE OF SAID PARCEL 3.
THE SIDELINES OF SAID STRIP SHALL BE PROLONGED OR SHORTENED SO AS TO TERMINATE
NORTHERLY IN SAID NORTHERLY LINE OF PARCEL 3 AND TO MEET AT ANGLE POINTS.
EXHI 05 1060188
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