HomeMy WebLinkAboutContracts & Agreements_106-2011_CCv0001.pdf Recorded in Official Records, County of San Bernardino 8/11{2011
DENNIS DRAEGER 3:41 PM
OVK . ASSESSOR — RECORDER — CLERK 1`V
RECORDING REQUESTED BY R Regular Mail
AND WHEN RECORDED MAIL TO:
Doc#: 2011 0340245 Titles: 1 Pages: ]1
CITY CLERK Fees 0.ea
CITY OF REDLANDS Taxes 0.00
otr-er 0.00
P.O. BOX 3005 : ' PgID
REDLANDS, CA 92373
FEES-NOT REQUIRED —
PER GOVERNMENT"CODE SPACE ABOVE THIS CINE FOR RECORDER uS)
SECTION 6103
STORMWATER TREATMENT DEVICE AND CONTROL MEASURE ACCESS
AND MAINTENANCE AGREEMENT
Assessor's Parcel Number(s)
0169-252-03 and 20
THIS AGREEMENT is made and entered into this 1st day of August _, 2011.,
by and between Ava Property Investments, LLC ("Owner"), and the City of Redlands, a
municipal corporation ("City"). The Owner and the City are sometimes each individually
referred to herein as a"Party" and, collectively, as the "Parties."
RECITALS
WHEREAS, the Owner owns real property ("Property") in the City specifically described
in Exhibits"A"and "B" which are attached hereto and incorporated herein by this reference; and
WHEREAS, at the time of approval of the Owner's development project commonly
known as American Tire Depot, 1139 W. Redlands Blvd. and filed as CUP 971 (the "Project"),
the City required the Project to employ on-site control measures to minimize pollutants in urban
stormwater runoff; and
WHEREAS, the Owner has chosen to install two bioswales and a depressed landscaped
area(the "Devices")to minimize pollutants in urban stormwater runoff; and
WHEREAS, the Devices have been installed in accordance with plans and specifications
approved by the City; and
WHEREAS, the Devices being installed on private property and draining only private
property, are private facilities with all maintenance or replacement therefor being the sole
responsibility of the Owner; and
WHEREAS, the Owner is aware that periodic and continuous maintenance including, but
not necessarily limited to, filter material replacement and sediment removal is required to assure
proper performance of the Devices and that such maintenance activity will require compliance
with all Federal, State and local laws and regulations, including those pertaining to confined
space and waste disposal methods in effect at the time such maintenance occurs;
City of Req#ands
Agreement Version January 2007
L
NOW, THEREFORE, in consideration of the City's approval of the Project and the
mutual promises contained herein, the City of Redlands and [Entity Legal Name of Owning
Entity] agree as follows:
AGREEMENT
1. The Owner hereby provides the City and its designees with full right of access to the
Devices and the Owner's Property in the immediate vicinity of the Devices (a) at any
time, upon reasonable notice; or (b) in the event of emergency, as determined by City's
Public Works Director with no advance notice; for the purpose of inspecting, sampling
and testing of the Devices, and in cases of emergency, to undertake all necessary repairs
or other preventative measures at the Owner's expense as provided for in Section 3,
below. The City shall make every effort at all times to minimize or avoid interference
with the Owner's use of the Property when undertaking such inspections and repairs.
2. The Owner shall diligently maintain the Devices in a manner consistent with the
manufacturers' recommended maintenance schedule to ensure efficient performance. All
reasonable precautions shall be exercised by the Owner and the Owner's representatives
in the removal and extraction of materials from the Devices, and the ultimate disposal of
the materials in a manner consistent with all applicable laws. As may be requested from
time to time by the City, the Owner shall provide the City with documentation identifying
the materials removed, the quantity and the location of disposal destinations, as
appropriate.
3. In the event the Owner fails to perform the necessary maintenance required by this
Agreement within thirty (30) days of being given written notice by the City to do so,
setting forth with specificity the action to be taken, the City is authorized to cause any
maintenance necessary to be done and charge the entire cost and expense to the Owner,
including administrative costs, attorneys' fees and interest thereon at the maximum rate
authorized by law, twenty (20) days after the Owner's receipt of the notice of expense
until paid in full.
4. This Agreement affects County of San Bernardino Assessor's Parcel Nos. 0169-252-03
and 20 and shall be recorded in the Official Records of the County of San Bernardino at
the expense of the Owner and shall constitute notice to all successors and assigns to the
title to the Property of the obligations herein set forth. This Agreement shall also
constitute a lien against the Property in such amount as will fully reimburse the City,
including interest as herein above set forth, subject to foreclosure in event of default in
payment.
5. In event any action is commenced to enforce or interpret any of the terms or conditions of
this Agreement the prevailing Party shall, in addition to any costs and other relief, be
entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in-
house counsel by a Party.
6. It is the intent of the Parties that the burdens and benefits herein undertaken shall
constitute equitable servitudes that run with the Property and shall be binding upon future
City of Redfands
Agreement Version January 2007
owners of all or any portion of the Property. Any owner's liability hereunder shall
terminate at the time it ceases to be an owner of the encumbered Property, except for
obligations which accrue prior to the date of transfer by such owner, which shall remain
the personal obligation of such owner. _
T Time is of the essence in the performance of this Agreement.
€i. Any notice to a Party required or called for in this Agreement shall be served in person,
or by deposit in the U.S. Mail, first class postage prepaid, to the address set forth below.
Notice(s) shall be deemed effective upon receipt, or seventy-two (72) hours after deposit
in the U.S. Mail, whichever is earlier. A Party may change notice address only by
providing written notice thereof to the other Party.
CITY OWNER
Public Works Director Ara Tchaghlassian
City of Redlands Ava Property Investments, LLC
P.O. Box 3005 16201 Commerce Way
Redlands, CA 92373 Cerritos, CA 90703
9. This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
10. Any amendment to this Agreement shall be in writing and approved by the City Council
of City and signed by the City and the Owner.
IN WITNESS WHEREOI", the Parties hereto have affixed their signatures as of the date
first written above.
CITY OF R DLANDS: OWNER' 20 S, LLC
2
Pete Aguilar, ayor si weer
Attest:
State olCallfomfa,County of tot Angeles
9ubsctlbed on sworn #a ictaf[FMO.tllbefo,erne on Ns� �
—— dey pf � 2QZZ by
Sara Irwin. C c rk p?oved to me on thTboss s0t sctis[ocary evidence
to be the persot whc peored before me ter.
JEONG KOO RHO
cote.# 1860898
NOTARY PURIC=CALSFORMA
Los",3ELES COU#iY
�Y Co�s+�.Exv,SEP.9,2t}13
Cay of Redlsws
Rgr9emON VergiOh January 2007
ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA )
COUNTY OF SAN BER:NARDINO } SS
CITY OF REDLANDS )
:By the authority granted under Chapter 4, Article 3, Section 1181, of the California Civil Code, and
Chapter 2, Division 3, Section 40814, of the California Government Cade, on August 1, 2011, before roe,
Teresa Ballinger, Deputy City Clerk, on behalf of Sam. Irwin, City Clerk of the City of Redlands,
California, personally appeared Pete Aguilar, Mayor, and Sam hvAn, City Clerk, who proved to me on
the basis of satisfactory evidence to be the person(s) whose name(s) isFare subscribed to the within
instrument and acknowledged to me that he'-�hey executed the same in his4teOtheir authorized
capacity(ies) and that by hi&lwhheir 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.
If If r t+lt/1�� WITNESS my hand and official seal.
RE o`"... SAM IRWIN, CITY CLERK
[� S
* + �888 .a * =
By: 40—U
`f1irrffiTeresa Ballinger, Depu ity Clerk
i�1►���� (909)798-7531
CAPACITY CLAIMED BY SIGNER(S)
} Individual(s)signing for oneself/themselves
} Corporate Officers)
Title(s)
Company
{ }
Partner(s)
Partnership
Attorney-In-Fact
Principal(s)
{ }
Trustee(s)
Trust
{ x) Other
Title(s): Mayor and City Clerk
Entity Represented.: City of Redlands, a municipal corporation
THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW:
Title or Type of Document: Stormvweater Treatment Device Access and Maintenance Agreement, APN:
0169-252-03 and 20.
Date of Document: August 1, 2011
Signer(s) Other Than Named Above: Ara Tcaghlassian, Owner; Ava Property Investments, LLC
LEGAL DESCRJ.PTION,lAFTER
ADJUSTMENT
LOT I
THAT PORTION OF THE WEST 1/2 OF THE EAST 112 OF THE SOUTHWEST 1/4 OF LOT 27,
BARTON RANCH,IN THE CITY OF REDLANDS,COUNTY OF SAN BERNARDINO,STATE OF
CALIFORNIA AS PER PLAT RECORDED IN BOOK 6 OF MAPS,PAGE 19,RECORDS OF SAID
COUNTY,LYING SOUTH OF THE SOUTH LINE OF THE ATCHISON,TOPEKA AND SANTA FE
RAILROAD, 100 FEET WIDE, EXCEPTING THEREFROM THE INTREST IN THAT PORTION OF
SAID LAND LYING WITHIN REDLANDS BOULEVARD,FORMERLY KNOWN AS WEST CENTRAL
AVENUE,AS CONDEMNED FOR PUBLIC STREET PURPOSES,BY FINAL DECREE OF
CONDEMNATION,A CERTIFIED COPY OF WHICH WAS RECORDED AUGUST 31, 1938 IN BOOK
1292,PAGE 402, OFFICAL RECORDS OF SAID COUNTY,TOGETHER WITH A PORTION ON THE
WEST 1/2 OF THE SOUTH 1/2 OF THE WEST 1/2 OF SAID LOT 27; MORE PARTICULARY
DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE SOUTHERLY LINE OF TBE AFORE MENTIONED REDLANDS
BOULEVARD, SAID POINT BEING THE INTERSECTION OF THE EASTERLY LINE OF THE WEST 1/2
OF THE EAST 1/2 OF THE SOUTHWEST 1/4 OF LOT 27 OF SAID BARTON RANCH;THENCE
S 00059'19"E ALONG SAID EASTERLY LINE 144.31 FEET;THENCE LEAVING SAID EASTERLY
LINE S 89°00'41"W 112.29 FEET;THENCE S 00'59'19"E PARALLEL WITH SAID EASTERLY LINE
12.00 FEET;THENCE S 89°00'41"W 24.52 FEET;THENCE S 00'59'19"E 13.96 FEET;THENCE
S 89000'41"W 28.34 FEET TO A POINT ON THE WESTERLY LINE OF THE WEST 1/2 OF THE EAST
I/2 OF THE SOUTHWEST 1/4 OF LOT 27 OF BARTON RANCH; THENCE N 00059'28"W ALONG
SAID WESTERLY LINE 55.93 FEET TO THE NORTH LINE OF THAT PROPERTY CONVEYED TO
VERNON P.AUNT,ET UX.,BY DEED RECORDED DECEMBER 27, 1945 IN BOOK 1844,PAGE 170,
OFFICAL RECORDS;THENCE ALONG SAID NORTHERLY LINE N 89054'05"W 39.22 FEET TO THE
WESTERELY LINE OF THAT PROPERTY DESCRIBED AS PARCEL 2 OF GRANT DEED RECORDED
DECEMBER 4,2009 AS DOCUMENT NUMBER 2009-0540664 OFFICIAL RECORDS;THENCE
LEAVING SAID NORTHERLY LINE ALONG SAID WESTERLY LINE N 00°4I'16"W 184.55 FEET TO
A POINT ON THE SOUTHERLY LINE OF SAID REDLANDS BOULEVARD;THENCE S 71°45'27"E
ALONG SAID SOUTHERLY LINE 215.43 FEET TO THE POINT OF BEGINNING.
CONTAINS 0.84 ACRES
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JIM WILLIAMS P.L.S. 7432
EXPIRATION DATE:DECINIBER 31,2011
DATE:
m
I 50UT1 U14E OF EA5EMf_NT
RECORDED JULY 7, 1935 IN EXH
BOOK 1077 PAGE 34,O.R, LOT�1-
N7/, T:HE 5OUTIi UNE OF REDLANDS BOULEVA1
a `�7 FORMERLY KNOWN A5 CENTRAL AVENUE-A5 PER
13 FINAL DECRREE OF CONDEMNATION RECORDED
50' ti 42 AUGUST 3 1, 1938 IN 500K 1292,PAGE 402 O_R.
A.O.B.
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.0 N00°53]9 tfi! ]3.96`
Lq iu N8J°00'4!"E 28.34' �6� 1 °AN EASEMENT FOR DITCHES�
SIC" CONDUIT RECORDED DECEMBER 4,
E594 IN BOOK 202.PAGE I €5 OF
63EED5 CANNOT BE LocATE)OP
RrcoRDANN A55EMZNT FOR WAFER
WESTERLY Lt1#! OF THE �� �2-1 PCS�� RECORDED JULY 25, 1900 IN BOOK
WE5T 1!2 OF THE EAST FO Of ti G 293 PAGE 74 OF DEEPS 15
ILLEGIBLE AND THEREFORE NOT
114 Of LOT 27, BAKiO,'q PLOTABLE.
APS 169-252
RANCH PER FLAT {33
RECORDED 114 BOOK G z LOT 2 A EASTERLY UNE or THE WEST 112 OF TMF IfA5T 112
OF MAP'S,PAGE 19, a �OF THE 50ufmwEST 114 CP Lar 27, BARTON
RECORDS OF 5AN RANCH PER.PLAT RECORDED IN BOOK G.OF MAPS,
BERNARDINO COUNTY PAGE 19,RECORDS Of SAN BERNARDMO COUNTY
NE19°38'32"E I6516' I-
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w. PARK ,AVE. real C��
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5OUTH LINE OF THE NORTH 8.003 FF
_ET OF PARK y
—AVENUE PZR VACATION RECORDED DECEM5ER C"IRole? r 7f x
23, I957. BOOK 4398,PAGE 8,O.R_ "
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JIM b. �ILLIAh P.L.S. 7432
C MRATION DATE: DFCEI<JBEP,3 P, 201 1
)CALF I"=Gg DATE: �—
i -
OPERATING AGREEMENT
for
AVA PROPERTY INVESTMENTS, LLC
-This Operating;Agreement is made effective as of December 15, 2010, by ARA A.
TCHAGHLASSIAN,Trustce of the ARA A. TCHAGHLASSIAN REVOCABLE TRUST dated
August 16, 1999, as amended and restated (the"Sole Member") with reference to the following
facts:
A. The Sole Mernbcr has caused a limited liability company(the"Company") to be
formed under the Beverly-Killca Limited Liability Company Act(the"Act").
B. The Sole Member desires to execute this Operating Agreement to provide for the
governance of the Company and the conduct of its business.
NOW,THEREFORE, the Sole Member hereby declares the following to be the Operating;
Agreement of the Company:
ARTICLE I: ARTICLE'S OF ORGANI''ATION
1,1. The Sole Member has caused Articles of Orgatiir ation for the Company to be filed
with the California Secretary of State on December 15, 2010. T` e Company was assigned file
number 20103 501002 1.
1.2. The name of the Company is AVA PROPERTY INVESTMENTS, LLC.
1.3. The principal executive office of the Company shall be at 16201 Commerce Way,
Cerritos, California 90703,or another place or places as may be detennined by the Sole Member
from time to time.
1.4. The initial agent for service of process on the Company shall be ARA
y TCHAGNLASSIAN. The Sole Member may from time to time change the Company's agent for
service of process.
1.5. The Company was formed for the purposes ofengaging in the business of real -
estate. investment and other lawful acts or activities.
1.6. The term of existence of the Company shall commence on the effective date of
filing of Articles of Organization with the California Secretary of State and shall continue until '
terminated by tl,c provisions of this Agreement or as provided by law.
1
LT AKA A. TCHAGl1LASSIAN shalt be the Manager of the Company.
ARTICLE 11: CAPITALIZATION
2.1. The Sole Member shall contribute to the capital of the Company the money and
propciV specified in books and records of the Company. The Sole Member ntay from time to
time and at any time contribute cash or property to the Company as the Sole Member may
determine.
2.2. The Sole Member shall not be bound by, or be personally liable for, the expenses,
liabilities, or obligations of the Company except as otherwise provided in the Act or in this
Agreement.
ARTICLE III: ALLOCATIONS AND DISTRIBUTIONS
3.1. If any membership interest, or part thereof, is assigned during any fiscal year in
compliance with the provisions of this Article 111, profits, losses, each item thereof, and all other
items attributable to that membership interest for that fiscal year shall-be divided and allocated
between the transferor and the transferee by taking into account:heir varying membership
interests during the period in accordance with Internal Revenue Code section 706(d), using any
convention permitted by law selected by the Sole,Member. All distributions on or before the date
of the assignment shall be made to the transferor, and all distributions thereafter shall be made to
the transferee. Solely for purposes of making the allocations and distributions, the Company shall
recognize the assignment not later than the end of the calendar month du>~ing which the
assignment occurs. Neither the Company nor the Sole Member shall incur any liability for
tlraking allocations and distributions in-ccordancc with the provisions of this Section 3.1.
3.2. All cash resulting from the operations of the Company shall be distributed to the
Sole Member at those times as the Sole Member deerns appropriate.
} ARTICLE IV: MANAGEMENT
" 4.1. The business of the Company shall be managed by the Manager. The Sole
Member may appoint one or more nonmembers as co-inanagers or may resign as manager at any
time and appoint a nonmember as the manager of the Company on those terms and conditions as
the dole Member and that manager may agree. No regular meetings by the Sole Member or any
co-manager or any manager need be held.
4.2. The Company may have a President who may, but need not, be the Sole Member.
The Sole Member may provide for additional officers of the Company and may alter the powers,
` r
duties, and cOMI)ansation of the President and of all other officers.
4.3. All assets of the Company, whether real or personal, shall be held in the name of-
tile
fthe Company.
4.4. All funds of the Company shall be deposited in one or more accounts with one or
snore recognized financial institutions in the name of the Company, at those locations as shall be
determined by the,Sole Member. Withdrawal from those accounts shall require the signature of
cacti pCrson or persons as the Sole Member may designate.
ARTICLE V: ACCOUNTS AND RECORDS
5.f. Complete books of account of the Company's business, in which each Company
transaction shall be fully and accurately entered, shall be kept at the Company's principal
executive office.
5.2. Financial books and-records of the Company shall be kept on the cash method of
accounting, which shall be the method of accounting followed by the Company for federal
income tax purposes, unless the Sole Mernber deterrnincs that another method is more
appropriate. A balanct sheet and incorne statement of the Company shall be prepared promptly
following the close of each fiscal year in a manner appropriate to and adequate for the
Company's business and for carrying out the provisions of this ,'Agreement. The fiscal year of the
Company shall be January l through December 31..
5.3. At all times during the tern of existence of the Company, and beyond that term if
the Sole Member decors it necessary, the Sole Mcmbcr shall keep or cause to be kept the books
of account referred to in Section 5.2, arfii the following:
` (a) A current list of the full name and tast known business or residence
address of the Sole Member, together with the capital contributions and the share in
profits and losses of the Sole Member;
(b) A copy of the Articles of Organization, as amended;
(c) Copies o1-the Company's federal, state, and local income tax or
information returns and reports, if any, for the six most recent taxable years;
(d) Executed counterparts of this Agreement, as amended;
(e) Any powers of attorney under which the Articles of Organization or any
amendments thereto were executed;
3
(t) Financial statements of the Company for the six most recent fiscal years;`
ane!
(g) The books and records of the Company as they relate to the Company's
internal affairs for the current and past four fiscal years.
• _ ARTICLE VI: TRANSFEP, OF
+ MFLM13ERSIIIP INTEREST
G.I. The Sole Member may transfer all or any part of the Sole Member's membership
interest in the Company. Notwithstanding any other provision of this Agree►Hent to the contrary,
the Sole Mcmbcr may transfcr all or any portion of the Sole Member's membership interest to
any revocable trust created for the benefit of the Sole Member, or any combination between or
a►nong the Sole Member, the Sole Member's spouse, and the Sole Member's issue. A transfer of
the Sole Mcmbcr's entire beneficial interest in the trust shall be deemed a transfer of the Sole
Member's membership interest in the Company.
ARTICLE VII: DISSOLUTION AND WINDING UP
7.1. The Company shall be dissolved on the first to occur of the following events:
(a) The decision of the Sole Member to dissolve the Company.
(b) The sale or other disposition of substantially all of the Company's assets.
(e) Entry ofa decree ofsudicial dissolution under California Corporations
Cede section 17351.
' 7.2. On the dissolution of the Company, the Company sliall engage in no further
business other than that necessary to wind up the business and affairs of the Company. The Sole
Member shall wind up the affairs of the Company and give written notice of the commencement
of winding up by mail to all known creditors and claimants against the Company whose
addresses appear in the records of the Company. After paying or adequately providing for the
' payment of all known debts of the Company(except debts owing to the Sole Member), the
remaining assets of the Company shall be distributed or applied in the; following order of priority:
(a) To pay the expenses of liquidation.
(b) To repay outstanding loans to the Sole Mcmber.
4
(c) To thc: Sole Member.
ARTICLE. VIII: GlrNERAL PROVISIONS
&L This Agreement constitutes the whole and entire agreement with respect to the -
subject matter of this Agreenicrlt.
- 8.2. This Agreement shall be construed and enforced in accordance with the internal
laws of the State of California. if any provision of this Agreement is determined by any court of
compctcrrt jurisdiction or arbitrator to be invalid, illegal, or unenforceable to any extent, that
prevision shall, if passible, be construed as though more narrowly drawn, if a narrower
construction would avoid the invalidity, illegality;or unenforceability or, if that is not possible,
the provision shall, to the extent of the invalidity, illegality, or unenforceability, be severed, and
the remaining provisions of this Agreement shall remain in effect.
8.3. The article, sectiorr, and paragraph titles and headings in this Agreement are
itrscrted as a matter of convenience and for case of reference only and shall be disregarded for al l
other purposes, including the construction or enforcement of this Agreement or any of its
provisions.
-8.4. This Agreement may be altered, amended,or repealed only by a writing signed by
the Sole Member.
8.5. Time is of the essence of every provision of this Agreement that specifies a time
for performance..
S.G. ]'his Agreement is madc'solely for the benefit of the Sole Meinbcr.and The Sole
Member's peniiitted successors and assigns, and no other person.or.entity shall have or acquire
any right by virtue of this Agreement.
8.7. The Sole Member intends the Company to be a limited liability company under
the Act.
IN W1TNl SS WHEREOF, the Sole Member has executed or caused to be executed this
Agreement effective as of the date first written above.
"Sole Member le
r
Al TCHAGI- _ [AN, Trustee of the
ARLA A. TCIIAGI-i SSIAN REVOCABLE TRUST
dated August 16, 1999, as amended and restated
5