Legislation Details

File #: HIST-24644    Version: 1 Subject:
Type: Historical Status: Consent Agenda
In control: HISTORICAL - SUCCESSOR
On agenda: 4/21/2014 Final action: 4/21/2014
Title: JOINT CITY COUNCIL-SUCCESSOR AGENCY AGENDA ITEM: Adoption of Respective City Council and Successor Agency Board Resolutions Approving (1) the Transfer and Acceptance of Certain Real Properties from the Successor Agency to the City of Culver City for Use to Fulfill Contractual Enforceable Obligations Pursuant to the State Department of Finance Approved Long Range Property Management Plan; (2) the Related Grant Deeds; and (3) Other Related Actions.
Attachments: 1. JOINT CITY COUNCIL-SUCCESSOR AGENCY AGENDA ITEM: A - JC-1__14-04-21__CDD__CC and SA__Property_Transfers_Enforceable_Obligations - FINAL.pdf, 2. JOINT CITY COUNCIL-SUCCESSOR AGENCY AGENDA ITEM: A - JC-1__14-04-21_ATT_CDD_Property_Transfers_Enforceable_Obligations.pdf
City of Culver City, California Agenda Item Report Meeting Date: 04/21/2014 Item Number: JC-1 JOINT CITY COUNCIL-SUCCESSOR AGENCY AGENDA ITEM: Adoption of Respective City Council and Successor Agency Board Resolutions Approving (1) the Transfer and Acceptance of Certain Real Properties from the Successor Agency to the City of Culver City for Use to Fulfill Contractual Enforceable Obligations Pursuant to the State Department of Finance Approved Long Range Property Management Plan; (2) the Related Grant Deeds; and (3) Other Related Actions. Contact Person/Dept.: Glenn Heald Todd Tipton / CDD Phone Number: 310-253-5752 310-253-5783 Fiscal Impact: Yes [] No [X] Public Hearing: [] Action Item: [X] Attachments: [X] Public Notification: (E-Mail) Meetings and Agendas – City Council (04/17/2014); Successor Agency (04/17/2014). Published in Culver City News (04/10/2014). Departmental Approval: Sol Blumenfeld: 04/17/14 City Attorney/SA General Counsel Approval: Carol Schwab (by H. Baker) (04/17/14) City/SA Special Counsel Approval: Murray Kane (04/17/14) Chief Financial Officer Approval: Jeff Muir (by M. Noller) (04/17/14) City Manager / Executive Director Approval: John M. Nachbar (04/17/14) RECOMMENDATION: Staff recommends the Successor Agency Board adopt resolutions approving, and recommending to the Oversight Board approval of, (1) the transfer of five (5) certain real properties from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance (DOF) on March 18, 2014 (LRPMP); (2) the related Grant Deeds to effectuate the disposition of said properties; and (3) other related actions. Staff recommends the City Council adopt resolutions approving (1) the acceptance of five (5) certain real properties proposed for transfer from the Successor Agency to the City to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the DOF on March 18, 2014; (2) the related Grant Deeds to effectuate the disposition of said properties; and (3) other related actions. BACKGROUND: On June 28, 2011, the Governor of California signed into law Assembly Bill No. X1 26 (2011-2012 1st Ex. Sess.) (referred to herein as Dissolution Act), making certain changes to the California Community Redevelopment Law {Part 1 (commencing with City of Culver City, California Agenda Item Report Section 33000) of Division 24 of the California Health and Safety Code} (the Redevelopment Law) and to the California Health and Safety Code (H&S Code) including adding Part 1.8 (commencing with Section 34161) (Part 1.8) and Part 1.85 (commencing with Section 34170) (Part 1.85) to Division 24 of the H&S Code. Five (5) parking facilities in downtown Culver City are proposed for transfer from the Successor Agency to the City to fulfill contractual enforceable obligations pursuant to the LRPMP and in accordance with H&S Code Section 34181. The five (5) properties (collectively, the Properties) are: 1. Ince Parking Structure, 9099 Washington Blvd. 2. Watseka Parking Structure, 3844-3848, 3864 Watseka Ave. 3. Canfield Parking Lot, 3825 Canfield Ave. 4. Venice Parking Lot, 9415-9425 Venice Blvd. 5. Robertson Parking Lot No. 3, 3757 Robertson Blvd. DISCUSSION: The Properties are encumbered with Disposition and Development Agreements (DDAs) and Parking License Agreements (Agreements). On March 10, 2014, the Successor Agency (1) authorized transfer of the Agreements encumbering the Properties from the Successor Agency to the City, (2) authorized the City Manager/Executive Director to administratively execute an Assignment and Assumption Agreement transferring the Agreements from the Successor Agency to the City, and (3) adopted a resolution authorizing certain revisions to the original LRPMP submitted by the Successor Agency to the DOF in July 2013, reclassifying the disposition of the Properties (plus one additional property) from “Retain for Governmental Use” to “To be Used to Fulfill Enforceable Obligations.” On March 13, 2014, the Oversight Board adopted a similar resolution. Such resolution was submitted to the DOF that same day. On March 18, 2014, the DOF approved the LRPMP as revised. The Properties are included in the DOF-approved LRPMP as “Property to be Used to Fulfill Enforceable Obligations,” reflecting the Property’s proposed disposition and for no monetary compensation. Consistent with the DOF’s approval, the Successor Agency may now transfer the Properties to the City subject to approval of the Oversight Board. Further, as the City has now assumed the Agreements relating to the Properties, it is necessary for the City to be the fee title owner and to control these Properties in order to ensure the execution of the duties and obligations of the Agreements, in accordance with the LRPMP. Upon the Successor Agency’s and the City Council’s adoption of the proposed resolutions (Attachments 1 and 2), a separate resolution approving and directing the transfer of the Properties from the Successor Agency to the City will be submitted for City of Culver City, California Agenda Item Report adoption by the Oversight Board on May 8 th , and subsequently to the DOF for review and approval. A description of the specific properties proposed for transfer is included as Exhibit ‘A’ to each of the Grant Deeds attached hereto in substantial form. The Grant Deeds, in substantial form as attached, will effectuate the disposition of the respective Properties from the Successor Agency to the City (Attachment 3). As provided in the proposed City Council resolution, at the discretion of the City Manager, the Properties may be transferred to the Culver City Parking Authority. FISCAL ANALYSIS: Due to operating expenses, zoning restrictions and financing methods, the Properties generate no net revenue at this time. Further, on March 10, 2014, the Successor Agency approved the assignment to the City, and the City accepted the assignment, of all contractual enforceable obligations encumbering the Properties proposed for transfer, pursuant to the LRPMP. On March 13, 2014, the Oversight Board adopted a separate resolution approving the assignment and assumption of the enforceable obligations encumbering the Properties from the Successor Agency to the City. Pursuant to the assignment, the City would have the responsibility of performing said obligations. The proposed transfer of the Properties is consistent with the assignment. ENVIRONMENTAL REVIEW: The activity approved by these Resolutions is not a “project” for purposes of CEQA, as that term is defined by CEQA Guidelines Section 15378 because the activity is an organizational or administrative activity that will not result in a direct or indirect physical change in the environment, per Section 15378(b)(5) of said Guidelines. ATTACHMENTS: 1. Proposed Successor Agency resolutions approving, and recommending to its Oversight Board approval of, (1) the transfer of five (5) certain real properties from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deeds to effectuate the disposition of said properties; and (3) approving related actions. 2. Proposed City Council resolutions approving (1) the acceptance of five (5) certain real properties from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deeds to effectuate the disposition of said property; and (3) approving related actions. City of Culver City, California Agenda Item Report 3. Grant Deeds. MOTIONS: That the Successor Agency: 1) Adopt a resolution approving, and recommending to its Oversight Board approval of, (1) the transfer of certain real property (3844-3848 & 3864 Watseka Avenue; Assessor’s Parcel Nos. 4207-001-900, 4207-001-901, 4207-001-902, 4207-001-903, and 4207-001-904) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 2) Adopt a resolution approving, and recommending to its Oversight Board the approval of, (1) the transfer of certain real property (3757 Robertson Boulevard; Assessor’s Parcel Nos. 4206-033-932, 4206-033-934, and 4206-033-935) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 3) Adopt a resolution approving, and recommending to its Oversight Board approval of, (1) the transfer of certain real property (3825 Canfield Avenue; Assessor’s Parcel No. 4206-030-901) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 4) Adopt a resolution approving, and recommending to its Oversight Board approval of, (1) the transfer of certain real property (9099 Washington Boulevard; Assessor’s Parcel No. 4206-029-932) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 5) Adopt a resolution approving, and recommending to its Oversight Board approval of, (1) the transfer of certain real property (9415-9425 Venice Boulevard; Assessor’s Parcel Nos. 4313-019-900, 4313-019-901, 4313-019-902, and 4313-019-903) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long City of Culver City, California Agenda Item Report Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. That the City Council: 1) Adopt a resolution approving (1) the acceptance of certain real property (3844-3848 & 3864 Watseka Avenue; Assessor’s Parcel Nos. 4207-001-900, 4207-001-901, 4207-001-902, 4207-001-903, and 4207-001-904) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014: (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 2) Adopt a resolution approving (1) the acceptance of certain real property (3757 Robertson Boulevard; Assessor’s Parcel Nos. 4206-033-932, 4206-033-934, and 4206-033-935) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 3) Adopt a resolution approving the (1) acceptance of certain real property (3825 Canfield Avenue; Assessor’s Parcel No. 4206-030-901) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 4) Adopt a resolution approving the (1) acceptance of certain real property (9099 Washington Boulevard; Assessor’s Parcel No. 4206-029-932) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. 5) Adopt a resolution approving (1) the acceptance of certain real property (9415- 9425 Venice Boulevard; Assessor’s Parcel Nos. 4313-019-900, 4313-019-901, 4313-019-902, and 4313-019-903) from the Successor Agency to the Culver City Redevelopment Agency to the City of Culver City for use to fulfill contractual enforceable obligations pursuant to the Long Range Property Management Plan approved by the California Department of Finance on March 18, 2014; (2) the Grant Deed to effectuate the disposition of said property; and (3) related actions. MEETING DATE: 04/21/2014 AGENDA ITEM: JOINT CITY COUNCIL-SUCCESSOR AGENCY AGENDA ITEM: Adoption of Resolutions Approving the Transfer and Acceptance of Certain Real Properties from the Successor Agency to the City of Culver City for Use to Fulfill Contractual Enforceable Obligations Pursuant to the Long Range Property Management Plan and Approving the Grant Deeds and Related Actions. ATTACHMENTS Pages 1. Proposed Successor Agency Resolutions. 1-30 2. Proposed City Resolutions. 31-60 3. Grant Deeds. 61-95 ATTACHMENT 1 1ATTACHMENT 1 2ATTACHMENT 1 3ATTACHMENT 1 4ATTACHMENT 1 5ATTACHMENT 1 6ATTACHMENT 1 7ATTACHMENT 1 8ATTACHMENT 1 9ATTACHMENT 1 10ATTACHMENT 1 11ATTACHMENT 1 12ATTACHMENT 1 13ATTACHMENT 1 14ATTACHMENT 1 15ATTACHMENT 1 16ATTACHMENT 1 17ATTACHMENT 1 18ATTACHMENT 1 19ATTACHMENT 1 20ATTACHMENT 1 21ATTACHMENT 1 22ATTACHMENT 1 23ATTACHMENT 1 24ATTACHMENT 1 25ATTACHMENT 1 26ATTACHMENT 1 27ATTACHMENT 1 28ATTACHMENT 1 29ATTACHMENT 1 30 -1- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 30 31 32 RESOLUTION NO. 2014-R____ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CULVER CITY, CALIFORNIA, APPROVING (1) THE TRANSFER AND ACCEPTANCE OF CERTAIN REAL PROPERTY (9099 WASHINGTON BOULEVARD; ASSESSOR’S PARCEL NO. 4206- 029-932) FROM THE SUCCESSOR AGENCY TO THE CULVER CITY REDEVELOPMENT AGENCY FOR USE TO FULFILL CONTRACTUAL ENFORCEABLE OBLIGATIONS PURSUANT TO THE LONG RANGE PROPERTY MANAGEMENT PLAN APPROVED BY THE CALIFORNIA DEPARTMENT OF FINANCE ON MARCH 18, 2014; (2) THE GRANT DEED TO EFFECTUATE SAID DISPOSITION OF THE PROPERTY; AND (3) RELATED ACTIONS. WHEREAS, Assembly Bill No. X1 26 (2011-2012 1st Ex. Sess.) (referred to herein as “Dissolution Act”) was signed by the Governor of California on June 28, 2011, making certain changes to the California Community Redevelopment Law (Part 1 (commencing with Section 33000) of Division 24 of the California Health and Safety Code) (the “Redevelopment Law”) and to the California Health and Safety Code (“H&S Code”) including adding Part 1.8 (commencing with Section 34161) (“Part 1.8”) and Part 1.85 (commencing with Section 34170) (“Part 1.85”) to Division 24 of the H&S Code; and WHEREAS, on December 29, 2011, the California Supreme Court delivered its decision in California Redevelopment Association v. Matosantos, finding the Dissolution Act largely constitutional and reformed certain deadlines set forth in the Dissolution Act; and WHEREAS, pursuant to the Dissolution Act, as modified by the California Supreme Court on December 29, 2011 by its decision in California Redevelopment Association v. Matosantos, all California redevelopment agencies, including the Culver City Redevelopment Agency (“Former CCRA”), were dissolved on February 1, 2012, and successor agencies were designated and vested with the responsibility of paying, performing and enforcing the enforceable obligations of the former redevelopment agencies and Attachment No. 2 31 -2- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 30 31 32 expeditiously winding down the business and fiscal affairs of the former redevelopment agencies; and WHEREAS, the City Council of the City of Culver City adopted Resolution No. 2012-R001 on January 9, 2012, pursuant to Part 1.85 of the Dissolution Act, accepting for the City the role of successor agency to the Former CCRA (“Successor Agency”); and WHEREAS, on February 6, 2012, the Board of Directors of the Successor Agency, adopted Resolution No. 2012-SA001 naming itself the “Successor Agency to the Culver City Redevelopment Agency”, the sole name by which it will exercise its powers and fulfill its duties pursuant to Part 1.85 of the Dissolution Act and establishing itself as a separate legal entity with rules and regulations that will apply to the governance and operations of the Successor Agency; and WHEREAS, the Dissolution Act was amended by Assembly Bill No. 1484 (“AB 1484”) on June 27, 2012, which, among other things, imposed procedures for the Successor Agency’s disposition of certain Former CCRA-owned real property including the required preparation of a Long Range Property Management Plan (“LRPMP”) specifying the use and disposition of all such property and for the required approval of the LRPMP by the California Department of Finance (“DOF”). The Dissolution Act has since been further amended by Assembly Bill No. 1585, Senate Bill No. 341 and Assembly Bill No. 471; and WHEREAS, pursuant to the Dissolution Act, each successor agency shall have an oversight board with fiduciary responsibilities to holders of enforceable obligations and to the taxing entities that benefit from distributions of property taxes and other revenues pursuant to H&S Code Section 34188 of the Dissolution Act; and WHEREAS, the oversight board has been established for the Successor Agency (hereinafter referred to as “Oversight Board”) and all seven (7) members have been Attachment No. 2 32 -3- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 30 31 32 appointed to the Oversight Board pursuant to H&S Code Section 34179. The duties and responsibilities of the Oversight Board are primarily set forth in H&S Sections 34179 through 34181 of the Dissolution Act; and WHEREAS, pursuant to H&S Code Section 34191.5(b) of the Dissolution Act, on July 18, 2013, the Successor Agency prepared and submitted to the DOF for approval its LRPMP, as approved by its Oversight Board, that addressed the disposition and use of certain real properties of the Former CCRA. On March 13, 2014, the Successor Agency prepared and submitted to the DOF for approval certain revisions to its LRPMP, as approved by its Oversight Board, that addressed changes to the disposition of certain parking parcels of the Former CCRA, including the subject Property (defined below), as described in the revised LRPMP; and WHEREAS, the DOF, by letter dated March 18, 2014, issued its determination on the LRPMP, as revised, approving the Successor Agency’s use and disposition of all the properties listed in the LRPMP. The DOF’s letter states that its approval of the LRPMP took into account Resolution No. 2014-OB004 approving the revised LRPMP and accompanying Agenda Item Report and acknowledges the Successor Agency’s submittal of its LRPMP on July 18, 2013 and the revised LRPMP on March 13, 2014; and WHEREAS, the DOF-approved LRPMP provides for the Successor Agency’s transfer of that certain real property referenced by Assessor’s Parcel No. 4206-029-932 and located at 9099 Washington Boulevard in Culver City, California (“Property”) to the City for use to fulfill contractual enforceable obligations and no monetary compensation; and WHEREAS, the activity proposed for approval by this Resolution has been reviewed with respect to applicability of the California Environmental Quality Act (“CEQA”), the State CEQA Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., Attachment No. 2 33 -4- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 30 31 32 hereafter the “Guidelines”), and the City’s environmental evaluation procedures. The activity proposed for approval by this Resolution is not a “project” for purposes of CEQA, as that term is defined by Guidelines Section 15378, because the activity is an organizational or administrative activity that will not result in a direct or indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW, THEREFORE, the City Council of the City of Culver City, DOES HEREBY RESOLVE as follows: SECTION 1. The foregoing recitals are true and correct and are a substantive part of this Resolution. SECTION 2. The City Council has received and heard all oral and written objections to the City’s proposed acceptance of the Property from the Successor Agency for use to fulfill contractual enforceable obligations and no monetary compensation, and to other matters pertaining to this transaction, and that all such oral and written objections are hereby overruled. SECTION 3. The transfer and acceptance of the Property (9099 Washington Boulevard; Assessor’s Parcel No. 4206-029-932) from the Successor Agency to the City for use to fulfill contractual enforceable obligations and for no monetary compensation, pursuant to the DOF-approved LRPMP is hereby approved. At the discretion of the City Manager of the City, the Property may be transferred to the Culver City Parking Authority. SECTION 4. The Grant Deed, in substantial form as the Grant Deed attached to the April 21, 2014 Joint City Council and Successor Agency Agenda Item Report, Agenda Attachment No. 2 34 -5- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 30 31 32 Item No. JC-1, that effectuates the Successor Agency’s disposition of the Property to the City, is hereby approved. SECTION 5. The City Council hereby authorizes and directs the City Manager or designee, (i) to take all actions and to execute any and all documents, instruments, and agreements necessary or desirable on behalf of the City, as approved by the City Manager and the City Attorney, including without limitation the Grant Deed, in order to implement and effectuate the transfer and acceptance of the Property from the Successor Agency to the City, and to effectuate all other actions approved by this Resolution, including, without limitation, approving changes, implementations, or revisions to documents, instruments, and agreements as determined necessary by the City Manager, or designee; and (ii) to administer the City’s obligations, responsibilities, and duties to be performed pursuant to this Resolution and all documents, instruments, and agreements required by and for the transfer and acceptance of the Property from the Successor Agency. SECTION 6. If any provision of this Resolution or the application of any such provision to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution that can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are severable. The City declares that its City Council would have adopted this Resolution irrespective of the invalidity of any particular portion of this Resolution. SECTION 7. The adoption of this Resolution is not intended to and shall not constitute a waiver by the City of any constitutional, legal or equitable rights that the City may have to challenge, through any administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of the Dissolution Act, any determinations rendered or actions or omissions to act by any public agency or government entity or division in the Attachment No. 2 35 -6- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 30 31 32 implementation of the Dissolution Act, and any and all related legal and factual issues, and the City expressly reserves any and all rights, privileges, and defenses available under law and equity. SECTION 8. The City hereby determines that the activity approved by this Resolution is not a “project” for purposes of CEQA, as that term is defined by Guidelines Section 15378, because the activity approved by this Resolution is an organizational or administrative activity that will not result in a direct or indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines. SECTION 9. This Resolution shall take effect upon the date of its adoption. APPROVED AND ADOPTED, this day of , 2014. JEFFREY COOPER, Mayor City of Culver City ATTEST: APPROVED AS TO FORM: MARTIN R. COLE, City Clerk CAROL SCHWAB, City Attorney A14-00304 Attachment No. 2 36ATTACHMENT 2 37ATTACHMENT 2 38ATTACHMENT 2 39ATTACHMENT 2 40ATTACHMENT 2 41ATTACHMENT 2 42ATTACHMENT 2 43ATTACHMENT 2 44ATTACHMENT 2 45ATTACHMENT 2 46ATTACHMENT 2 47ATTACHMENT 2 48ATTACHMENT 2 49ATTACHMENT 2 50ATTACHMENT 2 51ATTACHMENT 2 52ATTACHMENT 2 53ATTACHMENT 2 54ATTACHMENT 2 55ATTACHMENT 2 56ATTACHMENT 2 57ATTACHMENT 2 58ATTACHMENT 2 59ATTACHMENT 2 60RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY Attn: Sol Blumenfeld, Community Development Director 9770 Culver Boulevard Culver City, California 90232-0507 SPACE ABOVE THIS LINE FOR RECORDING USE Assessor’s Parcel No. 4206-029-932 OFFICIAL BUSINESS Document Entitled to Free Recording Per Government Code §§ 6103 & 27383 GRANT DEED (9099 Washington Boulevard - Ince) FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor- in-interest to the former Redevelopment Agency of the City of Culver City, herein called “Grantor”, acting to carry out the Long Range Property Management Plan (“LRPMP”) approved by the California Department of Finance on March 18, 2014 in accordance with Chapter 9 (commencing with Section 34191.1) of Part 1.85 of Division 24 of the California Health and Safety Code, and to fulfill contractual enforceable obligations, and for other public purposes, hereby grants to the CITY OF CULVER CITY, a California municipal corporation, herein called “Grantee”, the real property described in Exhibit “A” attached hereto (“Property”) and incorporated herein by this reference, in accordance with and subject to the covenants, conditions and restrictions set forth in this Grant Deed. Whenever the term “Grantee” is used in this Grant Deed, such term shall include any and all successors and assigns of Grantee in and to the Property, or any interest therein or any portion thereof. 1. Conveyance in Accordance With LRPMP. The Property is conveyed in accordance with the LRPMP. 2. Nondiscrimination. The Grantee herein covenants by and for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the ATTACHMENT 3 61Grantee itself or any person claiming under or through the Grantee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. The Grantee shall refrain from restricting the rental, sale or lease of the Property on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (a) In deeds: “The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land.” (b) In leases: “The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: “That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased.” (c) In contracts: “There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” 3. Violations Do Not Impair Liens. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest made in good faith and for value as to the Property, whether or not said mortgage or deed of trust is subordinated to this Grant Deed; provided, however, that any subsequent owner of the Property, or any interest therein or any portion thereof, shall be bound ATTACHMENT 3 62by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner’s title was acquired by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise. 4. Covenants Run With Land. All covenants contained in this Grant Deed shall be covenants running with the land. All of the Grantee’s obligations and covenants hereunder shall remain in effect in perpetuity. 5. Covenants For Benefit of Grantor. All covenants without regard to technical classification or designation, legal or otherwise, shall be, to the fullest extent permitted by law and equity, binding for the benefit of the Grantor and its successors and assigns, and such covenants shall run in favor of, and be enforceable by, the Grantor and its successors and assigns, against Grantee, its successors and assigns, to or of the Property conveyed herein or any portion thereof or any interest therein, and any party in possession or occupancy of the Property or portion thereof, for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor and its successors and assigns, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. 6. Revisions to Grant Deed. Both the Grantor, its successors and assigns, and the Grantee and Grantee’s successors and assigns in and to all or any part of the fee title to the Property shall have the right with the mutual consent of the Grantee and Grantor to consent and agree to changes in, or to eliminate in whole or in part, any of the covenants, or restrictions contained in this Grant Deed without the consent of any tenant, lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification, shall not benefit or be enforceable by any owner of any other real property within or outside the Redevelopment Project Area, or any person or entity having any interest in any other such realty. No amendment to the Redevelopment Plan shall require the consent of the Grantee. 7. No Merger. None of the terms, covenants, agreements or conditions heretofore agreed upon in writing in other instruments between the parties to this Grant Deed with respect to obligations to be performed, kept or observed by Grantee or Grantor in respect to Property or any part thereof after the conveyance of said Property shall be deemed to be merged with this Grant Deed. 8. Administration. Whenever a reference is made in this Grant Deed to an action, finding, determination or approval to be undertaken by the Grantor, the Executive Director of the Grantor is authorized to act on behalf of the Successor Agency unless specifically provided otherwise or the context should require otherwise. Notwithstanding the foregoing, the Executive Director of the Grantor may in his or her sole and absolute discretion refer any matter to the Successor Agency Board of Directors for action, direction or approval. [Signatures On Next Page] ATTACHMENT 3 63IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized this ____ day of _______________, 2014. “G RA NTO R” SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor-in-interest to the former Redevelopment Agency of the City of Culver City Dated: __________________ By: ________________________________ John M. Nachbar Executive Director APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, Secretary APPROVED AS TO FORM: By: _________________________________ Carol Schwab General Counsel By: _________________________________ KANE, BALLMER & BERKMAN Successor Agency Special Counsel [Signatures Continue On Next Page] ATTACHMENT 3 64CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Grant Deed dated , 2014, from the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY to the CITY OF CULVER CITY is hereby accepted by the undersigned officer on behalf of the City Council of the City of Culver City pursuant to authority conferred by the City Council through Resolution No. 2014- adopted on , 2014, and the Grantee consents to recordation thereof by its duly authorized officer. “G RA NTEE ” CITY OF CULVER CITY, a California municipal corporation Dated: __________________ By: ________________________________ John M. Nachbar City Manager APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, City Clerk APPROVED AS TO FORM: By: _________________________________ Carol Schwab City Attorney By: _________________________________ KANE, BALLMER & BERKMAN City Special Counsel ATTACHMENT 3 65State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] ATTACHMENT 3 66EXHIBIT “A” LEGAL DESCRIPTION (9099 Washington Boulevard - Ince) LEGAL DESCRIPTION The land referred to hereinbelow is situated in the City of Culver City, County of Los Angeles, State of California, and is described as follows: Ince Parking Structure 9099 Washington Boulevard. Assessor Parcel No.: 4206-029-932 LOT 3 OF PARCEL MAP NO. 25831 AS PER PARCEL MAP RECORDED IN THE COUNTY OF L.A. IN BOOK 308 PAGES 92 THRU 94 OF PARCEL MAPS RECORDED IN APRIL 2002 WITH ASSESSOR PARCEL NO. NO. 4206-029-932. End of Legal Description. ATTACHMENT 3 67RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY Attn: Sol Blumenfeld, Community Development Director 9770 Culver Boulevard Culver City, California 90232-0507 SPACE ABOVE THIS LINE FOR RECORDING USE Assessor’s Parcel Nos. 4207-001-900; OFFICIAL BUSINESS 4207-001-901; Document Entitled to Free Recording 4207-001-902; Per Government Code §§ 6103 & 27383 4207-001-903; 4207-001-904 GRANT DEED (3844-3848 & 3864 Watseka Avenue) FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor- in-interest to the former Redevelopment Agency of the City of Culver City, herein called “Grantor”, acting to carry out the Long Range Property Management Plan (“LRPMP”) approved by the California Department of Finance on March 18, 2014 in accordance with Chapter 9 (commencing with Section 34191.1) of Part 1.85 of Division 24 of the California Health and Safety Code, and to fulfill contractual enforceable obligations, and for other public purposes, hereby grants to the CITY OF CULVER CITY, a California municipal corporation, herein called “Grantee”, the real property described in Exhibit “A” attached hereto (“Property”) and incorporated herein by this reference, in accordance with and subject to the covenants, conditions and restrictions set forth in this Grant Deed. Whenever the term “Grantee” is used in this Grant Deed, such term shall include any and all successors and assigns of Grantee in and to the Property, or any interest therein or any portion thereof. 1. Conveyance in Accordance With LRPMP. The Property is conveyed in accordance with the LRPMP. 2. Nondiscrimination. The Grantee herein covenants by and for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, ATTACHMENT 3 68sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the Grantee itself or any person claiming under or through the Grantee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. The Grantee shall refrain from restricting the rental, sale or lease of the Property on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (a) In deeds: “The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land.” (b) In leases: “The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: “That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased.” (c) In contracts: “There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” 3. Violations Do Not Impair Liens. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest made in good faith and for value as to the Property, whether or not said mortgage or deed of trust is subordinated to this Grant Deed; provided, however, that any ATTACHMENT 3 69subsequent owner of the Property, or any interest therein or any portion thereof, shall be bound by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner’s title was acquired by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise. 4. Covenants Run With Land. All covenants contained in this Grant Deed shall be covenants running with the land. All of the Grantee’s obligations and covenants hereunder shall remain in effect in perpetuity. 5. Covenants For Benefit of Grantor. All covenants without regard to technical classification or designation, legal or otherwise, shall be, to the fullest extent permitted by law and equity, binding for the benefit of the Grantor and its successors and assigns, and such covenants shall run in favor of, and be enforceable by, the Grantor and its successors and assigns, against Grantee, its successors and assigns, to or of the Property conveyed herein or any portion thereof or any interest therein, and any party in possession or occupancy of the Property or portion thereof, for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor and its successors and assigns, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. 6. Revisions to Grant Deed. Both the Grantor, its successors and assigns, and the Grantee and Grantee’s successors and assigns in and to all or any part of the fee title to the Property shall have the right with the mutual consent of the Grantee and Grantor to consent and agree to changes in, or to eliminate in whole or in part, any of the covenants, or restrictions contained in this Grant Deed without the consent of any tenant, lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification, shall not benefit or be enforceable by any owner of any other real property within or outside the Redevelopment Project Area, or any person or entity having any interest in any other such realty. No amendment to the Redevelopment Plan shall require the consent of the Grantee. 7. No Merger. None of the terms, covenants, agreements or conditions heretofore agreed upon in writing in other instruments between the parties to this Grant Deed with respect to obligations to be performed, kept or observed by Grantee or Grantor in respect to Property or any part thereof after the conveyance of said Property shall be deemed to be merged with this Grant Deed. 8. Administration. Whenever a reference is made in this Grant Deed to an action, finding, determination or approval to be undertaken by the Grantor, the Executive Director of the Grantor is authorized to act on behalf of the Successor Agency unless specifically provided otherwise or the context should require otherwise. Notwithstanding the foregoing, the Executive Director of the Grantor may in his or her sole and absolute discretion refer any matter to the Successor Agency Board of Directors for action, direction or approval. [Signatures On Next Page] ATTACHMENT 3 70IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized this ____ day of _______________, 2014. “G RA NTO R” SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor-in-interest to the former Redevelopment Agency of the City of Culver City Dated: __________________ By: ________________________________ John M. Nachbar Executive Director APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, Secretary APPROVED AS TO FORM: By: _________________________________ Carol Schwab General Counsel By: _________________________________ KANE, BALLMER & BERKMAN Successor Agency Special Counsel [Signatures Continue On Next Page] ATTACHMENT 3 71CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Grant Deed dated , 2014, from the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY to the CITY OF CULVER CITY is hereby accepted by the undersigned officer on behalf of the City Council of the City of Culver City pursuant to authority conferred by the City Council through Resolution No. 2014- adopted on , 2014, and the Grantee consents to recordation thereof by its duly authorized officer. “G RA NTEE ” CITY OF CULVER CITY, a California municipal corporation Dated: __________________ By: ________________________________ John M. Nachbar City Manager APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, City Clerk APPROVED AS TO FORM: By: _________________________________ Carol Schwab City Attorney By: _________________________________ KANE, BALLMER & BERKMAN City Special Counsel ATTACHMENT 3 72State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] ATTACHMENT 3 73EXHIBIT “A” LEGAL DESCRIPTION (3844-3848 & 3864 Watseka Avenue) LEGAL DESCRIPTION The land referred to hereinbelow is situated in the City of Culver City, County of Los Angeles, State of California, and is described as follows: Watseka Parking Structure 3844-3848 & 3864 Watseka Avenue. Assessor Parcel No.: 4207-001-900 4207-001-901 4207-001-902 4207-001-903 4207-001-904 LOTS 19, 20, 21, 22, 23, 24 AND 25 IN BLOCK 14 OF TRACT 2444, IN THE CITY OF CULVER CITY, AS PER MAP RECORDED IN BOOK 24 PAGES 5, 6 AND 7 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDED OF SAID COUNTY. End of Legal Description. ATTACHMENT 3 74RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY Attn: Sol Blumenfeld, Community Development Director 9770 Culver Boulevard Culver City, California 90232-0507 SPACE ABOVE THIS LINE FOR RECORDING USE Assessor’s Parcel No. 4206-030-901 OFFICIAL BUSINESS Document Entitled to Free Recording Per Government Code §§ 6103 & 27383 GRANT DEED (3825 Canfield Avenue) FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor- in-interest to the former Redevelopment Agency of the City of Culver City, herein called “Grantor”, acting to carry out the Long Range Property Management Plan (“LRPMP”) approved by the California Department of Finance on March 18, 2014 in accordance with Chapter 9 (commencing with Section 34191.1) of Part 1.85 of Division 24 of the California Health and Safety Code, and to fulfill contractual enforceable obligations, and for other public purposes, hereby grants to the CITY OF CULVER CITY, a California municipal corporation, herein called “Grantee”, the real property described in Exhibit “A” attached hereto (“Property”) and incorporated herein by this reference, in accordance with and subject to the covenants, conditions and restrictions set forth in this Grant Deed. Whenever the term “Grantee” is used in this Grant Deed, such term shall include any and all successors and assigns of Grantee in and to the Property, or any interest therein or any portion thereof. 1. Conveyance in Accordance With LRPMP. The Property is conveyed in accordance with the LRPMP. 2. Nondiscrimination. The Grantee herein covenants by and for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the ATTACHMENT 3 75Grantee itself or any person claiming under or through the Grantee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. The Grantee shall refrain from restricting the rental, sale or lease of the Property on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (a) In deeds: “The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land.” (b) In leases: “The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: “That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased.” (c) In contracts: “There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” 3. Violations Do Not Impair Liens. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest made in good faith and for value as to the Property, whether or not said mortgage or deed of trust is subordinated to this Grant Deed; provided, however, that any subsequent owner of the Property, or any interest therein or any portion thereof, shall be bound ATTACHMENT 3 76by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner’s title was acquired by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise. 4. Covenants Run With Land. All covenants contained in this Grant Deed shall be covenants running with the land. All of the Grantee’s obligations and covenants hereunder shall remain in effect in perpetuity. 5. Covenants For Benefit of Grantor. All covenants without regard to technical classification or designation, legal or otherwise, shall be, to the fullest extent permitted by law and equity, binding for the benefit of the Grantor and its successors and assigns, and such covenants shall run in favor of, and be enforceable by, the Grantor and its successors and assigns, against Grantee, its successors and assigns, to or of the Property conveyed herein or any portion thereof or any interest therein, and any party in possession or occupancy of the Property or portion thereof, for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor and its successors and assigns, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. 6. Revisions to Grant Deed. Both the Grantor, its successors and assigns, and the Grantee and Grantee’s successors and assigns in and to all or any part of the fee title to the Property shall have the right with the mutual consent of the Grantee and Grantor to consent and agree to changes in, or to eliminate in whole or in part, any of the covenants, or restrictions contained in this Grant Deed without the consent of any tenant, lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification, shall not benefit or be enforceable by any owner of any other real property within or outside the Redevelopment Project Area, or any person or entity having any interest in any other such realty. No amendment to the Redevelopment Plan shall require the consent of the Grantee. 7. No Merger. None of the terms, covenants, agreements or conditions heretofore agreed upon in writing in other instruments between the parties to this Grant Deed with respect to obligations to be performed, kept or observed by Grantee or Grantor in respect to Property or any part thereof after the conveyance of said Property shall be deemed to be merged with this Grant Deed. 8. Administration. Whenever a reference is made in this Grant Deed to an action, finding, determination or approval to be undertaken by the Grantor, the Executive Director of the Grantor is authorized to act on behalf of the Successor Agency unless specifically provided otherwise or the context should require otherwise. Notwithstanding the foregoing, the Executive Director of the Grantor may in his or her sole and absolute discretion refer any matter to the Successor Agency Board of Directors for action, direction or approval. [Signatures On Next Page] ATTACHMENT 3 77IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized this ____ day of _______________, 2014. “G RA NTO R” SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor-in-interest to the former Redevelopment Agency of the City of Culver City Dated: __________________ By: ________________________________ John M. Nachbar Executive Director APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, Secretary APPROVED AS TO FORM: By: _________________________________ Carol Schwab General Counsel By: _________________________________ KANE, BALLMER & BERKMAN Successor Agency Special Counsel [Signatures Continue On Next Page] ATTACHMENT 3 78CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Grant Deed dated , 2014, from the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY to the CITY OF CULVER CITY is hereby accepted by the undersigned officer on behalf of the City Council of the City of Culver City pursuant to authority conferred by the City Council through Resolution No. 2014- adopted on , 2014, and the Grantee consents to recordation thereof by its duly authorized officer. “G RA NTEE ” CITY OF CULVER CITY, a California municipal corporation Dated: __________________ By: ________________________________ John M. Nachbar City Manager APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, City Clerk APPROVED AS TO FORM: By: _________________________________ Carol Schwab City Attorney By: _________________________________ KANE, BALLMER & BERKMAN City Special Counsel ATTACHMENT 3 79State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] ATTACHMENT 3 80EXHIBIT “A” LEGAL DESCRIPTION (3825 Canfield Avenue) LEGAL DESCRIPTION The land referred to hereinbelow is situated in the City of Culver City, County of Los Angeles, State of California, and is described as follows: Canfield Parking Lot 3825 Canfield Avenue. Assessor Parcel No.: 4206-030-901. LOTS 22, 23 AND 24 IN BLOCK 16 OF TRACT 2444, IN THE CITY OF CULVER CITY, AS PER MAP RECORDED IN BOOK 24, PAGES 5-7 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. End of Legal Description. ATTACHMENT 3 81RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY Attn: Sol Blumenfeld, Community Development Director 9770 Culver Boulevard Culver City, California 90232-0507 SPACE ABOVE THIS LINE FOR RECORDING USE Assessor’s Parcel Nos. 4313-019-900; OFFICIAL BUSINESS 4313-019-901; Document Entitled to Free Recording 4313-019-902; Per Government Code §§ 6103 & 27383 4313-019-903 GRANT DEED (9415-9425 Venice Boulevard) FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor- in-interest to the former Redevelopment Agency of the City of Culver City, herein called “Grantor”, acting to carry out the Long Range Property Management Plan (“LRPMP”) approved by the California Department of Finance on March 18, 2014 in accordance with Chapter 9 (commencing with Section 34191.1) of Part 1.85 of Division 24 of the California Health and Safety Code, and to fulfill contractual enforceable obligations, and for other public purposes, hereby grants to the CITY OF CULVER CITY, a California municipal corporation, herein called “Grantee”, the real property described in Exhibit “A” attached hereto (“Property”) and incorporated herein by this reference, in accordance with and subject to the covenants, conditions and restrictions set forth in this Grant Deed. Whenever the term “Grantee” is used in this Grant Deed, such term shall include any and all successors and assigns of Grantee in and to the Property, or any interest therein or any portion thereof. 1. Conveyance in Accordance With LRPMP. The Property is conveyed in accordance with the LRPMP. 2. Nondiscrimination. The Grantee herein covenants by and for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, ATTACHMENT 3 82sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the Grantee itself or any person claiming under or through the Grantee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. The Grantee shall refrain from restricting the rental, sale or lease of the Property on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (a) In deeds: “The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land.” (b) In leases: “The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: “That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased.” (c) In contracts: “There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” 3. Violations Do Not Impair Liens. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest made in good faith and for value as to the Property, whether or not said mortgage or deed of trust is subordinated to this Grant Deed; provided, however, that any ATTACHMENT 3 83subsequent owner of the Property, or any interest therein or any portion thereof, shall be bound by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner’s title was acquired by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise. 4. Covenants Run With Land. All covenants contained in this Grant Deed shall be covenants running with the land. All of the Grantee’s obligations and covenants hereunder shall remain in effect in perpetuity. 5. Covenants For Benefit of Grantor. All covenants without regard to technical classification or designation, legal or otherwise, shall be, to the fullest extent permitted by law and equity, binding for the benefit of the Grantor and its successors and assigns, and such covenants shall run in favor of, and be enforceable by, the Grantor and its successors and assigns, against Grantee, its successors and assigns, to or of the Property conveyed herein or any portion thereof or any interest therein, and any party in possession or occupancy of the Property or portion thereof, for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor and its successors and assigns, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. 6. Revisions to Grant Deed. Both the Grantor, its successors and assigns, and the Grantee and Grantee’s successors and assigns in and to all or any part of the fee title to the Property shall have the right with the mutual consent of the Grantee and Grantor to consent and agree to changes in, or to eliminate in whole or in part, any of the covenants, or restrictions contained in this Grant Deed without the consent of any tenant, lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification, shall not benefit or be enforceable by any owner of any other real property within or outside the Redevelopment Project Area, or any person or entity having any interest in any other such realty. No amendment to the Redevelopment Plan shall require the consent of the Grantee. 7. No Merger. None of the terms, covenants, agreements or conditions heretofore agreed upon in writing in other instruments between the parties to this Grant Deed with respect to obligations to be performed, kept or observed by Grantee or Grantor in respect to Property or any part thereof after the conveyance of said Property shall be deemed to be merged with this Grant Deed. 8. Administration. Whenever a reference is made in this Grant Deed to an action, finding, determination or approval to be undertaken by the Grantor, the Executive Director of the Grantor is authorized to act on behalf of the Successor Agency unless specifically provided otherwise or the context should require otherwise. Notwithstanding the foregoing, the Executive Director of the Grantor may in his or her sole and absolute discretion refer any matter to the Successor Agency Board of Directors for action, direction or approval. [Signatures On Next Page] ATTACHMENT 3 84IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized this ____ day of _______________, 2014. “G RA NTO R” SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor-in-interest to the former Redevelopment Agency of the City of Culver City Dated: __________________ By: ________________________________ John M. Nachbar Executive Director APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, Secretary APPROVED AS TO FORM: By: _________________________________ Carol Schwab General Counsel By: _________________________________ KANE, BALLMER & BERKMAN Successor Agency Special Counsel [Signatures Continue On Next Page] ATTACHMENT 3 85CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Grant Deed dated , 2014, from the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY to the CITY OF CULVER CITY is hereby accepted by the undersigned officer on behalf of the City Council of the City of Culver City pursuant to authority conferred by the City Council through Resolution No. 2014- adopted on , 2014, and the Grantee consents to recordation thereof by its duly authorized officer. “G RA NTEE ” CITY OF CULVER CITY, a California municipal corporation Dated: __________________ By: ________________________________ John M. Nachbar City Manager APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, City Clerk APPROVED AS TO FORM: By: _________________________________ Carol Schwab City Attorney By: _________________________________ KANE, BALLMER & BERKMAN City Special Counsel ATTACHMENT 3 86State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] ATTACHMENT 3 87EXHIBIT “A” LEGAL DESCRIPTION (9415-9425 Venice Boulevard) LEGAL DESCRIPTION The land referred to hereinbelow is situated in the City of Culver City, County of Los Angeles, State of California, and is described as follows: Venice Parking Lot 9415-9425 Venice Boulevard. Assessor Parcel No.: 4313-019-900 4313-019-901 4313-019-902 4313-019-903 LOTS 21, 21, 22 AND 23 OF BLOCK 8 OF TRACT NO. 2444, PER MAP RECORDED IN BOOK 24 PAGE 6 OF MAPS. End of Legal Description. ATTACHMENT 3 88RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY Attn: Sol Blumenfeld, Community Development Director 9770 Culver Boulevard Culver City, California 90232-0507 SPACE ABOVE THIS LINE FOR RECORDING USE Assessor’s Parcel Nos. 4206-033-932; OFFICIAL BUSINESS 4206-033-934; Document Entitled to Free Recording 4206-033-935 Per Government Code §§ 6103 & 27383 GRANT DEED (3757 Robertson Boulevard) FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor- in-interest to the former Redevelopment Agency of the City of Culver City, herein called “Grantor”, acting to carry out the Long Range Property Management Plan (“LRPMP”) approved by the California Department of Finance on March 18, 2014 in accordance with Chapter 9 (commencing with Section 34191.1) of Part 1.85 of Division 24 of the California Health and Safety Code, and to fulfill contractual enforceable obligations, and for other public purposes, hereby grants to the CITY OF CULVER CITY, a California municipal corporation, herein called “Grantee”, the real property described in Exhibit “A” attached hereto (“Property”) and incorporated herein by this reference, in accordance with and subject to the covenants, conditions and restrictions set forth in this Grant Deed. Whenever the term “Grantee” is used in this Grant Deed, such term shall include any and all successors and assigns of Grantee in and to the Property, or any interest therein or any portion thereof. 1. Conveyance in Accordance With LRPMP. The Property is conveyed in accordance with the LRPMP. 2. Nondiscrimination. The Grantee herein covenants by and for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, ATTACHMENT 3 89sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the Grantee itself or any person claiming under or through the Grantee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. The Grantee shall refrain from restricting the rental, sale or lease of the Property on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (a) In deeds: “The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land.” (b) In leases: “The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: “That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased.” (c) In contracts: “There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” 3. Violations Do Not Impair Liens. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest made in good faith and for value as to the Property, whether or not said mortgage or deed of trust is subordinated to this Grant Deed; provided, however, that any ATTACHMENT 3 90subsequent owner of the Property, or any interest therein or any portion thereof, shall be bound by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner’s title was acquired by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise. 4. Covenants Run With Land. All covenants contained in this Grant Deed shall be covenants running with the land. All of the Grantee’s obligations and covenants hereunder shall remain in effect in perpetuity. 5. Covenants For Benefit of Grantor. All covenants without regard to technical classification or designation, legal or otherwise, shall be, to the fullest extent permitted by law and equity, binding for the benefit of the Grantor and its successors and assigns, and such covenants shall run in favor of, and be enforceable by, the Grantor and its successors and assigns, against Grantee, its successors and assigns, to or of the Property conveyed herein or any portion thereof or any interest therein, and any party in possession or occupancy of the Property or portion thereof, for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor and its successors and assigns, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. 6. Revisions to Grant Deed. Both the Grantor, its successors and assigns, and the Grantee and Grantee’s successors and assigns in and to all or any part of the fee title to the Property shall have the right with the mutual consent of the Grantee and Grantor to consent and agree to changes in, or to eliminate in whole or in part, any of the covenants, or restrictions contained in this Grant Deed without the consent of any tenant, lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification, shall not benefit or be enforceable by any owner of any other real property within or outside the Redevelopment Project Area, or any person or entity having any interest in any other such realty. No amendment to the Redevelopment Plan shall require the consent of the Grantee. 7. No Merger. None of the terms, covenants, agreements or conditions heretofore agreed upon in writing in other instruments between the parties to this Grant Deed with respect to obligations to be performed, kept or observed by Grantee or Grantor in respect to Property or any part thereof after the conveyance of said Property shall be deemed to be merged with this Grant Deed. 8. Administration. Whenever a reference is made in this Grant Deed to an action, finding, determination or approval to be undertaken by the Grantor, the Executive Director of the Grantor is authorized to act on behalf of the Successor Agency unless specifically provided otherwise or the context should require otherwise. Notwithstanding the foregoing, the Executive Director of the Grantor may in his or her sole and absolute discretion refer any matter to the Successor Agency Board of Directors for action, direction or approval. [Signatures On Next Page] ATTACHMENT 3 91IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized this ____ day of _______________, 2014. “G RA NTO R” SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY, a public entity existing under the laws of the State of California and successor-in-interest to the former Redevelopment Agency of the City of Culver City Dated: __________________ By: ________________________________ John M. Nachbar Executive Director APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, Secretary APPROVED AS TO FORM: By: _________________________________ Carol Schwab General Counsel By: _________________________________ KANE, BALLMER & BERKMAN Successor Agency Special Counsel [Signatures Continue On Next Page] ATTACHMENT 3 92CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Grant Deed dated , 2014, from the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF CULVER CITY to the CITY OF CULVER CITY is hereby accepted by the undersigned officer on behalf of the City Council of the City of Culver City pursuant to authority conferred by the City Council through Resolution No. 2014- adopted on , 2014, and the Grantee consents to recordation thereof by its duly authorized officer. “G RA NTEE ” CITY OF CULVER CITY, a California municipal corporation Dated: __________________ By: ________________________________ John M. Nachbar City Manager APPROVED AS TO CONTENT: By: ______________________________ Sol Blumenfeld Community Development Director ATTEST: By: ______________________________ Martin R. Cole, City Clerk APPROVED AS TO FORM: By: _________________________________ Carol Schwab City Attorney By: _________________________________ KANE, BALLMER & BERKMAN City Special Counsel ATTACHMENT 3 93State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] State of California ) ) County of Los Angeles ) On __________________, 2014 before me, ______________________(here insert name of the officer), Notary Public, personally appeared , who 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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public [Seal] ATTACHMENT 3 94EXHIBIT “A” LEGAL DESCRIPTION (3757 Robertson Boulevard) LEGAL DESCRIPTION The land referred to hereinbelow is situated in the City of Culver City, County of Los Angeles, State of California, and is described as follows: 3757 Robertson Boulevard. Assessor Parcel No.: 4206-033-932 4206-033-934 4206-033-935 BEING A PORTION OF LOTS 25 AND 26 OF TRACT NO. 3872, IN THE CITY OF CULVER CITY, COUNTY OF LOS ANGELES, AND STATE OF CALIFORNIA, RECORDED IN BOOK 42, PAGE 25 OFFICIAL RECORDS OF THE COUNTY RECORDER OF SAID COUNTY. End of Legal Description. ATTACHMENT 3 95