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HomeMy WebLinkAboutC22470 Reciprocal Easement Agreement - PD Soccer Park M CITY OF PALM DESERT DEPARTMENT OF COMMUNITY DEVELOPMENT STAFF REPORT REQUEST: Approval of reciprocal easement agreement at the Palm Desert Soccer Park between Crown Gibralter Graphics Center, Inc., Entravision Communications Corporation, Frank G. Matranga and Morrine D. Matranga and the City of Palm Desert. SUBMITTED BY: Jeff Winklepleck, Parks and Recreation Planning Manager DATE: March 11, 2004 CONTENTS: Reciprocal Easement Agreement Recommendation: By minute motion that the City Council approve the reciprocal easement agreement between Crown Gibralter Graphics Center, Inc., Entravision Communications Corporation, Frank G. Matranga and Morrine D. Matranga and the City of Palm Desert Executive Summary/Discussion: In July 2002, the Planning Commission approved Precise Plan 02-07 allowing the expansion of the Entravision media facility at 41-601 Corporate Way. Because the approved expansion would result in a parking deficit, a condition was placed on the project requiring the applicant to enter into a mutual access/parking agreement with the City of Palm Desert for the long term use of a minimum of 20 parking spaces in the Palm Desert Soccer Park complex. In return for access to the city parking, visitors to the soccer park will have access to the 53 space Entravision parking lot on weekday evenings and weekends. The applicant will be responsible for all costs associated with the modifications necessary to connect the parking lots. The City Attorney has prepared a reciprocal easement agreement which is attached for your review. , Staff Report Reciprocal easement Page 2 March 11, 2004 Staff recommends that the City Council approve the reciprocal easement agreement. Submitted :, : Department Head: i _.......1L 4-1411 ,,,i_.(____g_____, Jeff Wi",Q:,,eck, Parks and Recreation Phil Drell, Director of Community Development Planning 'I . nager Approval: Ho er Croy, A r Development Services d 40. Carlos ega, Ci a nager CITY COUNCIL CTION: APPROVED DENIED RECEIVED OTHER I�4EETING DATE 3 Jj o/ AYES: Aef2z,7f &i/e > I /(J. , o ,,e5o r�7 NOES: n ABSENT: fPf-a L1. 04 ABSTAIN: /vn VERIFIED BY: /2.7X1r- Original on File with C1ty Clerk's Office WHEN RECORDED, RETURN TO: BEST BEST & KRIEGER LLP Attn: Robert W. Hargreaves 74-760 Highway 111, Suite 200 Indian Wells, CA 92210 RECIPROCAL EASEMENT This Reciprocal Easement Agreement ("Agreement") is entered into and effective this llthday of March , 2004 (the "Effective Date"), by and among CROWN GIBRALTER GRAPHICS CENTER, INC. PROFIT SHARING PLAN, a ("Crown"), ENTRAVISION COMMUNICATIONS CORPORATION, a Delaware corporation ("Entravision"), FRANK G. MATRANGA AND MORRINE D. MATRANGA, husband and wife ("Matranga"), and the CITY OF PALM DESERT, a California municipal corporation ("City"). RECITALS WHEREAS, Crown and Matranga are the owners of certain real property located in Palm Desert, Riverside County, California, commonly known as the commercial condominiums associated with Building No. 1 at 41-601 Corporate Way ("Building No.1"); and WHEREAS, Entravision is the owner of certain real property located in Palm Desert, Riverside County, California, commonly known as the commercial condominiums associated with Building No. 2 at 41-601 Corporate Way ("Building No. 2"); and WHEREAS, Crown, Entravision and Matranga each own an undivided interest in certain real property located in Palm Desert, Riverside County, California described on Exhibit "A" attached hereto, more commonly known as the common area at 41-601 Corporate Way, which property includes improvements which serve as a vehicle parking lot and driveways for Building No. 1 and Building No. 2 (the "Commercial Parking Lot"); and WHEREAS, City is the owner of certain adjoining real property located in Palm Desert, Riverside County, California described on Exhibit "B" attached hereto, more commonly known as the Soccer Complex, which property includes improvements which serve as a vehicle parking lot and driveways for the Soccer Complex (the "Soccer Parking Lot"); and RMBUSUCT1204174.2 WHEREAS, the Commercial Parking Lot and Soccer Parking Lot are physically separated by a perimeter wall which divides the properties (the "Perimeter Wall"); and WHEREAS, Crown and Matranga desire to increase recognition of the commercial establishments located in Building No. 1; and WHEREAS, Entravision has proposed an internal expansion of Buliding No. 2 which will cause the capacity of the Commercial Parking Lot to be exceeded during business hours and, as a condition for issuance of a building permit for such expansion, the City requires that Entravision obtain access to an additional twenty (20) parking spaces or more; and WHEREAS, during business hours, when use of the Commercial Parking Lot is projected to exceed capacity, the Soccer Parking Lot has surplus capacity of at least twenty (20) parking spaces; and WHEREAS, from time to time, the Soccer Complex is closed for purposes of performing maintenance on the soccer field and facilities ("Maintenance Closure") but the Soccer Parking Lot remains functional and has surplus capacity of at least twenty (20) parking spaces during such Maintenance Closures; and WHEREAS, use of the Soccer Parking Lot by the public exceeds capacity, from time to time, during non-business hours when the Commercial Parking Lot has surplus capacity; and WHEREAS, Crown, Entravision and Matranga, as a collective, and City each desire to provide an easement to the other and to receive an easement from the other for use, ingress, egress and access to the Commercial Parking Lot and the Soccer Parking Lot, and also to construct a gateway ("Gateway") through the Perimeter Wall for convenient use of said reciprocal easement rights, on the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein and for other good and valuable consideration, the receipt, value and sufficiency of which is hereby acknowledged, the parties hereby covenant and agree as follows: AGREEMENT 1. Definitions. In addition to the definitions provided in the Recitals above, the following definitions shall apply to this Agreement. 1.1 Benefitted Site. The term `Benefitted Site" shall mean and refer to the property that is benefitted by certain easements and/or rights hereinafter set forth, and consequently constitutes the dominant estate with respect to such easements and/or rights. 1.2 Burdened Site. The term "Burdened Site" shall mean and refer to the property that is burdened by certain easements and/or rights hereinafter set forth, and consequently constitutes the servient estate with respect to such easements and/or rights. 2 RMBUSUCT\204174. 2 1.3 Co-Owners. The term "Co-Owner" shall refer to each of the co-owners of the Commercial Parking Lot, who collectively shall be referred to as the "Co-Owners" of the Commercial Parking Lot. 1.4 Occupant. The term "Occupant" shall mean and include any of the Owners and any Person who shall be, from time to time, entitled to the use and occupancy of Building No. 1, Building No. 2 or the Soccer Complex under any lease, sublease, license, concession, management agreement, or other instrument or arrangement under which such rights are acquired, including, without limitation, mortgagees in possession. 1.5 Owner. The term "Owner" shall refer to the Co-Owners of the Commercial Parking Lot or the owner of the Soccer Complex, as the context may require. The term "Owners" shall refer collectively to the Co-Owners of the Commercial Parking Lot and the Owner of the Soccer Complex. 1.6 Permittees. The term "Permittees" shall mean and refer to all Occupants and all guests, customers, employees, licensees, agents, contractors, vendors and other business invitees of Occupants. 1.7 Person. The term "Person" shall refer to any individual, partnership,joint venture, corporation, limited liability company, trust, unincorporated association, governmental agency or other business entity. 2. Easement Benefitting Commercial Parking Lot. The Owner of the Soccer Complex, as the Burdened Site, hereby grants to the Co-Owners of the Commercial Parking Lot, as the Benefitted Site, for the use of Building No. 1 and Building No. 2 Occupants and Permittees, a non-exclusive easement for the use and enjoyment of, over, upon and across the Soccer Parking Lot property, for pedestrian and vehicular ingress, egress, access and vehicular parking, within and limited to those portions of the Soccer Parking Lot property which are improved for vehicular traffic, parking and related pedestrian access and walkways, as may be determined from time to time by the Soccer Complex Owner. 3. Easement Benefitting Soccer Complex. The Co-Owners of the Commercial Parking Lot, as the Burdened Site, hereby grant to the Owner of the Soccer Complex, as the Benefitted Site, for the use of Soccer Complex Occupants and Permittees, a non-exclusive easement for the use and enjoyment of, over, upon and across the Commercial Parking Lot property, for pedestrian and vehicular ingress, egress, access and vehicular parking, within and limited to those portions of the Commercial Parking Lot property which are improved for vehicular traffic, parking and related pedestrian access and walkways, as may be determined from time to time by the Commercial Parking Lot Co-Owners. 4. Nature of Easements and Rights Granted. 4.1 Easements Appurtenant. Each of the easements and rights granted or created herein is an appurtenance to the applicable Benefitted Site, and none of such easements or rights may be transferred, assigned or encumbered except as an appurtenance to the applicable Benefitted Site. 3 RMBUSUCT\204174. 2 4.2 Nature and Effect of Easements. All of the easements, covenants, restrictions and provisions contained in this Agreement: 4.2.1 create equitable servitudes upon each of the Commercial Parking Lot and Soccer Parking Lot properties in favor of the other property; 4.2.2 constitute covenants running with the land; and 4.2.3 shall bind every Person or entity having any fee, leasehold or other interest in any portion of either property at any time or from time to time, to the extent that such portion is affected or bound by the easement, covenant, restriction, or provision in question, or to the extent that such easement, covenant, restriction or provision is to be performed on such portion. 4.3 Transfer of Title. The acceptance of any transfer or conveyance of title from any Owner of all or any part of its interest in its property shall be deemed, without any further action by the grantor or the grantee, to: 4.3.1 require the grantee to agree not to use, occupy or allow any lessee or occupant of such property to use or occupy the property in any manner which would constitute a violation or breach of any of the easements and covenants contained herein; and 4.3.2 require the grantee to assume and agree to perform each and all of the obligations of the conveying party under this Agreement with respect to all (or the applicable portion of) such property which will be conveyed to such grantee. 5. Gateway Construction and Operation. 5.1 Gateway Construction. Entravision shall be responsible for constructing the Gateway through the Perimeter Wall, at its sole expense. The Gateway improvements shall include, without limitation, removal of a section of the Perimeter Wall, installation of a security gate which can be opened, closed and locked on a daily basis, paving a driveway to connect the adjoining parking lots, and retrofit of landscaping and irrigation, subject to City approval of all improvements, plans, and all appropriate planning and building permits. 5.2 Gateway Maintenance. Entravision shall be responsible for all maintenance associated with the Gateway improvements, at its sole expense. Said maintenance responsibilities shall include, without limitation, any repairs or replacement necessary for the attractive appearance and proper functioning of the security gate and driveway access. 5.3 Gateway Closing. City and Entravision shall each have one or more keys to open and lock the security gate. Entravision shall open the security gate at the beginning of business hours and City shall close and lock the security gate each evening, except during periods of Soccer Complex Maintenance Closure. During periods of Soccer Complex Maintenance Closure, Entravision shall be responsible for closing and locking the Gateway each evening at the end of business hours. City shall notify Entravision of the commencement and termination of its Maintenance Closures and Entravision shall diligently open and close the Gateway accordingly. Except as otherwise provided herein, no Owner shall operate, install or 4 RMBUSUC71204174. 2 permit the installation of any improvements on such Owner's property which in any way unreasonably restricts or interferes with the reciprocal easements granted herein. 5.4 Successors. The obligations set forth in this section 5 shall be binding on any successors or assigns of the named parties. 6. Maintenance, Insurance and Taxes. The respective Owners of the Commercial Parking Lot and Soccer Parking Lot shall continue to be responsible for and pay or cause to be paid all maintenance, insurance and taxes, including, without limitation, real estate taxes and special assessments, applicable to such properties, regardless of the easements and interests granted or created by this Agreement. 7. Liability Insurance. Each Owner shall maintain a policy of general liability insurance ("Liability Insurance") with commercially-adequate single and combined liability limits in force at all times, insuring all activities, conditions, operation and usage on or about either Owners' property which is burdened by an easement pursuant to this Agreement. Such Liability Insurance shall be issued by insurance companies with a general policyholder's rating of not less than "A" and a financial rating of not less than "Class VII," as rated by the most current available "Best Insurance Report-Key Rating Guides," and qualified to do business in California. Notwithstanding the foregoing Liability Insurance requirements, the City may satisfy said requirements under the coverage of the City's existing policy with its insurance carrier under the Joint Powers Insurance Authority. Each Owner shall, upon request of the other, provide evidence to the other Owner of Liability Insurance coverage in accordance with this section. 8. Indemnification. The Co-Owners of the Commercial Parking Lot shall defend, indemnify and hold the Owner of the Soccer Parking Lot and all of its employees or agents harmless from any and all claims, demands, or liability arising from alleged acts or omissions by the Co-Owners of the Commercial Parking Lot or their employees or agents, or the negligent maintenance, construction, or dangerous condition of the Commercial Parking Lot improvements. The Owner of the Soccer Parking Lot shall defend, indemnify and hold the Co- Owners of the Commercial Parking Lot and all of their employees or agents harmless from any and all claims, demands, or liability arising from alleged acts or omissions by the Owner of the Soccer Parking Lot or its employees or agents, or the negligent maintenance, construction or dangerous condition of the Soccer Parking Lot improvements. 9. Not a Public Dedication. Nothing contained in this Agreement shall, or shall be deemed to, constitute a gift or dedication of any portion of either property, the Commercial Parking Lot or Soccer Parking Lot, to the general public or for the benefit of the general public, it being the intention of the parties that this Agreement will be strictly limited to the non- exclusive uses and for the purposes expressed herein. 10. Notices. All notices, requests, demands, and other communications hereunder shall be in writing and shall be delivered in person or sent by registered or certified mail, postage prepaid, commercial overnight courier with written verification of receipt or by telecopy facsimile. A notice shall be deemed given: (a) when delivered by personal delivery (as evidenced by the receipt); (b) two (2) business days after deposit in the mail if sent by registered 5 RMBUS\JC11204174. 2 or certified mail; (c) one (1) business day after having been sent by commercial overnight courier (as evidenced by the written verification of receipt); or (d) on the date of confirmation if telecopied. Notices shall be addressed as set forth below, but any addressee may change its address by written notice in accordance herewith. City: City of Palm Desert Attn: 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Crown: Crown Gibralter Graphics Center, Inc. Profit Sharing Plan 75582 Camino del Plata North Indian Wells, CA. 92210 Entravision: Entravision Communications Corporation do Mediaway Architecture 2533 S. Highway 101, Suite 260 Cardiff, CA 92007 Matranga: Frank G. Matranga & Morrine D. Matranga 75582 Camino del Plata North Indian Wells, CA. 92210 11. General Provisions. 11.1 Entire Agreement. This Agreement (including Exhibits attached) constitutes the entire agreement and understanding between the parties with respect to the subject matter contained herein, and supersedes any prior agreement and understanding about the subject matter hereof This Agreement may be modified or amended only by a written instrument executed by the parties hereto. 11.2 Headings. The subject headings of the sections and paragraphs of this Agreement are included for purposes of convenience only and shall not affect the construction or interpretation of any of its provisions. 11.3 Severability. If any term or provision of this Agreement shall, to any extent, be held invalid or unenforceable, the remaining terms and provisions of this Agreement shall not be affected thereby, but each remaining term and provision shall be valid and enforced to the fullest extent permitted by law. 11.4 Waiver. No waiver of any breach of any of the easements, covenants and/or agreements herein contained shall be construed as, or constitute, a waiver of any other breach or a waiver, acquiescence in or consent to any further or succeeding breach of the same or any other covenant and/or agreement. 6 RMBUSUCT\204174. 2 11.5 Successors and Assigns. Each covenant and condition contained in this Agreement shall inure to the benefit of and be binding on the parties to this Agreement and their respective heirs, executors, administrators, personal representatives, successors and assigns, except as otherwise provided herein. 11.6 Recording. A fully executed counterpart of this Reciprocal Easement Agreement shall be recorded in the Office of the County Recorder of Riverside County, California. 11.7 Attorneys' Fees and Costs. If any legal action or any other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default, or misrepresentation in connection with any of the provisions of this Agreement, the successful or prevailing party or parties shall be entitled to recover reasonable attorneys' fees and other costs incurred in that action or proceeding, in addition to any other relief to which it or they may be entitled, including the fees and costs incurred in enforcing any judgement which may be obtained in said action. 11.8 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. [SIGNATURE PROVISIONS ON THE NEXT PAGE] 7 RMBUSVCT\204174. 2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above. CITY OF PALM DESERT, a California municipal corporation By: Robert A. Spiegel, Mayor ATTEST: By: Rachelle Klassen, City Clerk APPROVED AS TO FORM: By: Robert W. Hargreaves, Deputy City Attorney for City of Palm Desert CROWN GIBRALTER GRAPHICS CENTER,INC PROFIT SHARING PLAN, a By: (sign) (name, title) [SIGNATURE PROVISIONS CONTINUE ON THE NEXT PAGE] 8 RMBUSUCT\204174. 2 ENTRAVISION COMMMMUNICATIONS, CORPORATION, a California corporation By: (sign) (name, title) FRANK G. MATRANGA AND MORRINE D. MATRANGA, husband and wife By: Frank G. Matranga By: Morrine D. Matranga 9 RMBUSUCT\204174. 2 EXHIBIT "A" LEGAL DESCRIPTION OF THE COMMON AREA CONTAINING THE COMMERCIAL PARKING LOT Real property located in the City of Palm Desert, County of Riverside, State of California, more particularly described as follows: LOT 1 OF TRACT NO. 21493, AS SHOWN BY MAP ON FILE IN BOOK 161 PAGE(S) 93 AND 94, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; EXCEPTING THEREFROM UNITS 1, IA AND 2 THROUGH 8, INCLUSIVE, AS SHOWN UPON THE CONDOMINIUM PLAN RECORDED OCTOBER 9, 1986 AS INSTRUMENT NO. 250595 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. 10 RMBUSUCT\204174. 2 EXHIBIT "B" LEGAL DESCRIPTION OF THE SOCCER COMPLEX Real property located in the City of Palm Desert, County of Riverside, State of California, more particularly described as follows: PARCEL 3 OF PARCEL MAP NO. 22794, AS SHOWN BY MAP ON FILE IN BOOK 157 PAGE(S) 93 AND 94 OF MAPS, OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. 11 RMBUSVCT\204174. 2 STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , 2004, before me, a Notary Public in and for said State, personally appeared , personally known to me (or proved to me on 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 the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Notary Public STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , 2004, before me, a Notary Public in and for said State, personally appeared , personally known to me (or proved to me on 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 the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Notary Public 12 RMBUSUCT1204174. 2 STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , 2004, before me, a Notary Public in and for said State, personally appeared , personally known to me (or proved to me on 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 the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal.. Notary Public STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , 2004, before me, a Notary Public in and for said State, personally appeared , personally known to me (or proved to me on 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 the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Notary Public 13 RMBUSUCT\204174. 2 STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , 2004, before me, a Notary Public in and for said State, personally appeared , personally known to me (or proved to me on 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 the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Notary Public 14 RMBUSUC11204174. 2