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1984-247238A09DEU REQIUFM OF -UMT AMERIGM .% TITLE CQ a �(,' r 7 2 84- 4'�238 RrJ.ITRN X0 «: Thls CIOCUtTlo:lt IS l�cin C _OCCI B 1 IJj/ t *.« First A,'"no:,ican Tidy iil;.l,illlG? Co. 2s y an ac 7 d l;cm, ordy. 4 has not (�RE-CORDED IN - HCH ASSOCIATES l.o,n as r., 4•;acution oC I OFFICIAL RECORQS 4877 Viewridge Avenue impect on titla. OF SAN DIEGO COUNT GOA.� San Diego, CA 92123 -1667 1964 JUN 29 Phi 121 10 REF #837A DECLARATION OF RESTRICTIONS AND GRANT OF EASEMENTS VERA I_ t_Y t E� COUNTY RIX0'� R THIS DECLA��RyyA,,,,TION OF RESTRICTIONS AND GRANT OF EASEMENTS is made as of the �`ai/ day of IOWA— , 1984, Ad by DE LA PLAZA, ENCINITAS, a California limited partnership, hereinafter referred to as "Declarant." For convenience, this RF instrument is hereinafter referred to as a "Declaration." MG Y_:3 P R E L I M I N A R Y: 1. Declarant is the owner of certain real property situate in the unincorporated area of Encinitas, County of San Diego, State of California, described in Exhibit A, attached hereto and incorporated herein by reference. Said real property described in Exhibit A will be divided into three (3) parcels, which Parcels are sometimes hereinafter referred to individually as Parcels 1, 2 and 3. Said real property described in Exhibit A is hereinafter referred to as the "Shopping Center." A plot plan of the Shopping Center showing Parcels 1, 2, and 3 is attached hereto as Exhibit B and incorporated herein by reference. 2. Declarant plans to develop and plan for the devel- opment of the Shopping Center as an integrated retail sales area for the mutual benefit of all real property in the Shopping Cen- ter, and for such purposes does hereby fix and establish ease- ments, covenants, restrictions, liens and charges (hereinafter collectively referred to as "Restrictions "), upon and subject to which all of said Shopping Center, or any part thereof, shall be improved, held, leased, sold and /or conveyed. Such Restrictions shall run with the land and inure and pass with said property and shall apply to and bind the respective successors in interest thereof, and all and each thereof is imposed upon said property as a mutual equitable servitude in favor of said property and any portion thereof. -1- 6/22/84 -2 I rn o� �C y C+ , W4 M. TWO r ti. 1973 DEVELOPMENT 1. For the purposes of this Declaration all of the area within the Shopping Center to be used in common shall be referred to as "Common Area," and said Common Area includes all areas within the Shopping Center other than "Building Areas;" said Common Area is delineated on the plot plan which is Exhibit B hereto; said Common Area shall be developed substantially as shown on said Exhibit B; and said Common Area shall not be used for any other purpose than the parking of motor vehicles and their ingress and egress and the ingress and egress of pedes- trians. 2. (a) No building or structure of any kind shall be erected on any portion of the Shopping Center except upon those portions designated "Building Area" on Exhibit B hereto; provided that there may be constructed and maintained upon or over said Common Area a canopy or canopies projecting from such Building Area; normal foundations and doors for ingress and egress may project from such Building Area; and signs may be erected upon said canopy or canopies, so long as said signs do not obstruct the signs of any other owner, or owner's tenant of the Shopping Center. No signs other than the signs provided for hereinabove, directional signs for guidance upon the parking and driveway area, and signs at the locations shown on Exhibit B hereto, shall be erected or maintained upon the Common Area or Building Area of the Shopping Center, except such as obtain the written approval of one hundred percent (100 %) of the owners of the Shopping Cen- ter and the tenant of the Building Area on Parcel 3. (b) Regardless of any amendments to this document that may be made to modify the location of the Building Area as shown on the plot plan which is Exhibit B hereto, no building or structure of any kind shall be erected on that portion of the Common Area which is depicted as cross- hatched on the plot plan which is Exhibit B hereto. Notwithstanding the provisions of -2- 6/22/84 -2 1974 " Section 4 of the portion of this Declaration entitled "General Provisions," this subsection (b) shall not be modified without the written consent of the Building Department and the Department of Planning and Land Use of San Diego County. (c) No building or structure erected in the Shop- ping Center shall exceed one (1) story in height, nor shall any such building or structure exceed twenty -three (23) feet in height; provided, however, that such height restriction shall not apply to the building constructed on Parcel 3. 3. In the development and use of the Shopping Center there shall not be established or maintained any building, struc- ture or area for the transaction of business, whether for retail sales or other purposes, for which there shall not be established and maintained a Common Area containing approximately three (3) square feet of parking, driveway, sidewalk and landscaping area for each one (1) square foot of floor area of all buildings, structures or areas to be used for commercial purposes in the Shopping Center, provided that in the event the plot plan which is Exhibit B hereto provides for parking, driveway, sidewalk and landscaping facilities in a ratio other than a ratio of three (3) square feet of parking, driveway, sidewalk and landscaping area for each one (1) square foot occupied by buildings, then, in that event, such plot plan shall prevail notwithstanding the above provision concerning such ratio. 4. All buildings constructed in the Shopping Center shall either be equipped with such automatic sprinkler systems as meet all of the standards of the Fire Insurance Rating Authority (or other similar organization having jurisdiction) or shall be constructed in such a manner so that the building on Parcel 3 may be fire rated as a separate and distinct unit from any other building built in the Shopping Center. SHOPPING CENTER EASEMENTS 1. Declarant does hereby establish in favor of and -3- 6/22/84 -2 c ■ M 0. r Z v M G*J' 0 •r V tLA ,r ,r r: m A• 1975 grant to the owners and occupants of the Shopping Center, their customers and invitees, nonexclusive easements for the ingress and egress and for the passage and parking of motor vehicles into, out of, on, over and across all parking areas, driveways and service areas from time to time established within the Shop- ping Center as provided in Exhibit B so that the Shopping Center may be used as an integrated area by the owners and occupants thereof and their customers and invitees. 2. Declarant does hereby establish in favor of and grant to the owners and occupants of the Shopping Center, their customers and invitees, nonexclusive easements for the ingress and egress and passage of pedestrians into, out of, on, over and across the Common Area from time to time established within the Shopping Center as provided in Exhibit S so that the Shopping Center may be used as an integrated area by the owners and occu- pants thereof and their customers and invitees. 3. Declarant does hereby establish in favor of and grant to the owners of any portion of the Shopping Center nonex- clusive easements under, through and across the Common Area of the Shopping Center for water drainage systems or structures, water mains, sewers, water sprinkler system lines, telephones or electrical conduits or systems, gas mains and other public utili- ties and service easements. All such systems, structures, mains, sewers, conduits, lines and other public utilities instrumentali- ties shall be installed and maintained below the ground level or surface of such easements. OPERATION AND MAINTENANCE OF COMMON AREA 1. No owner, employee of''any owner, tenant or other occupant, or employee of any tenant or other occupant, of any part of the Shopping Center shall use any portion of the Common Area located on the Shopping Center for motor vehicle parking purposes except such portions as may be designated within the -4- 6/22/84 -2 0 W" "n 0 r M 0' 0 U CnY z i e r r 1976 Shopping Center from time to time by one hundred percent (100 %) of the owners of the Shopping Center and the tenant of the Build- ing Area on Parcel 3. 2. Notwithstanding anything contained herein to the contrary, the occupant of any building located on Parcels 1, 2 and 3 may install on or through any exterior wall of said build- ing one (1) or more automated teller or similar machines and may make such use of the Common Area as may be appropriate in connec- tion therewith. 3. Notwithstanding anything contained herein to the contrary, the occupant of the building located on Parcel 3 may conduct annually on the portion of the Common Area shown as diag- onally hatched on the plot plan which is Exhibit B hereto a Christmas tree sale during the period from November 15 to January 1 and a spring patio sale for a period not in excess of thirty (30) days. 4. All owners of any portion of the Shopping Center shall pay prior to delinquency all taxes and assessments on the Common Area and Building Area owned by them. If any such owner shall fail to pay said taxes and assessments prior to delinquen- cy, any other owner, or the tenant of any other owner, may pay said taxes and assessments and the curing owner or tenant may then bill the defaulting owner for the expense incurred. If the defaulting owner shall not pay said bill within fifteen (15) } days, the curing owner or tenant shall have a lien on the prop - erty of the defaulting owner for the amount of said bill, which amount shall bear interest at an annual rate of two percent (2 %) s over the then prime rate of interest charged by the San Diego main office of Bank of America National Trust and Savings Asso- ciation, but in no event more than the maximum rate allowed by law, until paid. 5. The owner of Parcel 2 of the Shopping Center (here- inafter referred to as the "Manager ") shall operate and maintain, -5- 6/22/84 -2 1977 or cause to be operated and maintained, the Common Area, includ- ing the landscaping thereon, located within the Shopping Center, and shall keep the same, or cause the same to be kept, in good condition and repair with adequate lighting and shall maintain the surface areas thereof in a level and smooth condition, evenly covered with the type of surfacing material originally installed thereon, or shall cause the same thus to be maintained. As part of said operation, the Manager shall obtain and maintain general public liability insurance insuring all persons who now or here- after own or hold portions of the Shopping Center or any lease- j hold estate or other interest therein as their respective inter- ests may appear (provided that the Manager is notified in writing of such interest) against claims for personal injury, death or i property damage occurring in, upon, or about the Common Area lo- cated on the Shopping Center. Such insurance shall be written with an insurer licensed to do business in the State of Califor- nia. The limits of liability of all such insurance shall be at least $1,000,000 combined single limit. The Manager shall cause to be issued certificates of insurance to each of the other fee owners of the Shopping Center, and to the tenant of the Building Area on Parcel 3 of the Shopping Center, which certificates shall provide that such insurance shall not be cancelled or amended without ten (10) days prior written notice to each of such par- ties. The Manager shall expend only the monies reasonably necessary for such ,operation and maintenance in order to keep the Common Area in good repair and clean condition and to operate the same on a nonprofit basis to the end that the expense in connec- tion therewith shall be kept to a minimum. The Manager shall make no single expenditure in excess of Seven Thousand Five Hun- dred Dollars ($7,500.00) without the prior written consent of the occupant of the building located on Parcel 3. The Manager shall, from time to time, but not more often than quarterly send to each -6- 6/22/84 -2 ,.0 , 1978 and every owner of any portion of the Common Area a written statement of the total cost and expenses of operation and mainte- nance of the Common Area for the period of the preceding quarter- ly or longer period. Such costs may include a management fee not to exceed ten percent (10 %) of the costs of operation and main- tenance of the Common Area (which costs for purposes of the cal- culation of the management fee shall not include personal prop- erty taxes, insurance premiums, any single expenditure in excess of Seven Thousand Five Hundred Dollars [$7,500.00] and any man- agement fee or other,fee paid to a third party to perform all or any portion of Manager's obligations hereunder with respect to the Common Area. Within thirty (30) days after receipt of such statement, each and every such owner shall pay to the Manager the fractions of the total amount of said costs and expenses herein- after described. Each owner, or its authorized representative, shall have the right to examine the records of expenses in con- nection therewith at reasonable business hours and without unrea- sonable frequency. The percentage shares of such costs and expenses are as follows: Parcel 1 13- �'✓ q % Parcel 2 3Z. ,f3 % sn� Parcel 3 S3. TOTAL 100% If all or any portion of such fractions of said total is not so paid, the same shall be deemed delinquent, and the amount thereof shall bear interest thereafter at an annual rate of two percent (2%) over the then prime rate of interest charged by the San Diego main office of Bank of America National Trust and Savings Association, but in no event more than the maximum rate allowed by law, from the date of delinquency until paid, and the Manager shall have a lien on the property of the defaulting owner for said unpaid amount and interest. -7- 5/22/84 -2 • *V , 1979 If the Manager shall fail to so maintain the Common Area or to provide such insurance, then any other owner, or the tenant of the Building Area on Parcel 3 of the Shopping Center, 0, may do so, and the curing owner or tenant may then bill the Man- ager for the expense incurred. If the Manager shall not pay said I. bill within fifteen (15) days, the curing owner or tenant shall have a lien on the property of the Manager for the amount of said bill, which amount shall bear interest at an annual rate of two i percent (2%) over the then prime rate of interest charged by the ' 0 San Diego main office of Bank of America National Trust and 0 Savings Association, but in no event more than the maximum rate j ff V allowed by law, from the expiration of said fifteen (15) day Cn period until paid. z 6. Until such time as buildings are constructed on any Building Area of the Shopping Center, the Manager shall take such M measures as may be necessary to control weeds and the erosion of 0 dirt and sand by wind or water with respect to said undeveloped 0 portion thereof and shall bill the owner of said undeveloped O portion for its expenses in connection therewith. C RESTRICTIONS ON USE Z j 1. No portion of the Shopping Center other than the Building Area on Parcel 3 shall be occupied or used, directly or C indirectly, for the purposes of a department store, catalog store in exceeding 12,000 square feet in floor area, general food market, grocery store, meat market, fruit store, vegetable store, pharma- cy, liquor store (selling beer, wine or distilled spirits), or r any combination thereof. r The foregoing restrictions shall continue only so rn. long as the Building Area on Parcel 3 or some part thereof, shall continue to be used for a department store and /or general food M 0I market and for a period of eighteen (18) months thereafter; pro- vided, however, that failure to use said Building Area, or some i part thereof, for a department store and /or general food market I T` -8- 6/22/84 -2 X 1980 which results from fire, casualty, strikes, lockouts or other labor disputes, a changeover in connection with an assignment or subletting, suspension of licenses (provided reasonable efforts have theretofore been made to prevent such suspension of li -' censes) or other governmental order or regulation, war or acts of I, the t >' God, or any other cause outside of the reasonable control of owner or occupant of said Building Area or which occurs during any period in which the building in which such department store and /or general food market is conducted is being built, rebuilt, 0 repaired or remodeled upon said Building Area, or some part thereof, shall not cause the foregoing restrictions to terminate. The foregoing restrictions shall not be construed 1 to prevent the operation of a restaurant selling beer, wine and Z distilled spirits for consumption on the premises. i 2. No portion of the Shopping Center shall be occupied or used, directly or indirectly, for the purposes of a business office or office building unless each such office use involves 0 less than two thousand (2,000) square feet of floor area. No portion of the Shopping Center within four hundred (400) feet of any portion of the building on Parcel 3 shall be occupied or Z used, directly or indirectly, for the purposes of an entertain-/_° ment or recreational facility or a training or educational facil- ity. As used herein, "entertainment or recreational facility" m includes, but is not limited to, a bowling alley, skating rink, theater, billiard room, health spa or studio, massage parlor, r , amusement arcade, bar or tavern, or gymnasium or place of public amusement; and "training or educational facility" includes, but r ; is not limited to, a beauty school, barber college, place of in- struction, reading room or any operation catering primarily to students or trainees rather than to customers, it being the in -y1' tent of this provision that the parking and other common facili- ties should not be burdened by either large scale or protracted use. -9- 6/22/84 -2 `; ac ,U 1981 GENERAL PROVISIONS 1. COVENANTS RUN WITH THE LAND. Each easement, re- 0 striction and covenant contained herein shall be appurtenant to i and for the benefit of all portions of the Shopping Center and �• shall be a burden thereon for the benefit of all portions of the Shopping Center, and shall run with the land. f�. This Declaration and the restrictions, easements, t{ covenants, benefits and obligations created hereby shall inure to the benefit of and be binding upon Declarant and its successors, Q ; transferees and assigns; provided, however, that if any owner 0 sells any portion or all of its interest in the Shopping Center v Iand obtains from the purchaser thereof an agreement by which the purchaser assumes and agrees to be bound by the covenants and �y agreements herein contained, the vendor shall thereupon be re- leased and discharged from any and all further obligations under m this Declaration as such owner in connection with the property 0 �j sold by it. 2. DURATION. Except as otherwise provided herein, each easement shall be in perpetuity and each other covenant, C ,' ` setback line, restriction and undertaking of this document shall 1 be for the term of sixty -five (65) years from the date hereof. '"CR 3. INJUNCTIVE RELIEF. In the event of any violation j or threatened violation by any owner, lessee, or occupant of any m portion of the Shopping Center of any of the terms, covenants, restrictions and conditions contained herein, in addition to the r other remedies herein provided, any or all of the owners and r tenants of the property included within the Shopping Center shall have the right to enjoin such violation or threatened violation in a court of competent jurisdiction..;? 4. MODIFICATION PROVISION. This Declaration may not be modified in any respect whatsoever, or rescinded, in whole or in part,--except with the consent of one hundred percent (100 %) of the owners of the Shopping Center, plus the tenant of the Build- -10- 6/22/84 .u. 1982 ing Area on Parcel 3 at the time of such modification or rescis- sion, and then only by a written instrument duly executed and acknowledged by the requisite owners and tenant, duly recorded in the Office of the Recorder of San Diego County. 5. NOT A PUBLIC DEDICATION. Nothing herein contained shall be deemed to be a gift or dedication of any portion of the Shopping Center to the general public or for the general public or for any public purposes whatsoever, it being the intention of Declarant that this Declaration shall be strictly limited to and for the purposes herein expressed. 6. BREACH SHALL NOT PERMIT TERMINATION. No breach of this Declaration shall entitle any owner to cancel, rescind or otherwise terminate this Declaration, but such limitation shall not affect in any manner any other rights or remedies which such owner, or any tenant, may have hereunder by reason of any breach of this Declaration. Any breach of any of said covenants or restrictions, however, shall not defeat or render invalid the lien of any mortgage or deed of trust made in good faith for value, but such covenants or restrictions shall be binding upon and effective against such owner of any of said property or any portion thereof whose title thereto is acquired by foreclosure, trustee sale or otherwise. 7. SEVERABILITY. If any clause, sentence or other portion of this Declaration shall become illegal, null or void for any reason, or shall be held by any court of competent juris- diction to be so, the remaining portions thereof shall remain in full force and effect. 8. SUBSEQUENT CONVEYANCES. All conveyances of all or any portion of the Shopping Center subsequent to the date hereof shall recite that they are subject and subordinate to the terms and provisions hereof. 9. ENFORCEMENT OF LIEN. The liens provided for in "Operation and Maintenance of Common Area" hereinabove may be -11- 6/22/84 �. 1983 filed for record by the party entitled thereto as a claim of lien against the defaulting owner in the Office of the County Recorder of San Diego County, signed and verified, which shall contain at least: (a) A statement of the unpaid amount of costs and expenses; (b) A description sufficient for identification of that portion of the property of the defaulting owner which is the subject of the lien; and (c) The name of the owner or reputed owner of the property which is the subject of the alleged lien. Such lien, when so established against the real property de- scribed in said lien, shall be prior and superior to any right, title, interest, lien or claim which may be or has been acquired or attached to such real property after the time of filing of such lien. Such lien shall be for the use and benefit of the person filing same, and may be enforced and foreclosed in a suit or action brought in any court of competent jurisdiction. 10. OWNERSHIP OF SHOPPING CENTER. The ownership of the entire Shopping Center by the same party shall not effect the termination of this Declaration. IN WITNESS WHEREOF, Declarant has duly executed this Declaration as of the day and year first hereinabove set forth. DE LA PLAZA, ENCINITAS, a California limited partnership By QUONG - WATKINS PROPERTIES, a California general partnership BY By Dec arant' (To Be Notarially Acknowledged) -12- 6/22/84 0 s 0 3r ,1 i M M 0'' d` M v cn: M z rn 0 i C M Y r ,rn I STATE OF CALIFORNIA I Iss. � 1 9 8 4 COUNTYOF__— Qf_,9A)b� �/ — -- - - -. -1 1 V before me, the undersigned, a Notary Public In and for said St e, personally appeared------ �– -- --- - - -- -- E — —_ y personally known tome (or proved to me on the basis of salis- O LL factory evidence) to be the person that executed the within Oe–f, 1.4 a y ; instrumental L°AP - partner(s), on behalf of_. OFFICIAL SEAL DIANA L WATSON ° NOTARY PUBLIC - CALIFORNIA i I the partnership i a , therein named and acknowledged to me that the partnership ORANGE COUNTY My Comm, expfres OCT 1, 1986 0 1 m executed it. j S M WITNESS my hand and official seal r Sign ture _� (This area for official notarial leap k I s i4 m !.4.. a 1 .•0i 1985 CONSENT AND SUBORDINATION PIONEER BANK, a California corporation (hereinafter referred to as the "Beneficiary "), is the beneficiary under a Deed of Trust (hereinaf�ter referred to as the "Deed. of Trust ") dated ��IqI t respecting the real property de- scribed in Exhibit A to the Declaration of Restrictions and Grant of Easements (hereinafter referred to as the "Declaration ") to which this Consent and Subordination is attached. Said Deed of Trust was recorded in the Official Records of San Diego County on loZ , as File No. If r The Beneficiary hereby consents to all the terms, cove- nants, conditions and restrictions of the Declaration and agrees that its interest in the real property described in Exhibit A to the Declaration arising pursuant to the Deed of Trust or other- wise is, and henceforth shall be, subject and subordinate to the terms and provisions of the Declaration. IN WITNESS WHEREOF, the undersigned has executed this Consent and Subordination as of the ILAday of 1984. PIONEER BANK, a California -pomoration By—i en, E enio vice President G. a GV By "Beneficiary" (To Be Notarially Acknowledged) 3/27/84 IA i "n! c� �rn �o 0' �M l m. 0 ,r r r- M v r a O 2 _a STATE OF CALIFORNIA F. N COUNTY OF Orange S.S. On this the 10th day of AAr it 19--g-4 before me, .y the undersigned, a Notary Public in and for said County and State, OP Personally appeared G. M. Baden 0 personally known to me or proved to me on the basis of satisfactory evidence to be the Sr. Vic epresident,and v co personally Uknown to me or proved to me on the basis of satisfactory evidence to be Secretary of the corporation that executed the within z instrument on behalf of the corporation therein named, and acknow- oledged to me that such corporation executed the within Instrument pursue t to its y -laws or a resoluti of it Mofdirectors. °, w °, Signat re LL O) TSAFEC INSURANCE FOR NOTARY SEAL OR STAMP OFFICIAL SEAL LAURA A. NELSON ® w NOTARY PUBLIC - CALIFORNIA PRINCIPAL OFFICE IN ORANGE COUNTY MY COMMISSION EXPIRES NOV, 6, 1987 O 0 i . w O- 1987 E X H I B I T A Lot 3 of COMPADRES PLAZA, in the County of San Diego, State of California, according to Map thereof No. 8563, filed in the office of the County Records of San Diego County, May 4, 1977. 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