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HomeMy WebLinkAboutGrant of Easement - Pedestrian Access at Westfield Shoppingtown�-T CITY OF PALM DESERT STAFF REPORT REQUEST: APPROVE THE GRANT OF EASEMENT FOR PEDESTRIAN ACCESS IN THE "NORTH AREA" AT THE WESTFIELD SHOPPINGTOWN SUBMITTED BY: CATHERINE WALKER, SENIOR MANAGEMENT ANALYST DATE: JULY 8, 2004 CONTENTS: GRANT OF EASEMENT MAP "A" Recommendation: By Minute Motion, that the City Council: 1. Approve the Grant of Easement for pedestrian access from Wesffield Shoppingtown to the City; 2. Authorize execution of said easement by Mayor. Executive Summary: Acceptance of staff recommendation will provide a public easement for a pedestrian access between the North Parking Area of the Westfield Shoppingtown and the adjacent shopping center. The City is currently in negotiations with Enjoy Development, the owner of the Town Center Plaza (Trader Joe's center), for the construction of a staircase that will function as a pedestrian access between the two developments. Discussion: On December 9, 1999, the City of Palm Desert and the Wesffield Corporation, Inc. (Developer) entered into an Agreement for the redevelopment of the Westfield Shoppingtown Center. To accommodate the City's need for public parking, the City and Westfield entered into a Public Parking Easement Agreement as part of the Agreement. Through this Agreement, the City acquired a parking easement over certain portions of the Center, including the area designated as the "North Parking Area." It is the intention of both the City and the Developer to create a pedestrian access point from the North Parking Area to the adjacent shopping center. The pedestrian access will work to improve circulation between the two developments, and also help to alleviate the lack of parking at the Trader Joe's center. It is the intention of Enjoy Development to have the Trader Joe's center's employees park in the adjoining Westfield development, thus making the center's existing spaces available to the public. In order to accomplish this, the City must first obtain an easement over a portion of the Developer Tract in the North Parking Area from Westfield, Inc. The easement will be on a non-exclusive basis, last Staff Report Approve Grant of Easement for Pedestrian Access North Area — Westfield Page 2of2 July 8, 2004 for a term of thirty years, and allow the adjacent developer access to the forty-nine parking spaces as provided for by Section 1.1 of the Agreement. Westfield has executed the Easement document. The City is a signator to the document and staff is requesting that the City provide for said execution of the document. The pedestrian access point will be facilitated through the License Agreement between the City of Palm Desert and Enjoy Development (the Town Center Plaza). The terms of the License Agreement are currently under negotiation. As soon as the License Agreement is finalized and a timeline for construction is in place, the agreement will be brought to Council for approval. The point of access has been agreed upon and will be a staircase constructed at a northeastern point, which is aligned with the only pedestrian walkway transversing the Trader Joe's development. The staircase will straddle the boundary line between the two properties and cascade downward onto the Trader Joe's side. Both Westfield and Public Works have reviewed and approved the placement of the pedestrian access point. Staff has worked to respond to the needs of pedestrians and customers of Westfield, the adjacent Town Center Plaza, and future development. Staff recommends that the City Council authorize the Grant of Easement and its execution, thereby facilitating the creation of a pedestrian access in the North Parking Area of the Westfield Shoppingtown. Submitted by: Catherine Walker Senior Management Analyst mh Approval: cCarthy, ACM Re Carlos L. OrtegaLCity Manager Department Head: Dave Yrigoyen, Director of 13 evelopment ment Paul S. Gibson, Director of Finance G:\RDA\Cathy Walker\Word Data\STAFF REPORTS\Staff Westfield Grant of Easement.doc RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 GRANT OF EASEMENT Grantor: WEA Palm Desert LP, a Delaware limited partnership Grantee: City of Palm Desert, a municipal corporation This GRANT OF EASEMENT (the "Grant of Easement") is made and entered into this day of April, 2004, by and between WEA Palm Desert LP, a Delaware limited partnership ("Developer"), and the City of Palm Desert, a municipal corporation (the "City"). The May Department Stores Company ("May"), J.C. Penney Properties, Inc. ("Penney") Federated Western Properties, Inc. ("Macy") and Sears, Roebuck and Co., a New York corporation ("Sears") join in the execution of this Agreement for the limited purposes set forth in Section 16 hereof. RECITALS A. Developer is the owner of certain real property located in the City of Palm Desert, County of Riverside, State of California, legally described in Exhibit "1" attached hereto and incorporated by reference herein and depicted on the Site Plan attached hereto as Exhibit "2" and incorporated by reference ("Developer Tract"), which property comprises a portion of the Palm Desert Town Center ("Center"). The Center is generally located at the intersection of Monterey Avenue and Highway 111 in the City of Palm Desert and comprises approximately 64 acres of real property. B. Westfield Corporation Inc. a Delaware corporation, as agent for WEA Palm Desert LP, a Delaware limited partnership, Developer's predecessor in interest, and the City entered into that certain Agreement with respect to the Center dated as of December 9, 1999, as amended by letter dated May 22, 2001 and letter dated September 26, 2001 (the Original Agreement, as so amended, the "City Agreement"). Pursuant to the City Agreement, in order to accommodate the City's need for public parking, the City and Developer entered into that certain Public Parking Easement Agreement, dated as of April 2004, pursuant to which the City acquired a public parking easement (the "Public Parking Easement") over certain portions of the Center, including the area designated on Exhibit "2" as the "North Parking Area" (the "North Parking Area"). The City is requiring an easement over a portion of the Developer Tract, for the purpose of public pedestrian access between the North Parking Area and the property designated on Exhibit "2" as the "Adjacent Parcel" (the "Adjacent Parcel"). Developer has agreed to grant 1 C2: Westfield/Palm Desert Grant of Easement FINAL 04.20.04 to the City such an easement for public pedestrian access purposes, on a non-exclusive basis, subject to the terms and conditions set forth herein. C. The Center is subject to that certain Second Amendment to & Restatement of Construction, Operation and Reciprocal Easement Agreement dated as of December 20, 2002, and recorded on September 30, 2003, as Instrument No. 763612, Official Records, Riverside County, California (the "REA"). The REA governs in part the operation of Center's parking areas, which includes the "Easement Area" as hereinafter defined. D. The real property constituting the Center is owned by the following parties: Developer is the owner of the "Developer Tract"; May is the owner of the "Robinsons- May Tract"; Macy is the owner of the "Macy's Tract No. 1" and "Macy's Tract No. 2", Penney is the owner of the "Penney Tract," and Sears is the owner of the Sears Tract. The Developer Tract, Robinsons-May Tract, Macy's Tract No. 1, Macy's Tract No. 2, Penney Tract and Sears Tract are legally described in the attached Exhibit "1" and are depicted on the site plan of the Center (the "Site Plan") attached as Exhibit "2". The Developer, May, Penney, Macy and Sears, and their respective successors in interest under the REA, are called the "Department Store Parties." AGREEMENT NOW, THEREFORE, for and in consideration of the covenants and conditions contained herein, and for good and valuable consideration, the receipt of which is hereby acknowledged the parties hereto agree as follows: 1. Grant of Easement. Developer hereby grants and conveys to the City a non- exclusive easement on, over, across, along and through that certain portion of the Developer Tract (the "Easement Area"), which Easement Area is depicted on Exhibit "2" as "Pedestrian Access Easement", for the sole purpose of providing a means of public access, ingress and egress to pedestrians only, between the North Parking Area and the Adjacent Parcel (collectively, the "Easement"), and for no other purpose whatsoever. Developer shall have the right to use the Easement Area for any purposes not inconsistent with the rights granted to the City hereunder. The easement granted herein is nonexclusive, to be held and enjoyed by the City in common with Developer, the Department Store Parties and the other occupants of the Center and their invitees. 2. Term of Grant of Easement. The term of this Grant of Easement shall expire on the expiration or earlier termination of the term of the Public Parking Easement. Upon the expiration of this Grant of Easement, this Grant of Easement and the Easement granted herein shall automatically terminate without further action by the parties hereto, but either party shall, promptly after receiving a request therefor from the other after the expiration of this Grant of Easement, execute and deliver a termination agreement, in recordable form and otherwise in form reasonably satisfactory to both parties. 3. Construction of Easement Area. The City shall, at its sole cost and expense, design, permit and construct the improvements necessary for the Easement, including, without limitation breaking through the wall that separates the Center from the Adjacent Parcel 2 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 (collectively, the "Work"). All Work shall be performed by the City in accordance with plans and specifications approved by Developer, which approval shall not be unreasonably withheld or delayed. Such Work shall also conform to Exhibit "2". All costs and expenses related to the Work, including without limitation the costs of insurance, cleanup and security shall be borne by the City. Developer shall have no responsibility or obligation whatsoever in connection with any of such costs or expenses. Once the Work is commenced, the City shall diligently proceed to complete the same as soon as reasonably practicable. The City shall perform all Work so as to minimize any disruption of normal business operations in the Center. Developer shall have the right to approve the scheduling for all Work. No construction yards or other staging areas will be located within the Developer Tract or any other portion of the Center. No Work shall take place during the period from November 1 through January 1 of any year. Developer shall provide the City all access to the Easement Area reasonably required to construct and maintain the Work as required by this Grant of Easement. 4. Maintenance of the Easement Area. The City, throughout the term of this Grant of Easement and at its sole cost and expense, shall maintain, repair and/or restore the Easement Area and all improvements located thereon in a first class manner, consistent with the balance of the Center. Developer shall have no responsibility or obligation whatsoever in connection with any of such costs or expenses. In the event the City fails or refuses to perform any maintenance or repairs required hereunder, in addition to all other remedies available hereunder or at law for the City's default, Developer may, but shall not be obligated to, enter the Easement Area, with workers and equipment and perform such maintenance and repairs on behalf of and at the expense of the City. Developer may also undertake on behalf of and at the expense of the City such emergency repairs as Developer deems necessary. Developer's expenses under this Paragraph 4, plus a fifteen percent (15%) administrative fee, shall be repaid by City within thirty (30) days of demand therefor. 5. Indemnity. The City shall defend, indemnify, protect and hold harmless Developer, the Department Store Parties and their agents, employees, representatives and contractors from any and all losses, damages, actions, claims, demands, costs, expenses, penalties, liabilities or suits, including but not limited to reasonable attorneys' fees (collectively, "Loss") arising or resulting from, related to, in connection with, or caused by: (a) any bodily injury or physical or economic damage occurring in, on or about the Easement Area, (b) the development, design, construction, maintenance, repair, restoration and/or use of the improvements in or on the Easement Area and/or the Easement Area itself, (c) the breach or default by the City of any term, condition, covenant, agreement or provision of this Grant of Easement, and/or (d) any act, omission or negligence of the City or its contractors, licensees, invitees, agents, servants or employees under this Grant of Easement. This indemnity shall not apply to the extent that any Loss results from the gross negligence or willful misconduct of Developer. 6. Insurance. The City and Developer shall each maintain a commercial general liability policy insuring claims in connection with actions and omissions occurring on the Easement Area or otherwise in connection with this Grant of Easement, with minimum limits of coverage of Five Million Dollars ($5,000,000.00) per occurrence, bodily injury or death and property damage combined; and such policy shall (a) name the other party and its representatives 3 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 and agents as additional insureds thereunder, (b) be primary and any insurance carried by the other party shall be excess and noncontributing with such primary insurance, and (c) be maintained with an insurance company licensed to do business in California and reasonably acceptable to the other party. On the request of either party, the other shall deliver within fourteen (14) days to the requesting party an insurance certificate evidencing the insurance described in this paragraph. 7. Notices, Demands and Communications Between the Parties. All notices, demands and communications between the City and the Developer shall be given in accordance with Section 7.8 of the City Agreement. 8. Attorneys' Fees and Costs. If either party shall bring an action to enforce the terms of this Grant of Easement, in any such action the prevailing party shall be entitled to an award of its reasonable attorneys' fees and reasonable costs. Said costs and attorneys' fees shall include, without limitation, costs and attorneys' fees incurred in any appeal or in any proceedings under any present or future federal bankruptcy, forfeiture or state receivership or similar law. 9. Governing Law. This Grant of Easement shall be governed by the laws of the State of California. 10. Amendment and Waiver. This Grant of Easement may be amended only with the written consent of both parties hereto and the written acknowledgement of the Department Store Parties. No provision of this Grant of Easement may be waived except by an agreement in writing signed by the party against which the waiver is asserted. 11. Severability. All provisions of this Grant of Easement are severable and the invalidity or unenforceability of any provision, as determined by a court of competent jurisdiction, shall not affect or impair the validity or enforceability of the remaining provisions hereof. 12. No Transfer or Assignment. This Grant of Easement is personal and exclusive to the City and is not transferable or assignable in any manner whatsoever. Any attempt by the City to transfer or assign any or all of its rights and/or obligations under this Grant of Easement shall be void ab initio and of no force or effect, shall not confer any rights to any third parties and shall constitute a default hereunder. 13. Headings. The headings used herein are for convenience only and are not to be used in interpreting this Grant of Easement. 14. Entire Agreement. This Grant of Easement contains the entire agreement of the parties and supersedes any prior written or oral agreements or understandings with respect to the matters described herein. 4 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 15. Counterparts. This Grant of Easement may be executed in counterparts, each of which shall be deemed the original, but which together shall constitute one and the same instrument. 16. Grant and Consent by Department Store Parties. The Department Store Parties acknowledge the rights granted to the City pursuant to this Agreement. Notwithstanding anything herein to the contrary, the REA governs the operation and use of common areas at the Center as between Developer and the Department Store Parties. Nothing herein or in the City Agreement shall amend or modify Developer's or the Department Store Parties' rights, obligations and covenants set forth in the REA or any supplemental agreement relating to the Center. This Agreement (including, without limitation, the Parking Management Plan attached hereto) shall not create or impose any obligation on any of the Department Store Parties except as specifically stated in this Section 16. Notwithstanding the foregoing, in the event there is any conflict or inconsistency between the REA and this Agreement, which results in a material adverse impact on the rights or duties of the City under this Agreement, then the relevant terms of this Agreement shall govern and control. Notwithstanding anything in this Grant of Easement to the contrary, the City Agreement shall not create or impose any obligation on any of the Department Store Parties. [remainder of this page has been intentionally left blank, signature blocks contained on next page] 5 C2 :Westfield/Palm Desert Grant of Easement FINAL 04.20.04 IN WITNESS WHEREOF, the parties have executed this Grant of Easement as of the day and year first written above. DEVELOPER: CITY: WEA PALM DESERT LP, The City of Palm Desert a Delaware limited partnership By: Westfield America GP LLC, a Delaware limited liability company, By: its general partner Mayor By: Westfield America Limited Partnership, a Delaware limited partnership, its sole member By: Westfield America, Inc., a Missouri corporation, its general partner By: Its: 6 ATTEST: City Clerk C2: Westfield/Palm Desert Grant of Easement FINAL 04.20.04 STATE OF CALIFORNIA ) COUNTY OF ) ACKNOWLEDGEMENT ss. On , before me, , Notary Public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons 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, and that by his/her/their signature on the instrument, the person(s) or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature (SEAL). STATE OF CALIFORNIA ) COUNTY OF ACKNOWLEDGEMENT ss. On , before me, , Notary Public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons 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, and that by his/her/their signature on the instrument, the person(s) or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature (SEAL) C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 7 REA Party Acknowledgement THE MAY DEPARTMENT STORES COMPANY, a New York corporation for itself and its successors and assigns, as Party to the "REA" executes this REA Party Acknowledgement for the limited purposes set forth in, and subject to the terms and conditions of, Section 16 of the Grant of Easement. This Acknowledgement has been executed as of even date with the Grant of Easement. THE MAY DEPARTMENT STORES COMPANY, a New York corporation. By: Its: STATE OF COUNTY OF ACKNOWLEDGEMENT ss. On , before me, , Notary Public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons 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, and that by his/her/their signature on the instrument, the person(s) or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature (SEAL) 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 REA Party Acknowledgement JC PENNEY PROPERTIES, INC., a Delaware corporation for itself and its successors and assigns, as Party to the "REA executes this REA Party Acknowledgement for the limited purposes set forth in, and subject to the terms and conditions of, Section 16 of the Grant of Easement. This Acknowledgement has been executed as of even date with the Grant of Easement. J.C. PENNEY PROPERTIES, INC., a Delaware corporation By: Its: STATE OF COUNTY OF ACKNOWLEDGEMENT ss. On , before me, , Notary Public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons 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, and that by his/her/their signature on the instrument, the person(s) or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature 9 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 REA Party Acknowledgement FEDERATED WESTERN PROPERTIES, INC., an Ohio corporation for itself and its successors and assigns, as Party to the "REA executes this REA Party Acknowledgement for the limited purposes set forth in, and subject to the terms and conditions of, Section 16 of the Grant of Easement. This Acknowledgement has been executed as of even date with the Grant of Easement. FEDERATED WESTERN PROPERTIES, INC., an Ohio corporation By: Its: STATE OF COUNTY OF ) ) ) ACKNOWLEDGEMENT ss. On , before me, , Notary Public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons 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, and that by his/her/their signature on the instrument, the person(s) or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature 10 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 REA Party Acknowledgement SEARS, ROEBUCK AND CO., a New York corporation for itself and its successors and assigns, as Party to the "REA" executes this REA Party Acknowledgement for the limited purposes set forth in, and subject to the terms and conditions of, Section 16 of the Grant of Easement. This Acknowledgement has been executed as of even date with the Public Parking Easement Agreement. SEARS, ROEBUCK AND CO. a New York corporation By: Its: STATE OF COUNTY OF ACKNOWLEDGEMENT ss. On , before me, , Notary Public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons 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, and that by his/her/their signature on the instrument, the person(s) or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature 11 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "1" LEGAL DESCRIPTION OF THE DEVELOPER TRACT THE DEVELOPER TRACT CONSISTING OF FOUR (4) PARCELS AND CONTAINING A TOTAL AREA OF 30.790 ACRES, MORE OR LESS, DESCRIBED HEREIN IN PARCELS AS FOLLOWS: 1. LOT 6, TRACT NO. 18942 LOT 6 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. LOT 6 CONTAINING AN AREA OF 0.622 ACRE, MORE OR LESS. 2. REVISED LOT 7, TRACT NO. 18942 LOT 7 AND THAT PORTION OF LOT 8 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, TOGETHER WITH THAT PORTION OF PARCEL 1 OF PARCEL MAP NO. 19978 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 124, PAGES 4 AND 5, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID LOT 8 OF TRACT NO. 18942 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 86-10) RECORDED JULY 9, 1986 AS INST. NO. 159865 AND RE -RECORDED NOVEMBER 6, 1987 AS INST. NO. 319672, ALSO AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21) RECORDED JULY 25, 2003, AS INST. NO. 556594 AND FURTHER AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03) RECORDED AUGUST 21 2003 AS INST. NO. 640921, ALL OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND SAID LOT 7 OF TRACT NO. 18942 AND PARCEL 1 OF PARCEL MAP NO. 19978 AS MODIFIED BY SAID CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03); EXCEPTING THEREFROM THAT LEASEHOLD TRACT WITHIN A PORTION OF THE ABOVE -DESCRIBED REVISED LOT 7, MORE PARTICULARLY DESCRIBED AS FOLLOWS: THOSE PORTIONS OF LOTS 7 AND 8 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE EXHIBIT "1" Page 1 of 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 OF THE COUNTY RECORDER OF SAID COUNTY, TOGETHER WITH THAT PORTION OF PARCEL 1 OF PARCEL MAP NO. 19978 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 124, PAGES 4 AND 5, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID LOT 8 OF TRACT NO. 18942 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 86-10) RECORDED JULY 9, 1986 AS INST. NO. 159865 AND RE -RECORDED NOVEMBER 6, 1987 AS INST. NO. 319672, ALSO AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21) RECORDED JULY 25, 2003, AS INST. NO. 556594 AND FURTHER AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03) RECORDED AUGUST 21, 2003 AS INST. NO. 640921, ALL OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND SAID LOT 7 OF TRACT NO. 18942 AND PARCEL 1 OF PARCEL MAP NO. 19978 AS MODIFIED BY SAID CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03), MORE PARTICULARLY DESCRIBED AS A WHOLE AS FOLLOWS: COMMENCING AT THE EASTERLY TERMINUS OF THE MOST NORTHERLY LINE OF SAID LOT 8, SHOWN AS "NORTH 89° 55' 30" WEST, 516.76 FEET" ON SAID TRACT NO. 18942; THENCE NORTH 89° 55' 30" WEST, 305.48 FEET ALONG SAID NORTHERLY LINE OF LOT 8 AND SOUTHERLY LINE OF SAID LOT 7 TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID NORTHERLY LINE OF LOT 8, SOUTH 00° 04' 30" WEST, 18.71 FEET TO A LINE PARALLEL WITH AND SOUTHERLY 18.71 FEET, MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY LINE; THENCE NORTH 89° 55' 30" WEST, 108.64 FEET ALONG SAID PARALLEL LINE; THENCE NORTH 00° 04' 30" EAST, 18.71 FEET TO SAID SOUTHERLY LINE OF LOT 7; THENCE CONTINUING AND ENTERING SAID LOT 7, NORTH 00° 04' 30" EAST, 142.00 FEET TO THE SOUTHERLY LINE OF SAID PARCEL 1; THENCE CONTINUING AND ENTERING SAID PARCEL 1, NORTH 00° 04' 30" EAST, 5.29 FEET TO A LINE PARALLEL WITH AND NORTHERLY 5.29 FEET, MEASURED AT RIGHT ANGLES, FROM SAID SOUTHERLY LINE OF PARCEL 1; THENCE SOUTH 89° 55' 30" EAST, 108.64 FEET ALONG LAST MENTIONED PARALLEL LINE; THENCE SOUTH 00° 04' 30" WEST, 5.29 FEET TO THE NORTHERLY LINE OF SAID LOT 7; THENCE CONTINUING AND ENTERING SAID LOT 7, SOUTH 00° 04' 30" WEST, 142.00 FEET TO THE TRUE POINT OF BEGINNING. SAID LEASEHOLD TRACT CONTAINING AN AREA OF 0.414 ACRE, MORE OR LESS. (NOTE: SAID LEASEHOLD TRACT IS REFERRED TO AS THE SEARS TBA TRACT UNDER THE REA, AND THE SEARS TBA TRACT IS SUBJECT TO BECOMING A PART OF THE DEVELOPER TRACT PURSUANT TO SECTION 1.20 OF THE REA.) REVISED LOT 7 CONTAINING A GROSS AREA OF 1.583 ACRES (INCLUSIVE OF SAID LEASEHOLD TRACT), MORE OR LESS. EXHIBIT "1" Page 2 of 8 C2:WestfieldfPalm Desert Grant of Easement FINAL 04.20.04 3. REVISED LOT 8, TRACT NO. 18942 THOSE PORTIONS OF LOTS 1, 4, 5 AND 8 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID LOT 8 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 86-10) RECORDED JULY 9, 1986 AS INST. NO. 159865 AND RE -RECORDED NOVEMBER 6, 1987 AS INST. NO. 319672, ALSO AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21) RECORDED JULY 25, 2003, AS INST. NO. 556594 AND FURTHER AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03) RECORDED AUGUST 21, 2003 AS INST. NO. 640921, ALL OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND SAID LOTS 1, 4 AND 5 AS MODIFIED BY SAID CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21). REVISED LOT 8 CONTAINING A TOTAL AREA OF 27.887 ACRES, MORE OR LESS. 4. REVISED PARCEL 1, PARCEL MAP NO. 19978 THAT PORTION OF PARCEL 1 OF PARCEL MAP NO. 19978 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 124, PAGES 4 AND 5, OF PARCEL MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID PARCEL 1 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03) RECORDED AUGUST 21, 2003 AS INST. NO. 640921 OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. REVISED PARCEL 1 CONTAINING AN AREA OF 0.698 ACRE, MORE OR LESS. EXHIBIT "1" Page 3 of 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "1" LEGAL DESCRIPTION OF THE ROBINSONS-MAY TRACT THAT PORTION OF LOT 4 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID LOT 4 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21) RECORDED JULY 25, 2003 AS INST. NO. 556594 OF OFFICIAL RECORDS 1N THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. CONTAINING AN AREA OF 6.954 ACRES, MORE OR LESS. EXHIBIT "1" Page 4 of 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "1" LEGAL DESCRIPTION OF MACY'S TRACT NO. 1 LOT 3 OF TRACT NO. 18942, IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP FILED AUGUST 24, 1983, AND RECORDED IN BOOK 133 OF TRACT MAPS AT PAGES 55-60 INCLUSIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXHIBIT "1" Page 5 of 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "1" LEGAL DESCRIPTION OF MACY'S TRACT NO. 2 THAT PORTION OF LOT 5 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID LOT 5 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21) RECORDED JULY 25, 2003, AS INST. NO. 556594 OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. CONTAINING AN AREA OF 3.123 ACRES, MORE OR LESS. EXHIBIT "1" Page 6 of 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "1" LEGAL DESCRIPTION OF THE PENNEY TRACT THOSE PORTIONS OF LOTS 1 AND 8 OF TRACT NO. 18942 IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 133, PAGES 55 THROUGH 60 INCLUSIVE, OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID LOT 8 AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 86-10) RECORDED JULY 9, 1986 AS INST. NO. 159865 AND RE -RECORDED NOVEMBER 6, 1987 AS INST. NO. 319672, ALSO AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21) RECORDED JULY 25, 2003, AS INST. NO. 556594 AND FURTHER AS MODIFIED BY A CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 03-03) RECORDED AUGUST 21, 2003 AS INST. NO. 640921, ALL OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND SAID LOT 1 AS MODIFIED BY SAID CERTIFICATE OF COMPLIANCE (WAIVER OF PARCEL MAP PMW 02-21). CONTAINING A TOTAL AREA OF 7.275 ACRES, MORE OR LESS. EXHIBIT "1" Page 7 of 8 C2: Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "1" LEGAL DESCRIPTION OF THE SEARS TRACT LOT 2 OF TRACT NO. 18942, IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN ON MAP FILED AUGUST 24, 1983, AND RECORDED IN BOOK 133 OF TRACT MAPS AT PAGES 55-60 INCLUSIVE, IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY AS ADJUSTED BY THE CERTIFICATE OF COMPLIANCE RECORDED JULY 9, 1986 AS INSTRUMENT NUMBER 159865 IN THE OFFICIAL RECORDS OF RIVERSIDE COUNTY. EXHIBIT "1" Page 8 of 8 C2:Westfield/Palm Desert Grant of Easement FINAL 04.20.04 EXHIBIT "2" Site Plan [See Attached] EXHIBIT "2" C2:WestfieldlPalm Desert Grant of Easement FINAL 04.20.04 City of Palm Desert TRADER JOE'S CENTER WESTFIELD PEDESTRIAN ACCESS _ 200 Feet