CONTRACT 3083 Easement AgreementRECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
612 Twin Holdings, LLC
1141 Highland Avenue, Suite 203
Manhattan Beach, California 90266 -5326
Attention: Mr. Mark A. Neumann
(Space Above For Recorder's Use)
EASEMENT AGREEMENT
THIS EASEMENT AGREEMENT (this "Agreement ") is made as of
200_Z by and between 612 TWIN HOLDINGS, LLC, a California
limited liability company ( "Parking Structure Owner "), and THE CITY OF EL
SEGUNDO, a municipal corporation ( "City ").
RECITALS:
A. The Parking Structure Owner is the owner in fee simple of that certain real
property (the "Parking Structure Parcel ") situated in the City of El Segundo, County of
Los Angeles, State of California, more particularly described on Exhibit "A" attached
hereto and made a part hereof.
B. The Parking Structure Owner and the City entered into that certain Lease
Agreement, dated as of June 18, 2002, as amended by that certain First Amendment to
Lease Agreement, dated as of October 18, 2002 (collectively, the "Lease "), whereby the
City leased from the Parking Structure Owner and the Parking Structure Owner leased to
the City one hundred (100) parking spaces in the parking structure (the "Parking
Structure ") which will be constructed on the Parking Structure Parcel in accordance with
that certain Construction Agreement between the Parking Structure Owner and the City,
dated as of June 18, 2002, as amended by that certain First Amendment to Construction
Agreement, dated as of October 18, 2002 (collectively, the "Construction Agreement ").
The Parking Structure Owner and the City, their successors and assigns, are sometimes
individually referred to herein as an "Owner" and collectively referred to herein as the
"Owners ".
C. The Owners acknowledge that the foundation of the Parking Structure will
extend over the property line of the Parking Structure Parcel not more than sixty (60)
inches at any point on three (3) sides of the Parking Structure Parcel, thereby encroaching
(the "Encroachment ") on the real property adjacent to the Parking Structure Parcel
owned by the City (collectively, the "City Property "). The portions of the City Property
550468.02/WLA Easement Agreement
C3265- 007112- 184711ryidkylt - ] - [City of El Segundo]
that will be encroached on, as described and depicted on Exhibit "B ", attached hereto,
are collectively referred to herein as the "Encroached Area ".
D. Acknowledging that the Parking Structure is to be constructed, in part, for
the benefit of the City, in consideration therefor, the City desires to establish certain
easements for the benefit of the Parking Structure Owner, its successors and assigns,
allowing the Encroachment and the Parking Structure Owner to enter upon the City
Property to maintain and repair the Parking Structure in accordance with the terms and
conditions set forth herein.
AGREEMENT:
NOW, THEREFORE, incorporating and in consideration of the foregoing
Recitals, the Owners hereby covenant and declare that the Parking Structure Parcel and
the City Property are now held and shall hereafter be held, transferred, sold, leased,
conveyed, encumbered, mortgaged, improved and occupied subject to the terms of this
Agreement. The easements set forth herein shall run with the Parking Structure Parcel
and City Property, and shall be binding on the Parking Structure Owner and the City, and
their respective successors and assigns, with respect to the Parking Structure Parcel and
the City Property, respectively, and shall inure to the benefit of the Parking Structure
Owner as described herein.
1. Grant of Encroachment Easement. The City hereby grants to the Parking
Structure Owner, for the benefit of the Parking Structure Owner and its successors and
assigns, a non - exclusive easement (the "Encroachment Easement ") over, across, upon
and under the Encroached Area solely for the purpose of the Encroachment and the
maintenance, repair and/or replacement of the portion of the foundation of the Parking
Structure located in the Encroached Area.
2. Maintenance Obligations. The Parking Structure Owner shall maintain the
Parking Structure and all related improvements located within the Encroached Area, at its
sole cost and expense, in good condition and repair, and shall repair, at its sole cost and
expense, any damage to the Encroached Area caused by the Encroachment or by the
Parking Structure Owner's use of the Encroachment Easement or its exercise of any rights
or performance of any obligations under this Agreement; provided, however, that the
Parking Structure Owner shall not be responsible for the repair of any damage caused by
the negligence or willful misconduct of the City or any of its licensees, employees, agents
or contractors, which repairs shall be the sole responsibility of the City. The Parking
Structure Owner must obtain the City's prior written consent (which consent will not be
unreasonably withheld) prior to any entry upon the Encroached Area for the purpose of
performing any maintenance, repair or replacement permitted by this Agreement. The
Parking Structure Owner agrees that all such maintenance, repair and replacement work
will be performed in compliance with all applicable laws and in a safe and workmanlike
manner.
550468.02(WLA Easement Agreement
03265.0M2- 1&*Xkyh/kyh - 2 - [City of El SeguWo]
3. Rights of City to Use Encroached Area. It is understood and agreed that
the Encroachment Easement granted in this Agreement is acquired subject to the rights of
the City and its successors and assigns to use the Encroached Area for any and all
purposes, subject only to the limitation that such use does not unreasonably interfere with
the permitted uses of the Encroached Area by the Parking Structure Owner and its
successors and assigns as stated in this Agreement. The City and its successors and
assigns hereby retain all rights which are not inconsistent with the permitted uses of the
Encroached Area by the Parking Structure Owner and its successors and assigns as stated
in this Agreement, including, without limitation, the right to grant other and additional
easements and rights of way with respect to the Encroached Area.
4. Parking Structure Owner Indemnity. The Parking Structure Owner agrees
to and shall indemnify, defend (with counsel reasonably satisfactory to the City) and hold
harmless the City and its licensees, officials, officers, employees, agents and contractors
(collectively, the "City Indemnitees ") from and against any and all Claims (as that term is
defined below), which any of the City Indemnitees may suffer arising out of, relating to or
in any way connected with the use of the Encroachment Easement granted to the Parking
Structure Owner, the exercise by the Parking Structure Owner of any rights under this
Agreement or the performance by the Parking Structure Owner of any obligations under
this Agreement. Notwithstanding the foregoing, the Parking Structure Owner shall not be
responsible for or indemnify a City Indemnitee against the negligence or willful
misconduct of a City Indemnitee. For purposes of this Agreement, the term "Claims"
shall mean any and all claims, losses, liabilities, damages, actions, suits, causes of action,
judgments, costs and expenses, including, without limitation, reasonable attorneys' fees
and costs.
5. Notice. All notices, demands, or other communications of any type given,
or required to be given, pursuant to this Agreement shall be in writing and shall be
delivered to the person to whom the notice is directed, either in person with a receipt
requested therefor, or sent by a recognized overnight courier delivery service for next day
delivery or by United States certified mail, return receipt requested, postage prepaid to the
addresses as follows:
If to Parking Structure Owner:
with a copy to:
612 Twin Holdings, LLC
1141 Highland Avenue, Suite 203
Manhattan Beach, California 90266 -5326
Attention: Mr. Mark A. Neumann
Allen Matkins Leck Gamble & Mallory LLP
1901 Avenue of the Stars, Suite 1800
Los Angeles, California 90067
Attention: John M. Tipton, Esq.
550468.02/w1.A Easement Agreement
C3265002112-18- 02/kyh/Iryh - 3 - [City of El Segundo]
If to City:
with a copy to:
City of El Segundo
350 Main Street
El Segundo, California 90245 -3895
Attention: City Manager
Burke, Williams & Sorensen, LLP
611 West Sixth Street, Suite 2500
Los Angeles, California 90017
Attention: Mark D. Hensley, Esq.
vtfl
Any notice given by personal delivery or courier delivery service will be deemed
effective when received. Any notice given by United States Mail will be deemed effective
on the third (3rd) business day following deposit in the United States mail, postage
prepaid, registered or certified mail, return receipt requested, addressed as set forth above.
Any notice that may be given by either party in connection with this Agreement may be
given by such party's attorney.
6. Estoppel Certificate. Each Owner hereby covenants that within a
reasonable period after written request by the other Owner, it will issue to the other
Owner or to any prospective mortgagee or purchaser of such Owner's Parcel, an estoppel
certificate stating: (a) whether it knows of any default under this Agreement, and if there
are known defaults specifying the nature thereof; (b) whether to its knowledge this
Agreement has been modified or amended in any way (and if it has, then stating the nature
thereof); and (c) whether to its knowledge this Agreement as of that date is in full force
and effect.
7. Enforcement and Remedies.
7.1 Each provision of this Agreement shall be enforceable by any
Owner by a proceeding for a prohibitive or mandatory injunction or by a suit or action to
recover damages. If court proceedings are instituted in connection with the rights of
enforcement and remedies provided in this Agreement, the prevailing party shall be
entitled to recover its costs and expenses in connection therewith including, without
limitation, reasonable attorneys' fees.
7.2 Each Owner hereby agrees that any and all actions in equity or at
law which are instituted to enforce any provision hereunder shall be brought in and only in
the courts of Los Angeles County, State of California.
7.3 Failure to enforce any provision of this Agreement shall not operate
as a waiver of any such provision, the right to enforce such provision thereafter, or of any
other provision of this Agreement.
550468,02/wta Easement A@eement
C3265-002/12- 1&O7Jk & 1 k y h - 4 - [City ofEl Segundo]
8. Additional Work. Following the completion of the initial construction of
the Parking Structure by the Parking Structure Owner, the Parking Structure Owner shall
be responsible, at its sole cost and expense, for performing the following work
(collectively, "Additional Work ") on the City Property: (i) repave and slurry coat the alley
located on the east side of the Parking Structure and (ii) repair any damage to the
sidewalks located on the Richmond Street and Grand Avenue sides of the Parking
Structure to the extent caused by the Parking Structure Owner's initial construction of the
Parking Structure. The Parking Structure Owner shall perform the Additional Work to
City standards, in compliance with all applicable laws, and in a safe and workmanlike
manner. The City grants to the Parking Structure Owner a temporary construction
easement over those portions of the City Property necessary for the Parking Structure
Owner to perform the Additional Work solely for the purpose of allowing the Parking
Structure Owner to perform such Additional Work. Such temporary construction
easement shall expire upon the completion of the Additional Work by the Parking
Structure Owner. The Parking Structure Owner must obtain the City's prior written
consent (which consent will not be unreasonably withheld) prior to any entry upon the
City Property for the purpose of performing the Additional Work.
9. Miscellaneous.
9.1 Amendment or Revocation. This Agreement may be amended or
revoked only upon unanimous written approval in recordable form of all Owners of the
Parking Structure Parcel and the City Property (each, a "Parcel ", collectively, the
"Parcels "), and any other attempt to do so shall be void and have no effect.
9.2 Effect of Provisions of Agreement. Each provision of this
Agreement, and agreement, promise, covenant and undertaking to comply with each
provision of this Agreement: (i) shall be deemed incorporated in each deed or other
instrument by which any right, title or interest in any portion of the Parcels is granted,
devised or conveyed, whether or not set forth or referred to in such deed or other
instrument; and (ii) shall be deemed a covenant running with the land to, with and for the
benefit of each Owner of any portion of the Parcels; and also an equitable servitude,
running, in each case, as a burden with and upon the title to each and every portion of the
Parcels.
9.3 Successors and Assigns. This Agreement shall be binding upon and
shall inure to benefit of the successors and assigns of the parties hereto. A person or
entity shall be bound by this Agreement only during the period such person or entity is the
fee or leasehold owner of any property which is subject to this Agreement, except as to
obligations, liabilities and responsibilities that accrue during said period. Although persons
or entities may be released under this paragraph, the covenants and restrictions in this
Agreement shall continue to be benefits to and servitudes upon said property running with
the land.
9.4 Constructive Notice and Acceptance. Every person or entity who
now or hereafter owns or acquires any right, title, or interest in, or to any portion of the
550468.021WLA Easement Agreement
C3265- 002/12- 18-02/kyh/Iryh - 5 - [City of El Segmdo]
Parking Structure Parcel or the City Property is, and shall be, conclusively deemed to have
consented and agreed to every covenant, condition, restriction and easement contained
herein, whether or not any reference to this Agreement is contained in the instrument by
which such person acquired such interest.
9.5 Breach Shall Not Permit Termination: Notice and Cure Rights. It is
expressly agreed that no breach of this Agreement shall entitle any Owner to cancel,
rescind, or otherwise terminate this Agreement, and such limitations shall not affect in any
manner any of the rights or remedies which the Owners may have by reason of any breach
of this Agreement. No Owner shall be deemed in breach of this Agreement unless and
until such Owner shall have received notice of such breach and thirty (30) days shall have
elapsed after such notice without the cure of such breach having been completed.
9.6 General. Neither this Agreement nor any acts of the Owners shall
be deemed or construed by the parties hereto, or any of them, or by any third person, to
create the relationship of principal and agent, or of partnership, or of joint venture, or of
any association between any of the Owners to this Agreement. Invalidity or
unenforceability of any provision of this Agreement in whole or in part shall not affect the
validity or enforceability of any other provision or any valid and enforceable part of a
provision of this Agreement. The captions and headings in this instrument are for
convenience only and shall not be considered in construing any provisions of this
Agreement. When necessary for proper construction, the masculine of any word used in
this Agreement shall include the feminine or neuter gender, and the singular the plural, and
vice versa. This Agreement may be executed in any number of counterparts, each of
which shall be deemed an original, and all of which, together, shall constitute one and the
same instrument.
[SIGNATURES ARE ON FOLLOWING PAGE]
55046&021WLA Easement Agreement
C3265-002112- 1&01%yWkyh - 6 - [City of El Segundo]
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first set forth above.
"PARKING STRUCTURE OWNER" "CITY"
612 TWIN HOLD GS, LC, a California CITY OF EL SEGUNDO,
limited li ty rnp a municipal corpo tion.
By: X ° Ey *�
Name: Mark A. Neumann Name: Mike Gordon
Title: Managing Member Title: Mayor — City of El Segundo
Attest:
By: , -
V
Name: Cathy Domann
Title: Deputy City Clerk
�r S.. to _►
Name: Mark D. Hensley
Title: City Attorney
c3absooy 1&4bkyWkyh -7- [�Y �l
p
Febmarry 5, 2003
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES SS
CITY OF EL SEGUNDO 1
On January 4, 2003, before Cathy Domann, Deputy City Clerk, personally
appeared Mike Gordon, Mayor 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 he executed the same in his authorized capacity, and
that by his signature on the instrument the person, or entity upon behalf of
which the person acted, executed the instrument.
Witness my hand and Official Seal.
Cathy orxiailn, Deputy City...
Cathy Cle k �.
CJoj'nvs\cert.sigr
STATE OF
I �'I ) ss.
COUNTY OF � I' iC.f IL , ...)
WITNESS my hand and official seal.
STATE OF
) ss.
COUNTY OF
before me,
a Notary Public
in and for said state, personally appearedwwwwmmm, personally known
to me (or proved to me on the basis of satisfactory evidence) to be the person whose name
is subscribed to the within instrument and acknowledged to me that he /she executed the
same in his/her authorized capacity, and that by his/her signature on the instrument, the
person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public in and for said State
550468.02/WLA Easement AgeemeN
0265-002/124M " - y t J - 8 - [City of El Segm&]
EXHIBIT "A"
LEGAL DESCRIPTION OF PARKING STRUCTURE PARCEL
That certain real property located in the State of California, County of Los
Angeles more particularly described as:
THE SOUTHERLY 6 FEET OF LOT 16 AND LOTS 17 THROUGH 24 IN
BLOCK 43 OF EL SEGUNDO, IN THE CITY OF EL SEGUNDO, COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 20,
PAGES 22 AND 23 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF
SAID COUNTY.
EXHIBIT "A"
550468.02/WIA Easement Ag[eement
C32654)02/12- 1&WAyh/kyh ' 1- [City of El Sepmdo]
,lu
J66 ;!41U ALLEN bfATKINS
U002/003
EXHIBIT "B"
LEGAL DESCRIPTION AND DEPICTION OF ENCROACHED AREA
Legal Description
TIE LAND REFERRED TO HEREIN IS SITUATED IN THE CITY OF EL
SEGUNDO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS
DESCREBED AS FOLLOWS:
THAT PORTION OF RICHMOND STREET (60 FEET IN WIDTH). GRAND AVENUE (100
FEES" IN WIDTH) AND ALLEY (20.00 FEET IN WIDTH) IN THE CITY OF EL SEGUNDO,
COUNTY 01 LOS ANGELES. STATE. OF` -CALIFORNIA AS SHOWN ON A MAP
RECORDED IN BOOK • 1247. PAGES 46 AND 50 OF MAPS. IN THE OFFICE OF THE
COUNTY ,RECORDER OF SAID' COUNTY. LYING WITHIN A STRIP OF '-AND 5.00 FEET
IN WIDTH, IBEING DESCRIBED AS FOLLOWS:
THE EASTERLY 5.00 FEET OF SAID RICHMOND STREET BOUNDED 40RTHERLY BY A
LINE PARALLEL WITH AND DISTANT NORTHERLY 159,00 FEET FROM THE
CENTERLINE OF SAID GRAND AvENUE.
TOGETHER WITH THE NORTHERLY 5.00 FEET OF SAID GRAND AVErJUE.
ALSO TOGETHER WITH THE WESTERLY 5.00 FEET OF SAID ALLEY ,BOUNDED
NORTHERLY BY A JL1NE PARALLEL WITH AND DISTANT NORTHERLY 260.00 FEET
FROM THE CENTERLINE OF SAID GRAND AVENUE.
al•I AS SHOWN ON EXHIBIT °B" ATTACHED HERFTO AND BY THIS DEFERENCE
WADE A PART HEREOF.
THIS DESCRIPTION WAS MADE BY -ME OR UNDER MY DIRECTION IN CONFORMANCE
WITH THE LAND SURVEYORS ACT.
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SCOTT E. ESTEP, PL5 7066 DATE s�Orr E. ESTEP
EXPIRES 12/31/2002 a Exp_ ,Z .31 =
NO. 7C 66 �?
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Depiction of Encroached Area
EXHIBIT B
_ HOLLY AVENUE _
N89'57'25 'E 180.00'
LOT 9
"
LOT 10
t
07 71
— — LOT 12
... — — — --�
r, LOT 13
q
LOT 14
— — — — — — - - - — - -
i
LOT 15 W
....... ,,,.. ...,.. ,,,,., — ,..,.,,. — — —. -.,�
q' LOT -- _- i 8
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r q c LOT 17
vi wi
Lo -
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LOT 19. q r`
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M LOT 20
LOT 21 ° 0
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LOT zz - - --. ---
srrLL E: 1" =5D'
LOT 2.3 u
M
LOT 24
in
GRAND AVENUE q�r
i
N89 "57'25 "t 180.00' atl�awgw
...... .. - - 714 !
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EXHIBIT `B' w
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L_ GRAVID AVENUE
- - - - - --
FACE OF BLDG
1Og 20' A —A
131 IM IC K
PUBIC RICHT 01
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5 FT
PUBIC Note: Minimum depth of
OtjMin.,
WAY OF WAY
encroachment shall be
.. F24719 18" below the top of the
EXI5TINC ALLEY finished surface
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SECTION A -A
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SECTION B-13 (7 t 4)572 -6800 FAX(71
6850