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DR0110 This page is part of your document - DO NOT DISCARD - �� los-4 20140306981 f } I III II VIII VIII VIII VIII VIII II II VIII II II III) VIII IIII III Pages: 0012 Recorded/Filed in Official Records Recorder's Office, Los Angeles County, x _ California C'tRIFORtt�* 03/27/14 AT 08:OOAM FEES: 0.00 TAXES: 0.00 OTHER: 0.00 PAID: 0.00 I111111II IIIRn III II III9111II�III III IIIVIV II111111III nIIIR 91IIIIhI IN �IIII II II III LEADSHEET 1111111111111111111111111111111111111111111111111111111 00009000051 IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII SEQ: 22 D;0,1 Title Company (Hard Copy) IIIIIIII�IIIIBIIIIIIIIIIIIIVll81111111111�11111111111111111m111 - IIIIIEIIIIIIIIIIIIIIIIIIII�VIIIIIIIIIVIIIIIIIII�II18111111 rz - Recording requested by: City of El Segundo 350 Main Street El Segundo, CA 90245 When recorded, snail to: City Cleric City of El Segundo 350 Main Street El Segundo, CA, 90245 II�1 ��IMI20W4030VI��INIV� 'YV�IIV� No fee per Government Code § 6103 IRREVOCABLE OFFER TO DEDICATE REAL PROPERTY FOR PUBLIC RIGHT OF WAY PURPOSES (To the City of El Segundo) No Documentary Transfer Tax per Revenue Taxation Code § 11922 This Irrevocable Offer to Dedicate ( "Offer ") is made by Mar 1222 Grand LLC, ( "Grantor ") to the City of El Segundo, a general law city and municipal corporation ( "City "). Recitals. This Offer is made with the following understandings and objectives: A. Grantor is the owner of certain real property situated in the City of El Segundo, County of Los Angeles, State of California, described and depicted in attached Exhibit "A," which is incorporated by reference ( "Grantor's Property "); B. Grantor's Property will be improving existing buildings and other structures, as depicted in attached Exhibit "B," which is incorporated by reference (collectively, "Grantor's Buildings "); C. Grantor is the owner of certain real property to be irrevocably offered to the City as depicted in attached Exhibit "C." 2. irrevocable Offer to Dedicate. Grantor irrevocably offers to dedicate to the City a 6- foot wide portion of real property for right -of -way purposes on Grantor's Property along the entire length of the street frontage on Grand Avenue, as described and depicted in attached Exhibit "C," which is incorporated by reference ( "Dedication Area "). Grantor retains all normal rights and incidents of ownership of the underlying fee interest in the Dedication Area not inconsistent with the irrevocable offer to dedicate after its acceptance. o& &XI-111-3 1 1- V 3. Limitations. After acceptance, Grantor cannot unreasonably interfere with the public's use of the Dedication Area and cannot take any action inconsistent with such use, including, without limitation, constructing or improving the Property within the right -of-- -way dedication area in a manner inconsistent with the public's use or enjoyment thereof, however, the foregoing does not preclude other uses of the Dedication Area by Grantor which do not unreasonably impair its use as a right -of -way. Nothing herein requires Grantor to remove or modify any of Grantor's Buildings or any portions thereof, as the same may from time to time be modified, altered, repaired or replaced. Moreover, none of Grantor's buildings shown on Exhibit B as built, or hereafter modified, will be determined to be nonconforming. 4. Hazardous Waste. A. Unless the contrary is stated or clearly appears from the context, the following definitions will govern the construction of the words and phrases used in this Agreement: "E- waste" includes the wastes set forth in 22 California Code of Regulations § 66273.9 for consumer electronic devices, including CRT Devises, that exhibit characteristics of toxicity. ii. "Hazardous Waste," "HW," or "Waste" means any flammable, explosive, or radioactive materials or hazardous, toxic or dangerous wastes, substances or related materials or any other chemicals, materials or substances, exposure to which is prohibited, limited or regulated by any federal, state, local law or regulation or which, even if not so regulated, may or could pose a hazard to public health and safety, including, without limitation, asbestos, PCBs, petroleum products and byproducts, substances defined or listed as "hazardous substances" or "toxic substances" or similarly identified in, pursuant to, or for purposes of, the California Solid Waste Management, Resource Recovery and Recycling Act (Gov't. Code §§ 66700 et seq); the Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. §§ 9601 et seq.); the Hazardous Materials Transportation Act (49 U.S.C. §§ 1801 et seq.); the Resource Conservation and Recovery Act (42 U.S.C. §§ 6901 et seq.); Health & Safety Code §§ 25117 or 25316, including the regulations promulgated thereto (see 22 Cal. Code of Regs. § 662613); any substances or mixture regulated under the Toxic Substance Control Act of 1976 (15 U.S.C. et seq); any "toxic pollutant" under the Clean Water Act (33 U.S.C. §§ 1251 et seq.); and any hazardous air pollutant tinder the Clean Air Act (42 U.S.C. 7901 et seq.). iii. " Houshold Hazardous Waste," "HHW," or "Household hazardous waste" means any Hazardous Waste generated incidental to owning or maintaining a residence including, without limitation, E- waste. Household hazardous waste does not include any waste generated in the course of operating a business at a residence (see 22 Cal. Regs. § 66260.10); B. Grantor agrees to the following: i. Grantor indemnifies and holds City harmless from and against any claim, action, damages, costs (including, without limitation, reasonable attorney's fees and penalties), injuries, or liability, arising out of this Agreement, or its performance thereunder by Grantor, including without limitation, damages or penalties arising from Grantor's removal, remediation, response or other plan concerning any HHW or HW resulting in the release of any hazardous substance into the environment in the Dedication Area (any such matter being referred to as an "Environmental Release "). Should City be named in any suit, or should any claim be brought against it by suit or otherwise ( "Claim "), whether the same be groundless or not, arising out of this Agreement, or its performance, following Grantor's receipt of written notice (which shall be provided to Grantor promptly following City receipt or knowledge of such Claim, which shall contain sufficient information to apprise Grantor of such Claim or include a copy of such complaint), Grantor will defend City (at City's request and with counsel reasonably acceptable to City) and will indemnify City for any judgment rendered against City any sums paid out in settlement or otherwise by City with respect to such Claims, provided that City has first notified Grantor of such Claim and cooperated with Grantor in the defense thereof. ii. The foregoing indemnity is intended to operate as an agreement pursuant to 42 USC § 9607(e) (the Comprehensive Environmental Response, Compensation and Liability Act: "CERCLA ") and Health & Safety Code § 25364 to defend, protect, hold harmless, and indemnify City from all forms of liability under CERCLA, or other applicable law, for any and all matters addressed in this Agreement. C. For purposes of this section "City" includes City's officers, officials, employees, agents, representatives, and volunteers. D. Grantor expressly agrees that this release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the State of California. if any portion of this agreement is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect. E. It is expressly understood and agreed that the foregoing provisions are intended to, and will, bind Grantor and its successors in interest after the Dedication Area is accepted by City in accordance with the terms and conditions of this irrevocable offer of dedication. 5. Duration and Acceptance. This irrevocable offer of dedication is binding upon the owner and the heirs, assigns or successor in interest to the Grantor's Property described above in perpetuity. .Additionally, if the City amends its Circulation Element such that the Dedication Area is no longer required for public right-of-way purposes, then this Offer automatically expires. Subject to the foregoing, this Offer may be accepted by City. Such acceptance must be effectuated by recordation of City of an acceptance of this Offer in the form attached as Exhibit "D." Upon such recordation of acceptance, this Offer and terms, conditions and restrictions have the effect of a grant of public- right -of -way in gross and perpetuity that runs with the land and is binding on the heirs, assigns, and successors of Grantor. 6. Remedies. Any act, conveyance, contract, or authorization by Grantor, whether written or oral, which uses or would cause to be used, or would permit use of the right -of -way contrary to the terms of this Offer, is a violation and a breach of this Offer. Grantor and City may pursue any and all available legal and /or equitable remedies to enforce the terms and conditions of the Offer and their respective interest in the Dedication Area. In the event of a breach, any forbearance on the part of any such party to enforce the terms and provisions this Offer cannot be deemed a waiver of enforcement rights regarding any subsequent breach. 7. 'Faxes and Assessments. Grantor agrees to pay or cause to be paid all real property taxes and assessments levied or assessed against the Property. It is intended that this irrevocable Offer constitutes enforceable restrictions within the meaning of (a) Article XIII, § 8, of the California Constitution; and (b) Revenue and Taxation Code § 402. 1, or successor statute. Furthermore, this Offer c.onstitLites a servitude upon the burden to the Property within the meaning of Revenue and Taxation Code § 3712(d), or successor statute, which survives a sale or tax - deeded property. 8. Sei -vice of Notice. All notices to be served by one party to the other pursuant to this agreement are deemed to have been served when made in writing and deposited in the U.S. snail, registered and postage prepaid, addressed as follows: a. To Grantor: Mar 1222 Grand, LLC 2050 West 190 #n Street, #108 Torrance, California 90504 Attention: William Messori b. To Grantee: City of El Segundo 350 Main Street El Segundo, California 90245 Attention: City Manager With a Copy to: City of El Segundo 350 Main Street El Segundo, California 90245 Attention: Director of Planning and Building Safety With a Copy to: Jenkins & Hogin, LLP 1230 Rosecrans Ave, Suite 110 Manhattan Beach, California 90266 Attention: Mark D. Hensley, Esq. 9. Binding upon Successors. All terms and conditions in this Offer will be binding upon the parties, their successors, and assigns. The benefits and burdens herein are intended to and will run with the land. This is the entire agreement between the parties and will not be modified except by written instrument signed by all the parties or their respective successors. Notwithstanding the foregoing, Grantor is not liable for any amendment not signed by it, nor is it liable for an Environmental Release not caused by it. 10. Authority. Grantor expressly warrants and represents that it has the power to grant this Offer in accordance with its terms. 11. Governing Law, This document was drafted in and will be construed in accordance with the laws of the State of California and exclusive venue for any action involving this document will be in Los Angeles County. 12. Severa.bility. if any provision of this Offer is held to be invalid, or for any reason becomes unenforceable, no other provision will be affected or impaired. 13. Counterparts. This document may be executed in any number or counterparts, each of which will be an original, but all of which together will constitute one instrument executed on the same date. Executed this day of /`�/��LJj ,20/x Ce - l Mar 1222 Grand, LLC By: — Name Title: William Messori /n e- ew .o �re,� 1 STATE OF CALIFORNIA 61M COUNTY OF LOS ANGELES On March 11 2014 before me, JOANN A.BLACK Notary Public, personally appeared WILLIAM MESSORI 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. WITNESS my hand and official seal. r BL CY A COMM. #1887888 o CALIFORNIA NOTARY PUBLIC TY Signature of Notary LOS ANGELMEAY 12 2014 STATE OF CALIFORNIA SS. COUNTY OF LOS ANGELES On personally appeared before me, 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. WITNESS my hand and official seal. Signature of Notary EXTNOTI-- 12/03/07 AA �7 1 EXHIBIT "A" PROPERTY DESCRIPTION PARCEL I LOT 70 AND THE 'WESTERLY 0.64 FEET OF LOT 99 IN BLOCK 123 OF EL SEGUNDO, IN THE CITY OF EL SEGUNDO, IN THE CITY OF EL SEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 22 PAGES 106 AND 107 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 2 LOT 99 IN BLOCK 123 OF EL SEGUNDO, IN THE CITY OF EL SEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOO 22 PAGES 106 AND 107 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE WESTERLY 0.64 FEET THEREOF. END LEGAL DESCRIPTION � !l,w±s Noeq,o ^ |.�....ƒ.. �- -� - -.. ..... - - -[ s « - -- ._... . _ .. .. .._... � • � . { / }k Z)k� . ) i ) )) � • � � \!* @2 - , g�. ' §/ - � � f L § �o ! Q� CoA / \ ) • ±l,w±S VaVA2N EXHIBIT C -1 LEGAL DESCRIPTION- IRREVOCABLE OFFER TO DEDICATE BEING A RIGHT OF WAY DEDICATION OVER A PORTION OF LOTS 70 AND 99 IN BLOCK 123 OF EL SEGUNDO, IN THE CITY OF EL SEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 22 PAGES 106 AND 107 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS: THE NORTHERLY SIX FEET (6) OF SAID LOTS 70 AND 99. AS SHOWN ON THE ATTACHED EXHIBIT B N U H W x LLI ,0£ ,o£ I I iDDHiS NODDHO N sL aL- M„ti£,90.00N in Q N . (3) 67V (3) ,0£ _ ,9VU 09 M„ i,£,90.00N L� Ld U- B� !a. >. ca I Ld ?E�0 :n w 0 N to XWP pia :p �u <® '0 a0 I W N all � w Z w z CC b W N N iq ip 0 z I (J) ,6-� 1 (3) ,OL ,os I I � I i i ' (D (0 0 0_ t2 w M <0,5 1 U O a J 9 W,u-W(n W N a U' ¢(nz ;n F O 60 w cn N w o x X 00 Z W ' CL I mm Y � C7 ZO S SW .- zo�0 f�7 0 U C7 (L W (7 F a vFi d 6ZNN X Q -N N V 00 O �omm J Oq Oi M ,9 6•ZL _ M „ti£,90.00N a N qll s�•zL MJ,0,90.00N m J IDDHIS VGVADN N U V) LLJ O U) Q 0_ Imo- 02 00 U U p M =mw�0 ~0_.WYof O p v) m Q p wOzzt�`, m0QpO (� CD W 0 11 WWF- WO U-) _j ON NWDO!N A EXHIBIT "D" ACCEPTANCE OF THE IRREVOCABLE OFFER OF DEDICATION By CITY OF EL SEGUNDO This is to certify that the interest in real property offered in the Irrevocable Offer of Dedication dated _ , 2013 from Mar 1222 Grand, LLC to the City of El Segundo, a general lave city and municipal corporation, is accepted by the undersigned officer on behalf of the City pursuant to authority conferred by City Council Resolution No. 4255 adopted on April 2, 2002 and the City consents to recordation thereof by its duly authorized officer, Date City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney In