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Grant of License and Agreement 1990-223351 " . 63.3 ) ) I ) ) ) ) ) ) ) ) ) ) ) ) ) Space 9--- Z,.,3?SI l~",r' "~;;~;;~tji5'1- ' ~O~~c>'--::> .; ,~.~. . '. .'..... ~. 1 of?r,~~\t~;11f.;ii.!~~<!;;tl '.. ",,' '1,:,; .' ...~ >; RECORDING REQUESTED BY 00 ~PQ 2S AI;! 8' Olr) "F :-t " I~l' L t... 'CITY OFPOWAY 13325 ,Civic Center Drive pow-a.y; CA~ 92064 Attn: CITY CLERK I '" c~filf~;"~l\~t~fu~;t i ~._._..i. WHEN RECORDED MAIL TO: CITY OF POWAY 13325 Civic Center Drive Poway, CA 92064 Attn: CITY CLERK rJO FEE Above For Recorder's Use Documentary Transfer Tax - $0 GRANT OF LICENSE & AGREEMENT This Grant of License and Agreement '(",Agreement") is made and entered into by al}d between Leland L. and Margaret Williams, Trustees of the Williams Family Trus~ Agreement dated May 24, 1982 (hereinafter "Licensor") and the City of Poway, a municipal corporation (herein'a'fter "Licensee"). Licensor and Licensee hereby agree as follows: 1. Grant of License. Licensor grants to Licensee a license ("License") 'for ingress, egress, access and storage on that portion of Licensor's real property as described on Exhibit A attached hereto and as shown on Exhibit Battached hereto ("License Area"), ThE:! license granted hereby may be used by Licensees in connection with Licensee's construction of i,mprovements to Pome:rado Road. Licensor acknowledges ,that the License Area maybe used for ingress, egress and storage of, heavy equipment 'and mater,ia,ls and supplies in connection with such work, of improvement. 2. Assignability. This License granted hereby may be assigned by Licensor to The Donald L. Bren Company', and its c9ptractors gr agents, or such other third parties having the ,obligation to perform the work of improvements to PomE;'!rado ,Road. 3~., NOI Other'Use,. Except as specifically granted by this :L'icense, , Licensee shall have no other rights or interests in 'the Dicense 'Area and the License Area shall not be used for any other purpose or use other than as described in Paragraph 1 above. -1- . 634 . l~ 'i' . " 4. Indemnification. Licensee shall indemnify, defend and hold Licensor harmless from and aga'instany loss, cost , liability or expellse, including attorneys ' fees :incurred, arising from or relating to the use of the License Area by Licensee, its assignees, and their respective agents and contractors, including without limitation any loss or liability caused by fire. 5. Insurance. Prior to using the License Area, Licensee shall maintain with a reputable insurance company acceptable to Licensor, a policy of comprehensive general liability insurance with respect to the License Area, including without limitation owned and nonowned automobile liability, personal injury, broad form property damage and liability coverage for not less than One Million and No/100ths ($1,000,000.00) Dollars in aggregate liability. 6. Repair of License Area. License, the Licensee shall repair License Area and leave the License condition as it was on the date of Following termination of this and correct any damage to the Area in as near as practicable this Agreement. 7. Termination. The License granted hereby shall .be terminated upon Licensee's completion of the work of improvement to pomerado Road, but in any event it shall terminate not later than September 1, 1991. 8. Attorneys' Fees. In the event it is necessary for Licensor or Licensee to employ an attorney or commence an action to enforcEO!, any of th,e proyisions of thts ;t.e;ttE'!r, the prevailing party shall be entitled' to receive costs and expenses, including reasonable attorneys' fees; incurred in connection with such enforcement. LICENSOR: JThis is to eeRily that the interest in real propertj-.:o".))'od by the deed 01 granl dated '1 c.:>.q.'1 0 from LdCL.~., I ' ,^,-J. ,(l"K,')''',,;t lJ; Il,,,,,-, Iv,,' l' "-' '. 10 theCill' of ,Poway, a politica,l corporalion,8nd/or'govemm8nlal'ageney is hereby acr~pted by,lhe,undersigned officer oiagoant on be- half of Ihe City Council pursuani to iiirthority conferred It<; Resu/ution No, 34. adopted on January 20; 1981 allll IhI; ,,'BRlee consenls'to recordation'thereof by itsduly':aull1orized officer. ~~~ LELAND L. WILLIAMS, Trustee ~I$CU?~~;<#~ ~RET WILLIAMS, Trustee ,Daled: t.{ - I g,." 0 By YllaG4.:.. ~ ' ~)1\J()/>-4L LICENSEE: CITY OF POWAY A Municipal Corporation 01/GG53 09/26/89 'Y'\~f'~~ -2- . . 'l .~. 635 (TRUST) STATE OF CALIFORNIA ss. COUNTY OF SAN DIEGO On Sep+..""J.e.- :<<t, 1'18"1 before me, the undersigned, a Notary ~ublic in and for said State, personally appeared LELAND L. WILLIAMS, Trustee, f"'~~Emall.l' lme'.ll'l "tell1Q gr proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as Trustee on behalf of the Trust therein named and acknowledged to me that such Trust executed the same. WITNE'SS my hand and official seal. Signature ~~ @, "',~.~:'" OFFICIAL SEAL l . \ CATHY BROKAW ; .,.; . NolaJy Publio-COIifomia , SAN DIEGO COUNTf , My Comm. &p. May 14, 1993 (TRUST) STATE OF CALIFORNIA ) ) ss. COUNTY OF SAN DIEGO ) On ~+~.....b~ :Ft,1'18'7 before me, 'the undersigned, a Notary Public in and for said, State, personally appeared MARGARET WILLIAMS ,Trustee, ,!3oHl6,nalll' JU'16\i1'l "6g HIe ey proved to me on the basis of satisfactory evi~ence to be the person who executed the within instrument as Trustee on behalf of the Trust therein named and acknowledged to me that such Trust executed the same. WITNESS my hand and official seal. Signature r=:~ ~~~ @'.OFFICIAL'SEAL .-., CAllfY BROKAW " . '''. PubIIii-CaIIfomia , ,,; =YOIEGO COUNTf ". My Comm. Exp. May 14, 1m -3- . ~ "... " .~ 636 (MUNICIPAL CORPORATION) STATE OF CALIFORNIA ss. COUNTY OF SAN DIEGO On .s,.~l:.er- :29,./'i8,'i, be fore me, the undersigned, a Notary Public in and for said State, personally appeared :::raMes L, 8ow~....s',,)( ,personally known to me 91: F~QHQEl to me nn rho. lv3Sis s't sat'isf:a9-&9ry fr.!i9iitdC'9> to be the CI-ry t')'\o.rvJ.acor, ' of the,City of Pow,:y and known to me @1: FEe.cd -rn m~ f"\T'l tHO 13as J.: 6" af 8atl.cf:lctQr~/ 9T"Tl.Q_s'ps.se to be the person who executed the within instrument on behalf' of said public co~poration, agency or political subdivision, and acknowledged to me that such public corporation, agency or political subdivision executed the same. WITNESS my hand and official seal ~~~ NOTARY PUBLIC OFFICIAL SEAL CATHY BROKAW NotorJ PubIJo.C8fiIcmI SAN DIEGO COUHTY My Comm. Ellp. _14.1993 -4- ',:; ~.. . ':": " SEPTEMBER 1, :1989 JOB NO,. 3"2.5i4'2,.62, 631 EXHIBIT 'A" LEGA'L DES,CRIPTION LI(,;:ENSE MEA 'PARCEL '7'31 - BEGINNING AT POINT "0" 'AS DESCRIBED :IN P~c;.E.L 79).., ,pAI~ ,. " POINT, BEING A POINT IN 'THE ,NORTHEASTERLY, R:rGHTOFWAY 'EINE OF SAID MISSION ROAD l-'A,SAIDPoiNTBEINGTHE ,TRUE PO [NT OF'B'EGIN'NciiiG',,'liL~Q ;J3E'ING ~THE BEGINNING' of .A ~70'.;00 F,OOT RA:QIlJS CURYE CON,CAVE NORTHEASTEREY, A'RA:DIAL LINETOi SAID I':b:i:'NTBEARS :S,OUTH 22"19'.30'" WEST;" , THENCE AWNG: SAIDiRIGHT OF WAY NORTHWESTERLY'ALONG SkID CURVE THROUGH A CENTRA'"' ANGLE OF 03';02Fr5'i:~;,A bisTfufcE OF . "~ - "'~. r "-". _ _ " 'I _ ~ ., _ ~ " 25., Q 0' ,FEET; ':rftEi{CE :tf~6R'I:iJ:lb' 23 ',4,8'i :rHENCE 'NORTH' 43' 42'.4:4'" THENCE 'NORTH 2.1"3,0',29 " THENCE 'NORTH 36O>'23"'j'l?" THENCE ,NORTH 4,1' if7: q ~l'!, THENCE IN'b'RTH :2'7 "5'0"1:3")' ,'rHENCE WSRTH 2:1,' 3'8':1,7 I' THENCE ;NORTH68 "2'1'4'3" THENCE SOUTH 21 "38 "1,:]," THENCE SOUTH30'[:J;2 ',IS" ,THENCE: SOUTi! :35 "38' ',53 i, THEficE S,OUTH2,7,' 47, '1'6." THENCE' SOUTH 4,7 ''49 ',4"6!' ,THENCE' SOUTH 1'1 "50'r4"9'" Ilr:G:r@I!'lGc. ' " .WEST, WEST" WEST., ltE13<T, , WEST" :WEST" ,wEST, EAST" EAST" E;li,ST" EAST", EAS,T" EAST" E]\,ST, 74..44 FEET! 102.59 ,FEET:; 75.96 FEET.,; 3,9,.4t l"EE,T; 92,.20' FEET; " , 43..82 FEET; 404.52 .FEET;;' 10..00 FEE'.I' 1 , 364.,24' :FEE'l':; 48.3"4 :P'EET ; 1'50.08 FEET;; 119.29FEET:f :].2,.'00FEET'r 9 <I .7'?F:Ei'ET TO CONTkINiJ:NGi 0;.,2'44: ACRES MORE OR' LESS.. -' THE POINT OF ,. " . . AGREEMENT TO CONVEY RIGHT OF WAY This Agreement To con:e~ Right Of Way ("Agreement") is dated effective as of September 7 , 1989 and is entered into by and between Margaret and Leland L. Williams, trustees under the Williams Family Trust Agreement dated May 24, 1982 ("Williams"), the City of poway, a municipal corporation ("City") and ITEC Properties, a California general partnership ("ITEC") with reference to the following facts: A. City desires portions of pomerado Road in the City of poway to be improved by ITEC, or its successors-in-interest. City has approved certain improvement plans for those portions of Pomerado Road within the City of poway which have been prepared by Safino, Butcher & Ormonde on behalf of ITEC and its successors. B. In order to complete the improvements on a portion of Pomerado Road within the City of Poway, ~he City has requested ITEC to acquire certain property interests from the Williams for right-of-way, drainage easements and slope easement purposes. C. In lieu of having the City condemn the real property interests of Williams, the parties desire to enter into this Agreement to provide for the ,acquisition of the above described real property interests from Williams on the terms and conditions set forth herein. NOW, THEREFORE the parties hereby agree as follows: 1. Williams' Deed. Concurrent with the execution of this Agreement, Williams shall convey to City, by grant deed certain real property interests as more particularly described in the grant deed attached hereto as Exhibit "A" ("Williams Deed"). Upon execution of this Agreement, Williams shall execute, acknowledge and deliver to City the Williams Deed. 2. Payment ByITEC. Concurrent with the execution of this Agreement, ITEC shall deliver to Williams a cashiers check in the amount of $150,000 ("Acquisition Costs") payable to Williams 'in consideration of Williams' execution, acknowledgment and delivery of the Williams' Deed to the City and in order to satisfy all obligations of ITEC to the City with respect to the acquisition of right-of-way from the Williams. Receipt of the Acquisition Costs is hereby acknowledged by Williams. 3. Waiver of Reimbursement. As additional consideration, ITEC hereby agrees to waive and relinquish any and all rights it may have to seek reimbursement from the Williams or the City with respect to the Acquisition 'Costs paid by 'ITEC pUJ:'~\1ant to this Agreement. Concurrent with the. execution of this Agree!llent, ITEC shall also cause to be delivered to Williams a letter from Frank -1- . . Asaro, Esq,.,. ~he attorney for The Donald L. Br,en Company, stating that The DonaldL. Bren Company shall also not seek any reimbursement from Williams or City with respect to the Acquisi~ion Costs paid by ITEC pursuant to this Agreement. 4. Allocation of Payment. The Acquisition Costs shall be allocated as follows: (a) Right-of-way (b) Slope Easement (c) Drainage Easement (d) Severance Damages (e) Attorneys' Fees $ 9,675.00 $ 20,925.00 $ 2,632.00 $107,268.00 $ 9,500.00 5. License. Concurrent with the execution hereof, the Williams shall also execute, acknowledge and deliver to City a license ("License"), in the form of Exhibit "B" attached hereto which allows the Ci~y, The Donald L. Bren Company, or its agents or assignees, the use of an approximate ten foot (10') band of real property of the Williams ("Licens,e .Area") for use in connection with construCting the improvements to Pomerado Road. 6. SurVey Stakes. Prior to any construction being performed on any of the real property conveyed by Williams pursuant ,to the Williams' Deed, City shall cause any persons or entities performing. such work to place accurate survey stakes ten feet (10') apart to delineate the License Area and the real property interests conveyed pursuant to the Williams' Deed. 7. Fence. City shall require that any party constructing the improvements to Pomerado Road shall install a fence along the edge of the License Area and the remainder of the Williams' real property prior to any work being performed on the property conveyed by ~he Wi I Iiams ' Deed. ~ ~~:: ~~;~~~~~~~E:g;: '::~;~;~!~~2:1~.r~E~:~:~:f~'~~ 1" 9. Release. The parties hereto for themselves, their ~ successors and assigns do fully release and discharge one another from any and claims, demands, liabilities" actions, and causes of action of any nature or sort, liquida,ted or unliquidated, arising out of or relating to the acquisition of the real property described in the Williams' Deed and existing as of the date hereof. The parties agree that this Agreement is fully effective regardless of any present lack of knowledge on the party of either party as to any possible claim or any fact or circumstance pertaining to the subject property, lea.se a.nd action. The parties, and each of them,expre'sslY waive the. benefits and proyisionsof Section 1542 of: the Civil Code of ~he Sta,te of Cali'fornia, and any similar law ~f any state or territory of the Un,i,ted Sta,tes' or other jurisdiction. Civil Code Section 1542 provides 'as follows: -2- . . "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the t,ime, ()f executing the release which if known by him must have materially affected his settlement with the debtor." 10. Full Satisfaction of ITEC's Obligations. City agrees that the payment of the Acquisition Costs by ITEC to Williams fully satisfies ITEC"'s obligations to the City with respect to acquiring real property interests from the Williams, that the City is satisfied with the right of way acquired as evidenced by the Williams Deed, and that neither ITEC nor its successors-in-interest (including The Donald L. Bren Company) shall have any further obligation to acquire any right of way or real property interests from the Williams or pay any additional sums, costs or expenses to the Williams in connection with any improvements to pomerado Road. 11. General provisions (a) The parties hereto are represented by independent counsel, with whom each has fully discussed the terms and consequences of this Agreement. Peterson and Price, a professional corporation, represents ITEC and John Reaves, Esq. represents the Williams, and Steve Eckis, Esq. represents the City. The parties acknowledge that they execute this Agreement of their own free will and under no threat, menace, coercion or duress, whether economic or physical, from the other party. The parties acknowledge further that they execute this Agreement acting on their independent judgment and upon the advice of their respective counsel, without any representation, expressed or implied, of any kind from any other party, except as specifically set forth herein. (b) The parties agree that, should any provision of this Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Agreement in favor of or against any party herein but rather by construing the terms of this Agreement fairly and reasonably in accordance with their generally accepted meaning. (c) In the event it becomes necessary for any party hereunder to. obtain the services of an attorney to enforce the provisiong; of this Agreement against any 'party who has breached any obligation or warranty set forth herein, the defaulting party shall pay the reasonable attorneys' fees and related legal expenses of the non-defaulting party. In the event of any action for breach of or t'o enforce the provisions of this Agreement, the court in such action shall award the prevailing party a reasonable sum for attorneys; fees and legal expenses. (d) This Agreement may be executed in one or more counterparts and when executed l;:>y e!l-<::h. of t)1e parties g;ignatory hereto, sai4 'counterparts shall. constitute a single valid agreement' even though each of the signatory parties may have executed separate counterparts thereof. -3- . . (e) This Agreement shall be construed in accordance with and governed' by the laws of the State of California. (f) This Agreement shall inure to the benefit of and bind the parties, successors, heirs and assigns. Dated: 9- 02Y-tf"f' ~r~d!k~~ LELAND L. WILLIAMS, Trustee ~~t~/~~.M=.pl R ET WILLIAMS, Trustee Dated: 9/29/SCJ . CITY OF POWAY A Municipal Corporation By: ~ffi\OO~~ -4- . . fI..'./ Dated this~, ,day of~~8e1( ; 19 e!L. ITEC PROPERTIES, A California General Partnership By Investors Leasing A Ca1i"fo . Co Bt im Fletcher - President ~~ X ~0~ Lida L.Suverkrubbe - Secretary By By ;B}\ By -5- . . ',r . .. 'RECORDIN, G:,REQUESTED'BY . - .-- .-. , AlliD WHENJRECORDEDMAI,l: TO, r I EXHIB>JT "A" '~_'!rn~ CITY OF. :POWAY 13'325Ci!"ic :Center OriNe poway, CA 92064 Attn: John Fj<!:C11 . Asst. City Manager -.I Street \'AC!drlifss d!y_,& Stateo'L MAil TAXSTATEMfNTSTO I I CA,T,..N9_ NN,ri0582 TO 1923 cA.:, (2-83) OTY OFPOWAY ,J 3325 .CJN:lc . Center Drive Poway, CA 9,2064 Attn:, JohiY, Fi,tch Ass.t. City ~anager -.I' , SPACF'A,E!OVE'THISLlNE FOR.RECORDER~SUSE ',' .t~91vidual Grant D,eed. -T,H.}~:FO~U"F;U,~NISHED\BY TICOR TITLE H~SU~ER5 ~am~' Street; 'A'ddrcss City 81 State 'L j ~,~ '<:[ ll.. Th e'uridersigned,'gran ror(s),' d~clare(s): Documentary transfer:tax' is $ , ( ) cOl)}puted on f{in vatue-:Of'pfoperiy'conveyed. or , . .< ), cgniputed on,full value,less,vahle.ofliens,andencunibrances:rerriainlrig,at time of sale, (,) Unincorporated area:, ( ) CiryoL . and EOR A VALUABLE CONSIDERA,TIONJreceipr ofwliichishereb~ a~~nC\w..I"dged; LELAND L. AND MARGARETi~'ILtIAMS', Trust~!=~ !Under' The' williams Family Trust!>gl:',eeIllent gated, May :24, 19:82 ,hcrebyGRf\NT(S) to CITY OF P0HAY, a MimicipaICbrporation ille fcillowing,described:real'ptoperryiri,ille County of San Diego 'City of poway ,', " SbteofCalif6rnia: L Th'e, rea.l property described in Exhibit A, andstfown on, the, exhibit plat attache,d heFetq and i'ncorporated' by reference. Dated: --5-5-90 ~~pl'~~d-f~~ LELAND' :L. ,W"" l;iI'AMS,;,' Trustee ," , '~"', :':2:;;:, .. ' "",' , .. ~, ." - ... 'R RET 'WILLIAMS, Tru's'te'e -~~-~.;= . S'l'ATE(OFCAL:IFORNIA co UNT.Y'O F ' , :i;';'~ J)IEl;o :}ss. , . On /71AI'?C i-I $,'; 990 'before m_e, the undersigned, a Notary Public ina-nd for said State; '~ersonally,appeared. .!C/.cANO L. t.J/LJ:./Ams 01,,' /JUMG,?f:?E17 6:J;d./;'ms pexso.~_ally kpown': ,~o."i1).e '~)f 'proved to me on'the ~.i1S!S~O~ sat- lsfactoryevidenceoto,be:the ,persofi..::r2... whose name ,.5' ar.e.. sub~c~i.eed_. 'to. ~he: \~ltbJn' instrument' and' acknowledged' that- .."..J..e II' - executedd:he same;. WITNESS m)tliand)ind'OfficialseaL Sig-iJifure.i . .: C~A~ ~. . OFFICIAL SEAL ."".. "'" '. . CATHY BROKAW !, '. Not8ry PublJO.CaJiIomla , :::/ . ~ DIEGO COUNlY '.... ..,' My Comm, Exp, MaY 14, 1993 TIi:le'OrdS,f N.o: (This area',:(or offlciaj:nourial;s.cal) EscrO\v or 40an No. "- MAll,TAX Sl'AtE-MENTSAS o'I'RFCl'Fri,ARClvF