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Reciprocal Access and Shared Parking Declaration 2019-0205886RECORDING REQUESTED BY: Recording Requested By: FIRST AMERICAN TITLE National Commercial Services AND WHEN RECORDED MAIL TO: Pillsbury Winthrop Shaw Pittman LLP 12255 El Camino Real, Suite 300 San Diego, CA 92130 Attn: Eric A. Kremer, Esq. APN: 323-092-39 DOC# 2019-0205886 111111111111111111111 IN111111111111111111111111111111111.1IN May 30, 2019 10:05 AM OFFICIAL RECORDS Ernest J. Dronenburg, Jr., SAN DIEGO COUNTY RECORDER FEES: $208.00 (S62 Atkins: $150.00) PCOR: N/A PAGES: 11 Space above this line for Recorder's use RECIPROCAL ACCESS AND SHARED PARKING DECLARATION (14107 and 14115 Stowe Drive, Poway, California) This RECIPROCAL ACCESS AND SHARED PARKING DECLARATION (14107 and 14115 Stowe Drive, Poway, California) (this "Declaration") is made and entered into as of the 22 day of May, 2019 by Sorrento West Properties, Inc., a Delaware corporation ("Declarant"). RECITALS A. Declarant is the owner of approximately 25 acres of real property (the "Property") located in the City of Poway, County of San Diego, State of California. B. On October 16, 2018, the City Council of the City of Poway (the "City") approved Tentative Parcel Map (TPM) 17-001 subdividing the Property into two parcels, which for the purposes of this Declaration are referred to as -"-Parcel l"(more particularly described in Exhibit A attached hereto) and "Parcel 2" (more particularly described in Exhibit B attached hereto), by adopting Resolution No. P-18-26. C. This Declaration has been prepared and executed to satisfy Condition of Approval Section 4, Paragraph F, Number 12, set forth in Resolution No. P-18-26 (the "Conditions of Approval"), which requires the recordation of a reciprocal access and shared parking agreement on both Parcel 1 and Parcel 2, subject to the review and approval by the City Director of Development Services. D. Declarant intends by this Declaration to create nonexclusive easements for the benefit of each of Parcel 1 and Parcel 2 for the common use of tenants and occupants of the Property and their employees, licensees, invitees and/or visitors (collectively, "Users"). (Hereinafter, Parcel 1 and Parcel 2 may be individually referred to as a "Parcel," and collectively as the "Parcels"). E. Declarant expressly acknowledges, represents and warrants that it shall not amend or revoke this Declaration without prior written consent by the City 4827-4082-2166.vl RECORDING REQUESTED BY: Recording Requested By: FIRST AMERICAN TITLE National Commercial Services AND WHEN RECORDED MAIL TO: Pillsbury Winthrop Shaw Pittman LLP 12255 El Camino Real, Suite 300 San Diego, CA 92130 Attn: Eric A. Kremer, Esq. Space above this line for Recorder's use APN: 323-092-39 RECIPROCAL ACCESS AND SHARED PARKING DECLARATION (14107 and 14115 Stowe Drive, Poway, California) This RECIPROCAL ACCESS AND SHARED PARKING DECLARATION (14107 and 14115 Stowe Drive, Poway, California) (this "Declaration") is made and entered into as of the 22 day of May, 2019 by Sorrento West Properties, Inc., a Delaware corporation ("Declarant"). RECITALS A. Declarant is the owner of approximately 25 acres of real property (the "Property") located in the City of Poway, County of San Diego, State of California. B. On October 16, 2018, the City Council of the City of Poway (the "City") approved Tentative Parcel Map (TPM) 17-001 subdividing the Property into two parcels, which for the purposes of this Declaration are referred to as "Parcel 1"(more particularly described in Exhibit A attached hereto) and "Parcel 2" (more particularly described in Exhibit B attached hereto), by ''- adopting Resolution No. P-18-26. C. This Declaration has been prepared and executed to satisfy Condition of Approval Section 4, Paragraph F, Number 12, set forth in Resolution No. P-18-26 (the "Conditions of Approval"), which requires the recordation of a reciprocal access and shared parking agreement on both Parcel 1 and Parcel 2, subject to the review and approval by the City Director of Development Services. D. Declarant intends by this Declaration to create nonexclusive easements for the benefit of each of Parcel 1 and Parcel 2 for the common use of tenants and occupants of the Property and their employees, licensees, invitees and/or visitors (collectively, "Users"). (Hereinafter, Parcel 1 and Parcel 2 may be individually referred to as a "Parcel," and collectively as the "Parcels"). E. Declarant expressly acknowledges, represents and warrants that it shall not amend or revoke this Declaration without prior written consent by the City 4827-4082-2166.v 1 NOW, THEREFORE, DeclaranV hereby declares that the Parcels shall be held, sold and conveyed subject to this Declaration, which shall run with the real property, and be binding on all parties having any right, title or interest in the Parcels or any part thereof, and shall inure to the benefit of each owner, his heirs, grantees, successors and assigns of each Parcel, or any part or portion thereof, in each case, for the periods of their respective ownership of such Parcel: Declaration of Easements. (A) Parcel 1 Owner Declaration of Easements. Upon and subject to the terms and conditions of this Declaration, Declarant for itself and its successors and assigns as owner of Parcel 1 ("Parcel 1 Owner") hereby establishes a non-exclusive easement (the "Parcel 1 Parking Easement") on, over, and through Parcel 1 to provide parking spaces for the use of Declarant, its successors and assigns as owner of Parcel 2 (the "Parcel 2 Owner," and with the Parcel 1 Owner, individually an "Owner," and collectively, the "Owners"), and the Users of Parcel 2 pursuant to the Conditions of Approval, together with a non-exclusive easement for ingress and egress onto and from Parcel 1 for vehicles and pedestrians to the extent reasonably necessary to enable Parcel 2 Owner and the Users of Parcel 2 to enjoy the Parcel 1 Parking Easement and parking rights granted herein (the "Parcel 1 Access Easement" and, collectively with the Parcel 1 Parking Easement, the "Parcel 1 Easements"). The location and configuration of the parking spaces on Parcel 1 which are subject to Parcel 1 Parking Easement rights granted hereunder shall be reasonably acceptable to Parcel 1 Owner and Parcel 2 Owner. (B) Parcel 2 Owner Declaration of Easements. Upon and subject to the terms and conditions of this Declaration, Declarant hereby establishes a non-exclusive easement (the "Parcel 2 Access Easement") on, over, and through Parcel 2 to provide (i) access for vehicles accessing Parcel 1 including for the purpose of utilizing parking spaces located on Parcel 1 for the use thereof by Parcel 1 Owner and the Users of Parcel 1, provided such access is limited to the driveways providing access to and from Parcel 2 from (a) Stowe Drive, and (b) Kirkham Way, together with associated connecting roadway(s) necessary to access Parcel 1, and (ii) pedestrian access to Parcel 1 along non-public perimeter sidewalks or xvalkways located on Parcel 2, for the use of Parcel l Owner and the Users of Parcel l (the "Parcel 2 Access Easement" and, collectively with the Parcel 1 Easements, the "Easements"). 2. Use of Easement Rights. Parcel 1 Owner shall make the parking spaces required hereunder available to Parcel 2 Owner and the Users of Parcel 2 throughout the term of this Declaration on a twenty-four (24) hour, daily basis. Neither the Parcel 1 Owner nor the Parcel l Owner, for themselves and their respective Users, shall exercise its Easement rights granted under this Declaration in a manner that materially, adversely interferes with the other Owner's ongoing use of its respective Parcel. Each Owner shall have the right to impose reasonable security requirements regarding access to and use of its Parcel by the other Owner and its Users which are not inconsistent with the Easement rights granted under this Declaration. 3. Maintenance Responsibility. Parcel 1 Owner and Parcel 2 Owner agree that the maintenance of, and allocation of costs and expenses associated with their respective use of, the Easements shall be governed by the provisions of California Civil Code Section 845. 2 4827-4082-2166.v1 4. Covenants Running with the Land. Declarant intends that the covenants hereunder shall be covenants running with the land in accordance with California Civil Code section 1468. The covenants hereunder and the Easements granted herein shall be binding upon each Owner and its respective successors -in -title to its Parcel, and shall inure to the benefit of each Owner and its respective successors -in -title to its Parcel, in each case, for the periods of their respective ownership of such Parcel. 5. No Merger. Although in certain circumstances an easement may merge if property owned is under common ownership, an easement does not merge if the intent of the parties is for the easement to remain in effect. The Declarant's express intent in granting the Easements granted pursuant to this Declaration is that these Easements will not merge and will remain in effect in perpetuity subject to the terms of this Declaration. 6. Term. The term of this Declaration shall commence on the date on which this Declaration is recorded in the Official Records of the County of San Diego, California and shall continue in perpetuity unless Parcel 1 Owner and Parcel 2 Owner mutually agree in writing to terminate this Declaration, which termination shall be subject to the prior written consent of the City; provided, however, that as long as any Mortgage (as defined below) encumbers either Parcel 2 or Parcel 1, any such voluntary termination shall require the prior written consent of the Mortgagee (as defined below) under any such Mortgage. 7. Rights of Mortgagees. Notwithstanding any other provisions of this Declaration, no amendment or violation of this Declaration shall operate to defeat or render invalid the rights of any Mortgagee under any Mortgage encumbering either Parcel made in good faith and for value, provided that after foreclosure of any such Mortgage, such Parcel shall remain subject to this Declaration, as the same may be amended from time to time in accordance with Section 10 below. Notwithstanding the foregoing, in no event shall a Mortgagee, or any person or entity (a "Person") who obtains title to a Parcel from a Mortgagee after foreclosure of such Mortgagee's Mortgage (or by deed in lieu of foreclosure), be liable for any violations of this Declaration which occurred before the acquisition of title to said Parcel by said Mortgagee or Person, provided that such exclusion from liability shall not excuse such Mortgagee or Person from compliance with the terms and provisions of this Declaration following its acquisition of such Parcel. As used herein, (i) "Mortgage" means any recorded mortgage or deed of trust or other conveyance of a Parcel to secure the performance of an obligation, which conveyance will be reconveyed upon the completion of such performance; and (ii) "Mortgagee" means a Person to whom a Mortgage is made and shall include the beneficiary of a deed of trust. The term "beneficiary" shall be synonymous with the term "Mortgagee" and shall include the trustor or grantor of a deed of trust. The term "deed of trust" when used shall be synonymous with the term "Mortgage." 8. Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or dedication of any portion of the Parcels to the general public, or for any public use or purpose whatsoever. Except as herein specifically provided, no right, privileges or immunities of Declarant shall inure to the benefit of any User, nor shall any User be deemed to be a beneficiary of any of the provisions contained herein. 9. Davis -Stirling. Declarant intends that neither the California Davis -Stirling Common Interest Development Act (California Civil Code Section 4000 et. seq.) nor the 4827-4082-2166.v1 Commercial and Industrial Common Interest Development Act (California Civil Code Section 6500, et seq.) be applicable to this Declaration, or the relationship between the Parcels and the Persons subject to this Declaration. 10. Miscellaneous. This Declaration may be modified only by a written and recorded agreement signed by the Owners or their respective successors or assigns; provided, however, that any modifications to this Declaration or the Easements granted hereunder shall require the prior written consent of any Mortgagee and the City. Invalidation of any of the provisions contained in this Declaration, or of the application thereof to any Person by judgment or court order shall in no way affect any of the other provisions hereof or the application thereof to any other Person and the same shall remain in full force and effect. In the event of any controversy, claim or dispute between the Owners relating to this Declaration or the breach thereof, the prevailing party shall be entitled to recover from the losing party its reasonable expenses, including reasonable attorneys' fees and costs. This Declaration shall be governed by the laws of the State of California. All exhibits attached to this Declaration are incorporated in and made a part of this Declaration by reference [Signatures on Following Page] 2 4827-4082-2166.v 1 IN WITNESS WHEREOF, the undersigned have caused this Reciprocal Access and Shared Parking Declaration (14107 and 14115 Stowe Drive, Poway, California) to be executed effective as of the date first above written. Declarant SORRENTO WEST PROPERTIES, INC., a Delaware corporation By: Uk'A00 Name: Joseph E. Maskalenko Its: Senior Vice President Approved as to Form: Alan Fenstermacher City Attorney, City of Poway 5 4827-4082-2166.vl A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) SS COUNTY OF S�►'� Ql ) On 5 q ,before me, c.l6/,/l6 C• 7 ow h Notary Public, personally appearedoS�AA C. %i�A/kako who proved to me on the basis of satisfactory evidence to be the person(A) whose name(jo is/aK subscribed to the within instrument and acknowledged to me that he/sX/th)V executed the same in his/hic/thX authorized capacity(iin), and that by his/hirr/tWr signature( on the instrument the person(,i�, or the entity upon behalf of which the persono o acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. 0 JOYCE E. ZACHMAN Notary Public - California Z San Diego County p ` Commission a 2188751 My Comm. Expires Apr 25, 2021 4827-4082-2166.v 1 CALIFORNIA• • •GMENT CIVIL CODE § 1189 .�f A .Gf .W.. YnQ.41 .M .M .{1 .G1 .. .YA .4� .. .A . .4f. A .Vn..•� .. M Ya�.�... .W .� .'A. YA .��.41 .. .Yw .G1Q.V1 .. i� .4� .W. .Va .P .41 .Va q... A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego On 4& Qty)CI before me, Yvonne Mannion Notary Public Date Here Insert Name and Title of the Officer personally appeared zu %Q4 L m cy) , S Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(9) is/are subscribed to the within instrument and acknowledged to me that he/sloe/th-ey executed the same in his/her/ter authorized capacity(ins), and that by his/her/their signature(!g 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. YVONNE MANNION NotaryPublic- California z WITNESS my hand and official seal. i San Diego County > Commission # 2201766 My Comm. Expires Jun 18, 2021 Signature W Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Number of Pages: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 02016 National Notary Association ' www.NationalNotary.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5907 SUBORDINATION The undersigned, as holder of the beneficial interest in and under that certain Construction Deed of Trust, Assignment, Security Declaration and Fixture Filing dated as of JVVI e, 15 , 2017 (the "Deed of Trust'), made by Sorrento West Properties, Inc., a Delaware corporation, as grantor, and recorded on rVVle, 15 , 2017as Document No. 241`7—OZ(02590in the Official Records of San Diego County, California, hereby expressly subordinates the Deed of Trust and its beneficial interest thereunder to the foregoing Reciprocal Access and Shared Parking Declaration (14107 and 14115 Stowe Drive, Poway, California) (the "Declaration"), provided in no event shall a violation or the exercise of any rights or remedies under the Declaration or any easements conveyed thereunder defeat or otherwise render invalid the Deed of Trust (or the rights of the beneficiary thereunder). Th rivevi+ 'R naKci a1 -Fu✓ Lv+hercunS, a _W I SCO "S ivy Corp o rali o vi By: Nam Title By: Nam Title e: Asst is Pr sident `7ho e: Asst. Vice President VA 4827-4082-2166.v1 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF �° Tr^""TT ^ M 1 SNE S 0'n9 ) ) SS COUNTY OF t4 E tj i' P ) On M A y 14 , —Loll , before me, LAU" -yP1rtjE-Af-AVW O0 D , Notary Public, personally appeared MARK-MC./A✓r-W-1Ekj1AEG !*A,%J4LLfKwho proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) mare subscribed to the within instrument and acknowledged to me that kefs /they executed the same in 4iqAftw/their authorized capacity(ies), and that by k}efker/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. LAURA JANE ARROW OOD[Seal] NNNETACMISOE(MMYCOMIssion Expires Jan. 3f, 2020 4827-4082-2166.vl EXHIBIT A Legal Description of Parcel 1 (14107 Stowe Drive, Poway, California) THAT CERTAIN REAL PROPERTY LOCATED IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AS FOLLOWS: PARCEL 1: PARCEL 1, IN THE CITY OF POWAY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 21687, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, May 22, 2019, AS FILE NO. 2019- 7000194. 4827-4082-2166.v 1 F.X14TRIT R Legal Description of Parcel 2 (14115 Stowe Drive, Poway, California) PARCEL 2: PARCEL 2, IN THE CITY OF POWAY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 21687, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, May 22, 2019, AS FILE NO. 2019- 7000194. 4827-4082-2166.v1