Grant Deed 2001-0814272
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.t'!. 2001-0814272
l\. R ECOR DED"R EQ II ESTO F
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First American Title NOV 07. 2001 3:42 PM
SUBDJVISIO,\; .\l.\I'PJ.\;C DEPT
RECORDING REQUESTED BY OFFICIAL RECORDS
SAN DIEGO COUNTY RECORPEK S OFFICE
AND WHEN RECORDED MAIL TO' GREGORY' J. SMITH, COUNTY REr.ORIiR
f~, CI'tV ~[En~S OFFICE FEES: 31.00
" . 00: DC
CITYOF~OWAY 13141
"If P oliex 789
~10 POWAY CA 92074-0789 1111111111 ~1~1~llIIIIIII~1 II TAA; N.D.
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200'-0814272 .. ... .
...H" ~~,.L. ,n.lV "L~,llU";> L.1J..JE FOR RECQRI)ER'S USE
DOCUMENTARY TRANSFERaAx'$ non-disclosure -~
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Computed on the consideration or value ofpropeny conveyed:,OR /
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- Computed on ,the consideration or value less liens or ,/,~/~-
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encunlbrances remaining attinle of sale. r ,'" .(,-;. ,:::'.1 f",~
Signuture of.occlamnt or Agent dcten1l1nmg lax - hrm'Namc
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GRANT DEED
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
PARKWAY DEVEI:.OPMENT [I:.C, a Delaware limited liability company
hereby GRANT(S) to
POWA Y REDEVELOPMENT AGENCY a public body. corpoiateand politic
the real property in the City of Po way' COl!nty..ofSan Diego. State ofCaiifornia, descdbedas:
LOT 22 OF ClTY OF POWAY TRACT,NO 87.13 UNIT 2. PARKWAY BUS}NESS CENTRE, IN THE CITY OF
POW AY COUNn OF SAN.6iEGO.SY:>'YE OF CALlFORNIA.Mcorm(J;JG TOMAP'THEREOF'NO 13410.
FILED IN THE OFFICE OFTHE COUNTY RECORDER OF SAN DIEGO'COUNTY, APRIL 8.1997
Thi~ conveyance is made subjecuo.easements. restrictions and other matters of record. and to.theMemorandum of
Covenalltsattached hereto and made a-part hereof.
Dated: November!, 200 I PARKWAY. DEVELOPMENT, LLC.
a Delaware limited. liability company
By' MCMILLIN COMPANIES. LLC.
a Delaware limited liability company
ils'Managing Member
By. ~
Its: .'
,
By' ~/:\d~
Its:. ' V.
MAIL T".X STATEMENTS TO. -'
Same As Above
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STATE OF CALIFORNIA r
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COuNTY OF SAN DIEGO }
On this 2nd day of November, 2001, before' me, Joyce Rooks, a Notary Public in and for
said State, personally appeared MICHAEL K. BINKLE"personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person whose name tS
subscribed to tqe within instrument and acknowledged to me that he executed the same in
his authorizedcapacity(ies), and. that by hIS signature on the instrument, the person, or the
entity upon behalf of which. the person acted, executed the instrument.
WITNESS my hand and official seal.
>~Jr - . . · .
O' JOYCE ROOKS - (
C1 - . . NorA~~~~26387. ~
~ . 'CALIFORNIA
I . cos,:: :';0 COUNtY 0
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Notary Acknowledgement
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13143
STATE OF CALIFORNIA I
I
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COUNTY OF SAN DIEGO I
J
On this 2nd day of November; 2001, before me, Joyce ROOKS,; a Notary Public in and for
said State, personally appeared RANDY A. LEVINSON, personally known to me (or
proved to me on the basis of satisfactory evtdence) to be the person whose name is
subscrib~d to the withininstfl!ment and acknowledged tome that he executed the same in
his'authorized capacity(ie~), and th<J.tbyhis signature(s)'onthe instrument, the person, or
the. entity upon behalf of which the person acted, executed'the instrument.
WITNESS my hand and official seal.
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"~ JOYCE,ROO"" ,
0' COMM. . 1263374
Cl _ .. NOTARy'pUBLIC.c~UFORNIA Gl
~..SAN DIEGO COUNTY. ~.
J'~ _ ~ _ :O~"::~P_~Y~4.~ l
Notary Acknowledgement
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13144
(ATTACHMENT TO,GRANT DEED)
MEMORANDUM OF COVENANTS
,Ibis Memorandum of Covenants (the "Memorandum") is entered into as of the 1st day of
November. 200 1. by and between PARK WAY DEVELOPMENT, LLC. a Delaware limited. liability
company ("Seller" or "Grantor"); and POW A y REDEVELOPMENT AGENCY. a public body.
corporate and politic ("Buyer" or "Grantee"). with reference to the facts set forth in the Recitals
. below
RECIT ALS
A. Seller and Buyer are parties to a certain Purchase Agreement dated August
28.2001 (the "Purchase Agreement"),conceming the purchase of the real property (the "Property")
described in the Grant Deed t()'wtiich this Memorandum is,attached.
B The parties are executing this Memorandum and causing it to be recorded.in
the Official Records of San Diego County in order to give notice' of the Covenants and so that the
Covenants will run with the Property,ijnd be binding on successive owners thereof
AGREEMENT
NOW. THEREFORE. in consideration of the Purchase Agreement and other good and
valuable consideration, the parties hereby agree as follows:
1 Covenants. Gn.intee covenants, for itself and its successors and assigns, that
fora.period of five (5) years after the recordation of this Memorandum. the Property will be used
only for the construction and, operation of a hotel or motel, and commercial uses.in conjunction
therewith. and for no other purposes:provided,however, that the restrictionto such usesshall expire
upon the issuance by the City of Po way of a certificate of completion of the construction of a hotel
or motel on,the Property(';ral1teefu~ther covenants, for itsel[;and its successors and assigns, that
in. the event that a hotel or motel"isnot constructed on the Property within said five (5) year period.
the Property will only,be used.for the su<;ceeding fifteen (15)years for the construction and operation
of commerCial uses (and not for industrial uses or office uses, except for offices incidental to a
commercial use). Grantee acknowledges and' agrees that this restriction on use'is reasonable and has
been specifically bargained for insetting the price andtermsofGral1tee's purchase ofthe Property
Grantee further covenants, by ahd for itself and its'successors and assigns, that there shall be no
discrimil1aiion against or segregation of. any person or group o'fpersons'on account of race, color,
creed. religion, sex, marital status, national origin oraitcestry in ,the sale, lease. sublease, transfer,
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use, occupancy, tenure 'or enjoyment of.the Property n~or'shall the'Grantee or any person,claiming
under,()r through it; establi~sh or permit anysuch practice orpracti'ces of discrimination or segregation
witl'Hreference,to the selection. location, number, use or occupancy of tenants. lessees, subtenants.
sublesseesorvetldees in the land herein conveyed.
2. Covenants Running with Land.
(a) General. The Covenants in Paragraph 1 are intended to be covenants
running with the land pursuant to,Califomia Civil Code SeCtion 1468 and shall run with the Property
andoebinding upon the Property,'and each successive owner thereof. during such owner's ownership
ofthe.Propertyor any portion thereof, and upon each person,()r entity.hilVing any interest therein
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derived through an ownerthereof, and shall run in favor 6fandfor,thebenefit of Grantor and certain
land (the ;'Benefitted Land"),owned by Grantor, as described on Exhibit I .attached hereto. If any
provision in' this MemorandllIl1 is 'held by a court of competent jurisdiction to be invalid or
unenforceable, the invalidor,unenforceab1e provision shall behinited and severed, only to the extent
necessary to make.the rerrUiihder'of such ,provision valid,and,enforceab1e and the remaining terms
ofthis Memorandum shall remain'in full force and effect. In the event Grantee breaches any of the
terms of this Memorandum, Grantee agrees that specific enforcement ,and/or mandatory and
prohibitory injunctive relief, as well as damages at law, are appropriate remedies.
(b) Chatlgesjn Identification of Be he fitted Land. NOlwithstimding'the
foregoing or ' anything 'else to the ,contrary contained in this Memorandum. if any portion of the
Benefitted Land is conveyedofrec()rdto any person or entity other, than Gran!or oran Affiliate (as
defined below) of Grantor"then. from and after the recordation of such conveyance, the land so
conveyed shall automatically' cease to be part of the Benefitted Land.and the owner thereof (any
person or entity having anyillterest therein derived through;such owner) shall have no rights (and
shall not be subject to,any duties or obligations) under this Memorandum; provided. however, that
any owner of Benefitted Land which 'IS an Affiliate of Grantor may enforce the Covenants.
"Affiliate" means a'persoll,one.ntity which controls, is controlled'by, or is under common control
with, Graritor Upon request ,of "Grantor, Grantee shall execute, acknowledge. and deliver a
document sufficient to amend,this Memorandum to reflect chatlges in the legal description of the
Benefitted Land and to ~emovethis,Memorandum asa title exception with respect to any portion of
the Benefitted Land which,,'has been conveyed to a third PartY Grantor shall prepare any such
document for execution byGrantee~
3 Inurement. Subject to paragraph 2(b). ,above, this Memorandum shall be
binding upon and, shall inure to" the benefit of the paI1ies hereto and their respective
successors-in.inte"fest in ownership of the Property and the Benefitted Land. and shall run with the
land.
4 Other Terms. This Memorandumshall'beinterpreted in accordance with its
fair meaning and'not strictly for oragainst either party This Memorandum may be modified only
, by a written amendment signedby.the then record fee owners.ofthe.Property and the Benefitted
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Land. which is duly recorded in the San Diego County Recorder'sQ'ffice. Ifany action is brought
to enforce 'or interpret this Memorandum. the prevailing party shall be entitled to recover its
attorney's fees.
IN WITNESSWHEREOF, the parties hereto have executed this Memorandum of Covenants
as of the day and year first written above.
"BUYER" I"GR'ANTEE" "SELLER"I"GRANTOR"
POW A Y REDEVELOPMENT AGENCY, PARKWA Y DEVELOPMENT, LLC.
a public body ,corporate and politic a Delaware limited liability company
BY' By' MCMILLIN COMPANIES, LLC,
Its: a Delaware limited liability company.
;"M"",';~ _.
By' IZ. - ~,,4
Its: I. , t
By' Z:;f-1 L..:
Its:
ATTEST
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Agency Secretaty
APPROVED AS TO LEGALITY AND FORM.
BY' ~-
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STATE OF CALIFORNIA )
) ss.
COUNTYOF SAN DIEGO )
On 1\10""""'\,0 r S, ~ 8fJ \ ~efore.me.the u)ll\ersigned Notary Public in and
for said County and State. personally appeared U O,w\IL'bL \-'"", t.<)OrSOy..
~ personally known tome
or
_ proved to me on the basis of satisfactory evidence to be
the person\&) whose name(57 iS/ilfe.subscribed to the within instrumentimd acknowledged to me that
he/she/they executed the same'in his/her'lllsir authorized capacity~ and that by his/her/their
signature(..)on the instrument.the person(.!;-). or the entity uponJiehalfofwhich the person(.s-) acted,
executed the instrument.
Witness my hand an d officiillseal. .... .EUlA8Ent. ...F.IlEAN. ..
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Signature3f Notary
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r GOVERNMElff CODE 27361.7 ~
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I CERTIp('UNDERPENALTY OF PERJURY THAT THE NOTARY SJ::AL ON THE
DOCUMENT TO WHICH THIS STATEMENT IS ATIACHED READS AS.fOLLOWS:
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Name of the Notary: ,E / 2t1M!r f 04 r1
Commission Number: {J 56 ,j7'1 Date Commission Expires: Cf/ 7/01(
County Where Bond is Filed: C;lll o CC;O
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Manufacturer or Vendor Number: ;l1;t r
(Located on both Sid~S ~ "::a,/al border) ,
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Signature: , ,/' ':-,' ~ ~.-------/
:,. v Firm Name (if applicable)
~ SAW])Jf&O ~' /07/V1
Place of Execution: Date: I .
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'::II..... ~_..... :rP:'OfRev. 719GI
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EXHIBIT I TO
MEMORANDUMOF;COVENANTS
(Legal Description of Benefitted Land)
LOTS II 14 AND31 OF CITY'oF POW A YTRACT NO 87-13 UNIT 2, PARKW AY BUSINESS
CENTRE, IN THE CITY OF POW A Y, COUNTY OF SAN DIEGO; STATE OF CALIFORNIA,
ACCORDING TO MAP THEREOF NO 13410, FILED IN THE OFFICE OF THE COUNTY
RECORDER OF SAN DIEGO COUNTY ON APRIL S, 1997
LOTS 5, 6, 7, 8 AND 9 CITY OEPOW A Y TRACT NO 98-05, IN THE CITY OF POW A Y.
COUNTY OF SAN DIEGO, STATEOFCALlFORNIA. ACCORDING TO MAP THEREOF NO
13852. FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY
SEPTEMBER 17,1999
S ',("J iC'l1l,.2X33\025\I)\lot22',rinmllJeeJ. wrJ