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Resolution Number 92-2-18-413 RESOLUTION NO. 92-2-18-4 Y OF LOAN (,I\V (\V 1!/VLVL31\\J LL\1LJ/(\lL/\l Vl VV/\L L L\VVL,LVJ \JAl4\l\L1\ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT WITH THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY AND AUTHORIZING THE INVESTMENT OF BOND PROCEEDS PURSUANT THERETO (SWANNER) WHEREAS, the City of San Juan Capistrano (the "City") has heretofore issued its $4,995,000 Series 1990 General Obligation Bonds (Open Space Program) on August 23, 1990, and its $6,955,000 Series A of 1992 General Obligation Bonds (Open Space Program) on February 4, 1992 (collectively, the "Bonds"); and, WHEREAS, the City is authorized pursuant to the terms of Resolution No. 90-6-19-7 adopted on June 19, 1990 and Resolution No. 91-12-3-8 of the City adopted on December 3, 1991, respectively, to invest the proceeds of the Bonds in obligations of a local governmental agency; and, WHEREAS, the City has determined it prudent at this time to invest not to exceed $7,200,000 of Bond proceeds in a note of the San Juan Capistrano Community Redevelopment Agency at an interest rate per annum not to exceed 12 percent for a period of 3 years from the date of such investment. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San Juan Capistrano as follows: SECTION 1. The promissory note (the "Note") and loan agreement (the "Loan Agreement") evidencing Agency indebtedness to the City are hereby approved in substantially the forms set forth in Attachments "A" and "B", respectively, attached hereto and incorporated herein by reference, with such changes as may hereafter be approved by Bond Counsel and the City's Finance Director, execution of such documents being conclusive evidence of the City's approval of such changes. -1- SECTION 2. The City's City Manager and Finance Director are hereby authorized and directed to execute and deliver to the Agency the Loan Agreement and not to exceed $7,200,000 in Bond proceeds on behalf of the City of San Juan Capistrano. PASSED, APPROVED, AND ADOPTED this 18th day of February , 1992. ATTEST: CITYTY CLERK STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 92_2_18_4 adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held on the 18th day Of February , 1992, by the following vote: AYES: Councilmen Friess, Hausdorfer, Harris, Vasquez and Mayor Jones NOES: None ABSTAIN: None ABSENT: None (SEAL) CH�EL YL JOHN N, CrrY CLERK -2- CITY/.AGENCY LOAN AGREEMENT SAN JUAN CAPISTRANO CENTRAL REDEVELOPMENT PROJECT THIS AGREEMENT is entered into this 13th day of February, 1992, by and between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body, corporate and politic (tr,e "Agency"), and the CITY OF SAN JUAN CAPISTRANO, a municipal _orporati)n (the "City"). RECITALS: A. By Ordinance No. 438 adopted July 12, 1983, Ordinance No. 509 adopted on May 15, 1984, Ordinance No. 547 adopted on July 16, 1985 and Ordinance Nos. 582 and 583 adopted on August 19, 1986, the City Council of the City of San Juan Capistrano (the "City Council") approved and amended the Redevelopment Plan (the "Plan") for the San Juan Capistrano Redevelopment Project (the "Project Area") of the San Juan Capistrano Community Redevelopment Agency (the "Agency"). B. Pursuant to the Community Redevelopment Law of the State of California (Health and Safety Code Section 33000 et. seq., the Agency is carrying out the Redevelopment Plan for the Project in the redevelopment project area (the "Project Area"). C. Under the Redevelopment Plan, the City shall aid and cooperate with the Agency in carrying out the Project and take actions necessary to ensure the fulfillment of the purposes of the Plan and to prevent the recurrence or spread in the Project Area of conditions causing blight. -1- 1641 D. In furtherance of the Project, the Agency and the C,ty �es,re to enter into an agreement under which the City will loan to thegency the amount of Seven Million Two Hundred Thousand Dollars ($7,200,000), which the .agency shall use solely for the acquisition of real property identified on that certain promissory note attached hereto as attachment "A" (the "Vote") and related costs. AGREEMENT The Agency and the City hereby agree as follows. 1. Loan. The City loans to the Agency the amount of Seven Million Two Hundred Thousand Dollars ($7,200,000) (the "Loan Amount:), which the Agency shall use for the acquisition of the real property identified in the Note and related costs. 2. Repayment by the Agency. The Agency shall repay to the City the Loan Amount, plus interest at the rate per annum which is available on a month -by -month basis during the term of this Loan for funds invested with the State of California Local Agency Investment Fund all due and payable three years from the date hereof. 3. Indebtedness of Agency. This Agreement constitutes an indebtedness of the Agency incurred in carrying out the Project, and a pledging of tax allocations from the Project to repay such indebtedness, under the provisions of Section 16 of Article XVI of the California Constitution and Section 33670-33674 of the Health and Safety ,Code; provided, however, that such pledge of tax allocations shall always be subordinate and subject to the right of the Agency pledge or commit tax allocations from the Project to repay bonds or other indebtedness incurred by the Agency in ckrying out the Project. -2- t IN WITNESS WHEREOF, the Agency and the City have executed this Agreement as of the date first above written. SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY By: Kenneth E. Friess, Chairman By: Stephen B. Julian, Executive Director ATTEST: Secretary CITY OF SAN JUAN CAPISTRANO By: Stephen B. Julian, City Manager By: David P. Bentz, Director of Administrative Services ATTEST: City Clerk APPROVED AS TO FORM City Attgney -RCM: SS::RY _. I.F. — - :- S .:0, J00 San :an :scistr3nc For :a: -e ____':ed, the _nde rsigr.ed. SA:1 ,SAN _,:__'.ANC .1=CE7ELCPMEN? CE:ICY, a -uclic oody corcorate and p0:1__.. .-ea-ad _..__. r. - laws of tree State of _3___ornia 1'Borrower', 'rclises to pay t_ t'._ :.]-. .- cne .Y OF SAN ::AN-AP:S7EAN0, A tun -__pa: _0 rpa ra ear.ear. 7an__ed existing -rider the laws of the 5t1te 0f _3.::or.^.1a i= ._Y.. ..__. Adelanto, San :uan Capistrano, C31if-.rnia. tr at sLLCn _Iaze is designated :n writing by Lender, the principal sum of �tcsert a-o'.:ct -"- exceed 57,2C0.0001 DOLLARS (S "1 ,", ) .+ith interest at t: -.3:e,.-. png per annum ':n ich :s available durichi term herect for funds _c. este❑ -_.:. the State of California Local Agency Investment Funds, And as s'.tn rate -_- vary from month to month. Interest shall be due and p .. ayable i:ne instal-ment on the Maturity Date (as hereinafter def trr_d). the outstanding principal balance of this note. together '411 a any a:: -'_a4 and unpaid interest, shall be due and payable in one insta LLment to o: the third anniversary dace of this note ("Maturity Date"). Mo [•+:chs taadicg the foregoing sentence, the principal balance of this note, together accrued and unpaid interest, is payable at any time upon demand by Center. All sums owing hereunder are payable in lawful money of the 'United 3.3tes America. All or any portion of the principal balance of :his note may o_ prepaid at any time without penalty or premium. This note is secured by a deed of trust ("Deed of Trust") dated the date hereof, on certain real property (the "Property") located in San Tuan Capistrano, California, and described on that certain ALTA,'ACSM Land Ti_ Survey dated December 16, 1991, W.O. No. 1L00-1, prepared by Hunsaker S Associates, Inc., 3 Hughes, Irvine, CA 92718 (the "Survey"), which Sur•:ey :s incorporated herein by referents. PRINCIPAL OTHERWISE DUE UNDER THIS NOTE SHALL BE REDUCED FROM TIME -7 -:ME PURSUANT TO THE FOLLOWING PROVISIONS: BORROWER MAY REPAY ALL OR ANY PORTION OF THE PRINCIPAL OUE UNDER 7X:S NOTE BY TRANSFERRING TO LENDER FEE -SIMPLE TITLE TO THE PROPERTY OR PORTIONS THEREOF OR OTHER REAL PROPERTY WHICH IS IN AN OPEN SPACE CONDITION AT THE TIME OF TRANSFER TO THE CITY BUT WHICH HAS NOT BEEN PREVIOUSLY DEDICATED OR TRANSFERRED TO THE CITY OR ANY OTHER ?UBLIC ENTITY FOR OPEN SPACE USE. BORROWER SHALL BE ENTITLED 70 A REDL'C'.:CN OF PRINCIPAL ON A DOLLAR FOR DOLLAR BASIS BY CREDITING BORROWER WITH AN AMOUNT EQUAL TO THE PRODUCT DERIVED BY MUTIPLYING THE NUMBER IF SQUARE FEET OF PROPERTY CONVEYED TO LENDER BY BORROWER :SMEs THE APPLICABLE PRICE PER SQUARE FOOT SET FORTH BELOW: Price Per Square Foot Property Description (by reference to property description set forth in the Survey) a. 51.83 psf: Parcels A. 1, 3, 4, 5, 6, 7 b. 515.00 psf: Parcel 2 C. 512.00 psf, Parcels B-1 and B-2 For example, and by way of illustration only, if Borrower transferred to Lender a total of 300.000 square feet of category "a" property and 50,000 square feet of category "e', property, the principal balance of this note vol — be reduced by a total of $1,149,000.00 (4549,000.00 ($1.83 psf x 300,000 sf `: -" $600,000 (312.00 psf x 50,000 sf]). Borrower is entitled at any time to maL one or more transfers of portions of the Property to Lender and the reducti: in the principal amount of this note shall be effective as of the date of e. such transfer. All costs, fees, charges and expenses of any kind whatsoever in connection with such transfers shall be borne by Borrower. Title to the Property or portion thereof transferred by Borrower to Lender shall be by grant deed subject only to the same exceptions to title as the Property or portion thereof was subject at the time of the acquisition of the Property by Borrower, except as Lender may otherwise agree in writing. :f ,a) Borrower shall fail to pay •:hen due any suns payacle c_.__,.__ b) a default occurs under the Deed of Trust or under any obi:gat = s__..-_ thereby; or (c) the property covered by the Deed of Trust or any = ._i.n thereof or interest therein. is sold, transferred, nortgaged. ass._ned. encumbered or leased, whether voluntarily or .nvo)untar ay or oy -ceras :r. law or otherwise, other than a transfer of all or any part of t: -•e Borrower to Lender or as otherwise expressly permitted by Lender u _ or (d) a petition in bankruptcy is filed by Borrower or any such initiated against Borrower which is not withdrawn or dismissed :.. _., sixty (60) days after the date of filing; or (e) Borrower makes a genera: asst;n. -nt for the benefit of its creditors or suffers the appointment of a .aceiver f=r all or any portion of its assets which is not dismissed within sixty ,6C, '_ns after the date of such appointment, then Lender may, at its sole :otion, declare all sums owing under this note immediately due and payable. In the event that suit be brought hereon, or an attorney be enployec or expenses be incurred to compel payment of this note or any portion of indebtedness evidenced hereby or to enforce any of the provisions of this note, the undersigned promises to pay reasonable attorneys' fees and expenses inc'itng but not limited to attorneys' fees incurred in any legal or ban. -icy proceeding or any judicial or nonjudicial foreclosure protesting. No previous waiver and no failure or delay by Lender in acting with respect to the terms of this note or the Deed of Trust shall constitute a waiver of any breach, default, or failure of condition under this note, the Deed of Trust or the obligations secured thereby. A waiver of any term of this note, the Deed of Trust or of any of the obligations secured ther_ty mist be made in writing and shall be limited to the express written terms of sucz waiver. Borrower waives presentment; demand; notice of dishonor; notice of cefallt or delinquency; notice of acceleration; notice of protest and non-payment: notice of costs, expenses or losses and interest thereon: and diligence in taking any action to collect any sums owing under this note or in proceedinq against any of the rights or interests in or to properties securing payrent r this note. Time is of the essence with respect to every provision hereof. This note shall be construed and enforced in accordance with the laws o: the State of California, except to the extent that Federal laws preempt the laws of the State of California, and all persons and entities in any manner obligated under this note consent to the jurisdiction of any Federal court or State of California court having proper venue and also consent to servile of process by any means authorized by California or Federal law. This Nota and all of its provisions, conditions, promises and covenants shall be binding in accordance with the terms hereof upon Borrower, Lender and their respective successors and assigns. eBY, •' ne�"` a_ -r Executive Director (signatures continued on next page) 02/13/92 " 3'^122oorn53 "Borrower" SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic created under the laws of the State of California By Chairman, Board of Directors 2- BCRRCWER SHALL 'ALSO BE ENTITLED TO A RE:UC-::;! DOLLAR FOR COLLAR BASIS BY=REDIT:NG BORROWER �_:- AN THE COSTS INCURRED BY BORROWER IN CCNNECT:CN W: -H PORTION OF THE PROPERTY TRANSFERRED BY BORROWER E:<ISTENCE OF HAZARDOUS MATERIALS OR HAZARDOUS WASTE AND REMEDIATION OF ANY SUCH CCNOITION ON ANY PORTION OF THE ?CPE -17: TRANSFERRED BY BORROWER TO !ENDER. PRINCIPAL REOUCT:-NS F'J.51: P.`- "- THIB ?ARAORAPH SHALL 3E EFFECTI.IE AS CF THE CAE OF TRANS?ER BZ BCRRCWER T., .END"eR OF THE PORTION OF THE FROPERTY T.. :NCJRREO FCR SUCH EXAMINATION AND RE:!ECIA::7N :S AP?L:CAB_E. :f ,a) Borrower shall fail to pay •:hen due any suns payacle c_.__,.__ b) a default occurs under the Deed of Trust or under any obi:gat = s__..-_ thereby; or (c) the property covered by the Deed of Trust or any = ._i.n thereof or interest therein. is sold, transferred, nortgaged. ass._ned. encumbered or leased, whether voluntarily or .nvo)untar ay or oy -ceras :r. law or otherwise, other than a transfer of all or any part of t: -•e Borrower to Lender or as otherwise expressly permitted by Lender u _ or (d) a petition in bankruptcy is filed by Borrower or any such initiated against Borrower which is not withdrawn or dismissed :.. _., sixty (60) days after the date of filing; or (e) Borrower makes a genera: asst;n. -nt for the benefit of its creditors or suffers the appointment of a .aceiver f=r all or any portion of its assets which is not dismissed within sixty ,6C, '_ns after the date of such appointment, then Lender may, at its sole :otion, declare all sums owing under this note immediately due and payable. In the event that suit be brought hereon, or an attorney be enployec or expenses be incurred to compel payment of this note or any portion of indebtedness evidenced hereby or to enforce any of the provisions of this note, the undersigned promises to pay reasonable attorneys' fees and expenses inc'itng but not limited to attorneys' fees incurred in any legal or ban. -icy proceeding or any judicial or nonjudicial foreclosure protesting. No previous waiver and no failure or delay by Lender in acting with respect to the terms of this note or the Deed of Trust shall constitute a waiver of any breach, default, or failure of condition under this note, the Deed of Trust or the obligations secured thereby. A waiver of any term of this note, the Deed of Trust or of any of the obligations secured ther_ty mist be made in writing and shall be limited to the express written terms of sucz waiver. Borrower waives presentment; demand; notice of dishonor; notice of cefallt or delinquency; notice of acceleration; notice of protest and non-payment: notice of costs, expenses or losses and interest thereon: and diligence in taking any action to collect any sums owing under this note or in proceedinq against any of the rights or interests in or to properties securing payrent r this note. Time is of the essence with respect to every provision hereof. This note shall be construed and enforced in accordance with the laws o: the State of California, except to the extent that Federal laws preempt the laws of the State of California, and all persons and entities in any manner obligated under this note consent to the jurisdiction of any Federal court or State of California court having proper venue and also consent to servile of process by any means authorized by California or Federal law. This Nota and all of its provisions, conditions, promises and covenants shall be binding in accordance with the terms hereof upon Borrower, Lender and their respective successors and assigns. eBY, •' ne�"` a_ -r Executive Director (signatures continued on next page) 02/13/92 " 3'^122oorn53 "Borrower" SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic created under the laws of the State of California By Chairman, Board of Directors 2- City q. 02/13/92 1131q/2299/053 -3- NHEN RECORDED MAIL TO STRADLING, YWCA, C ARLSRd 660 Newport Center Drive Suite 1600 Newport Beach, CA 92660 Attn: N. 0. TaLbct, Esq. RALmH 21 SFaCI IIOVI THIS LINE FOR RICOROIRS Was DEED OF TRUST WITM ASSIGNMENT OF RENTS (LONG FORM) rr s :;E: :F TRUST. —ace r-bruan' 13 , 1992 SAN JUAN CAPIMMANO CfPMUNITY REDET/EIDPMENT AGENCY, whose aap,ess s 32400 Paseo Adelanto, San Juan Capistrano, California vum.ar rod sown C 1r,_ .. FIRST AMERICAN TITLE INSURANCE COMPANY, a CahfOnle coruoranon +erer, car ea CITY OF SAN JUAN CAPISTAANO, -ercr _a so SE`."r _ -- WITNESSETH That T.ustor grants to Trustee In Trust, with Power of Sale. 'hat proper,, n :he City of San Juan Capistrano, County of Orange . Slate or Ca:ncr^ a oeacr ceo a a at c r r oe ta- • R n a -a lal-ue It is mutually agreed that this Deets of :rust is subject to the tears, covenants, conditions and agrements set forth in the Rider to Deed of Trust attached to t:, -,s Deed of Trust and made a part hereof (the "Rider"). To the extent there are ary inconsistencies between the printed provisions of this Deed of Trust and the Rider, the teens of the Rider shall prevail. Toothff with the rem". haus am "fin therbf, wb"m. howl. to two III", powl arab authority h.elnehw Imran to and conMvyd icon amts LWY to Calls" am a ,wan mans. all am omofiY. 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Coo, .1 T,,, or el nr <von Or ar¢Wrne'n sn Vn Trvfa1 B1n.ec'w or I'm m., c1 . It, e ]rauent OY TN.` .noanign.o 'rmrec eou.q rn. a .aov pl Inv m'u a ;e w r m0 of ,n. m c1 ]r re < - _e -< -r n - - r r r r -oe wde♦a Yt Imrn. S.gnuu♦. of Tuner SFE RIDER FOR SI(3'4MLV Ma OF TM9MR ADM FE-WICIARY I STATE OF CALIFORNIA R COUNTYOF befdre me. the undorsldnea a Natary PVblla In and far sap Slate. De'so'Af, acoea/ea DendnadY xnawn to me for droved to me art Ne baLa of aafNbctdry evldencel td be the DeladmY wnaae namsl Ivare sudxnaea ro �^ a «nN n redtrument and acanawledoed to me that na[efl0'msY edeauWd the acme. WITNESS my nand and OfHDIAI Mail. OG NOT aatOaO ,Tenn uta mr .Raul Return unl REQUEST FOR FULL RECCNVEYANCE TO FIRST AMERICAN TITLE INSURANCE COMPANY, TRUSTEE TA. unG.nre.I i. me IpN O+nN oV, nod. 0 IM nae . mom. IM of all e•Aol noeoaoq's a<urW ov 'n.ery9;nq Joe 3f .a SJd r mar.. loy.M wren .1 OM. •rYeba .cur .erwb W urd Dene of Lon, n.e bom n fol, pod o I iced: and ...oV .ne"I op1acad, U O.., meYW Of MY I. ..n,..n,e Ie IW uVot Me term..1 I.rd D. of fru.., 1. [total rap n0f I .. . e1 'OM1. O .moo ne I e .oraenvl el rMe othin as a.wae W wo date of Ttu. d.rYo"Oe to Y` MrewnA, ".ms' wne I.. uA Do. of imu. V `O Ranoer. +new If Ury, m fN 0" dean mwd W me mma N .4 Deee of TNn tll ren oma eew new W rN undo rm. amt. R... Marl goal of T.I. NON W a.wnYetaM d. M me w M<eee r good of T. ad Tfla "IS .a.aa .1Oe..l .ala Am. be "mood N d. TNI` NI IweNal` MI.N w.`•..1e wdl M mode. rl � fr - c g W L- a W ; v� .,r:�/ G' �E� n u e a C W e N a� y LL I= r Nlw OR -1570739 DESCRIPTION THE LAND REFERRED TO IN THIS REPORT IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SAN JUAN CAPISTRANO, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: THAT PORTION OF THE SOUTHWEST QUARTER OF SECTION 25, TOWNSHIP 7 SOUTH, RANGE 8 WEST, AND THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, BOTH OF SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT FILED IN THE DISTRICT LAND OFFICE MAY 19, 1873, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE CENTERLINE OF THE STATE HIGHWAY AS DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, RECORDS OF ORANGE COUNTY, CALIFORNIA, SAID POINT BEING THE EASTERLY CORNER OF THAT CERTAIN ONE ACRE PARCEL OF LAND CONVEYED TO GUY WILLIAMS BY DEED RECORDED SEPTEMBER 11, 1916 IN BOOK 288, PAGE 90 OF SAID DEEDS; THENCE SOUTH 51 DEGREES 11' 00" EAST ALONG SAID CENTERLINE, 251.95 FEET; THENCE SOUTH 38 DEGREES 49' 00" WEST 158.00 FEET; THENCE SOUTH 51 DEGREES 11' 00" EAST 97.00 FEET; THENCE NORTH 38 DEGREES 49' 00" EAST 158.00 FEET TO A POINT IN THE CENTERLINE OF SAID CALIFORNIA STATE HIGHWAY; THENCE SOUTH 51 DEGREES 11' 00" EAST ALONG SAID CENTERLINE, 1190.58 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 600.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 30 DEGREES 52' 00", AN ARC DISTANCE OF 323.23 FEET TO A POINT ON SAID CURVE, BEING AN ANGLE POINT IN THE SOUTHWESTERLY LINE OF THE LAND CONVEYED TO OSCAR ROSENBAUM BY DEED RECORDED DECEMBER 16, 1914 IN BOOK 265, PAGE 69 OF SAID DEEDS; THENCE, CONTINUING ALONG SAID CENTERLINE, SOUTHERLY TO THE NORTHERLY TERMINUS OF THAT CERTAIN COURSE DESCRIBED IN DEED TO CHARLES D. SWANNER AND OTHERS, RECORDED NOVEMBER 29, 1941 IN BOOK 1121, PAGE 251 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY, SAID COURSE BEING CITED AS "NORTH 10 DEGREES 17' WEST ALONG SAID TANGENT LINE 116.81 FEET"; THENCE, ALONG THE BOUNDARY OF THE LAND DESCRIBED IN SAID DEED, SOUTH 67 DEGREES 33' 50" WEST 306.88 FEET; THENCE NORTH 29 DEGREES 48' WEST 360.24 FEET; THENCE NORTH 19 DEGREES 19' 00" WEST 199.12 FEET; THENCE SOUTH 75 DEGREES 15' 40" WEST 180.19 FEET; THENCE NORTH 34 DEGREES 28' 00" WEST 165.62 FEET; THENCE NORTH 84 DEGREES 10' 20" WEST 140.43 FEET; THENCE SOUTH 73 DEGREES 51' 20" WEST 208.66 FEET; THENCE SOUTH 16 DEGREES 11' 50" EAST 1089.10 FEET; THENCE SOUTH 44 DEGREES 51' 40" WEST 109.08 FEET; THENCESOUTH 19 DEGREES 50' 40" WEST 140.56 FEET; THENCE SOUTH 17 DEGREES 54' 20" EAST 503.86 FEET; THENCE SOUTH 37 DEGREES 36' 40" WEST 258.80 FEET TO A POINT IN THE NORTHEASTERLY RIGHT OF WAY LINE OF THE ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY'S 60 -FOOT RIGHT OF WAY, AS A-1 OR -1570738 CONVEYED TO THE CALIFORNIA CENTRAL RAILWAY COMPANY BY DEED RECORDED IN BOOK 504, PAGE 305 OF DEEDS, RECORDS OF LAS ANGELES COUNTY, CALIFORNIA, SAID POINT BEING ON A CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 5699.65 FEET, THE CENTRAL POINT OF WHICH BEARS NORTH 71 DEGREES 53' 50" EAST; THENCE, FROM SAID POINT, NORTHWESTERLY ALONG SAID CURVE AND ALONG THE NORTHEASTERLY LINE OF THE ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY'S 60 -FOOT RIGHT OF WAY, THROUGH A CENTRAL ANGLE OF 1 DEGREE 59' 50111 A DISTANCE OF 198.68 FEET TO A LINE TANGENT; THENCE NORTH If DEGREES 06' 20" WEST ALONG SAID TANGENT LINE AND ALONG THE NORTHEASTERLY LINE OF THE ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY'S 60 -FOOT RIGHT OF WAY, 2647.95 FEET TO THE SOUTHERLY CORNER OF THE SAID GUY WILLIAMS LAND; THENCE NORTH 47 DEGREES 10' EAST ALONG THE SOUTHEASTERLY LINE OF SAID LAND, 418.01 FEET TO THE EASTERLY CORNER OF SAID LAND AND THE POINT OF BEGINNING. EXCEPTING THEREFROM, THAT PORTION CONVEYED TO THE ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY BY DEED RECORDED DECEMBER 9, 1927 IN BOOK 115, PAGE 19 OF OFFICIAL RECORDS; THE LAND HEREIN CONVEYED CONTAINING 69.95 ACRES, MORE OR LESS. ALSO EXCEPTING THEREFROM, THAT PORTION WITHIN THE CALIFORNIA STATE HIGHWAY LYING NORTHEASTERLY OF COURSE "NORTH 35 DEGREES 47' WEST 304.3 FEET" IN THE DEED FROM R. Y. WILLIAMS AND OTHERS, TO OSCAR ROSENBAUM, RECORDED DECEMBER 16, 1914 IN BOOK 265, PAGE 69 OF DEEDS. ALSO EXCEPTING THEREFROM, THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN DEED TO THE ORANGE COUNTY FLOOD CONTROL DISTRICT RECORDED JULY 1, 1971 IN BOOK 9702, PAGE 463 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY. ALSO EXCEPTING THEREFROM, A PUMPING PLANT SITE, THE WATER DEVELOPED THEREON, THE PUMPING PLANT, AND ALL APPURTENANCES THERETO; SAID PUMPING PLANT SITE BEING DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE CENTERLINE OF THE STATE HIGHWAY HEREINABOVE DESCRIBED, SAID POINT BEING THE EASTERLY CORNER OF SAID CERTAIN ONE ACRE OF LAND CONVEYED TO GUY WILLIAMS; THENCE SOUTH 51 DEGREES Il' 00" EAST ALONG SAID CENTERLINE, 364.58 FEET; THENCE SOUTH 33 DEGREES 26' 00" EAST 196.05 FEET; THENCE SOUTH 16 DEGREES 06' 00" EAST 116.01 FEET; THENCE SOUTH 03 DEGREES 56' 00" EAST 253.31 FEET; THENCE SOUTH 13 DEGREES 19' 00" WEST 202.37 FEET; THENCE SOUTH 79 DEGREES,W 30" WEST 32.05 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH,10,4QWES 06' 30" EAST 64.00 FEET; THENCE SOUTH 79 DEGREES 53' 30" WEV:;;"�i 1j -,F ; THENCE NORTH 1' DEGREES 06' 30" WEST 64.00 FEET; THENCE -4109=09 IPP.itEES 53' 30" EAS' 24.00 FEET TO_THE TRUE POINT OF BEGINNING'„ A-2 25 OR -1570738 PARCEL 2: THAT PORTION OF THE NORTH HALF OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT FILED IN THE DISTRICT LAND OFFICE, MAY 19, 1673, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 36; THENCE SOUTH 0 DEGREES 44' 00" WEST ALONG THE EAST LINE OF SAID SOUTHWEST QUARTER, 630.73 FEET; THENCE NORTH 88 DEGREES 43' 40" WEST 1648.31 FEET TO A POINT IN THE CENTERLINE OF THE CALIFORNIA STATE HIGHWAY, AS DESCRIBED IN DEED RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, RECORDS OF ORANGE COUNTY, CALIFORNIA, SAID POINT BEING NORTH 26 DEGREES 40' 00" EAST 93.28 FEET FROM THE SOUTHWESTERLY END OF A COURSE IN SAID DEED WHICH BEARS "NORTH 26 DEGREES 40' 00" EAST 641.11 FEET", SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE NORTHEASTERLY ALONG SAID CENTERLINE TO THE MOST WESTERLY CORNER OF THE LAND DESCRIBED IN PARCEL 1 OF DEED TO THE STATE OF CALIFORNIA RECORDED AUGUST 12, 1957 IN BOOK 4002, PAGE 77 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE SOUTHEASTERLY AND NORTHEASTERLY ALONG THE BOUNDARY OF SAID LAST MENTIONED LAND, TO THE NORTHWESTERLY CORNER OF THE LAND DESCRIBED IN PARCEL 1 OF DEED TO THE STATE OF CALIFORNIA RECORDED OCTOBER 17, 1967 IN BOOK 8406, PAGE 469 OF SAID OFFICIAL RECORDS; THENCE SOUTHERLY ALONG THE WESTERLY LINE OF SAID LAST MENTIONED LAND TO THE SOUTHWESTERLY CORNER OF SAID LAST MENTIONED LAND, SAID CORNER BEING A POINT ON THE COURSE HEREINABOVE CITED AS "NORTH 88 DEGREES 43' 40" WEST 1648.31 FEET"; THENCE, ALONG SAID COURSE NORTH 88 DEGREES 43' 40" WEST TO THE TRUE POINT OF BEGINNING. PARCEL 3: THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT FILED IN THE DISTRICT LAND OFFICE, MAY 19, 1873, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE CENTER LINE OF THE STATE HIGHWAY, AS CONVEYED TO THE STATE OF CALIFORNIA BY DEED RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, SAID POINT BEING THE EASTERLY CORNER OF THAT CERTAIN ONE ACRE PARCEL OF LAND CONVEYED TO GUY WILLIAMS BY DEED RECORDED SEPTEMBER 11, 1916 IN BOOK 288, PAGE 90 OF DEEDS; THENCE, FROM SAID POINT OF OCINNING, SOUTH 51 DEGREES 11' EAST ALONG SAID CENTER LINE, 364.56, ;THENCE SOUTH 33 DEGREES 26' 00" EAST 196.05 FEET; THENCE SOUTH%fCoVVM8 06' 00" EAST 116.01 FEET; THENCE SOUTH 3 DEGREES 56' 00" Mill f93:3S0VZET; THENCE SOUTH 13 DEGREES '19' OQ" WEST 202.37 FEET; THENCE SOUTH 71 -DEGREES 53' 30" WEST 32.05 BEET TO A POINT, SAID POINT BEING THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE, FROM SAID TRUE POINT OF BEGINNING, SOUTH 10 DEGREES 06' 30" EAST 64.00 FEET; THENCE SOUTH 79 DEGREES 53' 30" WEST 24.00 FEET; THENCE NORTH 10 A-3 OR -1570738 DEGREES 06' 30" WEST 64.00 FEET; THENCE NORTH 79 DEGREES 53' 30" EAST 24.00 FEET TO THE TRUE POINT OF BEGINNING. EXCEPTING THEREFROM, AN UNDIVIDED 149/200THS INTEREST IN AND TO TK - PUMPING PLANT SITE, THE WATER DEVELOPED THEREON, THE PUMPING PLANT, ANI ALL APPURTENANCES THERETO; SAID PUMPING PLANT SITE BEING DESCRIBEI ABOVE. PARCEL 4: AN EASEMENT FOR ROAD PURPOSES OVER THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT FILED IN THE DISTRICT LAND OFFICE, MAY 19, 1873, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE CENTER LINE OF THE STATE HIGHWAY, AS CONVEYED TO THE STATE OF CALIFORNIA BY DEED RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, SAID POINT BEING THE EASTERLY CORNER OF THAT CERTAIN ONE ACRE PARCEL OF LAND CONVEYED TO GUY WILLIAMS BY DEED RECORDED SEPTEMBER 11, 1916 IN BOOK 288, PAGE 90 OF DEEDS; THENCE, FROM SAID POINT OF BEGINNING, SOUTH 51 DEGREES 11' EAST ALONG SAID CENTER LINE, 364.58 FEET; THENCE SOUTH 33 DEGREES 26' 00" EAST 196.05 FEET; THENCE SOUTH 16 DEGREES 06' 00" EAST 116.01 FEET; THENCE SOUTH 3 DEGREES 56' 00" EAST 253.31 FEET; THENCE SOUTH 13 DEGREES 19' 00" WEST 202.37 FEET; THENCE SOUTH 79 DEGREES 53' 30" WEST 32.05 FEET; THENCE SOUTH 10 DEGREES 06' 30" EAST 64.00 FEET; THENCE NORTH 30 DEGREES 50' 00" EAST 46.42 FEET; THENCE SOUTH 71 DEGREES 13' 40" EAST 118.61 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE SOUTH 84 DEGREES 10' 20" EAST 140.43 FEET; THENCE SOUTH 34 DEGREES 28' 00" EAST 165.62 FEET; THENCE SOUTH 75 DEGREES 16' 40" WEST 21.25 FEET; THENCE NORTH 34 DEGREES 28' 00" WEST 162.30 FEET; THENCE NORTH 84 DEGREES 10' 20" WEST 147.48 FEET; THENCE NORTH 73 DEGREES 51' 20" EAST 26.73 FEET TO THE TRUE POINT OF BEGINNING. PARCEL 5: AN UNDIVIDED 51/200THS INTEREST IN AND TO THE PUMPING PLANT SITE, THE PUMPING PI.ANT, AND ALL APPURTENANCES THERETO; TO BE USED FOR DOMESTIC PURPOSES UPON AND/OR TO IRRIGATE THE LAMP 00 B IN THE DEED FROM R. Y. WILLIAMS AND OTHERS, TO ROBERT SCOTT; ,. CORDED OCTOBER 21- 1919 IN BOOK 344, PAGE 307 OF DEEDS;�y Qi_`FLANT SITE BEI? @ �- .. DESCRIBED118"f?OLIAWS: "S3w "0 ?2 GE 8 WEST, S;. THAT pORTZOIi•`-OF SECTION 36, TOWNSHIP ��# BERNARDINO BASE AND MERIDIAN, DESCRIBED � .... A-4 2'7 OR -1570738 BEGINNING AT A POINT IN THE WESTERLY BOUNDARY LINE OF LAND DESCRIBED IN PARCEL V OF A DECREE OF DISTRIBUTION, A CERTIFIED COPY BEING RECORDED AUGUST 24, 1956 IN BOOK 3623, PAGE 542 OF OFFICIAL RECORDS, SAID POINT BEING SOUTH 16 DEGREES 11' 50" EAST 275.50 FEET FROM THE MOST WESTERLY CORNER OF SAID PARCEL V; THENCE SOUTH 16 DEGREES 11' 50" EAST 25.00 FEET; THENCE NORTH 73 DEGREES 48' 10" EAST 25.00 FEET; THENCE NORTH 16 DEGREES 11' 50" WEST 25.00 FEET; THENCE SOUTH 73 DEGREES 48' 10" WEST 25.00 FEET TO THE POINT OF BEGINNING. PARCEL 6: AN UNDIVIDED 51/200THS INTEREST IN AND TO THE FOLLOWING: THE RIGHT OF WAY FOR AND THE RIGHT TO CONSTRUCT, USE, MAINTAIN, REPAIR, REPLACE AND CHANGE THE SIZE OF AN UNDERGROUND PIPE LINE FOR THE CONVEYANCE OF WATER FOR DOMESTIC AND/OR IRRIGATION PURPOSES OVER, UNDER AND ACROSS A STRIP OF LAND PARTICULARLY DESCRIBED AS FOLLOWS: THAT PORTION OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO BASE AND MERIDIAN, DESCRIBED AS FOLLOWS: COMMENCING AT THE MOST WESTERLY CORNER OF LAND DESCRIBED IN PARCEL V OF A DECREE OF DISTRIBUTION, A CERTIFIED COPY BEING RECORDED AUGUST 24, 1956 IN BOOK 3623, PAGE 542 OF OFFICIAL RECORDS; THENCE SOUTH 16 DEGREES ill 50" EAST 275.50 FEET ALONG THE WESTERLY BOUNDARY LINE OF SAID PARCEL V; THENCE NORTH 73 DEGREES 48' 10" EAST 22.50 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 73 DEGREES 48' 10" EAST 2.50 FEET; THENCE SOUTH 16 DEGREES 11' 50" EAST 12.50 FEET; THENCE NORTH 73 DEGREES 48' 10" EAST 2.50 FEET; THENCE NORTH 16 DEGREES 11' 50" WEST 287.97 FEET TO THE NORTHWESTERLY BOUNDARY LINE OF SAID PARCEL V; THENCE SOUTH 73 DEGREES 51' 20" WEST 5.00 FEET ALONG SAID NORTH-WESTERLY LINE; THENCE SOUTH 16 DEGREES 11' 50" EAST 275.48 FEET TO THE TRUE POINT OF BEGINNING. PARCEL 7: THAT PORTION OF THE NORTH HALF OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT FILED IN THE DISTRICT�I.AND OFFICE, MAY 19, 1873, DESCRIBED AS FOLLOWS: BEGINNING -�. IN THE CENTERLINE OF THE STATE HIGHWAY, AS DESCRIBED '�CC, , CORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, G�ORD F GE COUNTY, CALIFORNIA, WHICH POINT BEARS SOUTH 26 DEGREES 40' 00" WEST 100.24 FEET FROM THE NQXT EllPTERLY TERMINUS OF A COURSE, IN S IA DEE CITED AS "NORTH 26 DEGREES 40' 00" EAST 641.11 FEET"; MH;'1 1 C A CURVE CONCAVE TO THE WEST,:' ;HAVING A RADIUS OF 700.00 FEE ,'"�Ufi$ A CENTRAL ANGLE OF 36 DE09EES 57' 00", AN ARC A-5 OR -1570738 DISTANCE OF 451.43 FEET TO THE INTERSECTION WITH SAID CENTERLINE; THENCE, ALONG SAID CENTERLINE, SOUTH 10 DEGREES 17' 00" EAST 100.24 FEET TO THE BEGINNING OF A TANGENT CURVE CONCIVE WESTERLY, HAVING A RADIUS OF 400.00 FEET; THENCE SOUTHERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 36 DEGREES 57' 00^, AN ARC DISTANCE OF 257.96 FEET TO SAID NORTHEASTERLY TERMINUS; THENCE, ALONG SAID COURSE SOUTH 26 DEGREES 40' 00" WEST 100.24 FEET TO THE POINT OF BEGINNING. K !A, '73C A-6 EXHIBI': "A" t 29 OR -1572609 ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SAN JUAN CAPISTRANO, DESCRIBED AS FOLLOWS: PARCEL A: HOMESTEAD TRACT. THAT PORTION OF THE SOUTHWEST QUARTER OF SECTION 25, TOWNSHIP 7 SOUTH, RANCH 8 WEST, AND THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, BOTH OF SAN BERNARDINO MERIDIAN, ACCORDING TO THAT OFFICIAL PLAT FILED IN THE DISTRICT LAND OFFICE MAY 19, 1873, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE CENTERLINE OF THE STATE HIGHWAY, AS DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, RECORDS OF ORANGE COUNTY, CALIFORNIA, SAID POINT BEING THE EASTERLY CORNER OF THAT CERTAIN ONE ACRE PARCEL OF LAND CONVEYED TO GUY WILLIAMS BY DEED RECORDED SEPTEMBER 11, 1916 IN BOOK 288, PAGE 90 OF SAID DEEDS; THENCE SOUTH 51 DEGREES 11' 00" EAST ALONG SAID CENTERLINE 251.95 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 38 DEGREE 49' 00" WEST 158.00 FEET; THENCE SOUTH 51 DEGREES 11' 00" EAST 97.00 FEET; THENCE NORTH 38 DEGREES 49' 000 EAST 158.00 FEET TO A POINT IN THE CENTERLINE OF SAID CALIFORNIA STATE HIGHWAY; THENCE NORTH 51 DEGREES 11' 00" WEST 97.00 FEET ALONG THE CENTERLINE OF SAID CALIFORNIA STATE HIGHWAY TO THE TRUE POINT OF BEGINNING. PARCEL B: CHRISTMAS TREE TRACT. THE FOLLOWING DESCRIBED TWO (2) PARCELS OF LAND OUT OF SECTIONS 25 AND 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO MERIDIAN, IN ORANGE COUNTY, CALIFORNIA: PARCEL B-1: THOSE PORTIONS OF SECTIONS 25 AND 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO BASE AND MERIDIAN, AND THAT PORTION OF LOT 6 OF TRACT NO. 112, AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 12 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTHEASTERLY LINE OF SAID LOT 6 WITH A LINE PARALLEL WITH AND DISTANT 40.00 FEET NORTHEASTERLY, MZASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF THE CALIFORNIA STATE HIGHWAY, AS DESCRIBED IN THE DEED RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, RECORDS OF SAID COUNTY; A-1 OR -1572609 THENCE SOUTH 51 DEGREES 11' 00" EAST, 131.98 FEET ALONG SAID PARALLEL LINE TO THE NORTHWESTERLY LINE OF THAT CERTAIN 20.00 -FOOT WIDE STRIP OT_ LAND DESCRIBED IN A DEED TO THE STATE OF CALIFORNIA, RECORDED MARCH 30, 1934 IN BOOK 660, PAGE 483 OF OFFICIAL RECORDS; THENCE NORTH 38 DEGREE! 49' 00" EAST, 10.00 FEET TO THE MOST NORTHERLY CORNER OF SAID 20.00 FOO' WIDE STRIP OF LAND; THENCE SOUTH 51 DEGREES 11' 00" EAST 911.91 FEET TC THE MOST EASTERLY CORNER OF SAID 20.00 FOOT WIDE STRIP OF LAND; THENCE NORTH 38 DEGREES 49' 00" EAST, 14.76 FEET ALONG THE NORTHEASTERLY PROLONGATION OF THE SOUTHEASTERLY LINE OF SAID STRIP OF LAND; THENCE NORTH 38 DEGREES 49' 01" WEST, 293.39 FEET; THENCE NORTH 46 DEGREES 20' 54" WEST, 368.64 FEET TO THE BEGINNING OF A NON -TANGENT CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 2870.00 FEET, A RADIAL LINE TO THE CENTER OF SAID CURVE BEARS SOUTH 40 DEGREES 32' 45' WEST; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 1 DEGREE 43' 45", A DISTANCE OF 86.62 FEET; THENCE TANGENT TO SAID CURVE NORTH 51 DEGREES 11' 00" WEST, 680.35 FEET; THENCE SOUTH 38 DEGREES 49' 00" WEST, 108.21 FEET TO THE BEGINNING OF A NON -TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 2560.00 FEET, A RADIAL LINE TO THE CENTER OF SAID CURVE BEARS NORTH 44 DEGREES 18' 37" EAST; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 5 DEGREES 29' 37", A DISTANCE OF 245.46 FEET TO THE POINT OF TANGENCY WITH THE FIRST HEREIN MENTIONED PARALLEL LINE: THENCE SOUTH 51 DEGREES 11' 00" EAST, 131.89 FEET TO THE POINT OF BEGINNING. EXCEPTING THAT PORTION DEEDED TO THE ORANGE COUNTY FLOOD CONTROL DISTRICT, DESCRIBED AS FOLLOWS: A STRIP OF LAND, 170 FEET WIDE, IN THOSE PORTIONS OF SECTIONS 25 AND 36, TOWNSHIP 7 SOUTH, RANGE 8 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE, AS DESCRIBED IN THE DEED TO CHARLES R. WILLIAMS, RECORDED JULY 12, 1961 IN BOOK 5782, PAGE 373 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID STRIP LYING 85.00 FEET ON EACH SIDE OF A LINE HAVING A BEARING OF NORTH 5 DEGREES 17' 04" EAST AND PASSING THROUGH A POINT OF THE CENTER LINE OF THAT CERTAIN STRIP OF LAND, 60 FEET WIDE, DESCRIBED IN DEED TO THE STATE OF CALIFORNIA, RECORDED MARCH 22, 1916 IN BOOK 281, PAGE 245 OF DEEDS, IN THE OFFICE OF SAID COUNTY RECORDER, SAID BEING DISTANT ALONG SAID CENTER LINE NORTH 51 DEGREES 11' 00" WEST, 267.98 FEET FROM A LEAD AND TACK MARRING THZ NORTHERLY TERMINUS OF THAT CERTAIN -CURVE CITED AS HAVING A RADIUS OF 800 FEET, F - CENTRAL ANGLE OF 40 DEGREES 54' AND AN ARC LENGTH OF 571.07 FEET IN TH' CENTER LINE OF THAT CERTAIN STRIP OF LAND, 60 FEET WIDE, DESCRIBED I: DEED TO THE STATE OF CALIFORNIA, RECORDED JANUARY 24, 1923, IN BOOK 557 PAGE 305 OF SAID DEEDS. A-2 EXCEPT THAT PORTION THEREOF INCLUDED 100 FEET WIDE, DESCRIBED IN DEED DISTRICT, RECORDED AUGUST 27, 1937 OFFICIAL RECORDS. PARCEL B-2: 31 OR -1572609 WITHIN THAT CERTAIN STRIP OF LAND, TO THE ORANGE COUNTY FLOOD CONTROL IN BOOK 996, PAGE 576 OF SAID A NON—EXCLUSIVE EASEMENT FOR PUBLIC UTILITY AND PIPE LINE PURPOSES INCLUDING THE RIGHT TO REPLACE, REMOVE, REPAIR AND MAINTAIN SAID PIPE LINE OR LINES OVER, THROUGH, UNDER AND ALONG THAT PORTION OF IAT 6 OF TRACT NO. 112, AS SHOWN ON A MAP RECORDED IN BOOR ll, PAGE 12 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE INTERSECTION OF THE SOUTHEASTERLY LINE OF SAID IAT 6 WITH A LINE PARALLEL WITH AND DISTANT 40.00 FEET NORTHEASTERLY, MEASURED AT RIGHT ANGLES FROM THE CENTER LINE OF THE CALIFORNIA STATE HIGHWAY, AS DESCRIBED IN A DEED RECORDED MARCH 22, 1916 IN BOOK 261, PAGE 245 OF DEEDS; THENCE NORTH 51 DEGREES 11' 00" WEST 131.69 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 2560.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 5 DEGREES 29' 37" A DISTANCE OF 245.46 FEET, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE NORTH 39 DEGREES 49' 00" EAST 106.21 FEET; THENCE NORTH 51 DEGREES 11' 00" WEST 5.00 FEET; THENCE SOUTH 36 DEGREES 49' 00" WEST 107.73 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 2560.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 44 DEGREES 25' 22" WEST; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 0 DEGREES 06' 45" A DISTANCE OF 5.03 FEET TO THE TRUE POINT OF BEGINNING. ICS X?" H:01Zi.2 Dss, SQI"s: :721 0& ,0 A-3 ' to lS 321 THIS RIDER is attached to and forms a part of that certain Deed of Trust with Assignment of Rents made 1992 between SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic created under the laws of the State of California, as Trustor, FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation, as Trustee, and the CITY OF SAN JUAN CAPISTRANO, a municipal corporation organized and existing under the laws of the State of California, as Beneficiary. The said Deed of Trust is hereby modified/supplemented (and as modified/supplemented is hereinafter referred to as "this Deed of Trust") in the following particulars only: A. PARTIAL RELEASE AGREEMENT. 1. Promptly, upon request, Beneficiary shall cooperate with Trustor and/or shall execute and/or cause Trustee to execute: 1.1 Certificates consenting to the preparation and recordation of a plan dividing the described property, or any portion thereof, as Trustor shall request, provided such division is approved by Beneficiary, which approval shall not be unreasonably withheld, together with certificates on any such plan or separate instruments to make dedications or offers of dedication required by the applicable governmental authorities for such subdivision; 1.2 Consents and/or partial releases and reconveyances with respect to the grant of easements to public and/or private utility companies required to provide utility services to improvements constructed on or to be constructed on the described property or within the right of way of any street shown on a recorded subdivision plan; and 1.3 Documents that may be required in connection with obtaining any governmental approval, permit and/or consent, zone change, variance, conditional use permit, environmental impact report or similar matter. 1.4 Any portion of the descfbed=proterty released for the purpose of dedication for s,tfeets highways and/or rights of'way shall be without paymehi'.o compensation to Beneficiary. 2. Beneficiary shall cause Trustee to execute partial releases and reconveyances of any onia oh`more portions of 33 the described real property which need not be contiguous with a previously released portion, from the lien of this Deed of Trust upon satisfaction of each of the following conditions precedent: 2.1 No release shall be had or will be given if an unrescinded Notice of Default then appears of record. 2.2 Trustor shall have delivered to Trustee and Beneficiary written demand for any release of a portion of the described property encumbered by the lien of this Deed of Trust, which demand shall contain a legal description identifying the portion to be released; provided, however, that the foregoing shall be deemed to have occurred with respect to portions of the property conveyed by Trustor to Beneficiary when Trustor executes, acknowledges and delivers a grant deed to Beneficiary for any such portion of the described property. 2.3 Trustor shall not be in default under any term or condition of the Promissory Note Secured by Deed of Trust which this Deed of Trust secures. 2.4 Trustor shall concurrently convey to Lender title to the portion of the property to be released from the lien of this Deed of Trust. 2.5 Trustor shall also pay all costs and fees in connection with the releases. Beneficiary agrees, upon request, to execute or cause Trustee to execute certificates consenting to the preparation and recordation of a parcel or tract map ("Parcel Map") creating a new parcel or parcels comprised of the real property secured by this Deed of Trust alone or together with adjacent other real property provided and only if each of the following conditions are satisfied: 1. Trustor delivers to Beneficiary for recordation concurrently with the recordation of said parcel or tract map a new deed cl't pst (the "New Deed of Trust'), duly executed and acknowledgbd', to'be recorded against all the real property described in the parcel or tract map for the purpose of secuh. t ebgnpid.balance of principal and accrued interest of th�sq¢t ptQS#6t.Jy secured by this Deed,Qf Trust, less any portigAt 6.4 11�," p; �r rty conveyed by Trusty = )� neficiary. Concurrently with 41cordation of said Newy,Ue1„6 Tzust, Beneficiary shall reconvey this Deed of Trusl,,.,,,,� '7ue9xe of r+sfau -Z.f;o 2J 8 by Beneficiary in writting, Trustor shall deliver'to Benefa an ALTA lender's polity, of title insurance issued by a reputable title company of Beneficiary's 01/22/92 1133q/2299/053 -2- 34 001. selection, in the amount of the note secured by the New Deed of Trust, insuring Beneficiary's New Deed of Trust in a first lien position against the real property described in the New Deed of Trust subject only to: (i) Non-deliquent general and special real _ property taxes and assessments; (ii) Easements, covenants, conditions restrictions, reservations, rights of way and other matters of whatever kind or nature which are of record on the date of recordation of this Deed of Trust, or which Beneficiary has previously approved in writing. (iii) The standard printed exceptions and exclusions contained in the ALTA policy. 3. No unrescinded Notice of Default then appears of record. C. MISCELLANEOUS. 1. If any provision of this Rider or the application thereof to any person or circumstance shall be invalid or unenforceable to any extent, the remainder of said Rider and the application of such provisions to other persons or circumstances shall not be affected thereby and shall be enforced to the extent permitted by law. 2. Should it be necessary for any party to commence an action at law or in equity against the other to enforce the terms of this Rider set forth herein, the prevailing party shall have a right to judgment against the losing party for reasonable attorneys' fees and costs as set by the court, together with such other relief as may be appropriate. 3. This Rider shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, legal representatives, successors and assigns. 4. The agreements contained herein represent the entire agreement between the parties hereto with respect to the subject matter dealt with herein. No variation, modification, or, change herein or hereof shall be binding upon any party hereto unless set forth in a document fully executed by or on _ behalf of such party. In the event that the property described herein, or any part of said property or any interest therein, is sold or it is agreed that it will be sold,convey4itr;leased with option to purchase, or alienated whether voluntarily or by operation 01/22/92 1133q/2299/053 -3- 35 of law or otherwise, then at the option of Beneficiary, and without demand or notice, all obligations secured by this instrument shall immediately become due and payable. IN WITNESS WHEREOF the undersigned have executed this Rider to Deed of Trust the day and year first above written. By: Executive Director Approved as to form: Stradling, Yocca, Carlson & Rauth, Special Counsel .;sae y_:.u3 ire Approved as to form: W laaeb t:.: or, 3a9193a' Citp=` Cto�, g�9vzoo , _ SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic created under the laws of the State of California By: Chairman, Board of Directors "Trustor" ATTEST: City Clerk Agency Secretary CITY OF SAN JUAN CAPISTRANO, a municipal corporation organized and existing under the laws of the State of California By: Mayor epe!iciary" ATTEST: City Clerk 01/22/92 1133q/2299/053 -4- 36 1 STATE OF CALIFORNIA ss. COUNTY OF On this day of in the year before me, the undersigned, a Notary Public in and for said State, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument as the of the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY and acknowledged to me that the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY executed it. Signature of Notary Public ame typed or printed STATE OF CALIFORNIA as. COUNTY OF On this day of in the year before me, the undersigned, a Notary Public in and for said State, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument as the of the CITY OF SAN JUAN CAPISTRANO and acknowledged to me that the CITY OF SAN JUAN CAPISTRANO executed it. Signature of Notary Public Name typed or printed 01/22/92 1133q/2299/053 -5-