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RECORDING REQUESTED
BY AND WHEN RECORDED
RETURN TO:
City Clerk
City of Arroyo Grande
214 East Branch Street
Arrovo Grande. CA 93420
Titlas: 1 Pspss: 1 �
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JULIE RODEWALD
San Luis Obispo County—ClerklRecorder
RocofOed al Iha requetl ol
First American Title Company
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DOC#
2010052573
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FOR RECORDER'S USE ONLY
PUBLIC FACILITIES AGREEMENT
(NO RECORDING FEE -- EXEMPT)
This Public Facilities Agreement ("AgreemenY') is entered into on this l5� day
of October 2010 by and between the City of Arroyo Grande ("City") and The Shops at
Short Street, LLC ("LLC"). The City and LLC are referred to throughout this
Agreement as "Party" and collectively as "Parties."
RECITALS
1. WHEREAS, the City and LLC was assigned an Amended and Restated
Agreement of Purchase and Sale and Improvement (the "Purchase and Sale
AgreemenY') dated September 14, 2010, whereby the City agreed to sell and LLC agreed
to buy a portion of that ceRain real property located in Arroyo Grande, California,
commonly known as APN 007-492-004 (the "Property"); and
2. WHEREAS, Section 3(a)(iv) of the Purchase and Sale Agreement requires
that the City, prior to the conveyance of the Property, legally divide the Property into two
legal and marketable parcels consisting of: (a) a parcel of land improved by the existing
Building Department building, parking lot, public restroom facility (the "Public Restrooms")
and related improvements ("Parcel 1"); and (b) a parcel of Iand improved solely by the
existing Public Works building and related improvements ("Parcel 2"); and
3. WHEREAS, City intends to satisfy Section 3(a)(iv) of the Agreement by
deeding Parcel 1 to LLC on which the City's Public Restrooms are located; and
4. WHEREAS, Section 11 of the Purchase and Sale Agreement requires that
LLC follow certain maintenance and development requirements in connection with its
proposed construction ofa commercial structure on Parcel 1, including, but not limited to,
the City's approval of plans and specifications and issuance of necessary permits; and
5. WHEREAS, City approved Vesting Tentative Parcel Map No. 10-002 and
Conditional Use Permit No. 10-002 pursuant to Arroyo Grande City Council Resolution
No. 4302 for the proposed development of Parcel 1 subject to a number of conditions of
approval (collectively "Conditions of Approval" and individually a"Condition"), including,
but not limited to, the foilowing:
a. Condition No. 5. The appiicant shall comply with all applicable
requirements of the State and City Municipal Code related to condominiums to the
satisfaction of the City Attorney.
b. Condition No. 69. Covenants, Conditions and Restrictions for
common interest development as required by the City and approved by the City Attorney.
c. Condition No. 82. Construction modifications and repairs to the
Pubic Restrooms necessitated by the project in accordance with the California Building
Code. Design alternatives may include inclusion of the Public Restrooms into the
common interest development or moving the westerly property line a minimum of 5 feet
from the Public Restrooms.
d. Condition No. 93. The applicant shall woilc with the City on the
design and installation of the Public Restrooms and shall integrate the restroom facade
into the project, the design of which shall be subject to approval by the Director of
Community Development after a review and recommendation by the Architectural
Review Committee. Staff is directed to work with the applicant on designing and installing
a new facade on the Public Restrooms; and
6. WHEREAS, pursuant to the Conditions of Approval, the City Attomey has
determined it necessary that the City and LLC enter into this Agreement that clarifies
ownership interests in, improvements, modifications and repairs to and fees associated
with the Public Restrooms located on Parcel 1.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, it
is hereby agreed by and between the Parties as follows:
1. Recitals. The above recitals are true and correct and are incorporated
into this Agreement by this reference.
2. Deed to LLC. City's conveyance of Parcel 1 to LLC or his authorized
assignee shall include the portion upon which the Public Restrooms are located.
3. Incorporation into Development. LLC hereby agrees, in accordance with
the Conditions of Approval, to integrate the Public Restrooms located on Parcel 1 into the
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project, pursuant to and consistent with all related City approvals. More specifically, LLC
will include the Public Restrooms in the common interest condominium development.
4. LLC Partia� Fundinq. LLC hereby agrees to contribute ten thousand
dollars ($10,000) for the improvement of the Public Restrooms.
5. Re-Convevance to City. LLC hereby agrees that upon completion of the
approved development and condominiumization of Parcel 1, including improvements to
the Public Restrooms, LLC shall re-convey to City, in fee simpte and unencumbered, that
portion of Parcel 1 on which the Public Restrooms are located (the "Public Restroom
Property"), substantially in the form shown in Exhibit "A" attached hereto and incorporated
herein.
6. Failure to Complete Common Interest Develoament. LLC agrees that
should LLC for a�y reason fail to complete the co�dominiumization of Parcel 1 within one
(1) year of the date hereof, it shall re-convey to City, in fee simple and unencumbered, the
portion of Parcel 1 upon which the Pubiic Restrooms are located, substantiaily in the form
shown in Exhibit "B" attached hereto and incorporated herein.
(a) Incomoration into Develooment. The City shall not be responsible
for the payment of any fees and/or costs in co�nection with the incorporation of the Public
Restrooms into the proposed development of Parcel 1.
(b) Condominium Fees. The City shall not be responsible for the
payment of any fees in connection with the inclusion of the Public Restrooms into the
common interest development, including but not limited to common area maintenance
charges and regular or special assessments, either before or after the re-conveyance of
the Public Restroom Property referenced in Section 5 and Section 6, above. The
Covenants, Conditions and Restrictions for the common interest development will
reiterate the City's non-responsibility for payment with respect to the common interest
development and/or condominium fees or costs of every and any type.
(c) Oaeratinq Costs. After LLC re-conveys the Public Restroom
Property to the City, the City shall be responsible for all costs associated with the
operation of the Public Restrooms, including maintenance and operating costs, subject to
the terms of this Agreement.
(d) Indemnification. In the event that any third party shall make a claim
against the City for any of the above fees and/or costs allocated to LLC, LLC agrees to
indemnify, defend and hold harmless City and City's officers, commissioners, agents,
employees, grantees and assigns from any such claims and any and all direct or indirect
related actions, liabilities, damages, costs, expenses and judgments, including attorney's
fees.
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7. Bindinq Effect. This Agreement shall, at ail times, be binding upon the City
and LLC and their agents, successors and assigns.
8. Governina Law and Venue. This Agreement shall be construed and
enforced in accordance with, and governed by, the laws of the State of California. The
Parties hereto agree that all actions or proceedings in connection with this Agreement
shall be tried and litigated in the Superior Court located in the County of San Luis Obispo,
State of California.
9. Attornevs' Fees. In the event of legal action to enforce the terms and
conditions of this Agreement, the prevai�ing party shall be entitled to recover its costs,
including reasonable attorney fees and costs.
10. Amendments. Amendments to this Agreement shall be in writing and shail
be made oniy with the mutual prior written approval of the parties to this Agreement.
11. Entire Aareement. This Agreement constitutes the entire agreement and
understanding of the Parties hereto and contains ali representations between the Parties
with respect to the subject matter hereof. Each Party has had the opportunity to consult
independent counsel of its own choosing. No Party in executing this Agreement has relied
upon any inducements, promises or representations made by any other Party or any
representative of any other Party except as set forth in this Agreement. This Agreement
can only be modified by a writing signed by all Parties to this Agreement.
12. Severabilitv. If any term or provision of this Agreement is determined to be
illegal, unenforceable, or invalid in whole or in part for any reason, such illegal,
unenforceable, or invalid provision or part thereof shall be stricken from this Agreement,
and such provision shall not affect the legality, enforceability, or validity of the remainder of
the Agreement. If any provision or part thereof of this Agreement is stricken in
accordance with the provisions of this section, then such stricken provision shall be
repiaced, to the extent possible, with a legai, enforceable, and valid provision that is as
similar in tenor to the stricken provision as is legally possible.
13. Counteroarts. This Agreement may be executed in any number of
counterparts each of which shall be deemed an original, and all of which shaii constitute
one and the same agreement.
14. Waiver. No waiver by a Party of any provision of this Agreement shal� be
considered a waiver of any other provision or any subsequent breach of the same of any
other provision.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be
executed on the day and year first written above:
City of Arroyo Grande
/
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LLC At Short Street, LLC
By:
National Safe Harbor Exchanges,
a California Corporation
Its: Sole Member
�
Karen A. Church
Its: Vice President
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be
executed on the day and year first written above:
City of Arroyo Grande The Shops At Short Street, LLC
By:
TONY FERRARA, MAYOR
By: National Safe
Corporation
Its: Sole Member
Harbor Exchanges, a California
B,� ��
� � in A. Church
its: Vice President
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of
on 10-1S-�O
Date
personally appeared
� Ell YYETMOR �
CommNsbn f 10.77570
►loh�' vubxe - cNilorda s�
S�n LuN OWrpo counry
Cemm. Feb27.2013
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who proved to me on the basis of satisfactory evidence to
be the person(aj whose name(ej isl�e subscribed to the
within instrument and acknowledged to me that
helcAek�ey executed the same in his/herM2h authorized
capacity(ies), and that by his/peNfNeir signature(e� on the
instrument the person(9j; or the en[ity upon behalf of
which the person{�'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 m h and official seal.
Signature �119'� p
Pla e Naary Seel Aowa iwt� W a e� u'c
OPT/ONAL
Though fhe inlormefion below is nof required by law, it may proee valuable to persons relying on the document
and couM prevent l2udulenf removal and reattachment ol this /orm lo another document.
Description of Attached
Title or Type ot Document:
DocumeM Date:
Number
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signefs Name:
❑ Individual
U Corporate Olficer — Title(s):
O Partner—OLimiled �Ger
❑ Anorney in Fact
O Trustee �
U Guardian or
❑ Other.
Signer Is
Signer's Name:
❑ Individual
LJ Corporate Officer — Title(s): _
❑ Partner — O Limited O General
❑ Attorney in Fact
❑ Trustee
IJ Guardien or Conservator
❑ Other:
Signer Is Representing:
aicnrrHUr:ieaair+�
OF SIGNER
02W)Na4aralNOlaryAx 'etu�•935pDp5MOAVe.,VO.BOV2a@•CheLSxM�.CA9t3132CO2•www.NeYmelNdaryory 11em�5B0) RawOer:CenTW-Freet-8ppg]5E82]
State of Arizona
County of Maricopa )
On October 18, 2010, before me Machelle Cherry, a Notary Public in and for the said
State, personally appeared, Karin A. Church personally known to me (or proved to
me the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or entity upon behalf of which the
person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signat�ure �"\
(J (Notary Seal)
OFFICIAI SEAL
MACHELLE CHBiRY
NOTANY PUBUC Sqb W Arupu
MARICOM CWNiY
My Comm. Expirec Jan. 10, YD12
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EXHIBIT "B"
Legal Description
for
Portioo of Parcel 1 uoon w6ic6 Public Restrooms are locsted
That portion of Lo[ ] 6 in Block 6 of Subdivision of Property belonging to W.N. Short, T.J.
Mason and W. Whiteley, in the City of Arroyo Grande, County of San Luis Obispo, State of
Catifomia, according to map filed October ], 1887 in Book A, Page 48 of Maps, in the o�ce of
the Counry Recorder of said County, and that portion of Lot 82 of parts of the Ranchos Corral
de Piedra, Pismo and Bolsa de Chemisal, in the City of Arroyo Grande, Counry of San Luis
Obispo, State oFCalifornia, according to map filed November 24, 1886 in Book A, Page 63 of
Maps, in the o�ce of the County Recorder of said County, being more particulazly described as
follows and as graphically depicted on Page 2:
Beginning at a point in the easterly right-of-way of ShoR Street, 60 feet wide, as shown on said
map, said point being South 33°Ol'09" East, 72.94 feet from the intersection of said easterly
right-of-way of Short Street with the southerly right-of-way of Branch SVeet, as shown said
map; thence along said easterly right-of-way, South 33°Ol'09" East 35.04 feet thence North
57°09'32" East 19.49 feet, thence pazallel to said easterly right-of-way of Short Street, North
33°O]'09" West 35.10 feet; thence South 56°58'S1" West 19.49 feet to the point of beginning.
Containing: 1,380 square feet more or less
Legal Description prepared by or under the
Supervision of:
Cristi E. Fry
L.S. 8356
Page I of 2
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END OF DOCUMENT