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2976S AL This geO Pa document- DO NOT DISCARD ' 8;x IIII�I�IIIIiIIIIIRPIIIiIIiIIIIIIIiIiIIIIIInIIIIIIII�IIRIIIIIIICIIIIIIl�IlIl�III91!!I I111111VIIIIISIVIIIVIIIIIVIIIIIIIIIIIIIIIIVIIIVIIII IIVIIIVIIIVIIIII�IIII isiiiiiiimNmuiuuumuuti Recorded/Filed in Official Records Recorder's Office, Los Angeles County, California 09/01/09 AT 04:38PM FEES: 0.00 TAXES: 0.00 OTHER: 0.00 PAID: 0.00 LEADSHEET ARum�Mail uu(Hard �umCopy) immu�i - IIIIMVdIII�IIIIIiIIIIMiIIIIIIIIIIIIIIN�I�llllllllllllll - RECORDING REQUEST BY WHEN RECORDED MAIL TO: City of El Segundo City Clerk's Office 350 Mail Street El Segundo, CA 90245 '20091343676* SPACE ABOVE THIS LINE RESERVED FOR RECORUtrca uziE TITLE(S) TPG: TPG-EL SEGUNDO PARTNERS, LLC, MAINTENANCE AGREEMENT, TRACT NO. 53570 EXEMPT FROM RECORDING FEES PER GOVERNMENT CODDE § 6103 2976 a 0 sa RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of El Segundo 350 Main Street El Segundo, CA 90245 No fee per Government Code § 6103 MAINTENANCE AGREEMENT TRACT NO. 53570 This MAINTENANCE AGREEMENT ("Agreement") is made and entered into this 20th day of May, 2009, by and between the CITY OF EL SEGUNDO, a general law city and municipal corporation ("CITY") and 'THOMAS PROPERTIES GROUP, INC., a California Corporation ("DEVELOPER") with reference to the following facts: RECITALS A. DEVELOPER is constructing a commercial development identified as Tract No. 53570 as approved by the City Council (the "Project") on the real property located at 700-800 N. Nash Street, bounded by Mariposa Avenue, Nash Street, Douglas Street, and Atwood Way, as more particularly described on Exhibit "A" attached hereto (the "Property") B. As part of the Project, DEVELOPER has constructed on, under, and adjacent to the Property the underground water, reclaimed water, sanitary sewer, and storm drain improvements more particularly described on Exhibit "B" attached hereto (collectively, the "Improvements"). C. The Improvements will benefit development other than the Project and will be tied into existing City infrastructure systems. Accordingly, DEVELOPER has conveyed the Improvements to CITY by Grant Deed dated May 6, 2009 and accepted by the City Council pursuant to Resolution No. 4255. D. DEVELOPER and CITY desire to set forth the respective obligations with respect to maintenance of the Improvements as set forth herein. Therefore, the Parties agree as follows: 1. MAINTENANCE AND REPAIR, A. City acknowledges and agrees that certain other utilities (the "Other Utilities") cross the Improvements at various points. B. CITY is responsible for the operation, maintenance and /repair of the Improvements constructed within the easement depicted in Exhibit A at its sole cost and expense. Maintenance of the Improvements will be undertaken by CITY in accordance with its regular business practices with regard to public facilities within CITY's jurisdiction. C. Notwithstanding anything to the contrary contained herein, DEVELOPER is responsible, at its sole cost and expense, for the repair of any private streets on the Property that may be damaged as a result of CITY's repair of the Improvements. 2. CITY NOT LIABLE FOR PLANS AND SPECIFICATIONS. CITY is not an insurer or surety for the design or construction of the Improvements. And no CITY official, officer, or employee is liable or responsible for any claim arising during construction of the Improvements. 3. WARRANTY OF IMPROVEMENTS. DEVELOPER warrants that the plans and specifications for the Improvements comply with all applicable CITY specifications. DEVELOPER further warrants that the plans and specifications can be relied upon to accomplish the maintenance work contemplated by this Agreement in a good, workmanlike manner and in accordance with accepted construction practices. 4. WARRANTY OF WORK. DEVELOPER warrants that the Improvements were constructed in a manner consistent with CITY's specifications and the highest industry standards. Should any Improvement fail to comply with this warranty or any other provision of this Agreement within one (1) year after CITY's final acceptance, DEVELOPER must, without delay and without cost to CITY, repair, replace or reconstruct any defective or otherwise unsatisfactory part or parts of the Improvements. Should DEVELOPER fail to act promptly or in accordance with this requirement or should the exigencies of the case require repairs or replacements to be made before DEVELOPER can be notified, CITY may, at its option, make the necessary repairs or replacements or perform the necessary work and DEVELOPER must pay to CITY the actual cost of such repairs plus fifteen percent (15%) for CITY's administrative overhead costs. This Section is not a waiver of any other right CITY may have for correcting faulty workmanship or defective materials. 29 76 5. INDEMNIFICATION. A. DEVELOPER indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of DEVELOPER's negligence or willful misconduct in connection with this Agreement or its performance, except to the extent caused by CITY's negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, DEVELOPER must defend CITY (at CITY's request and with counsel satisfactory to CITY) and indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. & For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. C. The foregoing release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance shall, notwithstanding, continue in full legal force and effect. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. 6. NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Notice sent by mail will be addressed as follows: To CITY: City of El Segundo Public Works Department 350 Main Street El Segundo, CA 90245 To DEVELOPER: Thomas Properties Group, Inc. Mr. Dennis Watsabaugh City National Plaza 515 South Flower Street, 6th Floor Los Angeles, CA 90071 B. When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 7. CITY'S LEGAL FEES. DEVELOPER agrees to pay all legal fees incurred by CITY in preparing this document. Payment of such fees is a condition precedent to CITY's obligations under this Agreement and must be made at or before the time CITY accepts the Improvements. 8. COMPLIANCE WITH LAW. DEVELOPER will comply with all laws applicable to this Agreement including, without limitation, federal, state, and local laws requiring permitting and licenses. All such compliance will be at DEVELOPER's own cost. 9. CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party. 10. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 11. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 12. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver. 13. GOVERNING LAW. This Agreement has been made in and will be construed in accordance with the laws of the State of California and exclusive venue for any action involving this Agreement will be in Los Angeles County. 14. AUTHORITY/MODIFICATION. This Agreement is subject to and conditioned upon approval and ratification by the El Segundo City Council. This Agreement is not binding upon CITY until executed by the City Manager. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. s This Agreement may be modified by written agreement. CITY's City Manager may execute any such amendment on behalf of CITY. 15. BINDING UPON SUCCESSORS. The terms of this Agreement constitute a burden and benefit upon the Property. Accordingly, this Agreement will be recorded and the term will run with the Property and become binding upon the parties and their respective heirs, successors and assigns. 16. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between DEVELOPER and CITY with respect to the subject matter hereof. There are no other understandings, terms or other agreements expressed or implied, oral or written. IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY: TPG: CITY OF EL SEGUNDO, „ TPG-EL SEGUNDO PARTNERS, LLC, a munic;p , cep t`,,n a California limited liability company i al By: By: THOMAS PROPERTIES GROUP, J q, ayt'ity"Manager L.P., a Maryland limited partnership ATTEST: Its Manager rVII 2 By: THOMAS PROPERTIES GROUP, INC., Cindy rtesen, C, a Delaware corporation Its General Partner APPROVED A$4 ,,, r MARK D. HE C y ey � �t , J , N By: ennis Watsabau h g Karl H. Berger, Vice President Assistant City A or ey 2 � b CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT ��sti,,'�r'�,.��r'"ti:?wr'R.:a,r'�".. ''�.".4.:"*"Cwt;%�;?.�;t"'�:'ra '�a'��"�„".�'^'�"�.5,��';�f',i. :�,�'�".�5�'�::�,'�"Rwr'�'�"r"':"%tie°.",'r,..'�'.�'�r`?"��%"r;�`"i.%'�'�r"�"".'�,���"'t�.'Rv�,�'�::4�'ar''�5 ✓4e'��',e„�'�u""yw"�&:r'��,^�^�",�,�'at:,R�r�.;5:r''Mi. .'�•;�';�""r4,rt"'�""!"�l�'���i� State of California County of „ L.-O 5 Av A ...�°q On - .� Date before me, .. ,,.'4t �,la,at �. I �' ,. `1 . a f 0he Officor .....-...... �.. e x personally appeared ,.... ...... .•: .i........................................................ ............. , who proved to me on the basis of satisfactory evidence to be the person(s)-whose narn*- ) blare-subscribed to the within instrument and acknowledged to me that I°(-Vshe/thoy executed the same In his/her/444r authorized capacity(tet�), and that by his/her/their signature( )--on the LINDA GAMY instrument the person(&)'„ or the entity upon behalf of Caro MkWON 0-1817M which the personO°„acted, executed the instrument. .,.. Notary INM C8jjjj0j,,jjja II.0 AnigNes courfly I certify under PENALTY OF PERJURY under the laws comm,Ex so g' ''t t ' 2012 of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal, Place Notary Seal Above Smgrl .. Signature.” ,........ t da ul fit prY abu; ' ... w ... f. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another 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: ❑ Individual ❑ Individual ❑ Corporate Officer—Title(s): ❑Corporate Officer—Title(s); ❑ Partner—❑ Limited ❑ General _ w El Partner—❑ Limited El General �.r. ❑ Attorney in Fact • ❑Attorney in Fact IN• ❑ Trustee Top of thumb here ❑Trustee Top of thumb here ❑ Guardian or Conservator ❑Guardian or Conservator ❑ Other: ❑Other: Signer Is Representing: Signer Is Representing: 'd; 1';E"•A"'T 02007 National Notary Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313-2402•www NationalNotary.org Item#5907 Reorder:Call Toll-Free 1-800-876-6827 9 7 June 3, 2009 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS CITY OF EL SEGUNDO ) On June 3, 2009, before Cathy Domann, Deputy City Clerk, personally appeared Jack Wayt, City Manager of the City of El Segundo, who proved to me on the basis of satisfactory evidence 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 persons acted, executed the instrument. Witness my hand and Official Seal. Cathy Domann, Deputy City Clerk 2976 ® r SCALE: 1 "=250' EXHIBIT " A " SHEET 1 OF 1 EASEMENT TO OPERATE, MAINTAIN AND REPAIR UNDERGROUND WATER, RECLAIMED WATER, SANITARY y y SEWER AND `����I�OR'M' /DRAIN IMPROVEMENTS. IN 1 i•""BE CITY OF I:,.,G.,,� SEGUNDO COUNTY OF LOS ANGELES, STATE OF CALIFORNIA 71 �!, , .. LAJ l.l _a. m ....._� N ....:... ..... .; (PRIVATE STREET). ..... MAPLE AVEw ...MAPLE..AVENUE w > L n1 g wl . r zra I ___CAMPUS DRWE.... ....... ..... I1I 6169 ; .. m xp 3-31-2010 V MARIPOSA AVENUV! , 'r. µ.'Vi —INDICATES PROPERTY COVERED Y EASEMENT Apr. 23, 2009 14:06 58 M Name: ;4:t1TH00,:,Qi02\s„rvr:y�le,yuls\57f2Ef°I" EXHJBIT,dwg Upd®ted fay: dhoward I I I D � 2976 S . V < CB �w.. Cf > I WP 81 i—Y � s a O� �.. ,- R/W R > Z� � �,. In CBI' , ^'ICB p 34' -- 1 34'MAPLE AVENUE (58'_ . CB �I CB QB CB _. ... CD u :..R/W 47'... 23.5' � ..47' 23.5° ... ..23.5' «. -•--23.5' L I w I Y) 23.5' iu p II wLjj ° CAI U) 11 L r III Nw i0 N CY a o ° Z V) UCBI; ICB R v ;°� R/W I , u N CB CB I� b II Imw 31" CAMPUS � DRIVEf - r- > � o d R/W LO CB B I o a r ..R/W N E w. a_ to I 52 I jI 24`- 28' t C B, 1 _ T_____..____._ MARIPOSA AVENUE ) -� „..-_ -.._---___�____,.__�_�___""P"Jw�„ww.Z-r�M'rr ww,.wr wrw W^wrir�-•.,r.�..•°w ._ ...... _ --= 1 Z _ .... .”." . .� .' ... '£ ` 5 0' 250' .,,500 IVu LEGEND GRAPHIC SCALE x, 18" RCP STORM DRAIN (Cg) EXISTING CATCH BASIN Campus El Segundo I 24" RCP STORM DRAIN Cg NEW CATCH BASIN Public Storm Drain V Exhibit 3 ° 36" RCP STORM DRAIN EXISTING STORM DRAIN PS 0 M AS THOMAS PROPERTIES GROUP, LLC DATE: 12-20-07 REVISED ON JOB No:1TH0050302 SHEET 1 OF 3 EXHIBIT F 71,3-1 1- of 3 n. I I n � u � V a °0 R/W R > Z ,, � Y � N �-: 34'MAPLE-AVENllE_ I V I I XI g � i R/W 23.5' 47' u .. ..... ... .. . "°,... 23.5' 'I � 23.5'�—r 23.5' a - I lu LLJ w x I ( �w LLJ I-- W II Q I u = ; III Q Y � o Q �I R/W U ( r R/W A N CAMPUS DRIVE J-) R/W ---..._ N CN yy R/W 11� I I V w ° w R/W ly' Of O ° U)a_ I --... �� 52' II 24....._ I,�.� 28' II u LEGE MARIPOSA AVENUE r EXISTING VCP SEWER I 8' VCP SEWER 250' 125' 0 250 500 GRAPHIC SCALE 10" VCP SEWER 12" VCP SEWER Campus El Segundo 15" VCP SEWER Public Sewer Line Exhibit 18" VCP SEWER THOMAS PROPERTIES GROUP, LLC DATE: 12-20-07 REVISED ON: JOB No:1TH0030502 y, SHEET 2 OF 3 EXHIBIT B Page 2 of 3 29 6 81' Itl _j 34' Li > LLJ /-R/W I L .. I 0 FY a- 34' h 34'MAPLE AVENUE ' rr 47!: z 00 R/W 4 23.5' 23.5' 47 LLJ LLJ 23,5"F� 23.5' 10:� ( 11 LLJ II < Ld V) CY I LLJ V) LLJ Lr) LLJ U) < F_ Z:) ILL) al Z) of < 0 V) V) < Cl- R/W T_ Ln 00 .RAW 1c) c6 CAMPUI DRIVEJ., /W Ln R C6 `V LLJ :> R/W -L') FY ff� M C"i II LLJ < R/W E 0 a- (n II 52� 24' 28' LEGEND GRAPHIC SCALE EXISTING DIP WATER 6" DIP WATER Campus El Segundo 10" DIP WATER Public Water Line Exhibit 12" DIP WATER PS 01 M AS THOMAS PROPERTIES GROUP, LLC DATE: 12-20-07 REVISED ON: JOB No:1TH0030502 SHEET 3 OF 3 EXHIBIT B Page 3 of 3